CI HUB Service License Terms​

Last updated: June 23, 2020

CI HUB GmbH, which is entered in the commercial register of the District Court of Potsdam under HRB 31924P, Behlertstrasse 26, 14469 Potsdam, will provide the customer (or the CI HUB users authorised by the same) with access to the CI HUB Service over the internet for the duration of an acquired license. These CI HUB Service License Terms apply to the relations between CI HUB GmbH and the customer with regard to the CI HUB Service. By ordering the CI HUB Service, the customer agrees to these CI HUB License Terms. CI HUB GmbH reserves the right to amend the applicable CI HUB Service License Terms for objective reasons (changes to laws, changes to the structure of CI HUB partners or technical changes to the CI HUB Service), whereby CI HUB GmbH will inform the customer one month before the changes go into effect. In the event that changes to the CI HUB Service License Terms have a major impact on the use of the CI HUB Service by the customer or the CI HUB users authorised by the same, the customer may object to the changes until such time as they go into effect. In that case, CI HUB GmbH, after it has received the customer’s objection, may terminate the acquired license with a notice period of one month. The applicable CI HUB Service License Terms can be viewed at https://ci-hub.com/terms/. The customer’s terms and conditions do not apply even if CI HUB GmbH has not expressly objected to the same. Solely these CI HUB Service License Terms of CI HUB GmbH apply to the use of the CI HUB Service.


 

 

  1. Description of the CI HUB Service

The CI HUB Service is a central service which can be used by CI HUB users to access various systems of CI HUB partners (hereafter “CI HUB partner systems”), which hold available and store digital assets such as photos, videos, templates, texts, graphics etc.

CI HUB partners may include Pixelboxx, Dropbox, Bynder, Picturepark, Adobe Stock, Brandfolder, Celum, gettyimages, iStock, Sitefusion, eyebase, BrandMaster, myview, Google Drive, Adobe Stock or other providers of PIMs (Product Information Management Systems), MAMs (Media Asset Management Systems), DAMs (Digital Asset Management Systems) etc. The CI HUB partners use an API to connect to the CI HUB Service. CI HUB is free to connect additional CI HUB partners to the CI HUB Service or to terminate existing CI HUB partnerships.

The CI HUB partners are not vicarious agents of CI HUB GmbH, which is acknowledged by the customer. Therefore CI HUB GmbH cannot be held responsible in the event that the services of the CI HUB partners are deficient, the CI HUB partners fail to provide the CI HUB partner systems (in entirety or in part) and/or if the CI HUB partner systems cannot be used by CI HUB users as presented. The customer will conclude separate agreements with the CI HUB partners regarding the use of the CI HUB partners’ services.

 

 

  1. Provision of the CI HUB Service

2.1     CI HUB customers: The CI HUB Service is only provided to customers that are natural persons or legal entities or partnerships with legal capacity, which are acting in their commercial or independent professional capacity when they conclude a license (sec. 14 (1) BGB (German Civil Code)). In the context of concluding a CI HUB license, the licensees must warrant that they belong to the group of persons described above.

2.2     CI HUB Cloud infrastructures: During the term of a license, CI HUB GmbH will provide the CI HUB customer (or the CI HUB users authorised by the same) with access to the CI HUB Service via the internet in the context of a Cloud that is managed by a Cloud operator (hereafter “Cloud operator”). The current Cloud operator is Microsoft Corporation, One Microsoft Way, Redmond, WA 98052-6399, USA with its Azure service. CI HUB GmbH plans to set up additional CI HUB Cloud infrastructures. In that case, the customer may choose the Cloud infrastructure for using the CI HUB Service, which may be associated with additional costs.

2.3     CI HUB software: The “CI HUB” software, which is operated as the CI HUB Service, refers to the current version that is enhanced and maintained by CI HUB GmbH at its discretion. To the extent that the CI HUB software is modified in the context of enhancements and/or maintenance, which results in the need to enter new user names and/or passwords, CI HUB GmbH will inform the customer and the CI HUB users as soon as possible.

2.4     CI HUB connector and CI HUB adapter: To access the CI HUB Service, the customer (or the CI HUB users authorised by the same) require the CI HUB connector, which is provided to the customer / the CI HUB users during the ordering process. The CI HUB partners use an API to connect to the CI HUB Service.

2.5     User administration via Okta Inc.: In the context of user registration, and to manage customer / user identities, CI HUB GmbH uses the User Management System of Okta Inc., 301 Brannan Street, San Francisco, CA 94107 United States. This user management system only stores the data that the user has provided and that is required to operate the CI HUB system. Okta Inc. also manages the user IDs of the customer / the CI HUB users. Details regarding Okta Inc. can be found at https//:www.okta.com. Details regarding data privacy at Okta Inc. are available at https://www.okta.com/gdpr/ and https://www.okta.com/trustandcompliance. 

2.6     Payment processing through paddle.com: CI HUB GmbH has engaged Paddle.com Market Limited, 15 Briery Close, Great Oakley, Corby, Northamptonshire, NN18 8JG, United Kingdom, to process the payments. Paddle is responsible for all payments processing, invoicing etc. vis-a-vis the customer. Details regarding Paddle Ltd. can be found at https://paddle.com/. Details regarding data privacy at Paddle Ltd. are available at https://paddle.com/gdpr and https://paddle.com/privacy.

  2.7     CRM via HubSpot Inc.: All of the data of CI HUB users is stored in the systems of the CRM provider HubSpot Inc., 25 First Street, Cambridge, MA 02141 USA. Only the e-mail address, surname and first name must be stored in order to provide the CI HUB Service. All other data is voluntarily provided by the user. Details regarding HubSpot Inc. can be found at www.hubspot.com. Details regarding data privacy at HubSpot Inc. are available at https://www.hubspot.com/data-privacy/gdpr and https://legal.hubspot.com/privacy-policy.

2.8     CI HUB GmbH: CI HUB also stores data that is generated during the use of the system. This data contains anonymised information about the use of the CI HUB system, its operation and the functions performed by the CI HUB users when they use the CI HUB system. This anonymised data is only used for the steady improvement of the CI HUB system and to offer new services.

2.9     Protection of access data: The customer / CI HUB users are responsible for ensuring that their selected passwords are protected within their own spheres. The customer warrants, and will take the necessary measures with regard to the CI HUB users, that passwords that are used to access the CI HUB service are not passed on to others. The customer warrants that he will report any unauthorised use of the CI HUB Service using his password, or the password of a CI HUB user authorised by him, if he becomes aware of such an incident.

 

 

  1. License

3.1     Scope of the license: CI HUB GmbH provides the customer with a license to the extent that the agreed number of registered and named CI HUB users can simultaneously access the CI HUB Service during the term of the license. The customer will commit his authorised CI HUB users to only use the CI HUB Service as per the contract.

3.2     Term of the license: At first, the term of a license for the use of the CI HUB Service is limited to 12 months (hereafter “minimum license term”).  The license is automatically renewed for another 12 months unless the customer terminates the license at the end of the minimum license term or at the end of a subsequent license period with a notice period of one month. Before the license expires, the customer will receive a notification regarding the upcoming renewal of the license at the applicable price pursuant to CI HUB GmbH’s price list, which can be viewed at www.ci-hub.com. The customer’s termination must be sent to info@ci-hub.com.

 

 

  1. Service Level

CI HUB GmbH will make the CI HUB Service available 365 days a year and 24 hours a day, with a guaranteed availability of 98.5%.

 

 

  1. License fee

The annual license fee follows from the applicable price list of CI HUB GmbH. The fee must be paid for each license one year in advance.

 

 

 

  1. Support

 CI HUB GmbH will be available to answer questions related to the use of the CI HUB Service that are submitted by the customer and his authorised CI HUB users during weekdays between 9 am and 5 pm (CET), but not on German statutory holidays. Support is provided on-line using the support form, which the customer or CI HUB user must complete and send to CI HUB GmbH.

 

 

  1. Liability

CI HUB GmbH only assumes liability for ordinary negligence in the event that CI HUB GmbH, its statutory representatives, managing employees or vicarious agents breach an essential contractual obligation. In such cases, CI HUB GmbH only assumes liability for the foreseeable damages that must typically be expected. Essential contractual obligations are those obligations that form the basis for the contract, which were essential for concluding the contract, and in the fulfilment of which the customer may trust. Notwithstanding the previous provision, CI HUB GmbH assumes unlimited liability for damages from injury to life, body or health caused by CI HUB GmbH, its statutory representatives, managing employees or vicarious agents.

 

 

  1. Applicable law / place of jurisdiction

 Solely German law shall apply to all disputes from or in connection with the license that is provided to the customer. Potsdam, Brandenburg, Germany, shall be the exclusive (and also international) place of jurisdiction for all disputes from or in connection with the license provided to the customer, insofar as the customer is a merchant (sec. 1 HGB (German Commercial Code)), a legal entity under public law or a special fund under public law, or if the customer does not have a general place of jurisdiction in Germany.

 

 

  1. Identification as a reference customer

By ordering the CI HUB Service, the customer agrees that CI HUB GmbH may identify him as a reference customer on the CI HUB GmbH website, in the company’s corporate and product brochures, in presentations and offers, and in solitication letters, proposals and other correspondences. This only applies to the extent that the customer is a merchant (sec. 1 HGB). The customer may object to being identified as a reference customer by sending an e-mail to sales@ci-hub.com.

 

 

  1. Force majeure

In the event of unusual and unforeseen events that the party claiming a force majeure event could not anticipate, and the occurrence of which it could not influence or the consequences of which it could not prevent despite the required diligence (hereafter “force majeure”), the party shall be released from its service obligation for the duration of the force majeure. In that case, the other party is entitled to an extraordinary right of termination if the force majeure event lasts more than one month. Additional claims by the other party are excluded. Force majeure events include war, strikes, lock-outs, fire, flooding, other natural disasters, epidemics and pandemics.

 

 

 

  1. Severability clause 

In the event that provisions of these CI HUB Service License Terms are found to be invalid or infeasible, it shall not affect the validity of the remaining provisions. The parties commit to replace invalid or infeasible provisions with valid provisions that most closely correspond to the business purport of the invalid or infeasible provisions. The same applies in the case of a loophole.