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General terms and conditions of business
Teamdb Business Solutions GmbH & Co. KG

(Stand: April 2018)

Download the terms and conditions as a PDF document

§1 General and scope

1.1 The following terms and conditions are decisive for all services and deliveries by Teamdb GmbH & Co. KG (hereinafter referred to as Teamdb). They also apply to all business relationships between Teamdb and the business partner. Conditions other than these, in particular any purchasing conditions of the business partner, only apply if they have been expressly agreed. Verbal agreements or assurances are invalid without written confirmation from Teamdb.

1.2 The "General Terms and Conditions" of Teamdb apply exclusively. These can be separately expanded by additional conditions in contracts for e.g. partner concept, software maintenance, software license use. Third-party products, data and software services sold but not manufactured by Teamdb are subject to the manufacturer's separate terms and conditions.

1.3 All documents provided by Teamdb for the purpose of initiating business (such as preparing offers, test licenses, concepts, etc.) are the intellectual property of Teamdb and may not be reproduced and/or published without the prior written consent of Teamdb. If there is no contractual relationship based on the documents provided, they must be returned or destroyed without being requested to do so and may not be used further (not even in part).

§2 Prices and terms of payment

2.1 All prices quoted are in EURO plus the applicable VAT and exclusive of transport and packaging unless otherwise agreed. The price valid at the time of conclusion of the contract applies. If a price change is made between order and delivery, this will not be taken into account. For the rest, the surcharges and reductions in the currently valid price list apply.

2.2 Unless otherwise agreed, payments are due from the invoice date, but no later than 10 days, without deduction. Discount is not granted. If the payment deadline set in the invoice is exceeded, the business partner is in default without a reminder. Teamdb is entitled to charge interest of at least 5% above the respective discount rate of the Deutsche Bundesbank from the due date.

2.3 We expressly reserve the right to assert further damage caused by delay. If the business partner is in default of payment, we can choose to demand immediate payment of the outstanding claim or withdraw from the existing contract or demand compensation for non-performance at our discretion.

2.4 If the contract for the business partner is a commercial transaction according to § 343 HGB, we are also entitled to withdraw from any existing delivery contracts, including those where there are no delays in payment, or to demand compensation for non-performance at our discretion.

2.5 Under no circumstances are we obliged to accept bills of exchange or checks as payment. If they are accepted, the acceptance is only on account of performance. Collection and discount costs as well as bill of exchange tax and other expenses are borne by the business partner. These costs are to be reimbursed together with the invoice amount. We assume no liability for premature presentation, protest, notification and return of the bill of exchange in the event of non-payment.

2.6 The business partner is only entitled to set-off, retention or reduction if the counterclaims are undisputed or have been legally established. He cannot assign claims to third parties. All payments are always credited to the oldest debt, partial deliveries and partial services can be invoiced separately.

2.7 Teamdb reserves the right to demand payments on account and/or full advance payments if there is not yet a business relationship with the business partner, the business partner is based abroad or there are doubts about the punctual payment by the business partner.

2.8 Teamdb calculates (unless otherwise agreed) the services rendered based on actual expenditure according to the valid price list.

§3 Retention of title

3.1 The goods remain the property of Teamdb until the claim from the contract has been settled in full. This also applies if individual or all of Teamdb's claims have been included in a current account and the balance has been drawn and recognized. The business partner may neither pledge, sell or transfer ownership of reserved goods as security. The business partner must immediately notify Teamdb in writing of third-party access to the reserved goods and inform the third party of Teamdb's rights. Any costs incurred for defense and legal prosecution in connection with such access by third parties shall be borne by the business partner.

3.2 The business partner must store the reserved goods with commercial care for Teamdb and insure them adequately against fire, water, theft and other risks of damage at his own expense. The business partner assigns its corresponding claims from the insurance contracts to Teamdb upon conclusion of this agreement. Teamdb accepts the assignment.

3.3 The business partner hereby assigns all claims arising from the resale of the goods or the further licensing of the software to Teamdb. He is revocably entitled to collect these claims. At Teamdb's request, he must disclose the assigned claims and their debtors. Teamdb is entitled to disclose the assignment to the debtor of the business partner.

3.4 In the event of breach of contract by the business partner (in particular default of payment) or an expected cessation of payments, Teamdb is entitled to take back the reserved goods at the expense of the business partner or to demand the assignment of any claims for return of the business partner against third parties. These rights also exist if the secured claims have become statute-barred. Teamdb is entitled to use the reserved goods if necessary and to settle them from the proceeds of sale, taking into account open claims. If Teamdb has a right of withdrawal, Teamdb is entitled to collect the reserved goods still in the possession of the business partner. The business partner must allow the Teamdb employees authorized to collect the reserved goods access to the business premises during office hours without prior notification.

3.5 Exercising rights from the retention of title or a demand for return do not count as withdrawal from the contract.

§4 Delivery, delivery period, complaints

4.1 Teamdb delivers the products according to the service description, the documentation, the price list or the individual offer.

4.2 Delivery times are given by Teamdb to the best of its judgment and are not binding. Teamdb strives to meet delivery times. In the event of force majeure events for which Teamdb is not responsible, the delivery date will be postponed by the duration of the disruption and its effects. If the delivery period is exceeded by an unreasonable amount of time, but at least by two weeks, regardless of the reason, the business partner can withdraw from the contract to the exclusion of all other claims. For this, however, it is necessary for the business partner to set a reasonable grace period for delivery to Teamdb beforehand. The same applies to a binding delivery date. The business partner can only assert claims for damages or other claims for non-performance or delays in delivery against Teamdb if Teamdb acts with gross negligence. Partial delivery and partial performance by Teamdb are permitted.

4.3 If the business partner does not fulfill his obligations to cooperate (see §11) or Teamdb is waiting for information from the business partner, the delivery times shall be deemed given for the duration of the hindrance plus a reasonable start-up time. Teamdb must notify the business partner of the lack of information.

4.4 If the business partner sets reminders and deadlines, these must only be in writing. Grace periods must be a reasonable period of time, but at least 15 working days. A reasonable period of at least 30 working days must be observed for complaints in the area of ​​software development.

4.5 Teamdb does not owe the business partner the installation of the subject matter of the contract, training or other services related to the delivery, unless these are regulated separately in the subject matter of the contract.

§5 Acceptance of the service

5.1 If the business partner does not accept individual deliveries or partial deliveries or if he refuses acceptance, Teamdb can set him a reasonable deadline for acceptance. If the business partner does not accept the goods within the period set, Teamdb is entitled to withdraw from the contract and/or to demand compensation for non-performance. The business partner has to compensate for the entire damage including transport costs. In the event of damage, Teamdb can either prove the damage or (without proof) demand a flat rate of 30% of the net value of the delivery that was not accepted plus cash expenses as compensation. The amount of damage is to be set higher or lower if Teamdb or the business partner can prove lower damage.

5.2 The business partner will review Teamdb's performance. The test period is two weeks. If the service provided by Teamdb is in accordance with the contract, the business partner will acknowledge the delivery as having been made and declare acceptance within the deadline. The service is also deemed to have been accepted if the business partner allows the deadline to elapse without giving reasons and/or defects.

5.3 Teamdb can support the business partner in checking the service for a separate fee upon request.

5.4 The delivery of software is deemed given if the business partner has been provided with the machine-running program, the transfer of data carriers, by reading it into the computer or by remote data transmission.

§6 Conclusion of the contract and part of the contract

6.1 The business partners are bound to your offer for two weeks, unless this binding has been expressly restricted or changed.

6.2 Teamdb can request a written order confirmation from the business partner. In case of doubt, the order confirmation issued by Teamdb applies.

6.3 Contractual items, documents, offers, test programs, etc. are the intellectual property of Teamdb (cf. §9) and may not be reproduced or given to third parties and/or made accessible unless Teamdb has given express written permission. If no contract is formed between the parties, these must be returned and/or deleted and may not be used further.

6.4 The business partner is aware of the essential functions and functional features of the software. The business partner bears the risk as to whether the software meets his or her wishes and needs. Before concluding the contract, he must seek advice from Teamdb employees or expert third parties on questions of doubt. The business partner's requirements must be in writing. Section 20 applies to individual liability by Teamdb.

§ 7 Duty to examine and give notice of defects

7.1 With regard to all deliveries and services of Teamdb, the business partner assumes an obligation to examine and give notice of defects in accordance with §§ 377. 378 HGB.

7.2 The business partner declares complaints with a precise description of the problem, at the request of Teamdb in writing. Only the contact person (see §11) is authorized to complain.

§ 8 Breach of duty and notice period for defects

8.1 The business partner must report obvious defects in physical products, i.e. defects that are recognizable upon proper inspection, immediately, at the latest within two weeks of delivery. Other defects must be reported within the warranty period immediately after discovery. The notification must contain a comprehensible description of the defect. The warranty does not apply to defects that are not reported properly. With regard to obvious defects in non-physical products made available for download, the above paragraph applies accordingly. The time of the download is decisive for the beginning of the period. However, the deadline for reporting obvious defects in the products made available for download ends no later than 12 weeks after Teamdb has made them available on the Internet.

8.2 Defects must be reported to Teamdb in writing. The business partner supports Teamdb in eliminating the defects and, in particular, provides all the information and documents necessary to eliminate the defects. Defects are usually eliminated as part of the provision of the next update.

8.3 The prerequisite for claims for breach of duty is that the defect asserted is a reproducible defect. A precise statement of the circumstances under which the breach of duty and its effects have been shown must be reported to Teamdb in writing upon request.

8.4 If it turns out that services requested by the business partner and provided by Teamdb were not required as a result of a breach of duty by Teamdb, the business partner must pay for these services and reimburse Teamdb for the costs incurred. Teamdb will base the calculation on their valid hourly and travel cost rates.

8.5 Warranty claims to which the business partner is entitled from the provision of services by Teamdb within the scope of these conditions expire within one year.

§ 9 Liability

9.1 Teamdb only pays damages in the event of intent and gross negligence up to the amount of the respective order, but up to a maximum of EUR 1,000.00.

9.2 In all other cases, only due to a breach of an essential obligation if this jeopardizes the purpose of the contract, due to delay and impossibility.

9.3 Otherwise, if Teamdb is insured against the reported and occurred damage, within the scope of the insurance coverage and subject to the condition precedent of the insurance payment. The objection of contributory negligence (e.g. from §11) remains open.

9.4 Liability is otherwise excluded.

9.5 For negligent breaches of essential contractual obligations, Teamdb is only liable for typical and foreseeable damages, regardless of the legal reason.

9.6 Teamdb is not liable for damages insofar as the business partner could have prevented their occurrence by taking reasonable measures, in particular program and data backup.

9.7 The above liability regulations also apply in favor of Teamdb employees and other vicarious agents.

9.8 The provisions of the Product Liability Act remain unaffected.

9.9 A limitation period of one year applies to claims by the business partner for non-performance, impossibility, default, culpa in contrahendo, breach of ancillary obligations or cancellation of the contract. It begins when the business partner becomes aware of the claim.

§ 10 Term of Agreement and Termination

10.1 The agreement comes into effect when it is signed or on the agreed performance date and is initially valid for one year (12 months). It is extended by a further year if it is not terminated in writing by the business partner or Teamdb with a notice period of three months before the end of the service period.

10.2 The termination must be sent by registered mail, this secures the contract holder and Teamdb for the timely termination.

10.3 The right to extraordinary termination remains unaffected.

§ 11 Advertising

11.1 The business partner (prospective customer, business partner, supplier) declares his express consent to receive advertising from Teamdb by fax, email, post or telephone (provided legal provisions are observed) without prior request.

Section 12 Confidentiality

12.1 If a party becomes aware of/about confidential information of the other contracting party or vicarious agents in the course of initiating or processing the contract, it is obliged to treat this confidentially. “Confidential Information” means any information
a) which are confidential by nature (company and/or business secrets),
b) marked as “confidential” and/or “proprietary”,
c) which the donor, in the case of verbal information, has marked and/or designated in writing as confidential or belonging to him within 10 working days.

12.2 The contracting parties undertake to maintain the strictest secrecy about all confidential information of which they have knowledge in the context of the contractual cooperation and neither to pass on this information nor to inform third parties of it, unless this information is necessary for the contractual fulfillment of the service. The confidentiality obligation does not apply to such confidential information
a) which the recipient verifiably already knew at the time of receipt
b) which become generally known through no fault of the recipient
c) which the recipient receives from a third party without any further obligation of confidentiality and without breach of this paragraph; or
d) which the recipient must disclose due to statutory provisions. The donor will be informed of this. The recipient endeavors to avoid disclosure through legal and/or other measures.

§ 13 Subject of delivery of standard software/licenses/services

13.1 The properties of the software correspond to the product description and the price lists, supplemented by any existing user documentation. Unless otherwise agreed, standard software is supplied in the version currently valid at the time of delivery. The conditions of use with regard to database, hardware, operating system, etc. will be communicated on request.

13.2 For products and their properties that are not manufactured by Teamdb but are supplied, Teamdb only warrants that they meet the requirements that are essential for Teamdb to be used by the business partner. Incidentally, Teamdb is not responsible for information in the product descriptions of the respective manufacturers and for other defects.

13.3 User documentation from sub-suppliers will be supplied on request and for a separate fee, unless these are already supplied by the sub-supplier. The form of the documentation depends on the respective pre-supplier and/or manufacturer.

§ 14 Selection of Products, Licenses and Services

14.1 The business partner is aware of the essential functions and functional features of the software/licenses. The business partner bears the risk of whether the software/licenses correspond to his wishes and needs. Before concluding the contract, he must seek advice from Teamdb employees or expert third parties on questions of doubt. The business partner's requirements must be in writing. Section 21 applies to individual liability by Teamdb

14.2 Changes and additions to the agreed task and all agreements that are affected by the change are treated as follows: A change request can come from both the business partner and Teamdb. In any case, this must be done in writing. If the change request comes from the business partner, Teamdb must agree to this request in writing, provided that the implementation by Teamdb is reasonable. Teamdb will estimate the effort of the change in any area. Teamdb reserves the right to invoice the service of the assessment as well as the service of change separately according to the valid price list.

14.3 The business partner will give a binding notification within two weeks whether it wishes the change to be implemented. If the business partner does not comment within this period, the contract will continue unchanged.

Section 15 Rights and Copyright

15.1 Teamdb reserves all rights, in particular comprehensive copyright with all powers, to software produced by Teamdb. The same applies to adjustments and extensions of software, even those that come about through the cooperation and/or conception of the business partner. The rights for the business partner to the software are regulated under §10. In the case of third-party software modified by Teamdb, the right only relates to the modification made by Teamdb.

§ 16 Rights of use, property rights of third parties

16.1 Unless otherwise agreed, the business partner undertakes to comply with the following rights of use. Teamdb must be notified in writing of any changes to the right of use. Teamdb must agree to these changes in writing.

16.2 Teamdb grants the business partner the non-exclusive right to use the contractually owed software, delivered documentation and other copyrighted services after full payment of the remuneration to be paid for this to the agreed extent for their own purposes on a permanent basis. In the absence of any other written agreement, the right to use software only relates to the version and release status of the respective software specified in the order confirmation or delivered by Teamdb. Software is provided in object code only. A reverse translation (decompilation) of the program code into another form of representation is prohibited. The scope of a granted right of use (capacity or user-related) results from the agreed service description, if such was not agreed, from the order confirmation from Teamdb. If no information is given, the agreed scope for standard software is that which is assigned to the remuneration in Teamdb's price list, which the business partner has agreed to pay for the software. The business partner is not entitled to change, duplicate or distribute the software, to intervene in the program code or to connect it to other software.

16.3 The business partner is entitled to install the software for the ordered number of clients and to grant simultaneous access to the users. Any use of the software that goes beyond the scope is not permitted. If it is a server license, it must be ensured that the simultaneous use of more than the ordered clients is excluded. If the number of users falls below the contractually agreed number, the business partner is not entitled to reduce the license fee on its own.

16.4 The use of the software only relates to one location, e.g. terminal server use is possible if additional licenses are purchased, provided that the product description does not already regulate the use of e.g. terminal server solutions.

16.5 The software may not be copied, duplicated or transmitted to another system via a computer network. Unless it is absolutely necessary for the agreed operation and/or for archiving and backup purposes. Industrial property rights and copyright notices on and in the software may not be removed or must be retained in the case of copies.

16.6 The business partner is not entitled to have third parties make changes to the software, even if this serves to eliminate defects and/or program errors. This does not apply if Teamdb refuses to make the change and/or particularly disadvantages the business partner through disproportionate remuneration. This does not affect the rectification of defects within the scope of the warranty. Teamdb expressly points out that even minor changes to the software can lead to significant impairments in the operation of the software and other programs.

16.7 The rental of the software and/or use of the software within an application service providing (ASP) and the granting of sublicenses requires the express approval of Teamdb.

16.8 Rights to use software acquired via download are non-transferable and can only be used on the specified devices.

16.9 Unless otherwise agreed in writing in individual cases, the business partner acquires a simple right of use for the programs and program parts provided by Teamdb for the intended execution of the program or program part to the extent and with the restrictions as they are for the programs or program parts they replace are agreed.

16.10 Information that Teamdb makes available for retrieval via online information services may be reproduced by the business partner for its own purposes. The dissemination of this information is not permitted. The business partner undertakes to inform Teamdb immediately of any infringement of third-party property rights with regard to the supplied software and to leave the legal defense to Teamdb at its own expense. Teamdb is entitled to make necessary software changes at its own expense due to third-party property right claims, even for delivered and paid for goods.

16.11 Changes and extensions to software that is not manufactured by Teamdb but is included are subject to the respective manufacturer's right of use and generally excludes reworking and disclosure.

§ 17 Cooperation of the business partner, master data maintenance, data backup

17.1 The business partner designates Teamdb a qualified employee trained in handling the supported products as a contact person. In particular, he must ensure that the contact person or, if applicable, a third party to be called in by the business partner can implement instructions for action, program changes or solution steps communicated or made available by Teamdb.

17.2 Unless otherwise agreed, the business partner is obliged to always use the current version of the supported products.

17.3 The business partner must procure and maintain the technical application environment required for the use of the supported products, in particular upgrades, at its own expense.

17.4 The business partner must procure and maintain the infrastructure required for appropriate processing of the support services by means of remote data transmission (telephone, fax, e-mail, Internet, etc.).

17.5 In the case of error messages, the business partner must describe in detail the symptoms that have occurred, the program status used by him, together with the hardware configuration and system environment. If necessary, the business partner's employees are obliged to cooperate with the service employees commissioned by Teamdb in troubleshooting and troubleshooting.

17.6 Passwords or access numbers provided by Teamdb for access to Teamdb services must be treated confidentially and appropriately secured against misuse.

17.7 The business partner is responsible for regularly backing up its individual data. Teamdb points out that a data backup is required in particular before any support or maintenance measure (e.g. before changing, adapting or replacing a program version). The data backup that has been carried out must be submitted to Teamdb in full as part of a support and maintenance request in order to enable Teamdb to carry out a problem analysis. If the business partner does not hand over the backed up data to Teamdb, Teamdb is not obliged to help solve the problem.

§ 18 Special obligation of the business partner to cooperate when using the software maintenance

18.1 The business partner is obliged to immediately check the programs or program parts made available to him within the framework of this agreement and, if these are in accordance with the contract, to import or install them immediately. Unless this is not reasonable for him due to special circumstances. In this case, he must inform Teamdb immediately that he is not using the latest program version of the supported products and must state the reasons for this.

18.2 Measures and suggestions for troubleshooting and troubleshooting communicated by Teamdb must be observed.

18.3 The business partner is responsible for adapting, saving, backing up or changing third-party programs after importing new program versions as well as adapting or correcting the supported programs. Within the scope of the operational possibilities, Teamdb is also willing to participate on site for a separate fee.

18.4 Special obligations of the business partner to cooperate must be observed when using the hotline support. The business partner should first check whether a solution to his question is already available in the knowledge base.

§ 19 Scope of services software maintenance The software maintenance includes the following services:

19.1 Provision of upgrades during the term of the contract, whereby upgrades contain further technical developments and/or functional extensions of the standard products supported under this agreement without changing the essential programming fundamentals, such as program structure, programming language and functionalities. The program name remains the same for upgrades, but the year or version number of the product changes. Upgrades are marked as such.

19.2 Provision of changes to the current maintenance status of the supported products (updates) generally approved by Teamdb or the upstream suppliers, including supplementing the documentation, at least once per calendar year.

19.3 The updates are generally provided for download via password-protected areas of the Teamdb server. Upon request, Teamdb will send the changes to the business partner on data carriers against reimbursement of the shipping costs and a processing fee.

19.4 Accepting error reports and eliminating errors in the Supported Products as part of the update service or by providing workarounds or generally released information for troubleshooting (service packs).

19.5 Adaptation of the current maintenance status of the supported products to changes in mandatory legal provisions and other standards that take effect during the contract period (e.g. changes in wage tax rates, format of the advance VAT return).

19.6 In the case of replacement of damaged program carriers step by step against return of the damaged original data carrier of the business partner, Teamdb reserves the right to charge for the program carrier at cost price.

19.7 As long as there is a maintenance agreement for standard programs, Teamdb is willing, even without separate software maintenance, to charge for modifications, extensions and individual programs created by Teamdb at cost.

§ 20 Remuneration for software maintenance and hotline support

20.1 For the agreed services, the business partner pays an annual fee according to Teamdb's current general price list plus statutory VAT. Part payments are possible with the surcharges shown on the order form or in the price list. Fees are due in advance for the desired billing period. Without prejudice to further rights, Teamdb is only obliged to provide the services owed under this contract after receipt of the fees due for the respective billing period.

20.2 Teamdb will issue an invoice for applicable fees, showing VAT separately.

20.3 If the business partner expands the number of its clients entitled to use the contractual software, the scope of support and software maintenance obtained from it automatically expands to the same extent. Teamdb is therefore entitled to charge the fee for the corresponding new number of clients according to the price list from the point at which the business partner uses the clients.

20.4 Teamdb is entitled to change the contractually agreed fees. Teamdb can adjust the fees contained in the price list with effect for existing contracts to the general price development at the earliest after the end of the first contract year and at most once in the calendar year. If the increase in fees is more than 10%, the business partner can terminate the agreement within one month of receipt of the notification of change at the point at which the increase in fees is to come into effect.

20.5 If the business partner defaults on payment, Teamdb is entitled to charge default interest of 5% above the base rate of the European Central Bank. Other rights of Teamdb remain unaffected.

20.6 The business partner is only authorized to offset or to assert rights of retention if his counterclaim is undisputed or has been legally established.

§ 21 Scope of services hotline support
The hotline support includes the following services:

21.1 Individual hotline advice for the software products covered by the subject matter of the contract by Teamdb Support via the telephone or fax numbers or Internet addresses provided by Teamdb. As part of the individual hotline advice, Teamdb will answer questions related to the supported products, product documentation and the program flow and application of the supported products within the framework of the information provided by Teamdb during normal office hours (Monday to Friday from 9 a.m. to 5 p.m.). Configuration and System Environment.

21.2 The aim of the hotline support is to enable the business partner to carry out individual use cases properly and to fix or work around problems themselves. However, a solution to the problem is not owed, nor is there general instruction or training in the use of the supported products. The hotline support can therefore only be used by employees of the business partner who are appropriately qualified and experienced in handling the supported products and the corresponding system environment.

21.3 The services and remuneration in detail are regulated by a support contract to be concluded separately.

§ 22 Services

22.1 Offers for services such as training, advice, adjustments, developments, etc. are generally based on the current Teamdb price list. If it is not a package deal, the services actually provided are billed. Necessary expenses such as travel expenses, expenses, etc. will be charged separately.

22.2 If Teamdb does not meet an offered and/or confirmed appointment in due time due to unforeseeable circumstances (delay work on other appointments, delay times on traffic and transport routes, etc.), there is no claim for damages for the business partner, unless Teamdb has acted negligently. Teamdb will immediately provide an alternative date.

22.3 Teamdb reserves the right to charge for predictable service appointments that are canceled and/or rescheduled by the business partner at short notice.

§ 23 Remote support

23.1 On request, the business partner will enable Teamdb to provide remote support (remote diagnosis and corrections, dubbing of new versions), insofar as this is technically feasible. The business partner will provide a connection to the telecommunications network at his own expense so that the systems on both sides can be linked. Unless otherwise agreed, the business partner bears any line costs that may arise.

23.2 Login to the Business Partner's system is performed using a user profile/password controlled by the Business Partner. For reasons of data protection, the business partner releases the line. Teamdb will inform the business partner about the measures taken.

§24 Final Provision

24.1 Teamdb is entitled to use the help of third parties to fulfill its contractual obligations. Teamdb's responsibility under this Agreement remains unaffected.

24.2 Subsidiary agreements have not been made. If individual provisions of this agreement are or become invalid, this shall not affect the validity of the remaining provisions.

24.3 If the business partner is a merchant, the place of performance for the services to be provided under this agreement is the headquarters of Teamdb.

24.4 The law of the Federal Republic of Germany applies with the exception of the UN Sales Convention.

24.5 If the business partner is a merchant or has his registered office or usual place of residence abroad, the place of jurisdiction is the registered office of Teamdb. However, Teamdb is also entitled to sue the business partner at his general place of jurisdiction.

24.6 If individual provisions of this contract are ineffective or lose their effectiveness due to a circumstance that occurs later, the validity of the rest of the contract remains unaffected. In place of the invalid contractual provisions, a provision comes closest to what the contracting parties would have wanted if they had considered the point in question.