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Terms and conditions

Terms and Conditions of ArtCom GmbH, Buschhöhe 8, 28357 Bremen (As at: 22.01.2026)

The following General Terms and Conditions of Business apply to all services of ArtCom GmbH in connection with the temporary or permanent provision of software solutions that are operated on customer systems or servers of ArtCom GmbH and to associated support and maintenance contracts. They also include the licence conditions for the use of the software products (EULA).

These Terms and Conditions apply exclusively to business transactions (Section 14 of the German Civil Code (BGB)), i.e. vis-à-vis companies, legal entities under public law or special funds under public law. Consumers within the meaning of Section 13 BGB are not contracting parties.

The Terms and Conditions are structured as follows:

  • Part A – General section (applicable to all contracts)
  • Part B – Terms of Use for software products (EULA)
  • Part C – Software operation by ArtCom (Hosting, SaaS)
  • Part D – Use of the software on customer systems (On-Premise)
  • Part E – Support and update services
  • Part F – Regulations for the purchase of hardware

The contract templates used previously (e.g. the Software Licence Agreement 1997-2004 and existing support and update agreements) shall not be taken into account for new contracts and shall be replaced by these General Terms and Conditions, unless expressly agreed otherwise.

Individual agreements (e.g. on the number of users, term or special services) shall continue to be made in individual contracts or in separate annexes, which take precedence. These Terms and Conditions apply in addition.

Part A – General section (applicable to all contracts)

Section 1 Scope of application & subject matter of the contract

(1) These General Terms and Conditions of Business (Terms and Conditions) apply to all contracts between ArtCom GmbH, Buschhöhe 8, 28357 Bremen, Germany (hereinafter “ArtCom”) and its commercial customers (hereinafter “Customer”) for the provision and use of software solutions, irrespective of whether these are provided locally on the Customer’s systems (on-premise) or via ArtCom servers (e.g. by way of software leasing or SaaS).

(2) These Terms and Conditions also apply to associated services such as support, updates, hotline and remote maintenance services and to granting of rights of use (EULA) to the respective software products.

(3) The version of the Terms and Conditions valid at the time the contract is concluded is definitive. Deviating or supplementary terms and conditions of the Customer only apply if they have been expressly recognised by ArtCom in writing.

(4) These Terms and Conditions apply exclusively to entrepreneurs within the meaning of Section 14 BGB, legal entities under public law or special funds under public law. Consumers within the meaning of Section 13 BGB are not contracting parties.

Section 2 Conclusion of contract & inclusion of the Terms and Conditions

(1) The contract between ArtCom and the Customer shall be concluded by the acceptance of a written or electronic offer, by a contract signed by both parties or by the performance of the service by ArtCom.

(2) These Terms and Conditions shall become part of the contract if the Customer was informed of them on conclusion of the contract and had the opportunity to take reasonable note of their content. Express reference to the applicability of these Terms and Conditions shall be sufficient in particular if it is made in the offer, in an order confirmation or on ArtCom’s website.

(3) The current version of the Terms and Conditions can be accessed at any time at:

www.artcom-gmbh.de/en/termsandconditions

ArtCom shall also send the Terms and Conditions to the Customer in text form on request.

(4) Deviating or supplementary terms and conditions of the Customer only apply if ArtCom expressly agrees to their applicability in writing. Silence about such conditions shall not constitute consent – including for future services.

(5) Insofar as individual contracts or individual agreements between ArtCom and the Customer deviate from these Terms and Conditions, the provisions of the individual contract shall take precedence in cases of doubt.

Section 3 Services provided by ArtCom

(1) ArtCom shall provide the Customer with software products and associated services within the framework of individual contractual agreements. These may include, in particular, the provision of the software for use, technical support, regular updates and hosting and remote maintenance services.

(2) The type and scope of the respective service shall be based on the underlying offer, individual contract or the service description agreed in writing. The specifically agreed content is always definitive, not the general functional scope of the products.

(3) ArtCom’s software products may contain both in-house developments and third-party components or modules. ArtCom shall in any case remain the owner of the rights of use and commercial exploitation of the software, unless expressly agreed otherwise.

(4) Insofar as ArtCom offers the Customer technical support, updates or remote maintenance services, the conclusion of a separate support or maintenance agreement is usually required for this. Without such an agreement, there is no entitlement to ongoing maintenance, fault rectification or support.

(5) A claim to specific availabilities, response times or service levels shall only exist if these have been expressly agreed. The same applies to services that go beyond the usual technical support (e.g. on-site deployments, customised adjustments or training courses).

Section 4 Obligations of the Customer

(1) The Customer is obliged to provide ArtCom with all information, documents and access required for the proper provision of services in good time and in full. In particular, this includes technical system information, contact persons, installation environments and information about the intended use of the software.

(2) The Customer is responsible for providing a suitable IT infrastructure on which the software can be used, assuming that it is used on its own systems. In particular, this includes compatible operating systems, up-to-date security standards and regular data backups. ArtCom is not obliged to check the infrastructure provided by the Customer for suitability or compatibility, unless this has been expressly agreed.

(3) The Customer shall report any faults, malfunctions or security problems immediately and in a comprehensible form. The notification shall be sufficiently specific to allow ArtCom to carry out a technical analysis.

(4) In the case of remote maintenance services, the Customer shall ensure that the necessary remote accesses (e.g. VPN, remote access, communication interfaces) are properly set up and functional. It shall also ensure that the access data used is protected against unauthorised access.

(5) The Customer undertakes to use the software products provided only to the extent agreed in the contract. In particular, it is prohibited to make the software available to third parties without authorisation, to reproduce it or to use it in an unauthorised environment.

(6) If personal data is processed when using the software or as part of support services, the Customer shall be responsible for complying with data protection regulations. ArtCom shall only process personal data within the framework of a commissioned data processing agreement (CDPA), which may be agreed separately, and on the instructions of the Customer.

(7) If the Customer breaches its duty to cooperate, ArtCom is entitled to suspend the affected services until proper cooperation is provided. Further rights, in particular to compensation claims for additional expenses or damages, remain unaffected by this.

Section 5 Liability & limitation of liability

(1) ArtCom shall be liable without limitation for damage caused by intent or gross negligence on the part of ArtCom, its legal representatives or vicarious agents.

(2) In the event of a slightly negligent breach of material contractual obligations (“cardinal obligations”), ArtCom’s liability shall be limited to the foreseeable damage typical of the contract. Cardinal obligations are those obligations the fulfilment of which is essential for the proper execution of the contract and on compliance with which the Customer may regularly rely.

(3) Otherwise, ArtCom’s liability for simple negligence shall be excluded. This applies in particular to indirect damage, consequential damage (e.g. loss of profit, loss of production, loss of data) and unforeseeable damage.

(4) The limit of liability for slightly negligent breach of material contractual obligations is a maximum of EUR 500,000 per claim.

(5) Liability for damage caused by improper use, improper modifications by the Customer or third parties or by failure to meet system requirements is excluded. The same applies to damage resulting from omitted or inadequate data backups, provided that the damage would not have occurred if the data had been properly backed up.

(6) Liability for damages resulting from injury to life, limb or health and in accordance with the provisions of the German Product Liability Act shall remain unaffected. This also applies to fraudulent misrepresentation and to cases in which ArtCom has given express guarantees.

(7) The above limitations of liability apply to all claims, irrespective of their legal basis, and also in favour of ArtCom’s employees, representatives and vicarious agents.

Section 6 Terms of payment & remuneration

(1) The remuneration owed by the Customer shall be based on the respective contract concluded, the offer or the applicable price list of ArtCom. All prices are understood to be net plus the applicable statutory value added tax.

(2) Unless otherwise agreed, ArtCom’s invoices shall be due for payment without deduction within 14 calendar days of the invoice date.

(3) ArtCom is entitled to offer services only in return for advance payment or payment by SEPA direct debit, in particular when an order is placed for the first time or if there are indications that there may be default on payment. The delivery of software or the activation of usage rights may be withheld until full payment has been received.

(4) The Customer is only entitled to offset or withhold payment if the counterclaims have been legally established or are undisputed. Furthermore, a right of retention may only be asserted on the basis of claims arising from the same contractual relationship.

(5) If the Customer defaults on payment, ArtCom is entitled to charge default interest at the statutory rate. The pursuit of claims for any further damage caused by default remains unaffected.

(6) Separate remuneration may be agreed for services outside normal business hours (weekdays 09:00-13:00 and 14:00-17:00, excluding public holidays at ArtCom’s registered office) and for individually commissioned special services.

Section 7 Confidentiality & data protection

(1) The contracting parties undertake to treat all confidential information obtained in the course of the cooperation as strictly confidential and to use it exclusively for the execution of the respective contract. Confidential information within the meaning of this provision is any information, documents, data, business and trade secrets, technical documentation, source codes, concepts, pricing, customer lists, expertise and other information that is expressly marked as confidential or the confidentiality of which results from the circumstances.

(2) The confidential information may only be made accessible to third parties insofar as this is necessary for the fulfilment of the contract and the third parties concerned have been obliged to maintain confidentiality accordingly. Disclosure or utilisation for other purposes is prohibited. The confidentiality obligation applies indefinitely, including after termination of the contractual relationship.

(3) Confidential information within the meaning of this regulation does not include information that

  • was demonstrably already in the public domain at the time of its disclosure;
  • was already lawfully known to the recipient without any obligation of confidentiality;
  • has been demonstrably developed independently and without recourse to confidential information;
  • must be disclosed under legal regulations or legally binding official or court orders.

(4) For each case of culpable breach of the confidentiality obligation by the Customer or a person attributable to the Customer, the Customer undertakes to pay an appropriate contractual penalty, the amount of which shall be determined by ArtCom at its reasonable discretion and, in the event of a dispute, may be reviewed for appropriateness by the competent court. Further claims for damages remain unaffected by this. Any contractual penalty paid shall be offset against compensation for damages due to the same breach of obligation.

(5) Data protection obligations are governed by the applicable statutory provisions. Insofar as ArtCom accesses the Customer’s personal data in the course of providing the service – for example in the case of support or remote maintenance services – this shall be done exclusively on behalf of and on the instructions of the Customer. In these cases, the parties shall conclude a separate commissioned data processing agreement (CDPA) in accordance with Art. 28 GDPR if required.

(6) The Customer remains responsible for the lawful collection, processing and use of personal data. It shall ensure that all necessary information obligations are fulfilled and that any consent has been obtained.

Section 8 Warranty and notification of defects

(1) ArtCom warrants that the software/hardware provided essentially corresponds to the contractually agreed service description. The warranty does not extend to suitability for a specific purpose intended by the Customer, unless expressly guaranteed in writing.

(2) The Customer is obliged to check the software/hardware provided immediately after handover or activation and to notify ArtCom in writing of any recognisable defects. Hidden defects shall be reported immediately on discovery. In the absence of proper notification of defects, the software shall be deemed to have been approved (Section 377 of the German Commercial Code (HGB) accordingly).

(3) In the event of justified and timely notification of defects, ArtCom shall, at its own discretion, carry out supplementary performance by rectifying the defect, providing an update or supplying a functionally equivalent program version (workaround) or device.

(4) If supplementary performance fails twice or is unreasonable for the Customer, the Customer may – with exclusion of further claims – withdraw from the contract or reduce the remuneration appropriately.

(5) Further claims due to defects, in particular claims for damages, shall exist exclusively in accordance with the liability provisions of Section 5 of these Terms and Conditions.

(6) The limitation period for claims for defects shall be twelve (12) months from provision or handover of the software, unless the defect was fraudulently concealed or relates to an expressly guaranteed feature.

Section 9 Term & termination

(1) The term of the respective contractual service shall be based on the individual contract, the offer or the order confirmation. Unless otherwise agreed, the minimum term is 12 months from conclusion of the contract.

(2) If the contract is not cancelled in writing by one of the parties at least six months before the end of the respective contract term, it shall be extended automatically by a further 12 months in each case.

(3) The right to extraordinary termination for good cause remains unaffected. Good cause exists in particular if:

  • a contracting party repeatedly or seriously breaches material contractual obligations;
  • insolvency proceedings are opened against the assets of a contracting party or the opening of such proceedings is refused for lack of assets;
  • the Customer is more than 30 days in default on a due payment and no payment is made despite a reminder;
  • the Customer interferes with ArtCom’s software or technical systems without authorisation or breaches the agreed rights of use.

(4) Any termination shall be made in writing (e.g. by registered letter) to be effective.

(5) In the event of termination by the Customer, the remuneration for services already provided and any minimum terms agreed shall remain due, unless contractually agreed otherwise.

Section 10 Contractual penalty for breach of obligation

If the Customer culpably breaches material obligations to cooperate or the contractually agreed restrictions on use – in particular with regard to unauthorised transfer, duplication or use of the software outside the agreed scope – ArtCom is entitled to demand an appropriate contractual penalty.

The amount of the contractual penalty shall be determined by ArtCom at its reasonable discretion (Section 315 BGB) and, in the event of a dispute, its appropriateness may be reviewed by the competent court. Further claims – in particular claims for damages – remain unaffected by this. Any contractual penalty paid shall be offset against compensation for damages for the same breach of obligation.

Section 11 Choice of law & place of jurisdiction

(1) The law of the Federal Republic of Germany applies, excluding the UN Convention on Contracts for the International Sale of Goods (CISG) and private international law, insofar as it can be waived.

(2) The place of jurisdiction for all disputes arising from or in connection with this contract shall be the registered office of ArtCom in Bremen, provided that the Customer is a merchant, a legal entity under public law or a special fund under public law. ArtCom is also entitled to take action against the Customer at the Customer’s general place of jurisdiction.

(3) Should individual provisions of these General Terms and Conditions be or become invalid or unenforceable in whole or in part, this shall not affect the validity of the remaining provisions. In place of the invalid or unenforceable provision, a provision shall be deemed to have been agreed which comes as close as possible to the economic purpose of the original provision. The same applies in the event of a loophole.

Part B – Terms of Use for software products (EULA)

Section 12 Subject matter and scope of application

(1) This section governs the use of ArtCom GmbH’s software products by the Customer. The following Terms apply in addition to the General Terms and Conditions and take precedence insofar as they contain special provisions.

(2) The software shall be provided either for installation on the Customer’s premises (on-premise) or in the context of a software leasing or SaaS model via ArtCom systems or those of third parties. The Terms of Use apply regardless of the respective operating mode.

Section 13 Granting of rights of use

(1) The Customer shall receive a simple, non-transferable and non-sublicensable right to use the contractual software, limited to the scope of use defined in the offer (e.g. number of users, machines, locations). The Customer is permitted to make a backup copy of the software if this is necessary for future use.

(2) Use is limited exclusively to the Customer’s own business operations. Use by affiliated companies, subsidiaries or third parties is only permitted with the express written consent of ArtCom.

(3) Unless otherwise agreed, the following applies:

  • For purchase models: unlimited use of the specific version (static software version).
  • For rental or leasing models: time-limited use with contractually regulated update entitlement.

(4) The Customer’s statutory rights arising from exhaustion (Section 69c No. 3 of the German Copyright Act (UrhG)) remain unaffected.

Section 14 Unauthorised uses

(1) The Customer is prohibited from

passing on or renting the software or making it publicly accessible without authorisation;

decompiling, disassembling, reverse engineering or otherwise converting the software into a human-readable form – except in cases permitted by law (Section 69e UrhG) – circumventing protection mechanisms of the software and deactivating technical copy protection systems.

(2) Use of the software in safety-critical environments (e.g. medical technology, nuclear technology, aviation control systems) and in countries that are restricted under German export control laws or embargoes is prohibited.

(3) ArtCom accepts no liability for damage resulting from use in prohibited areas, unless ArtCom has expressly agreed to such use in writing.

(4) In the event of culpable breaches of these Terms of Use, in particular of the provisions on unauthorised use (Section 13), ArtCom may impose a contractual penalty in accordance with Section 10.

Section 15 Additional developments on behalf of the Customer

(1) If the Customer commissions ArtCom to develop additional functions, interfaces or customised adaptations of the software (“additional developments”), all rights to those developments – including all rights of use, commercial exploitation and copyright – shall remain exclusively with ArtCom, unless expressly agreed otherwise in writing.

(2) The Customer shall receive a simple, non-transferable right to use the additional developments for the duration of the software licence agreement.

(3) ArtCom shall also be entitled to use, further develop or commercially exploit the additional developments for other customers – irrespective of whether the development was fully or partially paid for by the Customer.

(4) At the end of the contractually agreed software rental period, the right to use the additional developments shall also end without the need for separate termination.

Section 16 Installation obligations and cooperation of the Customer

(1) If the software is provided for local installation (on-premise), the Customer is responsible for setting up the operating environment, installing the software and complying with the system requirements, unless otherwise agreed in writing.

(2) Insofar as ArtCom provides installation support in individual cases, this shall be subject to separate agreement and requires timely provision of all necessary technical information and access by the Customer.

(3) The Customer is obliged to take suitable precautions to secure existing databases and system environments prior to installation. ArtCom shall only be liable for loss of data, system failures or incompatibilities due to inadequate preparation within the scope of the statutory provisions and otherwise in accordance with Section 5 of the Terms and Conditions.

(4) If the Customer fails to provide the required cooperation or culpably delays this, ArtCom is entitled to suspend the services concerned until fulfilment. Any resulting delays or additional expenses shall be borne by the Customer.

Section 17 Update and upgrade of usage

(1) Updates, upgrades and patches are only included if contractually agreed. If these are provided, they are subject to the same licence conditions as the software originally provided.

(2) Upgrades may only be used and passed on together with the original software.

Section 18 Proof of use and protection obligations

(1) At ArtCom’s request, the Customer undertakes to provide written evidence of the contractual use of the software (e.g. number of licences used, locations).

(2) The Customer is obliged to secure the software in such a way that unauthorised use or duplication by third parties is excluded. Employees shall be instructed accordingly.

(3) In the event of justified suspicion of use in breach of contract, ArtCom is entitled to carry out a review of the software deployment environment on the Customer’s premises during normal business hours after giving prior notice or to have such a review carried out by an independent auditor. If the suspicion is confirmed, the costs shall be borne by the Customer.

Section 19 Termination of contract, return and erasure

(1) On termination of the licence agreement, all rights to use the software shall expire. The Customer shall erase all copies and, on request, confirm in writing that no more copies exist.

(2) Existing backups shall also be erased, unless statutory retention obligations prevent this. In this case, they may no longer be used.

Part C – Software operation by ArtCom (Hosting, SaaS)

Section 20 Scope of application and supplementary validity

(1) The following provisions apply in addition to the General Part of these Terms and Conditions (Part A) and specify the conditions for use of software products in the context of a hosting or SaaS model by ArtCom.

Insofar as no deviating or more specific provisions are made in this part, the provisions regarding services (Section 3), customer obligations (Section 4), liability (Section 5) and data protection (Section 7) apply accordingly.

Section 21 Subject of performance

(1) ArtCom shall provide the Customer with certain software products for use via the internet. The software is operated on servers that are either owned by ArtCom or rented from certified hosting service providers.

(2) The type and scope of use, the functions provided and possible restrictions (e.g. number of users, storage space) are set out in the individual contract or the respective offer.

Section 22 Provision, access and availability

(1) ArtCom shall provide the Customer with personalised access details for the use of the software. The Customer is obliged to store these securely and protect them from access by third parties (see also Section 4).

(2) ArtCom endeavours to provide monthly availability of the software of 99%. Maintenance work shall be announced at least 48 hours in advance, if foreseeable.

(3) The following are not counted in availability:

  • scheduled maintenance times within announced maintenance windows;

  • times during which services are unavailable due to force majeure or technical problems beyond ArtCom’s control;

  • security-related emergency measures to avert danger.

(4) Unless a service level agreement with remedial or compensation provisions has been expressly agreed, temporary shortfalls in the availability commitment shall not automatically lead to a reduction in remuneration; further claims by the Customer shall be governed by the provisions of these Terms and Conditions. The liability provisions under Section 5 apply accordingly.

Section 23 Data security and backups

(1) ArtCom shall ensure the implementation of appropriate technical and organisational measures to protect the data processed during hosting, including access control, network security and regular updates (see also Section 7 Data protection and confidentiality).

(2) Backups of the data shall be carried out in accordance with the parameters defined in the individual contract. The Customer is obliged to make its own additional backup copies, unless otherwise agreed.

(3) ArtCom shall only be liable in accordance with Section 5 for data losses attributable to a lack of or inadequate cooperation on the part of the Customer or to backup requirements that have not been agreed.

Section 24 Obligations of the Customer in the case of hosted use

(1) When using the SaaS application, the Customer undertakes not to upload or process any content that is unlawful or safety-critical or that jeopardises operation.

(2) In particular, it shall ensure that:

  • no unauthorised scripts, automations or external systems are integrated;
  • no content is processed that violates the property rights of third parties or statutory regulations;
  • applicable data protection law is observed during use (see Section 7).

(3) In the event of security incidents, misuse or an acute threat to system integrity, ArtCom shall be authorised to block access temporarily.

(4) In the event of justified termination without notice, the Customer shall not be entitled to further access to data; however, ArtCom may provide remaining application data at the Customer’s request and expense, insofar as this is reasonable.

(5) In the event of a culpable breach of access, usage or security regulations, ArtCom may impose a contractual penalty in accordance with Section 10.

Section 25 Data protection and order processing

(1) Insofar as ArtCom obtains access to the Customer’s personal data as part of the hosting service, the processing shall be carried out exclusively on behalf of the Customer in accordance with Art. 28 GDPR. A corresponding commissioned data processing agreement (CDPA) shall be concluded.

(2) The Customer remains solely responsible for lawful collection and use of personal data. ArtCom shall support the implementation of technical and organisational measures (TOMs) within the agreed scope.

Section 26 Termination of contract and return of data

(1) Access to the hosted software shall end when the hosting contract expires. The Customer is obliged to export and back up all required data independently before the end of the contract.

(2) If contractually agreed, ArtCom shall support the return of data in a structured standard format. Handover is subject to separate payment and only includes application data – not source codes, system components or database structures.

(3) The Customer should export its data by the end of the contract (at the latest, however, within 14 days thereafter, provided that access is still provided by ArtCom at that time).

(4) After completion of the data return or at the latest 90 days after the end of the contract, ArtCom shall delete all customer data still stored by it, unless there are legal obligations to retain it.

Section 27 Changes to the hosting service

(1) ArtCom is authorised to make technical changes to the hosting environment, provided that these do not lead to significant functional losses or change contractually guaranteed features.

(2) ArtCom may use subcontractors (e.g. data centres or IaaS providers) to perform the hosting services, provided that their involvement does not entail any data protection or security-related risks. The Customer shall be informed of a change of subcontractor in good time so that it can object if there is a legitimate data protection interest.

Part D – Use of the software on customer systems (On-Premise)

Section 28 Scope of application and supplementary validity

(1) This section applies to all cases in which ArtCom provides the Customer with software products for use on its own infrastructure (on-premise).

(2) The provisions of this part supplement the provisions of the General Part (Part A) and the Terms of Use (Part B - EULA). Insofar as deviating or more specific provisions are stipulated there, the former shall take precedence.

Section 29 Provision and handover of the software

(1) The software shall be provided to the Customer in the agreed format for installation on the Customer’s own systems (e.g. as a download or on a data carrier).

(2) The Customer shall be responsible for proper installation, unless ArtCom has agreed to provide installation support.

(3) The software shall be deemed to have been handed over on provision. Formal acceptance shall only be due if this has been expressly agreed.

Section 30 Installation requirements and system environment

(1) Prior to installation, the Customer is obliged to ensure that the system environment fulfils the technical requirements defined in the contract or in the documentation.

(2) ArtCom accepts no responsibility for the operability of the software on non-approved or incompatible systems. Responsibility for compliance with the technical requirements lies with the Customer (see also Section 4 Cooperation obligations).

(3) The Customer is obliged to perform complete backups of its systems and data at regular intervals. ArtCom shall only be liable for data losses caused by failure to make backups within the scope of Section 5.

Section 31 Updates and further development

(1) On-premise use includes only the current software version at the time of delivery. An entitlement to updates, upgrades or further developments only exists if this has been expressly agreed in the contract or in a separate support or maintenance agreement (see also Part E of these Terms and Conditions).

(2) If an update is provided under a separate agreement, the licence and usage conditions in Part B of these Terms and Conditions apply accordingly.

Section 32 Interventions and third-party components

(1) The Customer is not authorised to modify, edit or technically combine the software with other programs, unless this is permitted by mandatory law (Section 69d, Section 69e UrhG).

(2) ArtCom accepts no liability for impairments to software functionality caused by changes to the system environment, third-party software or unauthorised interventions.

(3) Transfer or use of the software outside the agreed system is not permitted. In the event of culpable infringement, ArtCom is entitled to impose a contractual penalty in accordance with Section 10.

Section 33 Protective measures and usage control

(1) The Customer is obliged to take suitable measures to prevent unauthorised use, reproduction or distribution of the software (e.g. licence management, access protection, organisational measures).

(2) ArtCom is entitled to check the Customer’s use of the software in accordance with the contract within the framework of statutory provisions. In this context, ArtCom may request proof of the number of users, installation location and scope of the licence (see also Section 15).

Section 34 Termination of contract and uninstallation

(1) On expiry of the contractually agreed period of use or other termination of the licence relationship, the Customer shall uninstall the software fully and erase all copies, including backups, unless statutory retention obligations prevent this.

(2) On request, the Customer shall confirm to ArtCom in writing that all use has ended and that no other copies of the software exist.

Part E – Support and update services

Section 35 Scope of application and supplementary validity

(1) This section regulates the type, scope and conditions of the support and update services that ArtCom offers in connection with the use of its software products.

(2) The provisions of the General Part (Part A), in particular Section 3 (Services), Section 4 (Obligations of the Customer) and the liability provisions in Section 5 apply in addition. In the event of contradictions, the provisions of this section shall take precedence.

Section 36 Scope of support services

(1) ArtCom shall offer its customers technical assistance (support) in the use of the software provided. Support includes in particular:

  • advice and assistance in connection with software functions (Level 3 support);
  • fault analysis and troubleshooting of reported faults;
  • provision of updates and upgrades, insofar as a corresponding maintenance agreement exists.

(2) The support services relate exclusively to the contractual software and its documented scope of functions.

(3) The services also include response to obvious errors or errors that become known through Customer reports, regardless of their direct use.

(4) ArtCom is entitled to rectify faults by means of patches, workarounds or the delivery of new program versions. There is no entitlement to a specific type of fault rectification.

Section 37 Availability and response times

(1) Support requests may generally be made on working days at the times specified in the contract or offer. The exact support time and response time can be found in the individual contract or the service certificate.

(2) The response time is the period of time within which ArtCom begins dealing with the fault following receipt of an adequate description of it.

(3) The following are not covered by support:

  • software versions that are no longer supported;
  • modifications by third parties or the Customer;
  • use of the software outside the agreed conditions;
  • installations at unreported or unauthorised locations;
  • services outside the defined support times.

Section 38 Update and maintenance services

(1) Updates and upgrades shall be provided exclusively within the framework of a separate maintenance agreement or on the basis of an individual agreement.

(2) The Customer is obliged to install any updates provided without delay. If this is not done and the reported fault could have been avoided if it had been done, the right to support in relation to that fault no longer applies.

(3) New functions or major version jumps are not considered part of regular updates, unless expressly agreed otherwise.

Section 39 Cooperation obligations of the Customer

(1) The Customer shall ensure that all information, documents, system access and contact persons required for analysing and rectifying faults are available.

(2) Before reporting a fault, the Customer shall carry out a basic analysis of its system environment to ensure that the fault does not lie outside the ArtCom software.

(3) The Customer shall nominate a technically qualified contact person as the point of contact for support cases and shall inform ArtCom immediately of any changes in this connection.

(4) The Customer undertakes to carry out its own data backups at regular intervals. ArtCom shall only be liable for loss of data within the scope of Section 5.

(5) If the support agreement is culpably used improperly or by unauthorised third parties, ArtCom may impose a contractual penalty in accordance with Section 10.

Section 41 Remuneration

(1) The remuneration for support and update services is set out in the individual agreement. In the case of one-off or separate commissions, ArtCom’s applicable hourly rates apply.

(2) ArtCom reserves the right to adjust the prices with a notice period of six weeks at the end of a contractual year. In the event of significant price increases, the Customer has a special right of termination.

(3) Support services outside the contractually agreed scope shall be invoiced additionally.

Section 41 Term and termination

(1) Support agreements are usually concluded for a fixed term (e.g. 12 or 36 months) and are automatically extended by a further 12 months in each case, unless cancelled with three months’ notice at the end of the term.

(2) The right to terminate the agreement for good cause remains unaffected.

Part F – Regulations for the purchase of hardware

Section 42 Validity and classification

(1) This section applies to contracts in which ArtCom sells or permanently transfers hardware to the Customer in return for payment.

(2) The provisions of the General Part (Part A) of these Terms and Conditions, in particular the liability provision (Section 5) and the terms of payment (Section 6), apply in addition.

Section 43 Offer and availability

(1) Offers for the sale of hardware are always non-binding and subject to technical changes and availability. ArtCom reserves the right to pass on product changes made by the manufacturer or price adjustments if there are more than 14 days between offer and acceptance.

(2) A contract shall only come into existence on written order confirmation or delivery of the goods by ArtCom.

Section 44 Retention of title

(1) The hardware supplied shall remain the property of ArtCom until all claims arising from the respective contract have been paid in full.

(2) Prior to the transfer of ownership, the Customer is not authorised to pass on the goods, to pledge them or to establish other rights to them for third parties.

(3) If the delivered hardware is sold, transferred or otherwise used in breach of contract before the transfer of ownership has effectively taken place, ArtCom is entitled to impose a contractual penalty in accordance with Section 10.

Section 45 Delivery, acceptance and transfer of risk

(1) Delivery shall be ex works or ex warehouse of ArtCom for the account and at the risk of the Customer.

(2) The risk of accidental loss or deterioration shall pass to the Customer on handover to the transport service provider.

(3) If the Customer is in default on acceptance, it shall bear all additional costs incurred as a result, in particular storage, return or additional shipping costs.

Section 46 Liability and defects

(1) ArtCom shall not be liable for loss of production, indirect damage or loss of profit resulting from defects, failures or malfunctions of the hardware supplied, unless ArtCom has caused such damage wilfully or through gross negligence. This also applies to provision within the framework of a rental arrangement.

(2) Liability is also excluded for damage caused by typical wear parts, improper use, unsuitable environmental factors, inadequate power supply, force majeure or third-party intervention. The Customer is obliged to treat the hardware with care, to maintain it regularly and to use it exclusively for its intended purpose.

(3) Technical details, brochures and manufacturer’s specifications shall not constitute guaranteed features unless they have been expressly confirmed in writing by ArtCom.

(4) In the event of legitimate material defects, ArtCom is entitled, at its own discretion, to repair or replace the goods. Further claims shall only exist within the scope of Section 5.

(5) A warranty period of twelve (12) months from handover applies to the purchase. The limitation period shall commence when the hardware is handed over to the Customer or to the transport service provider.

(6) In the case of rental, ArtCom is obliged to maintain the functionality of the equipment provided during the rental period. The Customer is obliged to report any faults that occur immediately. ArtCom cannot accept responsibility for delays in fault rectification due to late reporting.

(7) ArtCom is only obliged to take back or replace the goods if there is a significant defect that substantially restricts the contractual use and ArtCom fails to remedy the situation within a reasonable period.

(8) In all other respects, the liability and warranty provisions pursuant to Section 5 and Section 8 apply accordingly.

Section 47 Exclusion of return and cancellation rights

(1) The return of fault-free hardware is excluded. The Customer may only withdraw from the contract in the event of a significant defect and after unsuccessful supplementary performance.

(2) Voluntary exchanges shall only be made on a goodwill basis and in return for separate payment.

Section 48 Disposal obligations

(1) The Customer is responsible for proper disposal of old appliances in accordance with the statutory provisions (in particular the German Electrical and Electronic Equipment Act (ElektroG)).

(2) ArtCom shall only take back old appliances if this has been expressly agreed.