Terms of Service

Last updated September 23rd, 2022

1. Scope

1.1. This website www.everstores.com (hereinafter "Website"), is operated by Everstores Technologies GmbH, Ackerstraße 3, 10115 Berlin Berlin (hereinafter “Everstores" or “we”).

1.2 The following Terms of Service (hereinafter “Terms") govern the access to and use of the Website including all content, features and services offered on or through the Website, whether you are a website visitor or a registered user (hereinafter “User" or “you"). Everstores offers the Website, including all information, content and services available from this site to all Users conditioned upon their acceptance of these Terms.

1.3 Please read these Terms carefully before using our Website. By accessing or using any portion of the Website, you agree to be bound by these Terms. If you do not agree to the Terms, do not access the Website or use any services.

1.4 These Terms are effective as of the date set forth above. You may save and print a copy of these Terms for future reference.

1.5 We offer our services solely to entrepreneurs within the meaning of Section 14 German Civil Code (“BGB").

2. Obligations

2.1 We shall evaluate your online store for the purpose of generating an offer.

2.2 We shall only be obliged to evaluate your online store in case you provide the required information (“User Information”).

2.3 We are not obliged to generate an offer for the purchase of the respective online store.

2.4 When you sign up for our service you guarantee that you are the owner of the respective online store or have been assigned by the respective owner of the online store to exercise the rights necessary to use our service, in particular regarding the provision of the User Information.

3. Rights to User Information

3.1 Regarding the User Information, the User grants to Everstores a non-exclusive, transferable, worldwide, royalty-free license, with the right to sublicense, to use, copy, modify, create derivative works based upon the User Information in connection with providing the services.

3.2 You warrant that you have obtained all necessary rights to share the User Information we require for our services. Further, you warrant that, to your knowledge, neither the User Information, nor the use and provision of your User Information to be made available through the services, nor any use of your User Information on or through the services will infringe, misappropriate or violate a third party's intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.

3.3 You warrant that the User Information you provide us with is correct and that you have not falsified any of the information, required by us to evaluate your online store.

3.4 You warrant that you comply with applicable data protection laws and that the information provided by you to Everstores does not violate any data protection laws.

4. Limitation of Liability; Indemnification

4.1 Everstores shall be liable under these Terms without limitation in the event of intent (Vorsatz) or gross negligence (grobe Fahrlässigkeit) for all damage caused by them and their legal representatives or vicarious agents.

4.2 In the event of simple negligence (einfache Fahrlässigkeit), Everstores shall be liable without limitation only in the event of injury to life, limb or health (Verletzung des Körpers, des Lebens oder der Gesundheit).

4.3 Everstores assumes no liability for any faults or disruptions within its network for which it is not responsible for.

4.4 To the extent that there is any possibility that Users may be redirected to databases, websites, services etc. of third parties via the Website, e.g., as a result of the inclusion of links or hyperlinks, Everstores shall not be liable either for the accessibility, existence or security of such databases or services or for the contents thereof.

4.5 The User shall indemnify Everstores against all justified third-party claims which arise from and in connection with transfer of any information of the User to Everstores and for which the User is responsible.

5. Confidentiality

5.1 Information to be treated confidentially hereunder is (i) any information which is expressly designated as confidential by the party providing the information and (ii) any information, the confidentiality of which clearly results from the circumstances of the transfer. In particular, the User Information is to be treated confidentially.

5.2 Information is not to be treated as confidential hereunder insofar as the party receiving the relevant information proves that it

5.2.1 was known to them or generally accessible before the date of receipt;

5.2.2 was known or generally available to the public prior to the date of receipt;

5.2.3 became known or generally accessible to the public after the date of receipt, with- out the information-receiving Party being responsible for disclosure.

5.3 The parties shall keep confidential all confidential information that has come to their knowledge within the scope of the services. Furthermore, they shall apply to such confidential information appropriate secrecy measures according to the circumstances.

5.4 The obligations under this section 5 shall continue to exist for a period of three years, after termination of these Terms.

5.5 For each case of breach by either party of an obligation under this section 5, the party in breach shall owe a contractual penalty payable to the other party, the amount of which shall be determined by the party not in breach to be reasonable. The reasonableness of the contractual penalty shall be reviewed by the competent court at the request of the party in breach.

6. Termination

6.1 These Terms are effective unless and until terminated by either Everstores or the User in accordance with these Terms.

6.2 You may terminate these Terms at any time by notifying us in writing at [email protected] that you no longer wish to use our services, or when you cease using our Website. We may terminate your access to the services if, at our discretion, we consider that you have failed to comply with any of the Terms.

7. Governing Law; Jurisdiction

7.1 These Terms, and any dispute arising out of or in connection with these Terms, shall be governed by and construed in accordance with the laws of the Federal Republic of Germany.

7.2 The exclusive place of jurisdiction for any disputes arising from or in connection with these Terms shall be Berlin, Germany.

8. Miscellaneous

8.1 Everstores shall notify the User of any changes to the Terms in writing or email. If the User does not object to such changes within six weeks from the date of receipt of the notice, the changes are deemed to have been consented to.

8.2 Should individual provisions of these Terms be invalid or unenforceable, this shall not affect the validity of the remaining provisions. The Parties shall replace such provisions by effective and feasible provisions which correspond as closely as possible to the meaning and economic purpose as well as the intention of the parties at the time of conclusion of the Terms. The same shall apply in the event of a gap in these Terms.