1. Scope od application
1.3 The Provider reserves the right to agree supplementary terms and conditions for individual services. The provider will point this out in good time before the respective use.
2. Subject matter of the contract
2.1 The subject matter of the contract of use is the provision of cloud-based solutions of the provider, such as the platform, apps and bots, for a fee, the use of the services and functionalities provided under the solutions by registered customers by means of a remote data connection via the Internet, the granting of corresponding rights of use and the provision of storage space for data generated or required for use in return for payment of the agreed fee (hereinafter referred to as "aiconix.cloud"). With the provision of aiconix.cloud, the customer receives the technical possibility and authorisation to access aiconix.cloud via the Internet via a main user account and - depending on the customer's choice - to use the provided paid functionalities and services for content recognition and evaluation of file- and streaming-based media content: Videos, audio data, photos and texts. The use includes, among other things, the possibility of uploading content to be analysed via an API interface specially programmed by the provider as well as via interfaces of connected third-party services (including Amazon, Google, Azure, etc.) and analysing it by means of various search parameters (hereinafter referred to as "COX") and, if analysis results from various third-party providers are available, merging them. Main user accounts are not transferable. Services within the main user account can be made accessible to own employees (hereinafter referred to as "users") via own sub-user accounts after sending a digital invitation. The use of a sub-user account is subject to the End User Licence Agreement (EULA) available at the following link. https://www.aiconix.ai/en/eula The customer is responsible for providing the user with the EULA when sending the digital invitation. Authorisations can be deactivated again at any time in the login area.
2.2. aiconix.cloud is generally used via an internet connection.
2.3 The Provider's area of responsibility for aiconix.cloud begins at the delivery point. The delivery point to aiconix.cloud is the interface between the Internet medium and the aiconix.cloud environment hosted on the Provider's servers or servers of the Provider's web hosts.
3. Registration / conclusion of contract / services subject to a charge
3.1 The use of the aiconix.cloud platform and the services offered is only possible within the framework of a paid user contract. The presentation of the services at https://api.aiconix.cloud constitutes a legally binding offer.
He/she also has the possibility to check information about him/herself or his/her company and, if necessary, to correct it by changing the corresponding fields. The customer must keep his data up to date at all times and confirm it upon request by the provider.
Depending on the service offered, the provider charges a performance-based fee. The amount of the fees depends on the service called up in the individual case and the parameters selected by the customer (e.g. selection of the media type, provider, etc.) and can be viewed at https://config.aiconix.cloud/pricing-table. The Provider expressly draws the Customer's attention to the fact that the usage-dependent remuneration of the API of third-party providers is subject to price fluctuations and, where applicable, exchange rate fluctuations and therefore adjusts dynamically. The Provider has no influence on the prices of the third-party providers or the exchange rates. The customer can view the respective current prices at https://www.aiconix.ai/en/pricing . If the parties do not make any deviating individual agreements (e.g. minimum volume packages), the remuneration per individual query (so-called pay per call) is based on the current price list of the Provider. The customer creates an individual query by clicking the button [Add new API-key], selecting the content and further parameters (media type, provider, etc.). By clicking the button [ANALYZE], the customer or the user orders the chargeable individual query; the agreed remuneration of the selected service is due immediately. The provider grants new customers a starting credit of 10 EURO with registration. The starting credit will be charged with chargeable individual queries. If the starting credit is used up, the provider shall inform the customer immediately. Consumed data volumes can also be viewed in the login area. Both German and English are available for the conclusion of the user contract. The German version of the contract is always authoritative.
4. Rights and obligations of the provider
4.1 The Provider shall provide the Customer with an IT infrastructure for the use of paid services, the specific content and scope of which are set out in the functional description and price list available at https://config.aiconix.cloud/pricing-table. Once access to the login area is possible, aiconix.cloud is deemed to be ready for operation.
4.2 The Provider shall provide, maintain and service the necessary technical server landscapes for the provision of the Services. In this respect, the Provider is entitled to use third party companies as subcontractors.
4.3 There is expressly no obligation on the part of the provider to back up the content, data and results used by the customer within the framework of the services offered. Content provided by the customer or user shall be deleted 10 days after download at the latest. This does not apply to data extracted by the provider's services.
4.4 The provider is entitled to modify and optimise aiconix.cloud with the services offered to an extent that does not significantly impair or jeopardise the purpose of this contract of use. With regard to services offered free of charge, the provider is entitled to discontinue these at any time without notice.
4.5 The Provider is entitled to exchange or limit services if this is necessary and reasonable taking into account the interests of the Customer. This is in particular the case if
- the licence right of third parties underlying the service has lapsed / been restricted and this was not foreseeable for the provider at the time of conclusion of the contract or
- technical or legal reasons make this imperative.
If a replacement or restriction significantly restricts the customer's use of aiconix.cloud and the customer is therefore no longer interested in the corresponding service, the customer may terminate the contract of use with the provider without notice; notice of termination must be given within six weeks of the change occurring.
5. Rights and obligations of the client
5.1 The customer assures that the information provided by him/her is correct and complete. He will inform the provider without delay of any changes to the data required for the performance of the contract of use. He will use aiconix.cloud only to the extent contractually agreed and will fulfil all obligations necessary for the performance of this contract of use in a timely, complete and technically correct manner.
5.2 The customer shall protect the usage and access authorisations as well as identification and authentication safeguards assigned to him or to the authorised users from access by third parties and shall not pass them on to unauthorised persons and users. As soon as the customer obtains indications that the access authorisation has been illegally obtained by a third party, he is obliged to inform the provider immediately.
5.3 The Customer shall refrain from unauthorised retrieval of information or data by himself or by unauthorised third parties or from interfering or allowing interference with programmes operated by the Provider or from unauthorised intrusion into data networks of the Provider.
5.4 The customer shall ensure that the necessary hardware and software for Internet use as well as the necessary Internet access are available. In particular, he shall ensure that common Internet browsers are used and kept up to date. The provision of these prerequisites as well as the telecommunication services of the transmission services from the server to the devices used by the customer and user are not the subject of this contract of use, but are the sole responsibility of the customer.
5.5 The customer will make back-up copies of all data generated or used within the framework of aiconix.cloud on his own responsibility in order to ensure cost-effective recovery in the event of loss. The provider expressly does not store this data.
5.6 When using aiconix.cloud, the customer will comply with all applicable laws and other legal provisions. The customer guarantees that aixonix.cloud will not be misused. Insofar as content is transmitted or made available, the customer guarantees that it is free of third party rights, in particular copyrights, name rights and trademark rights, which restrict or exclude use / processing in accordance with the scope agreed here. The transmission of illegal, radical, pornographic, racist or immoral content is prohibited, as is the transmission of content that offends the sense of decency of all fair and just thinkers or interferes with the personal rights or freedoms of third parties. The customer shall in particular observe data protection regulations (including the DSGVO) with regard to natural persons and shall only process personal data if and to the extent that a corresponding legal basis permits this. If the customer invites employees to use the services, he shall ensure that they agree to the sending of electronic invitation links. If the customer culpably violates the above, he shall indemnify the provider against all costs and damages upon first request in the event of an assertion of such claims by third parties. In the event of a legal dispute, the customer shall bear all related costs.
6. Granting of rights
6.1 The customer and his authorised users (employees) are granted the non-exclusive, revocable right to access aiconix.cloud by means of telecommunications and to use the functionalities associated with aiconix.cloud in accordance with this usage agreement, which right is limited in time to the term of this usage agreement and is subject to remuneration. The customer does not receive any further rights, in particular to software applications, source codes or the operating software.
6.2 The customer is not entitled to use aiconix.cloud beyond the use permitted under this usage agreement. In particular, the customer is not permitted to reproduce, sell or temporarily transfer, rent or lend aiconix.cloud or parts thereof, unless otherwise agreed between the parties.
6.3 The number of authorised users depends on the service packages booked.
6.4 In the event of culpable and unauthorised use or transfer of use, the Customer shall pay the Provider an immediately due contractual penalty, the amount of which shall be determined by the Provider at its reasonable discretion and may be reviewed by the competent court at the Customer's request. The Provider reserves the right to assert claims for damages. In this case, the contractual penalty shall be offset against the claim for damages.
7.2 The Provider is entitled to carry out care and maintenance work and to discontinue or restrict the provision of the application for this reason (so-called downtime). However, the downtime may not exceed 3 hours per month. It shall also take place outside normal business hours. If this is not possible, the Provider shall inform the Customer at least three days before the planned downtime.
8. Prices / terms of payment
8.1 Unless otherwise agreed, prices are net prices in EURO plus the statutory value added tax.
8.2 In the context of so-called pay per call services, fees are due immediately with the start of the respective individual query by clicking the [ANALYZE] button.
8.3 Invoices are sent electronically by e-mail at the end of each month and stored in the menu item "Account" - "Invoices". The customer hereby agrees to this.
8.4 If the customer is in arrears with a not insignificant part of the payment, the provider is entitled, after unsuccessful reminder, to temporarily block access to aiconix.cloud until full payment has been made. The provider will inform the customer of the scheduled date for the temporary blocking as part of the warning. The temporary blocking of services does not affect the customer's obligation to pay.
9. Warranty / Liability
9.1 The Provider's warranty does not extend to such damages and / or malfunctions that are caused by the Customer culpably violating provisions of this User Agreement. Upon request, the Customer shall support the Provider to the best of its ability in the determination and elimination of errors.
9.2 If a defect occurs in the services provided by the Supplier, the Supplier shall, within a reasonable period of time and at its own discretion, either remedy the defect or provide the defective service again free of defects (total supplementary performance).
9.3 The supplier shall be liable for damages or reimbursement of futile expenses without limitation
- in the event of 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 any warranty assumed by the supplier
- in the event of fraudulent intent on the part of the supplier
9.4 In the event of a slightly negligent breach of an obligation that is essential for achieving the purpose of the contract (cardinal obligation), the liability of the Provider shall be limited in amount to the damage that is foreseeable and typical according to the nature of the transaction in question.
9.5 Liability for loss of data shall be limited to the typical recovery costs that would have been incurred if back-up copies had been made regularly and in accordance with the risk, unless one of the conditions set out in Sections 9.3 and 9.4 applies.
9.6 The Provider shall not be liable for the operability of the telecommunication connection (telephone / ISDN / DSL lines etc.) to its server in the event of power failures or failures of servers that are not within the Provider's sphere of influence. Furthermore, the Provider shall not be liable for damage caused by force majeure or comparable events. Comparable events include in particular strikes, official orders, the failure of telecommunications networks or gateways of other operators as well as disruptions in the area of other telecommunications or service providers.
9.8 There shall be no further liability on the part of the Provider.
9.9 The aforementioned limitation of liability also applies to the personal liability of the Provider's employees, representatives and bodies.
9.10. Claims for damages shall become statute-barred twelve months after the statutory commencement of the limitation period, unless the conditions of Sections 9.3. and 9.4. apply.
10. Data protection
10.1 Information on data collection by the provider is part of the user contract and can be found in the data protection declaration at http://www.aiconix.de/impressum/ of the provider and the respective third-party providers. The provider has a data protection officer.
10.2 If the Customer collects, processes or uses personal data itself or through the Provider, it warrants that it is entitled to do so in accordance with the applicable provisions, in particular the DSGVO and the BDSG, and shall indemnify the Provider against all third-party claims in the event of a breach.
11.1 The Customer is obliged to treat as strictly confidential all confidential information as well as business and trade secrets within the meaning of clause 2 concerning the Provider which are communicated, disclosed or otherwise come to his knowledge during the term of the contract of use or pre-contractually. Subject to the provisions of this Clause 11, he is not entitled to disclose or otherwise disclose such information to third parties without the Provider's prior consent.
11.2 The obligation to maintain confidentiality shall apply
(a) for business secrets within the meaning of Section 2 No. 1 GeschGehG, i.e. information (i) which is not generally known or readily accessible, either in its entirety or in the precise arrangement and composition of its components, to persons in the circles which normally deal with this type of information and which is therefore of commercial value and (ii) which is the subject of measures of confidentiality appropriate in the circumstances by its lawful owner and (iii) in respect of which there is a legitimate interest in maintaining confidentiality; as well as
(b) beyond the scope of protection and application of § 1 GeschGehG also for such secrets and other confidential information which are not the subject of appropriate secrecy measures or have no particular economic value or do not constitute a business secret for other reasons within the meaning of § 2 No.1 GeschGehG, e.g. business and/or financial plans, (marketing/sales/business/price) strategies, (marketing/sales/software/business) concepts, calculation bases, price lists, software algorithms, product and/or programme specifications, supplier and/or customer data, sales and marketing data and/or marketing plans, other information relating to (i) the business, (ii) the business, or (iii) the business. marketing plans, other information on (i) sources of supply, (ii) operating and other costs, (iii) the organisation, shareholding structure, management, employees, suppliers, cooperation partners and/or customers (iv) the financial, technical, legal, tax or (operational) economic circumstances of the supplier.
11.3 This applies irrespective of whether and in what form such information is embodied. The confidentiality obligation thus also applies in particular to prototypes, software and programme codes, offers, invoices, calculations, drafts, plans, drawings, manuals, memoranda and other documents containing trade and business secrets or other confidential information within the meaning of clause 11.2.
11.4 Trade and business secrets or other confidential information within the meaning of clause 11.2 may be disclosed,
(a) to the extent that the relevant information is generally known or readily available;
(b) to the extent that the relevant information has already lawfully become known to the recipient without any breach of the obligation of confidentiality or of other legal or contractual confidentiality provisions;
(c) to the extent that this is mandatory due to a court or official order or due to statutory disclosure obligations.
5 GeschGehG remains unaffected.
11.5 Any further rights and claims with regard to the Supplier's trade and business secrets or other confidential information, including those arising from the GeschGehG, shall remain unaffected by the provisions of this Clause 11. The obligations governed by this Clause 11 shall not be limited by the provisions of the GeschGehG or any other statutory provisions, subject to mandatory statutory provisions.
11.6 In the event of a breach of this clause 11, the Provider reserves the right to take further action against the Customer, including without limitation civil actions for damages and injunctions.
11.7 Violation of statutory and contractual secrecy obligations is subject to criminal sanctions under section 23 GeschGehG.
11.8 By way of clarification, the confidentiality obligation shall apply beyond the termination of the contract of use.
12. Contract period / termination / deletion of the account
12.1 The contract of use is concluded for an indefinite period.
12.2 The customer may terminate the contract of use for chargeable services without giving reasons by giving two weeks' notice to the end of the month electronically via his customer account in the menu item "Account", alternatively in writing by post. In this case, the free-of-charge usage contract shall remain in force in order to maintain the customer's profile. If the customer wishes to delete the profile completely, a corresponding function is available in the menu. However, the deletion of the profile is possible for the use of paid services at the earliest after termination of the corresponding paid user contract.
12.3 The provider is entitled to terminate usage contracts with a notice period of 4 weeks. The termination by the provider is not bound by form.
12.4 The right to terminate for good cause or to block profiles in the event of abuse remains unaffected. Important reasons are in particular - but not exhaustively listed:
(a) the culpable breach of essential contractual obligations if, despite a warning, no remedy is provided within a reasonable period of time;
(b) technical or legal obstacles not foreseeable at the time of conclusion of the contract which make it impossible to continue the services.
12.6 The right to terminate the contract pursuant to Section 543 (2) No. 1 BGB (German Civil Code) for failure to provide use in accordance with the contract is only permissible if the provider has been given sufficient opportunity to remedy the defect and this has failed.
12.7 Insofar as the Provider is not legally obliged to retain / store the data or the parties have reached a deviating agreement, the Provider shall delete content entered by the Customer immediately after the purpose of processing has ceased.
13. Reservation of right of modification
14. Final provisions
14.1 The entire contractual relationship between the Supplier and the Customer shall be governed by German law, excluding the UN Convention on Contracts for the International Sale of Goods, unless otherwise agreed individually.
14.2 The place of performance for all claims against the Supplier is the registered office of the Supplier.
14.4 The place of jurisdiction shall be Hamburg, Germany, if the parties are merchants, legal entities under public law or special funds under public law. However, the supplier is also entitled to sue the customer at his general place of jurisdiction. This shall not apply if mandatory statutory provisions within the meaning of Articles 24, 25 or 26 EuGVVO in the version of 12 Dec. 2012 conflict with this.
14.5 Should a provision be wholly or partially invalid or later lose its legal validity, this shall not affect the validity of the remaining provisions. If the contract contains a loophole, the same shall apply.
Only the German version of this text is legally binding.