General terms and conditions
- Inclusion of the GTC
(1) Radiosphere provides services in the field of media monitoring and media analysis exclusively on the basis of these General Terms and Conditions (GTC). They are an agreed part of all orders placed with Radiosphere. Details of the scope of services are set out in the respective service contract and these General Terms and Conditions.
(2) These General Terms and Conditions extend to all service contracts that are concluded or have been concluded with the Customer, its subsidiaries or successor companies.
- Services
(1) The subject of the contract is the agreed service, not the achievement of a specific economic success. The decision on exactly how to provide this service is made by Radiosphere.
(2) Radiosphere is entitled to engage subcontractors to perform the service.
- Cooperation obligations of the customer
(1) The customer is obliged to support Radiosphere or its subcontractors in the performance of the services to the best of its ability. The customer shall ensure that all its required cooperation services or those of its vicarious agents are provided in due time, to the required extent and free of charge for Radiosphere.
(2) If the customer does not sufficiently fulfill his obligation to cooperate in the agreed manner, he shall bear the resulting consequences, such as additional expenses or delays, and shall compensate Radiosphere for all damages resulting therefrom. During this time Radiosphere is released from the obligations arising from the respective service contract and these General Terms and Conditions.
- Responsibility for contents
Radiosphere only grants the customer access to content and information provided by other providers. The content available via the Internet is – unless expressly stated otherwise – not offered by Radiosphere, but by third parties and for which Radiosphere is responsible. Accordingly, Radiosphere assumes no liability under the Telecommunications Telemedia Data Protection Act (TTDSG) for the legality, quality and timeliness of the content offered by third parties and retrieved by the customer, nor for its use by the customer. The customer is solely responsible for the use of the retrievable content and its use.
- Remuneration
(1) The amount of remuneration results from the service contract. Unless otherwise agreed, all prices quoted are exclusive of travel costs, expenses and statutory value added tax.
(2) All remunerations shall be due for payment without deduction on the date specified in the invoice.
(3) Radiosphere is entitled to charge interest from the due date at a rate of eight (8) percent above the applicable prime rate, unless the customer proves that Radiosphere has actually incurred only a lesser loss. §288 para. 4 BGB shall apply.
(4) Price changes are possible at any time and will be communicated to the customer by Radiosphere. The contract shall continue to exist at the amended conditions after the end of the billing period following the notification. In the event of a significant price increase, the customer has the option of terminating the contract in writing as of the increase period.
- Warranty
(1) If the services provided by Radiosphere are defective, Radiosphere will correct the defect, provided that the customer fulfills his obligations to cooperate according to 3. within a period of 8 days after delivery. Limitations in the quality of the services due to technical circumstances beyond the control of the customer are considered to be non-defective. There shall be no claim to rectification if the customer fails to comply with its obligations to cooperate in accordance with 3. in due time.
(2) If the correction according to paragraph 1 fails in spite of two subsequent improvements, the customer may obtain an appropriate reduction of the remuneration within one year after receipt of the service. In the case of continuing obligations, the reduction can only be claimed for the future. A retroactive reduction is excluded.
(3) Radiosphere does not assume any further warranty, in particular for the completeness of the delivered data or results.
(4) For deliveries by electronic tools and internet services, the software product and the documentation related thereto are provided to the Customer without warranty of any kind, either express or implied.
(5) In case of disruptions of the delivery, which are not related to the service, Radiosphere has the right to correct the error within 24 hours after receipt of the error message from the customer, without any warranty claims for this period.
(6) In case of malfunctions of a software product installed by Radiosphere at the customer’s site, which are caused by the software already existing at the customer’s site, the warranty is excluded.
- Data Protection
(1) Radiosphere undertakes to comply with the statutory provisions on data protection, in particular the General Data Protection Regulation (GDPR), the Telecommunications Act (TCA), the Telemedia Act (TMA).
(2) Personal data of the customer will only be collected, processed, used or transmitted to third parties if the data subject has consented or if the GDPR, TCA, TMA or any other legal regulation so directs or permits.
(3) For all information in connection with the use of personal data at Radiosphere, please refer to our separate privacy policy.
- Copyrights
(1) All exploitation rights to the services provided by Radiosphere are reserved. Reproductions thereof are only permitted within the legal copyright framework or on the basis of a special agreement.
(2) Documents and data supplied to the customer by Radiosphere may be used exclusively for the customer’s own internal use within the framework of the copyright provisions, irrespective of the respective carrier medium.
- Exemption
(1) The customer shall be liable for the contents transmitted by him.
(2) If the customer violates rights of third parties as a result of a violation of the regulations of 4. or if he violates legal regulations by contents or information transmitted by him, he indemnifies Radiosphere from all claims of third parties and compensates Radiosphere for the resulting damage.
- Liability
(1) Radiosphere shall only be liable to entrepreneurs for damages, except in the event of a breach of essential contractual obligations, if and to the extent that Radiosphere, its legal representatives, executive employees or other vicarious agents are guilty of intent or gross negligence. In the event of a breach of material contractual obligations, Radiosphere shall be liable for any culpable conduct of its legal representatives, executive employees or other vicarious agents.
(2) Except in case of intent or gross negligence of legal representatives, executives or other vicarious agents of Radiosphere, the liability is limited to the amount of damages typically foreseeable at the time of conclusion of the contract. Radiosphere shall only be liable for indirect damages, in particular for loss of profit, in the event of intent or gross negligence on the part of legal representatives, executives or other vicarious agents of Radiosphere. Liability is excluded for the customer’s lost profits, savings not made by the customer, indirect damage, consequential damage caused by a defect as well as damage caused by an irregular behavior of the customer in accordance with 3. or 4. of these GTC are caused.
(3) Radiosphere’s liability towards entrepreneurs is, without prejudice to the limitation of liability in paragraph (2), in any case limited to the amount that the customer has paid for the service or, in the case of continuing obligations, has to pay for the duration of a calendar year.
(4) Radiosphere is not liable for damages resulting from force majeure, which are in particular operational disruptions and gaps in Radiosphere’s information sources caused by natural events, acts of war, tariff disputes and similar events.
- Term and termination
(1) The service contract shall commence on the date specified therein. If no date has been set, it shall commence on the working day following the signature of the temporally latter party.
(2) The service contract may be terminated by the parties for good cause. Radiosphere is entitled, among other things, to terminate the contract without notice if the customer is more than one month in arrears with the payment of a due fee.
- Other provisions
(1) Verbal collateral agreements have not been made. Changes and additions to these terms and conditions must be made in writing.
(2) The transfer of rights and obligations from a service contract to a third party requires the written consent of Radiosphere.
(3) German law applies. The place of jurisdiction is Kirchheim unter Teck.
(4) Should individual provisions of the service contract or these General Terms and Conditions be invalid or unenforceable in whole or in part, this shall not affect the remaining provisions. The invalid or unenforceable regulation shall be replaced by a regulation that comes as close as possible to what the parties intended or would have intended according to the sense and purpose of the contract. The same applies insofar as the service contract or the General Terms and Conditions contain a loophole unforeseen by the parties.
AGB, Stand Dezember 2022, © RADiOSPHERE GmbH – Eisenbahnstr. 59 – 73265 Dettingen u. Teck