Terms and conditions
Update: November 2007
1 Area of validity
Use by the customer of the Comway services is based on these terms and conditions. A mandatory individual order documentation comprises of the valid price lists, individual agreements, order-, confirmation- and registration-forms, contract exhibits including the license conditions belonging to the utilized or purchased products and is constituent of this contract. This contract becomes effective only after acceptance by Comway. Acceptance is automatic after Comway furnishes the contractual services for 7 calendar days and Comway does not oppose.
2 Term of contract and notice
The contract begins on the date specified in the order documentation. For recurring services the contract term begins after an installation or one time initial service. The contract ends as specified in the order documentation. For recurring services it ends if notice is given in registered writing 3 months before expiration of the agreed upon minimum term. From there on the contract extends indefinitely and can be canceled with a 3 month notice to the end of each calendar month. The right for cancellation without notice for important reason remains unaffected.
3 Scope of Services
3.1 Consulting- and management-services
Comway creates market reviews, product positioning, competitive analysis, business plans, organization concepts. Comway establishes firms, procures premises, prepares recruitments of personnel and provides management services.
3.2 Equipment
Comway provides hardware devices with or without on-line connection. The utilization charges only cover turnkey operation of the devices. Software applications are not subject to charges, however, as far as nothing different is agreed upon they can be used on the devices.
3.3 On-line services
Comway provides on-line services 24 hour daily. However, there is no guarantee for uninterrupted operation. Disruption due to maintenance work will be announced as early as possible. Possible outages are repaired as fast as possible.
3.4 Advertising services
Comway makes available advertising services specified in an individual order documentation. Advertisement includes print media, web advertising and local advertisement on devices in installations like hotels, restaurants, hospitals etc. as well as advertisement on mMerchandise and other articles being sold or given away for free.
3.5 Leasing services
Pursuant to a specific Exhibit Comway makes available hardware, software and on-line services in a leasing relationship. It is the customers sole responsibility to select the products and services suitable for his purposes.
3.6 Range of the services
Comway reserves the right to change, modify, add or delete services at any time, without prior notice. Also, Comway may limit certain applications, in particular if thereby the entire service offering is impaired.
4 Obligations of the customer
The customer is obliged to properly use the Comway services. The customer is in particular obligated without consideration to
4.1 use the Comway services abusively or immorally
4.2 to be in compliance with applicable laws
4.3 to respect copyrights and other rights of third parties
4.4 to communicate to Comway service shortcomings or errors of performance of the products and services immediately after their recognition
4.5 maintain functionality of services and devices if achievable supported by Comway with simple interferences and application of consumables,
4.6 data backup, in particular before maintenance work
4.7 prevent unauthorized third parties to access Comway Servicees.
5 Use by third parties
5.1 If the customer systematically or inadvertently makes possible that third parties access the Comway services, then he is responsible for the correct use and the adherence of these contract terms and conditions.
5.2 The customer has to pay the charges which result from authorized or not-authorized use of third parties.
6 Prices - terms of payment
Prices and terms of payment are specified in the order documentation. For recurring services in case of doubt prices apply in accordance with the current price list. For recurring services price adjustments are effective beginning of the calendar month after the announcement. Price increases for identical services may not exceed 10% per annum. As far as nothing different is agreed upon, payment is to be effected via transfer, direct debit, credit -, EC- cards immediately after rendering of invoice. Recurring fees (e.g. Flat fees, basic rent or leasing fees) are payable after installation of the services or installation of devices at the beginning of each billing period in advance. Other recurring fees (e.g. additional use or service-dependent fees) are payable immediately after the invoice is presented. The current value added tax (VAT) is charged additionally and is payable at the same time. For delay of payment interest of 1% per month is charged. In addition the customer bears cost, which results from irregularities of payment.
7 Reduced performance
7.1 The customer may not make up for counterclaims and not retain payments unless Comway recognized this or there is a definite judicial decree.
7.2 Comway is not liable for performance reduction or failure due to force majeure or failure caused by suppliers.
7.3 For temporary shortcomings of Comway services there is no reimbursement due.
8 Limitation of liability
8.1 Liability of Comway for damages and consequential damages, missed profits and missed savings is excluded. However, Comway takes up responsibility for customer claims deriving from negligent violation of contract up to the amount of the last average 3-months-fees. The liability due to violation of contract is limited in any case to Euro 100,000. These restrictions do not apply to claims deriving from intentional or grossly negligent violation of contract by Comway.
8.2 Comway is neither liable that data and information conveyed by third parties is complete, correct or timely nor that it is legal nor that these data and information is free of rights of other parties.
9 Liability of customers
Customer is liable for consequences and disadvantages which Comway and third parties encounter from abusive or illegal use of the Comway services or thus that the customer does not follow his obligations.
10 Privacy and data security
10.1 Comway and the customer commit themselves to mutually protecting confidential information and trade secrets, both during as well as after completion of the contract.
10.2 In the context of the Comway services data received from customers is stored and processed under the German data protection laws.
11 Offerings of third parties
If third parties offer goods or services via the intermediation functions of the Comway Services any contractual relationship is exclusively between the customer and the offeror. Any claims deriving from these relationships are exclusively directed against the offeror or customer of these goods and services and not against Comway. The terms of delivery and sales of the respective offerors apply.
12 General provisions
12.1 Deviations from these terms and conditions, special agreements or verbal promises are effective only after written confirmation by Comway.
12.2 Comway is entitled to transfer the rights and obligations resulting from this contract to third parties.
12.3 These terms are governed by the laws of the German Federal Republic. International or supranational regulations do not apply. Place of jurisdiction is Munich.
12.4 Should regulations of these terms and conditions be legally ineffective now or in the future, then this will not affect the validity of the remaining regulations. The parties will mutually agree that the legally ineffective clause be replaced by a legally effective regulation that comes closest to the targeted aim and purpose of the ineffective regulation.
