General terms and conditions
1. General and scope of application
- 1.1 The following General Terms and Conditions form the basis of all Internet services provided by Voizy Unternehmergesellschaft (haftungsbeschränkt). The company Voizy Unternehmergesellschaft (haftungsbeschränkt) is hereinafter referred to as “Voizy”.
- 1.2 Voizy’s deliveries, services and offers are made exclusively on the basis of these Terms and Conditions. If the contractual partner is a merchant within the meaning of the German Commercial Code (HGB), these shall also apply to future business relationships, even if they are not expressly agreed again. At the latest with the first access to one of Voizy’s computers, the first use of Voizy services or the acceptance of an order, these terms and conditions shall be deemed accepted. Counter-confirmations of the customer with reference to his terms and conditions of business or purchase are hereby expressly rejected.
2. Conclusion of contract
- 2.1 These GTC only apply if the customer is an entrepreneur according to § 14 BGB (German Civil Code), i.e. a natural or legal person or a partnership with legal capacity which acts in the exercise of its commercial or independent professional activity when concluding a legal transaction.
- 2.2 Individual agreements made with the customer in individual cases (including collateral agreements, supplements and amendments) shall in all cases take precedence over these General Terms and Conditions. A written contract or our written confirmation shall be decisive for the content of such agreements.
- 2.3 The commissioning of the service by the customer shall be deemed a binding contractual offer.
3. Services of Voizy
- 3.1 Voizy offers a service that enables the customer to integrate a contact form (widget) on their website or app. Depending on the technical equipment, this widget can be filled in by voice or text and then sent. Voizy processes this information and forwards it to the customer if necessary. The purpose of the widget is to provide an easy way to contact the customer.
3.2 Voizy holds the copyright to a voice or text message.
3.3 Voicemails can be played back by the customer for a limited time.
4. Termination and Deadlines
5. Obligations of the customer
- 5.1 The customer is obliged to provide the necessary data completely and correctly and to notify changes without delay. This applies in particular to address data, bank details, credit card data and e-mail address.
- 5.2 The customer undertakes to change allocated passwords without delay. He is responsible for choosing and using secure passwords. The customer shall manage his passwords and other access data carefully and keep them secret. He is also obliged to pay for services which third parties use or order via his access data and passwords, insofar as he is responsible for this.
- 5.7 The customer further undertakes NOT to use Voizy on domains, websites or apps that are extremist (in particular right-wing extremist) in nature or represent pornographic, commercially erotic, violent, violence-glorifying, racist, discriminatory, harmful to minors or inciting to hatred, nor on content that calls for criminal acts or provides instructions for such acts. This shall also apply if such content is made accessible through hyperlinks or other connections which the customer places on the pages of third parties.
- 5.8 The use of the Voizy Services for sending spam messages or for phishing, for trademark and copyright infringements or piracy, fraudulent or misleading practices, product counterfeiting or other conduct that violates applicable law is prohibited.
- 5.9 The Customer shall enter into an agreement with Voizy to process orders in accordance with Art. 28 DSGVO as soon as Voizy processes personal data on its behalf.
- 5.10 The customer undertakes to install suitable software to play audio files (wav and mp3). Furthermore, he undertakes to be able to receive and read e-mails, in particular HTML e-mails.
- 5.11 The customer undertakes to delete all personal data received from Voizy immediately after fulfilment of the purpose. This applies in particular to e-mails and audio files. Furthermore, he undertakes to comply with the existing data protection laws (DSGVO) of the Federal Republic of Germany.
6. Legal consequences of infringements and dangers
- 6.1 Voizy may block services if systems act or react in a way that deviates from the normal operating behaviour and the security, confidentiality, availability, integrity and resilience of the systems, networks, programs, applications, apps, files and data of Voizy, other Voizy customers and third parties within the meaning of Clause 5.3 are thereby impaired. This shall also apply if Voizy suspects such impairment on the basis of objective indications. Voizy may terminate the contractual relationship without notice in the event of an intentional act on the part of the customer.
- 6.2 If a service is repeatedly targeted by DoS attacks and a repetition is to be expected, Voizy may terminate the contractual relationship without notice after a warning if there is no reasonable possibility for Voizy to prevent the expected future DoS attacks or their effect on other systems.
- 6.3 Voizy’s claim to remuneration shall continue to exist as long as a service has been blocked for the aforementioned reasons.
- 6.4 In the event of culpable breaches on the part of the customer of obligations under item 5, Voizy may demand from the customer lump-sum compensation in the amount of the damage to be expected according to the normal course of events. The parties reserve the right to prove that the damage has not occurred, is lower or higher.
7. Liability of Voizy
- 7.1 Voizy shall only be liable for damages in the event of intent and gross negligence on the part of Voizy or one of its vicarious agents. If Voizy or one of its vicarious agents breaches an essential contractual obligation (cardinal obligation) in a manner that endangers the purpose of the contract, liability shall be limited to the typical damage that Voizy could reasonably have foreseen at the time of conclusion of the contract, unless the breach of obligation is intentional or grossly negligent.
- 7.2 This limitation shall not apply in the event of injury to life, limb and/or health and in the event of liability under the Product Liability Act.
- 7.3 The Customer shall be liable for all consequences and disadvantages incurred by Voizy or third parties as a result of the improper or illegal use of Voizy’s services or as a result of the Customer’s failure to comply with its other obligations.
- 7.4 If the Customer is an entrepreneur, a legal entity under public law or a special fund under public law, liability shall be limited to the sum of the contractual fees paid by the Customer to Voizy for the period of six months prior to the occurrence of the damaging event within the scope of the specific contractual relationship, except in cases of intent and gross negligence.
- 7.5 Voizy is expressly not obliged to deliver to the Customer any message sent to the Voizy servers through the widget or the programmable interface (API). Reasons for this may be e.g. spam, fraudulent messages or other malicious messages.
- 7.6 Voizy is not liable for the correctness of transcribed voice messages. In case of doubt, the customer must play the audio file.
- 7.7 Voizy is not liable for the audio quality of the voice messages, as this depends directly on the microphone of the transducer.
8. Privacy, data protection
- 8.1 Unless expressly agreed otherwise in writing, the information submitted to Voizy shall not be considered confidential.
9. Contract duration and cancellation
- 9.1 Term contracts shall be concluded for the agreed minimum term.
- 9.2 Unless otherwise agreed, term contracts shall be extended by 4 weeks in each case, unless they are terminated at least 1 day prior to expiry of the agreed minimum term or extension period.
- 9.3 The right to extraordinary termination for good cause remains unaffected.
- 9.4 In the event of extraordinary termination, we shall be entitled to suspend all services immediately without further notice.
- 9.5 For us, an important reason for extraordinary termination exists in particular if
- a) it is not reasonable for us to continue the contractual relationship until expiry of the minimum contractual term or the respective extension period taking into account all circumstances of the individual case and weighing the interests of both parties
- b) the contractual partner is in default with more than 2 invoices in succession.
10. Default of payment
- 10.1 Upon expiry of the payment period stated in the invoice, the customer shall be in default. Interest shall be charged on the invoice amount during the period of default at the applicable statutory default interest rate. We reserve the right to assert further claims for damages caused by default. Our claim against merchants for commercial interest on arrears (§ 353 HGB) remains unaffected.
- 10.2 If, in the case of a direct debit, the entire invoice amount cannot be collected, the customer shall bear the resulting costs, in particular bank charges in connection with the return of direct debits and comparable charges to the extent that he is responsible for the costs.
- 10.3 If a direct debit is returned, we may temporarily suspend our services until our claims have been settled in full.
- 10.4 The customer shall only be entitled to set-off or retention rights to the extent that his claim is legally established or undisputed.
11. Choice of law and place of jurisdiction
- 11.1 Should any provision of these GTC be or become invalid, this shall not affect the validity of the remainder of the contract. The invalid provision shall be replaced by a provision which comes closest to the will of the parties within the framework of what is legally possible. The same shall apply in the event of a loophole.
- 11.2 These GTC and all legal relationships between us and the customer shall be governed by the laws of the Federal Republic of Germany to the exclusion of international uniform law, in particular the UN Convention on Contracts for the International Sale of Goods.
- 11.3 If the customer is a merchant within the meaning of the German Commercial Code, a legal entity under public law or a special fund under public law, the exclusive - also international - place of jurisdiction for all disputes arising directly or indirectly from the contractual relationship shall be our place of business. However, we are also entitled to bring an action at the general place of jurisdiction of the customer.