Terms of Use1

Terms of Use

1. Scope

1.1. Use of these web pages offered by SCAILE Technologies GmbH and/or its subsidiaries and sub-brands ("auctoa") is permissible solely based on these terms. These general terms of use may be supplemented, modified, or replaced by additional terms in individual cases, such as for purchasing products and/or services. By logging in or, if a separate login is not required, by commencing use, you accept the validity of these terms of use in their respective versions.

1.2. If the user utilizes the auctoa website as or for a business, i.e., in the exercise of commercial or independent professional activity, or for a public corporation, § 312i para. 1 sentence 1 nos. 1 - 3 of the Civil Code does not apply.

1.3. For web offers addressed to companies or public corporations, the respective company or corporation is represented by the user, who must account for its actions and knowledge.

2. Services

2.1. auctoa makes certain information and software, possibly along with documentation, available on the auctoa website for retrieval or download.

2.2. auctoa reserves the right to discontinue operation of the auctoa website in whole or in part at any time. Due to the nature of the internet and computer systems, auctoa does not guarantee the uninterrupted availability of the auctoa website.

3. Registration, Password

3.1. Some pages of the auctoa website may be password-protected. Access to these pages is only possible for registered users in the interest of secure business transactions. There is no entitlement to registration by auctoa. auctoa particularly reserves the right to require registration for previously freely accessible web pages. auctoa is entitled at any time to revoke the access authorization by blocking the access data, without giving reasons, especially if the user:

- provided false information during registration,

- violates these terms or their diligence obligations in handling access data,

- violates applicable law in accessing or using the auctoa website, or

- has not used the auctoa website for an extended period.

3.2. If registration is required, the user must provide truthful information during registration and notify auctoa of any subsequent changes without delay (to the extent provided online). The user will ensure that they receive emails sent to the email address they provided.

3.3. Following registration, the user receives a username and password (hereinafter also referred to as "user data"). Upon first access, the user will change the password provided by auctoa to a password known only to them. The user data allows the user to view, change or, if applicable, revoke or extend consents for data processing.

3.4. The user must ensure that the user data is not accessible to third parties and is liable for all orders and other activities carried out using the user data. The password-protected area must be left after each use. If the user becomes aware of any misuse by third parties of their user data, they must promptly inform auctoa in writing and, if applicable, in advance by a simple email.

3.5. Upon receiving the notification according to section 3.4, auctoa will block access to the password-protected area using this user data. The lifting of the block is only possible after a separate request by the user to auctoa or after new registration.

3.6. The user can request deletion of their registration in writing at any time, provided that this does not conflict with ongoing contractual obligations. In such a case, auctoa will delete all user data and any other stored personal data of the user as soon as they are no longer needed.

4. Rights to Information, Software, and Documentation

4.1. The use of the information, software, and documentation provided on the auctoa website is subject to these terms or, in the case of updates to information, software, or documentation, the previously agreed and applicable licensing terms with auctoa. Agreed licensing terms, for example, when downloading software, take precedence over these terms.

4.2. auctoa grants the user a non-exclusive and non-transferable right to use the information, software, and documentation provided on the auctoa website to the extent agreed or, if nothing is agreed, to the extent corresponding to the purpose pursued by auctoa with the provision and making available of these items.

4.3. Software is provided free of charge in machine-readable form. There is no claim to the release of the source code. An exception is the source code of open-source software, the licensing terms of which take precedence over these terms when distributing open-source software and require the release of the source code. In this case, auctoa will provide the source code upon reimbursement of costs.

4.4. The user may not at any time distribute, lease, or otherwise provide information, software, or documentation to third parties. Unless mandatory legal regulations allow otherwise, the user is not permitted to change, reverse engineer, or translate the software or its documentation, nor may they extract any parts. The user may make a backup copy of the software if this copy is necessary for future use on the basis of these terms of use.

4.5. The information, software, and documentation are protected by copyright laws, international copyright treaties, and other laws and agreements related to intellectual property. The user will respect these rights, particularly not removing alphanumeric identifiers, trademarks, and copyright notices from the information, software, or documentation or their copies.

4.6. Sections 69a ff. of the Copyright Act remain unaffected.

5. Intellectual Property

5.1. Notwithstanding the specific provisions in section 4 of these terms of use, information, brand names, and other contents from the auctoa website may not be altered, copied, reproduced, sold, rented, used, supplemented, or otherwise utilized without prior written consent from auctoa.

5.2. Except for the rights of use or other rights expressly granted herein, no further rights of any kind are granted to the user, particularly concerning the company name and commercial property rights, such as patents, utility models, or trademarks, nor is auctoa obligated to grant such rights.

5.3. If the user provides ideas and suggestions on the auctoa websites, auctoa may use them free of charge for the development, improvement, and distribution of services and products from its portfolio.

6. User Obligations

6.1. When using the auctoa website, the user must not:

- violate public morals with their usage behavior;

- infringe upon industrial property and copyright or other property rights;

- transmit content with viruses, so-called Trojan horses, or other programming that could damage software;

- input, store, or send hyperlinks or content they are not authorized to, especially if these hyperlinks or contents violate confidentiality obligations or are illegal; or

- distribute advertising or unsolicited emails ("spam") or incorrect warnings about viruses, malfunctions, and the like, or invite participation in lotteries, pyramid schemes, chain letters, and similar actions.

6.2. auctoa may block access to the auctoa website at any time, particularly if the user breaches these terms.

7. Hyperlinks

The auctoa website may contain hyperlinks to third-party websites. auctoa neither assumes responsibility for the content of these websites nor does auctoa adopt these websites and their contents as its own, as auctoa does not control the linked information and is not responsible for the content and information provided there. Their use is at the user's own risk.

8. Liability for Defects of Quality and Title

8.1. If information, software, or documentation is provided free of charge, any liability for defects of quality and title of the information, software, and documentation, especially regarding their correctness, freedom from errors, freedom from third-party intellectual property and copyrights, completeness and/or usability - except in cases of intent or deceit - is excluded.

8.2. The information on the auctoa website may contain specifications or general descriptions of technical possibilities of products which, in individual cases (e.g., due to product changes), may not always be available. Therefore, the desired characteristics of the products must be agreed upon in each purchase.

9. Other Liability, Viruses

9.1. auctoa's liability for defects of quality and title is governed by the provisions in section 8 of these terms of use. Otherwise, all liability of auctoa is excluded, unless liability is mandatory, e.g., under the Product Liability Act, due to intent, gross negligence, due to injury to life, body or health, due to assumption of a quality guarantee, due to fraudulent concealment of a defect, or due to breach of essential contractual obligations. However, compensation for breach of essential contractual obligations is limited to the typical, foreseeable damage, unless intent or gross negligence is present.

9.2. Although auctoa strives to keep the auctoa website free of viruses, auctoa cannot guarantee virus freedom. Before downloading information, software, and documentation, the user is responsible for adequate security measures and virus scanners for their protection and to prevent viruses on the auctoa website.

9.3. A shift in the burden of proof to the detriment of the user is not associated with the above regulations in sections 9.1 and 9.2.

10. Compliance with Export Control Regulations

10.1. The user must comply with the applicable regulations of national and international (re-) export control law when passing on the information, software, and documentation provided by auctoa to third parties. In any case, they must observe the (re-) export control regulations of the Federal Republic of Germany, the European Union, and the United States of America when passing on such items.

10.2. Before any passing on, the user will, particularly check and ensure by appropriate measures that

- the passing on to third parties or the provision of other economic resources in connection with information, software, and documentation provided by auctoa does not violate any embargo of the European Union, the United States of America, and/or the United Nations, also considering possible restrictions for domestic transactions and possible circumvention prohibitions;

- such information, software, and documentation provided by auctoa are not intended for a prohibited or approval-required military, nuclear or weapons use, unless any required approvals are available;

- the provisions of all relevant sanctions lists of the European Union and the United States of America concerning business transactions with companies, individuals, or organizations mentioned there are observed.

10.3. If required for conducting export control inspections by authorities or by auctoa, the user will, upon appropriate request, immediately provide auctoa with all information about the end recipient, the final destination, and the intended use of the information, software, and documentation provided by auctoa as well as applicable export control restrictions.

10.4. The user indemnifies auctoa fully against any claims by authorities or other third parties against auctoa due to user's non-compliance with the export control law obligations mentioned above and undertakes to compensate auctoa for all damages and expenses incurred in this context unless the user is not responsible for the breach of duty. A shift in the burden of proof is not connected herewith.

10.5. The fulfillment of the contract by auctoa is subject to the condition that there are no obstacles due to national or international foreign trade legislation or any embargoes and/or other sanctions.

11. Subsidiary Agreements, Jurisdiction, Applicable Law

11.1. Subsidiary agreements require written form.

11.2. The place of jurisdiction is Munich if the user is a merchant within the meaning of the Commercial Code.

11.3. The individual pages of the auctoa website are operated and liable by SCAILE Technologies GmbH and/or its subsidiaries. The pages take into account the requirements of the respective country in which the responsible company is based. auctoa accepts no liability for the fact that information, software, and/or documentation can also be retrieved or downloaded at locations outside the relevant country. If users access the auctoa website from places outside the relevant country, they are solely responsible for compliance with the relevant legal regulations applicable in their respective countries. Access to information, software, and/or documentation on the auctoa website from countries where such access is illegal is prohibited. In such cases, and if the user wishes to enter into business relationships with auctoa, the user should contact the auctoa representatives in the respective country.

11.4. German law applies with the exclusion of the UN Sales Convention.