Terms and Conditions of Capmo GmbH
1.1 These General Terms and Conditions of Capmo (hereinafter referred to as “GTC”) govern the contractual relationship between Capmo GmbH, Ridlerstraße 37, 80339 Munich (hereinafter referred to as “Capmo”), and you as the customer and contractual partner of Capmo (hereinafter referred to as “Customer”) with regard to: (a) the use of the online platform Capmo via the website at https://www.capmo.de, via the web application at https://app.capmo.de, and/or via the mobile application (hereinafter collectively referred to as the “Platform”); and (b) the services and functionalities offered on the Platform (hereinafter collectively referred to as the “Capmo Services”).
1.2 The Platform and the Capmo Services are intended exclusively for business transactions (B2B). Therefore, the use of the Platform and the Capmo Services is permitted only for entrepreneurs within the meaning of Section 14 of the German Civil Code (BGB). By entering into the contract, the Customer confirms that they, as well as the authorized users engaged by them in the form of internal and external employees (hereinafter collectively referred to as “Users”), are using the Platform and the Capmo Services in the exercise of their commercial or self-employed professional activities.
1.3 The Customer acknowledges and agrees that the use of the Platform and the Capmo Services is subject to the binding provisions of: (a) these GTC; and (b) the privacy policy of the Platform, available at https://www.capmo.de/datenschutz. Deviating or conflicting general terms and conditions of the Customer shall not be recognized by Capmo unless Capmo has expressly agreed to them in writing.
1.4 In view of technological advancements, optimization, and/or further development of the Platform and/or the Capmo Services, Capmo reserves the right to amend and/or supplement these GTC with future effect, provided that such amendments or supplements are reasonable for the Customer, taking their interests into account.
Unless Capmo obtains the Customer’s explicit consent to such amendment or supplement, Capmo will inform the Customer of any changes and/or additions to these GTC in good time—at least thirty (30) days—prior to the planned effective date of the amended or supplemented GTC by email to the email address provided by the Customer. In this context, Capmo will send the Customer the new version of the GTC and expressly inform them of the possibility and deadline for objecting to the new version of the GTC as well as the consequences of failing to object.
If the Customer does not object to the new version of the GTC in writing or in text form (e.g. by email) within twenty-eight (28) days starting from the day following receipt of the notice pursuant to Clause 1.4 sentences 2 and 3, the new version of the GTC shall be deemed accepted by the Customer. If the Customer objects to the new version of the GTC in due time, the contract will continue under the previous version of the GTC. However, Capmo reserves the right to terminate the contract at the next possible date.
Any additions to the Platform and the Capmo Services remain unaffected by this.
1.5 Amendments to these GTC require text form. This also applies to the waiver of the text form requirement itself.
2.1 The offer provided by Capmo on the Platform to use the specified Capmo Services does not constitute a binding offer by Capmo.
2.2 The use of the Platform and the Capmo Services (including use by the Users engaged by the Customer) requires the Customer to first set up and register an account on the Platform (hereinafter referred to as the "Customer Account"). This can be done through the following channels:
● Registration of a Customer Account may be requested by phone at +49 (0)89 215 40420 or by email to sales@capmo.de. In this case, Capmo will create a corresponding offer (§ 145 BGB) and provide it to the Customer in writing or in text form (e.g. by email). The Customer can then accept this offer from Capmo in writing or in text form (e.g. by email) (§ 147 BGB). Upon acceptance of the offer by the Customer, Capmo will set up the Customer Account accordingly.
● Registration of a Customer Account can also be performed directly by the Customer on the Platform by completing the registration process at https://www.capmo.de, where the Customer must: (i) provide the required information (company name, contact person, address, email address, billing details, and password); (ii) select the desired scope of use of the Platform and the Capmo Services (i.e., the general and maximum number of employees to be managed and the package of Capmo
Services); and (iii) submit the registration request to Capmo, thereby making a binding offer (§ 145 BGB). Capmo will confirm receipt of the registration request with an automatic email confirmation, which also constitutes acceptance (§ 147 BGB) of the Customer’s order (offer).
2.3 There is no entitlement by the Customer to register a Customer Account. Capmo reserves the right, at its own discretion, to refuse the Customer’s registration request.
2.4 If: (a) the general and maximum number of employees to be managed or the average construction volume supported exceeds the usage scope of the package of Capmo Services selected by the Customer; or (b) specific modules and/or functionalities desired by the Customer (e.g., add-ons, features, etc.) are not included in the originally selected usage scope of the Platform and Capmo Services, then the Customer must expand their usage scope of the Platform and Capmo Services accordingly for a fee. Clause 2.2 applies accordingly.
2.5 Each Customer has the opportunity to set up a Customer Account with full access to the Capmo Services as a trial access (hereinafter referred to as "Trial Access") free of charge for a period of two (2) weeks (hereinafter referred to as the "Trial Period") solely for the purpose of testing the Platform and the Capmo Services. Each Customer is entitled to only one Trial Access and one Trial Period. Upon request by the Customer, the Trial Period may be extended, which is at the sole discretion of Capmo. After the Trial Period expires, the Trial Access will be automatically deactivated. There will be no automatic conversion to a paid contract for the use of the Platform and the Capmo Services. (a) the general and maximum number of employees to be managed or the average construction volume supported exceeds the usage scope of the package of Capmo Services selected by the Customer; or (b) specific modules and/or functionalities desired by the Customer (e.g., add-ons, features, etc.) are not included in the originally selected usage scope of the Platform and Capmo Services, then the Customer must expand their usage scope of the Platform and Capmo Services accordingly for a fee. Clause 2.2 applies accordingly.
2.6 The current version of these GTC is available at https://www.capmo.de/agb in a format that can be saved and printed. During the contract conclusion process, the Customer will also be provided with these GTC in a storable and reproducible format (e.g. as an email or PDF).
3.1 For the duration of a contract, Capmo shall provide the Customer with access to the selected Capmo Services in the scope chosen by the Customer (package) via the Platform. The functional scope of the booked Capmo Services, including any additional functionalities, is determined by the respective offer/contract in conjunction with the description on Capmo's website at https://www.capmo.de/produkt. Any additional services are not part of a contract for the paid use of the Platform and the Capmo Services. Depending on the selected usage scope, Capmo currently offers the Capmo Services available at https://www.capmo.de/produkt on the Platform.
3.2 The provision of the Platform and the Capmo Services is performed via server systems and hosting services of external service providers acting as so-called processors (Art. 4 No. 8 GDPR) for Capmo. Further information about these external service providers can be found in the Platform’s privacy policy at https://www.capmo.de/datenschutz. Capmo will make reasonable efforts to ensure that the Platform and the Capmo Services are available at least ninety-nine percent (99%) of the time on an annual average ("Annual Availability Rate"). The following downtimes are excluded from this availability: (a) times when the servers of the Platform and the Capmo Services are not accessible due to technical or other issues beyond Capmo’s control (e.g., force majeure or third-party fault); and (b) times used to improve the security and integrity of the servers or for necessary maintenance work to ensure proper functioning or improvement of the Platform and the Capmo Services. Scheduled maintenance work (e.g., updates) shall, wherever possible, be carried out outside of normal business hours (weekdays Monday to Friday between 9:00 a.m. and 6:00 p.m.) or announced in advance pursuant to Clause 3.4.
3.3 If scheduled maintenance work may result in a service interruption of the Platform and the Capmo Services of more than thirty (30) minutes during normal business hours (weekdays Monday to Friday between 9:00 a.m. and 6:00 p.m.), Capmo will inform the Customer in text form (e.g., by email) at least twenty-four (24) hours in advance. At the Customer’s request, such scheduled maintenance work may be postponed, provided this is technically and economically reasonable for Capmo.
3.4 Due to the nature of data transmission over the Internet, complete security cannot be guaranteed. Capmo will strive to provide adequate protection (e.g., via SSL or TLS encryption) but cannot fully guarantee or ensure the security of any content or
information transmitted by the Customer or its Users to Capmo. Therefore, all transmissions of content or information to Capmo are made at the Customer’s own risk.
4.1 The following cooperation obligations constitute primary contractual obligations of the Customer. They shall not be classified as secondary obligations or duties of courtesy.
4.2 The Customer is solely responsible for ensuring that they and their Users meet the technical and system requirements for using the Platform and the Capmo Services. This includes, in particular:
● A sufficiently fast Internet connection with adequate bandwidth and latency;
● For optimal use of the Platform and the Capmo Services via the website at https://www.capmo.de or via the web application at https://app.capmo.de, the use of the latest version of the Google Chrome web browser; and
● For optimal use of the Capmo mobile application, the use of the latest version of the app as well as a device running iOS version 9 or higher or Android version 5 or higher.
4.3 The User Accounts set up by the Customer or by Capmo on behalf of the Customer must always be permanently assigned to a single, specifically named natural person. Pseudonymization is permitted. User Accounts are non-transferable. Shared use of User Accounts by multiple persons ("Account Sharing") is not permitted. The Customer is obliged to impose these obligations on all of their Users accordingly.
The Customer must protect access to their Customer Account and their User Accounts with due care by ensuring that each account holder keeps their password confidential. The Customer confirms and undertakes not to disclose their password to third parties and not to store it in a location where it could be copied or used by others. If the Customer suspects that another person knows their password, they must change it immediately and notify Capmo accordingly. The Customer is obliged to impose these obligations on all of their Users accordingly.
4.4 The Customer is responsible for all actions performed via their Customer Account or via their Users’ User Accounts on the Platform or within the scope of the Capmo Services, even if such actions were not authorized or intended by the Customer. The Customer is liable for any damages caused by the use of the Customer Account and the User Accounts by themselves or by their Users.
4.5 The Customer confirms to Capmo and agrees that:
● They will use the Platform and the Capmo Services (or parts thereof) exclusively in connection with their own business purposes or allow their Users to do so;
● They will use the Platform and the Capmo Services solely in accordance with the provisions of these GTC;
● They will not engage in any actions that impair or disrupt the integrity or performance of the Platform or the Capmo Services (or parts thereof) or third-party content;
● They will not introduce malicious code into the Platform or the Capmo Services, such as viruses, trojans, worms, time bombs, cancelbots, or other computer programs that could damage or impair a system, program, file, or personal information, eavesdrop on them, or misappropriate them; and
● They will not violate applicable law or third-party rights.
The Customer is obliged to impose these obligations on all of their Users accordingly.
4.6 The Customer is obliged to:
(a) Appoint a qualified contact person and a deputy (name, telephone number, and email address), who is authorized to make or promptly obtain all necessary decisions required for the performance of the contractually agreed services, and to promptly notify Capmo of any changes to this contact person (and deputy) in text form (e.g., by email); and
(b) Take appropriate precautions to ensure that the process by which the Customer or their Users access the Platform and use the Capmo Services does not expose them to the risk of viruses, malware, or other impairments to their computer systems.
The Customer agrees that Capmo may name the Customer as a reference client in its external communications, including the use of the Customer’s company name, logo, and the specific construction or real estate project for which the Platform and the Capmo Services are used (e.g., on the website, at trade shows, in publications, and/or in promotional materials of Capmo).
6.1 The Customer retains all rights to their content that they or their Users transmit to Capmo or upload to the Platform in connection with the use of the Platform and the Capmo Services (hereinafter collectively referred to as “Customer Content”). Notwithstanding the foregoing, it is necessary for the use of the Platform and the Capmo Services that the Customer grants Capmo the limited usage rights to this Customer Content as set forth below and ensures that they are authorized to grant such rights on behalf of their Users.
6.2 By transmitting Customer Content to Capmo and/or uploading it to the Platform, the Customer grants Capmo a non-exclusive, worldwide, royalty-free, right of use for the term of the contract for the Customer Content and any modifications thereof solely for use in connection with the provision and operation of the Platform and the Capmo Services (or parts thereof). This includes, in particular, the right to reproduce and publicly display the content online and in mobile applications, as well as the right to modify and use the modified Customer Content to the same extent as the original Customer Content. The usage rights granted to Capmo for this Customer Content will expire as soon as the Customer or their Users remove the respective Customer Content from the Platform.
6.3 Except for Customer Content and any open-source software components, Capmo is the owner or licensee of all intellectual property rights to the Platform and the Capmo Services, including the underlying software and systems, as well as texts, graphics, icons, and sound recordings.
Capmo grants the Customer a non-exclusive, non-transferable, non-sublicensable, and time-limited right for the term of the contract to use the Platform and the Capmo Services in accordance with these GTC. Under the package of Capmo Services purchased by the Customer, this applies to Users: (a) of the Customer; and (b) of companies affiliated with the Customer within the meaning of Section 271 of the German Commercial Code (HGB), Sections 15 et seq. of the German Stock Corporation
Act (AktG), or the applicable corporate law provisions (e.g. subsidiaries, affiliated companies).
6.4 Unless permitted by applicable law (particularly pursuant to Sections 69d or 69e of the German Copyright Act (UrhG)) or expressly allowed under these GTC, the Customer is not permitted without prior express written consent of Capmo to:
● Edit, redesign, adapt, translate, reproduce, align, publish, decompile, disassemble, or reverse engineer the Platform or the Capmo Services (or parts thereof);
● Circumvent any technical restrictions; or
● Use the Platform or the Capmo Services in a commercial manner that competes with Capmo’s business model.
The Customer is obliged to impose these obligations on all of their Users accordingly.
7.1 Capmo warrants that the Platform and/or the Capmo Services are free from material defects. A material defect is deemed to exist if there are deviations from the service description, including the accompanying documentation, that eliminate or more than insignificantly impair the suitability of the Platform or the Capmo Services for their usual, described use.
7.2 The Customer shall support Capmo in remedying material defects to the best of their ability. In particular, the Customer must report material defects to Capmo immediately upon discovery in a comprehensible form, providing the information necessary to identify the defect, in writing or in text form (e.g., by email), and make the required documentation available to Capmo.
7.3 If Capmo, upon receiving a material defect report from the Customer, determines that a material defect actually exists, Capmo shall remedy the defect within a reasonable period. If a material defect does not or only insignificantly impair the functionality of the Capmo Services, Capmo is entitled to remedy the defect by providing a new version or an update within its regular version, update, and upgrade planning.
7.4 If the attempt to remedy the defect is unsuccessful within the deadline, and a subsequent attempt within an additional reasonable grace period set by the Customer also fails, the Customer shall be entitled to terminate the contract.
7.5 At Capmo’s discretion, the remedy of material defects may be carried out in particular by:
(a) correcting the error;
(b) providing a new program version;
(c) providing a temporary workaround that only insignificantly affects the use of the Platform or the Capmo Services, with the final remedy of the defect provided through a new version or update as part of the version, update, or upgrade planning.
7.6 If it turns out after the Customer’s report of a material defect that no defect exists, and the Customer could reasonably have detected this through proper troubleshooting, Capmo is entitled to charge the Customer reasonable costs actually incurred for examining the defect report.
7.7 The warranty does not cover material defects caused by one or more of the following: (a) Failure or malfunction of the telephone network, power grid, or Internet; (b) Software components or services of third parties not provided by Capmo; (c) Unauthorized modifications, revisions, or alterations of the Platform or the Capmo Services by the Customer or their Users; (d) Unauthorized use of the Platform or the Capmo Services not permitted under these GTC (including unauthorized access); (e) Incorrect operation of the Platform or the Capmo Services; or (f) Viruses or similar threats introduced into the Platform by the Customer or their Users.
This exclusion does not apply if the Customer proves that the circumstances listed under Clause 7.6 letters (a) to (f) were not the cause of the material defect.
7.8 Warranty for free use of the Platform or the Capmo Services (Trial Access) is excluded. This does not
8.1 Malfunctions of the Platform or the Capmo Services must be reported by the Customer to Capmo immediately upon discovery, unless the malfunction has already been reported otherwise (e.g., by another customer).
8.2 Capmo will make every effort to respond to malfunction reports during Capmo’s regular business hours (weekdays Monday to Friday from 9:00 a.m. to 6:00 p.m.) within the following time frames ("Response Times"):
● For critical malfunctions affecting the availability of the Platform or the Capmo Services resulting in a total outage: within four (4) hours.
● For other malfunctions: within twenty-four (24) hours.
These Response Times apply exclusively during Capmo’s regular business hours. They are suspended outside of these hours and resume at the start of the next business period (for example, if a critical malfunction is reported on Thursday at 5:00 p.m., the response deadline ends on Friday at 12:00 p.m.). If a malfunction is reported outside of business hours, the Response Time begins at the start of the next business period (for example, if a critical malfunction is reported on Sunday at 2:00 p.m., the response deadline ends on Monday at 1:00 p.m.).
8.3 The actual remediation of the reported malfunction is not governed by the Response Times set out in Clause 8.2. Capmo will remedy reported malfunctions within reasonable time frames ("Remediation Times").
9.1 The Customer may choose from the following payment methods: (a) Bank transfer; (b) SEPA direct debit; and (c) Credit card.
Unless otherwise stated or agreed, payments by invoice must be made within fourteen (14) days of the invoice date. After this period, the Customer will be in default of payment.
9.2 For the use of the Platform and the Capmo Services, the Customer shall pay usage fees (original license) in accordance with their specific agreement with Capmo after conclusion of the contract, in advance, for the respective minimum term and (if applicable) for each renewal period. If, after the conclusion of the contract for the original license, the Customer purchases additional licenses (e.g., by upgrading their package) during the minimum term or (if applicable) during the renewal period, Capmo will calculate the respective usage fee for the license extension on a pro rata temporis basis (day-accurate) until the end of the respective minimum term or renewal period of the original license, which is also to be paid in advance by the Customer. Only in the subsequent renewal period of the original license will the usage fees for both the original license and the license extension be invoiced for the entire renewal period.
9.3 The prices and product configurations stated in the respective offer at the time of order shall apply. The prices are monthly net prices in euros, plus statutory VAT at the applicable rate, where applicable. The amount of the monthly fee for using the Capmo Services may depend on the following factors ("Order Parameters") and is specified during the ordering process:
● The selected package size (i.e., maximum number of employees to be managed);
● The average annual construction volume managed via the Platform;
● The selected product configuration;
● Any add-ons or additional functionalities ordered, if not already included in the booked package.
9.4 No discounts will be granted. Any discounts granted to the Customer shall apply only to the original license for the minimum term and shall not apply to any renewal periods and/or license extensions.
9.5 The upgrade of the Customer’s booked package and/or other license extensions shall be subject to the current price lists of Capmo. The existing package scope and original license remain unaffected. Clause 9.2 sentences 2 and 3 shall apply accordingly.
9.6 The Customer will receive invoices from Capmo in electronic form, either made available for download in the Customer Account and/or sent by email.
9.7 Capmo is entitled, in the event of default by the Customer, and if no payment is received even after the expiry of a reasonable grace period set for the Customer following the due date (or if only an insignificant amount is paid), to block the Customer’s and their Users’ access to the Platform and the Capmo Services. Capmo will notify the Customer in advance of such blocking, providing a further reasonable grace period. The Customer remains obliged to continue paying the agreed fees plus any applicable default interest. Otherwise, the statutory provisions on default shall apply (in particular Sections 286 and 288 BGB). Capmo will lift the block on the Customer’s and their Users’ access to the Platform and the Capmo Services as soon as the outstanding amounts have been settled. Any damages suffered by the Customer as a result of such blocking cannot be claimed against Capmo.
9.8 The Customer’s right of set-off is excluded unless the counterclaim is undisputed, ready for decision, or has been established by final judgment, or if it relates to a claim for reimbursement of defect rectification costs arising from the same contractual relationship.
9.9 Except for counterclaims arising from the same contract, the Customer’s rights of retention and/or rights to refuse performance are excluded.
10.1 For paid services, Capmo’s liability towards the Customer is limited as follows:
(a) Capmo shall be fully liable for any damages in cases of intent or gross negligence.
(b) In cases of slight negligence involving the breach of a primary contractual obligation or an ancillary obligation whose breach endangers the achievement of the contract’s purpose or whose fulfillment is essential for the proper execution of the contract and on whose compliance the Customer may rely (hereinafter “Material Ancillary Obligation”), Capmo’s liability is limited to foreseeable, contract-typical damages at the time of conclusion of the contract.
(c) In cases covered by Clause 10.1(b), Capmo’s liability is further limited to an amount equal to twice the annual usage fees payable under the contract.
(d) In cases of slight negligence involving the breach of contractual ancillary obligations that are not Material Ancillary Obligations, Capmo shall not be liable.
The above exclusions and limitations of liability do not apply in cases of:
● Fraudulent concealment of defects;
● Assumption of a guarantee (guarantees by Capmo must be made in writing and are only to be interpreted as such if expressly designated as a "guarantee");
● Liability under the German Product Liability Act;
● Injury to life, body, or health; or
● Death of the Customer.
This Clause does not result in a shift in the burden of proof to the detriment of the Customer.
10.2 For free services during the Trial Period, Capmo is only liable in cases of intent, fraudulent intent, or gross negligence.
10.3 Capmo’s legal representatives, employees, agents, and subcontractors shall not be liable beyond the scope of liability applicable to Capmo itself under this Clause 10.
11.1 The Customer agrees to indemnify Capmo against all claims, including reasonable legal fees and court costs, arising from any of the following legal or contractual violations by the Customer:
● Violation of any provision of these GTC by the Customer or their Users.
● Complaints by third parties claiming that the Customer Content transmitted or uploaded to the Platform or within the Capmo Services by the Customer or their Users infringes third-party intellectual property rights (such as copyrights, neighboring rights, patents, trademarks, company identifiers, trade names, or designs), other rights (such as personality rights or image rights), or applicable law.
11.2 In the event of a claim under Clause 11.1, the Customer is obliged to provide Capmo, upon request, immediately, truthfully, and fully with all information required for the examination of the claims and for any legal defense.
11.3 Capmo provides the Platform and the Capmo Services free from third-party rights that would significantly restrict or exclude the use of the Platform or the Capmo Services in accordance with these GTC.
11.4 If the use of the Platform or the Capmo Services by the Customer in accordance with these GTC is impaired by third-party intellectual property rights, Capmo is entitled to: (a) modify the Platform or the Capmo Services in a way that is reasonable for the Customer so that they no longer fall within the scope of protection of such rights; or (b) obtain an authorization so that the Platform or the Capmo Services can be used in accordance with the contract without restrictions and without additional costs to the Customer; or (c) terminate the contract with the Customer.
11.5 In the event of such third-party claims under Clause 11.4, Capmo will indemnify the Customer against legally imposed costs and damages, provided that the Customer: (a) immediately notifies Capmo in writing of the third-party claim; (b) grants Capmo exclusive control over the defense and related actions; and (c) provides the necessary support, information, and authorization to carry out the aforementioned actions.
11.6 This Clause 11 shall remain in force beyond the termination of the contract.
12.1 The contract term begins upon conclusion of the contract and shall have an initial term of at least one (1) year. It will automatically renew for an additional one-year period (equal to the initial term), unless either the Customer or Capmo terminates the contract by giving at least three (3) months’ notice prior to the end of the initial term or any subsequent renewal period, in writing. In the event of a renewal, Capmo will provide the Customer with a new invoice at the start of the new renewal period.
12.2 The term of any license extensions pursuant to Clause 9.2 shall be aligned with the term of the original license.
12.3 The right of either party to extraordinary termination for good cause remains unaffected. A good cause for a party exists in particular if: (a) the other party merges or consolidates, sells all or substantially all of its assets, or undergoes a significant change in management or control that could reasonably be expected to have a negative impact on the contract; (b) insolvency proceedings are initiated against the other party; (c) the other party is liquidated or dissolved; or (d) the other party violates a material provision of the contract or of these GTC (such as Clause 9.1), and fails to remedy such breach within thirty (30) days after receiving a written warning.
12.4 Termination must be made in writing.
12.5 Upon effectiveness of termination, the Customer Account will be deactivated. Upon request, Capmo will provide the Customer, within a reasonable time and in a common format, with the Customer Content stored and available on the Platform at the time of termination.
13.1 The protection of the Customer’s personal data is very important to Capmo.To the extent that Capmo collects or otherwise processes personal data of the Customer or of their Users in the course of its activities, this is done exclusively in compliance with applicable data protection laws, in particular the EU General Data Protection Regulation (GDPR) and the German Federal Data Protection Act (BDSG). For this purpose, the parties shall enter into a data processing agreement (commissioned processing) in accordance with the applicable legal requirements, to the extent necessary.
13.2 Further information on the handling of personal data can be found in the Platform’s privacy policy at https://www.capmo.de/datenschutz.
14.1 The Customer is obliged to treat all business and trade secrets of Capmo, as well as any other information and data disclosed to the Customer in connection with the performance of the contract — whether orally, in writing, or in any other form — which are marked or designated as confidential by Capmo, or whose confidential nature is otherwise recognizable to the Customer (hereinafter referred to as “Confidential Information”), as confidential and to protect such information from unauthorized access by third parties.
14.2 The Customer may only use the disclosed Confidential Information for the purposes of performing the contractually agreed objectives or if required to do so by a mandatory legal obligation.Disclosure of the Confidential Information by the Customer is permitted only: (a) to those employees of the Customer who require the Confidential Information for the fulfillment of the contractually agreed objectives, provided such employees are bound by confidentiality obligations at least equivalent to those of the Customer; (b) to the Customer’s advisors, provided that such advisors are subject to a statutory duty of confidentiality; (c) if required by a mandatory legal obligation as defined in Clause 14.3; or (d) if Capmo has expressly given prior written or text form consent (e.g., by email) to such disclosure.
14.3 The confidentiality obligations under Clauses 14.1 and 14.2 do not apply where and to the extent that the Customer is legally obliged or required to disclose the information by order of a government authority or competent court. In such cases, the Customer must notify Capmo immediately in writing or in text form (e.g., by email).
14.4 The confidentiality obligations under Clauses 14.1 and 14.2 do not apply to Confidential Information that: (a) was already publicly known at the time of disclosure or subsequently becomes publicly known without breach of the foregoing obligations; (b) is expressly disclosed by Capmo on a non-confidential basis; (c) was lawfully in the Customer’s possession prior to disclosure; or (d) is disclosed to the Customer lawfully by a third party without breach of any confidentiality obligation. The burden of proof for the applicability of one of the exceptions under Clause 14.4 rests with the Customer.
14.5 In the event of any unauthorized disclosure of Confidential Information, the Customer agrees to immediately notify Capmo in writing or in text form (e.g., by email).
14.6 The obligation of confidentiality shall survive the term of the contract and remain in force for twelve (12) months after the effective termination date of the contract.
14.7 This Clause 14 does not affect Capmo’s statutory rights, in particular under the German Trade Secrets Act (GeschGehG).
15.1 Capmo accepts no liability for the content or data protection practices of websites that are linked to within the Platform or the Capmo Services.
15.2 Such links should not be construed as an endorsement, approval, or recommendation by Capmo of the owners or operators of the linked websites, or of any information, graphics, materials, products, or services referenced or contained on the linked websites — unless expressly stated otherwise by Capmo.
16.1 German law shall apply. To the extent that UN Sales Law (CISG), as incorporated into German law, would otherwise apply to foreign Customers, such application is expressly excluded.
16.2 The place of jurisdiction for all disputes arising from or in connection with the contractual relationship shall be the Regional Court of Munich I (Landgericht München I), provided that the Customer is a merchant, a legal entity under public law, or a special fund under public law, or if the Customer has no general place of jurisdiction in Germany. However, Capmo is entitled to bring an action against the Customer at any other legally permissible place of jurisdiction. Mandatory legal provisions regarding exclusive jurisdictions remain unaffected.
16.3 The contract language is German.
16.4 If any provision of these GTC is or becomes invalid, the validity of the remaining provisions shall remain unaffected. In such a case, the parties are obliged to work together to establish a provision that is legally valid and comes as close as possible to the economic intent of the invalid provision. The same applies to the closing of any gaps in the contract.