General Terms and Conditions / as at 29 June 2012
Seeding Alliance GmbH (hereinafter called Seeding Alliance GmbH), operates an online market place (hereinafter called blogatus), enabling participants to carry out transactions amongst each other. Participants with advertising intentions (hereinafter called Advertisers) meet participants with marketing intentions (hereinafter called Publishers).
§ 1 Scope
Seeding Alliance GmbH delivers exclusively according to the following General Terms and Conditions. Any Participant General Terms and Conditions contrary to the following provisions do not apply. Any variations from these General Terms and Conditions, supplements and ancillary agreements must be expressly confirmed in writing by Seeding Alliance GmbH.
§ 2 Participants
Participants are natural and legal persons or private companies with legal capacity that trade on blogatus for commercial, independent or freelance purposes. Participants must have reached the age of 18 years and be fully sui juris. By sending the registration form, the participant declares that he is an entrepreneur within the sense of § 14 of the Civil Code (BGB) and is sui juris without restrictions.
§ 3 Saving option and viewing of contract text
You can simply archive this information by downloading and/or printing out the GTC. You can find the GTC in their current version on www.blogatus.com/agb.
§ 4 Registration and access
In order to participate, registration via the blogatus registration form is required. On registration, participants must acknowledge these General Terms and Conditions. Otherwise, they must abandon the registration. Participants are obligated to provide their details truthfully and in full. Each participant may only register once. Participants must ensure that their data are up-to-date. Individual access data are created for the participants during the registration process. Participants warrant to treat their access data confidentially and not to grant access to unauthorised third parties. Before the registration is sent, it is possible to check and correct the data entered. By sending the registration, participants provide a binding offer for use of blogatus. This offer is only accepted, and a contract for use of blogatus by the participants is only concluded, once the participants receive an email from Seeding Alliance GmbH in which Seeding Alliance GmbH expressly confirms to the participants that they have been authorised to use blogatus. Seeding Alliance GmbH is entitled to reject or terminate inclusion as a participant without providing a reason. Independently of this confirmation email, the participant may at first receive an email with a confirmation link followed by additional emails from Seeding Alliance GmbH. This email does not however expressly imply acceptance of the offer to use blogatus by Seeding Alliance GmbH. Participants can change their data themselves within their access authorisation. On registration, participants accept receipt of notification emails for handling transactions (processing of bookings) via blogatus. The notification emails have no advertising content.
§ 5 Definitions of terms
Advertiser are participants selling link set-up and advertising on blogatus.
Publishers are participants marketing online magazines and blogs via blogatus.
Advertisers & Publishers
Participants can also be Advertisers and Publishers at the same time.
Content describes all contents suited for publication by editors in online magazines and blogs. These are primarily texts, graphics, documents and videos.
Advertisers can enter their own texts or commission Publishers to write texts, so-called Texting. A condition for Texting is that the relevant Publisher offer precisely this service. There is no legal entitlement to Texting by a Publisher.
The Content Manager is a tool in blogatus, which allows Advertisers to upload Content to blogatus in advance in order to manage this more efficiently for bookings.
A Booking Request describes commissioning of a Publisher by the Advertiser. A Booking Request is binding for the Advertiser but not for the Publisher. The Publisher can accept or reject the Booking Request within a period of 144 hours (6 days). If the Publisher rejects the request, the Advertiser is no longer bound by the Booking Request. blogatus automatically removes this from the Publisher's order overview.
A Booking Process starts with acceptance of an Advertiser's Booking Request by the Publisher and is deemed completed once the Advertiser has conclusively confirmed the result of the order.
A Booking describes a complete Booking Process between Publisher and Advertiser.
Tenders constitute the list of Campaigns.
A Campaign is a budgeted offer by the Advertiser for which Publishers can apply. Several Publishers can apply for a Campaign.
An Application is a Publisher's Order Request made via Seeding Alliance GmbH as agent authorised to contract in response to an Advertiser's Campaign. Advertisers decide whether they want to commission the Publisher for the advertised blog based on the Campaign. Advertisers are not obligated to accept an Application. Advertisers select the suitable Publisher themselves. An Application is binding for the Publisher. If the Advertiser accepts the Application, the Publisher must carry out the order.
The Transaction Account is a non-interest bank account by Seeding Alliance GmbH, to which Advertisers must upload their credit in advance in order to be able to carry out blogatus Bookings.
Participants register on blogatus free of charge. Any credit uploaded by Advertisers can be reimbursed to them. The Entry Fee is only incurred if an Advertiser asks for his initially uploaded credit to be reimbursed without carrying out a Booking. The amount of the Entry Fee can be found under www.blogatus.com/konditionen.
When paying out Advertiser credit, Seeding Alliance GmbH generally charges an Administration Fee based on the condition overview under www.blogatus.com/konditionen.
§ 6 Deadlines
Deadlines for Booking Processes, which must be met, are set on blogatus. All responses relating to a Booking Process between the Advertiser and the Publisher must take place according to these deadlines agreed between the Advertiser and the Publisher. By default, blogatus sets a period of 144 hours (6 days). For Campaigns and Bookings, Advertisers can make a selection based on a list of deadlines. If a reaction takes place before the deadline, the other contractual partner has 144 hours (6 days) to respond.
- 6.1 Initially, a deadline is set for a Booking Request by the Advertiser for the Publisher. From then on, the Publisher must accept or reject the request within 144 hours (6 days) via Seeding Alliance GmbH.
- 6.2 If one of the contractual partners does not respond within this period, the system aborts the Booking Request or Processes. The system automatically cancels this in the parties' order lists. All services up to this point become null and void and are not charged or compensated. Performance based on Item 6.3 is an exception to this.
- 6.3 If an Advertiser does not respond to the Publisher's performance according to the order by the deadline, blogatus automatically grants the Publisher a positive confirmation and payment is executed.
- 6.4 Deadlines include Sundays and Bank Holidays. The participants must consider Sundays and Bank Holidays in their plans for Booking Requests.
§ 7 Contractual partner and contract conclusion
The contractual partner for a participation on blogatus at the time of registration is Seeding Alliance GmbH, Managing Directors Cevahir Ejder and Coskun Tuna.
- 7.1 A contract between an Advertiser and a Publisher is concluded if the Publisher accepts the Booking Request via Seeding Alliance GmbH or submits an Application and the Advertiser accepts this. In the case of such a contract conclusion, Seeding Alliance GmbH is an agent authorised to contract for the Publisher. The Publisher grants Seeding Alliance GmbH power of attorney in this respect. As agent authorised to contract, Seeding Alliance GmbH accepts the Offer and submits the Application for and in the name of the Publisher, but is not authorised or obligated with regard to the underlying transaction between the Advertiser and the Publisher.
- 7.2 By accepting a Booking or applying for a Campaign, the Publisher warrants to meet his performance obligations according to the order.
- 7.3 Advertisers are obligated to accept a Publisher's performance carried out according to the order and to pay the agreed fee.
- 7.4 The contractual partners of a Booking Process or Campaign are bound by the deadlines specified here (Item 6). In all other cases, if deadlines are not met, the contractual partners hereby agree to the consequences based on Items 6.2 and 6.3
§ 8 Duties of the Advertiser
- 8.1 Advertisers shall carry out their Bookings and Campaigns on blogatus exclusively via the options provided by blogatus.
- 8.2 If Advertisers deliver their own text (Content) to the Publisher for a Booking or a Campaign, it is assumed that this is unique text. Advertisers are not permitted to reuse an already published text via blogatus.
- 8.3 Any attempt to use, or actual use, of blogatus as an acquisition tool to acquire direct contacts to Publishers in order to subsequently carry out Bookings outside blogatus results in the Advertiser being blocked immediately and without warning.
- 8.4 If this becomes known, Seeding Alliance GmbH reserves the right to take legal steps. Seeding Alliance GmbH can use any existing credit on the blocked Advertiser's transaction account to set off and charge for claims. Seeding Alliance GmbH can request any open amounts, also using legal means. In all other cases, a contractual penalty of five times the order value becomes due. If legal claims are asserted, any potentially forfeited legal penalty is set off with the asserted claim.
- 8.5 Bookings and Campaigns by Advertisers to Publishers must be phrased clearly.
- 8.6 Advertisers must ensure that their Content is not in breach of third-party rights (particularly name, brand and copyrights, rights of use and data protection rights) and in particular do not glorify violence, are not racist or libellous, do not harm personal rights and are not illegal.
- 8.7 Breaches result in the Advertiser being excluded and in Booking Requests, Campaigns, Booking Processes and Bookings being cancelled. In order to maintain legal claims, breaches can be secured as screenshots.
- 8.8 The internal messaging system serves exclusively to process Bookings. Advertisers are not permitted to transmit spam, advertisements or Content not relating to orders.
- 8.9 If Publishers inform Seeding Alliance GmbH of such breaches, the relevant Advertiser will be blocked immediately.
§ 9 Duties of the Publisher
- 9.1 Publishers shall carry out their Booking Processes via blogatus exclusively via the options provided by Seeding Alliance GmbH.
- 9.2 If an Advertiser commissions a Publisher to write a text (Content) via Seeding Alliance GmbH, it is assumed that the Publisher will create unique text. Publishers are not permitted to offer already published text again. If this becomes known, Publishers must expect to be excluded from blogatus and legal claims to be asserted.
- 9.3 Any attempt to use, or actual use, of blogatus as an acquisition tool to acquire direct contacts to Advertisers in order to subsequently carry out Bookings outside blogatus results in the Publisher being blocked immediately and without warning.
- 9.4 If this becomes known, blogatus reserves the right to assert legal claims. Seeding Alliance GmbH can use any existing credit for set-off. blogatus can request any open amounts, also using legal means. In all other cases, a contractual penalty of five times the order value becomes due. If legal claims are asserted, any potentially forfeited legal penalty is set off with the asserted claim.
- 9.5 Questions by Publishers to Advertisers must be phrased clearly.
- 9.6 Publishers must ensure that Content created by them (Content) is not in breach of third-party rights (particularly name, brand and copyrights, rights of use and data protection rights) or of the Competition Protection Act, and in particular do not glorify violence, are not racist or libellous, do not harm personal rights and are not illegal.
- 9.7 Publishers are obligated not to remove Advertiser Bookings from their media at random or at their sole discretion. Publishers warrant to generally publish Content and link/s contained therein in their Media for a duration of at least twelve months. If a Booking is deactivated or removed earlier than twelve months, any contributions paid for this can be requested to be repaid. Anything to the contrary only applies if the deactivation or removal was not the Publisher's fault. In particular, Publishers are not responsible if they ceased the relevant medium altogether. If the deactivation or removal was not the Publisher's fault, or a Booking is omitted after a period according to § 6 of these General Terms and Conditions, the Advertiser has no claim to repayment of paid fees. blogatus reserves the right to check in each case whether a deactivation or removal was not the Publisher's fault.
The same applies to changes to Content made by the Publisher.
- 9.8 Breaches result in the Publisher being excluded. In order to maintain legal claims, breaches can be secured as screenshots.
§ 10 Messaging system
The internal messaging system shall be exclusively used by the participants to process Bookings. No participant is permitted to transmit spam, advertisements or Content not relating to orders. If participants inform Seeding Alliance GmbH of such breaches, the relevant participant acting in breach of the rules will be blocked immediately.
§ 11 Correction runs
Advertisers and Publishers can communicate with each other and discuss required corrections via blogatus's internal messaging system.
- 11.1 Advertisers are entitled to make correction requests. These should be phrased as precisely as possible in order to achieve an effective correction by the commissioned Publisher. Imprecise phrasings result in ineffective correction loops and take up both parties' time unnecessarily.
- 11.2 Correction requests by the Advertiser are binding for the Publisher, to the extent that the services provided do not meet the Advertiser's Booking order.
- 11.3 The deadlines in Item 6 apply.
- 11.4 In the case of disputes, Seeding Alliance GmbH can be contacted to make a decision. In this case, it is sufficient for one of the contractual partner's to contact Seeding Alliance GmbH. After assessing the situation, Seeding Alliance GmbH will make a final decision, which shall be binding for both parties. Seeding Alliance GmbH makes its decision taking account of the entire Booking Process, message dialogue and performance results.
§ 12 Content, copyrights and rights of use
Any participant creating Content for and/or transmitting Content to another participant (Advertiser for Publisher and Publisher for Advertiser) shall grant the relevant other party a temporally and spatially limited, exclusive right of use of the Content to be delivered for use on their relevant booked blog or online magazine. Other rights of use are not permitted.
12.1 Unique Content
Publisher and Advertiser hereby assure each other and Seeding Alliance GmbH that they will deliver or create unique content. None of the parties may use and/or distribute the same Content more than once. In the case of a violation, it is checked whether rights of use, copyrights or any of these General Terms and Conditions are breached. Legal claims can be asserted.
12.2 Text and image to participants
Participants providing Content to another participant as part of Booking processing, hereby ensure that their Content is not in breach of third-party rights (name, brand and copyrights, rights of use and data protection rights) and do not glorify violence, are not racist or libellous, do not harm personal rights and are not illegal.
12.3 Text and image to blogatus
Participants uploading and saving Content to blogatus, hereby ensure that their Content is not in breach of third-party rights (particularly name, brand and copyrights, rights of use and data protection rights) and in particular do not glorify violence, are not racist or libellous, do not harm personal rights and are not illegal.
- 12.4 Breaches result in the participant and blogs, Booking Requests, Campaigns, Booking Processes and Bookings being excluded. In order to maintain legal claims, blogatus may secure breaches as screenshots.
§ 13 Quality management and control
Publishers agree for Seeding Alliance GmbH to check the relevance and quality of entered blogs and online magazines (Media) for approval on blogatus. To the extent that the Media meet the criteria, Seeding Alliance GmbH shall release them, and they can then be booked on the market place immediately. If the Media fail to meet the criteria, they are rejected. They may be entered again after three months.
- 13.1 The participants hereby agree to Seeding Alliance GmbH to carry out a quality control of transmitted or created texts.
- 13.2 No entitlement to a Content check by Seeding Alliance GmbH applies. However, blogatus can be informed of a content check.
- 13.4 In addition, Seeding Alliance GmbH shall check the Content independently and on their own initiative. However, Seeding Alliance GmbH does not accept liability for the Content, scope and result of the controlled Content.
§ 14 Blogs and online magazines (Media)
Before Media are admitted on the blogatus market place, Seeding Alliance GmbH shall check them for relevance and quality and either accept or reject them. Publishers have the opportunity to enter rejected Media again after three months. Publishers have no claim for a reason to be provided by Seeding Alliance GmbH in the case of a rejection.
- 14.1 Publishers warrant that they shall ensure as long an existence of their Media provided on blogatus as possible.
- 14.2 Publishers whose Media can often no or no longer be found on the web must expect to be excluded from blogatus.
§ 15 Anonymity
In order to protect against abuse, participants and Advertisers in the market place are shown anonymously. In addition, anonymity serves a safe and neutral treatment of all participants, resulting in additional quality and the relevance of key ratios.
- 15.1 Until a Booking Request or advertising for a Campaign is accepted via Seeding Alliance GmbH, the Media will remain anonymous. As soon as a Publisher accepts a Booking Request via Seeding Alliance GmbH, or advertises for a Campaign, the Media marketed by the Publisher becomes visible to the Advertiser. The company/ personal details remain anonymous, however.
- 15.2 It is hereby noted explicitly that Publishers on blogatus need not be the operators or a blog or magazine at the same time. They can also be commissioned third parties, such as agencies.
- 15.3 In the case of disputes between the Advertiser and the Publisher, Seeding Alliance GmbH is always the first moderator and arbitrator. If Seeding Alliance GmbH is unable to help, in the case of legal disputes, the parties' direct contact details are exchanged. This allows the participants to come to a direct agreement outside blogatus.
§ 16 Conditions, fee and means of payment
Participants register free of charge. Conditions for participants in their relevant current overview can be viewed on www.blogatus.com/konditionen.
16.1 Booking prices
Publishers state a non-negotiable fixed price for publishing Content with the link/s contained therein, which is publicly displayed in the market place.
In order to carry out Booking Requests and Campaigns, Advertisers must first upload credit to their transaction account on Seeding Alliance GmbH. A downpayment invoice is sent to the Advertiser for such an upload. The transaction account is non-interest bearing. Advertisers can request a repayment of their credit at any time, less Administration Fee and Entry Fee, if applicable. If Advertisers have current Booking Processes and Campaigns, credit is only paid out after a Booking has been completely processed. If the credit is less than the Administration Fee, it is not paid out to the Advertiser. The missing difference is noted as a debit amount for the Advertiser and charged when an amount is next uploaded. In the case of a cancellation, the credit falling below the Administration Fee amount is set off; no payment takes place.
- 16.3 Balances are always paid out as a credit.
- 16.4 With the Advertiser credit on the transaction account, Seeding Alliance GmbH ensures guaranteed payment to the Publisher. Credit provided for a Booking cannot be booked differently or reimbursed. The Advertiser pays with his credit assigned to the Booking process with debt-releasing effect to Seeding Alliance GmbH. Seeding Alliance GmbH thus collects the project costs in its own name for the Publisher's account. If there is sufficient credit on the transaction account, but Booking Processes in this amount are already ongoing, the Advertiser must upload additional credit for further Bookings.
- 16.5 Credit can be uploaded via Paypal or by bank transfer.
- 16.6 Fees for Seeding Alliance GmbH incurred as a result of uploading via Paypal are charged to the Advertiser in the Administration Fee in the next upload or on cancellation. Uploading via Paypal allows the Advertiser to upload his credit immediately. Uploading by bank transfer requires funds to be actually received on the Seeding Alliance GmbH transaction account.
- 16.7 If participation on blogatus is terminated, the Advertiser receives a credit invoice.
Publishers have a payment account. Revenues earned on blogatus are credited to this less the blogatus commission share (Sharing). The Sharing amount is set out in the relevant current overview on www.blogatus.com/konditionen. 16.9 Publishers request a payment by Seeding Alliance GmbH via their participant account from an amount of EUR 25,00 . Once a credit of EUR 500.00 is reached, blogatus pays this out automatically. blogatus creates a credit for each payment. Publishers are themselves responsible for tax matters. Payment can be via Paypal or by bank transfer. Publishers enter their preferred means of payment in their participant account for this purpose.
§ 17 Contract term and cancellation
Participation on blogatus is unlimited.
- 17.1 Participants can cancel their participation with a notice period of 30 days for the end of a month. Cancellation can be by email, letter or fax.
- 17.2 Seeding Alliance GmbH can cancel the accounts of Advertisers who do not use their participant account for 12 months. In addition, Seeding Alliance GmbH can cancel contracts with Advertiser at any time with a notice period of 30 days for the end of a month. Cancellation can be by email, letter or fax.
- 17.3 Seeding Alliance GmbH can cancel the accounts of Publishers who do not use their participant account for 3 months. In addition, Seeding Alliance GmbH can cancel contracts with Publishers at any time with a notice period of 30 days for the end of a month. Cancellation can be by email, letter or fax.
- 17.4 Seeding Alliance GmbH performs a cancellation taking account of current Booking Processes.
- 17.5 This shall not affect Seeding Alliance GmbH's and the participants' right to cancellation for good cause. Seeding Alliance GmbH particularly reserves the right to a cancellation of participants without a notice period in the case of severe breaches of the General Terms and Conditions and legal violations.
§ 18 Content Booking duration
Publishers generally keep active any bookings performed by Advertisers for a duration of at least twelve months.
- 18.1 It is possible for Media offered on blogatus to unexpected no longer be operated for various reasons and to be switched off.
- 18.2 Advertisers must expect that blogs and online magazines can be switched off and that, as a result, booked Content including links might no longer be available online.
- 18.3 Advertisers generally have no claim for a reimbursement of payments by Seeding Alliance GmbH or the Publisher. Advertisers may however assert claims against the Publisher according to the conditions of § 9.7 if the Publisher is guilty of deactivating or removing a Booking before twelve months have passed.
- 18.4 Seeding Alliance GmbH does not accept liability for the durations of published Content in the Publisher's Media. Seeding Alliance GmbH shall however check any messages of which it becomes aware in which Content was booked via blogatus, in order to largely exclude less reliable Media.
- 18.5 If Publishers frequently turn off/deactivate their Media, Seeding Alliance GmbH shall check these circumstances and exclude the Publishers and their Media.
§ 19 Liability
- 19.1 Seeding Alliance GmbH does not provide liability for revenues or transactions concluded via the blogatus market place.
- 19.2 Seeding Alliance GmbH excludes its liability for violations of duty by its representatives, employees and agents, which are based on simple or minor negligence, to the extent that these are not material contractual duties, relate to damages from loss of life, bodily harm or damage to health or warranties or affect claims according to the Product Liability Act. Material contractual obligations are obligations whose performance enables the contract to be performed in the first place and on whose performance you may rely.
- 19.3. Seeding Alliance GmbH is not liable for damages that can result from errors, delays or disruptions to transmissions, incorrect content, loss or deletion of data, viruses or otherwise during the use of blogatus, except if Seeding Alliance GmbH intentionally or grossly negligently causes such damages. In particular, Seeding Alliance GmbH does not accept responsibility for blogatus being available to the participant at specific times.
- 19.4 Seeding Alliance GmbH is not liable for the correctness, quality, completeness, reliability, type and condition or credibility of contents and media on blogatus. Seeding Alliance GmbH expressly rejects responsibility for contents and media provided by third parties (participants). At the same time, Seeding Alliance GmbH is not responsible for the Content of blogs and online magazine offered via the blogatus market place. Participants agree to use the contents made available by blogatus at their own risk, rely on this Content at their own risk and not to assert warranty claims against Seeding Alliance GmbH. The participants agree to indemnify Seeding Alliance GmbH from all liability and all obligations, expenses and claims resulting from damage due to the violation of brand, name, and copyrights and rights of use or third-party rights.
- 19.5 Seeding Alliance GmbH is not liable for technical disruptions whose causes are not within Seeding Alliance GmbH's sphere of responsibility, and moreover not for damage caused by Acts of God.
- 19.6 As part of using the platform, participants are obligated to follow applicable laws. Participants are themselves responsible for ensuring that the contents of blogs and the manner in which they are published are in accordance with the law. Seeding Alliance GmbH merely sets up contacts between Advertisers and Publishers, and is therefore neither a signatory for the Content published on the blog nor is it responsible for the manner in which this is published. Seeding Alliance GmbH points out that legal aid should be sought in the case of doubt. Seeding Alliance GmbH particularly emphasizes compliance with the Competition Protection Act.
§ 20 Change reservation
Seeding Alliance GmbH reserves the right to make amendments to the General Terms and Conditions at any time. In the case of changes, the participants are notified by email stating that the amended version will become effective. If the subscriber does not object to the amended GTC within one week of receiving the notification or of the amended version being published, the amended version is deemed to have been accepted and approved. The notification shall separately refer to the significance of this deadline.
§ 21 Applicable law, jurisdiction
All legal transactions or other legal relations with Seeding Alliance GmbH are governed by the law of the Federal Republic of Germany. In all transactions with businessmen and public law legal entities, the headquarters of Seeding Alliance GmbH shall be the jurisdiction for all disputes regarding these General Terms and Conditions, excluding application of agreed individual contracts, and including actions on bills of exchange and cheques. In this case, Seeding Alliance GmbH is entitled to assert claims at the customer's place of business.
§ 22 Severability clause
If individual provisions of these General Terms and Conditions are legally invalid in full or in part, or lose their legal validity in full or in part, this shall not otherwise affect the validity of the General Terms and Conditions. The invalid provisions shall be replaced with valid provisions. The same applies if the General Terms and Conditions have lacunae.