Terms and Conditions (GTC)

Please note that this translation is provided for convenience purposes only and is not legally binding. Only the German version of the Terms and Conditions shall have legal effect and prevail in case of any discrepancies or inconsistencies between the versions.

In the event of any conflict or inconsistency between the translated and the original German version, the German version shall prevail and be considered the authoritative text.

Preamble

1. The business transactions of ready2order GmbH, Hintere Zollamtsstraße 17, 1030 Vienna, FN 437331i (hereinafter referred to as ‘ready2order’, ‘WE’ or ‘US’) are governed exclusively by the following General Terms and Conditions (hereinafter referred to as ‘GTC’). Our contractual partner is hereinafter referred to as ‘CUSTOMER’. The GTC are binding for all current and future business transactions with ready2order, even if no express reference is made to them.
2. Any provisions deviating from or supplementing these GTC, in particular the CUSTOMER's general terms and conditions, shall only become part of the contract if this has been expressly confirmed by US in writing.
3. Links and references to documents and websites in these GTC correspond to the current status. These are subject to change and do not constitute an integral part of the GTC.
4. For reasons of easier readability, no gender-specific differentiation, e.g. customer, is made. Corresponding terms apply to all genders in the interests of equal treatment.

§1 Definitions

Unless otherwise stated, the following definitions apply to these GTC:

§2 Restrictions on the Conclusion of the Contract

1. Our offer is aimed exclusively at entrepreneurs within the meaning of the Austrian Commercial Code (UGB) as amended. In the course of concluding the contract, WE expressly reserve the right to verify the CUSTOMER's entrepreneurial status. WE do not conclude contracts with consumers within the meaning of the KSchG (Consumer Protection Act) as amended. The CUSTOMER confirms that he is not a consumer within the meaning of the KSchG and is liable to US for any financial disadvantage resulting from the fact that he is a consumer within the meaning of the KSchG.
2. For CUSTOMERS with a registered office in Switzerland, a valid and actively registered VAT number is a prerequisite for concluding a contract. The Swiss company identification number is not sufficient for this purpose. If the CUSTOMER's VAT number subsequently proves to be invalid or incorrect, WE will contest the contract retroactively in accordance with the rules for contesting errors. In the event of a tax disadvantage or other damage, ready2order expressly reserves the right to claim damages.

§3 Conclusion of Contract

1. A contract between ready2order and the CUSTOMER can be concluded in the following ways:
1. by ready2order sending an offer,
2. at a sales location of ready2order,
3. in the online shop of ready2order or
4. by use of the SOFTWARE by the CUSTOMER.
2. If a CUSTOMER receives an offer (or a link to an offer) from Us by e-mail, the contract shall be deemed concluded as soon as the CUSTOMER bindingly confirms the offer by clicking on the corresponding button (‘ACCEPTANCE OF OFFER’). The period during which the offer is valid is specified in the respective offer. Upon ACCEPTANCE OF THE OFFER, the contract is concluded and the CUSTOMER is obliged to pay.
3. If the contract is concluded at a ready2order sales location, the contract is concluded when an offer is made to the CUSTOMER in person and the CUSTOMER accepts this (also verbally or implicitly).
4. In the online shop, the offer to conclude a contract is made by the respective CUSTOMER by clicking on the corresponding button for the binding purchase after completing the order pages. The CUSTOMER remains bound to this offer for 14 days after clicking the button. The contract is bindingly concluded if WE accept the offer within this period. Upon acceptance of the offer by ready2order, the CUSTOMER is obliged to pay. WE declare acceptance of the contract either by sending the order confirmation or the invoice in a separate e-mail as soon as the goods leave our warehouse (dispatch confirmation) or by delivering the goods at the latest. This also applies if the CUSTOMER has already paid the purchase price prior to conclusion of the contract due to the selected payment method or has been instructed to pay.If in this case WE are exceptionally unable to accept the order due to lack of availability of goods or if the contract is not concluded for other reasons, WE shall refund the advance payment immediately.
5. If the contract is concluded through the use of the SOFTWARE by the CUSTOMER, the contract is concluded by enabling the CUSTOMER to use the SOFTWARE by assigning an ‘ABO’’ and the CUSTOMER makes use of this option after accepting the GTC in the currently valid version.
6. Upon conclusion of the contract, the CUSTOMER shall be entitled to use his/her subscription.If the CUSTOMER has not used a ‘TEST ACCESS’ (see §7), he will be given access to his user account, which he can log into using his company ID and password (hereinafter ‘ACCOUNT’).
7. If the CUSTOMER books additional services from other companies or service providers with the help of or via ready2order, ready2order acts as a mere contractual intermediary and the CUSTOMER has an independent contract with the respective company or service provider, unless explicitly agreed otherwise.
8. The information obligations of §9 para. 1 and para. 2 as well as the obligations of §10 para. 1 and para. 2 ECG (E-Commerce Act) are waived by mutual agreement between the contracting parties.

§4 Subject Matter of the Contract

1. On the basis of this contract, the CUSTOMER is granted the right to use the SOFTWARE in return for payment. Unless otherwise agreed, the CUSTOMER receives the non-exclusive, non-transferable, non-sublicensable, revocable right to use the SOFTWARE, limited in time to the term of the contract and limited in content to the intended use within the framework of the CUSTOMER's company.
2. The following products and services may optionally be offered by ready2order: Hardware for purchase or for temporary use as well as consulting and installation services in connection with the SOFTWARE or hardware.
3. The SOFTWARE is provided as Software as a Service (SaaS). It consists of the ‘CASH ROOM’ (accessible at pos.ready2order.com) and the ‘ADMINISTRATION INTERFACE’ (accessible at my.ready2order.com).
4. There are different tariff models for the provision of the SOFTWARE. The exact costs and functions of the individual tariffs can be found on the WEBSITE. This is not an integral part of the GTC. The tariffs are updated daily and may not correspond to the CUSTOMER's tariff.
5. WE may also provide tariffs that are limited to a certain transaction volume (so-called flex tariffs). In this case, a fixed-term contract is concluded that allows invoices to be issued up to a certain transaction volume. It is possible to extend the transaction volume.
6. The CUSTOMER requires a subscription to use the SOFTWARE. Depending on the CUSTOMER's contract, a certain number of subscriptions are included. Additional subscriptions can be added or cancelled. The CUSTOMER may only use their subscriptions for their own purposes and may not transfer, sub-licence or otherwise make them available to third parties under any circumstances.
7. The use of the CUSTOMER's POS AREA is dependent on the number of subscriptions purchased. A subscription authorises the CUSTOMER to use the CASH ROOM on any number of devices (smartphones, tablets or computers). However, only one device can be used at a time with a subscription. Additional subscriptions are required for simultaneous use on multiple devices.
8. The use of the ADMINISTRATION AREA depends on the selected tariff. Tariffs may provide for a limited or unlimited number of ABOS for the ADMINISTRATION AREA. In the latter case, the ADMINISTRATION AREA can also be used on several devices at the same time without the purchase of additional subscriptions. In the case of limited subscriptions for the ADMINISTRATION SURFACE, only one device per subscription can be used at the same time.
9. The specific service owed and the fee are determined by the personal offer of the respective CUSTOMER.
10. The tariff for the SOFTWARE can be changed for a certain fee (the amount is agreed individually with the respective CUSTOMER). However, it should be noted that a change is not possible for every tariff model. The CUSTOMER has no legal claim to a change of tariff if this is not provided for the specific tariff model.
11. Collateral agreements, assurances and other agreements made prior to the submission of an offer must be made in writing in order to be valid. Verbal information or assurances of certain properties are therefore not binding unless they have also been confirmed by Us in writing. Any amendment to this provision must also be made in writing.

§5 Conditions of Use

1. A prerequisite for using the SOFTWARE is the installation of the ‘ready2order APP’. Alternatively, the SOFTWARE can be used in one of the following web browsers: Google Chrome or Apple Safari. When using the ready2order APP, the CUSTOMER is responsible for always installing the latest version on their end devices. The functional scope of the SOFTWARE depends on the platform used.
2. The CUSTOMER himself must ensure that the latest security updates of his web browser and operating system are installed and that the hardware used is suitable for the operation of the SOFTWARE. The CUSTOMER is solely responsible for the functionality of his hardware, unless this was provided by ready2order. If hardware is provided to the CUSTOMER by US (hereinafter referred to as ‘HARDWARE’), §17 para. 6 must be observed in particular.
3. As the SOFTWARE is cloud-based, an active internet connection is required to use it. It is the responsibility of the CUSTOMER to ensure that they have a secure internet connection with sufficient bandwidth. For certain applications, a temporary mode with limited functions (hereinafter referred to as ‘OFFLINE MODE’) is available in the event of an internet connection failure. The CUSTOMER must ensure that the data generated offline is subsequently synchronised with the server.
4. The SOFTWARE may only be used for legal purposes. Accordingly, use for the sale of illegal products, for example, is not permitted. WE reserve the right to block misused ACCOUNTS at any time and without notice.
5. The CUSTOMER independently enters the relevant data of his business, such as products, prices, tax rates, customers and employees, into the SOFTWARE. This data forms the basis for the subsequent use of the SOFTWARE. The CUSTOMER is responsible for the completeness and accuracy of this data.

§6 Financial Provisions

1. The financial commissioning of the SOFTWARE is carried out by transferring it to the ‘REAL OPERATION’ and is agreed individually with the CUSTOMER or carried out by the CUSTOMER. In case of doubt, this takes place with the initial activation of the ACCOUNT. The sales counter starts at EUR 0 when the ACCOUNT is activated. It is the CUSTOMER's responsibility to check that no test bookings are included at the time of commissioning.
2. From the time ready2order is transferred to REAL OPERATION, invoices are created that cannot be deleted or changed without being logged in order to protect against manipulation. All invoice data is stored in accordance with tax regulations. It is not possible to subsequently delete data that is subject to tax law requirements. Cancelled bookings remain stored in the system with the corresponding note.
3. Before being transferred to REAL OPERATION, the SOFTWARE is in TEST OPERATION (see §7 Para. 3). A change to the REAL OPERATION is only possible if a subscription has been deposited with the respective ACCOUNT of the CUSTOMER. The change to the REAL OPERATION is irreversible, but the ‘TRAINING MODE’ can also be activated afterwards. Invoices created in TRAINING MODE cannot be changed without being logged, but are not counted as sales. This mode is intended in particular to enable new employees of the CUSTOMER to familiarise themselves with the SOFTWARE.
4. The CUSTOMER is responsible for configuring the SOFTWARE in accordance with the applicable financial law regulations and for carrying out any necessary physical backups or archiving. ready2order expressly does not provide any tax or financial law consulting services for the CUSTOMER, but only advises on the functions and use of the SOFTWARE.
5. After termination of the contract between ready2order and the CUSTOMER, the CUSTOMER himself is responsible for exporting his data required for the retention obligations under financial law and for backing it up for the period stipulated for accounting purposes, as well as for making any reports to the tax authorities.
6. Additional provision for CUSTOMERS who are subject to the Austrian BAO (Federal Fiscal Code) or the RKSV (Cash Register Security Ordinance) or the German KassenSichV (Cash Register Security Ordinance):
7. The signature obligation of §131b para. 2 BAO and the RKSV as well as the German KassenSichV prescribes a technical security device for cash registers, which guarantees the immutability of the records by means of a signature creation device assigned to the individual CUSTOMER or the cash register. Each signature creation device contains an individually issued ‘CERTIFICATE’ for the respective CUSTOMER. These CERTIFICATES must be issued by a certified service provider, which is why additional costs are incurred. The CUSTOMER is fully responsible for acquiring a corresponding CERTIFICATE in order to fulfil the signature obligation. ready2order will, however, support the CUSTOMER in applying for the CERTIFICATE. Further details can be found in the provisions of Annexes 1a and 1b.

§7 Test Access

1. The CUSTOMER can register for an online demo on the WEBSITE or in the ready2order APP (hereinafter referred to as ‘TEST ACCESS’). This allows the SOFTWARE to be used free of charge and without obligation for a certain agreed period of time.
2. In order to support the CUSTOMER in setting up and using the TEST ACCESS, WE are authorised to contact the CUSTOMER if possible.
3. During the use of the TEST ACCESS, it will be noted on all invoices issued that the SOFTWARE is still in TEST OPERATION. The TEST OPERATION does not constitute a cash register in accordance with financial regulations. Use for purposes other than the TEST OPERATION is expressly prohibited. In particular, it may not be used for accounting or tax analyses and no invoices may be issued to third parties. WE reserve the right to block misused ACCOUNTS at any time and without prior notice.
4. Any warranty claims and claims for damages are excluded within the scope of the free TRIAL ACCESS. There is no legal entitlement to the support services in accordance with §9 during the TEST ACCESS.
5. After expiry of the TRIAL ACCESS, it is automatically deactivated. If required, it is possible to extend the duration of the TEST ACCESS. However, there is no legal entitlement to the extension.
6. If the CUSTOMER decides in favour of the SOFTWARE after using the TRIAL ACCESS, his ACCOUNT will be activated for the REAL OPERATION and he can go directly to the REAL OPERATION. WE would like to point out that when switching from TEST ACCESS to REAL OPERATION, all invoices created up to that point will be deleted (see §6 para. 1). The settings, product groups, products, etc. will be retained and transferred to the REAL OPERATION.
7. The possibility of using the TEST ACCESS can be extended, reduced or cancelled by ready2order at any time and without stating a specific reason.

§8 Updates and BETA Functions

1. WE endeavour to continuously improve the SOFTWARE and adapt it to changing technical, economic and legal conditions. For this reason, WE may integrate new functions, but also switch off existing functions for a certain period of time or permanently. Regular changes are made to the SOFTWARE, which are made available to the CUSTOMER by means of updates as part of the contract.
2. If, in exceptional cases, an essential and fundamental function of the SOFTWARE has to be restricted or discontinued, the CUSTOMER has a special right of cancellation - provided that this function was already part of the contract content when the contract was concluded - which he must exercise within 14 days of the restriction or discontinuation of the function.
3. If additional functions are integrated into the SOFTWARE free of charge during the term of the contract, ready2order is entitled to discontinue these functions at any time without notice and without notice.
4. WE reserve the right to charge additional fees for certain new additional features, the use of which the CUSTOMER has expressly agreed to in advance.
5. WE may offer the CUSTOMER to test new functions of the SOFTWARE, which may not yet be fully functional, in advance (hereinafter referred to as ‘BETA FUNCTIONS’). The use of BETA FUNCTIONS is free of charge and may be restricted or terminated by ready2order at any time. Warranty claims and claims for damages in relation to BETA FUNCTIONS are excluded. The other contractual obligations of ready2order stipulated in these GTC also do not apply here, insofar as legally permissible.

§9 Support

1. Support services from ready2order include the following activities after conclusion of the contract:
1. Advising the CUSTOMER via e-mail, telephone or in person at one of ready2order's business premises regarding the commissioning or use of the SOFTWARE (hereinafter referred to as ‘ADVISORY SERVICES’); ADVISORY SERVICES explicitly do not include tax or financial advisory services, which are expressly not provided by ready2order.
2. rectification of technical problems that originate from the sphere of ready2order (hereinafter ‘TROUBLESHOOTING’); rectification of problems that do not originate from the sphere of ready2order, in particular technical problems that are based on configuration or input errors by the CUSTOMER that affect the CUSTOMER's Internet connection or technical defects in the CUSTOMER's hardware, provided that the hardware was not provided by ready2order and the defect was not already present at the time of handover.
2. In the event of ERRORS when using the SOFTWARE, the CUSTOMER must contact US via the error hotline or by e-mail to support@ready2order.com.
3. WE distinguish between the following types of ERRORS:
1. ‘SERIOUS FAILURE": the ready2order SOFTWARE has come to a standstill in REAL OPERATION and is unable to process data. This refers to server-side problems that affect a large number of CUSTOMERS and also prevent the OFFLINE MODE from functioning.
2. ‘CRITICAL FAILURE": Certain functions of the SOFTWARE can no longer be used by several CUSTOMERS. These functions have completely failed and cannot be replaced with a workaround.
3. ‘NON-CRITICAL FAILURE": The functions of the SOFTWARE can be used with restrictions.
4. In the case of SERIOUS DISORDERS, WE start with
1. during operating hours (Monday to Friday, 9:00-17:00) after two hours at the latest when the problem has been resolved,
2. outside operating hours (Saturday, Sunday, public holidays) after six hours at the latest when the problem has been resolved.
5. In the case of CRITICAL FAILURES WE begin
1. during operating hours (Monday to Friday, 9:00-17:00) after four hours at the latest when the problem has been resolved,
2. outside operating hours (Saturday, Sunday, public holidays) after 72 hours at the latest when the problem has been rectified.
6. In the event of NON-CRITICAL ERRORS, WE will begin to rectify the problem within a reasonable period of time, whereby the prioritisation of the rectification of NON-CRITICAL ERRORS may depend, among other things, on the number of CUSTOMERS affected by the problem, the complexity of the problem and our internal problem-solving capacities.
7. If there is no ERROR, support services are always CONSULTANCY SERVICES. These are usually free of charge. CONSULTANCY SERVICES that go beyond the usual scope or for which a charge has been agreed in advance are subject to a charge. If CONSULTANCY SERVICES are subject to a fee and no fee has been agreed in advance, the CUSTOMER shall owe a reasonable fee for them. In any case, the CUSTOMER shall only be entitled to CONSULTANCY SERVICES if no other support is offered by ready2order for the CUSTOMER's request (e.g. declaration on the SUPPORT WEBSITE).
8. Should a CUSTOMER erroneously classify a problem with the SOFTWARE as a TROUBLE and make use of CONSULTANCY SERVICES from ready2order in this context, WE expressly reserve the right to charge for the CONSULTANCY SERVICES provided retrospectively. This shall only apply if CONSULTANCY SERVICES are subject to a charge for the CUSTOMER and he has not already paid the corresponding amount.
9. It is noted that the above provisions shall apply as lex specialis for the CUSTOMER's claims for improvement under warranty law and in rem restitution under damages law in connection with the SOFTWARE.

§10 Duration and Termination of the Contract

1. Unless otherwise agreed individually (e.g. in the case of monthly cancellable ABOS without commitment), contracts are concluded for a limited period of twelve months. During this period, the contract cannot be cancelled by either ready2order or the CUSTOMER. This only applies to so-called Lifetime Licences, which in case of doubt have a contract term of ten years (corresponds to the usual maximum useful life of a POS system), as well as Flex tariffs, which in case of doubt are limited to three years.
2. Contracts are automatically extended by the original contract term after expiry of the contract term unless they are cancelled in compliance with the applicable notice period or another agreement has been made. Unless otherwise agreed individually (e.g. in the case of monthly cancellable ABOS without commitment), a notice period of one month to the end of the contract term shall apply.
3. The CUSTOMER must comply with the following form for ordinary cancellation: If a cancellation cannot be made via the CUSTOMER'S ADMINISTRATIVE OFFICE, this must be done on our SUPPORT-WEBSITE. For this purpose, the form provided ('CANCELLATION FORM') must be completed correctly and clearly, signed by hand, scanned and sent to service@ready2order.com using the e-mail address registered with ready2order. Other forms of cancellation are not legally binding and will be disregarded. If the CUSTOMER signs a cancellation by hand and sends it to ready2order without using the CANCELLATION FORM, ready2order has no obligation but the right to accept this cancellation at its own discretion. In this case, however, the CUSTOMER will automatically order a monthly licence for the POS Archive Service which can be cancelled and for which the fees in force at the time of the cancellation will apply. The current fees for the POS Archive Service can be found here. This does not affect the right of termination for cause.
4. In particular, the following behaviour of the CUSTOMER shall be considered an important reason entitling ready2order to terminate the contract without notice:
1. The CUSTOMER is more than one month in arrears with the payment of an invoice, even if only partially.
2. The CUSTOMER grossly violates his contractual obligations and does not end or remedy this violation even after being warned by ready2order. A warning may be dispensed with if the continuation of the contractual relationship with the CUSTOMER appears unreasonable due to the seriousness of his breach of duty or if success is not to be expected.
3. The CUSTOMER makes abusive use of CONSULTING SERVICES or other services of ready2order and does not cease his actions even after being warned by ready2order.
4. The CUSTOMER spreads untruths about ready2order or the SOFTWARE in the (social) media.
5. The CUSTOMER dies or, in the case of a legal entity, is liquidated.
6. Insolvency proceedings are opened against the CUSTOMER's assets or are dismissed for lack of assets to cover costs.

§11 Fee and Fee Adjustment

1. The prices of ready2order's services can be found in the respective offer or the CUSTOMER's invoice.
2. Unless otherwise stated, all prices quoted are exclusive of all taxes and duties (in particular excluding VAT) and in EUR.
3. ready2order is entitled to adjust the prices of the services for each renewal term, but at most to the prices applicable to new customers at the time of renewal. The CUSTOMER will be informed of the price adjustment at least 6 weeks before the relevant renewal term via e-mail to the last known e-mail address.
4. It is expressly agreed that the value of the current charges shall remain constant. If the (calendar) annual average of the consumer price index of Statistics Austria (hereinafter ‘ANNUAL CPI’) changes, WE are entitled, but not obliged, to increase charges for the following calendar year in line with the increase in the ANNUAL CPI. If WE make use of this right, WE are also obliged to pass on reductions in the ANNUAL CPI and to reduce the said fees in line with the reduction. WE shall inform the CUSTOMER of the adjustments by e-mail. If the ANNUAL CPI is no longer published, its official successor shall take its place.
5. The scope of the fee adjustments is based on the ratio of the change in the ANNUAL CPI for the last calendar year prior to the adjustment compared to the ANNUAL CPI for the penultimate calendar year prior to the adjustment (index base: ANNUAL CPI 2015 = 100).
6. Fluctuations of up to two percent relative to the index base are not taken into account. However, if this fluctuation range is exceeded or fallen short of in subsequent years, WE shall adjust the fees in full. The new value shall constitute the new index base for future adjustments. Any obligation to reduce fees shall be reduced to the extent that WE did not exercise our right to increase fees in the previous year. Adjustments below the nominal value of the fees agreed in the offer are not possible. Adjustments to the fees shall be made in the year following the change in the index base, but no earlier than in the year following the conclusion of the contract.

§12 Terms of Payment, Expiry of Payment Terms and Offsetting

1. Unless otherwise agreed, payment is due seven days after delivery of the invoice. If a due date has been agreed, the invoice amount must be received in our account by the due date at the latest. If the CUSTOMER has given US direct debit authorisation, WE will automatically collect the amount within seven days of the invoice being issued. If the collection fails for reasons within the CUSTOMER's sphere of influence (e.g. insufficient funds in the account) and ready2order incurs expenses as a result, these expenses will be charged to the CUSTOMER. A fee of EUR 25.00 per failed direct debit attempt will be charged, whereby WE have the right to make up to 3 attempts to collect the outstanding amount.
2. Invoices shall be made available to the CUSTOMER in electronic form and shall be deemed to have been received as soon as the CUSTOMER could have retrieved them or taken note of them under normal circumstances (for more details on the receipt of declarations, see §13).
3. All bank charges associated with the payment (e.g. charges for international transfers) shall be borne by the CUSTOMER.
4. Payments during the year are only possible using electronically processable payment methods (e.g. direct debit, credit card).
5. When paying by bank transfer, the CUSTOMER is obliged to state the purpose of the transfer correctly (as indicated on the invoice). If, due to an incorrect purpose, the payment can only be manually allocated after investigation, the CUSTOMER shall bear the processing costs for this. As long as the payment cannot be allocated due to the incorrect purpose, the invoice shall be deemed unpaid.
6. In the event of late payment, WE shall charge interest on arrears. The interest rate is twelve percent per annum. In addition, the CUSTOMER is obliged, regardless of fault, to pay a lump sum of EUR 40 as compensation for any collection costs incurred by us in accordance with §458 UGB (Austrian Commercial Code). In the event that a debt collection agency is engaged, the CUSTOMER undertakes to reimburse US for any costs incurred by US, insofar as these do not exceed the maximum rates of remuneration payable to debt collection agencies in accordance with the regulations of the competent federal minister.
7. If the CUSTOMER makes payments during the year and is more than one month in arrears with a payment during the year, even if only partial, ready2order shall be entitled to demand immediate payment of all outstanding payments for the remaining term of the minimum contract period.
8. WE reserve the right to temporarily block the CUSTOMER's access to the SOFTWARE in the event of a (even partial) failure to make payment until the outstanding invoices have been paid in full. In the event of such a delay in payment, the CUSTOMER shall also have no claim to CONSULTING SERVICES. The ongoing claim for remuneration shall remain unaffected by such a suspension of access. Once the outstanding payments have been settled, the CUSTOMER's access shall be reactivated immediately.
9. Payments shall always be credited first against expenses and costs incurred, then against interest and finally against the outstanding capital.
10. Offsetting our claims against counterclaims of the CUSTOMER is only permissible if these have been established by a court of law or expressly recognised by US in writing.
11. If the ready2order services are invoiced by a distribution partner recognised by US, the relevant agreements between the distribution partner and the CUSTOMER regarding payment terms shall take precedence over these GTC.

§13 Access to Declarations and Data Changes

1. WE may send the CUSTOMER all documents, messages, agreements and disclosures in connection with their ACCOUNT (in particular invoices, payment reminders, terminations) to the last email address provided by them. The CUSTOMER is obliged to only store email addresses in their ACCOUNT that ensure that the CUSTOMER receives the messages sent there without delay and to keep the email addresses provided up to date.
2. The CUSTOMER is obliged to inform US immediately, but no later than within one week, electronically of any changes to their company data (e.g. name, address, email address, billing address, company registration number, legal form) or their bank details.
3. Declarations and other notifications shall be deemed to have been received as soon as the CUSTOMER could have retrieved or taken note of them under normal circumstances. Non-registered mail shall be deemed to have been received within Austria two working days after posting.
4. Declarations and other notifications shall also be deemed to have been received if the CUSTOMER has not received them because they have not informed US of the change to their data.

§14 Confidentiality

1. Both ready2order and the CUSTOMER are obliged to maintain confidentiality regarding all trade and business secrets of the other party that have been obtained in connection with the initiation or fulfilment of this contract and not to make them accessible to third parties without the consent of the other party.
2. This confidentiality obligation shall remain in force for three years after the end of the business relationship or, regardless of a business relationship, for three years after the request for a quote.
3. If one of the contracting parties is obliged to disclose confidential information in accordance with applicable law, by a court decision, an authority or in any other way, it shall immediately inform the other contracting party of the content and scope of the disclosure obligation.

§15 Data Protection

1. The SOFTWARE enables the processing of personal data. The CUSTOMER shall decide independently and on their own responsibility on the entry of all data into the SOFTWARE. They consent to the corresponding data processing if they enter personal data into the SOFTWARE that relates to themselves (e.g. product and company data). If the CUSTOMER processes personal data of third parties (e.g. customers, employees, suppliers) using the SOFTWARE, they are responsible for ensuring that the data processing is carried out in accordance with data protection regulations.
2. The CUSTOMER must keep the access data and passwords for their ACCOUNT secret and protect them from unauthorised access by third parties. The CUSTOMER is liable for the unauthorised or misuse of their access data, provided that they are responsible for this.
3. All other provisions on order processing within the meaning of the GDPR (General Data Protection Regulation) can be found in the currently valid order processing agreement of ready2order.

§16 Warranty and Contestability

1. WE guarantee an average annual availability of the SOFTWARE of 99 percent. This does not include circumstances for which ready2order is not liable (see in particular §20 (4)). The warranty period for HARDWARE is six months. The provisions of §17 (7) shall also apply in particular to the warranty for HARDWARE.
2. The CUSTOMER must prove the existence of defects. The applicability of Section 924 of the Austrian General Civil Code (ABGB) is excluded, so that even in the first six months after delivery, the existence of a defect at the time of delivery must be proven.
3. Any defects that occur must be reported by the CUSTOMER immediately (at the latest within 14 calendar days of delivery of the goods), specified and in writing. Hidden defects must also be reported immediately (at the latest within 14 calendar days of becoming known), specified and in writing. If the defect is not reported in time, the warranty and compensation claims as well as the CUSTOMER's right to contest the contract due to error are excluded in relation to the defect that was not reported in time.
4. In the event of a warranty claim, ready2order shall be entitled to determine the remedy (repair, replacement, price reduction or rescission) itself. This shall not apply in cases where the right to rescission is granted by law. In this context, reference is made to the lex specialis of §9 of these GTC – the statutory warranty remedies with regard to the SOFTWARE shall therefore only apply if ready2order has not fulfilled its obligation to improve in accordance with the aforementioned provision.
5. A price reduction may not be made independently by the CUSTOMER by reducing the agreed remuneration.
6. Unless otherwise agreed in individual cases, the parties expressly waive the right to contest or amend contracts on the grounds of error or reduction by more than half.

§17 Additional Provisions for the Purchase of HARDWARE

1. The delivered HARDWARE remains the property of ready2order until the purchase price and all associated costs and expenses have been paid in full. In the event of enforcement proceedings against goods still subject to retention of title, the CUSTOMER shall be obliged to inform ready2order immediately and to provide all information and documents necessary or which may be necessary to secure the existing claims.
2. In the event of shipment of the HARDWARE, the CUSTOMER shall bear the delivery costs and the risk of transport. The contract shall be deemed fulfilled upon handover to the postal service.
3. The CUSTOMER shall accept minor delays in delivery without being entitled to claim damages or withdraw from the contract.
4. If the CUSTOMER is in default of acceptance, WE are entitled to
1. either store the goods at our premises, for which the corresponding storage fee will be charged, and at the same time insist on fulfilment of the contract, or
2. withdraw from the contract after setting a reasonable grace period and dispose of the goods elsewhere; in this case, ready2order shall be entitled to retain a processing fee of up to 30 percent of the sales price of the HARDWARE provided to the CUSTOMER.
5. The CUSTOMER shall only have a right of withdrawal in the cases provided for by law; no further rights of withdrawal shall exist. As ready2order only concludes contracts with businesses, the CUSTOMER is not entitled to any rights of withdrawal under consumer law. Furthermore, the CUSTOMER is expressly advised that withdrawal from the HARDWARE purchase contract does not entitle them to withdraw from other SUBSCRIPTION contracts.
6. The HARDWARE may only be used with the ready2order SOFTWARE. The CUSTOMER is solely responsible for any damage caused by the use of other services/apps.
7. We only provide a warranty for the HARDWARE to the person who purchases this HARDWARE from us (‘ORIGINAL PURCHASER’). We have no warranty claims against other persons, e.g. persons who purchase this HARDWARE from CUSTOMERS (‘SECOND PURCHASERS’). The CUSTOMER may not assign warranty claims. The same applies to claims for rescission due to error regarding the freedom from defects of the HARDWARE that we provide to the CUSTOMER. The CUSTOMER is obliged to inform SECONDARY PURCHASERS that no warranty claims and no claims for rescission due to error regarding the freedom from defects of the HARDWARE that may exist on the basis of the contractual relationship between the CUSTOMER and US are transferred. The CUSTOMER is obliged to indemnify and hold US harmless against any warranty claims and claims for rescission due to errors regarding the freedom from defects of the HARDWARE vis-à-vis third parties.
8. If the INITIAL CUSTOMER passes on or sells the HARDWARE to a third party, legal issues and data protection problems may arise in connection with the personal data stored on the HARDWARE. The CUSTOMER must therefore ensure that all personal data is deleted before the HARDWARE is passed on or sold in order to avoid possible problems of unauthorised use or disclosure of personal data and shall indemnify and hold US harmless in this regard.
9. In order to make use of the warranty remedy of improvement, the CUSTOMER must consult with ready2order (via our hotline or by email to service@ready2order.com) and follow the repair process specified for the respective defect. If the process is not followed, the CUSTOMER will be charged for the additional costs incurred.The HARDWARE may only be returned to ready2order after prior consultation with US, as otherwise no reversal of the transaction can be made.
10. When purchasing devices for which a SIM card is also provided by ready2order (e.g. All in One devices), the included SIM card may only be used for the SOFTWARE. 
11. The SIM card may not be removed from the device or used with another device. If the SIM card is used contrary to these provisions, the CUSTOMER shall be liable for all damages incurred by themselves, ready2order or third parties. ready2order's claims for payment shall remain valid even if the CUSTOMER can no longer use the device in question due to their own misconduct.
12. If the delivered goods bear company logos, serial numbers or other identifying features of ready2order, these may not be altered or removed.
13. If advance payment is selected as the payment method for the HARDWARE, the purchase contract for the HARDWARE is bindingly concluded upon placing the order and the CUSTOMER undertakes to make payment within 7 days of placing the order.

§18 Additional Provisions for the POS Archive Service

1. Payments for the ‘Annual Licence’ POS Archive Service must be made in advance for the entire term. In this case, payment is therefore due within 7 days of delivery of the invoice for the ‘Annual Licence’ cash register archive service for the entire term (1 year).
2. Payments for the ‘monthly licence’ POS Archive Service must be made in arrears for the respective month. In this case, payments are therefore due within 7 days of delivery of the invoice for the respective month.
3. Unless otherwise agreed individually, contracts are concluded for a limited period of twelve months. During this period, the contract cannot be terminated by either ready2order or the CUSTOMER.
4. Unless terminated in accordance with the applicable notice period or unless otherwise agreed, contracts shall be automatically extended by the original contract term upon expiry of the contract term. Unless otherwise agreed individually, a notice period of one month to the end of the contract term shall apply.
5. §10 (3) and §10 (4) shall apply mutatis mutandis.
6. Even if the CUSTOMER takes out another SUBSCRIPTION during the term of the cash register archive service, payments for the POS Archive Service will not be refunded nor will the claim for such payments be waived. However, by taking out the SUBSCRIPTION, the cash register archive service is terminated at the earliest possible date.

§19 Additional Provisions for Payment Services

1. ready2order offers the CUSTOMER the option of using cashless payment services via (integrated) payment solutions. These services are provided in cooperation with third-party providers, in particular banks and payment service providers.
2. Payments are processed by the respective third-party providers. ready2order acts solely as an intermediary and is not itself a payment service provider within the meaning of the Payment Services Act (ZaDiG).
3. ready2order shall not be liable for any damage or loss incurred by the CUSTOMER through the use of the payment services, unless this is due to intentional or grossly negligent behaviour on the part of ready2order. In particular, ready2order shall not be liable for technical malfunctions, failures or security gaps on the part of third-party providers.
4. The CUSTOMER is obliged to inform themselves about the risks associated with the use of payment services and to take all necessary technical and organisational measures to ensure the secure use of payment services. This includes, in particular, compliance with the security standards specified by third-party providers and the regular updating of the software used.
5. When using the payment services, personal data of the CUSTOMER and their customers will be transmitted to the respective third-party providers. This data will be processed in accordance with the data protection regulations of the third-party providers. ready2order is not responsible for the data processing by these third-party providers.
6. ready2order reserves the right to change or discontinue the provision of payment services at any time. The CUSTOMER will be informed of any significant changes in good time.

§20 Liability

1. ready2order shall be liable for damages in all applicable cases of intent or gross negligence, provided that the CUSTOMER can prove that we are at fault. In cases of other negligence, ready2order shall only be liable for personal injury or damage in accordance with the PHG (Product Liability Act). Liability shall expire six months after the CUSTOMER becomes aware of the damage and the party responsible for it, and in any case ten years after the service has been provided or the delivery has been made.
2. ready2order shall not be liable for indirect damage, lost profits, positive damage insofar as the profit has already been realised in a concrete prospect of acquisition, loss of interest, lost savings, consequential damage and financial loss, damage arising from third-party claims, or for the loss of data and programmes and their restoration, to the extent permitted by law.
3. Any liability on the part of ready2order shall be limited to the amount of the agreed subscription costs or the amount of the agreed service fee.
4. In particular, ready2order shall not be liable for:

• Damage caused by incorrect operation, incorrect entries or configurations by the CUSTOMER,
• Damage caused by configurations of the SOFTWARE carried out by US at the request of the CUSTOMER;
• Damage resulting from unsecured data within the meaning of §6 (4),
• Damage resulting from force majeure,
• Damage caused by hardware not provided by ready2order,
• Damage due to a missing or faulty Internet connection (see §5 (3)) and
• Other damage originating from the CUSTOMER's sphere.

§21 Amendments to the General Terms and Conditions

1. We reserve the right to amend these General Terms and Conditions, in particular due to changes in technical, economic and legal conditions. The CUSTOMER will be informed of any changes to the General Terms and Conditions by email to the last email address provided or in the ADMINISTRATION INTERFACE.
2. If the amendment to the General Terms and Conditions is to the detriment of the CUSTOMER, the CUSTOMER shall have a right of objection. This right must be exercised within one month of receipt of the information in accordance with paragraph 1 by email to service@ready2order.com. The deadline shall be deemed to have been met if the objection is received by ready2order within the specified period. If the CUSTOMER does not object, the changes shall be deemed approved and the contract shall continue on the basis of the new General Terms and Conditions. The CUSTOMER shall be expressly informed of the right of objection in the information pursuant to paragraph 1. If the reason for the changes to the General Terms and Conditions is due to changes in the law, the CUSTOMER shall have no right of objection, provided that the changes to the General Terms and Conditions are limited to the extent necessary.
3. If the CUSTOMER has effectively objected to a change to the General Terms and Conditions in accordance with paragraph 2, the contract with ready2order shall remain unchanged. In this case, however, WE shall be entitled to a special right of termination with a notice period of two months (in particular if adherence to the contract is technically, economically or legally impossible or unreasonable for US). This right of termination must be exercised within one month by email to the last email address provided by the CUSTOMER.

§22 Prohibition of Contract and Account Transfer

1. The CUSTOMER may not transfer contractual relationships with US to a third party.
2. The CUSTOMER may only enter their own data in their ACCOUNT and not the data of a third party.
3. If a contractual relationship is transferred or is to be transferred by law (e.g. in accordance with Section 38 of the Austrian Commercial Code (UGB)), the CUSTOMER must inform US immediately and of any existing right of objection.

§23 Applicable Law, Place of Performance and Jurisdiction

1. This contract is governed by Austrian law, excluding the referral provisions of international private law, the UN Convention on Contracts for the International Sale of Goods (CISG) and Section 915 of the Austrian Civil Code (ABGB).
2. The place of performance for all services is Vienna.
3. The exclusive place of jurisdiction for all current and future claims arising from or in connection with this contract is 1010 Vienna, Innere Stadt.

§24 Severability Clause

Should individual provisions of these General Terms and Conditions be or become invalid in whole or in part, this shall not affect the validity of the remaining provisions. The wholly or partially invalid provision shall be replaced by a provision that comes as close as possible to the economic purpose of the invalid provision.

Attachments

• Appendix 1a - Provisions of the Austrian BAO and RKSV
• Appendix 1b - Provisions of the German KassenSichV

Provisions of the Austrian BAO and RKSV

Preamble

1. Since 1 April 2017, every cash register in Austria must be protected against tampering with a technical security device. All receipts must be electronically signed with a corresponding CERTIFICATE and a text or QR code must be affixed to the receipt. In addition, according to RKSV, every cash register must be registered with FinanzOnline.
2. With ready2order, the security device is implemented exclusively in the form of a hardware security module (HSM) from a service provider of ready2order. Other types of security devices (e.g. chip cards with a corresponding reader) cannot be used with the SOFTWARE.

§1 Certificate

1. CERTIFICATES must be issued by an accredited certification service provider (hereinafter referred to as ‘CSP’) for each entrepreneur based on their VAT identification number (UID), Global Location Number (GLN) or financial and tax number. The CUSTOMER is responsible for the accuracy of the data entered.
2. Only CERTIFICATES from CSPs approved by ready2order may be used with the SOFTWARE. The providers used by ready2order can be found in Appendix 1. When purchasing a CERTIFICATE ADDITIONAL SUBSCRIPTION, ready2order concludes a contract with the respective CSP on behalf of the CUSTOMER.
3. WE reserve the right to change the CSP  if necessary. CUSTOMERS who have a current CERTIFICATE ADDITIONAL SUBSCRIPTION at this time will be informed of this change and any options for terminating the contract via email and in the ADMINISTRATION INTERFACE.

§2 Additional Certificate Subscriptions

1. ready2order offers various CERTIFICATE ADDITIONAL SUBSCRIPTIONS, which differ based on the number of signatures included in a year and the signature creation speed (in milliseconds).
2. Exceeding the CERTIFICATE ADDITIONAL SUBSCRIPTION: If the number of signatures included in the CERTIFICATE ADDITIONAL SUBSCRIPTION is exceeded within one year, the same CERTIFICATE ADDITIONAL SUBSCRIPTION will automatically be charged again. Regardless of the remaining term of the CERTIFICATE, the full price of the CERTIFICATE ADDITIONAL SUBSCRIPTION will be due. The original CERTIFICATE validity period will not be changed by the upgrade.

§3 Term of Validity and Termination

1. CERTIFICATES are issued exclusively for twelve months, unless they are issued automatically due to the expiry of the CERTIFICATE ADDITIONAL SUBSCRIPTION in accordance with Section 2 (2) of this Annex. CERTIFICATES are invoiced in advance.
2. Unless terminated in accordance with the applicable notice period or unless otherwise agreed, the CERTIFICATE ADDITIONAL SUBSCRIPTION shall be automatically extended by the original contract term upon expiry of the contract term. The notice period and form of termination shall be governed by §10 of the General Terms and Conditions. In case of doubt, the cancellation of the SUBSCRIPTION via the SOFTWARE shall be accompanied by the cancellation of the CUSTOMER's CERTIFICATE ADDITIONAL SUBSCRIPTION.
3. There shall be no pro-rata refund for the remaining term of CERTIFICATES and CERTIFICATE ADDITIONAL SUBSCRIPTIONS in the event of premature termination of the contractual relationship with US or closure of ACCOUNTS.

§4 Registration of the Cash Register with FinanzOnline

1. The CUSTOMER has three options for registering the cash register with FinanzOnline:
1. Automatic registration,
2. independent registration or
3. registration by your own tax advisor.
2. Automatic login to FinanzOnline and automatic verification of the start document: WE offer the CUSTOMER the option of having our trusted chartered accountant (hereinafter referred to as ‘VWTH’) create a FinanzOnline web service user for a fee and store it in the CUSTOMER's cash register system. This allows the cash register to be registered and the start document to be verified fully automatically. In order for our VWTH to create a FinanzOnline web service user for the CUSTOMER, the CUSTOMER must grant them limited power of attorney as a chartered accountant. This power of attorney will be revoked by our VWTH immediately after the cash register registration order has been fulfilled. The CUSTOMER does not need to revoke this separately. If the automatic cash register registration fails for reasons for which the customer is responsible (e.g. incomplete or incorrect data), WE reserve the right to charge for the new registration again. WE reserve the right to discontinue this offer at any time without notice and at our own discretion.
3. Independent, manual registration with FinanzOnline and manual verification of the start document: With this type of registration, WE cannot provide any support to the CUSTOMER and the CUSTOMER is responsible for ensuring that the registration and verification of the start document are carried out correctly.
4. Registration with FinanzOnline by the customer's tax advisor: It is possible for a tax advisor chosen by the CUSTOMER to create a FinanzOnline web service user for them and store it in the cash register or to register manually with FinanzOnline (without using the FinanzOnline web service user). To do this, WE will send the selected tax advisor all the information required for registration after the CUSTOMER has provided the relevant email address in the ADMINISTRATION INTERFACE. With this type of registration, WE cannot provide any support to the CUSTOMER and the CUSTOMER is responsible for ensuring that the registration and verification of the start document are carried out correctly.

§5 Automatic Annual Document Verification

1. The CUSTOMER has the option of performing the annual document check required by the RKSV either manually or automatically via ready2order.
2. The automatic annual document check can be added to the CUSTOMER'S ADMINISTRATION INTERFACE for a fee.
3. ready2order cannot provide any support for the manual annual document check, and the CUSTOMER is responsible for ensuring that the annual document check is carried out correctly.

§6 Failures

1. If the signature creation device fails, the SOFTWARE can continue to be used (without restrictions). Only a message indicating the failure will be displayed in the QR code. As soon as the signature creation device is functional again, documents will be signed automatically.
2. In the event of an Internet connection failure, OFFLINE MODE is available for using the SOFTWARE (see Section 5 (3) of the General Terms and Conditions). However, during OFFLINE MODE, there is no connection to the data collection log and no signed documents can be created.

Preamble

1. This appendix applies to CUSTOMERS who are subject to the German KassenSichV (Cash Register Security Regulation).
2. Since 2020, electronic recording systems in Germany must have a certified technical security device (hereinafter referred to as ‘TSE’) to protect them against manipulation. Certain business transactions must be electronically signed and proof of signature must be affixed to the receipts.
3. ready2order uses an external service provider for electronic signatures in order to implement the signature requirements in a cloud-based manner.

§1 TSE Certificate

1. CERTIFICATES for a certified technical security device (‘TSE’) must be issued by a certified service provider for a company's cash register based on its data (e.g. company name, address). The CUSTOMER is responsible for the accuracy of the data entered.
2. Only CERTIFICATES from service providers approved by ready2order can be used with the SOFTWARE. The providers used by ready2order can be found in Appendix 1. The purchase of a CERTIFICATE ADDITIONAL SUBSCRIPTION is considered an order to equip the cash register with a cloud-based TSE. At the latest when the certified TSE becomes available, the CUSTOMER must assign the CERTIFICATE to the cash register so that certain business transactions carried out with the CUSTOMER's cash register are signed by this service provider.
3. WE reserve the right to change the service provider if necessary. CUSTOMERS who have a current CERTIFICATE ADDITIONAL SUBSCRIPTION at that time will be informed of this change.

§2 Additional Certificate Subscriptions

1. WE may offer different CERTIFICATE ADDITIONAL SUBSCRIPTIONS, which may differ in terms of their scope, duration or other features (e.g. number of signed documents, number of CERTIFICATES, signature speed). The exact terms and conditions can be found in the respective offer.
2. Exceeding the CERTIFICATE ADDITIONAL SUBSCRIPTION: If the terms and conditions of a CERTIFICATE ADDITIONAL SUBSCRIPTION expressly provide for a limitation (e.g. the number of signed documents, number of certificates, etc.), WE reserve the right to charge a reasonable amount for any excess usage.

§3 Term of Validity and Termination

1. Unless expressly stated otherwise in the terms and conditions of the purchased CERTIFICATE ADDITIONAL SUBSCRIPTION, purchased CERTIFICATE ADDITIONAL SUBSCRIPTIONS have a term of twelve months and are invoiced in advance.
2. Unless terminated in accordance with the applicable notice period or unless otherwise agreed, the CERTIFICATE ADDITIONAL SUBSCRIPTION shall be automatically extended for the original contract term upon expiry of the contract term. The notice period and form of termination shall be governed by Section 10 of the General Terms and Conditions. In case of doubt, the cancellation of the SUBSCRIPTION via the SOFTWARE shall be accompanied by the cancellation of the CUSTOMER'S CERTIFICATE ADDITIONAL SUBSCRIPTION.
3. There shall be no pro-rata refund for the remaining term of CERTIFICATES and CERTIFICATE ADDITIONAL SUBSCRIPTIONS in the event of premature termination of the contractual relationship with US or closure of ACCOUNTS.

§4 Operation and Notification Obligation

1. WIR shall provide the technical requirements within the scope of the legal requirements to ensure that the cash register can be used in accordance with the applicable regulatory requirements and, in particular, that a TSE can be put into operation properly. However, the CUSTOMER shall always be responsible for the accuracy of the data entered.
2. WE reserve the right to deactivate a cash register if it is not used for a prolonged period of time.
3. The CUSTOMER also expressly authorises ready2order to store all authentication data relevant to the TSE (such as PIN/PUK combinations, login data) for the CUSTOMER and to use this data as far as technically necessary without further consultation with the CUSTOMER.
4. WE provide the CUSTOMER with technical support for the fulfilment of statutory notification obligations in accordance with Section 146a (4) of the German Fiscal Code (AO) for electronic recording systems, in particular through connection to an interface for the transmission of registrations. Alternatively, the relevant notification data will be made available to the CUSTOMER. Services subject to a fee will be marked accordingly. Registration, re-registration and deregistration must be carried out independently by the CUSTOMER. The responsibility for the timely and complete fulfilment of all notification obligations remains exclusively with the CUSTOMER.

§5 Failures

1. In the event of a service provider failure, the SOFTWARE may continue to be used (without restrictions). However, the failure will be automatically noted in the business transaction (e.g. on the document). As soon as the service provider is functional again, business transactions will be signed automatically.
2. In the event of an Internet connection failure, OFFLINE MODE is available for using the SOFTWARE (see Section 5 (3) of the General Terms and Conditions). However, during OFFLINE MODE, there is no connection to the TSE and no business transactions can be signed. The failure is noted in the business transaction. If the cash register is operated in OFFLINE MODE for a longer period of time, WE cannot guarantee legal compliance.