NetDebit GmbH - General terms and conditions of contract and business for customers

Subject matter of the contract/scope

NetDebit GmbH specification of performance

The performance provided by NetDebit GmbH (hereafter referred to as: NetDebit) shall consist of the following two services which are provided to the Customer, on the choice of the Customer:

  1. NetDebit acting as an "access provider? will enable its Customers to access premium content on the Internet by maintaining an electronic gate-keeping system. This content which is subject to a charge shall be provided by third parties who are not party to this contract. NetDebit shall be entitled to a separate claim for remuneration from the Customer for granting the access. The access shall be provided by NetDebit via secure and individual access data which is communicated to the Customer electronically.
  2. As a "ticket provider? through a ticket shop, NetDebit shall provide its Customers with electronic entrance tickets (e-tickets) for events run by third parties who are not party to this contract. NetDebit shall be entitled, for the provision of e-tickets, to a claim for remuneration from the Customer. The e-tickets provided by NetDebit shall be sent to the Customer by electronic means.

The Customer is aware that NetDebit is unable to guarantee continuous provision of its services on account of technical circumstances, such as possible overloading of telecommunication networks. NetDebit's performance shall therefore consist in the service provision for 95% of the overall period of any calendar month. The Customer shall be informed in advance, if NetDebit's service is to be limited as a result of maintenance work.

Scope of the general terms and conditions of contract and business / supplementary provisions

The following terms and conditions of contract and business shall form the basis for the contractual relationship between NetDebit and its Customers. This shall also apply in the event that in individual cases the Customer has contrary terms and conditions. These shall not be accepted by NetDebit, in particular where NetDebit provides its services with knowledge of Customer?s conflicting or differing terms and conditions. Any arrangement to the contrary shall only apply if this is accepted in writing by NetDebit. In addition to these general terms and conditions of contract and business, the supplementary contractual conditions relating to the contractual term, price, event content etc. shall also apply with these being communicated to the Customer by electronic means before an offer is actually booked, or before e-tickets are purchased, along with the NetDebit customer data protection statement.

Performance of the contract

Conclusion of the contract / languages / contractual text

The Customer shall enter his or her own name, and if it is not operating as a consumer, data on its company (where applicable by stating the agency relationships) and postal address(es), where appliable, bank details, email address, statement on age, method of payment, alias and password into the input screen provided by NetDebit online and transmits this to NetDebit electronically.

The Customer shall be obliged to provide true information. The overview screen that is displayed before confirming the order shall enable the Customer to double check his or her entries for input errors and should there be an input error, to correct this by pressing the "Back? button. By clicking on the "Order? or "Register? button the Customer submits a contract offer to NetDebit. Once the Customer information has been received NetDebit shall confirm receipt of this (confirmation receipt) and review it.

The confirmation of receipt does not yet represent contractual acceptance by NetDebit. In fact, the contract between NetDebit and the Customer shall be concluded once NetDebit has first notified the Customer of its access data for (login data) and has transferred the e-tickets to the Customer electronically. The Customer will also receive in writing, together with the relevant notification (contract confirmation), these General Terms and Conditions, a cancellation notice and other contractual conditions where required.

However, a contract may only be concluded with Customers who are over 18 years of age or where corresponding written consent has been provided from a legal representative.

The contract has been concluded in German.

The text of a concluded contract shall be saved by NetDebit. In the event that these documents are lost, on the written request of the Customer, a copy can be sent to the Customer with the latter reimbursing costs incurred.

Information obligation of the Customer

Before making use of the service the Customer must become acquainted with the current relevant General Terms and Conditions and the other contractual conditions of NetDebit which are provided on the relevant website accessed by the Customer.

Statements within the framework of the contractual relationship

All information on the concluded contract shall be sent by NetDebit to the individual email address of the Customer stated on the registration form.

The Customer shall be informed by NetDebit both on the website of NetDebit as well as in writing, amongst others, of the following, to the extent it is relevant: Accepted means of payment; payment and delivery terms; price list; contract term and notice period; individual technical steps which lead to the conclusion of a contract; storage and accessibility of the contract document; possibility of recognising and rectifying input errors before the contractual declaration was provided; languages available for concluding the contract, customer service, content and sequence of events as well as the functionality of e-tickets.

Obligation of legitimate use

The Customer shall be obliged to make legitimate use of the services provided by NetDebit. The Customer shall affirm to NetDebit that the access granted to third-party websites or to e-tickets already provided will not be abused for committing criminal actions, e.g. for accessing or disseminating illegal content or for breaching miscellaneous third-party rights (in particular intellectual property rights and competition law). In particular, retrieval/dissemination of content which contains child pornography or is of an extremist and racist nature, the distribution of spam, virus chain letters and the abuse of NetDebit services for interference with the security precautions of third-party networks, hosts or accounts (cracking, hacking, and denial of service attacks) are forbidden. The Customer shall further affirm that the services of NetDebit shall not be used for the purposes of money laundering or terrorism financing.

Release from third-party claims

The Customer shall release NetDebit from any claims of third parties which are asserted as a consequence of the Customer's culpability through the illegal use of the access to partner websites granted by NetDebit. The Customer shall inform NetDebit immediately of any third-party utilisation which is based upon illegal use, as soon as it becomes aware of this. The Customer shall also release NetDebit from any claims of third parties which are asserted as a consequence of its culpability through illegal conduct in the visit to events booked via NetDebit. The Customer shall inform NetDebit immediately of any third-party utilisation which is based upon its illegal conduct, as soon as it becomes aware of this.

Control of access

If the Customer intentionally or knowingly enables third-parties to use his or her access to the NetDebit system then the Customer shall declare his or her full responsibility for all online activities of these persons, for controlling the access and the use by these persons and for the consequences of any type of abuse culpably caused by the Customer. The Customer shall be liable in the event of fault for any abuse that occurs to this extent and must bear all costs incurred through the unauthorised usage.

Prohibition on assignment to third parties for a fee

The Customer shall not be entitled to assign the contract services of NetDebit to third parties for their use for a fee, unless NetDebit has expressly approved the assignment in writing beforehand. Third parties are also deemed to be affiliated companies within the meaning of Section 15ff. Stock Corporation Act.

Cancellation right

The Customer shall be informed though a separate notice of his/her cancellation right and its expiry date, along with a cancellation form.

Remuneration and billing

Remuneration claim

Remuneration shall be due for payment dependent upon the length of time that access is granted by NetDebit to an Internet offer. Remuneration shall also be due when the Customer books e-tickets via NetDebit. The remuneration due date is based on the tariff booked, and unless otherwise specified, the remuneration is due immediately.

The payment methods available shall be, at the Customer's discretion, credit card, SEPA direct debit, immediate bank transfer, NetDebit Telepay (for broadband users) and payment on account.

Amount of remuneration

The precise amount of remuneration can be taken from the price list published in the electronic booking form.

Changes to remuneration

NetDebit may change the remuneration arising from the contract with the customer following a corresponding notification in text form with a minimum notice period of six weeks until it takes effect (effective date) by up to 8% compared with the existing remuneration amount.

In the event that the Customer does not agree to the change then the Customer shall have a one-month right of objection which can be exercised with effect at the effective date. The period for objection shall begin with the Customer's receipt of the notification under sentence 1.

If the Customer does not object within the period stated previously (receipt of the statement by NetDebit is decisive) or if he/she continues to use NetDebit's services in spite of the notification of the changes then the changes will be effective against the Customer. This legal position will be pointed out to the customer in the notification in particular.

Default

Right to suspend services

If the Customer is in default of payment of an amount that is not insignificant, or if there is a justified concern that a Customer wishes to obtain services by fraud, NetDebit shall be entitled to suspend the contractually granted access to the websites of one or several Companies or the provision of e-tickets until the Customer has paid the liabilities due.

Default interest/damage caused by the default

In the event of default of payment on the part of the Customer NetDebit shall be entitled to demand default interest at the statutory interest rate. In the event that greater damage has been suffered by NetDebit through the default and this can be demonstrated then NetDebit shall also be entitled to claim this. Furthermore, NetDebit shall be entitled to charge the Customer for the processing and dunning fees incurred through the default in payment. The Customer shall reserve the right to demonstrate that a lesser damage was suffered.

Collection agency

NetDebit shall reserve the right to assign all claims against a Customer to a collection agency and to have these claims asserted by this agency.

Contract term/Termination

Contract term

The Contract shall be entered into for an unlimited period, unless otherwise agreed.

Notice of termination

The contract can be properly terminated both by NetDebit as well as by the Customer with the notice periods agreed for the given situation (see also Section 2.3).

A right to termination for just cause exists independently of this rule.

Just cause which entitles NetDebit to an extraordinary termination shall exist in the following cases in particular:

  • Third parties are made aware of the access data by the Customer or the data become accessible to third parties through untraceable routes;
  • The Customer does not pay in full an existing liability owed to NetDebit of a considerable amount for two consecutive months despite being requested to do so;
  • The Customer continues to breach essential contractual obligations despite a prior warning by NetDebit after the expiry of a reasonable deadline period set.

The termination may be made in writing or in text form (Section 126b BGB) to the last known postal address / email address of the Customer or of NetDebit.

Assignment/offsetting

Assignment

NetDebit shall be entitled to assign its rights and obligations in relation to the Customer from this contractual relationship to a third party in whole or in part with a notification period of four weeks. In this case the Customer shall be entitled to terminate the contract without adhering to a notice period at the point in time that the assignment takes effect.

Any assignment of customer claims from the contractual relationship shall require prior written consent from NetDebit. Section 354a of the German Commercial Code (HGB) shall remain unaffected by this.

Offset

The Customer may only offset its own claims where these have been determined as legitimate, undisputed, or expressly acknowledged by NetDebit.

Liability

No liability for third-party content websites or events

NetDebit shall grant the Customer either as an "access provider?, access to websites offered by third parties or within the "e-ticketing? framework, access with e-tickets to the events performed by third parties. The Companies themselves shall be responsible for the content of websites/events of third-party companies, and for any requisite youth protection measures, etc. NetDebit shall accept no warranty or liability for the content of these websites / events.

Liability limits for own services

In principle NetDebit shall be liable for claims under or outside of the contract for Customer damages solely in the event of wilful intent or gross negligence. In the event of a breach of essential contractual obligations and in cases of debtor default and where NetDebit is unable to provide the service due to circumstances for which it is responsible, NetDebit shall also be liable for each culpable breach of obligation of its employees and vicarious agents.

Limitation of liability to typically foreseeable damage

Except for cases of wilful intent/gross negligence on the part of NetDebit and the intentional/gross negligence of its legal representatives, employees or agents, the liability of NetDebit shall be limited to damage that is typically foreseeable when entering into the contract.

Liability of legal representatives, employees or vicarious agents

Where the liability of NetDebit is excluded or limited then this shall also apply to the liability of the legal representatives, employees or agents of NetDebit.

Inapplicability of the limitation of liability in certain cases

The limitations of liability stated above shall not apply to damage from injury to life, limb or health, nor to cases of mandatory statutory regulations such as the Product Liability Act.

Data protection

Personal data shall be collected, saved and processed in accordance with the NetDebit data protection and privacy statement for Customers and interested parties which can currently be viewed at https://www.netdebit-payment.de/go/datenschutz/privacy_customer.

Service hotline and email address of NetDebit

For questions regarding the services of NetDebit for Customers, please telephone this hotline number Tel. +49 2427 903 5010 or use the email address kundensupport@netdebit.de.

Final provisions

Amendments to the terms and conditions of contract and business

NetDebit shall reserve the right to amend these terms and conditions of contract and business for the future. Amendments shall be implemented in accordance with the procedure described in Section 5.3. Notification of amendments to the terms and conditions of contract and business will also be provided at www.NetDebit.de. Unless the Customer objects to the amendment of the general terms and conditions, within two weeks (receipt of the statement at NetDebit is the decisive factor) or if the Customer continues the contractual relationship by using NetDebit's services then the amendment shall come into effect with the Customer. This legal position will be specifically advised to the Customer in the notification.

Applicable law / place of jurisdiction

This Agreement shall be subject to the substantive law of the Federal Republic of Germany.

The Amtsgericht (local court) of Düren or the Landgericht (regional court) of Aachen shall have exclusive jurisdiction for any disputes arising from or in connection with the use of NetDebit's services or these general terms and conditions, provided that the Customer is a merchant or does not have a fixed residence in Germany or has relocated its place of residence or usual domicile abroad after these terms and conditions have come into effect , or if its residence or domicile are not known at the time that proceedings are brought.

Should one or more provisions in this Contract be or become invalid, this shall not affect the validity of the remaining provisions in any other respect.

 

Last amended: March 2021