GENERAL TERMS AND CONDITIONS

GENERAL TERMS AND CONDITIONS
of
E-nable+ Online Services GmbH
(“E-nable+” or “Company”)
Eschenbachgasse 9, 1010 Vienna, Austria
FN 476617 h
(Last updated on 25 October 2017)

1. Scope

1.1 Any offer, any entering into contract and all current and future contractual relations between E-nable+ and the Customer in connection with the services provided by E-nable+ to the Customer shall be governed by these general terms and conditions (“GTC”).
1.2 Any other service of E-nable+ shall only be governed by the GTC, if agreed explicitly between the parties. In this case the GTC shall be applied analogously.
1.3 Any contractual relation between E-nable+ and a Customer being a consumer within the meaning of Sec 1 of the Austrian Consumer Protection Act (Konsumentenschutzgesetz) is excluded from the applicability of the GTC.
1.4 Any general terms and conditions of the Customer shall only be applicable in addition to the GTC of E-nable+, if E-nable+ agrees to its applicability in writing.

2. Services

2.1 E-nable+ owns and operates a web-based platform called “E-nable+” (the “Platform”) that provides inter alia the following online services for the energy industry worldwide:

• a matchmaking between owners of an energy project and investors;
• a matchmaking between tender issuers, bidders and/or contractors;
• a matchmaking between freelancers and principals/employers; and
• other business contact services for stakeholders of the energy business (together the “Services”).

2.2 The Platform collects, stores and processes data and/or information entered by a Customer (e.g., project information on wind power plants, photovoltaic power plants, geothermal power plants, hydro power plants and other energy projects as well as information on tenders, bidders or service providers/freelancers) and provides such data and information to other Customers in accordance with their respective search criteria and the respective service agreement.

2.3 In order to use the Services the Customer shall

• register successfully with the Platform (including an acceptance of the GTC and the Privacy Policy); and
• choose between and subscribe for the respective Services requested (i.e., basic or premium Services).

2.4 If a Service needs to be paid for, E-nable+ will provide to the Customer all relevant price information prior to his/her purchase of the respective Service.

2.5 The Customer shall access and manage his/her personal information and contact details through his/her personal account.

2.6 The Customer acknowledges that any business transaction with regard to the Platform is only entered into and concluded between Customers without any participation and responsibility of E-nable+.

2.7 E-nable+ does not assure any exclusivity to its Customers with regard to the Services.

3. Registration of and Service for the Customer

3.1 For initiating a registration with the Platform, the Customer requires a valid email-address and a self-chosen password. If the creation of the Customer’s personal account is completed, the Customer receives a confirmation via email and a service agreement between the Customer and E-nable+ is concluded.

3.2 The Customer may upload and publish data and information via forms provided by the Platform. If certain data or information is compulsory, the Platform will request any missing data or information from the Customer.

3.3 The Customer represents and warrants vis-à-vis E-nable+ (but not to any other Customer) that

a) he/she is either the legal owner or the authorised representative of the data and information in relation to the respective Customer;
b) he/she has the legal authority (including copyrights) required to submit, upload and disclose the data and/or information to be published on the Platform;
c) all data and/or information entered by the Customer in the Platform can be disclosed to E-nable+ and other Customers and shall be processed for the purposes of providing the Services as described in the GTC;
d) all data and/or information entered in the Platform is valid, correct and complete; and
e) he/she accepts the GTC and the Privacy Policy.

4. Additional Obligations of the Customer

4.1 The Customer shall be responsible for the confidentiality of his/her authentication and password. E-nable+ shall not be liable for any damage caused by a breach of this obligation by the Customer or a misuse caused by negligence or wilful misconduct of the Customer.

4.2 The Customer shall apply appropriate measures for IT security. In particular, the Customer shall ensure that no virus, malware or infected software are existent or threatening when uploading documents in to the Platform.

4.3 The Customer shall support E-nable+ on a best efforts basis to provide its Services.

4.4 If E-nable+ suffers any damage due to the use of Services by the Customer, the Customer shall indemnify E-nable+ for all current and future damages (including but not limited to lost profits).

5. Fees and Payment

5.1 E-nable+ offers basic and premium Services to its Customers.
Basic Services are currently free of charge. Premium Services are each subject to the applicable price list of E-nable+.

5.2 If a Customer wants to subscribe for the premium Services, he/she needs a valid credit card and may buy tokens to be redeemed for the respective Service.

5.3 All fees paid by the Customer are non-refundable. The Customer is not entitled to request a refund of fees paid.
If you have queries about the prices, please feel free to contact us any time.

6. Term of Agreement / Termination of the Agreement

6.1 Any agreement between the Customer and E-nable+ is concluded for an unlimited period. The Services are billed on a monthly basis, whereas the first billing period starts as of the purchase of the respective Service by the Customer and ends with the expiration of the respective billing period.

6.2 If the Customer does not terminate the agreement in writing (e.g., by email or by mail) at least 1 (one) week before the respective billing period ends, the agreement is automatically prolonged each time by another billing period. In this case E-nable+ is entitled to charge the respective credit card of the Customer for its Services.

6.3 The respective billing period for a Service subscribed by the Customer is agreed upon the purchase of the Customer.

6.4 Each party has the right to terminate the agreement without notice period and with immediate effect, if there is an important reason for such termination. In particular, the following examples constitute an important reason in which E-nable+ is entitled to terminate:

a) the Customer provides incorrect or misleading project information or personal information (such as his/her identity);
b) a breach of any obligation by the Customer under the GTC;
c) non-payment of the Services;
d) the opening of insolvency proceedings of a party to the extent legally permitted or a closing of business;
e) fraudulent behaviour; or
f) any other situation which makes it unacceptable for E-nable+ to continue the business relation with the Customer.

6.5 In case of important reasons, E-nable+ may also refuse to provide its Services to the Customer up to the moment the Customer has eliminated the existence of the respective important reason (instead of a termination). However, such refusal of E-nable+ to provide its Services shall not release the Customer from his/her payment obligation.

7. Liability

7.1. E-nable+ shall only be responsible for the working, the maintenance and the appropriateness of the Platform to effect a matchmaking based on the information each provided by the Customer. Any liability of E-nable+ in this respect is limited to damages of the Customer caused by gross negligent or wilful behaviour of E-nable+. Any other liability of E-nable+ is excluded.

7.2 E-nable+ shall be only be liable for damages up to EUR 1,000.00 (in words: Euro thousand). Thus, any liability of E-nable+ for damages exceeding this amount is excluded.

7.3 In particular, any liability of E-nable+ for

a) any incomplete, incorrect or misleading data and/or information provided by a Customer; or
b) any violation of third party rights caused by the use of the Services by the Customer;
c) the success of matchmaking or any potential transaction following or initiated by the matchmaking procedure;
d) any non-fulfilment of business expectations of a Customer;
e) damages caused by force majeure; or
f) damages caused by IT cyber crime (e.g., hacker-attacks, virus, malware); and/or
g) temporary or permanent technical problems caused by third parties
is explicitly excluded vis-à-vis any Customer.

8. Third Parties
The GTC constitute only rights enforceable by the Customer and do not constitute any right enforceable by any other party. Any claim of a third party against E-nable+, in particular based on warranty, damages or unlawful enrichment, is excluded.

9. Confidentiality

9.1 Each party shall protect all confidential information (whether orally, in writing or in any other form) which the other party provides to it. For such protection of confidential information, each party shall at least use the same standards as the recipient applies to its own confidential information, but in no event less than reasonable protection measures.

9.2 Each party’s confidentiality obligations will not apply to information: (i) already known to it at the time of disclosure; (ii) in the public domain or publicly available; (iii) available from a third party who is under no such obligation of confidentiality; or (iv) independently developed by it. Each party may disclose confidential information to its legal advisers to protect its own legitimate interests and to comply with any legal or regulatory requirements. If any court, regulatory authority, professional body or legal process requires the recipient to disclose information covered by this confidentiality obligation, then the recipient may make any such disclosure; if the recipient will, if permitted by law, advise the other party promptly of any such requirement and cooperate, at such other party’s expense, in responding to it.

10. Privacy Policy
The Customer acknowledges and agrees that E-nable+ processes his/her personal data for purposes of the Services.
The Privacy Policy of E-nable+ is available at http://www.e-nable.eu/privacypolicy.

11. Intellectual Property

11.1 The Customer shall use the Services only for his/her own purposes. The Customer shall only refer to E-nable+ and its Services, if agreed between the parties. All other IP rights with regard to the Platform and the Services, including but not limited to any trademark or exploitation rights, remain in the exclusive ownership of E-nable+.
11.2 The Customer shall only use or refer to the company name and/or any registered trademark of E-nable+, if E-nable+ agrees in writing.

12. Miscellaneous

12.1 If any of the provision of these GTC is wholly or partially void, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not be impaired thereby. In such case, any illegal, void or unenforceable provision is replaced by such a valid, legal and enforceable provision that comes close to the commercial intent of the parties for the provision being replaced.

12.2 Any amendment to or modification of the GTC or any agreement on the waiver of the GTC require a written agreement between the parties.

12.3 Any notice of the Customer to E-nable+ shall be either send via

• our contact form
• email: support@enable.eu; or
• mail: Eschenbachgasse 9, 1010 Vienna, Austria.

13. Governing Law and Jurisdiction

13.1 All disputes arising out of or in connection with the contractual relationship between the parties shall be governed by and construed in accordance with the laws of Austria excluding the conflict of laws provisions and the United Nations Convention on Contracts for the International Sale of Goods (CISG).

13.2 All disputes arising out or in connection with these GTC or the legal relationship between the parties are subject to the exclusive jurisdiction of the competent court for Vienna, Inner City.