DMG MORI STORE
- GENERAL PLATFORM TERMS AND CONDITIONS -
Definitions
Providers | are companies of the DMG MORI Group that offer and sell Products of the DMG MORI Group via the DMG MORI STORE on the basis of a contract to be concluded with the User. |
DMG MORI Digital | is DMG MORI Digital GmbH |
DMG MORI Group | are all of the companies affiliated with DMG MORI AKTIENGESELLSCHAFT/Bielefeld within the meaning of Sections 15 et seqq. of the German Stock Corporation Act (AktG). |
DMG MORI STORE | is the online platform operated by DMG MORI Digital, available at www.dmgmoristore.com. |
Customer Contracts | are contracts between the Provider and the User for the provision of Products by the companies of the DMG MORI Group in return for a fee to be paid by the User as a rule. |
Users | are entrepreneurs within the meaning of Section 14 of the German Civil Code (BGB) who use the DMG MORI STORE in accordance with these Platform Terms and Conditions. |
Onboarding | means admission to the DMG MORI STORE through the registration initiated by the User and accepted by DMG MORI Digital. |
Platform Terms and Conditions | these General Platform Terms and Conditions of DMG MORI STORE |
Products | are software, software-as-a-service, software-on-premise, equipment-as-a-service, machine tools, machine tool spare parts, services and other services in the field of mechanical engineering, which the DMG MORI Group offers and which can be sold and purchased on the DMG MORI STORE. |
§ 1 General Provisions
1.1 DMG MORI Digital offers Users the opportunity to use the DMG MORI STORE on a permanent basis in accordance with these Platform Terms and Conditions.
1.2 These Platform Terms and Conditions conclusively contain the terms and conditions applicable between DMG MORI Digital and the User for the services offered by DMG MORI Digital within the scope of the DMG MORI STORE. Any provisions deviating from these Platform Terms and Conditions shall only apply if confirmed in writing by DMG MORI Digital. Within the scope of the Onboarding pursuant to § 3, the User accepts these Platform Terms and Conditions as authoritative.
1.3 DMG MORI Digital will notify the User of any changes to these Platform Terms and Conditions in writing or by email. If the User does not object to such changes within six weeks after receipt of the notification, the changes shall be deemed agreed. The User shall be informed separately of the right to object and the legal consequences of silence in the event of changes to the Platform Terms and Conditions.
§ 2 Services from DMG MORI Digital
2.2 The services of DMG MORI Digital in accordance with these Platform Terms and Conditions consist of providing the possibility of using the DMG MORI STORE by maintaining the related IT infrastructure after Onboarding the User in accordance with § 3. The DMG MORI STORE enables the User to conclude contracts for the supply of Products with companies of the DMG MORI Group. Among the Providers is DMG MORI Digital.
2.3 DMG MORI Digital does not owe any further services than those specified in this § 2 within the scope of these Platform Terms and Conditions.
2.4 DMG MORI Digital also does not owe any availability of the DMG MORI STORE for the agreed services.
§ 3 Onboarding
3.1 A prerequisite for the use of the DMG MORI STORE is the successful Onboarding of the User. The DMG MORI STORE is only available to merchants within the meaning of the German Commercial Code (HGB) and legal entities under public law. There is no entitlement to admission or use of the DMG MORI STORE.
3.2 As part of the Onboarding process, the User must provide its company data, VAT identification number, billing data, account data and a contact person. The acceptance of the application for admission takes place by confirmation of admission by email. Admission gives rise to a gratuitous service agreement for an indefinite period of time between DMG MORI Digital and the respective User in accordance with these Platform Terms and Conditions.
3.3 DMG MORI Digital is entitled to withdraw a User's access authorization or to block access to the DMG MORI STORE if there is sufficient suspicion that the User has violated these Platform Terms and Conditions. The User can avert these measures if it eliminates the suspicion by presenting suitable evidence at its own expense.
3.4 All logins are individualized and may only be used by the respective authorized User. The User is obliged to keep the login and password secret and to protect them from unauthorized access by third parties. The User is also responsible for maintaining the confidentiality of employee logins and will instruct its employees accordingly. In the event of suspected misuse by a third party, the User shall inform DMG MORI Digital thereof without delay. As soon as DMG MORI Digital becomes aware of the unauthorized use, DMG MORI Digital will block the unauthorized user's access. DMG MORI Digital reserves the right to change a User's login and password; in such event, DMG MORI Digital will notify the User thereof without undue delay.
3.5 The company data, VAT identification number, invoice data, account data and the contact person are stored by DMG MORI Digital. The details are described in the Privacy Policy listed at the end of these Platform Terms and Conditions. The Privacy Policy is also always available at www.dmgmoristore.com.
§ 4 Conclusion of contracts at DMG MORI STORE
4.1 Contracts with the companies of the DMG MORI Group can be concluded at the DMG MORI STORE. In this respect, the companies of the DMG MORI Group are linked to DMG MORI Digital by a provider agreement that governs access to the DMG MORI STORE and the modalities of the companies' offerings.
4.2 Customer Contracts can be concluded at the DMG MORI STORE. The conclusion of the Customer Contract takes place with the respective offering company of the DMG MORI Group, the Provider. The Provider is separately identified within the scope of the order according to § 4.5. The content of the Customer Contract is based on the offer of the Provider and the acceptance of the offer by the User. The Customer Contract is regularly based on the Provider's General Terms and Conditions. These General Terms and Conditions can be viewed separately upon conclusion of the contract.
4.3 DMG MORI Digital will regularly act as a Provider, i.e. authorized dealer, of the respective Products offered by the DMG MORI Group within the scope of the DMG MORI STORE. The underlying General Terms and Conditions shall also apply to the relevant Customer Contract. These General Terms and Conditions can be viewed separately upon conclusion of the Customer Contract.
4.4 If DMG MORI Digital does not act as an authorized dealer within the scope of the conclusion of the Customer Contract, DMG MORI Digital shall merely provide the infrastructure for the provision of the Offers by the Provider. In this respect, DMG MORI STORE or DMG MORI Digital acts merely as a receiving agent for the respective declarations of intent by the Provider and the User for the purpose of concluding the Customer Contract. General Terms and Conditions of the Provider shall apply in relation to this Customer Contract – insofar as agreed. All claims in this regard shall be governed solely by the content of this Customer Contract.
4.7 The terms of payment between the User and the respective Provider are governed solely by the content of the contract agreed between these parties. Depending on the content of the offer, there may be different regulations between the individual Providers regarding the method of payment and due date. The modalities of the payment method and due dates will be summarized to the User within the confirmation email sent upon receipt of the order in compliance with the legal information obligations.
§ 5 Fee
Access to the DMG MORI STORE and its functionalities is free of charge for the User.
§ 6 Duties of the Users
6.1 The User is obliged
· to establish and maintain appropriate data backup arrangements throughout the term of the contract. This essentially refers to the careful and conscientious handling of login data as well as other data and information that the User provides to DMG MORI Digital in the context of using the DMG MORI STORE;
· to take technical and organizational measures to ensure that employees using the user account keep their login data secret and do not disclose it to others or third parties and do not grant others access to the user accounts by circumventing the login data;
· to conduct business in the DMG MORI STORE for business purposes only;
· to ensure through technical and organizational measures that the data information provided by the User is free of malware, as well as viruses, Trojans, worms, DOTS, Ransomware, Crypto-Niner and similar malware before it is transferred to the DMG MORI STORE.
6.2 The User undertakes to refrain from all actions that jeopardize or disrupt the functioning of the DMG MORI STORE and not to access data to which the User is not entitled. The User shall indemnify DMG MORI Digital for all damages resulting from the User's culpable failure to comply with the obligations set forth in this § 6 and shall further indemnify DMG MORI Digital against all third-party claims, including attorneys' fees and court costs, asserted by such third parties against DMG MORI Digital due to the User's failure to comply with such obligations.
§ 7 Foreign Content
7.1 The User is prohibited from posting content in the DMG MORI STORE that violates legal regulations, official orders or morality. Furthermore, the User is prohibited from posting content that violates rights, in particular copyrights or trademark rights of third parties.
7.2 DMG MORI Digital reserves the right to block third-party content if it is punishable under the applicable laws or is recognizably used to prepare punishable acts.
7.3 The User shall indemnify DMG MORI Digital against all claims asserted by third parties against DMG MORI Digital due to the infringement of their rights or the infringement of rights based on the content posted by the User, if any, provided that the User is responsible for such infringement. In this regard, the User shall also bear the costs of DMG MORI Digital's legal defense, including all court and attorney's fees.
§ 8 Liability
8.1 DMG MORI Digital shall be liable without limitation for intent and gross negligence, but for slight negligence only in the event of a breach of material contractual obligations.
8.2 DMG MORI Digital accepts no liability for faults within the line network for which DMG MORI Digital is not responsible.
8.3 DMG MORI Digital shall only be liable for the loss of data in accordance with the above paragraphs if such loss could not have been avoided by reasonable data backup measures on the part of the User.
§ 9 Data Processing and Confidentiality
9.1 DMG MORI Digital's servers are secured in accordance with the state of the art, in particular by firewalls; however, the User is aware that there is a risk for all that transmitted data can be read in the transmission path. This applies not only to the exchange of information via email leaving the system, but also to the integrated messaging system and all other transmissions of data. The confidentiality of data transmitted in the course of using the DMG MORI STORE cannot be guaranteed.
9.2 The User agrees that information and non-personal data about the course of tenders and auctions as well as the behavior of sellers during the execution of transactions may be stored in anonymized form and used exclusively in this anonymized form for marketing purposes, e.g. for the creation of statistics and presentations as well as for direct Product recommendations based on User behavior.
9.3 DMG MORI Digital is entitled to process and store non-personal data received from the User in connection with the business relationship during the term of this contract. Specifically, the User agrees that DMG MORI Digital may store and process the company data and billing data provided by the User as part of the registration application, as well as any corresponding updates provided by the User.
9.4 DMG MORI Digital will, moreover, treat as confidential and use in accordance with these Platform Terms and Conditions all data relating to the User which is marked as confidential by the User. DMG MORI Digital reserves the right to deviate from this if DMG MORI Digital is required to disclose User data due to legal or official orders.
9.5 With regard to personal data, reference is made to DMG MORI Digital's Privacy Policy, which is attached to the Platform Terms and Conditions.
§ 10 Assignment and Set-Off
10.1 A partial or complete transfer of the User's rights from these Platform Terms and Conditions to third parties is excluded.
10.2 The User shall only be entitled to set off counterclaims against DMG MORI Digital if such counterclaims are undisputed or legally binding.
§ 11 Contract Term
11.1 The contract underlying these Platform Terms and Conditions is concluded for an indefinite period. It begins with the Onboarding by DMG MORI Digital according to § 3.
11.2 The contract may be terminated by either party with two weeks' notice to the end of the month.
11.3 Each party has the right to terminate the contract for cause without notice. Cause for DMG MORI Digital is in particular:
· the violation by a User of the provisions of these Platform Terms and Conditions, which is not remedied even after setting a deadline;
· ongoing disruption of operations as a result of force majeure beyond the control of DMG MORI Digital, such as natural disasters, fire, breakdown of power supply networks through no fault of DMG MORI Digital or pandemics.
11.4 Any notice of termination must be in writing. Termination by email satisfies the written form.
§ 12 Final Provisions
12.1 The law of the Federal Republic of Germany shall apply to the exclusion of the UN Convention on Contracts for the International Sale of Goods. The place of jurisdiction for all legal disputes is Bielefeld. DMG MORI Digital shall also be entitled to bring an action at the general place of jurisdiction of the User.
12.2 Should individual provisions of these Platform Terms and Conditions be or become invalid and or contradict the statutory provisions, this shall not affect the validity of the Platform Terms and Conditions in other respects. The invalid provision shall be replaced by the parties by mutual agreement with a provision that comes as close as possible to the economic purpose or invalid provisions in a legally effective manner. The above provision shall apply mutatis mutandis in the event of regulatory gaps.