End-User License Agreement (EULA)
Last updated: June 4, 2020
This end user license agreement (EULA) forms the basis for the user agreement between you as a user (hereinafter "user" or "you") and Smart Industries GmbH (hereinafter called "zoolo" or "we") as the provider. The version of the EULA valid at the time the contract is concluded is decisive. The subject of the contract is the free or paid use of the zoolo software, which is made available as a web application (hereinafter "software").
The EULA applies to the entire business relationship between zoolo and you and can be viewed on our website at any time using the "Terms & Conditions" link. There you have the option to save or print out the EULA. We do not accept deviating conditions. This also applies if we do not expressly contradict the inclusion.
2. Registration and conclusion of contract
In order to be able to use the software, you must register with your e-mail address, your name and your organization and consent to this EULA and the data protection declaration.
By submitting the registration form, you are submitting a binding offer to conclude a contract for the use of the software. The usage contract between us and you comes into being when we accept your offer by means of a confirmation email. We expressly reserve the right to reject your offer without giving reasons.
With the successful registration you will receive a user account. You are obliged to treat your password confidentially and to ensure with the necessary care that third parties do not have access to it. Passing on access to third parties is expressly prohibited. You are solely responsible for ensuring that your access data is not used unlawfully by third parties. As soon as you suspect that your access data has been lost, stolen or in any other way it appears that your account has been used by third parties, you are obliged to inform us immediately and change your password.
While using the software as a web application, you are always logged in permanently until you actively log out using logout or the relevant browser cookies are deleted. You are aware that there is a general risk that third parties can access your account and all of the personal data stored in it, provided they have a registered device. You are also aware that a registered device may exchange data in the background even without its active use, which can use and possibly affect your data volume. We therefore recommend that you actively log out after each use.
3. Description of services and rights of use
The type and scope of the services available to you and their availability can be found on our website and the software at any time. An essential part of the software's service is the creation, administration and maintenance of databases. Among other things, you can create databases, enter and evaluate data and export them to other formats. The right to authorize third parties to use the databases as well as the extent of the storage space and the number of databases is limited to the extent selected when the contract was concluded.
By successfully registering and/or acquiring access to the software offered by partner companies, you receive the simple, spatially unlimited and non-transferable right to use the software appropriately. Any further uses require our express written consent. This applies in particular to the reproduction, distribution, processing or sublicensing of the software.
Insofar as we also provide the software free of charge in addition to offers that are subject to a charge, this is always subject to any unannounced changes and/or discontinuation at any time or provision that will only be possible in the future for a separate fee. In addition, we assume no responsibility for completeness and/or correctness for any software offered free of charge, unless we are responsible for the error intentionally or with gross negligence or fraudulently concealed it.
zoolo always ensures the highest possible availability of the software. Nevertheless, it may be necessary for maintenance purposes to temporarily suspend the availability of the software. If possible, we will inform you in advance of maintenance time windows and arrange these in such a way that the impairments are as minimal as possible.
4. Rights and obligations
You are obliged to provide correct and complete information when registering and to inform zoolo immediately of any changes to your registration data. You are not entitled to make your user account available to a third party or to use the software for purposes other than intended.
You are solely responsible for the content created by you within the software and you are obliged to regularly back up the content. You have to ensure that the content does not infringe the rights of third parties. In particular, you are responsible for ensuring that your content complies with third-party property rights (including competition, labeling, naming and copyright law) and with the applicable laws. In addition, you undertake not to post any content that
- A) Contain illegal or immoral material, in particular information that serves to incite people, instigate criminal acts or glorify or play down violence, is pornographic or sexually offensive, is suitable to seriously endanger children or young people, contains pornographic or obscene material or is
- B) suitable for denying, insulting, threatening, persuading others or violating their personal rights.
zoolo and its vicarious agents are to be released from all third party claims and all costs in full and upon first request that are based on your use of the software in violation of the law and/or the contract or that are based on your approval or that arise in particular from data protection, copyright or any other legal disputes related to your use of the software. If you recognize or have to recognize that such a violation is imminent, you are obliged to inform zoolo immediately.
5. Duration and termination
The license agreement begins with the registration (§ 2 Paragraph 1) and is limited to 14 days for a free version of the software. A limitation of the term for a paid version of the software results from the commercial conditions of our partner companies, to which reference is made with regard to the term and termination conditions and which have priority in this respect.
The termination of the free version must be made in text form. The access at zoolo is decisive for the expiry of the deadline.
The right to extraordinary termination remains unaffected. In particular, we are entitled to terminate the user contract with immediate effect if you violate the provisions of this EULA in a significant manner.
With the termination of the user contract, we can delete all content. After the termination of the user agreement, you no longer have access to the content.
According to the statutory provisions, zoolo is fully liable for damage to life, limb or health that is based on an intentional or negligent breach of duty as well as for other damage that is based on an intentional or grossly negligent breach of duty and malice. In addition, zoolo is fully liable for damages that are covered by liability under mandatory statutory provisions, such as the Product Liability Act, as well as in the event of assumption of guarantees.
For such damages that are not covered by Section 6 (1) and that are caused by simple or slight negligence, zoolo is liable insofar as this negligence relates to the breach of contractual obligations, the fulfillment of which enables the proper execution of the contract in the first place and compliance with them You can trust regularly (so-called cardinal obligations). Zoolo's liability is limited to the foreseeable damage typical for the contract.
The above regulations also apply in favor of the employees, representatives and vicarious agents of zoolo.
Unless otherwise stated, zoolo may use the customer's company name and logo to identify the customer as a zoolo customer on the zoolo website and other marketing materials.
8. Final provisions
The relationships between parties are determined by the law applicable in the Federal Republic of Germany, excluding all international and supranational (contractual) legal systems, in particular the UN sales law. For consumers within the European Union, the law of the consumer's place of residence may also be applicable, provided that it is a matter of mandatory consumer law provisions. The contract language is German.
We are entitled to change this EULA at any time. In the event of a change, we will notify you in writing or by email. Your consent to the changes is deemed to have been given, unless you object to the change in writing within four (4) weeks after receipt of the notification of change. Together with the notification of change, we will again expressly point out this consequence of failure to object. In the event that you refuse your consent to the changes, the contractual relationship will be continued until the end of the respective period of use under the previous conditions or - in the case of a free version - we can terminate it. However, you will then only be offered renewed use under the current conditions.
We are entitled to transfer all rights and obligations falling within the scope of this EULA in whole or in part with discharging effect to a third party. You hereby consent to such a transfer of contract. In the event that we make use of this transfer option, you have the right to terminate your contract without notice.
If you do not have a general place of jurisdiction in Germany or in another EU member state or if you have moved your permanent place of residence to a country outside the EU after these terms and conditions come into effect or if your place of residence or usual place of residence is not known at the time the action is brought, the exclusive place of jurisdiction is for all Disputes arising from this contract are the registered office of zoolo. The same applies if the contractual partner is a merchant, a legal entity under public law or a special fund under public law.
All changes or additions to the EULA (with the exception of the regulation in Section 8 (2)) must be in writing. The written form requirement also applies to the cancellation of the written form requirement itself.
You are not entitled to offset against claims from zoolo unless they have been legally established or are undisputed.
If any provision of the EULA is invalid (e.g. illegal or otherwise unenforceable), this ineffectiveness does not affect the validity of the remaining provisions. The invalid provision will be replaced by a mutually agreed legally valid provision that has a similar and valid economic and legal effect. The same applies to any gaps or omissions in the EULA.
zoolo is a product of Smart Industries GmbH
Tel.: +49 89 / 622 41 509