Terms of Service

GENERAL TERMS AND CONDITIONS
SHOWZ.ai – SHOWROOMING GMBH

SHOWROOMING GMBH, Torstraße 207, 10115 Berlin
Phone: +49 30 23998570 · Mobile: +49 176 83288141
Managing Director: Ayan Yuruk
Website: SHOWZ.ai

§1 Scope, Contracting Parties, Definitions

1. These T&C apply to all contracts between SHOWROOMING GMBH ("SHOWZ") and customers ("USERS") of the online platform SHOWZ.ai ("Platform") regarding the use of the online platform and the generation of AI-based content. For enterprise customers, these T&C apply in addition to their individual agreement. The platform is a SaaS solution for AI-assisted generation/editing of images ("Outputs"). A SaaS solution (Software-as-a-Service) is a cloud-based model in which software applications are provided over the internet instead of being installed locally. The output is based on "Uploads/Prompts", i.e., content, data, instructions provided by customers. SHOWZ contracts exclusively with companies within the meaning of § 14 BGB. By agreeing to these T&C, it is confirmed that these requirements of § 14 BGB are met by the users at the time of contract conclusion.
2. Deviating terms of customers do not apply unless SHOWZ expressly agrees.

§2 Services & AI Use; Third-Party Providers

1. SHOWZ operates the platform for AI-assisted generation/editing of images. Outputs can vary; a specific quality/fitness for use is not warranted. This contract is a services contract; a specific result is expressly not owed.

2. To provide the services, SHOWZ uses third-party AI services, including "Lovable" (lovable.dev). A current list of processors/sub-processors is available in the privacy notice. The "Krea" application may also be integrated optionally. The latest image generation models available on the market are continuously used. New versions and technological developments are regularly reviewed and, if suitable, integrated into the existing system environment. The selection and use of the respective models is based on quality, performance, and availability criteria. Disclosure of the specific models used can be provided upon request.

3. To the extent required for contract performance, uploads/prompts/metadata are transmitted to the processors. SHOWZ ensures DSGVO-compliant processing of personal data.
4. Training/improvement of AI models by third parties using customer data occurs only with explicit consent (opt-in); without consent, no training.
5. Certain functions are additionally subject to the terms/policies of third-party providers (e.g., Lovable Terms, Product Terms, Platform Rules) – see § 10.
6. Because generation is based on external AI models, SHOWZ cannot guarantee the continuous availability of these third-party services.

§3 Contract Models, Scope of Services, Termination

A) Subscription model: The packages differ in editing functions and image quotas. Details of the packages are set out in Starter/7 Days Free, Studio/84€ per month, Professional/499€ per month, or an Enterprise model/price as agreed. For online payments, the respective terms of the payment providers used apply. Invoices are provided electronically. Termination: A termination can be made at any time, but must occur at least 5 business days before the end of the respective booked term; otherwise the SUBSCRIPTION renews again for the originally booked period.
B) Enterprise model: The enterprise model is an individual agreement including these T&C. A separate agreement is concluded for this purpose.

§4 Registration, Account, Use, Age Limit, Prohibited Content, Customer Obligations

1. Registration is required by customers before use. Use is permitted only from 18 years of age.
2. Customers receive access credentials. The access credentials are confidential; passing them on to third parties is prohibited.
3. Registered users are responsible for use and the respective content. Customers undertake not to use the platform for illegal, sexual or insulting, discriminatory, glorifying violence, pornographic, harmful to minors content and not to infringe third-party rights in connection with the use of the platform (third-party personality rights, trademark/design rights, copyrights). Customers are responsible for the legality of their uploads/prompts and obtain any necessary third-party consents. Customers must not impair system/network security; reverse engineering, scraping, deepfakes, and other misuse are prohibited. The user is responsible for ensuring that entered prompts or uploaded images do not infringe third-party rights. The user indemnifies the provider in the event of violations.
4. SHOWZ reserves the right to suspend or delete user accounts in cases of misuse or legal violations. In the event of serious violations of the above section (3), an immediate suspension occurs.
5. The content generated by SHOWZ.AI is considered AI-generated. The user is responsible for complying with statutory labeling obligations (e.g., to end customers or platforms).

§5 Rights to Results, Customer Content

1. Upon full payment, customers receive a simple, temporally, spatially, and materially unrestricted right of use in the outputs within the purchased scope, incl. online, social & if applicable print, subject to the conditions of the third-party providers used. Third-party rights remain reserved. The right to sublicense and to resell is excluded,
2. Customers grant SHOWZ a simple right of use to uploads/prompts/metadata exclusively for contract performance, support, security, error analysis. No rights of use for marketing/training purposes are granted without separate consent.
3. The rights to the AI models/software remain with the rights holders; use does not transfer model rights.
4. Showrooming GmbH is entitled to use generated content for demonstration, reference, and marketing purposes unless the user expressly objects.

§6 Availability, Maintenance, Support

1. The platform has a target availability of 99.5%/month, excluding maintenance and events outside the sphere of influence.

§7 Warranty and Errors

1. The use of AI outputs is probabilistic; no assurances can be given regarding correctness, originality, suitability, or freedom from third-party rights. This must be independently checked by customers before any corresponding use. SHOWZ can therefore assume NO warranty or guarantee for the results. To the extent not otherwise legally regulated, a warranty is excluded.
2. Error correction in connection with use of the platform is only provided insofar as reasonable. Beyond that, there is no claim to any error correction.

§8 Liability

1. The provider is liable without limitation for intent and gross negligence as well as for injury to life, body or health. In the event of simple negligent breach of essential contractual obligations (cardinal obligations), liability is limited to the foreseeable, typical contractual damage; otherwise liability is excluded. Liability under the Product Liability Act (ProdHaftG) remains unaffected. The provider's total liability is limited per contract year to the average annual remuneration of the user for the last preceding calendar year or to the ordered annual value of the current year at the time the claim is asserted, whichever is lower,
   limited.
2. Liability for availability/policy-related restrictions by third-party providers (e.g., Lovable) is excluded, subject to mandatory provisions.

§9 Data Protection; Consents

1. The provider is responsible for all matters of data protection. Data are collected and/or processed only for the purpose of operation, billing, security, abuse prevention, or support within the legal possibilities. Reference is made to the separate privacy policy. Legal bases include, inter alia, Art. 6 Abs. 1 lit. b DSGVO (contract) for mandatory processing; Art. 6 Abs. 1 lit. f for security/abuse prevention; Art. 6 Abs. 1 lit. a (consent) for optional disclosures, for marketing/newsletter, for model training/improvement by third-party providers. Contractually required processing is based on Art. 6 (1)(b) DSGVO. Consents (Art. 6 (1)(a)) are obtained exclusively for optional purposes (e.g., model training, newsletter, additional integrations) in a granular manner and can be revoked at any time. Use of the core service is not dependent on consent.
2. Customers declare before use a voluntary and revocable consent with the required data use by SHOWZ.
3. Used AI models/third-party providers, including Lovable, 3. Used AI models/third-party providers, including Lovable, Google Cloud models, optionally Krea, are connected within the scope of data protection possibilities and obligations., optionally Krea, are connected within the scope of data protection possibilities and obligations.
4. The customer consents that his inputs (prompts) are passed on to the partner platforms (e.g., Lovable, Google) for performance of the service. Use of these data for training the general AI models is excluded by the provider (insofar as technically possible via business tiers at the partners).

§10 Third-Party Terms (Pass-Through) – in particular Lovable

1. In addition, the terms/policies of the third-party providers (e.g., Lovable Terms, Product Terms, Platform Rules) apply insofar as required and reasonable for service provision. Changes/discontinuations of third-party functions may require adjustments; material changes will be announced with reasonable notice. If this results in material disadvantages for the user, the user has an extraordinary right of termination for a period of 21 days from notification.
2. Customers may not use third-party services contrary to these terms. In case of violations, SHOWZ may restrict functions, remove content, or terminate.

§11 Changes to the T&C and the Scope of Services

1. Changes to the T&C are possible for objective reasons (new functions, legal situation, security, provider change). Material changes will be announced at least 30 days before taking effect; customers then receive a special right of termination within 21 days after receipt of the announcement in the event of disadvantageous changes. Customers have the right to object to changes to the T&C within 21 days of receipt of the change notice. After the expiry of the period, the changes are deemed approved.
2. Changes to the scope of services without impairment of core functionality are permissible.

§12 Term & Termination, Data Export

1. The term and termination options depend on the model and the description of the respective model in § 3 A of these T&C.
2. Data export of outputs/uploads is still possible within 30 days after contract end, after which the contents are deleted unless statutory retention obligations conflict. §13 Force Majeure events outside the sphere of influence (force majeure, data center/third-party outages, official orders, also the consequences of pandemics or comparable disasters) release for the duration from the obligation to perform.

§14 Digital Service Act - Notice-and-Action (Reporting for unlawful content) NOTICE AND REMOVAL OF CONTENT

Unlawful, in particular insulting, sexual, discriminatory, glorifying violence, pornographic, or harmful to minors content, ethical violations, discriminatory or misanthropic content, deepfakes / violations of personality rights, misleading or manipulative depictions, misuse of brand or identity reference, violation of fundamental social values (e.g., hate, extremism) are promptly removed by SHOWZ. SHOWZ provides an electronic reporting form via the portal. Reports must include URL/content ID, justification/legal basis, and contact. Showz confirm receipt and review the report promptly, then further communicate the result. You can also contact the email address: hello@showz.ai.

§15 Contractual Penalty

1. If the contracting party culpably violates a material obligation from the contractual relationship, the provider is entitled to demand an appropriate contractual penalty.
2. The amount of the contractual penalty is determined by the provider at its reasonable discretion and can be reviewed by the competent court in the event of dispute.
3. Further claims for damages remain unaffected; any contractual penalty paid will be credited against any damages.
4. The contractual penalty is due immediately and regardless of the occurrence of a specific damage.

§16 Final Provisions

1. Notifications and declarations under this contract must be in text form (e.g., email). Receipt is deemed to have occurred when sent to the email address of the other party on file. The customer keeps their contact data up to date and informs of changes without undue delay in text form.
2. German law applies; the UN Convention on Contracts for the International Sale of Goods is excluded.
3. The place of jurisdiction is the competent court for the provider's seat.
4. If a provision of this contract is invalid, unenforceable, or void, the contract remains effective in other respects. The provision that is invalid, unenforceable, or void shall be replaced by the provision that comes closest to the intended economic purpose in a legally permissible manner. The same applies in the event of a contractual gap.