FRED – Carbon Footprint Calculator
§ 1 Subject matter of these Terms of Use
(1) The subject matter of these Terms of Use is the granting of use of the ‘FRED – Carbon Footprint Calculator’ (hereinafter referred to as ‘FRED’ or ‘Software’) in the respective customer’s company via the Internet for a period limited to the duration of the respective contract.
(2) The provider of FRED is FRED GmbH, Goldene Pforte 1, 58093 Hagen (hereinafter referred to as ‘Provider’).
§ 2 Contract term and termination
(1) The contract shall come into force upon confirmation of the booking by the Provider and shall remain in force until the end of the respective calendar year.
(2) The contract may be terminated by the Provider and the customer (the Provider and customer are hereinafter also referred to collectively as the ‘Parties’) with one month’s notice to the end of the respective calendar year. If the contract is not terminated within the notice period, the contractual relationship shall be extended for a further calendar year.
(3) The right to terminate the contract without notice for good cause remains unaffected. Notice of termination must be given in writing in all cases.
(4) The provider shall delete all customer data remaining on its servers 90 days after termination of the contractual relationship.
§ 3 Services provided by the provider
(1) The provider grants the customer the use of the current version of FRED via the Internet by means of access through a browser.
(2) FRED is a software tool that can be used to calculate product carbon footprints in accordance with DIN EN ISO 14067. The product carbon footprint is calculated in order to obtain information about the impact of the production of manufactured components. FRED can also be used to calculate a corporate carbon footprint in accordance with DIN EN ISO 14064-1. This serves to determine the impact of all (partial) company activities within a specified period. In addition, a separate module enables product carbon footprint calculations to be made in accordance with the standard for reporting in connection with the EU Carbon Border Adjustment Mechanism.
For further information on the other features, functionality, possible uses and authorisation to use the calculation results, please refer to the ‘Basics of CO₂eq calculation in FRED: Footprint Reduction Tool’ (hereinafter ‘package insert’), the provisions of which form part of these terms of use.
(3) FRED is provided in a carefully researched state. Many input variables are based on data provided by the participating companies, which have been included in the database to the best of our knowledge and belief and after technical consideration. However, the provider accepts no liability for the calculation results.
(4) The provider guarantees the functionality and availability of FRED (see § 5 of the Terms of Use) for the duration of the contractual relationship and will maintain the software in a condition suitable for use in accordance with these Terms of Use.
(5) The provider may update and further develop FRED at any time and, in particular, adapt it due to a change in the legal situation, technical developments or to improve IT security. In doing so, the provider shall take the legitimate interests of the customer into account and inform the customer in good time about any necessary updates. In the event of a significant impairment of the legitimate interests of the customer, the customer shall be entitled to a special right of termination.
(6) The provider is not obliged to adapt the software to the individual needs or IT environment of the customer.
(7) The provider shall carry out regular maintenance on FRED and inform the customer of this in good time.
(8) The provider shall take state-of-the-art measures to protect the data. The provider shall regularly create backups, which shall be stored redundantly to ensure data backup and recovery. The customer remains the owner of the customer-specific data stored on the provider’s servers.
§ 4 Scope of use and rights
(1) The software shall not be physically transferred to the customer.
(2) The customer shall receive simple, i.e. non-sublicensable and non-transferable, rights to use the current version of FRED for the contractually agreed number of users for the duration of the contract, via access via a browser in accordance with these Terms of Use and the conditions of the package insert.
(3) The customer may only use FRED within the scope of their own business activities by their own personnel. The customer is not permitted to use FRED for any other purpose.
(4) If the customer violates a provision of these Terms of Use or one of the provisions of the package insert for reasons for which they are responsible, the provider may – after prior written notification to the customer – block the customer’s access to FRED.
§ 5 Availability; interruption of service
(1) The availability of FRED is 99.95% on an annual average. Availability is defined as the customer’s ability to use all of FRED’s main functions. Maintenance times and times of minor disruptions are considered times of availability. Times of availability include, but are not limited to
- maintenance or other services agreed with the customer, during which access to FRED is not possible;
- unforeseen maintenance work, such as in cases of force majeure, unforeseeable hardware failures, strikes, natural disasters, etc.;
- downtime due to virus or hacker attacks, provided that the provider has taken the usual protective measures;
- Downtime due to the unavailability of the customer’s equipment or due to other interruptions caused by the customer (e.g. failure to cooperate);
- Downtime for the installation of urgently needed security patches;
- Downtime caused by third parties (persons not attributable to the provider).
(2) Periods of insignificant disruptions shall not be taken into account when calculating availability.
(3) Adjustments, changes and additions to FRED, as well as measures serving to identify and remedy malfunctions, shall only lead to a temporary interruption or impairment of accessibility if this is necessary for technical reasons.
(4) The customer is obliged to report malfunctions to the provider immediately.
§ 6 Obligations of the customer
(1) The customer must protect and store the access data in accordance with the state of the art to prevent access by third parties. The customer shall ensure that use is only in accordance with these terms of use and the provisions of the package insert. Unauthorised access must be reported to the provider immediately.
(2) When using FRED, the customer is obliged not to store any data whose use violates applicable law, official orders, third-party rights or agreements with third parties.
(3) The customer shall check the data for viruses or other harmful components before using it in the software and shall use state-of-the-art measures (e.g. virus protection programmes) for this purpose.
(4) The customer shall pay the provider the fee for the use of FRED in accordance with § 11 of these Terms of Use.
§ 7 Support and fault reports
(1) Customer enquiries regarding FRED can be sent to the following email address: info@fred-footprint.de. Enquiries will be processed in the order in which they are received.
(2) The customer shall immediately report any faults that impair the functionality of the software to the following contact details: info@fred-footprint.de.
§ 8 Warranty
(1) With regard to the granting of use of the software, the warranty provisions of tenancy law (§§ 535 ff. BGB) apply.
(2) The customer must notify the provider of any defects without delay.
(3) The warranty for only insignificant reductions in the suitability of the service is excluded. Strict liability pursuant to Section 536a (1) BGB for defects that already existed at the time of conclusion of the contract is excluded.
§ 9 Liability
(1) The parties shall be liable without limitation in cases of intent, gross negligence and culpable injury to life, limb or health.
(2) Notwithstanding the cases of unlimited liability pursuant to § 9 (1), the parties shall only be liable to each other for slightly negligent breaches of duty in the event of a breach of essential contractual obligations, i.e. obligations whose fulfilment is essential for the proper execution of the contract or whose breach jeopardises the achievement of the purpose of the contract and on whose compliance the other party may regularly rely, However, this shall be limited to the damage typical for this type of contract and foreseeable at the time of conclusion of the contract.
(3) The above limitations of liability shall not apply to liability under the Product Liability Act or in the context of guarantees assumed in writing by one of the parties.
(4) Section 9 shall also apply in favour of employees, representatives and organs of the parties.
§ 10 Legal defects; indemnification
The customer warrants that the content and data stored on the provider’s servers, as well as their use and provision by the provider, do not violate applicable law, official orders, third-party rights or agreements with third parties. The customer shall indemnify the provider against any claims asserted by third parties on the basis of a violation of this clause upon first request.
§ 11 Remuneration and payment terms
(1) The customer shall pay the provider a one-time provision fee for the initial provision of FRED. This fee amounts to
- EUR 1,500 for up to five users for customers who are members of an association participating in FRED GmbH. For each additional user, the one-time provision fee is EUR 500;
- for customers who are members of a European association cooperating with FRED GmbH, EUR 3,500 for up to five users. For each additional user, the one-time provision fee is EUR 1,000.
- for all other customers, EUR 5,000 for up to five users. For each additional user, the one-time provision fee is EUR 1,500.
(2) The customer must pay the provider an annual usage fee for the use of FRED. The usage fee payable by the customer to the provider for a calendar year is
- For customers who are members of an association participating in FRED GmbH, EUR 500 for up to five users of the PCF and CCF functions. For each additional user, the usage fee is EUR 250; an additional EUR 250 is charged for the use of the CBAM function.
- for customers who are members of a European association cooperating with FRED GmbH: EUR 1,000 for up to five users of the PCF and CCF functions. For each additional user, the usage fee is EUR 375. The use of the CBAM function incurs an additional EUR 500.
- For all other customers: EUR 1,500 for up to five users of the PCF and CCF functions. For each additional user, the usage fee is EUR 500. An additional EUR 750 is charged for the use of the CBAM function.
The usage fee will be charged for the first time in the year following the initial provision.
(3) Invoices will be issued at the start of the contract and annually in advance for the respective calendar year. The invoice is due for payment within 14 working days.
§ 12 Data protection; confidentiality
(1) The parties shall comply with the applicable data protection regulations applicable to them.
(2) The parties undertake to maintain confidentiality regarding all confidential information (including trade secrets and calculations or calculation templates of other customers) that they learn in connection with the customer’s use of FRED and not to disclose, pass on or use this information in any other way to third parties. Confidential information is information that is marked as confidential or whose confidentiality is apparent from the circumstances, regardless of whether it has been communicated in written, electronic, physical or oral form. The confidentiality obligation shall not apply if the parties are required by law or by a valid or final decision of an authority or court to disclose the confidential information. The parties undertake to agree on a provision with all employees and subcontractors that is identical in content to the above paragraph.
§ 13 Final provisions
(1) Should any provision of these Terms of Use be or become invalid, the remaining provisions of these Terms of Use shall remain in full force and effect. The parties shall replace the invalid provision by mutual agreement with a provision that comes as close as possible to the economic purpose of the invalid provision in a legally effective manner. The above provision shall apply mutatis mutandis to any loopholes in the provisions.
(2) German law shall apply, excluding the United Nations Convention on Contracts for the International Sale of Goods of 11 April 1980 (UN Sales Convention).
(3) The exclusive place of jurisdiction for all disputes arising from or in connection with these Terms of Use is the registered office of the Provider in the Federal Republic of Germany.