Terms of Service

1. Scope and provider

1.1 These terms apply to all contracts for the use of Vellumine between you and the provider:

Christoph Emunds, trading as Vellumine
c/o COCENTER
Koppoldstr. 1
86551 Aichach
Germany

Email: chris@vellumine.com
Further contact details are in our legal notice.

In these terms, "we" and "us" mean the provider. "You" means the Customer.

If you signed up before the effective date of these terms, your previous terms continue to apply until you accept these terms or the change takes effect for you under clause 11. Our Data Processing Agreement applies to you from its effective date, even while your previous terms continue to apply.

1.2 These terms apply to businesses and to consumers. A consumer is a natural person who enters into the contract for purposes that are mainly outside their trade, business, or profession (§ 13 BGB). A business is a natural or legal person, or a partnership with legal capacity, that enters into the contract in the exercise of its trade, business, or profession (§ 14 BGB). Where a provision applies only to consumers or only to businesses, it says so.

1.3 If you are a business, your own terms and conditions do not apply, even if we do not object to them or if you refer to them when you sign up or order. They apply only if we expressly agree to them in writing.

1.4 Individual agreements made with you take precedence over these terms.

2. Definitions

• Service: the Vellumine software as a service, consisting of the web app at app.vellumine.com, the search script and search servers that provide search on your blog, the search analytics, and the related features described in clause 4.
• Customer: the person or company that creates a Vellumine account and enters into a contract with us under these terms.
• Collection: a search index for one Ghost blog that you create in the Service, together with its configuration.
• Customer Content: all content that the Service receives from your Ghost blog or that you provide to the Service, for example posts, pages, tags, author information, and your collection configuration.
• Reader: a person who visits your blog and uses the search provided by the Service.

3. Contract formation and free trial

3.1 The description of the Service on our website is not a binding offer, but an invitation to sign up.

3.2 To sign up, you enter your email address and a password or choose to sign in with GitHub or Google, and you agree to these terms. Before you submit the signup form, you can correct your entries at any time using the usual keyboard and mouse functions, or go back in your browser. By submitting the form, you make an offer to conclude a contract for the use of the Service. The contract is concluded when we activate your account. If you sign up with an email address and password, we activate your account once you confirm your email address with the link we send you.

3.3 When your account is activated, a free trial of the Service starts. The length of the trial and the features included in it are shown on our pricing page at the time you sign up. You do not need to provide any payment details for the trial. The trial ends automatically at the end of the trial period, without any charge and without turning into a paid plan. Each Customer can use the free trial only once.

3.4 After the trial, your account continues to exist without a paid plan until you delete it or the contract ends under clause 10. Without a paid plan, features that require a paid plan are not available, for example creating collections and syncing content. To keep using these features, you can buy a paid plan at any time.

3.5 Paid plans are bought through our payment provider Polar, in the checkout that you open from the app (see clause 5). Polar shows you the plan, the price, and the payment terms before you place your order. Polar's checkout and its terms govern the purchase itself. For the use of the Service under a paid plan, these terms continue to apply.

3.6 We keep every version of these terms available online. The current version of these terms is available at any time at vellumine.com/terms. All past and upcoming versions are available in the version history, where you can view, print, or save them. The available contract language is set out in clause 13.

4. The service

4.1 The Service provides full-text search, semantic search, and search analytics for blogs that run on Ghost. It syncs the content of your Ghost blog into a search index, replaces your blog's native search with Vellumine's search, and shows you statistics about how Readers use the search. The features included in each plan are shown on our pricing page and described in our documentation.

4.2 To use the Service, you need a Ghost blog and a Ghost Admin API key, as described in our documentation. The Service depends on the availability of your Ghost blog and its Admin API. We have no influence on Ghost and are not responsible for its availability or for changes that Ghost makes to its software.

4.3 We provide the Service with reasonable care and make reasonable efforts to keep it available. We do not promise a specific level of availability, and we do not offer a service level agreement (SLA). The Service may be temporarily unavailable, for example during maintenance, because of security incidents, or because of disruptions that are outside our control. We announce planned maintenance in advance where this is reasonable. Your statutory rights in case of defects remain unaffected.

4.4 Members-only and paid posts on your blog are indexed in full text, so that Readers can find them. In the search results, Readers only see the excerpt of such posts, not their full content. Posts tagged #vellumine-exclude in Ghost are not indexed.

4.5 We may develop the Service further and change its features, as long as the features included in your paid plan are kept. We may also make changes that are required by law, for security reasons, or because of changes that Ghost makes to its software. We only make changes under this clause if they are reasonable for you, taking our interests into account, and they do not cost you anything extra. Apart from changes required by law, for security reasons, or by changes to Ghost, we only reduce the features included in your paid plan, or otherwise change the main obligations, with your active acceptance under clause 11.4.

4.6 If a change under clause 4.5 more than slightly impairs your access to or use of the Service, we inform you by email in good time before the change takes effect, about the nature and time of the change. You can then terminate the contract free of charge within 30 days after the information or after the change, whichever is later. Statutory rights of consumers under § 327r BGB remain unaffected.

4.7 We may use subcontractors to provide the Service. Subcontractors that process personal data on your behalf are listed in our Data Processing Agreement.

5. Plans, prices and payment

5.1 The available plans, their prices, and their limits, for example the number of collections, the number of included posts, the charges for posts above the included amount, and the analytics retention period, are shown on our pricing page. The price and limits shown in the checkout when you buy or change a plan apply.

5.2 Paid plans are sold through Polar Software, Inc., 3500 South DuPont Highway, Dover, DE 19901, USA (Polar), which acts as merchant of record. This means that Polar sells the subscription to you, takes the payment, issues the invoices, and handles sales taxes. Polar's Checkout Buyer Terms apply to the purchase, payment, invoicing, refunds, and taxes. They are governed by the law of the State of Delaware, USA. Polar processes your payment data as an independent controller under its own privacy policy.

5.3 Paid plans are billed per billing period in advance. Charges for posts above the amount included in your plan are calculated based on usage during the billing period and are billed at the end of that period, as described on the pricing page and in our billing documentation.

5.4 You can change your plan in the app. The effect of a plan change on the price and on the timing is shown to you before you confirm the change.

5.5 We only change the price of an existing paid plan in accordance with clause 11.4, which means only with your active acceptance.

5.6 If you are a consumer, you have a statutory right of withdrawal. The withdrawal notice and the model withdrawal form are in the annex to these terms. Your other statutory rights remain unaffected.

6. Your obligations

6.1 Rights to your content. You must hold all rights to the Customer Content that are needed for us to provide the Service, in particular to sync, store, index, and display it in search results. You must not use the Service for content that infringes the rights of third parties or is unlawful.

6.2 Lawful use. You use the Service only in compliance with the applicable law and these terms. In particular, you must not:

• abuse the Service or its interfaces (API), for example by sending automated requests in a volume that goes beyond normal use of the Service, by trying to get around plan limits or technical restrictions, or by trying to access data that does not belong to you,
• interfere with the operation of the Service or impair its use by other customers,
• use the Service to distribute malware or spam, or to attack other systems.

6.3 Account and credentials. You keep the access data of your Vellumine account and your Ghost Admin API key secure and do not share them with unauthorised persons. You inform us without undue delay if you suspect that someone has misused them. Please make sure that the information you give us at signup is correct and keep your email address up to date, because we send important information about the contract to this address.

6.4 Informing your Readers. You are responsible for the processing of your Readers' data (see clause 8). You inform your Readers in your blog's privacy policy that your blog uses Vellumine for search and search analytics. Our user documentation contains a suggested wording that you can adapt.

7. Your content

7.1 You keep all rights to your Customer Content. We do not acquire any ownership or other rights to it beyond the licence in clause 7.2.

7.2 You grant us a non-exclusive, non-transferable right, limited to the term of the contract, to use the Customer Content only to the extent necessary to provide the Service to you. This includes the right to copy and store the Customer Content, to index it, to process it into a form suitable for search (for example text embeddings for semantic search), and to show it in search results on your blog. We may grant our subcontractors (clause 4.7) the rights they need for this purpose.

7.3 We do not use the Customer Content for any other purpose.

7.4 When the contract ends, the licence ends as well. We delete the Customer Content as described in clause 10.6.

8. Data protection

8.1 For the personal data of your Readers and of your blog's authors that we process for you as part of the Service, you are the controller and we are your processor under Art. 28 GDPR. Our Data Processing Agreement (DPA) applies to this processing. The DPA forms part of these terms and applies automatically to every contract under these terms, without a separate signature.

8.2 For your own personal data as our Customer, for example your account data, we are the controller. Our Privacy Policy explains how we process it.

9. Liability

9.1 We are liable without limitation:

• for intent and gross negligence,
• for injury to life, body, or health,
• under the German Product Liability Act (Produkthaftungsgesetz),
• within the scope of a guarantee that we have given,
• in all other cases in which liability cannot be limited or excluded by law.

9.2 In case of slight negligence, we are only liable if we breach an essential contractual obligation. Essential contractual obligations are obligations whose fulfilment makes the proper performance of the contract possible in the first place, and on whose fulfilment you may regularly rely (cardinal obligations). In this case, our liability is limited to the damage that is foreseeable and typical for this kind of contract. Otherwise, we are not liable for slight negligence.

9.3 If data is lost, we are not liable for damage that you would have avoided by making regular backups appropriate to the risk. In this case, our liability is limited to the effort that would have been needed to restore the data from such backups. Your blog content itself remains in your Ghost blog, and you can export your account data, collection configuration, and search analytics at any time on the Profile page in the app.

9.4 Clauses 9.2 and 9.3 do not apply in the cases listed in clause 9.1.

9.5 The limitations of liability in this clause also apply to the personal liability of our employees, representatives, and the persons we use to perform our obligations.

10. Term and termination

10.1 The contract runs for an indefinite period.

10.2 Accounts without a paid plan. If you do not have a paid plan, including during the free trial, you can terminate the contract at any time, without notice and free of charge, by deleting your account on the Profile page in the app or by writing to us.

10.3 Paid plans. A paid plan runs for the billing period you chose and renews automatically for another billing period of the same length unless you cancel it. You can cancel a paid plan at any time, with effect at the end of the current billing period, in the Polar customer portal, which you open with the "Subscription & Billing" link in the app. After the paid plan ends, your account continues without a paid plan under clause 10.2. You can only delete your account in the app after you have cancelled your paid plan. If you delete your account while a cancelled plan is still running, the plan ends immediately, and the remaining paid time is not refunded. This does not apply if you withdraw from the contract as a consumer under the annex; in that case, the annex applies.

10.4 Termination by us. We can terminate the contract with at least one month's notice by email. If you have a paid plan, the termination takes effect at the end of a billing period at the earliest. If you have paid in advance for a period after the contract ends, you get a pro-rata refund.

10.5 Termination for cause. The right of both parties to terminate the contract for good cause without notice remains unaffected. Good cause for us exists in particular if you seriously breach your obligations under clause 6 and, where a warning is required by law, do not stop the breach within a reasonable period after our warning.

10.6 Your data at the end of the contract. You can export your data and delete your account yourself on the Profile page in the app at any time, as described in our documentation. If you have a paid plan, you need to cancel it before you can delete your account, and deleting the account ends the cancelled plan immediately, without a refund of the remaining paid time (clause 10.3). This does not apply if you withdraw from the contract as a consumer under the annex; in that case, the annex applies. Before the contract ends, please export any data you want to keep. When the contract ends or you delete your account, we delete your data as described in our Privacy Policy and our Data Processing Agreement. Data that we must keep by law, for example accounting records, is kept for the statutory period.

10.7 Terminations by email are sufficient. Your statutory right to terminate a consumer contract using an online cancellation function (§ 312k BGB) remains unaffected.

11. Changes to these terms

11.1 We only change these terms if there is a valid reason for the change, for example:

• changes in the law or in case law that affect these terms,
• new features or services,
• technical developments or new security requirements,
• closing gaps in the terms that have arisen after the contract was concluded.

11.2 We inform you about planned changes by email at least six weeks before they are to take effect. The email contains the new version or a link to it, explains the changes, and states the date on which they take effect. You can view the new version, and all previous versions, in the version history.

11.3 You can accept a change before it takes effect, for example by confirming it in the app. If you do not object to a change before it takes effect, it applies to you from that date. We point out this consequence to you specifically in our email. You can object by email to chris@vellumine.com.

11.4 Clause 11.3 does not apply to changes that affect the main obligations of the contract, in particular a reduction of the features included in your paid plan, or a change of the price. Such changes only apply to you if you actively accept them. Your silence or your continued use of the Service does not count as acceptance.

11.5 You can terminate the contract free of charge at any time before a change takes effect. If you object to a change, or do not accept a change under clause 11.4, the previous terms continue to apply to you. In that case, both you and we can terminate the contract under clause 10.

11.6 Changes to the list of subprocessors in our Data Processing Agreement follow section 7 of the DPA, not this clause.

12. Governing law and jurisdiction

12.1 These terms and all contracts under them are governed by the law of the Federal Republic of Germany, excluding the United Nations Convention on Contracts for the International Sale of Goods (CISG).

12.2 If you are a consumer, this choice of law does not deprive you of the protection given to you by the mandatory provisions of the law of the country where you have your habitual residence (Art. 6(2) of the Rome I Regulation).

12.3 If you are a merchant (Kaufmann) within the meaning of the German Commercial Code, a legal entity under public law, or a special fund under public law, the exclusive place of jurisdiction for all disputes arising from or in connection with the contract is the court competent for Aichach, Germany (Amtsgericht Aichach or Landgericht Augsburg). We may also sue you at your general place of jurisdiction. For all other customers, including consumers, the statutory rules on jurisdiction apply.

13. Contract language

The contract language is English. These terms are available in English only. We conclude contracts and communicate with you about the contract in English.

14. Consumer dispute resolution

We are not willing or obliged to take part in dispute resolution proceedings before a consumer arbitration board (§ 36 of the German Consumer Dispute Resolution Act, VSBG).

If you have a complaint, please contact us at chris@vellumine.com. We will try to find a solution with you.

15. Severability

If any provision of these terms is or becomes invalid, the rest of the terms remain valid. Instead of the invalid provision, the statutory provisions apply.

Annex: Right of withdrawal for consumers

If you are a consumer (clause 1.2), you have the following right of withdrawal.

Withdrawal notice

Right of withdrawal

You have the right to withdraw from this contract within 14 days without giving any reason.

The withdrawal period will expire after 14 days from the day of the conclusion of the contract.

To exercise the right of withdrawal, you must inform us (Christoph Emunds, trading as Vellumine, c/o COCENTER, Koppoldstr. 1, 86551 Aichach, Germany, email: chris@vellumine.com) of your decision to withdraw from this contract by an unequivocal statement (for example, a letter sent by post or an email). You may use the attached model withdrawal form, but it is not obligatory.

To meet the withdrawal deadline, it is sufficient for you to send your communication concerning your exercise of the right of withdrawal before the withdrawal period has expired.

Effects of withdrawal

If you withdraw from this contract, we shall reimburse to you all payments received from you without undue delay and in any event not later than 14 days from the day on which we are informed about your decision to withdraw from this contract. We will carry out such reimbursement using the same means of payment as you used for the initial transaction, unless you have expressly agreed otherwise; in any event, you will not incur any fees as a result of such reimbursement.

End of withdrawal notice

Notes

• You conclude separate contracts with us: the contract for the use of Vellumine, concluded when your account is activated (clause 3.2), and a contract for each paid plan, concluded when you complete the checkout (clause 3.5). The right of withdrawal applies to each of them separately, and the withdrawal period starts with the conclusion of the respective contract.
• Paid plans are paid through our payment provider Polar (clause 5.2). We issue refunds through Polar.
• If you withdraw from a contract for a paid plan, the paid plan ends and your account continues without a paid plan (clause 3.4).
• If you withdraw from the contract for the use of Vellumine, we delete your account as described in clause 10.6. A running paid plan ends at the same time, and we refund it in full.
• Please tell us the email address of your Vellumine account, so that we can find your contract.

Model withdrawal form

(Complete and return this form only if you wish to withdraw from the contract.)

To: Christoph Emunds, trading as Vellumine, c/o COCENTER, Koppoldstr. 1, 86551 Aichach, Germany, email: chris@vellumine.com

I/We (*) hereby give notice that I/We (*) withdraw from my/our (*) contract for the provision of the following service (*):

____________________________________________________________

Ordered on (*) / received on (*):

Name of consumer(s):

Address of consumer(s):

Signature of consumer(s) (only if this form is notified on paper):

Date:

(*) Delete as appropriate.