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Legal Information

uTypia General Terms and Conditions

 

  1. Definitions

uTypia: Software- and Service-Range of TRODAT for the  Internet.

uTypia solution: a Software/Service solution out of the uTypia Software- and Service-Range  for example uTypia professional shop, uTypia standard shop, uTypia Multicolor shop, uTypia satellite, uTypia page, uTypia Voucher.

Customer: The party acquiring products in a uTypia solution

TRODAT is represented by TRODAT GmbH of Wels, holder of all rights under this Agreement.

 

  1. Support- Duties of the Licensor

The licensor supports the uTypia solution of the licensee for the duration of the contract.. This support includes:

  • Hosting, Firewall,regular Back-ups
  • Listing of new Trodat products into the uTypia solution (except in uTypia voucher and uTypia page)
  • Support-Hotline +43 (0) 7242/239-340; uTypia@trodat.net for the Licensee for technical support for Setup and Operation in English and German Language. Available every day from 09.00 a.m. to 17.00 (05.00 p.m.) GMT+1 Time zone except saturdays, sundays and on Austrian holidays.
  • Alternative Support Hotline 001 732 529 8523 helpdesk@trodat.net for the Licensee in English language. Available every day from 09.00 a.m. to 16.00 (04.00 p.m.) Eastern Standard Time (EST - GMT-5) except saturdays, sundays and on US- holidays.
  • On-Site technical support is not included in the scope of the support duties. On-Site support is not necessary for normal setup or operation. On-Site Support can be specifically requested by the Licensee. The Licensee will receive an written offer of the Licensor for the travel costs, travel and work time charges or alternatively a fixed price offer. Charges will occur only based on purchase orders from the Licensee received in writing.


The scope of the support does not include setting up additional products or Layout templates.

  1. Payment

The fees are charged, as agreed in the uTypia License agreement.

The fees may be changed by the Licensor with advance written notice of 90 days. The fees may not be increased by more than 15% per year. Increases are possible due to higher taxes, labor costs, or price increases in the Hosting services or Software Licenses used.

 

In case of payment delay, late-payment interest in the amount of 5% above the European Central Bank`s base lending rate is hereby agreed.

 

If there are delays in the setup process due to the licensee, the Licensor can  invoice the open setup-fee within 6 month of the contract date; and from then on the minimum and transaction fees.

 

IV. Internet Address

Every uTypia solution shall be operated under its own URL (internet address). The Licensee may choose from among a number of URLs made available by TRODAT.

If another URL shall be used, the Licensee shall bear the costs for setting up that URL and for the costs of the domain. For uTypia satellite only URLs made available by TRODAT may be used.

V. Duties of the Licensee

The Licensee must provide an email address where the order data is send to. If the Licensee has the right to perform administration tasks, the Licensee must use Microsoft Internet Explorer Version 6.0 or higher (currently available only for Microsoft Windows) for these administration tasks.

TRODAT is web designer and webmaster of the uTypia solution. The Licensee here expressly consents to having TRODAT modify and adapt the contents of the uTypia solution as well as further publishing them in order to maintain functioning of uTypia or to improve or advertise it. TRODAT shall be entitled to install the Trodat-Logo and also the uTypia Logo on the uTypia solution of the Licensee. This will be limited to the top banner and the footer section.  The Licensee shall not have any access to webpage design. TRODAT shall announce intended modifications by email 5 days in advance.

The Licensee is aware of the precise contents of the uTypia solution (not yet adapted to the Licensee's specifications). The Licensee hereby declares its express agreement with the contents of the uTypia solution.

VI. Duration and  Termination

Agreements fior uTypia professional shop and uTypia standard shop shall be concluded for the duration of two years, all other uTypia solutions for the duration of one year;  and shall be automatically extended by one year at a time unless cancelled by one of the Parties in writing with at least 90 days advance notice before date of termination.

Notwithstanding the agreed duration of this Agreement, the Licensor shall be entitled to terminate the agreement with immediate effect without giving rise to compensation claims by the Licensee

  • if the other party’s assets are subject to composition proceedings or
  • if application for bankruptcy has been dismissed for want of sufficient assets;
  • if the Licensee infringes any rights derived from intellectual property;
  • or if despite corresponding written warning and the setting of a 14-day second deadline fees owed have not been paid.

After the termination of the Agreement, for whatever reason that may occur, TRODAT shall no longer be obligated to forward any eventual orders placed via them with the Licensee. TRODAT shall not be liable for any loss of data or customers in this connection.

VII. Confidentiality

The Licensor hereby states on behalf of TRODAT as well that no use shall be made of confidential information, customer names, telephone numbers or contact persons for their own business purposes.

For solution of technical problems connected with uTypia, TRODAT shall be entitled to have access to such information. The Licensee hereby takes note of the fact that TRODAT monitors the uTypia solution for the purpose of generating data analysis, buyer behaviour and improvements on uTypia and evaluates information such as site hits and link-stream data in an anonymous manner.

The Parties hereby agree that all information brought to their knowledge by the other party, and thus relating to the latter’s company, in connection with the use of the facilities covered by this Agreement shall be treated in confidence and may not be disclosed to third parties without the consent of the party concerned. Information which is generally known or disclosed to the party in question by third parties shall not be affected hereby.

The Licensee agrees to be named as a reference customer by TRODAT.

VIII. Limited Warranty

The Licensee is hereby expressly made aware that technical outage of the system can occur. There shall be no liability of TRODAT for unlimited availability of the facilities covered by this Agreement. The Licensee shall accordingly not be entitled to raise claims against TRODAT due to the fact that availability has been interrupted. The Licensee hereby waives any claim to liability in relation to TRODAT due to incompleteness, transmission errors or any other obstructions in connection with use of the facilities made available.

 

Liabilities which may not legally be waived shall however be limited to the amount for the most recently paid annual fee or, in the first year, to the amount of the setup fee. For damages going beyond that, TRODAT shall only be liable in case of deliberate action. The Licensee is aware of the technical risks and limitations of the internet. It shall also bear liability for proper functioning of data transmission wiring where the latter are connected with its equipment.

 

Notice is hereby expressly given that due to the public nature of the internet, the transmission of the data belonging to the Licensee and the latter’s customers occurs at their own risk. TRODAT shall not be liable for security of transmission of data or other information via uTypia.

 

This shall not establish any contractual relationship between the customer and  TRODAT. The Licensee shall hold  TRODAT harmless against all claims raised by the customer.

IX. Intellectual Property

The Licensee hereby notes that TRODAT shall be exclusively entitled to all the brands, designations, domain names, trade names, IP numbers, internet design, software and other creations within the meaning of copyright law, thus all rights subsumed under the umbrella concept of intellectual property rights.

The Licensee shall therefore be obligated to take such rights into account and to immediately notify TRODAT of any infringement thereof. Only with separate authorisation from TRODAT shall the Licensee be entitled to take action on its own behalf against infringements. This notwithstanding, the Licensee shall be obligated to provide any support requested by TRODAT in prosecution of any eventual infringements, including beyond the duration of this Agreement. The Licensee shall make available, if so requested, any eventual documents and affidavit in support of TRODAT or its contractual partners.

TRODAT provides -  depending on the licensed uTypia product – fonts to create layouts within uTypia. TRODAT takes responsibility for the correct licensing of these provided fonts.  Any other fonts require a separate agreement.

Fonts from the “uTypia Font pool” are provided free of charge. The licensed uTypia product determines how many fonts are available.  The fonts are provided according to their corresponding license agreements. The detailed licenses terms and intellectual property information are provided in the uTypia shop administration area. 

 

X. Other topics

 

Amendments and supplements to this Agreement must be in writing. The same shall also apply to any deviation from this form requirement. No ancillary verbal understandings have been reached.

 

The terms of this agreement apply to any further purchase of uTypia products and/or uTypia add-ons  from Trodat by the licensee.

 

The mere failure to press claim to any right shall not signify any waiver thereof; any waiver must be expressly stated.

 

Should a provision of this Agreement be void, rescinded or unenforceable, in full or in part, then this shall have no impact on the other provisions. The Parties shall instead obligate themselves, in lieu of the void provisions, to agree on a new provision corresponding to the void provision’s sense and purpose.

This Agreement shall be exclusively subject to Austrian law with express barring of any CISG applicability.

In the event of disputes, the Parties hereby agree to the appointment of an arbitration panel under international arbitration rules. The panel shall if required convene at the venue of the Licensor’s registered offices.

All fees and payments connected with the setting up of this Agreement shall be borne by the Licensee; the latter shall likewise be liable for taxes and tariffs resulting from the fulfilment of orders in connection with this Agreement.

The Parties hereby agree that this Agreement shall only take effect upon being signed. There shall be no mutual obligation prior to that.