Terms & Conditions

of blackbx ℅ Caligula Capital UG (haftungsbeschränkt) Auf der Hostert 5 65597 Hünfelden Germany I. General Rules Welcome to blackbx. We have created this App so that you can save bookmarks for important websites that you want to remember in one App. All Services associated with our App are governed by these terms and conditions. 1. General & Applicability (1) These General Terms and Conditions (“GTC”) apply in relation to the Services of Caligula Capital UG (haftungsbeschränkt) (hereinafter also referred to as “we” or “Caligula”), which are provided to you as a user (hereinafter referred to as ‘user’ or “you”) in the context of the use of our blackbx App. (2) These GTC apply regardless of whether you are acting as a consumer, entrepreneur or merchant. Some special features apply to consumers, which we may point out at the appropriate places in these GTC. A consumer is any natural person who enters into a legal transaction for purposes that are predominantly outside their trade, business or profession (Section 13 BGB). An entrepreneur is a natural or legal person or a partnership with legal capacity who or which, when entering into a legal transaction, acts in exercise of his or its trade, business or profession (Section 14 BGB). (3) In addition to these GTC, in particular with regard to registration and the contract conclusion process for in- App purchases, we use the Services of independent third parties (hereinafter referred to as “third-party Services”), such as the distribution platforms used to download the App, the Apple App Store or the Google Play Store. Third-party Services are not Services provided by us and may be subject to their own general terms and conditions, which will be indicated in an appropriate manner. In the event of contradictions, the General Terms and Conditions of the third-party provider shall take precedence. The respective provider of the App store is not a party to the contract in relation to the use of the App. (4) Your General Terms and Conditions shall not apply, regardless of whether you expressly refer to them or we do not expressly object to them. Your General Terms and Conditions shall only become part of this contract if we expressly agree to them. Individual agreements between us in offers, order confirmations, declarations of acceptance, etc. shall take precedence over the provisions of these GTC. 2. Object (1) With “blackbx”, we provide a bookmark manager in the App for storing your bookmarks for websites of different types visited by you (hereinafter also referred to as “blackbx App” or “App”). The Services on our App are developed by us and placed there for you to access or use. (2) The subject of these GTC is the free provision of the App, including your option to use the App via a free profile. You also have the opportunity to book additional functions for a fee. (3) We act neither as a broker nor as any other intermediary. Users are solely responsible for contracts concluded between users or between users and third parties. We do not become a party to these contracts. (4) An overview of the entire Service portfolio of our App can be found in the Service description, which is available in its respective version at LINK. (5) The App is a client application that can be used to access a server booked by us. Server access gives you the opportunity to read the data stored on the server and accessible to you via the App, to download files and to write data to the server to a limited extent (in accordance with the App's functional scope) and to upload files. 3. Use & Registration (1) To access the App, you must first download and install the App from the Apple App Store or the Google Play Store (hereinafter collectively referred to as the “App Store”). This requires the existence or creation of a new account for the App Store. By downloading the App from the App Store, you receive a personal, limited, single, non-transferable license to install the App on a mobile device for the duration of the contract term. The license is valid for all mobile devices linked to the App Store account. (2) As part of the use of our Services, we distinguish between the general use of our App, which already takes place with the download and installation from the App store, and additional contractual relationships that you conclude with us through a separate booking. (3) Your free registration as a user is required to use our Services. Only natural persons with unlimited legal capacity may register as users. (4) To register, the registration form provided in our App must be filled out completely and truthfully, stating a user name, and sent to us. Your user name must not infringe the rights of third parties or offend common decency. We are entitled to request written evidence to verify the data provided. (5) By submitting the registration form, you submit a binding offer to us to conclude a user contract for a free basic version. The user contract is concluded when we confirm your registration and activate your user account. Each user may only register once. (6) At least the following technical requirements are necessary to use our Services: a. Internet connection b. Current App 4. Term & Termination (1) The duration of the contract between us is based on the duration of the Service you have booked. The free contract in the basic version generally runs for an indefinite period. The terms of Premium versions can be found in the respective price model. The specified basic terms of Premium Versions are deemed to be the “basic term”. (2) After expiry of the agreed basic term, the contract is automatically extended for an indefinite period. (3) The existing contracts between us can be terminated with a notice period of 4 weeks. If you have booked a paid premium version, you can cancel the contract in text form (by e-mail) to contact@blackbx.app or by clicking on the “Cancel now” button in your user account. If you are using the basic version, termination will be effected by deleting your user account. (4) The right to extraordinary termination for good cause (Section 314 BGB) remains unaffected. Good cause exists for us in particular if (i) you seriously violate these GTC, (ii) you are in arrears with the payment of the costs for the use of chargeable Services despite a reminder and a grace period for payment of at least two calendar weeks or (iii) if we decide to no longer offer the App and discontinue the operation of the App. 5. Right of use (1) You receive a simple, non-exclusive right to use our Services, limited in time to the duration of the respective contract and unlimited in terms of territory. (2) You are not entitled to exhibit, publicly reproduce, in particular make available to the public, edit, redesign, translate, decompile or otherwise modify our Services. Your rights under §§ 69d para. 3, 69e UrhG (German Copyright Act) remain unaffected. (3) When creating and sharing posts, uploading files and images and in connection with the dissemination of information as part of the use of our Services (hereinafter also referred to collectively as “content”), you are independently responsible for ensuring that you do not infringe any third-party rights, in particular the copyrights of third parties, and that you transfer to us the rights of use to your content that we require to provide our Services. Unless we request further rights of use from you in individual cases, you therefore grant us a simple right of use to your content, unlimited in terms of time and space and valid for all types of use, to the content provided for the fulfillment of the Service. (4) The content of our Services (in particular in our App) is our exclusive property or our exclusive rights holder or the property / rights holder of our Service providers. All content is protected by national and international law, in particular copyright law. Unauthorized distribution, reproduction, exploitation or other infringement of our industrial property rights and copyrights will be prosecuted under civil and/or criminal law. 6. Availability For technical reasons, we cannot guarantee the permanent and complete availability of the servers on which our Services are operated. The availability of our website or individual Services may therefore be limited from time to time, in particular due to the need to carry out maintenance or repair work. 7. Liability (1) Our liability arising from the contract concluded between us, regardless of the legal basis, for your damages that do not result from injury to life, limb or health, is limited to the amount of damages typically foreseeable at the time of conclusion of the contract and, on the merits, to essential contractual obligations, provided that the damage was not caused by us or by a legal representative or vicarious agent either intentionally or through gross negligence. A material contractual obligation is an obligation whose fulfillment is essential for the proper execution of the contract and on whose compliance you may regularly rely. (2) We shall have unlimited liability in the event of injury to life, limb or health and in the event of intentional, grossly negligent or fraudulent action. The same applies to the written assumption of a guarantee for the quality or durability of a Service to be provided by us. (3) Our liability under the Product Liability Act remains unaffected. (4) If claims are asserted against us by third parties due to actions carried out by you in or in connection with our App and the resulting legal infringements, you are obliged to indemnify us against all related claims. To this end, you must reimburse us for the costs of a reasonable legal defense and other costs incurred as a result of the claim. 8. Principles for the Provision of our Services (1) With our App and its functions, we merely provide you with a technical basis for the purposes to be mapped by you within the limits of the purchased Services. Subject to the validity of statutory liability obligations and subject to the provisions in these GTC, we assume no responsibility for the actions performed with our App or for the content processed with our App. The agreements and contracts you have concluded with other users or third parties with whom or for whom you use our App, or the law, apply exclusively to all actions you perform and content you process with our App. (2) In principle, the provisions of tenancy law apply to the use of our Services. Maintenance measures such as troubleshooting, updates or further developments are part of our Service. Further support is offered if agreed accordingly. In addition to the maintenance measures, the statutory warranty for rental defects shall apply. (3) Adjustments, changes and additions to our Services as well as measures that serve to identify and rectify malfunctions will only lead to a temporary interruption or impairment of accessibility if this is absolutely necessary for technical reasons. (4) You may not make our Services available to third parties for commercial use. (5) You may use links or functionalities in our Services to access third-party websites and software that are not operated by us and for which we are not responsible. Such links or functionalities are either clearly marked or recognizable by a change in the address line of the browser or a change in the user interface. (6) We reserve the right to change, adapt and increase the functionality of our Services and the related documents and attachments, taking your interests into account, provided that we do not thereby breach our contractually assumed primary performance obligations towards you. (7) We secure our systems against virus attacks. Nevertheless, a virus attack can never be completely ruled out. In addition, it is possible that unauthorized third parties may send messages using our name without our consent that contain viruses or so-called spyware, for example, or link to web content that contains viruses or spyware. We have no influence over this. You should therefore check all incoming messages that are sent under our name. This also applies to any messages from other users. (8) We are not responsible for any damage or loss of data that may result from the installation of software that does not originate from us on your end devices. (9) You undertake not to use your end device or the App store or App account, login name or password of another user without authorization under any circumstances. If a third party uses your account after obtaining the access data because you have not adequately secured it against unauthorized access, you must allow yourself to be treated as if you had acted yourself. (10) In the event of reasonable suspicion that access data has become known to unauthorized third parties, we are entitled, but not obliged, for security reasons, to change the access data independently without prior notice or to block the use of the account at our own discretion. We will inform the authorized user of this immediately and, upon request, provide him/her with the new access data within a reasonable period of time. You have no right to demand that the original access data be restored. (11) You must inform us immediately as soon as you become aware that unauthorized third parties are aware of the access data to your App Store account or that unauthorized third parties are using your end device. We would like to point out that access data should be changed regularly for security reasons. (12) You are prohibited from using our Services: - infringe third-party intellectual property rights such as trademarks, copyrights and rights to a name, - harass other users and third parties, - use measures, mechanisms or software in connection with the App that may interfere with the function and operation of the App, - take measures that may result in an unreasonable or excessive load on the technical capacities of the App, - block content, overwrite or modify content, - add elements to the App or change, delete or modify elements of the App in any other way, - copy, extract or otherwise use graphic elements or attempt to decompile the source code of the App (subject to Section 69e UrhG), - use tools that interfere with the operation of the App (in particular so-called “bots”, “hacks”). “bots”, ‘hacks’ etc.), - to obtain premium functions or other advantages, such as the systematic or automatic control of the App or individual functions of the App, through the use of third-party software or other applications or to exploit program errors to your own advantage (“exploits”), - distribute commercial advertising for third-party products or distribute third-party programs in connection with our Services, - use malicious or virus-infected documents, files, third-party IT systems and data in connection with our Services, - use mechanisms, software and scripts that go beyond the functionalities and interfaces provided, in particular if our Services are blocked, modified, copied or overwritten as a result, modify, copy or overwrite our Services, and - impair our Services through data modification (Section 303a StGB), computer sabotage (Section 303b StGB), falsification of data relevant to evidence (Sections 269, 270 StGB), suppression of data relevant to evidence (Section 274 StGB), computer fraud (Section 263a StGB), spying on data (Section 202a StGB), interception of data (Section 202b StGB) or other criminal offenses. (13) We are entitled, after giving legitimate reasons, to refuse access to our App and to block or exclude you as a user or to extraordinarily terminate any contract concluded between us if we receive repeated complaints about you or if the requirements of a contract concluded with us and these GTC, other requirements communicated by us or compliance with legal regulations are repeatedly disregarded. We will inform you of this immediately and give you the opportunity to comment. Before a complete blocking or a complete exclusion, we will inform you of this a reasonable time in advance, stating the relevant reasons. If you remove the reason that led to the rejection, blocking or exclusion, we will consider reinstating you in our App. 9. Applicable Law & Place of Jurisdiction (1) All rights and claims arising from and in connection with the contract shall be governed by German law, excluding the UN Convention on Contracts for the International Sale of Goods, unless mandatory statutory law takes precedence. (2) If you act as a company or are a merchant within the meaning of the German Commercial Code (HGB), our registered office shall be the place of jurisdiction for all disputes arising from this contract. In the case of contracts with consumers, the statutory provisions on the competent court shall apply. 10. Consumer Dispute Resolution Information on online dispute resolution for consumers: We would like to draw your attention to the possibility of online dispute resolution (so-called “ODR App”). Consumers can use the ODR App as a contact point for the out- of-court settlement of disputes concerning contractual obligations arising from online purchase or Service contracts. The OS App can be accessed via the following link: http://ec.europa.eu/consumers/odr. We are not prepared to participate in the settlement of disputes via this OS App. 11. Confidentiality (1) In the course of the cooperation, both parties gain knowledge of business secrets of the other party or third parties. A trade secret is information that is neither generally known nor readily accessible to persons who normally deal with this type of information, is therefore of commercial value and is therefore subject to appropriate confidentiality measures (cf. Section 2 GeschGehG – German Act on Trade Secrets). A trade secret is also information that is marked as a trade secret, that is protected by industrial property rights or copyright, that is subject to banking secrecy or data protection and for which there is a legitimate interest in confidentiality. Information that is known to the other party prior to disclosure, that has become known to the public after disclosure without the involvement of the disclosed party, that the disclosed party has learned from an authorized third party and that the disclosed party has developed itself is not a trade secret. (2) The receiving party, as well as all those who come into contact with business secrets in accordance with the intended purpose, are obliged to treat the business secrets as strictly confidential and only to use them or disclose them to third parties and employees if this is necessary in connection with the business purpose. In all other respects, the receiving party shall protect the trade secrets from being disclosed to third parties. (3) Objects, files or other intangible objects containing trade secrets shall be deleted or returned to the disclosing party immediately at the request of the disclosing party or at the latest upon termination of the contractual relationship. 12. Miscellaneous (1) Should any provision of these GTC be or become invalid or unenforceable, the remaining provisions of these GTC shall remain unaffected, unless the omission of individual clauses would place a contracting party at such an unreasonable disadvantage that it can no longer be reasonably expected to adhere to the contract. (2) Amendments and supplements to the GTC and the entire contract existing between us must be made in text form in order to be effective, unless the following explanations prescribe special formal or procedural requirements. a. Amendments and additions that we (have to) make due to changed legal or technical requirements for the provision of our Services and that do not have a negative impact on the Services to which you are entitled shall become effective if you do not object to an amendment in text form within one (1) month of receipt of a notification of amendment and we have informed you in advance of your right of objection. If you object to the change, the contract will continue to apply unchanged and we are entitled to terminate the contract without notice with a notice period of one (1) month to the end of the next calendar month. b. Amendments and additions to the contract that we wish to make due to changed performance, remuneration or other commercial or operational requirements and which have a negative impact on our contractual relationship for you will only become effective if you expressly agree to them. This consent can be given by clicking on a consent button in the change notification (e- mail or pop-up when using our Services) or in another simple and transparent way provided by us. c. The text form shall also apply to any amendment to this formal clause. The precedence of individual ancillary agreements remains unaffected. d. The aforementioned deadlines do not apply and there is only a right to information about changes to the contract if the changes are necessary to avert an unforeseen and imminent danger in order to protect you from fraud, malware, spam, data protection violations or other cyber security risks. (3) Both parties are entitled to transfer the contract to a company affiliated with them, a legal successor or a company taking over the respective Services. They shall inform each other of this in text form prior to the planned transfer. II. Subject to Remuneration 13. Conclusion of Contract (1) (1) A contract for the use of chargeable Services is concluded as follows (subject to Section 13.2 for the purchase of chargeable App and in-App purchases): a. In our App you will find information about the content and costs of the fee-based Services we offer. This information does not constitute an offer to conclude a contract for the use of our Services. b. Only by submitting the corresponding booking form do you submit a binding offer to us to conclude a contract for the corresponding Services. c. Before sending the booking form, we will inform you that the booking is subject to a charge and give you the opportunity to take note of these GTC. d. Furthermore, we will give you the opportunity to check your entries and correct them if necessary before submitting the booking form. e. After submitting the booking form, you will receive a confirmation of receipt of your booking from us to the e-mail address you have provided. This confirmation of receipt also constitutes acceptance of your offer to book the Service. f. In this e-mail or in a separate e-mail, we will send you the text of the contract (consisting of the order, GTC, order confirmation and invoice) (contract confirmation). g. Once you have paid for the purchased Services in full, you will receive direct access to the Services. (2) App and in-App purchases are made as follows: a. The purchase and download of a paid App takes place in the App store (hereinafter referred to as “App purchase”). The processing of the App Purchase is carried out by the App Store. The conclusion of the contract and payment processing are governed by the terms and conditions of the App Store. b. The purchase of premium functions may be possible directly in the App (hereinafter referred to as “in-App purchase”). The in-App purchase is processed by the App store. The conclusion of the contract and payment processing are governed by the terms and conditions of the App store. c. The “purchase” of an App and/or the purchase of premium functions basically only means the granting of a right to use it. The scope and duration of the right of use granted depend on the respective Service (for the right of use, see above). 14. Terms of Payment (1) The type and amount of payment for the Service you have booked will be communicated to you during the booking process, in the booking overview and in the booking confirmation and, unless expressly stated otherwise, is inclusive of statutory VAT. (2) During the booking process, you will be informed about the available payment methods and can select the payment method that suits you best. (3) If we use third-party providers to process the payment transaction, their terms and conditions also apply. (4) If you fail to meet a statutory or agreed payment deadline, you shall be in default immediately and we shall be entitled to charge interest on arrears accordingly. (5) If payment is made within the European Union (EU), we do not charge a separate fee for any of the means of payment we use. Please note that we only accept payments from accounts within the EU. Any costs of any other transaction shall be borne by you. April 2025