Terms & Conditions

TERMS OF USE - StereumPlus

1. Scope of Application, Changes to the Terms of Use

1.1 These terms of use apply to the conclusion, content, and fulfillment of all contracts and legal relationships regarding the provision of software or services for the use of "StereumPlus" with its respective functions, including auxiliary services as a SaaS (Software-as-a-Service) service. This applies to contracts concluded between Stereum Services FlexCo, FN 630760p, A-2003 Leitzersbrunn (Stockerau), Leitzersbrunnerfeld 24, and third parties (CUSTOMERS). These terms of use also apply to future contracts without requiring renewed reference to them.

1.2 Deviations from these terms of use are only valid if agreed upon in writing between us and the CUSTOMER. Verbal agreements are valid for consumers as CUSTOMERS. The deviations replace these terms of use only to the extent that they contradict them. If any of the provisions in these terms are invalid, it does not affect the validity of the remaining provisions. The invalid provision will be replaced with a lawful provision that is as economically equivalent as possible. The CUSTOMER's general terms and conditions are not applicable under any circumstances.

1.3 A mutual business relationship exists if the CUSTOMER is a businessperson and the contract relates to the operation of their business. Our offer is aimed at commercial customers. Until proven otherwise, it is presumed that the CUSTOMER is a businessperson and the contract relates to the operation of their business.

1.4 We reserve the right to change these terms of use in the future for objectively justified reasons and to an extent that is reasonable for the CUSTOMER. A change is particularly justified and reasonable if it is intended to align the terms with applicable law, implement court or administrative decisions, introduce new services or service elements, address technical, economic, or organizational circumstances, or if the change benefits the CUSTOMER. In the case of an intended change, we will notify the CUSTOMER of the proposed change, marking the changes at least 60 calendar days before the planned effective date, via email. If the CUSTOMER does not expressly object to the proposed change within 60 calendar days after receiving the notice, the change will be considered accepted, and the contract will continue under the amended terms. We will particularly inform the CUSTOMER at the start of the period that silence will be considered acceptance. If the CUSTOMER objects in time, the previous terms will continue to apply, and we reserve the right to terminate the contract (Section 7.3) or to modify the contract.

1.5 References to our website in these terms of use reflect the current status at the time of access. These references are subject to change.

2. Prerequisites for Use

2.1 To use "StereumPlus," browser versions of Google Chrome, Mozilla Firefox, Safari, Microsoft Edge, or Opera, and operating system versions of iOS or Android from the last two years are required (calculated from the current date during the contract, not from the contract date). The application requires an active internet connection with sufficient bandwidth. There is no "offline" mode.

2.2 A CUSTOMER registration on our website is required for the use of "StereumPlus." There is no entitlement to registration.

2.3 The CUSTOMER may only register in their own name or as an authorized representative for a legal entity or a legal partnership (including naming an authorized representative as a contact person). The data requested during registration must be provided completely and accurately. The CUSTOMER is responsible for the completeness and accuracy of this information. The CUSTOMER will promptly inform us in writing of any changes to their data.

2.4 The CUSTOMER or their authorized representative for a legal entity or legal partnership must be at least 18 years old to conclude the contract and use "StereumPlus."

2.5 We reserve the right to request appropriate proof from the CUSTOMER regarding the information provided during registration (passport, commercial register extract, etc.). We are not obligated to verify the accuracy or completeness of the CUSTOMER's data or to check for potential legal violations. In case of suspected abuse or illegal use of the data, we may suspend or delete the CUSTOMER account.

3. Subject of the Contract, Service Description, Risk Notice

3.1 The subject of the contract is the provision of the software or services "StereumPlus" as a SaaS service over the internet as a cloud hosting solution in its current version, for a fee during the contract period, for personal use by the CUSTOMER (hereinafter referred to as "StereumPlus"). The CUSTOMER may only use "StereumPlus" for the applications listed in the "Whitelist" (Appendix 1). The CUSTOMER has the paid, non-exclusive, non-transferable, and non-sublicensable right to use "StereumPlus" for personal use for the applications listed in the "Whitelist" for the duration and scope of the contract relationship.

3.2 We offer different models of "StereumPlus" for use by the CUSTOMER. The respective scope of services, prices, and functions are described under https://stage.plus.stereum.com/ and in the service description and price list (Appendix 2).

3.3 We will provide the CUSTOMER with "StereumPlus" in the latest available version. However, it is possible that the CUSTOMER's hardware and accessories may not support the latest version. The CUSTOMER has no right to request a previous version. The functions and contents of "StereumPlus" are subject to ongoing changes. We reserve the right to adapt, modify, restrict, or further develop "StereumPlus." We may also remove existing functions entirely or in part or offer previously free functions for a fee in the future. We will inform the CUSTOMER in advance of any significant restrictions compared to the paid functions at the time of contract conclusion. A significant restriction occurs if 15% or more functions compared to the paid functions at the time of contract conclusion are discontinued.

3.4 The CUSTOMER can generally use "StereumPlus" on an unlimited number of devices.

3.5 We cannot provide the CUSTOMER with error-free software for use. The CUSTOMER is aware that limitations or complete failures of "StereumPlus" or the software, server, and the used website, as well as data loss, are possible (though unlikely). We do not owe the CUSTOMER full and permanent functionality or operational availability of "StereumPlus." Of course, we will make efforts to resolve technical disruptions in our sphere according to technical possibilities and this agreement.

3.6 Minor and reasonable changes to the paid functional scope of "StereumPlus" are expressly pre-approved by the CUSTOMER. A change is considered minor if less than 15% of the functions available at the time of contract conclusion are discontinued. The CUSTOMER expressly agrees to these changes.

3.7 The following are not part of the agreed subject of the contract:

3.7.1 the development of individual solutions for the CUSTOMER or adjustments to the CUSTOMER's needs,

3.7.2 introductory, training, and continuing education services,

3.7.3 legal or tax advice and advice regarding crypto assets,

3.7.4 the provision of crypto asset services under Regulation (EU) 2023/1114 and Regulation (EU) 2024/1624,

3.7.5 applications not explicitly listed as permitted in the "Whitelist" (Appendix 1).

3.8 We will provide the support services described in Section 9 to the CUSTOMER according to the agreement made with the CUSTOMER. These support services are covered by the fee for the use of "StereumPlus."

4. Intellectual Property Rights

4.1 We are the authors or holders of the intellectual property rights for the "StereumPlus" software and services, source codes, software applications (including documentation), or the content of texts, graphics, logos, and other intellectual creations on the websites (including, but not limited to) https://stage.plus.stereum.com/ and all associated domains. The CUSTOMER acknowledges that all these contents are our unrestricted intellectual property (especially copyright) and that we also hold the intellectual property rights to all changes, work results, know-how, or further developments of these contents. The CUSTOMER has no intellectual property rights. Without our express consent, the contents may not be processed, duplicated, or otherwise used in any form that is protected by copyright law (§ 14ff UrhG).

4.2 The CUSTOMER guarantees us in the sense of a true guarantee under § 880a 2. Fall ABGB that neither they nor their employees will dispute or make any claims to these intellectual property rights. The CUSTOMER may only use these contents as granted by these terms of use.

4.3 The "Stereum" software is open-source software whose source code is publicly accessible, can be modified, and used. This software can be used free of charge under the terms of the license conditions.

5. Conclusion of the Contract

5.1 After registration, the CUSTOMER receives a personal account with a personal email address and password (login credentials). The CUSTOMER must change their password after the first login. The CUSTOMER may change their password at any time.

5.2 The contract is concluded by selecting the respective model with the applicable fee and the CUSTOMER's acceptance of these terms of use by actively clicking the corresponding buttons on the website.

5.3 The information obligations under the E-Commerce Act (ECG), particularly §§ 9 (1) and (2) ECG, are waived by mutual agreement with business customers.

5.4 Any information or assurances regarding "StereumPlus" and its features and functions are only valid if expressly given in writing. For consumers, verbal information or assurances are also valid. This also applies to any agreements deviating from the requirement for written form.

6. CUSTOMER Obligations, Contractual Penalty

6.1 The CUSTOMER must ensure that their IT infrastructure meets the technical requirements and system prerequisites for the use of "StereumPlus." We will inform the CUSTOMER if the technical requirements and system prerequisites change. In such a case, the CUSTOMER must make the necessary technical adaptations and changes at their own expense.

6.2 The CUSTOMER is responsible for the functionality and maintenance of their IT infrastructure. The CUSTOMER must ensure that the latest security updates are installed. The CUSTOMER must protect their IT infrastructure against unauthorized access (hackers, etc.) and against malware according to current industry standards. The CUSTOMER must educate and train their employees about potential IT risks.

6.3 The CUSTOMER is obligated to use "StereumPlus" solely for the applications listed in the "Whitelist" (Appendix 1). Any use for applications not listed in the "Whitelist" or any other illegal or abusive application or action is strictly prohibited. In particular, the operation of applications for cryptocurrency mining (especially mining, farming, plotting, etc.) is strictly prohibited. The CUSTOMER is obligated to indemnify and hold us harmless from any damage, payment obligation, or other disadvantages resulting from prohibited use.

6.4 When using "StereumPlus," the CUSTOMER is solely responsible for complying with all applicable legal and tax regulations as well as any relevant regulations and legal prohibitions. The CUSTOMER is obligated to indemnify and hold us harmless from any damages, payment obligations, or other disadvantages resulting from violations.

6.5 The CUSTOMER must ensure that neither they, their employees, nor their end customers introduce harmful data (especially malware, computer viruses, etc.) and that they refrain from any behavior that could impair the functionality of "StereumPlus," the server, or the networks, servers, and data of third parties. They must refrain from any actions that could compromise the network or system security of "StereumPlus" or the networks, servers, and data of third parties, especially through viruses or Trojans. The CUSTOMER shall pay us a contractual penalty of EUR 50,000 for each violation of this obligation. Compensation for any further damage remains unaffected.

6.6 The CUSTOMER may use "StereumPlus" solely for personal use. Customer accounts are non-transferable and may only be used personally by authorized individuals.

6.7 The CUSTOMER is not entitled to modify or alter "StereumPlus."

6.8 The CUSTOMER must ensure that they do not infringe on third-party rights to images, videos, texts, or similar content they use.

6.9 If there is imminent danger, we reserve the right to temporarily or permanently block the CUSTOMER's access to "StereumPlus" and delete data. Imminent danger exists, in particular, if the functionality of the software or server is at risk. We will inform the CUSTOMER of the block and its cause.

6.10 The CUSTOMER is obligated to keep their username and passwords for admin-level access confidential, protect them from third-party access, and not share them with unauthorized persons. These data must be protected from unauthorized access by appropriate measures. The CUSTOMER must extend these obligations to their employees. The CUSTOMER must inform us immediately if there is suspicion of unauthorized sharing of these credentials.

6.11 The CUSTOMER is obligated to promptly correct any changes to their personal data (address changes, name changes, bank details, etc.) without undue delay. They are solely responsible for entering and maintaining their data and information.

6.12 The CUSTOMER is obligated to back up and save their data in a timely manner. In the event of data loss, they have no claim to the recovery of their data. After the termination of the contract, we are not obligated to provide the CUSTOMER with their data without compensation. The CUSTOMER is solely responsible for fulfilling their legal obligations (especially tax-related). The CUSTOMER will create backup copies before transmitting data to us and will back up their data with each change.

6.13 The CUSTOMER is obligated to pay all fees, taxes, and other payment obligations to third parties arising from the use of "StereumPlus" and to indemnify and hold us harmless from any claims.

7. Duration, Suspension, Contractual Penalty

7.1 The contract for the provision of the "StereumPlus" software is concluded for an indefinite period.

7.2 The CUSTOMER may terminate the contractual relationship by providing notice of ordinary termination. The termination dates (end date) depend on the model selected by the CUSTOMER. We offer the CUSTOMER three different models, each of which differs in terms of termination dates and fees. In Model 1, the CUSTOMER can terminate the contractual relationship every third day (calculated from the contract conclusion). In Model 2, the CUSTOMER can terminate the contractual relationship monthly (on the day of the following month after the contract conclusion). In Model 3, the CUSTOMER can terminate the contractual relationship every six months (on the day of the following six months after the contract conclusion). The CUSTOMER is not required to observe a notice period. Termination on the last day before the termination date is sufficient. Additionally, the CUSTOMER can choose a different model for future use of "StereumPlus" upon termination.

7.3 We may ordinarily terminate the contractual relationship in Model 1 with 14 days’ notice before the next possible termination date for the CUSTOMER. We may ordinarily terminate the contractual relationship in Model 2 with 14 days’ notice before the CUSTOMER's next monthly termination date. We may ordinarily terminate the contractual relationship in Model 3 with 14 days’ notice before the CUSTOMER's next six-month termination date.

7.4 We will suspend the CUSTOMER’s account (after prior notice) if the CUSTOMER does not pay the usage fees or fulfill other agreed payment obligations, or if we become aware of illegal activity under the Digital Services Act.

7.5 The parties may terminate the contractual relationship immediately for good cause. For us, good cause exists in particular if:

7.5.1 the CUSTOMER is in arrears with usage fees or other payment obligations and does not make the payment within 14 days after receiving a grace period and warning of contract termination,

7.5.2 the CUSTOMER violates Sections 6.3 to 6.7 (without prior notice),

7.5.3 the CUSTOMER violates other provisions of these terms and fails to remedy the violation immediately after our request,

7.5.4 the CUSTOMER dies or, in the case of a legal entity or legal partnership, is deleted from the commercial register,

7.5.5 insolvency proceedings are opened over the CUSTOMER's assets, or proceedings are not opened due to insufficient assets, or more than two enforcement proceedings are pending at the same time,

7.5.6 we detect illegal actions by the CUSTOMER under the Digital Services Act.

7.6 If we terminate the contractual relationship with immediate effect due to reasons attributable to the CUSTOMER, the CUSTOMER must pay the full usage fees until the next termination date and waives any (partial) refund of already paid usage fees.

7.7 For the CUSTOMER, good cause for immediate termination exists if we significantly restrict or discontinue existing paid functions of "StereumPlus" (15% or more) or otherwise breach essential contractual obligations and fail to remedy the breach within 14 days after being granted a grace period. The CUSTOMER must exercise the termination right within 14 days after the restriction or expiration of the grace period. In such a case, the CUSTOMER is entitled to a proportional refund of the usage fees.

8. Fees, Fee Increases, Set-Off Prohibition

8.1 The CUSTOMER is obligated to pay us a fee (usage fee) for the provision of "StereumPlus" with its functions. The usage fee depends on the model selected by the CUSTOMER. All fees are exclusive of value-added tax (VAT).

8.2 The usage fees for each model are available on our website and described in the service description and price list (Appendix 2). The prices and service descriptions are clearly presented to the CUSTOMER before and during the contract conclusion, and the CUSTOMER selects their preferred option by actively clicking the corresponding buttons. The fees are subject to VAT.

8.3 The usage fee is due for the first time at the conclusion of the contract for all models. The following usage fees are due at the next termination date. The usage fees must be paid every three days for Model 1, monthly for Model 2 (on the day of the month following the contract conclusion), and every six months for Model 3 (on the day of the sixth month following the contract conclusion). Payment is processed via the CUSTOMER's credit card and handled through "Stripe" (Stripe, Inc.). If payment fails for reasons attributable to the CUSTOMER, the CUSTOMER will bear the resulting costs and expenses.

8.4 The fee is payable regardless of whether or to what extent the CUSTOMER actually uses "StereumPlus," provided we are ready to perform.

8.5 The usage fees are value-secured. The basis for value adjustment is the consumer price index 2020 or a substitute index published by the Austrian Statistical Office. The reference value is the index number at the time of the contract conclusion. The fee will be adjusted according to changes in the consumer price index. This may result in either an increase or a decrease in the usage fees. A fee increase within two months of contract conclusion is excluded. We will notify the CUSTOMER of any fee changes via email.

8.6 We may change the fees by up to 30% within three years for objectively justified reasons. Fee changes are particularly justified if we introduce new or improved features or if technical, economic, or organizational circumstances require the change. We will notify the CUSTOMER of the proposed fee change at least 60 calendar days before the planned effective date via email. If the CUSTOMER does not expressly object within 60 calendar days by sending an email to office@stereum.com, the change will be considered accepted, and the contract will continue under the amended prices. We will particularly inform the CUSTOMER at the start of the period that silence will be considered acceptance. If the CUSTOMER objects in time, the previous prices will continue to apply, and we reserve the right to terminate the contract (Section 7.3).

8.7 In the event of payment default, the CUSTOMER owes:

8.7.1 statutory default interest on the total amount of the outstanding invoice,

8.7.2 reimbursement of all necessary legal costs, including collection costs, in relation to the pursued claim (up to the maximum rates of collection agencies).

8.8 In the event of the CUSTOMER's payment default, we may suspend or terminate the account.

8.9 Any discounts or rebates granted will be forfeited in the event of payment default.

8.10 The set-off of the CUSTOMER's claims against our claims is excluded.

8.11 We are entitled to apply payments from the CUSTOMER—regardless of a specific designation—first to costs, then to interest, and then to the earliest due debt.

8.12 The CUSTOMER agrees to receive invoices in electronic formats (.doc, .rtf, .pdf, .xml) via email, as an email attachment, or as a web download to the communication data provided by the CUSTOMER. No specific form of electronic transmission is required. The CUSTOMER is responsible for ensuring that these digital documents are properly received, and they must adapt any technical settings (such as filter programs and firewalls) accordingly.

9. Support – Technical Disruptions

9.1 The CUSTOMER must determine the cause of any technical disruption before reporting it. They must ensure that the disruption does not originate from their sphere (e.g., a lack of internet connection). Once the CUSTOMER determines that the disruption is in our sphere, they must report it to us by email at office@stereum.com, providing an exact description of the disruption (e.g., a screenshot). The CUSTOMER is obligated to use this form of communication only. If the CUSTOMER uses a different form of communication or does not sufficiently describe the disruption, the report will not be considered submitted, and we will not take any action.

9.2 The CUSTOMER must designate a technically competent person and a representative with whom we can communicate regarding technical disruptions.

9.3 We will respond within 2 working days to resolve the technical disruption in our sphere. The response time is the period between our receipt of the report as described in Section 9.1 and the start of resolution efforts. We will determine the method of resolution at our discretion. If we provide the CUSTOMER with patches, bug fixes, or updates to resolve the disruption, the CUSTOMER must accept them. We may also resolve the issue by providing specific instructions to the CUSTOMER. The CUSTOMER expressly agrees to allow us access to their data as far as necessary to resolve the technical issue. If the disruption is in our sphere, no resolution effort or other fee is required from the CUSTOMER.

10. Warranty, Liability

10.1 We are not liable for errors (including obvious or printing errors), interruptions (due to technical failure, repair, update, or maintenance work) of the website, or the incorrect transmission of information.

10.2 We cannot guarantee the permanent functionality or operational availability of the software or the server. We also cannot guarantee a specific percentage of availability of "StereumPlus" over the course of a year. We do not accept liability for server outages or data loss (except in cases of intent or gross negligence).

10.3 We provide no warranty or liability for the use of functions that are free of charge (until further notice). We also assume no warranty or liability if we discontinue free functions or offer them for a fee in the future.

10.4 We provide no warranty or liability for the use of the open-source software from "Stereum."

10.5 The CUSTOMER must report defects, disruptions, interruptions, or deficiencies in "StereumPlus" that originate from our sphere within 7 days by email to office@stereum.com, providing an exact description of the issue (Section 9). If the CUSTOMER fails to report the issue, they will no longer be able to assert warranty claims (§§ 922 ff. ABGB), claims for damages due to the defect itself (§ 933a para. 2 ABGB), or claims for a mistake about the defect-free nature of the item (§§ 871 f. ABGB). If a defect in a paid function is reported in time, we will attempt to rectify it within the deadlines specified in Section 9. If rectification is attempted in time, the CUSTOMER waives their right to a price reduction and further claims (including claims for damages). The CUSTOMER has no warranty or other claims for defects that do not significantly impair the use of "StereumPlus" based on the paid functions at the time of contract conclusion (less than 15%).

10.6 We are entitled (without legal consequences) to suspend the provision of "StereumPlus" for a limited time during urgent maintenance work. We will announce the maintenance work in advance, except in cases of imminent danger.

10.7 We are not liable for damages resulting from unauthorized access to the CUSTOMER's personal data by third parties or from the suspension or deletion of the customer account.

10.8 The CUSTOMER is liable to us for all damages caused by the introduction of harmful data (especially malware, computer viruses) or other behavior damaging to the software or server, caused by the CUSTOMER, their employees, or their end customers.

10.9 The CUSTOMER is liable to us for damages resulting from a breach of the CUSTOMER's obligations under Section 6. The CUSTOMER must compensate us for all resulting costs (including internal costs) and indemnify us against all adverse legal consequences.

10.10 The CUSTOMER is solely legally responsible for their end customers. The CUSTOMER must indemnify us against all liabilities and other adverse consequences arising from the legal relationship with their end customers. Our liability or recourse is excluded.

10.11 Our liability for slightly negligent material and financial damages of the CUSTOMER is excluded. Compensation for consequential damages, unrealized savings, interest losses, indirect damages, or lost profits of the CUSTOMER is excluded.

10.12 We are not responsible for the backup or storage of the CUSTOMER’s or their end customers’ data.

10.13 The CUSTOMER must prove the existence of gross negligence.

10.14 The CUSTOMER’s compensation claims expire six months after becoming aware of the damage and the damaging party, and in any case five years after the service was rendered.

10.15 Our liability for grossly negligent behavior is limited to ten times the annual usage fees (net) agreed upon for the provision of services. In cases of intentional harm, there is no limit to liability.

10.16 The CUSTOMER's right to contest the contract due to error, frustration of contract, or gross disparity is excluded in the case of mutual business transactions.

11. Force Majeure

We are released from our performance obligations if non-fulfillment is due to force majeure. Force majeure includes, in particular, war, riots, pandemics, strikes, natural disasters, technical failures, and outages (e.g., power supply, etc.), and attacks on our IT infrastructure. We assume no liability in cases of service outages or restrictions caused by force majeure.

12. Final Provisions, Dispute Resolution Procedure

12.1 Unless otherwise stated in these terms of use, our notifications and deliveries may be made to all communication channels last provided by the CUSTOMER (particularly email, post, etc.). Declarations are also deemed delivered if the CUSTOMER does not receive the notification due to a failure to update their data.

12.2 We are entitled to transfer or assign the contractual relationship or individual rights and obligations to third parties. The CUSTOMER consents to the transfer, assignment, or transmission of rights and obligations to third parties.

12.3 Austrian substantive law applies to these terms of use and all contracts to which these terms apply. The applicability of the UN Sales Convention and conflict-of-law rules is excluded. The contract language is German. The place of performance is, unless otherwise agreed in writing, our registered office in A-2003 Leitzersbrunn (Stockerau).

12.4 If any provision of these terms of use or the contracts to which these terms apply is or becomes legally invalid, this does not affect the validity and enforceability of the remaining provisions. The contracting parties are obligated to agree on a valid and enforceable provision that best achieves the economic purpose of the provision being replaced.

12.5 For any disputes regarding these terms of use and contracts to which these terms apply, as well as other contracts concluded between us and the CUSTOMER, Austrian jurisdiction and the local jurisdiction of the court responsible for our registered office in A-2003 Leitzersbrunn (Stockerau) are exclusively agreed upon in contracts with business customers.

12.6 Consumers have the option of submitting complaints to the EU Online Dispute Resolution platform: https://ec.europa.eu/odr. We are neither willing nor obligated to participate in such a dispute resolution procedure.

12.7 Only the German version of these terms of use is binding. Translations of the terms of use are legally non-binding.