General Terms and Conditions

§ 1 General

(1) Stylink Social Media GmbH (hereinafter referred to as "stylink") offers under the domain stylink.com as well as via apps, an online platform (hereinafter referred to as "platform") that enables users of various social media channels (hereinafter referred to as "creator/s") to create product links for recommendations (hereinafter referred to as "recommendation links") via the stylink linkmaker and to publish them on social media channels. These product links can be clicked on and used by interested parties (hereinafter referred to as "followers") to obtain product information and make purchases

(2) These GTC govern the use of the platform and the utilisation of other stylink services (hereinafter collectively referred to as "services").

(3) These GTC become part of the contractual agreements between stylink and creator.

§ 2 Registration, conclusion of contract

(1) In order to use stylink's services and platform, you must register on the platform free of charge and accept these GTC. Registration and the associated creation of a user account (hereinafter referred to as "account") is carried out in particular by providing an email address, a password created by the creator, the full name (first and last name), one or more social media accounts of the influencer and by specifying the country for which the creator wishes to register (hereinafter referred to as "country of registration"). In the case of companies, the name is replaced by the correct and complete corporate name. The creator confirms that all data provided during registration is complete and correct. Creators are obliged to keep their data up to date at all times, in particular to inform stylink about all aspects required for the correct tax accounting and processing of the services provided by the creators.

(2) Creators must have full legal capacity and have reached the age of eighteen. This is confirmed with the registration. Stylink is entitled at any time to request evidence to verify the data provided by the creator.

(3) The creator undertakes to create only one account.

(4) Creators agree that stylink may have access to parts of their social media account relevant to the user relationship.

(5) Registration includes permission for stylink to display and save the influencer's content. This is done on a random basis to ensure quality, for billing purposes and to check compliance with the influencer's obligations. After deletion of the account, this data will be deleted.

(6) For creators, the use of stylink is basically free of charge. There is no obligation for the creator to use stylink; all creators are free to decide at any time whether, when and to what extent they wish to be active on stylink. Creators can delete their account at any time.

(7) Creators must have a permanent residence and a bank account in the country of registration in order to be able to use the service and the platform in full. Influencers who do not fulfil these requirements cannot be paid out income earned via stylink.

(8) After registration, stylink decides as part of a selection process whether the user's social media channel and the content visible on it are compatible with the offering of stylink and its cooperation partners (here in particular in accordance with the specifications of the online shops) and whether the creator is authorised to use the platform. As part of the registration process, creators receive an email from stylink to verify their email address. Creators with social media accounts that are not publicly visible or accounts with no content will not be admitted or may be excluded at a later date. There is no entitlement to participate in the stylink platform and stylink's services in general. Stylink reserves the right to exclude creators from using the platform and/or the services.

(9) Creators must ensure that their account can only be used by them and must take appropriate precautions to keep their login details confidential and not pass them on to third parties. Creators are obliged to inform stylink immediately if they become aware that their login data is being used by third parties or that such use is possible through unauthorised acquisition of the login data.

(10) In the same way, creators must ensure that they do not spread any malware or other programming that could damage the platform or the services of stylink by using their account.

§ 3 Service description

Creators have the opportunity to earn money with stylink. They are paid for each genuine click by a follower for the recommendation of products that stylink has concluded a contract with an advertiser to promote. A real click is expressly not

click fraud (see § 5 para. (2)),
double clicks,
clicks that do not originate from the country of registration (in this context, D-A-CH, the United Kingdom including Ireland and the Benelux countries are each considered a single country of registration),
clicks as a result of so-called click-bait (to avoid this, please include product photos and more detailed information such as the product name in the post),
clicks as a result of incentives that do not correspond to a recommendation, as well as clicks that are not based on an intention to purchase or gain information.

The amount of income generated depends largely on the conditions set by stylink or its partners – also depending on the platform – and can vary from time to time (even within a day). The amount of remuneration per real click at the time of link creation can be seen on the platform in the stylink linkmaker. Stylink reserves the right to set the remuneration for incorrectly used recommendation links to zero. Recommendation links may be used on the following social media channels: Instagram, TikTok, YouTube, Pinterest and blog posts. Posts on other channels are considered incorrectly used recommendation links

§ 4 Transfer of rights of use

By using stylink, the creator grants stylink a non-exclusive, royalty-free, comprehensive right of use, limited to the duration of the contractual relationship, to the photos, texts, illustrations, images, videos and other content made accessible in the social media profiles, in particular in order to reproduce, edit and make the content publicly available.

The non-exclusive right of use also includes company logos, registered trademarks, work titles, other similarly recognisable branding or works that the creator transmits to stylink. Use is always limited to the purpose of the contract.

§ 5 Rights and duties

(1) Creators are obliged to refrain from doing anything that jeopardises or disrupts the operation and functioning of stylink and the prosperous cooperation. In particular, creators are prohibited from

violating the rights of third parties, in particular copyrights, privacy rights, trademark rights, patent, design or utility model rights, company rights, etc.; in particular, images of another person may only be made publicly accessible if the person concerned (or their legal representative, if applicable) has given their effective written consent,
violating common decency,
making statements or choosing a particular user name which will offend the religious feelings of others or is racist or discriminatory,
choosing their email or internet address as the user name,
using social media accounts that are not owned by the creator,
using, posting or publishing illegal or otherwise offensive content within the framework of social media accounts or other communication, advertising corresponding products or linking corresponding material on a third-party website; this applies in particular to offensive or defamatory content, political, immoral, pornographic, morally reprehensible, violent, violence-glorifying, sexist, right-wing or left-wing extremist content or content or products that violate laws, in particular youth protection laws and the Interstate Treaty on the Protection of Minors in the Media.
violating applicable laws and/or other rules relating to the labelling requirements for advertising content,
violating applicable laws and/or other rules relating to advertising bans or similar for certain products,
violating applicable laws and/or other rules relating to the labelling obligation of graphically processed image or sound material,
violating applicable laws and/or other rules relating to the labelling requirements for AI use,
unreasonably harassing other creators, in particular by sending unsolicited messages, advertising, or harassing for other commercial or business purposes without the legally valid consent of the recipient,
violating the terms and conditions of the advertisers disclosed by stylink when publishing posts containing the recommendation links,
violating the rules of the social media networks on which the creator publishes the posts when publishing the posts containing the recommendation links,
harming stylink or the advertisers behind it when publishing the posts containing the recommendation links, particularly with regard to their public image,
requesting other creators to provide personal data for commercial or unlawful purposes or to provide access data,
engaging in or promoting anti-competitive behaviour, including progressive solicitation (such as chain, snowball or pyramid schemes).

Creators are obliged to comply with the applicable national legal provisions (relating to their country of residence and/or the country in which the content is to be published made available for retrieval in accordance with the contract).

(2) Influencers are prohibited from committing click fraud. This is the case if a click is made on a product link without there being any intention to purchase or gain information. In particular, the following are not permitted:

(a) Manual click fraud
The creator or another person clicks on the respective product links on their behalf. This also includes the use of messenger groups or communities in which manual click fraud is committed on the basis of reciprocity.

(b) Automatic click fraud
A special programme, a so-called clickbot, takes over the clicking on the product link instead of a human being.

(c) Purchased interactions
Interactions with posted articles in which stylink links are used, which are purchased from third-party providers and various people carry them out on this basis. In particular, this refers to link clicks.

(3) If there are indications that a creator has violated obligations arising from these GTC, in particular from this § 5, against legal requirements, against the guidelines of social media providers or the guidelines of stylink's partners (especially advertisers), stylink is entitled to remove the content of the influencer concerned from marketing in whole or in part and to delete it or, in serious cases, to temporarily block the stylink account of the creator or to delete it completely and to exclude and block it from any further use of the stylink platform and services. In addition, stylink reserves the right not to pay out any remuneration achieved to date and to report the possible fraud to the police. Further claims of stylink remain unaffected.

(4) Each creator shall indemnify stylink against all claims asserted by other creators or other third parties against stylink owing to the infringement of their rights by content posted by stylink creators or owing to the infringement of other obligations. The creator in question shall also assume the costs of stylink's necessary legal defence, including all court and legal costs, and shall also reimburse stylink for any additional damages incurred by stylink. This does not apply if the infringement is not the responsibility of a stylink creator.

§ 6 Remuneration

(1) The prerequisites for the payment of remuneration are a turnover generated in the amount of the applicable country-specific minimum payout limit (currently 25.00 GBP for the UK and 25,00 EUR for Ireland), the fulfilment of the requirements according to § 2 (7) of these GTC, the absence of the abuse requirements (see § 5) and the influencer's payout request addressed to stylink.

(2) The amounts generated by clicks are settled within two working days of the creator's request. The amounts are then paid out, taking into account the usual terms for bank transfers. When registering, but at the latest when requesting a payout, the Creator must enter and save their bank details in their account. The information is used exclusively to pay out sales generated via the platform.

(3) Creators are responsible for pay taxes on their income. If creators are liable for VAT [Umsatzsteuer] in Germany, they are obliged to inform stylink of this immediately, stating their Umsatzsteuer ID. Stylink expressly reserves the right to demand corresponding proof of the influencer's VAT liability and fulfilment of VAT obligations.

(4) The remuneration shown in Linkmaker is generally exclusive of VAT [Umsatzsteuer]. Only insofar as a creator registered in Germany is subject to VAT [Umsatzsteuer] (and does not make use of the small business regulation), if he maintains his account as a "business account" and has provided stylink with his Umsatzsteuer ID, will stylink reimburse the creator for the statutory VAT in addition to the remuneration shown in Linkmaker and settle the account by means of the credit note procedure. Stylink applies the reverse charge regulation of the EU VAT system directive for creators registered in another EU country. For creators with a country of registration outside the EU, this is a service that is not taxable in Germany. All creators are obliged to independently comply with the VAT laws of the tax regime applicable to them.

(5) Amounts earned through clicks expire at the end of the third calendar year following the click. This also applies if the applicable country-specific minimum payout limit has not been reached by the end of the limitation period. If the contractual relationship between the parties ends, in particular owing to the deletion of the creator's account, amounts generated through clicks shall also only be paid out upon request if the applicable country-specific minimum payout limit has been reached.

§ 7 Warranty

(1) There is no entitlement to error-free and uninterrupted usability and/or maintenance of the platform and/or services.

(2) The statutory provisions shall apply to rights in the event of material defects and defects of title, unless otherwise stipulated in these GTC.

(3) stylink assumes no liability for the correct data collection in relation to a generated recommendation link.

§ 8 Limitation of liability

(1) The following exclusions and limitations of liability shall also apply to tortious claims insofar as these compete with contractual claims.

(2) The liability of stylink for damages of any kind is excluded. This exclusion does not apply

for damages caused by stylink intentionally or through gross negligence;
for damages resulting from injury to life, limb or health;
for damages on the basis of mandatory provisions of the Product Liability Act;
if stylink has explicitly guaranteed certain properties or circumstances;
subject to the following provisions for damages based on a breach of essential contractual obligations by stylink. Essential contractual obligations are all obligations whose fulfilment is essential for the proper execution of the contract and on whose compliance the creator regularly relies and may rely.

(3) In cases of slightly negligent breach of essential contractual obligations, stylink's liability – with the exception of damage to life, body or health – shall be limited to the damage typical for the contract and foreseeable for stylink at the time of conclusion of the contract or commission of the breach of duty. In this respect, stylink's liability for damages that are exclusively attributable to the creator's sphere of risk is excluded.

(4) The above exclusions and limitations of liability also apply to the liability of stylink for its organs, employees and vicarious agents as well as the personal liability of the organs, employees and vicarious agents of stylink.

(5) stylink is liable per damage event caused by gross negligence on the part of vicarious agents who are not legal representatives or executives, up to a maximum of the remuneration due to the creator for the campaign in question. Excluded from this limitation of liability are damages based on injury to life, limb and health.

(6) Claims for damages by the influencer owing to slight negligence on the part of stylink in accordance with the above paragraphs are excluded in any case if they are not asserted in court within a period of three months after rejection of the claims with a corresponding notice by stylink.

§ 9 Contract term and cancellation

(1) The contract is concluded for an indefinite period.

(2) The parties may terminate the contract at any time with immediate effect without giving reasons. The date of receipt of the notice of cancellation shall be decisive. The creator can declare his cancellation to stylink in text form at any time, e.g. by sending an email to an influencer@stylink.com. It is not necessary to give reasons. The creator also has the option of cancelling his access to the platform at any time by deleting his account.

(3) The right of the parties to terminate the contract extraordinarily for good cause remains unaffected.

(4) All remuneration earned up to the effective date of termination shall remain in place in the event of termination. Otherwise § 6 applies.

(5) After termination of the contractual relationship, access to the platform will be blocked. The creator is obliged to remove all recommendation links immediately. No remuneration is owed for clicks generated after termination of the contractual relationship.

§ 10 Confidentiality

(1) All business and trade secrets of stylink or the advertiser, the content and results of the cooperation (in particular, but not limited to, information about the type and content of the advertising as well as the materials provided and products advertised) as well as other information that may be marked with a confidentiality notice or that can reasonably be recognised as confidential (hereinafter referred to as "confidential information") are subject to a confidentiality obligation on the part of the creator.

(2) The creator undertakes to maintain the strictest confidentiality with regard to all confidential information of which it becomes aware in the course of the collaboration and to use the confidential information only in the context of the collaboration.

(3) The above obligation shall apply after the end of the co-operation.

(4) This confidentiality obligation does not apply to information that is demonstrably:

already known to the creator prior to the notification, or
known or generally accessible to the public prior to the notification, or
become known or generally accessible to the public after the notification without the cooperation or fault of the creator, and for which stylink and the advertiser no longer have an interest in its confidentiality, or
must be disclosed by the creator owing to a binding official or court order or mandatory legal provisions, whereby the creator shall inform stylink immediately in writing in such a case and shall ensure that confidential treatment is maintained to the greatest possible extent.

The burden of proof for the existence of the aforementioned exceptions lies with the creator.

§ 11 Notes on data processing

(1) stylink collects and stores personal data of creators and the data taken from their social media channels with their consent as part of the contract processing.

(2) Creators can manage, change or delete any data transmitted in connection with registration as creators in their account.

(3) The personal data collected will only be stored for as long as is necessary to fulfil the contract, unless statutory retention periods require storage beyond this period.

(4) In all other respects, please refer to the applicable data protection information available on the platform with regard to data collection, processing and use.

§ 12 Final provisions

(1) German law is applicable to contracts between stylink and the creator. The place of jurisdiction for all disputes arising from contractual relationships between stylink and the creator is Münster.

(2) stylink is authorised to transfer payment claims against the creator as well as all rights and obligations arising from the contract with the creator to third parties without the creator's consent. In the event of the transfer of all rights and obligations, the creator is entitled to terminate the contract as of the effective date of the transfer.

(3) Creators may not transfer their rights and obligations from the contract to third parties without stylink's consent.

(4) There are no verbal side agreements. Amendments or additions to these GTC - including this written form clause - must be made in writing.

(5) stylink reserves the right to change and adapt these GTC at any time. Creators will be informed of any changes immediately. Creators have the option of lodging an objection in written or electronic form (email) within two weeks of notification of the changes. The continued use of stylink without prior objection shall be deemed as consent to the amended GTC.

(6) Should individual provisions of these GTC be or become invalid in whole or in part, or should there be a loophole in these GTC, this shall not affect the validity of the remaining provisions. In place of an invalid provision, the valid provision that comes closest to the purpose of the invalid provision shall be deemed to have been agreed. In the event of a loophole, the provision that corresponds to what would have been agreed in accordance with the economic purpose of these GTC if the parties had considered this circumstance from the outset shall be deemed to have been agreed.