§ 1 Scope
1.1These Terms and Conditions apply to all contracts for the use of the squarelovin UGC Manager between squarelovin and the customer.
1.2The offer is directed exclusively at businesses within the meaning of Section 14 of the German Civil Code (BGB).
1.3Deviating terms and conditions of the customer apply only if squarelovin expressly agrees to them in text form.
1.4Individual agreements, in particular offers and individual contracts, take precedence over these Terms and Conditions.
§ 2 Subject Matter
2.1squarelovin provides the customer with the UGC Manager as software as a service via the internet.
2.2The specific scope of services is set out in the respective offer or order.
§ 3 Conclusion of Contract
The contract is concluded when squarelovin confirms the order in text form.
§ 4 Customer Obligations
4.1The customer keeps its login credentials confidential and informs squarelovin without undue delay of any suspected misuse.
4.2The customer uses the UGC Manager only in accordance with applicable law and for its own purposes.
4.3Automated use or sharing of access with third parties is not permitted without the consent of squarelovin.
§ 5 Rights to Content
5.1The customer is solely responsible for obtaining the necessary usage rights to third party content it uses via the UGC Manager.
5.2squarelovin merely provides technical functions for this purpose and does not review the legal status of the content.
5.3The customer indemnifies squarelovin against third party claims arising from the customer's use of the content.
§ 6 Third Party Platforms
The UGC Manager accesses interfaces of third party platforms such as Meta and TikTok. If these platforms change or restrict their interfaces, the functionality may change accordingly without this constituting a defect.
§ 7 Availability
squarelovin endeavours to ensure the highest possible availability of the UGC Manager. A specific level of availability is owed only if individually agreed.
§ 8 Prices and Payment
8.1All prices are net plus statutory VAT.
8.2Fees are invoiced at the beginning of each billing period and are due within 14 days of the invoice date.
§ 9 Term and Termination
9.1Unless otherwise agreed in the individual contract, the contract is concluded for an indefinite period.
9.2Unless otherwise agreed in the individual contract, either party may terminate the contract with 90 days' notice to the end of a billing period.
9.3The right to extraordinary termination for good cause remains unaffected. Good cause for squarelovin exists in particular in the event of payment default or a material breach of these Terms and Conditions.
9.4Notices of termination must be given in text form.
§ 10 Liability
10.1squarelovin is liable without limitation for intent and gross negligence and for injury to life, body or health.
10.2In cases of simple negligence, squarelovin is liable only for breach of material contractual obligations. In this case, liability is limited to the foreseeable damage typical for this type of contract.
10.3Liability under the German Product Liability Act remains unaffected.
§ 11 Data Protection
To the extent that squarelovin processes personal data on behalf of the customer, the parties conclude a data processing agreement pursuant to Art. 28 GDPR.
§ 12 End of Contract
12.1The customer may export its data until the end of the contract term.
12.2After the end of the contract, squarelovin deactivates the customer's widgets and integrations and deletes the customer's data, unless statutory retention obligations apply.
§ 13 Changes to these Terms
squarelovin may amend these Terms and Conditions with at least 30 days' notice in text form. If the customer does not object within this period, the changes are deemed accepted. squarelovin will inform the customer of this right to object and its consequences in the notice.
§ 14 Final Provisions
14.1The laws of the Federal Republic of Germany apply.
14.2The place of jurisdiction is Hamburg.
14.3Should any provision of these Terms and Conditions be invalid, the validity of the remaining provisions remains unaffected.
14.4In the event of discrepancies between the German and English versions, the German version prevails.