General Terms and Conditions for the Use of 7Q1

 

§1 Scope

TMG Consultants GmbH, registered in the Commercial Register B of the Stuttgart District Court under HRB 14137, located at Hauffstraße 5, 70190 Stuttgart (hereinafter referred to as “TMG”), offers AI-based supplier search and other platform-operated services under the name 7Q1.
These General Terms and Conditions (GTC) apply between TMG and every registered user (hereinafter “User”) on the platforms, websites, and applications of 7Q1 (operated via URLs https:///7q1.de and https://7q1.io, including all associated sublinks) (hereinafter “7Q1”). By using our services, the User agrees to these GTC.
The GTC form an integral part of contracts concluded between the User and TMG regarding products and services of 7Q1.
Any agreements deviating from these terms between TMG and the User, as well as mandatory statutory provisions, take precedence.
These General Terms and Conditions apply exclusively. Differing terms and conditions of the User are fully non-applicable. Counter-confirmations of the customer referring to his own terms and conditions are expressly contradicted.
TMG provides its services exclusively to entrepreneurs within the meaning of § 14 BGB (German Civil Code).

§2 Subject of the Contract

TMG has developed an application that enables users to find suitable suppliers worldwide in a short time. This application operates on the 7Q1 internet platform (hereinafter “Platform”). In addition, TMG offers services to support purchasing and procurement processes.
No software installation is required to use the application. The User utilizes the infrastructure provided by TMG as an internet application. 

§3 Registration and Use of 7Q1

Registration with TMG is necessary to use 7Q1.
The User is obliged to register under their own data and to provide all information correctly and completely.
For successful registration, the User must accept these General Terms and Conditions. Confirmation is made by activating access via an activation link sent to the User by email.
With successful registration, the User submits an offer to TMG to conclude a user contract, which includes the incorporation of these General Terms and Conditions.
TMG is not obligated to accept this offer. If TMG does not accept this offer, the User's chosen access data (username, password) will be blocked.
Registration is personal. Therefore, each User requires a separate access. In particular, it is not permissible to use 7Q1 through other than the registered person(s).

 §4 Scope of Services

Upon conclusion of an individual contract, the User receives a non-exclusive, temporally limited to the duration of use and cooperation, non-transferable license to access the 7Q1 platform and to use the 7Q1 services. The individual contract regulates the type and content of the services. The individual contract between TMG and the User is concluded according to these general terms and conditions.
The Search Credits defined in the respective individual contracts (hereinafter “Credits”) enable a detailed search for suppliers per credit. Unless otherwise agreed, these Credits are valid for one year. After this year, the right to use the supplier search within the scope of the acquired Credits expires.
Results of a search depend on the individual configuration of the respective Users as well as supplier and data availability. Completeness, scope, quality, and accuracy are therefore not guaranteed by TMG. The User acknowledges this fact and will not consider it a defect and will not make any claims, such as consequential damages, against TMG.

TMG reserves the right to reject individual supplier searches for technical or legal reasons.

 §5 Orders, Durations, and Termination

A contractual relationship between the User and TMG is established as soon as the User issues an order either in writing, electronically, or through a telephone conversation with a customer advisor. This contract is considered confirmed if the User does not object immediately after receiving the commercial order confirmation or invoice, or if he takes advantage of the first service, for example, by starting to use it after receiving the access data.
The fees of the price lists valid at the time of contract conclusion apply, or the fees defined in the specific offer. Fees are due in advance for the entire service period, unless otherwise agreed.
The conclusion of an individual contract results in a term contract according to the respective minimum term set out in the individual contract, unless otherwise regulated within the contract. Term contracts automatically extend by 12 months if they are not terminated with a notice period of six weeks to the end of the respective term. The date of receipt of the termination applies.


§6 Technical Requirements for the Use of 7Q1

Access to the platform is provided (cloud-based) via telecommunication over the Internet with Secure Socket Layer (SSL) encryption.
TMG only provides the information technology functions of the platform. The provision of the necessary internet access is not part of TMG's service.

§7 User's Obligations

The User has, among others, the following obligations:

  1. He must protect the access data (usernames and passwords) assigned to him from access by third parties and may not pass them on to third parties.
  2. He must inform TMG immediately if there is suspicion of misuse.
    As soon as TMG becomes aware of unauthorized use, TMG will block the access of the affected User. TMG also reserves the right to change the access data of users for security reasons; in such a case, TMG will inform the User immediately.

§8 Accessibility and Liability of 7Q1

TMG strives to enable the User to use the platform 24 hours a day, 365 days a year. However, TMG does not guarantee the permanent accessibility of 7Q1 due to planned (e.g., maintenance) or unforeseen downtime. In the event of errors, TMG will start troubleshooting within 3 hours during service hours. During troubleshooting, the reporting User will be informed about the progress and completion of the troubleshooting. The service times are from Monday to Friday from 08:30 to 18:00.
TMG is not liable for disruptions beyond its control, such as force majeure, operational disruptions at 7Q1 or its vicarious agents, e.g., due to strikes, unrest, natural disasters, official orders, and unverschuldete technical disruptions.
The User has no right to compensation for restrictions or exclusion of the usability of the platform.
TMG is not liable for errors of the cloud server. TMG strives to correct rectifiable errors within a maximum of two working days after receiving the error message at TMG.
TMG is fully liable for intent and gross negligence (also of legal representatives and vicarious agents) as well as for injury to life, body, and health.
For the otherwise culpable violation of essential contractual obligations, TMG's remaining liability is limited to the contract-typical foreseeable damage that TMG had to expect at the time of the conclusion of the contract based on the circumstances known at that time, but at most to the order value.
Otherwise, liability – regardless of the legal reason (in particular claims arising from the breach of main and ancillary contractual obligations, tort, and other tortious liability) – is excluded.
TMG is only liable for the loss of data according to the preceding paragraphs if such a loss could not have been avoided by appropriate data backup measures on the part of the user.

§9 Work Results

With the complete payment of the agreed periodic remuneration, the User receives the simple, temporally and spatially unlimited right to use the work results provided by TMG in the respective billing period for internal applications and purposes, to reproduce, edit, and connect with other programs or materials. For the duration of the use until the complete payment of the periodic remuneration, TMG transfers the simple rights of use revocably under the condition of complete payment for the respective billing period.

§10 Remuneration and Payment Terms

TMG receives compensation for the services owed according to these GTCs and an individual contract. All prices are exclusive of the legally applicable VAT at the current rate.
The services are billed annually in advance and are due, unless otherwise agreed, within 14 days of receipt of the invoice without deduction. Extensions are automatically invoiced 40 days before the extension of the term, unless they are terminated in due time.

§11 Termination and Cancellation of Services

In the event of termination, the license fee not yet paid in advance for the term becomes due immediately in full.
The right to extraordinary termination for good cause remans unaffected. An important reason is, among others, a delay in payment in the amount of two installments, if regular payment of installments is agreed.

§12 Data Protection and Data Security

The infrastructure provided by TMG is secured according to current technological standards. TMG employs modern encryption standards for data transmission to protect the data from unauthorized third-party access during transmission. All sensitive transmission paths are secured with either VPS or SSL encryption, as far as possible. Communication between TMG systems occurs within a DMZ. As new security standards emerge to further optimize data protection against third-party access, TMG endeavors to implement these standards.
However, the User is aware of the general risk that transmitted data can be intercepted during transmission. This applies not only to information exchanges via email leaving the system but also to all other data transmissions. Therefore, the confidentiality of the transmission path for data transmitted in the context of platform usage cannot be guaranteed.
The User is solely responsible for securing information accessed or received through the use of the platform. Regular backups of this information/documents on the User's own data carrier/server are recommended, especially when authorized Users also use the platform on their own devices.
The privacy notices applicable to the use of the platform can be found in TMG's privacy policy, available at http://7q1.de/datenschutz/.
The User is obligated to comply with applicable data protection laws concerning personal data of third parties, such as other Users, which may be obtained through the use of the platform. This data shall only be used for contractual or pre-contractual communication. The User shall instruct all its governing bodies, employees, agents, authorized Users, and vicarious agents accordingly.
If the User allows authorized Users to use the platform on their own devices, the User alone is responsible for processing any personal data of these individuals in accordance with Art. 24 GDPR. The data processing agreement according to § 2 remains unaffected.
TMG is entitled to monitor and enforce proper use of the platform by appropriate technical measures in compliance with data protection laws, such as access restrictions or lockouts.

§13 Confidentiality

Confidential information within the meaning of this agreement includes all information (whether written, electronic, oral, digitally embodied, or in any other form) that the User uploads to the platform.
TMG commits to:

  1. Strictly treating confidential information and using it solely for the intended purpose, including conducting searches, analysis to improve and optimize the platform, and collecting industry trends based on anonymized and aggregated usage data.
  2. Disclosing confidential information only to those representatives who require this information for the purpose, provided that the recipient ensures that their representatives comply with this agreement as if they were bound by it themselves.
  3. Protecting confidential information against unauthorized third-party access through appropriate confidentiality measures and complying with legal and contractual data protection regulations during the processing of confidential information. This also includes technical security measures adapted to the current state of the art (Art. 32 GDPR) and obliging employees to confidentiality and data protection compliance (Art. 28 para. 3 lit. b GDPR).
Information that is not confidential includes information that:
  1. was known or generally accessible to the public before notification or delivery by the owner or becomes so at a later date without violating a confidentiality obligation;
  2. was already known to the recipient before disclosure by the owner and without violating a confidentiality obligation;
  3. was independently developed by the recipient without using or referring to the owner's Confidential Information;
  4. was provided or made accessible to the recipient by a legitimate third party without violating a confidentiality obligation. 

§14 GTC Changes

TMG reserves the right to change or supplement these General Terms and Conditions for the use of 7Q1 in whole or in part with future effect. TMG will inform the User of any changes by communicating the specific content of the amended regulations with reasonable notice in advance. If the User objects to this change within three months (amendment period), the GTCs agreed upon at the time of contract conclusion apply. Otherwise, the amended General Terms and Conditions are deemed agreed upon after the expiration of the amendment period. In the event of an objection to the change, TMG reserves the right to terminate the contract extraordinarily.

§15 Final Provisions

All declarations within the context of the contractual relationship must be made in text form, unless otherwise regulated.
The User consents, revocably, that TMG may use the User's name, logo, and other user characteristics for reference purposes free of charge, especially on the homepage www.7Q1.de and in public relations and marketing activities.
The parties are entitled to offset, retain, and/or refuse performance only if the respective claim is undisputed, recognized by the other party, and/or legally established. The User is not entitled to assign claims.
The Supplier Terms are written in both German and English. In case of discrepancies or contradictions between the German and the English version, the German version shall prevail.

§ 16 Choice of Law, Jurisdiction

Exclusively German law applies to the services, their execution, and all disputes arising therefrom. Articles 3 to 37 EGBGB are not applicable.


The exclusive place of jurisdiction for all disputes is Stuttgart.

Stuttgart, December 15, 2023