Sally Sales AI SaaS Solution Terms of Use
General terms and conditions (GTC) for using the Sally AI SaaS solution
§ 1 Scope of application
1.1. These general terms and conditions (“AGB”) apply to all services provided by Aliru GmbH (hereinafter “provider”) under the domain “sally.de” and the associated sub-domains.
1.2. The provider provides all services exclusively on the basis of these terms and conditions.
1.3. Customer terms and conditions deviating in whole or in part from these terms and conditions, provided that the customer is an entrepreneur, will not be accepted without the express written consent of the provider.
§ 2 Services
2.1. The provider provides the customer with a software solution for pure use as a software-as-a-service (“SaaS”) service in its area of service (from the data center interface to the Internet) (“SaaS solution”).
2.2. The scope of the individual services is based on the current description of the SaaS solution at the time the contract is concluded.
2.3. The provider can make changes to the SaaS solution insofar as this is reasonable taking into account the interests of the customer.
2.4. The provider may change its services insofar as this is reasonable taking into account the interests of the customer.
2.5. In order to ensure the security, availability and resilience of the SaaS solution, the provider may make changes to the SaaS solution, including the implementation of updates and upgrades, insofar as this is reasonable taking into account the interests of the customer.
2.6. It is not necessary to establish and maintain the Internet connection between the described transfer point and the customer's IT system.
2.7. Other services, such as the development of individual solutions or customer-specific adjustments to the SaaS solution, are not owed and require a separate contract.
§ 3 Rights of use
3.1. The customer receives the non-exclusive, non-transferable and non-sublicensable right to use the SaaS solution, limited in time to the term of the contract. Contractual use includes access to the SaaS solution via telecommunications (via the Internet) and to the functionalities of the SaaS solution using a browser. Contractual use also includes access to the SaaS solution via the mobile application to the functionalities of the SaaS solution.
3.2. The customer is not entitled to make the SaaS solution or parts of it available to third parties. In particular, he is not permitted to sell, lend, rent or otherwise sub-license the SaaS solution or parts of it. Excluded from this are parts of the SaaS solution that must be publicly offered as part of the range of services offered by the SaaS solution.
3.3. The customer does not receive any additional rights of use, in particular to the software or middleware itself or to the infrastructure services in the respective data center.
§ 4 Availability
4.1. The provider guarantees 99% availability of the SaaS solution on a quarterly basis.
4.2. This does not include planned maintenance work on the SaaS solution. Scheduled maintenance work will be announced to the customer electronically (e.g. by e-mail or in the customer portal) at least three days in advance. Scheduled maintenance work will affect the availability of the SaaS solution for a maximum of five hours in one calendar month. Unplanned downtimes (“faults”) and loss of time in resolving faults due to reasons that are not based on a breach of duty by the provider, in particular disruptions due to force majeure, are also excluded.
4.3. The customer reports faults in the availability of the SaaS solution to the provider immediately after becoming aware of them and checks whether there is a malfunction within his own area of responsibility.
4.4. If the fault report is received during business hours (Monday to Friday between 9:00 a.m. and 5:30 p.m.), the troubleshooting starts within four hours, otherwise the troubleshooting starts the following working day. Any loss of time caused by the customer in remedying faults is not counted against the troubleshooting time.
4.5. As a basic agreement, the provider guarantees a response time of one working day during its business hours. In the event of faults that result in a complete failure of the software, the provider reacts within four hours of receipt of the fault report. If a fault is reported outside business hours, the response time starts the following working day.
4.6. Divergent troubleshooting times and response times are not due and require a separate contract.
§ 5 Requirements for use by the customer
5.1. To use the SaaS solution, access via a browser in a sufficiently up-to-date version is required. The following browsers and their versions are defined as sufficiently up-to-date: Mozilla Firefox from version 38, Google Chrome from version 45, Internet Explorer from version 11, Microsoft Edge from version 12, Safari from version 9, Opera from version 35, iOS from version 13, Android from version 10.
5.2. Malfunctions due to insufficiently up-to-date software do not represent a defect in the SaaS solution.
5.3. The customer's accounts with the respective payment provider are required to use online payment methods within the SaaS solution. The provider only provides the required interfaces.
§ 6 Data Protection and Data Backup
6.1. Insofar as the provider can access the customer's personal data or from the SaaS solution, he acts exclusively as an order processor and only process and use this data to execute the contract.
6.2. The customer concludes an order processing agreement with the provider in accordance with Art. 28 GDPR, insofar as the provider processes personal data on his behalf.
6.3. The customer remains responsible both in general in terms of contract and in terms of data protection law. If the customer processes personal data (including collection and use) in connection with the contract and the SaaS solution, he guarantees that he is entitled to do so in accordance with the applicable, in particular data protection regulations and, in the event of a violation, releases the provider from third-party claims.
§ 7 Obligations of the customer
7.1. The customer must protect the access rights and identification and authentication information assigned to him or the users from access by third parties and not pass them on to unauthorized parties.
7.2. The customer is obliged to indemnify the provider from all claims by third parties due to infringements of rights that are based on illegal use of the SaaS solution by him or are made with his approval. If the customer recognizes or must recognize that such a violation is imminent, there is an obligation to inform the provider immediately.
7.3. The customer is obliged to comply with the applicable laws of the Federal Republic of Germany. The customer is obliged to provide public parts of the SaaS solution with a provider identification (“Impressum”) in accordance with legal requirements.
7.4. The customer is responsible for his content, which he disseminates via the SaaS solution. He must ensure that the data made available by him does not infringe the rights of third parties. The customer assumes full liability for ensuring that data provided by him, entered or entered by him complies with competition, labeling, naming and copyright laws. In addition, the customer undertakes not to provide or feed or enter into the SaaS solution any content that is pornographic, glorifying violence, discriminatory, prohibited by law, harmful to young people, contrary to common decency or endangering public order and safety. This also applies if such content is made available via references (“hyperlinks”) set up by the customer to third-party sites.
§ 8 Consequences of breaches of duty
8.1. The provider is entitled to block access to the SaaS solution and its data in the event of an unlawful breach by the customer of one of the essential obligations set out in this contract (“cardinal obligations”), in particular in the event of a breach of the obligations set out in 7.3 and 7.4.
8.2. The blocking will only be lifted once the violation of the relevant essential obligation has been permanently eliminated.
8.3. In the event of a violation of 7.3 and 7.4, the provider is entitled to delete the affected data.
8.4. In the event of permanent or regular violations, in particular of the obligations set out in 7.3 and 7.4, the provider may terminate the contractual relationship without notice.
§ 9 Prices and Payment
9.1 The prices and usage-based fees, depending on the SaaS solution, are based on the provider's current price list.
9.2. The prices consist of a monthly basic fee and the usage-based fees, depending on the SaaS solution.
9.3. Charges are charged monthly and are payable in advance for the contract period, unless a shorter billing period has been agreed.
9.4. The usage-based fees are billed separately at the end of a contract period or after termination of the contract.
9.5. Even after termination of the contract, the customer remains obliged to pay the usage-based fees incurred during the contract period.
9.6. All invoices are sent to the customer as electronic invoices via email. If the customer requires an invoice to be sent by post, the provider may charge a fee equal to the shipping costs incurred.
9.7. The provider is entitled to change the prices at the start of the next contract period with a reasonable notice period of at least three months. If the customer does not object to the price change within a reasonable period set by the provider, the price change is considered approved. In the announcement of the price adjustment, the provider informs the customer that the price adjustment will take effect if he does not object.
9.8. If the customer defaults on payment, the provider is entitled to block access to the SaaS solution.
§ 10 Conclusion of contract, contract period, termination
10.1. By clicking on “Order for a fee” or “Subscribe for a fee”, the customer submits an order and declares his contract offer as binding. The provider will immediately confirm receipt of the order to the customer.
10.2. The contract with the customer is only concluded upon express acceptance of the contract by the provider or with the first act of performance.
10.3. The provider is entitled to accept the customer's contract offer within three working days of receipt by the provider. The provider is entitled to reject the contract offer without giving reasons.
10.4. The contract can be terminated with a notice period of 30 days, but at the earliest at the end of the minimum contract period. Otherwise, the contract is extended for a further contract period, unless it has been terminated with 30 days before the end of the respective extension period.
10.5. In addition, the contract may be terminated by either party for good cause without notice. An important reason that entitles the provider to cancel exists in particular if the customer violates the provider's rights of use by using the SaaS solution beyond what is permitted under this contract and does not remedy the infringement within a reasonable period of time following a warning from the provider. An important reason that entitles the customer to cancel exists in particular if the provider makes a price change or unilaterally changes other essential components of the contract.
10.6. Cancellations must be made in writing (e.g. email). If the customer cancels by e-mail, the cancellation must be sent using the customer's email address stored with the provider in order to ensure the credibility of the statement.
10.7. After termination of the contract, the provider will irrevocably delete all customer data stored in the SaaS solution and the customer account of the customer. In the event of termination by the provider, the customer has the option of continuing to view the data stored in the SaaS solution up to two weeks after termination of the contract and to back it up from the SaaS solution on their own responsibility. Alternatively, the provider may not delete data that the provider is not allowed to delete due to legal regulations and only delete it after the provision has lapsed.
§ 11 Conclusion of contract, contract period, termination
11.1 If the customer is a consumer, the customer is entitled to the statutory right of withdrawal described below.
11.2. After setting up the customer account, the customer will be asked for his consent to start providing the ordered service before the end of the withdrawal period.
Right of Withdrawal
You have the right to cancel this contract within fourteen days without giving reasons. The cancellation period is fourteen days from the date of conclusion of the contract.
To exercise your right of withdrawal, you must tell us
To
Aliru GmbH
Julius-Hatry-Strasse 1
68163 Mannheim
Phone: +49 621 49088670
email: kontakt@sally.de
inform you of your decision to cancel this contract by means of a clear statement (e.g. a letter sent by post, fax or e-mail). You can use the attached sample withdrawal form, but this is not mandatory.
To meet the withdrawal period, it is sufficient that you send the notification that you have exercised your right of withdrawal before the withdrawal period has expired.
Consequences of withdrawal
If you cancel this contract, we will reimburse you all payments we have received from you, including delivery costs (with the exception of additional costs resulting from the fact that you have chosen a type of delivery other than the cheapest standard delivery offered by us), immediately and at the latest within fourteen days from the day on which we receive notification of your cancellation of this contract. For this repayment, we use the same means of payment that you used for the original transaction, unless something else has been expressly agreed with you; under no circumstances will you be charged for this repayment.
If you have requested that the services begin during the cancellation period, you must pay us a reasonable amount equal to the proportion of the services already provided up to the time you notify us of the exercise of the right of withdrawal with regard to this contract compared to the total scope of the services provided for in the contract.
End of cancellation policy
Sample withdrawal form
(If you want to cancel the contract, please fill out this form and send it back)
An
Aliru GmbH
Julius-Hatry-Strasse 1
68163 Mannheim
Phone: +49 621 49088670
email: kontakt@sally.de
I/we (*) hereby cancel the contract concluded by me/us (*) for the provision of the following service (*)
—Ordered on (*) /received on (*):
—Name of consumer (s):
—Customer number of the consumer (s):
—Address of consumer (s):
—Signature of consumer (s) (only if notified on paper)
—Date: (*) Delete where incorrect.
End of the sample withdrawal form
§ 12 Liability
12.1. The provider is liable without limitation in the event of intent or gross negligence on the part of the provider or one of its vicarious agents, for injury to life, limb or health or an essential contractual obligation (cardinal obligation) in a manner that jeopardizes the purpose of the contract and as part of its own liability to those affected within the framework of the provisions of Article 82 GDPR.
12.2. In the event of slight negligence of an obligation that is essential to achieving the purpose of the contract (cardinal obligation), the provider's liability is limited in amount to the damage that is foreseeable and typical of the provider at the time of conclusion of the contract. This does not apply to breaches of data protection obligations in order to comply with the requirements of the GDPR.
12.3. There is no further liability on the part of the provider. In particular, the provider is not liable for initial defects, unless the requirements of 12.1 or 12.2 are met.
12.4. The provider assumes no liability for disruptions of telecommunications connections on lines within the Internet, in the event of force majeure, the fault of third parties or the customer himself.
12.5. Insofar as the customer is a merchant, legal entity under public law or a special fund under public law, liability is limited, except in the case of intent and gross negligence, to the sum of the contractual fees paid by the customer to the provider for the period of the last 12 months before the damaging event occurred as part of the specific contractual relationship.
§ 13 Force majeure
13.1. The provider is exempted from the obligation to provide services under this contract if and to the extent that the failure to perform services is due to the occurrence of force majeure following the conclusion of the contract.
13.2. Force majeure includes, for example, wars, strikes, riots, expropriations, cardinal changes in law, storms, floods and other natural disasters as well as other circumstances for which the provider is not responsible, in particular Internet or infrastructure failures, water breaches, power failures and interruptions or destruction of data-carrying lines.
13.3. The provider will immediately inform the customer in text form of the occurrence of a case of force majeure.
§ 14 Jurisdiction, Applicable Law
14.1. This contract is subject to the laws of the Federal Republic of Germany, excluding conflict of law rules, the UN sales law and the CISG. The place of jurisdiction is the registered office of the provider, insofar as the customer is a merchant, legal entity under public law or a special fund under public law.
§ 15 Out-of-court dispute resolution
15.1. The European Commission provides a platform for online dispute resolution (OS). The platform can be found at: https://www.ec.europa.eu/consumers/odr. Consumers have the option to use this platform to resolve their disputes.
15.2. We are not obliged to participate in dispute resolution proceedings before a consumer arbitration board and will decide on participation individually on a case-by-case basis.