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Terms & Conditions

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  1. Subject Matter
  2. Authorisation of Moderators
  3. Availability
  4. Functionality Changes
  5. Use of the XING Group Professional
  6. Other Rights and Obligations of the Customer
  7. Indemnity
  8. Liability
  9. Contract Period, Termination of the Agreement
  10. Termination/Deletion of the XING Group
  11. Fees and Billing
  12. Reimbursement of Advance Payments
  13. Final Provisions

General Terms and Conditions for XING Groups Professional

Preamble

The offer to use XING Groups Professional is intended exclusively for business clients.

The contract is concluded with New Work SE, Dammtorstraße 30, 20354 Hamburg, Germany. Additional contact information, commercial registry data, as well as the name of the authorised representative of New Work SE can be found under “About this site” on www.xing.com.

 

1. Subject Matter

1.1 New Work SE provides the Customer with all of the features and tools of the current minimum standards of XING Groups Professional on XING for use for the duration of the contract.

1.2 New Work SE makes the content, data and other information provided by the Customer available to third parties as long as it does not violate any legal regulations or these general terms and conditions, and as long as it is not improper, offensive to the general public or unacceptable for publication by New Work SE for other reasons. New Work SE is entitled to remove such content, data or other information without prior notice. Should this occur, the Customer is not entitled to any refund.

1.3 New Work SE simply offers the Customer a platform to connect the Customer and third parties (XING members and other third parties) and for this purpose only provides technical applications that make it possible to establish general contact. New Work SE does not guarantee contact between the Customer and XING members or other third parties. New Work SE does not participate in the communication between the Customer and third parties in terms of content. New Work SE does not participate in any legal agreements that may be made through a XING Group Professional or XING and is therefore not a contractual partner. The Customer alone is responsible for the execution and fulfilment of any agreements made with third parties. New Work SE is not responsible in the event that no contact through a XING Group Professional or XING is established between the Customer and the third party in connection with such an agreement. New Work SE is also not liable for any breaches of duty from the agreements made between the Customer and third parties.

1.4 New Work SE accepts no responsibility for content, data or other information provided by XING members, or for content on linked external websites. In particular, New Work SE does not warrant or represent that said data and/or information is true or accurate, or that it fulfils or serves any particular purpose.

 

2. Authorisation of Moderators

2.1 Access to and use of the Customer’s XING Group Professional may only be performed by moderators authorised to do so by the Customer who must be XING members. New Work SE reserves the right to limit the number of moderators for the Customer’s XING Group Professional provided it is not unreasonable for the Customer.

2.2 If a moderator cancels his XING membership, or if XING bans him from using the site (especially as a result of the moderator violating the general terms and conditions of his XING membership), this moderator will no longer be permitted to use or moderate the XING Group Professional.

2.3 The Customer has the right to revoke a moderator’s authorisation, or to assign another person as a replacement for the moderator; particularly in the case addressed in § 2.2. § 2.1 also applies mutatis mutandis.

 

3. Availability

The Customer acknowledges and agrees that it is technically impossible to achieve 100% availability of XING Groups Professional or of XING. New Work SE shall nonetheless endeavour to keep the Customer’s XING Group Professional available without interruption. Events related to maintenance, security or capacity requirements, and/or events beyond New Work SE's control (e.g. disruptions to public communication networks, power failures etc.), may result in brief malfunctions of or temporary interruptions to the Customer’s XING Group Professional. Any claims against New Work SE arising from adverse effects and/or interruptions, irrespective of the legal basis, are excluded to the extent permissible by law.

 

4. Functionality Changes

New Work SE reserves the right to make changes to the services related to the XING Group Professional and its general design, or to offer alternative services, as long as this is not unreasonable for the Customer.

 

5. Use of the XING Group Professional

5.1 The Customer is obliged to observe all applicable laws and all rights of third parties. When adding their own or other content to the XING Group Professional or XING, the Customer must ensure that it does not violate currently applicable law or the rights of third parties, or in any other way compromise the reputation of XING or New Work SE.

5.2 The Customer is also prohibited from engaging in the following:

  • Unreasonably harassing others,
  • Using or promoting any commercial practices considered unfair competition, including progressive customer acquisition practices (such as chain distribution systems, multilevel selling or pyramid sales), or
  • Carrying out, advertising or promoting structural distribution measures (such as multi-level marketing or multi-level network marketing), even if these actions do not specifically constitute a breach of any applicable laws.

5.3 The Customer is responsible for any faults on the part of their moderators to the same extent that they are responsible for any faults of their own. In particular when editing and using the XING Group Professional, the Customer must ensure that the moderators observe the General Terms and Conditions for the use of the New Work service, the General Terms and Conditions for XING Groups Professional as well as any applicable laws and third-party rights.

5.4 New Work SE may impose the following sanctions in the event that obligations from this agreement, legal regulations or third party rights are violated, or if New Work SE has any other legitimate interest:

  • temporarily or permanently deactivate the Customer’s XING Group Professional,
  • terminate the agreement to use the Customer’s XING Group Professional,
  • limit the Customer’s XING Group Professional functionality such that the Customer can only continue using the XING Group Professional with the feature set of the free XING Groups Standard product, or
  • hide the Customer’s XING Group Professional. The XING Group Professional is then no longer visible on XING to non-members of the XING Group Professional.

This shall not affect New Work SE’s other rights.

New Work SE reserves the right to impose the sanctions stated above, in particular in the event that the means of payment provided by the Customer is invalid, or the Customer does not fulfil a payment obligation on time and/or sufficiently.

5.5 Complaints from XING members may lead to the Customer’s XING Groups Professional being temporarily deactivated.

5.6 The Customer must ensure that the content it provides is free of viruses or other malicious code.

 

6. Other Rights and Obligations of the Customer

6.1 The Customer is obliged to keep access data confidential from unauthorised third parties. In particular, the Customer will store user names and passwords in such a way that it is not possible for unauthorised third parties to gain access to them. The Customer is obliged to inform New Work SE without delay should it become aware that a password is known to third parties. The Customer must ensure that the moderators keep their access data confidential from third parties.

6.2 The Customer must inform New Work SE without delay should there be any important changes in the status of the Customer which could be relevant to the contractual relationship.

6.3 The Customer may only transfer contractual rights to third parties with prior consent from New Work SE.

 

7. Indemnity

7.1 The Customer shall indemnify and exempt New Work SE from all actions, including damage claims, asserted by third parties or state authorities against New Work SE which are related to the Customer’s infringement of rights, the Customer’s violation of obligations imposed on the Customer by these terms and conditions, or the Customer’s violation of pertinent data protection regulations.

7.2 Furthermore, the Customer assumes all reasonable costs (including legal-defence costs) that XING may incur in the event that a third party initiates or takes legal action (in or out of court) against XING as a result of the Customer's violation of rights, the Customer's violation of the obligations imposed by these terms and conditions, or the Customer’s violation of pertinent data protection regulations.

7.3 All other rights, including damage claims by XING, are hereby unaffected.

7.4 The aforementioned obligations of the Customer shall not apply to the extent the Customer is not responsible for the infringement.

 

8. Liability

8.1 In the event of intent or gross negligence, the parties shall be liable without limitation for all damages caused in connection with rendering the contractual services.

8.2 In the event of ordinary negligence, the parties shall be liable without limitation for damages resulting from injury to life, limb or health.

8.3 Furthermore, the parties shall only be liable if a basic/cardinal obligation under this agreement is breached. Cardinal contractual duties are an abstract description of those obligations whose fulfilment is indispensable for the proper implementation of an agreement and on whose fulfilment the contracting parties can usually rely. In such cases liability is limited to replacement of typical and foreseeable damages.

8.4 If the parties’ liability is excluded or limited due to the above provisions, this shall also apply to the parties’ vicarious agents.

8.5 Neither party is liable to the other party for non-compliance with contractual obligations if the non-compliance is due to circumstances beyond the party’s control. This applies in particular to cases of force majeure.

 

9. Contract Period, Termination of the Agreement

9.1 This agreement is initially effective for the minimum period of use selected by the Customer. Thereafter, if it is not terminated by the deadline by the Customer or by New Work SE, the agreement will be renewed for 12 months at a time.

9.2 Either party may terminate the agreement without stating a reason by serving notice up to three months before the end of the minimum period of use or the end of a renewal period. The right of either party to terminate the agreement for cause remains unaffected.

9.3 In the event of termination of the agreement, the Customer’s XING Group Professional shall be downgraded to a free XING Group Standard. All added content will in particular be removed from the Customer’s XING Group Professional along with any vanity URL for which a paid XING Group Professional is required in order to be displayed on XING.

 

10. Termination/Deletion of the XING Group Professional

If the Customer requests termination or deletion of its XING Group Professional or Standard, XING has the right to continue using the XING Group Professional or Standard under a different name or have a third party operate the XING Group Professional or Standard under a different name in order to safeguard the interests of the members of the XING Group Professional or Standard. The Customer will be given the opportunity to delete its own works beforehand, in particular its logos and content.

 

11. Fees and Billing

11.1 Fees for the entire subscription period are immediately payable at the time the invoice is issued. The payment can be made with any of the various means of payment offered.

11.2 New Work SE reserves the right to change the fee, to be effective as of the following period of renewal. New Work SE shall notify the Customer of any fee change in the invoice sent to the Customer with regard to the period of renewal. In the event of a price increase, the Customer is entitled to submit to New Work SE within four (4) weeks of the date of invoice a written declaration of withdrawal from the agreement with retroactive effect from the date of the renewal.

 

12. Reimbursement of Advance Payments

The Customer cannot make a claim for reimbursement of advance payments in the following cases:

  • If New Work SE terminates the agreement with cause,
  • If New Work SE imposes one or more of the sanctions in accordance with § 5.4, or
  • If the Customer terminates the agreement, the Customer’s claim for reimbursement of advance payments is not excluded if the cause for termination arises from New Work SE’s area of responsibility.

 

13. Final Provisions

13.1 New Work SE is permitted to commission sub-contractors. In the event that subcontractors are employed, New Work SE remains responsible for fulfilling the obligations taken on by New Work SE. New Work SE is permitted to transfer rights and duties to third parties, in whole or in part.

13.2 Die New Work SE reserves the right to amend these general terms and conditions at any time, without giving reasons, unless an amendment is unreasonable to the Customer. XING shall give the Customer due notice of any amendments of these general terms and conditions. If the Customer does not object to the applicability of the revised general terms and conditions within six (6) weeks after receipt of said notice, the amended general terms and conditions shall be deemed to be accepted by the Customer. New Work SE shall inform the Customer of its right to object and of the relevance of the objection deadline in said notice.

13.3 The exclusive place of jurisdiction and place of performance is Hamburg.

13.4 These GTC and the contractual relationship shall be governed by German Law, excluding international private law and the provisions of the United Nations Convention on Contracts for the International Sale of Goods that have been adopted by German Law.

13.5 If any of the provisions of this agreement are or become unenforceable, they shall not affect the validity of the remaining provisions.