Terms and Conditions

1.1 These General Terms and Conditions (“Terms”) apply to all contracts for the use of the viewneo digital signage software between Adversign Media GmbH, Immermannstraße 12, 40210 Düsseldorf, Germany (“Adversign Media”), and its customers (“Customer”). viewneo consists of the web-based content management system at cloud.viewneo.com (“CMS”), the viewneo player apps and the related services. Contact details and legal representatives are listed in the legal notice.

1.2 viewneo is offered exclusively to entrepreneurs within the meaning of Section 14 of the German Civil Code (BGB), legal entities under public law and special funds under public law. Adversign Media does not conclude contracts under these Terms with consumers within the meaning of Section 13 BGB.

1.3 Deviating or supplementary terms of the Customer do not become part of the contract, even if Adversign Media does not expressly object to them. They apply only if Adversign Media expressly agrees to them in text form. Individual agreements, such as a quotation or an Enterprise contract, take precedence over these Terms.

1.4 The purchase and rental of hardware through the online shop at shop.viewneo.com are governed by the terms published there. These Terms govern the software and the related services.

• Account: a Customer’s access to the CMS with its users, players, media, playlists and settings.
• Player: a device that plays content from the CMS on a screen, such as a viewneo 4K Signagebox, a room booking panel or another compatible device running the viewneo player app.
• Player licence: the right to operate one player in the account.
• Plugin: a paid extension of the CMS or the player. Content plugins provide content, player add-ons extend what a player can do, account-wide plugins apply to the whole account.
• Plans: Free (no charge), Professional and Enterprise (paid). The scope and prices of the plans are shown on the pricing page and in the documentation.
• Subscription: the paid contract for an account’s player licences, plugins and modules.
• Billing period: one month or one year, as chosen by the Customer.

3.1 Using viewneo requires an account. Registration at cloud.viewneo.com/register is free of charge. The Customer provides complete and truthful information and keeps it up to date. An e-mail address can belong to one account only.

3.2 After registering, the Customer receives an e-mail with a confirmation link. Confirming it activates the account and concludes the contract for use free of charge (trial and subsequent Free plan under clause 5). If the e-mail address is not confirmed within 30 days, Adversign Media deletes the registration.

3.3 The Customer takes out a subscription in the CMS under Settings › Plan & billing by entering a billing address and a payment method and confirming the booking. This constitutes the Customer’s offer to conclude a paid contract. The contract is concluded when Adversign Media activates the booked services or confirms the booking. The same applies to later extensions, such as additional player licences or plugins.

3.4 There is no entitlement to registration or to a subscription. Adversign Media may reject a registration or make payment by invoice subject to a review.

4.1 Adversign Media provides viewneo as software as a service. The Customer accesses the software over the internet; it runs on servers of Adversign Media or its service providers. The Customer does not receive program files or source code of the CMS. Adversign Media provides the player apps for installation on the players.

4.2 The scope of services follows from the booked plan, the booked player licences and plugins and from the description on www.viewneo.com and in the documentation at the time of booking. It includes in particular the media library, designer, playlists, routines (basic module), device management, and users and roles. Every paid account has 250 GB of storage, an account on the Free plan 2 GB.

4.3 Adversign Media provides the CMS with an availability of 98% on an annual average, measured at the exit of the data centre to the internet. Announced maintenance and disruptions for which Adversign Media is not responsible are not counted, in particular disruptions of the internet, of the Customer’s network or devices, and outages of third-party services connected through plugins. Content already transferred to a player continues to play without a connection to the CMS.

4.4 The Customer provides internet access, screens and players and bears their operation and costs. Supported devices and operating systems are listed on the website and in the documentation.

4.5 Adversign Media continuously develops viewneo and deploys new versions, features and security updates on its own servers. There is no entitlement to specific new features. Adversign Media provides individual customisation or development only under a separate agreement.

5.1 Every new account starts with a free trial of 30 days. During the trial the Customer can use viewneo within the scope of the Professional plan, activate several players and try plugins without being invoiced. The CMS shows when the trial ends. Adversign Media sends reminders by e-mail seven days, three days and one day before the end.

5.2 If the Customer has entered a payment method by the end of the trial, the subscription starts at the end of the trial with the player licences and plugins booked at that time. Otherwise the account is moved to the free Free plan.

5.3 The Free plan includes one player, one playlist, 2 GB of storage and the account owner as the only user. Plugins, templates, Pixabay images, AI images, reports and routines are not included. The exact scope is shown on the pricing page and in the documentation. Support on the Free plan is provided by e-mail.

5.4 When the account is moved to the Free plan, content and settings beyond its scope are permanently deleted: all players except the one last active together with its group, all playlists except one (preferably the one assigned to the remaining player), all users except the account owner, routines, templates and the content and settings of plugins. The Customer’s other own media in the media library are kept. Adversign Media points out the deletion by e-mail before the trial ends. The Customer is responsible for backing up content it wants to keep beforehand or for taking out a subscription in time.

5.5 An account with Enterprise features is not moved to the Free plan. If its trial ends without a subscription, Adversign Media locks the account. Its data and sub-accounts are kept until a subscription is taken out or they are deleted under clause 10.6.

5.6 There is no entitlement to the Free plan. Adversign Media may change its scope with six weeks’ notice or discontinue it.

6.1 viewneo is billed per player. The Customer needs one player licence for each player. It sets the number of licences in the CMS and can book licences for future players in advance. It reduces licences by deleting players.

6.2 The Customer books plugins in the CMS. Most plugins are booked and charged per player, at most one per player licence. Account-wide plugins apply to the whole account and are charged per player or as a flat fee, depending on the plugin, as shown in the price list.

6.3 Enterprise adds sub-accounts for locations, branches or customers, content sharing and mandatory playlists to an account. Enterprise is billed monthly with a monthly base fee and its own player licences (Player Enterprise). White Label is an add-on module to Enterprise that shows the CMS, the login page and the system e-mails in the Customer’s branding.

6.4 AI images are included in the paid plans and in the trial within the quotas shown in the CMS. Adversign Media may set and change quotas.

7.1 The prices shown on the pricing page and in the CMS at the time of booking apply. All prices are net prices plus statutory VAT, where applicable. Customers with a valid VAT identification number in another EU member state are invoiced without VAT under the reverse-charge procedure.

7.2 Billing is in euros or US dollars. The currency is fixed with the first payment and cannot be changed afterwards.

7.3 The Customer chooses monthly or annual billing. The annual price equals ten times the monthly price. Enterprise and White Label are billed monthly only. Fees are due in advance for each upcoming billing period.

7.4 If the Customer extends its subscription during a billing period, for example with player licences or plugins, Adversign Media charges the extension pro rata for the rest of the billing period, with the next invoice or separately. If the Customer reduces the scope or removes services, this takes effect from the next billing period; there is no refund or credit for the current period. If the Customer switches between monthly and annual billing, the current period is settled pro rata.

7.5 The Customer can pay by credit card or SEPA direct debit. Payment by invoice is available only after approval by Adversign Media. With credit card and SEPA direct debit, the amount due is collected automatically at each renewal. The Customer receives invoices by e-mail and can also download them as PDF in the CMS. The Customer agrees to electronic invoicing.

7.6 SEPA direct debit. The Customer grants Adversign Media (creditor identifier DE39 6850 0000 127792) a SEPA direct debit mandate (Core scheme) for the account provided. The period for the advance notice (pre-notification) is shortened to two working days before the debit date. The pre-notification is given with the invoice. The Customer ensures sufficient funds. The Customer bears the costs of a returned debit for which it is responsible. After repeated returned debits, Adversign Media may refuse payment by direct debit and switch to payment by invoice.

7.7 Invoices paid by invoice are payable without deduction within 14 days of the invoice date, unless otherwise agreed.

7.8 The Customer may only set off undisputed or legally established claims. It has a right of retention only for claims arising from the same contractual relationship. The Customer may assign claims under this contract to third parties only with the consent of Adversign Media.

8.1 If a collection fails or an invoice is overdue, Adversign Media reminds the Customer by e-mail and may make a further collection attempt. The Customer can enter a valid payment method in the CMS at any time.

8.2 If the Customer is more than 30 days in default with a payment and has been reminded at least twice without success, Adversign Media may block access to the CMS. The obligation to pay remains. Adversign Media lifts the block once the outstanding amounts have been paid.

8.3 Statutory default interest and further claims remain unaffected, as does the right to extraordinary termination under clause 10.4.

9.1 Adversign Media may change viewneo insofar as this is reasonable for the Customer, in particular due to technical progress, for security reasons, because of changes in the law or if providers of connected services change or discontinue their interfaces. The essential features of the booked plan are retained.

9.2 Adversign Media announces material changes to the services, price changes and changes to these Terms by e-mail at least six weeks before they take effect. Price changes apply from the next billing period after they take effect. The Customer may object to a change in text form until it takes effect or cancel the subscription as of the date it takes effect. If the Customer neither objects nor cancels, the change is deemed accepted; Adversign Media expressly points out this consequence in the announcement. If the Customer objects, Adversign Media may terminate the contract as of the date the change takes effect.

10.1 The contract for use free of charge (trial and Free plan) runs for an indefinite period. Either party may terminate it at any time. The Customer terminates by deleting its account in the CMS.

10.2 A subscription runs for the chosen billing period and renews for the same period unless cancelled before it ends. The Customer can cancel the subscription at any time with effect from the end of the current billing period, in the CMS under Settings › Plan & billing with Cancel subscription or in text form to support@viewneo.com. Until then it can withdraw the cancellation in the CMS. Adversign Media may cancel a subscription with 30 days’ notice to the end of a billing period.

10.3 When the subscription ends, Adversign Media blocks access to the paid services and to the account. At the Customer’s request, Adversign Media may instead switch a subscription to the Free plan at the end of the billing period if no more than one player is in use, no plugins are booked any more and no invoices are open. Clause 5.4 then applies accordingly.

10.4 The right of either party to terminate for good cause remains unaffected. Good cause for Adversign Media exists in particular if the Customer is more than two months in default with payments, uses viewneo beyond the agreed scope or improperly, or distributes unlawful content and does not stop doing so within a reasonable period despite being asked to.

10.5 The Customer can back up its data in the CMS and request a data export before the end of the contract. If the Customer deletes its account in the CMS, all of the account’s data are permanently deleted after confirmation.

10.6 Accounts without an active subscription or trial in which no user has signed in and no player has reported for six months are permanently deleted with all data by Adversign Media after prior notice by e-mail. If the Customer signs in before the announced date, the deletion does not take place.

10.7 Adversign Media retains invoices and billing data after deletion insofar as statutory retention obligations apply.

11.1 For the term of the contract, Adversign Media grants the Customer the simple, non-transferable and non-sublicensable right to use viewneo for its own purposes within the scope of the booked plan. This also applies to new versions and updates.

11.2 The Customer may create users in the account for its own employees and for third parties working on its behalf, such as agencies. On the Free plan, only the account owner is a user. The Customer is responsible for the actions of its users.

11.3 With Enterprise, the Customer may set up sub-accounts for its own locations and for its own customers and may provide viewneo to its customers commercially, with White Label also under its own brand. In that case:

• The Customer concludes its own contracts with its customers, provides the legally required information such as legal notice, privacy information and its own terms, and ensures that its customers comply with the obligations under these Terms.
• The Customer indemnifies Adversign Media against third-party claims arising from use by its customers insofar as the Customer is responsible for them.
• If the Customer is in default of payment, a block under clause 8.2 may also cover the sub-accounts.
• On termination of the contract, the Customer is not entitled to compensation for a customer base it has built up, in particular no claim under Section 89b of the German Commercial Code (HGB), whether applied directly or by analogy.

11.4 The Customer may not decompile or reverse-engineer viewneo or circumvent security mechanisms, unless expressly permitted by law. It may use the interface (API) only within the booked API plugin and the documentation and without putting an unreasonable load on the systems.

12.1 The Customer alone is responsible for content that it or its users upload, create or embed through plugins in viewneo. It ensures that it holds the necessary rights and that the content and its public display do not violate laws or third-party rights. It indemnifies Adversign Media against third-party claims arising from infringements for which it is responsible, including reasonable costs of legal defence.

12.2 Adversign Media may block content if there are specific indications of an infringement and informs the Customer accordingly. The storage may only be used for digital signage, not as general-purpose data storage.

12.3 Content plugins connect third-party services such as YouTube, Instagram, Facebook, LinkedIn, Microsoft Power BI and SharePoint or calendar services. To use them, the Customer may need its own accounts and complies with the terms of the respective providers. Adversign Media has no influence on the availability of these services. The Customer may use content from plugins and data sources of Adversign Media only for display through viewneo.

12.4 Images from Pixabay are subject to the Pixabay licence. The Customer checks AI-generated images before publishing them. Adversign Media gives no warranty that they are free of third-party rights or unique.

12.5 The Customer keeps its access data secret and protects them against access by third parties. If it suspects misuse, it informs Adversign Media without delay at support@viewneo.com.

13.1 Insofar as Adversign Media processes personal data on behalf of the Customer, for example of users or in content, it does so as a processor under Art. 28 GDPR on the basis of a data processing agreement, which Adversign Media provides on request at datenschutz@adversign-media.de.

13.2 In all other respects, the privacy policy applies.

14.1 During the term of the contract, Adversign Media keeps viewneo in a condition suitable for contractual use. The Customer reports defects without delay with a comprehensible description to support@viewneo.com. Adversign Media remedies defects within a reasonable period, including by workarounds.

14.2 No-fault liability for defects that already existed when the contract was concluded (Section 536a (1), first alternative, BGB) is excluded.

14.3 For use free of charge during the trial and on the Free plan, Adversign Media is liable for defects only if it fraudulently concealed them.

15.1 Adversign Media is liable without limitation for intent and gross negligence, for damage resulting from injury to life, body or health, under the German Product Liability Act and to the extent of a guarantee given.

15.2 In cases of simple negligence, Adversign Media is liable only for the breach of essential contractual obligations, that is obligations whose fulfilment makes the proper performance of the contract possible in the first place and on whose observance the Customer may regularly rely. Liability is then limited to the typical, foreseeable damage.

15.3 For loss of data, Adversign Media is liable only for the effort that would have been required for restoration had the Customer made regular backups appropriate to the risk.

15.4 Liability is otherwise excluded. The above limitations also apply in favour of the employees, representatives and vicarious agents of Adversign Media.

16.1 The law of the Federal Republic of Germany applies, excluding the UN Convention on Contracts for the International Sale of Goods. The exclusive place of jurisdiction for all disputes arising from this contract is Düsseldorf, provided that the Customer is a merchant, a legal entity under public law or a special fund under public law.

16.2 Declarations under these Terms can be made in text form, in particular by e-mail or through the functions of the CMS.

16.3 Should any provision of these Terms be or become invalid, the validity of the remaining provisions remains unaffected. The invalid provision is replaced by the statutory provision.

16.4 These Terms are provided in several languages. The German version is binding; the other versions are provided for better understanding.

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