Terms of service

General and Scope
1. The following General Terms and Conditions (hereinafter "GTC") apply to all business relationships between DeskNow GmbH, Carl-Benz-Straße 27, 48734 Reken (hereinafter "Provider") and the customers (hereinafter “Customers”, collectively too "Parties") of the provider.
2. These General Terms and Conditions apply exclusively if the customer is an entrepreneur. Pursuant to § 14 BGB, an entrepreneur is a natural or legal person or a partnership with legal capacity who, when concluding a legal transaction, acts in the exercise of their commercial or self-employed professional activity. On the other hand, according to Section 13 of the German Civil Code, a consumer is any natural person who concludes a legal transaction for purposes that are predominantly neither commercial nor self-employed.
3. Entrepreneurs within the meaning of these terms and conditions are also authorities, corporations, institutions, foundations, legal entities under public law, or special funds under public law that act exclusively under private law when the contract is concluded.
4. The terms and conditions of the provider apply exclusively. If the customer uses conflicting or supplementary general terms and conditions, their validity is hereby contradicted; they only become part of the contract if the provider has expressly agreed to this.
5. Unless otherwise agreed between the parties, these General Terms and Conditions apply to the customer in the version valid at the time the customer is commissioned or at least in the version last communicated to him in text form as a framework agreement for future contracts of the same type, without the provider being required to do so in each individual case have to point them out again.
Subject of the contract
1. The provider provides browser-based software-as-a-service for the customer (hereinafter "SaaS services") in the area of administration, marketing, and analysis of workplaces, meeting rooms, and co-working spaces. The subject matter of the contract is therefore the granting of the use of the software for a fee, limited to the contract period "Desk Manager Corporate" (hereinafter "Software") of the provider for use over the Internet.
2. The provider is permitted to use subcontractors to fulfill the contract. When processing the customer's personal data on behalf of a subcontractor, the use is based on the contract concluded between the customer and the provider for order processing.
Registration
1. Before concluding a contract, the online registration process (hereinafter "Registration") of the customer is required.
2. Registering and creating a profile requires the creation of a user account. The data required for the user account (hereinafter "Login data") result from the input mask used for registration.
3. Natural and legal persons can register to use the SaaS services. A legal entity can only be registered by a person authorized to represent it. Only licensees who are of legal age and have legal capacity can register as natural persons. The DeskNow offer is aimed exclusively at customers who are entrepreneurs. With the order or registration as a customer, the customers declare that they are entrepreneurs and not consumers. DeskNow is entitled to make the registration dependent on appropriate proof of entrepreneurial status (e.g. sales tax ID or other proof of legitimacy).
4. Alternatively, the customer can use the so-called Sign up for the "single sign-on" procedure if they have a Facebook, LinkedIn, Microsoft, or Apple profile.
5. If the customer does not register using the "single sign-on" procedure in accordance with Section 3.4. has done so, he will receive a confirmation e-mail with an activation link or a confirmation code via SMS after completing the registration. In order to complete the registration, the customer must verify himself by clicking on the activation link in the confirmation e-mail or by entering the confirmation code.
conclusion of contract
1. The customer can send a non-binding request for the submission of an offer to the provider by telephone, letter, or e-mail.
2. Upon request, the customer receives a binding offer from the provider for the services previously selected by the customer in written or text form (by letter or e-mail).
3. The customer can accept this offer from the provider by declaring acceptance by letter or email or by paying the fee offered by the provider within ten (10) days of receipt of the offer. The day the offer is received is not included in the calculation of the deadline. The day of receipt of payment on the provider's business account is decisive for the timeliness of the payment. If the last day of the Acceptance Period falls on a Saturday, Sunday, or a nationally recognized public holiday at the Provider's place of business, the next working day takes the place of this day. The provider specifically points out to the customer in his offer that he is no longer bound to his offer if the customer does not accept it within the aforementioned period.
4. The contract is concluded exclusively in German.
5. If the parties have agreed special to conditions, these do not apply to current and future contractual relationships with the customer.
6. Unless otherwise stated in the statutory provisions, the provider only owes consulting, training, and other support services if these are agreed as the main contractual obligation.
Services of the Provider
1. The provider grants the customer the use of the software in the current version for the contractually agreed number of authorized users via the Internet. For this purpose, the provider sets up the software on a server that can be accessed by the customer via a browser. The customer can additionally increase or reduce the number of authorized users of the software as required. The access data required for the corresponding number of authorized users will be sent to the customer in electronic form immediately after the conclusion of the contract.
2. The provider guarantees the functionality and availability of the software during the term of the contract and will maintain it in a condition suitable for contractual use. The current range of functions of the software results from the current service description of the provider at https://www.desk-now.com/preise.
3. The provider will regularly carry out maintenance on the software and, depending on the technical possibilities, immediately eliminate all software errors. There is an error if the software does not fulfill the functions specified in the service description, delivers incorrect results, or does not work properly in any other way so the use of the software is impossible or restricted. Maintenance is regularly carried out outside of the customer's usual business hours unless maintenance has to be carried out at a different time due to compelling reasons.
4. The provider can continuously develop the software, taking due account of the legitimate interests of the customer, and improve it in particular due to changes in the legal situation, technical standards or to improve IT security through ongoing updates and upgrades. However, the provider does not owe an adjustment to the individual needs or the IT environment of the customer, unless otherwise agreed between the parties. The provider will inform the customer in good time about necessary updates or upgrades. If there is a significant impairment of the legitimate interests of the customer, he has a special right of termination in accordance with Section 13.2. of these terms and conditions.
5. The provider will take measures to protect the data and their backups according to the state of the art. However, the provider does not have any custody or custody obligations. The customer is responsible for adequate data backup.
6. The customer is the sole owner of the data stored on the provider's servers. The data can be requested by the customer at any time. For the rest, Section 9.1 applies. and 13.4. of these terms and conditions.
Rights of Use
1. The provider grants the customer the simple, i.e. non-sublicensable and transferrable right to use the contractual software for the duration of the contract as part of the SaaS services via a browser in the latest version of the software for the contractually specified number of users. The software is not physically transferred to the customer.
2. The customer may only use the software for their own business activities. Any further use of the software is not permitted. Furthermore, the customer is not entitled to make the software available to third parties for use against payment or free of charge.
3. The data stored by the customer in the storage space intended for him can be protected by copyright and data protection law. The customer hereby grants the provider the right to make the data stored on the server accessible to the customer via a browser when he requests it and, in particular, to reproduce and transmit it for this purpose and to be able to reproduce it for data backup purposes.
support
1. The provider will answer customer inquiries about the use of the SaaS services 24 hours a day (24/7) after receipt of the respective question in text form (by e-mail) or by live chat.
Service Levels and Troubleshooting
1. The provider grants an overall availability of the SaaS services of at least 99.0% per month at the transfer point. The transfer point is the router exit of the provider's data center.
2. Availability means the customer's ability to use all main functions of the SaaS services. Maintenance times and times of disruption, availability restrictions, and availability failure (hereinafter "Faults") in compliance with the elimination time are considered times of availability of the SaaS services. Times of insignificant disruptions are not taken into account when calculating availability. The provider's measuring instruments in the data center are decisive for proving availability.
3. Downtime is not taken into account when determining availability
  - the provider is not responsible for, in particular, impairments that are based on failures and/or malfunctions of technical systems and/or network components outside the provider's area of responsibility (IT attacks, improper use of the SaaS services by the customer, incorrect specifications from the manufacturer, Etc.);
  - are agreed with the customer or unforeseen necessary maintenance work for which the provider is not responsible.
4. Disturbances when using the SaaS services must be reported to the provider immediately. A fault report and rectification is guaranteed on weekdays (Saturday or a public holiday recognized by the state at the Provider's place of business) at the times specified on the Provider's website (support).
5. Faults are divided into the following categories:
  - category 1 (very high priority): Malfunctions lead to a failure of the entire system or essential parts of it. The use of the entire system or essential parts of it is completely or almost completely excluded. The customer's operations are affected in such a way that immediate remedial action is essential. The provider will respond within eight (8) hours of receiving the customer's fault report.
  - category 2 (higher priority): Malfunctions impair the use of the system in such a way that meaningful use of the system is not possible or only possible with a disproportionate effort. The provider will respond within twenty-four (24) hours of receiving the customer's fault report.
  - category 3 (normal priority): Other faults that do not affect system use or only insignificantly. The provider will respond within seventy-two (72) hours of receiving the Customer's Incident Report.
  - The response period begins when the provider receives the fault report. It is met if the customer is informed of the provider's initial assessment of the problem within the aforementioned periods.
6. The provider eliminates disruptions
  - category 1 within 24 hours
  - category 2 within 48 hours, and
  - Category 3 within ten (10) days after receiving the error message.
7. It is at the Provider's due discretion as to which means he uses to eliminate a fault. If a fault cannot be successfully rectified within the aforementioned periods, the provider must immediately inform the customer of the additional time required to rectify the fault.
8. The customer's right of termination in accordance with Section 13.3. of these GTC and any legal claims of the customer against the provider remain unaffected.
Customer Obligations
1. The customer undertakes not to store any data that violates applicable law, official requirements or orders, the rights of third parties, or agreements with third parties.
2. The customer is not entitled to allow a third party to use the SaaS services in whole or in part, for a fee or free of charge.
3. The customer is obliged to protect and store the transmitted access data against unauthorized access by third parties by taking appropriate precautions based on the state of the art. For this purpose, the customer will, to the extent necessary, instruct its employees to comply with copyright notices. Any unauthorized access must be reported to the provider immediately.
4. Irrespective of the provider's obligation to back up data, the customer is responsible for entering and maintaining the data and information required to use the SaaS services.
5. The customer is obliged to check his data and information for viruses or other harmful components before entering them and to use state-of-the-art virus protection programs for this purpose.
Remuneration and Terms of Payment
1. The customer undertakes to pay the provider a fee for the provision of the SaaS services. Unless otherwise agreed, remuneration is based on the provider's price list valid at the time the contract is concluded, which can be accessed at Link . The remuneration is in EURO and is a net price plus the statutory sales tax applicable on the day of invoicing. If a commission payment is agreed between the parties, a subsequent reduction in the booking amount does not affect the provider's claim to payment of the commission.
2. The provider reserves the right to charge the costs in accordance with Section 10.1. to maintain the price-performance ratio at reasonable discretion in order to be able to react appropriately to future cost increases or decreases and the resulting changes in cost situations that cannot be compensated for in any other way. The cost elements or adjustment standards to be taken into account for the adjustment may include the modification, expansion, and/or adjustment of the contractual usage options for the provider's SaaS services, administrative and overhead costs (rent, financing and transaction costs, personnel and service provider costs, energy and internet access costs, IT development costs, etc.) as well as state-imposed taxes, fees, contributions, and other levies. All compensation adjustments will apply one (1) month after notification. The customer's right of termination in accordance with Section 13.2. of these GTC remains unaffected.
3. The customer must raise objections to the billing of the services provided by the provider in writing within a period of 14 days after receipt of the invoice to the office specified on the invoice. After the expiry of the aforementioned period, the settlement is deemed to have been approved by the customer. The provider will specifically inform the customer of the importance of his behavior when he sends the invoice.
4. The customer can choose to pay the fee using the following payment methods:
  - When choosing the payment method "Invoice" the remuneration is due after the SaaS services have been made available and billed. The remuneration is due for payment within 14 days without deduction unless otherwise agreed between the parties. The receipt of the invoice amount on the provider's business account is decisive for the timeliness of the payment. The provider reserves the right to only offer the payment method invoice up to a certain volume and to reject this payment method if the specified volume is exceeded. In this case, the provider will point out a corresponding payment restriction to the customer in its service descriptions on the website.
  - When choosing the payment method "Prepay by bank transfer" Payment is due immediately after the conclusion of the contract unless the parties have agreed on a later due date.
5. The customer is only entitled to set-off rights if his counterclaims have been legally established or are undisputedly linked to the main claim of the provider or are recognized by the provider.
6. The customer's right of retention is excluded unless the customer's counterclaim stems from the same contractual relationship and is undisputed or legally established. To assert the right, a written notification to the provider is required.
liability for defects
1. The provider guarantees the functional and operational readiness of the SaaS services according to the provisions of these terms and conditions. Sections 535 et seq. of the German Civil Code apply in particular.
2. Defects in the SaaS services are to be remedied by the provider within a reasonable period of time. A defect exists in particular if the SaaS services do not meet the requirements of the GDPR for data protection technology design when processing personal data.
3. The provider's warranty is excluded if the functional and operational readiness is only slightly impaired. The no-fault liability of the provider according to §536a Abs. 1 BGB is excluded.
4. The provider guarantees that the software does not violate the rights of third parties. Upon the first request, the provider will indemnify the customer against all claims by third parties for infringements of property rights for which he is responsible in connection with the contractual use of the software and reimburse the costs of appropriate legal action. The customer shall inform the provider immediately of any claims by third parties that they assert against him due to the contractual use of the software and grant him all necessary powers of attorney and authorizations to defend the claims.
5. The customer must report any defects immediately. In the event of a defect, the customer is not entitled to independently reduce the payment that may be due. A claim based on the right to enrichment remains unaffected.
6. Claims by the customer for damages or reimbursement of futile expenses only exist in accordance with Section 12, even in the case of defects. and are otherwise excluded.
Liability for Damages and Indemnification
1. Regarding the of the provider rendered services is liable this, its legal representatives and vicarious agents without restriction
  - in the event of intent or gross negligence;
  - in the event of intentional or negligent injury to life, limb or health;
  - in the case of guarantee promises, insofar as this has been agreed between the parties;
  - as far as the area of application of the Product Liability Act is open.
2. In the event of a breach of essential contractual obligations, liability for simple negligence is limited to the foreseeable, contract-typical damage, unless pursuant to Section 12.1. unlimited liability. Essential contractual obligations are those obligations which the contract the provider imposed according to its content in order to achieve the purpose of the contract, the fulfillment of which enables the proper execution of the contract in the first place and on the observance of which the customer can regularly rely (so-called cardinal obligations).
3. Apart from that, liability on the part of the provider is excluded.
4. In the event that the provider's services are used by unauthorized third parties using the customer's access data, the customer is liable for the resulting fees within the framework of civil liability until the order to change the access data is received or the loss or theft is reported, if the customer is at fault for access by the unauthorized third party.
5. The customer shall indemnify the provider and his employees or agents against all resulting third-party claims in the event of a claim for alleged or actual infringement of rights and/or infringement of third-party rights through actions taken by the customer in connection with the use of the contractual SaaS services upon the first request, provided that the provider is not at least largely responsible for the claims and liability. The provider is primarily responsible for damages that have arisen causally due to his right to issue instructions under this contract. For the rest, § 254 BGB applies. The customer will inform the provider immediately if third parties make claims against the provider that fall under the above obligation to indemnify. The customer is obliged to provide the provider with all information available to him about the relevant facts completely, truthfully, and immediately in text form. Any additional claims of the provider remain unaffected.
6. In addition, the customer undertakes to reimburse all costs incurred by the provider through claims by third parties. The reimbursable costs also include the costs of an appropriate legal defense.
7. The provider is not liable for the loss of data insofar as the damage is due to the fact that the customer failed to carry out data backups and thereby ensure that lost data can be restored with reasonable effort.
Contract duration and termination
1. The following notice periods apply to the one-time or permanent provision of the SaaS services unless otherwise agreed between the parties:
  - In the case of a minimum term of one (1) month, the contract can be terminated by the customer at any time up to the end of the minimum term. If no notice is given, the contract term is automatically extended by one (1) month if the contract is not terminated before the end of the minimum term.
  - In the case of a minimum term of twelve (12) months, the contract can be terminated by the customer at any time up to the end of the minimum term. If no notice is given, the contract period is automatically extended by a further twelve (12) months if the contract is not terminated before the end of the minimum period.
2. The right of each party to terminate the contract without notice for important reasons remains unaffected. An important reason exists if the terminating party, taking into account all the circumstances of the individual case and weighing the interests of both parties, cannot reasonably be expected to continue the contractual relationship until the agreed termination or until the expiry of a period of notice. The provider is particularly entitled to terminate the contract for important reasons if the customer does not make payments due despite a reminder and a grace period or violates the contractual provisions on the use of the SaaS services. Termination without notice presupposes in any case that the other party is warned in writing and requested to eliminate the alleged reason for termination without notice within a reasonable period of time.
3. Notice of termination must be given in writing or in text form (by letter or e-mail).
4. The customer's user account will be deleted after the end of the contract. The customer is obliged to back up his data himself. However, the provider will support the customer appropriately at his own expense after the end of the contract with the retransmission or backup of the data. The provider will irretrievably delete all of the customer's data remaining on its servers 30 days after the end of the contract. There are no rights of retention or liens on the data in favor of the provider.
Privacy and Confidentiality
1. If personal data is collected as part of the execution of the contract, in particular, but not exclusively, when using the software, the parties shall ensure that data protection regulations are observed.
2. If and to the extent that the provider processes the personal data of the customer as part of the provision of services, the parties will conclude a customary agreement on the processing of data on behalf of Art. 28 DS-GVO before the processing begins.
3. The parties undertake to keep all business secrets made accessible within the framework of this contract as well as other information of the other party designated or marked as confidential (hereinafter "confidential information" mentioned), to keep it confidential and not to disclose it to third parties, to pass it on or to use it in any other way, unless the parties are legally or due to a final or final official or court decision to disclose the confidential information. The obligation of confidentiality also applies to employees, (free)lancers, and third parties to whom confidential information is passed on and disclosed by the parties.
Change of Terms and Conditions
1. The provider reserves the right to change these terms and conditions at any time without giving reasons unless this is not reasonable for the customer. The provider will inform the customer about changes to the terms and conditions in writing in good time. If the customer does not object to the validity of the new GTC within a period of four (4) weeks after notification, the changed GTC are deemed to have been accepted by the customer. In the notification, the provider will inform the customer of his right to object and the importance of the objection period. If the customer objects to the changes within the aforementioned period, the contractual relationship with the original terms and conditions continues to exist.
2. The provider also reserves the right to change these terms and conditions,
  - insofar as he is obliged to do so due to a change in the legal situation;
  - insofar as he thereby complies with a court judgment or an official decision directed against him;
  - if he introduces additional, completely new services, or service elements that require a service description in the General Terms and Conditions, unless the previous contractual relationship is adversely changed as a result;
    - if the change is only beneficial to the customer; or
    - if the change is purely technical or procedural unless it has a significant impact on the customer.
3. The right of termination of the parties remains unaffected.
Final Provisions
1. The law of the Federal Republic of Germany applies to these GTC and the contractual relationship between the parties, excluding international uniform law, in particular, the UN Sales Convention.
2. If the customer is a merchant within the meaning of the German Commercial Code, an entrepreneur within the meaning of Section 14 of the German Civil Code, a legal entity under public law, or a special fund under public law, the exclusive – including international – place of jurisdiction for all disputes arising directly or indirectly from the contractual relationship is the provider’s place of business in Reken. In all cases, the provider is also entitled to file a suit at the place of performance of the performance obligation in accordance with these GTC or a prior individual agreement or at the customer's general place of jurisdiction. Overriding legal regulations, in particular regarding exclusive responsibilities, remain unaffected.

Status: 01/25/2021

DeskNow is the market leader in the section of hybrid work and workspace management. Our goal is to revolutionize the world of work.

Imprint • Privacy Policy • Terms & Conditions

Terms of service

Business

Company

Learn

Help