Terms and conditions

(General Terms and Conditions)

Stand: August 2022


Samdock GmbH | Walter-Gropius-Strasse 17 | 80807 Munich
Online based CRM SaaS subscription service CRM

1. Definitions

Administrator – means the user who is responsible for the administrator account. The first applicant/registered person at Samdock is also the administrator. Administrator rights are transferable to another registered person within the registered company account.

Administrator account – means the customer’s user account to which only the administrator has access. Through this account, the Administrator is able to use the Service according to the Customer’s order, configure it, add additional packages, create additional accounts for Users, terminate the Account according to the terms.

Provider – refers to Samdock GmbH

API – Application Programming Interface

APP – means the native mobile application (for new versions of Android and iOS) available in addition to the browser version of Samdock from Q2/2021, which must be downloaded separately by the User to his smartphone.

Basic Package – means the standard features licensed within the User Fee that Samdock’s Customer can use.

Privacy Policy – means the Privacy Policy https://www.samdock.com/data-security

Service – Online based CRM SaaS subscription service.

Customer/Interested Party – means any natural or legal person, as well as anyone who orders Samdock and/or enters into an agreement in the name of or on behalf of such person. Any natural person must be at least 18 years of age

Customer Data – means all content, information and data – including personal data – relating to potential customers, business partners, clients and/or customers of Customer (not limiting) that is entered and uploaded by Customer into the Tool and/or App through use of the Service

Term – means the initial or extended term of the Subscription.

License and Right to Use – means the rights to access the Services as specified in the Contract.

SaaS – Software as a Service

User – means any user of the Customer

Website – means www.samdock.com

Additional Module – means the modules that can be added to the Basic Package; the calculation is made separately from the Basic Package depending on the additional booking by the Customer

2. General business clauses & subject matter of the contract

These Terms and Conditions of Use apply exclusively to entrepreneurs within the meaning of § 14 BGB (German Civil Code). Contractual partners within the scope of the following General Terms and Conditions are Samdock GmbH, Walter-Gropius-Str.17, 80807 Munich, Germany (hereinafter “Samdock”) and the “Customer”. The conditions from the following contract are indispensable, so that Samdock can only offer its services if the Customer accepts the contractual provisions and agrees to the terms of use.

Samdock provides a web-based software solution as a service (SaaS) under the product name “Samdock”. Samdock provides standard software that is subject to ongoing development. Samdock has the right to change its portfolio of offerings at any time. Furthermore, Samdock has the right to change and/or adapt the GTCs (General Terms and Conditions) to the circumstances at any time. Samdock will inform the customer about any kind of change by sending an e-mail to the administrator. If a change may adversely affect the legitimate interests of the Customer, so that the Customer can no longer be expected to continue the agreement, the Customer may terminate the affected service in writing with a notice period of 30 calendar days until the announced change takes effect.

Unless the Customer gives notice, the change shall take effect on the date specified and shall be deemed to be contractually agreed with the Customer. Customer enters into a SaaS contract by using the Services. Customers have access to the Service via the Internet with standard modern web browsers (recommendation: Google Chrome or Firefox) and SSL-secured access. The configuration of the customer’s IT system is not part of this contract. In addition, customers can integrate some third-party additional services via the API. The provision of SaaS services by Samdock is exclusively in accordance with the subscription model described herein.

3. Test period

Each potential customer is given the opportunity to test the offer free of charge for 14 days after registering at www.samdock.com or www.samdock.app. After registration, the potential customer receives access to the services with a limited range of functions. The customer can already decide during the test phase for a chargeable use with full functionality of the basic package of the services. For this purpose, the customer must book the service under the menu item “Setting” by providing his credit card data.

The test access locks automatically after the end of the test period. The customer data entered will be retained for 30 days in accordance with the data protection regulations and will then be automatically deleted. During this time, the customer can still switch to a paid full version at any time.

4. Price model

The prices stated at the time of the order, as shown on Samdock’s website, shall apply. The prices shown there are annual/monthly net prices in Euro and are exclusive of VAT at the applicable statutory rate, if applicable. The amount of the annual/monthly fee for the use of the software depends on the selected package size, i.e. on the number of users and the additional module(s).

The customer has the choice between monthly and annual billing. All payments are due in advance with the invoice.

In the case of monthly billing, the billing period begins on the day of the conclusion of a contract for the paid use of the software via the account and ends after 30 calendar days / 1 month. Payments for contracts for paid use of the Software with monthly billing shall be made by credit card monthly in advance. The credit card will be charged on the due date.

If payment is made by credit card, Samdock reserves the right to check the validity of the card, the debit limit, as well as the address details. Samdock is entitled to reject the entered credit card as a means of payment if there is an important reason for doing so. In case of monthly billing, an invoice will be sent to the customer by Samdock in electronic form via e-mail.

In the case of annual billing, the billing period begins on the day the account is activated and ends after one year. Payments for contracts for the paid use of the software with annual billing are made by credit card annually in advance. In the case of annual billing, the customer will be sent an invoice for 12 months in electronic form by e-mail. The credit card debit payment date is on the invoice date.

If the customer wishes to add further service packages and/or additional users to the licensed basic package, he can do so directly in the product at any time. Additionally purchased service packages and/or additional users cannot be reduced during an annual term.

Samdock reserves the right to increase the prices annually. In the event of a price increase, Samdock undertakes to notify existing customers at least one month before the expiry of the agreed minimum subscription period. This will be done by email to the administrator.

5. Payment

Invoices are sent electronically on a monthly / annual basis, depending on the booked term and any renewal. The SaaS fee is based on a monthly / annual payment, depending on the booked term. The subscription fee is always invoiced at the beginning of the respective term at the beginning of each contract month or contract year and is due for payment immediately without deduction.

The invoice will be sent in electronic form to the electronic address and/or administrator provided by the Customer. The Customer is obliged to inform Samdock as soon as possible about any changes (e.g. other electronic address, changes of credit card data, addresses, etc.).

Unless otherwise expressly agreed, amounts due will be automatically collected in full by Samdock from the legitimized credit card on the invoice date. When processing payments, Samdock may use external payment platforms as service providers. All online payments are subject to the terms and conditions of the external operators of the respective payment platforms.

Samdock and the payment service providers comply with the legal requirements. Samdock has the right to use additional payment methods (e.g. direct debit, PayPal, etc.) at any time.

6. Term
  • The customer has an optional free 14-day trial period after registering in Samdock. The use of the test phase is non-binding and does not oblige to conclude a subscription.
  • During or after completion of the test phase, the interested party can book a paid Samdock subscription.
  • At the beginning of the contract, the customer can choose between a monthly or yearly cancellation period. The monthly term agreement can be changed to an annual term agreement by the customer at any time.
  • Each agreement between Samdock and the Customer regarding the use of the Services has a limited period of validity of one month from the conclusion of the contract for a monthly term and one year from the conclusion of the contract for an annual term.
  • In the case of a term selected on an annual basis, the term shall be automatically extended by a further year if the agreement is not terminated by the customer no later than 60 calendar days before the end of the respective term.
  • In the case of a term selected on a monthly basis, the term shall be automatically extended by a further month if the agreement has not been terminated by the customer in the previous month.
  • Individual offers are considered special arrangements and are possible in addition to the aforementioned points; these will be recorded in writing.
7. Cancellation

The Customer has the right to terminate the agreement for the use of Samdock at any time with the following notice periods:

In the case of an annual term, 60 calendar days before the end of the respective term; in the case of a monthly term, within the respective current month with notice to the end of the month.

The right to terminate the contract without notice for good cause remains unaffected for both parties. Such cause shall be deemed to exist in particular if:

  • the agreement with the customer is based on incorrect or false information provided by the customer
  • the Customer repeatedly violates the provisions of these Terms of Use / General Terms and Conditions of Business
  • the Customer uses the Services for unauthorized, illegal and/or inappropriate purposes
  • the Customer commits a fraudulent act in relation to Samdock, its business or the Services
  • the Customer is in default of payment for more than two months
  • an application for insolvency proceedings has been filed against the Customer, such proceedings have been opened or have been rejected for lack of assets
  • Samdock adjusts its terms of use. The customer has the right to terminate the contract up to 30 calendar days after the publication
  • Samdock does not provide its services to the customer again in a functional way within 2 months after a failure due to force majeure

After termination,

  • The personal data are kept as long as they are necessary to fulfill the purpose of the processing. The data will be deleted as soon as they are no longer necessary to achieve the purpose.
  • Samdock may, within 30 days – in any case not before the end of the current term – deactivate the Customer’s administrator and user account
  • Samdock shall inform the Customer in advance about such deactivation
  • Samdock and the Customer shall immediately stop using the Services
  • the Customer may request to export its data from Samdock via Settings
  • Samdock may, within the framework of the GDPR, completely delete the Customer Data after 30 days; if the Customer fails to back up its data from the Services in a timely manner, the data cannot be restored
8. Delivery

Upon conclusion of the agreement, the customer is granted access to the product, which is provided as “Software as a Service (SaaS)”. Such license implies a non-exclusive and non-transferable right to use the Product. In this case, the provision of the administrator account is considered as delivery of the Product.

Within 48 hours after the delivery has been made, the Customer is obliged to inform Samdock of any complaints by contacting support or sending an email to [email protected]. If no complaints have been made within this 48-hour period, Samdock shall assume that the Customer has approved and accepted the delivery. The configuration of the Customer’s IT system is not part of this contract.

9. Administrator-Account & User-Account

The customer receives with his registration the access to his administrator account and determines independently the initial password. The administrator account manages the entire access of the customer. With the help of the administrator account the customer has the possibility to create further users. The administrator(s) is/are solely responsible for the correct use and all activities of all users of Samdock. Each user account (including the administrator account) belongs to only one person at a time and may not be shared with any other person under any circumstances.

Via remote maintenance, Samdock verifies the correct use of the users and locks the entire customer account in case of abuse. The administrator and each user is advised to use an individual and terms of use secure password, change regularly. As a basis for billing, each created user including the administrator account counts.

10. Note on use

Within the scope of the use of the services, the agreements described in these Terms of Use shall apply. The customer receives access rights for the administrator account and the user accounts for the use. The customer acknowledges that only his administrator and his users can use the services. This includes exclusive use for the Customer’s internal business purposes in compliance with all applicable laws, as well as governmental rules and regulations. The Customer is responsible for ensuring full compliance with the Terms of Use. The Customer shall in no case allow access for the use of the Services to any person other than the Administrator or the Users. The customer is obliged not to abuse the services and access rights, i.e. are not allowed:

  • Licensing, sublicensing, selling, reselling, renting, lending or distributing the Tool, the App and any Services; furthermore, any inclusion of Services or derivative works in a service bureau or outsourcing offering to a third party;
  • Adapting, altering, copying, modifying, translating or producing derivative works based on the Services (except for the copies, modifications or derivative works made only from the reports or reviews and only for Customer’s internal business purposes);
  • Engaging in or granting permission to engage in reverse engineering, disassembly or decompilation of Samdock software components;
  • Use of the Services for illegal or unlawful purposes or to transmit data in a manner that is illegal, defamatory, invasive of another’s privacy, abusive, threatening, harmful, or infringes another’s intellectual property rights;
  • Use of the Services to conduct or promote illegal activities;
  • Use of the Services to transmit unsolicited and/or commercial communications such as junk mail, spam, chain letters or phishing;
  • Using the Services to harass or harm others;
  • Interfering with the proper functioning of the Services, for example, by using viruses, worms, Trojan horses or other software that could harm the services and interests of Samdock and its customers;
  • Sending unsolicited and/or commercial messages, such as junk mail, spam and chain letters;
  • Adding content that can be characterized as inappropriate with respect to the purpose of the Tool and/or App;
  • Circumventing Samdock’s business model.
  • Using the Services in a manner that could give a third party a false or misleading impression, attribution or statement regarding Samdock.
11. Defects & Disclaimer of Warranty

Samdock makes every effort to provide proper operation of the Services. However, as web-based software, numerous factors outside Samdock’s responsibility may cause interruptions or malfunctions for which Samdock cannot accept any liability. Nevertheless, if Customers discover any defects in the Platform, they must be reported to Samdock in writing at [email protected] or within the Product in the Help Center. Material defects will be repaired by Samdock within a reasonable period of time. If this is not possible, the Customer shall be refunded the pro-rata amount of the remuneration incurred in the respective month of the beginning of the malfunction, which the Customer has paid.

If it is determined that the Customer caused the malfunction through improper use (e.g. user error, use outside the intended use) or that it was caused by factors outside Samdock’s responsibility (e.g. network malfunctions, third-party interfaces and products, etc.), this shall not constitute a defect. In such a case, Samdock may refuse to remedy the fault or demand reasonable compensation for the expenses incurred.

12. Limitation of liability
  • The Provider warrants that the Cloud Service will meet the specifications published in the Documentation during its term and that the Cloud Service will not infringe any third party rights when used by the Customer in accordance with the contract.
  • The Customer is obligated to immediately notify any breaches of duty by the Provider in writing, describing the reason in detail. The Provider shall remedy material defects and defects of title of the Cloud Service within a reasonable period of time. If the Provider has not remedied the defect even after the expiry of a second grace period of reasonable length set by the Customer in writing, and if the suitability of the Service is more than insignificantly reduced as a result, the Customer shall have the right to extraordinary termination, which must be made in writing.
  • A liability for simple negligence is limited per year to the annual contract value, unless life, body and health of the customer or essential contractual obligations have been violated. As far as liability is excluded, this also applies to the personal liability of employees, representatives, subcontractors and other employees of the provider. Strict liability for defects already existing at the time of conclusion of the contract is excluded.
  • The Provider shall not be liable for any damage caused by third parties illegally accessing, manipulating, destroying or stealing the Customer’s data, even though the Provider has taken all security measures required by the current state of the art to prevent such access by third parties. The customer assumes liability for any culpably caused damage or obligations arising from the fact that the customer’s account or other services are accessed with the customer’s user ID and password, provided that this use is attributable to the customer.
  • In the event of liability on the part of the Provider, liability shall further be limited to those damages that typically arise in the case of Marketing Automation contracts. Liability for loss of data shall be limited to the typical recovery effort that would have occurred in the event of regular and proper data backups as well as the creation of backup copies in accordance with the risk. Liability under the Product Liability Act remains unaffected.
  • The provider is not liable for the information transmitted via its services, neither for its completeness, correctness or topicality, nor for the fact that it is free of third-party rights or that the sender is acting unlawfully by transmitting the information.
13. Intellectual property, open source

Samdock is the licensor and owner of the various copyrights, proprietary rights and trademarks of Samdock or successor brands and advises that some components contain open source software that is subject to additional license terms, which are hereby incorporated as part of this License Agreement.

Therefore, the licenses granted to the customer imply only the right of use for a fee. Under no circumstances:

  • such right entails a transfer of ownership of the Services and Documentation by Samdock to Customer
  • such right grants Customer any claim or interest in Samdock’s services, trade names and/or trademarks
  • grants Customer the right to require Samdock to provide copies of any software or other products used by Samdock to provide the Services.

Custom projects and customizations to the Services remain the property of Samdock. Therefore, the customer may:

  • not use any trademarks, trade names or trade dress of Samdock (such as, but not limited to, their use in metatags, search terms or hidden text) without the express written consent of Samdock;
  • without prejudice to its right or any third party’s right to challenge the validity of Samdock’s intellectual property, not commit or permit any third party to commit any act that may infringe Samdock’s intellectual property (including, without limitation, patents, copyrights, designs, trademarks or other industrial or intellectual property rights); nor shall it fail or permit any third party to fail to commit any act that would have such effect;
  • In addition, Customer agrees to notify Samdock of any actual, threatened or suspected infringement of Samdock’s intellectual property rights of which Customer becomes aware, as well as any third party claims relating to use of the Product.
14. Force majeure

Samdock shall not be liable for any failure to perform its obligations if such failure is due to force majeure. Usual force majeure events include: Any circumstances which were unforeseeable and unavoidable at the time of the closing of the Agreement and which prevent Samdock from performing the Agreement or which make the performance of the Agreement more difficult, financially or otherwise, than it normally would have been (including, but not limited to, war; natural disasters; fire; seizure; delays by third parties or insolvency of third parties obligated by Samdock; shortage of personnel; strikes; organizational circumstances; threat of terrorism or terrorist acts; national/international pandemic).

The above-mentioned force majeure situations entitle Samdock to revise and/or suspend the Agreement by simple written notice to the Customer, without being obliged to pay any compensation. If the force majeure and/or hardship situation continues for more than two months, both partners are entitled to terminate the agreement extraordinarily.

15. Language

The language of this contract is German. There are no legally valid translations into other languages. Samdock has the right at any time to publish the contract in other languages or to adapt it to local requirements for international marketing.

16. Governing Law & Jurisdiction

Any problems, questions or disputes concerning the validity, interpretation, enforcement, performance or termination of this Agreement shall be governed by and construed in accordance with German law (excluding conflict of laws or the Vienna Sales Convention UNCISG).

All disputes concerning the validity, interpretation, enforcement, performance or termination of this Agreement shall be subject to the exclusive jurisdiction of the ordinary courts in Munich – Germany.

17. Personal Data & Privacy

The Privacy Policy is available at samdock.com/data-security. The parties also conclude a separate agreement on order processing AVV.

18. Support

If the customer needs support in technical or specific questions about the application, we refer to the help center located in the product with descriptions of individual functional areas. In addition, questions can be addressed directly to support via the help center. In addition, there is also the possibility of direct contact within the product in the help center.

  • The support team is available by e-mail from Monday to Friday from 09:00 – 17:00 (CET) (except holidays).
  • The support team will make every effort to help the customer as soon as possible after the support request.
19. Waiver & severability clause

If at any time Samdock and/or Customer fail or neglect to assert any rights under this Agreement or to enforce any provision hereof, such failure shall not be deemed a waiver of such rights or the ability to enforce any such provision.

If any provision of this Agreement is held by a court of competent jurisdiction to be illegal, invalid or unenforceable, then that provision will be modified to reflect as nearly as possible the intent and economic purpose of the original provision, while the Terms of Use other provisions of this Agreement will remain in full force and effect