1. Scope of application

1.1. These conditions apply to all services of UNITED NEWS NETWORK GmbH (hereinafter referred to as “UNN”) in connection with the provision and performance of Internet services. These terms describe the contractual relationship between UNN and the persons who use their services (hereinafter referred to as “User”).

1.2. Employees of UNN shall not be entitled to make any agreements, supplementary agreements, individual guarantees, or assurances which deviate from these terms, unless they are expressly authorised to do so or by virtue of their executive position, power of attorney (Prokura), or general authority to act.

1.3. To the extent that UNN provides the User with services of a third party in accordance with the contractual provisions, the terms and conditions of the third party shall additionally apply with regard to those services insofar as the User was able to obtain reasonable knowledge of these before the conclusion of the contract.

1.4. UNN’s offer of goods and services in accordance with these provisions is addressed exclusively to legal entities governed by public law, special funds under public law, and entrepreneurs within the meaning of Section 14 of the German Civil Code (BGB), i.e. natural or legal persons or partnerships that act in the course of a commercial or independent activity when placing an order. To this extent, UNN rejects the conclusion of a contract with a consumer. At the time of concluding the contract, the User declares that he/she is not a consumer or that he/she is a representative of a legal entity under public law or of a special fund under public law.

1.5. The User’s purchasing and business terms and conditions are only valid if UNN has acknowledged them separately in writing. In any case, the following hierarchy of provisions applies under the individual agreements:

  • amendments in accordance with Section 1.2.
  • these conditions as well as the attachments
  • the User’s purchasing and business terms and conditions

In case of contradictions or uncertainties the first stated provisions have precedence over the latter in the order listed.

 

2. Services provided by UNN

2.1. UNN provides the User with various services via its Internet offers. The individual services are described in detail below in Section 2.2. et seqq.

2.2.  SaaS – SERVICES

2.2.1.  Insofar as UNN makes its services available to the User via an Internet server by means of special software, UNN’s service for the transmission of data is limited solely to the data communication between the transfer point of their own data communication network to the Internet operated by UNN and the server space provided to the User. It is not possible for UNN to influence data traffic outside their own communication network. Therefore, there is no obligation to ensure a successful transfer of information to or from the device that is requesting the content.

2.2.2. UNN provides the services mentioned under Section 2.2. with a total availability of 98.5% on yearly average. Availability is calculated on the basis of the time attributable to one year less the maintenance times defined below (Section 2.2.2.1.) and less the periods of disruption of business operations as defined below (Section 2.2.2.2.).

2.2.2.1. UNN is entitled to carry out maintenance work for 4 hours per calendar quarter in the time between 0:00 – 2:00 a.m. (CET/CEST). The aforementioned services are not available during maintenance work.

2.2.2.2. The following circumstances are considered to be disruptions to business operations:

  • interruptions due to force majeure
  • short-term interruptions of the operation, which are necessary to prevent or block concrete risks from possible misuse by third parties (so-called exploits) (e. g. through updates)

2.2.3. UNN performs a backup of the content of the storage space intended for the User on a daily basis. The backup is always done for the entire server content and may also include the data of third parties, e. g. other users. Therefore, the User is not entitled to the release of any of the backup media but only has the right to have the secured content retransferred to the server.

2.2.4. As documentation, UNN provides online assistance that allows Users to retrieve and print explanations of the functionalities during the operation of the software. UNN is not obligated to provide further documentation.

2.2.5. Changes, additions, and restrictions to the software constituents, in particular the termination of individual parts of the software, are permitted in the case of new programme versions within the framework of a general product policy of UNN. In all other respects, Section 11 shall apply.

2.3. Transferability of services

Contracts or orders placed by the User are strictly non-transferable and can only be used by the intended recipient within the order term. The intended recipient of the service is, in principle, the User who places the order. If a different recipient of the service is to be determined, this can be noted accordingly in the order.

2.4. Extension of contracts/regular term

2.4.1. Contracts with a fixed term are automatically extended after the end of the term on the same conditions (in particular the same prices, the same fixed term), unless a termination in text form takes place 30 days prior to the respective end of the term. The date of receipt is the decisive factor for the timeliness of the termination notice.

2.4.2. Unless otherwise agreed, contracts with a fixed contract term always have a term of 12 months. Other than that, the specific contract term is determined by the User when booking the respective product.

2.5.  Publication of press releases

2.5.1. General information, obligations of the User

2.5.1.1. Press releases are provided by the User in digitised form. If they are not provided in digitised form, UNN cannot ensure the provision of the services agreed under the contract.

2.5.1.2. The User may arrange the publication of notifications on one of UNN’s partner sites.

2.5.1.3. The content of the notifications (including texts, images, graphics and links) that the User discloses or distributes via the UNN portal is solely the responsibility of the respective User.

2.5.1.4. It is prohibited to disclose or distribute content via the UNN portal if and to the extent that it violates legal regulations as well as the rights of third parties or public decency. In particular, Users must not:

  • distribute offensive, discriminating or untrue content;
  • upload press releases on behalf of third parties without being authorised to do so;
  • distribute copyrighted content without the corresponding rights of use;
  • act anti-competitively via the UNN portal.

In the following additional cases, notifications cannot or may not be published on the UNN portal:

  • notifications that cannot be assigned to a UNN portal category;
  • notifications which are not reasonable in nature or scope;
  • notifications with advertising content only, in particular such notifications that do not meet general minimum requirements for a press release;
  • notifications with exclusively political content.

2.5.1.5. UNN is entitled to delete and not archive notifications that violate the provisions of Section 2.5.1.4. In addition, UNN reserves the following rights:

  • to change messages structurally (e. g. insert paragraphs);
  • to shorten the User’s contact details, which are already stored in the press compartment of the news provider (e.g. press contacts or company descriptions).

2.5.1.6. Furthermore, in individual cases, UNN is entitled to remove notifications completely from the system if this appears necessary, giving due consideration to the interests of the User and the interests of UNN.

2.5.2. Product group “Ticket”

2.5.2.1. The contracts for services of the product group “Ticket” have a fixed contract term, whereby the User can publish a precisely determined number of notifications on the UNN portals defined at the time of conclusion of the contract.

2.5.2.2. If not, all tickets are used up before the end of the respective term, they will expire and will not be transferred to a service period that may follow.

2.5.3. Product group “Flat/Flatrate”

The contracts for services of the product group “Flat/Flatrate” have a fixed contract term, whereby the User can publish an unlimited number of notifications on the UNN portals defined at the time of conclusion of the contract.

2.5.4. Product group “Agency Flatrate”

2.5.4.1. This product group is exclusively aimed at advertising agencies (hereinafter referred to as “Agency”), which undertake the consulting, conception, planning, design, and realisation of advertising and other communication measures for companies and other clients (hereinafter referred to as “Agency Customer”).

2.5.4.2. The contracts for services of the product group “Agency Flatrate” have a fixed contract term, whereby the Agency has the possibility to publish an unlimited number of notifications on the UNN portals, defined at the time of conclusion of the contract, for each Agency Customer, whereby a separate flatrate has to be set up for each individual Agency Customer.

2.5.5. Product group “Agency Ticket”

2.5.5.1. Section 2.5.4.1. shall apply accordingly.

2.5.5.2. The contracts for services of the product group “Agency Ticket” have a fixed contract term, whereby during the contract term the Agency has the possibility to publish a precisely determined number of notifications on the UNN portals, defined at the time of conclusion of the contract, for its Agency Customers. The tickets from this service package can be used variably for various Agency Customers.

2.6. Media Monitoring

2.6.1. The contracts for services of the product group “Media Monitoring” have a fixed contract term, whereby the User, in order to inform themselves, is provided with a search engine including a software for the processing and analysing of results. The search engine is designed to find and evaluate articles, news, opinions, and comments on specific topics or search words on the Internet.

2.6.2.  Rights and obligations

2.6.2.1. Within the scope of the use of “Media Monitoring” and according to instructions or in the interest of the User, UNN performs individual search queries or regular searches on the User’s search index.

2.6.2.2. The search index contains the media selected and specified by UNN for this purpose, whereby the User can be granted the opportunity to view the media list. In order to ensure the up-to-dateness and effectiveness of Media Monitoring, UNN reserves the right to modify or supplement the content of its media programme at any time.

2.6.2.3. In individual cases, UNN is entitled to refuse specific search queries or search orders, if these are likely for any reason to cause technical problems. Requests for changes to search queries or orders can be made by the User using the software with his/her access data or by contacting the UNN service team by telephone or e-mail. In the latter case, the changes will be made by UNN, if possible.

2.6.2.4. It should be noted that the hit results in the context of “Media Monitoring” are dependent on third parties. Thus, the results of a search query may not be complete or may differ partially from the User’s opinion.

2.6.2.5. UNN expressly does not take ownership of the contents and statements of the hit results – not even if the hit results fit into the overall picture of the “Media Monitoring” information offer for creative reasons.

2.6.2.6. The results of the search queries or orders transmitted as part of the “Media Monitoring” can also be subscribed to by e-mail. If opting for this option, the User agrees to only provide e-mail recipients whose explicit consent has previously been obtained.

2.6.3. Copyrights regarding the search results

2.6.3.1. The supply of the hit results is subject to all exploitation rights. The User undertakes to make copies of the hit results supplied by UNN (including extracts, texts, images, etc.) only for private or other personal use (usually archival and documentation purposes) within the meaning of Section 53 of the German act on copyright and related rights (UrhG). Regardless of the carrier medium, other uses are only permissible to the extent permitted by law or on the basis of a separate agreement with the author or rights holder.

2.6.3.2. If as a result of a breach of said provision in Section 2.6.3.1. a violation of the rights of third parties occurs, the User shall indemnify and exempt UNN from all resulting claims of third parties. Sections 9.2. and 9.3. then apply accordingly.

2.6.4. User’s cooperation

By submitting the access data, the User is given the opportunity to configure the supply of the hit results themselves. The User therefore has an obligation to cooperate with respect to making his/her own configuration (e.g. for search queries or email alerts) and checking it regularly. Should the User find that the submitted hit results do not meet his/her requirements, he/she will immediately ask the UNN staff for assistance. The parties agree that incorrect or defective configuration does not constitute a defect in quality or deficiency in performance.

2.7.  Own distributor premium / Own distributor

2.7.1. The contracts for services of the product group “Own distributor premium” have a fixed contract term, whereby with this product the User has the possibility to send e-mails via the UNN portals defined at the time of conclusion of the contract to persons specified by the User.

2.7.2. The User guarantees that all e-mail recipients who receive messages by means of the “Own distributor premium” have previously consented to receiving such e-mails or that other exceptions exist based on which the sending of such e-mails is permitted (e.g. § 7 (3) of the German act against unfair competition (UWG). Sections 12.2 and 2.5.1.4. to 2.5.1.6. shall apply accordingly.

2.7.3. Using the function “Own distributor” is available free-of-charge for up to 25 contacts with Section 2.7.2 applying accordingly.

2.8. Copywriting      

2.8.1. As part of the product group “Copywriting”, the User has the opportunity to have UNN copywrite their texts, in particular press releases.

2.8.2.  The parties agree that successful copywriting of texts is dependent on the User’s cooperation. The User is therefore obligated to inform UNN as early as possible on the framework conditions and the individual requirements of the text to be created. Material (e.g. texts, graphics, and photos) shall be provided by the User immediately after the conclusion of the contract if no time has been agreed, or otherwise at the due date.

2.8.3. After having made the full payment of the agreed remuneration, the User acquires the exploitation rights to use the texts created for him/her as intended in the contractually agreed scope. Unless otherwise agreed, the non-exclusive exploitation rights shall be transferred to the User, unlimited with regard to time, content, and location.

2.9. Translation

2.9.1. Within the scope of the product group “Translation”, the User has the opportunity to have their texts translated by UNN, in particular press releases.

2.9.2. Sections 2.8.2. and 2.8.3. shall apply accordingly.

2.10. Job advertisement – In-house

2.10.1. The contracts for services of the product group “Job advertisement – In-house” have a fixed contract term, whereby the User has the possibility to publish his/her own job advertisements via the UNN portals defined at the time of conclusion of the contract.

2.10.2. Sections 2.5.1.4. to 2.5.1.6 shall apply accordingly.

2.11. Job advertisements – Premium

2.11.1. With the contracts of the product group “Job advertisement – Premium”, the User has the possibility to distribute their own job advertisements via portals defined at the time of conclusion of the contract. UNN assumes the sending (including via data interfaces) and the posting of job advertisements on the defined portals. UNN is not responsible for an actual publication of the advertisement.

2.11.2. Sections 2.5.1.4. to 2.5.1.6 shall apply accordingly.

2.12. Events – In-house

2.12.1. The contracts for services of the product group “Events – In-house” have a fixed contract term, whereby the User has the possibility to publish own events via the UNN portals defined at the time of conclusion of the contract.

2.12.2. Sections 2.5.1.4. to 2.5.1.6 shall apply accordingly.

2.13. Events – Premium

2.13.1. With the contracts of the product group “Events – Premium” the User has the possibility to distribute own events via portals defined at the time of conclusion of the contract. UNN assumes the sending (including via data interfaces) and the posting of the events on the defined portals. UNN is not responsible for an actual publication of the event.

2.13.2. Sections 2.5.1.4. to 2.5.1.6 shall apply accordingly.

2.14. Service packages – Bundle

On request, UNN compiles individual service packages for Users combining different services from the aforementioned product groups. Subject to other agreements between the parties, the above-mentioned regulations for the relevant product groups apply additionally to the individual services and service packages.

 

3. Fee, invoice, and due date

3.1. The fee owed by the User depends on the contract concluded between the parties.

3.2. All prices are in euros and do not include statutory VAT.

3.3. The fee for the use of the services of UNN shall be due immediately after conclusion of the contract for the entire term. All booked services shall be invoiced at the beginning of the agreed (minimum) term. The fee is due within 14 days after receipt of the invoice by the User.

3.4. Depending on the agreement, the invoice will be provided to the User in paper form or online in electronic form (hereafter referred to as “Online invoice”). If Online invoices have been agreed, the User will receive the invoice by e-mail to an e-mail address to be designated by the User. A right to be provided with a qualified electronic signature within the meaning of Section 14 (3) of the German value added tax act (UStG) does not exist. As an alternative to submitting invoices directly by e-mail, UNN will send an e-mail indicating the availability of the Online invoice on the UNN portal.

 

4. Services provided by third parties

UNN may also have their services provided by third parties. The User can only refuse such a third party if there is good cause in the nature of the third party.

 

5. Dates and deadlines

5.1. Delivery dates and deadlines shall be considered as fixed at the expense of UNN only if they have been agreed as fixed in writing. Otherwise, the delivery dates and deadlines only serve as a guideline for UNN.

5.2. Insofar and as long as services owed by UNN cannot be provided or cannot be provided on time due to force majeure, UNN shall not be liable for the delay. In such cases, the User’s right to terminate the contract only exists insofar as the fulfilment of the contract is unreasonable when also considering the interests of UNN.

 

6. Transfer of rights

6.1. The User grants UNN non-exclusive exploitation rights, unlimited with regard to time, location, and content for copyrighted works (such as texts, photos) that the User publishes on the UNN portal (e.g. press releases) or makes available to UNN for further use (e.g. further distribution to third parties). In particular, the rights of reproduction and making available to the public are transferred. Furthermore, the User transfers the right to edit these works.

6.2. UNN is entitled to grant third parties the rights of use to the works on behalf of the User, namely in accordance within the scope of Section 6.1.

 

7. Set-off, retention, assignment

7.1. The User may offset only uncontested or legally established claims against UNN’s account.

7.2. The User may assert a right of retention only in cases of undisputed or legally established claims, unless these are due claims based on the same legal relationship.

7.3. The User can assign claims under this contract only with the prior written consent of UNN except for the provisions of Section 354a of the German Commercial Code (HGB).

 

8. UNN’s liability

8.1. UNN is liable to the User only for damages caused wilfully and knowingly or due to gross negligence. This shall not apply if essential contractual obligations are infringed by UNN. Essential contractual obligations are those that are essential to the performance of the contract and on which fulfilment the customer ordinarily relies or can rely.

8.2. In the case of slight negligence, UNN shall not be liable for damages which are not due to a breach of essential contractual obligations with respect to indirect damages, in particular consequential damages, unforeseeable damages, or atypical damages as well as loss of profit.

8.3. If UNN negligently violates an essential contractual obligation, UNN shall only be liable for foreseeable damages typical for this type of contract.

8.4. A legally prescribed liability without fault of UNN – in particular a liability according to product liability law as well as a legal guarantee liability – remains unaffected by the above liability limitations. The same applies to the liability of UNN for culpable injury to life, limb, or health.

8.5. The limitations in Sections 8.1. to 8.4. shall also apply in favour of the legal representatives and vicarious agents of UNN, if claims are asserted directly against them.

 

9. User’s liability

9.1. The User guarantees that they are fully authorised to use the material (texts, images, graphics, etc.) published on UNN’s websites, the content distributed via UNN’s services, and the content provided to UNN in connection with the contract and that to this extent the contents are free of third party rights, including possible personal rights. In particular, the User guarantees ownership of all copyright, performance protection, licence, evaluation and GEMA rights required for publication, copying, and the making available to the public.

9.2. With respect to the material provided by the User, the User shall indemnify and exempt UNN from any claims of third parties arising in connection with the contractual exercise of the rights and powers granted to UNN under this contract. Reimbursable costs also include the reasonable costs of legal defence that UNN may incur by defending third party claims. However, UNN will immediately inform the User of any legal defence measures to be taken. In such disputes, UNN is only permitted to conclude settlement deals with third parties after having consulted the User. Otherwise, UNN shall bear all costs of the dispute.

9.3. In the event of a claim by a third party, the User is obligated to provide UNN with all the information required for the verification of the claim and for defence without delay, truthfully and completely.

9.4. To the extent that the User transmits notifications via a password-protected web interface, the User is responsible for the confidentiality of the assigned username and password (hereinafter referred to as “Access Data”). The User is responsible for any misuse of Access Data.

 

10. Confidentiality, data protection

10.1. The contracting parties undertake to keep confidential all business and trade secrets which are disclosed to them by the other contracting party during the execution of the contract.

10.2. User data required for the fulfilment of the contract are stored electronically. UNN undertakes to comply with the statutory provisions on data protection, in particular those of the EU General Data Protection Regulation (GDPR) and the German Data Protection Act (BDSG). Further information is provided by UNN in a separate privacy policy.

 

11. Changes of the general terms and conditions, services, and prices

11.1. In the event of a change to the general terms and conditions that apply to a continuing obligation, to UNN’s service obligations, and if UNN changes their prices, the respective new version or the new service obligations or the respective new prices shall become part of the contract at the earliest two months after receipt of a corresponding notification if UNN notifies the User in text form, indicating the possibility of objection as well as an objection period of one-month after receipt of the relevant notification, and the User does not object within one month after receipt of the corresponding notification.

11.2. If an objection according to Section 11.1. is raised, the contract shall continue unchanged. The right of the contracting parties to terminate the contract remains unaffected.

11.3. Insignificant changes, additions, and restrictions to the software constituents used by UNN, in particular the discontinuation of individual features of the software, are permitted for new programme versions within the framework of UNN’s general product policy.

 

12. Final provisions

12.1. The contractual relationship shall be governed by the laws of the Federal Republic of Germany, excluding the United Nations Convention on Contracts for the International Sale of Goods.

12.2. Insofar as the User is a merchant, a legal entity under public law, or a public fund under the terms of Section 38 of the German code of civil procedure (ZPO), or if the User changes domicile, place of residence, or place of business to a foreign country after conclusion of the contract, or if the domicile is unknown, the exclusive place of jurisdiction shall be Karlsruhe. If the User has no domestic place of general jurisdiction in Germany, the competent courts shall also be the Karlsruhe courts.

12.3. Place of fulfilment for all rights and obligations under this contract is Karlsruhe, unless otherwise specified.

12.4. Termination, setting a deadline with a threat of refusal, and issuance of a warning must be submitted in writing. Any amendments or additions to the contract must be made in writing. This also applies to an amendment or annulment of this Section.

12.5. The invalidity or ineffectiveness of individual provisions of these general terms and conditions shall not affect the validity of the remaining provisions hereof.

12.6. In the case of contradictions between the language versions, the German version shall prevail. The other language versions only serve as a reading version.

Teilen Sie diesen Blogartikel mit einem Freund