Terms of Service

Effective Date: 1 March 2020

Last Updated: 28 May 2020

Thank you very much for using timz.io / timz.flowers. Please read the following terms of use (hereinafter the “Terms”) carefully. We provide our services based on these Terms. If you do not agree to these Terms, you are not allowed to use the Platform (as defined below), the App (as defined below) or any other services of timz.io provided under these Terms.

These Terms govern the legal relationship between timz UG (haftungsbeschränkt), c/o Kateryna Levina, Schwedterstraße 266, 10119 Berlin (hereinafter referred to as “timz”, “timz.io”, “timz.flowers”, “timz UG” or “We”/”we”), a German limited liability company, and you (hereinafter also referred to as the “User”) regarding (i) the website and platform available at timz.io (hereinafter the “Platform”), (ii) the timz.io application for mobile devices (hereinafter the “App”), to the extent timz decides to provide such an option, and (iii) other services of timz in connection with the Platform and/or the App. If you have downloaded a copy of the App from an app store (e.g., Apple’s App Store or Google’s Play Store), the use of the App shall also be governed by these Terms. In such case, the following references to the Platform shall include a reference to the App (and vice versa), therefore be understood, used and interpreted interchangeably.

timz.io uses a specific terminology. If information, e.g., a statement by you, is surrounded by other information, we call it a “Flower”. We call the central statement/ information “Seed” and the surrounding information “Petals”. The “Host” is a user who provides the central information of a Flower and/or is providing a workspace and thus has administrative rights in group discussions or other activities in your user group.

Terms and conditions of the User which deviate from the terms and conditions in these Terms shall not apply if they have not been confirmed by timz in text form or in writing.

1. The Platform / App

 

  1. We are particularly interested in accelerating knowledge creation processes with modern tools. The world is changing and today it is more important than ever: The adaptability of organizations determines their success. The faster members of an organization or employees of a company build up knowledge, the more flexibly that organization or company can adapt to developments in the environment. The Platform is therefore a tool to build up useful knowledge faster.
  2. The purpose of the Platform is to help all kinds of organizations and companies to improve the communication and cooperation among their members (hereinafter the “Purpose”).

  3. For this Purpose, we offer you a constantly expanding range of instruments on the Platform that you can use flexibly.

  4. Some parts of the Platform are currently in a beta mode and are tested continuously to improve the functionality of the Platform. Therefore, not all functions might be available at all times. Some functions might be unstable, dysfunctional, inaccessible or be removed. During a beta phase or due to testing individual functions of the Platform, content might get lost. We ask you to always back up valuable content on your own systems to avoid a total loss. We might provide you with a download function for your own content, but we are under no obligation to do so. Please be aware that we may delete your content without prior notice. We try to avoid this, but economic, legal or technical reasons may cause us to do so.

  5. timz.io reserves the right to change the Platform, to add and remove functions to improve the user experience on the Platform, and to introduce paid services, each without further notice.

  6. The use of the Platform requires a terminal device with an Internet connection, a current Internet browser, a webcam and a microphone. You are solely responsible for providing and configuring the required software, camera and microphone.

2. Conclusion of the User Agreement; Term and Termination

 

  1. The user agreement between you and timz comes into effect upon accepting these Terms (upon registration) and remain in force indefinitely, unless terminated by either by timz. 
  2. You can cancel your user agreement any time by providing a written notice to timz or sending an email to [email protected]. timz will delete your account the latest 14 days after receiving your termination notice. Alternatively, you can terminate your user agreement with timz by deleting your user account.

  3. timz reserves the right to irrevocably deactivate user accounts that have been inactive for at least twelve (12) months. In this case, the user agreement will remain in force and you have the right to terminate the user agreement at any time. At your request, We will re-activate your account at our reasonable discretion.

  4. During a beta mode or test phase of the Platform or some parts thereof, timz reserves the right to cancel the user agreement with you at any time without prior notice, or to limit or restrict the functions of your user account, and/or to delete your user account completely. All user accounts free of charge are considered beta mode accounts.

  5. If you terminate your use of the Platform or delete your account, or your account is deleted by timz based on a termination of the underlying user agreement between the User and timz, all rights and licenses granted to timz by you under these Terms will remain effective.

3. User Requirements; User Accounts; Registration and Login

  1. You may use the services on the Platform if you are at least 18 years old and/or have full legal capacity.
  2. You can use certain functions on the Platform without an account. For the majority of the functions on the Platform, however, you must register as a user.

  3. You may register as an individual or business user.

  4. During a beta mode or test phase of the Platform or parts thereof, all users are considered beta users (both individual and business users).

  5. By offering the option to register your user account on the Platform, we make you a legal offer to conclude an agreement with timz on the use of the Platform. By clicking “accept” (or a similar button next to the link to these Terms), you accept such an offer and a user agreement is concluded between you and timz.

  6. Since our services may be implemented in organizations and companies, it is preferable to provide your real name, but you may also choose another name (alias) as your user name.

  7. Depending on the settings available on the Platform (e.g., during a beta mode or test phase) and settings you choose, the content you upload to the Platform and your user name may appear on publicly visible pages or websites. For this reason, please make sure you have the necessary rights to upload and publish such content, and discuss the usage with the respective Host in detail or, in case of doubt, avoid contributing with your own content, for example, if you do not know the person or do not trust them.

  8. Publications on the Platform may be made by your colleagues or others to whom you have made your content available, without you having been asked explicitly. Please consult with these users about your and their rights to use your content, images and personality, and do the same before using the content of others on the Platform.

  9. For your registration and login on the Platform, you need an active email account. We will communicate with you on various occasions over the email address you provide to us upon registration.

  10. During a beta mode or test phase of the Platform or parts thereof, the registration only works with a token that is provided to you for the current session. Please make sure that you always have access to your email account, because you can only enter and use the Platform through the dialogue with this email account. If you lose access to your email account, you will perhaps not be able to use the Platform again. For later versions of the Platform, other access systems may be available.

4. User Obligations; Terms of Use and User Content Restrictions

  1. You are responsible for your activities, information and content on the Platform. You undertake to comply with the relevant statutory provisions (e.g. image rights, third-party publicity rights including the right to privacy, third-party copyright, trademarks and name rights and regulations on the protection of minors).
  2. You undertake to provide correct and complete information required for the registration of your user account, and to always keep this information up to date. If you delete or lose access to your email account, you will no longer have access to your user account on the Platform.
  3. You agree that you are solely responsible for the content and/or other information you publish, transmit and/or post through the Platform and/or the services available on the Platform.
  4. You must not access the services and content of timz.io or content provided by other users for the purpose of downloading, streaming, copying, selling, or renting such content in a way which violates the copyright and/or other intellectual property, proprietary or personal or moral right of its respective author or owner.
  5. You must not bypass security features of the Platform in order to use it fraudulently in any way or use the Platform to commit fraudulent acts.
  6. You must not access the Service using automated processes and procedures.
  7. You agree to use the Platform in a manner consistent with all applicable laws, rules and regulations. In connection with your use of the Platform, you agree not to do the following:
  • carry out any illegal form of advertising communication, inadmissible advertising or commercial addressing of third parties;
  • sending spam, chain letters or junk emails;
  • use any robot, spider, scraper, site search/retrieval application or other manual or automatic device or process to retrieve, index, perform data mining, or in any way reproduce or circumvent the navigational structure or presentation of the Platform, its content or user information;
  • exploit any part of the Platform without our prior written consent by framing or mirroring it;
  • automatically aggregate the personal data of other users or other persons without their express consent, whether for commercial or other purposes;
  • tyrannize, intimidate or harass other users;
  • publish content which is despicable or threatening or which calls for violence or contains violence;
  • use the Platform to perform or assist in any unlawful, misleading, malicious, or discriminatory activity;
  • attempts to entice users to other portals/platforms;
  • other misuse of our Platform;
  • disseminate telephone numbers, addresses, URLs, email addresses or confidential information of third parties without their consent;
  • distribute audio files, text, photos, videos, or other images that contain confidential information of third parties;
  • falsely impersonate another natural or legal person;
  • stalking or otherwise harassing any person;
  • without our express prior written consent, claim or imply that statements made by you are endorsed by timz;
  • publish, distribute or reproduce in any manner whatsoever any copyrighted material, trademarks, service marks, trade secrets, patents, domain names or other proprietary information without obtaining the prior consent of the owner of the copyrighted rights;
  • remove any copyright, trademark or other proprietary notices contained on the website;
  • post, offer for download, transmit, advertise or otherwise make available any illegal or infringing software, products or services, including, but not limited to, spyware, adware, unsolicited advertising programs (spamware), unsolicited advertising services, denial of service attack initiation programs, mail bombing programs and unauthorized access programs to networks on the Internet, to post, offer for download, transmit, advertise or otherwise make available any software, products or services that are illegal or violate the rights of third parties;
  • use any metatags, codes or other methods that link to the Platform, its services and/or the website to direct any person to any other website for any purpose; and/or modify, adapt, sublicense, translate, sell, reverse engineer, decrypt, decompile or otherwise disassemble any portion of the Platform or any software used on or for the Platform;
  • upload any code that harms us or the Platform or restricts or otherwise affects the functionality of us or the Platform;
  • obtain third-party credentials or access an account owned by another user;
  • take any action that may block, overburden or impair the proper working of the Platform or interfere with any services, the website and/or any servers or networks connected to it;
  • post, download, email or otherwise transmit any material that contains software viruses or other computer codes, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment.
  1. timz.io expressly prohibits storing or uploading trade secrets/ confidential information on the Platform.
  2. Any of the practices listed above in Section 3.5 and 3.6 will be considered a violation of these Terms and may result in the immediate termination of your user agreement and account. timz reserves the right to use all available legal remedies against users who engage in the above prohibited conduct.

5. Ownership and Use Rights

 

  1. All proprietary rights to the Platform remain the property of timz. 
  2. timz grants the User a non-exclusive, non-transferable, non-sublicensable, restricted and limited right to use the Platform only (i) for the duration of the user agreement, (ii) the Purpose, and (iii) in accordance with these Terms.

  3. If the User posts his/her own copyrighted content on the Platform, he/she grants timz a non-exclusive, transferable, sublicensable, royalty-free, temporally and territorially unrestricted and unlimited right to use this content for the purpose of providing services on the Platform to the extent required. The right of use granted by the User includes the right to distribute and reproduce the content technically (e.g. within the scope of providing the Platform), to edit them and to make them accessible and available to other users on the Platform.

  4. If the Host sets the Flower to “public”, the moment you add content to such Flower or other content on the Platform which has been set as “public”, you will receive a warning that such content may become publicly visible on the Platform and available elsewhere on the Internet. By adding your content, you agree that the Host may make the content publicly available and hereby grant that timz the right to make such content publicly available.

  5. By uploading your content to the Platform, you grant other users on the Platform a non-exclusive right to interact with your content. Other users can therefore attach content, especially content that contradicts your content, complements it, connects it with other topics or develops it to a higher value via deliberation. timz.io is a platform that aims to accelerate knowledge creation processes. It is therefore possible that your content contributes significantly to the generation of new knowledge and is used by the user group you belong to. The participants of your user group may be selected by the Host. By uploading content to timz.io you expressly grant each user of your user group the right to use your content for the purpose described above in this section. Questions of remuneration for your contributions must be clarified with the users or the user group, e.g. the company or organization, or with your coworkers, employees, colleagues, independently of timz.io. By uploading content to the Platform, you confirm that you will keep timz.io free of all claims, both your own and possible claims of third parties.

  6. You grant the Host permission to remove your content and to allow other users to view, rate, object to or add to your content in any way.

  7. The licenses above are valid until your content is removed, which can be done by the Host, by timz.io, by governmental authorities or at any time by yourself as long as you have access to your email inbox. We have no control over devices interacting with your content in offline mode and can only perform deletions when the devices are back online again, for these devices the license is valid until the time of deletion. If you no longer have a license to publish the content you provided, you must remove it immediately.

  8. timz is not responsible for the use of your content by third parties on the Platform or any other part of the timz.io website.

  9. The Platform may be based upon, include or interact with open source software which is subject to an open source software license. If parts of these Terms contradict with such open source software license, the terms and conditions of such open source software license shall prevail to the extent required under the respective open source software license.

6. Copyright Guidelines; Representations and Warranties

  1. You represent and warrant that you have all necessary rights regarding the content you upload to the Platform (including, but not limited to, photos, texts, videos) and that such contents:
  • do not violate the rights of third parties (e.g. personal rights, right to one’s own image, copyrights);
  • do not impair third parties in any other way (e.g. by defamation, insult, libel, etc.);
  • do not violate any other regulations (e.g. the law against unfair trade practices, trademark laws, penal codes) and do not violate these Terms.
  1. If necessary, upon our request, you will provide evidence of your ownership of the respective content. Timz reserves the right to terminate the user agreement with any user who repeatedly infringes the copyrights of others. If you believe that copyrighted works on or through the Platform have been copied and/or published in a way that constitutes copyright infringement, you should provide timz with the following information:
  • an electronic or physical signature of the person authorized to act on behalf of the owner of the copyrighted work;
  • an identification and location on the website (or otherwise) of the copyrighted work whose protection you claim has been infringed;
  • a written statement from you that you have a good faith belief that the disputed use is not authorized by the owner, its agent, or the law;
  • your name and contact information, such as telephone number or email address;
  • a statement that the above information in your notification is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf in lieu of an oath and under penalty of perjury.

7. Sanctions and Account Restrictions/Terminations

 

  1. Compliance with these Terms is of considerable importance for the functionality of the Platform. We will therefore impose sanctions in accordance with this section on a user if and to the extent that timz has reasonable grounds to believe that a user is in breach of statutory provisions, the rights of third parties, and/or these Terms. In the event of serious personal attacks, insults, defamation and threats, we reserve the right to involve law enforcement authorities.
  1. When choosing the sanction to be imposed, we will consider the interests of the user concerned and, among other things, whether there has been any misconduct through no fault of our own or whether the infringement has been committed culpably. The following measures and sanctions may be considered by us depending on the severity of the misconduct:

 

  • issuing a warning to the User (as mildest remedy);
  • partial and complete deletion of contents of a user;
  • requesting proof of the authenticity of the respective profile owner;
  • restriction on the use of Platform;
  • temporary blocking of the user account;
  • final blocking of a user and banning a user.
  • In the event of a culpable and serious breach of these Terms, we reserve the right to assert claims for damages in the amount of the respective damage.
  • In extreme cases, we reserve the right to change, suspend or terminate any account, including any features, content or services, at any time and for any reason. We may also restrict the use of certain services, content or features and/or restrict your access to portions of the Platform without notice or liability.
  1. timz.io can block or delete your account completely or in parts at any time. This can be triggered during the beta / test phase by technical malfunctions, but also in case of illegal or irregular content or for other reasons. In particular, timz will delete or restrict your account in the event of governmental/administrative/court orders or decisions.

8. Reservations; Discontinuation of Free Services

  1. Any rights not expressly granted to you under these Terms remain subject to the express consent of timz.io.
  2. Beta/Test users may use the services provided by timz, including the Platform, for free. Free services are mainly for test purposes and may be cancelled or discontinued by timz at any time. In the future, individual or all services on the Platform may only be available within the framework of paid offers.

9. Fees

  1. Currently, there are no price plans yet. These may be developed and implemented during a current beta mode or test phase of the Platform. 
  1. The free use of the services and Platform does not constitute a right to further use the Platform, parts thereof, or individual services for free; the Platform and any service offered for free, may be terminated by timz at any time. 
  1. The beta/test accounts may be transferred by timz into fee-based accounts but may have to be registered again due to technical requirements.
  1. The fees will not accrue automatically, but the user may agree to a pricing and billing model and continue to use the Platform.

10. Payments

  1. The User can make payments directly via the Platform. The terms of payment (such as payment methods offered, due dates, etc.) may change from time to time.
  2. timz uses an external payment service provider to process payments on the Platform. timz is never involved in the processing of payments. At no time does timz have access to money that is transferred from the User to the payment service provider. The current payment service provider for the payments provided on the Platform is [Stripe, Inc.510 Townsend Street San Francisco, CA 94103, USA] (hereinafter referred to as “Payment Service Provider”).

    On behalf of timz, the Payment Service Provider will charge the means of payment selected for the transaction by the user (bank account, credit card account, etc.) in the amount agreed with the User. The Payment Service Provider processes personal data, in particular for the purposes of anti-money laundering checks, as an independent controller and does not act as a data processor for timz under data protection law. The privacy policy of the Payment Service Provider is available on the website of the Payment Service Provider. The terms and conditions of the Payment Service Provider are decisive for the processing of the payment

11. Limited Liability

  1. We do not assume any liability for the constant accessibility or availability of the Platform and are not liable for downtimes due to necessary maintenance work or new errors, as far as these were not foreseeable and can be reasonably expected from a conscientious average developer.
  2. An editorial review of the content uploaded by you or other users does not take place. We therefore accept no liability for the accuracy, completeness and usability of the information and content published on the Platform.

    According to the statutory provisions, we are not obliged as a service provider to monitor the content of users or to investigate circumstances that indicate illegal activity. The content also includes links set by you within the Platform. However, if we become aware of any illegal activity by a user or information within the Platform, we will immediately remove or disable the user’s access to the Platform. 

    We do not check the websites of other providers for their content or legality and can therefore not influence their design. We dissociate ourselves from any unlawful content presented there and are not responsible for the content of any Platform to which links are provided. You use the links to third-party websites at your own risk.

    We are exclusively liable for damages caused by ourselves, our legal representatives or our vicarious agents intentionally or grossly negligently. Liability for simple negligence is limited to the violation of essential contractual obligations (“Main Contractual Obligations”). The amount of our liability shall then be limited to the damage foreseeable at the time of conclusion of the agreement and typical for this type of agreement. Main Contractual Obligations are such obligations, the fulfilment of which is essential for the proper execution of the contract and on the observance of which the User as contractual partner may regularly rely.

    As far as our liability is limited according to these Terms, this limitation does not apply in case of injury of body, life and health, as well as in case of liability according to the regulations of product liability laws.

12. Privacy and Data Protection

 

  1. We are aware that data protection and privacy is extremely important for all users on the Platform. We therefore comply with all relevant statutory data protection and privacy regulations and other legal requirements.
  2. Detailed information on the collection, processing and use of your personal data can be found in our Privacy Statement.

13. Links

The Platform may contain links to public information. We do not assume any liability for their contents or legal conformity. If you provide links on the Platform, you assume responsibility for the content towards the users of timz.io, the rights holders of the content and to keep timz.io free of any claims.

14. Miscellaneous

14.1 Amendments to these Terms
  1. timz is entitled to amend these Terms unilaterally insofar as this is necessary to correct imbalances in the contractual relationship between you and timz arising after the initial conclusion of the user agreement or for the purpose of adapting to changed legal or technical requirements (e.g. in the event of changes in law or case law relating to the protection of minors, health protection, tax law etc.).
  2. timz will notify you of any changes and notify you of the content of the amended Terms to the email address you provided to us. The amendment shall become part of the user agreement unless you object to such amendment in writing or text form within four (4) weeks of receipt of the notification of amendment. In the event of your objection, we reserve the right to terminate the user agreement with you. We will inform you separately of the significance of this four-week period in the email containing the amended terms and conditions. However, this only applies if you use our services and are registered on the Platform at the time the Terms are amended. If you do not have a registered account, timz may amend these Terms anytime and ask you to accept the amended Terms by clicking an “accept” button integrated in a product or service based on the Platform, or by otherwise obtaining your approval of these Terms prior to using the services provided by timz on the Platform.
14.2 Transfer and Assignment

timz.io may transfer the user agreement with you based on these Termes (and any amendments thereto) to subsidiaries, affiliates or buyers of timz.io, the Platform or individual services. In such an event, the user agreement will remain in full force and effect and your assignee will be deemed to have accepted user agreement with you.

14.3 Governing Law and Jurisdiction

These Terms shall be governed by German law, excluding its conflict of law provisions and the United Nations Convention on the Contracts of the International Sale of Goods (CISG). To the extent a choice of legal venue (jurisdiction) is permissible, the relevant court at the place of business of timz (currently: Berlin, Germany), shall enjoy exclusive jurisdiction for any disputes resulting from or in connection with these Terms.

14.4 No waiver

These Terms shall be governed by German law, excluding its conflict of law provisions and the United Nations Convention on the Contracts of the International Sale of Goods (CISG). To the extent a choice of legal venue (jurisdiction) is permissible, the relevant court at the place of business of timz (currently: Berlin, Germany), shall enjoy exclusive jurisdiction for any disputes resulting from or in connection with these Terms.

14.5 Severability

Should any provision of these Terms be or become invalid in whole or in part, the other provisions shall remain in force. The invalid provision shall be deemed substituted by a valid provision which accomplishes as far as legally possible the economic purposes of the invalid provision.

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