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General Terms and Conditions

Last modified on: October 1, 2016
Preamble
These General Terms and Conditions (hereinafter referred to as "GTC") govern the contractual relationship between 3D-Zeitschrift GmbH, Dachsteinstr 66, 83373 Taching aa. See (hereinafter referred to as "3DZ") and you as an entrepreneur within the meaning of § 14 BGB (hereinafter referred to as "Customer") regarding the use of the products and services offered by 3DZ. An entrepreneur is any natural or legal person or partnership with legal capacity that is acting in the exercise of its commercial or independent professional activity when concluding the contract.
In principle, there are five categories of services offered by 3DZ:
The "3DZ.Editor" represents an internet-based software solution developed by 3DZ, which enables the customer to create and edit digital publications, as well as their subsequent export into various formats.
The "Smarticle Clipper" is also an internet-based software solution. It enables the customer to create and edit digital publications, in particular with simultaneous optimization of the publications for mobile devices, as well as their subsequent export into various formats.
"keosk." is a distribution platform developed and operated by 3DZ, which is available both on the Internet athttp://www.keosk.dealsand via the keosk app on mobile devices (hereinafter collectively referred to as "keosk") and enables the customer to distribute the publications created with the 3DZ.Editor and/or the Smarticle Clipper.
"3DZ.App" includes the creation of individual apps in which the customer can integrate publications ("3DZ.App") and the subsequent, temporary provision of these apps.
"3DZ.strategy consulting" includes the creation of individual software solutions and individual consulting in connection with the digital distribution of publications ("3DZ.strategy consulting").
Insofar as individual clauses or sections in these GTC explicitly refer to only one of these product or service categories, the respective clauses and sections shall only apply to these.
1 Subject matter of the General Terms and Conditions and conclusion of contract
1.1 These GTC shall apply to all contractual relationships between 3DZ and the customer concerning the products and services offered by 3DZ which are concluded during the period of validity of these GTC. Sections 2 to 7 of these GTC shall only apply with regard to the services in question.
1.2 The scope of services, the functionalities available to the customer and the remuneration to be paid for them shall be based on the respective individual offer submitted by 3DZ and accepted by the customer pursuant to Section 1.6 of these GTC ("Offer") as well as on the respective applicable service description valid at the time of conclusion of the contract. The service descriptions can be found on the Internet atwww.Smarticle.com. These GTC shall also apply insofar as they have been effectively included in the contract.
1.3 Insofar as the applicable service description contradicts the contents of these GTC, the GTC shall apply. If the content of the offer contradicts the content of these GTC or the applicable service description, the content of the offer shall apply. The conflicting clauses of these GTC and information in the service description shall then not apply.
1.4 These GTC of 3DZ shall apply exclusively. Any terms and conditions of the customer that conflict with or deviate from these GTC shall not be recognized unless 3DZ has expressly agreed to their validity. This shall also apply if 3DZ performs its services without reservation in the knowledge that the customer's terms and conditions conflict with or deviate from these GTC.
1.5 Verbal collateral agreements to these GTC shall not exist.
1.6 A contract between the customer and 3DZ shall be concluded by the submission of an individual offer by 3DZ and the subsequent acceptance by the customer of such offer ("conclusion of contract"). All information provided by 3DZ in advertising materials or on the Website shall be non-binding and shall not constitute an offer to the Customer.
2 Scope of services 3DZ.Editor
2.1 3DZ.Editor enables the customer to upload his publication in PDF format and edit it independently in three different versions ("Replica", "Enhanced Replica" and "Digital Only") and then export it to various distribution channels (see Section 4 of these GTC). The publications created by the customer shall be stored on the 3DZ server.
2.2 3DZ shall enable the customer to use 3DZ.Editor via the Internet. Access to 3DZ.Editor shall be exclusively via the customer's Internet browser and via telecommunication means. 3DZ.Editor shall remain on the servers of 3DZ. The customer shall not receive a program copy of 3DZ.Editor.
2.3 The entire production of the digital publications (in particular the preparation of the PDF data in accordance with the "3DZ PDF Guidelines" as well as their conversion and enrichment with additional content and functions) shall be carried out independently by the Customer. For an additional fee, the customer may also commission 3DZ to produce the digital publications.
2.4 The customer may then export the final edited publication. In this respect, the applicable service and process descriptions shall apply.
2.5 3DZ shall grant the customer the non-exclusive, non-transferable right, limited to the term of the contract, to use 3DZ.Editor in accordance with the provisions of these GTC and all other provisions to which these GTC refer. The customer shall not acquire any right to the source code.
2.6 The customer shall grant 3DZ the right to reproduce and otherwise exploit and process the source material processed by him with 3DZ.Editor as well as the publications created with the software, insofar as this is necessary for the provision of the services owed in the individual case as well as for the performance of maintenance and data backup measures.
3 Smarticle Clipper scope of services / release by the customer
3.1 Smarticle Clipper enables the creation and subsequent export of publications optimized for display on mobile devices (hereinafter referred to as "Smarticle publication").
3.2 The customer first uploads their publication in PDF format to Smarticle Clipper (hereinafter referred to as the "source format"). The customer can then transfer and edit the images, texts and advertisements (hereinafter referred to as "article content") in the Smarticle publication. In some cases, automated editing also takes place. The article content is then stored in an article database hosted by 3DZ. The article content stored in the article database can then be reassembled as a smart article publication.
3.3 The customer can then export or display the smart article publication. Please refer to the offer or the applicable service or process description for the options available in this respect. The Smarticle publications created by the customer are stored on the 3DZ server.
3.4 Before the Smarticle publication is released for export, the customer must approve it by means of an unambiguous declaration. Please refer to the applicable service or process descriptions for information on how the approval is to be granted. Without a release by the customer, 3DZ is neither obliged nor authorized to release the smart article publication or make it accessible online.
3.5 Instead of a release, the customer may report any image or text corrections back to 3DZ in a correction loop insofar as the customer has commissioned the corresponding service. 3DZ has set up a special input mask for this purpose, in which the customer can enter such changes. 3DZ then incorporates these changes and asks the customer to approve the revised Smarticle publication again.
3.6 3DZ shall prepare the article content solely on behalf of and in the name of the customer. The preparation for release and, if applicable, publication shall also be carried out solely on behalf and in the name of the customer. 3DZ shall only provide technical support services. Unless otherwise agreed and described in the contract with the customer, 3DZ shall not edit, correct or otherwise use or adapt the article content. In particular, 3DZ shall not manually check the content or presentation of the article content uploaded by the customer. The customer shall always remain solely responsible for the content provided by him (cf. Section 11 of these GTC).
3.7 The customer shall grant 3DZ the right to reproduce and otherwise utilize and edit the source material processed by him with Smarticle Clipper as well as the publications created with the software, insofar as this is necessary for the provision of the services owed in the individual case as well as for the performance of maintenance and data backup measures. The customer guarantees that it has the necessary rights (see Section 14 of these GTC).
4 Scope of services of keosk / other distribution of created publications
4.1 Publications created with 3DZ.Editor and/or Smarticle Clipper can be uploaded to keosk and distributed to end customers.
If necessary, the publications can be exported as a "web link" and/or as a "web export". In the case of export as a web link, the publications shall remain hosted on the servers of 3DZ during the term of the contract in accordance with clause 19 and can be integrated as a hyperlink into the customer's own website. In the case of web export, the customer can download the respective publication in full or upload it to its own server and then integrate it into its own or another web presence as well as distribute it via its own accounts in the iTunes, Google Play or Kindle Fire Store (hereinafter referred to as "third-party stores"). Optionally, this service or the administration of the respective store accounts can also be provided by 3DZ for an additional fee. With regard to the details, the provisions in the respective applicable service description or offer shall apply.
4.2 Pricing vis-à-vis the end customer and payment processing shall be in accordance with Section 9 of these GTC.
4.3 In all cases, 3DZ shall not review the content or presentation of the publications created by the customer. The customer shall always remain solely responsible for the content provided by it (cf. Section 14 of these GTC).
5 Additional services for 3DZ.Editor, Smarticle Clipper and keosk.
5.1 In addition to the basic use of 3DZ.Editor, Smarticle Clipper and keosk, the customer can make use of additional services and functionalities that are subject to separate payment.
5.2 An overview of the additional services and additional functionalities as well as their service descriptions can be found on the Internet atwww.3DZ.comeingesehen. The customer can also request an individual offer.
6 Scope of services 3DZ.App
6.1 At the customer's separate request, 3DZ shall provide the customer with an app for iOS, Android and Kindle Fire or - if available - another platform for a limited period of time, which the customer can distribute to its users. The possible variants of the app are set out in the service description. The app enables its users to purchase the publications created by the customer using 3DZ.Editor and hosted on 3DZ's servers in all three versions directly via the app (in-app purchase). Smarticle publications can also be purchased via a premium app.
6.2 3DZ shall hand over the developed app to the respective store operator. The app is hosted by the respective store provider (e.g. Apple, Google or Amazon). The publications that can be purchased in the app and created using the software are hosted on the servers of 3DZ (see section 13.1 of these GTC).
6.3 Optionally, 3DZ shall manage the App for an additional fee (see Section 8.6 of these GTC). This includes, inter alia, (i) the incorporation into the App of new publications created using the Software and (ii) the necessary maintenance and adaptation of the App due to updates to the respective operating system on which the App is based.
6.4 Irrespective of whether the App is managed by the customer or by 3DZ in individual cases, the customer shall be solely responsible for the fulfillment of all legal obligations in connection with the App (e.g. imprint obligations, obligation to create and maintain a data protection declaration, information obligations under distance selling law, etc.).
6.5 3DZ shall grant the customer the simple (i.e. non-exclusive), non-transferable right, limited in time to the term of the contract with 3DZ, to use the app created for the customer in accordance with the provisions of the contract existing between the customer and 3DZ. The customer shall not acquire any right to the source code.
7 Scope of services 3DZ.innovation consulting
7.1 3DZ shall provide the customer with services for the creation of individual software solutions and individual consulting in connection with the digital distribution of publications upon separate order.
7.2 The scope of services and the remuneration to be paid in individual cases shall be based on the contract with the customer.
8 Remuneration
8.1 The remuneration to be paid in individual cases is based on the provisions of sections 1.2 to 1.6 of these GTC.
8.2 The basic use of 3DZ.Editor is generally without fixed remuneration. 3DZ shall retain a percentage of the gross sales of all titles sold by the customer in keosk as specified in the respective offer.
8.3 If the customer offers his publications free of charge in keosk, fees for the use of 3DZ.Editor are charged for each publication created (hereinafter referred to as "issue licenses"), in deviation from section 8.2. The amount of the issue licenses can be found in the respective offer.
8.4 If the customer offers his publication free of charge or for a fee in accordance with section 4.2 of these GTC in third-party stores or his own or another website or makes it publicly accessible in any other way, the issue licenses shall also apply.
8.5 The amount of the remuneration for a Smarticle publication can be found in the respective offer. At the customer's request, 3DZ shall undertake the complete creation of smart article publications ("full service clipping"); an additional license must be purchased for this purpose.8.6 Unless the respective offer contains a deviating provision, the initial creation of an individual app in accordance with Section 6 of these GTC shall be subject to a one-time setup fee; the fee shall be charged for each operating system. For the administration and further provision of the app by 3DZ, an annual fee shall be charged depending on the equipment variant of the app (standard or premium); this is specified in the respective offer. The respective amount of the fees incurred can be found in the applicable service descriptions valid at the time the contract is concluded or in the respective offer.
8.7 Magazine fees must be paid for the integration of publications created in the individual apps; details can be found in the offer.
9 Pricing vis-à-vis the end customer / payment processing
9.1 In principle, 3DZ is free to determine the pricing for the sale of its digital publications in keosk within the framework of the Apple Price Tiers.
9.2 If the customer charges a fee for his publications, the turnover generated via keosk or via the 3DZ.Apps variant shall be credited to 3DZ by the payment services or third-party stores. 3DZ retains the percentage of sales agreed in the offer. The remaining amount is paid out to the respective customer.
9.3 The turnover generated via keosk shall be settled quarterly by 3DZ and transferred to the customer on a pro rata basis. In addition, the customer can download a statement as a CSV export from 3DZ.
9.4 Depending on the platform and billing model, additional costs may also be incurred for the use of the platform and the processing of payments. Companies such as PayPal, Click&Buy, Apple etc. may retain a certain percentage of the turnover and any additional taxes/costs due on it.
9.5 Payment processing for publications sold directly via third-party stores (see section 4.2 of these GTC) or via the individual app (see section 6 of these GTC) is carried out in the relationship between the respective third-party store and the customer.
10 Use of the services by the customer
10.1 3DZ.Editor, Smarticle Clipper and keosk shall be used via the 3DZ website(www.Smarticle.com). 3DZ shall set up a customer-specific user account for the customer and provide him with the corresponding user ID and a password (access data).
10.2 The customer is obliged to store the access data carefully and to protect it by appropriate technical (e.g. installation of a firewall) and organizational measures.
10.3 The customer may only disclose the access data to employees who are obliged to keep the access data secret and who are also authorized to carry out those legal transactions for the customer that can be carried out via the account. Disclosure of the access data to third parties is prohibited.
10.4 The customer must accept responsibility for the actions carried out via his account; in particular, he is bound by declarations of intent made via the account. This shall not apply if in the respective case it was obviously recognizable for 3DZ that it was not the customer who acted or if the customer proves that the action was carried out by a third party without the customer being at fault.
10.5 The customer is obliged to check the files to be processed with 3DZ.Editor and Smarticle Clipper for viruses or other harmful components before entering or uploading them to 3DZ.Editor and Smarticle Clipper and to use state-of-the-art virus protection programs for this purpose.
10.6 Use is only permitted for use by the customer and its affiliated companies within the meaning of Sections 15 et seq. of the German Stock Corporation Act (AktG) for the purposes of implementing the respective contract between the customer and 3DZ. The use for services for third parties is expressly prohibited, but may be regulated within the framework of a separate cooperation agreement.
11 Cooperation and provision obligations of the customer
11.1 The customer is obliged - insofar as reasonable - to provide reasonable cooperation. Reasonable cooperation includes in particular the following services:
11.2 In order to use 3DZ.Editor, Smarticle Clipper and keosk, the customer must himself provide a broadband Internet connection for his systems and the necessary software and hardware equipment (current Internet browser, current version of the Flash player, end devices, etc.).
11.3 The customer shall provide 3DZ unsolicited and without delay with the information and materials necessary for the provision of the service (in particular the publications, texts and graphics as well as product information, etc.) as well as all other information that proves to be necessary for the provision of the service, and shall grant 3DZ the corresponding rights of use. The customer is responsible for the accuracy and completeness of this information and material. The customer shall be responsible for ensuring that the information and materials are free of third-party property rights and that, to its knowledge, no other rights exist that restrict or exclude their use by 3DZ.
11.4 If, at the customer's request, certain materials or software applications of the customer are to be used for the development, the customer shall make these available free of charge in licensed form for the duration of the project.
11.5 If and insofar as cooperation services by the customer are agreed or required for the provision of the services (e.g. setting up services, service connections and accesses as well as interfaces), the customer shall ensure that these cooperation services are provided in good time.
11.6 The customer shall provide the cooperation and provision obligations incumbent upon it free of charge.
12 Operating hours and availability of keosk
12.1 The operating hours of the system are Mon - Sun 00:00 - 24:00.
12.2 Within the scope of its sphere of influence, 3DZ shall owe a system availability of 98 percent per year up to the transfer point (i.e. the interface of the data network operated by 3DZ to other networks). However, this shall not include downtimes due to necessary maintenance and care work (cf. Section 12.3 of these GTC) and cases of force majeure (such as strikes, war and warlike conditions, terrorism, attacks, acts of sabotage, extraordinary natural events such as earthquakes, floods, etc.) and other causes for which 3DZ is not responsible. 3DZ shall not be responsible for the establishment and maintenance of the data connection between the customer's IT system and the transfer point.
12.3 Access to 3DZ.Editor, Smarticle Clipper and keosk as well as to the processing results may be interrupted, in particular due to maintenance and servicing work. As far as possible, such work shall be announced electronically in good time in advance.
13 Hosting / traffic and additional fees incurred
13.1 All publications created shall remain hosted on the servers of 3DZ for the agreed term of the contract and shall be available for retrieval there. 3DZ shall not be obliged to store the publications beyond the term of the contract, even in the case of individual apps pursuant to Section 6 of these GTC. After the end of the contract term, the individual apps shall also be removed from the store of the respective store provider (e.g. Apple, Google or Amazon).
13.2 The customer shall grant 3DZ the right to reproduce and otherwise exploit and process the customer's publications and article content to the extent that this is necessary for the provision of the services owed in the individual case and for the performance of maintenance and data backup measures.
13.3 The hosting of the individual publications that the customer publishes via the 3DZ servers on the web or in an app shall be subject to the following provisions, which shall apply in each case for the entire term of the contract:
13.3.1 The Customer shall be entitled to a traffic quota of 10,000 visits and a data volume of up to 250 MB per issue.
13.3.2 Each opening of a publication that has not already been downloaded to the respective device is counted as a visit.
13.3.3 If either the number of visits specified in clause 13.3.1 or the data volume specified therein is exhausted, the customer must pay an additional fee; this shall apply irrespective of whether the customer pays magazine fees or 3DZ receives a share of the revenue. For each additional visit after the number of visits or the data volume has been reached, this fee shall amount to EUR 0.08. Invoices shall be issued monthly.
13.3.4 The customer shall only be entitled to 1000 visits per hour. If the customer expects more than 1000 visits per hour, he must inform 3DZ and make a separate agreement in the form of an additional, chargeable traffic quota.
13.3.5 An extension of the hosting or an increase in visits is possible at any time for an additional charge.
14 Responsibility of the customer for own content
14.1 When creating and publishing digital publications with the products and/or services offered by 3DZ, the customer shall be solely responsible for the content of the publication.
14.2 The customer guarantees not to create and publish any publications with 3DZ that have pornographic, violence-glorifying, xenophobic, offensive, racist or otherwise discriminatory content.
14.3 The customer guarantees to process and publish or have processed and published by 3DZ only such content with the products and/or services offered by 3DZ for the processing and reproduction of which it holds the corresponding rights. This includes in particular those rights that are necessary to legally process the content provided by the customer and released in accordance with Section 3.4 of these GTC in the manner described in Section 3 of these GTC (Smarticle Clipper) and to make it publicly accessible on the Internet.
14.4 The customer guarantees that the content of its publications created with the products and/or services offered by 3DZ (in particular 3DZ.Editor and Smarticle Clipper) or have them created and published by 3DZ do not infringe any industrial property rights or copyrights of third parties in any country in which the publications are retrievable as intended and do not violate any statutory provisions in any country in which the publications are retrievable as intended.
14.5 The customer shall indemnify 3DZ against all claims of third parties arising from a breach of the obligations listed in this clause 14 upon first request and shall bear the reasonable costs of legal defense.
14.6 The breach of the obligations contained in this clause 14 shall entitle 3DZ to extraordinary termination.
15 Troubleshooting / Service times
15.1 3DZ is available to the customer Mon - Fri 09.00 - 18.00 CET (including for fault reports and other support requests). This excludes public holidays.
15.2 The Customer shall notify 3DZ immediately of any malfunction noticed by it. The area of responsibility of 3DZ shall begin with the notification of a malfunction in accordance with the service times defined in Section 15.1 of these GTC. Faults must always be reported by creating a request (ticket) in the 3DZ Support Center, which can be accessed underSupport.
15.3 Upon receipt of a fault report, a ticket is automatically created in the 3DZ Support Center.
15.4 The 3DZ support team provides level 1 support. It checks the ticket and solves the problem itself if possible. If troubleshooting is unsuccessful, it forwards the ticket to Level 2 Support, which in turn attempts to solve the problem. If troubleshooting is unsuccessful, Level 2 Support forwards the problem to Level 3 Support by creating a ticket in the development system and assigning the ticket a processing priority in accordance with the fault classes defined in tabular form in Section 15.5 of these GTC.
15.5 Definition of the fault classes:

15.6 Definition of response times:
15.7 The following figure defines the terms for the time windows and the structural sequence of a fault rectification process from the occurrence of the fault to its successful rectification:

Figure 1: Illustration of the time terms

15.8 Once the fault has been rectified (ticket), the customer will be informed accordingly.
16 Deadlines
16.1 The dates for the provision of the services stated in the offer and in the service description are generally non-binding planned dates. These dates shall only be deemed binding performance dates if they are expressly designated as such.
16.2 The deadlines are in particular subject to the proper cooperation of the customer.
16.3 If the provision of services is delayed due to circumstances (i) for which the customer is solely or predominantly responsible or (ii) for which neither 3DZ nor the customer is responsible, any deadlines shall be extended by a period corresponding to the duration of the existence of such circumstances.
17 Liability for defects
17.1 To the extent that Services may be defective by their nature, 3DZ shall be responsible for ensuring that the Services are free from defects in the legal sense in accordance with the following provisions.
17.2 In the event of defects, the customer shall be entitled to demand that 3DZ remedy the defect. 3DZ may, at its own discretion, also remedy the defect by providing the Services again and free of defects. 3DZ shall remedy the defects in accordance with Section 15 of these GTC. Any right of the customer to remedy the defect itself (Section 637 BGB) shall be expressly excluded.
17.3 If the subsequent performance fails due to a defect, is unreasonable for the customer or is refused by 3DZ or if this is justified for other reasons, taking into account the interests of both parties, the customer shall be entitled - without prejudice to any claims for damages or reimbursement of expenses - to withdraw from the contract (unless it is a rental relationship) or to reduce the remuneration. In the case of a rental relationship, the customer shall be entitled to terminate the contract extraordinarily after failure to remedy the defect. If 3DZ provides the customer with several distinct services within the framework of one contract (e.g. the creation of several digital publications in 3DZ.Editor and their subsequent distribution within the framework of keosk), the customer shall only be entitled to withdraw from the contract or to terminate it for cause with regard to the defective partial service.
17.4 However, a right of withdrawal or a right to extraordinary termination only exists if the defect is significant.
17.5 Any further liability for defects on the part of 3DZ shall be excluded.
17.6 The customer shall inspect the respective service for defects immediately after it has been provided for the first time or otherwise made available. The customer shall immediately notify 3DZ of any existing or emerging defects.
17.7 3DZ shall not be liable for any damage caused by improper use, incorrect commissioning or handling of the Services, incorrect repair or rectification attempts by the customer.
17.8 3DZ shall also not be liable for defects if unauthorized modifications have been made to the Services and the defect in question is attributable to the modification.
17.9 Any warranty claims to which the customer may be entitled against 3DZ shall remain unaffected.
17.10 Warranty claims shall become time-barred within one year from the statutory commencement of the limitation period, unless the defect was fraudulently concealed.
18 Liability for damages
18.1 3DZ shall be liable in accordance with the statutory provisions for damages resulting from injury to life, body or health as well as under the Product Liability Act and from any warranty promises as well as in the event of fraudulent intent.
18.2 3DZ shall also be liable for damages arising from the culpable breach of material contractual obligations, i.e. obligations whose fulfillment is essential for the proper execution of the contract and on whose compliance the customer may regularly rely. Liability shall be limited to compensation for foreseeable damage typical of the contract. Upon conclusion of the contract, the parties assume that this typical contractual damage amounts to a maximum of 50 percent of the agreed order amount or annual remuneration.
18.3 Otherwise, 3DZ shall only be liable for intent and gross negligence. Any further liability of 3DZ for damages shall be excluded.
18.4 Insofar as the liability of 3DZ is excluded or limited, this shall also apply to the personal liability of the legal representatives, executives and other vicarious agents of 3DZ.
18.5 The customer shall be obliged to notify 3DZ immediately in writing of any damage within the meaning of the above liability provisions or to have it recorded by 3DZ so that 3DZ is informed as early as possible and may be able to mitigate the damage together with the customer.
19 Contract term / termination / deletion of data
19.1 Contracts for the creation of an individual software or concept solution (3DZ.Innovation Consulting) are subject to a contract term, insofar as this is specified in the individual agreement.
19.2 For other contracts, the respective contract term shall be 12 months from the start of the contract, unless otherwise specified in the offer. The start of the contract can be agreed individually. Otherwise, the contract shall commence upon conclusion of the contract in accordance with section 1.6.
19.3 The contract is automatically extended by a further 12 months in each case unless the contract is terminated with three months' notice to the end of the contract.
19.4 The right to extraordinary termination in accordance with § 314 BGB remains unaffected.
19.5 Terminations of the contract must be made in text form. (E-mails shall satisfy the formal requirement.)
19.6 If the customer offers publications free of charge, 3DZ shall be entitled to delete them from the servers operated by 3DZ twelve months after their creation. The publications shall then no longer be displayed on the websites and other offers of 3DZ.
19.7 After the end of the contract term, 3DZ may delete all data of the Customer still available on the servers of 3DZ.
19.8 Individual apps pursuant to Section 6 shall also only be made available to the Customer for a limited period of time. They shall be removed from the store of the respective store provider (e.g. Apple, Google or Amazon) at the end of the contract term, and the customer shall be obliged to delete any existing copies. The app can therefore no longer be used after the end of the contract term.
20 Confidentiality obligation
20.1 The contracting parties undertake to maintain absolute confidentiality vis-à-vis third parties with regard to all information, in particular business and trade secrets, of which they gain direct or indirect knowledge in the course of their cooperation and not to disclose such information to third parties, make it accessible to third parties, exploit it in any way or use it without the prior written consent of the respective contracting party, unless this is necessary for the purposes of a contract concluded in accordance with Section 1.6 of these GTC.
20.2 The contracting parties shall take all appropriate precautions to ensure confidentiality. Confidential information shall only be disclosed to employees or other third parties who need to receive it due to their work. The contracting parties shall ensure that the persons deployed are bound to confidentiality accordingly.
20.3 Upon request, any documents handed over, including all copies made thereof as well as working documents and materials, shall be returned unless the other party can assert a legitimate interest in these documents.
20.4 The confidentiality obligation does not apply or no longer applies to (i) such information or documents that are generally known or become generally known without the other party being responsible for this, and (ii) such information and documents that the other party already knew.
20.5 The customer shall be fully liable for all damages incurred by 3DZ due to a breach of the obligations set forth in this clause 1.6.
20.6 The obligation of absolute confidentiality shall survive the termination of the cooperation. The confidentiality obligation shall also apply to the legal successors of the parties.
21 Amendments to the contractual conditions
21.1 3DZ shall be entitled to adjust the amount of the fees to be paid by the customer in each individual case for services within the framework of continuing obligations with effect for the future by unilateral declaration to the customer during the term of the contract. This does not apply to one-off services to be provided within four months of conclusion of the contract. In the event of a significant price increase, 3DZ shall grant the customer a special right of termination. Upon conclusion of the contract, the parties shall assume that a significant price increase shall be deemed to exist in any case from an increase of 25 percent of the fee previously agreed in the corresponding individual case. 3DZ shall inform the customer of the special right of termination and shall also specify a reasonable period for exercising this right. If the customer does not exercise the special right of termination within this period, the customer shall be deemed to have consented to the adjustment of the fee and the contract shall continue to run under the new conditions. 3DZ shall also draw the customer's attention to this legal consequence.
21.2 Amendments to these GTC or the respective scope of services owed may be agreed by offer of 3DZ and acceptance by the customer. 3DZ shall offer the change by notifying the customer of the changes. If the customer does not respond to the offer or does not object within four weeks of receipt of the notification of change, the customer shall be deemed to have tacitly accepted the changes. The changes shall then become effective. However, these legal consequences shall only apply if 3DZ has expressly informed the customer of these consequences in the notification of the changes. If the customer objects to the changes to the contract, the contract shall continue to run under the previous conditions. However, it shall not continue if 3DZ is unable to continue the contract for material reasons and 3DZ notifies the customer thereof. The new GTC shall then replace the old GTC. In this case, 3DZ shall grant the customer a special right of termination. 3DZ shall inform the customer of the special right of termination and shall also specify a reasonable period for the exercise thereof. If the customer does not exercise the special right of termination within this period, the contract shall continue to run under the new terms and conditions. 3DZ shall also inform the customer of this legal consequence.
21.3 Changes pursuant to Section 1.7.2 of these GTC may only be effectively agreed if the change does not significantly shift the relationship between performance and consideration to the detriment of the customer.
22 Final provisions
22.1 The contract is subject to the law of the Federal Republic of Germany with the exception of the UN Convention on Contracts for the International Sale of Goods (CISG United Nations Convention on Contracts for International Sale of Goods dated April 11, 1980).
22.2 The place of performance shall be the registered office of 3DZ.
22.3 The exclusive place of jurisdiction for all disputes arising from and in connection with a contract between the parties shall be Munich.
22.4 The customer may only assign contractual claims against 3DZ with the prior written consent of 3DZ. The customer may only set off its own claims or assert a right of retention if its claims are legally established, undisputed or recognized.
22.5 Should any provision of these GTC or any individual agreements concluded in addition thereto be or become invalid, this shall not affect the validity of the remaining provisions. In such a case, the parties shall be obliged to cooperate in the creation of provisions that come as close as possible to the economic effect of the invalid provision while safeguarding the interests of both parties. The above shall apply accordingly to the closure of any contractual loopholes.