General terms and conditions

As of: 8 September 2025 (informational English translation; German version prevails.)

General part

Scope & contract formation

These terms apply exclusively to business relationships with entrepreneurs within the meaning of Section 14 of the German Civil Code (BGB). Conflicting or deviating customer terms are not recognised unless the provider expressly agrees in writing. Contracts are formed by acceptance of the offer or written order confirmation by the provider.

Prices & payment

All prices are net amounts plus statutory VAT. Invoices are due within 14 days of the invoice date without deduction.

Confidentiality

Both parties undertake to treat each other's business and trade secrets confidentially and to use them solely for contractual purposes. This obligation continues after termination of the contractual relationship.

Limitation of liability

The provider has unlimited liability for intent and gross negligence. For slight negligence, the provider is liable only for breach of material contractual obligations (cardinal duties) and limited to foreseeable, typical contract damage. Total liability is capped at fees paid by the customer in the preceding 12 months.

German law applies. Exclusive place of jurisdiction for all disputes is the provider's registered office.

Part A – SaaS services (Focus Assistant)

Right of use

The provider grants the customer a non-exclusive, non-transferable right to use the software service for business purposes.

Data protection roles

The customer acts as controller within the meaning of the GDPR; the provider acts as processor. The customer must conclude the data processing agreement (DPA) provided by the provider.

Note on AI-generated output

Output from the service is based on probabilistic AI models and may contain errors. The customer must review outputs before use. The provider anonymises data before transfer to subprocessors and may use anonymised data to improve the service.

Term & termination

The agreement runs for an indefinite term. Either party may terminate with 14 days' notice to the end of the respective billing month.

Part B – Project services

Scope of services

The specific scope is set out in the respective written project agreement, including consulting (workshops) and implementation work (pilot projects).

Customer cooperation

The customer shall provide all required information, data, and access in good time and name a contact available for decisions during business hours. Delays due to lack of cooperation extend deadlines; additional costs are invoiced separately.

Acceptance

After the provider's completion notice, the customer reviews the deliverable within 10 business days. The work is deemed accepted if material defects are not reported in writing within that period or the customer uses the result productively.

Fees & payment

The standard arrangement is 50% on order and 50% after acceptance. Deviations may be agreed in the project agreement.

Intellectual property

After full payment, the customer receives exclusive, perpetual usage rights to individually created deliverables. The provider retains rights in general methods, concepts, and reusable components underlying the project.