General Terms and Conditions for the Use of CODE_n CONNECT

(Status: July 2016)

1 Subject and basis for using CODE_n CONNECT

1.1 GFT Innovations GmbH (hereinafter referred to as 'GFT') operates and administrates the Internet Portal 'CODE_n CONNECT' which is targeted to:

  • connect Start-ups (including founders, employees) and Companies (including managing directors, employees) by providing networking and matchmaking features,
  • enable Start-ups to apply for the CODE_n CONTEST,
  • allow Start-ups and Companies (hereinafter jointly referred to as "Users") to participate in the community voting.

1.2 These General Terms and Conditions for the Use of CODE_n CONNECT (hereinafter referred to as 'GTC’) regulate exclusively the use of CODE_n CONNECT by its Users and have to be accepted by any User in advance. Any other contractual relationship between GFT and the Users is out of the scope of these GTC.

1.3 CODE_n CONNECT is not aimed at consumers in terms of § 13 of the German Civil Code (Bürgerliches Gesetzbuch). The User confirms to be acting as an entrepreneur or on behalf of a company, thus in pursuit of its trade or business profession or as a government authority.

1.4 GFT is at all times entitled to modify CODE_n CONNECT and the services offered there or to provide alternative services, unless this is unreasonable towards the Users.

2 Services of CODE_n CONNECT; Conditions of use

2.1 CODE_n CONNECT provides networking and matchmaking features to its Users. Further the Users can participate in a community voting (e.g. on facebook) in order to rate Start-ups. Start-ups may in addition participate in the annual CODE_n CONTEST.

2.2 Due to the configuration of the internet and computer systems the services of GFT and in particular the availability of CODE_n CONNECT can be temporarily restricted or unavailable.

2.3 GFT allows the Users to use CODE_n CONNECT only according to these GTC and the Privacy Notice.

3 Membership; Registration; Conclusion of contract; Password; Security

3.1 In order to acquire a CODE_n CONNECT membership, the User must register on the platform. Each User can have several personal profiles assigned to employees etc. For each personal profile account a password has to be selected which has to be kept confidential and must only be used by the owner of the personal profile.

3.2 The User may register as a. Start-up The membership as Start-up is free of charge. Start-ups are enabled to use the services provided on CODE_n CONNECT after having created a personal profile account. Further they may participate in the annual CODE_n CONTEST. The participation in the contest requires a separate application via the application form on CODE_n CONNECT. Additional terms and conditions apply. b. Corporate The corporate membership for companies is subject to a fee. Companies are enabled to use the services provided on CODE_n CONNECT after having created a personal profile account. After having created a personal profile account they can invite other company members (e.g. employees) to use the services of CODE_n CONNECT. Further they get detailed information about the Start-ups registered at CODE_n CONNECT.

3.3 Access to and the use of all features of CODE_n CONNECT is only possible for registered Users.

3.4 There is no claimable right of any person to register at CODE_n CONNECT nor is there a claimable right of any User to stay registered at CODE_n CONNECT.

3.5 The User declares being of age and acting as an entrepreneur or in representation of an entrepreneur. In case of representation he declares that he is empowered to represent that entrepreneur to the necessary extent.

3.6 The User is within the scope of the registration obliged to give complete and accurate information. Particularly, the first and last names as well as the company name have to be veridical. The use of pseudonyms is not allowed and entitles GFT to terminate this Agreement for good cause according to section 7.2. The user has to inform GFT immediately (insofar as provided for online or if not possible by e-mail to info@code-n.org) of any subsequent changes in the entered information. The User shall, in particular, inform GFT immediately if the representative right of a User for access to CODE_n CONNECT has changed or ended.

3.8 The User is obliged to fill in all fields marked as mandatory truthfully and properly.

3.9 The Agreement for the use of CODE_n CONNECT comes into force with the submission of the data entered during the registration.

3.10 Users must ensure that any data given access to does not become accessible to third parties. They are liable for all activities undertaken using the data, unless they can prove that the data has become known to third parties without their assistance.

3.11 After each use, the area protected by a password has to be exited per log-off.

3.12 Insofar as Users have gained knowledge that third parties use the Access Data (email address and password) improperly, the User is obliged to inform GFT immediately per e-mail info@code-n.org and subsequently in writing.

4 Rights of Use of Content and Information; Intellectual Property

4.1 GFT grants the User a non-exclusive and non-transferable right to use the content and information accessible on CODE_n CONNECT to the extent to which this is agreed upon, or if not agreed upon, as it complies with the purpose of GFT pursued with the provision and handing over of the content and information.

4.2 Content and information must not be left to third parties.

4.3 The content and information are protected by the German Copyright Act (Urhebergesetz) and International Copyright Agreements as well as by other laws and agreements regarding intellectual property. The User shall take these rights into account, in particular alphanumeric identifying symbols, trademarks and copyright-notices shall neither be removed from content nor from information.

4.4 Without prejudice to the abovementioned sections 4.1 to 4.3, content, information and brand names of CODE_n CONNECT may not be modified, copied, duplicated, sold, leased, used, supplemented or be used in any other way without prior consent in writing by GFT.

4.5 GFT is not responsible for content and information given by the User.

5 Duties of the User

5.1 The User must not during the use of CODE_n CONNECT:

  • violate morality or law and order,
  • fulfil the elements of a crime or of a misdemeanour,
  • infringe intellectual property rights or copyrights or other property rights,
  • insult, defame or in any other way decry any other person or entity,
  • make untrue statements or discredit any other person or entity,
  • publish racist or pornographic contents,
  • use pictures or other media without all requisite permissions,
  • publish contents from the CODE_n CONNECT website or other Users, unless publication is designated or expressly permitted (1) by GFT or (2) by GFT and the specific other User,
  • allow other persons to use his Access Data or store his Access Data in a way that is not confidential and secured from third party's access,
  • transfer context with viruses, the so-called Trojan or other programming, which could damage software.

5.2 The User provides at his own expense for a proper functioning computer setup and an internet access, which enable him to use the services offered on CODE_n CONNECT.

5.3 The User grants GFT a non-exclusive, free of charge, worldwide right to use, duplicate, execute, distribute, work on and display entirely or partly the content submitted from the User to GFT, as far as this is necessary for GFT to fulfil its contractual obligations towards the User.

5.4 GFT has the right to sublicense or transfer all rights granted to sub-contractors to the necessary extent.

5.6 The User grants GFT a non-exclusive, free of charge, worldwide right to use the content for the purpose of an appropriate marketing of CODE_n CONNECT. This especially includes the use of the name and trademark of the User or the company he is acting for.

5.7 The User guarantees that he is entitled to grant the rights mentioned in sections 5.3 to 5.5.

5.8 GFT assumes no responsibility for the content submitted by the User. GFT will not carry out a contextual verification regarding the content transmitted by the User.

5.9 The User is obliged to indemnify and hold harmless GFT on first demand from all claims and demands of third parties, which third parties raise against GFT relating to that User's content.

5.10 GFT may at any time block the access to CODE_n CONNECT, if – in the sole discretion of GFT – the User appears to or does not comply with his duties arising from the GTC and delete all content associated with the non-compliance. Expenses which incur to GFT because of an actual breach of the User's duties shall be charged to the User.

6 Liability

6.1 GFT is liable as far as liability is compulsory by law, as in particular for intent, gross negligence, breach of substantial contractual duties, liability as stated in the German Product Liability Act (Produkthaftungsgesetz), the underwriting of a guarantee of quality, the lack of guaranteed qualities or fraudulent non-disclosure as well as for injuries to life, body or health. Substantial contractual duties are such duties, the fulfilment of which is essential to perform the contract at all and the adherence of which the User can usually rely on. In the event of ordinary negligent breach of substantial contractual duties, the liability of GFT is however limited to the typical contractual foreseeable damages.

6.2 In all other cases liability is excluded. This applies especially to defects as to quality or title of the services, in particular regarding their accuracy, correctness, freedom from third-party rights, completeness and applicability.

6.3 Sections 6.1 and 6.2 do also apply to representatives or vicarious agents of GFT.

6.4 GFT is neither responsible for the access of the User to internet, nor for the functioning of the internet. GFT thus excludes, as far as lawfully permitted, every liability for disturbance at the performance of the services in terms of this Agreement, as far as this disturbance is based upon the unavailability or reduced availability of the internet.

6.5 Although GFT strives at all times to keep CODE_n CONNECT virus free, GFT does not guarantee that it will be virus free. Before downloading information and documentation, the User shall for his own protection as well as for the prevention of viruses on CODE_n CONNECT, use adequate security devices and virus scanners. The User shall take all measures to ensure security and use a virus scanner to ensure that no viruses end up on CODE_n CONNECT.

6.6 No change of the burden of proof to the disadvantage of the User is linked to the abovementioned provisions in section 6.1 to 6.5.

7 Term; Termination; Sanctions

7.1 Each party is entitled to terminate, duly in writing, this contractual relationship with one days' notice without cause.

7.2 The right of each party to terminate due to good cause remains unaffected.

7.3 GFT is entitled to verify the identity of the terminating User, e.g. by requesting his registered e-mail address.

7.4 Deviating terms and terms of notice may be concluded on individual basis between GFT and the User, e.g. within a Partner Agreement.

8 Amendment of the Terms And Conditions

8.1 GFT is at all times entitled, to amend the GTC.

8.2 Amendments shall be conveyed to the User in writing, by e-mail or in another appropriate form.

8.3 If the User disagrees with the amendment, he may terminate the agreement in accordance with section 7.1. The amended GTC come into force 4 weeks after the reception of the notice by the User. This shall be pointed out by GFT in the notice according to section 8.2.

9 Data Protection

In order to enable the User to register, have access to and use CODE_n CONNECT, the storing and processing of personal data is necessary. GFT will comply with the applicable data protection provisions at the collection, use and processing of personal data of the User. This subject is regulated in the Privacy Notice which is part of this contract.

10 Miscellaneous; Subcontracting; Assignment; Use from outside Germany; Severability Clause; Modifications; Written Form; Place of Jurisdiction; Applicable Law

10.1 GFT has the right to commission third parties with the rendering of their services.

10.2 GFT is entitled, to transfer the Agreement with all rights and duties or parts of it to a company affiliated with GFT in terms of §§ 15ff of the Companies Act (Aktiengesetz).

10.3 If the User accesses CODE_n CONNECT from outside Germany, he himself is exclusively responsible for the compliance with the respective relevant provisions according to the respective law. The access to services on CODE_n CONNECT from countries in which the access is contrary to the law is not permitted.

10.4 Should one or more provisions of these GTC be or become completely or partially invalid or unenforceable, the validity of the remaining provisions all not be affected hereby. The invalid or unenforceable provision is to be replaced by a relevant valid provision that is closest to the commercial purpose of the invalid or unenforceable provision.

10.5 Modifications, amendments and supplements to these GTC must be in writing. Fax or electronic format does not fulfil the requirement as to the written form.

10.6 Exclusive place of jurisdiction is Stuttgart, Germany.

10.7 German Law, excluding the UN Sales Convention and excluding those provisions which refer to other legal systems, shall apply.

Additional Terms and Conditions for the participation in the CODE_n CONTEST

1 Subject and scope

Start-ups that have registered on the CODE_n CONNECT portal may also participate in the annual CODE_n CONTEST (hereinafter referred to as ‘CONTEST’). The winner of the CONTEST will be chosen and announced at the new.New Festival during the Award Show. The winner will also receive the CODE_n Award.

These Additional Terms and Conditions govern the participation in the CODE_n CONTEST in addition to the General Terms and Conditions for the Use of CODE_n CONNECT.

2 Application

Any young company (foundation of the Start-up within the last 5 years) can apply to the CODE_n CONTEST, provided that their business model fits the annual CODE_n CONTEST main theme(s).

3 Content of Application

GFT is looking for ground-breaking new hardware and software solutions, IT applications or IT-based business models that contribute to unveiling digital disruption. It is not required that your innovation is already available on the market. You can submit either published or unpublished innovations.

4 Contest procedure

4.1 From all timely submissions received 50 finalists will have the opportunity to present their business model in an avant-garde setting at the CODE_n new.New Festival. Therefore GFT must be able to make important contacts with potential customers, investors, media stakeholders and other innovators. The CODE_n new.New Festival is planned as an annual event. Date and location may change from year to year and will be published in advance in due time.

4.2 An expert team of GFT and CODE_n Partners will select the 50 finalists from the pool of applicants. The finalists will be selected according to the following criteria: a. The degree of innovation embodied in the business model b. The quality of the business case c. The quality of the company’s overall presentation d. The use of innovative technologies.

4.3 The submitted contest application will serve as the basis for the evaluation. The winner of the CODE_n Award will be selected by a jury. The winner of the CONTEST will be announced at the Award Show at the new.New Festival.

4.4 The 50 finalists will be informed in June that they have been nominated as finalists. The official announcement to the public will take place in July.

5 Rights and duties of finalists

5.1 Finalists will get a booth at the new.New Festival including the IT infrastructure in the Innovator’s area. Further they may participate in pitches and get access to the presentation area.

5.2 Finalists will have to sign an agreement with GFT stating that they will attend the CODE_n new.New Festival during the entire duration of the event.

5.3 The costs for travel, accommodation, food and drinks, visa, marketing materials etc. have to be borne by the Finalists. GFT will support the Finalists with regard to the organization of the aforementioned points.

5.4 Start-ups that have applied for the CONTEST in the previous years may apply again as long as they have not been nominated for the TOP 50 Finalists. CODE_n Alumni are not allowed to apply again.

6 Data protection

Any information uploaded on the platform as applicant will be shared with the CODE_n Team and GFT’s Partners, but only for the purposes of the CONTEST. The Privacy Notice applies.