GENERAL TERMS AND CONDITIONS

Terms and Conditions – MetGIS GmbH

Last update: September 1, 2024

Table of Contents:

Introduction
§ 1 General scope
§ 2 PROVISIONS FOR CONSUMERS ONLY pursuant to Section 1(1) no. 2 of the Austrian Consumer Protection Act (KSchG):
§ 2.1 Information requirements
§ 2.2 Right of cancellation/withdrawal
§ 3 Offers/quotes and formation of a contract
§ 4 Prices
§ 5 Payment/default of payment
§ 6 Performance
§ 7 Obligations and duties of the customer to cooperate
§ 8 Warranty
§ 9 Liability of MetGIS/assurances by the customer
§ 10 Data protection
§ 11 Further contractual obligations and associated liability
§ 12 Industrial property rights and copyrights/granting of rights of use
§ 13 Term of the contract and its termination (notice, rescission for good cause)
§ 14 Final provisions

Introduction
MetGIS GmbH, with company registration number (FN) 395047b, Commercial Court of Vienna (referred to in the following as “MetGIS”) is a spin-off of the University of Vienna that provides highly specialized innovative meteorological services. MetGIS operates a high-performance automated forecasting and analysis system based on state-of-the-art technology, which produces highly detailed weather forecasts in real time and reconstructs historical weather data globally. MetGIS also provides consulting services in connection with the weather and provides weather plugins (also referred to collectively in the following as “weather products” or “subject matter of the contract”).
The terms “forecast” and “prediction” are used synonymously below in line with meteorological practice.
The use of bold text to highlight terms in these Terms and Conditions is for ease of reference only and has no significance with respect to the content. All designations apply to all genders equally. All references to standards are based on Austrian law.

§ 1 General scope
(1) These Terms and Conditions (also referred to in the following as “T&Cs”) of MetGIS apply to all contracts in connection with the provision of weather products or other services to business customers pursuant to Section 1(1) no. 1 and (2) of the Austrian Consumer Protection Act (KSchG) and consumers pursuant to Section 1(1) no.2 KSchG (referred to in the following as the “customer”). In the event that any of the provisions in these T&Cs are found to be inconsistent with the relevant consumer protection legislation, these provisions shall apply exclusively to contracts between MetGIS and business customers. The specific services provided by MetGIS (the services are also referred to in the following as the “subject matter of the contract”) are set out in the relevant offer and include, in particular, the provision of weather forecasts and analyses that are as accurate as possible. Please refer to the MetGIS website available at https://www.metgis.com with regard to these different weather products. This website contains details of the latest weather products available from MetGIS.
(2) These Terms and Conditions are an integral part of all offers and quotations, contractual acceptances for offers, and contracts from MetGIS in association with services related to weather products. They represent the exclusive contractual arrangement with the respective customer unless specific individual contractual arrangements have been made.
(3) MetGIS shall not recognize the customer’s own terms and conditions, even if MetGIS does not explicitly object to these in individual cases, unless MetGIS has explicitly agreed to the validity of the customer’s terms and conditions in writing. These T&Cs shall also apply exclusively if MetGIS provides the service to the customer without any specific reservation, despite being aware of terms and conditions of the customer that conflict with or deviate from these Terms and Conditions.
(4) These T&Cs shall also apply to all future business transactions with the customer: No further express reference to this effect shall be required on the part of MetGIS. They shall remain applicable until new terms and conditions are put into effect by MetGIS. The new terms and conditions shall be effectively incorporated into the business relationship between MetGIS and the customer through reference to their validity by MetGIS and provision of these online on the MetGIS website (metgis.com/en/gtc).
(5) With the exception of the managing directors, authorized representatives, and officers, MetGIS employees are not authorized to make any agreements that deviate from these Terms and Conditions.
(6) There may be changes to the agreed Terms and Conditions in individual cases. The customer shall be notified of these in advance. The customer may object to the change within one month of receipt. The original T&Cs shall continue to apply in this event and MetGIS shall have an extraordinary right of termination. The new T&Cs shall apply from the date announced by MetGIS unless the customer objects to the changes, but shall in any case only apply after the one-month period stated has expired.

§ 2 PROVISIONS FOR CONSUMERS ONLY pursuant to Section 1(1) no. 2 of the Austrian Consumer Protection Act (KSchG)
Weather products can also be purchased by consumers via the online shop. It should be noted that these services may fall under the exemption provisions of Section 18(1) nos. 1 and 3 of the Austrian Distance Selling Act (Fern- und Auswärtsgeschäfte-Gesetz).
Section 18(1) no. 1 of the Distance Selling Act provides that services that have been provided in full cannot be canceled during the 14-day withdrawal period. If the services have been provided in part, the customer must pay MetGIS the amount corresponding to the services provided by MetGIS up to the point of cancellation compared to the total price agreed in the contract.
Section 18(1) no. 3 of the Distance Selling Act provides that there is also no right of withdrawal for custom-made productions.
The provisions in sections 2.1 and 2.2 of these T&Cs shall apply exclusively to consumers as defined in Section 1(1) no. 2 of the Austrian Consumer Protection Act (KSchG):

§ 2.1 Information requirements
Pursuant to Section 5a(1) of the Austrian Consumer Protection Act and Section 4(1) of the Austrian Distance Selling Act, MetGIS shall provide the following existing information to the customer:
Essential characteristics of the service: weather forecasts and analyses
Contractual partner: MetGIS GmbH, Lange Gasse 16/18, 1080 Vienna, Austria, registered company no. (FN) 395047b, Commercial Court of Vienna, e-mail: office@metgis.com Total price/costs: The prices stated on the website are exclusive of taxes and duties unless stated otherwise.
Costs of remote communication: customer’s standard tariff (no value-added tariffs).
Payment terms: see section 6
Right of withdrawal: see Cancellation policy section 2.2.
Warranty: in accordance with Sections 922 et seq. of the Austrian Civil Code (ABGB)
Terms and conditions of cancellation: In the case of contracts for the performance of a continuing obligation: in writing 3 months before the end of the contract, see contract term section 13. In the case of individual purchases: no cancellation required.

§ 2.2 Right of cancellation/withdrawal
If the customer is a consumer pursuant to the Austrian Consumer Protection Act (KSchG), they are legally entitled under Section 3 Consumer Protection Act and Section 11(1) Distance Selling Act to cancel their contractual declaration (order) provided outside the business premises of MetGIS or (after acceptance by MetGIS) to withdraw from the contract under the conditions of the following declaration of cancellation (see section 2).
Withdrawal period: The withdrawal must be exercised within 14 days of accessing the weather products.
There shall be no right of cancellation/withdrawal for, for example,
• the provision of the weather products if–based on an express request by the customer and a confirmation by the customer of their knowledge of the loss of the right of withdrawal in the event of complete fulfillment of the contract–MetGIS had begun to perform the service (= provision of the weather products) before the withdrawal period of 14 days had expired and the service was then provided in full (services that can be accessed immediately),
• a digital delivery, to the extent that MetGIS has commenced delivery before the right of withdrawal has expired and the customer has acknowledged the loss of the right of withdrawal and has expressly consented to this,
• transactions that do not exceed EUR 50.00
Cancellation policy: In accordance with Section 3 Consumer Protection Act and Section 4(1) no. 8 Distance Selling Act, MetGIS provides notification to the customer of the following right of cancellation/withdrawal:

RIGHT OF CANCELLATION/WITHDRAWAL
You have the right to withdraw from this contract within fourteen days without providing a reason for this. The withdrawal period shall be fourteen days from the date that the corresponding weather products are delivered.
In order to exercise your right of withdrawal, you must notify MetGIS GmbH, Lange Gasse 16/18, 1080 Vienna, Austria, company registration no. (FN) 395047b, Commercial Court of Vienna, e-mail: office@metgis.com of your decision to withdraw from this contract with a clear and unequivocal statement (e.g. by mail or e-mail). To meet the deadline for withdrawal, it is sufficient for you to send notification that you are exercising your right of withdrawal before the withdrawal period has expired.

CONSEQUENCES OF WITHDRAWAL
If you withdraw from this contract without application of the exemption provisions pursuant to Section 18 Distance Selling Act, we must reimburse you for all payments that we have received from you immediately and at the latest within 14 days of the day on which we receive notification of your withdrawal from this contract, less our services rendered and billed pro rata pursuant to Section 16(1) Distance Selling Act. We shall use the same means of payment for this reimbursement that you used for the original transaction unless agreed otherwise expressly with you; you shall not under any circumstances be charged any fees for this reimbursement.

SAMPLE NOTICE OF WITHDRAWAL:
(please complete and return the form below if you wish to withdraw from the contract)
To MetGIS GmbH, Lange Gasse 16/18, 1080 Vienna, Austria, registered company no. (FN) 395047b, Commercial Court of Vienna, e-mail: office@metgis.com:
I/we (*) am/are hereby withdrawing from the contract entered into by me/us (*) for the purchase of the following goods (*)/provision of the following service (*)
Ordered on (*)/received on (*)
Consumer name
Consumer address
Consumer signature (for hard-copy notification on paper only)

Date

(*) Delete as applicable

§ 3 Offers/quotes and formation of a contract
(1) Offers and quotes from MetGIS are in all cases non-binding (“invitations to make an offer”), unless they are expressly designated as binding in writing.
(2) The customer must specify the product that they wish to purchase from MetGIS when submitting the request or in their offer. MetGIS reserves the right to reject the customer’s request or offer if the planned purpose is incompatible with the direction and focus of MetGIS. Otherwise, MetGIS shall provide the customer with a specific binding quote for the subject matter of the contract. This binding quote from MetGIS shall in any case form part of the contract and shall contain a detailed description of the subject matter of the contract.
(3) The customer must sign the quote with a company-approved signature and return it to MetGIS. The customer accepts by signing the quote and a contract is formed at the same time. These Terms and Conditions are also thereby accepted at the same time. The Terms and Conditions are also enclosed with every quote.
(4) In the event of an order via the online shop on the website shop.metgis.com, the offer is made as follows:
The customer must register first of all before they can order products from the MetGIS online shop. An input screen may be used for this purpose. A traceable e-mail address is required for registration on this website in order to prevent improper usage. Providing a non-existent e-mail address or the e-mail address of a third party is in particular forbidden. The personal data provided by the customer must be entered correctly and in its entirety. Any amendments or supplements to the data are to be communicated to MetGIS GmbH immediately or may be entered by the user directly under “My Account.” The customer must change their password if they become aware of any unauthorized use of their username. If this is not possible, they must notify MetGIS of this immediately. The offer is submitted by pressing an order button in the online shop. The customer accepts these Terms and Conditions by checking the corresponding box, and they thereby become part of the contract.
Otherwise, the provisions of section 3(1-3) shall also apply analogously to orders placed via the online shop.
(5) In the event that special provisions that deviate from these T&Cs have been agreed for an order, these shall expire once the order has been completed, and shall not apply to any transactions running concurrently or following on from this.

§ 4 Prices
(1) The specific price for the requested weather products may be found in the written quote in accordance with section 4(2). Otherwise, the list prices valid on the day of provision shall apply in accordance with the websites www.metgis.com, shop.metgis.com, and relevant sub-pages. No other prices shall apply.
(2) A written quote (including prices) shall be sent to the customer. These may be one-time prices or recurring fees depending on the agreement.
(3) The fixed monthly fees agreed with the customer are index-adjusted to maintain stable values. The consumer price index published by Statistics Austria or any other index used in its place shall be used as the basis for calculating this. The starting point for the stable value calculation is the index figure published for the month in which the contract is formed. The fee shall be adjusted once a year with effect for the current calendar year based on the index figure published for January. Any change in the index figure of up to 5% shall not be taken into account. However, if the amount exceeds or falls below this threshold then the change shall be applied in its entirety.
(4) All prices are in EUROs.

§ 5 Payment/default of payment
(1) Claims from MetGIS shall be due for payment immediately and without deduction after invoicing, before the agreed service is provided. In the case of continuing obligations (contracts with no term limit), payment shall be made annually as a general rule under the terms stated here. Payments may also be made monthly by agreement in this case. In this event, the (partial) claims shall in all cases be due in advance by the first of the month and must be paid in accordance with the terms stated here.
The customer shall be in default of payment if they do not make the payment within 14 days of the due date and following receipt of an invoice. The interest rate according to the Austrian Commercial Code (UGB) is deemed to have been agreed for default interest. An interest rate of 5 percent p.a. is deemed to have been agreed in the case of consumers.
(2) If MetGIS issues its invoice after the contract has been formed, or issues its invoice for the annual fees to a party other than its contractual partner (the customer), this shall not be deemed to represent a change in the contractual partner and in particular shall equally not release the customer from their payment obligations.
(3) EUR 10.00 shall be charged to the customer for each reminder sent after the claim has fallen due. The statutory rights of MetGIS in the event of a default in payment by the customer shall remain unaffected.
(4) The customer agrees to electronic invoicing.

§ 6 Performance
(1) The performance owed by MetGIS consists of the services specified in the Introduction as well as those described under section 1(1) in accordance with the website www.metgis.com and any ancillary services. The services by MetGIS in accordance with section 1 shall be provided following payment of the agreed price in accordance with the written quote from MetGIS or after an order is placed in the online shop. Unless agreed otherwise or unless this is not possible due to the particular product, the service shall be deemed to have been provided once the customer has electronic access to the weather products they have ordered or once it is possible to access the data ordered during the term of the contract.
(2) MetGIS shall only be in default with its performance obligation if the customer has given MetGIS notice of the default, with an appropriate grace period provided for the performance.
(3) MetGIS shall not be responsible for delays in delivery and performance as a result of force majeure.
(4) MetGIS shall be entitled to provide partial performance provided that this is reasonable for the customer or necessary for reasons due to the particular product or if this has been ordered. In the event that partial performance is permissible, MetGIS shall also be entitled to issue partial invoices.
(5) MetGIS reserves the right to extend or modify the services that it performs and to make improvements independently, provided that this is reasonable for the customer, taking due account of the interests of MetGIS.

§ 7 Obligations and duties of the customer to cooperate
(1) The customer shall be obligated to provide all cooperation required under the contract or in good faith in a timely manner and to use the subject matter of the contract in a manner compliant with the law.
(2) The customer must register first of all before they can order products from the online shop. A traceable e-mail address is required for registration on the website in order to prevent improper usage. Providing a non-existent e-mail address or the e-mail address of a third party is not permitted. The personal data provided by the customer must be entered correctly and in its entirety. Any amendments or supplements to the data are to be communicated to MetGIS immediately or may be entered by the user directly in the user account. The customer must change their password if they become aware of any unauthorized use of their username. If this is not possible, they are required to notify MetGIS of this immediately.

§ 8 Warranty
(1) MetGIS does not provide any warranty with the exception of the provisions in the Introduction and section 1 and, in this context, only does so for the services agreed. The weather products offered are based on modern scientific and technical methods and have been created to the best of our knowledge and belief. However, weather analysis and forecasting methods cannot by their very nature guarantee 100% accuracy or probability of occurrence. MetGIS also provides no warranty regarding the data on which the weather products are based. This also applies to the liability of MetGIS in accordance with section 9.
(2) MetGIS provides no warranty whatsoever regarding legal defects in the content and data obtained via the Internet through the subject matter of the contract.
(3) MetGIS endeavors to make its weather products available in a timely manner at all times. However, delays in delivery or brief outages may occur due to technical problems or problems with the availability of the input data that is required for the products to be created. MetGIS does not therefore provide any warranty regarding uninterrupted availability of the services. MetGIS shall in particular not be liable for technical and/or maintenance-related interruptions and outages, missing and/or erroneous transmissions, or other technical difficulties associated with the delivery of the weather products.

§ 9 Liability of MetGIS/assurances by the customer
(1) Provided that all other requirements for a claim are met, MetGIS shall only be liable for damages of any kind in the event of willful intent or gross negligence, with any claim in the latter case capped in accordance with section 9(2). Liability for damages for any kind of loss shall in all other respects be excluded, irrespective of the basis of the claim, including liability for culpability on entering into the contract.
(2) The liability of MetGIS pursuant to section 9(1) shall be limited to the value of the order. If MetGIS has taken out a third-party liability insurance policy and the insurance company covers or assumes the damage incurred, the cap shall equate to the amount of the third-party liability insurance taken out.
(3) The burden of proof for culpability on the part of MetGIS within the scope of liability for damages shall be with the customer who is seeking compensation.
(4) The liability provisions under section 9(1-3) do not apply to consumers, with the exception of the assumption of the damages through a third-party liability insurance policy. The relevant statutory provisions with regard to liability shall apply to consumers, with liability for slight negligence excluded, with the exception of personal injury.
(5) MetGIS shall not be liable for third-party content and data or any infringements of the law that may arise from the provision of these.
(6) MetGIS disclaims any liability under data protection laws. As the sole data controller, the customer shall be the sole party responsible for ensuring the lawfulness of its data processing in connection with the subject matter of the contract (for further details on data protection, please refer to section 10 and the MetGIS data protection policy available at metgis.com/en/privacy-policy).
(7) The customer provides an assurance to MetGIS that the data provided for weather forecasts and analyses shall not in any way be used in an improper or unlawful manner. The customer shall be liable to third parties for any improper or illegal use of the weather forecasts and analyses and shall indemnify MetGIS and hold it harmless in this regard with respect to any claims for damages by third parties.
(8) The customer provides an assurance to MetGIS that they shall not use and/or disclose the subject matter of the contract other than in accordance with the details provided by them prior to entering into the contract (e.g. in the online shop order form) and pursuant to section 1(1).
(9) The access data transmitted for the purposes of using the products ordered is intended for personal and/or internal company use only. The customer further provides an assurance to MetGIS that they shall not provide the access data sent for the use of the ordered products to third parties, either for a fee or free of charge, regardless of whether this is done in writing, on storage media, in electronic format, or orally. A contractual penalty of EUR 10,000 shall be imposed in the event that the access data is misused. MetGIS may also demand that the customer refrains from any further improper use of the access data.
(10) Any further use shall require prior written consent from MetGIS.
(11) If the MetGIS weather data is displayed on publicly accessible websites and in publicly accessible apps, the customer undertakes to add the notice “powered by MetGIS” or “data by MetGIS,” with the MetGIS company logo displayed and linked to the MetGIS website (www.metgis.com). This shall only apply if no agreement to the contrary has been entered into with MetGIS.
(12) Caching of the weather data is only allowed in certain API data packages, and then only with express permission from MetGIS (see the product descriptions for details).
(13) MetGIS may terminate the contract with immediate effect if the customer breaches one or more of the statements or assurances made as set out in section 9. If advance payments have already been made, the services provided shall only be charged up to the day of the premature termination in this case, with the balance then refunded. MetGIS reserves the right in this context to withhold the balance due to any claims for damages or similar outlays. There is also the option of extraordinary termination of the contract in the event of any other breach of contract by the customer. The procedure applicable to this is the same as described above.
Otherwise the liability disclaimer pursuant to the MetGIS legal notice applies (metgis.com/en/imprint).

§ 10 Data protection
MetGIS provides services pursuant to section 1(1). MetGIS may process personal data on behalf of other parties in this context. MetGIS acts on behalf of the customer and is therefore a data processor under data protection laws. To the extent required, MetGIS confirms that it complies with all points in accordance with Article 28 of the General Data Protection Regulation (GDPR) in conjunction with Article 32 GDPR, and contractually obligates its employees to maintain data secrecy in accordance with Section 6 of the Austrian Data Protection Act (Datenschutzgesetz). In all other respects, please refer to the MetGIS privacy policy available at metgis.com/en/privacy-policy.

§ 11 Further contractual obligations and associated liability
(1) The customer is responsible for their own infrastructure (software and hardware) at their own expense and own risk. The customer must in particular ensure availability of the required connections (e.g. for data lines) and capacities (e.g. Internet bandwidth). MetGIS assumes no responsibility for the customer’s infrastructure.
(2) MetGIS does not assume any liability or guarantees for the operation and functionality of programs and applications on the customer’s end devices. The customer is responsible for remaining informed about the necessary system and operating requirements for the weather products and their end devices, and for providing these if necessary.
(3) MetGIS shall comply with all laws and regulations applicable to the provision of the subject matter of the contract. However, MetGIS is not responsible for compliance with laws or regulations that apply to the customer or the customer’s own end customer. The customer must comply with all regulations (in particular data protection and copyright regulations) that apply in connection with the subject matter of the contract.

§ 12 Industrial property rights and copyrights/granting of rights of use
(1) MetGIS is entitled to all rights to the subject matter of the contract (e.g. copyright, intellectual property rights, right of use, etc.).
(2) MetGIS shall grant the customer the non-exclusive right to use the weather products and the content contained in these, with this right being unlimited in terms of territory and limited in terms of time to the term of the contract, and, depending on the scope of services agreed by contract, to integrate these into their website or internal or external information systems, apps, or similar items.
(3) Consumers pursuant to Section 1(1) no. 2 of the Consumer Protection Act may use the weather products for private purposes only. Integration of the weather forecasts and analyses into the consumer’s website or similar application is not permitted.
(4) The production of copies for private purposes for consumers in accordance with section 12(3) shall only apply if copyright and similar notices as well as reproductions of trademarks and names remain unchanged in the copies.
(5) The weather products may only be archived to the extent that they are used solely for the private and internal purposes of the party archiving, i.e. exclusively for ensuring existing inventory and for internal use. The archive must not be accessible to third parties. It must also not be used to make copies for third parties and must not result in any additional exploitation of the work.

§ 13 Term of the contract and its termination (notice, rescission for good cause)
(1) For one-time purchases of weather products, the contract shall come to an end once all agreed services have been provided.
(2) In the case of contracts concluded for an indefinite term, the contractual term shall be extended in each case by the original contract term entered into, unless the contractual relationship is terminated in writing at least one month before the end of the contract.
(3) The contracting parties waive the right to ordinary termination in the first year of the contract. This does not affect the option of terminating the contract for good cause (extraordinary grounds for termination).
(4) MetGIS is entitled to terminate this contract without notice for good cause via a written declaration. Good cause includes in particular cases where the customer uses or deploys the subject matter of the contract in an improper or unlawful manner (including with infringement of third-party rights) or is in default of payment.
(5) Termination for good cause does not affect the right of the parties to the contract to claim damages.

§ 14 Final provisions
(1) Austrian substantive law is applicable. The applicability of the rules of conflict of laws under the Act on International Private Law (IPRG) or the rules of conflict of laws of any other legal system, and the uniform UN Convention on Contracts for the International Sale of Goods (CISG) is excluded.
(2) The place of fulfillment for all services under this contract is the headquarters of MetGIS.
(3) The exclusive place of jurisdiction for all disputes arising from this contractual relationship is the court with subject matter jurisdiction in Vienna.
(4) The provisions in these T&Cs do not apply to consumers if these provisions are incompatible with the applicable consumer protection laws.
(5) Contractual amendments, supplements, and side agreements must exclusively be set out in writing in order to be effective. This applies also and in particular to revocation of or amendments to this written form clause. Transmission by e-mail shall also suffice in cases where adherence to the written form is required.
(6) In the event that one or more provisions of these T&Cs may be or may become invalid or if the contract contains a loophole or contractual omission, this shall not affect the validity of the remaining provisions. The invalid or incomplete provision shall be replaced by a provision that comes as close as possible to the commercial sense and purpose of the desired provision.
(7) Contracts between MetGIS and customers are concluded in both German and English. In the event that the individual clauses of the different language versions of the contract or these T&Cs contradict each other, the German version shall apply.