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General Terms & Conditions User Generated Content Management Tool

I. General

1. SUPPLIER IDENTIFICATION

These General Terms and Conditions (GTC) apply exclusively and to all contractual relationships between us, Anchor Media GmbH, Budapester Straße 45, 20359, Hamburg, Germany, entered in the Commercial Register of Hamburg District Court under Commercial Registry B (HRB) 136831, represented by Mr Jan Moritz Finke & Mr Benedict Stöhr, VAT ID no.: DE45/702/01307, (“SL” — “squarelovin”) and you, our commercial customers (“Customers”).

2. SCOPE OF APPLICATION

2.1 Entrepreneurs

SL’s offers are aimed exclusively at entrepreneurs, i.e. any natural or legal persons or partnerships with legal capacity who, in concluding the Contract, are conducting their commercial or independent professional activity (§ 14 of the German Civil Code).

2.2 Deviating provisions

Any deviating provisions of the Customer are not accepted unless we expressly agree to the application of said provisions in writing.

2.3 Changes to the GTC

The GTC apply in the version valid at the time of conclusion of the Contract. SL reserves the right to make changes to the GTC with future effect. The Customer may object to the new GTC at any time. In this situation, SL reserves the right to extraordinary termination.

3. NON-BINDING NATURE

SL’s offers are non-binding and without obligation. This also applies should SL have provided the Customer with calculations, product descriptions or other documents— including in electronic form—to which SL retains the property rights and copyrights.

4. PROHIBITION OF SET-OFF; RIGHTS OF RETENTION OF CUSTOMER

The Customer is entitled to rights of set-off and retention only insofar as its claim is determined to be legally valid or is undisputed.

5. LIABILITY

5.1 Compensation claims; exceptions

The Customer’s compensation claims are excluded. This excludes compensation claims asserted by the Customer that arise from injury to life, limb or health or from violation of essential contractual obligations (cardinal obligations), as well as liability for other damages resulting from a breach of obligation committed intentionally or through gross negligence by SL, SL’s legal representatives or SL’s vicarious agents. Essential contractual obligations are those obligations that must be fulfilled in order to achieve the purpose of the Contract.

5.2 Violation of essential contractual obligations

In the case of a violation of essential contractual obligations, SL is liable only for foreseeable damage typical of the type of contract in question, provided that said damage is caused through simple negligence, unless the case involves compensation claims asserted by the Customer as a result of injury to life, limb or health.

5.3 Legal representatives and vicarious agents

The liability limitations stipulated in No. 5.1 and 5.2 also apply to the benefit of SL’s legal representatives and vicarious agents.

5.4 German Product Liability Act

The provisions of the German Product Liability Act remain unaffected.

5.5 Periods of limitation

The period of limitation for compensation claims asserted by the Customer is one (1) year. This does not apply to compensation claims asserted by the Customer as a result of injury to life, limb or health or to claims asserted pursuant to the German Product Liability Act.

6. DATA PROTECTION

SL collects, processes and uses the Customer’s personal and company-related data (“personal data”) in the course of executing contracts. When doing so, SL observes the provisions of German data protection legislation and the German Telemedia Act. Unless the Customer gives its consent, SL shall only collect, process and use personal data to the extent required to execute the contractual relationship and to make use of and undertake accounting for telemedia. SL shall not use personal data for promotional purposes or for conducting market research or opinion polls without the Customer’s consent. The Customer may retrieve the data it has provided under its customer account or modify said data at any time. Further information can be found in SL’s Data Privacy Statement.

7. CONFIDENTIALITY

7.1 Maintaining secrecy

The parties agree to maintain secrecy with respect to confidential information. This obligation continues to apply after the Contract has ended.

7.2 “Confidential information”

“Confidential information” refers to all information and documents of the other party that are designated as confidential or must be considered to be confidential based on the circumstances, in particular information regarding operational processes, business relationships and expertise, business and marketing plans, and prices.

7.3 Exceptions

The following confidential information is excluded from this obligation:

  • a) Confidential information that was already demonstrably known by the recipient at the time of concluding the Contract or that becomes known to the recipient through a third party following conclusion of the Contract without a confidentiality agreement, statutory provisions or official orders being violated in the process;
  • b) Confidential information that is already public knowledge at the time of concluding the Contract or that becomes public knowledge following conclusion of the contract where this was not the result of a violation of this Contract;
  • c) Confidential information that must be disclosed owing to statutory obligations or on account of a court order or order issued by an authority. Insofar as it is permissible and possible, the recipient obligated to disclose the information in question shall inform the other party in advance and give that party the opportunity to take action against the disclosure.

7.4 Contractors; employees

The parties shall only grant access to confidential information to such advisers who are obligated to maintain professional secrecy or who, prior to accessing said information, have been made subject to obligations that are commensurate with the confidentiality obligations of this Contract. Furthermore, the parties shall only disclose confidential information to those employees who are required to know said information in order to execute this Contract. The parties shall also impose on said employees an obligation to continue to maintain confidentiality after they have left the company to the extent permitted by labour law.

7.5 Contractual penalty

The parties are mutually obligated to pay a contractual penalty of EUR 5000.00 (in words: five-thousand euro) to the other party for any culpable violation of their confidentiality obligations within the meaning of No. 7.1. Any further claims remain unaffected by this.

8. OTHER PROVISIONS

8.1 No transfer of rights and obligations

The transfer of rights and obligations of the Customer arising from this Contract or the transfer of this Contract to a third party is permitted only with SL’s prior written consent.

8.2 Headings

The headings of individual sections and provisions of these GTC are provided solely for the purposes of clarity.

8.3 Applicable law

Subject to any other individual agreements concluded between the Customer and SL, the law of the FEDERAL REPUBLIC OF GERMANY exclusively applies to the contractual relationship between the Customer and SL, excluding the UN Convention on Contracts for the International Sale of Goods.

8.4 Place of jurisdiction

Insofar as the Customer is a businessman, a legal person under public law or a special fund under public law, the exclusive—and international—place of jurisdiction for all disputes directly or indirectly connected to the contractual relationship is SL’s registered office in HAMBURG, GERMANY. The same applies accordingly if the Customer is an entrepreneur within the meaning of § 14 of the German Civil Code.

II. Use of digital services

1. GENERAL

The use of any products, services or software provided on the website operated by SL or of other services on the website (collectively referred to as “digital services”) is undertaken on the basis that the Customer complies with the following supplementary provisions. If SL becomes aware of any violations of the Customer’s obligations, SL is entitled to delete the content in question. SL reserves the right to block and deny access to customers who violate the obligations arising from these GTC — even after a single violation.

2. Availability of digital services; data security; information provided; links

2.1 Availability; data security

As technology currently stands, it is not possible to guarantee continuous, full availability of the digital services. SL therefore does not assume liability for the continuous and consistently fault-free availability of the digital services. Faults and maintenance work may restrict or temporarily disrupt usage. Insofar as SL has an influence on the interruptions (e.g. in the case of maintenance work), SL shall ensure that such interruptions are kept as short as possible. The digital services are best used via DSL or, in the case of mobile applications, via LTE connection. If the digital services are used via mobile end devices, both the range of functions and the presentation of said services may be limited. SL assumes no responsibility for data security outside its sphere of control or for the risk of data loss when transferring data via the Internet.

2.2 Information provided

SL accepts no liability whatsoever for the up-to-dateness, accuracy, completeness or quality of information provided through the digital services. Any liability claims asserted against SL in relation to damages of a material or immaterial nature that are the result of usage or non-usage of information presented or the result of usage of incorrect and incomplete information are excluded. No. I. 5. remains unaffected.

2.3 Links

In the case of direct or indirect references to external websites (hyperlinks) that are outside of SL’s area of responsibility, SL is liable only insofar as SL has knowledge of the content and insofar as it is technically feasible and reasonable for SL to prevent usage in the case of illegal content. Should SL become aware of any violations of law, SL will remove such links immediately. This provision also applies to all links and references provided by SL itself within its own online content, as well as to (in this respect: external) information entered by the Customer, e.g. messages created by the Customer and posted under TPC (No. II. 5.1) to request rights.

3. Prohibited content and usage

3.1 Reading out of digital services; harvesting

The reading out of data from the digital services, particularly for commercial purposes, is prohibited. The uploading of viruses or other malicious code is prohibited. The Customer also undertakes never to collect or harvest data from the digital services.

3.2 Server overload

The use of programs that place SL’s servers under an excessive load is prohibited.

4. Conclusion of usage agreement

A gratuitous usage agreement concerning the digital services in accordance with these terms of use comes into effect between the Customer and SL as soon as the Customer uses the digital services. The Customer may not use the digital services if it does not accept these terms of use. The digital services can generally be used without the Customer having registered. However, in order to make use of certain offers within the scope of the digital services, the Customer will need to register (No. II. 6.2). Registration itself is free of charge for the Customer. No. II. 6. additionally applies to use of the application.

5. Copyright, personal rights and industrial property rights

5.1 Third-party content (“TPC”); obligation to name the creator

Furthermore, the Customer undertakes not to use TPC unless it has the adequate rights of use for the TPC.

5.2 User-generated content (“UGC”)

5.2.1 Granting of rights in favour of SL

By using the digital services, the Customer is providing SL information, e.g. on products of the Customer, names, brands, business names and audio-visual content of various types, in particular images (collectively referred to as “UGC”), or is granting SL access to UGC. The Customer hereby expressly grants to SL all rights for the UGC required to operate the digital services in accordance with the purposes of the Contract. Furthermore, SL is entitled, but not obligated, to use UGC for its own advertising purposes free of charge and without any restrictions in terms of time or location. In this regard, SL is in particular entitled to name or describe the Customer, as well as its products and brands, as a reference customer, e.g. in press releases and promotional material, and to edit UGC within the boundaries of § 14 of the German Copyright Act and § 2 of the German Constitution, and in particular to make changes to format, size and colour in this respect.

5.2.2 Assurance of sufficient rights to UGC

The Customer assures SL that it has the rights to UGC required to be able to use said UGC within the context of the digital services and to be able to grant SL the rights specified in No. 5.2.1 with legal effect. If the Customer is in any doubt as to whether or not it has the rights required to use its UGC within the context of the digital services or to grant the rights to SL, then the use of said UGC within the digital services is prohibited. UGC is not reviewed by SL in advance. If SL is or becomes aware of illegal UGC, then SL will delete said UGC immediately.

5.3 Exemption from liability

The Customer shall exempt SL—at first request—from any claims asserted by third parties against SL in connection with use of TPC or UGC, in particular claims arising from violations of copyright or personal rights. If the Customer becomes aware of any violations of the rights covered by the Contract, then the Customer must inform SL of this fact immediately. SL is entitled to take suitable measures itself to defend against third-party claims or to enforce its rights. Before implementing any measures itself, the Customer must first agree said measures with SL. The exemption also includes the reimbursement of any costs that SL incurs or has incurred as a result of enforcing or defending its rights.

6. The application

6.1 Scope of services

6.1.1 Web application

On the website, SL provides the Customer with an analysis and marketing tool in the form of a web application (software as a service — hereinafter referred to as the “application”), which, following registration, the Customer can use to optimise one or more accounts registered with the image service “Instagram” provided by Instagram Inc., 1601 Willow Road, Menlo Park, CA, 94025, USA (www.instagram.com) (“Instagram”). The scope of the offer is as set out below in these GTC and in the relevant service description in the offer. Depending on the agreed scope of services, the following main functions are provided as specified in No. 6.1.2 to 6.1.4.

6.1.2 Evaluation and analysis of Instagram content

With this application, SL enables the Customer to evaluate and analyse the Customer’s own content provided via the Customer’s Instagram profile. The precise scope of services is described on the website and in the offer. The data generated from the evaluation is prepared for statistical purposes and collected, processed and used by SL. SL’s ​ Data Privacy Statement​ ​ governs this aspect in further detail.

6.1.3 Acquisition of rights of use to third-party content (“TPC”)

The application enables the Customer to contact other Instagram- users (“Instagramer(s)”) via the channels provided by SL in order to make a binding offer to Instagramers to acquire rights of use to certain TPC that Instagramers have published via their Instagram profile. The precise scope of services is described on the website and in the offer.

At the express request of the Customer, SL shall provide the Customer with licensing terms and conditions that the Customer can use as the basis for its offer to Instagramer. Instagramer can confirm acceptance of the Customer’s licensing offer by labelling the TPC with the key term (hashtag) specified by the Customer in the licensing offer. SL shall not be party to the licence agreement concluded between the Customer and Instagramer and has no influence on the conclusion of said agreement. SL merely provides the technical means by which the Customer can contact Instagramer.

The Customer undertakes only to request the acquisition of rights of use to TPC that Instagramer has already labelled with a key word (hashtag) that contains the Customer’s company or brand name.

Furthermore, SL expressly draws the Customer’s attention to any claims to remuneration asserted by Instagramer pursuant to § 32a of the German Copyright Act.

6.1.4 Photo galleries

The application enables the Customer to publish photos liked by the Customer (own images and TPC) in photo galleries on its website via the application. If desired, the Customer can link these images to its products, which will then be displayed when the user clicks on the image.

6.2 Registration

6.2.1 Setting up the customer account

In order to use the application, the Customer must first register on the website. The minimum information required to register is a first and last name, a valid email address and an individual password. Registration must be completed by an individual; in the case of registration of a company, registration must be completed by the company representative authorised to do so. Third parties are not permitted to register. Once registration has been successfully completed, a customer account (“customer account”) will be activated for the Customer that the Customer can log into via the website using its login details and also manage independently via the website. The customer account is non-transferable. No customer may have more than one customer account. If a customer maintains more than one customer account, SL is entitled to delete multiple customer accounts without warning. The Customer is not permitted to rent out or lend its customer account. The Customer has no right to grant access authorisation. In the case of a work group (No. 6.3.2), SL shall provide the Customer with an administrative customer account along with the agreed number of employee accounts with restricted user rights.

6.2.2 Password

The Customer alone is responsible for keeping its password safe. In particular, this includes keeping the password strictly confidential and not passing on the password to a third party in order that said party can submit orders via the website. Should unauthorised parties gain knowledge of the password to the customer account, the Customer shall immediately change its password. SL assumes no liability for any damage suffered in connection with the theft of the password or the passing on of the password, or as a result of the Customer granting a third party access to the website through use of the password. The Customer shall immediately notify SL of any unauthorised use of its password by contacting:​contact@squarelovin.com.

6.2.3 Deactivating the customer account

The Customer can deactivate its customer account by sending a corresponding electronic request to SL’s customer service team. The customer account will then be deactivated. This action cannot be undone. Any payment obligations that the Customer has towards SL at the time of deactivation remain unaffected by this action.

6.2.4 Linking to Instagram profile

In order to use the services of the application, it must be linked to the Customer’s Instagram customer account. To do this, the Customer must log into its Instagram account using its login details. Further information can be found in the ​Data Privacy Statement​.

6.3 Licence models

SL offers various licence models (“subscription(s)”) for the application, which differ in terms of their scope of functions and, in some cases, are subject to a fee. SL reserves the right to modify the scope of functions provided in free subscriptions (“trials”) at any time or to stop offering trials

6.3.1 Conclusion of licence agreement

The ordering of the subscription by the Customer, e.g. by providing written confirmation of a non-binding offer by SL (“order”), is considered to be a binding offer by the Customer to enter into a contract. Insofar as the subscription order does not dictate otherwise, SL may accept this offer to enter into a contract within fourteen (14) days/weeks of SL receiving it. Acceptance can be provided either in writing (e.g. by means of order confirmation) or by activating the subscription. The use of permitted means of down payment by the Customer, despite the provision of remuneration, does not immediately lead to conclusion of a contract.

6.3.2 Work groups

In the case of group orders (“work groups”), e.g. for companies, SL concludes the Contract for the work group with the person responsible for or authorised to give directives to the members of the work group (“TL”). The TL hereby gives his assurance that he has adequate power of representation to do so. SL is entitled to request corresponding proof from the TL at any time. If the TL does not respond to such a request within one (1) week of receiving said request, SL is entitled to block the company profile and to bar the entire work group from using the application.

6.3.3 Licence fees; due date; right of retention

Unless agreed otherwise in individual cases, the current licence fees of SL at the time of conclusion of the Contract, plus statutory VAT, apply.

Unless agreed otherwise in individual cases, the licence fee is payable in advance and due within fifteen (15) days of receiving a corresponding invoice.

SL is entitled to withhold the agreed services for as long as the Customer is in default of payment. The right to assert claims for further damages remains unaffected by this provision.

6.4 Non-exclusive right of use

6.4.1 Activation of the application

Upon conclusion of the licence agreement, the Customer does not become the owner of the application. Rather, the Customer receives a non-exclusive, non-transferable, non-sub-licensable right of use, limited to the agreed period of time, to use the application as agreed. The licence does not cover other types of use.

6.4.2 Prohibited actions

Without prior written consent from SL in particular, the Customer shall not itself nor allow athird party to:

  • a) Copy the application — excluding in the form of the app (No. 7) pursuant to the Contract;
  • b) Modify, adapt, translate or redesign the application;
  • c) Subject to § 69e of the German Copyright Act, reverse engineer, disassemble or decompile the application, or attempt in any other way to discover the source code of the application;
  • d) Rent out, sub-license, lease, sell or assign the application, or transfer (or assert accordingly) the rights to the application in any other way;
  • e) Remove information identifying rights or other designations (e.g. “powered by squarelovin”) in the application or in connection with the application; or
  • f) Use, save, transfer or introduce an instrument, piece of software or process that interferes with or attempts to interfere with the functional sequence of the application.

6.5 Warranty

6.5.1 Trials

The Warranty is excluded when using the trial version of the application. No. I. 5. remains unaffected.

6.5.2 Maintenance

In the case of paid use of the application, SL warrants that it will maintain the contractually agreed condition of the application for the duration of the Contract and warrants that contractual use of the application does not conflict with any third-party rights. SL shall rectify any material defects and defects of title relating to the rented item within a reasonable period of time. SL does not provide any further warranty for the application, subject to No. I. 5.

6.5.3 Customer’s duty of disclosure

The Customer shall immediately notify SL of any defects in the application in writing upon discovery of said defects. In the case of material defects, the Customer shall provide the details of the time when the defect occurred and the exact circumstances.

6.5.4 Initial defects

Liability on the part of SL for any initial defects (§ 536a of the German Civil Code) is excluded insofar as the requirements specified in No. I. 5. do not apply.

6.6 Contract terms; termination

6.6.1 Minimum contract term

Fee-based subscriptions have a minimum contract term of twelve (12) months from the start of the Contract (“minimum contract term”), unless SL and the Customer have expressly agreed otherwise. The right to ordinary termination is excluded during the minimum contract term.

6.6.2 Contract extension

If neither party terminates the Contract in writing at least three (3) months prior to the end of the relevant term, the contract term will be extended by at least a further twelve (12) months at a time.

6.6.3 Adjustment to licence fees upon contract extension

SL is entitled to increase the licence fees in light of the actual size of the Customer’s business upon extension of the Contract in relation to the reference values specified by the parties when concluding the Contract or—if such reference values have not been contractually agreed upon—in relation to the reference values published by SL.

6.6.4 Contracts with an indefinite term

If the parties have not agreed on a minimum term, either party may terminate the Contract with a notice period of three (3) months to the end of the calendar year.

6.6.5 Trials

Trials may be terminated at any time without having to give a reason and with immediate effect. The same applies to the customer account itself. Any existing payment obligations of the Customer remain unaffected by this.

6.6.6 Extraordinary termination

Both parties’ right to extraordinary termination for cause remains unaffected. If there is good cause for termination in favour of SL, the Customer is not entitled to request the reimbursement of any licence fees paid in advance. The Customer may only request the reimbursement of licence fees paid in advance if the Customer terminates the Contract for good cause and if the cause is within SL’s area of responsibility.

  • a) There is considered to be good cause in favour of SL in particular if the Customer uses the digital services for purposes other than those specified in the Contract and does not stop doing so within a reasonable period of time as set by SL.
  • b) There is considered to be good cause in favour of the Customer in particular if SL increases prices within the meaning of No. 6.6.3.

6.7 Legal consequences upon ending of the Contract

When the Contract ends, SL will deactivate the Customer’s customer account. All rights of use to the application granted to the Customer by SL will revert to SL with immediate effect when the Contract ends. The Customer may not continue to use the application once the Contract has ended.

7. App

7.1 App store

Insofar as the application is offered as an app for mobile end devices (“app”) via the portal or the online shop of a third-party provider (hereinafter referred to as the “app store”), the GTC of the relevant app store also apply.

7.2 In-app purchases

This applies in particular to cases where the Customer purchases subscriptions or digital (additional) services as in-app purchases (collectively also referred to as “subscriptions”) via the app store. Depending on how the relevant app store works, it may only be possible to terminate/extend such subscriptions through the provider of that app store.

These GTC valid as at: 01.03.2019

General Terms & Conditions Premium Instagram Analytics

I. General

1. SUPPLIER IDENTIFICATION

These General Terms and Conditions (GTC) apply exclusively and to all contractual relationships between us, Anchor Media GmbH, Budapester Straße 45, 20359, Hamburg, Germany, entered in the Commercial Register of Hamburg District Court under Commercial Registry B (HRB) 136831, represented by Mr Jan Moritz Finke & Mr Benedict Stöhr, VAT ID no.: DE45/702/01307, (“SL” — “squarelovin”) and you, our commercial customers (“Customers”).

2. SCOPE OF APPLICATION

2.1 Entrepreneurs

SL’s offers are aimed exclusively at entrepreneurs, i.e. any natural or legal persons or partnerships with legal capacity who, in concluding the Contract, are conducting their commercial or independent professional activity (§ 14 of the German Civil Code).

2.2 Web application

On the website, squarelovin provides the Customer with an analysis and marketing tool in the form of a web application (software as a service — hereinafter referred to as the “application”), which, following registration, the Customer can use to optimise one or more accounts registered with the image service “Instagram” provided by Instagram Inc., 1601 Willow Road, Menlo Park, CA, 94025, USA (www.instagram. com) (“Instagram”). The scope of the offer is as set out below in these GTC and in the relevant service description in the offer.

2.3 Evaluation and Analysis of Instagram Account

With this application, SL enables the Customer to evaluate and analyse the Customer’s own content provided via the Customer’s Instagram profile. The precise scope of services is described on the website and in the offer. The data generated from the evaluation is prepared for statistical purposes and collected, processed and used by SL. SL’s Data Privacy Statement governs this aspect in further detail.

2.4 Deviating provisions

Any deviating provisions of the Customer are not accepted unless we expressly agree to the application of said provisions in writing.

2.5 Changes to the GTC

The GTC apply in the version valid at the time of conclusion of the Contract. SL reserves the right to make changes to the GTC with future effect. The Customer may object to the new GTC at any time. In this situation, SL reserves the right to extraordinary termination.

3. NON-BINDING NATURE

SL’s offers are non-binding and without obligation. This also applies should SL have provided the Customer with calculations, product descriptions or other documents— including in electronic form—to which SL retains the property rights and copyrights.

4. PROHIBITION OF SET-OFF; RIGHTS OF RETENTION OF CUSTOMER

The Customer is entitled to rights of set-off and retention only insofar as its claim is determined to be legally valid or is undisputed.

5. LIABILITY

5.1 Compensation claims; exceptions

The Customer’s compensation claims are excluded. This excludes compensation claims asserted by the Customer that arise from injury to life, limb or health or from violation of essential contractual obligations (cardinal obligations), as well as liability for other damages resulting from a breach of obligation committed intentionally or through gross negligence by SL, SL’s legal representatives or SL’s vicarious agents. Essential contractual obligations are those obligations that must be fulfilled in order to achieve the purpose of the Contract.

5.2 Violation of essential contractual obligations

In the case of a violation of essential contractual obligations, SL is liable only for foreseeable damage typical of the type of contract in question, provided that said damage is caused through simple negligence, unless the case involves compensation claims asserted by the Customer as a result of injury to life, limb or health.

5.3 Legal representatives and vicarious agents

The liability limitations stipulated in No. 5.1 and 5.2 also apply to the benefit of SL’s legal representatives and vicarious agents.

5.4 German Product Liability Act

The provisions of the German Product Liability Act remain unaffected.

5.5 Periods of limitation

The period of limitation for compensation claims asserted by the Customer is one (1) year. This does not apply to compensation claims asserted by the Customer as a result of injury to life, limb or health or to claims asserted pursuant to the German Product Liability Act.

6. DATA PROTECTION

SL collects, processes and uses the Customer’s personal and company-related data (“personal data”) in the course of executing contracts. When doing so, SL observes the provisions of German data protection legislation and the German Telemedia Act. Unless the Customer gives its consent, SL shall only collect, process and use personal data to the extent required to execute the contractual relationship and to make use of and undertake accounting for telemedia. SL shall not use personal data for promotional purposes or for conducting market research or opinion polls without the Customer’s consent. The Customer may retrieve the data it has provided under its customer account or modify said data at any time. Further information can be found in SL’s Data Privacy Statement.

7. CONFIDENTIALITY

7.1 Maintaining secrecy

The parties agree to maintain secrecy with respect to confidential information. This obligation continues to apply after the Contract has ended.

7.2 “Confidential information”

“Confidential information” refers to all information and documents of the other party that are designated as confidential or must be considered to be confidential based on the circumstances, in particular information regarding operational processes, business relationships and expertise, business and marketing plans, and prices.

7.3 Exceptions

The following confidential information is excluded from this obligation:

  • a) Confidential information that was already demonstrably known by the recipient at the time of concluding the Contract or that becomes known to the recipient through a third party following conclusion of the Contract without a confidentiality agreement, statutory provisions or official orders being violated in the process;
  • b) Confidential information that is already public knowledge at the time of concluding the Contract or that becomes public knowledge following conclusion of the contract where this was not the result of a violation of this Contract;
  • c) Confidential information that must be disclosed owing to statutory obligations or on account of a court order or order issued by an authority. Insofar as it is permissible and possible, the recipient obligated to disclose the information in question shall inform the other party in advance and give that party the opportunity to take action against the disclosure.

7.4 Contractors; employees

The parties shall only grant access to confidential information to such advisers who are obligated to maintain professional secrecy or who, prior to accessing said information, have been made subject to obligations that are commensurate with the confidentiality obligations of this Contract. Furthermore, the parties shall only disclose confidential information to those employees who are required to know said information in order to execute this Contract. The parties shall also impose on said employees an obligation to continue to maintain confidentiality after they have left the company to the extent permitted by labour law.

7.5 Contractual penalty

The parties are mutually obligated to pay a contractual penalty of EUR 5000.00 (in words: five-thousand euro) to the other party for any culpable violation of their confidentiality obligations within the meaning of No. 7.1. Any further claims remain unaffected by this.

8. OTHER PROVISIONS

8.1 No transfer of rights and obligations

The transfer of rights and obligations of the Customer arising from this Contract or the transfer of this Contract to a third party is permitted only with SL’s prior written consent.

8.2 Headings

The headings of individual sections and provisions of these GTC are provided solely for the purposes of clarity.

8.3 Applicable law

Subject to any other individual agreements concluded between the Customer and SL, the law of the FEDERAL REPUBLIC OF GERMANY exclusively applies to the contractual relationship between the Customer and SL, excluding the UN Convention on Contracts for the International Sale of Goods.

8.4 Place of jurisdiction

Insofar as the Customer is a businessman, a legal person under public law or a special fund under public law, the exclusive—and international—place of jurisdiction for all disputes directly or indirectly connected to the contractual relationship is SL’s registered office in HAMBURG, GERMANY. The same applies accordingly if the Customer is an entrepreneur within the meaning of § 14 of the German Civil Code.

II. DEFINITIONS

Under these general terms and conditions of subscription, the expressions used below have the following meaning, whether they are used in the singular or plural:

Application

Refers to the application offered by squarelovin which Customers may subscribe to and use the Services of. The Application comprises the infrastructure as well as the content, including text, sound, still and animated images, videos and databases.

Customer

Refers to entrepreneurs, i.e. any natural or legal persons or partnerships with legal capacity who, in concluding the Contract, are conducting their commercial or independent professional activity (§ 14 of the German Civil Code).

Account

Refers to the Customer’s account set up in accordance with the conditions in Section 6 of the General Terms and Conditions, accessible from the Website and allowing the Customer to subscribe to the Services;

General Terms and Conditions

Refers to these general terms and conditions of subscription defining the conditions and the methods of subscription to the Services by Customers.

Facebook

Refers to the online social network allowing users to publish images, photos, videos, files and documents, exchange messages, join and create groups and use a variety of applications.

squarelovin

Refers to Anchor Media GmbH, Budapester Straße 45, 20359, Hamburg, Germany, entered in the Commercial Register of Hamburg District Court under Commercial Registry B (HRB) 136831, represented by Mr Jan Moritz Finke & Mr Benedict Stöhr, VAT ID no.: DE45/702/01307.

Usernames

Refers to the login and confidential code or password allowing a Customer to access their Account.

Instagram

Refers to the Instagram Inc., 1601 Willow Road, Menlo Park, CA, 94025, USA (www. instagram.com) (“Instagram”). The application and the social network for sharing photos and videos available on Apple Store, Google Play and Windows 10;

Services

Refers to the services offered by squarelovin via the Website allowing Customers to obtain analytical and marketing solutions for their presence on Instagram particularly through several functions.

Website

Refers to the website of squarelovin available at the following address: https://squarelovin.com from which Customers may access, subscribe to and use the Services. The Website includes all IT components (in particular, software, IT developments and the web pages, including the source and object code programmes, the preparatory design work, the specifications and preliminary studies, the user documentation on the use and operation of the website), the graphic charter (including the designs, mock-ups, prototypes and plans), the infrastructure and the content (including text, sound, still and animated images, videos and databases).

III. OBJECT - ENFORCEABILITY

These terms and conditions are intended to record the terms and conditions under which Customers subscribe to the services available through the website. The General Terms and Conditions are systematically disclosed to customers so that they are able to register.

They apply exclusively to all subscription requests accepted by squarelovin and take precedence over all other terms and conditions, except those that have been expressly accepted by squarelovin.

They apply exclusively to all available subscription requests handled by squarelovin and take precedence over all other terms and conditions, with the exception of those that squarelovin has agreed to. Accordingly, all other terms and conditions are only applicable and binding on squarelovin after written confirmation.

IV. OFFERS

The valid subscription offers are the ones available on the website. Information on the subscription offers, of any nature whatsoever, provided by squarelovin, is the information appearing in its catalogues, sales documents and/or visible on the Website and on the subscription date.squarelovin reserves the right to amend the subscription offers proposed, without prejudice to orders placed by Customers.

As the Services may need to evolve, squarelovin reserves the right to change the specifications, features and content of the subscription offers for any reason or to withdraw one of the Services from its subscription offers.

Such changes and / or withdrawals can be made at any time without notice, even after the customer has subscribed if the changes result from the application of standards, laws or regulations and / or in the event of a problem, in particular of a technical nature. If possible the customer will be informed by squarelovin and the subscription may be canceled by the customer.

V. PREREQUISITES FOR SUBSCRIPTION TO THE SERVICES

In order to be able to subscribe to the Services, Customers must:

  • Have an internet connection
  • Have an internet subscription that allows access to the website. It goes without saying that the customer alone shall pay the associated costs
  • Ensure that they have full legal capacity to subscribe, in particular that they are of legal age and have the necessary authority to mandate the company they represent, for which they want to subscribe
  • Not be competitors of squarelovin and/or not subscribe for the purpose of competing with squarelovin, fraudulently and/or in a way that prejudices the interests of squarelovin;
  • Be the authorized holder of a credit / debit card used to pay for the subscription and ensure that the card has access to sufficient funds to cover the subscription amount
  • Have created an Account in accordance with the terms of Section 6 of the General Terms and Conditions.

squarelovin is not liable in the event that people who do not meet the specified requirements subscribe to the Services (Section 5 of the General Terms and Conditions).

VI. CREATING AN ACCOUNT

Prior to subscription, the Customer must create an Account on the Website. In order to use the application, the Customer must first register on the website. The minimum information required to register is a first and last name, a valid email address and an individual password. Registration must be completed by an individual; in the case of registration of a company, registration must be completed by the company representative authorised to do so. Third parties are not permitted to register. Once registration has been successfully completed, a customer account (“customer account”) will be activated for the Customer that the Customer can log into via the website using its login details and also manage independently via the website. The customer account is non-transferable.

The Customer undertakes to provide true, accurate, up-to-date and complete information regarding their identity and the identity of the company they represent.

They undertake, in particular, not to create a false identity likely to mislead squarelovin or third parties and not to impersonate another individual or legal entity. The Customer undertakes to immediately update the information provided should that information change.

In particular, they undertake not to create a false identity that could mislead squarelovin or third parties and not to impersonate another person or legal entity. The customer undertakes to update the information if this information changes.

The creation of the Account will be confirmed via mail.

In the event that the Customer provides incorrect, inaccurate, outdated, incomplete, or misleading information, squarelovin can immediately block or terminate its Account without prior notice or compensation and deny access to the website or temporarily or permanently to the Services . In addition, squarelovin can under no circumstances be held liable if the subscription is not and / or not partially fulfilled in relation to the information provided.

The Account may be accessed by the Customer using their Usernames, which are their exclusive responsibility. If one of the components of the Username is lost or stolen, the customer must immediately inform squarelovin, who will then cancel and/or update the Username concerned.

The Customer alone is responsible for keeping its password safe. In particular, this includes keeping the password strictly confidential and not passing on the password to a third party in order that said party can submit orders via the website. Should unauthorised parties gain knowledge of the password to the customer account, the Customer shall immediately change its password. SL assumes no liability for any damage suffered in connection with the theft of the password or the passing on of the password, or as a result of the Customer granting a third party access to the website through use of the password. The Customer shall immediately notify squarelovin of any unauthorised use of its password, who will then cancel and/or update the Username concerned.

In the event of a lost password, the Customer may request a new one by clicking the 'forgotten password” link in their Account.

The registered Customer may decide to disable their Account at any time in accordance with the terms stipulated in Section 13 of the General Terms and Conditions. The Customer can deactivate its customer account by sending a corresponding electronic request to squarelovin’s customer service team. The customer account will then be deactivated. This action cannot be undone. Any payment obligations that the Customer has towards SL at the time of deactivation remain unaffected by this action.

VII: SUBSCRIPTION

7.1 Specifics

Subscription to the Services allows each Customer with an Account to use the Services according to the subscription package selected.

7.2 Trial period

Prior to any subscription, squarelovin offers a trial period per Account to its Customers so that they can use the Services.

This offer is free and non-binding. It is valid for a period of fourteen (14) days from the creation of the account by the customer, whereby it is assumed that the same account can only benefit from a trial period regardless of the number of subscription packages purchased by the customer.

At the end of the fourteen (14) day trial period, the Customer will still be able to access their Account but will no longer have access to the Services. Should the Customer wish to benefit from the Services, they must select a subscription package and subscribe in accordance with the conditions of Section 7 of the General Terms and Conditions. In this case, the price of the package selected will apply.

After the fourteen (14) day trial period, the customer can still access their account, but will no longer have access to the Services. If the customer wishes to benefit from the services, they must select a subscription package and subscribe in accordance with the General Terms and Conditions. In this case, the price of the selected package applies.

Trials may be terminated at any time without having to give a reason and with immediate effect. The same applies to the customer account itself. Any existing payment obligations of the Customer remain unaffected by this.

7.3 Subscription packages

7.3.1

Before subscribing and following the creation of an Account, the customer must choose between the various subscription packages offered by squarelovin.

squarelovin offers three (3) subscription packages, namely:

The BASIC package
The INFLUENCER package
The BUSINESS package

The details of those subscription packages and additional information can be found on the 'Pricing' page of the Website, at the following address:https://app.squarelovin.com/analytics/pricing.

All these subscriptions may be taken out on a monthly and/or annual basis.

7.3.2

In addition to the packages, squarelovin offers customers the option to subscribe to paid options for each subscription package, in particular:

  • An “additional team member” option for adding individual Users to the Customer's Account in excess of the limit permitted by the subscription package taken out by the Customer;

The option/options selected may be subscribed to by the Customer at any time and are added to the subscription package selected by the Customer for the same term as the subscription package, i.e. monthly or annually.

The Customer is informed that the subscription period to the subscribed option will be proportional to the term of the subscription package taken out.

7.4 Taking out a subscription

7.4.1

To subscribe on the Website and, Customers must first create an Account in accordance with the conditions defined in Section 6 of the General Terms and Conditions.

7.4.2

squarelovin reserves the right to refuse subscription by any Customer (i) in case of the unavailability of the Services, (ii) in case of a dispute between the Customer and squarelovin regarding a previous subscription and/or the payment of invoices from squarelovin, (iii) if the Customer is a competitor of squarelovin and/or if they are subscribing for the purpose of developing an activity which will be in competition with the activity of squarelovin.

7.5 Subscription of options

7.5.1

To benefit from one or more options, Customers must select the “Payment information” tab followed by “Option management” and select the desired option. The details of the option are then displayed.

7.5.2

squarelovin reserves the right to refuse the subscription to options by any Customer (i) in case of the unavailability of the options, (ii) in case of a dispute between the Customer and squarelovin regarding a previous subscription and/or the payment of invoices from squarelovin, (iii) if the Customer is a competitor of squarelovin and/or if they are subscribing for the purpose of developing an activity which will be in competition with the activity of squarelovin.

VIII. FINANCIAL CONDITIONS

Customers are informed that access to the services is chargeable.

The prices of the different subscription packages to the Services and of the different options displayed on the Website in Euros excluding VAT (€ excl. VAT) and shall state the VAT rate applicable where appropriate, for the member countries of Eurozone and the following countries: ALB, AND, BGR, BIH, BLR, CHE, CZE, DNK, FRO, GBR, GIB, HRV, HUN, ISL, LIE, MCO, MDA, MKD, NOR, POL, ROM, RUS, SJM, SMR, SWE, UKR, VAT, YUG, SRB, GGY

The prices applicable to the subscriptions to the Services and/or options are the prices in effect at the time of subscription by the Customer and depend on the package and options selected.

squarelovin reserves the right to change the prices displayed (as well as the currencies of prices displayed) on the Website and at any time. Where applicable, the Services will be billed to the Customer at the price in effect on the date on which the subscription or option was taken out.

IX. BILLING AND PAYMENT

9.1 Payment methods

The subscription to the package and to the options is payable:

By credit or debit card (Visa, Discover Card, Mastercard, American Express). The Customer’s card number and expiry date are entered on an encrypted server which ensures the security and confidentiality of the data.

squarelovin cannot be held liable in case of fraudulent use of the payment methods used.

Upon receipt of the subscription and/or options request, a request to debit the bank account will be sent to the paying agency. The subscription and/or options will be regarded as being concluded upon receipt of the authorisation to debit the account from the paying agency.

Electron, Maestro, e-CB and pre-paid CB cards are not accepted Using the Paypal services available on the Website. Where appropriate, this method of payment cannot be combined with another payment method;

9.2 Invoice

The Customer is billed:

  • Every month on the anniversary date of the subscription in the case of a monthly subscription
  • Once per annum on the anniversary date of the subscription in the case of an annual subscription.

Invoices are drawn up in the name of the Customer and the invoice is sent by email to the Customer at the email address entered when creating their Account.

9.3 Payment

For payments by debit card or credit card, the Customer will be charged the predefined sum automatically every month, until they cancel the subscription and/or options in accordance with the conditions stipulated in Section 12 of the General Terms and Conditions.

For PayPal payments, the Customer should use PayPal’s 'Subscriptions and Recurring Payments' function to state the billing cycle (i.e. monthly or annually) and the price charged. The payment is taken monthly or once per annum at the time specified by the Customer.

9.4 Non-payment/late payment

If the bank rejects a card transaction or a different payment method is refused, the subscription and/or options will not be final and the Customer shall be responsible for contacting the customer services department of squarelovin to pay for the subscription and/or options using another payment method.

In addition, if necessary, squarelovin reserves the right to suspend or cancel the subscription and/or the options without being held liable. Where applicable, payments to be made up to the anniversary date of the subscription and/or of the options will be payable immediately.

X: EFFECTIVE DATE/PERIOD OF SUBSCRIPTION TO THE SERVICE

The subscription shall become effective as from confirmation by the Customer’s bank that payment of the subscription, and of the options, where applicable, has been taken into consideration and made and after the end of the trial period if a trial period has been subscribed to.

It is entered into for a specific term depending on the subscription package selected, namely:

For a period of one (1) month which is automatically renewable by tacit agreement for successive periods of one (1) month, unless terminated by the Customer in accordance with the terms set out in Section 12 of the General Terms and Conditions for the following packages:

The BASIC package
The INFLUENCER package
The BUSINESS package

For a period of one (1) year which is automatically renewable by tacit agreement for successive periods of one (1) year, unless terminated by the Customer in accordance with the terms set out in Section 12 of the General Terms and Conditions for the following packages:

The BASIC package
The INFLUENCER package
The BUSINESS package

XI: CANCELLATION

11.1

The Customer acknowledges and accepts that they have no right of withdrawal.

11.2

However, squarelovin reserves the right to exceptionally grant refunds to its Customers, if the Customer asks squarelovin’s customer services department in writing to cancel its subscription at the following address: wecare@squarelovin.com or via the contact form available on the Website from the following address:https://app.squarelovin.com/contact and if it is issued to and received by squarelovin:

  • within seven (7) days of the subscription date for a monthly subscription
  • within thirty (30) days of the subscription date for an annual subscription

Cancellation requests when renewing the subscription are also accepted if they are issued to and received by squarelovin under the same conditions as those set out above, namely:

  • within seven (7) days of the anniversary date of the subscription renewal for a monthly subscription
  • within thirty (30) days of the anniversary date of the subscription renewal for an annual subscription

Cancellation requests that satisfy the aforementioned conditions will result in a full refund of the Customer's subscription.

If the aforementioned conditions are not satisfied, the cancellation requests will be taken into account by squarelovin but no refund will be given to the Customer.

The Customer is able to issue a cancellation request for its option/options at any time, in writing to squarelovin’s customer services department at the following address: wecare@squarelovin.com.

The option/options will terminate on the subscription anniversary date of the option concerned. However, the Customer acknowledges and accepts that no refund will be given for the cancellation of option/options.

XII: MODIFICATION/TERMINATION/SUSPENSION OF SUBSCRIPTION

12.1 Modification

Customers benefiting from a subscription are able to change their subscription to the Services at any time for either a higher-level subscription (upgrade) or a lower-level subscription (downgrade).

12.1.1 Upgrade and Downgrade

Customers wishing to take out a higher-level subscription benefit from a reduction in proportion to their current subscription package.

For example, where the Customer has subscribed to an annual offer and wishes to benefit from a higher-level subscription after six (6) months, they will receive a reduction equivalent to fifty per cent (50%) of the original total amount of the subscription.

The change to the subscription package will become effective as from the confirmation by the Customer's bank that the payment has been taken into account and made. The anniversary date of the subscription will then be the date on which the upgraded subscription was taken out.

Where the Customer wishes to take out a lower-level subscription, they may only do so at the end of the current period of the higher-level subscription.

Where appropriate, Customers are informed that they shall not benefit from any reduction in case of downgrade.
Changes to the subscription package will become effective as from the anniversary date of the original subscription.

12.2 Cancellation and suspension

12.2.1

Customers may cancel their subscription to the Services by sending a registered letter with acknowledgment of receipt to squarelovin.

Cancellation requests may be sent directly via the Website and/or the Application from the Customer’s Account, or via email to the following address:wecare@squarelovin.com

12.2.2

squarelovin reserves the right to automatically cancel and/or suspend the subscription to the Services, without notice, in the event of:

  • Non-payment;
  • Use of the Services by the Customer which is not in accordance with their general terms and conditions of use;

without squarelovin being held liable and/or without the Customer being able to claim any compensation.

Where applicable, the cancellation and/or suspension will be notified to the Customer by registered letter with acknowledgment of receipt and any payments to be made up to the anniversary date of the subscription will be payable immediately.

XIII. DISABLING OF THE ACCOUNT

13.1

The Customer’s Account will remain active so long as they:

  • are registered on the Website and/or the Application;
  • pay for a subscription to the Services.

As soon as the Customer stops paying for the subscription, access to the Services is disabled. The Customer may still access their Account but will not have access to the Services unless they take out and pay for another subscription to the Services.

13.2

The Customer may disable their Account on the Website, without reason, at any time.

To do so, the Customer may disable its Account on the website. Access to the Account will end on the anniversary date of the subscription.

13.3

Unsubscription and/or the closure of an Account is final as the Account is irreversibly deleted. Any personal information relating thereto is automatically deleted and cannot be recovered.

Unsubscription and/or the closure of an Account does not prevent Customers from re-registering or from creating another Account.

13.4

In case of non-compliance with the obligations resulting from the acceptance of the General Terms and Conditions, payment defaults on the price of an order, the provision of incorrect information when creating the account or action likely to prejudice the interests of squarelovin, squarelovin reserves the right to suspend access to the Website and/or the Application and/or the Services without notice or, depending on the severity of the action, to close the Customer's Account without the possibility of any damages being claimed.

XIV: ACCESS AND AVAILABILITY OF THE WEBSITE AND APPLICATION

The Website is accessible seven (7) days a week and twenty-four (24) hours a day. As technology currently stands, it is not possible to guarantee continuous, full availability of the digital services. SL therefore does not assume liability for the continuous and consistently fault-free availability of the digital services. Faults and maintenance work may restrict or temporarily disrupt usage. Insofar as SL has an influence on the interruptions (e.g. in the case of maintenance work), SL shall ensure that such interruptions are kept as short as possible. The digital services are best used via DSL or, in the case of mobile applications, via LTE connection. If the digital services are used via mobile end devices, the presentation of said services may be limited. SL assumes no responsibility for data security outside its sphere of control or for the risk of data loss when transferring data via the Internet.

squarelovin reserves the right to interrupt the operation of the website and at any time, with or without notice, in particular to carry out corrective or ongoing maintenance of the website or to change the content or presentation and / or any other legitimate reason . squarelovin informs the customer, if possible, before a correction or ongoing maintenance.

In addition, Customers acknowledge that the Website may be interrupted for reasons beyond the control of squarelovin and that squarelovin cannot therefore guarantee continuous access to the Website.

In addition, customers acknowledge that the website may be interrupted for reasons beyond squarelovin's control and that squarelovin therefore cannot guarantee continuous access to the website.

In any case, squarelovin may not, under any circumstances, be held liable for any interruption and/or malfunction of the Website and, for any reason whatsoever.

The Customer shall immediately notify SL of any defects in the application in writing upon discovery of said defects. In the case of material defects, the Customer shall provide the details of the time when the defect occurred and the exact circumstances.

XV: AMENDMENT OF THE GENERAL TERMS AND CONDITION

The GTC apply in the version valid at the time of conclusion of the Contract. squarelovin reserves the right to make changes to the GTC with future effect. The Customer may object to the new GTC at any time. In this situation, SL reserves the right to extraordinary termination.

The version of the General Terms and Conditions that shall take precedence is the one accessible online at the date of confirmation of the subscription. Any subscription by the Customer after publication of the amended General Terms and Conditions implies acceptance of the new General Terms and Conditions.

The version of the Terms and Conditions that takes precedence is the version that is available online at the time the subscription is confirmed. Every subscription by the customer after publication of the changed General Terms and Conditions implies acceptance of the new General Terms and Conditions.

XVI: PERSONAL DATA

SL collects, processes and uses the Customer’s personal and company-related data (“personal data”) in the course of executing contracts. When doing so, SL observes the provisions of German data protection legislation and the German Telemedia Act. Unless the Customer gives its consent, SL shall only collect, process and use personal data to the extent required to execute the contractual relationship and to make use of and undertake accounting for telemedia. SL shall not use personal data for promotional purposes or for conducting market research or opinion polls without the Customer’s consent. The Customer may retrieve the data it has provided under its customer account or modify said data at any time.

This data may be transferred to subsidiaries and / or companies controlled by squarelovin and to their subcontractors who support these relationships for administrative, performance, processing and payment purposes.

Every Customer has access, modification, correction, limitation, portability and removal rights in relation to their data, as well as an objection right. To exercise those rights, please send an email to the following address:wecare@squarelovin.com.

Customers may make the necessary changes and deletions to their own Account directly. For more information, Customers are requested to consult the Privacy Policylink on the Website.

XVII: INTELLECTUAL PROPERTY

17.1

Some elements (including editorials, illustrations, studies and videos) appearing on the Website are protected by the law on intellectual property, particularly copyright, and are the exclusive property of squarelovin.

Similarly, the trademarks, logos, graphics and animations on the Website are the exclusive intellectual property of squarelovin.

It is agreed that the General Terms and Conditions shall not result in any assignment of the intellectual property rights of squarelovin.

17.2

Upon conclusion of the licence agreement, the Customer does not become the owner of the application. Rather, the Customer receives a non-exclusive, nontransferable, non-sub-licensable right of use, limited to the agreed period of time, to use the application as agreed. The licence does not cover other types of use.

Without prior written consent from SL in particular, the Customer shall not itself nor allow a third party to:

  • Copy the application — excluding in the form of the app (No. 7) pursuant to the Contract;
  • Modify, adapt, translate or redesign the application;
  • Subject to § 69e of the German Copyright Act, reverse engineer, disassemble or decompile the application, or attempt in any other way to discover the source code of the application;
  • Rent out, sub-license, lease, sell or assign the application, or transfer (or assert accordingly) the rights to the application in any other way;
  • Remove information identifying rights or other designations (e.g. “powered by squarelovin”) in the application or in connection with the application; or
  • Use, save, transfer or introduce an instrument, piece of software or process that interferes with or attempts to interfere with the functional sequence of the application.

Customers are informed and acknowledge that the website, application, and related software may contain confidential information or information that is protected by the applicable intellectual property law or other law. Customers undertake not to change, lease, sell or distribute this content or to create derivative works that contain this content in whole or in part, unless expressly approved by squarelovin in advance.

The Website and/or the Application contain text and images, which are the exclusive property of squarelovin (hereafter the “Intellectual Property Elements”). The Intellectual Property Elements are made available to the Customer, free of charge, solely for the use of the Website and of the Application and as part of normal use of their functionality.

The website and / or the application contain text and images that are the exclusive property of squarelovin. These elements of intellectual property are made available to the customer free of charge exclusively for the use of the website and the application as well as within the normal use of their functionality.

This permission to use the Intellectual Property Elements is personal, non-exclusive and non-transferable. squarelovin may revoke this permission to use the Intellectual Property Elements at any time.

In case of improper or abusive use of the Intellectual Property Elements, squarelovin reserves the right to use all legal remedies to stop the infringement of its intellectual property rights and to cancel the subscription of the Customer and to unsubscribe and/or disable the Accounts of Customers in accordance with the conditions of Section 12 and 13 of the General Terms and Conditions.

XVIII: BUSINESS REFERENCE

The Customer hereby expressly grants to squarelovin the rights to use the Customer as a reference. squarelovin is in particular entitled to name or describe the Customer, use its logo, trademark/trademarks and/or any other distinctive sign, as well as its products and brands, as a reference customer, e.g. in press releases and promotional material, and on its homepage for the subscription period and for two (2) yearws following the disabling of the Customer`s account.

XIX: PROOF

The files, data and messages saved in the information systems of squarelovin will be admitted as proof of the actions and events between squarelovin and Customers.

Unless proven otherwise, records will be presumed to have been maintained in accordance with reasonable security conditions if the messages, data and other documents are systematically saved on a reliable, durable medium.

XX: APPLICABLE LAW – DISPUTES

The General Terms and Conditions and the subscription contracts to the Services entered into via the Website are subject to German law.

For any issues and/or question in relation to the subscription, Customers are requested to contact customer services in order to try to find an amicable solution by email at the following address wecare@squarelovin.com.

ANY DISPUTES RELATING TO THE APPLICATION, INTERPRETATION OR PERFORMANCE OF THE GENERAL TERMS AND CONDITIONS, OR THE SUBSCRIPTION AGREEMENTS WITH THE SERVICES SHALL BE SUBJECT TO THE JURISDICTION OF THE COURTS OF HAMBURG, EVEN IN THE CASE OF THE INTRODUCTION OF THIRD PARTIES OR MULTIPLE DEFENDANTS.

These GTC valid as at: 03.04.2020

© 2022 squarelovin, Anchor Media GmbH. All rights reserved.