INFLUENCER TERMS AND CONDITIONS

1. IFCG Platform and Contractual Relationships

1.1 PP4Y provides the IFCG Platform as a technical platform through which Partners may publish Offers and Influencers may view such Offers and apply for or accept them for performance.

1.2 Unless PP4Y expressly becomes a contractual party to a service itself, PP4Y generally acts as an intermediary between the Partner and the Influencer.

1.3 The direct rights and obligations arising from an accepted Offer generally exist between the respective Partner and the Influencer.

1.4 PP4Y is generally not obliged to provide the consideration offered by the Partner or the services owed by the Influencer itself, nor does PP4Y guarantee the complete performance of the respective obligations.

Claims arising from the contractual relationship between the Partner and the Influencer shall generally be asserted directly against the respective contractual party.

Statutory claims of the Influencer against PP4Y and claims arising from breaches of PP4Y’s own obligations shall remain unaffected.

2. Registration, Use and Account

2.1 In order to use the functions of the IFCG Platform and participate in Offers, the Influencer must create a personal user account (“Account”). Registration may be completed via the IFCG website or the IFCG App.

2.2 The Influencer undertakes to provide complete and truthful information during registration and throughout the use of the IFCG Platform.

In particular, the Influencer may not impersonate another person or use a name or identity that they are not entitled to use.

2.3 The Influencer must be at least 18 years old. Participation by persons under the age of 18 is only permitted if PP4Y expressly approves this in the individual case in text form and the applicable statutory requirements are met.

2.4 As a general rule, each Influencer may maintain only one Account. PP4Y may approve exceptions on a case-by-case basis.

2.5 The Influencer may connect their social media accounts to the IFCG Platform, provided that PP4Y offers the relevant technical functionality for the respective platform.

By connecting such accounts, publicly accessible content published by the Influencer on the connected social media accounts may be displayed within or technically processed through the IFCG Platform.

2.6 The Account may not be transferred to third parties or permanently made available for use by third parties without the prior consent of PP4Y.

2.7 The Influencer is responsible for keeping their access credentials confidential. Access credentials may not be disclosed to unauthorized third parties.

If there is reason to believe that access credentials have become known to third parties, the Influencer must change them without undue delay and, where necessary, notify PP4Y.

2.8 The Influencer may not transmit any content or programs that are capable of damaging the IFCG Platform or PP4Y’s systems or impairing their functionality. This includes, in particular, viruses, Trojans, malware and comparable programs.

In the event of a culpable breach, PP4Y shall be entitled to temporarily suspend the Account or terminate the user agreement for good cause. Further statutory claims shall remain unaffected.

2.9 The Influencer may not distribute unlawful, misleading or abusive content through the IFCG Platform. This applies in particular to false warnings about viruses or malfunctions and to the promotion of pyramid schemes, chain-letter schemes or similar systems.

2.10 The Influencer is obliged to comply with these Terms and Conditions and the respective Offer terms and conditions.

In the event of a material or repeated breach, PP4Y shall be entitled to suspend the Account or terminate the Influencer’s participation in individual Offers or in the IFCG Platform as a whole. Statutory claims for damages shall remain unaffected.

2.11 The Influencer may request deletion of their Account at any time by contacting PP4Y by email. PP4Y will generally delete the Account within ten days, unless statutory retention obligations or other legitimate reasons prevent immediate deletion.

Deletion of the Account shall not affect contractual obligations that have already arisen.

3. Offer Terms and Conditions

3.1 Content of Offers

Partners may publish Offers on the IFCG Platform specifying the services expected from Influencers and the consideration provided in return.

The Offer terms and conditions may include, in particular:

• the intended social media channel;
• the desired format, such as a Story, photo or video;
• the type and scope of the product placement;
• requirements concerning text, images, videos, links or tags;
• the publication period;
• other requirements concerning the design and publication of the content; and
• the consideration to be provided by the Partner.

3.2 Application and Conclusion of an Offer Agreement

Offers published on the IFCG Platform generally constitute an invitation for Influencers to apply for the respective Offer, unless the Offer is expressly designated as a binding offer.

A contract between the Partner and the Influencer for the performance of an Offer shall be concluded when the Partner accepts the Influencer’s application.

A contract may also be concluded if the Influencer scans or manually enters a code provided by the Partner, provided that the relevant Offer has previously been approved on the IFCG Platform and accepted by the Influencer.

3.3 Performance of an Offer

Upon acceptance of an Offer, the Influencer undertakes to comply fully and on time with the applicable Offer terms and conditions.

Unless otherwise specified in the Offer terms and conditions, the following requirements shall apply in particular:

a) Posts must remain publicly accessible for at least three months and may generally neither be deleted nor archived during this period.

b) The social media profile on which the Post is published must be publicly accessible, unless otherwise agreed in the Offer.

c) The Post must generally be published within four days after receipt of the agreed consideration, unless another deadline is specified in the Offer.

d) If the Influencer does not receive a promised product or service within two weeks after accepting the Offer, the Influencer must notify PP4Y without undue delay.

e) Posts created as part of an Offer must relate in content to the respective Partner and its products or services and may not be combined with another commercial cooperation without the appropriate consent.

f) A separate Post may be required for each separate redemption of an Offer. The applicable Offer terms and conditions shall determine whether this is the case.

g) Story Posts must, where technically possible and where provided for in the Offer terms and conditions, be saved and made available to PP4Y upon request together with the available performance statistics.

h) PP4Y or the Partner may request that the Influencer provide published content and available evidence of performance, in particular screenshots and statistics.

i) In the event of a materially negative experience with a Partner that could affect the Influencer’s ability to publish a factually accurate and contractually compliant Post, the Influencer should contact PP4Y before publication.

3.4 Priority of Offer Terms and Conditions

The respective Offer terms and conditions may specify, supplement or deviate from the general provisions of these Influencer Terms and Conditions.

In the event of a conflict between the Offer terms and conditions and these Influencer Terms and Conditions, the more specific Offer terms and conditions shall prevail to the extent legally permissible.

4. Consideration

4.1 The consideration to be provided by the Partner shall be specified in the respective Offer terms and conditions.

The consideration may consist in particular of the provision of a product, the provision of a service or another agreed benefit.

4.2 If the consideration consists of a product, the Influencer may generally retain and use the product for their own purposes after fully performing the Offer, unless otherwise agreed in the Offer.

4.3 If the consideration consists of a service, the Influencer may use the agreed service for the period and within the scope specified in the Offer.

4.4 The Influencer shall have no further claims for remuneration against PP4Y unless expressly agreed otherwise.

5. Rights and Obligations of the Influencer

5.1 The Influencer may not, without the consent of PP4Y or the Partner, delete, archive or otherwise make Posts published pursuant to an Offer unavailable to the public during an agreed minimum publication period.

5.2 The Influencer may contact the Partner in connection with an Offer where this is necessary for the performance of the Offer.

Any independent modification of the agreed performance requirements shall require the consent of the Partner and, where necessary, PP4Y.

5.3 In the event of a culpable breach of the Offer terms and conditions or these Terms and Conditions, PP4Y and/or the Partner may exclude the Influencer from the relevant Offer.

If the agreed consideration has not yet been provided, it may be withheld in the event of a justified exclusion.

5.4 If the Influencer culpably breaches material obligations arising from an Offer, in particular by failing to publish agreed content or by publishing it inadequately, the Partner and/or PP4Y may, subject to the applicable statutory provisions, claim compensation for any resulting damage.

Where agreed and legally permissible, an additional reasonable processing fee of up to EUR 50 may be charged.

5.5 PP4Y shall be entitled to exclude Influencers from using the IFCG Platform in the event of material or repeated breaches of these Terms and Conditions or the Offer terms and conditions.

There shall be no entitlement to participate in any particular Offer.

5.6 The Influencer is responsible for complying with all statutory disclosure and labeling requirements applicable to advertising and commercial communications.

This includes, in particular, the applicable requirements concerning the identification of advertising on social media.

The Influencer is responsible for ensuring that their own publications are lawfully labeled.

5.7 PP4Y and the respective Partner may use tracking links or comparable technical measurement methods in published Posts, provided that this is technically possible, provided for in the respective Offer and permissible under applicable data protection laws.

6. Copyright and Rights of Use

6.1 The Influencer remains the author and copyright holder of the texts, images, videos and other content created by the Influencer as part of an Offer (“Content”). The Influencer’s statutory moral rights remain unaffected.

6.2 The Influencer grants PP4Y the rights of use in the Content created as part of an Offer that are necessary for the implementation, documentation and marketing of the respective Offer and for the operation of the IFCG Platform.

Unless otherwise agreed, this includes, in particular, the right to publish, share and present the Content on the IFCG Platform as well as on PP4Y’s own social media channels and other digital communication channels.

6.3 The Influencer further grants PP4Y the right to grant the respective Partner the rights of use required for the agreed use of the Content and/or to grant corresponding sublicenses.

Unless otherwise agreed, the Partner is entitled to organically share, repost or otherwise publish the Content created and published as part of the Offer on the Partner’s own social media channels.

The prerequisite is that the Influencer is appropriately identified as the author and/or creator of the Content and, where technically possible, is linked or tagged.

6.4 The Partner’s right of use pursuant to Section 6.3 generally does not include the use of the Content for paid advertising (Paid Ads), on the Partner’s own website, in online shops, newsletters, printed media, brochures, flyers or other advertising materials, unless additional rights of use have been expressly agreed for such purposes.

6.5 Additional rights of use may be agreed individually between the Influencer and the Partner or through PP4Y. Such agreements may specify, in particular, the scope, duration, geographical area, type of use and any additional remuneration payable for such use.

6.6 The Influencer confirms that they have the necessary rights to the texts, images, videos, graphics, music and other materials used in the Content or are otherwise legally entitled to use them.

The Influencer shall ensure that the creation, publication and use of the Content permitted under these Terms and Conditions do not infringe any third-party rights.

6.7 If the Influencer uses third-party content, the Influencer shall ensure that the necessary rights of use also cover the uses by PP4Y and the Partner permitted under these Terms and Conditions and the respective Offer Terms.

6.8 As part of an Offer, the Influencer may not use or publish any Content that violates applicable law or, in particular, contains criminal, inciting, pornographic or extremist content.

6.9 If PP4Y or a Partner is lawfully subjected to claims by a third party due to the Influencer’s culpable breach of the obligations set out above, the Influencer shall indemnify PP4Y and/or the respective Partner against such justified claims to the extent permitted by law.

6.10 The rights of use granted above shall exist only to the extent provided for in these Terms and Conditions, the respective Offer Terms or a separate agreement. Any use of the Content by PP4Y or the Partner beyond the scope of the granted rights of use shall require the corresponding authorization.

7. Warranty

7.1 The Influencer shall have no entitlement to uninterrupted or continuously available access to the IFCG Platform.

PP4Y may temporarily restrict or interrupt access to the IFCG Platform, in particular for maintenance, technical adjustments, security measures or the introduction of new functions.

7.2 Statutory provisions shall apply to defects in quality and title unless these Terms and Conditions contain a legally permissible deviation.

7.3 PP4Y shall not be responsible for the performance of any consideration owed by the Partner unless PP4Y itself has become a contractual party to the relevant service.

7.4 PP4Y does not guarantee the technical accuracy or complete availability of tracking data where the collection of such data depends on third-party technical systems or the respective social media platforms.

8. Liability

8.1 PP4Y shall be liable in accordance with statutory provisions for damage caused by intent or gross negligence.

In cases of ordinary negligence, PP4Y shall only be liable in the event of a breach of material contractual obligations. In such cases, liability shall be limited to the foreseeable damage typical for the contract.

8.2 The above limitations of liability shall not apply to damages resulting from injury to life, body or health or in cases of mandatory statutory liability.

8.3 The limitations of liability shall also apply in favor of PP4Y’s legal representatives, employees and vicarious agents.

8.4 PP4Y shall generally not be liable for damage arising solely from the use of a consideration owed by the Partner, provided that PP4Y is not itself responsible for the relevant service.

8.5 PP4Y shall not be liable for content uploaded by the Influencer or Partner unless PP4Y has expressly adopted such content as its own.

8.6 The Influencer shall be liable to PP4Y in accordance with statutory provisions for culpable breaches of contractual obligations.

9. Confidentiality

9.1 The Influencer undertakes to treat as confidential all confidential information that becomes known to them in connection with an Offer or their activities on the IFCG Platform.

This includes, in particular, non-public information concerning Partners, Offers, terms and conditions, prices, requirements and other business information.

9.2 Confidential information may not, without the consent of the person entitled to disclose it, be published on the internet or social networks or disclosed to unauthorized third parties.

9.3 The following information shall not be considered confidential:

a) information that was already lawfully known to the Influencer;

b) information that is or becomes publicly known without breach of a confidentiality obligation;

c) information lawfully disclosed to the Influencer by a third party entitled to disclose it; or

d) information that must be disclosed pursuant to statutory provisions or an order of a competent authority or court.

9.4 To the extent legally permissible, the Influencer shall inform PP4Y before making any disclosure required by an official or court order.

9.5 In the event of a culpable breach of the confidentiality obligations, PP4Y may claim damages in accordance with statutory provisions. Any contractual penalty shall remain subject to a separate valid agreement.

10. Data Protection

10.1 PP4Y processes the Influencer’s personal data in accordance with applicable data protection laws, in particular the General Data Protection Regulation (“GDPR”) and the German Federal Data Protection Act (“BDSG”).

10.2 The type, scope, purpose and legal basis of the processing of personal data are set out in PP4Y’s current Privacy Policy.

10.3 Where consent is required for specific data processing activities, such consent shall be obtained separately.

10.4 Location data shall only be processed where an appropriate legal basis exists and the processing is necessary for the relevant purpose or valid consent has been obtained.

10.5 The Influencer may exercise their data protection rights in accordance with applicable statutory provisions.

11. Final Provisions

11.1 The contractual relationship between PP4Y and the Influencer shall be governed by the laws of the Federal Republic of Germany, excluding the United Nations Convention on Contracts for the International Sale of Goods (CISG), to the extent that this does not conflict with mandatory statutory provisions.

11.2 The contractual language shall be German unless another contractual language has been expressly agreed in the individual case.

11.3 If the Influencer is a merchant, entrepreneur or a legal entity under public law or a special fund under public law, Berlin may be agreed as the place of jurisdiction to the extent permitted by applicable law.

11.4 Should any provision of these Terms and Conditions be or become wholly or partially invalid, the validity of the remaining provisions shall remain unaffected.

The invalid provision shall be replaced by the applicable statutory provision. To the extent legally permissible, a valid provision shall apply that comes as close as possible to the economic purpose of the invalid provision.

PARTNER TERMS AND CONDITIONS

1. General Provisions

1.1 These Partner Terms and Conditions apply to all business relationships between PRODUCT PLACEMENT 4 YOU GmbH (“PP4Y”) and its Partners in connection with the use of the IFCG Platform and the services agreed via the IFCG Platform, by email, by telephone or in person.

As a general rule, only entrepreneurs within the meaning of Section 14 of the German Civil Code (Bürgerliches Gesetzbuch – “BGB”), legal entities under public law or special funds under public law may enter into agreements with PP4Y as Partners.

1.2 PP4Y provides Partners with a platform through which they can publish offers for Influencers.

Influencers can view the offers, apply for them and perform the services specified therein in accordance with the applicable Offer Terms.

In addition, PP4Y may offer further services and advertising services. The specific scope of services shall be determined by the respective agreement, service package or offer.

Where PP4Y engages external service providers to perform its own services, PP4Y may transmit the Partner’s personal data to such service providers to the extent this is legally permissible under applicable data protection law and necessary for the provision of the services.

1.3 Only PP4Y’s Terms and Conditions shall apply. Any deviating or supplementary terms and conditions of the Partner shall only become part of the agreement if PP4Y has expressly agreed to their application.

1.4 Individual agreements between PP4Y and the Partner shall take precedence over these Terms and Conditions.

1.5 Legally relevant declarations made by the Partner shall be made in the form prescribed by law. Where these Terms and Conditions expressly require text form or written form, the statutory requirements applicable to the respective form shall apply.

1.6 Unless otherwise provided for in these Terms and Conditions, the statutory provisions shall apply.

2. Registration, Use and Account

2.1 The Partner undertakes to provide complete and truthful information during registration and throughout the contractual relationship.

2.2 As a general rule, the Partner may maintain only one user account.

2.3 The user account may not be transferred to third parties without the prior consent of PP4Y.

2.4 The Partner is responsible for the security of its access credentials.

If employees of the Partner are granted access to the account, the Partner shall ensure their proper use of the account and compliance with these Terms and Conditions.

2.5 The Partner may not transmit any content or programs that are capable of damaging PP4Y’s systems or impairing their functionality.

2.6 The Partner may not distribute unlawful, misleading or abusive content or initiate corresponding actions through the IFCG Platform.

2.7 When using the IFCG Platform, the Partner must comply with the applicable Terms of Use and Offer Terms.

In the event of serious or repeated violations, PP4Y shall be entitled to temporarily suspend access or terminate the agreement for good cause.

2.8 The Partner may request deletion of its user account at any time by email.

The account will generally be deleted within ten days, unless statutory retention obligations or other legitimate reasons prevent immediate deletion.

Deletion of the user account shall not automatically terminate existing contractual relationships or payment obligations.

3. Conclusion of Contracts and Description of Services

3.1 A contract between PP4Y and the Partner shall be concluded when the Partner bindingly books a service package or other service provided by PP4Y and PP4Y accepts the booking or provides the relevant service.

3.2 The specific contractual terms shall be determined by the service package booked, the applicable service description or an individual agreement.

3.3 Where a fixed contractual term has been agreed, the contract shall generally end upon expiry of the agreed term unless otherwise agreed.

3.4 The billing period shall generally commence on the agreed start date of the provision of services.

3.5 Any interruption of the provision of services or the billing period shall generally only be possible on the basis of an express agreement with PP4Y.

3.6 The applicable prices shall be determined by the respective service package, the IFCG Platform or the individual agreement.

3.7 A booking made via the IFCG Platform constitutes a binding order for the respective service package.

3.8 In order to publish a product placement offer, the Partner must use the corresponding functions provided by the IFCG Platform.

4. Product Placement Offers

4.1 The Partner may create offers via the IFCG Platform and specify, in particular, the desired social media channel, format and content requirements.

Possible formats include, for example:

• Instagram Story;
• Instagram Post;
• TikTok Video;
• Photo;
• Video;
• other formats offered by PP4Y.

PP4Y may modify or expand the available channels and formats.

4.2 The Partner is required to clearly describe the consideration to be provided for the performance of the offer.

4.3 Posting an offer by the Partner shall generally constitute a binding offer to carry out the cooperation described therein, unless the circumstances or the Offer Terms indicate otherwise.

4.4 PP4Y may review offers prior to publication and reject offers, in particular if their content is unlawful, offensive, discriminatory, racist, defamatory or otherwise incompatible with the interests of PP4Y.

4.5 After publication, registered Influencers may view the offer and apply to perform it.

The Partner may accept or reject applications.

4.6 Upon acceptance of an Influencer’s application by the Partner, the agreement regarding the performance of the offer shall generally be concluded directly between the Partner and the Influencer.

The agreed consideration shall become due in accordance with the Offer Terms.

4.7 The Partner may specify concrete requirements regarding the creation and publication of the post in the Offer Terms.

The more specific the Partner’s requirements are, the more relevant they may be when assessing whether the contractual service has been properly performed.

4.8 After performing the offer, the Influencer shall publish the agreed post on their social media channels.

4.9 Any complaints regarding the published post should generally be submitted to the Influencer or PP4Y within seven days after the Partner becomes aware of the post.

The Partner’s statutory rights regarding defects that could not reasonably have been identified earlier shall remain unaffected.

5. Rights of Use

5.1 Upon creation and publication of a post, the Partner shall receive the rights of use specified in the applicable Offer Terms or in a separate agreement. Unless otherwise provided therein, the following provisions shall apply.

5.2 The Partner is entitled to share, repost or otherwise organically publish posts created and published by the Influencer as part of an Offer on the Partner’s own social media channels, provided that the respective Influencer is appropriately identified as the author or creator of the post and, where technically possible, linked or tagged.

Any use beyond this, in particular the use of the content for paid advertisements (Paid Ads), on the Partner’s own website, online shops, newsletters, printed media, brochures, flyers or other advertising materials, is not covered by these rights of use unless expressly agreed otherwise.

5.3 The Partner may not edit, modify or use the posts in any other advertising context without the corresponding rights of use, insofar as this would impair the rights of the Influencer or any other third party.

5.4 For any use beyond the scope of the rights granted under Section 5.2, the Partner may agree on additional rights of use with the Influencer and/or PP4Y. The scope, duration, territorial scope and, where applicable, the remuneration payable for such additional rights may be agreed individually.

5.5 The Partner is responsible for complying with all applicable statutory requirements regarding advertising disclosure, copyright, trademark rights and other applicable legal requirements when using the posts.

5.6 The granting of the aforementioned rights of use does not affect the Influencer’s authorship of the respective post. The Influencer shall only be required to keep a post permanently available or accessible to the extent this has been agreed in the applicable Offer Terms.

6. Fees and Payment

6.1 The fees for use of the IFCG Platform and the services provided by PP4Y shall be determined by the respective service package booked or by an individual agreement.

6.2 Unless otherwise stated, all prices are exclusive of statutory VAT.

6.3 Remuneration shall become due upon conclusion of the contract or in accordance with the payment terms specified in the respective offer.

6.4 PP4Y may offer various payment methods. The payment methods available in each case shall be displayed to the Partner during the ordering process.

7. Warranty

7.1 The Partner shall have no entitlement to uninterrupted or continuously available access to the IFCG Platform.

PP4Y may temporarily restrict access to the platform, in particular for maintenance, security measures and technical adjustments.

7.2 The Partner’s statutory rights in respect of defects shall remain unaffected unless they are effectively limited by these Terms and Conditions to the extent legally permissible.

7.3 The requirements agreed in the respective offer shall be particularly relevant when assessing whether the contractual service has been properly performed.

7.4 The Partner shall notify PP4Y without undue delay of any apparent defects after receiving or becoming aware of the publication of the post.

If the Partner is a merchant within the meaning of German commercial law, the statutory obligations to inspect and give notice of defects shall apply additionally, in particular Section 377 of the German Commercial Code (Handelsgesetzbuch – “HGB”).

7.5 The Partner’s right to subsequent performance and, where the statutory requirements are met, to a reduction in price, withdrawal from the contract and damages shall remain unaffected.

7.6 To the extent legally permissible, claims based on material defects shall become time-barred one year after the statutory commencement of the limitation period.

This shall not apply where mandatory statutory provisions provide for a longer limitation period.

8. Liability

8.1 PP4Y shall be liable in accordance with statutory provisions for damage caused by intent or gross negligence.

In cases of slight negligence, PP4Y shall only be liable for breaches of essential contractual obligations. In such cases, liability shall be limited to the foreseeable damage typical for the contract.

8.2 The above limitations of liability shall not apply to damages arising from injury to life, body or health or in cases of mandatory statutory liability.

8.3 The limitations of liability shall also apply in favour of PP4Y’s legal representatives, employees and vicarious agents.

8.4 PP4Y shall generally not be liable for content posted by Influencers or Partners unless PP4Y has expressly adopted such content as its own.

8.5 Responsibility for the lawful labelling of the Partner’s own advertising and commercial communications shall remain with the respective responsible party in accordance with statutory provisions.

8.6 Where the Partner provides Influencers with products, materials or other items for the creation of a post, the Partner shall generally be responsible for their lawful and safe condition.

9. Contractual Penalty and Circumvention of the Platform

9.1 If a Partner intends, following contact arranged by PP4Y, to commission an Influencer directly outside the IFCG Platform and thereby circumvent the brokerage service owed or offered by PP4Y, this may constitute a breach of contract.

9.2 A contractual penalty for such circumvention shall only be payable if it has been expressly and effectively agreed in the respective contract or offer.

Where a contractual penalty has been agreed, it shall generally amount to EUR 1,000 per violation unless otherwise agreed.

Further claims for damages shall remain unaffected in accordance with statutory provisions; any contractual penalty incurred shall be credited against a claim for damages arising from the same violation.

10. Customer Reference

10.1 Unless the Partner expressly objects or otherwise agrees, PP4Y may name the Partner as a customer reference.

The reference may include, in particular, the company name, logo and generally accessible information about the company.

10.2 The Partner may object to being used as a customer reference at any time with effect for the future.

10.3 Upon receipt of the objection, PP4Y shall remove the reference from communication channels controlled by PP4Y within a reasonable period.

Statutory retention obligations and technically necessary transition periods shall remain unaffected.

11. Confidentiality

11.1 The Partner undertakes to treat as confidential all confidential information that becomes known to it in connection with PP4Y, the IFCG Platform or an offer.

This includes, in particular, non-public information concerning Influencers, prices, terms and conditions, offers and other business information.

11.2 Without the consent of the person or entity entitled to the confidential information, such information may in particular not be published on the internet or social networks or disclosed to unauthorised third parties.

11.3 Information shall not be considered confidential if:

a) it was already lawfully known to the Partner;

b) it is or becomes publicly known without any breach of a confidentiality obligation;

c) it is lawfully disclosed to the Partner by a third party authorised to do so;

d) disclosure is required by law or by an order of a public authority or court; or

e) publication has been expressly authorised by the person or entity entitled to the information.

11.4 In the event of a culpable breach of the confidentiality obligations, PP4Y may claim damages in accordance with statutory provisions. A contractual penalty shall only be payable if it has been expressly and effectively agreed.

12. Data Protection

12.1 PP4Y processes personal data of the Partner and its contact persons in accordance with applicable data protection laws, in particular the General Data Protection Regulation (“GDPR”) and the German Federal Data Protection Act (“BDSG”).

12.2 Details regarding the processing of personal data are set out in PP4Y’s current Privacy Policy.

12.3 Where PP4Y engages external service providers to perform contractual services, personal data may be transferred to such service providers insofar as an appropriate legal basis under data protection law exists.

13. Final Provisions

13.1 The contractual relationship between PP4Y and the Partner shall be governed by the laws of the Federal Republic of Germany, excluding the United Nations Convention on Contracts for the International Sale of Goods (CISG), unless mandatory statutory provisions provide otherwise.

13.2 The contractual language shall be German unless another contractual language has been expressly agreed in an individual case.

13.3 If the Partner is a merchant, an entrepreneur, a legal entity under public law or a special fund under public law, Berlin shall be the agreed place of jurisdiction to the extent legally permissible.

13.4 PP4Y may amend these Terms and Conditions in accordance with the requirements set out in the General Provisions.

13.5 Should any provision of these Terms and Conditions be or become wholly or partially invalid, the validity of the remaining provisions shall remain unaffected.

The statutory provisions shall replace the invalid provision. To the extent legally permissible, a valid provision shall apply that comes as close as possible to the economic purpose of the invalid provision.

DEFINIÇÕES

“Offer” means an advertising cooperation between a Partner and an Influencer arranged or provided by PP4Y through the IFCG Platform. An Offer may include, in particular, the creation and publication of posts by the Influencer and the provision of consideration by the Partner.

“Consideration” means any remuneration or other benefit promised by the Partner in connection with an Offer for the benefit of the Influencer. This may include, in particular, products, services, complimentary use or other benefits.

“Influencer” means natural persons, legal entities or other legal entities that publish content on social media channels or are intended to publish content as part of an Offer. Influencers may be consumers within the meaning of Section 13 BGB or entrepreneurs within the meaning of Section 14 BGB.

“Partner” means companies, entrepreneurs or other contractual partners of PP4Y that publish Offers through PP4Y or the IFCG Platform or make use of other services provided by PP4Y.

“Post” means any publication of text, image, video or other content that an Influencer publishes on one or more social media channels as part of an Offer.

“Social Media Channels” means social networks and digital platforms on which users can publish content, including in particular Instagram, TikTok, YouTube, Facebook, Pinterest, Twitch and comparable platforms.

“IFCG Platform” means the platform INFLUENCER CITY GUIDE operated by PP4Y, including the associated website, mobile applications and other technical systems provided by PP4Y for this purpose.