Terms of Service

2.1 Orders

Customers may only use the Services upon completion of a valid Order, via the AIDAR platform or written agreement. Access rights are valid only while both the Order and the Subscription Term are in effect.

2.2 Use of the Services

AIDAR grants the Customer a limited, non-exclusive, revocable, non-transferable, non-sublicensable right to access and use the Services during the applicable Subscription Term for internal business purposes.

2.3 Use of the Documentation

AIDAR grants the Customer a limited, non-exclusive, revocable, non-transferable, non-sublicensable license to reproduce and internally use a reasonable number of copies of the Documentation solely in connection with authorized use of the Services.

2.4 Restrictions on use

The Customer shall not:

• (a) copy, modify, reverse-engineer, or decompile the Services;
• (b) interfere with the performance or integrity of the Services;
• (c) use the Services in violation of applicable law; or
• (d) sell, resell, sublicense, or commercially redistribute any content, recommendations, rankings, analytics, or other output, unless expressly authorized in writing.

Use is limited to internal business purposes within the scope of the applicable Order. Seats are assigned to a single natural person and may not be shared. AIDAR may monitor usage and suspend or limit access in case of suspected abuse or breach.

2.5 Reservation of rights

AIDAR and its licensors retain all rights, titles, and interests in the Services, Platform, software, models, and Documentation. No rights are granted to the Customer other than those expressly set forth in this Agreement.

2.6 Customer Data

All rights, titles, and interests in Customer Data remain with the Customer. The Customer grants AIDAR a non-exclusive, worldwide license to use, process, store, and transmit Customer Data solely as necessary to provide the Services.

Customer Data may be used to train and personalize AI Agents for that specific Customer. These personalized models are Customer-specific and are not used to train AIDAR’s general-purpose models.

Where generative AI features are used (including ChatGPT-powered assistants), inputs may be processed by third-party providers (e.g. OpenAI) solely to deliver that functionality, and are treated as Customer Data unless anonymized or aggregated. Users are advised not to input personal data, confidential material, or third-party content into these features unless expressly authorized by AIDAR in writing.

2.7 Aggregated Data

AIDAR may generate Aggregated Data from Customer usage patterns, anonymized so as not to identify the Customer or its Users, used for service optimization, analytics development, and benchmarking. No Customer-specific insights are shared across accounts.

2.8 Feedback

Feedback voluntarily submitted by the Customer may be used and incorporated by AIDAR into the Services on a royalty-free, perpetual, irrevocable basis, without restriction or compensation.

2.9 Data Processing Agreement

Where AIDAR processes personal data on the Customer’s behalf, the parties are bound by a Data Processing Agreement (DPA) under Art. 28 GDPR, forming an integral part of this Agreement and available at aidar.ai/dpa or upon request.

2.10 Suspension of service

AIDAR may suspend access, with or without notice, for non-payment, suspected breach, or to prevent material harm to the platform or other users. AIDAR will use reasonable efforts to notify the Customer in advance and restore access once resolved.

2.11 Modifications to the Services

AIDAR may modify the Services to improve functionality, adapt to legal requirements, or reflect technological developments, without materially reducing core functionality. For material changes, AIDAR will give prior written notice; the Customer may terminate the affected portion within 30 days of such notice if it reasonably objects.

2.12 Trial Period

New Customers may receive a free Trial Period of up to 14 days. Unless stated otherwise, the Trial Period expires automatically and does not convert into a paid subscription without explicit action. Access is suspended at the end of the Trial unless a paid Order is submitted. Trial users may request data deletion at any time.

3.1 Account credentials

The Customer is solely responsible for the confidentiality and security of its login credentials and for all activity occurring under its accounts — this extends to all Users acting on its behalf. AIDAR must be informed without undue delay of any suspected or actual unauthorized access.

Only the Customer or designated account administrators may place Orders, manage subscriptions, or accept changes to this Agreement.

3.2 Compliance and use

The Customer is responsible for:

• (i) ensuring all Users comply with this Agreement;
• (ii) the accuracy, completeness, and lawfulness of Customer Data and how it was collected;
• (iii) taking reasonable precautions against unauthorized access or misuse, and promptly notifying AIDAR of any incident;
• (iv) using the Services strictly in accordance with the Documentation and agreed scope; and
• (v) complying with all applicable laws, including data protection, intellectual property, and copyrighted material (including musical works).

3.3 Restrictions

Except as explicitly permitted, the Customer shall not, and shall not permit any third party to:

• (a) download, reproduce, display, transmit, reverse engineer, or otherwise replicate the Services or Documentation;
• (b) access the Services to build or support a competing product;
• (c) license, sell, rent, lease, distribute, or otherwise commercially exploit the Services or Documentation;
• (d) circumvent or disable any security or access control features; or
• (e) use the Services in a manner that infringes third-party rights, including those of musical artists or content owners.

3.4 Use of AI outputs and recommendations

AI-generated outputs are intended solely for internal use within the scope of the applicable Order. The Customer shall not:

• (a) resell, republish, or redistribute recommendations or outputs to third parties for commercial purposes;
• (b) use outputs as training material for external machine learning models; or
• (c) systematically extract or compile data from the Services for external distribution or monetization.

Any such use requires AIDAR’s express prior written consent.

6.1 Fees

Subscription Fees are based on the selected plan and number of Seats, charged in advance and non-refundable unless stated otherwise. Fees are denominated and payable in Euros, exclusive of applicable taxes.

6.2 Renewal fees

Subscriptions renew automatically at the end of each Subscription Term unless either party gives notice of non-renewal. AIDAR will notify the Customer of material pricing changes at least 30 days before renewal.

6.3 Invoices and payment terms

Fees become due upon Order confirmation or, for renewals, at the start of each Renewal Term. Payments are made via credit card or another method provided through AIDAR’s billing system, including recurring charges for the Subscription Term and any Renewal Terms.

If invoicing is agreed, amounts are payable within 14 days of the invoice date, deemed accepted unless disputed in writing within 30 days. Access is contingent on timely payment.

6.4 Late payments

Overdue undisputed amounts bear interest at the statutory rate under § 288 (2) BGB — currently nine percentage points above the base interest rate — plus a flat €40 compensation fee under § 288 (5) BGB. AIDAR may recover reasonable legal or collection costs. If payment remains overdue more than 60 days, AIDAR may declare all remaining amounts under active Orders immediately due.

6.5 Taxes

Fees are stated exclusive of taxes; the Customer is responsible for all applicable taxes except those based on AIDAR’s net income. EU Customers providing a valid VAT ID will self-assess VAT under the reverse charge mechanism (Art. 196 EU VAT Directive); otherwise AIDAR may charge VAT under German tax law. Customers outside the EU are solely responsible for import duties, withholding taxes, or local indirect taxes.

7.1 Term of Agreement

This Agreement commences on the earlier of the date the Customer agrees to it or the date an Order is submitted, and remains in force until the Subscription Term of all active Orders expires, or earlier termination per this Agreement.

7.2 Subscription Term and renewal

Each Order continues for the period specified and renews automatically for successive equal periods unless either party gives notice of non-renewal before the next billing cycle. Fees for a started billing cycle remain payable in full. The Customer may cancel before the end of the current billing cycle via account settings, satisfying the text form requirement (Textform) under § 126b BGB.

7.3 Work Orders

Each Work Order is valid for the period set forth in the document and terminates upon completion of services or written termination by either party.

7.4 Termination for cause

Either party may terminate this Agreement or an Order/Work Order for material breach uncured for 30 days following written notice. AIDAR may suspend access during the cure period for payment default without waiving its right to terminate. Upon termination for cause by AIDAR, the Customer remains liable for all fees due for the remainder of the Subscription Term.

7.5 Consequences of termination

Upon termination, the Customer pays all fees incurred up to the effective date, and prior obligations remain in force.

AIDAR retains or deletes Customer Data per its Data Retention Policy and applicable law. Upon written request at least 14 days before termination, AIDAR will provide a copy of Customer Data in a commonly used export format, for a one-time processing fee of EUR 490. Without a timely export request, AIDAR is not obliged to retain or provide access to Customer Data after termination.

7.6 Survival

The following sections survive termination: 2.5 (Reservation of Rights), 2.6 (Customer Data), 2.7 (Aggregated Data), 2.8 (Feedback), 3 (Customer Responsibilities), 6.1/6.3/6.4/6.5 (Payment and Fees), 7.5–7.6 (Termination and Survival), 8 (Confidentiality), 9.2 (Disclaimer), 10 (Limitation of Liability), and 11 (General).

8.1 Definition

“Confidential Information” means any non-public information disclosed by one party (“Disclosing Party”) to the other (“Receiving Party”) that is designated confidential or would reasonably be understood as such. The Customer’s Confidential Information includes Customer Data; AIDAR’s includes the Services, Platform, Documentation, AI-generated outputs and recommendation logic, and information relating to its financials, infrastructure, security, or architecture. It also includes the terms of this Agreement and any non-public business or technical information.

Confidential Information excludes information that is or becomes public, was already lawfully known, is received from a third party without restriction, or is independently developed.

8.2 Protection of Confidential Information

The Receiving Party shall use Confidential Information solely to fulfill its obligations, exercise reasonable care to protect it, and restrict access to those with a legitimate need to know who are bound by confidentiality obligations.

AIDAR may disclose the Customer’s Confidential Information to affiliated companies on a need-to-know basis under the same protections. Where disclosure is legally required, the Receiving Party shall provide prompt notice and cooperate in seeking protective measures, to the extent permitted by law.

9.1 Warranties

Each party represents that it has full power and authority to enter into and perform this Agreement, and that no third-party approval is required for its execution.

9.2 Disclaimer

Except as set forth in Section 9.1, the Services, Platform, Documentation, and deliverables are provided “as is” and “as available,” without warranties of any kind, including merchantability, fitness for a particular purpose, non-infringement, accuracy, or availability, to the maximum extent permitted by law.

AIDAR does not warrant uninterrupted, error-free, or secure access, or that recommendations and outputs will be complete, accurate, or suitable for any specific business outcome. Outputs are generated by AI systems trained on each Customer’s own interactions and are intended solely as informational aids — not predictive guarantees or professional advice. This applies equally to outputs from integrated conversational features (e.g. ChatGPT), which may not be factually accurate or complete. The Customer remains solely responsible for verifying outputs before relying on them for business or scouting decisions.

This disclaimer does not exclude or limit liability for intent (Vorsatz), gross negligence (grobe Fahrlässigkeit), or any liability that cannot be excluded under applicable law.

10.1 Exclusion of indirect and consequential damages

Except for willful misconduct, gross negligence, or breach of Section 8 (Confidentiality), neither party is liable for indirect, incidental, special, consequential, or exemplary damages, including loss of profits, business interruption, or loss of data — regardless of legal theory.

This applies in particular to damages from: (a) use or inability to use the Services; (b) outages or delays; (c) inaccuracies in data exports or third-party feeds; and (d) unauthorized access resulting from external attacks beyond AIDAR’s reasonable control.

10.2 Limitation of total liability

Except for willful misconduct, gross negligence, or breach of Section 8, each party’s total aggregate liability shall not exceed the Subscription Fees paid by the Customer in the 12 months prior to the claim, and for any single incident, the amount paid in the preceding 3 months. This limitation does not apply to payment obligations under Sections 6 and 7.

10.3 Independent risk allocation

These exclusions and limitations reflect an agreed allocation of risk and a material foundation of pricing. Each clause is independently enforceable and remains valid even if another is unenforceable, and applies even if a remedy fails its essential purpose.

11.1 Independent contractors

The parties are independent contractors. Nothing in this Agreement creates a partnership, joint venture, agency, or employment relationship.

11.2 Assignment

Neither party may assign its rights or obligations without prior written consent, except in connection with a merger, acquisition, or sale of substantially all assets.

11.3 Notices

Notices must be in writing, delivered by email (where permitted), postal mail, courier, or recognized delivery service. AIDAR may also post material notices on its website or within the Services, with email notification.

11.4 Force majeure

Neither party is liable for delay due to events beyond its reasonable control, including acts of God, natural disasters, strikes, war, pandemics, or failures of hosting/cloud providers. If such events continue beyond 30 days, either party may terminate the affected Order.

11.5 Dispute resolution

Disputes are first addressed informally between senior representatives. If unresolved within 30 days, the parties submit to binding arbitration under German law, seated in Hamburg, Germany, before a jointly appointed neutral arbitrator with at least 5 years’ relevant experience. The arbitrator’s decision is final, with each party bearing its own costs unless reallocated by the arbitrator. Either party may still seek interim or injunctive relief before a competent court.

11.6 Waiver

A waiver of any breach is not a waiver of any other breach. No waiver is effective unless in writing and signed by an authorized representative.

11.7 Severability

If any provision is held invalid or unenforceable, it is severed and the remaining provisions remain in effect, replaced by a valid provision closest to the original economic intent.

11.8 Entire agreement

This Agreement, together with referenced exhibits and Orders, constitutes the entire agreement and supersedes prior communications. In conflict with an Order, this Agreement prevails unless the Order expressly states otherwise.

11.9 Amendments

AIDAR may amend this Agreement to reflect legal changes, new features, or business practices, communicated via email or in-app notice. Customers may terminate affected Services within 30 days if they reasonably object to a material change.

11.10 Language

This Agreement is concluded in English. Any translation is for convenience only; in case of conflict, the English version prevails.