Terms & Conditions - Ägile Ässets

Terms and Conditions for Ägile Ässets

To download the Terms and Conditions in PDF version, please click here.

Version 1.0 – Effective Date: 15.01.2025

Version History

Version 1.0 (15.01.2025)

Initial release of comprehensive Terms and Conditions
Establishment of platform usage guidelines
Implementation of data protection measures
Definition of intellectual property protection

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Definitions

Throughout these Terms and Conditions:

“OVERW8” refers to OVERW8 Agentur & Medien K. Reinbach, the company providing Ägile Ässets.
“Ägile Ässets” refers to the cloud-based software-as-a-service (SAAS) platform and its associated tools, features, and services (trademark protected).
“Platform” refers to Ägile Ässets and any additional offerings or features provided through it.
“User” refers to any individual or entity accessing or using Ägile Ässets.
“Terms” refers to these Terms and Conditions.
“Product Description” refers to specific product information available during purchase.
“Proprietary Features” refers to OVERW8’s unique methodologies, processes, and workflows, including but not limited to the post creation process.

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1. General Information

1.1. Ägile Ässets is a cloud-based software-as-a-service platform (“Platform”) provided by OVERW8 Agentur & Medien K. Reinbach (“OVERW8”), a company registered in Germany. These Terms apply to the core platform and any additional features, tools, or services (such as the online community) it offers and/or sells.

1.2. The Platform is designed for business-to-business (B2B) use only, regardless of whether a VAT number is provided during registration.

1.3. These Terms apply to all users globally and govern the use of Ägile Ässets.

1.4. OVERW8 complies fully with GDPR regulations. As Ägile Ässets operates on a B2B basis and does not handle sensitive personal data, many GDPR requirements do not directly apply. Nevertheless, all collected data is managed in a secure and compliant manner.

1.5. Official communications will be delivered via in-platform notifications and/or email. Users are responsible for maintaining current contact information and monitoring these channels for important updates.

1.6. OVERW8 cannot conduct business with entities or individuals located in countries under Germany’s embargo list. If such a situation is discovered, including changes in ownership or control, any agreements will be void, and access to Ägile Ässets will be terminated immediately.

1.7. Additional Information and Documentation:

Product-specific terms, limitations, and usage levels are provided in the Product Descriptions.
Technical specifications, including file formats, size limits, and API usage guidelines, are detailed in the Product Description.
The Product Description is considered an extension of these Terms where applicable.
In case of conflicts between these Terms and the Product Description, these Terms shall prevail.

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2. User Eligibility and Registration

2.1. By using the Platform, you confirm that you represent a business or organisation.

2.2. Users must provide accurate and complete information during registration, including a valid company name and address.

2.3. OVERW8 reserves the right to reject or terminate accounts if the provided information is incomplete, fraudulent, or violates applicable laws.

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3. Data Handling and Ownership (Your Assets are and stay your assets)

3.1. The Platform collects and processes the following data:

User name, email, company name, and address
Social media assets uploaded to the platform

3.2. Users retain full ownership of their social media assets and creations.

3.3. Users can export their data at any time. They can do so independently using the bulk download function or asking for assistance. Small exports are free once a year, while larger/more complex exports may incur additional charges, subject to prior agreement.

3.4. Data is stored securely within the EU (hosting is Germany based, Amazon Web Services Europe, is used for storage).

3.5. No sensitive personal data (e.g., IP addresses or device details) is collected or stored.

3.6. Data Retention and Account Inactivity:

An account is considered inactive if there has been no login activity for 90 consecutive days.
Users will receive email notifications at 60 days and 75 days of inactivity.
After 90 days of inactivity, the account and all associated data will be permanently deleted.

3.7. Data Deletion Process:

All user data will be removed from active systems within 24 hours upon account deletion.
Backup systems will retain data for 30 days for disaster recovery purposes only.
After 30 days, all data will be permanently erased from all systems.

3.8. Backup and Recovery:

OVERW8 maintains regular backups of all system data.
While we implement industry-standard backup procedures, users are encouraged to maintain their own exports of critical content.
In case of system issues, we will restore from the most recent viable backup.
OVERW8 is not liable for any data loss between backup intervals.

3.9. Content Processing and Display:

The Platform processes and displays user content solely to provide functionality to the respective user.
OVERW8 does not claim any ownership rights over user content and does not store or display such content beyond what is necessary for core functionality.
Users are responsible for ensuring they have all necessary rights and permissions for any content they upload or process through the Platform.

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4. Payment and Subscription Terms

4.1. Free Trial:

The Platform may offer a 14-day free trial with a symbolic €0.50 signup fee for fraud prevention.
Free trial terms are subject to change without notice.
One free trial per organization is available.

4.2. Billing:

Subscription fees depend on the selected package and are typically billed monthly, with some lifetime packages available.
Subscriptions renew automatically unless cancelled before the end of the billing cycle.

4.3. Refund Policy:

No refunds are provided beyond the free trial period.

4.4. Upgrades/Downgrades:

Changes to subscriptions take effect in the next billing cycle.

4.5. Payment Failures:

If payment fails for more than 14 days, access to the Platform will be suspended.

Accounts may be removed after 30+ days of non-payment.

4.6. Subscription Terms:

The minimum subscription period is one (1) month unless otherwise specified.
Subscription periods and renewal terms may vary for specific packages or add-on services.
No early termination options are available for fixed-period subscriptions.
All subscriptions continue until the end of their current billing period.
Special terms for add-ons or token packages will be specified in their respective service descriptions.

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5. Third-Party Integrations

5.1. The Platform integrates with third-party platforms, including but not limited to:

Meta (Facebook, Instagram, WhatsApp Channels), YouTube, Google My Business, TikTok, BlueSky, and Pinterest
Canva and Unsplash for creative imports

5.2. The availability of integrations may change at OVERW8’s discretion due to economic or operational feasibility.

5.3. OVERW8 reserves the right to determine how to proceed with third-party integrations if external changes occur that impact functionality, costs, or compliance. Users will be notified of significant changes.

5.4. Users retain ownership of data shared through third-party integrations, and OVERW8 is not liable for issues arising from third-party service interruptions.

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6. Service Availability and Performance

6.1. OVERW8 strives to maintain high platform availability but does not guarantee specific uptime levels.

6.2. Maintenance and Updates:

Scheduled maintenance will be communicated via email with at least 48 hours notice.
Emergency maintenance for critical security or stability issues may be performed without prior notice.
OVERW8 will make reasonable efforts to minimise service interruptions.
Users will be notified about the nature and duration of emergency maintenance as soon as practical.

6.3. OVERW8 is not liable for:

Temporary service interruptions due to maintenance, system repairs, or upgrades
Issues caused by force majeure events
Problems resulting from third-party service integrations
Internet connectivity or browser issues on the user’s end

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7. User Obligations and Prohibited Activities

7.1. Users must comply with all applicable laws and regulations.

7.2. Platform Usage:

The Platform is designed to support legitimate brand-building and social media management.
Users must maintain reasonable usage patterns that do not risk degrading platform trust or functionality.
OVERW8 reserves the right to implement usage limits if activities risk platform stability or trustworthiness.
Users will receive advance notice before any usage restrictions are implemented.

7.3. Prohibited activities include but are not limited to:

Uploading illegal, defamatory, or harmful content
Engaging in spamming, hacking, or other malicious activities
Misusing the Platform to violate third-party rights or intellectual property

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8. House Rules and Platform Protection

8.1. Platform Philosophy and Purpose:

Ägile Ässets is designed as a tool and environment where creativity and excellence in brand building are truly appreciated.
We aim to make your tasks more enjoyable and efficient.
The long-term sustainability and security of the platform depends on maintaining a trusted, professional environment for all users.

8.2. Community Protection:

- These house rules exist to protect the integrity of the platform and the interests of all users.
- Maintaining high ethical standards ensures the platform remains a reliable tool for legitimate business purposes.

By protecting against misuse, we ensure continued access to integrations and features for all users.

The strength of our platform depends on the trust of our user community and integration partners.

8.3. Core principles include:

Play nice
Help others
Assume good intentions
Have fun being agile
Respect the platform’s sustainability

8.4. Professional Interaction:

This is a place where humans interact with each other like civilised individuals.

While the web and code can create a sense of distance, we emphasise respect and constructive collaboration. The quality of our community directly impacts the platform’s development and feature availability.

8.5. Prohibited behaviors:

Abusive Behavior: Disrespect toward support staff or other personnel will not be tolerated. A polite warning will be issued for such behaviour, followed by account restrictions if necessary.
Industries Damaging Others: Promoting harmful industries or content is strictly forbidden. Random audits may be conducted, and accounts involved in such activities may be removed.
Platform Abuse: Activities that could jeopardise platform stability, integration partnerships, or community trust are prohibited.

8.6. Platform Ethics and Company Discretion:

OVERW8 reserves the absolute right to determine what constitutes appropriate use of our platform.
This discretion extends beyond mere legal compliance to ethical considerations and community impact.
OVERW8 may terminate service to any user whose activities, while potentially legal, conflict with our ethical standards or community values.

This includes, but is not limited to:

Activities that could harm the platform’s reputation or trustworthiness
Behavior that creates a negative environment for other users or staff
Usage patterns that indicate potential misuse or abuse of the service
OVERW8’s determination in these matters is final and not subject to appeal

These rules exist to ensure

Long-term platform stability and availability
Continued access to valuable integrations and features
Protection of all users’ business interests
Maintenance of a professional, productive environment
Sustainable growth and development of the platform

Anyone contributing positively is welcome; anyone causing harm must find another platform.

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9. Account Security

9.1. Password and Access Security:

Users must create and maintain secure passwords meeting minimum security requirements.
Passwords must contain at least 8 characters, including uppercase and lowercase letters, numbers, and special characters.
Users are responsible for maintaining the confidentiality of their account credentials.
Any activity occurring under a user’s account is their responsibility.

9.2. Team Accounts:

Each team member must use their own individual email address for authentication.
The primary account holder is responsible for all team member activities.
Team accounts are subject to per-user limitations as specified in the subscription package.
Team members may not share access credentials.

9.3. Team Account Responsibilities:

The primary account holder is responsible for:

All activities conducted by team members under their account
Compliance with these Terms for all associated team members
Content posted or shared by team members
Ensuring compliance with embargo and regulatory restrictions for all associated companies and brands

The primary account holder must:

Maintain accurate records of all team members and associated companies/brands.
Immediately remove access for team members who no longer require it.
Notify OVERW8 of any compliance concerns or violations.

Any violations of these Terms by team members or associated companies/brands may result in immediate termination of the entire account.

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10. Customer Support

10.1. Support Channels:

Primary support is provided through in-app chat and email. Video calls may be arranged for specific issues at OVERW8’s discretion. Support communications should be in English.

10.2. Support Availability:

Support requests are typically processed during Central European Time (CET) business hours. While OVERW8 strives to respond to support requests within 24 hours, response times are not guaranteed. Support availability may be limited during holidays, scheduled maintenance, or force majeure events.

10.3. Support Guidelines:

Users should provide clear descriptions of issues, including relevant screenshots or examples.

Support is provided on a best-effort basis.

Priority is given to system-critical issues affecting core functionality.

10.4. Support Usage Guidelines:

Support requests should be reasonable in frequency and scope.
Users should check available documentation before submitting support requests.
Multiple requests about the same issue should be consolidated into a single ticket.

OVERW8 reserves the right to limit support for users who:

Submit excessive numbers of requests
Create multiple tickets for the same issue
Consistently ignore provided solutions or documentation
Use support channels for non-support purposes

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11. Billing and Payments

11.1. Currency and Pricing:

All prices are in Euros (€). Users are responsible for any currency conversion fees or charges their payment providers impose.

11.2. Tax Handling:

Prices displayed exclude Value Added Tax (VAT).
VAT will be charged according to applicable laws.
For eligible business customers within the EU, the reverse charge mechanism applies upon the provision of a valid VAT ID.
Users are responsible for providing accurate tax information.

11.3. Payment Processing:

Payments are processed securely through Stripe and/or Paypal.

Users must provide and maintain valid payment information.

OVERW8 is not responsible for any fees or charges imposed by the user’s payment provider or bank.

11.4. Failed Payments:

Users will be notified of failed payment attempts. Access to the Platform may be restricted after failed payments, as specified in Section 4.5. Users are responsible for any additional charges resulting from failed payments.

11.5. Price Changes:

OVERW8 reserves the right to modify prices with 30 days’ notice
Price changes will not affect pre-paid subscription periods
Users will be notified of price changes via email
Users may cancel their subscription before price changes take effect

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12. Liability and Disclaimers

12.1. The Platform is provided “as is” without warranties of any kind.

12.2. OVERW8 is not liable for indirect, incidental, or consequential damages.

12.3. Total liability is limited to the subscription fees paid by the User in the previous 12 months.

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13. Amendments to Terms

13.1. OVERW8 reserves the right to modify these Terms at any time.

13.2. If possible, users will be notified of material changes via email 14 days before they take effect.

13.3. Continued use of the Platform after the effective date of any changes constitutes acceptance of the modified Terms.

13.4. If a user does not agree to the modified Terms, they must discontinue use of the Platform and cancel their subscription before the changes take effect.

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14. Severability

14.1. If any provision of these Terms is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that these Terms shall otherwise remain in full force and effect and enforceable.

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15. Force Majeure

15.1. Neither party shall be liable for any failure or delay in performance under these Terms where such failure or delay is due to causes beyond its reasonable control, including but not limited to acts of war, acts of god, earthquake, flood, embargo, riot, sabotage, labor shortage or dispute, governmental act, or failure of the Internet.

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16. Governing Law and Dispute Resolution

16.1. The laws of Germany and the EU govern these Terms.

16.2. Any disputes will be resolved exclusively in the courts of Munich, Germany.

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18. Intellectual Property Rights

18.1. Trademark Protection:

“Ägile Ässets” is a protected trademark of OVERW8 / Kristin Reinbach.
The trademark and associated branding elements may not be used without explicit written permission from OVERW8.
Any unauthorized use of the trademark will be subject to legal action.

18.2. Proprietary Features and Methodologies:

All processes, methodologies, and workflows within Ägile Ässets, including but not limited to the post-creation process, are proprietary to OVERW8.
These Proprietary Features are protected by intellectual property laws and trade secret regulations.
Users agree not to:
- Attempt to reverse engineer any Proprietary Features
- Document or analyze platform processes for competitive purposes
- Share or expose proprietary workflows to third parties
- Create derivative works based on any Proprietary Features

18.3. Competitive Access and Monitoring:

Access to Ägile Ässets for competitive analysis or market research is strictly prohibited.
OVERW8 conducts regular monitoring and audits to identify potentially competitive usage, including:
- Usage patterns indicating systematic feature analysis
- Multiple accounts from related organizations
- Unusual documentation or screenshot activities
- Systematic testing of platform limitations

Examples of prohibited competitive behaviours include:

Creating accounts under false pretenses

Systematic documentation of platform workflows

Testing feature limits to determine technical specifications

Using multiple accounts to analyse different aspects of the platform

Attempting to map the platform’s architecture or processes

OVERW8 reserves the right to terminate access immediately if competitive usage is suspected.
Users found to be accessing the platform for competitive purposes may be subject to legal action and damages claims.

18.4. Non-Disclosure:

Users agree not to disclose any information about Proprietary Features to third parties. This includes but is not limited to:

Platform workflows and methodologies
Unique process implementations
Technical details of features and tools
Internal organization of platform capabilities

18.5. Innovation Protection:

Any improvements or innovations added to the platform remain the exclusive property of OVERW8.
User feedback or suggestions implemented into the platform do not create any ownership rights for users.
OVERW8 maintains sole discretion over the implementation and use of any platform features.

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17. Contact Information

For questions or concerns regarding these Terms, please contact us at:

OVERW8 Agentur & Medien K. Reinbach
Prinz-Karl-Str. 47
82319 Starnberg
Germany

Email: team@agile-assets.ai

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By using Ägile Ässets, you acknowledge and agree to these Terms and Conditions.

If you do not agree, please discontinue use of the platform immediately.