of the Memberspot GmbH, Rilkestraße 26, 71642 Ludwigsburg, Germany for access to the Memberspot portal as a member
Section 1 Scope of the General Terms and Conditions
Section 2 Description of services, technical requirements for use
Section 3 Conclusion of the contract ("online"), commissioning of further services
1. The contract for access to the portal can be concluded via the Memberspot internet portal by completing and submitting the registration form. In this case, the access data for using the portal will be determined during the registration process. There are two ways to do this:
1.1. The Member completes the registration form and, by submitting the data, makes an offer to conclude a contract for access to the Portal.
Before submitting his or her contractual declaration, the Member can identify any input errors on an overview page as the last step before sending the contractual offer and correct any input errors. The system accepts the contract offer. The Member automatically receives a confirmation of receipt of his/her contract offer generated by the system to the email address he/she has provided (confirmation of receipt). The confirmation of receipt does not yet constitute acceptance of the contractual offer. Acceptance of the contract offer is made in a separate email to the Member. The contract between Memberspot and the Member only comes into effect upon receipt of this separate email. Together with the email of acceptance of the contract offer by Memberspot, the Member is additionally requested to confirm the correctness of the email address provided. Access to the portal will only be technically activated after confirmation (so-called double opt-in procedure).
The contract between Memberspot and the Member comes into effect even without the confirmation of the email address by the Member.
1.2. The Member informs an Admin of his/her data, who stores the data in the portal and sends the Member an email for registration to the email address provided by the Member. The Member checks and, if necessary, completes or corrects the data in the registration form and, by submitting it, makes an offer to conclude a contract for access to the portal. Before submitting his or her contractual declaration, the Member can identify any input errors on an overview page as the last step before sending the contractual offer and correct any input errors. The system accepts the contract offer. The Member automatically receives a confirmation of receipt of his/her contract offer generated by the system to the email address he/she has provided
(confirmation of receipt). The confirmation of receipt does not yet constitute acceptance of the contractual offer. Acceptance of the contract offer is made in a separate email to the Member. The contract between Memberspot and the Member is only concluded and access to the portal is also only technically activated with this separate email.
2. The information provided by the Member during registration must be complete and correct. Subsequent changes to the data (e.g. name, email address) must be communicated to Memberspot immediately. Should the Member culpably fails to comply with these obligations, he/she shall bear all disadvantages incurred by him or her as a result.
3. The text of the contract will not be stored by Memberspot after the conclusion of the contract.
Only the basic data relating to the contract (name, email address, rough description of the services ordered) shall be displayed on the portal for the duration of the contract. The Member shall also receive the text of the contract and these GTC by email together with confirmation of receipt.
4. The contract may be concluded in the German language.
5. Memberspot is not subject to any special codes of conduct not mentioned above.
Section 4 Portal Account, Contractual Obligations of the Member, Functionality of the Portal
Section 5 General rules for the use of the portal
The Member undertakes not to take any action that may impair, damage or destroy the software or hardware or the performance of a computer of Memberspot or a server used by Memberspot for the provision of services, in particular not to post any content containing a malicious code, nor to send unsolicited emails ("spam") or to bring the portal or parts thereof to a standstill
("Denial of Service").
Section 6 Blocking
Memberspot can temporarily or permanently block the portal account, employee accesses or individual contents posted by the Member or for the Member if it is suspected or already established that the Member violates legal regulations or in a significant way violates these GTC, violates the rights of third parties or Memberspot otherwise has a justified interest in blocking. Memberspot has a legitimate interest in blocking a portal account if the blocking is necessary to protect one or more other members, in particular if there is a suspicion that the account is being used for fraudulent or otherwise not only insignificantly damaging activities or the Member has provided false contact details (grounds for suspicion).
Blocking will be limited to what is necessary. The portal account will only be permanently blocked in the event of particularly serious or repeated violations. the Member will be informed of the blocking immediately and the reasons stated. The blocking is to be reversed as soon as the reason for suspicion is invalidated. The obligation to make payment shall continue to exist even in the event of a justified blocking.
Section 7 No payment, termination at any time, data backup by the Member, consequences of termination
Section 8 Amendment of these GTC
Amendments to these GTC shall be offered to the Member in text or written form, such as via an email to the address provided by the Member, at least one month before the proposed date of their entry into force. The Member shall be deemed to have given his or her consent if he or she has not given notice of his or her disapproval before the date proposed for the amendments to take effect. This shall not apply if the change affects main performance obligations, such as the amount to be paid or the services pursuant to Section 2. Memberspot specifically draws the Member's attention to the aforementioned approval effect in the offer for amendment.
Section 9 Limitations of liability, personal responsibilities of the Member
In cases of simple negligent breach of an essential contractual obligation, Memberspot's liability is limited to the amount of the damage typically to be expected and foreseeable for Memberspot at the time of the conclusion of the contract when exercising due diligence. This does not apply to damages resulting from injury to life, body or health.
Claims for damages by the Member in the event of a simple negligent breach of an essential contractual obligation shall become statute-barred one year after the statutory commencement of the limitation period. This does not apply to damages resulting from injury to life, body or health.
Claims for damages against Memberspot arising from statutory liability, for example under the Product Liability Act, remain unaffected by the above provisions and exist to the statutory extent within the statutory time limits.
A possible strict liability of Memberspot for a defect existing at the time of conclusion of the contract according to Section 536a para. 1 alternative 1 BGB (German Civil Code) is excluded unless the defect is an expressly warranted quality or we have fraudulently concealed the defect.
Section 10 Severability clause
If one or more provisions of these GTC are or become invalid in whole or in part or if these GTC contain a loophole, this shall not affect the validity of the remaining provisions of these GTC.
Section 11 Choice of law, agreement on jurisdiction
Section 12 Dispute settlement procedure
Version: December 2020
Disclaimer: German law applies exclusively. The German version of these general terms and conditions is binding. The English version is for information purposes only.