Terms of use

The following terms and conditions regulate the contractual relationship between the Direct2Solutions GmbH, Berliner Straße 107, 33330 Gütersloh (consecutively „D2S“) as vendor of the whitelabeldating platform crossdating.com and the reseller, that uses this platform to advertise his own dating portal (consecutively called „reseller“).

§ 1 Preamble

1. D2S operates a dating site in a whitelabelformat and offers resellers the opportunity to advertise their own dating site towards end customers.

2. The reseller procures D2S future customers (users), that use dating sites owned by D2S. The reseller receives a commission for doing so.

§ 2 Object of agreement

1. Object of agreement is the distribution of D2S' dating solutions by the reseller through various domains of the reseller.

2. D2S offers the necessary technical system including the payment system in line with its operative and technical knowledge and as a requirement to § 3 on own judgement to the reseller.

3. The reseller offers the dating solution in his name towards the end customers. The reseller will receive a commission according to the figures seen in the statistics of his dating solution.

4. The contracting parties agree, that with this contract the design of the dating platform can not be influenced by D2S in any way. Changes on the dating site are therefore only possible, looking at the national and international guidelines and standarts, if they are not clearly unreasonable to the reseller.

5. The contracting parties are not allowed to represent each other in a legal matter.

§ 3 Services and rights of D2S

1. D2S is owner of the easement of the dating site. The easement of the dating site will be assigned to each customer of the reseller, not the reseller itself.

2. If the reseller or one of his customers with knowledge of the reseller uses the dating site of D2S in abusive or illegal manner, D2S can uncommonly and without notice discharge this contract and claim compensation.

3. The right of uncommon discharge because of other reasons remains untouched. In case of violation against this duty, D2S has the right of immediate cancellation of every network and server access.

4. D2S is free in choosing customers it wants to have a contract with. There are no contractual duties forcing D2S to assign contracts with customers of the reseller.

§ 4 Rights and duties of the reseller

1. The reseller is liable for any false advertising, technical description or any other false information or promise that is not included in the service of D2S any anticompetitive business behaviour or any other illegal act in coherence with the customer advertisement towards those customers and any other associations and alliances. In case of assertion of demands – as a result of acts performed by the reseller – D2S is free of any obligation towards customers or any other third party.

2. In case of fraudulent behaviour or action towards D2S, especially faking contracts with not existing customers, any claim for commission in the past and future is and will be invalid. Other compensational claims remain untouched from this regulation.

§ 5 Contract duration

1. Once the registration is finished the contract becomes valid. The contract has an unlimited duration and can be discharged at the end of any month by any party with a delay of four weeks. The commission payout will be proportionate for the actual contract duration.

§ 6 Commission and billing

1. D2S calculates the revenue of the resellers customers and pays out only the commission to the client. The commission calculates from payed customer bills D2S has settled. From this amount the reseller receives his commission according to the following commission scale (revenue per month):

   • 0-10.000 Euro → 55% Commission
   • 10.000-50.000 Euro → 60% Commission
   • 50.000-150.000 Euro → 65% Commission
   • 150.000 Euro → 70% Commission

2. The billing occurs on the 20. of the billing periods following month.

3. The resellers payout occurs with reservations, if D2S receive the carrier and supplier payouts on their part. If the carriers or suppliers withhold any payouts, D2S hast the right to withhold reseller payouts amounting to withheld amount of the carriers and suppliers.

4. Objections of any kind regarding the resellers commission must occur within a foreclosure of 6 weeks after payout sustainment. If the reseller misses out on the foreclosure any lowering, compensation or withholding rights decline.

§ 7 defects liability and liability

1. The contracting parties assure to fulfill their duties under this contract in a professional and proper manner. During the contract duration they obligate themselves to perform any necessary measurement in order to fulfill their duties under this contract.

2. D2S is liable for the availability of the technical system.

3. If financial losses occur caused by D2S' deliberate violation of it's duties under this contract, D2S is unrestricted liable. Liability for ordinary or gross negligence is excluded.

4. D2S is not laible for any damage, caused by the resellers customers, occurred during illegal or abusive usage of D2S' services. Further on D2S expulses any liability for actions occurred in the resellers or its customers field of responsibility. In other respects D2S adheres fully for damage that is verifiable caused by D2S single-handedly.

5. D2S adheres not for secondary errors on D2S' services as well as errors caused by an act of God, labor dispute, governmental actions, technical updates or changes on D2S partner assets or other in the area of third party responsibilities lying errors. System downtimes caused by necessary maintenance preclude D2S of any liability.

6. D2S adheres only for contract violations, if the user immediately and orderly reprehends the badly fulfilled or missed duty towards D2S and allows D2S an adequate respite for clearance or contract violation acknowledgment and the contract violation from D2S after respite is not cleared. The complaint must describe the contract violation as detailed as possible in order to allow D2S suitable reacting.

7. Insofar as liability of D2S is excluded or limited, this also applies to personal liability of employees, other associates, bodies, ambassadors and servants of D2S.

§ 8 Confidentiality and data protection

1. D2S will save and process the customers communication data as far as fulfilling this contract makes it necessary and no legal issues forbid it.

2. Both parties agree to confidentiality about the contract agreement and any other information about the other contract party that became or will become known in conjunction with this contractual relationship. The obligations to confidentiality includes all technical, financial, operational and commercial information about the other party.

3. The parties ensure that the same confidential commitment applies to its associates and third parties that are employed by the party and have access to confidential information.

§ 9 Assignability

1. This contract regulates exclusively the contractual relationship with the reseller. The reseller is not able to, without D2S written agreement, devolve any rights and duties of this contract to a third party. All in this respect reached agreements towards D2S are provisionally invalid.

2. D2S has the right to assign third parties in order to fulfill their duties under this contract without the resellers agreement.

§ 10 Jurisdiction and place of performance

1. German legislation applies for this contract under debarment of the UN-CISG (Convention on Contracts for the International Sale of Goods) and the international private law.

2. Jurisdiction for every conflict based directly or indirectly on the contractual relationship of both parties is, insofar as lawfully approvable, Gütersloh in Germany.

3. Place of performance is D2S' head office.

§ 11 Final clause

In case certain terms of this contract become or are invalid all other terms remain valid. In place of the invalid term a similar term that fulfills the same economical purpose becomes valid.