Terms of Use on WiX

General Terms and Conditions - TWIPLA on the Wix.com App Market (“Terms of Service”)

Contracting parties and structure of these Terms of Service
1. Parties
  
  The business customer ("Customer") concludes a service contract ("Contract") with Visitor Analytics GmbH, Seestraße 76, 82235 Berg registered under commercial register number HRB 214117 Amtsgericht München ("TWIPLA"; TWIPLA and Customer together the "Parties" and each a "Party") for the use of the Platform.
2. Customer is company
  
  TWIPLA only concludes Contracts with customers who are companies, i.e. natural or legal persons acting in connection with their commercial or self-employed activity. By concluding the Contract, the customer confirms that they are concluding the Contract in connection with their commercial or self-employed activity.
3. Current Contracts
  
  The use of the TWIPLA services of Wix App Market, https://www.wix.com/app-market/visitor-analytics is subject to the terms of use agreed between the customer and Wix App Market (current version available at: https://de.wix.com/about/terms-of-use) ("Terms of Use"), e.g. with regard to installation and payment. In addition, these Terms of Service and the Data Processing Contract (https://www.twipla.com/en/support/legal-data-privacy-certificates/standard-integration/data-processing-agreement) apply in relation to the services offered by TWIPLA.
Definitions

"App Market Page" refers to the Visitor Analytics page on the WiX App Market at https://www.wix.com/app-market/visitor-analytics/overview.

“Change(s)” has the meaning as defined in Section 10.1. of these Service Conditions.

"Contract" has the meaning as defined in Section 1.1. of these Service Conditions.

"Customer(s)" means the business customer(s) of TWIPLA as defined in Section 1.1.

"Customer Website" is the customer's website on which the services (if ordered) are used.

"DPA" is the order processing Contract for these Terms of Service on the website https://www.twipla.com/de/support/rechtliches-datenschutz-zertifikate/standardintegration/auftragsdatenverarbeitungsvertrag.

"Free basic edition" refers to the free edition of the services (if available).

"Personal data" means any information relating to an identified or identifiable natural person, as defined in the EU General Data Protection Regulation (EU) 2016/679 ("GDPR").

"Personal Usage Data" means Personal Data collected by the Services from Visitors, Customers, employees/authorised persons of Customers, or employees/authorised persons of TWIPLA, at the time of entry or automatically on behalf of the Customer.

"Platform" refers to the web-based interface with charts, graphs and maps available for most functions of the Services.

“Premium Edition" refers to the price plans described in Section 7 "Fees" of these Terms of Service.

"Service(s)" refers to the TWIPLA Services described in Section 4 "Services" of these Terms of Service and ordered by the Customer.

"Subcontractor" means any subcontractor engaged by TWIPLA or by another subcontractor of TWIPLA to assist in the provision of the Services to the Customer.

"Switch" has the meaning as defined in Section 10.1. of these Service Conditions.

"Terms of Use" has the meaning as defined in Section 1.3. of these Service Conditions.

"TWIPLA" has the meaning as defined in Section 1.1. of these Service Conditions.

"Visitors" are the visitors who use the Customer Website.
Conclusion of the Contract

The Contract for the installation of the Services shall be concluded in accordance with the Terms of Use. The Customer sends a binding offer to conclude a Contract with TWIPLA. After receiving the Customer's registration data, TWIPLA shall validate the Customer's e-mail address. If the validation was successful, TWIPLA shall send the Customer an e-mail that also contains these Terms of Service. This e-mail shall constitute acceptance of the Customer's offer and the conclusion of the Contract.
Services
1. Service description
  
  The Services provided during the term of this Contract are listed and described at https://de.wix.com/app-market/visitor-analytics ("Services"). They relate to the Service of the third-party app TWIPLA from the Wix App Market, a web-based analytics solution based on a Software-as-a-Service (SaaS) model and offered for all Wix websites. The specific Services available and their scope depend on the subscription chosen by the Customer. In some cases, not all described Services and/or all functions of the Services may be available from the beginning of the initial term. TWIPLA endeavours to continuously develop and improve the Services. This also includes updating and modifying the Services offered. Any Changes to the Services provided by TWIPLA during the Term shall be subject to Section 10 Amendments to the Terms of Service and the Contract.
2. Use of the Services
  
  The Services can be integrated into the Customer Website after registration on the App Market Page and can be used on computers, laptops and mobile devices.
3. Different editions
  
  Customers can choose a free basic edition ("Free Basic Edition") of the Services or a paid Premium Edition of the Services. The free basic edition does not include all functionalities of the Platform and the available functionalities are limited in terms of their scope. A detailed description of the scope of Services can be found at https://www.wix.com/app-market/visitor-analytics ("Prices & Subscriptions").
Rights of use of the Customer
1. Right to use the Services
  
  Subject to the terms, conditions and restrictions contained in the Contract, TWIPLA hereby grants a worldwide, non-exclusive, limited, non-transferable and non-sub licensable right to access the Services online during the term of the Contract and to use them internally for the purposes of the Contract, in particular to process Personal Usage Data from the Customer Website using the Tracking Code and/or other technologies, for example to measure and record the interactions of Visitors (if ordered or part of the Subscription). The Customer may not copy or otherwise reproduce the Services or parts thereof, unless this is technically necessary for the online use of the Services.
2. Right to use Customer content
  
  The Customer hereby grants TWIPLA and its Subcontractors a worldwide, non-exclusive, non-transferable right, during the term of the Contract and for a maximum of three (3) months after termination of the Contract, to use the Customer's content and data processed in connection with the Services for the purposes of performing this Contract, including to convert them into another format and type of use specifically for mobile devices.
3. Reservation of rights
  
  Subject to the rights granted in the Contract, TWIPLA reserves all right, title and interest in and to the Services and Customer acknowledges that it does not own or acquire any additional rights in the Services not expressly granted in the Contract. Customer further acknowledges that TWIPLA reserves the right to use the foregoing for any purpose at TWIPLA's sole discretion.
Contract term
1. The Contract term begins with the conclusion of the Contract and runs:
  1. for an indefinite period for the free basic edition
  2. until the expiry of the subscription after conclusion of the Contract for the Premium Edition;
  3. until one party cancels;
  4. for the duration of the demo period; or
  5. until the Services are uninstalled by the Customer (which is deemed to be the termination of the Contract).
2. Extension period
  
  After the initial term, the Contract shall be automatically extended by a further one (1) month in the case of a subscription to a monthly Premium Edition and by a further twelve (12) months in the case of a subscription to an annual Premium Edition, unless the Contract is terminated by Wix or the Customer in accordance with the Terms of Use. Cancellation is possible for the Customer at any time.
3. Downgrading of Services in the event of late payment
  
  The Contract will be downgraded automatically and without warning from the Premium Edition to the Free Basic Edition if the Customer is in arrears with payment of the subscription fees under the Premium Edition.
4. Export of data at the end of the Contract term
  
  At the end of the Contract term, TWIPLA shall either delete all data and information (including all applications and/or Personal Usage Data) stored by the Customer on TWIPLA's server system, unless TWIPLA is subject to longer statutory retention obligations. The Customer may independently export all information and data received from TWIPLA within the scope of the Contract from the Services before the end of the Contract term and upon termination of the Contract. Please note that Wix may store your data, see Terms of Use and Wix Privacy Policy (https://www.wix.com/about/privacy).
5. The Contract can be cancelled by the Customer via the Customer's Wix user account.
Fees
1. Fees
  
  The fees for the Premium Editions are listed in the Wix App Market at https://www.wix.com/app-market/visitor-analytics.
2. Terms of payment, cancellations and refunds
  
  TWIPLA is a third party app developer on the Wix App Market and the terms of payment, cancellation, refund, etc. are subject to Terms of Use only.
Obligations of the Customer
1. Use of the Services in accordance with applicable law
  
  Depending on the setting of the Services, they may assist the Customer in complying with applicable law (e.g. data protection law). The Customer is solely responsible for ensuring that the Customer's use of the Services and/or the termination of the Services complies with or does not violate applicable laws or the rights of third parties, including but not limited to intellectual property or proprietary rights of third parties worldwide. The Customer shall not interfere with or disrupt the Services or TWIPLA's server system. This includes, but is not limited to, the Customer Website and Personal Usage Data:
  - do not violate any laws relating to data protection and data security;
  - are in no way connected with theft, fraud, drug trafficking, money laundering and/or terrorism;
  - are not known, intended or suspected to be infected with viruses; and
  - annot be used to send unsolicited e-mails or other messages.
2. Suspension of Services in the event of non-compliance
  
  Notwithstanding the foregoing, TWIPLA may suspend the Services, including the Customer's access to the Services, with or without prior notice to the Customer, if TWIPLA has reasonable grounds to believe that the Customer Website and/or the Customer's Personal Usage Data does not comply with the requirements of Section 8.1.
3. Confidentiality of access data
  
  The Customer shall be obliged to treat all access data and logs to their personal Customer account confidentially and not to pass them on to third parties. The Customer shall notify TWIPLA immediately and change all passwords if the Customer has reasonable grounds to suspect that unauthorised third parties have obtained information about the Customer's access data or passwords.
4. Updating Customer data
  
  The Customer shall be obliged to inform TWIPLA immediately of any change to their name or company name, their residential or business address, their billing address and their legal form. The notification must be made in writing or by e-mail.
5. Authorisation of use
  
  The Customer may only use administrative users to access the Services to whom the Customer has assigned a unique internal user ID.
6. Conditions of use
  
  In order to use and access the Services, the Customer must have Internet access and a current state-of-the-art Internet browser and fulfil the additional technical requirements specified on the Website. The Customer is solely responsible for bearing the costs and ensuring the functioning of its Internet access and the computer and software used to access the Services.
Confidentiality
1. Confidential information
  
  The parties are aware that they have access to certain confidential information of the other party or confidential information of third parties, which the disclosing party is obliged to keep confidential, during the term of the Contract. "Confidential Information" means any written, electronic or oral information which (i) has been disclosed by one party to the other, (ii) is not generally known or publicly available, either as a whole or in the precise arrangement and composition of its components, (iii) relates to the activities of a party or a third party, (iv) is subject to the disclosing party's appropriate technical and organisational safeguards, and (v) has either been designated as confidential or should reasonably be treated as confidential due to the nature of the circumstances under which the disclosure is made.
  
  Each party undertakes (i) to use the Confidential Information disclosed by the other party only to the extent permitted by this Contract, (ii) to treat the Confidential Information obtained from the other party as strictly confidential and to protect it from disclosure to and use by third parties by implementing appropriate technical and organisational measures, and (iii) to restrict access to the Confidential Information disclosed by the other party to those of its employees, agents, Subcontractors and/or any consultants who need to know such information. The contractual confidentiality obligations shall continue to apply for two (2) years after termination of the Contract.
2. Confidentiality obligations
  
  Each party undertakes (i) to use the Confidential Information disclosed by the other party only to the extent permitted by this Contract, (ii) to treat the Confidential Information obtained from the other party in strict confidence and to protect it from disclosure to and use by third parties by implementing appropriate technical and organisational measures, (iii) to restrict access to the Confidential Information disclosed by the other party to those of its employees, representatives, Subcontractors and/or any consultants who need to know such information and who have been obliged in writing to treat such information confidentially in accordance with this Contract, and (iv) to restrict all Confidential Information disclosed by the other party to those of its employees, representatives, Subcontractors and/or any consultants who need to know such information and who have been obliged in writing to treat it confidentially in accordance with this Contract, (iii) to restrict access to the Confidential Information disclosed by the other party to those of its employees, agents, Subcontractors and/or any consultants who need to know such information and who have been bound in writing to treat such information confidentially in accordance with this Contract; and (iv) to return or destroy all Confidential Information disclosed by the other party which is in its possession upon termination or expiry of this Contract. The contractual confidentiality obligations shall survive for two (2) years after termination of this Contract.
3. Exceptions
  
  Notwithstanding the foregoing, the provisions of Sections 9.1 and 9.2 of the General Terms and Conditions shall not apply to Confidential Information which (i) is freely accessible or generally known at the time of its disclosure, (ii) becomes freely accessible or generally known through no fault of the recipient, (iii) was lawfully transmitted to the recipient by persons who were not bound by confidentiality obligations in this respect, (iv) is already in the possession of the recipient at the time of disclosure without any obligation to maintain confidentiality. (iii) was lawfully communicated to the recipient by persons who were not bound by confidentiality obligations in this respect, (iv) is already in the possession of the recipient at the time of disclosure without any confidentiality obligations attached thereto, (v) was independently developed by the recipient, or (vi) is authorised for release or disclosure by the disclosing party without restriction.
  
  Notwithstanding the foregoing, either party may disclose Confidential Information to the extent necessary (i) to comply with a court or governmental order or otherwise meet the requirements of any mandatory legal requirement, provided that the party disclosing the Confidential Information pursuant to the order shall first notify the other party in writing and use reasonable efforts to obtain a protective order, or (ii) to have a court determine a party's rights under this Contract, including any motions required to do so.
Changes to the terms of Service and the Contract
1. Changes and possibility of objection
  
  TWIPLA may change the Terms of Service at any time to reflect changes in user preferences, the Internet economy, applicable laws and industry practices, or similar reasons, without the Changes having a material adverse effect on the Customer ("Changes"). The Customer will be informed of any Changes by e-mail. Unless the Customer objects to the Amendment within two (2) weeks of receipt of the notification of the Amendment, the amended Terms shall be deemed accepted upon expiry of this two-week period. If the Customer rejects the Change in writing within the two-week period, the Contract may be terminated and the Customer should cancel the active Premium Editions and cease using the Services.
2. The Customer has the right to switch from the Free Basic Edition to the Premium Edition or from the Premium Edition to the Free Basic Edition at any time by using the upgrade/downgrade options provided in the subscription area of his/her Wix account and declaring acceptance of the applicable contractual terms and conditions ("Switch"). Switching from the Free Basic Edition to the Premium Edition and from the Premium Edition to the Free Basic Edition is subject to the Terms of Use.
Data protection and privacy
1. Commissioned data processing
  
  The TWIPLA privacy policy (https://www.twipla.com/en/support/legal-data-privacy-certificates/twipla-website/privacy-policy) and the data processing agreement (https://www.twipla.com/en/support/legal-data-privacy-certificates/standard-integration/data-processing-agreement) apply.
2. Compliance with data protection laws
  
  With regard to the protection of personal data, the Parties undertake to comply with the data protection laws applicable to them in the performance of the Contract. TWIPLA shall only process personal data on behalf of the Customer in accordance with the written instructions issued by the Customer. TWIPLA is a processor. The Customer shall remain the controller in respect of all Personal Data processed by TWIPLA in connection with the provision of the Services described herein. Details are contained in the data processing agreement concluded between the parties (https://www.twipla.com/en/support/legal-data-privacy-certificates/standard-integration/privacy-policy; "DPA").
Defects

If and insofar as the Contract is to be qualified as a Contract for work or a rental Contract, the Customer shall have the statutory rights in the event of a defect.

The free basic edition is provided "as is" with certain downtimes. TWIPLA does not promise any specific Service levels as part of the Free Basic Edition. TWIPLA shall use its best endeavours to minimise downtimes when using the Free Basic Edition. TWIPLA excludes any warranty for the Free Basic Edition and shall only be liable for fraudulently concealed defects.
Limitation of liability
1. Limitation of liability
  
  TWIPLA's liability for damages caused by slight negligence, regardless of the legal grounds, shall be limited as follows:
  1. For each case of damage, TWIPLA shall be liable for annual subscriptions up to the amount of the typically foreseeable damage, which the parties shall set at a maximum of the amount of the annual fee volume, and for monthly subscriptions up to the amount of the monthly fee.
  2. TWIPLA shall not be liable for slightly negligent breach of any other applicable duty of care.
2. Unlimited liability
  
  The above limitations of liability shall not apply to mandatory statutory liability and liability for culpably caused personal injury. Furthermore, these limitations of liability shall not apply if and insofar as TWIPLA has assumed a special guarantee.
3. Loss minimisation
  
  The Customer is obliged to take appropriate measures to prevent and minimise damage.
Force majeure
1. Cases of force majeure
  
  Neither party shall be liable to the other party for any failure to perform (in whole or in part) or for any delay or failure in performance to the extent that such delay or failure is caused by a force majeure event, such force majeure event being an external, unforeseeable event, an absolutely insurmountable and unavoidable event such as an earthquake, volcanic eruption, storm, tsunami, flood, fire, typhoon, pandemic, war, terrorist attack or national crisis, unless these disasters are a common phenomenon in the territory in which the contracting party is located.
2. Consequences
  
  For so long as a Force Majeure Event continues, the affected party shall be relieved from liability to the other party for failure to perform its obligations under the Contract and the obligations of both parties under the Contract shall be suspended until performance can be resumed (provided that the affected party could not have prevented the failure or delay by reasonable precautions or measures). The affected party shall immediately notify the other party as soon as it realises that it is unable to perform under this Contract as a result of a Force Majeure Event.
3. Right of cancellation
  
  If a force majeure event lasts longer than one (1) consecutive month, either party may terminate the Contract with a notice period of four (4) weeks
Choice of law and place of jurisdiction
1. Choice of law
  
  The Contract shall be governed exclusively by the law of the country in which TWIPLA has its registered office, excluding conflict of laws principles and the United Nations Convention on Contracts for the International Sale of Goods.
2. Place of jurisdiction
  
  The exclusive place of jurisdiction for all disputes arising from this Contract shall be the competent court at the registered office of TWIPLA.
Other provisions
1. Invalid regulations
  
  Should any provision of this Contract be or become invalid in whole or in part, this shall not affect the validity of the remaining provisions.
2. General terms and conditions of the Customer
  
  General terms and conditions provided by the Customer as part of an order, invoice or purchase order shall not apply and are hereby rejected by TWIPLA.
3. Use of Subcontractors
  
  TWIPLA may commission Subcontractors to provide the contractually agreed Services. In this case, TWIPLA shall be responsible for ensuring the proper performance of these Subcontractors in accordance with the Terms of Service. Provisions in the GCU shall remain unaffected by this.
4. Compliance with laws
  
  Each party declares that it will comply with all applicable laws, rules and regulations in the fulfilment of its obligations under the Contract.

Status as of: June 2024

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Terms of Use on WiX

General Terms and Conditions - TWIPLA on the Wix.com App Market (“Terms of Service”)

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