terms and conditions - Mingoversum.com

General Terms and Conditions

MasReservas S.R.L (Status: April 3, 2024)

MasReservas S.R.L (hereinafter referred to as “THE-PEAK”), Sosua / Cabarete KM4, Sosúa 57000, Dominican Republic, provides its services to customers exclusively under the following Terms and Conditions.

1. General – Scope

1.1 These Terms and Conditions apply to all current and future business relationships.

1.2 Consumers within the meaning of these Terms and Conditions are natural persons who enter into a business relationship with THE-PEAK without this activity being attributable to their commercial or self-employed professional activities. Entrepreneurs within the meaning of these Terms and Conditions are natural or legal persons or legally capable partnerships entering into a business relationship with THE-PEAK, acting in the exercise of their commercial or self-employed professional activities. A Customer within the meaning of these Terms and Conditions can be both a consumer and an entrepreneur.

1.3 Any differing, opposing, or supplementary General Terms and Conditions—even if known—do not become part of the contract unless their validity is expressly agreed to in writing.

2. Conclusion of Contract

2.1 All offers by THE-PEAK are non-binding until the conclusion of the contract.

2.2 Conclusion of the contract is subject to the correct and timely self-delivery by the Customer. If the Customer does not provide necessary contributions (or fails to do so on time), THE-PEAK is granted an extended timeframe to process the order. In the event of early termination of the contract by termination on the part of the Contractor, the Contractor is entitled to claim the full remuneration as damages. The Client has the right to prove that the damage incurred is lower than the contractually agreed total amount.

2.3 Once cooperation begins, the Contractor is entitled to issue an interim invoice of 50% of the agreed offer amount, payable by the Client. Under the satisfaction guarantee (see Sections 3 and 4), this interim payment is non-refundable. Should the interim payment not be paid on time, the Contractor is entitled to cease work.

2.4 The contract may be concluded either via a separately provided Web Designer Contract or via order placement by the Customer. A corresponding Web Designer Contract is only used when the subject matter has a value of at least 5,000 EUR (plus VAT). In any case, the Customer must accept the offer in writing.

3. Acceptance / Completion

3.1 After the website is completed, entrepreneurs are obliged to test it within one week. If a defect is discovered, it must be reported within one week. Failure to report constitutes approval of the website. The same applies if a defect emerges after acceptance.

3.2 Changes requested after two rounds of revisions or after acceptance of the concept/design are chargeable. These revisions refer solely to design and conceptual adjustments and must be clearly distinguished from additions of subpages or articles, as well as any other service tasks. The number of website subpages listed in the order confirmation/service description is the fixed basis for service provision and the agreed remuneration. Additional website subpages (outside of other offer agreements) will be charged at a rate of 79 EUR each (plus VAT).

3.3 As part of the creative work, the Client is granted a satisfaction guarantee, whereby the second interim invoice is only issued after the formal acceptance of the entire production. The Client is given a period of 7 working days to grant acceptance. After this period has passed and/or after two rounds of revisions, the production is deemed accepted. Any further change requests are billed by the Contractor based on the reduced hourly rate of 59 EUR (plus VAT), depending on the time spent.

4. Scope of Services, Order Processing

4.1 Unless otherwise described in the offer, the contract specifies the services to be provided. The subject of the contract includes the analysis/conceptualization, design, programming, and implementation of a homepage/website, excluding compliance with data protection regulations for which THE-PEAK assumes no liability.

4.2 THE-PEAK is entitled to commission third-party service providers and vicarious agents to perform parts of or the entire range of services. THE-PEAK is further entitled to change the internet infrastructure used and to switch the service providers and vicarious agents at any time without separate notice, provided no disadvantages arise for the Customer. Otherwise, the Customer will be informed at least two weeks before such a change takes effect and asked to communicate any concerns about the planned change.

4.3 Services are provided according to the schedule outlined in the offer or as agreed with the Customer. If the Customer does not provide required materials on time, THE-PEAK is not liable for any damages resulting from delays for the Customer. Such delays entitle THE-PEAK to postpone performance of its services by the duration of the delay plus an appropriate grace period or to withdraw from the contract, in whole or in part, regarding the portion not yet fulfilled. THE-PEAK will inform the Customer without delay of any delays in the project and the probable failure to meet a deadline. In such cases, the Customer must grant THE-PEAK a reasonable extension. The Customer can only refuse proposed timeline adjustments for justified reasons.

4.4 Meeting notes between the contracting parties will be provided by e-mail. They are deemed approved if no objection is made within one week.

4.5 If THE-PEAK creates the concept/design for the website, the Customer is granted the right to use the homepage/website. This includes permanent or temporary reproduction, the right to translate and edit the homepage/website, as well as the right to distribute the website and its copies. Any use beyond this requires the express consent of THE-PEAK.

4.6 Ownership rights to concepts, designs, and programming remain with THE-PEAK unless otherwise contractually agreed.

5. Copyright, Intellectual Property Rights, Right of Use

5.1 The copyright to all website designs created by THE-PEAK resides with THE-PEAK. Drafts in printed or electronic form may not be altered, published, or passed on to third parties without the express permission of THE-PEAK.

5.2 After full payment, THE-PEAK transfers the copyright for the created websites to the Customer. The copyrights for drafts remain with THE-PEAK, which reserves the right to further use them. Customer suggestions or other contributions to the project do not create a co-authorship right.

5.3 Only rights of use are granted to the concepts and design services. No ownership rights are transferred.

5.4 The Customer alone is liable for any potential license infringements. THE-PEAK is obliged to transfer any relevant licenses to the Customer upon handover.

6. Customer Obligations

6.1 The Customer bears sole responsibility for the content of any materials (texts, images, etc.) they provide to create the homepage/website. The Customer guarantees that such materials do not contain content that is criminally liable, harmful to minors, or pornographic, and that they do not violate the intellectual property or trademark rights of third parties. If THE-PEAK identifies such violations, it may request that the Customer provide lawful materials. Should the Customer fail to comply within two weeks, THE-PEAK has the right to withdraw from the contract. In that case, the Customer must reimburse THE-PEAK for all costs incurred for creating the homepage/website and any additional pages.

7. Remuneration and Payment Terms

7.1 The remuneration owed is set out in the offer. If execution of the order is delayed for reasons attributable to the Customer, THE-PEAK may demand the outstanding balance of the quoted amount. Payment is generally made via bank transfer or direct debit.

7.2 THE-PEAK commences work immediately after receipt of the first direct debit or other payment. One-time fees, setup fees, variable fees, and purchase prices for other products are collected upon performance of the service or immediately before delivery.

7.3 Maintenance agreements are concluded for the duration specified in the contract. If neither party terminates the agreement before the expiry of that period, it is automatically extended by another year. Further renewals are possible without restriction. The monthly flat-rate fee for website maintenance is due at the end of each month.

7.4 For service or work contracts that exceed the usual scope, THE-PEAK is entitled to demand reasonable interim payments. Partial services also remain subject to proportional payment.

7.5 In the event of overdue payment, THE-PEAK may charge default interest of 5% above the base interest rate, even without prior notice.

7.6 THE-PEAK’s offers are subject to limitations in terms of data transfer and storage space. If these limits are exceeded, THE-PEAK may request an appropriate advance payment. Support services are not included in the quoted prices. If the Customer uses technical support services, they will be charged according to the current price list.

7.7 For telephone consultations, THE-PEAK charges 22.24 EUR (plus VAT) for each 15-minute segment that has begun.

7.8 If the Customer is in default of payment for due amounts, THE-PEAK may block access to the respective service until the outstanding amount is settled.

7.9 The Customer may only offset THE-PEAK’s claims with undisputed or legally determined counterclaims.

7.10 The services used by the Customer from THE-PEAK may also be paid in installments. A payment plan of up to 12 monthly installments can be agreed upon. Unless otherwise specified, installments must be paid within 5 working days of the payment deadlines indicated on the invoice.

7.11 Expenses and advertising costs incurred by THE-PEAK for its marketing activities are passed on to the Customer with a 20% markup on the gross price.

7.11.1 As part of the marketing packages, the Customer can additionally book advertisements on Google (Google Ads) or on Meta Inc. (Facebook & Instagram) (referred to as Social Ads).

7.11.2 Ads are generally placed and paid for via the Customer’s own accounts. If this is not possible and THE-PEAK initially bears these costs, THE-PEAK will pass them on under the above-mentioned conditions.

7.11.3 THE-PEAK may charge a percentage administration fee on the Ads budget. The amount of this fee will be communicated to the Customer in advance upon booking and disclosed transparently in the reporting.

8. Termination, End of Contract, and Changes to Contract Content

8.1 THE-PEAK has the right to extraordinary termination if the materials provided by the Customer are illegal, technically unusable, or if implementation under the contractual specifications would be financially ruinous for THE-PEAK.

8.2 Any termination requires the written form (letter or e-mail) to be valid.

8.3 Under the maintenance contract, THE-PEAK may modify its contractual services if such changes do not negatively affect the Customer’s rights. The Customer will be informed of any such changes. THE-PEAK is also entitled to make contract changes if needed to maintain the service due to altered technical framework conditions or changed legal requirements—particularly those issued by courts or the Telecommunications and Post Regulatory Authority.

8.4 Changes to the General Terms and Conditions will be communicated to the Customer at least 4 weeks before they take effect, either by e-mail or post. If no objection is made within one month of receipt, the changes are considered accepted. If the changes are disadvantageous to the Customer, the Customer may terminate the contract within one month after receiving notice of the changes, with immediate effect.

8.5 Amendments, additions, and collateral agreements to the contract must be in writing to be valid, unless otherwise specified in these Terms and Conditions. This requirement of the written form also applies to waivers of the requirement itself. Other notices from THE-PEAK to the Customer, as well as messages required in the normal course of business, are generally sent by THE-PEAK to the Customer’s e-mail address. Notifications are deemed delivered once they have arrived in the Customer’s e-mail inbox, regardless of when the Customer actually retrieves them.

8.6 If, in the case of installment payment, the specified payment deadlines are not met or are exceeded by more than 7 working days, THE-PEAK reserves the right to withdraw from the installment agreement and demand payment of the outstanding total amount.

9. Warranty

9.1 Initially, THE-PEAK fulfills warranty claims by either rectifying defects or delivering a new product, at its discretion. Certain customer-specific settings can be made online via THE-PEAK. The transfer of such data occurs at the Customer’s risk, without any guarantee from THE-PEAK, over the internet. Upon receipt, the communications are valid and used as binding for service performance by THE-PEAK until new data arrives via the internet. Any delays here are due to technical reasons and do not constitute a defect. THE-PEAK guarantees error-free functionality of the created website on the specified web servers, databases, and operating systems named in the contract. The Customer is advised that software from third parties is necessary for the display, which may cause the appearance to vary.

9.2 If THE-PEAK seriously and definitively refuses performance or rectification of defects and subsequent performance due to disproportionate costs, if the subsequent performance fails, or it is unreasonable for the Customer, the Customer may, at their discretion, demand a reduction in compensation (reduction), contract cancellation (withdrawal), or damages instead of performance under the liability limitation (see Section 11). If there is only a minor breach of contract, especially in the case of minor defects, the Customer does not have the right to withdraw.

9.3 An entrepreneur may only demand reduction, withdrawal, or damages (or reimbursement of expenses in lieu of performance) for a defect after setting a reasonable deadline for THE-PEAK to remedy the defect, accompanied by a declaration that the entrepreneur will refuse to accept the remedy after expiration of that deadline, unless setting such a deadline is not required by law.

9.4 If THE-PEAK is not responsible for the defect (i.e., has not breached any duty), the Customer has no right to withdraw from the contract.

9.5 In case of fraudulent concealment of defects or if THE-PEAK has assumed a guarantee for the quality, further claims remain unaffected.

9.6 The Customer receives no guarantees from THE-PEAK in the legal sense.

10. Statute of Limitations

10.1 The Customer’s rights regarding defects expire 6 months after acceptance of the website. This shortened limitation period does not apply if THE-PEAK is accused of gross negligence, or in the event of bodily injury, damage to health, or death attributable to THE-PEAK. Liability under the Product Liability Act also remains unaffected.

10.2 Claims by THE-PEAK for remuneration expire in 5 years.

11. Limitation of Liability

11.1 In creating a homepage/website, THE-PEAK has full creative and aesthetic freedom, although it must take into account the Customer’s economic interests. THE-PEAK creates the homepage/website, except for those elements provided by the Customer.

11.2 THE-PEAK is only liable for damages caused by THE-PEAK, its legal representatives, or its vicarious agents through gross negligence or intent. This does not apply to data protection aspects or to any General Terms and Conditions included on the site. This liability limitation applies to contractual as well as non-contractual claims.

11.3 THE-PEAK assumes no liability for the legality of the designed customer website.

11.4 If the culpable breach of a cardinal or essential contractual obligation is neither grossly negligent nor intentional, liability is limited to the typical contractual damages reasonably foreseeable at the time of concluding the contract. This also applies in the event of slight negligence by the Contractor’s legal representatives or vicarious agents.

11.5 With respect to entrepreneurs, THE-PEAK is not liable for slightly negligent breaches of non-essential contractual obligations.

11.6 THE-PEAK is not liable for the loss or damage of any documents, images, or information received from the Customer for the design of the individualized web presence. If the materials provided by the Customer make the creation of a website impossible, THE-PEAK is not liable for any resulting damages.

11.7 The above limitations of liability do not apply to claims under product liability law or to personal injuries to the Customer (body or health) or in the event of the Customer’s death, nor do they apply to properties that were explicitly warranted. To the extent that liability is effectively excluded or limited, this also applies to personal liability of employees, other staff, organs, representatives, and vicarious agents.

12. Data Protection and Data Handling

12.1 In accordance with Section 33 of the German Federal Data Protection Act (BDSG), THE-PEAK points out that personal data is stored within the scope of contract execution and may be passed on to cooperating partners, vicarious agents, and service providers of THE-PEAK as necessary. Beyond this, personal data will only be collected, processed, or used if the Customer gives consent or if a legal provision allows it. Data is not passed on to third parties for advertising purposes.

12.2 If any data is transmitted to us—regardless of the form—the Customer is obligated to create backup copies. Our servers are regularly backed up. In the event of data loss, the Customer is obliged to retransmit the relevant data sets to us free of charge.

12.3 The Customer is solely responsible for all content they publish via their access credentials or that third parties publish via their account or on websites produced/published by THE-PEAK. THE-PEAK does not generally monitor or review such content.

12.4 For more information, please refer to our separate Privacy Policy.

13. Virus Protection and Security

13.1 The Customer is advised to take their own security measures to prevent damage caused by viruses or other unlawful or unethical data. These measures go beyond the security mechanisms implemented by THE-PEAK to protect its own risk area from unauthorized third-party access and are not part of the contractual services.

13.2 The Customer is obligated to refrain from all abusive use of the e-mail service, in particular from offering or transmitting computer viruses or other malicious software, or prompting their transmission, or executing any other applications that may damage the systems or networks of the Provider or others. The Customer must check data for viruses before uploading it to the server.

13.3 The Customer agrees to only use software that does not compromise the security of the servers and data. THE-PEAK reserves the right to block or prohibit the operation of content that might affect the normal operation or security of the server.

13.4 THE-PEAK further reserves the right to block the Customer’s offering without prior warning if the Customer runs other programs within their hosting environment that jeopardize normal server operation or security.

13.5 The Customer must store the personal password(s) for their user account(s) carefully and protect them against access by third parties, as well as against misuse or loss. The Customer indemnifies THE-PEAK against costs and claims by third parties that arise from the breach of the aforementioned obligations.

14. General Terms and Conditions for Web Hosting Services

(“14. Allgemeine Geschäftsbedingungen zum Webhosting-Service” in the original German text.)

1. Scope

1.1 THE PEAK OF DIOGENES LTD, Duarte, Sosúa 57000, Dominican Republic (hereinafter referred to as the “Provider”) provides all services for its brands Makers & Creators & all other brands of THE PEAK OF DIOGENES LTD exclusively on the basis of these General Terms and Conditions. These also apply to future contracts between the parties, even if not expressly agreed again.

1.2 Deviating terms and conditions of the Customer are not recognized by the Provider unless the Provider has explicitly agreed to them. The Provider’s General Terms and Conditions also apply even if the Provider, in knowledge of opposing or deviating Terms and Conditions of the Customer, renders services without reservation.

2. Definition

2.1 “Contract” or “Account” refers to the contractual relationship between the Customer and the Provider under a single customer number, encompassing all services.

2.2 Within one Account, multiple “Orders” may be managed, each under a different order number.

3. Subject Matter of the Contract and Contract Amendments

3.1 The Provider’s obligations are determined by the service description of the respective product. Other promises, performance commitments, or side agreements are only valid if confirmed in writing by the Provider. The Customer has neither any property rights to the server hardware nor any right of access to the premises where the server hardware is located.

3.2 The Provider is entitled to enhance its services, adapt them to technological progress, and/or make improvements. This especially applies if the adaptation is required to prevent misuse or if the Provider is obliged to make changes under statutory regulations.

3.3 If the Provider provides additional services free of charge, there is no entitlement to their continued provision. The Provider may discontinue, change, or only offer these services for a fee in the future. In such a case, the Provider will inform the Customer in a timely manner.

3.4 The Provider is entitled to engage third parties to perform the services at any time, in any scope.

3.5 If the Customer is assigned fixed IP addresses, the Provider reserves the right to change the assigned IP address(es) if this becomes necessary for technical or legal reasons. Unless explicitly guaranteed in writing, the Customer has no claim to a specific server. The Customer acknowledges that migration to another server may be necessary at any time without requiring the Customer’s consent. The Provider will inform the Customer about changes pursuant to this Section.

4. Customer Duties, Passwords, Customer Data, Data Backup

4.1 The Customer is obliged to provide the Provider with their full name and a valid postal address (no PO Box or other anonymous address), as well as an e-mail address and telephone number. The Customer guarantees that the information provided is correct and complete. The Customer also guarantees that they are at least 18 years old and fully capable of contracting under applicable laws. The Customer must promptly inform the Provider of any changes to the specified contact details or any other data required to execute the contract. Data that the Customer cannot change in the customer portal must be communicated to the Provider by post, fax, email, or (in certain cases) telephone without delay. If the Customer uses their own name servers or third-party name servers, they must additionally provide the IP addresses of the primary and secondary name servers, including the names of these servers.

4.2 For all data uploaded to the Provider’s servers, the Customer will create (or have created) daily backup copies (e.g., using backup products) that are not stored on the Provider’s server. This is necessary to ensure a quick and cost-effective restoration in the event of a system failure. Should data loss occur, the Customer is obliged to re-upload the lost data to the Provider’s servers at no cost and to restore configurations. Data backups must be made especially before any change made by the Customer and prior to any maintenance work announced by the Provider (insofar as this maintenance was announced in time).

4.3 The Customer must ensure that their website and any displayed banners do not violate statutory prohibitions, moral standards, or third-party rights (copyright, trademark, data protection, etc.). The Customer must not register their website in search engines if or insofar as the use of specific keywords or similar methods violates statutory prohibitions, moral standards, or third-party rights. If a violation of the above obligations is found, the Provider is entitled to immediately suspend its services or block access to the Customer’s information. This does not affect the Customer’s obligation to pay for the service.

4.4 The Customer is obliged to regularly change passwords provided by the Provider for accessing services and to keep these passwords strictly confidential. The Customer must inform the Provider immediately if there is reason to believe that an unauthorized third party has gained knowledge of the password.

4.5 The Customer must refrain from using techniques that place an excessive load on the Provider’s systems. If such techniques are used, the Provider can block access to the relevant pages until the Customer removes or deactivates such techniques (cf. Section 9). This does not apply to servers provided exclusively for the Customer’s use (dedicated hardware).

4.6 The Customer must not use the Provider’s resources for actions that violate statutory prohibitions, moral standards, or third-party rights. This includes, in particular:

(a) Hosting phishing sites and/or operating an open mail relay (a mail server that accepts emails from any sender and forwards them to third parties) or any similar system that facilitates the distribution of spam.
(b) Unauthorized intrusion into external computer systems (e.g., hacking).
(c) Interfering with foreign computer systems by sending/forwarding data streams and/or emails (e.g., DoS/DDoS attacks/spam/mail bombing).
(d) Searching for open access to computer systems (e.g., port scanning).
(e) Sending emails for advertising purposes to third parties without an explicit prior consent from the recipient (unless there is a legal exception, e.g., under Section 7 para. 3 of the German UWG).
(f) Providing content harmful to minors; publishing adult content without coordination with the Provider.
(g) Forging IP addresses, mail, and news headers, as well as distributing malware.

If the Customer breaches any of these obligations, the Provider is entitled to discontinue all services immediately. This does not affect the Customer’s payment obligation. The Provider explicitly reserves the right to claim damages.

4.7 The Customer must refrain from “spamming” when using the Provider’s systems or domains registered through the Provider. “Spamming” refers to sending emails without the prior explicit and concrete consent of the respective recipient, unless an exception under Section 7 para. 3 UWG applies. The burden of proof for such consent or the conditions under Section 7 para. 3 UWG lies with the Customer. It is also prohibited to advertise or have advertised content under a domain registered with the Provider or through the Provider’s systems by means of spam.

4.8 In shared hosting products, the Customer must not send mass emails and/or so-called “spam emails,” “paid mails,” or emails promoting a referral system via scripts on the web server.

4.9 The Customer is solely responsible for all content that they store or make available for retrieval, including content physically stored on servers other than the Provider’s but accessible under a domain or subdomain registered via the Provider. The Customer is also responsible for the conduct of third parties acting on their behalf or any other third parties enabled by the Customer’s actions to violate laws or contractual obligations. The Provider does not generally check the content for potential legal or contractual violations.

4.10 If a certain data transfer volume (traffic) per billing period has been agreed upon and the Customer exceeds this limit, the Provider will charge the Customer for the additional volume at the agreed rates.

4.11 If the Customer manages, installs, or distributes software licenses on the servers, the Customer alone is responsible for correct licensing.

5. Warranty

5.1 The Provider is only responsible for service disruptions within its sphere of influence.

5.2 The Provider will eliminate malfunctions within the bounds of its technical capabilities (Service Level Agreement). If elimination does not occur within a reasonable period, the Customer must grant the Provider an additional grace period. If the issue is still not resolved after that grace period, the Customer may assert statutory claims. Any claim for damages is subject to the liability limitations in Section 6.

5.3 If the functionality of a product is impaired due to usage beyond the contractually intended scope, it is the Customer’s responsibility to prove that the malfunction would have occurred even under proper use.

5.4 The Customer must notify the Provider promptly of any defects (“fault report”) and support the Provider to a reasonable extent in remedying the defects, especially by taking all feasible measures to ensure data security.

5.5 The Provider points out that, given the current state of technology, it is not possible to create hardware and software entirely free from errors in all application combinations or fully protected against manipulation by third parties. The Provider does not guarantee that the hardware or software it uses or provides meets the Customer’s requirements, is suitable for specific applications, or is error-free or free of malicious software. The Provider only warrants that the hardware or software used or provided will function essentially in accordance with the manufacturer’s specifications under normal operating conditions and maintenance at the time it is made available.

6. Liability

6.1 The Provider’s liability, irrespective of the legal grounds, is governed by the following provisions.

6.2 The Provider is liable under statutory provisions for intent and gross negligence.

6.3 In the event of slight negligence, the Provider is only liable for breaches of material contractual obligations (cardinal obligations) essential for achieving the contract’s purpose and which the Customer regularly relies upon. In such cases, the Provider’s liability is limited to typical, foreseeable damages.

6.4 In cases of slight negligence, liability for all other damages, especially consequential damages, indirect damages, or lost profit, is excluded.

6.5 The above limitations do not apply to injury to life, limb, or health, nor to liability under the Product Liability Act.

6.6 If the Provider’s liability is excluded or limited, this also applies to the personal liability of the Provider’s employees, other staff, representatives, and vicarious agents.

6.7 Within the scope of the Telecommunications Act (TKG), the liability regulation of Section 44a TKG remains unaffected.

6.8 If the Provider is at fault for data loss, its liability is limited to the cost of restoration from backup copies. Claims beyond that must be asserted against the respective third-party data center provider, depending on the chosen tariff. Different partner companies provide hosting solutions, for example:

(1) domainfactory GmbH, Oskar-Messter-Str. 33, 85737 Ismaning, Germany
(2) RAIDBOXES GmbH, Hafenstr. 32, 48153 Münster, Germany

15. Final Provisions

15.1 In addition to these General Terms and Conditions, the General Terms and Conditions for Web Hosting Contracts pursuant to Section 14 and for maintenance & marketing packages in the version valid at the time of contract conclusion apply.

15.2 The law of the Dominican Republic applies. The place of performance and exclusive place of jurisdiction is Puerto Plata, insofar as legally permissible.

15.3 If the Customer is a merchant, a legal entity under public law, or a special fund under public law, the exclusive place of jurisdiction for all disputes arising from this contract is the registered business address of THE-PEAK. The same applies if the Customer has no general jurisdiction in the Dominican Republic or if the Customer’s residence or habitual abode is unknown at the time of filing suit.

15.4 The sale of individual business areas of THE-PEAK or a change of shareholders does not give rise to any special right of termination.

15.5 Should individual provisions of the contract with the Customer, including these General Terms and Conditions, be or become wholly or partially invalid, the validity of the remaining provisions shall remain unaffected.

Scope 1.1 MasReservas S.R.L. AI Section

(Additional / Example Clause in English as provided at the end of the original text.)

Scope
1.1 MasReservas S.R.L. AI Section (hereinafter referred to as the “Provider”) renders all services exclusively based on these General Terms and Conditions (GTC). By commissioning the Provider, the Customer acknowledges these GTC.
1.2 These GTC apply to all current and future business relationships between the Provider and the Customer.
1.3 Deviating, opposing, or supplementary GTC of the Customer do not become part of the contract unless the Provider explicitly agrees to their applicability in writing.
Conclusion of the Contract
2.1 Offers from the Provider are non-binding and subject to change unless explicitly marked as binding.
2.2 The contract is concluded by the Provider’s acceptance of the Customer’s order. Acceptance occurs via written order confirmation or by commencing the service provision.
2.3 Amendments and supplements to the contract require written form to be effective. This also applies to the waiver of the written form requirement.
Scope of Services and Service Changes
3.1 The scope of the contractual services results from the service description in the contract or an annex.
3.2 The Provider reserves the right to expand, change, and improve services, particularly if these serve technical progress, appear necessary to prevent misuse, or the Provider is obliged to do so by law.
3.3 The Provider may discontinue free services at any time without prior notice. This does not entitle the Customer to reduction, refund, or compensation claims.
Customer Obligations and Responsibilities
4.1 The Customer is obligated to provide necessary data fully and correctly and to notify the Provider without delay of any changes.
4.2 The Customer must use the Provider’s services properly. In particular, the Customer is obligated to:
– a) Inform the Provider immediately of changes to the contractual basis;
– b) Protect access data from third-party access;
– c) Not transmit unlawful content;
– d) Not transmit viruses, trojans, or other harmful files;
– e) Refrain from overloading the Provider’s infrastructure;
– f) Refrain from misuse or enabling third parties to misuse the services.
Fees and Payment Terms
5.1 Unless otherwise agreed, fees are derived from the Provider’s valid price list.
5.2 The Provider invoices the Customer monthly for fees and any incurred expenses. Payment is due within 14 days of receipt of the invoice without deduction.
5.3 In the event of default in payment, the Provider may claim default interest at the statutory rate. Further claims remain unaffected.
5.4 The Provider may suspend services if the Customer is in default of payment.
5.5 The Customer’s set-off of claims against the Provider is only permissible with undisputed or legally established counterclaims. A right of retention of the Customer is excluded unless based on the same contractual relationship.
Liability
6.1 The Provider’s liability, regardless of the legal basis, is limited to the amount of the contract value.
6.2 The Provider is not liable for damages arising from errors in service provision unless the Provider is responsible for them.
6.3 For SEO, online marketing, or similar services, the Provider does not guarantee any specific rankings or marketing successes.
6.4 For hosting services, the Provider is only liable for outages within its own responsibility.
6.5 The Provider is not liable for data or program losses if the damage is due to the Customer’s failure to perform adequate data backups.
6.6 These liability limitations also apply for the benefit of the Provider’s vicarious agents.
Contract Duration and Termination
7.1 Unless otherwise agreed, the contract is for an indefinite period.
7.2 Either party may terminate the contract without notice at the end of a calendar month.
7.3 The right to extraordinary termination for cause remains unaffected (e.g., repeated breach of essential obligations or significant payment default).
7.4 Termination must be in text form to be effective.
Copyright and Usage Rights
8.1 All copyrights, trademarks, or other protective rights arising in the scope of the contractual relationship remain with the Provider. The Customer only receives the contractually agreed usage rights.
8.2 The Provider grants the Customer a simple, non-transferable, time-limited right to use the contractual services during the contract term.
8.3 The Customer is not entitled to issue sublicenses.
8.4 If the Customer breaches these provisions, the Provider may terminate the contract without notice.
Data Protection and Confidentiality
9.1 The parties will observe applicable data protection regulations and bind their employees to data secrecy.
9.2 The Customer guarantees that they are entitled to collect, process, or use personal data and indemnifies the Provider from third-party claims in the event of violations.
9.3 The parties agree to treat all confidential information arising from contract execution as confidential.
AI Services and Limitations
10.1 The Provider uses AI systems (e.g., SMO® Avatar System) as part of its services. The Customer acknowledges that:
- (a) The AI system is an assistive tool and does not replace human judgment;
- (b) AI-generated content requires human review;
- (c) The Provider makes no guarantee as to the accuracy, completeness, or reliability of AI-generated content;
- (d) AI system responses may vary and evolve;
- (e) The AI system is not to be used for critical decisions without human oversight.

10.2 Usage Restrictions
The Customer agrees not to:
– (a) Use the AI system for illegal, harmful, or discriminatory purposes;
– (b) Attempt to manipulate or deceive the AI system;
– (c) Share sensitive or confidential information without proper authorization;
– (d) Employ the AI system for automated decision-making in sensitive areas (e.g., healthcare, legal advice, financial decisions);
– (e) Reproduce or distribute AI-generated content without attribution.

10.3 Liability Limitations for AI Services
– (a) The Provider is not liable for decisions made solely on AI-generated recommendations;
– (b) No guarantee of specific outcomes from AI interactions;
– (c) The Provider reserves the right to modify or restrict AI system access;
– (d) The Provider is not responsible for misinterpretation of AI-generated content;
– (e) The Provider excludes liability for indirect or consequential damages resulting from AI system use.

10.4 Intellectual Property
– (a) All rights to the AI system remain with the Provider;
– (b) AI-generated content is subject to joint intellectual property rights;
– (c) The Customer receives limited usage rights for business purposes;
– (d) Modifying or reverse-engineering the AI system is prohibited.

Final Provisions
11.1 The exclusive place of jurisdiction for disputes is Puerto Plata. The law of the Dominican Republic applies exclusively, excluding the UN Convention on Contracts for the International Sale of Goods (CISG).
11.2 The Customer may assign rights and obligations under this contract to third parties only with the Provider’s prior written consent.
11.3 The Provider may assign rights and obligations under this contract to third parties in whole or in part. The Provider will inform the Customer about such an assignment. The Customer has the right to terminate the contract without notice within one month after receiving the notification.
11.4 Should individual provisions of these GTC be invalid, the validity of the remaining provisions remains unaffected.