Orderfox AG (“Orderfox”) is the owner and operator of the Website and the contractual partner to the User.
More information and details of how to contact Orderfox can be found in the legal notice.
1.2. In particular, consent to additional agreements or licenses for the use of certain functions or software can be required, provided that these agreements/licenses are legal, and the consent is reasonable for the User.
1.3. Terms and conditions in relation to the Website which deviate from these and/or which are contradictory in any other way are expressly rejected by Orderfox, including if services are rendered in individual cases without the User objecting to the terms and conditions.
1.4. The descriptions of Orderfox services on websites, in brochures and in comparable advertising materials do not constitute any kind of assurance or warranty regarding their nature, or any other kind of guarantee.
2.1. The Users have to have reached the age of 18 or have the authorization by their parents or their legal guardian. They confirm this with the registration to this service.
2.2. Orderfox reserves the right to demand a proper confirmation of these conditions from the Users.
3.1. A business customer (or “entrepreneur”) is a natural or legal person or a legally responsible partnership that when concluding legal transactions is exercising their commercial or independent professional activity.
3.3. The Website offers a marketplace for CNC-Manufacturers and CNC-Buyers. It serves as a partner platform for CNC-Manufacturers and CNC-Buyers (jointly referred to as the “Users”), enabling them to place interactive ads (jobs) on the Website and using intelligent filters to assist with their coming together. Additionally, the Users are entitled and required to create a company profile on the Website, observing the requirements regarding form and content as stipulated in each case by Orderfox.
3.4. The paying Users can use all functions („Basic Subscription“), whereas non-paying Users have no access to the functions Search RFQs and Quote Management („Free Subscription“).
3.5.The use of the services of Orderfox by private customers is prohibited. By utilising Orderfox’ services, the Users declare that they are business customers and not private customers. Orderfox reserves the right to verify that a User is not a private customer (e.g. by checking address details, their business registration or their VAT identification number).
4.1. One of the key aspects of Orderfox’s offered services is the constant development of the Website. This development implies eventual adaptions to the technical and legal progress and the consideration of the Users’ expectations in the use of the Website.
4.2. In connection with the continuous development, Orderfox is allowed to change the Website as well as its functions without creating a lack or defect, as long as this change is reasonable and doesn’t threaten the contract purpose. This is in particular the case when:
4.3. Orderfox informs that the access to the freely available functions is not guaranteed. Any kind of restrictions may only be done if reasonable.
5.1.The contract by and between Orderfox and the User (the “Agreement” or “Subscription”), is concluded upon Orderfox activating the login details provided.
5.2.Agreements subject to a payment obligation (“Basic Subscription/s”) initially run for the period booked by the User in accordance with the price list. After this period, Basic Subscriptions are automatically extended by the same period if the User does not select the setting ‘Cancel this Subscription’ in his company profile in the settings before the end of the period. If the Basic Subscription is terminated within this prescribed period, then a Free Subscription begins and all functions except for Search RFQs and Quote Management remain available.
5.3.Agreements that are not subject to a payment obligation (“Free Subscription/s”) are concluded for an indefinite period of time. The User may terminate a Free Subscription by e-mail at any time, subject to a notice period of one month to the end of the respective month. The date on which the notification is transmitted by e-mail is decisive for determining compliance with the deadline.
5.4.After Orderfox activates the login details as per section 5.1., the User has a 7-day free trial period of all functions at his disposal. If the User enters his payment details at the latest by the end of the trial period, a Basic Subscription in accordance with section 5.2. begins from the expiry of the trial period with all functions in accordance with section 3.4.; if he does not enter payment details, then a Free Subscription begins in accordance with section 5.2..
5.5.If the User, through providing his payment details, chooses a Basic Subscription during the term of a Free Subscription, then the immediately previous contract term is extended by the full term of the Basic Subscription.
5.7. The right of both parties to extraordinary termination of the Agreement or Subscription for good cause remains unaffected.
6.2.The User is obliged to provide correct and complete User details when registering. This applies in particular to the company name, street, postcode, town/city, country, contact’s name, gender (for the forms of address Mr/Mrs/Ms), telephone number an email address as well as the value added tax identification number ("VAT identification number"), or any other unambiguous identification of a company for tax purposes which is legally required or otherwise required for national or international transactions between companies or business partners (“User’s Details”). Orderfox is entitled to demand that the User present documents attesting to the authenticity of the User’s Details without undue delay.
6.4.The User assumes sole responsibility for the contents of their registration and for the User’s Details provided in this context. The User gives an assurance of the veracity of the User’s Details. The provision of false information shall result in the immediate termination of the Agreement and the blocking of access to the Website, provided that this is reasonable and not objectively inappropriate for the User, taking into account the significance of the incorrect information and the intention of the User.
7.2. The User is advised to choose a secure a password as possible based on the latest technology and, in their own interests, to take all the necessary steps to protect their password from unauthorised disclosure and use.
7.3.The User is obliged to notify Orderfox without undue delay should they suspect, believe or know that their login details have been used for the unauthorised access of the Website by unauthorised third parties. Should Orderfox suspect that the User’s login details have been used without authorisation, Orderfox reserves the right to then take the necessary steps and in particular to prevent the Website from being accessed with the login details in question, either temporarily or permanently. If, due to the User’s fault, third parties make unlawful use of the login details, the User is liable for any losses incurred and must reimburse them accordingly. The costs incurred as a result of such usage shall be borne by the User.
8.1. Usage of the Free Subscription is free of charge; usage of the Basic Subscription is subject to charge. The duration of the Subscription, payment period p rice of the Subscription as well as payment method are in accordance with the pricing policies communicated to the User prior to entering the Subscription (price table).
8.2. All prices declared, unless specifically indicated otherwise, are exclusive of VAT and other taxes and duties which must be paid on the basis of statutory provisions (e.g. withholding taxes). If, according to relevant legal regulations, a right of choice exists with regard to the registration and payment of the respective taxes and duties, these obligations shall be the responsibility of the User. Should Orderfox be subject to any additional taxes or duties, the User shall indemnify Orderfox against such taxes or duties or refund them to Orderfox if such indemnification is not possible. To the extent that Orderfox is required to collect US sales tax in any States of the United States of America or goods and services tax in India, the resulting obligations in terms of procedure and tax payments are not shifted to the client.
8.3. Fees are to be paid in advance to cover the respective billing period. Unless indicated otherwise, invoices are due within two weeks of the invoice date.
8.4. Orderfox reserves the right to transmit invoices and payment reminders through electronic means (e.g. emails).
8.5. The paying User („Basic Subscription“) can settle invoices in accordance with the payment methods offered in the price list.
8.6. Where services are subject to payment and are subscribed to for a defined period of time, fee adjustments are only permitted upon the expiration of a subscription (e.g. at the end of the respective payment period). Changes in fees take effect if Orderfox has notified the User of the relevant fee change and has not received any written termination of the subscription from the User within two weeks of such notification. In its notification to the User, Orderfox will inform the User of the objection period and of the consequences of a failure to object.
8.8. Expenses incurred by chargeback of a transaction (e.g. due to lack of coverage), due to incorrectly transmitted User data and / or reminders of due claims will be charged to the User’s account. Orderfox will only make claims for directly incurred or statutory granted costs (e.g. material costs and fees paid for third party services, such as postage or chargebacks).
8.9. Offsetting is only possible with claims that have already been recognised by the respective other contracting party or established by court order. A right of retention can only be asserted for claims arising from the respective contract.
9.2.Orderfox accepts no responsibility for any other communication(s) and/or contracts, arrangements, understandings or obligations exchanged or concluded by and between Users (“Other Agreements”). Irrespective of the legal basis, claims relating to Other Agreements reached by and between Users exist exclusively between those Users of the Other Agreement(s) and explicitly do not involve Orderfox and/or an Orderfox partner with regard to the Website (“Website Partner”). The User is entitled to publish, deactivate or delete Ads on the Website at any time using the relevant functions.
9.4.The User must ensure that they hold all the necessary rights to the Content they display or make available on the Website.
11.1.In addition to the platform services, Orderfox supports strategic and premium partners as well as the CNC industry with industry-relevant metadata, which should serve in particular as a basis for sales control and investment decisions.
11.2.Metadata: Metadata includes information on the type of business (e.g. manufacturer/buyer), location and region of the company, number of employees, types of products and services offered, or technology assignment (e.g. drilling, turning, milling, ultrasonic processing, etc.), industry assignment (e.g. drive and gear technology, mining, chemical technology, etc.) and material assignment (e.g. acrylic, stainless steel, glass ceramic, etc.), information on order statistics (e.g. diversified according to industry, technology and material assignment as well as workpiece size). Metadata can also be generated from the use of Orderfox, from which e.g. the interests of the users for the aforementioned metadata result.
11.4.Declaration of consent: The User consents to the use of the information the User provides on the Website to generate and use metadata for the aforementioned purposes – i.e. for the purposes of sales management, investment-related decision-making and other market research by Orderfox – and to the disclosure of the information to contractual partners of Orderfox. Furthermore, the consent is granted on a non-exclusive basis; a licence to use the data is granted, not ownership, i.e. the right of the User to use his/her information is not restricted. This does not affect the statutory rights of the User to revoke his/her consent. The User declares that the information on Orderfox on which the metadata are based does not represent trade or company secrets and that the User is entitled to both publish the information on Orderfox and permit its use to generate metadata.
11.5.The metadata concerning is made anonymous, i.e. the processing for the aforementioned purposes takes place without identifying personal information.
11.6.Furthermore, Users allow Orderfox to use their data and uploaded content (images, texts, 3D models, etc.) if these are required for the operation and development of Orderfox's services. For this purpose, duplication, distribution and publication as well as editing of the uploaded contents is permitted.
12.2.The Website’s maintenance and further development can result in temporary Disruptions. Orderfox shall ensure that the duration and scope of any such Disruptions are restricted to a level which is reasonable for the User.
12.3.Orderfox makes use of technical protective measures to protect its systems from malware and unauthorised third-party content (such as viruses, Trojan horses, spam and other malware). This includes the use of filter systems wherever they are especially useful for the protection of telecommunication and data processing systems.
13.1.Insofar as is feasible in the ordinary course of business, Users must check the services of Orderfox without undue delay and must notify Orderfox of any defects without undue delay. Notification must be given of defects without undue delay giving an understandable account of the error symptoms, if possible with evidence in the form of records in writing, screenshots or other documents illustrating the defects in writing (emails shall suffice). The User’s statutory inspection obligation and duty to give notice of defects remain unaffected.
13.3.Defect claims shall not be valid in the case of a negligible deviation from the agreed or presupposed quality or in the event of only a negligible impairment of the usability of the Orderfox services in accordance with the purpose of the Agreement. In particular, Orderfox explicitly accepts no liability for:
13.4.The limitation period for exercising defect claims is 6 (six) months.
14.1.Orderfox shall only accept liability in accordance with the following provisions of this Agreement. Liability is otherwise excluded.
14.2.Orderfox is liable without limitation for damages caused wilfully or due to gross negligence by Orderfox, its legal representatives or management employees and for damages caused wilfully by other vicarious agents. Liability for the gross negligence of other vicarious agents is governed by the provisions for slight negligence stipulated below.
14.3.Orderfox is liable without limitation for damages relating to injury to life, body or health caused wilfully or negligently by Orderfox and its legal representatives or vicarious agents. Orderfox is liable for damages resulting from insufficiently ensured attributes up to the amount covered by the purpose of the assurance, which was discernible for Orderfox upon giving the assurance.
14.4.Orderfox is liable for product liability damages pursuant to the provisions of German, Austrian and Swiss product liability legislation or the corresponding and binding product liability legislation.
14.5.Orderfox is liable for damages due to the violation of cardinal obligations by Orderfox, its legal representatives or vicarious agents. Cardinal obligations are the material obligations which form the basis of this Agreement, which were decisive in the conclusion of the Agreement and the performance of which the User can rely on. If Orderfox violates these cardinal obligations due to slight negligence, its liability is limited to the reimbursement of the foreseeable and typically occurring damages (‘Typical Damages’). As a rule, Typical Damages are limited to the defined amount. In this case, Typical Damages are limited to CHF 1,000.00. This does not apply if, in individual cases, this limitation is inappropriate from an equity perspective.
15.1.TO THE EXTENT NOT PROHIBITED BY LAW, IN NO EVENT SHALL WE BE LIABLE FOR ANY INCIDENTAL, SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, OR ANY OTHER DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO (A) THESE TERMS, (B) CONTENT AND/OR YOUR USER CONTENT, (C) THE WEBSITE, AND/OR (E) ANY ASPECT OF THE WEBSITE, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (BREACH OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE, PRODUCTS LIABILITY, STRICT LIABILITY, OR OTHERWISE) AND EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF LIABILITY FOR PERSONAL INJURY, OR OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION MAY NOT APPLY TO YOU. IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL DAMAGES EXCEED AN AMOUNT GREATER THAN $125 USD. THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
15.3.TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU ON BEHALF OF YOURSELF OR THE ENTITY THAT YOU REPRESENT, YOUR PERSONAL REPRESENTATIVES, AND YOUR HEIRS, HEREBY VOLUNTARILY AGREE TO RELEASE, WAIVE, AND DISCHARGE ALL CLAIMS, ACTIONS, DEMANDS, SUITS, OR PROCEEDINGS (“CLAIMS”) AGAINST US AND OUR AFFILIATES, INCLUDING ANY AND ALL LIABILITY FOR ACTUAL AND/OR CONSEQUENTIAL DAMAGES, COSTS, AND EXPENSES (INCLUDING LITIGATION COSTS AND ATTORNEYS’ FEES) OF EVERY KIND AND NATURE ARISING FROM OR IN ANY WAY RELATED TO (A) THE WEBSITE, (B) CONTENT, AND/OR YOUR USER CONTENT, AND/OR (C) ANY INACCURACY, UNTIMELINESS, OR INCOMPLETENESS OF ANY AND ALL CONTENT OBTAINED OR ACCESSED BY OR THROUGH THE WEBSITE. FURTHER, IF YOU ARE A RESIDENT OF THE STATE OF CALIFORNIA, YOU WAIVE YOUR RIGHTS UNDER CALIFORNIA CIVIL CODE SECTION 1542, WHICH STATES, “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.” YOU UNDERSTAND THAT ANY FACT RELATING TO ANY MATTER COVERED BY THESE TERMS MAY BE FOUND TO BE OTHER THAN NOW BELIEVED TO BE TRUE AND ACCEPT AND ASSUME THE RISK OF SUCH POSSIBLE DIFFERENCES IN FACT. IN ADDITION, YOU EXPRESSLY WAIVE AND RELINQUISH ANY AND ALL RIGHTS WHICH YOU MAY HAVE HAD UNDER ANY OTHER STATE OR FEDERAL STATUTE OR COMMON LAW PRINCIPLE OF SIMILAR EFFECT, TO THE FULLEST EXTENT PERMITTED BY LAW.
17.1.The legal relationship between Orderfox and Users is subject exclusively to the law of the Principality of Liechtenstein – under exclusion of supranational law and international and supranational referral law which does not make reference itself to the substantive law of the Principality of Liechtenstein. Agreement to the applicable law shall also apply if the User’s place of business and/or domicile is located abroad.
17.2.The place of fulfilment is Orderfox’s place of business in Ruggell, Liechtenstein. The exclusive place of jurisdiction for all disputes relating to or in conjunction with the Agreement is Orderfox’s place of business in Ruggell, Liechtenstein. Orderfox reserves the right to assert its claims at the User’s place of legal jurisdiction.
17.3.The User may only transfer claims against Orderfox relating to this Agreement to third parties subject to Orderfox’s approval in writing.
17.4.The contractual languages are English, US English, German, Danish, Spanish, Mexican, French, Croatian, Italian, Hungarian, Dutch, Norwegian, Polish, Portuguese, Brazilian, Romanian, Slovakian, Slovenian, Swedish, Turkish, Czech, Russian, Japanese, Korean and Chinese.
18.1.Trademarks. Orderfox and all other graphics, logos, page headers, button icons, scripts, service names and other content that we use, manage or control are trademarks, registered trademarks or trade dress of ours or our subsidiaries, officers, employees, independent contractors, suppliers, representatives, licensors, licensees, successors, assigns, agents, partners, or other affiliates (collectively “Affiliates”) in the United States or other countries or both. No one may use these trademarks or trade dress in connection with any product or service that is not our product or service without our express written permission. All other trademarks that appear on the Website are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by us or any of our Affiliates.
18.3.Infringement Claims. We respect the intellectual property of others and ask that Users do the same. In connection with the Website, we have adopted and implemented a Digital Millennium Copyright Act (“DMCA”) policy respecting intellectual property that provides for the removal of any infringing or unauthorized materials and for the termination of a User’s ability to use our Website, in appropriate circumstances, if we determine that a User is infringing on the intellectual property rights of others. If you believe that a User is, through the use of the Website, unlawfully infringing by submitting unauthorized content, and wish to have the allegedly infringing or unauthorized material removed, the following information in the form of a written notification (pursuant to 17 U.S.C. § 512) must be provided to our designated copyright agent (“Designated Agent”): your physical or electronic signature; identification of the works or rights that you claim to have been infringed; identification of the content on the Website that you claim is infringing and that you request us to remove; sufficient information to permit us to locate such content; your address, telephone number, and e-mail address; a statement that you have a good faith belief that use of the objectionable content is not authorized by the copyright or other rights owner, its agent, or the law; and a statement that the information in the notification is accurate, and that, under penalty of perjury, you are either the owner of the copyright or other right that has allegedly been infringed or violated or that you are authorized to act on behalf of the copyright or other rights owner. Note that, pursuant to 17 U.S.C. § 512, any misrepresentation of material fact in a written notification automatically subjects the complaining party to liability for any damages, costs, and attorney’s fees incurred by us in connection with the written notification and allegation of copyright infringement.
18.4.Our Designated Agent is:
Dr. Wilhelm Klagian
Principality of Liechtenstein
19.1.You represent and warrant that you shall comply with all applicable laws, statutes, ordinances, and regulations regarding use of the Website, regardless of your geographic location. We will cooperate with law enforcement agencies in any investigation of alleged unlawful activity of which we are made aware of regarding the use of our Website and may contact law enforcement if we are made aware of any use of our Website which potentially violates any applicable laws, statutes, ordinances, or regulations. We make no representation that the Website is operated in accordance with the laws or regulations of, or governed by nations other than the Principality of Liechtenstein.
19.2.By accessing the Website you certify that you meet your country’s and our express age and other eligibility requirements for use of the Website. Those who access or use the Website do so of their own volition and are entirely responsible for compliance with applicable law.