General Terms and Conditions of iDOO GmbH

1             Scope of application

1.1        The following General Terms and Conditions (hereinafter „GTC„) apply to all contractual relationships between iDOO GmbH, Maschweg 70, 49324 Melle (hereinafter „iDOO„) and its Customers (hereinafter „Customer“ and iDOO and Customer jointly „Parties„), which are entered into in the context of sales and in connection with the use of iDOO Software (hereinafter collectively „Software„) by Customer and other Services provided by iDOO in this context (hereinafter collectively „Services„).

1.2        Customer must be an entrepreneur within the meaning of Sec. 14 of the German Civil Code (BGB). According to this, an entrepreneur is a natural or legal person or a partnership with legal personality who or which, when concluding a legal transaction, acts in exercise of their trade, business or profession, as well as legal persons under public law and special funds under public law.

1.3        The GTC regulate the contractual relationship between iDOO and Customer, in particular the rights and obligations of Customer when using the Services.

1.4        Upon conclusion of a contractual relationship, Customer agrees to the GTC.

1.5        These GTC apply exclusively to the business relationship between Customer and iDOO. Deviating, conflicting or supplementary GTC of Customer shall not become part of the contractual relationship between iDOO and Customer unless iDOO expressly agrees to them in writing.

1.6        The version of the GTC that is valid at the time the business relationship is concluded shall apply.

1.7        Insofar as these GTC have been translated into several languages, the German version shall prevail.

 

2             Services

2.1        The Services offered by iDOO include the provision of Software, in particular the so-called Industrial Data Manager and other iDOO product lines, as well as associated Services, e.g. in the context of setting up the Software. All Services are offered in various packages. They are geared towards the extrusion industry or have been developed for its needs and are intended to transparently reproduce production processes and enable related analyses.

2.2        The relevant content of a Service or package (i.e. in particular the specific functionality of the respective Software, product line and/or a Service) results from the then current Service descriptions that are available on the iDOO website (at www.idoo.global) at the time the contract is concluded. The information contained therein are to be understood as a pure functional description and do not constitute a guarantee or an independent guarantee promise. A guarantee is only granted if it has been expressly designated as such in these GTC or elsewhere.

2.3        Customer shall not have any legal claim against iDOO for the achievement of a specific result based on iDOO’s Services.

2.4        The subject of a contract between Customer and iDOO is exclusively the current version of the Software at the time the contract is concluded.

2.5        Software is provided by iDOO as Software as a Service. The Software can be operated on Customer’s servers (hereinafter „Customer’s own hosting„). Optionally, iDOO hosts the Software on a shared server for Customer and provides it as a Service via an Internet browser (hereinafter „iDOO hosting„).

2.6        Unless otherwise agreed, updates to the Software (hereinafter „Updates„) are part of the respective Service of iDOO. Within the scope of Customer´s own hosting, iDOO will inform Customer of any updates to the Software and request that Customer allows iDOO to install the updates. To this end, iDOO will set Customer a reasonable deadline (within the respective quarter of a year). Customer must enable the installation of the updates within this period. In the case of iDOO hosting, updates are installed automatically by iDOO.

2.7        Installation and configuration Services or consulting Services as well as training shall be shown separately in the offer and shall be remunerated separately (see Section 12.2).

2.8        Depending on the content of the package booked by Customer, new Software versions with a functional extension (hereinafter „Upgrades„) are part of the respective Service of iDOO.

2.9        The requirements for the hardware and Software environment are set out in the Service descriptions.

2.10    iDOO is entitled to commission Third Parties (in particular as subcontractors) to provide the Services owed by iDOO or to use their Services to fulfill the contract.  

2.11    If iDOO offers Services (in particular Services in the hardware sector) from cooperation partners, this is only done as part of a brokerage, i.e. without obligation and not included in its own scope of Services. If Customer books these Services, a contractual relationship is established exclusively with the cooperation partner. The above also applies in particular in the event that Customer uses Third Party Software, such as Open Source Software (hereinafter „Third Party Software„), from a Third Party Software cooperation partner. Third Party Software is not part of iDOO’s Software and must be provided by Customer. If Customer commissions iDOO to provide Third Party Software, this will be done as part of iDOO’s obligations and iDOO will only act on behalf of Customer in this respect.

 

3             Sales orders

3.1        Provided that Customer obtains the Software through Sales, Customer must provide Sales with his requirements and a concrete description of the IT system landscape. Sales will then prepare an offer with the specific Services offered. This offer shall apply exclusively under the conditions of these GTC.

3.2        “Sales” in the sense of these GTC is the sale of iDOO itself, or sales partners commissioned by iDOO. 

 

4             Conclusion of contract, payment order

A contract between iDOO and Customer is concluded as soon as Customer accepts the offer from iDOO. If Customer only confirms the offer in an adapted form, a contract will only be concluded if iDOO accepts the adapted offer itself.

 

5             Contract language, contract text

5.1        Contracts can be concluded in German and English.

5.2        iDOO does not save the text of the contract, but sends Customer the order data and the applicable GTC together with the order and shipping confirmation by email. In addition, the current GTC are available at https://idoo.global/de/agb and can be retrieved, printed or saved. Beyond this, the text of the contract cannot be retrieved.

 

6             Optional Services iDOO hosting (shared server)

6.1        To the extent that iDOO provides optional Services in the sense of iDOO hosting via a shared server, the following regulations additionally.

6.2        The Software is made available to Customer for use at the router output of iDOO’s central server. The connection to the Internet, the maintenance of the network connection as well as the procurement and maintenance of the necessary hardware and Software provided by Customer as well as a server or a virtual machine are the sole responsibility of Customer.

6.3        Customer is aware that the data to be processed with and in the Software will be processed by iDOO and Third Parties commissioned by iDOO in the case of iDOO hosting on a shared server. Customer guarantees that this data can be processed accordingly.

6.4        Customer is obliged not to store any content on the shared server or make it available for retrieval if its provision, publication or use violates criminal law, copyrights, trademark and other labeling rights or personal rights as well as official requirements. If Customer violates this obligation, he is obliged to refrain from further violations, to compensate iDOO for any damages incurred and to indemnify iDOO against claims for damages and reimbursement of expenses by Third Parties caused by the violation. The indemnification obligation also includes the obligation to fully indemnify iDOO from legal defense costs (court and attorney’s fees, etc.). Other rights of iDOO, in particular to inhibit the content, remain unaffected. A culpable breach of the aforementioned obligations by Customer entitles iDOO to extraordinary termination.

6.5        iDOO is entitled to immediately inhibit the shared server if there is reasonable suspicion that the stored data is illegal and/or violates the rights of Third Parties. Reasonable suspicion of illegality and/or infringement of rights exists in particular if courts, authorities and/or other Third Parties inform iDOO of this. iDOO will inform Customer of the inhibition and the reason for this immediately. The inhibition must be suspended as soon as the suspicion is invalidated.

6.6        As part of obligations under the Digital Services Act (DSA), iDOO has clear guidelines, procedures and measures in place for moderating content that Customer stores on the shared server. Moderation processes include the use of manual reviews to identify and, where appropriate, remove illegal content or content that breaches the GTC. Customers can submit reported content for review via a standardized process. iDOO is committed to transparency regarding content removal decisions and gives Customers the opportunity to appeal such decisions.
Complaints about moderation decisions can be submitted at any time by Customer concerned. Each complaint will be reviewed promptly and thoroughly, and a decision will be communicated to Customer within a specified timeframe.

 

7             Support and Services

7.1        iDOO offers Customer support and Services. The subject of the included support and Services are limited to:

(i)               The elimination of defects within the scope of the statutory and contractual warranty or the obligation to maintain use;

(ii)             The provision of the agreed Customer Service during Service hours (on weekdays Monday to Friday from 09:00 to 17:00 (hereinafter „Service hours„), excluding public holidays within Germany);

(iii)            The acceptance of Service requests or notifications of defects; and

(iv)            Processing technical queries about the Software.

7.2        Expressly excluded from the inclusive support and Services (exclusive support and Services) are in particular:

(i)               All work requested by Customer outside the agreed Service hours;

(ii)             All work caused by improper operation or excessive use of the system or Software;

(iii)            Upgrades to the Software (unless expressly included in the package booked by Customer);

(iv)            Implementation Services; and

(v)             other Services not explicitly agreed.

7.3        iDOO will provide support Services in accordance with the respective recognized state of the art. iDOO will remedy any defects in the Software that occur during the term of a contract between Customer and iDOO within a reasonable period of time.

7.4        iDOO will always endeavor to rectify defects as quickly as possible. A specific recovery time is not guaranteed beyond the legal obligation.

7.5        Customer shall notify iDOO about defects by email at help@idoo.support. Any notification is transferred to a ticket system. The ticket system is provided and operated responsibly by iDOO.

7.6        Customer also has the option of booking Emergency Service Support and additional Service Levels.

7.7        iDOO has the right to temporarily restrict or suspend access to the Software (and in the case of iDOO hosting also to the shared server) if extraordinary technical reasons (e.g. viruses, system malfunctions) jeopardize the security of the network operation or the integrity of the network, the Software or the data.

7.8        iDOO is entitled to conduct any support and Services by cooperation partners who work for iDOO.

 

8             Other obligations of iDOO

iDOO regularly backs up your shared servers and thus counteracts data loss. At the same time, iDOO secures its shared servers against unauthorized access with reasonable technical and economic effort. However, iDOO is not responsible for Customer’s compliance with commercial and tax law and other statutory retention obligations.

 

9             Obligations of Customer

9.1        Customer has the following obligations to cooperate:

(i)               Customer is obliged to notify iDOO immediately in text form by email of any defects in the Software or restrictions in its availability;

(ii)             Customer is obliged to provide a suitable IT-infrastructure that enables the integration of the Software and any other Services (including, for example, an iDOO Edge Gateway) into IT- and OT-networks. For this purpose, Customer must ensure functional internet access;

(iii)            Customer is responsible for downloading Third Party Software independently (or through iDOO as a representative if a corresponding authorization has been granted to iDOO) and for ensuring that he has the necessary rights of use for the use of the Third Party Software;

(iv)            In the case of Customer’s own hosting, Customer must provide a server or a virtual machine for hosting the Software and maintain its operation; 

(v)             Customer shall take the necessary precautions to prevent the use of the Software by unauthorized persons;

(vi)            Customer is obliged to ensure that all legal regulations are observed when using the Software, including by employees or vicarious agents, and in particular that no illegal or immoral content is published or made available to Third Parties using the Software, and that no Third Party rights are violated. In the event of a breach of this obligation, Customer must indemnify iDOO against any claims by Third Parties in this regard. Furthermore, iDOO is entitled to temporarily or permanently inhibit Customer’s access to the Software.

(vii)          Customer shall name a responsible person as a contact person who can make binding declarations for Customer and receive declarations from iDOO. The contact person’s details must be communicated to iDOO upon conclusion of the contract.

9.2        If Customer continues to violate or repeatedly violates the above provisions despite a written warning from iDOO and is responsible for this, iDOO may terminate the contract without notice.

9.3        iDOO shall not be liable for delays or additional costs caused by a breach of the obligations of this clause. Furthermore, iDOO is not liable for the violation of Third Party rights by Customer if this is due to a violation of the above clauses. In this case, Customer shall indemnify iDOO against all Third Party claims upon first request in accordance with clause 20 indemnified. The regulations according to clause 17 remain unaffected by this.

 

10         Retrieval of Services

iDOO will provide Customer with the Software and other booked Services as agreed in the offer.

 

11         Warranty

11.1    With regard to the granting of the use of the Software, the warranty provisions of rental law apply. iDOO assumes no warranty for Third Party Software.

11.2    Termination by Customer in accordance with Sec. 543 Para. 2 S. 1 No. 1 BGB due to failure to grant contractual use is only permitted if iDOO has been given sufficient opportunity to rectify the defect and this has failed. It can only be assumed that the rectification of defects has failed if it is impossible, if iDOO refuses or unreasonably delays it, if there are reasonable doubts regarding the prospects of success or if it is unreasonable for Customer for other reasons.

11.3    The warranty does not apply to defects that are based on the fact that the Software is used in a hardware and Software environment that does not meet the requirements specified in the respective Service description or for changes and modifications that Customer has made to the Software without being authorized to do so by law, an agreement between the Parties or on the basis of iDOO’s prior written consent. Customer’s rights due to defects remain unaffected if Customer is authorized to make changes, in particular within the scope of exercising the right to self-remedy in accordance with Sec. 536a Para. 2 BGB, and these have been carried out professionally and documented in a comprehensive manner.

11.4    The liability of iDOO in accordance with Section 536a Para. 1 BGB for defects that already existed at the time the contract was concluded is excluded. This also applies to Third Party Software.

 

12         Prices, terms of payment, offsetting

12.1    Unless otherwise agreed in individual cases, the prices and conditions stated in the respective offer shall apply.

12.2    The prices stated for the respective packages apply to only one production line.

12.3    The following Services shall always be remunerated separately, unless otherwise agreed:

(i)               Initial setup of the Software and other Services;

(ii)             Integration of the Software into Customer’s existing IT-infrastructure and the associated configuration;

(iii)            Any consulting Services (e.g. in the form of general consulting, the holding of workshops and/or trainings);

(iv)            Operating and hosting costs as part of iDOO hosting.

The aforementioned Services are generally invoiced on a time and material basis.

12.4    The prices of iDOO are subject to the applicable statutory VAT which needs to be added to the prices stated.

12.5    Payment is calculated and due annually in advance upon conclusion of the contract. Payment shall be made using the specified payment methods. iDOO shall only issue electronic invoices; the link to the download shall be sent to Customer by email.

12.6    If Customer is in arrears with an amount that corresponds to at least one full month’s remuneration, iDOO is entitled to inhibit the use of the Software until the outstanding amount has been paid.

12.7    The following payment methods are provided: Invoice. iDOO reserves the right not to offer certain payment methods in individual cases.

12.8    Customer shall only be entitled to rights of set-off or retention to the extent that his claim has been legally established or is undisputed. In the event of defects, Customer’s counter-rights shall remain unaffected.

 

13         Price adjustment

13.1    iDOO is entitled to change the contractually agreed remuneration with three months written notice at the time of the change. The change will be made at iDOO’s solely discretion in compliance with the following principles:

(i)               iDOO may only change the remuneration to the extent that the index specified under (ii) below has changed (scope of change).

(ii)             The index of average gross monthly earnings of full-time employees in Germany for the provision of IT-Services is to be used as the basis for determining the change framework. If this index is no longer published, the index published by the Federal Statistical Office that most closely reflects the development of average gross monthly earnings in the aforementioned economic sector shall be used to determine the change framework.

13.2    Customer must be informed in writing of the time of the change and the amount of the adjustment. When making this change, iDOO will also take into account and offset any cost reductions in an appropriate manner. iDOO will present the corresponding changes to Customer in a transparent manner. iDOO is not obliged to disclose its calculation. However, the change may be made no earlier than twelve months after the conclusion of the contract or after the last fee increase. If Customer does not terminate the existing contract between iDOO and Customer within two weeks of receiving the declaration of adjustment (special right of termination), the new remuneration shall be deemed to have been agreed. iDOO will inform Customer of this in the adjustment declaration.

 

14         Granting of rights, protection of the Software

14.1    Customer is granted non-exclusive, non-sublicensable and non-transferable rights of use the Software for the purpose of a contract concluded between Customer and IDOO, limited in terms of content, time and territory in accordance with the following provisions.

14.2    Customer may only use the Software for his own business purposes.

14.3    Customer shall only use the Software for the number of production lines specified in the order. Any use beyond the contractually agreed scope, in particular use by more than the number of production lines specified therein, is not permitted and requires an additional license.

14.4    If iDOO makes new versions, updates, upgrades or other new deliveries (e.g. when expanding the content of a booked package) with regard to the Software during the term of a contract between iDOO and Customer and makes them available to Customer (for a separate fee), the above rights also apply to these.

14.5    Customer shall not be entitled to any rights not expressly granted to Customer above. In particular, Customer is not entitled to use the Software beyond the agreed use or to have it used by Third Parties or to make the Software accessible to Third Parties. It is not permitted to reproduce, sell, decompile or transfer the Software for a limited period of time, in particular not to rent or lend it.

14.6    Furthermore, Customer is not authorized to make changes to the Software or reverse engineering. This does not apply to changes that are necessary for the correction of errors and Customer is entitled to make these changes under the law.

14.7    Customer may not circumvent the restriction of the scope of the rights of use by integrating its own program components into the Software. In particular, he is not entitled to expand the number of licensed users by programming his own user interface. If users record or view data with a Third Party interface that is processed via online interfaces, this shall also be deemed to be use subject to a license.

14.8    Software markings, in particular copyright notices, trademarks, serial numbers or similar, may not be removed, altered or made unrecognizable.

14.9    Customer is obliged to ensure that each user of the Software complies with the contract, including these GTC, and that the Software is only used to the extent agreed in the contract.

14.10 Customer is obliged to take suitable measures to protect the Software from access by unauthorized Third Parties.

14.11 Rights of use to Third Party Software are granted to Customer by the respective provider of the Third Party Software. iDOO is not responsible for the granting of corresponding rights of use.

 

15         Use of data generated by the Software

15.1    iDOO is entitled to use the data created and collected by Customer when using the Software for its own purposes. The purposes of use are but not limited to

(i)               the analysis of defects;

(ii)             the analysis of user behavior to improve usability;

(iii)            the improvement of functions; and

(iv)            the creation of anonymized benchmarks and industry comparisons.

15.2    All data used is anonymized and aggregated by iDOO before use.

15.3    iDOO is granted a non-exclusive right, unlimited in time and territory, to use the data created and collected by Customer for the stated purposes.

15.4    iDOO ensures that the data used are not business secrets of the Customer.

15.5    The Customer can object to the use of the data at any time in text form (by email). Any use of the data that has taken place up to the time of the objection remains unaffected by the objection. The objection must be sent to help@idoo.support.

 

16         Contract term, termination, consequences of termination of the contract

16.1    Contracts for the use of Software and other Services have a minimum term of one year. The contract shall be extended by one year after the expiry of the minimum term and after each further extension period if it is not terminated by one of the Parties with three months notice before the expiry of the minimum term or before the expiry of the extension period.

16.2    The right of the Parties to terminate the contract without notice for good cause remains unaffected by the above provision. An important reason for extraordinary termination without notice by iDOO is given in particular if Customer

(i)               is in arrears with at least an amount corresponding to at least one full month’s remuneration, or

(ii)             breaches one or more obligations under these GTC and continues the breach despite a warning.

16.3    Notices of termination under this contract must be in text form to be effective, whereas email shall be sufficient.

16.4    If the contract ends, Customer shall not continue to use the Software in any way. iDOO is entitled to inhibit Customer’s access to iDOO’s servers. Customer is obliged to delete the access data sufficiently. iDOO is entitled to delete all data entered by Customer, even if these are subject to statutory retention periods for Customer. Customer may export this data in the prescribed or otherwise customary format before the end of the contract.

16.5    All data carriers with copies of the Software and written documentation must be returned to iDOO or deleted or destroyed without being requested to do so. Customer must confirm in text form that he has fully complied with its obligation to return, delete and destroy.

 

17         Limitations of liability

17.1    iDOO shall be liable without limitation within the scope of the statutory provisions for damages

(i)               from injury to life, limb or health resulting from an intentional or negligent breach of duty or otherwise from intentional or negligent behavior on the part of iDOO or one of its legal representatives or vicarious agents;

(ii)             likewise in the absence of a quality for which a guarantee has been given;

(iii)            which are based on an intentional or grossly negligent breach of duty or otherwise on intentional or grossly negligent behavior on the part of iDOO or one of its legal representatives or vicarious agents.

17.2    In the event of simple negligence, iDOO shall only be liable if it is a breach of a material contractual obligation (i.e. obligations whose fulfillment is essential for the proper execution of the contract and on whose compliance Customer may regularly rely). In this case, iDOO’s liability is limited to the foreseeable damage typical of the contract.

17.3    Within the scope of the above provision, iDOO shall only be liable in the event of data loss for the amount of damage that would have been incurred even if Customer had made proper, regular data backups appropriate to the importance of the data.

17.4    The above provisions also apply to iDOO’s liability with regard to the reimbursement of futile expenses.

17.5    Limitations of liability also apply in favor of legal representatives, employees and vicarious agents of iDOO.

17.6    The above limitations of liability do not apply in the cases described in clause 17.1 and in the case of liability under the Product Liability Act.

 

18         Force majeure

18.1    iDOO is not obliged to fulfill its contractual obligations in the event of and for the duration of force majeure. The following circumstances in particular are to be regarded as force majeure in this sense:

(i)               fire/explosion/flooding for which iDOO is not responsible,

(ii)             War, mutiny, blockade, embargo, pandemic,

(iii)            labor dispute lasting more than 6 weeks and not culpably caused by iDOO,

(iv)            technical problems of the Internet that cannot be influenced by iDOO.

18.2    iDOO must inform Customer immediately in writing of the occurrence of a case of force majeure.

 

19         Named as a reference customer

19.1    iDOO is entitled to name Customer as a reference customer.

19.2    The information will be provided on advertising and information brochures and in particular online, for example on iDOO’s company website, including the presentation of Customer’s company logo. For this purpose, Customer grants iDOO a non-exclusive, non-transferable right of use, unlimited in time and space, with regard to the name and trademark rights required for this purpose.

 

20         Indemnity

20.1    The Parties shall inform each other immediately, if possible in writing, of any alleged defects of title or infringements of property rights in connection with the Software and otherwise provide reasonable support in the defense against such claims.

20.2    The Parties shall indemnify each other against all alleged claims of Third Parties which relate to a patent or copyright infringement or an infringement of other property rights and which are based on the contractual use of the Service provided under a contract. The indemnification shall include all justified Third Party claims arising from the use of a Service and asserted against the respective other Party. One Party shall leave the defense against the alleged infringements, including any legal proceedings, to the other Party at its own expense.

20.3    If a Party’s performance becomes the subject of an infringement action or measure, the Party shall, at its option, taking due account of the interests of the other Party

(i)               provide the other Party with the right to continue using the Service at no additional cost, or

(ii)             replace or modify the Service so that the infringement of property rights or the defect of title is eliminated.

If none of the above alternatives is economically reasonable, the other Party shall be entitled to terminate this contract for cause. In addition, the other Party shall be entitled to assert statutory claims in the event of defects of title if their requirements are met.

20.4    The above provisions of this clause shall apply equally to the detriment of one party and in favor of the other Party if and insofar as claims are asserted against one Party by Third Parties due to the use of the Software by the other Party, insofar as the asserted claims relate to a patent or copyright infringement or an infringement of other property rights.

 

21         Secrecy

21.1    The Parties shall treat as confidential all confidential information which the other Party discloses to it in connection with this contract or which it otherwise receives from the other Party and shall use it exclusively for the purpose of providing Services in accordance with this contract. They shall protect the confidential information from unauthorized access by appropriate technical and organizational measures and treat it with the same care that they apply to their own equally confidential information.

21.2    Confidential information is any information that

(i)               in connection with the business operations of the Parties or which was provided to the respective Party for use by a Third Party,

(ii)             which is not generally known or readily accessible, either as a whole or in the precise arrangement and composition of its components, to persons in the public who normally handle / deal with this type of information,

(iii)            is of economic value and

(iv)            is protected by appropriate confidentiality measures by the respective Party.

21.3    No confidential information within the meaning of this section is information if and to the extent that it

(i)               was already publicly known or generally accessible at the time the other Party became aware of it; or

(ii)             became publicly known or generally accessible after the aforementioned date without a breach of this agreement or confidentiality obligations of Third Parties.

21.4    The burden of proof that there is no confidential information within the meaning of this clause shall be borne by the other Party.

21.5    Confidential information may not be disclosed by the Parties without the prior written consent of the other Party, unless

(i)               this is required due to mandatory applicable legal frameworks or judicial or regulatory orders and the Party has promptly informed the other Party in writing of the respective obligation; or

(ii)             the confidential information is made available to the respective Party’s advisors in connection with the provision of Services or a resulting dispute and the advisor has previously undertaken in writing to the respective Party to maintain confidentiality or is already obliged to maintain confidentiality by virtue of his profession.

21.6    The Parties undertake to agree with all employees deployed by them in connection with the execution of the contract a provision with the same content as this clause.

21.7    The provisions of this clause shall continue to apply until five years after termination of this agreement.

 

22         Data protection

22.1    The Parties shall comply with the applicable data protection regulations, in particular those based on the General Data Protection Regulation (GDPR).

22.2    If Customer collects, processes or uses personal data, he guarantees that he is authorized to do so in accordance with the applicable provisions, in particular those of data protection law, and indemnifies iDOO against Third Party claims in the event of a breach.

22.3    Upon conclusion of the contract, iDOO and Customer conclude the agreement contained in the annex to these GTC in accordance with Art. 28 GDPR.

 

23         Final provisions, applicable law

23.1    To the extent permitted by law, the place of jurisdiction for all disputes arising from this contract shall be the registered office of iDOO.

23.2    The entire legal relationship between the Parties shall be governed by the law of the Federal Republic of Germany to the exclusion of private international law and the UN Convention on Contracts for the International Sale of Goods (CISG).

23.3    The place of performance for the Services under this contract is iDOO’s registered office. iDOO shall, however, be permitted at its own discretion to carry out the work for the provision of Services entirely elsewhere and to hand over only the results of the Services at the place of performance.

23.4    Amendments and additions to this contract, including this clause, must be made in writing to be effective; an email is not sufficient, unless this has been specifically stipulated otherwise in the contract for a specific application.

23.5    Should individual provisions of this contract be invalid or unenforceable, this shall not affect the validity of the remaining contractual provisions. In such a case, the Parties undertake to replace the invalid provision with another provision that comes closest to the invalid or unenforceable provision from an economic point of view.

 

24         Contact details

iDOO’s contact details can be found at https://idoo.global/de/impressum/.