Terms

1. Description of our services

Via the domain www.vistameet.eu NEW WORK COMMUNICATION S.R.L. – hereinafter referred to as “NEW WORK COMMUNICATION” – offers an Internet-based communication services portfolio. This portfolio includes download areas, product information as well as server and client software for all common operating systems and end devices – together hereinafter referred to as “Services”. These Services, including updates, enhancements, new features and/or subsequently added websites are subject to these Terms of Use.

vistameet is based on functional extensions of the open source projects Jitsi and Matrix/Element. When using the software, the terms of the underlying Apache 2.0 license must be observed in addition to the terms of New Work Communication.

https://github.com/jitsi/jitsi-meet-electron/blob/master/LICENSE
https://github.com/vector-im/element-desktop/blob/develop/LICENSE

The offer of the vistameet services of NEW WOK COMMUNICATION is directed exclusively at companies, members of the liberal professions and public institutions.

2. Scope of application

(1) The following Terms of Use apply to the use of the vistameet services. In addition, the Terms of Use, which are available in their current version at https://vistameet.eu/terms), shall apply.

(2) vistameet Services are provided exclusively on the basis of the following Terms of Use and the product descriptions available at https://vistameet.eu.

(3) Deviating terms and conditions of the Client do not apply, even if NEW WORK COMMUNICATION has not expressly contradicted them.

3. Services, extra services and remuneration

(1) A contract is concluded under these Terms of Use, under the respective conditions presented on the website https://vistameet.eu (see § 4 of the Terms ) and under the scope of services presented on the website and in these Term (see § 3 paragraph 3 of the GTC).

(2) The vistameet Service essentially enables the Customer to provide chat and video communication for employees in a specially protected area. The scope of services is described in these Terms of Use and on the website https://vistameet.eu.

NEW WORK COMMUNICATION reserves the right to expand, change or improve the Service at any time. The Client will be informed about such changes at regular intervals. Restrictions of the scope of services are only possible if this is unavoidable for legal reasons or if the Client agrees to this upon request by NEW WORK COMMUNICATION. The Client’s consent is deemed to have been granted if the Client does not object to a corresponding notification from NEW WORK COMMUNICATION in text form within a period of six weeks from receipt of the notification.

(3) NEW WORK COMMUNICATION reserves the right to offer additional services in the future.

(4) Technical changes and minor deviations of the vistameet Services are reserved insofar as they are reasonable for the Contractual Partner. If the Services are technically improved after the conclusion of the contract, a claim to use the previous, non-improved version shall be excluded. If the contract partner cannot reasonably be expected to use the technically improved version due to the special circumstances of the individual case, it may terminate the contract extraordinarily to the exclusion of further rights. The termination must be declared in writing without delay.

4. Conclusion of contract, contract term, termination, receipt of declarations of intent, deletion of data upon termination of contract.

(1) NEW WORK COMMUNICATION is entitled to enter the data transmitted by the Client into the vistameet system. The Customer consents to the use of the data transmitted by him by NEW WORK COMMUNICATION for the purpose of fulfilling the contract for the duration of the contract and the legally prescribed retention periods beyond that. This consent also includes the required use of trademarks, logos, company names and other identifiers for display on the end devices of the services of vistameet and in the context of communication to vistameet services (e.g. in articles in magazines, forums, blogs and other editorial websites).

(2) A contract between a user and NEW WORK COMMUNICATION regarding the use of a vistameet service comes into effect through the acceptance of a customer request or through the first fulfillment action taken by NEW WORK COMMUNICATION. The provision of the possibility to post content by the Client is considered as tacit consent by NEW WORK COMMUNICATION to the conclusion of a corresponding contract. NEW WORK COMMUNICATION reserves the right to refuse acceptance of the Client application in individual cases without giving reasons.

(3) The term of a contract depends on the selected term of the booked service. The bookable services can be viewed at https://vistameet.eu. For contracts with a term of one month, the notice period is two weeks to the end of the term; for contracts with a longer term, the notice period is 30 days to the end of the term, unless otherwise agreed. If a contract is not terminated in due time, it shall be automatically extended by the term agreed upon when the contract was concluded.

(4) Downgrades to a lower standard package are possible at the next renewal date.

(5) Paragraph 3 shall not apply to extra services. If extra services are added during the term of the standard package, the initial term of the contract shall be until the next billing period in accordance with Section 4 (2) of the selected standard package. From this point in time, the extra service shall be extended in accordance with the billing interval and may be terminated with 14 days’ notice to the next billing period. Cancellation of the standard package shall also apply to all additional services booked at that time. In the case of downgrades, the extra services must be cancelled separately if they are no longer desired.

(6) Cancellations must be made in writing.

 (7) The right to terminate for good cause remains unaffected. An important reason for NEW WORK COMMUNICATION exists in particular, but not conclusively, if the Client violates the obligations of § 6 Para. 2, 3, 4, 5 and/or 7.

(8) After termination of the contract, NEW WORK COMMUNICATION is entitled to finally delete the Client’s data stored on its servers from the use of the service of vistameet, in particular history data. The Client itself is responsible for a data backup.

5. Prices, Payments, Due Date, Invoicing

(1) If no express price has been agreed, the prices quoted in the price list on the website https://vistameet.eu apply to the contractual services of NEW WORK COMMUNICATION and are net prices. The respective statutory value added tax is also owed.

(2) Unless otherwise agreed, the fees shall be invoiced monthly in advance; if additional services are booked during the term of the contract, the additional services shall be invoiced on the exact calendar day until the next regular payment for the standard package is due. The customer will receive an invoice containing all necessary information as a PDF file in his customer account.

(3) The billing of the website via credit card is carried out by:

Stripe, Inc.

510 Townsend Street

San Francisco, CA 94103, USA

Contact:

Mail: support@stripe.com

(4) If neither credit card payment nor a SEPA direct debit mandate or debit order has been agreed upon, the invoices for vistameet services must be credited to the account specified in the invoice no later than 14 days after receipt of the invoice. The Customer shall be in default at the latest upon expiry of this period.

(5) All payments received by NEW WORK COMMUNICATION for vistameet services will first be credited to the costs, then to the interest and finally to the main service, if the service is not sufficient to repay the debt. No other repayment can be determined unilaterally.

(6) In the event of default, NEW WORK COMMUNICATION can, after a reminder, suspend its services until payment is made. In case of default, NEW WORK COMMUNICATION is entitled to immediately block access and/or ASP services for the Contractual Partner, including the Contractual Partner’s customer.

6. Access authorization

(1) With regard to contents and offers requiring registration, which are made available on the vistameet platform, the Clients are obligated to register by applying for a user name and password and thus create a client account (hereinafter referred to as “Account”). NEW WORK COMMUNCATION is entitled to verify the reliability and identity of the Applicant by means at its disposal in the event of doubts about the truthfulness of the information provided. Once granted, the access authorization is not transferable.

(2) The Customer shall be entitled to pass on the access data to employees who are bound by instructions vis-à-vis the Customer.

(3) Passing on the access data to third parties shall also be permissible insofar as and as long as the Customer holds a majority interest in such third parties.

(4) § 2 para. 2 sentence 1 of these Terms of Use shall remain unaffected.

(5) A vistameet services user is liable – in addition to a possible liability of third parties – in particular also for actions of third parties, which these carry out under his account as for a vicarious agent.

(6) The users of the vistameet services are responsible for the secrecy of the user name and password themselves. The customer is also responsible for costs caused by users authorized by him. The Client undertakes to keep the personal passwords and his access identification protected from access by third parties and to protect them from misuse and loss. He indemnifies NEW WORK COMMUNICATION from costs and claims of third parties that arise from the violation of the above obligations.

7. Rights of use and obligations

(1) Insofar as the Client and/or the users authorized by him place content protected by copyright or otherwise capable of being protected by property rights or subject to know-how protection in a vistameet service or make it available in any other way, in particular actively grant NEW WORK COMMUNICATION the right to transfer data, they grant NEW WORK COMMUNICATION as well as its contractual partners free of charge the necessary, non-exclusive, worldwide and unlimited rights to use this content exclusively for the purpose of providing the respective service and only to the extent necessary for this.

(2) With regard to other contents not covered by § 6 Paragraph 1, in particular (raw and/or analysis) data, which the Client places in the service of vistameet or makes available to vistameet in any other form, NEW WORK COMMUNICATION is entitled to include these in anonymized form in its products and services, to reproduce them, to make them accessible to third parties, to process them or to use them in any other way. In order for NEW WORK COMMUNICATION to be able to offer the respective service, the data may have to be stored and hosted on servers. In particular, NEW WORK COMMUNICATION is entitled to technically duplicate, modify, analyze and pass on the data to third parties for the purpose of ensuring the provision of services, marketing or further development of its services. In particular, NEW WORK COMMUNICATION is permitted to aggregate this data on an industry-specific and cross-industry basis and to make it available to third parties in this aggregated and anonymized form. A passing on of non-anonymized data does not take place.

(3) The Client grants NEW WORK COMMUNICATION the right to make his content publicly available in accordance with § 6 Paragraph 1 exclusively in the event that he intends to make it publicly available due to the nature of the respective service or the parties have expressly agreed to make it publicly available. The right of public access ends at the moment when he removes a posted content from a particular service or cancels the provision of public access. Certain services, in particular the forum use of vistameet, may be subject to additional conditions which provide for the granting of further rights. The regulations in section 6 f. of the Terms of Use remain unaffected.

(4) The Customer is obligated to use the Service in accordance with these Terms of Use and the relevant legal provisions. In the event of serious violations, NEW WORK COMMUNICATION is entitled at any time to block access and/or terminate without notice.

(5) The Client undertakes in particular to use all content made available to him via the vistameet Service exclusively in accordance with its intended purpose and only for his own use. Excluded from this are statistical graphics and screenshots of the Client account, provided that the copyright of NEW WORK COMMUNICATION is preserved and with regard to the origin of such documents it remains clearly recognizable that they originate from NEW WOK COMMUNICATION. If such documents are used digitally, they must be linked to the homepage www.vistameet.eu.

(6) With the conclusion of a contract, the Client assumes the exclusive responsibility that the contents have been carefully selected or correspond to the truth in terms of content. Content that violates existing laws – in particular criminal law, copyright, competition law, etc. – or infringes the rights of third parties – e.g. trademark rights, personal rights, rights to a name, etc. – may not be managed by the Client via the account. The Client shall fully indemnify NEW WOK COMMUNICATION from any third party claims that are asserted due to such content and shall bear the costs incurred by NEW WORK COMMUNICATION for any necessary legal representation.

(7) NEW WORK COMMUNICATION is not obligated to check the contents posted by the Client for their legal admissibility or for a possible infringement of third party rights. If NEW WORK COMMUNICATION becomes aware of illegally managed content, NEW WORK COMMUNICATION is entitled, at its discretion, to delete the content in whole or in part without prior notification of the Client or to block the retrievability. A right to deletion is given in particular if transmitted data have an illegal or factual content, violate the rights of third parties and/or violate these GTC. Claims of the customer due to justified deletion or justified blocking of retrievability are excluded.

(8) If the use of a Service requires or includes downloadable software from vistameet, NEW WORK COMMUNICATION grants the Client the personal, worldwide, non-transferable, non-exclusive and, unless expressly marked otherwise, free of charge right to use the software provided by NEW WORK COMMUNICATION within the scope of the Services for the duration of the contractual relationship. The sole purpose of this grant of rights of use is to enable the Client to use the vistameet Services in accordance with the terms and conditions set forth herein. Customer is not entitled to reproduce, modify, distribute, sell or lease any part of vistameet’s Services or the software included in the Services. Furthermore, Customer may not reverse engineer such software or attempt to extract its source code. Exceptions apply only if these are mandatorily permitted by law or NEW WORK COMMUNICATION has given its written consent to this.

8. Data protection

(1) NEW WORK COMMUNICATION assures to observe the provisions of the Federal Data Protection Act (BDSG) as well as other relevant legal regulations when collecting, processing and using personal data of the Client. Further details can be found in the privacy policy at https://vistameet.eu/privacy.

9. Secrecy

(1) The parties mutually undertake neither to use nor to disclose confidential information or information recognizably marked as confidential of the other party to the contract, unless expressly agreed otherwise or in order to fulfill the obligations arising from this agreement or if this is required by law, other regulation or court order.

10. Reservation of self-delivery, obstacles to performance

(1) Since the services of the vistameet Platform ordered from NEW WORK COMMUNICATION are partly procured from suppliers, the delivery obligation of NEW WORK COMMUNICATION is subject to timely and correct self-delivery.

(2) Obstacles to performance for which NEW WORK COMMUNICATION is not responsible lead to a corresponding extension of the performance period. This applies in particular to lack or absence of self-delivery (para. 1), force majeure, war, natural disasters, traffic or operational disruptions, impeded import, energy and raw material shortages, official measures and labor disputes as well as the violation of cooperation duties or obligations of the Customer. NEW WORK COMMUNICATION is entitled to withdraw from the contract if the impediment to performance continues for an unknown period of time and the purpose of the contract is endangered. If the hindrance lasts longer than 2 months, the Client is entitled to withdraw from the contract with regard to the part not yet fulfilled, if he is not entitled to withdraw from the contract as a whole. 11. subcontractors

(1) It is at NEW WORK COMMUNICATION’s own discretion to use subcontractors and/or other technical service providers for the provision of services. Insofar as the Client grants NEW WORK COMMUNICATION rights of use, reproduction rights or similar, NEW WORK COMMUNICATION is entitled to grant sublicenses to these appointed persons with regard to these rights, insofar as this is necessary for the fulfillment of the service obligations by the subcontractors and/or technical service providers.

11. Subcontractors

(1) It is at NEW WORK COMMUNICATION’s own discretion to use subcontractors and/or other technical service providers for the provision of services. Insofar as the Client grants NEW WORK COMMUNICATION rights of use, reproduction rights or similar, NEW WORK COMMUNICATION is entitled to grant sublicenses to these appointed persons with regard to these rights, insofar as this is necessary for the fulfillment of the service obligations by the subcontractors and/or technical service providers.

12. Availability, Downtimes

(1) NEW WORK COMMUNICATION guarantees an availability of its Internet web servers of 95% on an annual average and reserves the right to temporary restrictions of the contractual services with regard to capacity limits, maintenance work as well as security-related measures. With regard to the aforementioned availability guarantee, times in which the web server of the Vistameet services is not accessible due to malfunction of the telephone lines to the contractual server, due to power failures and due to disturbances within the Internet, due to DDOS attacks and the like, as well as due to failures of third party servers and other problems that are not within the sphere of influence and/or responsibility of NEW WORK COMMUNICATION, are not taken into account.

(2) § 536 BGB remains unaffected.

13. Liability

(1) Unless expressly stated in these Terms of Use or in the Additional Terms, neither NEW WORK COMMUNICATION nor the companies affiliated with NEW WORK COMMUNICATION nor the suppliers or distributors of NEW WORK COMMUNICATION make any specific representations with respect to the Services or assume any warranties in this regard. For example, NEW WORK COMMUNICATION makes no representations regarding the content in the Services, regarding specific functionalities of the Services or their reliability or suitability of the Services for the Customer’s purposes.

(2) A guarantee is also not assumed with regard to possible actions displayed or otherwise communicated in the Client’s account or on the website, in particular with regard to a success that can actually be achieved with this. A binding statement/recommendation is not possible, in particular due to the always rapidly and unpredictably changing technical developments in the market. Compliance with indicated courses of action is at the sole risk of the Client.

(3) NEW WORK COMMUNICATION is liable for

– for damages to life, body and health, which are based on a negligent or intentional breach of duty by him, his legal representatives and/or vicarious agents;

– according to the product liability law;
– under the Data Protection Act;
– in case of intent and gross negligence;
– for fraudulent intent; and
– in the event of the assumption of a guarantee, in particular for the quality or availability.

As far as it concerns damages, which are based on the absence of the guaranteed quality or availability, but which do not occur directly on the subject matter of the contract itself, NEW WORK COMMUNICATION is only liable, however, if the concrete risk of damage should be obviously covered by the guarantee.

(4) NEW WORK COMMUNICATION is furthermore liable for damages caused by simple negligent violation of such contractual obligations, the fulfillment of which makes the proper execution of the contract possible in the first place and on the fulfillment of which the Customer regularly relies and may rely. The same applies to claims of the Client for damages instead of performance. However, NEW WORK COMMUNICATION is only liable to the extent that the damages are typically associated with the contract and are foreseeable.

(5) NEW WORK COMMUNICATION is liable for damages resulting from a delay in performance only insofar as NEW WORK COMMUNICATION has acted intentionally or with gross negligence. In all other respects, the rights of the Client in the event of delay remain unaffected.

(6) Claims of Clients for damages are, as far as they are not covered by the concluded insurances and are not based on an intentional or grossly negligent action of NEW WORK COMMUNICATION or the vicarious agents used by NEW WORK COMMUNICATION, limited per damage case to 50% of the average annual contract volume (maximum liability sum).

(7) Provided that there is neither intent nor gross negligence or a guarantee by NEW WORK COMMUNICATION, NEW WORK COMMUNICATION is not liable for indirect damages of the Client such as loss of profit.

(8) The strict liability of NEW WORK COMMUNICATION for damages according to § 536a paragraph 1 1st alternative BGB for defects existing at the conclusion of the contract is excluded.

14 Offsetting, Retention, Prohibition of Assignment

(1) The Client is only entitled to set-off, retention or reduction, even if notices of defects or counterclaims are asserted, if the counterclaims are legally established, or are undisputed and/or the set-off claim arises directly from the same contractual relationship.

(2) The Customer is not entitled to assign claims against NEW WORK COMMUNICATION to third parties. Such assignments are in any case ineffective vis-à-vis NEW WORK COMMUNICATION, unless expressly agreed otherwise, at least in text form.

15. Preclusion period

(1) In the case of current invoices, the Client must immediately check NEW WORK COMMUNICATION’s invoices, statements of account and balance determinations for their correctness and completeness. NEW WORK COMMUNICATION can exclude accrued interest on arrears from the statements of account and balance determinations and settle them separately. Objections to the statement of account and balance determination must be raised within 30 days of receipt, other objections must be raised immediately. Failure to raise objections in a timely manner shall be deemed approval. NEW WORK COMMUNICATION shall make special reference to the consequences of failure to raise objections in due time when notifying the client of the closing of accounts, balance statements and other settlements. Legal claims in the event of justified objections after the deadline remain unaffected.

16. Severability Clause, Deviations and Amendments

(1) No collateral agreements have been made. Changes and additions to these terms and conditions are only valid if they have been confirmed in writing by a managing director with sole power of representation or an authorized signatory of NEW WORK COMMUNICATION. All individual agreements are to be put down in writing without delay. Orders of the Client or special conditions requested by the Client are only considered accepted after written confirmation by NEW WORK COMMUNICATION. The written form requirement according to sentence 3 is also observed when using fax and email.

(2) Should individual or several provisions be invalid, this shall not affect the validity of the remaining agreements. The invalid provision shall be replaced by a provision which corresponds in a legally permissible manner to the economic sense and purpose of the invalid provision.

(3) If the parties have not notified each other of any change in their respective addresses, the dispatch of a registered letter to the last known address shall suffice for a declaration of intent to be made to the other party. In this case, the declaration shall take effect at the time at which it would have been received if there had been no change of address.

17. Final provisions

(1) German law shall apply exclusively.

(2) Place of performance and exclusive place of jurisdiction is, as far as legally permissible, Munich. However, NEW WORK COMMUNICATION is also entitled to sue the Client at his registered office / place of residence.

(3) NEW WORK COMMUNICATION is entitled to change or supplement the GTC, provided that the Client declares his agreement to this. The Client will be informed of planned changes to the GTC in text form at least one month before the planned date of change, highlighting the changed provisions. The customer shall be deemed to have given its consent if it does not object to the change or amendment within one month of receipt of the notification.

(4) In the case of continuing obligations, we shall be entitled,

a. in the event of the invalidity of a condition, to supplement or replace it with effect for existing contracts,

b. in the event of a change in a statutory provision or the case law of a higher court, if one or more conditions of the contractual relationship are affected by this change, to adjust the affected conditions in such a way as corresponds to the purpose of the provision or case law, provided that the customer is not worse off as a result of the new or changed condition than under the original condition.

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