Terms of Use - Trützschler GmbH & Co. KG

1.	Scope of Application / Contractual Partner
1.1.	The following general terms and conditions apply to the use of the mobile applications "My Wires App" and "My Production" (hereinafter referred to as APP) as well as the web-based software solutions "My Wires Web" and "My Mill" (hereinafter referred to as WEBAPP), collectively also referred to as software. The contractual partner of the user is Trützschler GmbH & Co. KG, Duvenstraße 82-92, 41199 Mönchengladbach (hereinafter referred to as the provider). Deviating conditions of the user or third parties shall not be recognised unless the provider expressly agrees to their validity in writing.
1.2.	Unless otherwise agreed, the GTC in the version stated shall also apply as a framework agreement for similar future contracts, without the provider having to refer to them separately.
1.3.	The provider's product range is intended exclusively for users who are entrepreneurs. "Entrepreneurs" within the meaning of these general terms and conditions are natural persons or legal entities, or partnerships with legal capacity, who upon conclusion of this contract carry out their commercial or independent professional activity.
1.4.	The customer will only assign his rights from this contract to third parties with the prior consent of the provider; section 354 a HGB (German Commercial Code) remains unaffected.
1.5.	The contract language is German.
1.6.	The current general terms and conditions can be retrieved and printed at any time at Terms of service
2.	Contractual object
2.1.	"My Wires" is a system for wire management based on machine or user data transmitted via sensors, consisting of a web-based software solution (My Wires Web; https://my-wires.com), and a mobile application (My Wire APP). My Wires is provided free of charge.
2.2.	“My Mill” is a paid web-based software solution based on machine data collected via sensors (https://my-mill.com) to monitor production sites and display (monitor) production data.
2.3.	"My Production APP" refers to the mobile application by means of which the data collected via My Mill can be accessed when on the move. The use of My Production APP requires the application of My Mill.
2.4.	The use of the software requires to some extent sensors from the provider. These are not the subject of the contract and must be purchased separately, unless they are installed as standard in the provider's machines. The same applies with respect to interfaces for integration into the customer-owned systems and the installation of the software.
2.5.	The provider reserves the right to modify the scope of the software as far as reasonable. In the event of further changes, the user will be informed in the software.
2.6.	The provider reserves the right to discontinue the offer of the free software, subject to a period of 6 weeks.
3.	Conclusion of contract / Registration
3.1.	To use My Wires and My Mill, registration (opening of a user account) is required. The user account can be created independently by the user, unless such an account has already been created by the provider for the user. The user can download APPs free of charge to his terminal device from the corresponding APP store. The general terms and conditions of the respective APP store shall apply in addition. Each user may only register once. One account must be created per user. Accounts are not transferable.
3.2.	Subject to a separate regulation, the contract between the provider and the user is concluded upon receipt of an order confirmation from the provider, at the latest upon provision of the service by the provider. The user is bound to contract offers for five (5) working days.
4.	Rights and obligations of the provider
4.1.	Depending on the product selected, the provider shall provide the user with an IT infrastructure and/or APP, either free of charge or against payment, the specific content and scope of which are set out in the function description and price list at www.truetzschler.com. APPs are valid with download, WEBAPPs are valid with activation of the access data.
4.2.	The provider shall provide, maintain and service the software and technical server landscape necessary for the provision of the services. The provider is entitled to use third-party companies as subcontractors.
4.3.	The provider backs up the database of the servers daily with an up-to-date backup medium. There is no contractual obligation to archive the backup media. The user is not entitled to claim the surrender of the backup medium.
4.4.	During the existing contractual relationship, the provider is entitled to contact the user for quality assurance reasons and to use the contact data stored for this purpose.
4.5.	The provider is entitled to delete free user accounts that are inactive for a period of 6 months.
4.6.	The provider is entitled to irretrievably delete content that violates the terms of use. There is no claim to the restoration of these contents.
4.7.	If the user violates the obligations applicable to him under section 5. of these terms and conditions, the provider may a) modify or delete content; b) terminate the user contract without notice; c) limit the user account in time or block it permanently. Permanent blocking is possible in particular if the user significantly harms the provider or third parties or if there is another important reason that makes a contractual relationship unreasonable.
5.	Rights and obligations of the user
5.1.	The user assures that the information provided by him is correct and complete. He shall inform the provider immediately of any changes to the data necessary for the execution of the contract. Furthermore, he will only use the IT infrastructure and software to the contractually agreed extent and fulfil all obligations necessary for the performance of this contract in a timely, complete and professional manner. He also guarantees that the software will not be misused, in particular that it will not be copied.
5.2.	The user shall protect the usage and access authorisations assigned to him or the authorised users as well as identification and authentication backups against access by third parties and shall not pass them on to unauthorised users. As soon as the user receives indications that the access authorisation has been obtained illegally by a third party, he is obliged to inform the provider immediately.
5.3.	The user shall refrain from unauthorized access to information or data by himself or by unauthorized third parties, or from interfering or allowing such access to programs operated by the provider, or from unauthorized access to the provider's data networks.
5.4.	The user is obliged (a) not to perform any actions that violate applicable law or the rights of third parties, b) not to perform any actions that could block, burden or impair the proper functioning or appearance of the software (e.g. harmful source codes or other harmful programming instructions), c) not to use any legally protected content without being authorised to do so.
5.5.	The user must ensure that the necessary hardware and software, in particular for Internet use, as well as the necessary Internet access are available. He shall ensure that common Internet browsers are used and kept up to date. The provision of these conditions as well as the telecommunication services of the transmission services from the server to the devices used by the user are not subject to this contract, but are the responsibility of the user.
5.6.	The user is responsible to take appropriate precautions for data backup in accordance with the diligence of a prudent businessman so that the data can be reproduced with justifiable effort from the data files held in machine-readable form.
6.	Granting of rights
6.1.	The user and the users authorised by him (employees) receive the non-exclusive right to access the software via telecommunications and to use the functionalities associated with the software in accordance with these regulations. With regard to the product My Mill, the use is limited to the respective term of the contract concluded for pecuniary interest and is also subject to complete and timely payment. The user shall not receive any rights beyond this, in particular rights to software applications, source codes or the operating software. The user is not authorised to use the software beyond the use permitted in accordance with this contract. In particular, the user is not permitted to reproduce, sell or temporarily make available, rent or lend the software or parts thereof. Furthermore, the user is not authorised to modify, decompile, disassemble, reverse engineer or otherwise determine the source code of the program code or parts thereof or to create derivative works based thereon. However, the provisions of section 69 d, 69 e UrhG remain unaffected by this. The rights of use granted shall also apply to updates and upgrades made available during the term of the contract, unless separate license terms are agreed.
6.2.	All rights to services, data, works and work results (hereinafter referred to as evaluation data) generated using the software of the provider shall, to the extent permitted, become the property of the provider at the time of their creation or shall remain the property of the provider.
6.3.	For the purpose of improving the products and services, the user also grants the provider the simple unrestricted and irrevocable right in terms of time, place and content, to analyse, evaluate, store, process and reproduce the user's evaluation data.
6.4.	The user irrevocably grants the provider the simple, unrestricted copyright usage and exploitation rights in terms of time, place and content for all possible types of use pursuant to section 15 to 24 of the UrhG (German Copyright Act) concerning data and content processed via the software at the time of their creation. The user renounces a copyright designation in the sense of section 13 UrhG.
6.5.	The provider is entitled to make the data available to indirectly or directly affiliated companies of the Trützschler Group for the aforementioned purposes. If a company joins the Trützschler Group as a newcomer, it shall be deemed to be an affiliated company within the meaning of this provision immediately upon joining the Trützschler Group. If a company leaves the Trützschler Group, this company shall continue to be regarded as an affiliated company within the meaning of this contract for a transitional period of 12 months after leaving the Trützschler Group.
7.	Warranty / Liability
7.1.	Warranty and liability for free software
	The provider is only liable for material defects and defects of title for whatever legal reason if the provider fraudulently concealed the respective material defect or defect of title. In addition, the provider, its legal representatives and vicarious agents shall only be liable for compensation for any damage incurred as a result of the free provision of the software in the event of intentional or grossly negligent misconduct or in the event of culpable damage resulting from injury to life, limb or health. Claims under the Product Liability Act shall remain unaffected.
7.2.	Limitation of warranty and liability for paid software
7.2.1.	The provider's warranty for paid software does not cover such damages and / or malfunctions caused by the user's culpable violation of the provisions of this contract. The user shall, upon request, make every effort to support the provider in identifying and eliminating errors and, if necessary, grant access to production facilities.
7.2.2.	If a defect occurs in the paid services provided by the provider, the provider will either remedy this within a reasonable period of time at his discretion or provide the service complained of again free of defects (overall supplementary performance).
7.2.3.	The provider shall be liable for damages or compensation for futile expenses without limitation and in accordance with the statutory provisions in case of intent or gross negligence, for injury to life, limb or health, in accordance with the provisions of the Product Liability Act and to the extent of a guarantee given by the provider in case of fraudulent intent on the part of the provider
7.2.4.	In the event of a slightly negligent breach of duty which is essential for achieving the purpose of the contract (cardinal obligation), the liability of the provider is limited in amount to the damage which is foreseeable and typical according to the nature of the business in question. Damage resulting from the use of APPs on devices with full administrative access (iOS jailbreaking) is considered unpredictable.
7.2.5.	Liability for loss of data shall be limited to the typical recovery cost that would have been incurred if backup copies had been made on a regular basis and in accordance with the risks involved, unless one of the prerequisites set out in clauses 7.2.3. and 7.2.4. applies.
7.2.6.	The provider shall not be liable for the functionality of the telecommunications connection (telephone / ISDN / DSL lines, etc.) to its server in the event of power failures or server failures that are beyond the provider's control. Furthermore, the provider shall not be liable for damage caused by force majeure or comparable events. Comparable events are in particular strikes, official orders, the failure of telecommunications networks or gateways of other operators as well as disturbances in the area of other telecommunications or service providers.
7.2.7.	The strict liability of the provider for damages (section 536 a BGB) for defects existing at the time of conclusion of the contract is excluded. Clause 7.2.3. and 7.2.4. of these GTC remain unaffected.
7.2.8.	A further liability of the provider does not exist.
7.2.9.	The above limitation of liability also applies to the personal liability of the employees, representatives and organs of the provider.
8.	Offsetting / Retention
	The user is not permitted to set off claims against claims of the provider, unless these are undisputed or legally established claims. The exercise of a right of retention by the user, which is not based on a right from this contractual relationship, is excluded.
9.	Data collection / Confidentiality
9.1.	Information on data collection by the provider can be found in the data protection declaration at Privacy terms of the provider. The provider has a data protection officer.
9.2.	If the user collects, processes or uses personal data himself or through the provider, he is responsible for ensuring that he is authorised to do so in accordance with the applicable provisions and, in the event of an infringement, releases the provider from third-party claims.
9.3.	The parties are obliged not to disclose any confidential information of the other party. This obligation shall continue beyond the end of this contract. This obligation shall not apply to confidential information (a) which the recipient is already demonstrably aware of at time of contract conclusion or becomes aware of from a third party thereafter; (b) that is publicly known at time of contract conclusion or is subsequently made public; (c) which is required to be disclosed by law or by order of a court or authority. To the extent possible and permissible, the recipient subject to the disclosure obligation shall notify the other party in advance and give it the opportunity to take action against the disclosure.
10.	Contract duration / Termination / Deletion of the account
10.1.	Free contracts are concluded for an indefinite period and can be terminated by either party at any time without notice or indication of reasons. The user can also terminate the user contract at any time by deleting his account.
10.2.	Regulations on the duration of contracts and periods of notice in the case of contracts against payment can be found in the respective individual contracts.
10.5.	Technical data shall no longer be available to the user after termination of the contract. The provider is not obliged to archive data after termination of the contract.
11.	Right of modification The current version of these terms of use can be viewed and saved within the software under [insert link]. The provider reserves the right to change these terms of use at any time, as long as this is reasonable for the user. The provider will inform the user about the changes by publishing the changed terms of use within the software and pointing this out after registration with WEBAPP / after opening with APP. The provider recommends that you check these terms of use regularly for changes. Certain conditions may be replaced by expressly stated legal notices or notices to the user. If the user uses the software after notification of changes to the terms of use, this is understood as agreement to the changed terms of use. The date of the last revision of these terms of use is at the top of this page.
12.	Final provisions
12.1.	Subject to other individual agreements, German law shall apply to the entire contractual relationship between provider and user to the exclusion of the UN Convention on Contracts for the International Sale of Goods.
12.2.	Place of performance for all claims against the provider is the domicile of the provider.
12.3.	Düsseldorf shall be deemed to be the agreed place of jurisdiction insofar as the contractual partners are merchants, legal entities under public law or special funds under public law. However, the provider is also entitled to sue the user at his general place of jurisdiction. This does not apply if mandatory statutory provisions within the meaning of Articles 24, 25 or 26 of the EuGVVO in the version of 12 December 2012 conflict with them.
12.4.	Should a provision be invalid in whole or in part or lose its legal validity later, this shall not affect the validity of the remaining provisions. If the contract contains a loophole, the same applies.
	Status: 29.05.2019