General Business Terms and Conditions
1. The online platform “www.dpa-shop.com” (“Shop”) is an offer of dpa-infocom GmbH, Mittelweg 38, 20148 Hamburg (“dpa-infocom”), a wholly-owned subsidiary of dpa Deutsche Presse-Agentur GmbH (“dpa”), which offers commercial providers of websites or apps (“Customer”) the possibility to order and/or procure interactive graphics and other contents of dpa (“Contents”) for their media offers.
2. The Shop is not directed at consumers or private persons, but exclusively at entrepreneurs within the meaning of Section 14 German Civil Code [Bürgerliches Gesetzbuch – BGB] respectively commercial providers. To be understood under the term of commercial provider are also associations, state bodies and other non-governmental bodies.
3. These General Business Terms and Conditions regulate the terms of registration and use of the Shop. The Shop, its functions and all contents are therefore exclusively made available on the basis of these General Business Terms and Conditions. Separate agreements shall, if applicable, apply for the acquisition of rights of use.
4. The General Business Terms and Conditions shall also apply if services and deliveries through the Shop are carried out with a recognisable use or explicit reference to these General Business Terms and Conditions. The General Business Terms and Conditions can be called at all times under https://www.dpa-shop.com/agb. Changes or collateral agreements shall require a prior confirmation (at least in a text form) by dpa-infocom in order to be valid and shall only apply to the respective individual business transaction. Business terms and conditions of the Customer, which deviate from these General Business Terms and Conditions, will not be recognised and not become a content of the contract either if these have not been explicitly objected to.
5. A user of the Shop is each person, who has registered for use of the Shop within the scope of their professional activity. A Customer and contractual partner of dpa-infocom is the respective company or the body, for which the user operates, and in the name and order of which the Shop is used.
b. Registration and access to the Shop
1. The access to the Shop first of all presumes a registration of the Customer by a correspondingly authorised user. The registration is free and does not entitle or obligate to acquire rights of use. There is no entitlement to registration for the Shop. The acquisition of rights of use shall always require a separate agreement and is principle liable to costs.
2. The registration can either be carried out via the registration mask under https://www.dpa-shop.com/my-account/ (see in this respect 4. below) or via the Single-Sign-On procedure (SSO) by means of the dpa-ID (see in this respect 3. below). Insofar as the respective user already has a dpa-ID, the access to the Shop is possible without a renewed registration, however by including these General Business Terms and Conditions.
The access to the Shop and the acquisition of a dpa-ID shall not replace the necessary contractual basis for the procurement or use of the respective contents. If applicable additional further General Business Terms and Conditions of dpa and its subsidiaries shall apply for the procurement contracts already concluded, or still to be agreed, between the Customer and dpa respectively dpa-infocom.
4. With the registration without the dpa-ID, directly through the Shop all form fields are to be completed truthfully and in full. It is only possible to complete the registration process if these General Business Terms and Conditions are accepted within the scope of the registration process. In addition, the respective user must be entitled to enter the contact data and in particular to use the email address as a user name. Data of third parties may principally not be entered and used, unless the respective user is explicitly authorised hereto and proves this authorisation upon request. Insofar as all form fields of the registration mask have been completed in full and sent, an automatically generated email will be sent to the entered email address, in which the recipient is requested to confirm the registration (so-called Double-Opt-In-procedure). The sending of the completed registration form constitutes an offer for the conclusion of a usage agreement of the Shop. dpa-infocom shall accept this offer by sending a confirmation email respectively by activating the Shop. dpa-infocom is entitled to reject the registration of an interested party and therefore to reject the activation of the Shop without stating any reasons or to end an already carried out registration again.
5. If the registration was successfully completed via the registration mask of the Shop or by means of a dpa-ID, the Shop can be used within the scope of these General Business Terms and Conditions. When visiting the Shop this requires a login of the respective user by using the communicated access data. The user has to exclusively use the access data for the own use of the Shop. The user undertakes to keep the access data secret and neither to forward these to third parties, nor to make these available for use by third parties. If the user or Customer becomes aware of information, which indicates a misuse of access data, it has to communicate this to dpa-infocom without delay. Until the time of notification of the misuse as well as the independent change of the password, the user will be liable for all consequences of the misuse of its account, insofar as it is responsible for the misuse of the access data.
c. Use of the Shop
1. The Shop can be used if either a contractual agreement regarding the procurement of dpa products has already been concluded between dpa-infocom respectively dpa and the Customer or single licences to contents are to be acquired by the Customer directly through the Shop.
2. In the Shop the registered user can view and research contents in order to use these after acquiring the corresponding rights of use. The acquired contents will automatically be available in the Shop to the Customer, which has already concluded a usage agreement with regard to the contents with dpa-infocom respectively dpa, where they will be called for it by the respectively registered users. A use of the Shop and the contents that can be called for other purposes than those as agreed is explicitly forbidden. It is in particular forbidden to reproduce contents without a corresponding right of use.
3. Apart from necessary system and maintenance times the Customer will, as a rule, have access to the Shop 24 hours on all days of the year. dpa-infocom can, however, neither assume responsibility for the constant availability of the Shop, nor for the fact that certain results can be achieved by the use. The contents in the Shop are updated regularly. dpa-infocom remains at liberty at all times to change, erase or supplement the available contents.
4. The Shop offers the Customer different products from various categories. The range of products in particular includes interactive graphics or live blogs relating to current topics. The contents are primarily offered to the Customer as so-called “embed”. This means that the Customer or user is given access to a set-up site at the end of the order process, on which it can generate an “embed code” for itself. With the help of which the user can embed the content in the digital offer of the Customer. The content is hosted on external servers within Germany by order of dpa-infocom.
5. The Customer may integrate the contents after acquisition principally once, however, depending on the procurement type, if applicable also several times, into the digital offer. In the individual procurement the Customer can insert the contents on a digital offer, further orders or corresponding agreements are necessary with dpa-infocom respectively dpa for further digital channels, which deviate from this. dpa-infocom grants a technical availability of the contents pursuant to the corresponding details of the hosting service provider. This is usually more than 99%. A constant availability is not guaranteed by dpa-infocom. dpa-infocom grants the editorial availability regardless of the technical availability according to editorial criteria such as e.g. actuality and relevance. In the event of a correction contents will be changed or the “embed codes” will be deactivated. On the set-up site, dpa-infocom will make configuration possibilities available, such as for example the integration of a tracking code of the IVW or of Google Analytics as well as other setting possibilities, contracts with third party providers shall if applicable be necessary for this purpose. The Customer may integrate the contents as long as dpa keeps the links available, no longer however than for 12 months after the last update. Should other periods of use have been regulated in the individual usage contracts, the periods of time stipulated therein shall apply with precedence.
6. The Customer has to refrain from those acts, which are suitable for impairing or jeopardising the operation of the Shop in any form. The Customer may in particular not read and/or mirror the Shop by means of automatic aids (e.g. Wrapper, Web-Crawler).
d. Blocking of the account, recall by dpa-infocom
1. In the event of an at least substantiated suspicion of a breach of these General Business Terms and Conditions, of a usage agreement and/or rights of third parties dpa-infocom can block the Customer account without a prior indication to the Customer. The Customer will be informed by dpa-infocom about the block. The block shall continue to exist until either the suspicion has been invalidated or the breach remedied and the Customer has assured the omission of future breaches in a suitable manner. If the breach substantiates the right of dpa-infocom to the extraordinary termination then dpa-infocom can, instead of revoking the block, also announce the extraordinary termination towards the Customer.
2. Should contents be complained about by third parties towards dpa-infocom or other important, in particular legal grounds exist, dpa-infocom can recall contents concerned towards the Customer by email to the address deposited in the Customer account. Recalls are to be complied with without delay and the corresponding contents are to be removed from the offer of the Customer and each further use is to be refrained from. In such a case dpa-infocom is at liberty to reimburse the purchase price pro rata or to make a substitute delivery.
e. Subscription and individual procurement
1. The Shop offers, on the one hand, contents within the scope of a subscription procurement. The Customer can call these on the basis of a subscription contract, already concluded with dpa-infocom respectively dpa outside of the Shop without an order against payment (“Subscription Procurement”).
2. On the other hand, the Shop makes contents available to the Customer or potential new customers. These will respectively be ordered individually directly by the Customer via the Shop and will be paid after receipt of the corresponding invoice (“Individual Procurement”).
3. Whether a Customer has already licensed a content through a subscription procurement, will be reported to the user on each product (“included in the subscription”). Otherwise, a price will be displayed on the product and it can be purchased by using a virtual shopping basket.
4. For contents, which are marked with “included in the subscription”, the subscription contract concluded between dpa-infocom respectively dpa and the Customer shall apply, in particular with regard to the prices for use, the right of use and the question on which websites of the Customer the contents may be used.
5. The prices for use in the individual procurement will be agreed individually between the Customer and dpa-infocom for each individual case. dpa-infocom will submit the Customer a corresponding offer in this respect upon request. The calculation basis for this are in particular range parameters of the website(s), on which the Customer would like to publish the contents. With the acceptance of the offer the prices will be deposited in the Shop and displayed to the users of the Customer on the corresponding contents. The users of the Customer can order these contents cost-based at these prices in the Shop.
6. Should a user register for the Shop without master data already having been deposited with individually agreed prices for use, minimum prices will be displayed. The stated prices are net prices, i.e. they are to be understood plus the respectively valid statutory value added tax. The new user can order, pay and use for the customer binding at the displayed prices. dpa-infocom reserves the right to subsequently submit a deviating offer to the Customer for future order processes.
f. Term and termination of the contract regarding the use of the Shop
1. The contract between the parties is principally concluded for an indefinite period of time. The Customer as well as dpa-infocom can terminate the contract at all times with effect as of the respective end of the month. Should rights of use already have been acquired then these shall remain unaffected by the termination. The Customer can, however, after termination of the contract not continue to use the Shop and therefore not procure any further contents from the Shop either.
2. The right of both parties to the extraordinary termination of the contract for good cause shall remain unaffected. Good cause shall in particular exist for dpa-infocom if
· the Customer or user provides false and/or incorrect details within the scope of the registration and/or does not inform dpa without delay about possible changes,
· the Customer remains in default with a payment despite a reminder by dpa-infocom,
· the Customer breaches essential regulations of these General Business Terms and Conditions and/or a usage agreement,
· dpa-infocom discontinues the operation of the Shop in full or in part or makes a substantial change to the orientation of the Shop.
g. Acquisition and scope of rights of use, use of the contents
1. The downloading and the subsequent use of the contents shall always presume the prior cost-based acquisition of rights of use by the Customer. This shall be carried out in a separate agreement between the Customer and dpa-infocom respectively dpa. These General Business Terms and Conditions shall apply as a supplement to all usage agreements, unless explicitly otherwise agreed in the usage contracts. The following regulations shall in particular have a binding effect in connection with the use of the contents.
2. The presentation of contents in the Shop by dpa-infocom shall be carried out non-binding. The Customer will only submit a binding contractual offer for acquisition of the contents by the order of the user.
3. The respective contract in the form of a usage agreement in particular regulates the type and scope of the right of use as well as the remuneration owed by the Customer for this purpose. A confirmation of receipt regarding an order shall principally not yet represent the conclusion of a contract. The Customer shall acquire the simple rights of use, limited in terms of time, location and contents, to the contents. Each granting of rights of use shall be carried out subject to the condition precedent that the owed price will be paid to dpa-infocom.
4. Contents will respectively be made available for a limited period of use. If the contents are not used, they must be removed no later than within one month from all electronic memories of the Customer. Used contents are to be erased in electronic memories without delay as soon as the authorisation to the use has lapsed respectively the contract regarding the granting of rights is ended.
5. The respective Customer will principally receive the contents made available by dpa-infocom for the one-off use for a certain purpose. It is essential to comply with the respective instructions and limitations in the if applicable accompanying metadata for the type of use. Each use beyond the agreed scope is liable to costs once again and must have been explicitly permitted by dpa-infocom.
6. Insofar as the contents should be defective, the Customer is entitled, within the scope of the statutory provisions, to request subsequent fulfilment in the form of the remedy of defects or a fault-free subsequent delivery. dpa-infocom is entitled to the option regarding the type of subsequent fulfilment. The statutory regulations with regard to rescission and reduction in price shall remain unaffected. The prerequisite for all warranty rights is that the Customer fulfils the responsibilities to carry out an inspection and report a complaint owed according to Section 377 German Commercial Code [Handelsgesetzbuch – HGB]. The Customer has to check the contents after receipt in particular for freedom of defects and to report determined defects within 48 hours after receipt or after the data are called in a text form to dpa-infocom. The statute-of-limitations of warranty claims for contents is – except in the event of claims for damages – twelve months from the call of the contents.
7. A forwarding of the contents to third parties and the duplication, as well as editing or re-design are not permitted without the prior consent of dpa-infocom, which can be carried out in writing or per email.
8. Contents may not be used by distorting the meaning or falsified. The Customer is principally obligated to comply with the publishing principles of the German Press Code (Deutscher Pressekodex) or comparable journalistic obligations to show care and attention.
9. The contents may in particular not be used in an unlawful or immoral context. This shall in particular include uses or the combination with other contents, which within the meaning of Sections 130, 130a and 131 German Criminal Code [Strafgesetzbuch – StGB] serve to incite masses, induce to criminal offences or glorify or trivialise violence, are pornographic within the meaning of Sections 184, 184a, 184b and 184c or are suitable for seriously endangering the morals of children and youths or to impair their welfare.
10. If dpa-infocom informs the Customer that impending, potential or actual claims from breaches of the law exist towards third parties, for which dpa-infocom is liable under certain circumstances, then the Customer undertakes to discontinue the use of the contents without delay.
h. Indemnification and liability
1. In case of unjustified use, duplication, change, editing, re-design, forwarding or storage of the contents, non-compliance with further information or possible metadata or other unlawful use the Customer will be solely liable and shall indemnify dpa-infocom from all claims of third parties arising from this. This also includes the costs of legal defence of dpa-infocom. dpa-infocom furthermore explicitly reserves the right to assert further claims for damages against the Customer.
2. The liability of dpa-infocom for damages is, insofar as it depends on a fault, limited or excluded as follows:
dpa-infocom shall not be liable in the event of normal negligence of its bodies, legal representatives, employees and other vicarious agents as well as in the event of gross negligence of its non-executive employees or vicarious agents, insofar as it does not concern a breach of essential contractual obligations. An essential contractual obligation is such an obligation, the fulfilment of which renders the proper execution of the contract possible at all, the breach of which endangers the achievement of the contractual purpose and on the compliance with which the Customer may rely upon as a rule.
The liability for the grossly negligent breach of essential contractual obligations with regard to the vicarious agents, insofar as these are not executives, as well as with regard to the breach of essential contractual obligations without gross fault is however limited to the compensation of typically foreseeable damages, however to a maximum of EUR 50,000.00 per damaging event.
3. The aforementioned liability exclusions and liability limitations shall not apply in case of a culpable injury to life, the body, health or insofar as liability is assumed according to the German Product Liability Act for property damages to privately used objects or for physical injuries also without fault.
4. Liability promises to third parties, which have their cause in this contract, may not be given without the consent of dpa-infocom. In addition, the Customer undertakes to actively assist in minimising damages.
5. The liability according to the German Product Liability Act [Produkthaftungsgesetz], the liability for wilful intent, gross negligence, malicious intent, the liability for damages from the culpable injury to life, the body and/or the health as well as the liability for guarantees of condition and durability (Sections 444, 639 BGB), assurances and/or for other guarantees shall remain unaffected by the aforementioned regulations.
i. Notification obligation of the Customer
Insofar as the Customer is of the opinion that contents offered in the Shop infringe its rights (for example copyrights, ancillary copyrights, personal or trademark rights), it will notify dpa-infocom of the infringement of rights and give dpa-infocom the opportunity to react within a reasonable deadline.
j. Invoicing and terms of payment
1. The payment will principally be carried out by invoice. In the event that further payment types can be taken into consideration, dpa-infocom reserves the right to supplement, replace or to reject the possible payment methods. dpa merely accepts payments from accounts within the European Union (EU). Possible costs of a monetary transaction are to be borne by the Customer.
2. The invoicing for the individual procurement shall be carried out by email to the stated email address. With the use of the Shop the Customer declares that it agrees to receive invoices, credit notes and reminders in an electronic form. The Customer undertakes to provide a valid and available email address for the despatch of the invoices.
3. The purchase price will be due and payable with purchase against invoice on the day of the invoice date. If the payment is not made within 14 days after the due date, the Customer will be deemed in default. In the event of a default the statutory default interest will be charged.
k. Promotional vouchers and their redemption
1. Promotional vouchers cannot be purchased, but will be offered by dpa-infocom within the scope of advertising campaigns with a certain period of validity. Promotional vouchers thus concern pure advertising measures.
2. Promotional vouchers can principally only be redeemed in the stated period of time and only once within the scope of an order process. Individual contents can be excluded from the voucher action. Promotional vouchers can be tied to a minimum order value.
3. The price of the content must at least correspond with the amount of the promotional voucher. A difference to a higher value of the content can be settled with the offered payment possibilities. The value of a promotional voucher will neither be paid out in cash, nor will it bear interest. The promotional voucher will not be reimbursed if it is not redeemed or the respective content was not used.
4. Promotional vouchers can only be redeemed before completion of the order process. A retrospective offsetting is not possible. The promotional voucher cannot be transferred to third parties. Several promotional vouchers cannot be combined with one another, unless the Customer has agreed otherwise with dpa-infocom.
l. Customer service & contact
Customers can contact dpa-infocom via a contact field on the Shop site or per email under email@example.com. The processing of the requests will, as a rule, be carried out during the normal office hours from Monday to Friday between 9am and 5pm.
m. Data protection
1. The Customer is informed pursuant to German Federal Data Protection Act [Bundesdatenschutzgesetz] respectively EU General Data Protection Regulation that dpa-infocom and possible vicarious agents store user and customer data as well as logfiles in a digital form and process these within the scope of the intended purpose of the contractual relationship existing with the customer. Details of research and logins in databases and platforms will be treated confidentially. Should the customer make personal data available to dpa-infocom for the purpose of setting up user accesses for the databases and platforms, it is personally responsible for a transmission of the data conform to data protection and furthermore assures that it has admissibly collected the data, in particular that it has if applicable necessary consents of the data subjects to the forwarding and use by dpa-infocom and will prove these upon request.
2. dpa-infocom undertakes to comply with the applicable provisions under data protection law in their respective applicable version and to take the technical and organisational measures in order to guarantee data security. Reference is made to the separate privacy statement under https://www.dpa-shop.com/datenschutzerklaerung/.
n. Final provisions
1. Should one or more of the provisions of these General Business Terms and Conditions be or become invalid this shall have no effect on the validity of the other provisions. Such a regulation shall be agreed upon to replace the invalid regulation, which shall as far as possible correspond with the intended purpose, the same shall apply in the event of loopholes in the regulations.
2. There are no oral collateral agreements. All amendments and/or addendums with regard to the contract concerning the use of the Shop shall at least require a text form. This shall also apply to the deviation from this form requirement.
3. The Customer may only assert rights to offset and/or rights of retention towards dpa-infocom if it can refer to an undisputed or final and binding counter-claim.
5. The place of performance and place of jurisdiction for all claims from and in connection with these General Business Terms and Conditions and contracts based upon these with merchants, legal entities under public law or special funds under public law or with persons, who do not have a general place of jurisdiction in the domestic country, is Hamburg(-centre). dpa-infocom can file legal action against the Customer, at its choice also at the court of jurisdiction for its registered seat.
6. The law of the Federal Republic of Germany shall be deemed as additionally agreed for all legal relationships between dpa-infocom and the Customer under the exclusion of the UN Convention on Contracts for the International Sale of Goods (CISG).