General Terms of Use
of
GET reliefgoods.org GmbH
Status: January 2018
1. Scope
GET reliefgoods.org GmbH, Lindengasse 56/18-19, 1070 Vienna, FN 451109x (hereinafter referred to as “Operator”) operates an internet platform under the domain reliefgoods.org for the purpose of the initiation of orders relating to the delivery of goods between non-profit organisations, non-governmental organisations and relief organisations (NPO/NGO/CBO/FBO/MLO/IFRC/ICRC, governmental organisations and suppliers of relief goods) hereinafter referred to as “Users”.
These General Terms of Use (hereinafter General Business Terms [German abbreviation: AGB]) of GET reliefgoods.org GmbH shall apply in the version that is valid at the time of use to all contractual agreements, which are concluded between the Operator and the Users of the platform.
The Operator is in no way involved in the contents of the contractual agreements between Users; it is especially not an intermediary or a representative of a User. For this reason, the Operator shall not be responsible for service obligations accrued for legal transactions of the Users initiated via the platform. The service and liability obligations of the Operator are oriented to its activity merely as an Operator of the platform and are limited according to the following regulations.
These General Business Terms shall apply to all agreements between the Operator and the Users with regard to the contractual platform. The use of the platform is exclusively reserved for entrepreneurs.
With registration, the User declares that it agrees with these General Business Terms. These General Business Terms shall apply to all future business transactions, without the need for a further explicit agreement.
Amendments and addendums to the General Business Terms as well as oral agreements, which deviate from the contents of these General Business Terms, will only become effective with the written confirmation by the Operator. The Operator explicitly objects to any possible General Business terms or Terms of Purchase of the User. General Business Terms submitted by the User that deviate from these General Business Terms shall not be valid unless their validity was explicitly agreed to in writing.
2. Contractual language
The contractual language is German. All other information, customer services and complaint settlements will be offered in the German language.
3. Applicable law, place of jurisdiction, place of fulfilment
These General Business Terms and the contracts that are to be concluded by involving these General Business Terms are governed by Austrian substantive law under the exclusion of the Convention of the United Nations on Contracts for the International Sale of Goods (UN law governing sales). The place of jurisdiction of the Operator is deemed as agreed. The place of performance for service and payment is the registered seat of the Operator.
4. Registration
A registration is necessary in order to carry out invitations to tender via the platform or to be able to submit bids.
The registration is only to be carried out by persons with the power of attorney or persons of the User authorised in this respect.
The registration shall be carried out by the truthful entry of the requested data. Changes with regard to the data are to be communicated to the Operator without delay, respectively the User has to ensure the validity of the user data itself. A registration with incorrect data is inadmissible and will result in an immediate exclusion.
Corresponding proof is to be provided that the registering User is involved with NGOs/NPOs/relief organisations or suppliers. The Operator reserves the right to check the transmitted data and proof in case of doubt.
Multiple registrations are forbidden, with the exception of subsidiary organisations or sub-organisations.
After registration, the User will receive an e-mail for confirmation. The registration process is only deemed completed after the Used has successfully carried out the confirmation.
The User is obligated to ensure that the registration or access data are not made accessible to any third parties. The User bears the full responsibility for all acts, which are carried out via the respective profile. The User is further obligated to inform the Operator without delay each time third parties become aware of the access data or of any abuse of the profile.
There is no claim for the use and thus associated registration on the platform. The Operator is entitled to refuse a registration without stating any reasons. All data entered in the registration form up to this point will then be deleted by the Operator.
5. Conclusion of contract, usage contract, costs of the use and ban on bypassing
The Operator offers the User the possibility of registration. The sending of data represents an offer for the conclusion of a usage contract. The acceptance is carried out by the Operator in the event of sending an e-mail for confirmation of the access data. The contract shall be concluded by the conclusion of the registration process.
The usage contract entered into for the use of the platform is concluded for an indefinite period of time and can respectively be ended as of the last day of the month by adhering to a period of notice of 2 weeks. The termination is to be sent to the Operator in writing (by post or by e-mail).
The contracts concluded between the Users shall remain unaffected by the termination of the usage contract. Already incurred processing costs shall also continue to exist irrespective of a termination. The use of the platform is principally free of charge for users placing orders.
In the event of the conclusion of a contract between various Users, processing costs will be due and payable by the User accepting an order to the Operator in the amount of 5% of the invoice amount. The amount is to be transferred into the account of the Operator (details of the account) no later than by the respective last day of the month. Upon the User accepting the order, the operator shall be entitled to a book inspection right and has to send the relevant invoice to the Operator without question.
The Users are forbidden from directly concluding further business transactions amongst one another in bypassing the Operator’s platform after conclusion of the contract. In case of a breach of this obligation, the processing costs will be due and payable in the amount of 5% of the invoice amount per breach. This shall have no effect on a claim for damages beyond this.
6. Information obligations
The User must accurately provide the Operator with all information and facts that are necessary for the provision of the service.
Changed circumstances, in particular changes to the User’s data (name, address, e-mail) are to be brought to the attention of the Operator without delay. In particular, the User is obligated to report possible changes to its address immediately. If the User fails to make such a report then additional costs, which are incurred owing to the omitted report, are to be paid by the User. Declarations shall be deemed as received if they have been sent to the last known address.
Users are obligated not to provide any intentional or fraudulent false details in their profile and in the other zones of the portal. The Operator reserves the right to dissolve the existing contractual relationship with immediate effect in such a case.
7. Invitation to tender
a. The User placing the order (customer) has the possibility to start an invitation to tender (RFQ) via the Operator’s platform.
In order to carry out the invitation to tender it is obligatory for the customer user to state the following information or tender requirements:
a. Organisation issuing the invitation to tender and location
b. Clear specification of the goods to be delivered (codes, product name, etc.)
c. Quantity of the goods to be delivered
d. Place of delivery
e. Delivery date
f. Sell by date details in the event of the delivery of perishable goods
g. Terms of delivery (Incoterms)
h. Terms of payment
i. End of the invitation to tender deadline
b. The invitation to tender (RFQ) sent by the customer user will be checked by the Operator with regard to possible deficiencies in quality and the Operator reserves the right to reject an invitation to tender without stating any reasons with the non-fulfilment of the standards.
c. With the existence of a confirmed invitation to tender all contracting users (contractor), which have entered themselves in the category of the invitation to tender, will be informed of the invitation to tender by e-mail.
d. Invitations to tender can be withdrawn up to before the expiry of the offer deadline. All contractor users which have submitted a quote until this time, will be informed thereof.
Expiry of the submission of a quote on the part of the contractor users
e. In the event of a new invitation to tender in a category for which a contractor user has registered, it will receive a notification by e-mail and therefore the possibility to submit a quote for the invitation to tender.
A link to the invitation to tender overview can be found in this e-mail.
f. In order to be able to submit a quote with regard to an invitation to tender various details are to be provided by the contractor user; above all possible deviations from the requirements are to be made clear in the invitation to tender (e.g. deviating delivery date, etc.). The announcement of the information is carried out by means of a form.
A contractor user has the possibility to submit several quotes for the same invitation to tender.
Acceptance of the quote
g. After the end of the tender period, the customer user is requested to accept one of the transmitted quotes within 3 workdays.
With the placement of the order the contractor user, which has been awarded the contract, will receive a notification in this respect by e-mail. All other contractor users will automatically receive a rejection. In the event that a contractor user has submitted several quotes, a separate rejection will be sent for each quote.
Invoicing / conclusion of the contract
h. After acceptance of the quote the contractor user, which has been awarded the contract, has to send an invoice to the customer user.
This shall be carried out using electronic means by uploading the invoice into the platform.
i. The customer user has to verify the invoice. The verification will completed by a confirmation or rejection of the invoice.
In the event of a rejection, it must be noted and the contractor user subsequently has to make a corrected version of the invoice available. If the contractor user does not satisfy this obligation, or if it does not want to agree to the changes, a new invitation to tender will be conducted.
Only in the event of a confirmed invoice can it be assumed that the contract has been concluded between the customer and the contractor user.
j. After conclusion of the contract between the contractor and the customer user, the contract has to be fulfilled by the contractual parties (contractor and customer users). The following possibilities exist with regard to the payment modalities of the fulfilment of the contract:
Payment in advance:
The customer user has to transfer the invoice amount into the bank account given by the contractor user. The execution of a bank transfer must be proven to the Operator.
After this, the contractor user will be requested by the Operator to send the goods. The contractor user has to make the confirmation of shipment available to the Operator so that it can be transmitted to the customer user.
Cash on delivery:
The contractor user has to send the goods without delay after the confirmation of the invoice by the customer user. This is to be proven to the Operator. The Operator shall transmit the confirmation of shipment to the customer user. With the disclosure of the confirmation of shipment, the bank details for the transfer of the invoice amount will be given.
k. The conclusion of the legal transactions intended by the User by means of the system of the platform, their proper execution with regard to all resulting obligations, as well as the creditworthiness and integrity of other system users in not guaranteed by the operator. The Users shall insofar conduct their legal transactions via the Operator’s platform independently and at their sole responsibility.
l. The Users have no legal entitlement to the conclusion of a contract.
m. The fulfilment of the contract by the customer and contractor users has to be carried out with the due care and attention of an ordinary businessperson.
n. The service of the Operator is limited to making the platform available. The contractual relationship with regard to the delivery of the goods shall only be established between the customer and the contractor users. For this reason, the Operator shall not assume any warranty for the accuracy of the Users’ details.
The Operator will not be liable either for claims, no matter of what kinds, which result from the conclusion of the contract, from the fulfilment of the contract, or the non-conclusion of a contract between the customer or the contractor users. Exclusively the respective contractor user as the contractual partner will be liable towards the customer user for the purchased goods or the provided services. Claims such as, for example, for warranty, guarantee, or liability for defects shall consequently exclusively exist against the respective contractor user.
o. The users shall indemnify and render harmless the Operator for all claims.
8. User account
A user account on the portal is exclusively envisaged for the sole and personal use of the User and an assignment of the customer account to third parties is excluded.
The Operator reserves the right to remove profiles and/or all contents published in the portal by or of Users.
The User is exclusively and solely responsible for the contents of its registration and the information that it makes available about itself.
The User additionally assures that it will not use the data of third parties entrusted in its care for commercial purposes – beyond the determination of the platform – , including advertising purposes. The User explicitly declares that it possesses all rights to the information and data it provides (photos, videos, etc.) and that it shall not infringe any rights of third parties by the provision. The User shall indemnify and hold harmless the Operator in this respect.
The User undertakes not to use the portal improperly, in particular not to distribute any defamatory, offensive, or in any other manner unlawful, material or such information. This shall relate to pornographic or racist contents, contents that incite violence, or comparable contents. The client further undertakes not to use the portal in order to threaten or harass other users or to infringe the rights of third parties. The User undertakes not to enter or send any e-mails or chain letters or offers of goods or services, which are not directly associated with the intended purpose of the Operator.
In case of indications of an improper use of the platform, in particular with the non-fulfilment of the contracts concluded via the platform, the Operator reserves the right to exclude the User from the use of the platform with immediate effect.
9. Liability
The use of the platform is carried out at the User’s risk. The Operator shall be exclusively liable for contents, which were created and published by the Operator itself. The Operator shall not be liable for the contents of the individual Users. Liability for the quotes or the contract processing by the Operator is also excluded.
The liability for damages, which are suffered by the Users in connection with the use of the platform, is limited towards the Operator to wilful intent or gross negligence.
External links to websites of third parties shall not constitute a recommendation of the Operator. The respective website operator is always responsible for the contents of such websites. The Operator shall not assume any liability or warranty for the contents of such websites.
The Operator shall not be liable for the contents of the invitations to tender or quotes, the accuracy and completeness of the data of other Users as well as their usability by the User in a certain manner.
The liability for damages owing to the abuse of data by other Users is excluded.
The Operator further does not assume any responsibility for the contents and the accuracy of the details in the registration and profile data of the Users as well as for the further contents generated by the Users.
With regard to the searched or offered service/delivery, the contract shall be exclusively concluded between the respectively involved Users. Therefore, the Operator will not be liable for services, their omission, their settlement or for other cases of the Users.
The Operator shall not be liable for the unauthorised gaining of knowledge of personal user data by third parties (e.g. by “hacking” of the database). Neither shall the Operator be liable for the abuse of information of clients by third parties.
The Operator reserves the right – however does not enter into the obligation –, to check the contents of a text written by a User as well as uploaded contents (photos, videos, etc.) for their legality and, if necessary, to delete these in full or in part.
The User is obligated to indemnify or hold harmless the Operator in case of damages or a claim, which occurred due to an improper registration or use in breach of the contract by the User.
10. Technical availability and Force Majeure
The aim of the Operator is to enable a comprehensive availability of the platform for the Users. However, there is no claim for availability. This claim cannot be guaranteed for technical reasons. The Operator endeavours, by extensions or improvements, to constantly further develop the platform in itself and also the security of the platform. This can lead to a temporary suspension of the services of the Operator and a restricted availability of the platform. Events beyond the scope of influence of the Operator may also lead to such a measure. Insofar as maintenance work is carried out, which leads to a restriction to the availability of the platform and the thus associated services, this will be reported to the Users. Corresponding restrictions may also occur on the part of the User by deficient technical equipment and/or deficient data quality via the internet. The Operator is at all times entitled to temporarily restrict the platform and its services if this is necessary due to capacity reasons, for reasons of security, or to carry out other technical measures.
Towards Users Force Majeure or other unforeseeable impediments in the scope of the Operator shall release it from the compliance with the agreed obligations. Deemed as Force Majeure are in particular also interferences to operation and traffic, improper provision of services of sub-suppliers, interruptions to transport or discontinuations of production; for the duration of the aforementioned impediment the Operator shall be released from the obligation to provide the service without the User establishing any claims for a reduction in the price or other damages.
11. Data protection and advertising
In line with the provisions of data protection, it is explicitly highlighted that in fulfilment of the respective contract names, addresses, telephone and fax numbers and e-mail addresses as well as the payment modalities of the clients are stored by the Operator for the purpose of the automation-supported supervision (in particular accounting, client index file, forwarding of the invitation to tender) on data carriers. The User explicitly agrees to the processing of its entered data. This consent can be revoked by the User at all times in writing.
The consent to the transmission of advertising despatches within the meaning of the Telecommunications Act Section 107 shall be deemed as granted. A written revocation (by post or e-mail) of this consent is possible at all times.
12. Final provisions
The nullity of a provision of these General Business Terms shall have no effect on the continued validity of all other provisions. The null and void provision is to be replaced by a commercially equivalent or similar, however admissible provision.
The recognition of an out-of-court conciliation board (internet ombudsman, etc.) is explicitly rejected.
The Operator reserves the right to change these General Business Terms at all times and without stating any reasons with effect for the future. The changed terms and conditions will be sent to the User by e-mail. The changes to the General Business Terms shall be deemed as accepted if the User does not file an objection within 2 weeks after the transmission of the changed business terms. The objection is to be sent in writing (by post or by e-mail) to the Operator.
The User can view, download and print out the respective valid version of the General Business Terms on the website of the Operator (http://www.reliefgoods.org).