1. Provision of infrastructure
The contract includes, among other things, the provision of corresponding server resources at Coredat in the data center.
The average annual minimum availability of the application is at least 99%. Service availability is calculated using the following formula: (Usage time (1 year = 525,600 minutes) – Downtime (minutes) x 100) / Usage time (525,600 minutes)
Excluded from the downtimes are planned maintenance shutdowns, maintenance on weekends and holidays, as well as events of force majeure, in particular the failure of the Internet connection, if they are not within the control of Coredat. Both parties undertake to immediately bring about the restoration of the correct condition.
Coredat is responsible for backing up the data.
Coredat guarantees that even in the event of complete data loss, at most the entries of the last 24 hours have to be re-entered.
2. Administrative management
Coredat assigns user rights to administrators in the system according to the reports made by the customer. These administrators can in turn create other users in the system and assign the appropriate access rights to them.
Coredat only takes responsibility for the administrators’ creation in the system. The responsibility for the creation of additional users remains with the customer. There is no limit to the number of users.
3. Support Hotline
First-level support is available from Monday to Thursday from 8:30 a.m. to 5:30 p.m. and Friday from 8:30 a.m. to 2:30 p.m. for technical and application-related questions at the telephone number provided when the contract was concluded.
The second-level support is available Monday to Thursday from 9:00 a.m. to 4:00 p.m. and Friday from 9:00 a.m. to 2:00 p.m. in the event of application problems and is called in by first-level support if necessary.
Errors or requests to support can be reported by phone or e-mail to the notified office. The time of the notification is considered to be the confirmed receipt of the message by the Coredat Helpdesk. It is recommended that critical issues are also reported in writing by e-mail.
4. Updates and Releases
Updates are provided in the system due to changes in the law or collective agreement. This is usually done 2 times a year or due to changes decided by the legislator. Changes outside a normal scope based on recent years are excluded.
If no complaint is made by the customer within 14 days, the changes are deemed to have been accepted. The same applies after the initial launch of the system at the agreed go-live.
5. Terms of payment
The fees listed above are exclusive of 20% statutory VAT, expenses, any travel expenses, mileage allowance, hotel costs and other project-related expenses.
Royalty: Payable per month in arrears
Support: Monthly in arrears according to the submitted timetable (the smallest unit of account is 0.25 hours)
Payment terms: 14 days net after invoice date
In the event of default of payment, default interest is due in accordance with the provisions of Section 456 of the Austrian Commercial Code. In addition, the partner must reimburse Coredat for all costs, expenses and cash expenses incurred.
The expenses incurred in the course of our activities (in particular postage, fax and telephone costs) will be invoiced separately at a flat rate of 4 percent of the fee plus the statutory value added tax. In addition to the lump sum, any costs for messenger services as well as travel and travel costs (e.g. mileage allowances) are charged separately.
Coredat reserves the right to adjust the fees annually in accordance with the consumer price index published by Statistics Austria (basis: CPI 2015, starting value 130.30 as of June 2023).
This adjustment is made according to the higher of the following two values: a) the official inflation rate published by Statistics Austria or b) changes to Coredat’s collective agreements. Such a change will be notified to the Client as soon as it is known to Coredat and will come into force on 1 January of the relevant calendar year to which it applies.
If existing employees are inactive without having left the company, they will be considered for the license fee until they actually leave the company.
6. Term and Termination
The present contract comes into force on the date of signature and is concluded for an indefinite period of time. The minimum contract period is 36 months and is automatically extended by 12 months at the end of this period.
The contract can be terminated by either party with effect from 31.12 of a calendar year with a six-month notice period to 30.6.
The contract can be terminated immediately if there are important reasons.
Important reasons are:
- Failure to pay the fees after two written reminders and the expiry of a fourteen-day grace period by the customer
- To open bankruptcy or settlement proceedings against Coredat or the Client, with the right of termination for cause being limited to the other party
- Lack of usability of the software – in this case, Coredat must be given a reasonable grace period.
7. Liability
The Customer acknowledges that the Applications are the property of Coredat and will ensure that these Applications are not reproduced, copied or otherwise distributed, in whole or in part. The parties exclude any further liabilities.
The basis for the implementation of ongoing payroll accounting is the “General Terms and Conditions of Contract for Payroll Accountants” (Appendix 2).
Coredat Business Solutions GmbH is calculated to commission third parties with the provision of services in accordance with this contract and to commission a subcontractor with the provision of partial services or the entire service.
Coredat Business Solutions GmbH is committed to working closely with the external consultants commissioned by the customer. The parties hereby acknowledge that it may be necessary for Coredat to use the services of auditors, lawyers or other professional service providers in order to perform its obligations, if Coredat deems it appropriate. The costs for the services to be provided by such third parties are not included in Coredat’s remuneration and will be invoiced separately.
In order to bear the costs incurred by the Client in the use of such professional services, Coredat may require the Client to pay a deductible.
8. No poaching of personnel
All parties undertake not to employ any employees or employees of the respective other party during the term of the contract and six months after the termination of the contract. In the event that one of the contracting parties does not comply with this obligation, a contractual penalty of 6 months’ salary will be agreed. This contractual penalty cannot be revoked by court information.
9. Data exchange via the Internet
The transmission of information, in particular but not exclusively in messages, texts, documents and other data, as well as in employment law, tax and other statements, whether in the text of an e-mail or in its attachment, takes place via the Internet, unless otherwise expressly agreed in individual cases.
The Client is aware of the associated risks, such as in particular, but not exclusively, loss, mutilation, falsification of the transmitted data, lack of protection of secrecy, viruses. Coredat takes care in the transmission of the aforementioned information and undertakes to comply with appropriate technical and organizational measures to protect personal data in particular. However, Coredat does not assume any further liability for the integrity, timeliness and/or completeness of the transmitted information. In particular, there is no further obligation on the part of Coredat to use encryption systems or electronic signatures.
The Client and Coredat hereby undertake to adequately protect sensitive data relating to the other contracting party; in particular, it is the task of the respective data recipient to check all file attachments with suitable anti-virus software before opening the documents.
Coredat is entitled to send all information about a project to all those persons who have been explicitly named by the Client or who have been included at least once in the correspondence with the project in question (also as recipient “CC”).
The Client shall completely indemnify and hold Coredat harmless with regard to all damages resulting from incomplete, falsified, misdirected or unsuccessful data transmission.
10. Severability clause
If any provision of this Agreement is held to be invalid or unenforceable in whole or in part, this shall not affect the validity or enforceability of the remaining provisions. The invalid or unenforceable provision shall be replaced by a valid or enforceable provision which comes as close as possible to the invalid or unenforceable provision in its economic content; the same applies to any gaps in this contract.
11. Costs, Duties and Fees
Each contracting party is responsible for the costs incurred by it in connection with the preparation, establishment, negotiation and conclusion as well as the execution of this contract, in particular the costs of any legal advice, and bears them itself.
Any costs, duties and fees arising from and in connection with this contract, in particular any legal transaction fees, shall be borne by the contracting parties in equal shares.
12. Duty of care and information
Coredat undertakes to carry out the tasks assigned to it faithfully and carefully, taking into account any instructions given by the Client and standards customary in the industry.
Coredat shall inform the Client immediately in writing if Coredat becomes aware of facts which could call into question the proper or timely execution of the work assigned to it or lead to an exceedance of any agreed cost ceiling (in the case of remuneration according to expenditure).
13. Place of jurisdiction, applicable law
The exclusive place of jurisdiction for all disputes in connection with this contract is the court in Vienna with jurisdiction over commercial matters. The contract is subject to Austrian law.
14. General Contractual Provisions
All ancillary agreements, amendments to the contract and the cancellation of the contract must be made in writing and signed by all parties in order to be valid. This formal requirement can also only be waived in writing.