General Terms and Conditions
- AMALYZE AG (AMALYZE) provides a web-based analysis software (“service”) for entrepreneurs (“Clients”) on the Internet that offers goods or services on Amazon’s marketplaces, including under the domain amalyze.com. The service provider is AMALYZE AG, Reiherweg 3, 85452 Moosinning, Germany. The user of these terms and conditions and contractual partner of the customer is (AMALYZE), depending on who the contract is concluded with, either AMALYZE AG, Reiherweg 3, 85452 Moosinning, Germany, or AMALYZE Inc. 201 SE 2nd Ave. Miami, Florida 33131, U.S.A.
- Only entrepreneurs, legal entities under public law, or special funds under public law are eligible to be Clients.
- These terms and conditions apply to all current and future business relationships between the Client and AMALYZE. Deviating, conflicting, or supplementary Client terms and conditions (including e.g. terms of purchase, purchasing conditions) do not become part of any contract with AMALYZE unless otherwise expressly agreed. Any form of reference to Client terms and conditions is hereby expressly rejected.
- Any transfer of the Client’s rights and obligations from its contracts requires the written consent of AMALYZE.
- This contract covers the Client’s use of the service provided by AMALYZE. The scope is selected by the Client based on the respective service description.
- The service enables customers to perform analyses, evaluations, or comparisons of products on the Amazon platform and optimize their own offers on this basis. AMALYZE only offers the services; successful use of them is the sole responsibility of the Client. The contract therefore does not promise or guarantee any certain level of success on the Amazon platform.
- In order to use the service, the Client must provide at its own cost an Internet connection, an Internet-enabled device, and a current Internet browser.
- AMALYZE reserves the right, at its reasonable discretion, to extend, change, or improve the provisions regarding the service in consideration of changing technical requirements and market conditions, insofar as this is reasonable for the Client.
- AMALYZE will only restrict the scope of services if AMALYZE is compelled to do so for legal reasons, the provider of the Amazon platform restricts AMALYZE’s access to the platform, or the Client agrees to the restrictions.
- The service may only be used on the basis of the service contract concluded between AMALYZE and the Client. AMALYZE provides a form for the same when the Client registers for the service. By completing and submitting this form, the Client declares its wish to enter into a contract with AMALYZE for the use of the service to the extent selected. The Client may review and, if necessary, correct the details it has provided about itself before submitting the form. The Client may also review the selected services and change its selections before submitting. By pressing the “Register” button, the Client is making a binding offer to enter into a service contract with AMALYZE. AMALYZE accepts the offer by sending an order confirmation, which will also contain the access data to the platform. Even after sending an order confirmation or the access data, AMALYZE may refuse to enter into the contract without stating any cause and/or offer the Client only a limited service level.
- When registering, the Client agrees to provide only truthful information about itself and its officers and to keep its data up-to-date at all times. The Client is particularly obliged to provide only truthful information about its entrepreneurial status.
- Both German and English are available contract languages, depending on the platform used.
- AMALYZE stores the contract text electronically, but the Client does not have access hereto.
- In addition, AMALYZE reserves the right to offer additional services that go beyond the selected scope of services. The cost and scope of the respective additional services are set forth in the respective service description and the currently applicable price list. AMALYZE is entitled to link any offer of additional services to a continued subscription of a basic service.
- The full use of the service is subject to a fee. Unless otherwise agreed, the costs are based on the price list accessible on the platform. All prices are in euros and do not include VAT.
- All payments are due in advance when invoiced and may be made using one of the payment methods offered. AMALYZE invoices are issued electronically. They will be sent by email. In addition, AMALYZE may offer the Client the option of accessing its invoices from within its user account. If the Client wishes paper copies sent by post, AMALYZE may invoice the Client for the additional processing costs.
- Costs resulting from chargebacks or other reversals of payments will be invoiced to the Client unless the reversal was caused by AMALYZE.
- AMALYZE reserves the right to change the prices for its services with future effect from the beginning of any extended contract term. AMALYZE will provide written notice of the changes at least four weeks beforehand. In the event of a price increase, the Client may object and terminate the contract by giving notice at least two weeks prior to the end of the current term. If the Client fails to do so, the change shall be considered accepted. AMALYZE will instruct the Client about the consequences of not responding and its options for terminating the contract.
5. Duration, termination
- The term begins once the Client’s account has been activated by AMALYZE and shall last for the agreed period. The term for a fee-based use of the service is automatically extended by the respective term if it is not canceled on time.
- The termination of chargeable contracts initially results in the termination of the fee-based part of the contract. The memberships are then downgraded to a free membership to keep profiles, information services and notification settings. An user account can be completely deleted by notifying AMALYZE.
6. AMALYZE services
- The service enables customers to perform analyses, evaluations, or comparisons of products on the Amazon platform and optimize their own offers on this basis. The service uses the relevant data points from the Amazon platform recorded using so-called crawling technology and interfaces (APIs) provided by third parties. These technologies do not allow data to be collected in real time. Therefore, the provision of up-to-date data points is therefore not offered under this contract. It is also possible that Amazon and other interface providers will no longer provide data points in the future and therefore may no longer be able to be recorded. The data points provided in each case can therefore change. Therefore, there is no guarantee that the data points will not change.
- Based on the analyzes provided by AMALYZE, recommendations are made to the Client to improve the visibility of its products. These suggestions are submitted to the Client based on an automated evaluation and are not based on an examination of the specific product in individual cases. The Client is therefore obliged to check the submitted suggestions for plausibility and to monitor the effects of their implementation in order to be able to react immediately to negative developments. The Client is responsible for any changes made to its listings.
- This contract does not guarantee a certain level of success on the Amazon platform. AMALYZE only offers the services; successful use of them is the sole responsibility of the Client.
7. Client obligations
- The service gives the Client access to a web-based database. AMALYZE owns the rights to the database. The Client is being granted a license to use this database on the basis of this contract. These rights are limited in time to the term of the contract and are not exclusively granted to the Client.
- The Client may use and reproduce this data for its own purposes for the duration of the contract.
- The Client may not, however, distribute it, make it publicly available, sell it, or pass it on to third parties without the express written consent of AMALYZE.
8. Access data
- The Client will be provided access data in order to use the service. The Client is obliged to keep this access data confidential and to inform AMALYZE immediately of its loss or any unauthorized use of the access data by third parties.
- The Client is not permitted to provide said access data to third parties or to use it to obtain information from the service on behalf of others.
- If the Client has selected a rate that provides for additional users to use the service under its account, these users may only include its employees subject to its instructions.
- Access data may only be used by the persons specified upon setup. Any disclosure is expressly excluded.
- AMALYZE is entitled to block access data temporarily if there is a suspicion of unauthorized use or misuse of the access data.
- AMALYZE guarantees an annual average availability of 95% and reserves the right to impose temporary restrictions on the service in the form of capacity limits, during maintenance work, or other system and security-related measures.
- The service provided to the point where it leaves the routers at the AMALYZE data center. With regard to the availability guarantee defined above, there will be times in which the AMALYZE service will not be available due to circumstances beyond AMALYZE’s control (e.g. the lines to the AMALYZE servers are down, power failures, Internet failures, DDOS attacks, Amazon server failures).
- 536 BGB (German Civil Code) remains unaffected.
- AMALYZE is liable to the Client for any damages resulting from its intentional actions or gross negligence as well as any such damages caused by its legal representatives or vicarious agents.
- For damages resulting from slight negligence, AMALYZE has unlimited liability for any injury to life, limb, or health.
- Otherwise, AMALYZE is only liable if an essential contractual obligation has been violated. Essential contractual obligations are those which are of particular importance for achieving the purpose of the contract as well as those which, in the event of a culpable breach, can endanger its achievement. In these cases, liability is limited to such damages as were foreseeable and typical.
- AMALYZE’s no-fault liability for damages according to §536a BGB for defects existing at the time the contract is concluded is hereby excluded; the preceding paragraphs remain unaffected.
- Liability under the product liability law remains unaffected.
- There is no liability for the compensation of indirect damages, in particular for lost profits or consequential damages unless they result from the intentional actions or gross negligence of AMALYZE.
11. Amendments, rights transfer
- Changes to these general terms and conditions will be published on the platform. The Client will also be informed in text form. The amendments shall take effect provided the Client does not object to the changes in question at the latest 14 days after receiving said notice. The Client will be instructed concerning these consequences. The right to withdraw from the contract does not apply if there is a transfer of rights and obligations from AMALYZE AG to AMALYZE Inc. or from AMALYZE Inc. to AMALYZE AG.
- AMALYZE may transfer its legal rights and duties from this contract either in whole or in part to a third party with a notice period of four weeks. In this case, the Client is entitled to withdraw from the contract.
12. Final provisions
- The laws of the Federal Republic of Germany shall apply. The provisions of the UN Sales Convention do not apply.
- If the Client is a merchant, a legal entity under public law, or public special fund, the exclusive jurisdiction for any disputes arising under this contract shall be the registered headquarters of AMALYZE AG, Moosinning, Germany. The same applies if the Client has no place of general jurisdiction in Germany or its domicile or habitual residence is unknown at the time legal action is pursued.
- Any additional agreements must be in writing.