1. GENERAL BAIS OF COOPERATION
‍1.1 "ISI CHAT" is an offer (hereinafter "SERVICES") provided under the internet domain https://chat.limendo.com or through the use of the SERVICES under the internet domain https://isi.limendo.com, by Limendo GmbH (hereinafter: "PROVIDER"), VAT number IT02995110216, with registered office in 39100 Bolzano (BZ), Italy.
1.2 The use of the SERVICES is subject to the terms of a legally binding agreement between you, (hereinafter "USER", "you", "YOU", "YOUR", "YOURS", "YOURSELF", etc.) and the PROVIDER.
1.3 The TERMS govern the relationship between you and the PROVIDER in relation to the use of the SERVICES and form part of all contracts entered into between you and the PROVIDER in relation to the use of the SERVICES. Exceptions and supplementary terms shall only apply if expressly agreed. The TERMS apply to all users of the SERVICES and all visitors to the WEBSITE.
1.4 In addition to the TERMS, the use of the SERVICES may be subject to further statutory and contractual terms, including those of third parties with whom the PROVIDER co-operates, if you use their services.
1 .5 The TERMS shall apply in all cases, unless their validity has been expressly suspended in writing before the order is placed and their suspension has been confirmed in writing by the PROVIDER.
1.6 You acknowledge and agree that each member of the group of companies to which the PROVIDER belongs is a member of the PROVIDER.

‍2. ACCEPTANCE OF THE TERMS
‍2.1 In order to use the SERVICES, you must first accept the TERMS. By visiting the WEBSITE, setting up a customer account for you by the PROVIDER or by yourself, and/or using the SERVICES, you declare that you have read and accept the TERMS and CONDITIONS in force at the time of use. You should print or save these TERMS and CONDITIONS for your records.
2 .2 You may not use the Services or accept the TERMS if (a) you are under the legal age to enter into a binding contract with the PROVIDER, or (b) you are prohibited or otherwise prohibited by law from receiving or using the Services under the laws of the country in which you reside or from which you access or use the Services.

‍3. LANGUAGE OF TERMS
‍3.1 The content of the Services is offered in various languages for your convenience. However, your contractual relationship with the PROVIDER shall be governed exclusively by the German text version of the TERMS and their content for the use of the SERVICES.

‍4. MODIFICATION OF TERMS AND CONDITIONS
‍4.1 The PROVIDER reserves the right to modify the TERMS in whole or in part at any time at its sole discretion and without giving reasons. In this case, the changes to the TERMS shall enter into force upon their publication on the WEBSITE. By using the SERVICES after the changes have been published, the user accepts the changes to the TERMS and must regularly check the TERMS for these changes.

‍SERVICES AND CONTRACTUAL TERMS
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‍5. SERVICE
‍5.1 The SERVICES include software solutions for entrepreneurs in the field of chat technology. Our platform is a SaaS (Software-as-a-Service) product that provides a chat widget for use on your website. By installing our code on your website, a chat widget is displayed on your website that allows your site visitors to ask questions about your company. The basic information is collected via a scan of your website. You also have the option of training the model and providing your own content.
5.2 The SERVICES are offered as Software-as-a-Service (SaaS) for entrepreneurs. If you use the SERVICES as an entrepreneur, the PROVIDER shall provide the contractual services accordingly as a SaaS service provider. The subject of the contractual relationship between you and the PROVIDER is the temporary, non-exclusive, paid hand over of software on the Internet. For this purpose, the PROVIDER stores the software on a server that you can access via the Internet or the web browser.
5.3 The PROVIDER reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, any part of the SERVICE with or without notice.
5.4 The Services, including the Software and all intellectual property rights therein, are and shall remain the exclusive property of the PROVIDER. All rights in the Software not expressly granted to you in this Agreement shall be retained and held by PROVIDER and its licensors without restriction, including PROVIDER's exclusive title to the Software and Documentation. Without limiting the generality of the foregoing, you agree not to (and not to permit any third party to):
(a) sublicense, distribute or use the Service or Software outside the scope of the licence granted in this Agreement;
(b) copy, modify, adapt, translate, create derivative works from, reverse engineer, disassemble or decompile the Software or otherwise attempt to discover any source code or trade secrets relating to the Service or Documentation;
(c) rent, lease, sell, assign or otherwise transfer any rights in or to the Software, Documentation or Service;
(d) use, publish, transfer or introduce any device, software or routine that interferes or attempts to interfere with the operation of the Service, Documentation or Software;
(e) use any trademarks, trade names, service marks, logos, domain names and other distinctive brand features or any copyrights or other proprietary rights associated with the Service without the express written consent of PROVIDER;
(f) register, attempt to register, or assist others in registering any of PROVIDER's trademarks, trade names, service marks, logos, domain names, and other distinctive brand features, copyrights, or other proprietary rights; or
(g) remove, conceal or alter any copyright, trade mark or other proprietary rights notices contained in or on any item supplied with the Service or Software.
5.5 An entrepreneur within the meaning of these General Terms and Conditions is any natural or legal person who acts for purposes that can be attributed to their commercial, business or professional activity. An end customer within the meaning of these General Terms and Conditions is any natural or legal person who acts for purposes that cannot be attributed to their commercial, business, craft or professional activity.
5.6 All service offers of the PROVIDER are subject to change and non-binding. This also applies to price quotations. The exact scope of services and the type of contractual services for entrepreneurs or end customers can be found in the corresponding service descriptions, which are presented on the WEBSITE and form an integral part of these GTC. Additional services require a separate written agreement with the PROVIDER. The PROVIDER may make changes to the SERVICES and/or the WEBSITE at any time at its own discretion and provide updated versions of the SERVICES and/or the WEBSITE at any time.

‍6. DATA
‍6.1 The data collected via the code snippet (also called code snippet), including transmitted chat messages, remain the property of the user. By using the SERVICES, the USER grants the PROVIDER a worldwide, non-exclusive and royalty-free, sub-licensable and transferable licence to collect, store, analyse, process and use the said data solely for the purpose of providing the SERVICES and for the continuous improvement and optimisation of our SERVICES. The licences granted to the USER's DATA are perpetual and irrevocable, but do not affect the USER's ownership rights in other respects. The PROVIDER excludes any liability in connection with the USER's licensed data.
6.2 It is expressly stated that the USER has no rights or ownership claims to the derived aggregated data, statistical information or created data models and algorithms resulting from the analysis or processing of its data. Such derived data, aggregated information or data models shall belong exclusively to the PROVIDER and the USER shall have no right to use, exploit or distribute them.
6.3 It is further emphasised that any use of the data provided by the USER shall be in accordance with applicable data protection laws and our privacy policy, thereby ensuring the confidentiality, security and integrity of the data.

‍7. RESPONSIBILITIES OF THE USER REGARDING TO THE INFORMATION OF THE USER'S END CUSTOMERS
‍7.1 The USER agrees to enter into a data processing agreement with the PROVIDER in accordance with the applicable data protection laws.
7.2 The USER is obliged to provide its own users and end customers with appropriate information and to obtain their consent.
7.3 The USER shall indemnify the PROVIDER against any third-party claims relating to data protection violations. This includes liability for direct and indirect damages, costs, liabilities and other expenses resulting from data protection breaches, unlawful disclosure or use of personal data, provided that these breaches were not caused by gross negligence or wilful misconduct on the part of the PROVIDER.
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‍8. PROTECTING YOUR ACCOUNT
‍8.1 You are responsible for maintaining the security of your account and password. The Company cannot and will not be liable for any loss or damage arising from your failure to comply with this security obligation.
8.2 You are responsible for all Content posted under your account and all activities that occur under your account (including when Content is posted by others who have their own login credentials under your account).
8.3 You may not use the Service for any illegal purpose or in violation of any laws in your jurisdiction.
8 .4 You must provide your full legal name, a valid email address and any other requested information to complete the sign-up process.
8.5 Your login may only be used by one person - a single login shared by multiple people is not permitted.
8.6 You may create separate logins for other people in accordance with your Service Plan. Each separate login or person is automatically bound by these Terms of Use, and it is your responsibility to inform your users of these Terms of Use.
8.7 You must be a human. Accounts registered by "bots" or other automated methods are not permitted.

9. COSTS FOR USING THE SERVICES
‍9.1 The use of the SERVICES is subject to a fee for entrepreneurs and is based on a subscription contract. By selecting a chargeable package in the SERVICES, the Entrepreneur declares that he wishes to use the SERVICES for a fee and the contract with the PROVIDER is deemed to have been concluded. All prices and other costs for the use of the SERVICES can be viewed on the WEBSITE or in the SERVICES and are subject to taxes and/or other statutory charges.
9.2 The subscription contract begins on the day the contract is concluded and is limited to a period of one month or one year, depending on the package selected. It is automatically renewed for a further month or year if it is not cancelled by one of the contracting parties in the SERVICES before the subscription expires. The prices of all services are subject to change within 30 days of our notification. Such notice may be given at any time by publishing the changes in the SERVICES or on the WEBSITE.
9.3 You will be billed monthly or annually for the cost of using the SERVICES. You will be invoiced for the costs in advance. Use of the SERVICES is only possible once the invoice has been paid. The invoice is due at sight. You are obliged to pay the amount shown on the invoice without deduction. Payment can be made via a bank transfer linked to the user account.
9.4 In the event of even partial default of payment, the PROVIDER shall be entitled to suspend its contractual services and block your access to the SERVICES and the existing contractual relationship shall be deemed terminated by operation of law pursuant to Article 1456 of the Civil Code. In the event that the PROVIDER does not make use of the aforementioned express termination clause, late payment will result in the obligation to pay default interest at the rate provided for in Article 5 of Legislative Decree No. 231 of 9 October 2002, with interest accruing automatically and without notice on the day following the expiry of the corresponding payment date. In any case, the PROVIDER reserves the right to assert further claims in connection with late payment.

‍10. GENERAL REGULATIONS FOR USE OF THE SERVICES
‍10.1 The USER may only use the SERVICES within the scope of the contractually agreed scope of use. The USER shall not be entitled to any further rights. Any further use requires the prior written consent of the PROVIDER.
10.2 If the USER exceeds the contractually authorised use or uses the SERVICES in any other unlawful manner, the PROVIDER may interrupt its contractual services and block access to the SERVICES and/or terminate the contractual relationship without notice. In this case, the user is liable for all resulting damages and/or claims of third parties and is obliged to indemnify the PROVIDER against all claims of third parties.
10.3 You are obliged to take all necessary and/or reasonable measures to avoid any unlawful or non-contractual use of the SERVICES. If you recognise or should recognise that unlawful or non-contractual use is imminent, you are obliged to inform the PROVIDER immediately. You are obliged to protect the access authorisations and identification and authentication information assigned to you from access by third parties and not to pass them on to unauthorised persons.
10.4 The PROVIDER is entitled to take technical or other measures at any time at its own discretion to protect against non-contractual use of the SERVICES and/or to introduce further REGULATIONS.
10.5 When using the SERVICES, the USER may not provide or otherwise use any content, information, offers and/or services that violate the rights of third parties (in particular data protection, competition, patent and/or trademark law and/or other industrial property rights) or that violate the provisions of Italian law (in particular those of public order and criminal law). The USER undertakes to indemnify the PROVIDER against all third-party claims and to compensate the PROVIDER for all costs and damages incurred directly or indirectly by the PROVIDER as a result of related infringements.

‍11. EXCLUSION/LIMITATION OF PROVIDER'S WARRANTY
‍11.1 The SERVICES, including the content and services of the WEBSITE, and any other alias pages of the PROVIDER are provided "as is" and the PROVIDER makes no representations or warranties in relation thereto.
11 .2 In particular and without limitation, the PROVIDER does not warrant that:
(a) the use of the SERVICES will be uninterrupted and/or timely, secure and/or free from errors or defects;
(b) the use of the SERVICES will meet your expectations;
(c) any information obtained by you through the use of the SERVICES will be accurate or reliable;
(d) any errors in the operation or functionality of any software made available to you through the SERVICES will be corrected;
(e) the SERVICES will function properly and correctly and will be 100% accurate. The Services are based, inter alia, on the technology of NLP, which only ever operate with certain probabilities which are less than 100%.
11.3 No other terms or warranties (including any terms as to satisfactory quality, fitness for purpose, or conformity with descriptions) shall apply to the Services unless expressly stated otherwise in these Terms.
11.4 The PROVIDER is not responsible for and makes no warranty or guarantee as to the content, information, offers and/or services provided by the User on the Services. The USER undertakes to indemnify the PROVIDER against all third-party claims.

‍12. EXCLUSION/LIMITATION OF PROVIDER'S LIABILITY
‍12.1 The provider is not liable for damages (including indirect damages, consequential damages and loss of profit) that should arise directly or indirectly from the use of the services, except in the case of intent or gross negligence.
12.2 The PROVIDER accepts no liability for permanent or temporary errors, omissions, interruptions, deletions, defects, delays and/or suspensions in the operation, transmission and/or delivery of content and services of the SERVICES, communication line failures, unauthorised access to data or theft. The PROVIDER is also not responsible for problems or technical malfunctions related to mobile internet, telephone networks or lines, online systems, servers or providers, computer equipment, software, or failures of email or service providers for processing electronic payments due to technical problems or data congestion on the internet or a combination of these factors. The PROVIDER accepts no responsibility for contracts not concluded due to one or a combination of the aforementioned factors.
12.3 The User is solely responsible for all content, information, offers and/or services provided or otherwise utilised in connection with the use of the SERVICES. The PROVIDER accepts no liability in this respect and you are obliged to indemnify the PROVIDER against all claims by third parties and to reimburse the PROVIDER for all costs and damages incurred by the PROVIDER directly or indirectly as a result of related infringements.
12 .4 The PROVIDER is not liable for storage errors, deletion, loss and/or damage to the data provided, created or received by you in the course of using the SERVICES.
12.5 The PROVIDER is not liable for unauthorised access to personal data of customers by third parties (e.g. through unauthorised access to the SERVICES by hackers). The PROVIDER can also not be held responsible for the misuse of content and information that the USER himself has made available to third parties.
12.6 The PROVIDER is not responsible and assumes no warranty or guarantee for the content, information, offers and/or services that the USER makes available to third parties in connection with the use of the SERVICES. The USER undertakes to indemnify the PROVIDER against all third-party claims.
12.7 The exclusions or limitations of liability contained in this Section 12 shall apply irrespective of whether the USER has been informed of the possibility of the occurrence of a third party claim. They also apply with regard to the liability of legal representatives and vicarious agents.
12.8 The exclusions or limitations of liability of the PROVIDER contained in this Section 12 do not apply in the event of fraudulent intent or gross negligence.

‍13. CLAUSE OF WITHDRAWAL
‍13.1 Failure to comply with even one of the regulationsof sections 7, 8, 9 and 10 shall constitute a serious and substantial breach of the regulations of Article 1455 of the Italian Civil Code and shall ipso jure result in the termination of the contractual relationship between you and the PROVIDER pursuant to Article 1456 of the Italian Civil Code, without prejudice to the exercise of other rights and compensation for all damages. In the event of early termination of the contractual relationship in accordance with the provisions of this point, you are in any case obliged to pay for the services used up to the time of termination.

‍FINAL PROVISIONS

‍14. REFERENCES
‍14.1 The USER agrees to grant the PROVIDER a worldwide, non-exclusive, royalty-free, sub-licensable and transferable licence to use its trademark (registered or unregistered trademark used by the USER) for the purpose of providing the SERVICES, including the marketing of the PROVIDER's services. The licences granted for the use of the USER's trademark are perpetual and irrevocable, but do not affect the USER's ownership rights in other respects. The PROVIDER excludes any liability in connection with the use of the USER's trade mark.

‍15. APPLICABLE LAW
‍15.1 All relationships between the parties, including these TERMS AND CONDITIONS, shall be governed by Italian law, excluding its conflict of law provisions. This choice of law clause does not affect any mandatory consumer protection provisions.

‍16. JURISDICTION AGREEMENT
‍16.1 The exclusive place of jurisdiction for all disputes arising from and in connection with the contractual relationship between the parties, including these TERMS AND CONDITIONS, is Bolzano, Italy. Any applicable mandatory consumer protection regulations are not affected by this agreement on jurisdiction.

‍17. PLACE OF PERFORMANCE
‍17.1 The place of fulfilment for all contractual services is the registered office of the PROVIDER.

‍18. SALVATORY CLAUSE
‍18.1 Should one or more paragraphs or regulations of these TERMS be or become invalid and/or ineffective, this shall not affect the validity and effectiveness of the remaining TERMS.

‍19. FORBEARANCE
‍19.1 In the event of a breach of the provisions of these TERMS and CONDITIONS, tolerance of this breach by the PROVIDER shall in no event constitute a waiver by the PROVIDER of its rights and other effects arising from the relevant provisions and a waiver of the right to full fulfilment of the obligations and provisions of the contractual relationship and/or these TERMS and CONDITIONS.

I ACCEPT
Signature: _________________________________

In accordance with articles 1341 and 1342 of the Civil Code, the user of the WEBSITE or the DINESTE declares to have read the following clauses and provisions of these general terms and conditions and to accept them individually and expressly:
Point 1. 6 (Third party beneficiaries of the TERMS),
points 2.1 and 2.2 (Acceptance of the TERMS),
point 3 (Language of the TERMS),
point 4.1 (Modifications to the TERMS),
point 5 (Performance), in particular points 5.3 (Modification or termination of the performance) and 5.4 (Ownership of the performance),
point 6 (Data), in particular 6. 1 (Worldwide, non-exclusive and royalty-free, sub-licensable and transferable licence to the data) and 6.2 (Ownership rights to aggregated data models),
point 7 (Information obligations of the USER), in particular point 7.3 (Obligation to indemnify the PROVIDER against third-party claims),
point 8 (Protection of the account),
point 9 (Costs of the SERVICES), point 10 (General terms of use)
points 11. 1, 11.2, 11.3 and 11.4 (Exclusion of Warranty),
Points 12.1, 12.2, 12.3, 12.4, 12.5, 12.6, 12.7, 12.8 (Exclusion or Limitation of Liability),
Point 13.1 (Express Cancellation Clause),
Point 14.1 (References),
Point 15.1 (Applicable Law),
Point 16.1 (Jurisdiction Agreement),
Point 17.1 (Place of Performance),
Point 19.1 (Forbearance).
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I ACCEPT
Signature: _________________________________