General maintenance conditions of the
§1. Subject to Conditions:
Subject to these terms, services are provided by ESplan GmbH for ESBE GmbH or installed standard users and / or individual user software, hereinafter referred to as software.
§2. Conclusion of the Contract
The agreement to these terms shall come into force upon acceptance of the order by ESplan GmbH. The number and designation of the software to be serviced as well as the annual contract lump sum are shown in the order form.
§3.1 Program Maintenance
The last program version of the software is awaited. Corrected program versions are left to the customer on a corresponding data medium, including the associated documentation, or in the form of a maintenance letter.
ESplan GmbH removes software errors by modifying the appropriate software to restore its functionality. Response time after notification by the customer is 24 hours, troubleshooting depending on the severity of the error usually within 48 hours.
The service for the software is carried out by the ESplan GmbH software support department. This allows the customer to benefit from the supra-regional software service offered by ESplan GmbH.
ESplan GmbH provides specialist personnel and test aids according to the software defined in the order form during normal working hours (currently 8:30 am to 5:00 pm) from Monday to Friday. During this period, the customer is entitled to the HOTLINE for the telephone transmission of operational faults. This registration office is responsible for all necessary activities.
§3.5 Software extension (Upgrade, Additional Licenses)
During the term of the maintenance contract, Software is extended by a larger (upgrade), the annual package will be adjusted to the list price of this extended license from the following billing period. The same applies to the acquisition of multiple licenses.
ESplan’s specialists advise customers on how to use the software and provide information on the optimal solution.
Excluded are services which do not have their origin in ESplan GmbH software. Further excluded are services in a software changed by the customer and / or third parties or not left by ESplan GmbH. Also excluded are future products or products / modules which have not been developed by ESplan GmbH or whose rights do not lie with ESplan GmbH or which have no influence on ESplan GmbH.
If nothing else has been agreed in the order, the services mentioned refer to a software license.
§4.1 Contract lump sum
An annual flat rate is charged for the services. The package is shown in the order form. ESplan GmbH reserves the right to make changes to the package. However, such a change shall be communicated to the customer at least three months before the date of entry into force. A change in the lump sum entitles the customer to terminate the contract by observing a period of one month at the end of the month preceding the entry into force of the increase.
§4.2 Prices for services according to expenditure Charges other than those specified in point 3 shall be calculated on the basis of expenses. The valid ESplan GmbH price list applies. Calculation basis is the service provided by ESplan GmbH by telephone or on the spot. Calculated are: – Working hours € 145,00 per hour (at the time of the contract conclusion) – Travel costs € 1,15 per driven km Begun hours are calculated as full hours.
§5. Terms of payment Payment is made annually in advance. All invoices are due immediately upon receipt without deduction.
§6. Liability ESplan GmbH shall be liable for the correct performance of the service. In the case of damage caused by ESplan GmbH, ESplan GmbH shall be liable for any restitution or replacement. Any liability beyond this, such as production loss or similar. Is excluded within the scope of the legally permissible.
§7. System changes Any alteration or modification of the software by the customer and / or third parties constitutes a serious impairment of the contractual conditions. In such a case, the customer is obliged to restore the original condition immediately. He has to follow the instructions of ESplan GmbH. Otherwise, ESplan GmbH is entitled to terminate the contract without notice. The costs incurred in connection with the change shall be borne by the customer..
§8. General provisions §8.1 Term of the contract The duration of the contract is 3 years. The beginning of the contract is the date indicated in the order form. If the contract is not terminated in writing at the latest three months before the expiry of the contract, the contract shall be renewed for a further year.
§8.2 Transfer Transfer of rights and obligations under this agreement requires the prior written consent of ESP.
§8.3 Subcontracting ESplan GmbH is entitled to subcontract third parties to fulfill its obligations.
§8.4 Expulsion of the Agreement These conditions reflect the entire agreement between the parties. Verbal collateral agreements do not exist. Amendments and alterations to these conditions must be made in writing. Previous agreements on the same subject are hereby repealed.
§8.5 Effectiveness If any provision of these provisions is found to be invalid, this shall not affect the validity of the remaining provisions. The invalid provision shall be replaced by an effective one which is closest to the purpose of the invalidity.
§8.6 Court The court of jurisdiction is Düsseldorf. EC law applies.