1.2. Customers of LIMESGROUP and within the meaning of these GTC can only be entrepreneurs, clubs, associations and municipal or public-law institutions.

1.3. An entrepreneur within the meaning of the GTC is, in accordance with Section 14 of the German Civil Code (BGB), a natural or legal person or a partnership with legal capacity which, when entering into a legal transaction with LIMESGROUP, is acting in the exercise of its commercial or independent professional activity. A partnership with legal capacity is a partnership that has the ability to acquire rights and enter into obligations. An entrepreneur in this sense is also a customer who is a public special fund.

2.2. The subject matter of the contract is therefore the

1. provision of the software applications described in more detail in the contract (hereinafter referred to as “software”) in the scope of

the number of contractually agreed user licenses for the intended use for the duration of this agreement.

contract.

2. granting of storage space on the servers operated by LIMESGROUP, provided that the customer authorizes the use of the

cloud services offered by LIMESGROUP, as well as the provision for the maintenance of the

IT infrastructure required to operate the cloud services in order to enable the use of the software via the Internet.

guarantee.

3.2. The current functional scope of the software results from its current service description in accordance with the offer from LIMESGROUP on which the contract is based.

3.3. LIMESGROUP shall eliminate all software errors without delay in accordance with the technical possibilities. An error exists if the software does not fulfill the functions specified in the service description, delivers incorrect results or does not work properly in any other way, so that the use of the software is impossible or restricted.

3.4. LIMESGROUP will install updates and upgrades of the software, if available, after consultation with the customer.

4.2. The customer may only process the software insofar as this is covered by the intended use of the software according to the current service description of LIMESGROUP. There is no entitlement to the provision of the source code.

4.3. The customer may only reproduce the software insofar as this is covered by the intended use of the software in accordance with the current service description. Necessary duplication includes loading the software into the working memory, saving the software or client software on the customer’s end devices to the extent of the contractually agreed user licenses.

4.4. The customer is not entitled to make the software available to third parties for use, either for a fee or free of charge. The customer is therefore expressly not permitted to sublet the software.

4.5. The customer undertakes to structure any contractual relationships with third parties in such a way that the software cannot be used free of charge.

5.2. Even if the customer has commissioned LIMESGROUP to customize the software, the customer has no further rights of use to the customized software than those listed under § 4.

6.2. LIMESGROUP’s services with regard to the provision of software and the provision and maintenance of LIMESGROUP Cloud Services are to be paid for monthly or annually in advance. All amounts are due by the 3rd working day of the respective month and payable to LIMESGROUP without deductions.

6.3. One-off costs of the contract, such as consulting, training and customizing services, are due upon fulfillment of the respective partial service or upon acceptance and will be invoiced to the Customer by LIMESGROUP. LIMESGROUP’s invoices are payable in full within 14 days of invoicing.

6.4. All prices are subject to the applicable statutory value added tax.

7.2. Instruction and training shall be provided by LIMESGROUP, insofar as this is agreed within the scope of the contract or by separate agreement on the basis of LIMESGROUP’s price lists valid at the time of the order.

7.3. If the parties have also concluded a software service contract upon conclusion of the contract, the conditions agreed in the service contract shall apply.

7.4. If any contractually agreed monthly volume of support services is exceeded, LIMESGROUP shall notify the Customer of this fact. Upon receipt of such notification, the Customer shall inform LIMESGROUP whether it wishes to continue using support services despite having used up its quota of support services. If the Customer wishes to continue using support services after the agreed scope has been used up, LIMESGROUP shall invoice the additional support services in accordance with the current price list.

7.5. LIMESGROUP will respond to inquiries from the Customer regarding the use of the contractual software and, if applicable, the other SaaS services within LIMESGROUP’s business hours as quickly as possible after receipt of the respective inquiry by telephone or in text form.

8.2. LIMESGROUP shall ensure that the Customer’s stored data can be accessed via the Internet and that the Software can be used via the Internet.

8.3. The customer is not entitled to transfer this storage space to a third party for use in part or in full, for a fee or free of charge.

8.4. The customer undertakes not to store any content on the storage space whose provision, publication or use violates applicable law or agreements with third parties. publication and use violates applicable law or agreements with third parties.

8.5. LIMESGROUP undertakes to take appropriate precautions against data loss and to prevent unauthorized access to the Customer’s data by third parties. For this purpose, LIMESGROUP shall make backups within the scope of the offer on which the contract is based, install an up-to-date virus protection application and state-of-the-art firewalls.

8.6 In any case, the customer remains the sole owner of the data and can therefore demand the return of individual or all data at any time, in particular after termination of the contract, without LIMESGROUP having a right of retention. The data shall be released by transmission via a data network. The customer is not entitled to receive the software suitable for using the data.

9.2. The customer is obliged to take suitable precautions to prevent unauthorized access by third parties to the protected areas of the software. To this end, the customer shall, where necessary, instruct its employees to comply with copyright law. In particular, the customer shall request its employees not to make any unauthorized copies of the software.

9.3. Notwithstanding LIMESGROUP’s obligation to back up data, the customer is responsible for entering, maintaining and backing up the data and information required for the use of any SaaS services commissioned.

9.4. The customer is obliged to check his data and information for viruses or other harmful components before entering them and to use state-of-the-art virus protection programs for this purpose.

9.5. The customer is obliged to ensure that the customer’s users keep their access data secret and do not make it accessible to third parties.

9.6. The content stored by the customer on the storage space intended for him may be protected by copyright and data protection laws. The customer hereby grants LIMESGROUP the right to reproduce the content stored on the server for the purpose of data backup.

10.2. The basic functions of the SaaS services are monitored daily. Maintenance of the SaaS services is generally guaranteed from Monday to Friday 08:30 – 16:00. Public holidays are excluded. LIMESGROUP shall inform the Customer of the maintenance work immediately and carry it out in the shortest possible time in accordance with the technical conditions. If it is not possible to rectify the error within 24 hours of the Customer reporting the error, LIMESGROUP will notify the Customer by email within 48 hours, stating the reasons and the estimated time required to rectify the error.

10.3. The availability of the contractually agreed services is 99% on an annual average, including maintenance work, but availability may not be impaired or interrupted for more than two consecutive calendar days.

11.2. If the customer

1.for two consecutive months with the payment of the agreed fees or a not unpaid fee.

significant part of the fees or

2.in a period extending over more than two months, with the payment of the remuneration in one

amount that reaches the fee for two months, LIMESGROUP is entitled to terminate the contract without notice.

to terminate the contract in compliance with a notice period.

3 LIMESGROUP reserves the right to assert further claims for late payment.

12.2. In the event that the contractually agreed LIMESGROUP services are used by unauthorized third parties using the customer’s access data, the customer shall be liable for any fees incurred as a result within the scope of civil liability until receipt of the customer’s order to change the access data or report the loss or theft, provided that the customer is at fault for the unauthorized third party’s access.

12.3. The Customer is obliged to indemnify LIMESGROUP against all third-party claims based on the data stored by the Customer and to reimburse LIMESGROUP for the costs incurred by LIMESGROUP due to possible infringements of rights.

12.4. LIMESGROUP is entitled to immediately block the storage space and the corresponding SaaS services if there is reasonable suspicion that the stored data is unlawful and/or infringes the rights of third parties. A reasonable suspicion of illegality and/or an infringement of rights exists in particular if courts, authorities and/or other third parties inform LIMESGROUP of this. LIMESGROUP must inform the Customer of the block and the reason for it without delay. The block must be lifted as soon as the suspicion is invalidated.

12.5. If third parties assert claims that prevent the Customer from exercising the rights of use granted to it under the contract, the Customer shall inform LIMESGROUP immediately in writing or in text form and in full. The Customer hereby authorizes LIMESGROUP to take legal action against third parties both in and out of court. If the Customer is sued, it shall consult with LIMESGROUP and shall only take legal action, in particular acknowledgements and settlements, with the consent of LIMESGROUP. LIMESGROUP is obliged to defend against the claims at its own expense and to indemnify the Customer against all costs and damages associated with the defense against claims, insofar as these are not based on the Customer’s conduct in breach of duty.

12.6. LIMESGROUP is only liable in cases of intent and gross negligence. LIMESGROUP is also liable for the negligent breach of obligations if this results in injury to life, limb or health or if a guarantee or claims under product liability law are affected. LIMESGROUP is also liable for the negligent breach of obligations, the fulfillment of which is essential for the proper execution of the contract, the breach of which jeopardizes the achievement of the purpose of the contract and on the observance of which the user regularly relies. In the latter case, however, LIMESGROUP is not liable for unforeseeable damage that is not typical for the contract. LIMESGROUP is not liable for slightly negligent breach of other obligations. The above limitations of liability also apply to vicarious agents of LIMESGROUP. LIMESGROUP is not liable for the loss of data insofar as the damage is due to the fact that the customer has failed to carry out data backups and thereby ensure that lost data can be restored with reasonable effort.

14.2. The contractual relationship can be terminated by either party at the earliest at the end of the contractually agreed minimum contract term with a notice period of 3 calendar months. If the contract is not terminated, the contract is extended by a further 12 months in each case and can be terminated with a notice period of 3 calendar months to the end of the term.

14.3. The right of either party to terminate the contract without notice for good cause remains unaffected. In any case, termination without notice requires that the other party be warned in writing or in text form and requested to remedy the alleged reason for termination without notice within a reasonable period of time.

16.2. The exclusive place of jurisdiction for all disputes arising from the contractual relationship between the customer and LIMESGROUP is Bad Homburg vor der Höhe, provided the customer is a merchant.

16.3. Unless otherwise agreed in the contract, the place of fulfillment and performance is the registered office of LIMESGROUP.

Should individual provisions of this contract be or become invalid, this shall not affect the validity of the remaining provisions of the contract. However, the parties undertake to replace the invalid provision with a valid provision that comes as close as possible to the economic purpose of the invalid provision; the same shall apply in the event of a loophole. § Section 139 BGB shall not apply.