General terms and conditions (TOC)

July 2021

 

1. Scope of Application

1.1. The following General Terms and Conditions (hereinafter referred to simply as “TOC”) apply to all services between SYSSY Online GmbH, Am Grünen Hang 24, 4040 Linz (hereinafter referred to simply as “SYSSY”) and a businessperson (hereinafter referred to simply as “the User”) in the applicable version at the time of the order unless another version would have been made available before the conclusion of the contract. The range of services offered by SYSSY is aimed exclusively at merchants within the meaning of the law (b2b). 

1.2. You can access or save the TOC at any time at https://www.syssy.net/en/terms-of-service. We will provide you with earlier versions upon request at support(at)syssy.net. The User must accept the TOC in the ordering process separately before they conclude the legal transaction.

1.3. Any general terms and conditions of the User are expressly contradicted and shall only apply if we expressly confirm them in writing.

 

2. Conclusion of a contract, storage of the text of the contract

2.1. The following regulations on the conclusion of contracts apply to orders placed via our online platform on the website https://www.syssy.net. The User needs a user account to conclude a contract. The terms of use are available for you at https://www.syssy.net/en/terms-of-service.

2.2. The User concludes the Contract with SYSSY.

2.3. The website and webshop presentation do not constitute a legally binding contractual offer on our part. It is only a non-binding invitation to the User to order our services. The User submits a binding offer to conclude a purchase contract by placing an order for the desired services.

2.4. The User makes a binding offer to enter into a contract by completing the order procedure provided on our webshop. The User needs to complete registration on the SYSSY platform, creating a user account to conclude a subscription.

2.5. The User places the order in the following technical steps:

2.5.1. Log in at https://app.syssy.net with your existing user account.
2.5.2. Click on “User settings” and “Subscription” on the start page
2.5.3. Select the preferred subscription
2.5.4. Select the payment interval (monthly or annual)
2.5.5. Enter the billing address and VAT number
2.5.6. Check or correct the entered data again
2.5.7. Binding submission of the order by clicking on the “Order with obligation to pay” button

2.6. The User may, after checking its details, return to the website on which the User submits their data and correct input errors by pressing the “Back”-button contained in the web browser before the binding submission of the order. The User may also cancel the order process by closing the Internet browser.

2.7. We immediately confirm receipt of the order by an automatically generated e-mail (“confirmation of receipt”).

2.8. After receipt of the order, we will send you the order data/the text of the contract, the invoice and our TOC by e-mail. For security reasons, this contract text is no longer accessible via the Internet but is stored electronically by us.

2.9. The contract is concluded with the transmission of an order confirmation, at the latest, by activating the ordered services.

2.10. The User is obliged to inform SYSSY immediately about any changes in the data provided. If the User fails to inform us about the changes, notices from SYSSY to the last given address shall be deemed to have been received with legal effect.

 

3. Scope of services

3.1. The scope of the respective services results from the descriptions and the associated documentation of the ordered service.

3.2. The services are not designed to be barrier-free in the sense of the Behindertengleichstellungsgesestz (Austrian Disability Equality Act).

 

4. Prices, shipping costs, payment

4.1. We publish the currently available prices for our services on our website at https://www.syssy.net/en/pricing.

4.2. Our prices are without taxes in EURO and include other price components; the statutory value-added tax shall be accounted for separately. The User shall bear the shipping and access costs for the ordered services.

4.3. The User has the option of payment by bank transfer.

4.4. The User owed remuneration shall be invoiced in advance for the respectively selected performance period. The amount stated in the invoice is due immediately. Discount deductions require a separate agreement. The User shall be obliged to pay the invoice amount stated in the invoice within 14 days of receipt of the invoice at the latest unless the invoice states a different payment period. The Users payments shall be deemed concluded at the time of receipt on our business account.

4.5. According to sec. 456 of the Austrian Commercial Code (UGB), we are entitled to charge interest on arrears in the amount of 9.2% above the base interest rate in the event of delayed payment. In the event of delayed payment, there shall be a claim for damages. This claim also includes the necessary costs of appropriate out-of-court debt collection and recovery measures. If payments are received by SYSSY late, the costs shall be repaid first, then the interest and finally the outstanding capital. SYSSY reserves the right to deactivate the user access until full payment has been made.

4.6. The costs associated with deactivation, including restoration, are to be reimbursed by the User if the reason for deactivation is their responsibility.

4.7. SYSSY is entitled to charge € 40.00 per reminder from the User for late payments.  The compensation is a lump-sum payment of collection costs following sec. 458 UGB (Austrian Commercial Code). The User undertakes to reimburse any additional dunning and collection charges resulting from the Ordinance of the Federal Minister for Economic Affairs on the maximum rates of remuneration due to collection agencies, Federal Law Gazette 1996/141, as amended by Federal Law Gazette II 103/2005.

4.8. SYSSY shall make price adjustments for the first time at the earliest six (6) months after the conclusion of the contract. SYSSY applies price adjustments only at the time of renewal of the contract. SYSSY will not increase prices further until six (6) months have elapsed.

4.9. Payments made by the User for the selected performance periods will not be refunded.

 

5. Delivery

5.1. Delivery shall take place utilising activation of the product for the customer account of the User on the platform of SYSSY.

5.2. Activation takes place automatically after receipt of payment, usually within 72 hours. The delivery period begins on the day after the conclusion of the contract. If the deadline falls on a Saturday, Sunday or public holiday at the place of delivery, the deadline ends on the next working day.

 

6. Subscriptions

6.1. The services are offered as subscriptions. The provided terms are displayed in the order options, as well as at https://www.syssy.net/en/pricing.

6.2. The subscription shall be automatically renewed for the terms stored in the customer account at the prices and conditions valid on the day of renewal. A few days before the subscription renewal, the User receives an e-mail at the address stored in the customer account with the prices and conditions valid for the term.

6.3. Upon termination of a subscription, the user account will be deactivated. Any data must be backed up before the subscription expires.  

 

7. Use and copyright

7.1. SYSSY grants the User a simple licence to use the acquired module(s) for the agreed period of time.

7.2. The copyrights to the services provided, including the associated documentation, are held by SYSSY.

7.3. The User shall have the right to use the services for their intended purpose for the duration of the contract.

7.4. For the use of the online platform provided by SYSSY, the terms of use published at https://www.syssy.net/en/terms-of-service shall also apply in the currently valid version.

7.5. The User is not permitted to decompile, reverse engineer, translate, integrate or adapt in any way. The same applies to any attempt to reverse engineering of the machine code into a modifiable or derived form. The User is not permitted to use any of the mentioned approaches either to the individual components or to the entire application.

7.6. The User will only maintain websites with the services offered by SYSSY, for which the User can present a commercial assignment if required or are owned by the User.

7.7. The use of the service must be carried out so that no unreasonable or excessive burden hinders the service.

 

8. Termination

8.1. The User may terminate the subscription in the service area of the customer account by giving two (2) weeks’ notice to the end of the prepaid period.  Terminations via e-mail or otherwise submitted terminations in compliance with the text form must be submitted four (4) weeks before the end of the prepaid period

8.2. The rules for termination according to clause 8.1. don’t affect the “Termination for Cause”. “Termination for Cause” shall include a termination because of misuse or use of the services contrary to the contract. In the event of “Termination for Cause”, SYSSY reserves the right to block the Users access authorisations or to restrict the use of the services in such a way that misuse or use in breach of the contract is no longer possible.

8.3. SYSSY reserves the right to irrevocably delete the user account after four (4) weeks. SYSSY will irretrievably remove all stored data on the websites.

 

9. Availability

9.1. The services are usually available to the User 24 (twenty-four) hours a day, seven (7) days a week.

9.2. If SYSSY installs updates or carries out maintenance on the platform, the availability of the service may be interrupted for several hours. Scheduled maintenance is usually carried out outside business hours. Maintenance periods and updates are announced on the landing page of the customer account. During these periods, SYSSY is not obliged to provide the agreed services.

9.3. The services availability is 95 per cent per year. Announced maintenance periods and updates are not taken into account when calculating the calculation period.

 

10. Warranty

10.1. Minor changes or other changes to our performance or delivery obligation that are reasonable for the User are deemed to have been approved in advance; this applies in particular to deviations caused by technical or platform-specific design.

10.2. An error in our services needs to be reproducible to file a warranty claim. No warranty is granted if errors/faults occur due to improper use maltreatment.

10.3. The photographs contained in the product description are only exemplary. The user interface of the services may vary slightly depending on the version status.

10.4. The presumption of defectiveness pursuant to sec. 924 ABGB (Austrian General Civil Code; statutory reversal of the burden of proof) as well as the right of recourse in accordance with sec. 933b ABGB (Austrian General Civil Code) are excluded.

 

11. Damages

11.1. Insofar as we are liable for damage, we shall only be liable for intent and gross negligence.

11.2. Any further liability is excluded. In particular, we are also not liable for indirect damages and lost profits.

11.3. SYSSY’s liability is limited to the amount of the specific contractual remuneration. Any further liability is excluded.

11.4. Businesses and merchants within the meaning of the law may no longer assert claims for damages after the expiry of six months from knowledge or the possibility of knowledge of the damage.

11.5. All information on our website is for information purposes only. We assume no liability for the correctness, completeness and content of the information provided.

 

12. Right to set-off and retention

12.1. The User shall not offset claims against SYSSY or companies affiliated with SYSSY.

12.2. The User shall not have a right to retention.

 

13. Data protection

13.1. SYSSY complies with the applicable data protection regulations, in particular the GDPR. You can find our privacy policy and further information on our website at: https://www.syssy.net/en/legal/privacy-app.

 

14. Force majeure

14.1. There shall be no breach of contract if services cannot be provided or can only be provided in part as a result of force majeure. Cases of force majeure include, for example, war, terrorism, natural disasters, fire, embargo, strike, sovereign intervention, lockouts, pandemics, changes in the law after the conclusion of the contract, failure of power supply, means of transport, telecommunications networks and data lines.

14.2. Where SYSSY fails to perform one or more of its contractual obligations because of default by a third party whom it has engaged to perform the whole or part of the Contract, SYSSY may invoke Force Majeure only to the extent that the requirements under paragraph 14.1 are established both for SYSSY and for the third party.

14.3. A party successfully invoking this Clause is relieved from its duty to perform its obligations under the contract and from any liability in damages or from any other contractual remedy for breach of contract, from the time at which the impediment causes the inability to perform, provided that the notice thereof is given without delay. If notice thereof is not given without delay, the relief is effective from the time at which notice thereof reaches the other party. The other party may suspend the performance of its obligations, if applicable, from the date of the notice

15. “Laesio enormis”

15.1. The right of the User to assert a claim pursuant to sec. 934 ABGB (Austrian Civil Code; laesio enormis) is excluded.

 

16. Language

16.1. SYSSY created the legal and product-specific documentation and the product in the German language. Any translation is for information purposes only. In the event of contradictions, the German version shall take precedence.

 

17. Place of fulfilment, place of jurisdiction, choice of law, written form

17.1. Austrian law shall be considered to be agreed exclusively. The principles of the conflict of laws under private international law and the UN Convention on Contracts for the International Sale of Goods shall be excluded unless contradicted by mandatory legal provisions.

17.2. The place of fulfilment is the registered office of SYSSY.

17.3. As this TOC only apply to businesses with merchants, the place of jurisdiction shall be at the registered office of SYSSY. However, SYSSY reserves the right to file any claim at the Users general place of jurisdiction.

17.4. Amendments and supplements to this contract must be made in writing; this also applies to subsidiary agreements and subsequent amendments to the contract and any waiver of the written form requirement.

17.5. SYSSY may make changes to this TOC in the event of changes in statutory, legal or regulatory requirements, as well as significant economic requirements. The changes to the TOC will be announced on the website and via e-mail in text form at least 30 (thirty) days before the planned date of entry into force. The amended TOC shall also be effective for existing subscriptions after 30 (thirty) days. Amendments shall be deemed approved if SYSSY does not receive a written or electronically declared objection before they come into force.

17.6. If any provision in these TOC is or becomes invalid, the validity of the other provisions shall not be affected.

This project is funded by aws, with funds from the National Foundation for Research, Technology and Development.