Last modified: 29 July 2021
The customer (hereinafter referred to as "customer", "you" or "you") is a company that uses the software solution of cofenster to enable its employees to create video marketing material and other video messages.
The Customer and cofenster may also be collectively referred to as "the Parties".
"User" means the respective natural person (e.g. employee, representative, consultant, contractor or authorised representative of the customer) who uses and works with the cofenster software via the web application or via the mobile application.
"Order" means the additional form concluded with the customer when booking the cofenster-software, which in particular contains details of the service, price and method of payment.
"cofenster-App" means our application for mobile end devices via which the user can create his own video material and edit it using the cofenster software.
"cofenster Software" means our web-based video creation applications, tools and platforms (including website hosting) that can be accessed via our website cofenster.com and via our mobile cofenster app.
"Personal Data" means data within the meaning of Art. 4 No. 1 DSGVO.
"Trial period" means the period during which cofenster voluntarily provides the cofenster software to the customer free of charge for trial use. The respective period may vary and is specified at the beginning of the trial period.
2. Scope of services of the cofenster software
2.1 The cofenster software is software designed to enable the customer to edit and customise recorded videos. For individualisation purposes, the customer can, for example, insert his own texts, graphics, images or music into the videos.
2.2 Access to the cofenster software is exclusively online via www.cofenster.com and via the mobile cofenster app. The customer can download the mobile cofenster app from the Play Store or App Store. During the term of the contract, cofenster grants the customer access to the cofenster software via these two channels.
2.3 The entitlement to use the cofenster software exists only within the framework of the recognised state of the art. The cofenster software is available 99% of the time on an annual average. Excluded from this are maintenance work on the software and such failures which are due to events which are outside the sphere of influence of cofenster . These include, in particular, actions by third parties who are not acting on behalf of cofenster , technical conditions that cannot be influenced by cofenster and force majeure. The hardware, software and technical infrastructure used by the customer can also have an influence on the services of cofenster . Insofar as such circumstances have an influence on the availability or functionality of the cofenster software, this has no effect on the contractual conformity of the services provided.
2.4 Due to the performance of necessary maintenance work and improvements, the cofenster software or individual functions may not be available for a short period of time. cofenster will take into account the legitimate interests of the customer by notifying the customer in good time before the work is carried out and by carrying out maintenance work at a time when the cofenster software is not typically used. In the event of unforeseen necessary maintenance work, it may no longer be possible to provide the information in good time.
2.5 cofenster reserves the right to make further developments and changes to services after the contract has been concluded (e.g. by using newer or different technologies, systems, processes or standards). In the event of significant changes in performance, cofenster will inform the customer in good time before the change. Should such a further development or change in performance result in significant disadvantages for the customer, the customer has the right to extraordinary termination of the contract. The customer must terminate the contract within two weeks of receiving notification of the significant change in performance.
3. Consulting services from cofenster
3.1 Some packages also include a video workshop and the creation of personal video designs by cofenster for the customer (see the order for this).
3.2 Insofar as a video workshop is included in the package, the customer and cofenster will jointly find an appointment to carry out the video workshop. The appointment has a duration of 2 hours. In the video workshop, the customer will be explained how to take the best recordings via the respective smartphone or with the customer's existing hardware. The video workshop does not include the implementation of a specific project, but is intended to provide general assistance for video recording and to support the development of a strategy for video communication.
3.3 Insofar as the customer's package includes personal video designs, cofenster will, at the customer's request, propose its own designs for the customer and help the customer to create its videos professionally. In particular, cofenster will support the client in the creation of an intro and outro design and in the creation of belly band animations.
4. Use of the services
4.1 Only entrepreneurs within the meaning of § 14 BGB (German Civil Code), i.e. natural or legal persons or partnerships with legal capacity acting in the exercise of their commercial or independent professional activity (as well as their employees for the customer's business purposes) are entitled to use the cofenster software.
4.2 The customer creates a customer account online at www.cofenster.com by entering an e-mail address, a password and providing his payment details. By means of his e-mail address and password, the customer can log in and use the cofenster software. The customer must keep the password secret.
4.3 The customer is responsible for creating the necessary technical conditions for the use of the cofenster software. Access to the cofenster software is only possible using a current Chrome, Firefox or Safari browser.
4.4 In order to use the mobile cofenster app, the customer generates a code via his access to www.cofenster.com, which the customer enters in the cofenster app together with the email of the person to be recorded. If the email address and the code match, the customer can use the mobile cofenster app.
4.5 The customer must inform cofenster immediately if failures, malfunctions or other impairments of the cofenster software occur. If the customer fails to provide such notification, § 536c BGB shall apply accordingly.
5. Rights of use to the cofenster software
5.1 The customer is entitled to use the cofenster software, as provided by cofenster , worldwide.
5.2 The cofenster software is provided as a simple, non-exclusive right of use for use exclusively by the customer and his employees. The cofenster software may only be used by the customer, i.e. only for the customer's internal purposes. The customer is not permitted to rent or lend the cofenster software to any other third party or to allow him to use it for his own purposes. In particular, the customer is not permitted to act as a service provider to third parties by means of the SaaS offer.
5.3 Neither the customer nor the individual users are permitted to make changes to the cofenster software or to decompile or disassemble it or otherwise influence the programme logic. This does not apply in the legally mandatory cases of § 69e UrhG.
6. Videos and client content
6.1 cofenster has no influence on the content created by the customer in the respective videos. cofenster only provides tools for the creation of videos.
6.2 After downloading the videos, the customer alone is entitled to all rights to the videos created.
6.3 The customer guarantees that he will only use content that he is authorised to use. This also includes music, images, fonts, logos or colours provided and used by the customer as well as similar additional content.
6.4 If the customer hires his own actors or artists for the videos created via the cofenster software, the customer must pay any fees and taxes to the artists' social insurance fund.
6.5 The customer is prohibited from recording, editing or otherwise producing illegal content using the cofenster software. The customer is also prohibited from creating content using the cofenster software that is specified in the usage guidelines as illegal content.
7. Music from Artlist
The customer has the option of inserting music from a third-party provider (Artlist) in the videos. Insofar as this content is provided to the customer by cofenster , the customer may only integrate this content into the created videos via the cofenster software. Separate use of this content on other platforms, in other software or in any other way outside the cofenster software is not permitted.
8. Free trial use
8.1 cofenster will provide first-time users with the cofenster software free of charge for a trial period. The functions of the cofenster software are limited during this trial period.
8.2 Authorisation for free trial use is reviewed by cofenster at its own discretion and may be refused to the customer, in particular if the customer uses this function more than once.
8.3 After expiry of the free trial period, the content stored by the customer will be deleted.
8.4 The free trial period ends automatically after the expiry of the trial period. If the customer wishes to continue using the cofenster software after the trial period, he/she must conclude a contract for which a charge is made.
9.1 The customer is obliged to pay the fee for the cofenster software agreed at the beginning of the contract during the contractual relationship. The amount of the fee as well as the interval of payment is stated on the order.
9.2 cofenster may adjust the fee payable with one month's notice.
9.3 Unless otherwise stated on the order, the customer shall pay the applicable fee to cofenster at the beginning of each year or month.
9.4 The customer must select at least one payment method at the start of the contract and provide cofenster with the necessary payment information.
9.5 If the customer pays by invoice, cofenster will issue an invoice for the outstanding amounts. The invoice amounts are due immediately and must be paid into the account of cofenster specified in the invoice.
10. Term of contract and termination
10.1 The contract is concluded for an indefinite period, unless otherwise agreed in the order.
10.2 In the event of annual payment, the minimum term of the contract shall be one year. In the event of monthly payment, the minimum term of the contract shall be six months.
10.3 After expiry of the minimum term, the customer may terminate the contract at any time by sending a written declaration to cofenster or electronically by e-mail. The customer may terminate the contract in each case at the end of the billing period with a notice period of 3 months.
10.4 Each of the contracting parties may terminate this contract at any time for good cause. An important reason for cofenster exists in particular if (i) the customer or the respective actual users of the cofenster software violate our usage guidelines; (ii) the customer is in default with the payment of the remuneration or a not insignificant part of the remuneration amounting to two monthly payments; (iii) the customer violates the agreed confidentiality obligations; (iv) the customer provides the cofenster software to a third party without authorisation or (v) the customer misuses the cofenster software or uses it for other inadmissible purposes.
11. Consequences of termination
11.1 At the end of the contract term, the customer's rights to use the chargeable offers of cofenster expire. The customer must export the data still stored via cofenster before the end of the contract.
11.2 The videos still stored by cofenster at this time will be deleted after the end of the contract.
11.3 If cofenster terminates this contract for good cause, the customer shall immediately pay all unpaid fees due by the end of the billing period.
12. Data privacy
12.1 When using our services and creating videos, personal data is also processed, in particular data of the respective persons depicted (customer data). This section "Data Protection" refers solely to the processing of this personal data.
12.2 The parties shall comply with the data protection provisions applicable to them, in particular those of the DSGVO and the BDSG.
12.3 The customer is the responsible party for the processing of the customer data. The Customer undertakes to ensure that it has sufficient permission (in particular the necessary consents of the persons concerned) to process the personal data. The Customer shall also ensure that the data subjects are informed about the data processing in accordance with the GDPR and shall be responsible for fulfilling the data subject rights.
12.4 cofenster processes the customer data in connection with the use of the cofenster software only in accordance with the instructions and on behalf of the customer. To secure this data processing, the parties conclude the order processing contract attached as Annex 2 within the meaning of Art. 28 DSGVO.
13.1 cofenster grants the customer and authorised users access to the cofenster software. cofenster does not guarantee the secure, uninterrupted or error-free operation of the customer or the suitability of the customer's systems for the presentation of the cofenster software. In the event of any defects, cofenster shall take the necessary measures to rectify the defects within a reasonable period of time.
13.2 cofenster is released from its obligation to perform if any of the following circumstances prevent cofenster from performing its services: Acts of war, lawful industrial action, hostilities or acts of sabotage, force majeure, power, internet or telecommunications failures not caused by cofenster , regulatory requirements, pandemics or other events reasonably believed to be beyond the control of cofenster , even if such circumstances arise at a subcontractor. cofenster will promptly notify the Customer of the occurrence of such circumstances and will take reasonable steps to mitigate the impact on the Customers.
14.1 The parties undertake to treat all confidential information of which they become aware during the use and provision of the cofenster software as confidential and to use it only for contractually agreed purposes. The parties are obliged to take appropriate technical and organisational measures to keep the confidential information secret and to protect it from unauthorised disclosure.
14.2 The obligation to maintain secrecy shall also not apply insofar as confidential information must be disclosed in order to comply with mandatory statutory provisions and/or mandatory decisions of courts or state administrative authorities and/or insofar as the obtaining, use or disclosure of the confidential information is permitted in accordance with § 3 or § 5 GeschGehG.
14.3 If a party is obliged to make confidential information of the other party available to a public body in the aforementioned sense, the other party must be informed immediately and, if possible, before the information is released to the public body.
14.4 No "reverse engineering" may be carried out with the confidential information, i.e. it is not permitted to carry out analyses or gain information by observing, examining, deconstructing or testing. The right to observe, examine, reverse engineer or test a product or object made publicly available (cf. Section 3 (1) no. 2 lit. a) GeschGehG, German Act on the Protection of Business Secrets) shall remain unaffected.
14.5 The rights and obligations of this section "Confidentiality" shall not be affected by a termination of this contract. Both parties are obliged to destroy confidential information of the other party upon termination of this contract, insofar as such information has not been properly consumed or is required to be retained by law.
15. Publication of the customer relationship
You grant us the right to add your name and company logo to our client list and website. cofenster will only use the logo on its own website, mentioning the customer relationship. The naming of the customer relationship using the logo may take place for a period of 48 months after the end of the customer relationship. If you wish to object to this use, please do so by objecting to the use upon conclusion of the contract. Any work results, in particular videos created, will not be published by cofenster .
16.1 cofenster shall only be liable for simple negligence in the event of default, objective or subjective impossibility, initial incapacity and other forms of fault-based liability if a material contractual obligation is breached, i.e. an obligation which makes the proper performance of the contract possible in the first place and on which the customer has relied and may rely and/or the culpable non-performance of which jeopardises the achievement of the purpose of the contract (cardinal obligation). Liability for simple negligence is limited in type and amount to such foreseeable and contract-typical damages, the occurrence of which the parties had to expect at the time of conclusion of the contract due to the circumstances known to them at that time.
16.2 cofenster is liable without limitation only for the gross negligence of its legal representatives and/or executive employees and/or for intent. cofenster is liable for the gross negligence of other vicarious agents only to the extent and in accordance with the liability for ordinary negligence pursuant to section 16.1.
16.3 The strict liability of the Provider pursuant to section 536a of the German Civil Code (BGB) for defects existing at the time of conclusion of the contract is excluded.
16.4 Liability for damages arising from injury to life, limb or health, under the Product Liability Act, due to the absence of warranted or guaranteed characteristics and/or due to guarantees within the meaning of § 443 BGB or § 639 BGB shall remain unaffected by the above provisions.
18. Assumption of duties by third parties
18.1 Neither party is entitled to transfer the rights or obligations arising from this contract to a third party without the written consent of the other party. Cofenster may also, without the Customer's consent, transfer the provision of services to such undertakings which are affiliated with cofenster within the meaning of § 15 of the German Stock Corporation Act (AktG).
19. Salvatory clause
20. Final provisions
20.1 This contract shall be governed by the laws of the Federal Republic of Germany with the exception of the UN Convention on Contracts for the International Sale of Goods (CISG) dated 11 April 1980.
20.2 The courts of Hamburg, Germany shall have jurisdiction over any disputes arising in connection with performance under this contract and interpretation of this contract.
20.3 If this contract is concluded in the English language, the German version alone shall prevail.
20.5 The customer is not entitled to set-off; unless the customer's claim is undisputed or has been legally established.
The following annexes are expressly part of this contract:
- Annex 1 - Usage Policy
- Annex 2 - Order Processing Contract
Usage guideline for the cofenster software
We, cofenster GmbH (hereinafter referred to as "cofenster", "we" or "us") offer the cofenster software to our customers and the users authorised by them.
This usage policy clarifies what content the customers and respective users may create with the cofenster software. Users (hereinafter referred to as "you" or "you") are requested to read this Acceptable Use Policy carefully.
Please read this document carefully and press "Accept" only if you agree to this Usage Policy.
1.1 Before using the cofenster software, the respective user must accept this usage policy.
1.2 By pressing the "Accept" button, the respective user confirms that he/she has read this usage policy and accepts the regulations on content restrictions set out herein.
1.3 cofenster does not adopt the content created by the user as its own.
2. Permitted users
2.2 Users must be of legal age to use the cofenster software.
3. Content created via cofenster
cofenster3.1 You agree to only create and edit content through the cofenster software if you are not prohibited from creating such content under the section "Illegal Content".
3.2 You are prohibited from producing unlawful content using the cofenster software.
4. Inadmissible content
4.1 cofenster has no control over the content that you create, but we take privacy of every individual very seriously. We therefore prohibit the creation of the following content:
- content of a defamatory and insulting nature, which includes content that is likely to bully or exclude employees of our customers;
- content of a pornographic or child pornographic nature;
- content that glorifies suicide or promotes suicidal thoughts;
- content that glorifies or incites terrorist acts;
- content that violates the personal rights or privacy of other persons;
- content that is inhuman, racist or discriminatory.
4.2 The aforementioned regulations do not apply to videos that are intended to draw attention to problems in society or in a company.
4.3 cofenster reserves the right to judge inadmissible content at its own discretion.
5. Prohibited and unauthorised use
5.1 You are prohibited from:
i. using automated systems, such as "robots", "spiders" or "offline readers", that send more requests to our servers in a given period of time than a human can produce in a conventional browser in that period of time;
ii. using the Subscription Service in any manner that is likely to damage, disable, overburden or otherwise impair our websites, or interfere with any other party's use of the Subscription Service;
iii. attempt to gain unauthorised access to the Subscription Service;
iv. access the Subscription Service from outside our designated interface; or
v. use the Subscription Service for any purpose or in any manner that is unlawful or prohibited by this Agreement.
5.2 You may not use the Subscription Service if access to or use of the Subscription Service is prohibited by law under the laws of the country in which you reside or from which you access or use the Subscription Service.
5.3 The Subscription Service is not designed to comply with industry-specific regulations such as the Health Insurance Portability and Accountability Act (HIPAA) or the Federal Information Security Management Act (FISMA). Accordingly, you may not use the Subscription Service if your communications are subject to such law. You may not use the Subscription Service in a manner that violates the Gramm-Leach-Bliley Act (GLBA).
5.4 You will notify us immediately if you become aware of any unauthorised use of your account or your users' IDs and passwords.
6. Response options from cofenster
6.1 cofenster does not control the content that users create.
7. Final provisions
7.1 This agreement shall be governed by the laws of the Federal Republic of Germany.
7.2 The courts of Hamburg shall have jurisdiction over any disputes arising from this agreement.
7.3 If any provision of this Acceptable Use Policy is held invalid, the remaining provisions of this Acceptable Use Policy shall remain in full force and effect. The invalid provision shall be replaced by a provision corresponding to the intention of the invalid provision.