# GENERAL TERMS AND CONDITIONS (GTC) OF NO PARADE (REFOCUSLY)
Marvin Eckert
Ankerberg 5
76344 Eggenstein-Leopoldshafen, Germany
Last updated August 2025
Introduction
It is important that you read and understand these terms before using our platform and services. If you do not agree to these terms, do not create a platform account and do not use our platform or services.
Language and Interpretation
These Terms and Conditions are available in both German and English. The German version is the legally binding version. In case of any discrepancies, inconsistencies, or conflicts between the German and English versions, or in case of interpretation questions, the German version shall prevail and be controlling. The English translation is provided for convenience only.
By accepting these Terms and Conditions, you acknowledge that you have read and understood this provision regarding the precedence of the German version, and you agree that the German version will govern your relationship with NO PARADE (Refocusly).
1. Use of the Platform
1.1. Age Restrictions
You must be at least 18 years old to use the platform. By accepting these terms, creating a platform account, or using the platform, you represent that you are at least 18 years old.
1.2. Platform Account Ownership
Your use of the platform is contingent upon providing complete, current, and accurate information when registering for a platform account. The platform is intended for business use. As an individual accepting these terms, you are the owner of the platform account unless you are acting on behalf of a company. In that case, the company is the owner of the platform account.
1.3. Scope and Target Audience
a. These GTC are primarily directed at entrepreneurs within the meaning of Section 14 of the German Civil Code (BGB), legal entities under public law, or special funds under public law.
b. Consumers within the meaning of Section 13 of the German Civil Code (BGB) may also use the platform. For them, these GTC apply with the provision that the statutory consumer protection regulations remain unaffected and take precedence in case of conflict.
c. By registering for or using the platform, the customer confirms that they are acting in the exercise of their commercial or independent professional activity and are thus an entrepreneur within the meaning of Section 14 of the German Civil Code (BGB), or that as a consumer, they have taken note of the special information for consumers.
1.4. Purpose of Use
You and your customers may use the platform exclusively for its intended purpose and for lawful purposes that comply with these terms and applicable laws.
1.5. Data Protection
1.5.1. Responsibility
NO PARADE (Refocusly) acts as a data processor within the meaning of the GDPR. Our customers are the data controllers for the data processing of their end users.
1.5.2. Data Processing in the USA
Our servers are primarily located in the USA. Data transfer is based on standard contractual clauses pursuant to Art. 46(2)(c) GDPR.
1.5.3. Security Measures
We implement extensive technical and organizational measures to ensure the security of the processed data.
1.5.4. Data Protection Impact Assessment
We support our customers in conducting data protection impact assessments insofar as this concerns our services.
1.5.5. Data Subject Rights
We provide features that enable our customers to comply with the rights of data subjects (e.g., access, deletion).
1.5.6. Sub-processors
A current list of our sub-processors is available upon request.
1.5.7. Data Protection Officer
For questions regarding data protection, please contact our data protection officer at support@refocusly.com.
1.5.8. Customer Obligations
Our customers are obligated to inform their end users about data processing by NO PARADE (Refocusly) and to obtain necessary consents where applicable. This includes in particular:
a. Information Obligations under GDPR
– Our customers must inform their end users in accordance with Art. 13 and 14 GDPR about the nature, scope, and purpose of data processing. This includes information about the transfer of data to NO PARADE (Refocusly) and the processing of data in the USA.
b. Obtaining Consent
– Where required, our customers must obtain the consent of their end users for data processing, particularly if special categories of personal data according to Art. 9 GDPR are processed.
c. Data Subject Rights
– Our customers must inform their end users about their rights under the GDPR, including the right to access, rectification, erasure, restriction of processing, data portability, and objection.
d. Updating Privacy Policy
– Our customers must update their privacy policies accordingly to properly represent data processing by NO PARADE (Refocusly).
1.5.9. Special Notes on Processing Health Data
a. No Responsibility for Health Data
NO PARADE (Refocusly) expressly points out that the platform is not primarily designed for processing health data or other special categories of personal data according to Art. 9 GDPR. Customers who wish to process such data (especially naturopaths, doctors, therapists, and other healthcare providers) do so at their own responsibility and risk.
b. Increased Due Diligence Obligations of the Customer
Customers who process special categories of personal data are obligated to take additional technical and organizational measures to ensure an appropriate level of protection. These include in particular:
– Obtaining explicit consent from the data subjects
– Implementing additional security measures
– Conducting a data protection impact assessment
– Observing professional regulations (e.g., medical confidentiality)
c. Indemnification
The customer indemnifies NO PARADE (Refocusly) from all claims by third parties arising from non-GDPR-compliant processing of health data or other special categories of personal data by the customer. This includes in particular fines, claims for damages, and costs of legal defense.
1.6. Login Data
You are responsible for maintaining the confidentiality of your login data. You are responsible for all uses of your platform account and your login data, whether authorized by you or not. You agree to notify NO PARADE (Refocusly) immediately of any unauthorized access to or use of your platform account or login data or any other security breach. NO PARADE (Refocusly) reserves the right to deactivate your login data at any time at its sole discretion for any reason or for no reason.
1.7. Use of Communication Services
The platform may include certain communication features such as SMS, MMS, email, voice call features, and other methods. If you use these features, you agree that you are solely responsible for all communications sent through the platform, including compliance with all laws governing these communications, such as the Telephone Consumer Protection Act (“TCPA”) and the CAN-SPAM Act. NO PARADE (Refocusly) is not responsible for your compliance with laws and does not guarantee that your use of the platform complies with any laws.
1.8. Third-Party Services
The platform may use or include access to third-party services. NO PARADE (Refocusly) is not responsible for the usability or accessibility of third-party services. If you choose to pause or delete parts or all of your platform account, certain features or functionality may not be retrievable after reactivation. NO PARADE (Refocusly) disclaims any liability in connection with failures or downtime of third-party services.
1.9. Third-Party Content
The platform may contain third-party content. Your use of third-party content is entirely at your own risk and discretion. NO PARADE (Refocusly) is not responsible for third-party content and makes no recommendations, representations, or guarantees and assumes no liability, obligation, or responsibility for third-party content.
1.10. Customizations
Parts of the platform may be modified by you by incorporating your name, logo, trademark, and color scheme into your individual access area within the platform. You are solely responsible for copyright, trademark, or other intellectual property matters related to the individual appearance of the platform for you and your customers.
1.11. Restrictions on Excessive Use
We provide access to the platform on a tiered pricing basis, and some tiers may process more data with less impact on performance. If we determine that your data usage is excessive or abusive or negatively impacts the platform in any way, we may (1) require you to upgrade your services, (2) suspend or terminate your use of the platform or services, and/or (3) reduce the amount of data you can use.
1.12. Platform Updates
NO PARADE (Refocusly) reserves the right to make updates or changes to the platform at any time, including changes that may affect the previous mode of operation of the platform.
1.13. International Use
If you are located in an embargoed country or are a sanctioned person or organization, you are prohibited from using the platform. NO PARADE (Refocusly) makes no warranty that the materials on the platform are suitable or available for use at locations outside the Federal Republic of Germany. Persons accessing the platform from other locations do so on their own initiative and at their own risk.
You agree to comply with all economic sanctions and export control laws, rules, and regulations. You agree not to use, export, import, sell, release, or transfer the platform, the services, or any software or technology that supports the platform in violation of such export control laws.
You represent and warrant that (i) you are not on any list of persons or companies prohibited from receiving exports, (ii) you are not located in or registered in a prohibited country, (iii) you will not use the platform for military purposes, (iv) you will not allow your users to access the platform or use it or provide services to persons who violate export control laws, and (v) no user data created or transmitted by you is subject to restrictions regarding disclosure, transfer, download, export, or re-export under export control laws.
1.14. Bug Bounty Program
NO PARADE (Refocusly) does not operate a bug bounty program and does not pay bug bounties. Any unauthorized access to NO PARADE (Refocusly)’s platform or systems, including network penetration tests, security assessments, or probes, is prohibited unless expressly permitted by these terms or by a separate written agreement with NO PARADE (Refocusly).
1.15. E-Commerce and Sale of Products/Services
You are solely responsible for the materials you sell through the platform (including description, price, fees, taxes, required legal information, regulatory compliance, offers, or promotional content) as well as compliance with all applicable laws or regulations.
You acknowledge and agree that you will provide publicly accessible contact information, a return policy, and order processing schedules in your shop on the platform. NO PARADE (Refocusly) does not provide refunds to your customers.
You acknowledge and agree that the platform is not a marketplace and that any purchase agreement made through the platform is directly between you and the customer. You are the seller for all items you sell through the platform.
1.16. Use of Artificial Intelligence (AI)
a. Permitted Use
The AI features of the platform may not be used contrary to applicable laws, regulations, and industry standards, including but not limited to data protection regulations (e.g., GDPR), financial industry guidelines, or in automated decision-making processes with legal or similarly significant effects.
b. Prohibited Uses
AI features may not be used to:
– Discriminate against individuals or groups based on religion, race, sexual orientation, gender, national/ethnic origin, political belief, disability, health status, or age
– Generate individualized advice that would normally be provided by a licensed professional in the ordinary course of business (medical, financial, tax, or legal advice)
– Spread misinformation or engage in malicious activities
c. Disclosure Obligation
Customers must inform their end users when they are interacting with an AI-based language or chatbot.
1.18. Accessibility and Customer Responsibility
a. Fundamental Customer Responsibility
The Customer, as operator and owner of all digital content created with the platform, is exclusively and fully responsible for compliance with all applicable accessibility laws and regulations in their jurisdiction and any jurisdiction where they conduct business, including but not limited to the German Accessibility Reinforcement Act (Barrierefreiheitsstärkungsgesetz – BFSG), the Barrier-Free Information Technology Regulation (BITV 2.0), the Americans with Disabilities Act (ADA), Section 508 of the Rehabilitation Act, the European Accessibility Act (EAA), EN 301 549, the Accessibility for Ontarians with Disabilities Act (AODA), the Disability Discrimination Act (DDA), WCAG guidelines, and all other applicable accessibility requirements worldwide. This applies regardless of whether the Customer creates the content themselves or utilizes additional services from NO PARADE (Refocusly).
b. Scope of Customer Responsibility
The Customer’s responsibility includes, but is not limited to:
– All websites, landing pages, forms, online shops, and digital applications
– All text, images, videos, audio files, and other media content
– The entire user experience and user guidance
– All technical and design aspects of accessibility
– Provision of alternative access methods and assistive technologies
– Creation and maintenance of accessibility statements and compliance documentation
– Implementation of feedback mechanisms
– Regular review and updating of accessibility compliance
– Compliance when using third-party tools, plugins, or integrations
– Compliance with accessibility laws in all jurisdictions where the Customer operates or serves users
c. No Transfer of Responsibility
The use of setup services, consulting services, or other additional services by NO PARADE (Refocusly) does not result in any transfer or sharing of responsibility for accessibility. The Customer remains solely responsible for the compliance of their digital presence in all jurisdictions and under all applicable laws.
d. Platform as Pure Tool
NO PARADE (Refocusly) provides exclusively a technical platform as a tool. The platform is not designed, certified, or marketed as an accessible authoring tool. NO PARADE makes no warranty regarding the accessibility of the platform itself or content created with it under any jurisdiction’s accessibility laws.
e. Comprehensive Global Indemnification
The Customer shall indemnify and hold harmless NO PARADE (Refocusly) from all claims, demands, fines, penalties, damages, and costs arising in connection with accessibility under any applicable law worldwide, except where such claims result from intentional or grossly negligent violations of accessibility standards by NO PARADE.
The indemnification includes, but is not limited to violations of and claims under:
**German and European Law:**
– German Accessibility Reinforcement Act (BFSG)
– Barrier-Free Information Technology Regulation (BITV 2.0)
– German Disability Equality Act (BGG)
– European Accessibility Act (EAA) and EN 301 549
– German General Equal Treatment Act (AGG) in relation to digital accessibility
**United States Law:**
– Americans with Disabilities Act (ADA)
– Section 508 of the Rehabilitation Act
– State accessibility laws and regulations
– California Unruh Civil Rights Act
– New York Human Rights Law
**Canadian Law:**
– Accessibility for Ontarians with Disabilities Act (AODA)
– Canadian Human Rights Act
– Provincial accessibility legislation
**United Kingdom and Commonwealth:**
– Equality Act 2010 (UK)
– Disability Discrimination Act (Australia)
– Web Accessibility Standards
**International Standards:**
– WCAG standards of all versions and levels (1.0, 2.0, 2.1, 2.2, 3.0)
– ISO/IEC 40500 and related standards
– UN Convention on the Rights of Persons with Disabilities
**All Associated Claims:**
– Damage claims from affected individuals or organizations
– Class action lawsuits and collective proceedings
– Regulatory sanctions, administrative fines, and penalty payments
– Legal warnings, demand letters, and legal proceedings
– Costs for subsequent accessibility modifications and remediation
– Attorney fees, court costs, and litigation expenses in any jurisdiction
– Settlement costs and alternative dispute resolution expenses
– Lost profits and consequential damages
– Compliance monitoring and audit costs
f. Statutory Liability Exceptions
The indemnification does not apply to:
– Intentional or grossly negligent violations of accessibility standards by NO PARADE
– Damages from injury to life, body, or health
– Damages from breach of essential contractual obligations, whereby liability for simple negligence is limited to typical, foreseeable damages
– Claims where liability cannot be excluded under mandatory statutory provisions of applicable law
g. Limited Advisory Liability
All statements, recommendations, or guidance from NO PARADE (Refocusly) employees regarding accessibility are provided as non-binding assistance without legal advisory character. Liability is excluded except where intentionally or grossly negligent false information is provided. NO PARADE does not provide legal advice regarding accessibility compliance in any jurisdiction.
h. Customer Duty of Self-Responsibility
The Customer undertakes to inform themselves independently and at their own expense about all accessibility requirements applicable to them under the laws of all jurisdictions where they operate or serve users, and to implement appropriate measures. The Customer must consult qualified accessibility experts, legal counsel, or compliance specialists at their own expense for jurisdiction-specific requirements.
i. Burden of Proof
The Customer bears the burden of proof that any accessibility deficiencies result from intentional or grossly negligent conduct by NO PARADE.
j. Temporal Limitation of Indemnification
The Customer’s indemnification obligation is subject to the longest applicable statutory limitation periods under any relevant jurisdiction, but no longer than ten (10) years after termination of the contractual relationship.
1.19. Additional Services and Extended Customer Responsibility
a. Scope of Application
This section applies to all paid additional services from NO PARADE (Refocusly), particularly setup services, configuration services, consulting, training, and individual customizations, regardless of the Customer’s jurisdiction.
b. Unchanged Fundamental Responsibility
Even when utilizing additional services, the Customer remains fully and exclusively responsible for the accessibility of their digital presence under all applicable laws worldwide. The provision of additional services by NO PARADE does not result in any change, reduction, or sharing of this responsibility.
c. Legal Classification of Services
All additional services from NO PARADE (Refocusly) are legally classified as:
– Services without guarantee of success
– Technical support for platform usage
– General consulting without warranty of accuracy, completeness, or legal compliance
– Configuration assistance without assumption of operator responsibility
– No legal, compliance, or accessibility advisory services
d. No Work Contract Quality or Compliance Guarantee
All additional services expressly do NOT guarantee compliance with any accessibility laws or standards. No specific result is owed, particularly not the creation of accessible content or compliance with accessibility regulations in any jurisdiction.
e. Extended Customer Obligations for Additional Services
When utilizing additional services, the Customer undertakes to:
– Communicate all applicable accessibility requirements from all relevant jurisdictions completely and in writing
– Provide accessible content, texts, and media meeting applicable standards
– Explicitly communicate jurisdiction-specific accessibility requirements
– Independently review results for compliance with all applicable laws
– Perform necessary improvements and remediation at their own expense
– Inform NO PARADE of all relevant legal requirements from all jurisdictions
– Obtain independent legal and compliance advice for their specific situation
f. Comprehensive Liability Exclusion for Services
NO PARADE (Refocusly)’s liability for additional services is excluded for:
– Accessibility compliance under any jurisdiction’s laws
– Compliance with any legal requirements worldwide
– Defects due to incomplete customer information about legal requirements
– Subsequent changes by the Customer or third parties
– Jurisdiction-specific or industry-specific requirements
– Consequential damages, except where resulting from breach of essential contractual obligations
– Fines, penalties, or regulatory sanctions under any law
– Third-party damage claims in any jurisdiction
– Class action or collective proceeding exposure
This does not apply to intentional or grossly negligent breaches of duty, damages from injury to life, body, or health, and breach of essential contractual obligations. For breach of essential contractual obligations through simple negligence, liability is limited to typical, foreseeable damages.
g. Limited Remediation
Should defects occur in additional services that result from simple negligence by NO PARADE, NO PARADE may choose either a one-time free remediation or proportional refund of compensation paid for the defective service. This remediation does not guarantee legal compliance in any jurisdiction. Further claims are excluded to the extent legally permissible.
h. Extended Global Indemnification for Services
The Customer extends their indemnification obligation from Section 1.18.e to include all claims related to additional services provided worldwide, except where such claims result from intentional or grossly negligent conduct by NO PARADE:
– Claims from consulting regarding accessibility law in any jurisdiction
– Damages from configuration errors or technical defects
– Consequential damages from use of service results
– Costs for correction of service results to meet any legal standards
– All direct and indirect damages related to the services in any jurisdiction
– Legal proceedings and regulatory actions worldwide
i. Documentation and Evidence
NO PARADE is entitled to document all agreements, customer requirements, and services provided. This documentation serves as proof of service delivery and does not establish extended obligations or compliance guarantees.
j. Third-Party Integrations and Global Compliance
When configuring or using third-party tools, plugins, or integrations as part of additional services, the Customer bears full responsibility for their compliance with accessibility laws in all applicable jurisdictions. NO PARADE makes no warranty regarding the accessibility compliance of third-party solutions under any law, but is liable for intentional or grossly negligent misadvice regarding their accessibility properties.
1.20. Severability Clause for Accessibility Regulations
Should individual provisions of Sections 1.18 and 1.19 be or become wholly or partially invalid or unenforceable under any applicable law, this shall not affect the validity of the remaining provisions. The invalid or unenforceable provision shall be replaced by a valid and enforceable provision whose effects come closest to the economic objective pursued by the contracting parties. The above provisions apply correspondingly in the event that the agreement proves to be incomplete.
2. MAP Policy for Resale
a. Minimum Advertised Price
You may not advertise access to the platform at an effective price below the standard prices offered by NO PARADE (Refocusly) (the “MAP Policy”). NO PARADE (Refocusly) reserves the right to change its standard prices at any time and for any reason.
b. Advertised Price and Final Sale Price
The price at which you offer access to the platform is determined after deducting discounts. The MAP Policy applies only to the advertised price. The final price at which you resell access to the platform is not subject to the MAP Policy.
c. Exceptions to the MAP Policy
NO PARADE (Refocusly) reserves the right to make exceptions to this MAP Policy at any time and for any reason at its sole discretion.
d. Resale Restrictions
If you resell access to the platform, you agree that you are fully liable to your customers for their access to and use of the platform.
e. You Are Not NO PARADE (Refocusly)
You are prohibited from representing yourself as an employee of NO PARADE (Refocusly) or otherwise suggesting a connection to NO PARADE (Refocusly).
f. Suspension and Termination
We may suspend or terminate your ability to resell access to the platform at our sole discretion with or without notice if you violate the MAP Policy or these terms.
3. Prohibited Uses
The following uses of the platform are considered prohibited. Engaging in a prohibited use constitutes a material breach of this agreement:
– Any use of the platform that violates applicable laws, regulations, or these terms is strictly prohibited. This includes using the platform in a manner that violates applicable laws or regulations.
– Using the platform to exploit, harm, or attempt to exploit or harm any person in any way.
– Using the platform to send, receive, upload, download, use, or reuse material that does not comply with these terms.
– Using the platform to transmit or procure the sending of unlawful advertising or promotional material, including “junk mail,” “chain letters,” “spam,” or other similar solicitations.
– Impersonating or attempting to impersonate NO PARADE (Refocusly), a NO PARADE (Refocusly) employee, another user, or any other person or organization.
– Using the platform in a way that could disable, overburden, damage, or impair the platform or interfere with any other party’s use of the platform.
– Using any devices, software, or routines that interfere with the proper functioning of the platform.
– Introducing viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.
– Attempting to gain unauthorized access to, interfere with, damage, or disrupt any parts of the platform, the server on which the platform is stored, or any server, computer, or database connected to the platform.
3.1. Data Protection and GDPR Compliance
a. Purposes of Data Processing
NO PARADE (Refocusly) processes personal data for the following purposes:
– Providing and improving platform services
– Processing payments and billing
– Customer care and support
– Communication with customers and prospects
– Analysis of platform usage for optimization
– Fulfillment of legal obligations
b. Legal Bases for Processing
The processing of personal data is based on the following legal grounds:
– Contract performance according to Art. 6(1)(b) GDPR
– Legitimate interests according to Art. 6(1)(f) GDPR
– Consent according to Art. 6(1)(a) GDPR
– Fulfillment of legal obligations according to Art. 6(1)(c) GDPR
c. Storage Period
Personal data is stored for the duration of the contractual relationship. After termination of the contractual relationship, the data is stored for the duration of the statutory retention obligations and then deleted or anonymized, unless there are legitimate interests in longer storage.
d. Detailed Data Protection Information
Detailed information on the processing of personal data can be found in our Privacy Policy at https://refocusly.com/en/privacy/.
3.2. Data Processing Agreement According to Art. 28 GDPR
a. NO PARADE (Refocusly) processes personal data on behalf of the customer as part of the use of the platform. The customer remains the controller within the meaning of the GDPR.
b. Before data processing begins, a Data Processing Agreement (DPA) in accordance with Art. 28 GDPR is required. The DPA is made available to the customer during the registration process and must be accepted before using the platform.
c. The customer is obligated to entrust NO PARADE (Refocusly) only with personal data for which they have a legal basis for processing. The customer ensures that all necessary consents from data subjects are in place or that other legal bases for processing exist.
d. NO PARADE (Refocusly) implements technical and organizational measures to ensure the security of the processed data. These measures are described in more detail in the DPA.
4. Payment
4.1. Fees
a. Subscription Prices
All prices are exclusive of statutory VAT. Your use of the platform is subject to timely payment of all fees. Fees may change from time to time. All fees and communication surcharges are non-refundable unless required by law. The term of all monthly billed subscription plans is always three months, unless otherwise agreed in writing. These subscriptions can be canceled at any time until the end of the respective three-month term. For annual subscriptions, cancellation is possible at any time before the end of the respective term of the annual subscription.
b. Setup Fee and Setup Service
In numerous cases, we offer a customized setup and configuration service tailored to the specific application area and individual requirements of our customers. This service includes the configuration of setups that particularly include system-technically relevant automations and connections of forms, funnels, pages, opportunities, pipelines, tags, signatures, calendars, messages, and templates. Creative work such as design, image editing, and other creative services are expressly not part of this offer.
The setup fee is individually agreed upon and is due upon conclusion of the subscription contract. The provision of services within the scope of the setup service begins only after full receipt of payment of the setup fee. This regulation ensures that all necessary resources can be provided to deliver the service efficiently and in a timely manner.
c. Setup Phase:
After contract conclusion, we typically grant the customer a free setup phase of 30 days before the subscription becomes chargeable. During this phase, we strive to complete the setup promptly to the best of our abilities. However, no guarantee is made that the setup will be fully ready for handover after these 30 days.
d. Customer’s Cooperation Obligations:
The active cooperation of the customer is essential and includes, among other things, formulating and inserting emails and messages, providing DNS settings, and preparing existing customer data. The implementation and completion of content, graphics, texts, and designs also falls within the customer’s area of responsibility. This list is not exhaustive and serves only as an illustration. Furthermore, the customer is obligated to provide and link the necessary services and accesses, such as domains, subdomains, email addresses, social media, Google Business, SIM card numbers, WhatsApp, and other relevant services.
e. Support and Coordination:
These tasks are outside our direct sphere of influence. However, we support the customer in facilitating and coordinating these processes. It is essential that the customer is available for coordination meetings, as this significantly influences the progress of the setup.
f. Liability and Warranty:
Our goal is to make the system ready for handover within the setup phase. However, it is noted that the successful and timely completion of the setup critically depends on the timely provision of the necessary information and the cooperation of the customer. We are not liable for delays or defects attributable to the customer’s failure to fulfill their cooperation obligations.
Should claims or requests from the customer go beyond the contractually agreed scope, we reserve the right to reject these or to conduct separate negotiations about them. For repeated additional new ideas or requirements from the customer, we will review these requests and reserve the right to charge additional fees or propose contract amendments if necessary.
4.2. Non-Cancellable Minimum Term
Some subscriptions are subject to a contractually defined minimum term during which the subscription cannot be terminated or cancelled prematurely. A right of withdrawal is excluded. Customers may express their intention to terminate during this period, but this does not release them from the obligation to pay the subscription fees for the entire minimum term.
For subscriptions with a three-month minimum term, the payment obligation remains for this period, even if the intention to terminate is expressed during the free 30-day setup phase. For annual subscriptions, fees for the entire year are due in advance and cannot be refunded, regardless of whether the services were used during the setup phase.
Furthermore, the setup fee charged at the beginning of the contract will not be refunded, even if the subscription is cancelled during the setup phase.
4.3. Right of Withdrawal and Withdrawal Instructions
a. Right of Withdrawal for Consumers
If you are a consumer within the meaning of Section 13 of the German Civil Code (BGB), you generally have a statutory right of withdrawal for distance contracts.
b. Exclusion of the Right of Withdrawal
The right of withdrawal expires for a contract for the delivery of digital content if NO PARADE (Refocusly) has begun with the execution of the contract after you have expressly agreed that the execution of the contract should begin before the expiry of the withdrawal period, and you have confirmed your knowledge that you lose your right of withdrawal through your consent.
c. Withdrawal Instructions
The complete withdrawal instructions can be found at https://refocusly.com/en/withdrawal-instructions/ or in the appendix to these Terms.
4.4. No Markups
You may not mark up or increase any NO PARADE (Refocusly) fees that you pass on to your customers or third parties.
4.5. Taxes
You are solely responsible for taxes and other governmental charges related to your use of the platform, including any taxes related to transactions you conduct with your customers.
4.6. Price Adjustments
a. NO PARADE (Refocusly) reserves the right to adjust the prices for the use of the platform and associated services.
b. Price adjustments for existing contracts will be communicated to the customer by email at least 30 days before they take effect.
c. Price adjustments will become effective at the earliest at the beginning of the next contract term. Until the end of the current contract term, the agreed prices remain unchanged.
d. Price adjustments based on an increase in statutory VAT may become effective during the current contract term.
4.7. Overdue Amounts
If your credit card company declines or otherwise refuses to pay the amount due for the services you have purchased for any reason, you agree that we may suspend or terminate your use of the platform.
4.8. Payment Disputes
You must notify us in writing within sixty (60) days of the date we charge you for any fees or costs that you wish to dispute.
4.9. Refunds and Credits
Refunds or credits are provided only when required by law. After confirmation and commencement of use of our services, no refund of fees already paid will be made unless required by law.
4.10. Cancellations
You are solely responsible for cancelling the services associated with your account and for all fees incurred up to such cancellation.
4.11. Your Responsibility for Financial Transactions
You are solely responsible for all financial transactions conducted by you and your customers on the platform or using the services, including transactions conducted using billing tools.
4.12. Additional Costs and Credit System
a. Additional Costs: In addition to the regular subscription fees, additional costs may be incurred for the use of certain services on our platform. These services include, but are not limited to, email communication, phone calls, SMS, WhatsApp messages, the use of artificial intelligence, and the use of workflows.
b. Credit System: The billing of these additional costs is done through a credit system. Users of the platform must purchase credits in advance, which are used for the utilization of the mentioned services. The costs per unit (e.g., per email, SMS, etc.) are deducted from this credit balance.
c. Credit Recharge: Users are responsible for ensuring that their credit account has sufficient credits to use the desired services. When the credit balance falls below a specified minimum, the user will be notified and prompted to recharge the credit accordingly. If there is insufficient credit but the services continue to run, these will be billed separately with a surcharge.
d. Disclaimer: NO PARADE (Refocusly) assumes no liability for interruptions or restrictions of services caused by insufficient credit. It is the user’s responsibility to regularly check and recharge their credit.
e. Price Adjustments: NO PARADE (Refocusly) reserves the right to adjust the prices for the use of the mentioned services at any time. The fees for transactions can be viewed in the software under Settings/Company Billing/See Transactions.
5. Partner Program
NO PARADE (Refocusly) offers a partner program under which customers can receive commissions for referring new accounts to NO PARADE (Refocusly). Your participation in the partner program is subject to approval by NO PARADE (Refocusly) and your acceptance of the Partner Agreement.
6. Intellectual Property
6.1. Platform Content
The platform and platform content are owned by NO PARADE (Refocusly) or its licensors and are protected by copyright, trademark, and other intellectual property laws. NO PARADE (Refocusly) grants you a personal, non-transferable, non-exclusive, revocable, limited license to access and use the platform content.
6.2. NO PARADE (Refocusly) Trademarks
NO PARADE (Refocusly) trademarks are trademarks and service marks of NO PARADE (Refocusly) and may not be used without the prior written consent of NO PARADE (Refocusly).
6.3. User Contributions
User contributions are deemed non-confidential and non-proprietary. You grant NO PARADE (Refocusly) the perpetual right to use user contributions for any purpose.
6.4. Prohibited User Contributions
You are prohibited from posting user contributions on the platform that are unlawful, threatening, abusive, harassing, defamatory, misleading, fraudulent, or otherwise unlawful.
6.5. Feedback
If you provide feedback, you agree and acknowledge that your feedback submission is voluntary, non-confidential, and gratuitous. You grant NO PARADE (Refocusly) a perpetual, irrevocable, non-exclusive, fully-paid and royalty-free license to use all feedback.
7. Disclaimer
The platform is provided “as is” and “as available” without any express or implied warranty. Your use of the platform is at your own discretion and risk. NO PARADE (Refocusly) does not warrant that the platform will meet your requirements or be uninterrupted, timely, secure, or error-free.
8. Limitation of Liability, Indemnification, and Mitigation
8.1. Liability for Intent and Gross Negligence
NO PARADE (Refocusly) shall be liable without limitation for damages based on an intentional or grossly negligent breach of duty by NO PARADE (Refocusly), its legal representatives, or agents.
8.2. Liability for Injury to Life, Body, or Health
NO PARADE (Refocusly) shall be liable without limitation for damages resulting from injury to life, body, or health based on an intentional or negligent breach of duty by NO PARADE (Refocusly), its legal representatives, or agents.
8.3. Liability for Essential Contractual Obligations
In the case of a slightly negligent breach of essential contractual obligations (cardinal obligations), liability is limited in amount to the foreseeable, contract-typical damage. Essential contractual obligations are those obligations whose fulfillment is essential for the proper execution of the contract and on whose compliance the contractual partner can regularly rely.
8.4. Liability under the Product Liability Act
The above limitations of liability do not apply to claims under the Product Liability Act or in the case of assumption of a guarantee or fraudulent concealment of a defect by NO PARADE (Refocusly).
8.5. Liability for Data Loss
In the case of slightly negligently caused data loss, NO PARADE (Refocusly) shall only be liable for the effort required to restore the data if it was properly and regularly backed up.
8.6. Liability for Indirect and Consequential Damages
Liability for indirect damages and consequential damages, in particular for lost profits, is excluded unless based on intent or gross negligence.
8.7. Indemnification
You indemnify NO PARADE (Refocusly) against all claims by third parties arising from or in connection with your use of the platform, unless you are not responsible for them. This also includes the costs of legal defense in a reasonable amount.
In particular, you indemnify NO PARADE (Refocusly) against all claims resulting from data protection violations that fall within your area of responsibility, including but not limited to:
a. Violations of the GDPR or other data protection provisions
b. Missing or ineffective consent of data subjects
c. Insufficient information of data subjects about data processing
d. Non-compliance with data subject rights
e. Violation of professional regulations (e.g., medical confidentiality)
f. Improper processing of health data or other special categories of personal data
g. Insufficient technical and organizational measures to protect personal data
The indemnification obligation includes all damages, costs, and expenses, including reasonable attorney’s fees, incurred by NO PARADE (Refocusly) in defending such claims.
8.8. Limitation Period
Claims for damages against NO PARADE (Refocusly) shall become time-barred within one year from the statutory commencement of the limitation period. This does not apply to claims based on intentional or grossly negligent breaches of duty, for damages resulting from injury to life, body, or health, or for claims under the Product Liability Act.
8.9. Liability for Third-Party Services
NO PARADE (Refocusly) is not liable for the functionality of third-party services, their disruptions, or for promises and/or statements by third parties regarding our platform services or content.
8.10. Intellectual Property of Third Parties
Should the platform infringe the intellectual property rights of third parties, NO PARADE (Refocusly) will, at its own discretion, either (a) grant you the right to continue using the platform, (b) modify or replace the platform so that it no longer infringes any rights, or (c) discontinue the use of the platform. This constitutes your sole and exclusive remedy for infringement of intellectual property rights of third parties. The provisions of this section also apply in favor of the legal representatives, employees, and agents of NO PARADE (Refocusly).
8.11. Disclaimer for Force Majeure
In addition to all excuses provided by applicable law, we are excused from liability for non-delivery or delay in delivery of the platform or any associated product or service through the platform due to events beyond our reasonable control, whether or not foreseeable by either party, including but not limited to:
i. Natural disasters such as floods, earthquakes, volcanic eruptions, or extreme weather conditions
ii. Epidemics, pandemics, or other health crises
iii. Terrorist attacks, civil unrest, riots, or civil disturbances
iv. War, threat of war, or warlike actions
v. Governmental actions, laws, or regulations
vi. Labor unrest, strikes, or lockouts
vii. Cyber attacks, hacking, or other malicious interference with IT systems
viii. Power outages or failures of telecommunications networks
ix. Failure of third-party providers or suppliers
x. Other unforeseeable events of similar nature and severity
NO PARADE (Refocusly) will inform the customer about the occurrence of a case of force majeure and its expected duration and make reasonable efforts to minimize the effects and restore the services as soon as possible.
9. Limitation of Claims
Any action or claims arising out of or related to these terms or the platform must be brought within three (3) months after the event giving rise to the action or claim, regardless of when you knew or should have known about it; otherwise, such action or claims are permanently barred.
10. Injunctive Relief
You agree that a breach of these terms will cause NO PARADE (Refocusly) irreparable harm for which monetary damages would not be an adequate remedy, and that NO PARADE (Refocusly) is entitled to seek reasonable injunctive relief, in addition to any other remedies it may have hereunder or at law, without posting a bond or other security.
11. Waiver and Severability
11.1. Waiver
No waiver by NO PARADE (Refocusly) of any term or condition set forth in these terms shall be deemed a continuing waiver of such term or condition or a waiver of any other term or condition. Any failure of NO PARADE (Refocusly) to assert a right or provision under these terms shall not constitute a waiver of such right or provision.
11.2. Severability
If any provision of these terms is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the terms will continue in full force and effect. The invalid or unenforceable provision shall be replaced by a valid and enforceable provision that comes closest to the economic purpose of the invalid provision.
12. Change of Control
NO PARADE (Refocusly) may assign its rights under these terms at any time without notice to you. You may not assign your rights under these terms without the prior written consent of NO PARADE (Refocusly). NO PARADE (Refocusly) may withhold this consent at its sole discretion.
13. Entire Agreement
These terms may not be altered, supplemented, or amended by the use of any other documents unless such document is signed by an authorized representative of NO PARADE (Refocusly). NO PARADE (Refocusly) may enter into a separate agreement with you. The terms of a separate agreement between you and NO PARADE (Refocusly) are deemed to be part of your entire agreement with NO PARADE (Refocusly). To the extent there is a conflict between these terms and the terms of your separate agreement with NO PARADE (Refocusly), your separate agreement with NO PARADE (Refocusly) will govern.
14. Term and Termination
These terms remain in full force and effect as long as you maintain a platform account. The sections of these terms that remain valid after termination of your platform account remain binding even if you are no longer a platform user.
14.1. Contract Terms
a. Monthly Subscriptions
Monthly subscriptions have a minimum term of one month and automatically renew for another month each if they are not terminated by the end of the respective term.
b. Annual Subscriptions
Annual subscriptions have a minimum term of one year and automatically renew for another year each if they are not terminated by the end of the respective term.
c. Additional Termination Terms
• Termination becomes effective at the end of the respective term. Until then, the customer remains obligated to pay the agreed fees.
• In case of early termination during the minimum term, there is no entitlement to a proportional refund of payments already made.
• Terminations must be submitted in writing via email to support@refocusly.com. A confirmation of the termination is required.
c. Special Agreements
For individually agreed contract terms, the notice periods specified in the respective agreement apply.
14.2. Notice Periods
a. Termination must be in text form (e.g., email to support@refocusly.com) or via the support live chat.
b. The receipt by NO PARADE (Refocusly) is decisive for the timeliness of the termination.
c. After termination of the contractual relationship, access to the platform will be deactivated. The customer is responsible for backing up their data before the end of the contract.
14.3. Grounds for Termination
You agree that NO PARADE (Refocusly) may, in its sole discretion, suspend or terminate your access to the platform (or any part thereof) for any reason or for no reason, with or without notice, and without liability to you or any third party for resulting claims, damages, costs, or losses. NO PARADE (Refocusly) is not obligated to provide a reason for termination. Any suspicion of fraudulent, abusive, or illegal activity may be grounds for terminating your access to this platform and potentially reporting you to appropriate authorities. NO PARADE (Refocusly) reserves the right to delete platform accounts that have been inactive for at least one (1) year.
14.4. No Entitlement to Services Upon Termination
Upon termination and regardless of the reasons giving rise to such termination, your right to use the platform immediately ceases. NO PARADE (Refocusly) is not liable to you or any third party for claims for damages arising from a termination or suspension or other actions taken by us regarding your platform access.
14.5. How to Cancel or Make Adjustments
Please notify us of your cancellation in the support live chat or by email to support@refocusly.com.
14.6. No Cancellation by Third-Party Users
NO PARADE (Refocusly) has only limited access to subscriptions not purchased directly from us. Any user who has been granted access to the platform by a party other than NO PARADE (Refocusly) must contact the party that originally granted them access to the platform for cancellation inquiries.
15. Applicable Law and Jurisdiction
15.1. Applicable Law
These Terms of Use and all disputes in connection with them are subject to the laws of the Federal Republic of Germany, excluding the UN Convention on Contracts for the International Sale of Goods (CISG).
15.2. Jurisdiction
For all disputes arising from or in connection with these Terms of Use, the courts in Karlsruhe have jurisdiction if you are a merchant, a legal entity under public law, or a special fund under public law. The same applies if you do not have a general place of jurisdiction in Germany or if your place of residence or habitual abode is unknown at the time the action is filed.
15.3. Consumer Dispute Resolution and Online Dispute Resolution
a. NO PARADE (Refocusly) is not willing and not obligated to participate in dispute resolution proceedings before a consumer arbitration board.
b. The European Commission provides a platform for online dispute resolution (ODR), which can be found at https://ec.europa.eu/consumers/odr/. Consumers have the option to use this platform for the resolution of their disputes.
c. Notwithstanding the availability of the ODR platform, we encourage customers to contact us directly with problems or complaints at support@refocusly.com to find a quick and direct solution.
15.4. Arbitration Clause and Waiver of Class Actions
All disputes or claims arising out of or in connection with these terms shall be settled exclusively by arbitration in accordance with the Arbitration Rules of the German Institution of Arbitration (DIS). The place of arbitration is Karlsruhe, Germany.
All claims and disputes within the scope of this arbitration agreement must be arbitrated or litigated on an individual basis and not on a class action basis. Claims of more than one customer or user cannot be arbitrated or litigated jointly or consolidated with those of any other customer or user.
16. Communication and Contact Information
Contract Language
The contract language is German. All notices and declarations within the contractual relationship must be made in German. All notices to a party must be in writing and by email. Notices to NO PARADE (Refocusly) must be sent to support@refocusly.com.
You agree that we may send you notices either via the email address you provided at registration or to any address we have on file. Notices become effective upon receipt.
NO PARADE (Refocusly) may contact you regarding these terms using the information you provide or in other ways if you do not provide contact information. If you no longer wish to receive communications from NO PARADE (Refocusly), you may click on the “unsubscribe link” contained in these communications or contact us at support@refocusly.com.
When you create a platform account, you must provide a primary email address that will be used to receive electronic communications related to these terms. NO PARADE (Refocusly) will never send you an email requesting confidential information such as account numbers, usernames, or passwords, and you should never respond to emails requesting such information. If you receive such an email allegedly from NO PARADE (Refocusly), do not respond to the email and notify NO PARADE (Refocusly).
For all other feedback, comments, requests for technical support, and other communications regarding the platform or the terms, please contact us at support@refocusly.com or by mail at:
NO PARADE
Ankerberg 5
76344 Eggenstein-Leopoldshafen
Germany
17. Definitions
17.1. Communication Surcharges
Refers to all applicable fees or surcharges from communication services or telecommunications providers (e.g., network operators) in connection with your use of the platform.
17.2. Feedback
Refers to ideas you submit to NO PARADE (Refocusly) regarding improvements, enhancements, new features, new products, or other concepts related to the platform, the services, or other matters related to NO PARADE (Refocusly)’s business.
17.3. Fees
Refers to all fees associated with the platform, including but not limited to the monthly subscription fee and all fees related to additional services you may purchase.
17.4. NO PARADE (Refocusly) Trademarks
Refers to the name NO PARADE (Refocusly) and the associated logos and service marks of NO PARADE (Refocusly).
17.5. Information
Refers to data about you and your customers that NO PARADE (Refocusly) collects on the platform, including but not limited to information required to create a platform account and to use the platform for its intended purpose.
17.6. Login Information
Refers to the username and password used to access your platform account.
17.7. Platform
Refers to all services, training, content, features, communication channels, and software or other services or features offered to customers on or through NO PARADE (Refocusly)’s website or mobile application.
17.8. Platform Account
Refers to the account you created to access and use the platform.
17.9. Platform Content
Refers to content, data, features, and functionality, including but not limited to text, graphics, videos, logos, button icons, databases, music, sounds, images, or other material that may be displayed on the platform. Platform content does not include user contributions.
17.10. Prohibited Behavior
Refers to the behaviors described in Section 3.
17.11. Services
Refers to the variety of product integrations and services that NO PARADE (Refocusly) makes available on the platform. Services may include third-party services.
17.12. Subaccount
Refers to a subscription for a business under a platform account.
17.13. Third-Party Content
Refers to content, promotions, or offers from third parties or links to third-party external websites that may be accessible through the platform.
17.14. Third-Party Services
Refers to all services or other services owned and provided by a third-party provider that NO PARADE (Refocusly) makes available to you as a service on or through the platform.
17.15. Training
Refers to any training, information, or usage suggestions provided by NO PARADE (Refocusly) through the platform.
17.16. User Contributions
Refers to content or materials that you post, submit, upload, publish, display, or transmit on or through the platform or directly to NO PARADE (Refocusly).
17.17. You or Your or any derivatives thereof
Refers to the person who has accepted the terms or the company that person represents. “You” also includes any representatives, employees, or third parties authorized to act on your behalf.