Licence terms for Osiris Business and Osiris Service Provider
1. Scope and parties
(1) These licence terms apply to all contracts for licences for the editions "Osiris Business" and "Osiris Service Provider" ("licence") between IT Systeme Flores UG (haftungsbeschränkt), Neufeldweg 25a, 51427 Bergisch Gladbach, Germany, Cologne local court HRB 111656 ("provider"), and the customer.
(2) The offer is aimed exclusively at businesses within the meaning of section 14 of the German Civil Code (BGB), legal entities under public law and special funds under public law. No contracts are concluded with consumers. By ordering, the customer confirms that it acts as a business.
(3) Deviating, conflicting or additional terms of the customer do not become part of the contract, even if the provider does not expressly object to them.
(4) The Community Edition of Osiris is free software under the GNU Affero General Public License, version 3 (AGPL-3.0). Only the terms of the AGPL-3.0 apply to it; these licence terms do not affect the rights under the AGPL-3.0.
2. Conclusion of the contract
(1) The presentation of the editions on osirisbackup.com is not a binding offer. Before being forwarded to payment, the customer confirms on the order page of osirisbackup.com that it acts as a business, accepts these licence terms and has taken note of the privacy policy. By completing payment through the payment service provider Stripe, the customer makes a binding offer to conclude a licence contract.
(2) The contract is concluded when the provider accepts the offer, by sending the licence key or an express confirmation by e-mail, usually within one business day. The provider may decline an offer, in particular if the requirements of section 1 (2) are not met or the order details are incomplete. In that case the provider refunds any amount already paid in full.
(3) The contract language is German. An English version of these terms is provided for information; the German version prevails.
3. Subject of the contract
(1) The contract grants a right to use the functions of the respective edition that a licence key unlocks in an installation of Osiris, and the provision of updates under section 5. The functions of the editions are described on the editions and pricing page of osirisbackup.com at the time of the order.
(2) The customer operates Osiris itself. The provider supplies neither servers, storage nor operation of the software and has no access to the customer's installation or data.
(3) Consulting, installation, setup and support services are not part of the contract. Such services require a separate agreement.
(4) Osiris is in a beta phase. The customer acknowledges that individual functions may be developed further, changed or marked as "in development". The functions described as available at the time of the order are decisive.
3a. Early access
(1) During the beta phase, licences are sold as early access at a reduced price. The scope of functions corresponds to the current product description on osirisbackup.com. Functions marked as "in development" are delivered once they are ready, without any commitment to a date. There is no claim to a specific function by a specific date.
(2) The product description states which functions an edition actually unlocks at the time of the order. If the customer buys an edition that at that time unlocks no or only a few functions beyond the Community Edition, it knowingly acquires a licence for future functions.
(3) A licence bought during early access is perpetual, also after the beta phase ends, including all updates under section 5. A later higher list price does not affect it.
(4) During the beta phase, Osiris must not be used as the only backup of any data (see also section 7 (2)).
4. Right of use
(1) Upon full payment, the provider grants the customer a non-exclusive, perpetual right to use the functions of the purchased edition in one installation of Osiris. The licence key is bound to the installation ID given with the order.
(2) The "Service Provider" edition entitles the customer to provide services to its own customers (tenants) with the installation. Figures on the number of mailboxes or tenants are not technically enforced limits; the customer uses the licence to the extent for which it was purchased.
(3) The customer may not pass the licence key on to third parties and may not circumvent, remove or alter the licence check. Transferring the licence to a third party, for example when selling the business, requires the provider's consent in text form, which will only be refused for good cause.
(4) If the customer moves its installation to another system, the provider issues, on request, a new key bound to the new installation ID; the previous key may no longer be used afterwards.
(5) The source code of the Business and Service Provider functions is visible but subject to its own, non-free licence. Using these functions is only permitted with a valid licence key for the matching edition.
5. Updates
(1) All updates are included for as long as the provider actively develops Osiris. If the provider ever stops, it will announce this at least twelve months in advance and publish the Business and Service Provider modules under the AGPL. The customer's installation then keeps running without a licence key.
(2) Updates are made available for download as new versions. Installing them is the customer's responsibility. The provider is not obliged to commit to specific functions or dates.
6. Prices and payment
(1) The prices stated on osirisbackup.com at the time of the order apply. All prices are net, plus statutory VAT where applicable. The licence is a one-time purchase; there are no recurring fees.
(2) Payment is made through the payment service provider Stripe by credit card or SEPA direct debit. Payment by invoice is possible by prior agreement. The invoice is sent electronically.
(3) If a payment is charged back, refunded or successfully disputed, the right to use the licence concerned lapses; the provider records the licence key as invalid.
7. Customer obligations
(1) The customer is responsible for operating its installation, the security of the systems used, updating the software and complying with the statutory obligations that apply to it, in particular on data protection and retention.
(2) Osiris must not be the only backup of any data. The customer regularly checks that its backups can be restored and keeps an independent additional backup.
(3) Where Osiris uses third-party interfaces such as Microsoft Graph, changes to these interfaces can impair its function until an update is available. The provider is not responsible for this.
8. Liability
(1) The provider is liable without limitation for intent and gross negligence, for injury to life, body or health, under the German Product Liability Act and to the extent of any guarantee given.
(2) In cases of slight negligence the provider is only liable for the breach of an essential contractual obligation, the fulfilment of which makes the proper performance of the contract possible in the first place and on the observance of which the customer may regularly rely. In that case liability is limited to the damage typical for the contract and foreseeable when it was concluded, and at most to the amount paid for the licence concerned, but not less than EUR 5,000.
(3) The provider is liable for the loss of data only to the extent that would have been required to restore it had the customer made proper and regular backups under section 7 (2).
(4) Otherwise liability is excluded. The above limitations also apply in favour of the provider's legal representatives, employees and vicarious agents.
9. Defects
(1) The provider warrants that the unlocked functions essentially correspond to the description at the time of the order. An only insignificant deviation is not a defect.
(2) The provider remedies defects at its option by an update or a workaround. If remedy fails, the customer may withdraw from the contract or reduce the price. Damages are governed by section 8.
(3) Claims for defects become time-barred twelve months after the licence key was sent. This does not apply in the cases of section 8 (1).
10. Data protection
To process the order, the provider processes the order data and keeps a licence register. Details are in theprivacy policy. The data backed up with Osiris stays in the customer's installation; the provider has no access to it, and the software sends no usage data to the provider.
11. Final provisions
(1) The law of the Federal Republic of Germany applies, excluding the UN Convention on Contracts for the International Sale of Goods.
(2) The exclusive place of jurisdiction for all disputes arising from this contract is Cologne, Germany, to the extent permitted by law.
(3) Changes to these terms apply only to orders placed after their publication. For existing licences the version valid at the time of the order remains decisive.
(4) Should a provision be invalid, the validity of the remaining provisions remains unaffected.