1.1 Grips is the owner of the Grips platform (“Grips Service”), an eCommerce intelligence solution that enables analytics and insights on traffic and usage data for websites, which is made available to the Customer on a software as a service (SaaS) basis through a web application on the Grips Website, and includes:
(1) The software that the Customer accesses via the Website;
(2) any other applications, extensions and features, if any, made available or provided to the Customer by Grips in connection with the Website or Service;
(3) the trademarks and logos, content, text, documents, descriptions, products, graphics, photos, sounds, videos, interactive features, contained in or made available through the Website or Service.
1.2 To provide the Grips Services, Grips will at least need access to
(1) Customer’s Google Search Console API, and
(2) Customer’s Google Analytics Core Reporting API, with edit rights (“Reporting”), and
(3) Customer‘s Google Analytics Management API,
all containing the data on all websites Customer wishes to analyze with the Grips Services and hereinafter jointly referred to as the “Data Sources”.
Customer explicitly states that they have the requisite authority and rights to enter into this Agreement and provide access to the Data Sources they will be providing under this Agreement.
1.3 The match rate of the analytics to their corresponding sessions heavily depends on the data and other circumstances Grips cannot influence. Grips most probably will never be able to provide information on all Google Analytics sessions, and the success rate may differ extremely. Therefore, Grips only promises to use its best efforts to match the data. Grips does not guarantee success.
1.4 The matched data (“Results”) are pushed into Grips’s Service (the “Data Target”) that will be opened for Customer.
1.5 Grips strives to provide updated Results usually once per day, at least every 48 hours, provided that all Data Sources and the Data Target are available at all times. If Grips does not provide any updated Results during a 48 hour period, the Customer may, as exclusive remedy, demand a refund of a 1/720th of the monthly fee paid by Customer per hour of non-provision of updated Results exceeding 48 hours from the preceding update, provided that there were new data in the Data Sources and processing of said new data would have generated updated Results other than just data Grips cannot match. Data Sources and Data Target are deemed available when (1) properly accessible and working (including, but not limited to, providing correct data at usual data rates) when contacted from a suitable access point (2) Customer has granted Grips all necessary access rights.
1.6 Customer permits Grips to access, copy, retain, and use for analyses of any kind, and pass on or license to any third party for purposes independent of Customer’s relationship with Grips, all and any data contained in the Data Sources and to store all and any Results in the Data Target. Furthermore, if Personal Data is contained in the Data Sources, Customer permits Grips to anonymize or pseudonymize such Personal Data; this permission does not affect Customer’s obligation to ensure that the Data Sources do not contain Personal Data, as set forth in Section 3.1, and/or Customer’s liability for breaches of said obligation, as set forth in Section 3.2, and Grips shall not be obliged to anonymize or pseudonymize such Personal Data.
1.7 If Customer withdraws Grips’s access rights to Data Sources and/or Data Target and/or Grips’s edit rights to Reporting, Grips is exempted from providing the Grips Services to the extent affected by such an access and/or edit rights withdrawal until all necessary rights are granted again. The withdrawal of access and/or edit rights shall not be considered a cancellation of the contract, so that Customer shall be obliged to pay the agreed fees even if Grips is exempted from providing its services, until actual termination of the contract.
1.8 Grips does not provide any consulting, support, training or the like for the Grips Services. It is exclusively Customer’s responsibility to assess whether the Grips Services meet Customer’s needs.
1.9 Grips may subcontract all or some of its obligations under the contract to any third party.