General Terms and Conditions for the Use of SOMMERRUST’s Online Services

Preamble

SOMMERRUST GmbH (hereinafter also: SOMMERRUST) operates a website under the domain www.sommerrust.com to offer information and online services on topics regarding innovation and business model development. Inter alia, the website includes the online service „Business Model Waves Test“ (hereinafter: BM Waves Test). The BM Waves Test evaluates your company’s or organization’s potential for innovation on the basis of your specifications and self-assessment, and identifies possible risks as well as room for improvement.

§1 Scope of Application, Availability of the Terms and Conditions

(1) The website and the BM Waves Test under www.sommerrust.com are operated by
SOMMERRUST GmbH
represented by its managing directors Dr. Axel Sommer and Frank Rust
Rheinsberger Straße 49
10435 Berlin, Germany.

(2) The following Terms and Conditions (hereinafter: Terms) apply to the use of the website and online services offered under www.sommerrust.com, especially to the BM Waves Tests. The offers and services of SOMMERRUST on this website are solely carried out pursuant to the present Terms. By using the services of SOMMERRUST, especially by using the BM Waves Tests, these Terms are considered as agreed upon, unless otherwise expressly agreed upon in writing. Deviating or conflicting Terms and Conditions will not be accepted by SOMMERRUST, unless SOMMERRUST has expressly consented to such Terms and Conditions in writing.

(3) These Terms are applicable both for offers and services of SOMMERRUST free of charge and for those subject to a charge, including the content that can be used without prior registration.

(4) These Terms can, at any time, be accessed under www.sommerrust.com/en/terms, printed and saved locally.

§2 Amendments of the Terms

SOMMERRUST reserves the right to adapt or amend the Terms with effect for the future at any time. In regard to contractual relationships already in existence, such version of the Terms applies which was valid at the time when the respective legal act was undertaken. However, SOMMERRUST is entitled to amend the Terms unilaterally where the Terms are already integrated in the contractual relationship with the user insofar as this is necessary to remove a subsequent material shift in the contractual balance of equivalence or in order to adapt to altered legislative or technical conditions. The user will be informed about such adaptation and about the content of the amended terms. Such amendment will become part of the contract unless the user objects to the inclusion vis-à-vis SOMMERRUST in writing or text form and within three weeks beginning from the receipt of the notice of amendment. In case of such objection, SOMMERRUST has the right to extraordinary termination.

§3 SOMMERRUST’s offer

(1) SOMMERRUST offers, inter alia, companies and organizations a free online test for assessing their capacity for innovation as well as analyzing the development and transformation of business models (BM Waves Test). For this purpose, users will answer a catalogue of questions based on their personal, realistic assessment. On the basis of these answers, SOMMERRUST will provide an innovative, method-based written and personal evaluation. In addition, the user is given the opportunity to obtain information on the development of the company through comparative evaluations of the results from the BM Waves Test. SOMMERRUST neither verifies the accuracy of the content of the users’ specifications nor whether users are entitled to make such specifications about their company or organization. Implementation and other utilization of the test results by users occur on their own responsibility. A respective responsibility of SOMMERRUST is hereby excluded.

(2) SOMMERRUST will continuously develop and optimize the BM Waves Test and thus reserves the right to amend or adapt the BM Waves Test accordingly, especially in regard to the questions of the test.

(3) Furthermore, SOMMERRUST offers additional counseling services. These are not included in the free online test, but subject to potential further agreements to be concluded separately and subject to charging, where applicable. This includes the organization and execution of innovation projects and the activities connected hereto, further development and introduction of respective methodical approaches and tools, as well as the development of corresponding software. Furthermore, SOMMERRUST develops and implements business concepts, if required.

§4 Registration for the Online Services

(1) Use of the BM Waves Test and of further online services may be subject to personal registration of the respective user.

(2) Users are held to give truthful and accurate registration details. SOMMERRUST is entitled to validly make declarations vis-à-vis the user via email, unless a stricter form is prescribed by law or by express agreement.

(3) The users’ personal data provided during registration will be saved by SOMMERRUST, so that the user can register with his or her login data at any time. Details of the handling of personal data by SOMMERRUST are described in the data privacy statement (available under www.sommerrust.com/en/privacy).

§5 Use of the Website and of the Online Services

(1) It is not permitted to copy or to otherwise use the content of the website, especially regarding the BM Waves Test, without prior express consent of SOMMERRUST. The user is only permitted to use the internet services provided by SOMMERRUST via common programs (internet browser) or via the software provided by SOMMERRUST. In particular, the use via automated software (e.g. script programs) is inadmissible. This applies especially where the use of such software serves to generate or produce certain data.

(2) The user has no unlimited right to access and use the website and its functions, in particular the BM Waves Test. SOMMERRUST especially reserves the right to limit or refuse the access and use of the BM Waves Test subject to capacity or in case of indications of misuse. The offer to use the website as well as its functions, especially the BM Waves Test, is subject to the current state of technology. SOMMERRUST may limit its services temporarily where this is necessary due to limits of capacity, to ensure security or integrity of the server or for the execution of technical measures and if this serves duly or improved procurement of services (maintenance works). The user has no right to unlimited access to his data or the results of his or her BM Waves Test. In individual cases, a loss of data may occur. SOMMERRUST is not liable for such loss. Sec. 7 of these Terms (limitation of liability) remains unaffected by the preceding regulations.

(3) The quality of SOMMERRUST’s online services, especially of the BM Waves Test, depends, inter alia, on the accuracy of the users’ statements. Users shall carry out their self-assessment as diligently as possible. In case of factual statements, these have to be made truthfully.

§6 Liability for Content

(1) Any content published by users on the website will generally not be verified by SOMMERRUST and does not reflect the opinion of SOMMERRUST. SOMMERRUST does not guarantee the actuality, accuracy, completeness or quality of the information provided by users. It is the users’ own responsibility that their offers or contents are lawful and do not infringe any third party rights. When using the platform, users have to adhere to applicable laws, especially the UWG (Gesetz gegen den unlauteren Wettbewerb – German Act Against Unfair Practices), copyright law and data protection law. It is forbidden to publish any content that may violate laws, third party rights or common decency.

(2) Users of the website indemnify SOMMERRUST from any third party claims which may derive from a use contrary to para. 1, including costs resulting from adequate legal defense.

(3) In case of third party claims against SOMMERRUST, users are obliged provide SOMMERRUST with truthful and complete information necessary for the examination of the claims and for the respective defense. If SOMMERRUST is given notice due to illegal content of a user (Abmahnung), SOMMERRUST is entitled to block such content until the user submits adequate proof for the lawfulness of his or her content. The assessment in this regard lies in the sole discretion of SOMMERRUST.

§7 Limitation of Liability

(1) SOMMERRUST is liable for the users’ damage caused willfully or through gross negligence on behalf of SOMMERRUST, its legal representatives, executive staff or vicarious agents.

(2) Irrespective of the degree of negligence, SOMMERRUST is liable for users‘ damage arising from injury of life, body or health, based on a breach of duty through SOMMERRUST or the group of people referred to in para. 1. Regardless of the degree of negligence, SOMMERRUST is also liable for damages that arise where a person mentioned in para. 1 has breached a duty that is of utmost importance for achieving the object of the contract, as well as in case of willful deceit. Likewise, SOMMERRUST is liable regardless of the degree of negligence for damages arising from the breach of a warranty assumed by SOMMERRUST or from an organizational default.

(3) In cases other than those mentioned in para. 1 and para. 2, liability of SOMMERRUST is expressly excluded, irrespective of the legal ground.

(4) Claims against SOMMERRUST based on a defect for which SOMMERRUST is liable are time-barred within 12 months from the beginning of the statutory limitation period.

§8 Exclusion of Liability for Links

The website may contain links to websites of third parties. SOMMERRUST does not adopt the content of such websites and is not liable for content provided therein. In case such links lead to unlawful or offensive content, SOMMERRUST will delete such links where there is a detectable indication for such illegality or offensiveness. This decision is made at SOMMERRUST’s sole discretion.

§9 Data Protection and Privacy

SOMMERRUST will treat your data confidentially. Collection, processing and use of personal data is carried out solely pursuant to the requirements of German data protection law, in particular the basic EU data protection regulation (DSGVO), the Federal Data Protection Act (BDSG) as well as according to the user’s separate and express declaration of consent. Details on SOMMERRUST’s handling of personal data are described in our data privacy statement, available under www.sommerrust.com/en/privacy. Further information regarding data protection can be found throughout SOMMERRUST’s website.

§10 Applicable Law, Court of Jurisdiction

(1) The law of the Federal Republic of Germany is applicable.

(2) In case the contractual party is a merchant, the place of jurisdiction is the general place of jurisdiction of SOMMERRUST GmbH.

(3) In case the contractual party has no general place of jurisdiction in Germany, the place of jurisdiction is the general place of jurisdiction of SOMMERRUST GmbH.

(4) In case the contractual party transfers its domicile or its usual place of residence outside of Germany after the conclusion of the agreement or in case its domicile or usual place of residence is unknown at the commencement of a law suit, the place of jurisdiction is the general place of jurisdiction of SOMMERRUST GmbH.

(5) The general place of jurisdiction of SOMMERRUST GmbH as well as the place of fulfillment is Berlin.

§11 Severability Clause

(1) Should any provision of these Terms be or become invalid or contain a gap, this does not impact the effectiveness of the other provisions.

(2) In such a case, the parties are held to make an agreement which comes closest to the intended economic purpose and which can be validly agreed on.

Date: July, 2018