Terms of Service

1. Provider and scope

Holy Quack is a software-as-a-service product for Amazon Ads, operated by Baoks UG (haftungsbeschränkt), Kruppstraße 41, 72760 Reutlingen, Germany, registered with the commercial register of Stuttgart Local Court under HRB 781629 ("we", "us", "our"). These Terms govern the use of the service by business customers.

2. Business customers only

We contract exclusively with entrepreneurs within the meaning of § 14 of the German Civil Code (BGB), legal entities and special funds under public law, and comparable businesses outside Germany ("Customer"). Consumers within the meaning of § 13 BGB may not register for or purchase the service.

The person accepting these Terms confirms that they act for the Customer's trade, business or profession and are authorized to bind the Customer. Because we do not conclude contracts with consumers, statutory consumer rights, including the right of withdrawal, do not apply. The Customer's own general terms and conditions do not apply, even if we do not expressly object to them.

3. Conclusion of contract and contracting party

The contract is concluded when the Customer accepts these Terms in our checkout, in the app, or by signing an order. For self-service contracts, the Customer is the business represented by the accepting person, as identified by the company and billing details provided at checkout and the workspace recorded in the acceptance record. A workspace label alone is not a verified legal name. A different payer or invoice recipient does not automatically become the Customer. Later billing changes supplement these records and do not silently substitute a different contracting entity.

Individually signed orders identify their parties expressly. Affiliates join only through an expressly identified, authorized accession or signed order describing their role and processing scope. A shared workspace, connected advertiser account or group relationship does not by itself make another entity a party.

4. The service

The service is an AI-based software tool. It connects to the Customer's Amazon Ads accounts through the Amazon Ads API. It imports advertising data, calculates bids and rule-based actions, applies changes within the scope the Customer configures, and provides dashboards and reports.

The service sets bids using several bidding methods, including rule-based methods and machine-learning models that we train only on the Customer's own advertising data. This per-customer training is part of the service and of the processing we carry out on the Customer's behalf. We do not use the Customer's data to train models for other customers, except through the optional cross-customer learning under section 11, which is currently inactive. We do not use the Customer's data to train third-party AI or language models.

To find the method that best reaches the Customer's targets for its own campaigns, we continuously compare these methods by assigning parts of the Customer's campaigns to different methods. We use the results of this comparison for the Customer's account. Across customers we use them only as anonymized statistics under section 11. On request, we tell the Customer which method managed which campaign. The Customer can opt out of the comparison and of machine-learning training on its data at any time by email to info@baoks.de. Its campaigns are then managed by rule-based methods only. After an opt-out, we no longer train models on the Customer's data and no longer include its campaigns in the comparison.

We compare only methods that, to the best of our knowledge, work toward the Customer's targets. Every method stays within the Customer's budgets, bid limits and automation scope under section 7 and within our safety limits for bid and budget changes (write guard). One method can perform worse than another for a period; we do not guarantee a result. Section 13 applies.

The optional AI assistant ("Günther") answers questions about the connected accounts, analyzes performance and proposes changes. It cannot apply changes to an advertising account unless an authorized user approves them in the app. At the Customer's request, our staff can approve or make changes in a support session; they then act on the Customer's instruction and with due care, and section 13 applies. AI-generated answers may be incomplete or wrong. The Customer checks them before relying on them.

We may change the service where this is reasonable for the Customer, in particular because of legal requirements, security, changes to the Amazon Ads API or further development, provided its core functions remain available. We announce material changes that are negative for the Customer at least 30 days in advance in text form; the Customer may then terminate with effect from the change. Specific availability levels apply only if agreed in a signed order. Statutory rights in case of defects remain unaffected, subject to section 13.

5. Accounts and authorization

The Customer keeps its account information accurate, protects its login credentials and is responsible for activity under its account. The Customer may connect only Amazon Ads accounts it is authorized to manage, and must hold any permissions required to have us process the data in those accounts.

6. Acceptable use

The Customer must not misuse the service, interfere with its integrity or security, reverse engineer protected components, or use it in violation of applicable law, Amazon policies or third-party rights.

7. Advertising decisions and results

The Customer chooses the connected accounts, instructions, campaign settings, target values and automation scopes, and decides whether they suit its business. Forecasts and recommendations do not guarantee revenue, profit, ACOS, ROAS or any other result.

The Customer sets the budgets and the upper and lower bid limits within which the service may make changes. The Customer is responsible for the amount of these budgets and limits and for how they were set, including values proposed by the service or the AI assistant that the Customer has confirmed or approved. Advertising spend is owed directly to the advertising platform and is separate from our fees.

Within these limits and the approved automation scope, the service also makes changes automatically, without presenting each change in advance. The Customer reviews the changes made and the development of its advertising spend regularly, at least once a week, using the change log in the app and its advertising accounts. If it notices irregularities, it pauses the affected automations and informs us without undue delay.

This allocation of responsibility does not excuse us from following agreed instructions and configurations properly; our liability is governed by section 13.

8. Prices and payment

• Unless the checkout or a signed order states otherwise, the monthly plan costs EUR 89 per brand per month, plus VAT where applicable, billed in advance. A brand is one Amazon advertiser account, including all of its marketplaces.
• Founding prices: a founding price that the Customer booked for a brand before 6 October 2026 stays fixed for that brand for as long as the subscription for that brand continues without interruption, even if we raise our list prices later. It covers the plan booked at the founding price; if the Customer switches that brand to another plan, the price of the new plan applies from the switch. If the subscription for the brand ends, a new subscription is charged at the prices current at that time.
• The number of billed brands follows the brands connected in the workspaces that share the Customer's subscription. A brand the Customer adds is charged pro rata from its connection on the next invoice. A brand the Customer disconnects is no longer charged from the next billing period; the current period is not credited.
• Free month: a new Customer can use the service free of charge for 30 days without a payment method. The free month starts when the Customer first connects an Amazon advertiser account. It covers that one account, including all of its marketplaces. Each Amazon advertiser account receives the free month only once, also across different workspaces or users. During the free month, the hosted Günther assistant is included up to AI credits worth EUR 10; the Customer can buy further credits or choose a plan. The free month ends automatically after 30 days and does not turn into a paid subscription. To continue, the Customer chooses a plan and adds a payment method. Without a plan, access to the app ends when the free month ends; billing and account settings stay available, and the stored data is kept under section 10. There is no claim to a free month; we may end the offer for new customers at any time.
• Payments are processed by Stripe. The reverse-charge procedure applies where the legal requirements are met. The Customer keeps a valid payment method on file.
• If a payment fails and remains unpaid after a reminder, we may suspend access until payment is made.
• 14-day money-back guarantee from your first actual subscription payment. Request a refund through Help or info@baoks.de within 14 days. A fully discounted period does not start this window. Refunds are handled manually and include ending the refunded subscription. Cancellation alone does not request a refund. Statutory rights remain unaffected.

9. Term and cancellation

Monthly subscriptions renew each month until canceled. The Customer may cancel at any time with effect at the end of the current billing period, in the billing section of the app or in text form to info@baoks.de. We may cancel with 30 days' notice to the end of a billing period. Either party may terminate for good cause. Existing lifetime licenses remain valid and do not renew.

10. Data protection

The Customer retains all rights in its data and grants us the right to process it only to provide the service, including the machine-learning models and the comparison of bidding methods described in section 4, and, where the Customer has switched it on, for cross-customer learning under section 11. Where we process personal data on the Customer's behalf, our Data Processing Agreement (Art. 28 GDPR) forms an integral part of these Terms. Processing for which we are responsible ourselves is described in our Privacy Policy.

11. Amazon Advertising Data

We access the Customer's Amazon Advertising data ("Amazon Data") through the Amazon Ads API. Our handling of Amazon Data is also subject to the Amazon Ads Partner Network Policies. Where they conflict with these Terms on the handling of Amazon Data, those policies prevail.

Cross-customer learning is an optional feature and is currently inactive. It remains switched off and will not be offered or enabled unless and until Amazon has expressly confirmed in writing that this specific use is permitted for our approved integration. Customer opt-in alone does not activate it. After such confirmation we may offer cross-customer learning as an option that is switched off by default. Only if the Customer switches it on may we use aggregated, anonymized, numeric performance statistics derived from the Customer's Amazon Data, together with those of other customers, to improve our bidding models. These statistics contain no search terms, keywords, campaign names, ASINs or other content that identifies the Customer, its products or its campaigns. Neither these statistics nor the Customer's data are shown to other customers. Amazon Marketing Cloud and Amazon Attribution data are never used for cross-customer learning. The Customer can switch cross-customer learning off at any time in the app settings or in text form to info@baoks.de. We do not sell Amazon Data or statistics derived from it.

When the account ends or we receive a deletion request, we immediately stop all syncing and processing of Amazon Data. Amazon Data in active production systems is deleted without undue delay. Residual encrypted backup copies are deleted automatically within 30 days at the latest. Machine-learning models and other artifacts derived from the Customer's Amazon Data are deleted, or retrained without that data, within 30 days after the account ends or we receive a deletion request. If the Customer switches off cross-customer learning, we stop using the Customer's contributed statistics and, within 30 days, retrain or retire the cross-customer models trained on them. Customer-specific models remain in use while the service continues, unless the Customer opts out of machine-learning training; we then stop using them at once and delete them, or retrain them without the Customer's data, within 30 days.

12. Third-party platforms

The service depends on third-party systems, in particular the Amazon Ads API and our infrastructure providers. We do not guarantee that third-party platforms remain available or unchanged. Our responsibility for our own contractual duties, and for persons for whom we are legally responsible, remains subject to section 13.

13. Liability

We are liable without limitation for intent and gross negligence, for injury to life, body or health, under the German Product Liability Act, for fraudulent concealment and within the scope of an expressly assumed guarantee.

For slight negligence we are liable only if we breach an essential contractual obligation. An essential contractual obligation is one whose fulfilment makes proper performance of the contract possible in the first place and on whose observance the Customer may regularly rely. In that case, our liability is limited to the foreseeable damage typical for this type of contract. In addition, our liability in these cases is limited per contract year, for all claims together, to the fees the Customer paid in the twelve months before the event giving rise to the claim, but at least EUR 10,000 and no more than EUR 25,000 (the "liability cap"). The liability cap does not apply to advertising spend that arises because the service exceeds the budgets or bid limits the Customer has set under section 7. On request, we offer a higher liability cap for an additional fee.

Otherwise, liability for slight negligence is excluded. Strict liability for defects that already existed when the contract was concluded (§ 536a(1) first alternative BGB) is excluded. Advertising spend incurred within the budgets, bid limits and automation scopes the Customer has set under section 7 may be taken into account as contributory fault (§ 254 BGB), in particular advertising spend incurred after the point at which the Customer would have detected it through the weekly review under section 7 and could have avoided it by pausing the automation. For loss of data caused by slight negligence, we are liable only for the effort needed to restore the data from our backups and to retrieve Amazon Data again through the Amazon Ads API, where it is still available there. This does not apply where the loss results from our breach of our backup obligations under Annex II of the Data Processing Agreement.

These limitations also apply to the personal liability of our officers, employees and agents, and to any recourse between the parties under Art. 82(5) GDPR. Claims for damages against us become time-barred one year after the statutory limitation period begins, except in the cases of the first paragraph. Liability towards data subjects under Art. 82 GDPR is governed by the Data Processing Agreement.

13a. Customer responsibility and indemnity

The Customer is responsible for its advertising and business decisions, its Amazon accounts, budgets, bid limits and automation settings, its approval of proposals made by the service or the AI assistant, compliance with Amazon policies, and the lawfulness of the data and instructions it provides. The service supports these decisions; it does not replace the Customer's own review.

The Customer indemnifies us against all third-party claims, including claims by data subjects, Amazon and authorities (except administrative fines), and against reasonable costs of legal defence, to the extent they result from instructions or data the Customer provides, or from the Customer's culpable breach of these Terms or applicable law. This does not apply where the claim results from an incorrect proposal, an incorrect execution or a breach of duty on our part. Section 7 last paragraph and section 13 remain unaffected. We inform the Customer promptly of any such claim and coordinate our defence with it.

14. Changes to these Terms

We notify the Customer of material changes by email or in-app notice at least 30 days before they are to take effect. If the Customer has not accepted the revised terms by the date stated in the notice, we may suspend access to the app until it accepts them; either party may then terminate the contract with effect from that date. Revised contractual terms apply only once the Customer expressly accepts them or a separate written agreement is made. Continued use alone does not mean acceptance. An update to the Privacy Policy is not a change to the contract.

15. Precedence

An individually negotiated order or agreement prevails over these Terms to the extent of an express conflict. The Data Processing Agreement prevails in conflicts about the processing of Customer personal data. Mandatory law and applicable transfer clauses prevail over both. A user accepting these standard Terms does not override an existing signed agreement.

16. Governing law and jurisdiction

These Terms are governed by the laws of the Federal Republic of Germany, excluding the UN Convention on Contracts for the International Sale of Goods (CISG). The exclusive place of jurisdiction for all disputes arising from or in connection with the contract is Reutlingen, Germany, provided the Customer is a merchant, a legal entity or special fund under public law, or has no general place of jurisdiction in Germany. We may also sue the Customer at its general place of jurisdiction.

17. Final provisions

If a provision is invalid or unenforceable, the remaining provisions stay in effect, and the statutory rules govern the gap. These Terms are drafted in English, and the contract is concluded in English. We store the contract text. The Customer can view and save the current documents on our website at any time. Where the Customer accepts in the app, it can download the accepted documents and its acceptance record there. Input errors can be corrected in the checkout before the order is submitted. As permitted for business customers, the information duties under § 312i(1) sentence 1 nos. 1 to 3 BGB are waived to the extent not fulfilled here. Declarations such as cancellations may be made in text form. Questions about these Terms: info@baoks.de.