Terms of service

Provider:

Zakomo FZCO
IFZA, Dubai Silicon Oasis
Dubai, United Arab Emirates

Represented by: Jörg Müller
Email: [email protected]

1. Scope and contracting parties

1.1 These terms apply to the use of the Software-as-a-Service platform "Growmindr" (hereinafter the "Platform") between Zakomo FZCO (hereinafter the "Provider") and the customer.

1.2 The offering is aimed exclusively at businesses, public authorities and other organisations acting within their commercial or professional activity. No contract is concluded with consumers. By registering, the customer confirms that it is not acting as a consumer.

1.3 Deviating or conflicting terms of the customer do not become part of the contract, even if they are not expressly objected to.

2. Subject matter of the service

2.1 The Provider makes the Platform available to the customer for use over the internet. Depending on the plan booked, the scope of functions comprises: lead generation (import and enrichment of contacts, scoring, duplicate matching), marketing (AI-assisted content creation, editorial calendar, approvals, multi-stage outreach sequences) and backlink building (research of linking opportunities, outreach, automated live/loss checking).

2.2 The scope is determined by the current product description on growmindr.com together with the limits of the plan booked. The plan limits for team seats, campaigns, monitored backlinks and linking opportunities follow from the pricing overview and are enforced technically.

2.3 The Provider owes the provision of the Platform, not a particular economic outcome. In particular, it does not owe a particular response rate, a particular number of links obtained, or any ranking in search engines.

2.4 The Provider may further develop the Platform. Functional changes that restrict the scope of services not insignificantly will be announced to the customer in text form at least 30 days in advance; in this case the customer may terminate the contract with effect from when the change takes effect.

3. Conclusion of contract, account and team

3.1 The contract is concluded upon completion of registration. There is no claim to the conclusion of a contract.

3.2 The customer receives a workspace ("Tenant") to which it can invite further persons. The roles Owner, Administrator, Editor, Reviewer and Viewer determine the respective permissions. The customer is responsible for the actions of the persons it invites as for its own actions.

3.3 Access credentials are to be treated as confidential and must not be passed on to third parties. If unauthorised use is suspected, the customer shall inform the Provider without delay.

3.4 Use of the platform requires an active subscription to a paid plan; a free plan is no longer offered. As long as no subscription is active, in particular after registration until the first subscription and after a subscription ends, the workspace is locked. Only billing, workspace management and the export of contact data then remain accessible. Stored data is retained while the workspace is locked; taking out a subscription unlocks the workspace again. Workspaces that already existed before this version took effect keep their previous free access with the previous limits without a subscription (legacy plan); the Provider may discontinue or change the legacy plan with 30 days' notice. The Provider may also grant individual workspaces access without a subscription.

4. Remuneration and payment

4.1 Prices follow from the pricing overview on growmindr.com. They are exclusive of any taxes and levies.

4.2 Billing of paid plans is handled through the payment service provider Paddle as Merchant of Record. In this respect, the customer's contracting party for payment processing and invoicing is Paddle; its terms apply in addition. Paddle accounts for and remits the value added tax applicable in each case.

4.3 The remuneration is due in advance for the respective billing period. If a payment is not made, the Provider may, after an unsuccessful reminder with a reasonable deadline, block access. The claim to remuneration remains in place.

4.4 The Provider announces price changes in text form at least 60 days before the start of the next billing period. If the customer does not object before the change takes effect, the change is deemed accepted; this effect is specifically pointed out in the announcement. Alternatively, the customer may terminate with effect from when the change takes effect.

5. Customer obligations, in particular for email outreach

5.1 The customer is solely responsible for the content and lawfulness of its campaigns, including compliance with all rules on direct marketing and data protection applicable at the recipient's location. Depending on the target market, these include in particular the GDPR and the ePrivacy requirements, including Section 7 UWG in Germany, the CAN-SPAM Act in the United States, PECR in the United Kingdom and CASL in Canada.

5.2 The customer ensures that it has a sound legal basis for each outreach, that the sender and the commercial character of the message are not obscured, that each email contains a working unsubscribe path, and that unsubscribe requests are observed without delay.

5.3 The following are prohibited in particular: sending to purchased address lists or lists compiled without a legal basis, the use of false sender details or misleading subject lines, the sending of unlawful, harassing or harmful content, and any use that endangers the deliverability of the Provider's infrastructure or that of third parties.

5.4 The customer indemnifies the Provider against claims by third parties based on a breach of the obligations under this section, including reasonable costs of legal defence. This does not apply insofar as the customer is not responsible for the breach of obligation.

5.5 In the event of a justified suspicion of a significant breach, the Provider may halt individual campaigns or temporarily block access. The Provider informs the customer without delay and gives it the opportunity to comment; the block is lifted as soon as the suspicion has been dispelled.

6. Rights in content

6.1 The customer retains all rights in the content and data it introduces. It grants the Provider the non-exclusive right, limited to the term of the contract, to store, reproduce and process this content insofar as this is necessary to provide the service.

6.2 The Provider retains all rights in the Platform. The customer receives a non-exclusive, non-transferable right of use for the term of the contract. Any modification, decompilation or sub-letting is permitted only within the limits of mandatory statutory provisions.

6.3 The customer reviews the results of AI-assisted functions on its own responsibility before use. The Provider gives no warranty as to their accuracy, lawfulness or freedom from third-party rights.

7. Availability and support

7.1 The Provider aims for an availability of the Platform of 99 % on a monthly average, measured by access to the application. Excluded are periods of announced maintenance and disruptions for which the Provider is not responsible, in particular those within the sphere of responsibility of upstream suppliers or of the customer.

7.2 Maintenance work is carried out, where possible, outside the hours of 8 a.m. to 6 p.m. (Gulf Standard Time) on business days and, where it can be planned, announced at least 48 hours in advance.

7.3 Support is provided by email to [email protected], on business days from Monday to Friday. No particular response time is owed unless otherwise agreed.

8. Data protection

8.1 Insofar as the Provider processes personal data on behalf of the customer in providing the service, the Data Processing Agreement applies, which forms part of this contract as an annex. For transfers from the European Economic Area, it contains the European Commission's Standard Contractual Clauses.

8.2 For processing for which the Provider is itself the controller, the Privacy Policy applies.

9. Warranty

9.1 The Provider warrants that the Platform will substantially conform to the service description during the term of the contract. No further assurances are given, in particular as to fitness for a particular purpose or uninterrupted and error-free availability.

9.2 The customer reports defects without delay in text form. The Provider remedies defects within a reasonable period.

10. Liability

10.1 The Provider's liability is limited to intent and gross negligence. In the case of ordinary negligence, the Provider is liable only for the breach of material contractual obligations, that is, obligations whose fulfilment makes the proper performance of the contract possible in the first place.

10.2 The Provider's total liability arising out of or in connection with this contract is limited in amount to the remuneration the customer paid in the twelve months prior to the damaging event.

10.3 Lost profit, lost savings, reputational damage and indirect and consequential damages are not recoverable.

10.4 For the loss of data, the Provider is liable only up to the expense that would have been necessary for recovery with proper and regular data backup by the customer. The customer is obliged to back up its data itself at reasonable intervals; the Platform provides an export function for this purpose.

10.5 The above limitations also apply to the personal liability of the Provider's officers, employees and vicarious agents. They do not apply insofar as a limitation of liability is invalid under mandatory applicable law.

11. Term and termination

11.1 The contract runs for an indefinite period. Subscriptions to paid plans may be terminated with 14 days' notice to the end of the respective billing period; when the subscription ends, Section 3.4 applies. If no subscription is active, the contract may be terminated at any time.

11.2 The right to extraordinary termination for good cause remains unaffected. Good cause exists for the Provider in particular in the event of a significant or repeated breach of Section 5.

11.3 Terminations require text form; the termination function in the application suffices.

11.4 After the contract ends, the Provider makes available to the customer the option to export its data for 30 days. After that, the data is deleted; Section 9 of the Privacy Policy remains unaffected as regards statutory retention obligations.

12. Final provisions

12.1 This contract is governed by the law of the United Arab Emirates as it applies in the Emirate of Dubai, excluding the UN Convention on Contracts for the International Sale of Goods and excluding conflict-of-laws references.

12.2 The exclusive place of jurisdiction for all disputes arising out of or in connection with this contract is the courts of Dubai, United Arab Emirates. Mandatory statutory places of jurisdiction remain unaffected.

12.3 The Provider notifies the customer of changes to these terms in text form at least 60 days before they take effect. If the customer does not object before they take effect, the changes are deemed accepted; this effect is specifically pointed out in the notification. In the event of an objection, either party may terminate the contract with effect from when the change takes effect.

12.4 Should a provision be invalid, the validity of the remaining provisions remains unaffected.

12.5 The contract language is German. Translations serve only comprehension.