OXID Customer and Partner Day
Würzburg
04.07.2024

Terms of service

elio cloud solutions GmbH
Hanauer Landstraße 151
60314 Frankfurt am Main

Phone: +49 69 2474504 40
Fax: +49 69 2474504 49


Managing director:
Simon Toprak, Sascha Vorderstemann

Registration number: HRB 126739
Register court: Amtsgericht Frankfurt

VAT number: DE351896546



1. Offers are subject to change. A contract is only concluded with a written order confirmation from elio cloud solutions GmbH. The sending of an invoice is equivalent to an order confirmation.


2. elio cloud solutions GmbH strives to keep all services offered up to date at all times and to ensure the greatest possible accessibility of its website for its customers. As state-of-the-art software errors can never be completely ruled out and the accessibility of the website also depends on factors over which elio cloud solutions GmbH has no influence (browser compatibility, etc.), no guarantee can be given for 100% accessibility at all times. In principle, accessibility of 95-98% is guaranteed.


3. The specific content and scope of services will be negotiated by the parties before the order is placed and recorded in writing or in text form. On the basis of this service description, elio cloud solutions GmbH first develops a concept. The realization requires the approval of the customer. There is no obligation for approval. With the start of the service provision, the order is concluded on the basis of the service description, the developed concept and these GTC, even if an explicit approval is missing. Subsequent amendments and additions are only possible with the agreement of both parties; they must be made in writing or in text form.


4. Delivery and service deadlines shall be extended appropriately in the event of force majeure or other obstacles for which elio cloud solutions GmbH is not responsible, as well as customer requests for changes during project implementation, insofar as these have a significant influence on the delivery or service. elio cloud solutions GmbH will inform the customer upon request, but is not obliged to do so.


5. The agreed remuneration is a budget-based billing system (hourly and daily rates), which are calculated according to the current price list. In the event of subsequent changes to the scope of services based on Customer requests, elio cloud solutions GmbH may demand additional remuneration. elio cloud solutions GmbH shall inform the Customer of the additional remuneration in this case. Any additional additional services that elio cloud solutions GmbH acquires from external third parties at the request of the Customer, in particular software as well as services, plug-ins, domains, hosting, will be charged to the Customer. In this case, the order with regard to the change in the scope of services only comes into effect if agreement has been reached between the parties. Fees charged to elio cloud solutions GmbH within the scope of a project or service agreement are charged at the usual hourly rates and expenses for communication and correspondence. All prices are net plus the statutory value added tax. Payment is due upon acceptance. If partial acceptances have been agreed, the pro rata remuneration for the respective service section shall be due with each partial acceptance. In this case, the respective service sections to be accepted and the remuneration attributable to them shall be agreed in writing. In the event of default in payment, interest on arrears shall be charged. We reserve the right to claim further damage caused by default.


6. Tickets that are not answered within two weeks are considered completed and are closed. In this case, the service provided by elio cloud solutions GmbH is deemed to have been accepted by the contractor.


7. Training courses are held at elio cloud solutions GmbH. The customer may have the training conducted on its premises if it provides the necessary technical equipment. In this case, the customer must also pay for the travel time and travel costs of the training personnel in accordance with the current price list of elio cloud solutions GmbH.


elio cloud solutions GmbH may cancel a training date for good cause. elio cloud solutions GmbH will inform the customer of the cancellation of an appointment in good time and offer alternative dates.


8. The customer can only offset claims of elio cloud solutions GmbH with undisputed, ready for decision or legally established claims. Among merchants, the assertion of a right to refuse performance or a right of retention against elio cloud solutions GmbH is excluded.


9. elio cloud solutions GmbH warrants that, subject to the restriction set out in Clause 2, the products possess the agreed characteristics and are not afflicted with defects that reduce or cancel the value or suitability for the intended use. However, an insignificant reduction in value or suitability shall not be considered. The warranty for damage caused by the customer is excluded. Any liability is excluded for products (websites, etc.) that have been used or modified by the Customer contrary to the purpose of the contract or explicit instructions from elio cloud solutions GmbH. In the event of a material defect or the absence of a warranted characteristic, the customer must first demand rectification. If the rectification fails three times, the customer may demand the rescission of the contract or the reduction of the agreed remuneration, and in the case of the absence of a warranted characteristic, compensation for damages due to non-fulfilment in accordance with the statutory provisions. In this case, the customer must allow the benefits derived to be offset against his claim for payment. This claim for compensation for use shall be calculated on the basis of the ratio between the agreed price and the normal period of use of a website on the one hand and the actual trouble-free period of use on the other. A period of 6 months shall be deemed to be the normal period of use of a webpage, the online shop. The time between final acceptance and notification of defects by the customer shall be deemed to be the trouble-free period of use. The warranty period shall be six months; it shall also apply to claims for compensation for consequential harm caused by a defect, insofar as no claims in tort are asserted. All warranty periods shall generally begin with the final acceptance of the finished website / other product by the customer. If partial acceptance has been agreed, the warranty period for the respective accepted sub-areas shall commence from partial acceptance. Errors that only occur during the interconnection with other sub-areas are always attributed to the last added and accepted sub-area.


10. elio cloud solutions GmbH is only liable for intent and gross negligence, in the event of a breach of material contractual obligations also for slight negligence. Liability is limited to foreseeable damages typical for the contract. This limitation of liability applies in particular to damages that do not occur to the subject matter of the contract itself or financial losses of the customer such as loss of profit, loss of savings, etc. elio cloud solutions GmbH undertakes to carefully select and instruct its vicarious agents. Furthermore, elio cloud solutions GmbH is only liable for intent and gross negligence of its vicarious agents.


11. In the event of injury to life, limb and health and in the event of claims under the Product Liability Act, the statutory provisions shall apply without restriction.


12. elio cloud solutions GmbH warrants that the contractual use of all deliveries and services provided does not infringe upon the property rights of third parties. elio cloud solutions GmbH shall indemnify its customers against all claims and demands and defend them against all claims asserted on the basis of an infringement of the property rights of third parties. Insofar as a defence can only be made by the customer for legal reasons, elio cloud solutions GmbH will bear the costs incurred. In this case, the Customer must follow the instructions of elio cloud solutions GmbH regarding the defence. This also applies to the selection of a possible legal representative. The obligation to bear costs is conditional upon the customer obtaining and following the instructions of elio cloud solutions GmbH before taking any action. elio cloud solutions GmbH is entitled to make any necessary changes at its own expense due to claims of third party property rights, as long as this does not cause any significant deviations from the line description. elio cloud solutions GmbH is not liable for the infringement of third party property rights, insofar as these are based on materials (photos, texts, etc.) provided by the customer. The Customer indemnifies elio cloud solutions GmbH from all resulting claims for damages. Insofar as, according to the service description, it is possible that third parties may place content on the webpage, online shop, elio cloud solutions GmbH is not responsible for the content of third parties. Both contractual partners are obliged to inform the other immediately in writing if claims are made against them due to the infringement of third party property rights.


13. Liability for the technical security of the Website, access interruptions and data loss caused by the Provider is excluded, insofar as there is no intent or gross negligence on the part of elio cloud solutions GmbH. elio cloud solutions GmbH will, however, support the Customer in asserting claims for compensation against the Provider in this regard and will assign its own resulting claims for compensation against the Provider to the Customer. Insofar as the selection of the Provider is based on advice from elio cloud solutions GmbH, careful selection is guaranteed. The Customer must ensure that comprehensive data backups are carried out after the online placement/acceptance. In the event of a breach of this obligation, elio cloud solutions GmbH shall not be liable for any loss of data and any consequential damage resulting therefrom.


14. The Customer shall hand over the documents to be provided by him for the creation of the Internet presence as soon as possible. The documents necessary for the creation of the concept must be available at the beginning of the work on the concept. The dates for handing over the other documents shall be agreed between the Parties. elio cloud solutions GmbH shall not be liable for delays resulting from a breach of this obligation by the Customer. elio cloud solutions GmbH may request written confirmation from the Customer that the materials provided by the Customer for the respective sub-section are complete and up to date.


15. Both contractual parties appoint contact persons who are responsible for the handling of the project and represent the contractual party with regard to all issues related to the project. elio cloud solutions GmbH will, in order to ensure the continuity of work within the project, only change the responsible contact person with the consent of the Customer. The Customer will not withhold its consent if the replacement is urgently required.

16. Either party is entitled to extraordinary termination if it is unreasonable for it to adhere to the contract due to serious or repeated and persistent breaches of contract by the other side. In the case of repeated and persistent breaches of contract, this shall require that they are repeated despite at least one prior written warning. Furthermore, each side is entitled to terminate the contract without notice if a petition for insolvency is filed against the assets of the other side and is not dismissed as unfounded within four weeks, as well as if insolvency proceedings are opened or dismissed for lack of assets.


17. elio cloud solutions GmbH does not transfer a simple, spatially and temporally unlimited right of use to all parts of the overall service that are capable of being protected by copyright until the remuneration has been paid in full. This licence from the Customer includes all rights of use under copyright law that the Customer requires for normal use as assumed at the time of conclusion of the contract. Without a separate written agreement, the Customer is not entitled to modify copyright-protected services of elio cloud solutions GmbH or to pass on drafts, concepts and plans to third parties. The right to grant sub-licences also only exists with the prior written consent of elio cloud solutions GmbH. elio cloud solutions GmbH has the right to affix a copyright notice in the customary form and design. In the event that no maintenance contract is concluded with elio cloud solutions GmbH for an Internet presence designed by elio cloud solutions GmbH or an existing maintenance contract is terminated, elio cloud solutions GmbH has the option, subject to a charge, to provide the Customer with all documentation necessary for updating and maintaining the webpage and the Online Shop. The areas that are to be accessible for updating are defined in the service description according to Clause 3.


18. The final acceptance of the product shall take place after completion of the final version and before activation in joint inspection of the webpage, the online shop in online use. Prior to the acceptance, the customer shall be instructed in the use of the product, if necessary. If partial acceptances have been agreed, the customer may demand the activation of the respective accepted sub-areas. Acceptance shall take place on the basis of the service description drawn up in accordance with Clause 3. The functional capability of the interconnection of all sub-areas shall also be checked during the final acceptance. If the product proves to be unacceptable, elio cloud solutions GmbH shall rectify the defects within a reasonable period of time. The acceptance test must be repeated within three weeks after notification of the successful rectification of defects. The activation of the webpage, the Online Shop always results in the confirmed final acceptance by the Customer.


19. After fulfilment or in the event of premature termination of the contract, each party shall immediately return all objects and documents to the other party. Data held electronically or on paper by the other party shall either be returned or destroyed at the other party’s request.


20. Both parties undertake to treat all information about the other party obtained in the course of the performance of this contract as strictly confidential. This does not apply to information that is generally accessible or has been published. The collection, processing and storage of data shall be carried out exclusively in accordance with the provisions of German data protection law. Our data protection declaration at https://www.elio-cloud.com/datenschutz applies. Both contracting parties undertake to comply with the statutory provisions on data protection. In particular, they shall oblige their employees to observe data secrecy in accordance with § 5 BDSG.


21. German law shall apply. If the Customer is a merchant, a legal entity under public law or a special fund under public law, or if it has no general place of jurisdiction in the Federal Republic of Germany, the place of performance and jurisdiction for all disputes arising from and in connection with this contract shall be the registered office of elio cloud solutions GmbH.


22. Amendments, modifications and collateral agreements to the contract must be made in writing. This also applies to the waiver of the written form requirement. Should any provision of this contract be invalid, this shall not affect the validity of the remaining provisions. Transmission in text form, in particular by fax or e-mail, shall also be sufficient to comply with the written form requirement.


23. The client agrees to the inclusion of these terms and conditions for future legal transactions. These terms and conditions of business shall be deemed to be included in the version available at the time of submission of the declaration by the client at www.elio-cloud.com/agb without transmitting them to the client.


24. Deviating, conflicting or supplementary general terms and conditions of business shall not become part of the contract unless their validity is expressly agreed in writing.