General terms and conditions

These terms set out the legal basis for using our services and govern the relationship between you as a user and us as the provider of our products and services. This English text is a translation for information; the German version (AGB) is binding.

1. Scope

These terms apply to all services of bsys GmbH, FN 577263t, Oetzerau 7, A-6433 Oetz (hereinafter the “provider”) towards businesses (B2B).

Deviating conditions of the customer apply only with express written consent.

2. Subject matter

The provider supplies software-based solutions (in particular cash register systems, cloud software and technical interfaces).

The provider is not a payment service provider within the meaning of the Austrian Payment Services Act (ZaDiG) or PSD2 and does not provide financial services. It takes no part in payment flows.

3. Rights of use

The customer receives a non-exclusive, non-transferable right to use the software provided, limited to the term of the contract.

Passing it on, renting it out or sub-licensing it is not permitted.

4. Payment processing (third parties, exclusion of liability)

Payments are processed exclusively by external payment service providers (e.g. PAYNT or other acquirers/PSPs). They act as independent controllers.

The provider:

• is not a party to the payment processing
• has no influence on approvals, declines or fees
• accepts no liability for payment processes, outages or losses

Only the terms of the respective payment service provider apply.

5. Availability and operation

The provider guarantees an average system availability of 98% over the year.

Excluded are:

• maintenance work
• security updates
• disruptions outside its sphere of influence (internet, payment providers etc.)

The provider may develop or adjust services and functions further, as far as this is reasonable for the customer.

6. Customer obligations

The customer is obliged to:

• comply with statutory provisions (in particular tax law, GDPR)
• operate only lawful business models
• keep access credentials secure

The customer is liable for misuse of its systems.

7. Prices and terms of payment

Invoices are due within 14 days without deduction.

In the event of late payment:

• default interest: 9.2% above the base rate (§ 456 UGB)
• reminder and collection costs are charged

The provider may restrict or suspend services in the event of late payment.

8. Term and termination

Contracts are concluded for an indefinite period.

Termination:

• for the first time after 12 months
• notice period: 3 months

Extraordinary termination in the event of:

• late payment
• breaches of law
• misuse

9. Liability

The provider is liable only for damage caused by:

• intent
• gross negligence

In the case of slight negligence only for breach of essential contractual obligations (cardinal obligations), limited to the foreseeable damage.

Liability cap: at most the annual net contract value.

Excluded:

• lost profit
• indirect damage
• consequential damage
• outages caused by payment providers

Unlimited:

• personal injury
• mandatory statutory liability

10. Data protection (GDPR)

The provider processes personal data in accordance with the GDPR.

Roles:

• customer = controller
• provider = processor (for SaaS)
• payment provider = independent controller

A data processing agreement (AVV) forms part of the business relationship.

11. IT security

The provider implements technical and organisational measures in accordance with Art. 32 GDPR.

Complete data security cannot be guaranteed by the state of the art.

12. Force majeure

The provider is not liable for delays or outages caused by circumstances outside its sphere of influence, in particular natural events, failures of telecommunications networks or third-party providers.

13. Changes to these terms

The provider may change these terms for objective reasons.

Changes are deemed accepted unless objected to within 30 days.

14. Place of jurisdiction and governing law

Place of jurisdiction: Innsbruck

Austrian law applies, excluding the UN Convention on Contracts for the International Sale of Goods (CISG).

15. Final provisions

Should individual provisions be invalid, the validity of the remaining provisions is unaffected.