General Terms and Conditions
Here you will find our General Terms and Conditions (GTC) - these naturally also regulate the framework conditions for business operations at beDirect:
beDirect GmbH & Co KG
Carl-Bertelsmann-Str.105-107
33332 Gütersloh
– hereinafter referred to as “we”, “us”. referred to as “the provider” or “the company”
I General conditions for all beDirect services
The following General Terms and Conditions apply to our clients who, when concluding a legal transaction with us, are acting in the exercise of their commercial or independent professional activity (entrepreneurs, § 14 BGB).
1. beDirect services
Address delivery, address brokerage, cleansing and information enrichment of customer databases, processing services, production of advertising materials, provision of services, software and systems to support sales and CRM applications.
1.1 Scope of application
Unless expressly agreed otherwise in writing, our deliveries, services and offers are made exclusively on the basis of these terms and conditions. Deviating terms and conditions of the client which we do not expressly recognize are not binding for us, even if we do not expressly object to them.
1.2 Conclusion of contract
The contract with the client only comes into effect with our order confirmation or with the execution of the order or with the signing of a contract/agreement by both parties.
1.3 Terms of payment
The prices according to the current price list, order confirmation or contract shall apply. All prices are net prices plus VAT, packaging, shipping and other ancillary costs. Our invoices are due for payment without deduction immediately upon receipt. If the payment deadline is exceeded, the contractual partner shall be in default without the need for a reminder (Section 286 (2) BGB). In the event of default or deferral of payment, default interest or deferral interest shall be payable in accordance with Section 288 (2) BGB. If the client defaults on a payment obligation that is already due under the contract, we shall be entitled to demand immediate payment of the remaining debt which, in the normal course of events, is not due until later.
1.4 Delivery
The delivery date results from the order confirmation or the contract/agreement or, if this does not apply, from the currently valid company publications and is generally non-binding. The specified delivery dates refer to the time of provision of the agreed service. In the case of address deliveries (Section II.2) and customer database cleansing (Section II.4), the delivery or service shall be deemed to have been rendered upon provision or transmission of the data. In the case of the provision of systems or software, the service shall be deemed to have been rendered upon acceptance or the expiry of the acceptance period without objection. Delays caused by the client or by companies or persons commissioned by the client (change requests, late provision of information or materials, etc.) may also extend the delivery dates beyond the time frame of the delay. There is no entitlement to priority processing of delayed orders. Force majeure, labor disputes, incapacity on our part or on the part of our suppliers through no fault of our own shall extend the delivery or performance period by the duration of the hindrance.
1.5 Liability
beDirect assumes no liability for the accuracy of the addresses and information supplied and the allocation of information to customer data records. beDirect is liable for contract initiation, contract fulfillment or tort only for intent and gross negligence. This also applies to persons and companies commissioned by beDirect to fulfill the order. Liability is otherwise excluded. If the client demands compensation for non-performance in cases in which performance has culpably become impossible for us, we are in default or have performed the contractual services inadequately, this shall only be claimed up to the amount of the invoice for the corresponding order (excluding postage).
The aforementioned limitations of liability do not apply to damages resulting from injury to life, limb or health. The exclusion of liability does not apply to other damages if these are based on an intentional or grossly negligent breach of duty by us or our executives, if an essential contractual obligation (so-called cardinal obligation) has been breached or if another obligation not to be classified as an essential contractual obligation has been breached intentionally or through gross negligence by simple vicarious agents. However, in the event of breach of a material contractual obligation or intentional or grossly negligent breach of another obligation by simple vicarious agents, liability shall be limited to the amount of typically foreseeable damage. The exclusion of liability shall also not apply to claims under the Product Liability Act or to claims covered by our guarantee.
1.6 Shipping
Shipment is always at the expense and risk of the client. If dispatch is delayed for reasons for which the client is responsible, the risk shall pass to the client upon notification of readiness for dispatch.
1.7 Secrecy
beDirect is obliged to maintain confidentiality towards third parties with regard to the content and scope of the services to be provided for the client and the data received from the client. beDirect is not authorized to provide third parties with information that has been made available to it in the context of order processing.
1.8 Reservation of use.
The addresses/information/services supplied may only be used after payment of the invoice amount in accordance with the agreed license/user conditions.
1.9 Applicable law, place of performance, place of jurisdiction
Unless otherwise agreed, the place of performance and jurisdiction is Gütersloh.
II Supplementary conditions
2. provision of addresses and information
2.1 Excess or short deliveries
Company addresses and the associated communication, marketing and business information are subject to constant change. This may result in deviations from the quantities stated in beDirect’s publications or order confirmations. Any resulting excess or short delivery shall result in an adjustment of the price in accordance with the price list, unless this is unreasonable for the client in the individual case.
2.2 Use of addresses, contractual penalty
All addresses supplied, with or without telephone numbers, may not be used by the client in any other way or more frequently than contractually agreed. Unless expressly agreed, the addresses supplied may only be used once for an addressed or telephone advertising campaign. The transmission of an address with telephone number does not mean that the company/person concerned agrees to be contacted by telephone for advertising purposes. The risk of a possible warning or other assertion of competition law claims by third parties shall be borne by the client. The sale or transfer of address data to third parties and the use of such data for further advertising mailings is prohibited, as is joint advertising.
We check compliance with this agreement by means of control addresses and telephone numbers integrated into the address deliveries.
Each individual use in breach of contract shall oblige the client to pay a contractual penalty amounting to ten times the fee for the entire delivery, which also included the address used in breach of contract, and to purchase the addresses obtained for permanent use.
The presentation of a control address or control telephone number is sufficient to prove the infringement.
The assertion of a further claim for damages shall remain unaffected, whereby in this case the contractual penalty to be paid shall be offset against the claim for damages. The addresses, data and information provided by beDirect may only be used within the framework of legal regulations, in particular the Federal Data Protection Act, the General Data Protection Regulation (GDPR), the Telecommunications Act and the Act against Unfair Competition. The client shall be liable for compliance with these provisions.
2.3 Liability
Based on the change processes mentioned under 2.1 and the fact that the data sources may already contain incorrect information, we assume no liability for the postal and other correctness and completeness of the address lists/information supplied by us. Furthermore, we are not liable for the addressee being or still being what he claims to be or is claimed to be. We will reimburse unavoidable returns at the applicable rates according to the current catalog. The prerequisites for this are the immediate use of the delivered addresses within a maximum usage period of four weeks after delivery and the return of undeliverable mailings within a period of three months after delivery.
Liability for further damages, in particular for consequential damages, is excluded. The aforementioned limitations of liability do not apply to damages resulting from injury to life, limb or health. The exclusion of liability shall not apply to other damages if these are based on an intentional or grossly negligent breach of duty by us or our executives, if a material contractual obligation (so-called cardinal obligation – in particular a main contractual obligation -) has been breached or if another obligation not to be classified as a material contractual obligation has been breached intentionally or through gross negligence by simple vicarious agents. However, in the event of breach of a material contractual obligation or intentional or grossly negligent breach of another obligation by simple vicarious agents, liability shall be limited to the amount of typically foreseeable damage. The exclusion of liability also does not apply to claims under the Product Liability Act or to claims covered by our guarantee.
3. production and processing of advertising materials
3.1 Excess or short deliveries
In the production of advertising material, the customary excess or short deliveries of up to 10% of the ordered print run may not be objected to, unless this is unreasonable for the client in individual cases. The quantity delivered is invoiced. Furthermore, the client shall be solely liable for ensuring that the content of the advertising material does not violate statutory provisions or the rights of third parties, in particular copyrights.
3.2 Liability
Complaints due to obvious defects in the delivery must be made to us within a preclusive period of four weeks after delivery or posting. We must ensure that this is checked by us. Hidden defects must be reported to us immediately after their discovery. Defects in part of the delivery shall not entitle the customer to reject the entire delivery. Liability for consequential damages is excluded. We shall only be liable for culpable dispatch and enveloping errors up to the amount of the invoice for the relevant order excluding postage. In the event of loss of or damage to materials provided, we shall only be liable up to the value of the material or production value. The aforementioned limitations of liability do not apply to damages resulting from injury to life, limb or health. The exclusion of liability shall not apply to other damages if these are based on an intentional or grossly negligent breach of duty by us or our executives, if a material contractual obligation (so-called cardinal obligation – in particular a contractual main obligation) has been breached or if another obligation not to be classified as a material contractual obligation has been breached intentionally or through gross negligence by simple vicarious agents. However, in the event of breach of a material contractual obligation or intentional or grossly negligent breach of another obligation by simple vicarious agents, liability shall be limited to the amount of typically foreseeable damage. The exclusion of liability shall also not apply to claims under the Product Liability Act or to claims covered by our guarantee.
3.3 Postage
The postage fees are to be paid irrevocably to beDirect against a corresponding advance invoice no later than three days before posting. We are not obliged to deliver by post before receipt of payment.
3.4 Provision of materials by the client
Materials to be provided by the client must be delivered to us free of charge in perfect condition in accordance with the specification stated in the order confirmation. We do not subject the materials to any quantity or quality control. To compensate for circulation differences and return losses, e.g. during postal delivery, an additional delivery of 5% of the material to be processed is required. The costs for the disposal of packaging material shall be charged to the client. Liability for the content (see points II. 2.3 and II.3.1) lies exclusively with the client. If the materials provided by the client do not meet the requested specifications or if they are damaged on delivery, any additional costs incurred shall be borne by the client. Residual material from advertising mailings will be destroyed by us after the order has been processed, unless the client specifies otherwise within two weeks of receiving our notification of residual material.
4. cleansing and information enrichment of customer databases
4.1 Adjustment and correction of customer inventories
The correction or deletion of incorrect customer addresses is carried out on the basis of the latest reference files and programs available to beDirect. Errors cannot be ruled out in principle due to the fluctuation of companies mentioned under 2.1 and the usual market limitations of IT procedures.
4.2 Information enrichment of customer databases
Referencing and the addition of information are subject to the restrictions mentioned in 4.1.
4.3 Liability
Liability for the restrictions mentioned under 4.1 and 4.2 is excluded. Any further errors in data processing and allocation for which we or our vicarious agents are at fault will be corrected by us free of charge as far as possible. If a correction is not possible, our liability is also limited to the amount of the invoice for the order. Complaints due to defective services must be reported to us immediately after the client becomes aware of them. In any case, we must be given the opportunity to rectify the defect. The aforementioned limitations of liability do not apply to damages resulting from injury to life, limb or health. The exclusion of liability shall not apply to other damages if these are based on an intentional or grossly negligent breach of duty by us or our executives, if a material contractual obligation (so-called cardinal obligation – in particular a contractual main obligation) has been breached or if another obligation not to be classified as a material contractual obligation has been breached intentionally or through gross negligence by simple vicarious agents. However, in the event of breach of a material contractual obligation or intentional or grossly negligent breach of another obligation by simple vicarious agents, liability shall be limited to the amount of typically foreseeable damage. The exclusion of liability shall also not apply to claims under the Product Liability Act or to claims covered by our guarantee.
III Other
All agreements deviating from the above conditions must be made in writing to be valid. Should any of the above conditions be invalid, this shall not affect the validity of the remaining conditions.
Phone 05241 80-45600
E-mail info@bedirect.de
