Terms and Conditions for Companies

General Terms and Conditions of Meneiti GmbH

These general terms and conditions ("Terms and Conditions") of Meneiti GmbH, Zum Alet 13, 88662 Überlingen ("Meneiti")

regulate the use of the Orange Salamander® App available at [www.orangesalamander.com] ("platform") and for all services related to the Platform (the Platform and the services provided in connection with the Platform are hereinafter collectively referred to as "Services" and the underlying contract, which includes the General Terms and Conditions, is referred to as "Contract").

1.Definitions

The following terms have the meaning assigned to them in these Terms and Conditions, unless expressly stated otherwise below in individual cases:

(a) "Offer description" means the offer by Meneiti to the PM Company (as defined below) to enter into the Agreement for the Services, which includes a description of the Services and the terms and conditions on which the Services are provided by Meneiti.

(b) "Medicalinformation" means all news and product information and related data, text, graphics, images, videos or related storage media provided by PM Companies (as defined below) for publication on the Platform.

(c) "Press releases" means all press releases that are submitted to Meneiti by the PM Company on the basis of these Terms and Conditions for the purpose of processing and publication on the Platform.

(d) "Users" means any user of the platform who has successfully registered, whereby registration on the platform is only permitted for licensed medical practitioners, dentists and pharmacists.

(e) "party" or "parties" means Meneiti and the PM Company (as defined below) individually and collectively.

(f) "Platform data" means all data, information, content, texts, graphics, images, videos or related storage media that are uploaded and/or exchanged by PM companies and/or users via the platform, in particular, but not limited to, medical information, calendar entries via the event calendar and information and communication exchanged via the chat function (as defined below). Platform data also includes press releases that are submitted by the PM company to Meneiti for publication on the platform and for this purpose in accordance with section10.5 will be released.

(G)"PM Pursue" means the company with which the contract for the services underlying these Terms and Conditions is concluded and - used in the plural - the company and other companies in the pharmaceutical and medical technology industry that use the Platform and publish Medical Information via the Platform, including Informing Users, unless they have been expressly excluded.

(h) "Informing users" thinks Professional societies, university hospitals and doctors who conduct their own studieswho use the platform and publish medical information via the platform.

2.scope

2.1 These Terms and Conditions apply to all business relationships between Meneiti and the PM Company, in particular to the use of the Services and the Platform, unless expressly agreed otherwise.

2.2 Any contractual relationships between the PM Company and users are not subject to these Terms and Conditions, but are subject to separate legal regulations. Meneiti is not a party to these contracts and merely provides the platform for the exchange of information.

2.3 Terms and conditions of the PM company shall not apply, even if Meneiti has not expressly objected to their validity in individual cases.

3.Subject of the services

3.1 Meneiti offers the PM Company the opportunity to publish Medical Information on the Platform and make it available to Users (see Section 9). The medical information is published on the platform on behalf of the PM company. In addition, Meneiti PM offers companies the opportunity to publish their press releases as editorial contributions on the platform and make them available to users (see Section 10). All platform data relating to medical information and press releases originate from the respective PM company. The respective PM company is solely responsible for the completeness, admissibility, accuracy, and timeliness of medical information and press releases.

3.2 The PM Company or an employee of the PM Company can use a chat function to contact users directly and exchange messages ("Chat function", see section9). Meneiti exclusively provides the chat function via the platform; Meneiti is not responsible for platform data exchanged via this function.

3.3 The event calendar accessible via the platform offers users and PM companies the opportunity to enter events and appointments. Direct booking is not offered via the platform. Responsibility for the accuracy and completeness of the listed events lies with the user and/or PM company. Meneiti merely provides the event calendar function via the platform.

3.4 Meneiti merely operates the Platform and is not responsible for Platform Data of Users and PM Companies (see Section 14).

4. Remuneration and payment terms

4.1 For PM Companies, with the exception of Informing Users, the Services are provided exclusively for a fee, which is stated in the offer description as [gross/net amount]. Free use of the Platform is only possible in exceptional cases and only if expressly permitted by Meneiti.

4.2 Informing Users may use the Platform and the Services free of charge.

4.3 Unless otherwise stated in the offer description, invoices will be issued annually. Payment is due within four (4) weeks of the invoice date.

5. Use of the platform and services, registration

5.1 Meneiti operates the Platform and grants the PM Company the opportunity to access the Services and use them as intended. The functionalities and other characteristics of the Services are set out in these Terms and Conditions, the Offer Description, and the descriptions available on the Platform.

5.2 The prerequisite for using the Platform and the Services is the successful registration and creation of an account ("Corporate account") according to Section 6.

5.3 The PM Company may use the Services web-based via a browser. The prerequisite for using the Services is that the PM Company has a terminal device that is state-of-the-art and meets the relevant specifications specified as minimum requirements on the Platform. Furthermore, use of the Services requires the PM Company to have an internet connection that provides a sufficient data transfer rate and sufficient storage space on the PM Company's terminal device.

5.4 The PM Company must keep the terminal device used to access the Services up to date and have anti-virus protection installed.

6.Company account, employeeAccess

6.1 The PM Company creates a company account using the mandatory information specified on the platform, in particular login details. All data must be provided completely and correctly.

6.2 Through the Company Account, the PM Company has access to an area where the PM Company can submit Medical Information to Meneiti for publication on the Platform ("Editorial tool").

6.3 The PM Company may enter employees in the company account and create an access for them through which they can use the chat function and communicate with users on behalf of the PM Company ("Employee access"). As soon as an employee no longer works for the PM company, the PM company must delete or block the respective employee access.

7. Duty of truth, updating and due diligence

7.1 The PM Company undertakes to ensure that all information and data provided during the duration of use of the Platform are always truthful and up-to-date. Any changes to the PM Company's data must be reported to Meneiti immediately via the company account. If the PM Company fails to comply with this obligation, Meneiti may terminate the contract without notice and exclude the PM Company from using the Platform and the Services.

7.2 The PM Company undertakes to regularly review the authorizations for the company account and employee access, in particular to check whether all authorized users still work for the PM Company or whether their area of responsibility requires access to the company account and/or employee access.

7.3 The PM Company undertakes to ensure that access data, in particular passwords, are not made accessible to third parties. The PM Company bears sole responsibility for all actions performed via its company account, employee access, and/or the use of its access data. If there are indications of misuse of the company account and/or employee access, or if third parties have nevertheless gained knowledge of access data, the PM Company is obligated to immediately notify Meneiti and change its access data.

7.4 In the event of suspicion of misuse of the services by the PM Company or by third parties, Meneiti shall be entitled to exclude the PM Company from using the Platform, temporarily or permanently, with immediate effect.

8. NUse of the chat function

8.1 The chat function is a service that offers users the opportunity to contact PM company employees directly, free of charge. Communication via the chat function is private and takes place exclusively between the user and the respective employee. The user can also ask questions to the employee as part of an exchange of medical knowledge and information. The employee will be shown the name and, if applicable, a photo of the employee with whom the user registered on the platform. However, the employee will not receive any further information via Meneiti.

8.2 Meneiti reserves the right to restrict, discontinue, or modify or adapt the chat function at any time if this is beneficial to users and PM companies, to ensure compliance with applicable law, or to comply with a court ruling or an administrative decision.

8.3 For data protection reasons, the user is prohibited from exchanging patient-related and thus sensitive personal data with the respective employee via the chat function. The exchange of information or knowledge, especially with questions regarding or concerning medically relevant platform data, must take place exclusively in an anonymous form.

8.4 Meneiti is not liable for the information provided by the employee or for the storage, transmission, correct display or loss of the platform data provided via the chat function.

8.5 The platform data provided by users and PM companies via the chat function is neither processed nor controlled by Meneiti. Meneiti assumes no responsibility for platform data provided in the chats; in particular, information provided by employees is not attributable to Meneiti in any way. The respective employees communicate independently of Meneiti, and the PM company is responsible for the platform data entered and exchanged by employees in the chat function.

8.6 If a doctor reports side effects or other reportable information to an employee of the PM Company via the chat function, the PM Company is obliged to forward the report to the responsible department and to instruct the employees to comply with this obligation.

9.Medical information

9.1 The PM Company may submit Medical Information to Meneiti for publication on the Platform via the editorial tool in the Company Account.

9.2 Medical information will be published on the Platform until it is deleted by the PM Company itself or Meneiti in the case of Section 14.4 or 18.5.

9.3 When creating and publishing medical information, the PM Company must comply with Meneiti's standards (e.g., formatting requirements, PM Company logo). The currently valid version of the standards is available via the company tool or the Service Center.

10.Press releases

10.1 Meneiti offers the PM company the opportunity to publish its press releases as editorial contributions on the platform and to make them available to users.

10.2 If the PM company wishes to publish a press release, it must send it to Meneiti in machine-readable form – if desired together with an image – by email to qs-team@orangesalamander.com, specifying the desired specialist groups in which the press release is to be published on the platform.

10.3 If the PM company does not provide an image with the press release, Meneiti is entitled to select an image that fits the topic of the press release.

10.4 The PM Company shall grant Meneiti indemnity with respect to all claims pursuant to Section10.2 In addition to the rights under Section 15, the right to edit the press releases submitted includes the right to edit the respective press release itself or through third parties, in particular to adapt the headline and shorten the press release to an agreed length for the purpose of integration on the platform.

10.5 Meneiti will provide the PM Company with the information required under Section10.4 Make the edited press release available for review within a separately agreed period. The PM company is entitled to object to the editing once. In the event of an objection, Meineiti will make a revision within a separately agreed period and submit it to the PM company for approval. Approval must be made within three working days of the revision being submitted to Meineiti.

10.6 Meneiti will publish the approved press release as a separate editorial contribution on the platform within a separately agreed period of time.

10.7 In order to have press releases published by Meneiti on the Platform, a corresponding package must be purchased in accordance with Meneiti's current offer.

11.Availability of services

11.1 Meneiti strives to ensure the greatest possible availability of the services of 99% per month. As "Availability"The PM Company's ability to use all main functions of the Services (Section 3) applies. Maintenance periods, periods of minor functional impairments, as well as periods of unavailability and functional impairments according to Section 11.3 are not taken into account when calculating availability.

11.2 Maintenance work, security and capacity reasons, technical or operational circumstances, and events beyond Meneiti's control may lead to a temporary or permanent unavailability of the Services. Meneiti reserves the right to temporarily restrict access to the Services or the possibility of using them, in whole or in part, if this is necessary due to capacity limitations or the security or integrity of the servers, or to implement technical measures that serve the proper or improved provision of the Services (e.g., for maintenance work). Whenever possible, Meneiti will perform maintenance work between 8:00 PM and 8:00 AM German Time.

11.3 Meneiti is not responsible for the unavailability or functional impairment of the services that

a) be due to causes beyond Meneiti's control;

b) arise from the use of services, hardware or software not provided or expressly approved by Meneiti, including, without limitation, problems related to insufficient bandwidth or third-party software or services;

c) were caused by the use of a Service by the PM Company after Meneiti instructed the PM Company to change the use of the Service and the PM Company did not change the use as instructed;

d) caused by the unauthorized act (including incorrect entries) or omission of a required act of the PM Company or its employees, agents, contractors or suppliers or by other persons who have gained access to the Services, or which are otherwise caused by the PM Company's failure to follow reasonable security procedures;

e) caused by the PM Company's failure to comply with required configurations and updates, or due to use of the Services that is inconsistent with the features and functions of the Services (e.g., attempts to perform unsupported operations) or does not comply with the guidance published by Meneiti.

12.Third-party rights, updates

12.1 Meneiti endeavours to provide the use of the Services within the framework of the current state of the art and to ensure that the use of the Services by the User does not conflict with the rights of third parties to the extent contractually agreed.

12.2 In the event of a functional impairment of the Services, the PM company shall notify Meneiti by email to info@orangesalamander.com, describing the functional impairment. Meneiti is not obligated to remedy the specific functional impairment, but will provide updates during the term of the contract that are necessary to maintain contractual compliance and to remedy functional impairments. This includes, in particular, regular technical and functional updates, which Meneiti is not obligated to provide.

12.3 Meneiti strives to provide the best possible reproduction of the Platform Data, consistent with the prevailing technical standards. However, the PM Company is aware that, given the current state of technology, it is not possible to ensure completely error-free reproduction of the Platform Data at all times. An error in the reproduction of the Platform Data shall not be deemed to exist, in particular, if it is insignificant or is caused by:

a) through non-compliance with requirements regarding the transmission and formats of platform data, with regard to medical information, in particular that in Section 9, by the PM company;

b) by using unsuitable display software or hardware (e.g. browser) of the PM company or the internet service provider;

c) due to disruption of the communication networks (e.g. but not limited to line or power failure) at Meneiti or other operators;

d) due to a computer failure due to system failure or line failure;

e) through incomplete and/or non-updated cached platform data on so-called proxy servers (caches) or in the local cache;

f) due to failure of or connection problems with a user's device;

g) if the impairment in the reproduction of the platform data does not significantly affect its purpose.

12.4 Meneiti endeavours to ensure the best possible representation of the Platform Data, but cannot and will not guarantee and assumes no responsibility for users viewing the PM Company's Platform Data, in particular that this will result in a specific economic success.

13.Obligations of the PM company

13.1 The PM company is obliged

a) not to use the Services to publish or have published Platform Data that (i) is offensive, defamatory, discriminatory, sexist, immoral, pornographic, racist or otherwise objectionable; (ii) is irrelevant or intentionally untrue; (iii) violates the rights of third parties, in particular copyrights, or agreements with third parties; (iv) contains content that glorifies or trivializes violence, glorifies war, incites hatred, or is contemptuous of human beings; (v) is unconstitutional or contains symbols of unconstitutional organizations; (vi) otherwise violates applicable laws or official orders or constitutes a criminal offense or links to pages containing such content; (vii) contains computer programs that damage software or hardware or can impair the use of computers, contain viruses or other malware; (viii) may damage the reputation of Meneiti and/or the Platform, or (ix) serve the purpose of collecting and/or using personal data of users or other PM companies, particularly for commercial purposes ("Prohibited content").

b) not to use the Services improperly and only in accordance with applicable law;

c) not to take any action aimed at circumventing technical protection measures of the Services and to refrain from any form of unauthorized use of the Services, in particular attempts to overcome or circumvent the security mechanisms of the Services or otherwise disable them, use computer programs that enable the automatic reading of data, as well as use/employ and/or distribute viruses, worms, Trojans, brute force attacks, spam or links, programs or procedures that are likely to harm Meneiti and/or other PM companies and/or users;

d) take all necessary and reasonable steps to prevent or limit damages resulting from the use of the Services;

e) not to participate in or promote illegal activities, particularly fraudulent ones;

f) not to use, utilize or operate bots or other forms of automation and/or multiple accounts when using the Services;

g) not to modify, adapt or reverse engineer the Services.

13.2 The PM Company is obligated to review Platform Data prior to making it available on the Platform and to ensure that the Platform Data does not contain any prohibited content and complies with legal and regulatory requirements. In particular, the PM Company is obligated to label any product advertising in compliance with legal requirements.

13.3 The PM Company is obligated to check Platform Data for computer programs that could damage software or hardware or impair the use of computers, viruses or other malware before making it available on the Platform, and to use state-of-the-art measures (e.g. virus protection programs) for this purpose.

13.4 The PM Company is obliged to ensure that all Platform Data provided by it is complete, correct and up-to-date.

13.5 Any breach of this section13 may lead to immediate exclusion from the use of the services, termination of the contract without notice and the initiation of civil and criminal proceedings as well as the assertion of claims for damages by Meneiti against the PM company.

14.Responsibility for platform data

14.1 Meneiti merely operates the platform and assumes no responsibility for the platform data, in particular not for its legal admissibility, timeliness, accuracy, completeness, quality, or economic plausibility. Meneiti is not obligated to review the legal admissibility, timeliness, accuracy, completeness, quality, or economic plausibility of platform data, or to ensure that this platform data is corrected or updated. The PM company itself is responsible for any platform data it posts.The respective user or PM company is responsible for third-party platform data.

14.2 In particular, the PM Company bears sole responsibility under medical, press, competition, data protection, and other law for the Platform Data it supplies, intends to publish, and publishes (if applicable, following its approval). The PM Company is responsible for compliance with the applicable legal provisions concerning its Platform Data.

14.3 Meneiti assumes no responsibility for the content of websites linked by users or PM contractors. If Meneiti itself provides links to third-party websites, these are reviewed beforehand for obvious legal violations (e.g., platform data that is criminal or harmful to minors). If Meneiti becomes aware that linked websites contain legal violations, the relevant links will be removed immediately.

14.4 Meneiti reserves the right not to publish Platform Data provided by PM Companies on the Platform for legal, technical or other reasons or to remove Platform Data that has already been published, in particular if Platform Data contains Inadmissible Content, the PM Company has otherwise violated these Terms and Conditions or there are indications of this.. The same applies to links to third-party websites that directly or indirectly lead to pages with prohibited content. The PM Company acknowledges and agrees that in this case, it is not entitled to any refund of the fee paid or any other compensation, and its payment obligation remains unaffected. There is no right to recover platform data. Meneiti reserves the right to initiate criminal proceedings.

15.Intellectual Property

15.1 The PM Company's right to use the Platform and the components used to provide the Services is limited to the term of the Platform Agreement, revocable, non-exclusive, non-sublicensable and non-transferable.

15.2 The entire content of the Platform and the Services, including but not limited to the logo and all designs, text, graphics, images, information, data, software, sound files, other files, and the selection and arrangement thereof, is the property of Meneiti, other PM companies, or third-party licensors. Any rights of the PM company to its own Platform Data remain unaffected.

15.3 The PM Company may use the Services and in accordance with these Terms and Conditions, in particular Sections9, 10 and 13, Submit medical information and press releases to Meneiti. By providing Medical Information via the editorial tool or submitting press releases, the PM company commissions Meneiti to store, host and – if applicable – publish the Medical Information or press releases via the platform and grants Meneiti a non-exclusive, spatially unlimited right of use, sublicensable to necessary third parties, to use the Medical Information and press releases for the purpose of providing the services under these Terms and Conditions, which includes the right to store, reproduce, format, reformat, technically edit, transmit and make available the Medical Information and press releases.

15.4 To the extent that the PM Company holds copyrights or other intellectual property rights to other Platform Data, the PM Company grants Meneiti, upon publication of the Platform Data on the Platform, a royalty-free, non-exclusive, transferable and sublicensable right of use, unlimited in terms of space, time and content, to use the Platform Data in accordance with these Terms and Conditions.

15.5 The PM Company shall ensure that it has all rights to the Platform Data or has a right of use to the Platform Data that is necessary to grant Meneiti the rights of use under Section15.3 or 15.4 and that Meneiti's use of the Platform Data under the Agreement does not violate these Terms and Conditions or applicable legal provisions and does not infringe any intellectual property rights or other rights of third parties.

15.6 Meneiti accepts the aforementioned grants of rights.

15.7 The PM Company acknowledges that all further developments made available by Meneiti are the sole property of Meneiti or third parties, even if they are based on requests or bug reports from PM Entrepreneurs, and that the PM Company has no rights thereto.

16. Liability

16.1 In the event of any damage caused by slight negligence, Meneiti shall only be liable in the event of a breach of a contractual obligation by Meneiti, its legal representative or its vicarious agents, the fulfilment of which characterises the contract and on which the PM company may rely ("Cardinal duties") and limited to the damage typical for the contract and foreseeable. Sentence 1 does not apply to damages resulting from injury to life, body or health, nor in cases of mandatory liability, in particular liability for cases in which a procurement risk or a guarantee for damages has been assumed, in the case of liability under the Product Liability Act, liability under the GDPR or fraudulent concealment of a defect. Furthermore, strict liability for defects that already exist at the time the contract is concluded is excluded. Subject to liability for intent, liability for indirect damages, such as lost profits, is excluded.

16.2 Meneiti is not liable in particular for

a) damages resulting from publicly accessible data,

b) Facts resulting from use contrary to the contract or unauthorized modifications of the services by PM companies, users or third parties.

16.3 The above limitations of liability shall also apply in the event of negligence on the part of a vicarious agent of Meneiti as well as for the personal liability of the bodies, employees and representatives of Meneiti.

17. exemption

To the extent that Meneiti is held liable for inadmissible content in connection with platform data or other violations of these Terms and Conditions, laws or official regulationsattributable to the PM Company, the PM Company agrees, at its own expense, to defend and indemnify Meneiti against any claim, suit, or liability brought against Meneiti by a third party, as well as against all losses (including reasonable attorneys' fees) suffered by Meneiti due to the infringement of any third-party rights (including, without limitation, patent, copyright, trade secret, or trademark infringement or other commercial exploitation), unless the PM Company proves that the infringements are not the responsibility of the PM Company. Meneiti will promptly notify the PM Company in writing of any such third-party claims and will allow the PM Company to assist Meneiti, to the fullest extent legally possible, in the defense or settlement of such third-party claims.

18.Contract term, Termination

18.1 The contract is concluded for a period of twelve (12) months.

18.2 Termination for good cause remains unaffected for both parties. Good cause for Meneiti exists, in particular but not exclusively, if one or more of the following events occur:

a) A case of 6.3 (violation of the obligation to delete or block data).

b) Case 7.1 applies (violation of the duty to provide truth and update).

c) A case of 7.3 (breach of duty of care regarding access authorizations).

d) A case of 7.4 exists (suspected misuse).

e) A case of 13.5 exists (breach of the PM company's obligations).

18.3 To the extent that the termination without notice and exclusion from the use of the Platform and the Services is based on a case referred to in Section 18.2 for which the PM Company is responsible, the PM Company acknowledges and agrees that in this case it is not entitled to a refund of any remuneration paid by it or to any other compensation and is obliged to pay the full remuneration.

18.4 In the event of termination of the contract and thus of the company account, all further declarations and information will no longer be sent via the communication area set up on the platform, but exclusively to the email address last stored by the PM company.

18.5 In the event of termination of the Agreement, Meneiti shall delete all data, including Medical Information, of the PM Company within the Platform within thirty (30) days of the termination taking effect, to the extent legally permissible, in particular to the extent that no statutory retention or archiving periods conflict with this.

19.Confidential information

19.1 The parties undertake to maintain confidentiality regarding all confidential information provided to the parties in connection with this contract and its implementation and to not disclose it to third parties, pass it on, or use it in any other way.Confidential information" are those that are marked as confidential by one party.

19.2 Confidential Information does not include, or no longer includes, information which, at or after the time of disclosure, can be proven to have been

a) are generally known or published in the public domain, or

b) are already lawfully in the possession of the other party or have been lawfully acquired by the other party from a third party authorized to pass them on, or

c) are part of the general technical knowledge or state of the art, or

d) are discovered or developed by the parties independently and independently of the Confidential Information, or

e) be made public in writing by the parties.

19.3 The Parties shall be entitled to make Confidential Information available to employees and consultants subject to professional confidentiality obligations, insofar as they are involved in the implementation of this Agreement and reasonably need the Confidential Information.

19.4 The above provisions shall not apply if the parties or the persons named in Section 19.3 are required to disclose information due to mandatory law or the enforceable decision of a court or authority. In this case, the parties will inform each other immediately and, in consultation, take all necessary and legally permissible measures to avoid disclosure or to ensure the most confidential treatment possible.

19.5 The obligations of the parties under this Section 19 shall terminate upon the expiry of the later of either two (2) years after the end of the term of the Agreement or two (2) years after the last provision of any Confidential Information.

20. Data storage

20.1 Meneiti will implement state-of-the-art measures to protect Platform Data, particularly Medical Information. However, Meneiti assumes no custody or custodial obligations with regard to Platform Data. The PM Company is responsible for adequately securing the Platform Data.

20.2 Meneiti's servers are regularly backed up carefully. However, data loss cannot be ruled out. If the PM Company transfers Platform Data to Meneiti or uploads it to the Platform, regardless of its format, the PM Company shall create backup copies. This also applies in the event of termination of the Agreement. Unless there are legal obligations to retain data, Meneiti will not retain any copies of the data.

20.3 Meneiti does not guarantee a minimum storage capacity for the Company Account. Meneiti reserves the right to temporarily or permanently limit the data volume for data uploads, particularly if this is necessary for technical or usability reasons, for example, to maintain or optimize the Services.

21. No exclusivity

The parties do not agree on any exclusivity. Meneiti may at any time enter into contracts with other PM companies or third parties for the Services and may publish medical information provided by them on the Platform and post events.

22. Mention and advertising

22.1 The PM Company authorizes Meneiti to publicly name the PM Company in connection with the contractual use of the Platform by displaying the PM Company's logo, e.g., in social media or as a reference on the website. The PM Company grants Meneiti any necessary usage rights, and Meneiti accepts them.

Any further advertising activities by Meneiti require the prior consent of the PM Company, which may not be withheld for unreasonable reasons.

22.2 The PM Company is permitted to advertise the Platform provided that they use the logo, images, etc. that Meneiti makes available to the PM Company via the Platform ("Advertising materialAny advertising measures beyond this require agreement with Meneiti.

Meneiti assumes no responsibility for the PM Company's promotional material or advertising for the Platform if a PM Company misrepresents the promotional material or makes untrue statements and thereby violates the rights of third parties.

23. communication

The PM Company agrees that, from the time of registration on the Platform, all communication between Meneiti and the PM Company will take place exclusively in electronic form via the communication area of the Platform and by email to info@orangesalamander.com, unless expressly stated otherwise in these Terms and Conditions or mandatory legal provisions.

24. Final provisions

24.1 Should individual provisions of these Terms and Conditions be or become invalid or ineffective in whole or in part, or should the Terms and Conditions contain a gap, this shall not affect the validity of the remaining provisions. Statutory law shall replace any invalid or ineffective provisions. In all other respects, Meneiti and the PM Company will replace the invalid or ineffective provision with a valid provision that comes as close as possible to its economic purpose, unless a supplementary interpretation of the contract takes precedence or is possible.

24.2 Amendments and additions to these Terms and Conditions must be made in writing to be effective; electronic form (Section 126a of the German Civil Code) and text form (Section 126b of the German Civil Code) are excluded. This also applies to any amendment to this written form clause. Contrary to Section 127 (2) of the German Civil Code, telecommunication transmission or correspondence are not sufficient to comply with the written form requirement.

24.3 If the General Terms and Conditions require written form, a simple email shall suffice, unless otherwise specified.

24.4 General terms and conditions and other pre-printed provisions on letters from both parties shall not apply.

24.5 These Terms and Conditions and their interpretation, as well as all related non-contractual obligations, shall be governed by German substantive law. The application of the UN Convention on Contracts for the International Sale of Goods (CISG) is excluded.

24.6 The exclusive place of jurisdiction for all disputes arising from or in connection with this contract, including its validity, is Stuttgart.

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As of: January 20, 2025