Terms and Conditions (comdaily.ai)

These Terms and Conditions ("Terms") govern the use of the comdaily platform and services ("Service"). They constitute a binding contract between the customer ("User," "You") and the provider, comdaily GmbH ("comdaily," "we," or "us").

1. Scope and Applicability

1.1 Business Customers Only

Our Service is offered exclusively to businesses. These Terms apply only if you are a business owner within the meaning of the German Commercial Code (HGB), a legal entity under public law, or a public-law special fund. These Terms do not apply to consumers. Consumer rights, such as the right of withdrawal, do not apply.

1.2 Exclusivity of These Terms

The relationship between comdaily and the User is governed exclusively by these Terms. We expressly object to the inclusion of the User's general terms and conditions. Differing or supplementary terms will not be recognized or form part of the contract unless we have expressly agreed to them in writing (text form).

2. The comdaily Service

2.1 Core Functionality

comdaily is an online service that supports users in optimizing their brand communication and thereby increasing their brand value and ultimately their company value. To achieve this goal as effectively as possible, comdaily provides various tools. comdaily offers a Software as a Service platform for Generative Engine Optimization, which helps companies analyze and evaluate their visibility in AI-controlled search environments and in Large Language Models. The specific functions and features of the Service are described on our website. Furthermore, comdaily provides an online service that enables users to analyze their brand communication in a targeted manner. Through these applications, new opportunities are created to evaluate and systematically analyze social media content such as Facebook or LinkedIn posts as well as other materials such as websites or business reports.

2.2 Changes to the Service

We may make reasonable changes to the Service (such as improvements to performance or compliance with legal requirements), provided that these changes do not impair core functionality. We will notify you promptly of material changes.

2.3 Third-Party Dependencies

Our Service relies on third-party providers and data sources (e.g., LLMs). The availability of these external services is beyond our direct control. If a third-party provider no longer offers a necessary component, we will inform you and endeavor to find a suitable alternative.

2.4 Service Interruptions

We do not guarantee that the Service will be completely error-free or uninterrupted, but we will make commercially reasonable efforts to remedy all material service problems within our control promptly.

2.5 No Guaranteed Results

comdaily is an analysis and evaluation tool. Unless expressly set out in a separate agreement, we do not guarantee any particular results, such as improved search rankings or increased visibility, through the use of our Service.

3. User Obligations

3.1 Lawful and Proper Use

You agree to use the Service only for legitimate business purposes and in full compliance with all applicable laws. You must keep your login credentials confidential and are responsible for all activities under your account. You must ensure that all data or content you provide to the Service does not violate third-party rights or violate laws.

3.2 Prohibited Activities

You may not reverse engineer, decompile, misuse, or otherwise attempt to decrypt the source code or underlying structure of the Service. In the event of a material breach of these obligations, we are entitled to temporarily suspend or restrict your access to the Service after reasonable notice, to the extent possible, and/or terminate the contract under Section 7.3 for cause.

4. Intellectual Property and Data Rights

4.1 Our Intellectual Property

All intellectual property rights in the comdaily Service, including its software, algorithms, and documentation, belong exclusively to us. We grant you a limited, non-exclusive, non-transferable right to use the Service during the term of the contract for your internal business operations, as set out in these Terms.

4.2 Your Data

You retain all ownership rights in the data and content you upload to the Service ("User Data"). You grant us a limited license to process and use your User Data solely for the purpose of providing and improving the Service and fulfilling our contractual obligations. All data will be handled in accordance with our Privacy Policy. We will not use or disclose your User Data for other purposes without your consent. Upon termination, we will delete or return your User Data upon request, unless we are required by law to retain it.

5. Fees, Payment, and Offsetting

5.1 Fees and Taxes

You agree to pay the fees specified in your selected plan or order for the Service. All prices are exclusive of applicable value-added tax (sales tax), which will be added in accordance with legal requirements.

5.2 Billing and Payment

Fees are charged in advance for each cycle (e.g., monthly or annually) through our payment provider Stripe. Payments are due within 14 days of the invoice date, unless otherwise specified. In case of late payment, we may charge statutory default interest in accordance with German law for B2B transactions (currently approximately 9.2 percentage points above the ECB base rate). We also reserve the right, after a reminder and reasonable grace period, to block access to the Service until overdue amounts are paid.

5.3 No Offsetting

You may only offset counterclaims against our payment claims if these counterclaims are undisputed or have been established by a final court decision. You may not withhold or reduce payments by offsetting them against other claims you have against us unless these have been acknowledged or established by a final court decision. Your right to assert damages claims separately remains unaffected.

6. Limitation of Liability

6.1 Unlimited Liability

We are liable without limitation for willful misconduct, gross negligence, or for damages arising from injury to life, body, or health caused by a breach of our obligations.

6.2 Liability for Simple Negligence

In case of simple (light) negligence, we are liable only for the breach of material contractual obligations. Material obligations are those obligations that are fundamental to the contract and on whose fulfillment the User can and should rely.

6.3 Further Restrictions

To the extent our liability is limited or excluded under these provisions, the same limitations or exclusions apply to the personal liability of our officers, employees, agents, and subcontractors.

6.4 Indemnification by the User

The User indemnifies comdaily against all third-party claims arising from unlawful use of the Service by the User or from a breach of these Terms, to the extent the User is responsible for such breach.

7. Term and Termination

7.1 Contract Duration

The contract commences with your registration and acceptance of these Terms. The term depends on your subscription (e.g., a one-month or 12-month subscription). Unless terminated, the contract will be renewed according to the terms of your plan.

7.2 Ordinary Termination

Either party may terminate a monthly subscription at any time effective at the end of the current billing period. A 12-month subscription may be terminated with thirty (30) days' notice at the end of the 12-month period. Termination must be made in text form (e.g., by email).

7.3 Termination for Cause

Either party may terminate the contract for cause with immediate effect if the legal requirements are met. Cause for comdaily is a serious breach of these Terms by the User (e.g., misuse of the Service or continued non-payment), which is not remedied after a warning, or the User's insolvency.

7.4 Effects of Termination

Upon termination, your account will be deactivated. You are responsible for exporting all necessary data before the termination date. We may delete User Data after a short retention period, except for data that we are required by law to retain. Prepaid fees are non-refundable, unless termination was made for cause due to an unremedied breach on our part. Clauses that are intended to survive termination by their nature (such as confidentiality, liability, applicable law, etc.) remain in force.

8. Applicable Law and Jurisdiction

8.1 Applicable Law

This Agreement and all disputes arising from it are governed by the laws of Germany, excluding conflict of law provisions and the United Nations Convention on Contracts for the International Sale of Goods (CISG).

8.2 Jurisdiction

Exclusive jurisdiction for all disputes arising from or relating to these Terms is vested in the competent court in Cologne, Germany, provided the User is a merchant, legal entity under public law, or a public-law special fund.

9. Customer Reference

We are proud of the users we serve. For marketing and advertising purposes, we may identify you as a comdaily user and use your company name, logo, or other trademarks on our website, in customer lists, and in other marketing materials. We will always present your brand in a factual and respectful manner. This right survives the termination of our agreement, unless you lodge a written objection for a legitimate reason. Be assured that we will never disclose your confidential information in our advertising activities.

10. Final Provisions

10.1 Changes to Terms

For existing contracts, we will notify you in writing of any proposed changes to these Terms at least six weeks in advance. Changes are deemed approved if you do not object in writing within the time period. We will expressly point out this consequence in the notice. If you object, either party may terminate the contract.

10.2 Entire Agreement

These Terms, together with the referenced order forms, constitute the entire agreement between us. There are no side agreements. Any changes or amendments to this contract must be in writing to be effective. This also applies to waiving this requirement in writing.

10.3 Severability Clause

If any provision of these Terms is or becomes invalid or unenforceable, the validity of the remaining provisions will not be affected. The parties agree to replace the invalid provision with a valid one that comes closest to the original economic purpose.

10.4 Language of Contract

The German version of these Terms and Conditions is the legally binding version. Any translations are provided for clarity only.

10.5 Contact and Imprint

The provider of the Service is comdaily GmbH, Im Mediapark 5, D-50670 Cologne, Germany. For questions or inquiries, please contact us through the channels listed on our website at www.comdaily.ai. Our imprint and privacy policy can also be found on our website.