ennit GmbH
Gerhard-Fröhler-Straße 12
24106 Kiel, Germany
T +49 0431 530540
vertrieb@ennit.de
As of: 01.07.2025
These General Terms and Conditions (Data Centre GTC) apply to all contractual relationships between ennit GmbH (Contractor) and the Client (together also referred to as the parties). The contractor provides its services exclusively on the basis of these Data Centre Terms and Conditions. Any deviating general terms and conditions of the client shall not apply – they shall also not apply if the contractor does not expressly object to them or if the client declares that it only wishes to conclude the contract on its own terms.
2.1 Offers and services provided by the contractor are subject to technical and operational feasibility.
2.2 The contractor shall provide the services to be rendered by it in accordance with the principles of proper professional practice within the agreed time frame and taking into account the standards generally published and recognised at the time of conclusion of the individual contract. It shall work independently, in consultation with the client where necessary, and shall be liable for the completeness and factual accuracy of all documents it produces, in the form agreed in the service description.
2.3 The scope of the contractual services is set out in the service description and in the agreements between the parties referring to it. Any standards and methods requested by the client that deviate from this must be specified in writing in the individual contract.
2.4 Insofar as the contractor provides services free of charge, these may be discontinued at any time without prior notice. This shall not give rise to any claims for reduction, reimbursement or damages on the part of the client.
2.5 The contractor shall provide the services through its own permanent employees or those of affiliated companies within the meaning of Section 15 of the German Stock Corporation Act (AktG). The contractor's employees shall not enter into any employment relationship with the client, even if they work on the client's premises. The client shall issue instructions exclusively to the contact person designated by the contractor with effect for and against the contractor. In the case of work performance, the contractor shall be responsible in particular for the control, management and monitoring of the service provision and for the results achieved.
2.6 Subcontractors, the contractor must also oblige them to comply with statutory and other legal provisions as well as these contractual provisions and the respective individual contract. No contractual relationship between the third party and the client is established.
Invoicing shall be carried out exclusively by the contractor.
2.7 The contractor is entitled to temporarily restrict or suspend its services if this is necessary for reasons of public safety, the safety of network operation, the maintenance of network integrity, the functionality of the services, data protection or to carry out operational or technically necessary work.
2.8 The contractor reserves the right to expand or modify services and to make changes
to the transmission technology or systems that may require structural measures or changes to the client's system settings, insofar as this is reasonable for the client.
2.9 The contractor points out that an unrestricted emergency call function within the scope of telecommunications services is only available if the terminal equipment, IT and router provided by the contractor are used at the agreed location of the connection and an uninterrupted power supply is guaranteed.
3.1 The client is obliged to use the contractor's services properly and carefully.
3.2 The parties shall comply with the current data protection regulations, in particular those of the General Data Protection Regulation (GDPR), the Federal Data Protection Act (BDSG), the Telecommunications Digital Services Data Protection Act (TDDDG), the Digital Services Act (DDG) and the Telecommunications Act (TKG).
3.3 If the client wishes to manage, set up or distribute software licences on the client's IT system itself, it must notify the contractor in advance. The contractor may refuse to allow the client to manage, set up or distribute software licences on the client's IT systems itself. In any case, the client is solely responsible for correct licensing.
3.4 Unless otherwise agreed, the contractor is not obliged to make backup copies of data that the client transfers to the contractor's IT system or that is stored on it.
3.5 The client is obliged to provide the contractor with its full company name and a postal address that is valid for service of process (no PO box or other anonymous address), a valid email address and its telephone number. The client warrants that the information provided by them is correct and complete. They undertake to inform the contractor immediately of any changes to the contact details provided and any other data required for the performance of the contract. The contractor's liability for damages resulting from incomplete or incorrect contact details is excluded.
3.6 The client undertakes not to impair the contractor's IT infrastructure facilities or general IT security through the operation of IT systems (e.g. use of technologies that place a particular strain on hardware and networks or have a negative impact on the contractor's servers or other clients' systems). The contractor may exclude such computer systems from access by third parties or block the network connection to these computer systems until the client has removed/deactivated the technologies used that jeopardise IT security.
3.7 The client undertakes not to store any content on the client's IT system that is illegal or violates laws, official regulations or the rights of third parties. The client shall ensure that the Internet address chosen by the client, under which the content can be accessed via the Internet, does not violate any laws, official regulations or the rights of third parties. The client may not offer or distribute any copyright-protected content on the client's IT system without authorisation. In particular, the operation of so-called P2P file-sharing networks, download services or streaming services through which copyright-protected content may be distributed without authorisation is not permitted. Furthermore, the client undertakes not to provide any links to such P2P file-sharing networks, download services, streaming services or their content. The client shall also ensure that any programmes, scripts or similar items installed by them do not jeopardise the operation of the contractor's servers or communication network or the security and integrity of other data stored on the contractor's servers. The client further undertakes not to use the resources provided by the contractor for actions that violate legal prohibitions, morality and the rights of third parties (copyright, trademark, name, data protection rights, etc.). This includes, in particular, the following actions:
a. Unauthorised intrusion into foreign computer systems (e.g. hacking);
b. Interference with foreign computer systems by sending/forwarding data streams and/or emails (e.g. DoS/DDoS attacks/spam/mail bombing/open mail relays);
c. Operation of IRC-related services (Internet Relay Chat) such as shells, bouncers, eggdrops;
d. Searching for open access to computer systems (e.g. port scanning);
e. Falsifying IP addresses, mail and news headers, and distributing malware;
f. Operation of anonymisation services, open proxy services or other services that can be used by the client or third parties to conceal their identity on the Internet.
The client shall indemnify the contractor against any claims by third parties in connection with a breach of the aforementioned obligations, including the costs incurred as a result of such claims.
3.8 In the event of an imminent or actual breach of the obligations under clauses 3.7 and 3.8, as well as in the event of third-party claims against the contractor that are not obviously unfounded, demanding the complete or partial removal of content stored on the client's IT system from the internet, the Contractor shall be entitled, taking into account the legitimate interests of the Client, to temporarily or permanently suspend or otherwise block the connection of this content to the Internet, in whole or in part, with immediate effect, if the Client does not block such content itself within 24 hours of receiving a corresponding request. In the event of (I) a significant breach of the aforementioned obligations, (II) particular urgency or imminent danger, (III) an official order or court decision that is not obviously unlawful, and (IV) a legal obligation, the contractor may also discontinue or otherwise block the connection of this content without prior notice; in which case the contractor shall inform the client of this measure without delay.
3.9 If programmes, scripts or similar items installed by the client jeopardise or impair the operation of the contractor's servers or communication network or the security and integrity of other data stored on the contractor's servers, the contractor may deactivate or uninstall these programmes, scripts, etc. If necessary to eliminate the risk or impairment, the contractor shall also be entitled to interrupt the connection of the content stored on the client's IT system to the internet. The contractor shall inform the client of this measure without delay.
3.10 In the event of a breach of any of the aforementioned obligations, the contractor shall be entitled to suspend its services with immediate effect or to block access to the client's IT system. Any further claims of the contractor shall remain unaffected by this.
The client undertakes to indemnify the contractor internally against all possible claims by third parties based on illegal or infringing actions by the client or errors in the content of the information provided by the client.
5.1 Without the prior written permission of the contractor, the client may not transfer the services provided to third parties for permanent sole use or for use in return for payment.
5.2 The client shall be liable for all damages for which it is responsible and which arise from use by third parties.
6.1 If payment by SEPA direct debit has been agreed, the client shall issue the contractor with a mandate for the SEPA core direct debit scheme in order to collect all fees incurred within the scope of the contractual relationship. The contractor shall notify the client of the corresponding direct debit in good time in advance (so-called pre-notification). The period for pre-notification shall be reduced to one day. Pre-notification shall be sent to the client by email. The client shall ensure that there are sufficient funds in their account during the agreed debit period. The client shall be obliged to compensate the contractor for any damage or expense incurred as a result of a refusal to pay by the account-holding institution.
6.2 Unless otherwise agreed in individual contracts, the client shall be in default even without a reminder if it fails to pay within thirty (30) days of receipt of an invoice. The statutory provisions regarding the consequences of default in payment shall apply.
6.3 If the client (a) is in default of payment of the monthly fee or a significant part of the monthly fee for two consecutive payment dates, or (b) is in default of payment of the monthly fee for a period extending over more than two payment dates in an amount equal to the monthly fee for two months, the contractor shall be free to block the client's IT system for access via the Internet without setting a deadline and without further notice. The temporary blocking of services shall not affect the client's payment obligation.
The contractor shall not be liable for interruptions, malfunctions, failures or other damaging events that are beyond the contractor's reasonable sphere of influence and for which the contractor is not responsible, including force majeure, improper handling (failure to observe instructions for use and improper use) by the client or persons associated with the client, hacker attacks/other cyber risks/attacks, industrial action or other operational disruptions, power or network failures, failure of other supply or telecommunications networks, earthquakes, storms or other natural events, blockades, embargoes, unrest, government measures and orders, terrorist acts or war.
8.1 Availability is the ratio of actual (within the required times) to required operability of a unit or service in the specified reference period (week, month, year). Availability is expressed as a percentage.
a. Annual availability:
VYear[%] = (1 - (downtime minutes - special times [minutes]) / 525,600 minutes) x 100
b. monatliche Verfügbarkeit:
VMonth[%] = (1 - (downtime minutes - special times [minutes]) / 43,200 minutes) x 100
c. A failure is a problem of great importance to the client, with a significant impact on system function. If one of two redundant components is malfunctioning, the system is still considered functional; there is no failure.
d. The response time is the time between the fault being reported by the client or by technical monitoring systems and the start of qualified work to rectify the fault.
e. The fault rectification time is the time between the start of fault rectification and the time when the fault is successfully rectified.
f. The downtime is the response time plus the fault rectification time.
g. Special periods: Periods that are not counted towards availability. These include:
8.2 Unless otherwise agreed between the parties or specified in the service descriptions, service disruptions that are the responsibility of the contractor shall be remedied as follows:
a. Critical category/total failure:
b. Category high / partial failure:
c. Category medium / impairment, urgent changes:
d. Low category / deviation or non-critical changes:
8.3 If the client is responsible for the malfunction or if a malfunction reported by the client does not exist, the contractor is entitled to invoice the client for the costs incurred by the contractor for troubleshooting, rectifying defects or eliminating malfunctions according to the actual material and time expenditure in accordance with the currently valid price list.
8.4 The federal public holiday legislation applicable in the Federal Republic of Germany and, in addition, in the federal state of Schleswig-Holstein shall be decisive for the classification as a working day within the meaning of the above.
Unless the client and the contractor have already concluded a separate confidentiality agreement, the following shall apply: Each of the parties undertakes to treat as confidential any information disclosed or brought to its attention by the other party and/or any company affiliated with the other party within the meaning of Sections 15 et seq. AktG (German Stock Corporation Act) in connection with the performance of their contractual relationship, whether disclosed or made known to them verbally, in writing or in any other way, and not to disclose such information, records and documents (‘Confidential Information’) that is not generally and/or publicly known and/or already known to the receiving party, either during or after the termination of their contractual relationship. The receiving party also undertakes to use the Confidential Information exclusively for the purposes of implementing the contractual relationship and not to disclose the Confidential Information directly or indirectly to third parties and only to those employees, (external) employees and consultants who absolutely need the Confidential Information for the purposes of this Agreement and who are themselves bound by confidentiality obligations. Companies affiliated with the receiving party within the meaning of Sections 15 et seq. of the German Stock Corporation Act (AktG) shall not be considered third parties within the meaning of the preceding sentence, provided that these companies themselves are bound to confidentiality vis-à-vis the receiving party and have also bound their employees, (external) staff and consultants to confidentiality. All rights to the Confidential Information shall remain with the respective disclosing party.
If the subscriber connection line to be leased by the contractor from Telekom Deutschland GmbH or other telecommunications companies is not provided by these telecommunications companies for reasons for which the contractor is not responsible, or if the contractual relationship is terminated, the contractor shall be entitled to terminate the contract with the client for cause. The client shall only be entitled to claims for damages within the scope of the contractual conditions to the extent that the contractor is entitled to claims for damages against the telecommunications company concerned.
11.1 Unless otherwise agreed, the minimum contract term is 60 months and the notice period for ordinary termination is six months to the end of the contract term. Thereafter, ordinary termination is possible at any time with one month's notice.
11.2 Unless otherwise agreed, the client must actively terminate the term of licences, certificates (SSL), DNS and domain entries that are necessary for the functionality of the services booked with the contractor four weeks before the end of the term. Otherwise, the term shall be extended by a further cycle in accordance with the terms and conditions of the aforementioned services.
11.3 If a separate termination option is provided for in the individual contract or in the service description for one or more services booked by the client, or if such an option has been agreed separately between the parties, each party may terminate the relevant services separately in compliance with the applicable notice period (partial termination).
11.4 Both the client and the contractor have the right to terminate the contract without notice for good cause. Good cause shall be deemed to exist for the contractor in particular if the client:
11.5 Regardless of the possibility of termination, the client may, under certain circumstances, have the option of temporarily adding or removing individual services, provided that this option is part of the respective services or has been agreed upon within the scope of the respective services.
The contractor may make the conclusion of the contract dependent on the presentation of a written power of attorney or an advance payment or guarantee declaration.
13.1 The equipment installed by the contractor at the client's premises and any other technical devices provided shall remain the property of the contractor. The contractor reserves the right to renew the hardware and software provided at any time. After the end of the contract, the client shall return the equipment to the contractor at its own expense.
13.2 If the contractor installs components or equipment at the client's premises on the basis of a purchase agreement, all delivered goods shall remain the property of the contractor until the purchase price has been paid in full. If the client defaults on payment, the contractor may – without prejudice to other rights – take back the delivered goods to secure its rights if it has notified the client of this and set a reasonable grace period. Pledging or transfer by way of security is not permitted. Processing or transformation shall always be carried out for the contractor as the manufacturer, but without any obligation on his part. If the contractor's (co-)ownership expires as a result of combination or sale, it is agreed that the resulting claims of the client shall be transferred to the contractor on a pro rata basis in the event of combination.
14.1 The parties are aware that IT services may be subject to export and import restrictions. In particular, licensing requirements may apply or the use of the services or related technologies abroad may be subject to restrictions.
14.2 The client shall comply with the applicable export and import control regulations of the Federal Republic of Germany, the European Union and the United States of America, as well as all other relevant regulations.
14.3 The Contractor's performance of the contract is subject to the proviso that there are no obstacles to performance due to national and international regulations under export and import (control) law or any other legal regulations.
15.1 In the case of deliveries of software goods, the content and scope of services shall be determined by the contractor's service description.
15.2 If the contractor designs websites for the client or on behalf of the client for third parties, it shall transfer to the client a non-exclusive right of use to the created pages for the duration of the contractual relationship.
15.3 Insofar as the Contractor provides the Client with computer/software programmes, all copyrights to such software and any exploitation and follow-up rights derived therefrom shall, in principle, be vested exclusively in the Contractor, unless otherwise expressly agreed. Granted rights of use may not and cannot be transferred. However, the contractor grants the client a non-exclusive and non-transferable right to use such programmes for the duration of the contract. The client is not permitted to make copies of the software provided, either in whole or in part, with the exception of a single backup copy for backup purposes. Under no circumstances shall the client modify the software in whole or in part or determine its source code. Nor is the client permitted to make any other modifications or revisions to the software or to implement the software in other software programmes. The client must delete backup copies immediately after the end of the contract.
16.1 The client must inspect the goods delivered by the contractor immediately upon delivery for any defects, quantity deviations or incorrect deliveries. Any defective provision or delivery, either in whole or in part, must be reported in writing immediately upon discovery. Any defects must also be documented in a meaningful manner, in particular by recording any error messages displayed. Before reporting the defect, the client is obliged to first carry out a problem analysis and troubleshooting in accordance with the operator's manual or other documentation provided by the contractor. The notification period for defects that were recognisable during the careful inspection required for the type of goods is one week at the most. Other defects must be reported immediately after their discovery. If the client is a merchant and fails to report the defect immediately, in due time and in the proper form, the goods shall be deemed to have been approved in view of these defects.
16.2 If a duly submitted notice of defects is justified, the contractor shall deliver a replacement. The contractor shall be entitled, at its discretion, to remedy the defect in another way instead of delivering replacement goods. The contractor shall be obliged to exercise its right of choice no later than 10 working days after receipt of the notice of defects. Otherwise, the right of choice shall pass to the client. If the rectification or replacement delivery fails, the client shall be entitled, at its discretion, to demand rescission of the contract or a reduction in the agreed purchase price.
16.3 Within the scope of the warranty, the client must accept a new programme or development status, unless this leads to unreasonable adaptation and conversion problems for the client.
16.4 The client shall support the contractor to the best of its ability in remedying any defects. Before remedying any defects, in particular before replacing any machines, the client shall make a complete backup of all programmes, data and data carriers and, if necessary, remove them.
16.5 The contractor points out that, according to the current state of technology, it is not possible to create hardware and software in such a way that it works without errors in all application combinations or can be protected against manipulation by third parties. The contractor does not guarantee that the hardware and software used or provided by it will meet the user's requirements, is suitable for specific applications, or is crash-free, error-free and virus-free. The contractor only guarantees to the client that the hardware and software used or provided by the contractor will function essentially in accordance with the manufacturer's performance specifications at the time of transfer under normal operating conditions and with normal maintenance. The contractor does not assume any warranty for known errors on the part of the manufacturer.
17.1 Unless otherwise agreed between the parties, any amendment or supplement to the contracts concluded between the parties, as well as all contract-related declarations and agreements, must be made in writing and expressly identified as such in order to be binding. This also applies to any amendment to the written form requirement.
17.2 All contracts concluded between the parties shall be governed exclusively by German law. The UN Convention on Contracts for the International Sale of Goods and any conflict of laws provisions shall be excluded.
17.3 The place of jurisdiction shall be Kiel, insofar as this is legally permissible.
17.4 Unless otherwise agreed between the parties, the place of performance shall be Kiel.