Terms and Conditions of snapADDY GmbH
Valid from: 26.08.2015IMPORTANT! PLEASE NOTE: You agree to the German Terms and Conditions which have been translated to English for your convenience only. The German Terms and Conditions are binding.
General - Scope
These Terms and Conditions are part of a contract between snapADDY GmbH (hereinafter referred to as "snapADDY") and its customers on the use of snapADDY software and related solutions and services.
1. Definitions and Terms of Service
- Software are software add-ins, browser extensions, mobile applications, websites or other named media.
- "User" refers to users of the software as well as all our other services.
- "Customers" refers to organizations, institutions, local governments, industries or companies, that are using snapADDY software.
- snapADDY develops and operates software for automated research, collection, completion and validation of address data and contact information.
- In addition, the scope of our services results from their description on www.snapADDY.com
2. Rights and obligations of snapADDY
- snapADDY reserves the right to change snapADDY software in a reasonable way for the customer at any time, for example, to further develop it or to improve the quality.
- snapADDY reserves the right to modify these Terms and Conditions at any time without giving further notice to the user. The revised Terms and Conditions will be communicated to the customer via e-mail at least two weeks before being implemented. If a customer does not contradict the validity of the new Terms and Conditions within two weeks after receiving the e-mail, the changed Terms and Conditions shall be deemed accepted. snapADDY will inform the customer about the two week period in the e-mail announcing the revised Terms and Conditions.
- Eventual technical problems and maintenance may lead to a temporarily limited usability. snapADDY will always deal with any errors as fast as possible to keep their times as short as possible.snapADDY will inform customers - whenever possible - about predictable disturbances.
- snapADDY limits its services temporarily if this is necessary with regard to capacity limits, the security or integrity of the server or to carry out technical measures, when this contributes to the proper or an improved provision of used services (maintenance). In these cases snapADDY considers the legitimate interests of the customer, e.g. by providing timely information.
- snapADDY is entitled to use and store usage data for the purposes of evaluation, inspection, improvement of services, analysis, marketing and advertising.
- snapADDY can take action if there are concrete indications that a customer violates legal regulations, rights of third parties, the snapADDY Terms and Conditions or if snapADDY has any other legitimate interest, in particular to protect users against fraudulent activity.
- snapADDY is permitted to use customer information as a reference from the time the contract has been signed. This includes in particular the use of the name and logo of the customer as well as any mentions in media coverage.
3. Rights and obligations of the customer
- During the ordering process The customer must specify all the necessary personal or company-related data completely and truthfully. He/She is responsible for the accuracy of the data itself and guarantees snapADDY their accuracy and timeliness.
- The customer must ensure that third parties can not have access to his/her account or license key. The customer is solely responsible for any kind of abuse.
- License and Use
- After concluding the ordering process, the customer receives from snapADDY the number of license keys that were specified by the customer during the ordering process. snapADDY thus grants the customer the right to use the ordered software for the specified period of use.
- The customer is not entitled to distribute to third parties or publish any data generated as part of the contractual relationship with snapADDY or incurred in connection with the use of snapADDY.
- The Customer warrants to snapADDY not to violate any statutory provisions and to comply with the applicable privacy policies. In particular, he/she does not violate ownership, protection and use of third party rights.
- The customer relieves snapADDY on first request from all claims against snapADDY asserted by other customers, users or third parties for violation of their rights by means of results or data obtained through snapADDY software. The customer assumes the costs for the legal defense of snapADDY including all court costs and attorney fees at the statutory rate. This does not apply if the infringement of the customer is not at fault. In the event of a claim by a third party the customer is obliged to immediately, truthfully and completely provide snapADDY with all the necessary information for the examination of the claims and a defense.
- The Customer is obliged not to send spam messages and not to use automated electronic programs or robots, or to use his/her snapADDY access for this purpose.
- The customer agrees not to send, post or spread any viruses, malware, malicious links, or links to illegal websites and malicious content.
4. Remuneration, maturity, delay
- All prices are to be understood net. Respective VAT is owed as well.
- snapADDY can change the prices at any time. Price changes will be notified to customers in good time and in writing before the effective date.
- The customer only has a right to a set-off if his counterclaims have been legally established or these have been recognized by snapADDY.
- The customer only has a right of retention to the extent that his-her counterclaim arises from the same contractual relation.
5. Warranty, liability
- snapADDY is liable for intent or gross negligence, for injury to life, limb or health, in accordance with the provisions of the Product Liability Act and, to the extent of a warranty acquired by snapADDY.
- Without prejudice to clause 5.1 shall be liable snapADDY for simple negligence only for breach of contractual obligations, that the breach of obligations, facilitate the fulfillment of the proper execution of the license agreement in the first place and on whose compliance the customer may trust regularly ("cardinal obligation"). In a negligent breach of a cardinal obligation the liability of snapADDY is also limited to the typical contractual foreseeable damage.
- The typical contractual foreseeable damage in accordance with Section 5.2 Sentence 2 is per contract year a maximum of 100% of the annual contract volume (by the customer within the contract year in which the damage falls on snapADDY remuneration to be paid for all services of snapADDY regarding the use of the service by the customer) or EUR 10,000 whichever is the higher amount applies.
- The limitation of liability in section 5.2 also applies to lost profits or savings.
- Without prejudice to clause 5.1, the no-fault liability of snapADDY according to § 536a BGB, based on defects which were already present at the time of concluding the contract, is expressly excluded.
- The foregoing limitations of liability also apply in case of fault of a vicarious agent of snapADDY and the personal liability of employees, representatives and organs of snapADDY.
- The limitation of claims for damages by the customer due to the liability specified in paragraph 5.1 is calculated according to statutory provisions. The statute of limitations with respect to other claims for damages of the customer is one year. It begins at the end of the year in which the claim arose and the client learned of justified claim circumstances and the debtor was aware of, or has not obtained as a result gross negligence, but not later than five years after their origin and ten years from committing the act, breach of duty or other cause, causing the damage.
- snapADDY strives to provide the highest possible availability of the software, is not responsible for the availability and the faultless address and contact data generation and is expressly not responsible the legality and availability of generated data.
- The customer is liable for all consequences and disadvantages that arise from the improper or illegal use of the Services of snapADDY or the fact that the customer does not meet his/her other obligations under these Terms and Conditions.
6. Contract duration, contract termination
- The contractual term of the usage is specified in the order.
- If the contract is not terminated at least three months before the end of the contract term by the customer, it is automatically renewed for the same period on the same terms.
- snapADDY can cancel the contract at any time with a period of three months to the end of the month.
- A notice must be in writing.
7. Data protection
- snapADDY collects, stores and processes company and personal data (inventory data) and other data acquired in relation to the contractual relationship and arising in connection with the use by snapADDY, for the purpose of contract management, billing, as well as the implementation of the services claimed by the customer, complying with the German legal data protection regulations.
- By concluding the contract, the customer agrees explicitly that snapADDY uses customer data, usage patterns and their analysis in order to improve its services and to guarantee the business purpose of its use. These data can be made anonymous to any third party under the applicable German and European data protection guidelines and will be used anonymously for communication to the outside.
8. Final clauses
- In the event that any provision of these Terms and Conditions should be fully or partly ineffective, the validity of the remaining provisions shall not be affected. The wholly or partially invalid provisions are replaced by those whose legislative content comes closest in a legal manner. The same applies to possible regulation gaps.
- The law of the Federal Republic of Germany applies, excluding the UN Sales Convention (CISG).
- Place of performance is the headquarters of snapADDY GmbH. The exclusive place of jurisdiction for all disputes arising from the contract is the seat of snapADDY GmbH if the customer is a merchant within the meaning of the German Commercial Code or when the customer does not have a seat or habitual abode in the Federal Republic of Germany.