(1) These terms of use apply to the business relationship between Kinoda GmbH, Großglocknerstraße 15, 01279 Dresden (hereinafter: "Kinoda") as the provider of certain software services and its customers regarding the temporary use of these services. They only apply if the user is an entrepreneur (§ 14 BGB), a legal entity under public law or a special fund under public law.

(2) These terms of use apply exclusively. Deviating, conflicting or supplementary general terms and conditions of the customer shall only become part of the contract if and insofar as Kinoda has expressly agreed to their validity. This requirement of consent applies in any case, for example even if Kinoda performs the services owed without reservation in the knowledge of the customer's general terms and conditions.

(3) Individual agreements made with the customer in individual cases (including collateral agreements, supplements and amendments) shall in any case take precedence over these terms of use. The content of such agreements shall be governed by a written contract or written confirmation from Kinoda. With the exception of managing directors or authorized signatories, Kinoda employees are not entitled to verbally agree to additions or amendments to the agreements made, including these terms of use. Such commitments must be confirmed in writing by Kinoda in order to be valid.

(4) Legally relevant declarations and notifications by the customer in relation to the contract must be made in writing, i.e. in written or text form (e.g. letter, e-mail). Statutory formal requirements and further evidence, in particular in the event of doubts about the legitimacy of the declaring party, shall remain unaffected.

(1) The subject matter of the contract is the granting of the use of the Deepnetic Social software (hereinafter "Software") in the customer's company via the Internet, including the provision of storage space, for a fee and for a limited period of time for the duration of the contract.

(2) The current functional scope of the software can be found in its current service description on the website at https://deepnetic.de.

(3) The conclusion of the contract outside of Kinoda's Internet offer shall take place in accordance with the respective agreements made between the contracting parties on the basis of Kinoda's offer or a contract agreed in writing by the contracting parties.

(4) When concluding a contract via the Internet, Kinoda makes a binding offer with the presentation of the software, including the provision of the option to conclude a contract. The contract is concluded when the customer accepts the offer to use the software by clicking on the corresponding order button. Immediately after sending the order, the user receives a confirmation by e-mail.

(5) When concluding a contract, users must agree to be bound by the YouTube terms of service. They can be found at https://www.youtube.com/t/terms.

(1) Kinoda grants the customer the use of the latest version of the software for the agreed number of authorized users via the internet by means of access through a browser.

(2) Kinoda guarantees the functionality and availability of the software for the duration of the contractual relationship and will maintain it in a condition suitable for use in accordance with the contract.

(3) The customer may increase or reduce the number of authorized users of the software as required in accordance with the conditions applicable at the time of the desired change, whereby a reduction is only possible at the end of the current billing period. Kinoda shall enable the customer to increase the number of authorized users immediately after conclusion of the contract and confirm this in electronic form. The customer is responsible for the subsequent setup of further user accesses using the respective e-mail address and a password ("access data").

(4) Kinoda shall provide the customer with online documentation of the software and its functions, which can be viewed by the customer at any time during the use of the software and can be downloaded in a common format.

(5) Kinoda may, without being obliged to do so, update or further develop the software at any time and, in particular, adapt it due to changes in the legal situation, technical developments or to improve IT security. Kinoda will take appropriate account of the legitimate interests of the customer and inform the customer in good time of any necessary updates. In the event of a significant impairment of the customer's legitimate interests, the customer has a special right of termination.

(6) Kinoda is not responsible for adapting the software to the individual needs of the customer. The same applies to further development, consulting or training services.

(7) Kinoda shall regularly maintain the software and inform the customer of any associated restrictions in good time. Maintenance shall be carried out regularly outside the customer's normal business hours, unless maintenance must be carried out at a different time for compelling reasons.

(8) Kinoda shall provide the customer with the storage space on its servers required for the contractual use of the software.

(9) Kinoda will take state-of-the-art measures to protect the data. However, Kinoda shall have no duty of safekeeping or care with regard to the data. The customer is responsible for adequately securing the data.

(10) The customer remains the owner of the data stored on Kinoda's servers and can request their return at any time.

(1) The customer shall receive simple, i.e. non-sublicensable and non-transferable rights, limited in time to the duration of the contract, to the latest version of the software for the contractually agreed number of users, to use the software by means of access via a browser in accordance with the contractual provisions. The software is not physically transferred to the customer.

(2) The customer may only use the software within the scope of his own business activities by his own personnel. Any further use of the software by the customer is not permitted.

(1) Kinoda shall set up a support service for customer inquiries regarding software functions. Inquiries can be made via the telephone number provided on the Kinoda website or by e-mail. Requests will be processed in the order in which they are received.

(1) Kinoda guarantees an overall availability of services of at least 99.0% per month at the transfer point. The delivery point is the router output of Kinoda's data center.

(2) Availability is defined as the customer's ability to use all main functions of the software. Scheduled maintenance times and service interruptions due to causes for which Kinoda is not responsible shall be regarded as times of availability of the software. Times of insignificant disruptions are not taken into account when calculating availability. Kinoda's measuring instruments in the computer center are decisive for the proof of availability.

(3) The customer must report faults immediately using the contact details published on Kinoda's website.

(1) The customer must protect his access data against access by third parties and keep it safe in accordance with the state of the art. The customer shall ensure that the software is only used within the contractually agreed scope. Unauthorized access must be reported to Kinoda immediately.

(2) The customer is obliged to refrain from using the software, including the storage of data on the storage space provided, if this violates applicable law, official orders, third-party rights or agreements with third parties. The customer shall indemnify Kinoda on first demand against claims asserted by third parties due to a breach of this obligation. Furthermore, the customer is not permitted to use automated procedures that may cause an increased number of requests beyond the usual user behavior of the software and thereby cause disruptions to it.

(3) The customer shall check the data for viruses or other harmful components before storing or using it in the software and shall use state-of-the-art measures (e.g. virus protection programs) for this purpose.

(4) The customer shall be responsible for making appropriate data backups on a regular basis.

(5) If the customer violates the provisions of the above sections 1 or 2 for reasons for which it is responsible, Kinoda may, after prior written notification of the customer, block the customer's access to the software if the violation can be demonstrably remedied as a result.

(6) If the customer unlawfully violates the provision in section 2 above, Kinoda is entitled to delete the data affected by this. In the event of an unlawful infringement by the customer's users, the customer must immediately provide Kinoda on request with all information required to assert claims against the respective user, in particular the user's name and address.

(7) If the customer continues to violate or repeatedly violates the provisions of the above sections 1 or 2 despite a written warning from Kinoda, and if the customer is responsible for this, Kinoda may terminate the contract without notice.

(8) For each case in which the customer culpably enables the use of the software by third parties or by unauthorized users (in particular as a result of exceeding the agreed number of users), the customer shall pay an immediately due contractual penalty in the amount of the monthly flat-rate fee in accordance with § 10 (1). The right to claim further damages remains reserved; in this case, the contractual penalty shall be offset against the claim for damages.

(1) With regard to the granting of the use of the software and the provision of storage space, the warranty provisions of tenancy law (§§ 535 ff. BGB) shall apply.

(2) The customer must notify Kinoda immediately in writing of any defects. Furthermore, the customer is obliged to support Kinoda free of charge within reasonable limits in the rectification of defects, in particular by providing all necessary documents, data and other information required to analyze and rectify defects.

(3) The warranty for only insignificant reductions in the suitability of the service is excluded. No-fault liability pursuant to § 536a (1) BGB for defects that already existed when the contract was concluded is excluded.

(1) Kinoda shall be liable without limitation in cases of intent, gross negligence and culpable injury to life, limb or health.

(2) Notwithstanding the cases of unlimited liability pursuant to § 9 (1), Kinoda shall only be liable in the event of a slightly negligent breach of duty in the event of a breach of material contractual obligations, i.e. obligations whose fulfillment is essential for the proper execution of the contract or whose breach jeopardizes the achievement of the purpose of the contract and on whose compliance the other party may regularly rely, but limited to the damage foreseeable at the time of conclusion of the contract and typical for the contract.

(3) The above exclusions and limitations of liability shall not apply to liability under the Product Liability Act or within the scope of a guarantee assumed by Kinoda.

(4) Kinoda shall not be liable for the loss of data insofar as the damage is due to the fact that the customer has failed to carry out data backups and thereby ensure that lost data can be restored with reasonable effort.

(5) The above exclusions and limitations of liability shall apply to the same extent in favor of Kinoda's executive bodies, legal representatives, employees and other vicarious agents.

(1) The customer undertakes to pay Kinoda the agreed monthly fee for the provision of the software and the granting of storage space, which will be calculated at the end of each month, plus statutory VAT. This does not apply during a free trial period.

(2) Invoices shall be issued monthly and, unless otherwise required by law, exclusively electronically, e.g. as a PDF file, to the e-mail address provided by the customer. The invoice must be paid within 14 days of invoicing without deduction.

(3) Kinoda is entitled to increase the agreed prices for the contractual services appropriately to compensate for increases in personnel and other costs. Kinoda shall notify the customer of a price increase in writing; the price increase shall not apply to periods for which the customer has already made payments. If the price increase amounts to more than 10 % of the previous price, the customer is entitled to terminate the contractual relationship within a period of one month after receipt of the notification as of the date on which the price increase comes into effect. Kinoda will inform the customer of this right of termination together with each announcement.

(1) The contract is concluded for an indefinite period. If a free trial period is agreed, the contract ends automatically at the end of this period.

(2) The contract may be terminated by either party at any time to the end of the current billing period.

(3) The right to terminate the contract without notice for good cause remains unaffected. Termination must be in writing in all cases.

(4) Kinoda will irrecoverably delete all customer data remaining on its servers 30 days after termination of the contractual relationship.

(1) The contracting parties shall comply with the applicable data protection provisions applicable to them.

(2) Furthermore, the contracting parties shall conclude an order processing contract within the meaning of Art. 28 GDPR, in which Kinoda undertakes to process the personal data solely in accordance with the provisions set out therein and in accordance with the customer's instructions. The conclusion of the order processing contract is a condition for the conclusion of the user contract within the meaning of these terms of use.

(1) Kinoda may change and adapt these terms of use with effect for the future if there is a valid reason for the change and insofar as the changes are reasonable, taking into account the interests of both contracting parties.

(2) Kinoda will communicate the amended terms of use to the customer in good time or make them accessible via a link and allow a period for a declaration. If no declaration is made within this period, which begins with the receipt of the notification in electronic form, the amended terms of use shall be deemed to have been agreed. Kinoda will inform the customer separately at the beginning of the notification period of this legal consequence, i.e. of the right of objection, the objection period and the consequences of failing to object. If the customer objects to the change within the deadline, the agreement can be terminated by either party without notice if adherence to the contract is not reasonable in consideration of the interests of both parties. Kinoda is also entitled to obtain the customer's consent to the amendment of the terms of use via a corresponding button within the software.

(1) The assignment of claims against Kinoda by the customer is only permitted with the prior written consent of Kinoda. Consent may not be unreasonably withheld. The provision of § 354a HGB (German Commercial Code) remains unaffected by this.

(2) The customer may only assert a right of retention against Kinoda on the basis of counterclaims arising from the same contractual relationship. The customer shall only be entitled to offset claims of Kinoda against legally established or undisputed claims.

(3) Should individual provisions of these Terms of Use be or become invalid in whole or in part, this shall not affect the validity of the remaining provisions. In this case, the contracting parties undertake to replace the invalid provision with a valid provision that comes as close as possible to the economic purpose of the invalid provision. The same applies in the event of a gap in the contract.

(4) The law of the Federal Republic of Germany shall apply.

(5) The place of jurisdiction is Dresden if the customer is a merchant, a legal entity under public law or a special fund under public law.