We are very pleased to welcome you to Billomat.com, the online-based invoicing service by Billomat GmbH & Co. KG (hereinafter referred to as “Billomat”).
The following terms and conditions apply exclusively to entrepreneurs in the sense of § 14 BGB (German Civil Code). The contracting party in the context of the following terms and conditions is the Billomat GmbH & Co. KG, Barbiergasse 6, 90443 Nuremberg (hereinafter referred to as: “Billomat”) and the customer. The general terms and conditions apply in particular to contracts for the provision and use of Billomat’s online-based billing service (hereinafter referred to as “Services”).1.2
Billomat’s services are governed exclusively by these general terms and conditions. Conflicting conditions or conditions differing from the present terms of the customer are accepted by Billomat only to the extent that Billomat has expressly agreed to them in writing. They do not have any effect if Billomat has not contradicted them in individual cases. The contract language is German.1.3
These general terms and conditions apply in the version valid at the time of conclusion of the contract or at least in the version communicated to the customer in text form as framework agreement, also for similar future contracts, without having to refer to the general terms and conditions in each individual case.1.4
Billomat reserves the right to modify the present terms and conditions at any time. The customer will be noticed of these modifications in written form. If the customer does not object to these modifications in the form of a written notice within 6 weeks from the date on which he received the notification of change, the revised terms and conditions will be deemed accepted. If unpredictable and unalterable changes occur after the conclusion of the contract (e.g changes in the law) or if loopholes are revealed, which significantly disturbs the relationship between performance and consideration, Billomat has the right to modify the general terms and conditions without the customer’s consent. The customer must also be informed about this in text form.1.5
The assignment of claims against us to third parties is excluded. § 354 a HGB (German Commercial Code) remains unaffected.
The services offered by Billomat on its website or in advertisements, catalogs or brochures are non-binding. They are a non-binding invitation to the customer to select appropriate plans on Billomat.2.2
With the customer’s registration at www.billomat.com and the selection of the respective plan, the customer makes a non-binding offer to conclude a contract.2.3
After receipt of this request, Billomat informs the customer immediately by email about the receipt of the order and sends a confirmation link. This order confirmation by Billomat is not an acceptance of the order, but merely a confirmation that the order has been received.2.4
The contract between Billomat and the customer only comes into effect when the customer clicks on the confirmation link sent by email and when Billomat sends the access data to the customer. Billomat reserves the right to refuse the conclusion of the contract without stating reasons.2.5
After the conclusion of the contract, the customer immediately has the opportunity to access his account, within which he can manage his settings and use the selected Billomat services.2.6
Insofar as the customer does not call up the confirmation link within one week of receipt, Billomat is entitled to delete the account created by the customer.2.7
The performance owed by Billomat results from the present license agreement. Statements and explanations given by Billomat in promotional materials and on websites are intended as a description of the quality and not as a guarantee or warranty of a property.
With the registration, the customer assures that all data concerning his person or company, which has been provided during the registration process as well as within the account created subsequently, are accurate and complete. The use of pseudonyms is forbidden.3.2
The customer is obliged to keep the address and contact data provided at the time of registration up to date and to immediately proceed to modifications in case of any changes. Furthermore, the customer is obliged to provide a permanent contact person as representative, along with their email address and postal address (in case the latter differs from the general address of the customer) within the account that has been created during the registration. In addition, the customer must name any qualified person along with their contact data (name, email address, phone number) who is authorized to make use of the Billomat services (“other authorized users”) too. The other authorized users will receive individual access data, which will be pre-determined by the customer.3.3
The customer as well as the other authorized users are bound to exercise the best possible care regarding their own access data. Billomat is not liable for the misuse or loss of access data. If the customer becomes aware of a misuse, he must immediately notify Billomat in writing.3.4
Subject to the terms of the contract and the following provisions, and on the condition of payment of the owned and due compensation, the customer shall be entitled to the simple, non-exclusive, non-transferable right, limited to the term of the contract, to use the subscribed services for himself and for the authorized users.
The first 60 days after conclusion of the contract are regarded as a trial period within which the customer can use the Billomat services associated with the selected plan free of charge. The compensation-free trial period may only be used once.4.2
The compensation to be paid by the customer for the use of the selected plan is specified in the respective license agreement.4.3
All prices are exclusive of VAT at the relevant time.4.4
Discount deductions are not granted.4.5
The compensation must be paid in advance for the agreed reference period and the subsequent extension periods. The duration of the reference period and subsequent extension periods is specified in the license agreement.4.6
Invoices from Billomat are due for payment immediately upon receipt by the customer without deductions. The customer can pay by credit card, PayPal or by direct debit.4.7
In case the customer comes into default with his payments, Billomat is authorized to deny the customer due services and to block the access to his account. In this case, Billomat is going to notify the customer in time about the blocking of his account and the setting of a deadline to settle the debt. Furthermore, Billomat is entitled to charge interests at the rate of nine percentage points above the base rate. If the customer chooses to pay by direct debit, he must also bear the costs incurred due to non-payment or reversal of the direct debit due to lack of account coverage. These are in particular the fees charged by the bank and the costs of the notification.4.8
The withholding of payments due to counterclaims or the offsetting against counterclaims by the customer is only permissible if these counterclaims are undisputed or legally established.4.9
Billomat is entitled to increase the fee for subscriptions with a written notice of three months until the end of the month, as far as, after the conclusion of the contract, either the necessary costs for the provision of the services, in particular the costs of maintenance and further development of the technical infrastructure or the costs of customer service and general administration have increased overall – even when taking into account any cost savings incurred.
Upon conclusion of the contract, the free 60-day trial period begins to run. The contract ends automatically at the end of the trial period, if the customer does not opt for a paid use. This will be brought to the customer’s attention by Billomat before the end of the trial period. The customer can already opt for a paid use of the services of Billomat during the trial period by terminating the test phase prematurely in his customer account. If the customer decides to use Billomat for a fee, the new term starts with the end of the trial period according to section 188.8.131.52
The duration of the contract is determined by the chosen plan. The contract extends by the duration corresponding to the plan if the contract is not terminated in written form vis-à-vis Billomat within the period of cancellation of 14 days until the end of the contract term. It is sufficient that the termination is made in the account settings.5.3
The end of the trial period and the beginning of the actual contract period according to para. 5.2 are visible to the customer in the customer account.5.4
The right to terminate the contract without notice for good cause remains unaffected. This is especially true if:
The customer bears full responsibility for the use of the services, the correct processing of his data as well as the obtained results.6.2
The customer is obliged to always use the latest version of the services provided by Billomat. Software updates are carried out automatically. This does not include apps, plugins and add-ons. The customer bears full responsibility for the adjustment and updating of individual settings.6.3
The customer is obliged to create, at his own expense and risk, all the necessary further conditions for the use of the online-based invoicing service. This concerns, above all, the system requirements, the infrastructure as well as the telecommunications connection between the customer and Billomat.6.4
The customer agrees to use the Billomat services solely for the purposes defined by the contract. The access to the Billomat services is to be made exclusively via the agreed ways. The customer is not authorized to avoid, remove, switch off or render inoperable any security measures established by Billomat.6.5
The customer agrees to maintain appropriate technical and organizational security standards and ensures that no virus gets from his system into the Billomat systems. Furthermore, the customer is obliged to control the proper use of the contractual services of his employees and especially of those employees defined as other authorized users in his profile. He agrees to bind the authorized users selected by him to the provisions of these terms and conditions. The customer bears liability for the use of his access to the Billomat services through the passwords chosen by him or his infrastructure, unless he proves to Billomat that he is not the one who used the services.6.6
The customer agrees to ensure that the contractual use of the information, data and materials provided by him does not infringe any rights of a third party. Before transferring any information, data or material to Billomat, the customer is obliged to check if Billomat is authorized to use the information, data and materials in question within the contractual services and, if needed, to grant the necessary rights of use and to seek the consent of third parties. The customer indemnifies and holds Billomat harmless from and against third parties’ claims which result from the infringement of the obligations mentioned above. The indemnification also includes the costs of a required legal defense.6.7
Furthermore, the customer is obliged to refrain from the following usage behavior:
Furthermore, the customer agrees to respect the following provisions while using the services provided by Billomat, and especially when creating content:
If the contractual obligations defined by the terms and conditions become subject of infringement, Billomat is authorized to block the access to the services provided, to delete the customer’s account and/or to delete or replace any content that is contrary to agreement or illegal, to terminate the contractual relationship and/or to deny a renewed registration by the customer. Any claims against Billomat, that may arise from such measures are excluded.
Billomat reserves the right to extend, modify or limit certain functions, as far as it serves the purpose of technical progress, in order to avoid any kind of infringement or if Billomat is obliged to do so because of legal provisions. In case the contractual use of the service by the customer is affected significantly by the modification of the services, the customer has the right to change the plan or to terminate the contract.7.2
Billomat will make efforts to keep the online-based invoicing service operational 99% of the time in annual average. This does not apply to:
The liability of Billomat is conform to the statutory provisions, unless deviations result from the following regulations.8.2
Billomat is only liable for intent and gross negligence. This also applies to intentional or grossly negligent conduct of the salesman’s agents and / or vicarious agents. This limitation of liability does not apply to cases of breach of essential contractual obligations as well as in cases of injury to life, limb and health and to mandatory liability under the Product Liability Act.8.3
Unless otherwise stipulated above, liability is excluded. This applies in particular to damages that are caused by reasons that are not the responsibility of Billomat, such as force majeure, strikes, official measures, loss of funds or other disturbances.8.4
The period of limitation is 12 months, calculated from the time of the conclusion of the contract.
The data processing takes place in accordance with the applicable German Federal Data Protection Act (BDSG), the General Data Protection Regulation of the EU (EU-DSGVO) and the German Telemedia Act (TMG).9.2
To the extent that the customer publishes or orders somebody else to publish personal data of third parties in Billomat’s online billing service, he is held responsible vis-à-vis Billomat and shall ensure that this is permitted under applicable data protection law.9.4
The parties are obliged to treat as confidential all confidential information that becomes known to them during the execution of this contract and to use it exclusively for contractually agreed purposes and not to pass it on to third parties or to exploit it. The parties are obliged to bind their employees and co-workers as well as other parties accordingly.9.5
Confidential information within the meaning of this provision is information, documents, statements and details that are designated as such or are to be regarded as confidential by their nature.
Should any of the above provisions be ineffective, the validity of the concluded contract shall not be affected. The parties will conclude a loophole resulting from ineffectiveness through a joint agreement that gets as close as possible to the ineffective provision, both economically as legally.10.2
If the customer is a merchant, a legal entity under public law or a special fund under public law, the seat of Billomat shall be the exclusive place of jurisdiction for all disputes resulting directly or indirectly from the contractual relationship. The same applies if the customer is an entrepreneur within the meaning of § 14 BGB (German Civil Code).10.3
Place of performance is also the domicile of Billomat.10.4
German law applies for the conclusion and the completion of all contracts. The validity of the UN Sales Law (CISG) is excluded.