GTC

1. Scope of Application

These General Terms and Conditions (GTC) apply to all services provided by get2e GmbH (hereinafter referred to as the “Contractor”) in connection with the provision, implementation, operation, and further development of digital infrastructure and platform solutions, in particular unified commerce, service, and location-based solutions.

They apply to entrepreneurs, legal entities under public law, and special funds under public law.

Any deviating terms and conditions of the Client shall only apply if expressly agreed in writing.

2. Subject Matter of the Contract

The Contractor provides services in the field of planning, implementation, provision, and operation of digital system and service infrastructures.

The specific scope of services shall be defined in the respective offer or contract, including the associated annexes and service descriptions.

Typical services may include, in particular:

• Development and operation of digital platform and service infrastructures
• Integration of merchants, services, or systems
• Implementation of reservation, booking, and collection processes
• Provision of software and system functionalities
• Operation, maintenance, and further development of systems
• Technical assistance and support services

The Contractor owes the agreed services in accordance with the offer but does not guarantee any specific economic success.

3. Service Provision and Operation

The services shall be provided in a stable, professionally operated system environment.

Operation includes, in particular:

• Provision of system infrastructure
• Continuous system monitoring
• Maintenance and servicing of systems
• Implementation of updates and security measures
• Technical support in the event of questions or disruptions
• Continuous further development of the platform

The Contractor is entitled to engage suitable technical service providers or partners for the provision of services.

4. System Availability

The Contractor shall provide the systems with due care and in accordance with the current state of the art.

However, uninterrupted availability cannot be guaranteed.

Temporary limitations may occur, in particular, due to:

• Maintenance work
• System updates
• Technical malfunctions
• External influences (e.g., internet connections or third-party systems)
• Force majeure

Planned maintenance work shall, where possible, be carried out outside normal business hours.

5. Obligations to Cooperate (Client Responsibilities)

The Client undertakes to provide all information, data, and contact persons required for service delivery in a timely manner.

This includes, in particular:

• Provision of the required master data and information
• Designation of responsible contact persons
• Support in the integration of systems
• Participation in tests and acceptance procedures
• Ensuring the technical requirements on site

Delays caused by missing cooperation shall extend agreed timelines accordingly.

6. Integration of Systems and Data

The integration of existing systems (e.g., POS systems, inventory management systems, or web shops) shall be carried out on the basis of standardized interfaces and procedures.

The Contractor shall not be obliged to make individual adjustments to third-party systems unless expressly agreed.

Responsibility for the accuracy and timeliness of the provided data lies with the respective provider or Client.

7. Direct Marketing and Invoicing

The provided infrastructure may enable the direct marketing of products and services via the system.

In this context:

• Providers act in their own name and on their own account
• Prices, availability, and content are determined by the respective provider
• Invoicing is carried out in the name of the respective provider
• Responsibility for compliance with legal requirements lies with the provider

The Contractor provides the technical infrastructure only.

8. Extensions and Modifications

The Contractor is entitled to further develop and improve the provided systems technically.

This includes, in particular:

• Expansion of existing functions
• Improvement of system performance
• Adaptation to technical or legal requirements
• Integration of new technologies

Material changes affecting the agreed scope of services shall be coordinated with the Client.

Additional services or extensions shall be offered separately.

9. Rights of Use to Software

All rights to software, platform components, interfaces, data structures, system architecture, and any further developments shall remain with the Contractor.

The Client shall receive, for the duration of the contract, a simple, non-exclusive, and non-transferable right to use the provided systems within the agreed scope.

No transfer of ownership rights or exploitation rights to software or system components shall take place.

10. Remuneration and Payment Terms

Remuneration shall be determined in accordance with the respective offer or contract.

Unless otherwise agreed:

• Invoices are payable within 14 days without deduction
• Recurring services are invoiced monthly in advance
• One-time project services are invoiced according to project progress

In the event of late payment, the Contractor is entitled to:

• Charge statutory default interest
• Restrict services until outstanding claims have been settled
• Claim additional reminder and collection costs
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11. Term and Termination

Contracts for recurring services shall be concluded for an indefinite period unless expressly agreed otherwise.

The contract may be terminated by either party subject to a notice period of:

6 months to the end of a calendar month

Termination must be made in writing.

The right to extraordinary termination for good cause remains unaffected.

Good cause exists, in particular, in the case of:

• Significant payment default
• Serious breach of contractual obligations
• Permanent impossibility of service provision
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12. Liability

The Contractor shall only be liable for damages caused by intentional or grossly negligent conduct.

Liability shall be limited to:

• The typically foreseeable damage

and

• A maximum amount equal to the remuneration paid during the previous 12 months

In particular, the Contractor shall not be liable for:

• Loss of profit
• Indirect damages
• Data loss due to incorrect operation
• Failures of third-party systems
• Interruptions of internet connections
• Economic decisions of the Client

This limitation of liability shall not apply in cases of:

• Personal injury
• Mandatory statutory liability provisions
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13. Data Protection and Data Security

The Contractor shall process personal data exclusively in accordance with applicable data protection regulations.

The systems shall be operated in compliance with current security standards.

This includes, in particular:

• Protection against unauthorized access
• Regular data backups
• Secure data transmission
• Role-based access rights

Where required, a separate data processing agreement shall be concluded.

14. Force Majeure

The Contractor shall not be liable for delays or failures caused by events of force majeure.

This includes, in particular:

• Natural events
• Power outages
• Strikes
• Government measures
• Pandemics
• Failures of telecommunications networks

Performance obligations shall be suspended for the duration of such events.

15. Confidentiality

Both parties undertake not to disclose confidential information of the other party to third parties.

This applies in particular to:

• Technical information
• Business processes
• System data
• Economic information

This obligation shall remain in effect after termination of the contract.

16. Final Provisions

Austrian law shall apply, excluding the United Nations Convention on Contracts for the International Sale of Goods (CISG).

The place of jurisdiction for all disputes shall be the competent court in Graz.

Should individual provisions of these General Terms and Conditions be or become invalid, the validity of the remaining provisions shall remain unaffected.