Section 1 Scope, Provider & Definitions
(1) These General Terms and Conditions (T&Cs) apply to all contracts on the acquisition of software licences, plugins, cloud applications, digital products and related services concluded via the website www.ascensus-digital.de (as well as associated subdomains and applications) between
Ascensus GmbH, Werstener Dorfstraße 152, 40591 Düsseldorf (hereinafter the "Provider") and the customer.
(2) A consumer is any natural person who concludes a legal transaction for purposes that predominantly cannot be attributed to either their commercial or their independent professional activity (Section 13 of the German Civil Code, BGB). An entrepreneur (business) is a natural or legal person or a partnership with legal capacity that, when concluding the legal transaction, acts in the exercise of its commercial or independent professional activity (Section 14 BGB). The Provider's offerings are aimed predominantly at businesses (in particular operations in the hotel and catering industry). Individual provisions of these T&Cs apply expressly only to consumers; this is indicated in each case.
(3) The version valid at the time of the formation of the contract shall apply. Differing terms of the customer shall not become part of the contract unless the Provider expressly agrees to their validity in text form.
Section 2 Subject Matter of the Contract
(1) The Provider grants the customer the use of software (in particular WordPress/Elementor plugins and cloud applications) for a fee – depending on the product as a one-time purchase, lifetime licence or by subscription (monthly/annually).
(2) Cloud applications and subscriptions constitute the continuous supply of a digital product over the respective contract term. In the case of a one-time purchase/download, a single supply takes place.
(3) The specific scope of services, the number of permitted activations/domains as well as the update and support period result from the respective product description at the time of the order.
(4) Individual software development is agreed separately on the basis of a separate offer; for this, the terms of the respective project contract shall apply with priority.
Section 3 Formation of Contract
(1) The presentation of the products does not constitute a binding offer but an invitation to place an order.
(2) By selecting a product/plan, entering the required data and completing the payment process via our payment service provider, the customer submits a binding offer. The contract is concluded upon confirmation of the order or the provision of the licence by the Provider.
(3) For paid orders by consumers, the order button is labelled in accordance with Section 312j(3) BGB with the words "order with obligation to pay" ("zahlungspflichtig bestellen") or an equivalent unambiguous wording.
(4) The contract text is not stored separately; the essential order data can be viewed in the customer account. The order confirmation is additionally transmitted by e-mail.
Section 4 Prices & Payment
(1) The prices stated at the time of the order apply. Towards consumers, all prices are understood as total prices including statutory value added tax. Towards businesses, prices may be stated plus value added tax; the information in the order process is decisive.
(2) Payment is made via the payment service provider Stripe (Stripe Payments Europe, Ltd.). Its terms apply additionally. Payment data is processed exclusively at Stripe, not at the Provider.
(3) In the case of subscriptions, the fee is due in advance at the beginning of each billing period (monthly or annually).
(4) The invoice is provided electronically and can be accessed in the customer account. By placing the order, the customer agrees to electronic invoicing.
Section 5 Rights of Use / Licence
(1) The Provider grants the customer a simple, non-exclusive, non-transferable right to use the software within the agreed scope (number of activations/domains) and for the duration of the licence or subscription.
(2) The licence key or the access data shall be treated confidentially and may not be passed on to third parties. Passing on, reproduction or making the software publicly available beyond the agreed scope is not permitted.
(3) Updates and support are provided during the term of an active licence or an active subscription to the extent described in each case. After expiry, a last installed version of a one-time purchase product remains usable; there is no entitlement to further functional updates (upgrades) after expiry. Statutory update obligations towards consumers (Section 8) remain unaffected.
Section 6 Provision & Download
(1) After successful receipt of payment, the customer receives access to the software (download and/or licence key or cloud access) by e-mail as well as in the customer account.
(2) The customer is responsible for the technical prerequisites (e.g. compatible WordPress/server environment, internet access). The system requirements result from the product description.
Section 7 Term & Termination (Subscriptions)
(1) Subscriptions have the initial term specified in the order process (monthly or annually).
(2) Towards consumers, the following applies: If the subscription is tacitly renewed after the expiry of the initial term, it continues for an indefinite period and can be terminated at any time with a notice period of no more than one month (Section 309 No. 9 BGB).
(3) Towards businesses, the subscription is automatically renewed for the respective term unless it is terminated with a notice period of one month to the end of the term.
(4) Termination can be declared in the customer account or by e-mail to info@ascensus-beratung.de. Where consumers can conclude the subscription via the website, the Provider provides a termination button ("cancel contracts here") in accordance with the requirements of Section 312k BGB, which is easily accessible without prior login.
(5) The right to extraordinary termination for good cause remains unaffected. Upon the termination taking effect, update and support entitlements end at the end of the paid period.
Section 8 Updates of Digital Products (Consumers)
(1) In the case of contracts with consumers on digital products, the Provider ensures that the consumer is provided, during the relevant period, with those updates – including security updates – that are necessary to maintain the conformity of the digital product, and informs the consumer thereof (Section 327f BGB).
(2) The relevant period is, in the case of continuous supply (cloud/subscription), the entire supply period; in the case of single supply, the period that the consumer can reasonably expect given the nature and purpose of the product.
(3) The update obligation does not include functional enhancements (upgrades). If the consumer fails to install an update that has been provided and accompanied by proper information, the Provider is not liable for defects that are based solely on this (Section 327f(2) BGB).
Section 9 Changes to the Cloud Service (continuous supply)
(1) The Provider may change the continuously supplied software beyond what is necessary to maintain conformity if there is a valid reason (e.g. technical further development, adaptation to a changed legal situation or security requirements, economic efficiency), if this does not give rise to any additional costs for the customer and if the customer is informed of the change clearly and comprehensibly (Section 327r BGB).
(2) If such a change impairs the consumer's access to the digital products or their usability more than only insignificantly, the consumer is entitled to the statutory rights (in particular termination) in accordance with Section 327r BGB.
Section 10 Right of Withdrawal (Consumers)
Consumers have a statutory right of withdrawal. Details – including the possibility of exercising the withdrawal via our online withdrawal function – result from our withdrawal policy. In the case of digital content, the right of withdrawal may expire prematurely if the consumer expressly consents to immediate performance and confirms their knowledge of the expiry (Section 356(5) BGB). Businesses are not entitled to a right of withdrawal.
Section 11 Rights in Respect of Defects / Warranty
(1) Towards consumers, Sections 327 et seq. BGB apply to digital products. The digital product is free from product and legal defects upon supply (Sections 327e, 327g BGB). If a defect exists, the consumer is entitled to the statutory rights in respect of defects under Sections 327i et seq. BGB (subsequent performance, price reduction, termination of contract, compensation for damages/expenses).
(2) Towards businesses, the following applies: The Provider warrants that the software has, upon supply, the quality promised in the product description. The limitation period for claims in respect of defects is one year from supply; this does not apply to damages arising from injury to life, body or health, in the case of intent or gross negligence, or in the cases of Section 12(1). The Provider is entitled to first remedy defects by means of an update, patch or an error-free version.
(3) The customer shall report defects in a comprehensible and reproducible manner. Software is developed according to the respective state of the art; complete freedom from errors cannot be technically guaranteed.
Section 12 Liability
(1) The Provider is liable without limitation in cases of intent and gross negligence, for fraudulently concealed defects, within the scope of an assumed guarantee, and for damages arising from injury to life, body or health.
(2) In the case of simple negligence, the Provider is only liable in the event of a breach of a material contractual obligation (cardinal obligation), the fulfilment of which makes the proper performance of the contract possible in the first place and on whose compliance the customer may regularly rely, and limited in amount to the foreseeable damage typical for the contract.
(3) Otherwise, liability is excluded. Liability under the German Product Liability Act remains unaffected.
(4) The customer is responsible for the regular backup of their data. The Provider is liable for the loss of data only to the extent that the damage would also have occurred in the case of proper data backup by the customer.
Section 13 Final Provisions
(1) The law of the Federal Republic of Germany applies, to the exclusion of the UN Convention on Contracts for the International Sale of Goods. For consumers, mandatory consumer protection provisions of their state of residence remain unaffected.
(2) If the customer is a merchant, a legal entity under public law or a special fund under public law, the place of jurisdiction is Düsseldorf.
(3) Consumer dispute resolution: We are neither obliged nor willing to participate in a dispute resolution procedure before a consumer arbitration board.
(4) Should individual provisions be or become invalid, the validity of the remaining provisions shall remain unaffected.