GENERAL TERMS AND CONDITIONS (GTC) OF KNOOING GMBH
The General Terms and Conditions (GTC) of „knooing GmbH“ (hereinafter referred to as „knooing“) apply to „providers“ and „users“ (hereinafter collectively referred to as „contractual partners“) for the application operated and services provided by knooing under the domain „www.knooing.de“ and „www.knooing.com“, as well as for services provided outside the platform.
1. OBJECT AND CONCLUSION OF THE CONTRACT
1.1 knooing offers the user the opportunity to become part of the knooing community. As a member of the knooing community, the contractual partners benefit from knooing ́s many years of experience. The goal of knooing is to form unique partnerships within the knooing community and to bring together agile strategists, specialists from various fields, passionate developers, hidden champions, visionaries and buyers of certain services. In particular, knooing enables the supplier company and user company to get in touch with potential customers. knooing merely mediates contracts between users and suppliers and thus does not become a party to the contracts concluded between users and suppliers.
1.2 knooing reserves the right to adapt the platfom to technical progress and new legal circumstances. In this context, existing functionalities can be changed or extended, but also obsolete functionalities can be restricted or switched off. The interests of the contracting parties will be taken into account accordingly.
1.3 In the case of providers, a contract is concluded with the signing oft he knooing community contract.
The acceptance of an offer made by knooing leads to the conclusion of a contract between users and knooing. Extensions and upgrades to existing contracts can be ordered in writing.
2. USING OF THE KNOOING PLATFORM
2.1 In order to be able to use contractual partners for content matching, you must first register on the myknooing platform. Here, providers have the opportunity to provide their service catalogues or potfolios and users can deposit their inquiries regarding market solutions. Registration is free of charge.
2.2 The contractual partners must fill in the mandatory fields completely and truthfully, deposit a valid e-mail address and set up a password to secure their profile.
2.3 knooing merely offers a platform where users and providers are brought together. knooing is not involved in the contracts that are concluded between users and providers. Consequently, knooing does not assume any obligation to fulfill the services from these contracts and no liability for any breach of duty resulting from the contract concluded between the users and providers. The contracting parties have no claim to the success of a mediation.
3. TERM OF CONTRACT AND NOTICE OF TERMINATION
3.1 Unless otherwise agreed in the contract document, a contract term of one year shall be deemed to have been agreed.
3.2 The contractual relationship begins with the signing of the contractual documents by knooing and the contractual partners.
3.3 The contractual relationship shall be automatically extended by a further year if it is not duly terminated by one of the parties at the latest three months before the end of the respective contract.
3.4 The mutual right to termination for good cause remains unaffected. 3.5 Notice of termination must be given in writing.
4. GRANTING OF RIGHTS
4.1 The contracting party grants knooing a non-exclusive, termporally and locally unlimited right of use to the content transmitted to knooing. knooing is entitled at any time to use, publish, reproduce and exploit all or part of the content for the purpose of fulfilling the contract. knooing is in particular entitled to use the content provided by the contracting parties for content matching.
4.2 The contracting party guarantees that it is the owner of the necessary right transferred to knooing and that it is unrestrictedly entitled to grant knooing the rights according to section 4.1 effectively. The contracting party also guarantees that the content is free from third-party rights that may conflict with the rights granted and used under the contract.
4.3 The contracting party shall indemnify knooing upon first request against all claims of third parties which should be raised against knooing in connection with culpable violations of these GTC by the contracting party. The contracting party must inform knooing immediately of any claims by third parties that become known to it in connection with the use of the knooing Community. knooing is entitled to take appropriate measures itself to defend itself against claims by third parties or to pursue their rights. The contracting partner must coordinate its own measures with knooing in advance. The indemnity also includes the reimbursement of reasonable costs incurred by knooing as a aresult of legal prosecution/defence.
4.4 All rights to the knooing Community are exclusively owned by knooing. The contracting party is obliged to take this into account and not to use any content of the knooing Community beyond the possibilities granted within the framework of the use of the platform. This means, in particular, that the contracting party will not use any data or content that has become known to it through the knooing Community outside of communication within the framework of an existing or incipent project or the payment of a completed project. In particular, it is forbidden to use such information for advertising, unsolicited e-mails or for other improper purposes.
4.5 knooing is entitled to remove illegal content from the platform without prior notice.
knooing undertakes to maintain absolute confidentiality regarding confidential matters and business secrets of the contracting parties and to pass this information on to third parties only if prior permisson has been granted by the contracting parties. Content that has been deposited by the contracting parties on the knooing Community platform is freely available for content matching.
6. LIABILITY / AVAILABILITY OF THE PLATFORM
6.1 Liability to compensate damage and expenses is based on the statutory regulations. However, knooing shall only be liable for damages and reimbursement of expenses in the event of any type of breach of duty (pre-contractual, contractual and non-contractual) for gross negligence and intent attributable to knooing or ist vicarious agents. In derogation from this limitation, knooing shall be liable for death or personal injury, and for the breach of a contractual obligation that jeopardises the achievement of the contractual purpose and upon the fulfilment of which the contractual party may usually rely (material contractual obligation); irrespective oft he form of negligence invovled. However, knooing ́s liability shall be limited to the forseeable damage typical for the contract. Liability under the Porduct Liability Act or under a guarantee that has been made, is not hereby affected.
6.2 knooing will use its best efforts to ensure the availability of the knooing Community platform and will adapt it to market standards. However, there is no claim to a certain availability or functionality of the platform.
7. CONCLUDING PROVISIONS
7.1 The contracting parties are basically free in the design of their contracts. However, they may not violate these General Terms and Conditions.
7.2 All amendments and additions to this GTC must be made in writing, and must be signed by authorised representatives. This also applies to the amendment of this written form clause.
Should any provision of these GTC be or become invalid or unenforceable or should these GTC have a loophole, this shall not affect the validity of the provisions of these GTC. In this case, the parties undertake to reach an amicable agreement which comes as close as possible to the economic intent of the parties resulting from the invalid provision. The exclusive place of jurisdiction for all disputes arising from and in connection with these GTC is Munich. These GTC are subject to the law of the Federal Republic of Germany.