StackFuels T&C: General Terms and Conditions
1. contracting parties and definitions
(2) The following definitions apply to these GTC:
"Digital learning content" refers to all training courses that are available on the Learning Experience platform and those that will be added there by StackFuel in the future.
"Force majeure" means events that could not be averted by StackFuel or the customer with due care, such as natural disasters of any kind, fire, traffic accidents, war, sabotage, strikes and/or power failures.
"Learning Experience Platform" means the platform operated by StackFuel under the URL datalab.stackfuel.com, including all functions and content.
"License" means a training and management offer that is assigned to a platform user ("User") through a purchase or allocated by the customer as part of a separate license management process.
"Licenses" means the total number of all licenses acquired by a customer, irrespective of whether a license has been used by a user and/or has already been allocated to a user by the customer.
"Membership" refers to a special training offer based on an ongoing membership, in which the designated learning content and associated services can be used by the user without restriction.
"Career Track" refers to a training and retraining program lasting several weeks in which the user wishes to obtain a new professional qualification. Training starts are acquired for "Career Tracks". Depending on the duration of the training, either half a training start or a full training start is spent.
"Party/Parties" means StackFuel and/or the customer.
"Confidential Information" means all information and documents, regardless of the manner of their embodiment or reproduction, including contractual documents, which are made available to one party by the other party and which are not publicly available or the content of which indicates that they are obviously not to be treated as confidential. Confidential information includes, but is not limited to, technical, business and other information, such as information relating to technology, research and development, products, services, prices of products and services, customers, employees, subcontractors, marketing plans, financial matters.
2 Subject matter of the contract and conclusion of the contract of use
(1) StackFuel operates the Learning Experience Platform via the Internet and makes it available to its customers using various license models.
(2) The subject matter of the contract is the internet-based access to the StackFuel Learning Experience platform in its current version, with the implemented functionalities as well as the use of the content provided by StackFuel on the Learning Experience platform for the duration of the user contract by the customer (the "Services") and the licenses concluded.
(3) The services include the provision of the necessary IT resources for the contractual use of the functions of the Learning Experience Platform as well as the storage of the data generated from the use of the Learning Experience Platform by the customer and/or its users on a StackFuel server during the term of the contract.
(4) The specific training and management offer as well as the agreed remuneration model and the number of licenses result from the respective offer from StackFuel to the customer. If the customer wishes to acquire additional licenses or expand the range of services, this requires a corresponding supplementary agreement between the parties.
(5) Unless otherwise agreed in the offer, the User Agreement is entered into upon the customer’s acceptance of the offer and the return of the signed offer to StackFuel (the „Start of the Agreement“).
3. scope of services
(1) During the term of the contract, the customer receives access to all functions of the Learning Experience Platform by activating and/or assigning the purchased licenses.
(2) Further services by StackFuel are not part of the contract.
(3) The transfer point for the services of StackFuel to the customer is the router output of the server of StackFuel or the external data center service provider commissioned by StackFuel. Otherwise, the use of computer systems and lines of third parties on the Internet is at the risk of the customer.
(4) StackFuel is entitled to amend this license agreement and to revise the services and extend the range of functions without significantly restricting the agreed services. StackFuel will notify the customer of changes to this license agreement four (4) weeks before they come into effect in writing or by e-mail to the contact address provided. StackFuel will inform the customer of the changes as well as the deadline for objection and point out the consequences of the objection. The objection can be sent by e-mail to the address provided. If the customer does not object to the change in writing or by e-mail within a period of four (4) weeks from receipt of the notification of change, the change will become part of the contract. If the customer objects, the parties shall mutually agree on a solution. In the event of disagreement, StackFuel is entitled to terminate the contract.
4. availability of the services
(1) StackFuel makes the digital learning content and the platform available to the customer for use 24 hours a day, 365 days a calendar year. StackFuel guarantees an average availability of the services of 99 % per calendar year ("SLA").
(2) StackFuel is entitled to interrupt the services for 6 hours per month for maintenance work if work is to be carried out on its server and/or other service content that cannot be carried out without interrupting the services. StackFuel may, if possible, schedule the maintenance windows outside normal working hours. The times of the maintenance windows are not considered times of unavailability within the meaning of section 4(1) of these GTC.
(3) If possible, StackFuel will inform the customer in advance about maintenance work, line interruptions and their expected duration as well as about any disruptions.
(4) The customer is aware and acknowledges that 100% availability of the digital learning content and the platform is not possible and is not guaranteed by StackFuel. However, we endeavor to ensure that the availability of the digital learning content and the platform is as high as possible. However, maintenance work in particular may lead to errors or temporary unavailability of the platform and/or the digital learning content. StackFuel is not responsible for internet or network-related downtimes and in particular for downtimes during which the services cannot be accessed via the internet due to technical or other problems that are beyond StackFuel's control, such as force majeure, fault of third parties, etc.
5. rights of the customer, conditions of use
(1) The right to use a license and the associated use of the platform requires that the unique professional and/or personal characteristics of the user, such as e-mail address and first and last name, have been transmitted to StackFuel by the customer for the assignment of a license and that the users are able to log on to the platform via the Internet with the user account and login data provided by StackFuel.
(2) User accounts and the associated licenses may not be used by anyone other than the clearly assigned users outside of the license terms.
(3) Once a license for the "Membership" service has been assigned, it is bound to the user for 12 months.
(4) Within the scope of the license, StackFuel grants the customer the non-exclusive, non-sublicensable and non-transferable right to use the line offer in accordance with the usage contract for the term of the contract. The right of use is limited to the purpose of the training offer.
(5) All rights to the services remain with StackFuel. The customer is not authorized to copy the Digital Learning Content or other content of StackFuel to his own computer or otherwise outside the server system of StackFuel.
(6) The customer may not pass on the Digital Learning Content and other StackFuel content to third parties (i.e. neither sell, rent nor lend) and may not make it accessible to third parties.
(7) The customer may not translate, modify, edit, decompile, reverse engineer or disassemble the Digital Learning Content and other content of StackFuel. Mandatory statutory rights under copyright law remain unaffected.
6 Obligations of the customer
(1) The customer shall create the necessary conditions for use on the customer side, in particular the system requirements, infrastructure and for the telecommunications connection between the customer and StackFuel up to the transfer point.
(2) The customer is obliged to check his data and information for viruses or other harmful components before entering them and to use state-of-the-art virus protection programs for this purpose.
(3) The customer shall take the necessary precautions to prevent the use of the services by unauthorized persons. To this end, the customer shall, where necessary, instruct his employees to comply with copyright law. The customer will inform StackFuel immediately if there is a suspicion that passwords may have become known to unauthorized persons.
(4) The customer undertakes not to, either itself or through third parties
- use the platform and the digital learning content to transmit viruses, malicious software or other software that can damage computers,
- use the platform and the digital learning content to insult, discriminate against or otherwise violate the rights of other persons or companies,
- reproduce, decompile, modify or damage the platform and the digital learning content or parts thereof,
- Use software that automatically reads data from the platform and digital learning content,
- use the platform to encourage other investors to breach the user agreement,
- misuse the platform and the digital learning content in any other way for unlawful purposes.
(5) The customer is also responsible for monitoring its personnel and in particular the names of the users. He is obliged to obligate his personnel to comply with the provisions of the contract applicable to them.
(6) The customer shall ensure that users only choose secure passwords for access in order to guarantee appropriate access protection to the accounts.
(7) The customer may not circumvent or disable security measures set up by StackFuel, he may not change the content of StackFuel.
(8) The customer is responsible for ensuring that the use of the platform and the services as well as the access data are not incorrect, racist, sexually explicit or offensive and do not violate the rights of third parties. In the event of non-compliance, StackFuel reserves the right to block the respective user account and/or to terminate this contract without notice following a corresponding request by the customer.
7. contract term
StackFuel distinguishes between the product categories "Membership", "Career Tracks" and "Skill Tracks" in its own offering.
The following applies to the "Membership" training product:
(1) Unless otherwise agreed in the offer, the contract of use shall enter into force upon acceptance of the offer by the customer and shall have a contractual term of one (1) year from the start of the contract.
(2) At the end of the first contract year, the contract shall be extended by one (1) further year in each case if it is not terminated by one of the parties with one (1) month's notice to the end of the contract year. Text form in accordance with § 126b BGB is sufficient for termination, e.g. by e-mail.
(3) The right to terminate the contract of use for good cause remains unaffected. In particular, StackFuel is entitled to terminate without notice if the customer fails to make due payments despite a reminder and a grace period or violates the contractual provisions on the use of the Learning Experience Platform and the services. Termination without notice requires in any case that the other party is warned in writing and requested to eliminate the alleged reason for termination without notice within a reasonable period of time.
(4) Upon termination of the contract of use, the customer is no longer entitled to use the services, including the Learning Experience Platform, or parts thereof.
The following applies to training courses in the "Career Tracks" and "Skill Tracks" product categories:
(1) Unless otherwise agreed in the offer, the contract of use shall enter into force upon acceptance of the offer by the customer and shall end upon completion of the training or upon termination.
(2) The contract ends upon completion of the training or by ordinary termination. Text form in accordance with § 126b BGB is sufficient for termination, e.g. by e-mail.
(3) The right to terminate the contract of use for good cause remains unaffected. In particular, StackFuel is entitled to terminate without notice if the customer fails to make due payments despite a reminder and a grace period or violates the contractual provisions on the use of the Learning Experience Platform and the services. Termination without notice requires in any case that the other party is warned in writing and requested to eliminate the alleged reason for termination without notice within a reasonable period of time.
(4) Upon termination of the contract of use, the customer is no longer entitled to use the services, including the Learning Experience Platform, or parts thereof.
8. remuneration
(1) In exchange for the provision of the Services, the Customer shall pay a usage fee in the amount agreed upon in the offer for each contract year (the „Service Fee“).
(2) The service fee is independent of usage and is also payable if fewer than the agreed maximum number of users register in accordance with the purchased licenses and/or users do not make use of the service.
(3) The service fee is payable in advance for each contract year in accordance with Section 8 (4).
(4) The respective service fee must be paid within 30 days of receipt of the respective invoice from StackFuel by the customer to the StackFuel business account specified in the invoice. All amounts are subject to the applicable value added tax. If the customer is in default of payment, the interest rate for the outstanding service fee is nine (9) percentage points above the respective base interest rate.
9. training extensions
The training courses in the "Career Tracks" product have a fixed training duration. StackFuel grants an extension of 6 weeks beyond the defined end of the training free of charge. For each additional week beyond this, StackFuel charges a fee of one hundred (100) euros.
10. naming as reference customer
(1) StackFuel is entitled to name the customer as a reference customer in press releases or other marketing materials as well as on the StackFuel website. The customer may object to being named in writing (e-mail is sufficient).
(2) The information may also include the customer's company logo. For this purpose, the customer grants StackFuel a free, simple, temporally and spatially unlimited, non-transferable right of use with regard to the name and trademark rights required for this purpose.
11. liability for defects, liability
(1) StackFuel guarantees the functionality and operational readiness of the Learning Experience Platform and the services in accordance with the provisions of this license agreement.
(2) StackFuel is entitled to immediately block the customer's posted content or, in special cases, access to the Learning Experience platform if there is reasonable suspicion that the content stored by the customer is illegal and/or infringes the rights of third parties and/or the customer violates these GTC. A reasonable suspicion of illegality and/or infringement of rights exists in particular if courts, authorities and/or other third parties inform StackFuel of this. StackFuel must immediately inform the customer of the block and the reason for the block. The block must be lifted as soon as the suspicion is invalidated.
(3) The liability of StackFuel for damages, regardless of the legal grounds, in particular due to impossibility, delay, defective or incorrect delivery, breach of contract, breach of obligations in contract negotiations and tort, is limited in accordance with this section 11, insofar as it depends on fault.
(4) The liability of StackFuel for damages caused by and in connection with the exercise of rights and obligations arising from this license agreement is excluded. This does not apply to
- Damages resulting from injury to life, body or health, which are based on a negligent breach of duty by StackFuel or a legal representative or vicarious agent of StackFuel;
- Damages based on a breach of duty by StackFuel or a legal representative or vicarious agent of StackFuel with regard to essential contractual rights and obligations which are indispensable for the proper execution of the contract and which jeopardize the achievement of the purpose of the contract (cardinal obligations);
- Damages that are based on an intentional or grossly negligent breach of duty by StackFuel or a legal representative or vicarious agent of StackFuel;
- liability under the Product Liability Act;
- liability in the event of the assumption of a guarantee.
(5) StackFuel's liability for damages that do not result in injury to life, body or health and that are based on a negligent breach of duty by StackFuel or a legal representative or vicarious agent of StackFuel is in any case limited to contractually typical and foreseeable damages.
(6) The above exclusions and limitations of liability apply to the same extent in favor of the organs, legal representatives, employees and other vicarious agents of StackFuel.
(7) StackFuel is not liable in the event of force majeure. This applies in particular to non-compliance with availability in accordance with section 4(1) of these GTC.
(8) StackFuel is not liable for the loss of data insofar as the damage is based on the fact that the customer has failed to carry out data backups prior to the transmission of the data and/or later - insofar as it was technically possible - and thereby ensure that lost data can be restored with reasonable effort.
(9) StackFuel is not responsible for the content of third party websites or for damages caused by the defectiveness or incompatibility of software or hardware of users. Likewise, StackFuel is not responsible for damages caused by limited accessibility of the platform or the digital learning content, insofar as this is beyond the control of StackFuel. StackFuel carefully checks the content of third-party websites linked from the website. However, as StackFuel cannot monitor every change to these websites, StackFuel accepts no liability for the content or function of the linked websites or any damage arising in connection with the use of the linked websites, subject to the provisions of this Section 11.
12. confidentiality
(1) The parties shall treat as confidential all Confidential Information that one party discloses to the other party under the contract or receives from the other party and shall use it solely for the purpose of providing the service.
(2) The parties shall protect Confidential Information from unauthorized access and treat it with the same care that they apply to their own, equally Confidential Information, but at least the care of a prudent businessman.
(3) These confidentiality obligations do not apply to information that
was known to the receiving party before it received it from the other party under the contract, or was independently developed by the receiving party without recourse to confidential information of the other party, or was obtained by the receiving party from a third party who is not bound by restrictions on the use and disclosure of such information, or is or becomes generally known through no fault or act of the receiving party, or which a party has exempted from confidentiality by written declaration to the receiving party.
13. data protection
(1) The parties shall comply with the applicable data protection regulations. If the customer requests special processing by StackFuel, the customer shall ensure that it is also authorized to process the personal data.
14. final provisions
(1) The contract and the agreements made under it are subject to the law of the Federal Republic of Germany, excluding the UN Convention on Contracts for the International Sale of Goods and excluding the conflict of laws. The exclusive place of jurisdiction is the registered office of StackFuel.
(2) There are no verbal agreements to the contract. Amendments or additions to the contract must be made in writing to be effective. The same applies to the waiver of this written form requirement.
(3) Should individual provisions of the contract be or become invalid or unenforceable, this shall not affect the validity of the remaining provisions of the contract. In place of the invalid or unenforceable provision, the parties shall agree on a provision that comes as close as possible to the economic purpose of the invalid or unenforceable provision. The same shall apply in the event that the parties subsequently determine that the contract is incomplete.