General Terms and Conditions

Sales-Automation GmbH

As of: 25 July 2025

These project-specific General Terms and Conditions (“GTC”) govern the use of services provided by Sales-Automation GmbH within the agreed cooperation between Sales-Automation and the customer.

They supersede conflicting or generally accessible terms on the Sales-Automation.ai platform where they conflict with the specific project or agreements made with the customer.

1. Subject matter

  1. The subject of the contract is the time-limited provision of a web-based software solution (Software-as-a-Service) used by the customer via an encrypted connection from Sales-Automation’s data centre.
  2. Use takes place through a browser-based user interface at www.sales-automation.ai. The software remains on Sales-Automation’s servers. Sales-Automation is responsible for operating the technical infrastructure up to the handover point (network interface to the customer); the customer ensures internet connectivity and compatible end devices.
  3. Sales-Automation continuously develops the software. Automatic updates may be deployed, which can cause temporary restrictions of use. Sales-Automation will schedule maintenance windows so as to minimise impact on the customer’s operations. In the event of serious disruptions or outages, Sales-Automation will endeavour to restore service as quickly as possible.
  4. The usage licence per login is personalised but not limited to a specific workstation. Concurrent use by different persons through the same account is permitted only with Sales-Automation’s prior written agreement.

2. Project access and user accounts

  1. Where user registration is required for individual software modules, Sales-Automation will provide project-related access credentials. Creation and management of named users takes place within the roles and permissions agreed in the contract.
  2. The customer must treat access credentials confidentially and provide them only to authorised persons. If misuse is suspected, Sales-Automation must be informed without delay so that appropriate security measures can be taken.
  3. Sales-Automation may send project-related notices for administrative purposes by email or other agreed channels to the customer’s designated contacts.
  4. The customer is responsible for content, data and information processed, uploaded or stored through the system by or on behalf of the customer. The customer ensures that no third-party rights are infringed and that applicable laws are complied with.

3. General provisions

  1. Changes to these GTC require the consent of both parties in text form (Section 126b of the German Civil Code). Sales-Automation may propose changes only for compelling legal, security-related or product-related reasons and must notify them at least 45 days before the planned effective date. If no agreement is reached, either party may terminate the affected services with 30 days’ notice to the end of a calendar month. Purely editorial adjustments without impact on rights or obligations do not constitute a change.
  2. The customer undertakes to use the services only in accordance with applicable law and the contractually agreed purposes. In particular, the customer undertakes to comply with all relevant data protection, export and competition rules, including the GDPR and the German Act against Unfair Competition (UWG).
  3. Without Sales-Automation’s express written consent, the customer may not reproduce or sell parts of the services or access, or make them available to third parties for commercial purposes.
  4. Use of automated tools, scripts or third-party programs to control the platform is permitted only within the usage concept agreed with Sales-Automation. Use of unauthorised automation may, after prior written warning, lead to restriction or termination of access.
  5. Transfer of rights and obligations under this contract by either party to third parties requires the other party’s prior written consent. This does not apply to intra-group reorganisations or transfers in connection with a business acquisition, provided contractual performance is not impaired.

4. Term

  1. The term of the contract follows the individually agreed offer or project agreement. Unless otherwise agreed, the minimum term is twelve (12) months from conclusion of the contract.
  2. The contract renews automatically for further twelve (12) month periods unless either party terminates it in writing with three (3) months’ notice to the end of the respective term.
  3. The right to extraordinary termination for good cause remains unaffected. Good cause exists in particular if a party culpably breaches material contractual duties or applicable law and continuation of the relationship is unreasonable for the other party.
  4. Termination must be in writing.

5. Access authorisation

  1. The user receives access authorisation consisting of a user ID and password. These may be changed by the user; passwords must be at least eight characters long.
  2. The user may disclose user ID and password only to persons legally authorised to represent the company and must otherwise keep them confidential.

6. Scope of services – Leads

  1. Sales-Automation provides the customer with software to research, filter, store and export B2B leads (person and company data) to other systems.
  2. Leads are business contacts related to specific companies, aggregated to the best of our knowledge from publicly or lawfully accessible sources and in compliance with applicable data protection requirements.
  3. Within the software, the customer may define target groups and trigger lead queries by redeeming lead credits. Available filter and targeting criteria may change for market or data-protection reasons.
  4. After payment of the agreed fees, the customer receives a contingent of lead credits. One lead credit entitles the customer to export one individual record. Unused credits expire six (6) months after the end of the contract unless otherwise agreed.
  5. Sales-Automation works with verified third-party suppliers for data acquisition. Despite careful aggregation and validation, it cannot be guaranteed that all lead data are complete or error-free at all times. The customer must verify accuracy and suitability when using the data and report defects in writing without delay.
  6. Statements on the availability of specific leads or the size of an addressable market (TAM) are always based on industry-typical estimates. They do not constitute warranted characteristics or guaranteed target volumes.

7. Scope of services – LinkedIn Email Outbound module (LEO)

  1. Use of certain LEO features, in particular LinkedIn automation, requires an active LinkedIn account of the customer. Connection is established through an interface authorised by the customer.
  2. For email sending within LEO, Sales-Automation configures a dedicated sending domain in coordination with the customer. The customer undertakes to verify that this domain complies with applicable group policies, communication standards and brand guidelines.
  3. The customer may run automated email and LinkedIn campaigns through LEO. The platform enables step-by-step, time-controlled execution according to jointly configured parameters. Actual behaviour depends on the technical capabilities and limitations of the respective third-party platforms.
  4. LEO is operated with selected subprocessors with whom Sales-Automation has data protection and availability agreements.
  5. The customer must use platform features only as intended. Excessive or improper use – in particular automated or manual actions that exceed or circumvent technical limits of connected platforms – may lead to restrictions or blocks of third-party accounts. Sales-Automation is not liable for access restrictions resulting from such misuse or third-party platform policies.
  6. Availability and operation of individual LEO modules depend on technical interfaces and terms of external platforms (e.g. social networks, email providers or API services). Providers may change, restrict or discontinue these at any time. Sales-Automation has no influence over this and does not warrant permanent availability, integrity or functionality of such external connections.
  7. Parallel use of additional automation tools on the same LinkedIn or email account may cause restrictions or malfunctions. The customer undertakes to consult Sales-Automation before using such tools. Sales-Automation accepts no responsibility for technical issues or blocks caused by uncoordinated third-party tools.

8. Support and customer care

  1. The customer receives a dedicated Sales-Automation contact for ongoing project support. Frequency and type of coordination follow the respective offer.
  2. In addition, various support options are available on the platform, including live chat, callback service, documentation and tutorials.
  3. The dedicated contact and the support team assist the customer within the agreed service hours and according to the scope defined in the offer.

9. Service level agreements

  1. Sales-Automation provides the software with an average availability of 98% per calendar month. Scheduled maintenance windows of up to 2% per month are excluded from this figure.
  2. For lead credits, a contact guarantee applies: at the time of retrieval, the lead must be assigned to the stated company and contain at least one valid personal contact channel (e.g. email, phone number or LinkedIn profile). If this is not met, the affected lead credit is credited on a 1:1 basis. Cash refunds are excluded.
  3. Where agreed in the offer, Sales-Automation provides a dedicated account manager. Services include in particular:
    • Regular personal and written exchange,
    • Technical monitoring of the workspace and related accounts,
    • Suggestions for campaign optimisation and identification of new target groups,
    • Support with A/B tests, campaign flows and template development within the platform,
    • Categorisation of inbound messages using artificial intelligence.
    Operational responsibility for content, approvals, target group definition and sending remains with the customer. Support is provided to the best of our knowledge but does not create liability for substantive or legal consequences of communication via the platform.
  4. Actual availability and frequency of account management may vary depending on workload and organisational factors. There is no entitlement to a specific contact person or fixed response times unless expressly agreed in the contract.
  5. A “hot lead” under this agreement exists when a person or company:
    • belongs to the agreed target group,
    • has at least one valid contact channel,
    • and has shown current, documented interest in the customer’s offering.

10. User data

  1. The customer remains the owner of all data introduced or generated through use of the software. Sales-Automation receives a non-exclusive, non-transferable right to access such data, process it technically for contract performance and, where necessary, use anonymised or aggregated derivatives to improve its own systems. This does not re-identify individual content or personal data of the customer.
  2. Sales-Automation may copy, cache, technically transform or temporarily format customer data or data generated in the system to the extent required to perform the agreed services. No broader use takes place unless separately agreed.

11. Customer cooperation

  1. The customer is responsible for lawful use of the platform, in particular with regard to data protection, competition law and other applicable rules. Sales-Automation accepts no responsibility for the customer’s violations of applicable law.
  2. The customer actively contributes to implementing and optimising the agreed services, in particular by:
    • carefully reviewing and selecting provided lead data,
    • completing and approving project-specific documents,
    • implementing agreed recommendations from Sales-Automation on platform use and campaign management.
  3. Sales-Automation provides the system in line with the generally recognised state of the art without guaranteeing suitability for specific purposes or specific commercial outcomes. The customer is responsible for reviewing, evaluating and using the provided features and content.

12. Limitation of liability

  1. Sales-Automation is liable for simple negligence only in case of breach of material contractual duties and only up to the fees paid in the relevant service period. Liability for lost profit, indirect damage or consequential damage is excluded. Statutory liability for intent or gross negligence remains unaffected.
  2. Claims for damages become statute-barred one year after the claim arises, unless intent or gross negligence applies.
  3. Sales-Automation does not warrant the timeliness, accuracy or legal compliance of data provided through the platform or used by the customer. This applies in particular to contact data, leads or target group information.
  4. The customer is responsible for lawful use of the platform, leads and sent content. Before sending, the customer must ensure, for example, that phone numbers or email addresses are not on block lists and that contacted persons may be contacted lawfully (e.g. under the UWG or GDPR).
  5. Sales-Automation is not liable for service disruptions due to force majeure or technical failures outside its control, e.g. network outages, hosting issues or restrictions of external platforms.

13. Rights of use

  1. Sales-Automation remains the owner of all intellectual property rights in the software and all related content, features and developments – including individual customisations, unless otherwise agreed in writing.
  2. For the term of the contract, the customer receives a simple, non-transferable, non-sublicensable right to use the software and related data sets as intended and exclusively for internal business purposes.
  3. Data provided or retrieved via the platform (e.g. leads, campaign results) may be used only internally and for the respective contractual purpose. Disclosure, publication or commercial exploitation is not permitted unless expressly approved.
  4. The customer warrants not to upload content that infringes third-party rights or violates applicable laws. The customer is responsible for the legal compliance of materials used.

14. Access to third-party platform content on behalf of the user

  1. Sales-Automation enables the customer to access content and data on third-party platforms where the customer explicitly instructs Sales-Automation or establishes corresponding links in the software. In this context Sales-Automation acts solely as a technical service provider on behalf of the customer.
  2. The customer alone is responsible for having all rights, approvals and consents required to use, process or have Sales-Automation access data or content on third-party platforms, including compliance with the applicable terms and privacy policies of those platforms.
  3. Sales-Automation does not warrant availability, lawfulness or technical compatibility of third-party platforms. Interactions with such services are at the customer’s risk. No contractual relationship or partnership exists between Sales-Automation and the respective platform operators.
  4. The customer indemnifies Sales-Automation against all third-party claims arising from unlawful use of content or features of third-party platforms in connection with use of Sales-Automation software.

15. Final provisions

  1. The law of the Federal Republic of Germany applies, excluding the UN Convention on Contracts for the International Sale of Goods (CISG).
  2. Place of jurisdiction for all disputes arising from or in connection with this contract is, to the extent permitted by law, Munich.
  3. If a provision of this contract is or becomes wholly or partly invalid or unenforceable, the validity of the remaining provisions remains unaffected. The parties undertake to replace the invalid provision with a valid one that comes closest to the economic purpose of the original provision.