Terms of Use

GENERAL TERMS AND CONDITIONS & TERMS OF USE

for using the cloud software cidaas

Version 1.0 / Effective 01.08.2017

1. Provider / scope of application of the terms of use

1.1. The cloud software cidaas (hereinafter referred to as “cidaas” or “software”) is being offered by Widas ID GmbH, Maybachstraße 2, D-71299 Wimsheim, represented by CEOs Sadrick Widmann and Yael Widmann, telephone: +49 (0)7044 / 95103-100 (hereinafter referred to as “provider” or “Widas”). With cidaas, Widas offers a cloud software solution for comprehensive user account management.

1.2. These terms and conditions (hereinafter also referred to as “terms of use”) apply to all users of cidaas (hereinafter referred to as “users”). They regulate the usage relationship between provider and user with regard to all agreed contracts and services.

1.3. These terms and conditions apply exclusively; counter confirmations or general terms and conditions of the user are explicitly rejected. This also applies if the user submits an offer or accepts an offer with reference to the priority of their own terms and conditions or if the provider executes the delivery/service unconditionally in knowledge of the customer’s terms and conditions that contradict or deviate from these terms and conditions.

1.4. Upon execution of the contract, at the latest with the start of the use of cidaas, the user agrees to the exclusive validity of these terms of use.

1.5. The current version of the terms of use valid at the time of registration shall apply, which is always available for viewing and printing on the website www.cidaas.de.

1.6. These terms of use shall also apply to all future business relations between the provider and the user, even if they are not expressly agreed to again. The version of the terms and conditions valid at the time of contract conclusion shall apply.

1.7. The provider does not conclude any contracts with consumers (§ 13 BGB). The contractual partners of the contracts and business relationships on which these terms and conditions are based are solely businessmen or entrepreneurs (§ 14 BGB). Upon conclusion of the contract with the provider, the customer assures that they act as entrepreneurs according to § 14 BGB, i.e. in the exercise of their commercial or independent professional activity.

2. Subject matter of the contract / services / functionalities / accessibility

2.1. After conclusion of the contract, the provider offers the user the opportunity to access the cloud software solution cidaas online for the duration of the contract and to use the features and services available there (e.g. social login & registration, multi-factor authentication, single sign-on, etc.).

2.2. A contractual relationship is exclusively established between the user and the provider. There is no contractual relationship with third parties such as the user’s customers. The provider merely provides the functionalities for users to enable login, registration, etc. for the user’s customer. It is therefore the sole responsibility of the user to fulfill the legal and actual requirements with regard to the concrete use of the functionalities. The user must therefore ensure, for example, that the transmission of personal data of their customers to them and to the provider for using the functionalities is legal and permissible.

2.3. cidaas is available in different versions that vary in functionality, scope of use and price. Only the use of the “cidaas Free” version (limited in functionality and scope) is free of charge. Apart from that, the use is subject to a fee. Prices depend on the scope of the functionalities and can be viewed on the provider’s website by clicking on the menu item “Pricing”.

2.4. With the purchase of one of the versions of cidaas, the user receives a simple, non-exclusive, revocable right of use (subscription) for this version, which is limited to the duration of the contract.

2.5. The user is not entitled to claim that free features and utilization possibilities exist, remain or will be implemented in the future. Free utilization possibilities and features may be subject to change, i.e. either extended or discontinued, at any time without prior notice.

2.6. The provider may restrict access to services at any time, if the security of the network operation, the maintenance of the network integrity, in particular, the avoidance of serious disturbances of the network, the software or stored data require this and if the user’s interests, which are worth being protected, clearly are not outweighed.

2.7. The provider does not guarantee a certain accessibility for the free use of cidaas. The provider tries to ensure the highest possible degree of accessibility within their sphere of influence. When using paid services, the provider guarantees the availability only within the scope of their own sphere of influence under the condition that, if necessary, minor periods of non-availability due to system maintenance cannot be avoided. The provider will carry out such maintenance measures outside of normal business hours, as long as it is possible and reasonable. If such maintenance work is likely to result in unavailability of more than one hour, the provider will announce this in advance on the website www.cidaas.de. The provider has no influence over the availability, stability and functionality of the Internet as a whole or on the infrastructure of third parties (access providers, backbones, DNS servers, etc.) required to establish a connection to the service of the provider and therefore cannot be held accountable for such circumstances.

2.8. There is no claim for updates or adjustments beyond the statutory warranty.

3. Registration / contract conclusion

3.1. The registration of a user account (“account”) is required to use cidaas. This user account also controls access to services ordered via the web portal. Registration with the provider leads to the conclusion of the contract regarding the version or subscription chosen by the user and to the inclusion of these terms of use in the contract of use.

3.2. Upon completion of the registration process, the user agrees to use the functions of cidaas exclusively within the framework of these terms of use.

3.3. User shall not be entitled to registration or the granting of usage options by provider.

4. User’s obligations & assurances

4.1. The user assures that all data and information provided by them are true, that they do not provide false or misleading information, that at the time of registration they are of legal age or fully capable of contract or act with the permission of the legal representative and that they have the appropriate authorization (representative power) to act on behalf of the company, the business, the legal entity for which the account is created or the contract is concluded. In these terms and conditions, the represented company is always referred to as “user” in the same way as the person acting for it. The user agrees to provide proof of all assurances given to the provider in this section on request. If relevant information changes after registration, the user must update this information immediately. The provider is authorized to delete accounts if given data should turn out to be incorrect or if there is reasonable doubt that certain details are false.

4.2. The user is obligated to adequately protect themselves against data loss. Furthermore, the user is obligated to make regular backups and to create backup copies on a daily basis at least, in order to guarantee the reconstruction of data and information in case of data loss.

4.3. The user assures that they choose a secure password according to the state of technology and keep this password secret from third parties. If the user knows or if they have reason to suspect that third parties have obtained their login data, they must inform the provider immediately. The provider has no access to the user’s password and will only ask the user for their password to log in, change the password or delete the account.

4.4. The user is obligated to immediately notify the provider in case of any recognizable defects and to keep their hardware and software up-to-date (especially security software and browsers).

4.5. The user is prohibited from abusing the provided services or from changing or restricting their functionality by improper use of the software or by using them in an unspecified manner.

4.6. The user agrees to use the software only in the context of the contractually agreed scope of services and only for their own purposes. The use of the account by or for third parties and the disclosure of login data is prohibited.

4.7. It is the user’s own responsibility to ensure that the personal data collected by their customers and by themselves during the use of the software and processed by them or by the provider in accordance with the agreement are collected and processed in a lawful and admissible manner. If the provider, as a processor of such data, is exposed to third party claims (e.g. from affected parties or supervisory authorities), the user shall indemnify them completely from such claims.

4.8. Decompilation of the software is only allowed if the prerequisites and conditions specified in § 69 e Section 1 UrhG are met. The information obtained in this way cannot be used or passed on contrary to the stipulations of § 69 e Section 2 UrhG.

5. Technical requirements

5.1. In order to use the software, the user must have a standard internet connection and a standard internet browser or must use the cidaas Web APIs programmatically.

5.2. It is the user’s responsibility to inform themselves before purchasing the software as to whether the hardware and software they are using enables them to use the software.

5.3. The provider would like to point out that when accessing services over the Internet, using a corresponding internet or telecommunication connection, additional connection costs for the user may arise. Such costs depend solely on the respective terms of the customer’s contract with their internet or service provider.

6. Offers / orders / contract conclusion

6.1. All offers are subject to alteration and non-binding, unless explicitly confirmed in written form. They are merely a request for the customer to submit an offer. An order is only binding if the supplier confirms it or complies with it by sending the goods or rendering the service.

6.2. The contract is concluded by the customer’s order (=offer) and execution or confirmation of the order by the provider (=acceptance).

6.3. If employees of the provider give guarantees before the conclusion of the contract, they are only valid if confirmed in written form by the management of the provider.

6.4. The content of the contract between the user and the provider is based on the subject matter of the order, in particular the relevant software version and the price mentioned, as well as these terms and conditions.

7. Subscriptions / Durations

7.1. The subscriptions do not usually have a fixed duration. They run for an indefinite period of time. The subscription contract ends when the provider or the user cancels the subscription with a notice period of one month to the end of the following month in written form (at least by e-mail).

7.2. The contract term or subscription model applicable to the offer can be found in the respective offer description.

7.3. Both parties reserve the right to terminate a subscription with immediate effect for good cause. Such termination must be made in written form to become effective.

8. Prices and terms of payment

8.1. The prices of the individual offers follow from the respective offer presentation.

8.2. Subscription prices for certain versions may decrease or increase during the course of a subscription. Such changes do not affect current subscriptions.

8.3. The indicated prices all include the applicable statutory value added tax. There are no shipping costs.

8.4. The duration of a subscription cannot be interrupted. Therefore, no reimbursement of subscription fees for such interruptions can be considered.

8.5. The provider may offer various payment options (e.g. credit card, SEPA direct debit or PayPal, payment via iTunes, Google Checkout or other central login and payment services) without being obligated to do so. Payment processing via payment service providers (e.g. PayPal) is governed exclusively by the terms and conditions of the payment service provider in question; the user must also have a user account with the payment service provider, if applicable.

8.6. After a purchase, the user receives an invoice for the ordered services in electronic form by e-mail to the e-mail address provided by the user.

8.7. If the user does not properly meet their payment obligations or if amounts paid are reversed or charged back, the provider is entitled to block the user’s access to cidaas, without affecting any further claims. If the user settles the outstanding claim, their access will be re-enabled.

9. Rights to use the software

9.1. The use of the software is permitted for all business purposes of the user; as long as they do not contradict the intended use according to these terms and conditions.

9.2. Other or further use and exploitation is prohibited and illegal. The provider does not grant the user any other or further rights of use.

9.3. Subject to any legal restrictions (e.g. copyright) the provisions of clauses 9.1. to 9.2. also apply to all individual components and parts of the software, unless the part in itself does not employ any copyright or other legal protection (e.g. ancillary copyright).

9.4. The provider reserves the right to block access to the software if the user has acted contrary to clauses 9.1. to 9.3. or if the user has made it possible for third parties to use or exploit the software or parts thereof without authorization.

10. Blocking or deleting of accounts by the provider

10.1. The provider reserves the right to exclude users. The provider also reserves the right to delete or block certain accounts, in particular if there is factual evidence which justifies the suspicion that legal infringements have been or will be committed by the user via or with the help of the account or if the user culpably violates these terms of use in any way. The provider reserves the right to block or delete accounts for further reasons.

10.2. The provider will take reasonable account of the interests of the user, in particular with regard to the seriousness of the infringement or suspicion, in its decision.

10.3. In case of doubt, the burden of proof lies with the user. The user must demonstrate and prove that they have acted in accordance with the applicable law or these terms of use contrary to the provider’s suspicion or that there is no reason to block or delete them.

10.4. Regardless of the right to block or delete the account, the provider remains entitled to terminate the contractual relationship with the user altogether and/or to assert other claims, in particular claims for damages against the user.

11. Damages / release from liability / rights of third parties

11.1. The user is obligated to reimburse the provider for the damage caused by a violation of the user’s obligations, unless the user is not responsible for the breach of duty.

11.2. In the event of non-compliance with their obligations, the user shall release the provider from all liability towards third parties. The user shall reimburse the provider for any damages, including attorney fees, consequential damages, loss of profit, etc. on proof. The only exception is if the user is demonstrably not responsible for the breach of duty.

11.3. If rights of third parties are infringed by the user’s utilization of the software by the user, the user will immediately cease the use in breach of contract or illegal use upon request by the provider.

12. Period of use / cancellation / account deletion

12.1. The account can be used indefinitely. If the customer buys any additional features that are subject to a charge, e.g. a subscription, then the contractual terms and conditions set out in the respective terms shall apply.

12.2. The user has the right to delete their account at any time and thus terminate their use (cancellation). The termination can be carried out by the user on the platform in the user’s profile settings.

12.3. If the user stops paid features early by cancellation or otherwise, there is – as far as the premature cancellation is not the responsibility of the provider – no claim for pro-rata refund of already paid services.

12.4. The provider has the right to terminate the use of the free service at any time and to delete the user’s account without prior notice. However, the provider may terminate the use of the service at any time after expiration of the current subscription of the user.

12.5. The right to cancellation for good cause remains unaffected. An important reason exists for the provider in particular if

  • the user has persistently violated essential provisions of these terms of use, in particular with regard to clause 4, or
  • an application for insolvency proceedings is filed against the user’s assets, the insolvency proceedings are initiated by a relevant court or the application is rejected for lack of assets, or
  • in the event that the provider can reasonably conclude that the user is no longer able to fulfill their contractual obligations towards the provider due to a lack of liquid funds, and the user does not prove the contrary to reasonable conviction within 14 days after request by the provider.

13. Termination of the provider’s activities

13.1. To the extent that and as long as free functionalities are offered and used, the provider is at any time entitled to interrupt the supply of content as well as access to the software or to terminate it indefinitely or permanently.

13.2. The user has no claim to use and access the free features.

14. Liability of the provider

14.1. In the case of contracts for products subject to a charge, the provider shall be liable for damages to the user caused intentionally or by gross negligence, resulting from the absence of a guaranteed quality of the object of performance, resulting from a culpable injury to health, body or life, or for which liability is provided for under the Product Liability Act, always in accordance with the statutory provisions.

14.2. In the case of a simple negligent breach of essential contractual obligations (so-called cardinal obligations), liability – as long as the damage does not affect life, limb or health or a promised guarantee – is limited to such damages, the occurrence of which must be expected to occur within the framework of providing services such as the respective contractual service, typically and predictably. Cardinal obligations are contractual obligations which enable the proper execution of the contract in the first place and on which the contractual partner may regularly rely, and the breach of which on the other side risks the fulfillment of the contractual purpose.

14.3. In the case of contracts for free services, the provider is only responsible for intent and gross negligence in accordance with the statutory liability standard of § 521 BGB regardless of the regulations in sections 14.1. to 14.2.

14.4. In all other respects, liability – regardless of the legal basis – of both the provider and their subcontractors and vicarious agents is ruled out.

14.5. If damages to the user result from the loss of data, the provider is not liable for them, as long as the damages would have been avoided by a regular, complete and reasonably frequent backup of all relevant data by the user.

15. Data protection / personal data

15.1. The user hereby consents to the storage and processing of personal data entered by them. This also applies to the storage of IP addresses, which are transmitted each time the software is used and for the use of cookies by the provider, in order to enable the identification of the user in the system. The consent also includes the fact that the provider stores, uses, processes and, if necessary, transmits the personal data to law enforcement authorities for up to 3 months after the end of the user relationship in order to investigate any misuse of the platform and legal proceedings.

15.2. Usage of the app makes the collection, processing and use of personal data by the provider unavoidable. The provider assures to treat all stored data with care and to process them exclusively within the scope of the user’s consent under data protection law. The provider will only carry out any further use of personal data if this is legally permissible or the user has given their prior consent.

16. Rights to the software

16.1. All trademark rights, rights to commercial descriptions, name rights, trademark rights, copyrights, neighboring rights and other rights to the software itself, its individual graphic and textual elements and its features and services are the sole property of the provider and may not be used, distributed, copied, duplicated, made publicly accessible, performed, transmitted or otherwise exploited without the prior written consent of the provider.

16.2. A transfer of exploitation or other rights to the user does not take place.

17. EU online dispute resolution platform

17.1. The EU provides an online-based platform for dispute resolution (OS platform). This OS platform is designed to settle disputes between consumers and online platforms in connection with online purchases or service contracts as quickly and effectively as possible.

In accordance with Article 14 of Regulation (EU) No. 524/2013 on Online Dispute Resolution in Consumer Matters (known as ODR Regulation), we therefore inform you about the link to this OS platform. The online dispute resolution platform can be accessed here:

Link to the EU online dispute resolution platform

17.2. In accordance with Article 14 of the ODR regulation, we also want to mention our e-mail address for your information: contact [at] widas.de.

17.3. We would like to point out that we are not obligated to conduct a dispute resolution procedure before a consumer dispute settlement authority and that we do not participate voluntarily in such a procedure.

18. Changes to these terms of use

18.1. The provider reserves the right to change the terms of use. The user will be informed of the changes in an appropriate manner and will be informed of the sections – by means of highlighting – that have been changed. Generally, the information is provided by being published in the software or on the website or via e-mail to the e-mail address provided by the user. However, the provider reserves the right to decide how the user will be made aware of the changes.

18.2. If the user does not indicate within six (6) weeks after receiving information about the new version that they do not accept the new version, this is considered tacit consent and from this point in time, the new version shall apply. The provider is obligated to draw the user’s attention to this significance of their behavior with the information about the changes.

18.3. In the event of a timely objection by the user, the provider is entitled to stop the potential use of the software at the time when the new terms of use are intended to take effect or to declare the ordinary termination of the usage contract. Subscriptions that are still active will be terminated according to the cancellation.

19. Severability clause

Should one of the regulations provided here be or become invalid, the validity of the remaining regulations remains unaffected. In this case, the parties shall attempt to replace the (partially) invalid regulation with a regulation whose economic success is as close as possible to that of the (partially) invalid regulation. The same applies to contractual gaps.

20. Legal system / place of jurisdiction / assignment / offsetting / communication

20.1. For the validity of these terms of use, the law of the Federal Republic of Germany shall apply exclusively, excluding international law such as the UN Convention on Contracts for the International Sale of Goods (CISG).

20.2. The place of jurisdiction for all disputes arising from this contract is the registered office of the provider.

20.3. Rights and obligations arising from these terms of use may not be assigned or otherwise transferred without the other party’s prior consent.

20.4. The user can declare the offsetting only with such counterclaims, which are undisputed or legally established.

20.5. Unless otherwise agreed, the user can send all declarations to the provider by e-mail or by letter. The provider can in turn send all declarations to the user’s e-mail address, which was entered by the user as the current e-mail address in their user account.

20.6. If these terms of use are available in several different languages, only the German version is legally binding.