Terms of Service

Provider. The Service is provided by ManyPI, a sole proprietorship (Einzelunternehmen) of Ole Nepomuk Mai, Goethestrasse 70, 10625 Berlin, Federal Republic of Germany, VAT ID DE335582063 ("ManyPI", "we", "us", "our").

Customer. The customer is the natural person, legal person or partnership with legal capacity that enters into the Agreement with us ("Customer", "you", "your").

Business customers only. We contract exclusively with entrepreneurs within the meaning of § 14 BGB, legal persons under public law and special funds under public law. By entering into the Agreement you confirm that you are acting in the exercise of your trade, business or profession. We do not contract with consumers within the meaning of § 13 BGB.

Consumers excluded. If you are not acting in a business capacity, you may not register for or use the Service. If we establish that a Customer has entered into the Agreement as a consumer, we may terminate the Agreement with immediate effect and will refund any fees paid for the period after termination.

Exclusive application. These Terms of Service apply exclusively. Your own general terms and conditions do not become part of the Agreement, even if we do not object to them or perform without reservation in the knowledge of them.

Individual agreements. Agreements made with you in an individual case, including collateral agreements, supplements and amendments, take precedence over these Terms of Service (§ 305b BGB). Subject to proof to the contrary, a written contract or our confirmation in text form is decisive for their content.

Contractual documents. The agreement between you and us (the "Agreement") consists of the following documents; in the event of a conflict, they apply in this order:

1. (a)
   the Data Processing Agreement, including its annexes, in all matters of data protection;
2. (b)
   these Terms of Service;
3. (c)
   the Acceptable Use Policy; and
4. (d)
   the description and price of the Plan shown at the time of your order.

Information notices. The Privacy Policy, the Cookie Policy, the Data Rights Notice and the CCPA Notice inform you about our own processing of personal data. They are not contractual documents. The Sub-processor List forms part of the Agreement as Annex III of the Data Processing Agreement.

Conclusion of the Agreement. The presentation of the Service on our website is not a binding offer. The Agreement for the Free Plan is concluded when you complete registration and accept these Terms of Service. A subscription to a Paid Plan is concluded with us when you complete the checkout process for that Plan; the payment transaction is processed by the merchant of record named in clause 11.3.

Retrieval and storage of the contract terms. The current version of these Terms of Service is available at https://manypi.com/legal/terms, where it can be retrieved, saved and printed. We record which version you accepted and when. On request to legal@manypi.com we will send you the text of the version you accepted.

Service. "Service" means the ManyPI platform available at https://app.manypi.com, including its application programming interface (API), its Model Context Protocol (MCP) server, the Documentation and any integration or support we provide.

Documentation. "Documentation" means the product descriptions, help centre articles and technical documentation for the Service that we publish at https://manypi.com/help and docs.manypi.com, as amended from time to time in accordance with these Terms of Service.

Plans. "Plan" means the scope of service you have selected. "Free Plan" means a Plan provided free of charge. "Paid Plan" means any Plan for which fees are payable.

Customer Data. "Customer Data" means all data that you or your Users upload, import, create or generate in the Service, or that the Service collects on your instruction, including contact and lead records, CRM records, campaigns, workflows, files, Output stored in your Workspace, and mail synchronised from a mailbox you connect.

Contact Data. "Contact Data" means the part of Customer Data that constitutes personal data relating to third parties, in particular the persons you research, store and contact.

Output. "Output" means content generated by the Service using artificial intelligence, including drafted messages, extracted data, summaries, scores and classifications.

Credits. "Credits" means the units in which the consumption of metered functions is measured under §9.

Subscription Term. "Subscription Term" means the billing period of a Paid Plan you selected (monthly or annual) and each renewal of it.

Workspace. "Workspace" means your account, together with the organisations, brands and Users within it.

User. "User" means any natural person whom you allow to access the Service through your Workspace, including members you invite.

Text form. "Text form" has the meaning given in § 126b BGB. An email satisfies it.

Accurate information. You shall provide accurate and complete information on registration and keep it up to date.

Authority. A person who registers on behalf of an organisation confirms that they are authorised to enter into the Agreement on its behalf.

Credentials. You shall keep your access credentials and API keys confidential and ensure that your Users do the same. You are liable for use of your credentials by third parties to the extent that you are responsible for that use. You shall notify us without undue delay at security@manypi.com if you suspect unauthorised access.

Users. You may invite Users to your Workspace and assign roles to them. You shall ensure that your Users comply with the Agreement. Their acts and omissions in connection with the Service are attributed to you.

Visibility within a Workspace. Customer Data in a Workspace, including correspondence synchronised from a connected mailbox, is accessible to the Users of that Workspace. You shall take this into account before inviting Users or connecting a mailbox.

Right of use. For the term of the Agreement we grant you the non-exclusive, non-transferable and non-sublicensable right to access and use the Service for your own business purposes, within the limits of your Plan.

Software as a service. The Service is provided over the internet. You receive no copy of the software, other than the code your browser executes temporarily in order to use the Service.

Ownership. The Service, its software, design, Documentation and trade marks remain the property of ManyPI or its licensors. The Agreement transfers no ownership. All rights not expressly granted are reserved.

Restrictions. You shall not:

1. (a)
   rent, lend, sell, sublicense or otherwise make the Service available to third parties, except as permitted in clause 4.5;
2. (b)
   remove or alter proprietary notices in the Service;
3. (c)
   decompile, disassemble or otherwise reverse engineer the Service, except to the extent permitted by §§ 69d and 69e UrhG;
4. (d)
   use the Service to develop or operate a competing product or service; or
5. (e)
   access the Service by any means other than the interfaces we provide, namely the web application, the API and the MCP server.

Agencies and service providers. You may use the Service to provide services to your own clients, including through the multi-brand features, provided that you remain our sole contracting party and remain responsible for the lawfulness of the processing you carry out for those clients. Your clients may access the Service only as Users of your Workspace. You may not resell bare access to the Service.

Feedback. We may use suggestions and feedback you give us about the Service without restriction and without compensation. This gives us no right to Customer Data.

Ownership of Customer Data. As between you and us, you retain all rights in Customer Data. We acquire no ownership of it.

Licence to us. You grant us, for the term of the Agreement and the periods set out in §13, the non-exclusive right to host, store, reproduce, process, transmit, display and adapt Customer Data to the extent necessary to:

1. (a)
   provide the Service to you;
2. (b)
   comply with our legal obligations; and
3. (c)
   prevent, detect and investigate abuse of the Service and security incidents.

No model training. We do not use Customer Data to train, fine-tune or otherwise improve artificial intelligence models, whether our own or a third party's. We have contractually excluded such use by our AI provider.

No sale or own use. We do not sell Customer Data, do not license it to third parties and do not use it for our own marketing. We disclose it only as provided in the Agreement.

Data protection. To the extent Customer Data contains personal data, you are the controller and we are your processor. The Data Processing Agreement governs that processing. It forms part of the Agreement without a separate signature. The limited processing for which we act as controller is described in §1 of the Data Processing Agreement and in the Privacy Policy.

Backups. We back up Customer Data regularly, as described in Annex II of the Data Processing Agreement.

Export during the term. You may export Customer Data at any time during the term of the Agreement using the export functions of the Service. §13 governs export and deletion after termination.

Aggregated statistics. We may compile aggregated, anonymised statistics about the use of the Service, such as volumes, performance and error rates, and use them to operate and improve the Service. These statistics do not identify you, your Users or any other person, and we publish nothing from which you could be identified.

Responsibility for lawfulness. The Service enables you to collect information about, and to communicate with, persons who may have no prior relationship with you. You alone decide whether and on what basis you do so, and you are responsible for the lawfulness of that processing and of those communications.

Your obligations. You shall ensure that:

1. (a)
   you are the controller of all Contact Data and determine the purposes and means of its processing;
2. (b)
   you have a valid legal basis under Article 6 GDPR, and under any other applicable law, for each processing operation you instruct, including collection, enrichment, storage and contact;
3. (c)
   you comply with your information obligations under Articles 13 and 14 GDPR; where personal data was not obtained from the data subject, you provide the information required by Article 14 GDPR, including the source of the data, within a reasonable period and at the latest within one month, and at the latest at the time of the first communication where the data is used to communicate with the data subject;
4. (d)
   you comply with the law on electronic communications and direct marketing in every jurisdiction you contact, in particular § 7 UWG in Germany, which requires the recipient's prior express consent to advertising by email also between businesses, subject only to the narrow exception in § 7(3) UWG; the national laws implementing Directive 2002/58/EC in the other Member States; the CAN-SPAM Act in the United States; and Canada's Anti-Spam Legislation (CASL);
5. (e)
   you give effect to objections, opt-outs and erasure requests without undue delay;
6. (f)
   you are entitled to connect each mailbox you connect and, where it belongs to an organisation, are authorised by that organisation to grant us access to its contents;
7. (g)
   you do not process special categories of personal data (Article 9 GDPR) or personal data relating to criminal convictions and offences (Article 10 GDPR) through the Service unless we have agreed to it in advance in text form and appropriate additional safeguards are in place;
8. (h)
   you do not process personal data of children through the Service;
9. (i)
   you comply with the Acceptable Use Policy; and
10. (j)
    you comply with applicable export control and sanctions law, and neither you nor any of your Users is a person subject to sanctions or acting on behalf of one.

No legal advice. No feature, default setting, warning or template in the Service constitutes legal advice or a statement that a particular use is lawful. Warnings about a jurisdiction or practice do not replace your own legal assessment.

Indemnity. You shall indemnify us against claims asserted against us by third parties, including data subjects and authorities, that arise from a breach of your obligations under this §6 or under the Acceptable Use Policy, including the reasonable costs of our legal defence and, to the extent legally permissible, fines. This does not apply if you are not responsible for the breach.

Conduct of claims. We shall notify you without undue delay of any claim within clause 6.4, shall not acknowledge or settle it without your consent (which you shall not unreasonably withhold), shall give you the opportunity to conduct or support the defence, and shall provide reasonable assistance at your expense.

Scope. The Service can retrieve, crawl and extract data from websites that you specify. You select the collection targets. This §7 applies in addition to §6.

Your obligations for each target. For each website the Service accesses on your instruction, you shall ensure that:

1. (a)
   you are entitled to access the website and extract its content, and have obtained any permission required by its operator, its terms of use or a technical measure; the mere technical accessibility of content does not establish that entitlement;
2. (b)
   you comply with the website's terms of use, licence conditions and API terms, and with any restriction it places on automated access, reproduction or re-use;
3. (c)
   you do not cause the Service to circumvent a login, paywall, CAPTCHA, rate limit, bot-detection system or any other technical protection measure;
4. (d)
   you comply with data protection law where the extracted content contains personal data, in accordance with §6;
5. (e)
   you respect the sui generis right of database makers under Directive 96/9/EC and its national implementations, in Germany §§ 87a ff. UrhG, which protects against the extraction and re-utilisation of substantial parts of a database irrespective of whether its contents are protected by copyright;
6. (f)
   you comply with copyright law, including the rules on text and data mining under Directive (EU) 2019/790 and its national implementations, in Germany § 44b UrhG, and in particular respect any machine-readable reservation of rights under Article 4(3) of that Directive;
7. (g)
   you comply with laws prohibiting unauthorised access to computer systems, including § 202a StGB, the U.S. Computer Fraud and Abuse Act and equivalent laws; and
8. (h)
   you comply with unfair competition law, including the UWG, and do not use the Service to exploit another person's protected investment or achievement.

Our technical controls. We operate the following controls:

1. (a)
   we parse and respect robots exclusion files (RFC 9309) under the user agent `ManyPI`, including directives that decline automated or AI collection;
2. (b)
   we maintain a block list of sources from which collection through the Service is not permitted, selected on legal grounds and updated as the legal position develops;
3. (c)
   we assess the risk of collection targets and may, as a result, place a target under review, require you to confirm your entitlement, or refuse it; and
4. (d)
   we limit the request rate so that collection does not impair the target website.

No circumvention. Any attempt to circumvent the controls in clause 7.3, including by disguising a target, routing around the block list or splitting requests to evade rate limits, is a material breach of the Agreement.

Limits of the controls. The controls in clause 7.3 reduce the risk of unlawful collection. They do not establish that a particular collection is lawful, do not constitute legal advice and do not relieve you of your obligations under clause 7.2. That a target is technically accessible or absent from the block list does not establish an entitlement to collect from it.

Allocation of responsibility. You are responsible for the selection of collection targets, your entitlement to collect from them, the volume and frequency of collection, and any subsequent use of the collected material. Apart from the controls in clause 7.3, we do not review targets in advance, verify your permissions or monitor what you extract.

Indemnity. Clauses 6.4 and 6.5 apply accordingly to claims asserted by website operators, rightsholders, data subjects, competitors or authorities that arise from a breach of your obligations under this §7.

Suspension of collection. If we receive a substantiated complaint from a website operator or rightsholder, or our risk assessment flags a target, we may suspend the affected collection and require you to demonstrate your entitlement before it resumes. Clauses 12.5 and 12.6 apply.

AI features. The assistant, the research agent and the drafting and classification features use artificial intelligence. We identify them as such at the point of use.

Nature of Output. Output is generated probabilistically. It may be inaccurate, incomplete, outdated or fabricated, including about named persons and companies, and comparable instructions may produce comparable Output for other customers.

Review and contractual condition. Output is intended to support your judgement, not to replace it. You shall review Output before relying on it and, in particular, before sending any message drafted with its assistance. The possibility of inaccurate Output described in clause 8.2 is part of the agreed condition of the Service and does not in itself constitute a defect. Our liability is governed by §15.

No professional advice. Output is not legal, tax, financial, medical or other professional advice, and you shall not present it to third parties as such.

Rights in Output. As between you and us, Output generated for you forms part of your Customer Data and you may use it for your business purposes. To the extent any rights in Output arise in our person, we grant you a non-exclusive, perpetual and worldwide right to use it. We do not represent that Output is free of third-party rights; you shall check this before publishing Output or otherwise relying on it.

Prohibited decisions. You shall not use the Service to make, or to materially inform, decisions that produce legal effects concerning a person or similarly significantly affect them, in particular in employment, credit, insurance, housing, education or access to essential services.

Your transparency obligations. Where you use Output in your own communications or publications, you are responsible for any transparency obligations that apply to you, including as a deployer under Regulation (EU) 2024/1689 (the AI Act).

Models and providers. The AI models and providers we use may change as the technology develops. §17 governs any change that materially impairs the functions you pay for.

Categories of Credits. Metered functions consume Credits of three kinds: AI credits for model usage, crawl credits for page retrievals and web searches, and validation credits for mailbox verification checks. The current rates at which functions consume Credits are shown in the Service.

Nature of Credits. Credits are a unit of measurement only. They have no cash value, are not a payment instrument or electronic money, cannot be exchanged for money and cannot be transferred to another Workspace or to a third party.

Allocation. Each Plan includes a monthly allocation of Credits. You may purchase additional Credits. We may grant bonus Credits voluntarily; a grant creates no entitlement to future grants.

Order of consumption. Credits are consumed in the following order: first the monthly allocation, then purchased Credits, then bonus Credits.

Expiry. Credits from the monthly allocation do not roll over and expire at the end of the month for which they were granted. Purchased Credits and bonus Credits expire twelve (12) months after they are granted.

Overage. Where your Plan provides for it and you have enabled it, consumption beyond your available Credits is billed as overage at the rates shown in the Service at the time of consumption. Otherwise, metered functions stop when your Credits are exhausted.

Refund of Credits. Credits are not refundable, except that we refund the purchase price of unused purchased Credits:

1. (a)
   under the money-back guarantee in clause 11.10;
2. (b)
   where the Agreement or a Paid Plan ends because we terminate without cause (clause 12.3) or after your objection (clause 17.5); because you terminate for good cause for which we are responsible; because you terminate under clause 11.13 or 17.2; or because you terminate under §6, §11 or §16 of the Data Processing Agreement or under §11 of the Acceptable Use Policy; and
3. (c)
   to the extent Credits were consumed or charged as a result of a metering or billing error for which we are responsible.

New metering. We may begin to meter a function that was previously unmetered only in accordance with clause 11.13, which applies accordingly.

Disputed metering. Consumption is measured by our metering systems. If you consider a measurement incorrect, please notify us in text form within sixty (60) days of the charge or deduction; we will review it and correct any error. Your statutory rights remain unaffected.

Plan limits. Each Plan is subject to limits, for example on stored contacts, parallel runs, seats, active workflows, connected mailboxes and sending volume. The current limits are shown in the Service and on our pricing page. The limits applicable when you place your order form part of the agreed condition of your Plan.

Fair use of unlimited features. Where a feature is described as unlimited, we apply no fixed numerical cap to it in ordinary business use. This does not entitle you to usage that is disproportionate to the ordinary use of your Plan, that impairs the Service for other customers, or that circumvents a metered limit by shifting the load to another function.

Procedure for disproportionate use. If your use is materially disproportionate within the meaning of clause 10.2, we will first contact you and seek to agree a suitable Plan or a fair-use arrangement. We will throttle or suspend the feature concerned only if you decline a reasonable arrangement or if the load presents an immediate risk to the Service. We will warn you before doing so, unless an immediate risk makes a prior warning impossible.

Changes to limits. We may change Plan limits with at least thirty (30) days' notice in text form. A reduction of the limits of your Plan takes effect no earlier than the start of your next Subscription Term, which you may avoid by cancelling under clause 11.9.

Free Plan. We provide the Free Plan free of charge, with the allocation and functions shown in the Service. We may change, restrict or discontinue the Free Plan with at least thirty (30) days' notice in text form. §14 does not apply to the Free Plan; we are liable for defects of the Free Plan only if we fraudulently conceal them (§ 600 BGB). Clause 15.4 governs our liability.

Beta features. Features we designate as beta, preview or experimental are provided for testing. They are not part of the agreed condition of the Service, may be changed or withdrawn at any time, and are excluded from §14. Where they are provided without additional charge, clause 15.4 governs our liability for them.

Availability. We aim to make the Service available 99.9% of the time in each calendar month, excluding announced maintenance and events beyond our control. This is a target, not an agreed service level: we offer no service level agreement and no service credits unless agreed in text form. We carry out maintenance outside European business hours where possible and announce scheduled maintenance in advance. Your statutory rights in respect of defects under §14 remain unaffected.

Prices and taxes. The prices are those shown at checkout, per seat and in the currency shown there. Unless stated otherwise, they exclude value added tax and other applicable taxes, which are added where due. Where you provide a valid VAT identification number, the reverse-charge procedure or a zero rate applies where the law provides for it. Where checkout offers to charge you in your local currency, the exchange rate shown there applies; it is set by Stripe and includes a conversion margin.

Due date. Fees for each Subscription Term are payable in advance at the start of that term. Overage under clause 9.6 is billed in arrears for the billing period in which it was incurred.

Merchant of record. Purchases are processed through Stripe Managed Payments, a service of Stripe, Inc., 354 Oyster Point Boulevard, South San Francisco, CA 94080, USA. Stripe's affiliate Sold through Link, LLC acts as our merchant of record: it processes the sale on our behalf, collects the payment and invoices you in its own name. The purchase is shown to you as "Sold through Link".

Payment processing. The following applies to payments processed under clause 11.3:

1. (a)
   the Sold through Link terms and the Stripe and Link privacy policies govern checkout, payment and transaction support; these Terms of Service govern the Service; payment to Sold through Link, LLC discharges your payment obligation towards us;
2. (b)
   Sold through Link, LLC issues invoices and receipts and sends subscription notices, such as trial and renewal reminders; your card or bank statement shows "LINK.COM*" followed by our descriptor;
3. (c)
   Sold through Link, LLC calculates, collects and remits sales tax, value added tax and equivalent transaction taxes in the countries covered by Stripe Managed Payments, which include Germany and the other EU Member States; for a country outside that coverage we remain responsible for the tax and issue the invoice in our own name;
4. (d)
   refunds to which you are entitled under the Agreement are issued through Stripe and returned by the route by which you paid; you may also request a refund from Link support, and where the Sold through Link refund policy is more favourable to you than the Agreement, it prevails; disputes and chargebacks are handled by Stripe;
5. (e)
   you can change or cancel your subscription in your billing settings or through your Link account at link.com; and
6. (f)
   your card details are collected and stored by Stripe and are never held by us; we receive only the result of the transaction and the billing information described in the Privacy Policy.

Earlier subscriptions. Subscriptions purchased through Polar Software Inc., 3500 South DuPont Highway, Dover, DE 19901, USA, continue to be billed by Polar as merchant of record under its own terms of service and privacy policy; Polar issues their invoices and processes their refunds. Subscriptions purchased before our migration to Polar that have not since been renewed through another provider are billed through the Lemon Squeezy platform, operated by Sold through Link, LLC (formerly Lemon Squeezy LLC), on the same basis. Your invoice and your billing settings show which provider bills your subscription.

Our obligations unaffected. Irrespective of the payment provider, we remain your contracting party for the Service itself, including its provision, its defects and its termination.

Trials. We may offer a free trial of a Paid Plan; there is no entitlement to one. Before you confirm your order, checkout shows the length of the trial, the date it ends and the price and billing interval that apply afterwards; your confirmation email repeats them. Unless you cancel before the trial ends, the subscription continues as a Paid Plan at the price shown. You may cancel at any time during the trial without charge.

Renewal. Subscriptions renew automatically for successive Subscription Terms of the same length unless cancelled before the end of the current Subscription Term. Your billing settings show the applicable price and the renewal date at all times.

Cancellation. You may cancel a subscription at any time in your billing settings, with effect from the end of the current Subscription Term. You retain access until then. Fees already paid for the current Subscription Term are not refunded, except as provided in clauses 11.10 and 11.11.

Money-back guarantee. If you subscribe to a Paid Plan for the first time, you may cancel within fourteen (14) days of the start of your first paid Subscription Term and receive a full refund of the fees paid for it, provided that no Credits have been consumed during that period. You can request the refund in your billing settings or at legal@manypi.com. This is a voluntary contractual guarantee.

Other refunds. We refund fees beyond clause 11.10 where we are responsible for the reason for the refund, where we have charged you in error, where clause 9.7, 12.3, 17.2 or 17.5 provides for it, or where mandatory law requires it.

Payment default. If a payment fails, we will notify you and retry the payment. If the amount remains unpaid after a reminder setting a reasonable deadline, we may suspend the functions of your Paid Plan under clause 12.5 until payment is made, and may terminate the Agreement under clause 12.4(d). The statutory provisions on default (§§ 286 ff. BGB) apply.

Price changes. We may change the prices of a Paid Plan for future Subscription Terms by notifying you in text form at least thirty (30) days before the start of the Subscription Term to which the new price is to apply. If you do not accept a price increase, you may terminate the subscription with effect from the date on which the new price would apply; the notice will point this out. A new price never applies to a Subscription Term that has already been paid for.

Set-off and retention. You may set off only claims that are undisputed or have been finally established by a court, and may exercise a right of retention only on the basis of claims arising from the same contractual relationship. This restriction does not apply to claims arising from defects or from the partial non-performance of the Agreement.

Term. The Agreement begins when it is concluded under clause 1.9 and runs for an indefinite period. A Paid Plan runs for the Subscription Term and renews under clause 11.8.

Ordinary termination by you. You may terminate a Paid Plan with effect from the end of the current Subscription Term by cancelling it under clause 11.9. You may terminate the Agreement as a whole at any time by notice in text form or by deleting your account. Account deletion is available once no Paid Plan is active and you own no Workspace that other Users use. Deleting your account ends your access immediately and constitutes your instruction to delete Customer Data under clause 13.4 without an export window; export your data before you delete your account. Terminating the Agreement during a Subscription Term does not entitle you to a refund of fees paid for that term.

Ordinary termination by us. We may terminate a Paid Plan with three (3) months' notice to the end of a Subscription Term, and the Agreement for the Free Plan with thirty (30) days' notice. If we terminate a Paid Plan under this clause, we refund any fees paid for periods after the termination takes effect and any unused purchased Credits.

Termination for good cause. Each party may terminate the Agreement for good cause without notice (§§ 314 and 543 BGB). Good cause for us exists in particular where:

1. (a)
   you commit a material breach of §6, §7 or the Acceptable Use Policy;
2. (b)
   you use the Service for unlawful purposes;
3. (c)
   your conduct exposes us or third parties to legal liability or presents a material risk to our infrastructure;
4. (d)
   you are in default with the payment of fees for two consecutive billing periods, or with an amount equal to the fees for two months, and have not paid after a reminder; or
5. (e)
   your confirmation under clause 1.3 was untrue.

Suspension. We may suspend the Service or individual functions of it where, and for as long as, this is necessary to avert imminent harm, in particular in the event of:

1. (a)
   ongoing abuse or a material breach of the Acceptable Use Policy;
2. (b)
   a security incident;
3. (c)
   a substantiated report of unlawful outreach or unlawful data collection;
4. (d)
   a demand by an authority or by a provider on which the Service depends; or
5. (e)
   a payment default under clause 11.12.

Proportionality. We will use the least intrusive measure that addresses the problem and take your legitimate interests into account. We prefer suspending a single function to suspending the account, and suspension to termination.

Form. Termination requires text form. Cancellation in your billing settings and the deletion of your account satisfy this requirement.

Consequences of termination. When the Agreement ends, your right to use the Service ends. §13 governs your data. Fees accrued up to termination remain payable. Clause 9.7 governs unused Credits.

Export formats. The export functions of the Service provide Customer Data in a structured, commonly used and machine-readable format. The categories of data and digital assets that can be exported, the formats, the data we export for you on request, and the data excluded as specific to the internal functioning of the Service are specified in the Documentation at https://manypi.com/help/account/export-your-data.

Export window after termination. For thirty (30) days after the Agreement ends, you may log in for the sole purpose of exporting your Customer Data. It is your responsibility to export your data within this period.

Switching to another provider. Where you inform us in text form that you wish to switch to another provider of data processing services or to your own infrastructure within the meaning of Regulation (EU) 2023/2854 (the Data Act), the following applies:

1. (a)
   you may terminate the Agreement for this purpose with a notice period of up to two (2) months;
2. (b)
   after the notice period, a transitional period of up to thirty (30) days applies, during which the Agreement continues, we provide reasonable assistance with the switch, maintain the continuity and security of the Service and inform you of known risks to continuity; if this period is technically unfeasible, we will notify you within fourteen (14) working days, give reasons and state an alternative period of no more than seven (7) months, and you may extend the transitional period once;
3. (c)
   the export window under clause 13.2 begins at the end of the transitional period and serves as the retrieval period of at least thirty (30) days;
4. (d)
   we charge no fees for switching or for the export of data; and
5. (e)
   the Agreement ends when the switch has been completed or, if you wish only to have your data erased, at the end of the notice period; we will confirm the termination to you.

Deletion. After the export window, or earlier on your instruction in text form, we delete Customer Data from our production systems, including all exportable data and digital assets generated by you or relating to you directly. We will confirm the deletion in text form on request.

Backups. Encrypted backups are kept on a rolling cycle and overwritten in the ordinary course. Data deleted from production remains in backups until they are overwritten, and in any event for no longer than ninety (90) days. During that period it is used only to restore the Service.

Statutory retention. We retain invoices and accounting records for as long as German commercial and tax law requires, which is up to ten (10) years under § 257 HGB and § 147 AO. We process that data only for this purpose.

No retention of data as security. We will not withhold Customer Data to secure the payment of a disputed claim. Export remains available during the export window regardless of any dispute between us.

Applicable rules. For Paid Plans, the provision of the Service is governed by the statutory provisions on rental contracts (§§ 535 ff. BGB), subject to the following provisions. §14 does not apply to the Free Plan (clause 10.5) or to beta features (clause 10.6).

Agreed condition. The Service has the functions described in the Documentation and the Plan description applicable at the time of your order. A defect exists only where the suitability of the Service for its contractual use is more than insignificantly impaired.

Notification. You shall notify us of defects without undue delay in text form, with the information we need to reproduce them. § 536c BGB applies.

Remedy. We will remedy defects within a reasonable period. We may do so by providing a workaround where this is reasonable for you.

Your statutory rights. Your statutory rights to reduce the fee (§ 536 BGB) and to terminate for good cause (§ 543(2) sentence 1 no. 1 BGB) remain unaffected. Termination for a defect requires that a reasonable deadline for remedy you have set us has expired without result, unless § 543(3) sentence 2 BGB makes the deadline dispensable. Claims for damages are governed by §15.

No strict liability for initial defects. Liability without fault for defects that already existed when the Agreement was concluded (§ 536a(1) first alternative BGB) is excluded.

Circumstances that are not defects. Impairments are not defects of the Service where they are caused by:

1. (a)
   use of the Service contrary to the Agreement or the Documentation;
2. (b)
   your own systems, network or mailbox provider;
3. (c)
   third-party services you have connected, or their unavailability or change;
4. (d)
   events beyond our control within the meaning of clause 18.6; or
5. (e)
   the nature of Output described in clause 8.2.

Third-party services. The Service integrates with third-party platforms, such as mailbox providers, data sources and integrations you configure. Unless the Plan description expressly provides otherwise, their availability, accuracy and continued compatibility are not part of the agreed condition of the Service, and their change or withdrawal is not a defect.

Unlimited liability. We are liable without limitation:

1. (a)
   for damage caused intentionally or by gross negligence;
2. (b)
   for injury to life, body or health;
3. (c)
   under the German Product Liability Act (Produkthaftungsgesetz);
4. (d)
   where we have given a guarantee or fraudulently concealed a defect; and
5. (e)
   to the extent liability cannot be limited or excluded under mandatory law, including towards data subjects under Article 82 GDPR.

Slight negligence. In cases of slight negligence, we are liable only for the breach of a material contractual obligation, meaning an obligation whose fulfilment makes the proper performance of the Agreement possible in the first place and on whose observance you may regularly rely. In that case our liability is limited to the damage that is foreseeable and typical for a contract of this kind. Loss of profit and indirect or consequential loss are recoverable only to the extent they are such a foreseeable and typical consequence of the breach.

Amount. In the cases of clause 15.2, our liability for all damaging events in a contract year is limited to the fees you paid for the Service in the twelve (12) months preceding the event that gave rise to the damage. The parties consider this amount sufficient to cover the damage typically foreseeable under the Agreement.

Free Plan and beta features. For the Free Plan and for beta features provided without additional charge, we are not liable for slight negligence, except in the cases of clause 15.1(b) to (e).

Loss of data. Our liability for the loss of data is limited to the effort that would typically be required to restore the data from backups made in accordance with the Agreement, except in the cases of clause 15.1.

Matters within your responsibility. We are not liable for damage arising from the selection and sourcing of Contact Data, the existence of a legal basis, the content and sending of your communications, your collection of data from websites, or your use of Output, to the extent these fall within your responsibility under §6, §7 or §8, unless the damage was caused by our breach of the Agreement.

Limitation period. Claims against us for damages and for defects become time-barred one (1) year after the start of the statutory limitation period, except in the cases of clause 15.1, to which the statutory limitation periods apply.

Persons acting for us. The limitations of liability in this §15 apply equally to the personal liability of our employees, representatives and agents.

Burden of proof. This §15 does not change the burden of proof to your disadvantage.

Confidential information. "Confidential Information" means all information about the other party's business that is marked as confidential or whose confidential nature is evident from the circumstances. Customer Data is your Confidential Information.

Obligations. Each party shall keep the other party's Confidential Information confidential, use it only for the purposes of the Agreement, and protect it with at least the care it applies to its own confidential information, and in any event with reasonable care. Disclosure to employees, contractors, sub-processors and professional advisers is permitted to the extent they need the information for the purposes of the Agreement and are bound by equivalent confidentiality obligations.

Exceptions. The obligations in clause 16.2 do not apply to information that:

1. (a)
   is or becomes publicly available without breach of the Agreement;
2. (b)
   was already lawfully known to the receiving party without an obligation of confidentiality;
3. (c)
   is developed independently by the receiving party; or
4. (d)
   must be disclosed by law or by order of a court or authority, in which case the disclosing party will, where lawful, notify the other party in advance and limit the disclosure to what is required.

Duration. These obligations survive the end of the Agreement for three (3) years, and for trade secrets within the meaning of the German Trade Secrets Act (GeschGehG) for as long as they remain trade secrets.

Development of the Service. We develop the Service continuously and may add, change or remove functions, provided the change is reasonable for you, taking our interests into account. During a Subscription Term you have paid for, we will not make a change that materially impairs the functions of your Plan, unless the change is required by law, by an authority, by a provider on which the Service depends, or to address a security risk.

Termination after an unavoidable impairment. If a change under clause 17.1 materially impairs the functions of your Plan, you may terminate the affected Paid Plan with effect from the date on which the change takes effect. We refund any fees paid for periods after that date and any unused purchased Credits.

Amendments to these Terms of Service. We may amend these Terms of Service with effect for the future where there is a valid reason, namely a change in the law or in case law, a decision of an authority, a change to the Service, the introduction of new functions, or a gap in these Terms of Service that has become apparent, and provided the amendment does not shift the contractual balance to your disadvantage.

Notice of amendments. We will notify you of a proposed amendment in text form, to the email address of your account, at least thirty (30) days before it is to take effect, and will identify what has changed.

Right to object. You may object to the amendment in text form before it takes effect, or accept it expressly, for example in the Service. If you object, the Agreement continues on the existing terms; we may then terminate it with effect from the date on which the amendment would have taken effect, and will refund any fees paid for periods after that date and any unused purchased Credits. If you neither object nor accept before that date, the amendment takes effect. We will draw your attention to the right to object, the period for objecting and the consequence of not objecting in the notice itself.

Limits. The procedure in clauses 17.3 to 17.5 is not used to change the main obligations of the parties, namely the Service owed and the price for it. Price changes are governed by clause 11.13.

Immediate changes. Amendments that are exclusively favourable to you, and the correction of obvious errors, take effect on publication.

Other documents. Changes to the Acceptable Use Policy and to the Data Processing Agreement are governed by §11 of the Acceptable Use Policy and §16 of the Data Processing Agreement respectively. The information notices listed in clause 1.8 are updated as our processing changes.

Governing law. The Agreement is governed by the law of the Federal Republic of Germany, excluding its conflict-of-laws rules and the United Nations Convention on Contracts for the International Sale of Goods.

Place of jurisdiction. If you are a merchant (Kaufmann), a legal person under public law or a special fund under public law, or if you have no general place of jurisdiction in Germany, the exclusive place of jurisdiction for all disputes arising from or in connection with the Agreement is Berlin, Germany. We are also entitled to bring proceedings at your general place of jurisdiction.

No consumer dispute resolution. We are neither obliged nor willing to participate in dispute resolution proceedings before a consumer arbitration board (Verbraucherschlichtungsstelle).

Assignment and transfer. You may assign rights under the Agreement only with our consent in text form, which we will not unreasonably withhold; § 354a HGB remains unaffected. We may transfer the Agreement to a successor in connection with a merger, an acquisition or the sale of all or substantially all of our business. We will notify you of the transfer in text form in advance, and you may terminate the Agreement with effect from the date of the transfer.

Subcontractors. We may engage subcontractors to perform the Agreement and remain responsible to you for their performance. The engagement of sub-processors for personal data is governed by §6 of the Data Processing Agreement.

Force majeure. Neither party is liable for a failure to perform caused by events beyond its reasonable control, including natural disasters, epidemics, war, terrorism, industrial action, the failure of public communications networks or energy supply, and acts of authorities, for as long as the event and its effects continue. Payment obligations that have already accrued remain unaffected.

Form of declarations. Notices and declarations under the Agreement require text form unless the Agreement provides otherwise. Clause 1.6 remains unaffected.

Severability. If any provision of the Agreement is or becomes invalid, the validity of the remaining provisions is unaffected. § 306 BGB applies.

Entire agreement. The Agreement constitutes the entire agreement between the parties concerning its subject matter and supersedes all prior arrangements concerning it. Clause 1.6 remains unaffected.

Language. The Agreement is concluded in English. Where we provide a translation, the English version prevails, unless mandatory law requires otherwise.

Contact. ManyPI, Ole Nepomuk Mai, Goethestrasse 70, 10625 Berlin, Federal Republic of Germany. Legal: legal@manypi.com. Abuse reports: abuse@manypi.com. Security reports: security@manypi.com.