1. Scope

1.1 OTOXA is the name of the legally structured internet services provided by the Company Starke Solutions GmbH, an Internet Domain and a protected brand of the Service Provider.

The declaration of intent of both parties and the contractual relationship underlies the terms and conditions of OTOXA. This applies for both free of charge, as well as the fee-paying Users of OTOXA.

The OTOXA Terms and Conditions apply exclusively. The Terms and Conditions of the business partner are not applicable; except in the case where OTOXA either partly or entirely agrees to such before signing of the contract.  

1.2 These Terms and Conditions are applicable for future business between both parties, without the need to point the Terms and Conditions out specifically.

1.3 The Terms and Conditions are not applicable for Consumers according to clause 13 German Civil Code.

2. Right of Change Regarding Terms and Conditions

OTOXA reserves the right to change the Terms and Conditions at any time and without justification. The changes to the terms and conditions will be e-mailed to the customer, at the latest two weeks before coming into effect. If the member does not object to the new Terms and Conditions
within two weeks of receiving the e-mail, the T&C's will be considered viewed and accepted. OTOXA will inform the member especially in the e-mail which explains the planned changes, of the importance of the 14 day deadline.

3. Scope of Service and Amendments

3.1 OTOXA offers the User a closed IT-Request Platform to generate business contacts. OTOXA offers both free of charge as well as chargeable services.

3.2 Basically speaking, OTOXA offers a platform to bring Users together. OTOXA is not involved in the communication between Users, except in cases where this has been agreed to individually with the customer. OTOXA is not involved in the contracts between Users or between a User and a third party (third party contract). OTOXA makes it clear that it cannot be held liable for anything mentioned in such a third party contract. OTOXA cannot be held liable for a third party contract not being signed.  

3.3 The User recognizes the fact, that a 100 percent accessibility of the OTOXA website is, technically speaking, impossible. In particular, maintenance, security or capacity issues as well as events which are out of OTOXA's sphere of control, can lead to short-term breakdowns or temporary suspension of the services on the OTOXA websites.

3.4 OTOXA reserves the right to expand or improve services.

Services offered free of charge by OTOXA can be cancelled at any time and without prior warning. If the cancellation is of importance to the customer, they will be informed beforehand by OTOXA. There will be no claims towards OTOXA as a result of such cancellations.

3.5. In the case of extensive service additions, OTOXA reserves the right to generally (independent of individual renegotiations) charge an adequate and fair fee for such. In this respect, the customer shall have the right to cancel the contract unilaterally. Should the customer decide for this option, he will not be liable to pay the additional fee. The customer shall be given a period of two months to decide whether to agree to the additional fee or not. The time limit begins with the dispatch of the first invoice, which lists the increased fees.

4. Special Obligations of the User, Data Protection Issues

4.1 OTOXA points out that, as part of the contract process, a registration of the User is a neces-sity.  The User does not have a legal right to registration, before contract conclusion.

4.2. The User may not transfer his User Rights to other persons.

4.3. Data, Data Protection

4.3.1 The User guarantees that the given data he has supplied is true and, as far as necessary for contract use, complete. The User is obliged to update any new changes as they occur in his log-in data or User area immediately.

4.3.2 OTOXA points out that the data supplied by the User shall be stored in machine-readable form and, should reasons arise resulting from the contractual relationship, process it digitally. By registering, the User agrees to, during the free or chargeable period of contractual relationship,
publicize data on the webpage and to the relaying of such data to other users within the framework of business purposes. Regarding OTOXA serving third parties in order to provide the offered services, OTOXA is duly authorized to relay the user data should this be necessary for maintaining the service within the framework of the contract intent.   

4.3.3 In the case of the contract relationship being terminated, OTOXA will require an appropriate time limit; maximum four weeks, for the user data to be deleted. The User agrees, as part of said User being registered on the platform, to OTOXA supplying other Users with his data for the purpose of other Users contacting him, unless specifically written and agreed to.

4.3.4 The Users are obliged to provide true information, as well as

• to publicize only seriously intended offers and to seriously apply for offers
• to be considerate of other User interests
• to be considerate of OTOXA's interests, in particular harmful acts or omissions relating to the business mode no unlawful content or content which may be harmful to the rights of third parties (note: in particular the following - infringement of trademark, infringement of commercial property rights, breach of copyright, denigrative advertising, defamation, racist or sexist comments)
• to keep login details, in particular passwords, PINs, or similar confidential data secret, as well as to prevent, with any means necessary,  misuse of this data
• to report any noticeable faults and breakdowns immediately to OTOXA
• to allow OTOXA to record the faults and breakdowns and to ascertain the cause
• to repay OTOXA any expenses caused by inspecting their facilities for faults which can be traced back to the User's area of responsibility
• to adhere to the recognized basic principles of data security, in particular Section 9 German Data Protection Act and the attachment to Section 9 German Data Protection Act (GDPA)

4.4 The User is not authorized to make information acquired by OTOXA accessible to third parties or other Users; this is not however, applicable to information which has already been made public.

4.5 The User may only use information gained exclusively for the carrying out of his own business. The User cannot become one of OTOXA's competitors. He cannot, therefore, trade with the gained information or process the information commercially.

4.6 Should the User breach the above-mentioned obligations, OTOXA will be eligible to take reasonable protective measures. OTOXA is particularly entitled to delete illegal contents. OTOXA is also entitled, if necessary, to temporarily block Users. The Nutzer is obliged to cooperate. Any further Rights of OTOXA shall not be excluded through this rule.

4.7 OTOXA is not obliged, before taking protective action, to seek legal advice. The diligence of a business person shall suffice in such cases.

5. Summation and Acts of God

5.1 The claims of OTOXA can be contested only by those claims of the User, which are undisputed or validated, adjudicated or legally binding. The User is only entitled to the assertion of a right of retention in the event of counterclaims from this contractual relationship.

5.2 Service delays due to Acts of God or similar events, are not covered by OTOXA. Comparable events would be in particular strikes, official appointments, communication network breakdowns or gateways of other providers, as well as faults of other telecommunication or service providers.
 
5.3 A refund of fees due to breakdown of services outside of OTOXA's scope of responsibility is excluded.

6. Termination

6.1 Termination is possible - notwithstanding contractual rules in individual cases – for OTOXA as well as the User, after one months notice.

6.2 The Right to terminate without notice for important reasons shall be maintained.
 
6.3 The termination shall be in written form and sent by mail. The address can be found on the OTOXA website under "Impressum".
 

7. Liability Limitations

7.1 OTOXA cannot be held liable for the given information of its Users, nor their statements.

7.2 OTOXA cannot be held liable from within a third-party contract (see 3.2). OTOXA cannot be held liable for third-party contract conclusion.

7.3 The claims of the User for compensation or replacement of expenses are limited to the following measures.

7.3.1 OTOXA shall be absolutely liable for damages resulting from life threatening injury of the body or health, which have been caused by a willful or negligent breach of duty from OTOXA or a willful or negligent breach of duty of one of OTOXA’s legal representatives or assistants.

7.3.2 As far as other liability claims are concerned, OTOXA will only be absolutely liable for the non-existance of guaranteed specifications as well as for premeditation or gross negligence of its legal representatives or managers. OTOXA is only liable for the faults of other assistants within the scope of liability for minor negligence according to 5.3.3.

7.3.3 OTOXA is only liable for minor negligence if a responsibility is neglected, which is of cardinal importance for reaching the contract objective. For minor negligence of cardinal importance is the liability limited to 1000.00 Euro (in words, one thousand Euros). The stipulation according to 5.3.1 remains untasted.    

7.3.4 The liability for loss of data is limited to the usual effort incurred for restoring such data, which would have occurred by providing regular customer backup copies, unless one of the con-ditions of clause 5.3.1 is applicable.

8. Final Provisions

8.1 In the case of one stipulation of this AGB being invalid, the other stipulations will remain intact. The ineffective provisions shall be replaced by such, which come closest to the major purpose of the ineffective provisions. The same applies to unintended omissions.

8.2 It is agreed that the law of the Federal Republic of Germany will apply to the exclusion of the UN Convention on the International Sale of Goods (CISG).

8.3 The place of jurisdiction is the respective location of OTOXA, provided that the User is a registered trader, legal entity under public law or separate estate.



THE END