General Terms and Conditions
Sproing Publishing GmbH
1 Parties to the agreement
The agreement is concluded between Sproing Publishing GmbH (hereinafter referred to as Sproing Publishing), Fernkorngasse 10, 1100 Wien, Austria (venue Vienna, FN 414526 y) and the customer.
2 Subject matter of the agreement
The subject matter of the agreement is based on these General Terms and Conditions and the respective product order page of the online platform.
3 Establishment of the agreement
Unless otherwise stipulated by a separate arrangement, the agreement shall be deemed established upon receipt of the order confirmation, or at the latest upon provision of the service or delivery of the goods.
4 Duties and obligations of the customer
In particular, the customer shall have the following obligations:
a) Where the customer has issued Sproing Publishing with a SEPA direct debit authorization, the customer must ensure that the agreed account contains sufficient funds.
b) Where a customer has saved data (e.g., name, address, bank details of the invoice recipient and the e- mail address specified for performance of the agreement and for RechnungOnline), the customer must inform Sproing Publishing immediately if there is any change to the saved data.
c) The customer shall keep secret any personal access data (such as password). This data may not be provided to third parties and must be protected against third-party access. The customer shall change the access data immediately if there is reason to suspect that it has been disclosed to any unauthorized persons.
d) The customer shall not make improper use of the services, in particular: â€“ The customer shall not send any legally prohibited and unsolicited information, material or other services, including unrequested and uninvited advertising by e-mail. In addition, the customer shall not transmit or post on the Internet any information that is illegal or in violation of accepted moral standards, nor may reference to such information be made. â€“ The customer shall observe national and international copyrights, trademark, patent, and name and labeling rights, as well as other industrial and personal rights of third parties.
e) Any customer that has registered for adult content products via an age verification system (AVS) must ensure that the content cannot be accessed by minors.
5 Use by third parties
5.1 Unless otherwise agreed, the customer shall not be permitted to make the services provided available to third parties for sole use or for commercial use, to pass the services on to third parties or to act as a provider himself using the services provided by Sproing Publishing.
5.2 The customer shall be liable for all loss or damage arising from the use of the services provided by Sproing Publishing by third parties provided this usage can be attributed to the customer.
6 Special terms and conditions for Paid Content
6.1 Where the customer acquires from Sproing Publishing audio, video, games, images or text (e-books, e- magazines, e-newspapers) or other virtual goods (jointly referred to below as Paid Content), Sproing Publishing shall grant the customer a non-exclusive right of use of the Paid Content which cannot be sub-licensed and is unrestricted in terms of territory. Time limits and any other regulations concerning the rights of use of the individual services can be agreed separately in the relevant order process.
6.2 Any use of the content provided that goes beyond the rights of use granted for the individual services is not permitted, constitutes a copyright infringement under applicable legislation and is therefore prohibited.
6.3 In particular, any commercial use of the content shall be excluded. This shall especially apply to the public communication, dissemination, distribution or other type of sale of any copies made.
6.4 The customer must not circumvent or remove any digital rights management (DRM) system used by Sproing Publishing or technical safeguards and/or information on rights management.
6.5 The customer shall be obligated to comply with the regulations on the protection of minors and to take precautions to ensure Paid Content which could pose a risk to minors is not made accessible to children and young people.
6.6 The customer shall also be obligated to indemnify Sproing Publishing and its agents against all claims by third parties and all expenses incurred in relation to the illegal use of the Paid Content retrieved by the customer.
6.7 The downloading and streaming of the individual services and acquisition methods can only take place from the territory of the Federal Republic of Germany and, in individual cases, from Austria and Switzerland, via an IP address issued for this territory.
6.8 The above obligations shall also apply accordingly for services acquired free of charge.
6.9 Sproing Publishing shall have no obligation to, nor shall the customer have any right to assert a claim for the retention of Paid Content for an unlimited time.
7 Special terms and conditions for software
7.1 The customer and the users it sets up shall be granted the non-exclusive, global, non-sub-licensable right, limited to the term of the Agreement, to use the software for its own internal use.
7.2 Where Sproing Publishing makes the software available to the customer, this shall be deemed use in unmodified form. By using the software, the customer consents to the licensing conditions of Sproing Publishing or third party providers of the software. The customer shall ensure that all existing data is backed up on its computer before installing the software. Sproing Publishing shall only be liable for software errors, data losses or other damage caused by the installation or use of the software as per Item 15.
7.3 The customer may only use the software provided in the manner specified in the Agreement. In particular, it shall not be permitted, unless allowed in individual cases, to copy, edit, transfer, change, decompile or convert (reverse engineering) this software.
8 Special terms and conditions for e-mail services
8.1 Where Sproing Publishing provides e-mail services, the e-mails shall be received and sent via the Internet. Sproing Publishing accepts no responsibility for the forwarding of e-mails via e-mail servers which are not operated by itself and which are outside its area of responsibility. If the contractually agreed storage area of the e-mail inbox is exhausted or if the agreed permissible size of individual e- mails is exceeded, e-mails shall be returned with a corresponding note. The retention period for e-mail messages shall be six months after receipt of the e-mail in the e-mail inbox. When this retention period expires, and at the end of the contractual relationship with the customer, the e-mails shall be deleted without any prior notification of the customer. 8.2 Sproing Publishing shall, as part of the e-mail services, carry out a check using anti-virus software that is suitable for preventing common attacks by already known computer viruses. However, complete protection against computer viruses cannot be ensured in view of the current state of the art. version shall be part of the agreement.
8.2 Sproing Publishing shall, as part of the e-mail services, use programs which filter out spam using objective criteria in order to protect against spam (electronic mass mailings). Depending on the result of the spam check, the e-mails filtered out shall either be deleted immediately or forwarded to the user’s spam folder and deleted after 14 days. In view of the current state of the art, however, accurate identification cannot be ensured in every case.
9 Terms of payment
9.1 Charges to be paid for the use of the services shall be billed in accordance with the payment method chosen by the customer. Bills shall, provided product-specific bills are created, generally be transmitted to the customer’s current e-mail address electronically, provided the customer is not expressly offered the option of a chargeable paper bill.
9.2 Provided product-specific bills are created, the charges shall be due upon receipt of the bill. If agreed by RechnungOnline, the bill can be placed in the customer center for retrieval by the customer and the customer shall be informed every time a new bill is made available.
9.3 Monthly charges shall be payable starting on the day of initial provision. Furthermore, charges to be paid for the use of the services shall be billed in accordance with the payment method chosen by the customer.
9.4 The amount due shall be paid into the account indicated on the bill. It must be credited to the account specified no later than on the tenth day after receipt of the bill. In the event that the customer furnishes a SEPA direct debit mandate, Sproing Publishing shall not debit the agreed account with the billed amount until the seventh day following receipt of the invoice and the SEPA pre-notification.
9.5 The customer may only offset undisputed or legally enforceable claims. The customer shall be entitled to assert a right of retention only for counterclaims arising from this agreement.
10 Reservation of ownership
Sproing Publishing shall retain ownership and rights to be granted until the amount owed has been paid in full. Rights of use for downloaded content can be withdrawn until full payment is made.
11 Shipping and transfer of risk
11.1 For any shipment of goods, the risk shall be transferred to the customer as soon as Sproing Publishing has delivered the goods to the person responsible for shipping.
11.2 The customer shall inspect the external condition of the delivery and the service immediately upon receipt and report any transport damage to the person responsible for shipping, secure the evidence, and immediately inform Sproing Publishing and the sender by telephone and in writing.
12 Scope of delivery and service
12.1 The scope of delivery of the goods and the services are described in the relevant product description and additionally in the user manual. The product description and user manual shall, as a rule, be written in the language of the manufacturer.
12.2 Should the delivery of goods include the software that is essential for the goods to work, the customer shall only be granted the right to use the goods with this hardware. Other software shall be governed by separate rules.
13 Change in the value-added tax
If the value-added tax prescribed by law changes, the monthly charges shall be amended accordingly as from that date.
14.1 If the customer is in arrears with a significant amount due, Sproing Publishing shall be entitled to bar access to the contractual services at the customer’s expense. In this case, the customer shall still be required to pay the contractually agreed charges.
14.2 Should the customer be in default
a) in the payment of charges, or a significant part thereof, for two consecutive months, or
b) for a period of more than two months in the payment of an amount corresponding to the basic monthly charge for two months, Sproing Publishing shall have the right to terminate the agreement without notice and may demand compensation as a single, lump-sum payment that falls due immediately and amounts to one-fourth of the remaining monthly charges payable up to the end of the regular term of the agreement.
14.3 Sproing Publishing reserves the right to assert any other claims arising from a default in payment.
15.1 Sproing Publishing shall be fully liable for any damage it causes intentionally or by gross negligence or if the damage is attributable to the lack of a guaranteed feature.
15.2 In the event of slight negligence, Sproing Publishing shall be fully liable in the event of injury to life, limb or health. If, as a result of slight negligence, Sproing Publishing fails to perform its service on time, if it has become impossible to perform the service, or if Sproing Publishing has failed to comply with an essential obligation, liability for any damage to property or pecuniary damage caused thereby shall be limited to foreseeable damage that is typical for the agreement. An essential obligation shall be an obligation whose fulfillment is a prerequisite for the proper performance of the agreement, the infringement of which jeopardizes the achievement of the purpose of the agreement, and upon whose compliance the customer can normally rely.
15.3 Liability for any other damage shall be excluded, in particular for data loss or hardware faults caused by modified hardware and software, or for system malfunctions that may result from existing configuration errors or older, interfering drivers that were not completely removed. Liability pursuant to the German Product Liability Act (Produkthaftungsgesetz) shall remain unaffected.
16.1 The terms of agreement and special periods for notice of termination can be found in the relevant product-specific order processes.
16.2 This shall be without prejudice to the right of both contracting parties to terminate the agreement for good cause.
16.3 Notice of termination may be provided in writing by letter, fax or e-mail.
16.4 If Sproing Publishing terminates the agreement prematurely due to a reason for which the customer is responsible, the customer shall be obliged to pay compensation as a single, lump-sum payment amounting to half of the remaining monthly charges payable up to the end of the agreed term. The compensation payment shall be higher if Sproing Publishing proves that the loss suffered was greater. It shall be lower or not payable at all if the customer proves that the loss suffered was essentially less or that a loss was not suffered at all.
16.5 Where the customer maintains a customer account that is deleted at its instigation or through termination of the agreement by Sproing Publishing, it shall no longer be possible to purchase services.
17.1 Sproing Publishing shall be entitled to provide the services by subcontracting work to third parties (subcontractors). Sproing Publishing shall be liable for any services provided by subcontractors to the same extent that it is liable for its own actions.
17.2 The customer shall not be entitled to transfer the rights and obligations under this agreement to a third party without the prior written consent of Sproing Publishing.
17.3 The contractual relations between the parties shall be subject to German law.
Sproing Publishing GmbH, Last revision 29.04.2014.
This translation is not the authentic text. The German version shall be part of the agreement.