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Terms and Conditions 

 

  1. Introduction

These Terms and Conditions (“Terms”, “Terms and Conditions” or “T&C”) govern the provision of social review management services (the "Service") by Socialwave GmbH (Socialwave, "we," "us," or "our") to the client ("you", “Client” or "your"). Socialwave is a Company duly incorporated under the laws of the Republic of Germany with Registration number HRB 218178 and registered address at Bunzlauerstr. 7 in 80992 Munich Germany. 

By using the Service, you agree that you have read, understood these Terms and the Privacy Policy, and you agree to be bound by these Terms. If for any reason you disagree with any part of the Terms and the Privacy Policy, you are kindly requested not to access and use in any manner the Service. If you have any questions or you need any further clarifications or information about the Service, you may contact us by email at support@reviro.co.

 

Before utilizing the Service, we strongly advise you to carefully review these Terms and Conditions.

 

  1. Definitions

For the purposes of this agreement:

  1. Scope of Services

Socialwave is dedicated to assisting businesses in enhancing their review presence through our Services. Our methodology involves incentivizing users to provide feedback by offering contributions to society, such as tree planting and other initiatives, in exchange for their reviews.

The scope of our Services encompasses a wide range of offerings to enhance your online presence and maximize the impact of your review campaigns. This includes using of personalized landing page, marketing and promotional materials with your name and unique QR code, digital and social media materials, services of printing personalised marketing and promotional materials, email signatures, etc. With our comprehensive support, you can effectively manage your social review campaigns across various platforms, driving engagement and success.

Socialwave's services are exclusively targeted at legal entities, sole proprietors (independent contractors) and partnerships. Socialwave does not offer its services to consumers as outlined by European and Cyprus law.

These Terms and Conditions shall remain applicable to future business interactions without the need for Socialwave to explicitly reference them anew.

These Terms and Conditions are the sole governing terms. Any contrasting terms must be explicitly agreed upon. Client's conflicting terms will not be acknowledged.

The Terms and Conditions are accessible here and can be saved as a PDF using the print feature of the browser. Clients are also entitled to print them for their records. Socialwave does not retain the text of the contract.

 

  1. Client Obligations

You are accountable for meeting the technical prerequisites necessary for utilizing Socialwave’s services (e.g., having a Google account for review capabilities). These technical requirements fall outside the purview of this contract's service scope.

You are responsible for providing accurate information and materials required for the performance of the Service, including but not limited to business information.

By utilizing the Service, you assert and warrant that all registration information you provide is truthful, accurate, current, and complete. You agree to maintain the accuracy of this information and promptly update it as necessary. Additionally, you affirm that you have the legal capacity to comply with these Terms. 

You further agree to refrain from using the Service for illegal or unauthorized purposes and ensure that your use of the Service complies with all applicable laws and regulations. 

If any information you provide is found to be untrue, inaccurate, outdated, or incomplete, we reserve the right to suspend or terminate your account and deny any current or future use of the Service. 

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  1. Heroboard Management

The Client retains full control over their Heroboard and may choose to deactivate it at any time during the contract period. By deactivating the Heroboard, the Client will prevent a potential user from leaving a review in exchange for a contribution to society. This option provides flexibility and empowers the Client to manage their engagement with the platform according to their preferences. 

Despite deactivation, the Client maintains the right to reactivate their account at any time, thereby reinstating their ability to collect reviews through the Heroboard. This feature offers users the opportunity to resume their engagement with the platform whenever they choose, facilitating a seamless user experience.

  1. Fees and Payment

Failure to make timely payments may result in suspension or termination of the Service. Payments are due and payable within 14 days of payment notice.

All fees become non-refundable once the Service has been provided.

For additional services, such as the production of printed materials, chosen by the client in addition to using Socialwave’s core service, separate charges may be applied.

All prices are stated in euros and are subject to the applicable statutory value-added tax.

Socialwave uses Stripe for payments. Thus, by making a payment through the Stripe platform on our website, you agree to abide by Stripe's terms and conditions as well as our own. You understand that your payment information will be processed securely through Stripe and that we do not store your payment details on our servers. You also acknowledge that any disputes regarding payments processed through Stripe should be addressed directly with Stripe according to their dispute resolution procedures. We reserve the right to modify or discontinue the use of Stripe as a payment processor at any time without prior notice.

6.a. “Contribution to Society Fee”

For every review collected through the Heroboard the Client will be charged a Contribution to Society Fee. For reviews obtained directly on the Client’s review platforms (not via the Heroboard)  a Contribution to Society Fee will not be charged. 

The “contribution to society fee” structure ensures that both the social contribution objective and the operational needs of the platform are met effectively. 

 

  1. Duration of the contract

The contract commences upon Socialwave’s acceptance declaration. The acceptance of the Services will be verbally confirmed via phone, with the client's acceptance recorded for reference, ensuring transparency and clarity in the agreement process. Additionally, the contract commences upon the creation of an account with Socialwave.

Client has the option to select either a monthly or an annual subscription. Payment is made monthly or annually in advance, depending on the chosen plan.

Should the Client opt for the monthly package, the minimum term shall be 1 month, subject to automatic renewal on a month-to-month basis unless terminated at least 14 days prior to the conclusion of the regular contract period.

In the event of selection of the annual package, the minimum contract duration shall span 12 months, automatically extending for subsequent 12-month intervals unless terminated 3 months prior to the conclusion of the regular contract period.

For the 2-year package, the minimum contract duration is set at 24 months, with automatic renewal for subsequent 24-month periods, barring termination 3 months prior to the regular contract period's conclusion.

Likewise, the 3-year package entails a minimum contract period of 36 months, automatically renewing for additional 36-month terms unless terminated 3 months before the end of the regular contract period.

Notification of termination must be provided in written format, with email deemed sufficient for this purpose.

 

  1. Intellectual Property

All intellectual property rights in materials created or provided by us as part of the Service, including but not limited to reports, analyses, and templates, shall remain our property.

You are granted a limited, non-exclusive, non-transferable license to use such materials solely for the purpose of receiving the Service.

Unless otherwise stated, the Website is our exclusive property, encompassing all source code, databases, features, website layouts, audio, video, text, images, and graphics (collectively referred to as the "Content"), as well as the trademarks, service marks, and logos (the "Marks") contained therein. These elements are either owned or controlled by us, or licensed to us, and are safeguarded by copyright, trademark, and other intellectual property laws in Cyprus, the EU, foreign jurisdictions, and international conventions. 

The Content and Marks are presented on the Website "AS IS" for informational use only. Unless expressly permitted in these Terms, no part of the Website, Content, or Marks may be copied, reproduced, aggregated, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, distributed, sold, licensed, or exploited for any commercial purpose without our explicit prior written consent.

If you are eligible to use the Website, you are granted a limited license to access and utilize the Website, as well as to download or print a portion of the Content for personal, non-commercial use, provided you have obtained access to it legitimately. We retain all rights not expressly granted to you regarding the Website, Content, and Marks.

 

  1. Confidentiality

Both parties agree to maintain the confidentiality of any proprietary or sensitive information disclosed during the provision of the Service.

Confidential information shall include but not be limited to business strategies, client data, and financial information.

Confidential information shall not be disclosed to third parties without the prior written consent of the disclosing party.

 

  1. Granting of rights of use by Socialwave

Digital Graphics for Digital Use:

  1. a) Socialwave provides the Client with digital files for digital use purposes, hereinafter referred to as "Web Graphics".
  2. b) Socialwave grants the Client a non-exclusive, non-transferable, and non-sublicensable right to publicly display the Web Graphics digitally on the Client's website, corporate page on social media, and in the Client's email signature, solely for advertising purposes related to the collaboration with Socialwave and its associated services. Any other use of the Web Graphics requires prior written consent from Socialwave.

Print Templates for Print Products:

  1. a) Socialwave provides the Client with digital files for print products, hereinafter referred to as "Print Templates".
  2. b) Socialwave grants the Client a simple, non-transferable, and non-sublicensable right to reproduce and distribute the Print Templates for the Client's print products.

The Client is prohibited from altering, modifying, or using individual components of the Web Graphics or Print Templates. Additionally, the Client is not permitted to display illegal, immoral, discriminatory, racist, sexist, insulting, violent, or pornographic content on web pages where the Web Graphics are integrated.

The usage rights granted in sections 1 and 2 are time-limited and expire at the end of the contract period. Upon expiration of the Client's usage rights, the Client must promptly remove the Web Graphics from all online company presentations and email signatures and cease the use of all print products containing Print Templates.

The use of trademarks and other symbols of partner companies and organizations of Socialwave is strictly prohibited without their prior express written consent.

 

  1. Limitation of Liability

We shall not be liable for any indirect, incidental, special, or consequential damages arising out of or in connection with the Services.

Our total liability under these terms and conditions shall not exceed the total fees paid by you for the Services.

 

  1. Termination

Either party may terminate the Services by providing written notice to the other party as descript in paragraph 6.

Upon termination, you shall pay any outstanding fees for services rendered up to the termination date.

 

  1. Governing Law and Dispute Resolution

These terms and conditions shall be governed by and construed in accordance with the laws of Cyprus.

Any disputes arising out of or in connection with these terms and conditions shall be subject to the exclusive jurisdiction of the courts of Cyprus.

The parties agree to attempt to resolve any disputes arising under these terms and conditions through good faith negotiation and mediation before initiating any legal proceedings.

 

  1. Disclaimer

Your use of the Service is at your sole risk. The Service is provided on an “As Is” and “As Available” basis. The Service is provided without warranties of any kind, whether express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, non-infringement or course of performance.

Reviro, its subsidiaries, affiliates, and its licensors do not warrant that:

  1. the Service will function uninterrupted, secure or available at any particular time or location;
  2. any errors or defects will be corrected;
  3. the Service is free of viruses or other harmful components; or
  4. the results of using the Service will meet your requirements.

 

  1. Amendments

We reserve the right to modify or amend these terms and conditions at any time. Any changes will be effective upon posting on our website or other appropriate notice to you.

You are responsible for regularly reviewing these terms and conditions for updates and changes.

By using our Services, you acknowledge that you have read, understood, and agree to be bound by these terms and conditions.

Supplementary terms and conditions or documents that may be published on the Website periodically are explicitly incorporated herein by reference. We retain the sole discretion to modify or amend these Terms and Conditions at any time and for any reason. Any changes will be communicated by updating the "Last updated" date of these Terms and Conditions, and you waive any right to receive individual notice of each alteration. It is your responsibility to regularly review these Terms and Conditions to remain informed of any updates. By continuing to use the Services after the posting date of any revised Terms, you will be subject to and deemed to have acknowledged and accepted such changes.

 

If you have any questions or concerns regarding these terms, please contact us at support@reviro.co.

 

Socialwave GmbH

Bunzlauer Str. 7 in 80992 Munich, Germany 

 

27 November 2024