Terms of use

Terms of use for software via the Internet (Software as a Service) SaaS for www.timez.eu
A Software service from GTSOL GmbH

1.Subject matter of the contract

1.1 The provider GTSOL GmbH supplies the contractual services, in particular, access to software, in their area of disposition {from the data processing centre’s interface to the Internet). The scope, nature, purpose and conditions of use of the contractual services are regulated by the respective service description, in addition to the software’s operating manual.

1.2 Further services such as development of customer-specific solutions or necessary adaptations require a separate contract.

1.3 The provider supplies updated versions of software. The Provider will inform customers
about updated versions and corresponding instructions on use electronically, and make
these accordingly available.

2. Scope of use

2.1 Contractual services may only be used by the customer and only for the purposes agreed
in the contract. For the duration of the contract, the customer may access the contractual
services by means of telecommunication {via the Internet) and use the functionality
associated with the software in a contractually compliant manner by means of a browser
or other appropriate application (for example, an “app”). The customer does not receive
any further rights, in particular, pertaining to software or any provided infrastructure
services at the respective data processing centre. Any further use requires the provider’s
prior written approval.

2.2 The customer must, in not use the software beyond the agreed scope of
utilization, or allow third parties to use or access the software. In particular, software or
parts thereof must not be copied, sold, transferred temporarily, leased or loaned by the

2.3 The provider is authorized to take appropriate technical measures to prevent non-
contractual use. This must not significantly impair contractually compliant use of the

2.4 lf a user exceeds the scope of utilization or an unauthorized transfer of use takes place in
breach of the contract. the customer, on request, shall immediately supply the provider
with all available information for assertion of claims due to the non-contractual use
including, in particular, the user’s name and address.

2.5 The provider may withdraw the customer’s right of access and/or cancel the contract if
the customer substantially exceeds their authorized scope of use or breaches regulations
for preventing unauthorized use. In this context, the provider can interrupt or block
access to the contractual services. Beforehand, the provider must always set a
reasonable grace period of remedy for the customer. Sole revocation of access
authorization does not simultaneously constitute cancellation of the contract. Revocation
of access authorization without notice can be upheld by the provider only for a
reasonable period of time not exceeding 3 months.

2.6 The provider’s entitlement to remuneration for use above and beyond the agreed scope
remains unaffected.

2. 7 The customer is entitled to renewed granting of access authorization and access options
after proving that they have ceased non-contractual use and prevented further non-
contractual use.

3. Availability, defective services

3.1 Availability of provided services is determined by the service description.

3.2 Just a minor reduction in a service’s suitability for contractual use shall not give rise to
claims by the customer regarding defects. Strict liability of the provider regarding defects
already existent at the time of contract conclusion is ruled out.

4. Data protection

4.1 To the extent that the provider can access personal data belonging to the customer or
present in their domain, said provider shall act exclusively as a processor and only
process and use these data to execute the contract. The provider shall observe the
customer’s instructions on handling such data. The customer shall bear any negative
consequences of such instructions for contract execution. The customer and provider
shall agree details on handling of the customer’s data by the provider in accordance with
legal requirements concerning data protection.

4.2 The customer remains the data controller generally in the contractual relationship and in
the context of data protection legislation. lf the customer processes personal data in
connection with the contract (including collection and use) the customer assures that
they are entitled to this according to the applicable provisions, in particular, those
concerning data protection, and exempts the provider from claims by third parties in the
event of a breach.

4.3 The following applies to the relationship between the provider and customer: The
customer is responsible for processing (including collection and use) of personal data
vis-a-vis the data subject, unless the provider is answerable to any claims by the data
subject as regards breaches of duty attributable to them. The customer shall review,
process and answer any enquiries, requests and claims by the data subject. This also
applies to claims raised by the data subject against the provider. The provider shall
support the customer as part of their duties.

4.4 The provider guarantees that the customer’s data are saved exclusively in the territory of
the Federal Republic of Germany, or a member state of the European Union, or another
state party to the agreement on the European Economic Area, unless agreed otherwise.

5. Customer’s obligations

5.1 The customer shall protect the access rights as weil as identification and authentication
details assigned to said customer and users against access by third parties, and not relay
these details to unauthorized parties.

5.2 The customer is obliged to exempt the provider from all claims of third parties due to
legal breaches which are either based on the customer’s unlawful use of the subject
matter of the contract, or which occur with their consent. lt the customer recognizes or
must recognize that such a breach is imminent, they are obliged to immediately inform
the provider.

5.3 The customer shall utilize the opportunities made available by the provider for securing
their data in their original sphere of responsibility.

6. Non-contractual use, damage compensation

For each case involving unauthorized use of a contractual service in the customer’s area of responsibility, the customer shall pay damage compensation equal to the remuneration, which would have been due for contractually compliant use over the minimum contractual period applicable to this service. Proof that the customer is not responsible for unauthorized use, or that damage is either absent or much less significant, remains reserved for the customer. The provider remains entitled to assert further damage claims.

7. Malfunction management

7.1 The provider shall receive the customer’s reports of malfunctions, classify the
malfunctions into agreed categories (ltem 7 .3) and use this classification to implement
the agreed measures to analyze and remedy the malfunctions.

7.2 The provider shall receive the customer’s reports of malfunctions during said the
provider’s normal business hours and assign an ID to each report. On request by the
customer, the provider shall confirm receipt of a malfunction report with a notification of
the ID assigned to it.

7.3 Unless agreed otherwise, the provider shall classify received malfunction reports after an
initial inspection into one of the following categories:
a) Serious malfunction
The malfunction is based on a fault, which has occurred in the contractual services so
as to make use of these services, especially pertaining to software, impossible or
possible only with significant limitations. The customer cannot circumvent this problem
in a reasonable manner, and is therefore unable to complete urgent jobs.
b) Other malfunction
The malfunction is based on a fault which has occurred in contractual services so as to
limit the customer’s use of these services, especially pertaining to software, more than
just insignificantly, without there being a serious malfunction.
c) Other report
Malfunction reports that do not fall into category a) or b) are assigned to the category
of other reports. Other reports are handled by the provider only in accordance with the
agreements reached in this regard.

7.4 In the case of reports about serious malfunctions and other malfunctions, the provider
shall promptly initiate relevant measures according to the circumstances reported by the
customer, in order to first localize the cause of the malfunction. lf a reported malfunction
does not turn out to be a fault in the contractual Services, especially the supplied
software, after initial analysis, the provider shall promptly inform the customer about this.
Otherwise the provider, shall initiate appropriate measures to further analyse and correct
the reported malfunction or – in the case of third-party software – send the malfunction
report including their analysis results to the distributor or manufacturer of the third-party
software with a request for remedy.
To circumvent or remedy a fault in contractual services, especially the supplied software,
the provider shall promptly supply the customer with available measures such as
procedural instructions or corrections to the supplied software. The customer shall
promptly implement such measures to circumvent or remedy malfunctions, and promptly
notify the provider again of any remaining malfunctions when deploying the measures.

8. Contact point (hotline)

8.1 Contractual services
The provider shall set up a contact point {hotline) for the customer. This point of contact
processes the customer’s inquiries in connection with technical requirements and
conditions for use of the supplied software, as weil as individual functional aspects.
8.2 Receipt and processing of inquiries

As a prerequisite for receipt and processing of inquiries, the customer is to announce an
appointment of expert and technically qualified staff to the provider, and assign these
staff to internally process inquiries from users of the maintained software. The customer
is obliged to submit inquiries to the hotline only via these staff members appointed for
communicating with the provider, using the forms supplied by the provider for this
purpose. The hotline receives such inquiries via e-mail and telephone during the
provider’s normal business hours. The hotline shall process proper inquiries as part of
normal business routine and answer them as far as possible. In its responses, the hotline
can refer the customer to available documentation and other training material for the
supplied software. lf the hotline is not able to answer an inquiry at all or in a timely
fashion, the provider – if this is expressly agreed – shall forward the inquiry for processing,
especially in the case of inquiries regarding software not developed by said provider.
Other hotline services such as further contact hours and periods as well as on-call
service or the provider’s deployment on-site at the customer’s premises must be
expressly agreed in advance.

9. Contract duration and termination

9.1 The contractually agreed services shall be provided from the date specified in the
contract. initially for the duration specified in the contract. During this minimum term,
premature ordinary termination is ruled out for both parties.

9.2 The contract may be terminated with a notice period of one month, at the earliest on
expiry of the minimum term. lf this does not take place, the contract shall be extended by
one more period of the preselected term, unless it was terminated ordinarily with a notice
period of one month before expiry of the respective extension period.

9.3 Each contractual partner’s right to extraordinary termination for important reasons
remains unaffected.

9.4 Every declaration of termination must be in writing to be effective. See item 8.4 General
contract terms of GTSOL GmbH

9.5 Before termination of the contract, the customer will back up their data inventory (e.g. via
download) under their own responsibility and in a timely manner. On request. the
provider will support the customer in this process, ltem 4.3 of General Contract Terms
GTSOL GmbH being applicable here. For reasons pertaining to data protection
legislation, the customer will no longer be able to regularly access such data after
termination of the contract.

10. Validity of General Contract Terms
GTSOL’s General Contract Terms (document title GCT GTSOL) apply additionally.
This document is a courtesy translation. The German version of these terms shall be the legally binding version. 15 June 2020