Terms

1 Validity of these General Terms of Use

1.1 The subject of these General Terms of Use (hereinafter referred to as General Terms of Use) of Pitchlink.io, Völklingerstr. 3e (hereinafter referred to as Pitchlink.io) is the provision of the platform "Pitchlink" (hereinafter referred to as Software) and its use via the Internet (hereinafter also referred to as Service) by users registered as Talents (hereinafter referred to as Talents or you).

1.2 The Software offers clients access to the product (dashboard) where they can create and manage their campaigns. In addition to creating and managing users, content assets, contacts and access to the personalized microsite, the client can arrange for the client's potential investors to be provided with access to an individualized microsite by sending a link and also has access to statistics which analyze and evaluate the use of the personalized microsite by the participants. End users (= target group of the Customer) of the Customer have web-based access to a personalized microsite and can read, use and redeem information, content and offers.

1.3 These General Terms of Use shall apply exclusively between Pitchlink and its customers.

2 Registration

2.1 In order to use the Service to its full extent, you must register on the Platform.

2.2 During the registration process you will be asked to define your access data. These consist of your e-mail address and a freely chosen password.

2.3 By sending us your registration data, you are making us an offer to conclude a user relationship on the basis of these Terms of Use. The acceptance of the offer will be decided at our own discretion. If your registration is not confirmed by e-mail to the e-mail address you have provided within a reasonable period of time, you are no longer bound by your offer.

2.4 Upon receipt of the e-mail confirmation, an agreed usage relationship is established and Pitchlink activates the requested access. From the time of activation, you are entitled to use the Platform within the scope of these Terms of Use.

3 Responsibility for access data

3.1 Your access data including the password must be kept secret by you and must not be made accessible to unauthorised third parties under any circumstances.

3.2 It is further your responsibility to ensure that your access to and use of the Services available with the Platform is exclusively by you. If there are concerns that unauthorised third parties have gained or will gain knowledge of your access data, Instaffo must be informed immediately.

3.3 Please note: You are fully responsible for any use and/or other activity via the Platform that is carried out under your access data.

4 Prices

4.1 Prices shall be based on Pitchlink's current price list.

4.2 The calculation of the monthly license fee due in each case shall be based on the maximum number of User Seats activated in the month in question, which represents the number of activated Users.

4.3 Upon commencement of the agreement, the Customer shall be provided with a user seat at the agreed price. This first User may invite any number of additional Users with his User-Seat. Each accepted invitation leads to the activation of a further user seat. Unaccepted invitations (hereinafter referred to as "pending invitations") are not included in the calculation of the monthly license fees. Activated user seats can be deleted at any time with the consequence that they are no longer to be paid for as of the following month.

4.4 The exact number of activated user seats shall be determined retroactively for the respective month by an automated process in the system.

4.5 Unless otherwise agreed, the Customer may extend the number of activated user seats per month without limitation.

5 Blocking of access to the Platform

5.1 We can block your access to the Platform as a whole or to individual sub-areas at our own discretion, either temporarily or permanently, if there are concrete indications that you are violating or have violated these Terms of Use and/or applicable law, or if we have another justified interest in blocking you. When deciding on a blocking, your legitimate interests will be taken into account appropriately. If you repeatedly violate these Terms of Use despite being notified, we reserve the right to permanently block your access.

5.2 In the event of a temporary or permanent block, your access authorisation will be blocked and you will be notified of this by e-mail.

5.3 In the event of a temporary blocking, the access authorisation will be reactivated after the blocking period has expired or the reason for the blocking has finally ceased to exist, and you will be notified of this by e-mail. A permanently blocked access authorisation cannot be restored. Permanently blocked persons are permanently excluded from participation in the Platform and may not register again on the Platform.

6 Terms of payment

6.1 The Customer shall pay the prices agreed in the order document.

6.2 Prices shall be due after invoicing. The invoice shall be made available to the Customer in his Pitchlink user account. Pitchlink shall inform the Customer by e-mail each time a new invoice is posted in the account. The invoice amount must be credited to the account specified in the invoice no later than 14 days after receipt of the invoice. If the Customer consents to the collection of the invoice amount by SEPA direct debit mandate, the payment shall be processed via the payment service provider Stripe. In this regard, additional reference is made to the General Terms and Conditions of Stripe.

6.3 All prices are net prices and are payable plus the applicable statutory value added tax.

7 Liability

7.1 Pitchlink shall have unlimited liability to the Customer in the event of intent or gross negligence for all damage caused by Pitchlink or its legal representatives or vicarious agents.

7.2 In the event of slight negligence, Pitchlink shall have unlimited liability in the event of injury to life, limb or health. Otherwise, Pitchlink shall only be liable if Pitchlink has breached a material contractual obligation (cardinal obligation). In such cases, liability shall be limited to compensation for foreseeable, typically occurring damage and shall not apply to consequential damage.

7.3 Pitchlink’s strict liability for damages ( 536 a BGB) for defects existing at the time of conclusion of the contract shall be excluded. 7.1 and 7.2 shall remain unaffected by this.

7.4 Liability under the provisions of the Product Liability Act shall remain unaffected.

8 Force majeure

None of the contracting parties shall be obliged to fulfill the contractual obligations in case of and for the duration of force majeure. In particular, the following circumstances shall be considered as force majeure in this sense:

• Fire/explosion/flood for which the contracting party is not responsible
• War, mutiny, blockade, embargo, industrial dispute lasting more than 6 weeks and not culpably caused by the contractual partner
• Technical problems with the Internet which cannot be influenced by one of the contracting parties; this shall not apply if and to the extent that Pitchlink also offers the telecommunications service.

Each party to the contract must inform the other immediately in writing of the occurrence of a case of force majeure.

9 Commencement and term of the contract, termination for good cause

9.1 The contract shall commence at the agreed time and run for an indefinite period with the minimum contract term agreed in the Pitchlink Cloud Services contract.

9.2 The contract may be terminated at the end of the minimum contract term at any time without observing a notice period to the end of the month by giving notice in text form.

9.3 If the contract is not terminated at the end of the respective minimum contract term, the contract shall be extended again by the respective agreed minimum contract term and may then be terminated again at the end of the extended minimum contract term in compliance with the aforementioned procedure. The contracting parties may agree on different rules in the Pitchlink Cloud Service Agreement.

9.4 The right to terminate for good cause remains unaffected. It must be made in text form.

10 Final provisions

10.1 The exclusive place of jurisdiction for all disputes arising from and in connection with this contract shall be Pitchlink’s registered office. If Pitchlink brings an action, it shall also be entitled to choose the place of jurisdiction at the registered office of the contracting party. The right of both parties to seek interim legal protection before the courts with jurisdiction in accordance with the statutory provisions shall remain unaffected.

10.2 German law shall apply exclusively to the exclusion of the provisions of international private law and the UN Convention on Contracts for the International Sale of Goods (CISG).

10.3 The conclusion of the contract as well as subsequent amendments and supplements to the contract must be in writing in order to be effective. This shall also apply to any amendment of this clause. No verbal collateral agreements have been made.

10.4 Should one or more provisions of these General Terms and Conditions of Business and Licensing be or become invalid, this shall not affect the validity of the remaining provisions.