General Terms and Conditions

Conditionalis: General Terms & Conditions of Use (GTC)

1. Applicability

(1) The website available online at http://www.conditionalis.com is operated by us, Global Enterprises Services Ltd., (‘GES’), Trust Company Complex, Ajetake Road, Ajetake Island, Majuro, Marshall Islands, MH96960, a project facilitation company, registered in the Republic of the Marshall Islands (RMI) Registrar of Corporations under Reg.No. 124850. Contact details: via our website conditionalis.com or our registered agent, The Trust Company of The Marshall Islands, Inc. at the same address as above.

The Terms and Conditions established in this document (“GTC”) apply to the operation of the Conditionalis online platform provided by us as well as to the access and use of the Conditionalis Website available online at www.conditionalis.com on which natural and legal persons and varieties of persons with legal capacity can present projects to the public and may collect donations by third parties and support third-party projects themselves.

(2) The use of our platform is governed exclusively by these GTC, unless previously and expressly confirmed in writing. Any differing general terms and conditions of the users are expressly rejected.

2. Definitions

For the purposes of these GTC it is understood:
– “visitor”: person who accesses the website of our platform;
– “user”: registered visitor;
– “project owner”: user who wants to post a project on the platform and win project sponsors for it;
– “project sponsor”: user who supports one or more projects with a conditional donation;
– “account”: the system-internal assignment of all users, project owners and project sponsors linked to the respective email address. Access to the account is possible by confirming the email address;
– “open area”: the entirety of the pages on our platform that are freely accessible to all visitors;
– “closed area”: the entirety of the pages of our platform reserved only for users;
– “project”: the project owner’s project for which conditional donations are sought;
– “conditional donations”: the willingness of a project sponsor to pay a donation fee equal to the conditional donation amount if asked for by us; we will provide a cash contribution to the selected project balance for an amount of a certain percentage of the conditional donation amount (default and minimum: 2%)
– “funding amount”: total amount a project receives based on support (donations);
– “donation phase”: period during which visitors can allocate support (donations) to a project;
– “unclaimed withdrawal amount”: amount not claimed by the project owner despite readiness of payment.

3. Our services

(1) We provide the technological requirements for the use of our platform in accordance with the following provisions and to the extent described there.

(2) We provide users with an account under the following condition:

(a) Countries Served
The services of Conditionalis are offered in based on strategic and operational considerations in certain countries. While the project location may be in one country conditional donations may come from the same country or other countries.

(b) Blocked countries

From the following countries are neither projects nor donations accepted:
Sudan, Iran, North Korea, Myanmar, Kazakhstan, RMI.

The block may apply to other countries at our discretion.

(c) Abuse, illegal projects

Projects suspected of blackmailing, serving money laundering, terrorist financing or other illegal activities are excluded.

(3) We do public relations work for the platform. The type and extent of public relations work for our platform and/or the projects are at our sole discretion.

(4) The details regarding the registration process and use of other services are described at an appropriate place on the website of our platform. We are entitled to independently carry out updates and expansions to our range of services on our platform at any time.

(5) We are entitled to have our services provided by third parties.

(6) You communicate with our platform through independent online access, such as via a web browser.

4. Registration as a user, conclusion of a contract for the use of the platform

(1) The use of the closed area (e.g. for project creation, communication between project owner and project sponsor, self-presentation, project-presentation, image upload) of our platform requires an account with Conditionalis. You can register as both a project owner and a project sponsor. Registration is free of charge for you. To register, enter the required data in the registration form in the open area of our platform. The registration process is completed by clicking on the ‘register’ button. By sending, you are making a binding offer to conclude a contract for registration on our platform.

(2) If your data has been successfully transmitted as part of the registration in accordance with paragraph 1, you may receive an email from our platform with an activation link to confirm your email address and gain access to your account. The contract for the use of the closed area is concluded by clicking on the confirmation link contained therein for activation.

(3) Only natural persons with unlimited legal capacity are entitled to register and/or support. The minimum age of a user is 18 years.

(4) If you are already a user, you cannot become a user again (exclusion of “dual membership”).

5. Obligations of the users

(1) To ensure proper usage, you as a user are subject to the following behavioral obligations, non-compliance of which may lead to disadvantages for you – in particular to termination and assertion of claims for damages on our part or by third parties.

(2) As a user you are obliged to:

(a) to provide complete and truthful information when registering and other queries required to achieve the purpose of the contract (e.g. in the context of setting up a project or providing support – conditional donations);

(b) refrain from registering a second time (also not under another name/email);

(c) not to use any offensive names or names that violate the law (e.g. trademark or personal rights);

(d) if the requested data is subsequently changed, to correct it immediately in the designated administrative function of our platform;

(e) ensure that the email address you use and the associated password are not accessible to unauthorized third parties;

(f) to prevent any unauthorized use of our platform by third parties using your login details;

(g) immediately inform us at dataprotection(at)conditionalis.com if there is any misuse of your access data or account or if there are indications of impending misuse and

(h) to fulfill any contracts concluded via our platform when due.

(3) As a user, you may not act contrary to existing laws or the rights of third parties, in particular not in an abusive or immoral manner. This includes the following obligations:

(a) you ensure that the data you enter into the platform does not violate legal provisions regarding the protection of minors, general personal rights or the right to one’s own image, or intellectual property rights such as trademarks, company rights and/or copyrights of third parties. You must therefore check before each text entry and before uploading files whether you have the necessary rights (e.g. to a text, photograph, image, graphic, video, piece of music, sample). For photographs and videos, you must also check whether the people depicted have the necessary consent;

(b) you will not send spam (e.g. unsolicited or unauthorized advertising content, in particular financing offers and chain letters) to third-parties or other users of the platform via publicly accessible email addresses or forms;

(c) you refrain from entering data with content that is immoral, discriminatory, racist, politically extremist or that could hurt religious feelings;

(d) you comply with the legal requirements for data protection and data security.

(4) If you violate one of your additional obligations under paragraphs 2 and/or 3, we are entitled, at our discretion, to temporarily block and/or delete affected content with immediate effect and/or to exclude you temporarily or permanently from the offer and/or to terminate your account without notice. The same applies if we are informed by a third party that you have breached the obligations contained in 3. Paragraph 2 c. (abuse) or 5. paragraph 3, unless the third party’s claim is obviously incorrect.

(5) If you violate the above obligations, you must compensate us for any resulting damage or, if necessary, indemnify us against claims from third parties, unless you can prove that you are not responsible for the breach of obligation.

6. Obligation of the project owners to provide information about legal cancellation rights or other consumer information

When concluding the individual contracts for support (donation), only the project owner of the project must provide information about consumer information such as any rights of withdrawal, their legal requirements, and their exercise. We, Conditionalis, are legally third parties in this respect.

7. Conclusion of contract and contractual relationship between project owner and project sponsor, contractual right of withdrawal for project sponsor

(1) If you want to support a project owner’s project as a project sponsor, you first select a desired project. We expressly point out that the content of a project is not checked for plausibility by the platform operator. Responsibility for the projects themselves lies with the respective project owner.

(2) Then, as a project sponsor, you decide on an individual amount of money for support without anything in return. An overview will then open where you can check again whether the data you have entered is correct. You can still change your selection until you click the “Donate now” button.

(3) Project owners of projects accept the conditional donations from the respective project sponsors as soon as the project starts.

(4) Until the project is fully funded, a project owner can cancel his own project at any time or reduce the amount needed.

(5) Project owners are obliged to inform project sponsors truthfully and transparently to an appropriate extent until the contracts concluded with them have been fulfilled. This applies particular to questions from the project sponsors about the progress of contract fulfillment and, if necessary, about any problems with the project.

8. Limited contractual right of withdrawal as a project sponsor

As a project sponsor you can withdraw from a conditional donations if it is not yet executed or scheduled for immediate execution.

9. Payment of the funding amount to the project owners in case of readiness for payout

(1) We will stop accepting conditional donations technically as soon as the funding amount is reached.

(2) Once the project balance has reached the funding amount, the project is closed for further donations. You as project owner may expect payout in due course depending on operational procedures, typically within 30 days if all other data is available.

10. Unclaimed withdrawal amount, project sponsor´s / project owner´s grant of rights

In the event that, despite readiness for payout, a payout to the project owner is not possible for whatever reason even after a period of 12 months, the project sponsor and project owner hereby grant us, Conditionalis, the right to donate the unclaimed withdrawal amount less our fees to a non-profit organization determined by us for charitable purposes.

11. Copyrights and other intellectual property rights regarding user-generated content within our platform

(1) In the event that you enter content into our platform via your account to which you are entitled to copyright or other intellectual property rights, we are entitled to those exploitation actions that correspond to the purpose of the individual services within the framework of the platform for the duration of our service provision.

(2) This also applies after the termination of an existing user agreement with us, which is pseudonymized regarding to the name. You irrevocably and free of charge grant a non-exclusive right of use to this content to us, Conditionalis, even beyond the period of registration as a user.

(3) The data contained on our platform may be subject to legal protection (including copyright). Visitors and users are therefore not permitted to use this data beyond the usage rights granted by us or the respective rights holders in individual cases, in particular not to copy, edit and/or distribute it. This also applies particular to our rights as a database manufacturer. The repeated and systematic reproduction, distribution, or public reproduction of content on our platform runs counter to normal evaluation of our database and affects our legitimate interests.

12. Confidentiality and data protection

Your data will be stored and processed by us exclusively for the purposes resulting from registration, in compliance with the relevant legal data protection regulations (see also our data protection declaration).

13. Liability

(1) We will pay compensation or reimbursement of wasted expenses, regardless of the legal basis (e.g. from legal and transaction-like obligations, breach of duty or unlawful act), only to the following extent:

(a) liability in the event of intent or based on a guarantee remains unlimited;

(b) in the event of gross or simple negligence, we are liable to entrepreneurs, legal entities under public law or special funds under public law only to the extent of the typical damage that was foreseeable at the time the contract was concluded, unless it involves a violation of such an essential obligation, the fulfillment of which would require proper fulfillment Implementation of the contractual purpose is made possible in the first place and on whose compliance the entrepreneur can therefore regularly rely (so-called cardinal obligation);

(c) however, if we are in arrears with our performance, we are also liable for coincidence (accident), unless the damage would have occurred even if we had delivered on time;

(d) otherwise, our liability for simple negligence is excluded.

(2) We reserve the right to raise the objection of contributory negligence. You have the obligation to back up data according to the current state of the art.

(3) To the extent that our liability is excluded or limited, this also applies to the personal liability of our employees, directors, representatives, and vicarious agents.

(4) The above paragraphs 1 to 3 (liability) do not apply in the event of injury to life, body, health, or claims relating to product liability.

14. Termination and deletion of the user account

(1) The contract for the use of our platform is concluded for an indefinite period of time. It can be terminated by either party at any time.

(2) However, the ordinary termination according to paragraph 1 does not take effect as long as:

(a) you are a project owner and have an active or completed project;

(b) the project you support with conditional donations is not yet ready for funding.

(3) The right of both parties to extraordinary termination for good cause remains unaffected.

(4) Terminations must be declared in text form (e.g. by email) or using the technological function provided for this purpose on our platform.

15. Restricting the visibility of project by project owner

Projects can still be accessed by visitors after the donation phase has ended. However, project owners of unsuccessfully completed projects can limit the visibility so that they can no longer be accessed by visitors and/or users.

16. Changes to our GTC

(1) We have the right to change the content of these GTC.

(2) In this case, we will inform the users of the proposed change in text form (e.g. by email), stating the reason and the specific scope. The changes are deemed to have been approved by the respective users if the users do not object to them in at least text form. We will specifically inform users of this consequence in the notification letter. The objection must be received by us within six weeks of receipt of notification of the change. If the respective users exercise their right to object, the change request is considered rejected. In the event of rejection, the users who object must expect regular and immediate termination from Conditionalis.

17. Information for users from the EU on the European online dispute resolution platform for consumers and information on consumer arbitration boards

(1) According to EU Regulation No. 524/2013 on online dispute resolution in consumer matters, consumers are given the opportunity to settle disputes with entrepreneurs in connection with online sales contracts or online service contracts out of court via an online platform (OS platform) to be attached. This platform was set up by the EU Commission and made accessible via the following link: http://ec.europa.eu/consumers/odr/.

(2) We are neither willing nor obliged to take part in a dispute resolution procedure before a consumer arbitration board.

18. Applicable law, place of jurisdiction

(1) The law of the Republic of Marshall Islands applies, excluding the UN Convention on Contracts for the International Sale of Goods. However, mandatory regulations of the state of the respective user’s habitual residence remain unaffected.

(2) The place of performance and jurisdiction for all disputes arising from this contract is Majuro, Republic of Marshall Islands for contracts with merchants, legal entities under public law or special funds under public law.