Sally Sales Assistant App Terms of Use

General terms and conditions (GTC) for using the Sally Sales Assistant app

§ 1 Scope

‍1.1. These General Terms and Conditions (GTC) govern the provision of the services by Aliru GmbH, Julius-Hatry-Straße 1, 68163 Mannheim, represented by the managing director Mr. Julian Kissel (hereafter: “Aliru”) and their use by the user. Aliru provides a digital sales assistant with which users can interact based on text and speech in order to carry out sales activities effectively and efficiently. This enables users to acquire new customers more quickly and to support their own existing customers.

1.2. These terms and conditions apply to all contracts concluded between the parties, even if they do not expressly refer to the terms and conditions. Different general terms and conditions of the user do not apply, even if Aliru does not expressly object to them. Individual special agreements take precedence over these terms and conditions; this does not apply to pre-formulated contract terms of the user.

‍§ 2 Amendment to the terms and conditions

‍2.1. Aliru reserves the right to change these terms and conditions at any time. When concluding new contracts, the version in force at the time the contract was concluded is decisive.

2.2. For existing customers, it is possible to amend the agreed terms and conditions under the following restrictions: Circumstances that justify such a change include retrospective, unforeseeable changes that Aliru does not initiate and over which it has no influence and which have a unilateral effect at the expense of one party, as well as gaps in the terms and conditions that lead to difficulties in the execution of the contract. Aliru will send the amended terms and conditions to the user four weeks before they come into force, specifying the circumstances causing the change and the extent of the changes. If the user does not object to the amendment in writing or by fax before it comes into force, but declares his agreement to the new terms and conditions by continuing to use Aliru's services, the change is considered accepted; the terms and conditions in their then amended version then also apply to existing contracts from the announced date. In the event of a timely, formally effective objection, the previous terms and conditions shall continue to apply in the relationship between the parties; in this case, both the user and Aliru are entitled to terminate the contract with an ordinary period of time.

‍§ 3 Registration

‍3.1. The use of the services requires registration with the user's contact details. The personal data and addresses requested by Aliru must be provided completely and correctly.

3.2. Registration is free of charge.

3.3. Registration will only take place if the user has previously bindingly accepted the inclusion of these general terms and conditions. There is no right to registration. Registration creates a contractual user relationship between the user and Aliru.

3.4. When registering, the user enters his e-mail address, which is considered the future user name, and chooses a password. The access password can be changed by the user at any time and must be kept secret in any case. After registration, each user receives a user account.

3.5. Unless the user expressly requests written notification in individual cases, he agrees that information on current contracts will be sent to him by e-mail. This also applies to confidential information. In the event that the user objects to delivery by e-mail, login details, invoices and all other necessary documents will be sent by post. The costs of €1.20 including statutory value added tax per letter sent are borne by the user.

‍§ 4 Duration/Termination

‍4.1. Unless otherwise agreed, the user contract between Aliru and the user is concluded for 12 months or 24 months and can be duly terminated by both parties at the end of the month after expiry of the agreed minimum term, subject to a notice period of one month.

4.2. If the contract is not terminated in due time, the contract period is extended by a further month in each case.

4.3. The termination must be received by the other party in writing or text form (e.g. e-mail, fax or letter) in order to be effective. Aliru must be able to identify with sufficient clarity from the termination who is making the declaration. In order to avoid misunderstandings, Aliru asks — by providing accompanying information, such as information suitable for identification — to make it sufficiently clear that the termination actually came from the right person. For the unequivocal identification of the terminator, it would be helpful if the e-mail address used by the sender is stored and/or the e-mail contains a digitized/scanned letter in PDF form, which expressly states the intention to cancel and is signed by hand by the user. If there are justified doubts about the identity of the terminator, Aliru reserves the right to verify the identity by means of appropriate inquiries.

4.4. Upon termination of the user contract, Aliru is entitled and obliged to irrevocably delete the user's member account. Personal data that is in Aliru's own interest remains unaffected in order to be accountable to third parties, in particular authorities.

4.5. Aliru reserves the right to terminate and suspend the user relationship with immediate effect if there is an important reason, in particular in the event of violations of these terms and conditions and other contractual obligations, or in the event of disruptions, misuse or damage to reputation. There is no legal claim to registration.

‍§ 5 Content and nature of the services

‍5.1. Aliru makes no representation or warranty of any kind regarding the visual, functional, technical, content and other design, quality or other nature of the services or content, their timely or continuous availability, the manner in which they are provided or their usability for specific purposes.

5.2. Although Aliru strives to ensure that the services operate as smoothly as possible, there may be temporary outages or impairment of the accessibility and usability of the services, in particular due to maintenance, security, capacity and data storage concerns. The services are always provided to the user only as available at the time.

5.3. Aliru points out that the Services contain third-party content and that Aliru does not fully control such third-party content with regard to legality, authenticity, accuracy, completeness or other criteria.

5.4. Aliru may change, block and delete all content. However, if content has been uploaded to a service by a user or provided to Aliru for inclusion in a service, Aliru only makes use of this right if there is an important reason (e.g. objective evidence of outdated, misleading or incorrect content or a violation of applicable law).

5.5. Aliru is not obliged to change, block or delete content that was posted to a service by a user or provided to Aliru for inclusion in a service.

5.6. Aliru is not responsible for disruptions or interruptions of the services owed due to force majeure, i.e. for circumstances beyond Aliru's control. For the duration of the impediment to performance, Aliru is exempted from the obligation to provide the service, but at the same time loses the right to compensation.

5.7. Force majeure also includes strikes, industrial disputes and acts and omissions by Aliru service providers (e.g. telecommunications providers, electricity suppliers). Force majeure also includes the impairment of Aliru's IT systems or its service providers by malicious code or attacks by “hackers”, provided that Aliru has taken appropriate protective measures against such events.

5.8. There is no entitlement to the provision of free services. Aliru may change or discontinue free services at any time at its sole discretion. In this case, it is not necessary to inform users or to amend the terms and conditions or other agreements.

5.9. Aliru will carry out changes to a paid service that significantly change its overall character to the detriment of users, including such changes that result in the omission or a significant restriction of agreed features of the service.

5.10. Other changes to paid services are at the sole discretion of Aliru and may be made without notifying users and without adapting the terms and conditions or other agreements.

‍§ 6 Use of Services

‍6.1. The user is prohibited from
- to use the services without the necessary registration or to provide false, incomplete or misleading information when registering,
- to use the services for other than your own internal business purposes or otherwise contrary to the specified uses,
- to gain unauthorised access to the services by manipulating technical equipment or by other means,
- access the services in a manner other than via the user interfaces and interfaces provided by Aliru, in particular by means of manual or automated procedures, using malicious code, software or scripts, or by accessing third-party accounts,
- to carry out actions which aim or are objectively foreseeable to interfere with the networks, servers, databases or other elements of the services, to manipulate them or to significantly impair the usability of the services for Aliru or other users,
- to allow or enable any third parties (including, for example, affiliated companies) to use the Services (including, for example, by providing login details) in cases other than as permitted by Aliru in writing or in a manner other than by Aliru in writing,
- reproduce, edit, redesign, distribute, reproduce, publish, transmit, broadcast, market, sell, rent, decompile, disassemble, offer or make available to third parties other than the content provided by the user to Aliru for inclusion in a service or information obtained from the use of a service to make them available or allow third parties to use them, unless The user is allowed to act in question by law, in accordance with the terms and conditions or by other agreements, or was previously permitted in writing by Aliru,
- post content to a service or provide Aliru for inclusion in a service that infringes third-party rights (e.g. privacy rights, intellectual property rights, or trade secrets), creates unfair competition, defamatory, insulting, immoral, threatening, obscene or harassing, contains malicious code, is false or misleading, or otherwise violates applicable law, these terms and conditions or other agreements,
- to remove, amend, obscure or obscure proprietary, origin or property rights notices and other references to third parties attached to or associated with content,
- continue to access the services and content regulated in the user agreement after termination of his user agreement with Aliru.

6.2. The user is required to
- to keep his login details for services subject to registration secret and to protect them against knowledge by third parties,
- to have Aliru change his login details immediately if he is aware of or has reason to suspect that third parties have or could have become aware of them,
- to notify Aliru unsolicited and immediately if he is aware or has reason to suspect that unauthorised third parties are using a service using his login details or access,
- to assist Aliru upon request by providing information and by taking other necessary and reasonable actions in resolving cases of unauthorised use of the services by third parties involving misuse of the user's login details or access,
- to take all necessary and reasonable measures on its own initiative and, upon request, to assist Aliru in implementing measures to identify risks (e.g. defects, faults or damage) as quickly as possible and to prevent and reduce such risks from Aliru and other users if such risks are associated with the user, his login details, access or use of the services,
- to draw Aliru's attention as quickly as possible to deficiencies, disruptions or damage to the services and/or content that it has identified so that Aliru can take appropriate measures,
- to immediately update its data, registration data and profile details to be provided upon conclusion of the contract in the event of changes,
- to instruct third parties to use the services, provided that Aliru has given written consent to the use of the services by third parties at the request or with the consent of the user,
- to ensure, on his own responsibility, that the content posted by him to a service or provided to Aliru for inclusion in a service does not infringe the rights of third parties, and that he has all permits necessary for his use of the services and for such posting or provision of content, including any regulatory, data protection, copyright, trade and employment law permits.

‍§ 7 Rights of use

‍7.1. By uploading content to a service or making it available to Aliru for inclusion in a service, the user automatically grants Aliru a non-exclusive, revocable right to use and exploit the content, unlimited in time and space.

7.2. This granting of rights includes, in particular, the right to edit, redesign, connect with other content, integrate into online and offline materials, reproduce, place on the market, transmit, distribute, distribute, feed into databases, websites and the Internet in whole or in part in online and offline materials, to provide or reproduce, to make available to third parties, to make available to third parties, to transmit, to present, to rent, to send and to third parties to allow the content to be used.

7.3. The user hereby receives a non-exclusive, non-transferable, non-sublicensable, revocable right to use the relevant services for his own internal business purposes for the duration of the contractual relationship in accordance with the terms and conditions and the other agreements to the extent specified or required therein.

7.4. The user is hereby granted a non-exclusive, non-transferable, non-sublicensable and unlimited right to use the expert profiles obtained from the use of a service in a version obtained during the term of the contractual relationship in accordance with these terms and conditions for his own internal business purposes.

‍§ 8 Liability

‍‍8.1. Aliru's liability for damages due to simple negligence, irrespective of the legal basis, in connection with free services is excluded.

8.2. Aliru's liability for damages due to simple negligence, irrespective of the legal basis, in connection with paid services is limited as follows:
- In the event of a breach of essential obligations arising from the contractual relationship, Aliru is only liable in the amount limited to the foreseeable damage typical for the contract
- Aliru is not otherwise liable due to simple negligence.

8.3. Aliru is not liable for third-party offers and information that may be linked to the services and content.

8.4. None of the limitations of liability under these terms and conditions apply in cases of mandatory legal liability (in particular under the Product Liability Act), in the event of culpably caused injuries to life, body or health, or insofar as a guarantee has been assumed.

8.5. The user is liable for all acts and omissions arising out of or in connection with the use of his login details and access by third parties authorized at the user's request or with his consent by Aliru, as if these were the user's own acts or omissions.

8.6. The user indemnifies Aliru from all claims made by third parties against Aliru due to an alleged or established infringement of their property rights and for which the user is responsible, e.g. because
- such claims relate to content posted by the user to a service or provided to Aliru for posting to a service, or
- the infringement of property rights was committed by a third party to whom the user has permitted or enabled the use of services, content or information obtained from them contrary to the terms and conditions or any other agreement, or
- the infringement of property rights was committed by a third party authorized by Aliru, for whom the user is liable as if it were the user's own actions or omissions.
The exemption also includes the reasonable costs of legal defense.

‍§ 9 Remuneration

‍9.1. Prices are exclusive of sales tax and must be paid in advance (i.e. in particular before the start of any corresponding service period).

9.2. The user owes the agreed remuneration even if he allows himself or a third party to use the services, the content or information obtained from them in breach of trust (e.g. by circumventing the remuneration provisions).

9.3. If the user is in default of payment, Aliru may block the user's access to the services and content and exceptionally terminate the contractual relationship with the user without notice.

9.4. If the remuneration of a service is based on the extent of its use, the user is obliged to provide reasonable information and evidence at Aliru's request in order to enable Aliru to calculate the remuneration.

9.5. If the user is in arrears for two consecutive months with payment of a not insignificant portion of the remuneration or, in a period lasting longer than two months, with an amount equivalent to a monthly fee, Aliru may terminate the contractual relationship without notice for good cause.

9.6. The user can only claim offsetting or a right of retention against Aliru's payment claims on the basis of undisputed or legally established claims. A right of retention on the part of the user is excluded unless the right of retention and counterclaim are based on the same legal relationship.

‍§ 10 Data protection

‍10.1. Aliru complies with applicable data protection laws. Aliru collects, processes and uses the user's personal data, including the personal data provided by the user and data on the type and frequency of use of the services provided by Aliru. Personal data will only be transferred to third parties as part of the provision of services if and insofar as this is permitted in accordance with the relevant laws.

‍§ 11 Termination of the contractual relationship

‍11.1. In the event of a serious violation by the user of the terms and conditions or other agreements, Aliru may extraordinarily terminate the contractual relationship with the user without notice.

11.2. A serious infringement includes any act of the kind described in these terms and conditions for which the user is responsible.

11.3. As soon as and as long as there is a fact-based suspicion that there are circumstances that entitle Aliru to extraordinary termination of the contractual relationship with the user, Aliru may temporarily block the user's access to the services and content and cease providing services to the user.

11.4. Aliru may extraordinarily terminate the contractual relationship with the user if there is an important reason. One important reason is, among other things, when
- the user's financial circumstances deteriorate significantly and the proper fulfilment of the contract is thus endangered,
- an application for the opening of insolvency proceedings against the user's assets is filed and is not withdrawn or rejected within 14 days,
- insolvency proceedings are opened against the user's assets,
- the opening of insolvency proceedings against the user's assets is rejected due to lack of assets.

11.5. Statutory termination rights remain unaffected.

‍§ 12 Availability

‍12.1. The availability of services depends on various technical equipment used by users. In order to be able to make full use of the services and to access data and information, suitable technical tools (e.g. PC, tablet, mobile phone and, crucially, Internet access) are required.

12.2. For technical reasons, uninterrupted availability of digital content cannot be guaranteed. Availability can be affected, for example, by regularly required maintenance and safety work, but also by unforeseen events beyond Aliru's control. Planned work that affects availability will be carried out by Aliru, as far as possible, during low-traffic times. The display quality of digital content may also vary from device to device and depend on the speed of the user's Internet connection and other factors. In this respect, Aliru cannot be held responsible for discrepancies.

12.3. If damage to the user results from the loss of data, Aliru is not liable for this insofar as the damage would have been avoided by regularly and completely backing up all relevant data by the user. The user will carry out or have a regular and complete data backup carried out by himself or by a third party and is solely responsible for this.

‍Section 13 Final Provisions

‍13.1. The place of fulfilment and jurisdiction for all disputes between the parties is Bürstadt. This only applies if the user is a merchant, a legal entity under public law or a special fund under public law or has no general place of jurisdiction in Germany.

13.2. The contract language is German.

13.3. Amendments or additions to these general terms and conditions must be made in writing.