Terms and Conditions

General Terms of Use and Licensing for “Online-Education and Exchange Platform,” “XU School,” “XU Platform” by XU Group GmbH, Mehringdamm 33, 10961 Berlin, registered in the Commercial Register of the Charlottenburg District Court under HRB 172976 B, represented by the managing directors Nicole Gaiziunas-Jahns and Christopher Jahns

 

1. The subject matter of this contract is the provision of a limited-time, subscription-based license for the use and provision of an online platform (“XU Platform”) provided by XU (also referred to as the provider, we) to the customer (also referred to as the user).
2. These General Terms of Use and Licensing Conditions apply to all contractual relationships between XU and the customer.
3. XU offers its customers a free trial version.
4. During the trial version, XU may limit the scope of the XU Platform’s features. The maximum number of users for a trial version is limited to 3 users.
5. After the trial version expires, XU’s customer service will approach the customer with an offer, or the trial user can automatically purchase a license on the platform. A purchase contract for a paid license of the XU Platform can also be concluded through a commercial confirmation letter from XU.
6. The customer can pay by invoice or direct debit.
7. Connecting the customer’s computing systems to the internet is not part of the contract. The proper and regular backup of data processed and disseminated via the XU Platform is also not the responsibility of XU and is solely the customer’s obligation.
8. A permanent and sufficiently bandwidth-provided internet connection is necessary for using the platform.
9. XU does not owe any quality beyond the functionality of the XU Platform. XU does not guarantee any specific quality of the XU Platform. Technical data, specifications, and performance details in public statements, especially in advertising materials, do not constitute quality specifications.

1. To use the XU Platform, a registration by name on the platform in the registration area is required. Only persons who have a license for using the XU Platform and those who want to take advantage of the free month are allowed to register.
2. Access data must not be shared with third parties. In case of misuse, XU is entitled to block the user account and possibly take further legal steps.
3. Users are explicitly prohibited from: a. Spreading insults, illegal links, and content or other disturbances to discussions. b. Using nicknames that are offensive or inappropriate. c. Using registered trademarks or names of celebrities. d. Sharing extremist, racist, and pornographic content or any content that violates applicable law. e. Publishing press articles, photos, or third-party publications without the author’s consent. f. Using personal data for personal contact outside the XU Platform (e.g., address, phone number, email, messenger IDs).
4. Truthful information must be provided during registration, and real names must be used.
5. Customers and users agree to proactive contact by XU through the media provided during registration (personal name, company name, email, phone, postal address) after registration for an introduction to the learning system, and subsequently at regular intervals to support new features in the learning environment and evaluate learning habits. This includes contact for validation of contact details, feedback collection, learning process support upon request, problem-solving, and assistance with the Expert Channels and the application of our updated functionality and new features.

1. This contract includes a free period of 30 days and a regular, paid period of at least one year. It is automatically extended for another year unless terminated in writing three months before the contract expires or otherwise agreed individually.
2. Ordinary termination during the contract term is excluded.
3. The right to terminate applies to both parties.
4. The right to extraordinary termination for good cause remains unaffected for both parties if the legal requirements are met. A significant reason for the provider exists if the customer is more than three months in arrears with a due payment despite a reminder. If the customer is responsible for the reason for termination, they are obligated to pay the agreed remuneration to the provider, minus any expenses saved by the provider, until the earliest date on which the contract could end with ordinary termination.
5. Termination declarations must be in writing to be effective. Sending via fax or email suffices.
6. Upon termination of the contractual relationship, regardless of the reason, the parties are obliged to properly settle the contractual relationship.

1. The provider is entitled to adjust the remuneration for the contractual services in the event of changes in data center costs and personnel costs. Such price adjustments are first possible 12 months after the contract conclusion and a maximum of twice a year.
2. The provider will notify the customer of the change in writing at least 4 weeks before it takes effect. If the price increase exceeds 10% compared to the previous price, the customer may terminate the respective contract with one month’s notice to the end of the calendar month. In this case, the previous prices will apply until the termination takes effect.

 

1. XU hereby grants the customer a revocable, non-transferable, time-limited, and non-exclusive license to use the offered content as per the contract. This includes the reproduction of the content provided by XU via retrieval or live sessions.
2. The customer may not misuse this license or the material subject to the rights.
3. The customer is not entitled to grant sub-licenses or give third parties access to the contractual content.
4. The customer may not use or apply the rights outside the described purpose of use at any time and will not take any action that could reasonably be expected to have a detrimental effect on the value, validity, or enforceability of a licensed right or XU’s ownership of such right.
5. The customer will observe the granted type and duration of use for the respective material. The customer will not exceed the number of users authorized to use the contractual content according to this contract.
6. The customer acknowledges that XU is the sole owner of the rights concerning the customer and that these rights remain the exclusive property of XU. The customer does not acquire any further rights or claims to the rights except for the license granted herein. The customer will not challenge XU’s ownership of the rights.
7. Upon termination or expiration of the license, all rights granted to the customer concerning the material will automatically expire. The same applies after the expiration of the granted usage period for the respective material. The customer must immediately cease using the rights and the material subject to the rights.
8. XU does not guarantee the legal validity of the rights and assumes no liability for the use of the rights without infringing on third-party rights.
9. The customer agrees to indemnify and hold XU harmless against all claims, actions, losses, damages, and expenses (including but not limited to court costs and attorney fees) arising from actions related to or due to the use of the material by the customer.
10. The customer must promptly notify XU in writing of any infringement or challenge of XU’s rights to the material that they become aware of. XU has the exclusive right, but not the obligation, to take defensive actions or initiate proceedings against infringers.
11. The rights are granted to the customer for the respective material until the expiration of the described date. All rights to the corresponding material expire upon this date without the need for a separate termination.
12. Without XU’s written consent, no rights or obligations arising from the license may be assigned or transferred. Any attempt by the customer to assign or transfer entitles XU to immediately terminate the license.

1. Unless otherwise stipulated in these provisions, claims for damages and reimbursement of expenses by the customer (hereinafter referred to as “claims for damages”) are excluded, regardless of the legal basis, particularly for breach of obligations under the delivery agreement and tort. Claims for damages for the loss of stored data are excluded if the damage would not have occurred with reasonable and proper data backup.
2. This exclusion does not apply where liability is mandatory: a. Under the Product Liability Act, b. In cases of intent, c. In cases of gross negligence by owners, legal representatives, or executive employees, d. In cases of fraudulent concealment, e. In cases of failure to comply with a guarantee, f. For culpable injury to life, body, or health, or g. For culpable breach of essential contractual obligations.
3. Claims for damages for breach of essential contractual obligations are limited to the typical, foreseeable damage, unless another case as mentioned above applies.
4. The preceding regulations do not imply a change in the burden of proof to the disadvantage of the customer.
5. Claims for damages to which the customer is entitled under these provisions are subject to a limitation period that applies to claims for material defects. For claims for damages under the Product Liability Act, the statutory limitation provisions apply.

 

1. The provider guarantees the contractual quality of the services and content. Claims for defects do not exist for only insignificant deviations from the agreed quality. No claims for defects exist in cases of excessive or improper use, natural wear and tear, failure of system environment components, or non-reproducible or otherwise unprovable software errors by the customer. This also applies to damages resulting from specific external influences that are not assumed under the contract. Claims for defects are also excluded if the customer or third parties make subsequent modifications or repairs, except where such actions do not hinder the analysis and elimination of a defect.
2. The limitation period for claims due to defects is one year from the statutory start of the limitation period. The statutory periods for recourse according to § 478 BGB remain unaffected. The same applies where the law prescribes longer periods under § 438(1) No. 2 or § 634a(1) No. 2 BGB, in cases of intentional or grossly negligent breaches of duty by the provider, fraudulent concealment of a defect, and for claims arising from injury to life, body, or health, as well as under the Product Liability Act. The processing of a defect notification by the customer by the provider only leads to the suspension of the limitation period if the statutory requirements for this are met. This does not restart the limitation period. Supplementary performance (new delivery or repair) can only affect the limitation period of the defect triggering the supplementary performance.
3. Recourse claims in contracts for digital products under § 327u BGB remain unaffected by (1) and (2). If a buyer asserts a claim against the customer that may lead to a recourse claim, the customer will immediately inform the provider of the asserted claim and provide all necessary and useful additional information for its assessment. The customer will allow the provider the opportunity to satisfy the claim asserted by the buyer of the customer unless this is unreasonable for the customer. The customer and the provider will coordinate and collaborate to satisfy a justified claim of the customer’s buyer as efficiently and cost-effectively as possible.
4. The provider can demand reimbursement of their expenses to the extent that: a) They act on a report without a defect being present unless the customer could not reasonably detect that no defect was present. b) A reported disruption is not reproducible or otherwise demonstrably a defect by the customer. c) Additional effort is required due to improper fulfillment of the customer’s obligations.
5. The provider is liable for violations of third-party rights through their performance only insofar as the performance is used as contractually agreed and particularly in the agreed contractual or intended environment. The provider is liable for infringements of third-party rights only within the European Union and the European Economic Area and at the location of the agreed contractual use of the performance.
6. If a third party claims that a service of the provider violates their rights, the customer will immediately notify the provider. The provider and possibly their pre-suppliers are entitled, but not obliged, to defend the asserted claims at their own expense as far as legally permissible. The customer is not entitled to acknowledge third-party claims before giving the provider reasonable opportunity to defend the third-party rights in another manner.
7. If a service of the provider infringes third-party rights, the provider will, at their own choice and at their expense: a) Grant the customer the right to use the service, b) Make the service non-infringing, or c) Take back the service with a refund of the remuneration paid by the customer (minus reasonable compensation for use) if the provider cannot achieve another remedy with reasonable effort.The interests of the customer will be duly considered.
8. Customer claims for legal defects expire as per clause (2).
9. The provider is always liable to the customer: a) For damages caused intentionally or through gross negligence by the provider, their legal representatives, or vicarious agents. b) Under the Product Liability Act. c) For damages from injury to life, body, or health attributable to the provider, their legal representatives, or vicarious agents.
10. The provider is not liable for slight negligence, unless he has violated an essential contractual obligation, the fulfillment of which is essential for the proper execution of the contract or the violation of which endangers the achievement of the purpose of the contract and on whose compliance the customer can regularly rely. This liability is limited to the contract-typical and foreseeable damage in cases of property and financial damage. This also applies to lost profits and missed savings. Liability for other remote consequential damages is excluded. For individual damage cases, liability is limited to the contract value; in cases of ongoing remuneration, it is limited to the amount of remuneration per contract year, but not less than €50,000. The contractual partners can agree on further liability in writing at the contract’s conclusion, typically against separate remuneration. Priority is given to an individually agreed liability sum. Additionally, and primarily, the provider’s liability for slight negligence from the respective contract and its execution for damages and expenses, regardless of the legal basis, is limited to the percentage of the remuneration agreed upon at the contract’s conclusion.
11. The provider is only liable for damages under a guarantee declaration if explicitly assumed in the guarantee. This liability is subject to the predetermined limitations in cases of slight negligence. When restoring data or components (e.g., hardware, software), the provider is only liable for the effort necessary for restoration with proper data backup and failure prevention by the customer. This liability for slight negligence by the provider only applies if the customer has conducted data backup and failure prevention appropriate to the type of data and components before the incident. This does not apply if it is agreed as a performance of the provider.
12. The provider is not liable for content provided by external partners. The provider ensures careful selection of external partners and encourages them to publish according to the current state of science to the best of their knowledge and belief.
13. The provider is not liable for content provided by external partners, users, and/or customers in active communication exchanges (e.g., live sessions, expert channels).
14. The provider expressly reserves the right to delete, exchange, and repost content and assumes no liability for removed or exchanged content.

1. The provider offers the content for retrieval with a minimum availability of 97.5% annually. Announced maintenance cycles of the provider’s platform are excluded from this annual average.
2. If a cause not attributable to the provider, including strikes or lockouts, affects the adherence to deadlines (“disruption”), the deadlines for the due dates will be extended by the duration of the disruption, including a reasonable restart period if necessary. One contractual partner must immediately inform the other partner about the cause of a disruption in their area and the duration of the delay.
3. If the effort increases due to a disruption, the provider can demand additional compensation for the extra effort, unless the customer is not responsible for the disruption and its cause lies outside their responsibility.
4. If the customer can withdraw from the contract due to the provider’s improper performance and/or claim damages instead of performance or asserts such claims, the customer must, at the provider’s request, declare in writing within a reasonable period whether they will assert these rights or continue to desire the performance.
5. Upon withdrawal, the customer must reimburse the provider for the value of the previously existing usage possibilities; the same applies to deteriorations through proper use. If the provider is in delay with the performance, the customer’s claim for damages and reimbursement of expenses due to the delay is limited to 0.5% of the price for the part of the contractual performance that cannot be used due to the delay for each completed week of delay. The delay liability is limited to a maximum of 5% of the remuneration for all contractual services affected by the delay; in the case of ongoing obligations, this relates to the remuneration for the affected services for the full calendar year.
6. Additionally and primarily, an agreed percentage of the remuneration agreed upon at the conclusion of the contract applies. This does not apply if the delay is due to gross negligence or intent by the provider.
7. In the event of a delay in performance, the customer has the right to withdraw under the statutory provisions only if the delay is attributable to the provider. If the customer justifiably claims damages or reimbursement of expenses instead of performance due to the delay, they are entitled to demand 1% of the price for the part of the contractual performance that cannot be used due to the delay for each completed week of delay, but a maximum of 10% of this price in total; in the case of ongoing obligations, this relates to the remuneration for the affected services for the full calendar year. Additionally and primarily, an agreed percentage at the contract’s conclusion applies to the remuneration agreed upon at the contract’s conclusion.

1. The customer must protect the access rights and identification and authentication information assigned to them or the users from access by third parties and must not disclose them to unauthorized persons.
2. The customer is obligated to indemnify the provider from all third-party claims due to violations of rights resulting from the unlawful use of the service by the customer or with the customer’s approval. If the customer recognizes or must recognize that such a violation is imminent, there is a duty to inform the provider immediately.
3. The customer must use the options provided by the provider to secure their data within their original responsibility.
4. For each case in which a contractual service is used without authorization within the customer’s responsibility, the customer must pay damages equal to the remuneration for the contractual use within the applicable minimum contract period for that service. The customer retains the right to prove that they are not responsible for the unauthorized use or that there is no or significantly less damage. The provider remains entitled to claim further damages.
5. The customer is obliged to ensure that users licensed by them do not publish contributions that violate public morals or applicable German law. The customer assumes responsibility for monitoring their users’ activities appropriately.
6. It is particularly prohibited to: a) Spread insults, illegal links, and content or other disruptions to discussions. b) Use offensive or inappropriate nicknames. c) Use registered trademarks or names of celebrities. d) Share extremist, racist, and pornographic content or any content that violates applicable law. e) Publish press articles, photos, or publications of third parties without the author’s consent. f) Use personal data for personal contact outside the provider’s platform (e.g., address, phone number, email, messenger IDs).
7. If the customer violates their supervision duty, the provider assumes no liability for the violations by users under clauses (5) and (6).

Participants from around the world come together on the provider’s platform to learn about sustainability, exchange ideas, improve their skills, and create an impact on the SDGs. This is made possible through the support, hard work, and enthusiasm of hundreds and thousands of people, including those who build the provider’s platform. This code of conduct offers guidelines to ensure participants can collaborate and learn effectively in a positive and inspiring atmosphere and to explain how we can support and empower each other.

This code of conduct is shared by all contributors and users on the provider’s platform.

The core values that hold the provider’s platform and community together include:

– Be considerate

– Be respectful

– Be collaborative

– Be pragmatic

– Support others in the community on the platform

– Seek support from others in the community

Our community consists of various groups of individuals and organizations that can be broadly divided into two groups:

– Experts who add value to the platform through their contributions.

– Users who add value to the platform through their support as learners and contributors.

This code of conduct reflects the agreed standards of behavior for experts and users in every forum, mailing list, wiki, website, live session, course, podcast, newsletter, public meeting, and private correspondence related to the provider’s platform and its services. The community acts in accordance with the standards written in this code of conduct and will defend these standards for the benefit of the community and the provider’s platform. The platform’s administrators have the right to deny access to any person who persistently violates our shared code of conduct. In such cases of exclusion from the provider’s platform, no refund claim exists.

1. Be Considerate: Your actions and work affect other people and will be used by them, and you, in turn, depend on the work and actions of others. Each decision you make will impact other community members, and we expect you to consider these consequences when making decisions. As a contributor, ensure you fully acknowledge the work of others and consider how your changes will affect others. Users should remember that contributors work hard on their part of the provider’s platform and are very proud of it. Frustration is more likely to be resolved when you provide all involved with correct and well-mannered information. Offering and selling your services or products to other users on the provider’s platform is not allowed unless explicitly approved and marked by the provider. If a user uses the platform and interactions to sell their services or products, they will initially be warned by the provider and excluded from the platform upon recurrence. Upon exclusion from the platform, all refund claims for already paid licenses are void.
2. Be Respectful: For the provider’s platform community to remain healthy, its users must feel comfortable and accepted. Respectful interaction is absolutely necessary for this. In case of disagreements, initially assume good intentions. Personal attacks, racism, sexism, or other forms of discrimination are not tolerated. Disagreements are inevitable from time to time, but respecting others’ views significantly contributes to gaining respect for your own opinion. By respecting other people, their work, and contributions, and assuming they are well-intentioned, users will feel comfortable and safe, resulting in increased motivation and productivity. We expect users of the provider’s platform to behave respectfully towards other contributors, users, and communities. Remember, the provider’s platform is an international project, and you may not be aware of important aspects of other cultures.
3. Be Collaborative: The open provider’s platform thrives on collaboration: It helps avoid duplication of work while improving the quality of learning and exchange formats. To avoid misunderstandings, try to be clear and precise when asking for or giving help. Remember that emails or questions in our community can be easily misunderstood (especially if they are not written in your native language). Ask for clarification if unsure about the meaning; remember the first rule: assume good intentions. As a contributor, strive to collaborate with other users of the provider’s platform and other communities interested in or dependent on your work. Your work should be transparent and feed back into the community as soon as available. If you work on something new in existing projects and workshops, keep these projects and digital workshops updated about your ideas and progress if they wish. Consensus on implementing an idea is not always possible, so do not feel obliged to achieve this before starting. However, ensure you keep the outside world informed about your work, publishing it in a way that allows others to test, discuss, and support your efforts. Contributors and users come and go in each workshop or learning unit. If you decide to withdraw completely or partially from a learning unit, do so with pride in what you have achieved and responsibly towards others who continue to learn. Users’ feedback is important, and this also applies to its form. Ill-considered comments can cause pain and demotivate other community members, but a considerate discussion of issues can bring positive results. An encouraging word works wonders.
4. Be Pragmatic: The provider’s platform is a pragmatic community. We value tangible results more than having the last word in a discussion. We defend our core values like freedom and respectful collaboration, but we do not allow arguments over trivial matters to hinder achieving more important results. We are open to suggestions and welcome solutions regardless of their origin. In case of doubt, prefer a solution that helps you get things done over one with theoretical merits but no progress. Use tools and methods that help you accomplish the work and ensure learning success. Let decisions be made by those doing the work.
5. Support Others in the Community on the Platform: Our community is strengthened by mutual respect, collaboration, and pragmatic, responsible behavior. Sometimes, situations arise where this needs defending, and other community members need help. If you witness others being attacked, first consider how you can personally help them. In case of problems, as a first measure, respectfully remind the involved parties of our shared code of conduct. Leaders are defined by their actions and can lead by example, striving to resolve issues in line with this code of conduct before escalating.
6. Seek Support from Others in the Community on the Platform: Disagreements, both political and technical, occur frequently. Our community is no exception to this rule. The goal is not to avoid disagreements or divergent views but to resolve them constructively. You should seek advice from the community and try to resolve disagreements by consulting the user most directly affected. Think carefully before turning a disagreement into a public dispute. If necessary, request mediation and try to resolve disagreements in a less emotional setting. If you feel attacked or your work criticized, take a moment to breathe before writing heated responses. Consider a 24-hour moratorium if you express yourself emotionally – a cooling-off period might be all that’s needed. If you really want to take a different path, we encourage you to publish your ideas and work so they can be tested and reviewed.

1. Both parties will comply with the applicable data protection laws, especially those valid in Germany, and will bind their employees involved in the contract to data secrecy unless they are already generally obligated accordingly.
2. The provider does not control the customer’s stored data and content regarding their legal admissibility for collection, processing, and use; this responsibility lies solely with the customer.
3. The provider is entitled to process and use the customer’s data within the scope of data protection law during the contract’s validity. Details are contained in the separate data protection declaration.
4. The parties are obligated to keep all information related to this contract known or becoming known to them, which is marked as confidential or recognizable as business and trade secrets, permanently confidential, not to disclose, record, or otherwise exploit them, unless the other party has explicitly agreed in writing to the disclosure or use, or the information must be disclosed by law, court decision, or administrative decision.
5. The information is not confidential if: a) It was already known to the other party without a confidentiality obligation. b) It is generally known or becomes known without violating confidentiality obligations. c) It is disclosed to the other party by a third party without violating a confidentiality obligation.
6. The provider may subcontract, but must impose corresponding obligations on the contractor.
7. These confidentiality obligations survive the end of this agreement.