GENERAL TERMS AND CONDITIONS OF BUSINESS

General Terms and Conditions for Facebook Ads campaigns of Explain Smart

The following general terms and conditions apply when booking the following products. The applicable Ads advertising guidelines also apply.

from Facebook in accordance with https://de-de.facebook.com/policies/ads/# . Explain Smart reserves the right to reject the customer order if

this does not comply with the applicable Facebook Ads advertising guidelines.

§ 1. Scope

These Terms and Conditions apply to Explain Smart customers who run a Facebook Ads campaign through Explain Smart, as well as to customers who, through agreement with Explain Smart, operate a first contact page, a Facebook page, or separate phone tracking. Sales are handled by sales staff or independent sales representatives of Explain Smart and its subsidiaries. The terms of the order form apply.

§ 2. Services of Explain Smart

In detail, the services provided by Explain Smart include the following tasks: Creating a comprehensive research of relevant campaigns for which ads should be placed on the Facebook network; Clean-up of the current Ads account to align it with the results of the research; Ongoing optimization of all relevant factors in the Facebook Ads account; This includes, among other things, the ad texts, the links to the landing pages, the keywords (positive and negative), click prices; analysis and evaluation of competitor activities and deriving and implementing possible measures; Providing recommendations for action on the website to reduce the bounce rate and increase the sales rate; Creating and providing monthly reports on the performance of the campaigns.

§ 3. Editing by Explain Smart

(1) Explain Smart’s processing time for providing the above-mentioned services is 10 working days.

(2) Customer orders, including campaign briefings and materials required for creation and to be provided by the customer, must be received by Explain Smart no later than 10 business days before the start of the campaign. Otherwise, Explain Smart reserves the right to postpone the start date of the order to the next possible date. The term of the order remains unaffected.

(3) Explain Smart does not take over existing Facebook Ads accounts or Facebook entries. These will be created upon order. Existing accounts or entries must be demonstrably deactivated or deleted by the customer at the latest at the time of commissioning Explain Smart for the respective service.

§ 4. Contract term

(1) Facebook Ads campaigns run indefinitely with a minimum term of 12 months. They can be launched on the 1st or 15th calendar day of each month.

(2) The First Contact Page, Facebook Page and Telephone Tracking products are available for an unlimited period with a minimum term of 12 months.

§ 5. Termination

Duration

All contracts can be terminated with six weeks‘ notice to the end of the month, but no earlier than the end of the respective minimum term. Each product requires a separate termination notice.

§ 6. Prices

material

(1) The current price list of Explain Smart at http://www.explainsmart.de/preise applies to all products.

Costs can be found on the online form. All prices are non-discountable.

or AE capable.

(2) Billing for Facebook campaigns is done monthly.

(3) Billing for initial contact pages, Facebook Page and telephone tracking is done annually at the beginning of the term.

§ 7. Budgeting for Facebook Ads

Budget investment and budget control according to the contract are generally distributed evenly over the booked term, unless otherwise specified. Consequently, for a 30-day month, 1/30th of the monthly budget is invested daily.

§ 8. Indemnity

(1) If the online marketing orders affect Explain Smart’s customers‘ intellectual property rights, the customer shall ensure that Explain Smart and its vicarious agents grant Explain Smart and its vicarious agents a simple, non-exclusive, non-transferable right of use (e.g., there is no „worldwide“ trademark protection), limited in time to the term of the contract, and limited in content to the purpose of the contract, with regard to the trademarks, symbols, names, images, and texts provided within the scope of the respective campaigns. The customer is obligated to ensure that Explain Smart is permitted to advertise with the customer’s trademark.

(2) The customer indemnifies Explain Smart against any third-party claims in connection with the granting of rights that are based on Explain Smart’s contractually compliant use of the rights, and undertakes to compensate Explain Smart for all damages incurred in this connection if Explain Smart is attacked. This includes, in particular, necessary legal defense costs.

3) The Customer will promptly notify Explain Smart in writing of any potential infringements or third-party claims and coordinate the response thereto with Explain Smart.

§ 9. Cancellation

(1) In the event of premature cancellation of an order (within 10 business days before the start of service), a cancellation fee of €300 is payable. This applies to all products.

(2) In the event of an extraordinary termination of a Facebook campaign due to legal issues within the advertising campaign and in the event that a follow-up motif cannot be delivered, the customer will be invoiced in full for the month already started and for three additional months in the amount of EUR 300 each.

(3) Cancellation after the service has begun is not possible.

§ 10. Product design

(1) A needs-based adjustment of Ads campaigns in response to customer requests for changes is possible on a monthly basis, for example with regard to seasonal offers.

(2) Adjustments and content changes to the initial contact pages are subject to a fee after the page has been approved (maximum two rounds of corrections) and will be charged to the customer at €250 per hour. In the following year, content adjustments (replacement of images and/or text – no redesign of the page!) are included in the fee once.

(3) Changes to a Facebook + entry are possible at any time during the term within reasonable limits.

(4) The customer shall provide Explain Smart with all necessary materials (text, images, data) for the creation of initial contact pages and Google+ entries in a timely manner, but at least 10 days before the start of the contract term, via email to adwords@ExplainSmart.de. In the event of non-delivery, Explain Smart and its vicarious agents shall be entitled to obtain the required materials from the customer’s website.