(30. 7. 2021)
1.2 Licensees of volume licensing cannot be consumers. A consumer is any physical person who concludes a legal transaction for purposes which cannot primarily be attributed to its commercial or independent professional business.
1.3 Deviating or supplementary general terms and conditions of the licensee shall not apply unless Ulysses explicitly agrees to their validity.
2.1 The object of this contract is the time-limited provision of App seats by Ulysses to the licensee for a fee, allowing the latter to enable other seat users the use of the App on Macs, iPhones and iPads according to the purchased seats and granting them the rights required for their contractual usage.
2.2 For macOS the App is provided via a personalized download link which is sent to the individual seat users by e-mail. The App for iOS is provided via the App Store of Apple Inc.
3.1 The seats offered to the licensee by Ulysses on its website represent a binding offer to conclude a contract.
3.3 After contract conclusion the licensee must enter a password and can then distribute the purchased seats to other users.
3.4 Up until payment is made, the licensee can check and change his/her entries at any time or completely cancel the purchase. To do so, the licensee can use the “go back” functions of the used browser to return to the according input page. In addition, closing the browser window cancels the process.
3.5 The contract’s text stored by Ulysses after contract conclusion cannot be accessed by the licensee. Contract conclusion can only be done in English. Ulysses is not subject to any code of conduct.
4.1 After complete payment of the fees Ulysses grants the licensee a non-exclusive, non-transferable and non-sublicensable right limited to the term of the contract to use the App under this contract.
4.2 Use of the App is restricted to the number of seats purchased by the licensee.
4.3 One seat includes App use by one user determined by the licensee on two Macs, two iPads and two iPhones.
4.4 The licensee selects the seat user by assigning in his/her licensee account the respective seat to the e-mail address of the selected seat user.
4.5 After assignment by the licensee the seat user receives an e-mail with instructions how to activate the App on his/her terminal device (Macs, iPads and iPhones). Furthermore, each seat user can manage his/her active devices via the App.
4.6 The licensee can withdraw a seat assigned to a specific user and reassign it to another user. Such a change is possible up to five times per seat per year.
4.7 Within 24 hours each seat user can deactivate and newly reactivate only once a specific terminal device (Mac, iPad, iPhone) for his/her seat.
4.8 During the term of the contract the licensee can purchase additional seats anytime. In this case the additionally purchased licenses run parallel in time to the already existing licenses and are therefore limited to the remaining term of the existing licenses.
5.1 The licensee shall be obliged to inform Ulysses of any unlawful use of the licence of which he/she may become aware.
5.2 The licensee shall be obliged to use the license pursuant to statutory provisions, in particular by protecting privacy rights, adhering to moral standards and maintaining public safety and order. Should Ulysses be made liable for the licensee’s breach of any of the aforementioned rights and provisions, then the licensee is obliged to reimburse Ulysses for all hereby incurred expenses which are reasonable and necessary to defend the claims.
5.3 The licensee shall ensure that the terminal devices activated by his/her seat users under the license are connected to the internet at least every six days so that Ulysses can check if the according license is still valid. If Ulysses cannot establish a connection with the according terminal device within a week, the App will be deactivated. The App will be reactivated as soon as the App is restarted when connected to the internet.
6.1 The licensee shall pay the fees annually in advance. The amount of payable fees depends on the number of seats requested by the licensee and will be shown to the licensee before the purchase.
6.2 Fees for additional seats purchased during the contractual term are calculated pursuant to clause 4.8 on a pro rata daily basis.
6.3 The licensee’s payment obligation exists regardless of the extent he/she in fact uses the seats purchased by him/her. Even if the licensee deletes seats, he/she is obliged to pay the fees.
7.1 The contract becomes effective upon activation of the seats by Ulysses and initially runs for one year (fixed term). Thereafter, it is automatically extended for another year unless it is terminated by either party observing the notice period of one week to the end of the fixed term or to the end of the extended period.
7.2 The licensee can declare a termination pursuant to clause 7.1 on the “billing” page in his/her account. In all other cases a termination requires text form (e.g. by e-mail) to become effective.
7.3 The right to immediate termination for good cause remains unaffected.
7.4 If the licensee concludes a new volume licensing contract with Ulysses after declaring termination but doing so prior to expiry of the contract and via the same licensee account, the newly concluded volume licensing contract will replace the terminated volume licensing contract still existing for the remaining term. The licensee cannot assert any claims for reimbursement against Ulysses due to this.
7.5 After expiry of the contract and deletion of a seat user from a seat or upon deactivation of a device of a seat user, the latter only has read access to the documents stored in the App.
8.1 The legal warranty rights shall apply.
8.2 In all cases of contractual and non-contractual liability Ulysses shall be liable vis-à-vis the licensees for intent and gross negligence in accordance with the statutory provisions regarding damages or refund of futile expenses.
8.3 In other cases Ulysses is only liable for breach of a contractual obligation the fulfilment of which was vital to the proper performance of the contract and on observance the licensee may duly rely (so-called “cardinal obligation”); liability is thus limited to the reimbursement of foreseeable and typical damage. In all other cases the liability of Ulysses is excluded subject to the provision in 8.4.
8.4 The liability of Ulysses for damages arising from the injury to life, physical injury or health impairment, pursuant to the product liability law, in case of fraudulent misrepresentation and/or a warranty assumed remains unaffected by the aforementioned restrictions and exclusions of liability.
Ulysses shall inform the licensee in detail of any amendments to these terms of service in text form by e-mail before their entry into force. The terms will become effective one month after such notification unless a later date is specified. The amendments shall be deemed to be approved by the licensee if the licensee does not object to them in writing or text form per e-mail within one month after receipt of the change notice. In this change notice Ulysses shall inform the licensee of his/her right to object and the related legal consequences.
10.1 All contracts between Ulysses and the licensees shall be governed by the law of the Federal Republic of Germany excluding international uniform law. The statutory provisions pertaining to the limitation of the choice of law and applicability of mandatory regulations, in particular of the state in which the licensee has his/her usual abode as consumer, remain unaffected.
10.2 Exclusive place of jurisdiction for all disputes arising directly or indirectly from the contractual relationship of the parties is the business site of Ulysses. Priority legal provisions, in particular regarding exclusive jurisdiction, remain unaffected.
10.3 Should individual provisions of the general terms and conditions be ineffective, this does not affect the validity of the other provisions. The parties shall make every effort to replace the invalid provision with a provision whose economic significance would match that of the invalid provision as closely as possible.