General Terms and Conditions
The pressetext Nachrictenagentur GmbH (pressetext) is a news agency based in Vienna with offices in Germany and Switzerland. These general terms and conditions (terms) apply to all products and services from pressetext to its customers, especially for press releases, capital market reports, editorial services and content services.
1 - pressetext-Account
1.1 A pressetext-account is required for the use of all pressetext’s online-services. An account can be opened with a one-off registration. There is a distinction between personal accounts and business accounts.
1.2 The account owner of a business account can provide access to that business account to people who have a registered personal account and also withdraw that provision of access.
1.3 It is the responsibility of the account owner to choose a sufficiently secure password. In providing other users with a right of access to the owner’s account, the owner is also responsible for ensuring that those given access also use a sufficiently secure password.
1.4 If damages are caused to pressetext by the unauthorized use of an account, the holder of that account will be held responsible.
2 - Distributor Account
2.1 A distributor account is an advanced pressetext account. It includes authorization to access pressetext’s editorial system. The editorial system allows customers to send press releases (pts) capital market reports (pta) published press ads (ptp) and short reports (ptx) from the pressetext platform. There is a distinction between full-access and restricted-access distributor accounts.
2.2 A full-access distributor account is valid for 12 months and includes all available features of the service and the preferential acquisition of points for paying for releases (see 10.2). This full-access distributor account may be purchased upon payment of the fixed annual fee. The full-access distributor account is automatically renewed for another 12 months unless the customer gives pressetext written notice three months before the end of the period of validity.
2.3 A restricted-access distributor account is limited to the basic functionality of the service. It is not linked to an annual fee.
3 - pressetext.service and pressetext.public
3.1 pts-reports (pressetext.service) are press releases from the customers that are distributed unchanged by pressetext or NewsFox.
3.2 The customer is liable for the content of pts-releases.
3.3 If a correction(s) be necessary, a press release can be marked as “withdrawn”. The report remains in the news archive. The distributor has the option to distribute a correction referring to the original report at her/his own cost.
3.4 ptp-reports (pressetext.public) and ptx-reports (pressetext-short) are customer texts which are published on the platform of pressetext and newsfox, but are not distributed.
3.5 ptp- and ptx-reports are subject to an intensive examination by a pressetext editor. pressetext is under no obligation to publish these reports.
3.6 This also applies to customers’ events notifications. The editorial staff of pressetext reserve the right to decide on the publication of event notifications.
4 - pressetext.adhoc
Capital market reports, within the parameters of these terms and conditions, are ad hoc reports and all other pieces of information which legally are required to be distributed as long as the legal principles for their distribution is recorded in pressetext’s distribution system, and corporate communications for the capital market. These are the legal and reporting principles which are specified on the market report service’s product page at the time of distribution.
pressetext provides capital market reports on companies listed on the stock exchanges in Germany, Austria and Switzerland through its service “pressetext.adhoc”.
pressetext.adhoc guarantees compliance with statutory disclosure requirements for issuers in Germany, Austria and Switzerland. The service delivers the respective reports at the required times to automated regulators, stock exchanges and electronic archives in compliance with the law and ensures that the relevant sectors of the community are informed as is legally required.
In addition, the reports are sent at the time of publication to daily-, business-, and finance media outlets, as well as search engines, business- and finance portals. They are also stored as free downloads on the pressetext.adhoc portal’s archive.
4.2 Conditions for the delivery of capital market reports
In order to use the pressetext.adhoc service, the issuer must have a valid, full-access distributor account (see section 2.2). If the issuer already has a full-access distributor account, to use pressetext.adhoc it only has to be activated.
The delivery of capital market reports is free of charge to all valid, full-access distributor account holders.
4.4 Data preparation
The issuer may, within the parameters of his/her distributor account, at any time collect and updates all data which is required for the distribution of capital market reports "pta".
4.5 Additional account use
If an account holder grants access to her/his account to another user, the other user can also view and edit reports. The account holder must be aware that this other user is then made an insider.
4.6 Proof of publication
A proof of publication (delivery report) is immediately sent by email after completion and confirmation of the delivery process to the address authorized by the issuer. In addition, the issuer can check the delivery status at any time on the web application of pressetext.adhoc.
4.7 Customer service
An around-the-clock customer service is provided by pressetext to its customers (24/7). The contact information is kept up-to-date on the web portal.
4.8 Privacy and insider trading
Pressetext will take all reasonable technical, personnel and organizational actions to hinder the publication of reports to third-parties, as far as these actions are necessary to fulfil contractual obligations. pressetext and its partners and agents will expressly commit employees to observe and comply with the provisions of the Securities Exchange Act, Exchange Act and Listing Rules regarding abuse of insider information.
4.9 Content and correction of capital market reports
The issuer may within the parameters of this service only publish exchange rate facts that are relevant to him/her in accordance with the provisions of the Securities Exchange Act, the Exchange Act and Listing Rules. Issuing a report for another purpose is not permitted. The issuer is solely responsible for the content of the mandatorily published reports and holds pressetext or any other third-party whom may be affected by the report free and harmless against any claims.
In the case of any required corrections, the actions required to make these corrections must be clarified with the responsible authorities.
5 - Common provisions for publication and distribution
5.1 On receipt of press releases (pts), capital market reports (pta), published press ads (ptp), and short reports (ptx), pressetext has the transferable and non-exclusive right to use and utilize the content sent. In particular, pressetext can copy, distribute, publicly reproduce and permanently store the reports. Changes to the content will not be made by pressetext. Pressetext can also sublicense to third-parties the right to use and utilize these reports or to further sublicense this right themselves.
5.2 The submitting customer guarantees their ownership of all rights, in particular copyright or other related rights, and in this regard holds presstexte free and harmless from all third party claims.
5.3 The submitting customer agrees to refund pressetext with the complete costs of any legal or official actions, from whomever these are taken, which result from the content of a report. Such costs include in particular: pressetext’s lawyers’ fees, the lawyers’ fees and other legal costs of the opposing party, fines, and replacement or compensation payments which pressetext are obliged to make.
5.4 The submitting customer will only be excused from the liability to pay costs if the opposing party in a process is obliged to refund the costs and if that opposing party actually does refund the costs. It should be noted that pressetext only needs to provide proof of the request for payment. pressetext is not required to take any further steps, in particular the initiation of enforcement measures against the opposing party.
5.5 pressetext is obliged to abide by a contract and can only withdraw before a contract’s completion under particular circumstances: for example, if press releases break laws or official rules, if their content is unsuitable for publication, if texts are repeatedly released which do not have the character of either a press release or a financial market report.
5.6 Any action to circumvent the basic annual fee constitutes a violation of the terms and conditions and entitles pressetext to an early termination of the contract. A right to the refund of payments from pressetext does not exist if the agreement is terminated early.
5.7 pressetext assumes no liability for technical problems on the client’s side in the transmission of press releases and capital market reports, nor for the processing and presentation of content through websites on the internet.
5.8 Media releases and capital market reports can no longer be changed by the submitter (customers) after the publication date.
6 - Editorial services
6.1 Editorial services include the processing and/or translation of texts. These must always be checked by the customer for accuracy and approved before they are distributed. For media cooperation (editor services), these rules shall not apply, in this case responsibility for the content remains with pressetext’s editorial staff. The bases against which invoices are issued are pressetext’s currently valid price list or a customized, written agreement.
7 - Content -Rights of use
7.1 pressetext gives free right of use for press releases and capital market reports (pts and pta). For the automatic delivery of this content there may, depending on the product, be a delivery charge.
7.2 The right to use, in particular for copyrighted editorial reports ("pte") is subject to a charge. A right of use will be automatically transferred through the webnews-service on the acquisition of editorial reports. In all other cases, a separate written agreement with pressetext is required.
7.3 When any type of report is used, the source code (pta, pte, pts, ptp, ptx) and the notification “Copyright © pressetext” must be indicated.
7.4 Attachments (press photos, PDFs, etc.) to reports are subject to the same rights of use specifications as the reports themselves.
8 - Photo service
8.1 Photo service is a pressetext service. The right of use and utilization of photo service images is either free or subject to a charge as indicated on each image.
8.2 Photos that can be opened for free downloading may be freely used for editorial purposes. The source must be credited using the following format as a caption: © Photo Service / name of the photographer.
8.3 The respective users and utilizers of the photos are liable for incorrect or missing copyright information. pressetext is not liable.
8.4 Rights of use for photos which cannot be downloaded, are subject to a charge. Again, the source must be credited: © Photo Service / name of the photographer.
9 - Workshops, seminars, other events
9.1 A workshop, seminar or another event is regarded as contracted the moment a registration has been completed.
9.2 Invoices for chargeable workshops, seminars and other events are to be paid in full upon receipt. The registered participant may be represented by another person. A cancellation is not provided for.
10 - Prices and payment conditions
10.1 Products and services from pressetext can be acquired by either making a direct payment or using a points system. If the points system is used, points can be purchased. These can then be credited to a pressetext account and used by the customer to pay for products and services.
10.2 Customers who have a full-access distribution account can acquire distribution packages (points packages) at reduced rates to pay for pts-releases.
10.3 The trading of pressetext point-credits or the passing on of them to third-parties is forbidden.
10.4 Unless otherwise agreed by the contract partners, the prices shown on the order form or made in an offer apply. If no written price is stated, the prices apply that were shown in the price list valid at the time the contract was made. All prices exclude VAT.
10.5 A pressetext customer is required to follow the correct invoicing procedures by giving pressetext his/her company’s full name, address and, if the company is registered in an EU member state, its value added tax identification number (VATIN).
10.6 Invoices are to be paid upon receipt immediately and without deductions. If payment is delayed, pressetext is entitled to charge default interest at a rate of 11% p.a.. If there is a default on payment, the customer is liable to pay the costs of the intervention of a collection agency and the costs of the intervention of a lawyer. Independent of this regulation, following a more than two-week delay in payment, pressetext is entitled to invoice reminder-fees to the value of Euro 10.- per reminder.
10.7 In the case of a payment default and ineffective warning notices sent by post or by email, pressetext is entitled to discontinue all outstanding contractual deliveries and other services until the outstanding amount is paid in full. The discontinuation of deliveries and services will be preceded by a period of two weeks. The beginning of this period is the day on which the reminder was sent to the customer. If this period lapses without receipt of the full payment, pressetext is entitled to cancel the contract immediately and without issuing a further period of grace.
10.8 Offsetting claims against unpaid receivables from pressetext and withholding payment due to alleged defects not recognized as such by pressetext, shall not be permitted.
10.9 Objections by the contractual partner to invoices must be made in writing by post or email within two weeks of the date of the invoice. Should this period lapse without the receipt by pressetext of an objection, it may be regarded as an acknowledgment by the contractual partner of the invoice, a confirmation of the services described in the invoice and the value of the invoice.
10.10 Invoices for pressetext services will, without exception, be issued by pressetext Nachrichtungagentur GmbH in Vienna. Invoices issued by representatives and distribution partners from other countries are not valid.
10.11 As far as invoices and reminders from pressetext are digitally signed, the customer agrees to the selective receipt of invoices by email or by making the invoice available online at the customer-section of pressetext’s internet platform. Invoices that are electronically delivered or made available online in PDF and XML format feature an advanced electronic signature. In accordance with EU Directive 2001/115/EC and regulations issued by the Minister of Finance in December 2003 (Federal Law II No 583/2003) digitally signed invoices are approved by the tax office and are, therefore, tax deductible.
11 - Liability of pressetext
11.1 It is the express aim of pressetext to make all possible efforts to fulfil its services and to prevent technical failures.
11.2 If failures in service should occur, such as incomplete, delayed or interrupted deliveries, pressetext is liable in all cases only if intent or gross negligence is proven. Liability for minor negligence and acts of God (fire, strikes, failure of telecommunications equipment, especially cables) is also excluded. Computer viruses in the systems of pressetext are equated as force majeure, under the condition that pressetext continuously used adequate technical measures to prevent such viruses.
11.3 In all cases, the contractual parties will inform each other of any possible technical failures to keep all possible damages to a minimum. Atypical, unforeseeable damages will be exempt from liability. The replacement of direct or indirect consequential damages, lost profits, lost savings, loss of interest and damages resulting from third-party claims against pressetext are also exempt from liability in all cases. With a demonstrated and proven liability case, the damage in the light of the above liability provisions is limited to a maximum of EUR 3.000,-.
12.1 pressetext is entitled to store the master data of its customers. pressetext may use email addresses and fax numbers given by customers to keep customers informed, especially of changes to services or fees. pressetext will not pass on this data to third-parties. This does not include requests to officially authorized credit protection associations and the transfer of data to collection agencies in the event of a default in payment.
12.2 The contractual partner agrees that pressetext may use the name of the partner’s company and its internet address in a list of references. Data from this reference list may be given to other interested parties.
12.3 Readers and users who complete a free email subscription (subscription) accept the receipt of pte, pts and pta reports including integrated advertising, and the storage and processing of their personal data. pressetext guarantees that this information will not be disclosed to third parties.
13 – Other Provisions
13.1 Changes and amendments to the agreement with the contractual partner may only be made in writing. This includes faxes and emails. The place of performance is the headquarters of pressetext. The place of jurisdiction is the court which has jurisdiction for pressetext’s place of business. Austrian law applies.
13.2 The contractual partners agree to inform each other of changes to their company data, such as address and company name. Statements that were addressed to the last address given will be regarded as having been received if notification of a change of address has not been given by the other party.
13.3 If any provision of these general terms or of the agreement with the customer should be invalid or unenforceable, the remaining provisions shall remain unaffected. In place of the invalid or unenforceable provision, an arrangement shall be agreed that, as far as possible, reflects the will of both parties.
13.4 A user of a pressetext service accepts the underlying conditions of use of that particular service as those conditions are stated in the published version at the time of use.
13.5 pressetext can change the terms and conditions published on its website at any time. Existing contractual relationships are not affected by such change. In principle, therefore, the version of the terms and conditions applies which was published on pressetext’s web pages at the time a service was ordered.
13.6 If a contract is renewed, the version of the terms and conditions applies which was published at the time of contract renewal on the web pages of pressetext. pressetext will notify those customers renewing their contracts (in particular distributor accounts) before each renewal of any possible modifications to the terms and conditions.