Terms and conditions

This document contains important terms and conditions concerning your rights and obligations. By using and accessing the website, you agree to the following guidemate terms and conditions (the “contract”) and acknowledge that you are bound by them. Please read these regulations carefully.

This contract governs the use of the internet platform operated on guidemate.com and other top level domains including, but not limited to, creating audio guides; creating tours by marking waypoints; uploading and downloading photographs, illustrations, images or other visual or graphic content, audio content and text (collectively the “works”) to or from the platform; or accessing blogs, forums and other services that are provided by guidemate GmbH (hereinafter “Guidemate”) on the guidemate.com website and its other top-level domains (hereinafter referred to, together with all the aforementioned uses and services, as the “website”).

§ 1 Description of the website and membership

The website provides, among other things, an online marketplace for uploading and downloading location-based audio content, hereinafter referred to as “audio guide.” The audio guides can consist of one station or a route marked with stations. Works can be uploaded for the individual stations, but also for the guide as a whole. The stations, the route and the associated works are hereinafter collectively referred to as “audio guide.” The website has both a public area and a member area. The public area is available to all visitors to the website and provides, among other things, general information about the website and its functions; the possibility to display the audio guides and, if the audio guides are offered free of charge, to use and download the audio guides available on the website; a search engine for searching for audio guides offered on the website in different cities; the possibility to view and post comments; and a process through which visitors to the website can register as members, as described below. The member area is accessible only to individual members and enables them (in addition to all services available in the public area) to download works from the website in accordance with these terms and conditions, to post works on the profile page, to comment on and rate audio guides, and to access your account (“my account”) on the website (hereinafter “member account”). The member area also allows audio guides to be uploaded to the website. This uploading is governed by these terms and conditions in addition to the distribution contract, which you must accept before creating a new audio guide.
If you intend to register as a member of the Guidemate website, first select an available user name/login (your “member name”) and a corresponding password (your “member password”) in order to create a unique, personal member account. As a part of the registration, each member may be given a default country assignment (including the language that the Guidemate website has determined for that country) based on either the IP address from which the member is accessing the website or on the browser settings. Guidemate may, in its sole discretion, allow a member to specify a country other than the default country. After entering this information during registration, you can change the information at any time in the “my account” section.
Members can upload audio guides via their member account. These audio guides are subject to the distribution contract, which must be accepted before the guides are published. In addition, the member shall enter keywords and a description of the work so that the work can be categorized and found through the website’s search engine. Guidemate may, in its sole discretion, impose restrictions on the uploading of works.
Members can download a work to their computer; purchased audio guides are registered in the member account and are also made available for mobile use. A fee-based audio guide can only be downloaded and used by a member if the member has paid for the audio guide using the payment process on the website.

§ 2 General information

By using and accessing the website, you agree to the terms and conditions of this contract and acknowledge that you are bound by them. If you do not agree to the terms and conditions of this contract, please refrain from using the website in whole or in part, and do not use or access any of the services provided on the website.
Guidemate reserves the right to change the terms and conditions of this contract in whole or in part at any time; such changes will be effective immediately once members have been notified and the changes have been posted to the website. Your receipt of this notice and continued use of the website after any such changes take effect indicate your acceptance and recognition of the amended terms and conditions of this contract. If you do not agree to the amended terms and conditions of this contract, you should stop using and accessing the website.
If at any time you do not (or no longer) agree to these terms and conditions, regardless of whether Guidemate has amended them or not, then you should stop using and accessing the website.
The services provided on the website are available and may only be used by persons and companies authorized to enter into a legally binding contract under applicable law. Notwithstanding the foregoing, the services of the website are available to minors (i.e., persons under the age of 18) only if they are under the supervision of a parent or guardian, and such parent or guardian declares themselves responsible for the use of the website.
Your member account on the website may not be sold or otherwise transferred to another natural or legal person. If you are using the website on behalf of any legal person, you hereby guarantee and warrant that you have the authority to bind that legal person to the terms and conditions of this contract.

§ 3 Purchase of audio guides

The final confirmation of the payment process concludes a purchase contract between you and Guidemate. The prices stated at the time of the order are binding for each purchase contract. All prices include the legally applicable value added tax. The purchase price is due for payment upon conclusion of the contract.
For the sake of clarification, please note that that the prices do not include the online costs that you incur through the use of the internet (download time or download volume).
Audio guides can be downloaded once they have been purchased, but they also remain available to registered members to be used again. All audio guides and other content will only be stored and made available as long as Guidemate itself is entitled to distribute these materials and to transfer the rights of their use to the member, or as long as the member in question is registered with Guidemate. Providers can also delete their audio guides from the platform at any time.

§ 4 Use of audio guides

You may only use, play back or edit audio guides in accordance with the terms and conditions of this contract. You may only upload fee-based audio guides to the website in accordance with these terms and conditions, similar regulations and the distribution contract.

§ 5 Right of withdrawal

As a consumer, you are entitled to a statutory right of withdrawal. However, by purchasing digital content from Guidemate, you agree that the digital content will be made available to you immediately and you confirm that you consequently waive your statutory right of withdrawal.

§ 6 Copyright

The offerings are works protected by copyright or otherwise. With the purchase of any audio guide, you expressly acknowledge the existence of these rights. You acquire the simple, nontransferable right to use the titles offered for exclusively personal use in accordance with copyright law in the manner offered.
You do not acquire any ownership by purchasing an audio guide. Guidemate and/or its licensors retain all proprietary rights in the works. You are not permitted to change or edit the content of the downloads in any way, to make them publicly accessible or forward them to others, to place them on the internet or on other networks, whether for payment or free of charge, or to imitate them, resell them or use them for commercial purposes. This does not include reproduction for private and other personal use within the meaning of Section 53 of the German Copyright Act (a private copy).

§ 7 Restrictions

You acknowledge and agree that you will not use the website in any manner that is not permitted under this contract or that violates any law, regulation or statute in any jurisdiction.
You may not upload or transmit through the website any work or content that is libelous or defamatory or otherwise offensive, obscene or objectionable, or that is protected by copyright, trademark or other intellectual property rights, unless you own those rights or have obtained all necessary consents. Guidemate reserves the right to delete without notice all works with content that is not clearly legally compliant, as well as the member accounts of members who repeatedly upload content that infringes intellectual property rights and other rights of third parties.
You may not post or transmit through the website any work or other material or content that contains viruses, worms, Trojan horses or any other code with malicious, destructive or harmful effects.
You may not attempt to gain unauthorized access to any hardware or software systems or networks connected to the website or to any service or information that Guidemate has not expressly provided to you in or through the website. You may not gain unauthorized access to the membership account of any other natural or legal person or otherwise interfere with the use of the website by any other natural or legal person. You may not use false or misleading information (such as false or misleading names, email addresses or URLs) when using the website, including but not limited to information regarding the origin or source of a work or other uploaded materials, or any content or information regarding your identity that you provide to your member account.
You may not use the Guidemate website fraudulently or in an abusive manner, including, without any limitation to the foregoing contracts, downloading or using audio guides to improperly influence the ratings and comments made on your own or other providers’ audio guides.

§ 8 Notification of infringement of rights

We respect and protect copyrights and are committed to preventing their abuse. If you, as the author of a work that is part of an audio guide or of an entire audio guide, doubt as the owner of a copyright the legality of a work, or if you believe that your rights or the rights of third parties have been infringed in terms of copyright protection, you can notify us of this fact. To do so, please send us an email or letter with the following content:

Evidence that clearly identifies you as the copyright owner or administrator of the copyright, or, in the case of multiple allegations of infringement (for example, by a third-party website), a list of the works involved
A description of the manner in which your copyright has been infringed and information that will help us locate the relevant works
A declaration of consent that allows Guidemate to contact you (along with your mailing address, telephone number and email address)

Please send emails with the above-mentioned content to missbrauch_melden@guidemate.com, or letters with this content to guidemate GmbH, Rudolfstraße 11, 10245 Berlin.
If you are not the owner of the rights, please simply inform us about any abuse or infringement of rights by sending an email to missbrauch_melden@guidemate.com. In order for your request to be quickly processed, your email should contain a link to the page containing the infringement of rights. Guidemate will then immediately take the necessary steps.

§ 9 Administration and operation of the website

You acknowledge and agree that Guidemate is not obligated to review any audio guides or other materials or content uploaded to or posted on the website, and that Guidemate therefore assumes no responsibility for such works or content. Guidemate may, in its sole discretion, delete any audio guides, materials and content uploaded to or posted on the website if it believes there is reason to do so. If you upload or post audio guides, materials or content to or on the website (or upload or post them using your member name, or otherwise through your member account on the website), you are solely responsible for such audio guides, materials and content.
You acknowledge and agree that Guidemate is not responsible for the materials or content of any other websites that may be accessible by hyperlink or in another manner from the website, including weblogs, comments on weblogs or forums. You acknowledge and agree that Guidemate shall not be liable for any material or content on any website to which you are redirected by hyperlink or in another manner.
At any time, Guidemate may in its sole discretion modify or discontinue any or all of the services provided on the website. You acknowledge and agree that Guidemate has no obligation to provide or continue to provide the website or any portion of the website or related services to you (whether or not the unavailability of Guidemate’s pages is intentional). Guidemate may suspend or delete your member account at any time in its sole discretion, including but not limited to deleting your member name and member password.

§ 10 Payments

Transactions on and through the website for the payment of fee-based audio guides will be made exclusively through the payment methods provided by Guidemate.
The use of the respective payment service is fully subject to the privacy policy and terms and conditions of the respective provider.
For the sake of clarification, we note that your contractual relationship with external payment services is independent of your contractual relationship with Guidemate.

§ 11 Member account

Only as a registered member can you use the full scope of the fee-based and free services of the internet platform, such as uploading audio guides or giving ratings and comments. This applies to the Guidemate website, but also to all mobile offerings.
The creation of a member account requires that you provide a name, a valid email address, a member name, a member password and, if necessary, other mandatory information. By entering this data, you confirm that the information provided is true and in particular that you are fully legally capable of entering into this contract. The member name will be published on the website in all publications, ratings, comments and entries.
You must also indicate whether you are registering as a private individual or on behalf of a company or corporation (in which case the name of the company or corporation must also be provided).
You acknowledge and agree that you will keep secret the member account provided by Guidemate and the member password you choose to be used with your member name and member account. This member account and member password are intended only for you personally and may not be made available or otherwise passed on to any other natural or legal person.
You acknowledge and agree that you are solely responsible for the use of your member account, member name and associated password and that Guidemate may consider the use of your member account, member name or member password as conclusive evidence that you have used the website.

§ 12 Warranties and guarantees

In addition to the representations and guarantees made above, you and Guidemate hereby both represent and guarantee that each respectively has the right to enter into this contract.

§ 13 Compensation

You agree to indemnify, defend and hold harmless Guidemate and its directors, employees, owners, shareholders, agents, licensors and (sub)licensees (collectively, the “indemnitees”) from and against any and all claims, costs (including attorneys’ fees) or other liabilities, arising out of any breach by you of any representation, guarantees or obligation under this contract and any use of the website (including use through your member account or member name, whether or not authorized by you), including but not limited to claims or actions for infringement of intellectual property rights, defamation, libel or other insult, violation of an individual’s right to privacy, violation of the right to one’s own image or to “misleading presentation” or distortion, distortion or alteration of works or other materials or content, whether intentional or not.
Guidemate may, in its sole discretion, with the attorney of its choice, conduct and control the response to any claim, suit or dispute subject to indemnification by you. You agree to cooperate fully with Guidemate in the defense of any such claim, suit or dispute.

§ 14 Limitation and exclusion of liability

You agree that neither Guidemate nor its directors, employees, owners, shareholders, agents, licensors and (sub)licensees (other than you) shall be liable for any direct, indirect, incidental or consequential damages arising out of your use of the website, even if such parties have been advised of such damages or of the possibility thereof.
Without prejudice to the foregoing in this contract, Guidemate makes no warranties or guarantees, express or implied, including implied guarantees with respect to the guidemate.com website or the services provided on the guidemate.com website, or any audio guides, works or other materials or content included on the guidemate.com website, including implied warranties of merchantability, fitness for a particular purpose, noninfringement of copyright, trademark or other intellectual property rights, or that the services provided or any other material or content is free of viruses, worms, Trojan horses or other code with malicious, destructive or harmful features.
Guidemate assumes no responsibility for the audio guides, any work or other material or content uploaded or posted on the website, including but not limited to any material or content uploaded or posted by a member as a comment on the website.

§ 15 Validity and termination of this contract

This contract shall remain in force indefinitely unless terminated in accordance with this provision. It may be terminated by Guidemate in its sole discretion at any time, including, but not limited to, in the event of any breach by you of any representation, guarantee or obligation under this contract or in the event of any inactivity with respect to use of the website. You may terminate this contract at any time by logging on to the website through your member account and deleting your member account and ceasing all use of the website. If Guidemate terminates the contract, Guidemate agrees to notify you that it has done so. Guidemate reserves the right to terminate your membership at any time, including but not limited to deactivating your member name and member password.

§ 16 Effect of termination

In the event of termination of the contract, your member account will be deleted, and your member name and member password will be deactivated. In addition, any works you have uploaded will be removed from the Guidemate website. Guidemate reserves the right to store and use the works for internal archiving and reference purposes.
Termination of this contract does not relieve you of any payment obligations that may have arisen prior to the termination of this contract or obligations arising from other contracts that have not been expressly terminated, such as the distribution contract. Sections 8, 10, 11, 13 and 15 shall continue to apply after the termination of this contract.

§ 17 Suspension of member account

Guidemate reserves the right to suspend your member account at any time and for an indefinite period of time in its sole discretion. In the event and for the duration of a suspension, Guidemate will block your member account so that you will not be able to upload works to the website. You can continue to access your member account using your member name and password, to use and download audio guides and to view comments and ratings. However, Guidemate will not remove works uploaded prior to the suspension of your member account, and these works will still be available for download.

§ 18 Privacy

The handling of the data collected, stored and processed by Guidemate is governed by the Guidemate Privacy Policy. The Guidemate Privacy Policy is part of the Guidemate Terms and Conditions. You will find more detailed information on the collection and use of your data by Guidemate, your rights in this regard and ways to protect your privacy in our Privacy Policy.

§ 19 Miscellaneous

This contract shall be governed exclusively by German law to the exclusion of the United Nations Convention on Contracts for the International Sale of Goods. Any action or dispute arising out of or in connection with this contract shall be brought, to the fullest extent permitted by law, in a court of competent jurisdiction in Berlin, and all parties shall submit to the personal jurisdiction of this court and waive any right that either party may have to claim lack of jurisdiction or inconvenient forum.
The relationship between Guidemate and users of the website under this contract is that of independent contractors. For the sake of clarification, we note that the parties are neither joint venturers, partners, clients or agents, nor employers and employees. Neither party is authorized to bind or obligate the other in any way. You agree that you shall be responsible for any applicable taxes and duties in connection with use and distribution, and for value-added, sales, and similar taxes imposed by governmental regulations in connection with your use of the Guidemate website.
A waiver by Guidemate of any power, privilege or remedy under this contract and any delay by Guidemate in exercising such power, privilege or remedy shall not preclude the different or further exercise of this or any other power, right, privilege or remedy. Guidemate reserves the right to assign some or all of its rights or obligations under this contract to a third party. You are not entitled to transfer your rights and obligations arising from this contract to third parties.
This contract is for the benefit of Guidemate and you and is binding on Guidemate and you and your respective successors and assignees. None of the rights, remedies, obligations or liabilities set forth in or granted by this contract are intended, express or implied, to be conferred upon any natural or legal person (other than you and Guidemate) or their respective successors and assignees.
Divergent terms and conditions of a member shall not apply unless Guidemate agrees to their validity in writing.
Wherever the context requires it, the singular grammatical form includes the plural and vice versa, and terms are used irrespective of gender. If one or more provisions of these terms and conditions are invalid, void or legally unenforceable, the remaining provisions shall remain unaffected and in force. The highlighted headings in this contract are for convenience only and shall not affect the meaning or interpretation of this contract in any way.

Last modified: 9/27/18