Terms and Conditions - Software as a Service agreement (SaaS)

By accepting this agreement, either by clicking a box indicating your acceptance or by usig our services, you agree to the terms of this agreement. This agreement also applies to the free trial. If you do not agree with these terms and conditions, you must not accept this agreement and may not use our services.

Beds24.com and Beds24.de (hereafter „Beds24") are a Software-as-a-Service (SaaS) offered by MPK Systems LTD.

1. Contracting parties

Contracting partners are MPK Systems LTD (hearafter "MPK Systems") and the customer (hereafter "you", "You" or "your") who is not a consumer within the meaning of § 13 BGB. If You are using this service on behalf of a company or other legal entity, You confirm that You have the authority to bind such entity to these terms and conditions.

You may not access our services if You are our direct competitor, except with our prior written consent. You may not use our services for any illegal purpose including sending of Spam email.

You will provide accurate, current and complete information when registering with us and agree to update the information if it changes.

2. Subject

Subject of this Agreement is the provision of the the software application Beds24. Beds24 is an online booking system for lodgings. Beds24 allows lodgings to accept bookings from guests (hereafter "guest" or "customer") via their own website and portals and process these bookings. This is facilitated by non-exclusive use of the software through an internet browser.

Further rights especialy in Beds24 the software application or operating system are not granted.

3. Rights of use

3.1 You have no permission to use Beds24 in a manner other than that permitted under this agreement. You are not permitted to duplicate Beds24 or parts thereof, sell it or make it temporarily available or rent it without our permission. You may not use our services for purposes of monitoring their availability, performance or functionality or for any other benchmarking or competitive purposes.

3.2 We retain the right to disable users and accounts that we deem to abuse or overload uur systems. This is for the protection of all users and is solely at our discretion.

4. Free trial

If You register for a free trial, we will make one or more services available to You free of charge for a limited time period. Your account will be supplied containing a limited amount of free credit and expires once the credit or the time period runs out without prior notification being necessary. Any data entered or any customisation made during the trial period will be permanently lost unless You buy credit to continue the service after the trial period. You are only allowed one free trial period, any further free trial period is only available with our permission.

5. Fees

Usage fees fees shall be paid in advance. You must maintain Your account with us with a positive account balance at all times.

If Your account balance falls to zero or below, some or all functionality of Your account will be disabled until You restore the account to a positive balance. You can view Your account costs and current balance at any time from within the control panel.

Prices apply as published on our website. Published prices do not include VAT. If You are based within the EU or liable to pay EU VAT we will deduct this tax from Your payments.

6. Duration and Termination

6.1 Beds24 has no minimum sign up period. You may use Beds24 as long as your account has a positive balance. You may terminate Your use of Our service at any time without providing advance notice. Credit under €50.00 is not refundable. Refunds are subject to a €50.00 transaction fee.

6.2 MPK Systems may terminate this agreement immediately if the content provided by you contains or promotes, (i) any pornography or sexually explicit images, (ii) misleading, abusive, violent, racist, discriminatory or hate orientated content, (iii) any content which infringe or assist others to infringe the intellectual property rights of others, (iv) libellous statements about an organisation, a public or private person; or (v) causing or enabling any transaction to be made that are not in good faith, including but not limited to, by means of any device, program, robot, frames, hidden frames, JavaScript, pop-up windows and redirects.

7. Your obligations

You will keep your passwords and usernames confidential and protect them to prevent unauthorised use.

You will use secure passwords, maintain up to date virus protection software on your computer and be vigilant against spam, phishing and other attempts to gain unauthorized access to your account.

8. Data security, data protection

8.1 Both parties shall obey the respective applicable data protection regulations, in particular those in force in Germany, and place those of their employees who are deployed in the context of the contract and its execution under obligation to observe data secrecy according § 5 of the Federal German Data Protection Act (BDSG) if they have not already been placed under due general obligation.

8.2 You are sole owner liable for any customer data entered, processed and stored according § 11 of the Federal German Data Protection Act (BDSG). MPK Systems does not control any customer data stored for You regarding their content and the legal right to gather, process and storage of this data. This responsibility is fully assumed by you. MPK Systems can only use and/or process your customers data solely in accordance with your instructions (e.g. to ensure compliance with legal deletion periods). MPK Systems is not allowed to share any customer data with third parties without your explicit consent. MPK Systems may use and process Your data according to the Federal German Data Protection Act (BDSG) during the duration of this contract.

8.3 Our software, server, operating system and other system components are operated in an external data processing center. Your data may be transmitted through and stored in foreign countries.

9. Termination

MPK Systems reserves the right to temporarily or permanently terminate the service at any time with or without notification. We have the right to terminate Your use of the system temporarily or permanently if you do not comply to these terms or use our service in a manner for which MPK Systems could be held liable.

10. Liability

10.1 MPK Systems shall not accept liability except in case of intent or gross negligence by MPK Systems or their representatives.

10.2 In cases of intent or gross negligence, MPK Systems is unrestrictedly liable for all loss or damage caused by them or their legal representatives or employees.

10.3 In cases of ordinary negligence MPK Systems shall be unrestrictedly liable in cases of injury to life, limb or health.

10.4 Otherwise, MPK Systems shall only be liable to the extent to which it has violated a material contractual obligation (cardinal obligation). In such cases liability shall be restricted to compensation for foreseeable, typical loss or damage. Liability shall be limited to the amount of Your usage fees per year but not to less than €50.00.

10.5 Additionally and most importantly, MPK Systems liability for claims for damages or compensation due to slight negligence is limited to 20% of Your usage fees per year regardless of legal basis. 10.1 and 10.2 shall remain unaffected by this.

10.6 MPK Systems accepts no strict liability regardless of fault (§ 536a BGB) for any defects/deficiencies existing at the time of entering this agreement. 10.1 and 10.2 shall remain unaffected by this.

10.7 Liability for any other damages is excluded, subject to the provisions of the German product liability laws.

10.8 You are liable towards your guests expecially if confirmed services are not provided to the guest timely, completey or not at all.

11. Force majeure

MPK Systems shall not be under obligation to perform its contractual obligations if and as long as circumstances of force majeure prevail.

Examples of force majeure include war, strike, unrest, expropriation, substantial changes in law, storms, floods and other natural disaster, expecially water leakages, power outages, internet outages and interruption or distruction of equipment and cables transmitting data.

Each of the parties must inform the other in writing without delay if a case of force majeure arises.

12. Service

MPK Systems guarantees to make their services provided by this agreement available for at least 99% over the annual average. Availability in this sense is the contractually agreed possibility of use excluding any agreed maintenance time. If the availablity annual average is lower MPK Systems will refund You the proportional amount for the time undercutting on annual average. Any further compensation e.g. for loss of profit or unavailability of additional services shall be excluded.

13. Jurisdications

This agreement is made under German law. You agree to irrevocably submit to the sole and exclusive jurisdiction of the courts of Berlin, Germany.

This document was last updated on the September 5th 2016.