General Terms and Conditions of IOP Global GmbH
I. bc2ip for Desktop PC (B2C)1. Scope of Application
1.1. These General Terms and Conditions (“GTC”) apply to the granting of a license by IOP Global GmbH (“IOP Global”) to its customer (“User”) for the use of the desktop PC software “bc2ip“ described herein (hereinafter referred to as “Software”).
1.2. IOP Global licenses the Software exclusively on the basis of these GTC. Other terms and conditions, in particular the User’s general terms and conditions, shall not apply.
2. Prerequisite for the Use of the Software
2.1. The prerequisite for the use of the Software is the download and installation of the Software on a qualified hardware end-device of the User as well as the User’s agreement to these GTC.
2.2. Details of the supported operating systems and interoperability of the Software can be found on the IOP Global website www.iop-global.com and www.bc2ip.com (“Websites”).
3. Functionality of the Software
3.1. With the software, the user can generate blockchain timestamps for files and secure further information about the files via a blockchain. The blockchain timestamp serves as proof of the respective data and information integrity at the time of the timestamp. To ensure the verification function of the, the user has to securely store the “certificate file” at the respective timestamp. Loss of the certificate file leads to loss of the verification function.
3.2. The User can choose between different “Software subscription versions”. After the end of the validity time period, the User can no longer use the functions of the Software, in case the Software subscription version is tied to a validity time period. Details of the subscription plans are described in the service description as part of the ordering process.
3.3. Commercial Users can only choose corporate Software subscription versions. Details of the corporate Software subscription versions are described in the service description as part of the ordering process.
3.4. Further functions of the Software are described on the website. In case of contradictions between these descriptions and the GTC, the GTC take precedence.
4. Ordering Process and Contract Conclusion
4.1. In order to use the Software, the User must first complete the registration process on the website and set up a user account. The User will be asked to enter its e-mail address, a User ID (which may also be the User’s e-mail address) and a password. With the User ID and password, the User can log into the User account at any time and manage it. Only the User himself may use the User account. When registering, the User chooses the desired Software subscription version for the use of the Software. By clicking on the button “Order payable” which then appears and by electronically declaring its consent to these GTC, the User submits a binding offer to conclude the contract. IOP Global accepts this offer at the same time, unless otherwise indicated in the order process. Before submitting the offer, the User may view and change the order data at any time. Using the “Back” button, the User can, for example, select a different Software subscription version or payment method or cancel the order completely. IOP Global informs the User of this possibility of change after selecting the desired Software subscription version and specifying the selected means of payment. IOP Global will immediately send the User an automatic confirmation of the contract stating the selected Software subscription version to the User’s e-mail address; the contract can also be retrieved from the User’s account.
4.2. As soon as a contract pursuant to Section 4.2 of these GTC has been concluded1, the User shall receive a license key. With the license key, the User can activate and use the Software.
5. Granting of rights
5.1. IOP Global grants the User a non-exclusive, limited, non-transferable and non-sublicensable right to use the Software to the extent set forth in these GTC. The license is limited to the term of the selected Software subscription version. This license applies to one qualified hardware device.
5.2. The Software is copy-protected. Any circumvention of the copy protection is expressly prohibited. In addition, the User can only install and use the Software using the license key.
6. Duties of the User
6.1. The User ensures that it has the necessary rights to any information and data that he is editing by, upload to or using within the Software.
6.2. The user is solely responsible for the files uploaded by him into the software and information within the software. The information within the software does not have any legal binding effect, in particular no copyrights or other industrial property rights arise from the indication of authors. None of the user’s data and information in the software will be checked by IOP Global to see whether they possibly or actually infringe the rights of third parties or whether there are other problems.
6.3. Data backup, in particular the backup of certificate files, is the sole responsibility of the user. IOP Global has no possibility to influence data streams of the user or to compensate data losses.
6.4. The User will indemnify IOP Global, if third parties assert legally binding claims against IOP Global due to an infringement of their intellectual property rights through the use of the software, provided that the infringement is not based on IOP Global’s own action.
IOP Global will make updates to the Software available for download as needed, including changes in functionality or performance as appropriate. If the User cannot reasonably be expected to accept these changes (in particular, because they adversely affect a paid function for the User), the User shall be entitled to terminate the contract extraordinarily.
8. License Fee and Terms of Payment
8.1. The provision of the Software is subject to the conditions in particular with regard to the term and license fee of the chosen Software subscription version. The User can view these conditions during the entire ordering process.
8.2. The license fee for the term selected in the Software subscription version is due immediately and payment is made using the User’s credit card.
8.3. In case of late payment, IOP Global is entitled – without prejudice to its other rights – to charge interest at the statutory rate and to block or terminate the User’s use of the Software.
9. Term and Termination
9.1. For Users in the European Union, the following rules apply: The User can choose between different Software subscription versions with different basic terms. The selected basic term of the Plan is automatically extended to an undetermined length, that may be terminated by the User or by IOP Global with a notice period of 1 week (ordinary termination). The basic term of the contractual software subscription variant shall be used as the basis for further billing. In the event of termination before the end of the next term of the selected software subscription variant, the User shall be entitled to a refund of prepaid license fees, calculated from the time the termination becomes effective until the time the next term of the selected software subscription variant ends. Notice of termination must be given in in electronically way on the IOP Global account page.
9.2. For Users outside the European Union, the following rules apply: The User can choose between different Software subscription versions with different basic terms. The selected basic term of the Plan is automatically extended by an extension term of the same length, unless the contract is terminated either by the User or by IOP Global with a notice period of 6 weeks to the end of the basic term or the respective extension term (ordinary termination). Notice of termination must be given in in electronically way on the IOP Global account page.
9.3. Both parties’ right to terminate for cause remains unaffected. IOP Global may in particular terminate the contract for cause if the User has not paid a due invoice despite a reminder and expiry of a further term. In order to be effective, notice of termination must be given in in electronically way on the IOP Global account page.
10. Exclusion of the Right of Revocation
10.1. The right of revocation regarding the Software is, subject to the conditions described in Sections below, excluded.
10.2. For users in the European Union, the following revocation rules apply: The license key for activation is a digital content that is not on a physical data carrier. The user’s 14-day right of revocation under § 355 BGB expires as soon as the user receives the license key. With the order process the user declares that he has been informed about the loss of his right of withdrawal according to § 356 Abs. 5 BGB and explicitly agrees that he loses his right of withdrawal with the provision of the license key and agrees that IOP Global starts with the execution of the contract before the expiration of the 14-day withdrawal period. The user will receive the required electronic documents by e-mail.
10.3. For Users outside the European Union, the following rules of revocation apply: The license key for activation is digital content that is not on a physical data carrier. The User’s 14-day right of revocation pursuant to § 355 BGB (German Civil Code) expires as soon as the User receives the license key. The prerequisite for this is that the User has taken note of the Software subscription version before ordering and has expressly agreed that it loses her/his right of revocation with the provision of the license key. The User will be informed about this during the ordering process.
The statutory warranty rights shall apply for a period of 24 months from the date of provision of the Software.
12.1. Unless otherwise specified in the following provisions, the parties shall be liable to each other in accordance with the statutory provisions. The following provisions shall apply to all claims for damages and reimbursement of expenses, irrespective of the legal basis.
12.2. IOP Global shall be liable in accordance with the statutory provisions for damages caused intentionally or through gross negligence by IOP Global, for injury to life, limb or health and for damages under product liability laws (which do not permit any contractual limitation of liability).
12.3. If IOP Global causes damage through the simple negligent violation of cardinal obligations, IOP Global shall be liable for the foreseeable damage typical for the contract. Cardinal obligations are obligations, the fulfillment of which is essential for the proper execution of the contract and on the compliance of which the contracting party could regularly rely. IOP Global’ liability is, subject to Section 12.2 above, excluded in the event of a negligent breach of obligations other than cardinal obligations.
12.4. The software uses the Hydraledger blockchain (www.hydraledger.io). IOP Global contributes to the functionality of Hydraledger blockchain by operating its own blockchain nodes. Despite these efforts to ensure functionality, the functionality and continued operation of the Hydraledger blockchain (as a decentralized and public blockchain) is not the responsibility of IOP Global. IOP Global is not liable for any damage resulting from a loss of data on the Hydraledger Blockchain, unless the damage is the direct fault of IOP Global.
14.1. Changes to the contract including ancillary agreements require text form to be effective. Verbal ancillary agreements are ineffective.
14.2. The User is not entitled to set off against claims of IOP Global or to assert rights of retention, unless they are undisputed or legally established claims.
14.3. Unless expressly agreed otherwise in text form, the User may not assign any claims arising from the contract.
14.4. The contract is governed by German law without its conflict of laws rules; CISG is excluded. Place of jurisdiction shall be determined pursuant to the applicable procedural law.
14.5. Should one or more provisions of these GTC be or become invalid, this shall not affect the validity of the remaining provisions. The invalid provision shall be replaced by a valid provision that comes as close as possible to the economic meaning and purpose of the original wording.