These General Terms and Conditions for Services (the "Terms") together with the other Contract Documents (collectively the "Contract") govern the relationship between Customer and 24Slides.
The protection of customer data is paramount to 24Slides and permeates the culture of the company. Without exception 24Slides treats all customer data as highly confidential business information, and the company has implemented strict internal procedures, technical safeguards, and access controls designed to ensure data integrity and to prevent unauthorized access, loss, or data breaches.
1.1
24Slides provides a platform that offers design, material, and editing services for commercial slide presentations. Pursuant to the terms and conditions of the Contract, 24Slides will provide Customer with access to its Services.
1.2
Customer may request additional services by way of an additional Order Form. Any such Order Forms shall constitute part of the Contract. In the event of a conflict between the Terms and an Order Form, the Terms shall prevail unless the Order Form expressly states that it supersedes specific Terms sections.
1.3
24Slides reserves the right to make discretionary changes to the Services and 24Slides Materials in order to comply with applicable law or if otherwise deemed necessary.
1.4
If agreed, 24Slides shall provide access to the Services to Affiliates of Customer. Such access will be subject to the terms of the Terms. Any act or omission by an Affiliate of Customer in connection with the Services will be deemed to be an act or omission of Customer.
1.5
24Slides may in its discretion engage third parties to perform Services (a "Subcontractor") or its Affiliates.
1.6
24Slides shall ensure that its personnel performing the Services have the necessary skill and experience and take reasonable IT security measures.
1.7
The Customer shall: (i) implement effective project management and apply sufficient technical and managerial resources; (ii) fully cooperate with 24Slides and make available, without charge, any reasonable information which is requested by 24Slides; (iii) maintain all applicable licenses required to use the Services, and (iv) appoint a service manager to serve as the Customer's primary point of contact for day-to-day communications, consultation, and decision-making regarding the Services and the Contract.
1.8
If the Customer fails to fulfill a material obligation under the Contract, such as paying Fees due, 24Slides may temporarily suspend its performance of the Services until the breach is remedied. 24Slides will notify the Customer in writing before suspending the Services, specifying the nature of the breach and providing a reasonable period to correct it. Once the breach has been remedied, 24Slides will promptly resume the provision of Services.
2.1
Customer or its Affiliates may issue a request for 24Slides to provide its design to the Customer Material (the "Deliverables") submitted through its site (a "Service Request"). 24Slides will use commercial efforts to respond within 24 hours of the Service Request during normal business hours 9 AM to 5 PM CET.
2.2
Unless otherwise notified, 24Slides will use commercial efforts to deliver the Deliverables within 24 hours of the Services Request. Any delivery estimates are good faith estimates only and may be subject to changes. Accordingly, time will not be considered of the essence, and 24Slides will not be held liable for any damage or loss that Customer may suffer as a result of delay or non-delivery. Delivery is contingent upon the Customer providing all necessary information for 24Slides to process and complete the Service Request, and the 24 hour estimated delivery time does not apply if: (i) the Service Request is submitted on a national holiday, or outside of 24Slides' regular business hours, at the location where Customer's dedicated team are based, and if the Customer has no dedicated team, then outside regular business hours at the 24Slides location that handles the request; (ii) the Customer Material is unreadable or contains errors or deficiencies; (iii) 24Slides requests additional clarification about the Service Request or asks the Customer to resolve a deficiency or error in the Service Request or Customer Material, or (iv) if the Customer has a separately agreed access to request a quicker delivery, e.g. a premium online access. Even after a Service Request is submitted, 24Slides may request the Customer to provide additional information to complete and deliver the Service Request. 24Slides reserves the right to change the delivery date if the Customer does not provide the requested information within a reasonable time. 24Slides delivers the Deliverables on the Platform to the agreed deadline, either individually or by the generally applicable deadline applicable under the Customer's subscription. Delivery is made in a .ppt or .pptx file or in any other formats specified by the Customer when placing an order, and will be available immediately after approval of the slides.
Daily number of points stated under Daily Guaranteed Capacity in the Order Form sets the maximum amount of points available to the Customer which the Customer is guaranteed to be able to avail itself of each day. Each slide costs the number of capacity points as specified in the Order Form under the Points System.
2.3
Certain subscription tiers include access to a special feature allowing subscribers to request a faster turnaround time of 10 hours for urgent work. The 10 hour turnaround feature is available subject to availability and capacity with 24Slides designers and 24Slides does not warrant or guarantee that a turnaround of less than 24 hours in accordance with Section 2.2 is available at any time. If making use of the option to request an urgent 10 hour turnaround, the Customer's dedicated team, if applicable, may not be available and 24Slides may allocate such requested work to another available team in the organization if required.
2.4
Upon delivery of the Deliverables, the Customer is entitled to two revisions of the Services free of charge. After the final free revision, further requests made by the Customer for work to be carried out on the Services delivered and revised, will be billed at a separate rate. 24Slides will inform the Customer of the price before commencing the work. Free revision of Services delivered does not include any incorporation of new ideas by the Customer.
2.5
The Customer approves the Deliverables on the Platform, either after the first delivery or after the first or second revision. If the Customer has not responded by 24Slides's third attempt to contact the Customer to have the Deliverables approved, 24Slides will consider the Deliverables and any revisions approved and the Customer's payment card will be charged in accordance with the below chapter on payment.
2.6
Where a Customer has expressly given written consent in a separate form, 24Slides may use external generative artificial intelligence tools ("AI Tools") in its internal workflows when providing the Services. 24Slides will only submit such Customer Material as is necessary for the relevant purpose and will, where reasonably feasible, de-identify or pseudonymise Customer Material before use. 24Slides shall ensure that Customer Material including any personal data is not used by the providers of the AI Tools to train, fine-tune or otherwise improve their models. The providers of the AI Tools shall be treated as subcontractors/third-party providers under the Contract, and any processing of personal data via AI Tools shall take place in accordance with the Data Processing Agreement and applicable Data Protection Laws. 24Slides will maintain appropriate human oversight and quality control over AI-assisted work, but Customer remains responsible for reviewing the Deliverables for Customer's specific use.
3.1
Subject to these Terms, 24Slides grants Customer access to use the Services limited to Customer's internal use.
3.2
Customer retains ownership of all intellectual property rights to design as well as information supplied by Customer to 24Slides. 24Slides retains ownership of all intellectual property rights to design created by 24Slides ("Design"). 24Slides may reuse or adapt the Designs for other projects or media. However, 24Slides may not disclose or reuse any Customer Confidential Information or materials that identify the Customer. 24Slides grants the Customer a limited, non-exclusive, worldwide license to use the Designs contained in the Deliverables for the Customer's own presentation and internal business purposes. This license is subject to the Customer's compliance with these Terms and does not allow the Customer to transfer, sell, or sublicense the Designs to others.
3.3
The Customer may use the Services and 24Slides Materials as expressly authorized under the Contract and any applicable third-party licenses. The Customer may not: (a) copy, modify, or create derivative works of them; (b) share, sell, or transfer them to others; (c) reverse engineer or attempt to access their source code; (d) upload unlawful or harmful content; or (e) use them for machine learning or other automated data processing.
3.4
The Order Form sets forth Fees for designated levels of use of the Services and delivery of Deliverables (a "Service Allocation"). If Customer exceeds its Service Allocation for any relevant period, Customer shall also pay to 24Slides the applicable excess usage Fees for the levels of use of the Services and delivery of Deliverables as set forth in the Order Form.
3.5
All Intellectual Property Rights in the Services, Designs, 24Slides Materials, and any Third-Party Materials remain the sole property of 24Slides or the respective rights holders. Except as expressly licensed under the Contract, the Customer gains no ownership or additional rights. When the Contract ends, all access and licenses automatically terminate.
4.1
The price for the Term of Contract includes the total price for the subscription fee and the monthly number of credits times the number of months during the Term of Contract. If the Customer spends all monthly credits together with any previously unspent and unexpired credits, i.e. the Service Allocation, the Customer will be separately billed for any applicable excess usage. The price per slide is stated in the Order Form. Every slide ordered by the Customer draws on the Customer's slide account. The Fee is based on the Service Allocation for the Services and the Deliverables. It includes the cost of standard infrastructure utilization. Customer shall pay all Fees on or prior to the due date specified in the Order Form.
4.2
All Fees are exclusive of taxes. Customer is responsible for all sales, use, excise, and similar taxes imposed on payments under the Contract, except taxes on 24Slides's income.
4.3
If Customer fails to pay when due, 24Slides may (a) charge interest at the maximum rate allowed by law, (b) recover all collection costs, including attorneys' fees and court costs, and (c) suspend Services or Deliverables, or terminate the Contract, until all overdue amounts are paid.
4.4
24Slides may once per year, at 24Slides's sole discretion and with sixty (60) days' notice, adjust the Fees for the Services to the greater of the Consumer Price Index (CPI) or five (5) %. if, after the price increase notice period, the Customer uses the Services, the new costs and charges shall be deemed agreed.
5.1
The Services, Deliverables, and Designs are provided "as is" and "as available." 24Slides makes no warranty - express or implied - that they will be uninterrupted, error-free, or produce specific results. 24Slides disclaims all implied warranties, including merchantability, fitness for a particular purpose, and non-infringement. The Customer acknowledges that occasional downtime or data loss may occur and that it has not relied on any representations or warranties beyond those stated in the Contract.
6.1
(a) "Customer Material" means information, data, and other content, in any form or medium, that is collected, downloaded, or otherwise received, directly or indirectly, from Customer or an Affiliate by or through the Services. For the avoidance of doubt, Customer Material does not include Resultant Data or any other information reflecting the access or use of the Services by or on behalf of Customer or any Affiliate.
(b) "Intellectual Property Right" means any and all registered and unregistered rights granted, applied for, or otherwise now or hereafter in existence under or related to any patent, copyright, trademark, trade secret, database protection, or other intellectual property rights laws, and all similar or equivalent rights or forms of protection, in any part of the world.
(c) "24Slides Material" means the Services, specifications, documentation, and systems and any and all other information, data, documents, materials, Design, works, and other content, devices, methods, processes, hardware, software, and other technologies and inventions, including any deliverables, technical or functional descriptions, requirements, plans, or reports, that are provided or used by 24Slides or any subcontractor in connection with the Services or Deliverables otherwise comprise or relate to the Services. For the avoidance of doubt, 24Slides Materials include Resultant Data and any information, data, or other content derived from 24Slides's monitoring of Customer's access to or use of the Services, but do not include Customer Material.
(d) "Resultant Data" means data and information related to Customer's use of the Services that is used by 24Slides in an aggregate and anonymized manner, including to compile statistical and performance information related to the provision and operation of the Services.
6.2
All Intellectual Property Rights in the 24Slides Materials remain with 24Slides, and all rights in Third-Party Materials remain with their respective owners. The Customer receives no rights or licenses beyond those expressly granted in these Terms. All other rights are reserved. The Customer also assigns to 24Slides all rights in any Resultant Data created through use of the Services.
6.3
As between Customer and 24Slides, Customer is and will remain the sole and exclusive owner of all right, title, and interest in and to all Customer Material, including all Intellectual Property Rights relating thereto, subject to the rights and permissions granted in Section 6.4.
6.4
Customer hereby irrevocably grants all such rights and permissions in or relating to Customer Data as are necessary or useful to 24Slides, its subcontractors, and the 24Slides Personnel to enforce the Contract and exercise 24Slides's, its subcontractors', and the 24Slides's Personnel's rights and perform 24Slides's, its subcontractors', and the 24Slides Personnel's obligations hereunder.
If any Service, Design, Deliverable, or 24Slides Material is, or is likely to be, claimed to infringe a third party's rights, 24Slides may, at its own expense: (a) secure the Customer's continued right to use it; (b) modify or replace it with a non-infringing equivalent; or (c) terminate the affected portion of the Contract and refund the unused portion of fees if termination occurs within one year of the Effective Date. These remedies are the Customer's sole and exclusive recourse for any such claim.
8.1
This Section 8 applies specifically to orders placed online by the Customer and thus received automatically through the Platform without any initial customer representative contact and applies in addition to the other terms of these Terms governing in general.
8.2
24Slides provides to the Customer relevant information regarding price and delivery procedure before the Customer completes payment for the order. The Customer may start using the Services provided under a subscription upon the processing of the Customer's payment.
8.3
Subscription fees billed by payment card fall due immediately when placing an order for a subscription and subsequently immediately upon the automatic renewal of each subscription period.
8.4
Credit packages fall due immediately when placing an order for a package, and the credits are added to the Customers account and are available immediately upon 24Slides's receipt of payment.
8.5
When Services are purchased on a case–by–case basis, the Customer pays per delivery. Payment for the Services falls due immediately upon the Customer's approval of the slides on the Platform, or upon 24Slides's third attempt to contact the Customer to have the Services and/or revisions approved, as the case may be.
A Party shall keep all Confidential Information strictly confidential and shall not without the other Party's prior written consent disclose it to any Third-Party or use it for any purpose other than the performance of this Contract. These duties shall not apply to Confidential Information of the other Party that: (i) is publicly available, (ii) is obtained from a Third-Party in good faith or (ii) is disclosed in order to comply with applicable law.
10.1
TO THE MAXIMUM EXTENT PERMITTED BY LAW, 24SLIDES AND ITS AFFILIATES, LICENSORS, AND SUBCONTRACTORS (THE "24SLIDES GROUP") SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR EXEMPLARY DAMAGES, INCLUDING LOSS OF PROFITS, REVENUE, DATA, OR BUSINESS INTERRUPTION, WHETHER FORESEEABLE OR NOT, AND REGARDLESS OF LEGAL THEORY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
10.2
THE TOTAL AGGREGATE LIABILITY OF THE 24SLIDES GROUP FOR ALL CLAIMS ARISING FROM OR RELATED TO THE CONTRACT OR THE SERVICES, DESIGNS, OR DELIVERABLES SHALL NOT EXCEED THE TOTAL FEES PAID BY THE CUSTOMER TO 24SLIDES IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
10.3
THE CUSTOMER ACKNOWLEDGES THAT THESE LIMITATIONS AND EXCLUSIONS FORM AN ESSENTIAL PART OF THE COMMERCIAL AGREEMENT AND REFLECT THE ALLOCATION OF RISK BETWEEN THE PARTIES.
10.4
Each party shall take reasonable steps to mitigate any loss or damage it may suffer in connection with a claim.
11.1
A contract between the Parties is formed when i) upon the Customer's submission of an Order Form to 24Slides, which constitutes an offer, 24Slides accepts the offer; ii) the Customer places an order for a subscription online on 24Slides's Platform; iii) the Customer purchases a credit package on the Platform or offline, or iv) the Customer uploads to the Platform draft slides upon which 24Slides quotes a price (the offer) for the task requested and the Customer accepts the price quoted (acceptance).
11.2
The term of this Contract shall commence on the Effective Date. At the expiry of the Contract, the Contract will renew automatically - provided that the Order Form does not state otherwise (the "Initial Term") - unless terminated earlier pursuant to any of the Contract's express provisions. At the expiry of the Initial Term, the Contract shall automatically renew for a period of the same length as the Initial Term unless earlier terminated in accordance with this Contract's express provisions or unless either Party gives the other Party written notice of non-renewal at least ninety (90) days prior to the expiration of the then-current term, or if the Initial Term is for a shorter period, then at least on the day of the renewal of the term. The Contract for slides purchased from time to time when the Customer does not have a subscription shall commence in accordance with Section 11.1 and terminate by performance when each Party has performed all their obligations under the Contract, including all express and implied terms.
11.3
The Contract is non-terminable during the term. However, either Party has the right to terminate the Contract for cause upon written notice of termination given to the other Party if the other Party: (i) commits a material breach or default under the Contract (including a failure to pay any Fees or other fees due to 24Slides), which breach or default is not remedied within thirty (30) days after receipt of written notice thereof by the Party in breach or default or is not capable of being remedied within such thirty (30) day period or (ii) (a) makes an assignment for the benefit of creditors; (b) permits the appointment of a trustee or receiver of all or a substantial part of its assets; (c) is generally unable to meet its obligations when due, or (d) institutes voluntary proceedings in bankruptcy or insolvency, permits involuntary institution of such proceedings against it, or commits any other act of bankruptcy.
11.4
Termination or expiration of the Contract shall not, by itself, entitle the Customer to any refund for any fees paid in advance or a prorated refund of any ongoing service charges for a binding period (commitment) for the Services.
11.5
Any unused credits will terminate and be forfeited upon the expiration or termination of this Contract. Unused credits will not be paid out to the Customer or otherwise have any value upon Contract termination or expiration. Credits expire on the same date 12 months after the date of purchase. For Customers with a subscription, credits are added monthly on the day of the month on which the subscription term started running and credits expire on a rolling 12 months basis.
12.1
The Customer shall not share personal data with 24Slides unless a Data Processing Agreement (DPA) has been signed. Where a DPA exists, 24Slides will apply appropriate security measures and comply with applicable data protection laws. The Customer shall indemnify and hold 24Slides harmless from any claims or losses arising from the disclosure of personal data without 24Slides' prior consent or without an executed DPA.
12.2
Customer is hereby notified that 24Slides subcontracts its hosting services to Digital Ocean and is using Affiliates and subcontractors to perform part of the Services. 24Slides assumes no liability whatsoever that the cloud service provider complies with and guarantees the valid provisions of any Data Protection Laws.
13.1
These Terms and the Contract constitute the entire agreement between the Parties and supersede all prior understandings. Any amendment must be in writing and signed by both Parties.
13.2
Neither Party is liable for delay or failure caused by events beyond its reasonable control, including natural disasters, war, terrorism, labor disputes, supply issues, or government restrictions.
13.3
Provisions intended to survive termination - such as those on use restrictions, payment, liability, confidentiality, and governing law - shall remain in effect.
13.4
The Customer may not assign or transfer its rights without 24Slides' written consent. 24Slides may assign or subcontract its rights or obligations at any time.
13.5
Notices must be in writing and delivered by registered mail or email to the addresses stated in the Contract.
13.6
This Contract and any dispute arising out of or in connection with it shall be governed by and construed in accordance with generally accepted principles of international commercial law (lex mercatoria), supplemented by the substantive laws of Denmark, without regard to conflict of law rules. Any dispute shall be finally settled by arbitration under the Rules of Arbitration of the International Chamber of Commerce (ICC) by one arbitrator, appointed in accordance with those Rules. The seat of arbitration shall be Copenhagen, Denmark, and the proceedings shall be conducted in English. Each Party shall bear its own costs unless the arbitrator decides otherwise. If the Customer is located in Denmark, Danish law shall apply in its entirety and the proceedings shall be in Danish.
In addition to the terms defined elsewhere in these Terms, as used herein, the following terms shall have the meanings set forth below:
14.1
means the entity identified in the Order Form.
14.2
means with respect to an entity, any other entity or person controlling, controlled by, or under common control with, such entity. For purposes of the Contract, "control" means possessing, directly or indirectly, the power to direct or cause the direction of the management, policies or operations of an entity, whether through ownership of voting securities, by contract or otherwise.
14.3
means any claim, action, cause of action, demand, lawsuit, arbitration, inquiry, audit, notice of violation, proceeding, litigation, citation, summons, subpoena, or investigation of any nature, civil, criminal, administrative, regulatory, or other, whether at law, in equity, or otherwise.
14.4
means information that a Party provides to the other Party in connection with this Contract and that concerns the disclosing Party's business, including, without limitation, information on finances, development, production, marketing, sale, products, services, customers, suppliers, knowhow, trades secrets and the terms of this Contract.
14.5
means these Terms, the Order Form and other documents attached to the Order Form, including, inter alia, 24Slides's data privacy policy, a data processing agreement, and may include a non-disclosure agreement.
14.6
means the date which pursuant to Section 11.1 and the Order Form this Contract is formed and entered into.
14.7
means any computer instructions, circuitry or other technological means, such as a computer "virus", computer "worm", computer "time bomb", "Trojan horse", "back door" or malware or any blended or convergent combination thereof.
14.8
means any statute, regulation, ordinance, rule, order, decree or governmental requirement enacted, promulgated or imposed by any governmental authority at any level (e.g., municipal, county, province, state or national).
14.9
means an individual, corporation, partnership, joint venture, limited liability entity, governmental authority, unincorporated organization, trust, association, or other entity.
14.10
means the web-application on 24Slides's online site (website).
14.11
means all individuals involved in the performance of Services as employees, agents, or independent contractors of 24Slides or any subcontractor or Affiliates.
14.12
means a document based on 24Slides's order form template (online form or digital document, e.g. pdf), including its schedules, that sets forth the services, Service Allocation, and Fees to be paid by the customer, as agreed upon by both Parties, and which has been duly executed by authorized representatives of both Parties.
14.13
means each of 24Slides and the Customer, collectively the "Parties".
14.14
means, individually or jointly, Fix-up, Redesign, Redraw, Add-Ons, and other services, as defined in the Order Form, as amended from time to time.
14.15
means materials and information, in any form or medium, including any open-source or other software, documents, data, content, specifications, products, equipment, or components of or relating to the Services or Design or Deliverables that are not proprietary to 24Slides.
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