VIRE GmbH General Terms of Use

Last updated: Jan 29th, 2020

These General Terms of Use (hereinafter "GTC") shall apply to the use of the web application Audiocado (hereafter the "Web Application") offered by VIRE GmbH, Gertrudenstra├če 9, 50667 Cologne, Germany (hereinafter "VIRE") at https://www.audiocado.com (hereinafter the "Website") by a user (hereinafter "User") as well as all services provided by VIRE in connection therewith (the application as well as the services provided by VIRE within the framework of the application hereinafter jointly, the "Services").

Insofar as the User uses the application only to the extent provided free of charge on the basis of a "Free Plan", the provisions stated below under "GENERAL REGULATIONS" shall apply. If the User decides to extend the Services provided free of charge by ordering an upgrade, the "SPECIAL REGULATIONS FOR UPGRADES" shall apply in addition to these "GENERAL REGULATIONS".

General Provisions

1. Scope of these GTC

1.1 The use of the application is governed exclusively by these GTC. Any deviating contractual conditions of the User or third parties shall only apply if VIRE has agreed to them in writing. 1.2 Insofar as the User can access or use the online services of third parties via Web Application, the contractual terms and conditions of these third parties may apply. VIRE has no influence on these terms and conditions. For the avoidance of doubt: VIRE is not a party to any legal relationship arising or already existing through the use of the Services between the User and third parties.

2. Conclusion of contract, Registration

2.1. The use of the application requires the conclusion of a user contract. 2.2. A user contract is concluded upon successful registration with the application. For this purpose, the User must provide the information requested by the registration form at the Website. completely and correctly, whereby input errors can be corrected at any time. In order to detect input errors, the User is provided with technical means in the form of a completeness and plausibility check (the automatic check whether all mandatory fields have been filled out and whether the characters entered match the corresponding mandatory field). E-mail addresses can only be used once for registration with the Web Application.

By clicking on "Register/Login" or an accordingly marked button, the User submits a request to VIRE to send an offer to conclude a user contract via e-mail to the provided email address. By clicking on the confirmation link included in the e-mail sent by VIRE the registration is successfully completed and a user contract is concluded between VIRE and the registered User. However, VIRE is not obliged to send an offer to conclude a user contract. 2.3. Upon successful registration, a user account is created for the registered User. 2.4. The languages available for the conclusion of the user contract are German and English. VIRE saves the user contract text. The User can view and download the user contract text in the form of these GTC at any time via the corresponding tab at Web Application.

3. Pre-conditions for the use of Services

3.1. For this purpose, the User must sign in to Web Application, by using the internet browser of a web-connected device with a sufficient internet connection (e.g. a PC) and entering his Web Application login details. 3.2. VIRE reserves the right to continuously adjust Web Application to changing technical and market conditions. In order to use the Services, it is therefore necessary to keep the operating system and the web-browser on the used device up to date. The Web Application might not work properly on older devices or with older versions of web browsers.

4. VIRE Services (Provision of Services)

4.1 VIRE offers registered Users the possibility, via the user interface provided by the Web Application, to assemble videos and images. The Application offers various tools to edit and animate these multimedia items and to save them within the Web Application (cloud based) or on the user's device (local memory).

4.2. The particular tools available and the amount of downloadable content to a registered User depend on whether the User only uses the services provided free of charge ("Free Plan") or ordered fee-based service packages ("Upgrades") in accordance with the SPECIAL REGULATIONS FOR UPGRADES.

4.3. VIRE will endeavor to provide the Services 24 hours a day, 365 days a year, but does not warrant an uninterrupted availability of the Services. Availability may be restricted for reasons of force majeure, including but not limited to strikes, lockouts and governmental orders, as well as technical and other measures that may be required on the systems of VIRE, of the internet service provider or of the telecommunication network operator for proper operation or improvement of the Services (e.g. maintenance, repair, system-related software updates, enhancements). Disturbances of the Services can also result from short-term capacity bottlenecks due to peak loads of the Services or from disturbances in telecommunication systems of third parties. VIRE makes reasonable efforts to remedy or have third parties remedied such malfunctions without undue delay. If scheduled maintenance work is required, VIRE will take into account the legitimate interests of Users, in particular by carrying out such work at times with typically low usage of the Services.

4.4. The registered User is only granted the non-exclusive, non-transferable and non-sublicensable right to use the Services for the contractually intended purposes in accordance with the provisions of these GTC. Further rights of use are not granted.

4.5. For clarification: It is not VIRE's responsibility to check, whether the actual use of the Services by the User is compliant with statutory legal provisions and the rights of third parties. This is the sole responsibility of the User.

5. User's duty of care; Prohibition of misuse; Indemnification

5.1. Registered Users must ensure that the data in their user account is up to date at all times. Personal login data (such as the password) must not be passed on to unauthorised third parties (i.e. unauthorised by the User) and must be protected from access by unauthorised third parties. For security reasons, the password should be changed at regular time intervals. In the event that the User has a reason to believe that unauthorized third parties have gained knowledge of his login data, the User shall inform VIRE immediately by e-mail and change his login data without undue delay.

5.2. It is prohibited to misuse the Services. Misuse includes in particular (without limitation), i) using the Services for pornographic content, content that glorifies violence, politically extreme content, content violating the rights of third parties or in any other way unlawful content, (ii) developing back or decompiling the Web Application's program code or parts of it, translating it in any other way or reproducing it or using it in a way that is not explicitly permitted under this GTC or by law.

5.3. The User shall indemnify VIRE against any and all claims of third parties resulting from violations committed by the User (contractual as well as legal), in particular (without limitation) violations of Clause 5.2. The indemnification of Users that are not consumers within the meaning of Sec. 13 BGB (German Civil Code) shall happen at VIRE's first request.

6. Liability

6.1. VIRE shall be liable without limitation for any damages resulting from

  • intentionally or grossly negligent breach of contractual obligations,
  • non-observance of guarantees,
  • culpable injury to life, body and healthby VIRE itself or its vicarious agents. In addition, VIRE shall be fully liable under the statutory provisions on product liability.

6.2. Notwithstanding the foregoing, in the case of culpable violation of "essential contractual obligations" (shall mean principal obligations enabling the proper execution of the contract and upon which the other party therefore relies and may rely) VIRE's liability is limited to the damage that is typical for the type of contract and that can be reasonably foreseen at the time the contract has been concluded.

7. Term, cancellation, blocking of Users

7.1. The user contract is concluded for an indefinite period of time.

7.2. The User may terminate the user contract at any time with immediate effect in writing or by e-mail (to: support@audiocado.com).

7.3. VIRE may terminate the user contract to the end of each month by giving the User two (2) weeks' prior notice.

7.4. The right to terminate the user contract for good cause without notice remains unaffected. VIRE shall have the right to terminate the user contract for good cause without notice in particular (without limitation) in the event of a violation of Section 5.2.

7.5. VIRE shall be entitled to temporarily block the User in case of significant violation of the User's contractual obligations and in case that there are specific indications that the User has violated his contractual obligations (in particular in the event of the transmission of intentionally false or untrue personal data by the User or in the event of a violation of Clause 5.2). VIRE shall inform the User of the reason for the blocking by e-mail. The block remains in effect until the breach has been remedied.

8. Data protection

8.1. When the User uses the Services, VIRE collects and processes personal user data. Data processing shall be carried out in accordance with VIRE's Privacy Policy, available at:

9. Final provisions

9.1. VIRE reserves the right to change less important terms of these GTC at any time and without giving reasons, provided that such change does not lead to a new contractual structure. The important terms include, in particular, terms concerning the type and scope of the contractual services, the term and termination. The changed terms will be sent to the User in writing or by e-mail at least six (6) weeks before the planned date of the entry into force of such changes. If the User does not object to these changes within six (6) weeks of the receipt of this notification the changes shall be deemed to be effectively agreed to. In the notification message VIRE will specifically inform the User about this deadline and of the consequence of missing it.

9.1. VIRE reserves the right to change less important terms of these GTC at any time and without giving reasons, provided that such change does not lead to a new contractual structure. The important terms include, in particular, terms concerning the type and scope of the contractual services, the term and termination. The changed terms will be sent to the User in writing or by e-mail at least six (6) weeks before the planned date of the entry into force of such changes. If the User does not object to these changes within six (6) weeks of the receipt of this notification the changes shall be deemed to be effectively agreed to. In the notification message VIRE will specifically inform the User about this deadline and of the consequence of missing it.

9.2. These GTC are subject to the law of the Federal Republic of Germany. Insofar as the User is a consumer and mandatory statutory consumer protection regulations of his country of residence contain more advantageous terms for him, these terms shall apply (regardless of the choice of German law). A User that is a consumer may assert claims in connection with these GTC both before the competent court at their place of residence and before the competent court at the registered office of VIRE. If VIRE wishes to enforce rights against a User that is a consumer, VIRE can only do so in front of the competent court at the User's place of residence. Users not acting as consumers agree to the exclusive jurisdiction of the competent courts at the registered office of VIRE in Germany.

9.3. If any of these provisions should be determined to be invalid, illegal or unenforceable for any reason then such provision shall be severed and the remaining provision shall survive and remain in full force and effect and continue to be binding and enforceable.

10. Provision of Upgrades by Paddle

Registered Users can extend the range of Services at the Web Application by ordering Upgrades in the form of paid subscriptions. Upgrades will not be provided by VIRE but exclusively by Paddle.com Market Ltd, 70 Wilson St, London, EC2A 2DB, United Kingdom ("Paddle"). Paddle is the merchant of records for all Upgrade orders, conducts the order process, provides all customer services and will handle returns.

Therefore, all terms and conditions for the provision of Upgrades (e.g. terms of payment, invoicing, rights of revocation as consumer, term and cancellation rights of subscriptions etc.) are not subject of this contractual relationship with VIRE governed by these GTC, but are solely subject of the contractual relationship with Paddle governed by Paddle's terms and conditions. VIRE has no influence on the terms and conditions of Paddle and does not become a contractual party of any contract concluded between Paddle and the User.

During the order process the User will leave the Web Application and VIRE's area of responsibility and will be forwarded to Paddle.com which is the area of responsibility of Paddle. The User will be informed of this in advance.