This is an old version of the General Terms and Conditions. Please click here for the current version. | Effective 01.08.2014
Please note: The German General Terms and Conditions are binding.
With the domain www.ryte.com, the Ryte GmbH, based in Paul-Heyse-Str. 27, 80336 Munich, (imprint: https://ryte.com/about/imprint/, operates a web-based (with other terminals such as mobile, iPad, Facebook versions yet to come), partly charged service, which enables users (hereinafter referred to as “customers”) to analyze websites according to structure and optimize them for the search engine Google. The purpose of the charged services (hereinafter referred to as “service”) is to establish a technical platform for required data acquisition and processing and to enable access via the Internet to make use of all the service’s features. The service is exclusively designed for entrepreneurs, freelancers and authorities.
(1) The following Terms and Conditions (hereinafter referred to as TC) apply to the customers of Ryte. Additionally, the Terms of Use of Ryte apply (accessible under https://ryte.com/about/tou/)
(2) Ryte provides its service exclusively based on the following TC and the product descriptions, accessible under https://ryte.com/product/pricing.
(3) Varying TC of the customer do not apply, even if Ryte has not explicitly disagreed to them.
(1) A contract comes about based on the present TC and on the respective pricing model (see § 4 of the TC) as shown on https://ryte.com/product/pricing/ and on the scope of services (see § 3 par. 3) as displayed on the website and in the present TC.
(2) Our service basically enables the customer to analyze and evaluate his or her own and maintained third-party websites. The scope of services is described in the present TC and on https://ryte.com/product/pricing/. Ryte reserves the right to extend, change or improve the service at any time. The customer will be informed about modifications of that kind regularly. It is only possible to limit the scope of services if inevitable due to legal reasons or if agreed upon request of Ryte. The customer’s consent is alleged if the customer does not disagree to the request in written form within six weeks.
(3) It is possible for the customer to book additional, charged services such as additional sub-accounts, crawling capacities or as the case may be, which go beyond the services of the chosen standard package. It is only possible to book additional services if a standard package is being booked at the same time or already booked (not under notice) when booking additional services.
(4) Unless an explicit fee is agreed upon, the payment for access and use to the service website conforms to the pricing of Ryte (current version accessible on https://ryte.com/product/pricing/) at the time of the customer’s application. Having been admitted through Ryte, the customer receives a confirmation of the price in written form. Unless the customer disagrees to the confirmation immediately after notice, the fee is considered to be agreed on in case of doubt.
(5) Fees are subject to change at the time of the respective date of extension. The customer will be informed about altered fees at least four weeks prior to the respective date of extension via the Ryte e-mail address or per post. In the case of a net price increase, the customer is entitled to terminate the contract within two weeks notice to the end of the unexpired contract. Failing that, the price increase is considered to be agreed on to the next date of extension. This will be pointed out separately in the letter regarding the price increase.
(6) Technical modifications and minor deviations of the service of Ryte are subject to change if and to the extent that they are reasonably required. If the service is improved after the contract has ended, the right to using the previous, unimproved version is excluded. If the use of the technically improved version is unreasonable for the customer due to particulars in the individual case, the contract can be terminated to the exclusion of further rights. The notice to terminate must be provided immediately in written form.
(1) Ryte is entitled to feed customer data into the Ryte system. The customer agrees to the use of transmitted data by Ryte for the purposes of contractual performance during as well as exceeding the duration of the contract. The consent also involves the use of brands, logos, company names and other indicators required for displaying the analyses of Ryte on service terminals and as part of the communication of Ryte (e.g. articles in magazines, forums, blogs or other editorial websites).
(2) A contract between customer and Ryte comes about by acceptance of a contract through the customer or former contractual performance through Ryte. The possibility granted to the customer to upload content is considered as tacit consent of Ryte to contract closing. Ryte reserves the right to deny a customer application in isolated cases without giving reasons.
(3) The contract duration conforms to the specification of services respective to the date of contract formation, as accessible on https://ryte.com/product/pricing/. The length of the contract is visible from the completed contract. Contracts with a duration of one month can be terminated with two weeks’ notice to the end of the contractual period; contracts with longer durations can be terminated with a notice period of 30 days to the end of the contractual period, as far as nothing else has been agreed. If a contract isn’t terminated within the period stipulated, it is extended automatically for the corresponding period.
(4) Downgrades to a lower package are possible at the next point of a contract extension. For such changes, terms of notice are applied according to par. 3. (For example, a standard packet contracted on 01/01 with a six-month duration shall be downgraded to a contract with a one-month duration. This has to be communicated to Ryte before 05/31 at the latest, so that the downgrade can take effect by 07/01. From 07/01, the period of notice will be two weeks and would be possible from 07/31.
(5) Par. 3 does not apply for extra services. If extra services are being booked during the duration of the standard package, a duration of contract applies according to § 4 par. 2 until the next accounting period of the chosen standard package. Henceforth, extra services are extended according to the invoicing interval and can be canceled within a notice period of 14 days to the next invoicing period. A termination of the standard packet includes a termination for all services booked to that point. With downgrades, the extra services have to be canceled separately insofar as they are no longer required.
(6) Contracts have to be canceled in written form, but they can be canceled directly in the customer account.
(7) Termination for cause will remain unaffected. For Ryte, a compelling reason is on hand if a customer contravenes § 6 par. 2, 3, 4, 5 and/or 7.
(8) After termination, Ryte is entitled to delete customer data irrevocably from its servers, above all historical data and crawling results. The customer himself is responsible for data backup.
(1) As far as no set price was agreed, the prices currently listed on the website apply: http://ryte.com/product/pricing/. All Prices are to be understood net. Respective sales tax is owed as well.
(2) Unless agreed otherwise, fees are billed monthly in advance. If extra services are booked during contract duration, billing for the extra services is made according to the respective number of days until the next payment of the standard package is due. The customer will be provided with every invoice as PDF file in his customer account, containing all necessary information.
(3) Billing via credit card takes place via:
Stripe, Inc.
510 Townsend Street
San Francisco, CA 94103, USA
Contact:
Mail: support@stripe.com
(4) If it is neither agreed upon credit card payment nor SEPA direct debit mandate, Ryte invoices need to be credited on the account as listed in the invoice by no later than 14 days after accessing the invoice. With the expiration of the deadline, the customer is in default.
(5) All received payments are counted against costs first, then interest and at last on the main service, if the service is insufficient for acquittance. Another kind of acquittance can’t be determined one-sidedly.
(6) In case of default, Ryte can discontinue its service after dunning until payment. In case of default, Ryte is entitled to immediately block access to all ASP services for the affiliate as well as for customers of the affiliate.
(1) Regarding services with mandatory registration, customers are committed to registering themselves by applying for a username and password. Ryte is entitled to verify the applicant’s reliability with means at their disposal. Once granted, access authorization is non-transferable.
(2) The customer is entitled to transfer access data to employees bound by instruction in terms of business.
(3) Transfer to third party businesses is also legitimate, if the customer holds a controlling share.
(4) If the customer renders SEO services for third parties, he is entitled to transfer access data to the end client, as long as this is necessary as part of the collaboration with the end client. In this case, the Ryte customer needs to make his end client aware of the Ryte Terms of Conditions and Terms of Use, retrievable from www.ryte.com and leave them for the end client’s own use. Additionally, it needs to be pointed out that end clients agree to the Terms of Conditions and Terms of Use. The end client is not permitted to sublet his account without permission from Ryte, is not permitted to provide Ryte’s services to third parties (either in return for payment or not) or sub-license his granted rights.
(5) § 2 Par. 2 sentence 1 of the TC will remain unaffected.
(6) The Ryte customer, apart from possible liability of the third party, is liable especially for actions of the third party which are performed in his account, as well as for an agent.
(7) The customers are responsible themselves for nondisclosure of access data. The customer is also responsible for costs caused by other persons via his account. The customer is committed to protecting passwords and access data from unwanted third-party access, misuse and loss. He excuses Ryte from costs and claims of third parties which occur from breach of the abovementioned duties.
(1) As far as the customer and/or an end client uploads contents protected by copyright or law into a service of Ryte, he grants the non-exclusive, worldwide and indefinite right to Ryte as well as to his affiliates to use the contents exclusively for the purposes to render the service in the respective extent.
(2) Regarding other content, not according to § 6 Abs. 1, particularly (raw and/or analytical) data, which the customer provides to Ryte in any form, Ryte is entitled to incorporate this data anonymously into its products and services, to reproduce it, to make it available to third parties, to edit it or to use it in any way. So that Ryte can offer its services, the data might have to be saved and hosted in its server. Ryte is especially entitled to reproduce the data technically, to change, analyze and to give the data further to third parties for safekeeping, commercialization or further development. Ryte is especially entitled to summarize the data and to provide the data to third parties or companies in this anonymized form.
(3) Moreover, the customer entitles Ryte to grant public access to his contents (according to § 6 Abs. 1) exclusively in case he intends to because of the nature of the service or if the parties explicitly agreed on public access. The right of granting public access expires as soon as the customer removes uploaded content from the service or cancels the definition of public access. Certain services, especially the use of the Ryte forums can be liable to additional conditions granting further rights. Regulations of number 6 f. will remain unaffected.
(4) The customer is obliged to use the service according to the actual Terms of Conditions, Terms of Use and respective legislation. In case of gross violations, Ryte is entitled to block access or terminate the contract without notice at any time.
(5) If not agreed upon, the customer is not allowed to share his account with another person (regardless of whether legal or natural). If the customer uses the services of Ryte for a company, he agrees to the present TC to be legally binding for this company, with the customer’s personal liability from the contract remaining untouched. The company holds Ryte as well as all companies affiliated to Ryte together with employees, representatives and co-workers harmless and excuses them from lawsuits or charges related to the use of the service or infringement of the present TC, including all charges and costs due to lawsuits, losses, damages, trials, verdicts as well as court and lawyers’ fees.
(6) The customer is in particular obliged to use all contents made available through the service exclusively as intended and for his own use. Hereof excluded are statistical charts and screenshots of the customer’s account, if the Ryte copyright remains maintained and the origin of such documents remains obvious. Regarding the digital use of such documents, it needs to be linked with the homepage www.ryte.com.
(7) Upon concluding a contract, the customer is exclusively responsible for the accurate selection and the attention to the truth regarding the contents. The customer is not allowed to maintain contents in his account that are in violation of the existing laws, especially criminal, copyright, competition laws etc. or infringe third party rights as a trademark, personal, naming laws etc. The customer excuses Ryte completely from any claims asserted by a third party because of such contents and bears all costs incurred by the necessary legal representation of Ryte.
(8) Ryte is not obliged to verify contents uploaded for analysis by the customer regarding legal admissibility or possible infringement of third party rights. If Ryte comes across illegal maintained contents, it is entitled to delete or block those contents partially or entirely at its own discretion without previous notification of the customer. The right of deletion is given in particular if transmitted data has illegal or adverse content which infringes third party rights and/or the present TC. Claims of the customer regarding valid deletion or blocking of accessibility are excluded.
(9) If the use of a service requires or includes downloadable software of Ryte, Ryte grants the customer the personal, global, non-transferable, non-exclusive and, as far as not explicitly marked differently, gratuitous right to use the Ryte software provided within the scope of the service for the contract duration. The concession of usage rights exclusively serves to enable the customer to use the services provided by Ryte according to the present conditions. The customer is not allowed to reproduce, change, spread, sell or rent out any part of the services of Ryte or the contained software. Moreover, the customer is not allowed to develop the software backward (Reverse Engineering) or to extract the source code. Exceptions apply if compulsively legal or if Ryte has provided written consent.
Regarding the collection, possession and use of customers’ personal data, Ryte ensures that this will comply with the rules of the German Federal Protection Act as well as other relevant legal regulations. Further aspects of the privacy statement can be found under https://ryte.com/about/privacy/
The parties are mutually obliged not to use nor publish confidential or clearly recognizable as confidential information belonging to the other party, unless this has either been explicitly agreed, it is necessary to fulfill the obligations of this agreement, or it is necessary due to the law or a court order.
(1) As services from contractors can be obtained via Ryte’s platform, Ryte is obliged to deliver the services timely and correctly.
(2) Obstacles to service that are not the fault of Ryte fault result in an extension of the delivery period. That applies especially to a lack of delivery, (par. 1), violence, war, natural disaster, traffic disruption, operational breakdowns, strikes, or violation of the customer’s duty of cooperation. Ryte is entitled to withdraw from the contract if the obstacles to service will continue for an unforeseeable amount of time and the purpose of the contract is at risk. If the obstruction lasts longer than 2 months, the customer is entitled to withdraw from the contract regarding the part of the contract that has not been fulfilled, if he is not already entitled from a withdrawal from the contract.
It is left to Ryte’s own judgment to deploy subcontractors and/or technical service providers for service provision. As far as the customer grants Ryte usage, reproduction or similar rights, Ryte is entitled to grant sublicenses to those assigned persons regarding those rights, if it is necessary for the performance of duty of the subcontractors and/or the technical service providers.
(1) Ryte ensures an annual average availability of his web servers of 97% and reserves temporary constraints of contractual services with respect to capacity limits, maintenance or safety-relevant measures. Regarding the mentioned warranty of availability, periods remain disregarded in which the web server of Ryte is inaccessible because of malfunction of phone lines to the server covered by the contract, power blackouts, disruptions within the internet, DDOS attacks or suchlike as well as because of failures of third party servers and other problems that are not within range of influence or responsibility of Ryte.
(2) § 536 German Civil Code will remain unaffected.
(1) If not explicitly explained in Terms of Use or additional conditions, neither Ryte nor companies, suppliers or distributors affiliated to Ryte express explicit or any warranty regarding the services. For instance, Ryte doesn’t give assurance regarding contents of the services, specific features of the services or reliability or suitability of the services for the purposes of the customer. Ryte points out that the data of the analyzed website is only being updated at the express request of the customer or his end client.
(2) A guarantee is not provided regarding options for action as displayed or otherwise mentioned in the customer account or on the website, particularly regarding the actually achievable success. A binding statement/advice is particularly impossible because of the fast and unpredictable technical developments of the market. Compliance of the displayed options for action happens at the customer’s own risk.
(3) Ryte is liable for non-negligent or grossly negligent damages of Ryte itself, its legal representation or agents. With the fundamental breach of contract or injury to life, limb or health, as well as the presence of prerequisites of a claim to the product liability law, Ryte is already liable for ordinary negligence.
(4) Ryte is liable for damages which were caused by a simple breach of a contractual obligation, the compliance of which is necessary for the implementation of the contract and of which the customer can rely on. The same applies for customer claims for compensation instead of the service. Ryte is only liable if the damages are linked to the contract in a typical way.
(5) Ryte is only liable for damages occurring from the delay of performance, if Ryte acted intentionally or grossly negligent. Apart from that, the customer’s rights in the event of delay will remain unaffected.
(6) Entitlement to damages is limited to 50% of the average contractual volume (maximum liability), if not covered by insurance or based on gross negligence of Ryte or its agents.
(7) If neither intent, gross negligence or warranty of Ryte are present, Ryte is not liable for collateral damage such as loss of profit.
(8) Liability pursuant to culpa in contrahendo according to § 536a Par. 1 1. Alternative German Civil Code of Ryte shall be precluded.
(1) The customer can only offset with claims that are either uncontended, confirmed by credit or determined without further legal recourse.
(2) The customer is not allowed to assign claims against Ryte to third parties. Assignments of that kind are void towards Ryte at all events, if not explicitly agreed upon otherwise in written form.
Upon open account, the customer needs to check bills, closings of accounts and statements of balances of Ryte immediately for correctness and completeness. Ryte can except accrued default interest from closings of accounts and statements of balances and bill them separately. Objections against closings of accounts and statements of balances need to be raised within 30 days from access, other objections immediately. Failure of objections in due time is considered approval. Ryte will point out the consequences of failure of seasonable objections specifically on notifications of closings of accounts, statements of balances and other bills. Legal claims regarding justified objections after deadline expiration will remain unaffected.
(1) There are no subsidiary agreements. Alterations and additions to the present TC are only valid if confirmed in written form by one of the CEOs authorized to solely represent Ryte. All individual agreements need to be put into writing immediately. Orders of the customer or special conditions are accepted once confirmed in writing by Ryte. The requirement of written form according to Par. 3 is retained when using telefax or email.
(2) If single or several determinations are void, it doesn’t affect the efficacy of the remaining determinations. Instead of the void determination, a determination which legally matches the economic sense and purpose of the void determination is coming into effect.
(3) If the parties fail to inform each other about a respective address modification, a letter by registered post to the last known address will suffice to express a declaration of intent towards the other party. In this case, a declaration will take effect at the time it would have taken if regularly shipped without an address modification.
(1) German right applies exclusively.
(2) Place of fulfillment and jurisdiction, as far as legal, is Munich. Ryte, however, is entitled to proceed against a customer in his registered residence as well.
(3) Ryte is entitled to change or complement the TC if the customer agrees. The customer will be informed about a planned change of the TC at the latest one month before the planned time of change in written form, with the changes highlighted. If the customer fails to object the changes or complements within one month after access, his consent is considered valid.
(4) With continuing obligation, we are entitled to
a. complement or replace a condition if void with consequence for existing contracts,
b. in case of a change of a legal requirement or judicature of the supreme court affecting one or more conditions of the contract, adjust the concerned conditions so much they match the purpose of the regulation or judicature, if the customer isn’t put at a disadvantage compared to the original condition.