Allgemeine Geschäftsbedingungen (AGB)

, Am Römergut 3, 86583 Langerringen, nachfolgend „ANBIETER “ genannt.

§1 Geltung der Vertragsbedingungen

Der ANBIETER bietet die Softwarelösung TRUVENTO (nachfolgend auch „Anwendung“ genannt). Auf Grundlage dieser Allgemeinen Geschäftsbedingungen (AGB) wird den Kunden im Sinne dieser Vereinbarung die Nutzungsmöglichkeit für die benötigten Softwareanwendungen zum Zugriff über eine Telekommunikationsverbindung für seine Anwendungsdaten zur Verfügung gestellt.

These GTC govern the business relationship between the PROVIDER and the Customer insofar as, on the basis of a Software Agreement, the software application TRUVENTO is made available for use of its respective functionalities for the duration of the contractual term, and usage rights in the Application are granted or brokered in return for payment of the agreed fee. “Software Agreement” in this sense refers to the agreements on the provision of the Applications that refer to these GTC and any annexes. The specific system requirements for using the Applications are set out in their respective service descriptions, to which the Software Agreement refers. These requirements may vary depending on configuration, depending on individually agreed settings and adaptations to the software.

A contract between the PROVIDER and the Customer is concluded exclusively by entering into a separate Software Agreement. Self‑registration by the Customer via the platform and a contract formation thereby are excluded. As part of contracting, the Customer may choose between monthly or annual licenses and between the feature packages “Research”, “Draft Generation”, or “Full License”. The purchase of multiple licenses is possible. Unless expressly agreed otherwise, monthly licenses renew for an additional month if they are not terminated no later than 14 days before the end of the respective contract period. Annual licenses renew for an additional year if they are not terminated no later than three months before the end of the respective contract period.

Unless agreed otherwise, the version of the GTC valid at the time of contract conclusion is authoritative. These provisions also apply to pre‑contractual relationships. Further contractual terms may apply for third‑party software or hardware. Individual contractual agreements take precedence over these GTC. Deviating, conflicting, or supplementary terms and conditions shall not become part of the contract unless their validity is expressly agreed.

Customers within the meaning of these GTC are exclusively entrepreneurs authorized to provide legal services in the field of industrial property protection, businesses and law firms. These are natural or legal persons or partnerships with legal capacity who, when entering into the legal transaction, act in the exercise of their commercial or independent professional activity as patent attorneys or IP specialists (e.g., in‑house counsel of companies / IP departments).

Definitions and Scope of Services

For the purposes of these GTC, the following definitions apply:

AI Models means a learning system developed on the basis of large amounts of data. Through so‑called training, the model recognizes patterns and relationships in the information provided. This enables it to analyze new, previously unknown data and to make predictions or decisions on that basis. The AI model is the core of artificial intelligence. It stores the learned knowledge and uses it to perform specific tasks, such as recognizing images, understanding language, or making recommendations;

Generative AI Models are, for example, applications such as Bard, Gemini, Copilot in the Office products (Word, PowerPoint, Outlook, OneNote or Excel), DeepL, etc., which can generate new content based on prompts and existing information. This can include new texts, images, program code, or audio content.

AI System comprises the entire technical and organizational environment necessary to use an AI model in practical operation. This includes the provision of input data, the evaluation by the AI model and the preparation and presentation of the results for the user. In addition to the AI model, an AI system often includes additional components such as data processing units, user interfaces and mechanisms for quality assurance and performance monitoring. The AI system ensures that the trained model is used reliably, securely and in a user‑friendly manner.

Third‑Party Providers are providers (manufacturers)/operators of other AI models or AI systems. Training Data are structured or unstructured information used to develop and train an AI model—especially a generative AI model. These data often consist of texts, images, audio files, metadata or other digital content that help the model recognize patterns, learn relationships and generate new content on that basis.

Prompt means an instruction (e.g., Customer input) that causes the AI system to perform a specific task or to generate a specific response. The prompt is submitted to the AI system via the input field provided.

Output is the result of the AI system’s processing of the prompt.

TRUVENTO is an innovative and highly efficient IP platform that can perform AI‑assisted analyses and automated patent‑related research tasks and present the results in a structured manner, as well as support the creation of patent application drafts. Further details can be found in the TRUVENTO service description.

To provide the functionalities, in‑house AI systems and/or generative AI models (“in‑house TRUVENTO models”) are used. TRUVENTO also accesses generative AI models and/or AI systems of third‑party providers. The PROVIDER reserves the right to replace or add third‑party AI models/AI systems for the provision of services as described in these GTC and/or the service descriptions. Training data for AI systems are not only created or collected directly by the PROVIDER, but are also collected by third‑party providers. In doing so, third‑party providers may access publicly accessible databases, open‑source projects or user data collected by third parties and subsequently reused. In such cases, it is not always traceable for the PROVIDER whether the original data collection complied with applicable copyright or data protection provisions.

Please note that the data transmitted by the Customer in the course of using the system are not stored and retained separately. Information transmitted to the system may, however, be incorporated into the AI systems in the manner described and modify them.

The Customer has no claim to a dedicated IP address, its own physical server for its content, or bandwidth dedicated solely to it (data traffic capacity). Operation is performed—so as to achieve the necessary cost reductions—on powerful servers with a single IP address and a total bandwidth available for the respective server, which may result in fluctuations in the bandwidth actually available to the Customer.

Storage space for data generated and/or introduced into the AI systems is provided to the Customer solely to maintain the functionalities and/or the PROVIDER’s offering.

The PROVIDER strives to improve TRUVENTO on a regular basis and reserves the right to add and/or replace functionally equivalent products or functions if they are not up to date with respect to IT security. The same applies in the event of changes to the software requirements underlying the Application. The PROVIDER may change the service offering (software structure and user interface, etc.) within reasonable bounds insofar as and to the extent that the achievement of the contract’s purpose concluded with the Customer is not materially impaired. The changes must be necessary with regard to the currency of the service offering, in particular the software used, visual presentation, usability, availability, or the content offered, in order to ensure the functionality or competitiveness of the software. The Customer will be notified of corresponding changes in good time.

TRUVENTO reserves the right to review prompts and generated output by means of abuse‑prevention methods or content filtering and to block processing in the event of a substantiated suspicion of abusive use.

Quality of Performance

The PROVIDER will regularly review the quality of the AI models and systems used to deliver optimal work results. If either contracting party discovers that work results are incorrect or incomplete, the respective party shall notify the other without undue delay.

The PROVIDER does not warrant that intellectual property rights can be established in the Output. As a rule, the Output enjoys no legal protection, in particular no copyright protection.

Data with which AI applications work may be subject to copyrights and other usage rights. This applies both to the input (image files, texts, certain terms) used by the respective user in prompts to operate the AI and to the data sets with which the AI is trained. Output generated via TRUVENTO may therefore not be unique and may infringe copyrights or the intellectual property of third parties. AI‑generated content should therefore ideally not be reproduced in whole or in large part unchanged and used externally. The PROVIDER points out to the Customer that liability to remove or to refrain from future infringements may arise even without fault.

In general, AI applications may produce biased work results due to poor statistical methods and data sets that are too small or unbalanced. For many generative AI systems, it is not transparent which data sources are used and whether these are evaluated and processed statistically and objectively correctly. Work results may therefore contain misinformation and bias, even if they look plausible at first glance. The reliability and objectivity of the respective Output should therefore generally be critically examined and verified. Furthermore, AI may inherently produce incorrect information and inaccurate results.

Due to laws governing legal and tax advice, the PROVIDER is prohibited from handling third‑party legal matters, including legal advice, as well as from providing assistance in tax matters. These tasks are therefore not part of the PROVIDER’s scope of services. Such services are also not provided via TRUVENTO. The Customer is responsible for compliance with legal and tax requirements. Notwithstanding the foregoing, the Customer must examine every Output as to its suitability for the Customer’s intended purpose. The PROVIDER does not warrant whether and to what extent the Output is suitable for the purposes desired by the Customer.

Conclusion of Contract

Offers by the PROVIDER are non‑binding and subject to change unless the offer is expressly designated as binding. A legal obligation arises only through a Software Agreement signed by both parties or through a written order confirmation from the PROVIDER, as well as by the PROVIDER commencing performance of services after the Applications have been ordered.

Separate agreements must be concluded for deliveries and services of another kind (e.g., hardware delivery, installation and parameterization of software, training, other consulting services). The parties are free to conclude such agreements.

Contract formation is subject to the reservation that, in the event of incorrect or improper self‑supply, the PROVIDER may not perform or may only partially perform. This applies only if the PROVIDER is not responsible for the non‑delivery and a specific cover transaction has been concluded with due care. The PROVIDER will make all reasonable efforts to provide the contractually owed services. Otherwise, consideration received will be refunded without undue delay. In the event of non‑availability or only partial availability, the Customer will be informed without undue delay.

General Warranty Information

As a general matter, with respect to the Applications provided there is an explicit limitation that no software or IT infrastructure available on the market is 100% secure and 100% free of defects. This is due, among other things, to the multitude of viruses in circulation and to the fact that security risks fundamentally exist that may not yet be countered under the prevailing state of the art. The PROVIDER cannot, by definition, provide protection against improper operation or modification of the relevant Applications, against any infection of software components with computer viruses or other malware, or against other security gaps not attributable to the PROVIDER. The Applications and the systems operated by the PROVIDER do not protect against potential infringements of intellectual property or other unlawful activities by third parties—for example through cyber attacks/hacker attacks, spying on and intercepting data, or other unlawful manipulation of data and computer sabotage.

Protection against errors arising from the Customer’s risk sphere, from third‑party providers of software and hardware or other third parties—in particular against errors caused by improper operation or modification of the Applications or third‑party software, infection of corresponding components with computer viruses, use of unsuitable data carriers, defective hardware, failure of the power supply or data‑carrying lines, errors due to insufficient information security, unsuitable environmental conditions at the place of operation/retrieval of the Applications or force majeure—does not fall within the PROVIDER’s responsibilities.

It is expressly pointed out that the undisturbed and unrestricted condition and functionality of the Application regularly also depend on software and hardware components of third‑party providers. Any changes in such software components or in the Customer’s hardware and software environments can lead to restrictions in the functionality of the Applications.

Provision of the Software as a Cloud Solution

TRUVENTO is provided to the Customer as a cloud solution after payment of the agreed price. From the date agreed in the Software Agreement, the PROVIDER makes the Application agreed in the Software Agreement available in its current version for use on a central data processing system or several data processing systems (hereinafter, also in the plural, the “Server”).

If the Customer is enabled to store data and to retrieve it—primarily input and output data such as Customer‑created research—the PROVIDER will keep this available on the Server in the current version for the term of the Software Agreement and grant the Customer the opportunity and authorization to access the data and to use TRUVENTO’s functionalities online in accordance with these provisions. The Customer is obliged—particularly, but not exclusively, in the event that the Customer does not select data storage as a service from the PROVIDER—to arrange for storage and archiving independently and under the Customer’s own responsibility.

No physical transfer of the AI systems underlying TRUVENTO to the Customer takes place.

The transfer point for services in the form of the provision of the Application TRUVENTO is the router exit of the PROVIDER’s data center host. TRUVENTO is provided in operational condition at the transfer point when the PROVIDER has transmitted the access credentials to the Customer and the Customer has thereby been given the opportunity to access TRUVENTO and its functionalities. It is irrelevant when the Customer actually makes first access.

The PROVIDER warrants that the Application provided

• is suitable for the purposes resulting from its respective service descriptions, to which the Software Agreement refers; the services to be provided depend on the individually agreed configurations of the software;

• is, throughout the contract term, free of defects, i.e., essentially functional as specified in the service descriptions;

• is—where this falls within the PROVIDER’s area of responsibility—free from viruses and similar malware according to the state of the art that would nullify the suitability of the Application for contractual use.

The PROVIDER transmits to the Customer the number of Applications agreed in the Software Agreement as well as user names and user passwords. All user names and passwords must be changed by the Customer without undue delay to user names and passwords known only to the Customer. Any further security measures as well as other technical prerequisites are contained in the Application’s service descriptions.

From the date of operational provision agreed in the Software Agreement, the PROVIDER keeps storage space available on the Server for application data in the scope agreed in the service descriptions. Further details on storage space and application data will, where necessary, be agreed in the Software Agreement and the service descriptions referenced therein.

The router exit of the PROVIDER’s data center is regularly deemed the transfer point for the Applications and the application data.

The PROVIDER is not responsible for the condition of other required hardware and software on the Customer’s side or for the telecommunications connection between the Customer and the PROVIDER up to the transfer point.

The PROVIDER makes the Application available for retrieval from the internet. Technical or professional details of access and use of the Applications are contained in the service descriptions.

Technical Availability of the Applications and Access to Application Data; Response and Restoration Times

The PROVIDER owes the availability of the Application and application data as agreed in the service descriptions to the Software Agreement. Availability means the technical usability of the Application/application data for use by the Customer. The specific scope, type and quality of the services offered are determined by the individual agreements made between the parties according to the contractual offer in the commissioning and the corresponding confirmation by the PROVIDER. Otherwise, condition and functionality are derived from the relevant service and product descriptions, which are not to be understood as guarantees. A guarantee is granted only if expressly designated as such.

In the event of a change in the state of the art, the PROVIDER reserves the right to change the services within reasonable bounds. For reasons of technical progress, security, technical availability, stable operations and system integrity of the PROVIDER, as well as to meet the obligation to provide technically current solutions, the PROVIDER reserves the right to deactivate or modify individual components of the Applications insofar as the contractual purpose is not unreasonably restricted thereby.

In general, the PROVIDER warrants server reachability within industry‑standard availability. Excluded from this are times when the Server is not reachable due to technical or other problems beyond the PROVIDER’s control (force majeure, fault of third parties, etc.) or during maintenance. The PROVIDER reserves the right to restrict access to the services if required by the security of network operations, the maintenance of network integrity—particularly to avoid serious disruptions of the network, the Applications or stored data.

Rights of Use

The Customer is granted the non‑exclusive, non‑transferable and non‑sublicensable right, limited in time to the term of the Software Agreement, to use the Application in unmodified form to the extent of the agreed type of use on the devices for which it is intended. The Application may only be used by up to the type and number of authorized users (so‑called clients) corresponding to the licenses purchased by the Customer.

The Customer is only entitled to reproduce, edit or decompile the Application if this is permitted by law and only if the information required for this is not made accessible to the Customer by the PROVIDER upon request. In particular, the Customer is not entitled—unless permitted by law—to reverse engineer, edit or reproduce the program code or parts of the program code, including code snippets contained in the software.

Beyond the cases set out in Sections 8.1 and 8.2, the Customer is not entitled to reproduce the Application.

The Customer is not entitled to provide copies handed over or, where applicable, backup copies of the Application to third parties. In particular, the Customer is not permitted to sell, lend, rent or otherwise sublicense the Application, or to publicly reproduce or make it publicly accessible beyond contractual use.

If the Customer breaches any of the foregoing provisions, all usage rights granted under the Software Agreement shall immediately become ineffective and automatically revert to the PROVIDER. In this case, the Customer must discontinue use of the Application without undue delay and completely, delete all copies installed on its systems and delete or hand over to the PROVIDER any backup copies made.

Reverse translation of the program code into other code forms and other types of reverse engineering of the various stages of development of the Applications, including program modification for own use, are generally not permitted.

The PROVIDER may terminate the rights under Section 8 for good cause. Good cause exists in particular if it is unreasonable for the PROVIDER to continue to adhere to the Software Agreement, in particular if the Customer does not pay the remuneration or materially breaches Section 8.

If the PROVIDER delivers new versions, updates, upgrades or other new deliveries of the Application during the contract term, the foregoing rights also apply to these.

If the rights under Section 8 do not arise or if they end, the PROVIDER may require the Customer to return the items provided or a written assurance that they have been destroyed, and the deletion or destruction of all copies of the items and a written assurance that this has been done.

Other Services of the PROVIDER

In addition to the Application, the PROVIDER provides the Customer, to the extent required, with a user manual and product documentation.

The Customer is entitled to store, print and reproduce the documentation and manual provided, preserving existing proprietary notices, in a reasonable number for the purposes of this Agreement. Otherwise, the usage restrictions under Section 8 apply accordingly.

Maintenance and Support

Upon receipt of a fault report regarding the Application, the PROVIDER will begin fault analysis and the elimination of any fault, insofar as it actually exists. The PROVIDER will use its own ticket system for this purpose, in which, in particular, the Customer’s fault report and the measures taken to eliminate the fault will be documented. The PROVIDER assigns a processing number (“ticket”) to each Customer request. The ticket system enables continuous traceability of ticket processing status.

To this end, the Customer must perform the necessary acts of cooperation, in particular, upon the PROVIDER’s request, grant access to log files and to the affected systems. The period between receipt of a fault report by the PROVIDER and the PROVIDER’s notice to the Customer of the further procedure is the “Response Time”. The PROVIDER will eliminate any faults, taking the respective Response Time into account, within a reasonable period (“Restoration Time”).

Faults are categorized as critical, severe or other faults. Depending on the categorization, the following response and restoration times apply.

Depending on the classification of a defect, the following response and restoration times apply:

Critical Fault: Response time: 6h / Restoration time: 48h

A critical fault exists if use of TRUVENTO is impossible or severely restricted, for example due to malfunctions, incorrect work results or response times.

Severe Fault: Response time: 12h / Restoration time: 72h

A severe fault exists if use of TRUVENTO is not impossible or severely restricted due to malfunctions, incorrect work results or response times, but the usage restriction(s) is/are nevertheless not merely insignificant and can be circumvented by reasonable technical and/or organizational or other economically reasonable measures.

Other Fault: Response time: within 2 working days / Restoration time: within 10 working days

An other fault exists if use of TRUVENTO is not directly and/or not significantly/substantially impaired, such as in the case of unfavorably defined default settings or missing “nice‑to‑have” functions.

Compliance with response and restoration times is measured only within the PROVIDER’s general service hours. These are Monday to Friday, 09:00 to 18:00.

If the provision of a service objectively cannot be postponed, the PROVIDER will provide it outside service hours (“extended service hours”).

The response and restoration times begin upon receipt of a proper fault report. A fault report is proper if the Customer has fulfilled its duties to cooperate under Section 10.2 with regard to a sufficient description of the fault.

Within the response time, the PROVIDER will (a) document the fault report in a ticket system, (b) begin fault analysis and fault elimination, and (c) inform the Customer of initial measures for fault elimination.

The following applies to measurement of the restoration time:

The running of the Restoration Time is suspended from the point in time when the PROVIDER notifies the Customer of fault elimination.

If the Customer confirms elimination, the end of the Restoration Time is the time at which the PROVIDER notified the Customer of fault elimination. The ticket may be closed by the PROVIDER.

If the Customer explains with substantiation within 14 days after the PROVIDER has notified the Customer of fault elimination that the fault—contrary to the notification—has not been eliminated, the Restoration Time continues to run from the time the Customer’s explanation is received.

If within 14 days after the PROVIDER has notified the Customer of fault elimination neither a confirmation of elimination nor a substantiated explanation by the Customer is received stating that the fault has not been eliminated, the fault is deemed eliminated. In this case, the ticket will be closed by the PROVIDER. When notifying elimination of the fault, the PROVIDER will specifically draw the Customer’s attention to the significance of silence.

If it is foreseeable that critical or severe faults cannot be eliminated within a reasonable period, the PROVIDER will provide a workaround. Provision of the workaround does not release the PROVIDER from the obligation to eliminate the original fault as quickly as possible.

The PROVIDER is entitled to provide maintenance and support services by means of remote maintenance or remote diagnosis, provided this is not disadvantageous for the Customer—in particular does not exceed the time frame for providing the corresponding services on site—, no risks to IT security exist, and the technical prerequisites at the Customer are met.

If, during processing, it is determined that the fault reported by the Customer does not exist and that culpable user error by the Customer is present, the PROVIDER is entitled to invoice the Customer for the incurred or incurring effort for processing the fault report and fault analysis based on the PROVIDER’s then current price list for personnel time.

Hotline / Helpdesk

Within the service hours, the PROVIDER provides a ticket system for receiving fault reports and for remedying simple faults. The PROVIDER enables the use of the ticket system to accept any fault reports, application problems or other difficulties in connection with the operation of the Applications.

Faults can be reported via the ticket system.

Data Backup

As a rule, the Customer must take appropriate precautions for data backup, so that data from the data sets kept available in machine‑readable form can be reproduced with reasonable effort.

Customer Rights in Any Databases/Database Works that May Arise

The PROVIDER retains a simple, geographically unrestricted, temporally unlimited and transferable right to anonymized application data to process such data for internal purposes, to conduct statistical analyses, for market research purposes, to gain insights to improve own services and for technical administration. The anonymized data will in no case be linked with personal data. This excludes the possibility of drawing conclusions about a specific person.

Remuneration

The fees agreed in the Software Agreement apply. Remuneration is owed plus VAT at the statutory rate applicable at the time. The remuneration for the grant of use in respect of the Applications and, where applicable, provision of storage space is generally composed, according to the Software Agreement, of a basic fee and usage‑based monthly fees. The basic fee is due from the initial provision of the Applications for a base contract term according to the Software Agreement. The subsequent monthly fee is due for each calendar month commenced after the base contract term from further operational provision of the Applications. The monthly fee falls due in advance on the third last business day of the preceding calendar month. If the Customer has justifiably terminated the contract for cause, the remuneration shall be reduced pro rata temporis.

The PROVIDER is entitled to reasonably increase the usage‑based monthly fees to offset increases in personnel and other costs. The PROVIDER will notify the Customer of such price increases in writing or by email; the price increases do not apply for periods for which the Customer has already paid. If the price increase exceeds 5% of the previously agreed prices, the Customer is entitled to terminate the contract by giving one month’s notice to the end of a calendar month; if the Customer exercises this right of termination, the non‑increased prices will be charged until the termination becomes effective. The PROVIDER will advise the Customer of this right of termination with each announcement.

Customer Duties and Obligations

The Customer is obliged to have the Application provided by the PROVIDER professionally inspected or to inspect it without undue delay after access is enabled and to notify any defects with a precise description of the error. The Customer must thoroughly test the Applications’ intended use before commencing productive use.

The Customer must promote proper use of the Application through active and appropriate acts of cooperation. The Customer must provide the PROVIDER with the information and data necessary for proper performance. The Customer is responsible for ensuring that the technical prerequisites for use of the Application are established on its side—in particular with regard to the hardware and software used, the internet connection and current browser software. The Customer must in particular perform regular data backups and use up‑to‑date antivirus software. The PROVIDER is not liable for virus damage that could have been prevented by using appropriate software or other security measures.

The Customer must comply with the applicable laws of the Federal Republic of Germany, in particular data and youth protection provisions, criminal provisions, and these GTC. In particular, the Customer is obliged to:

• protect provided access data and corresponding identification and authentication mechanisms against access by unauthorized third parties and not disclose them;

• not to infringe third‑party rights, in particular copyrights and neighboring rights, trademark, patent and other property rights as well as personal rights;

• not to run Applications that may change the physical or logical structure of the networks, such as viruses.

Insofar as the Customer, within the scope of using the PROVIDER’s contractual services, collects, processes and uses personal data without such collection, processing or use being already permitted under applicable data protection provisions or other legal provisions, the Customer must obtain the necessary consent of the data subject. Personal data are information about the personal or factual circumstances of an identified or identifiable person.

The PROVIDER is released from the obligation to provide maintenance and administrative services to the Customer—without affecting the obligation to pay the agreed remuneration—if the Customer refrains from installing the current or the previous version and the delivered problem solutions of the Applications, unless the versions or problem solutions are defective. The Customer is responsible for installing software updates in its own systems.

The Customer will notify the PROVIDER without undue delay if the Application does not function correctly. The Customer must describe the circumstances of the occurrence of the errors and the effects concretely and in writing.

The Customer must take appropriate precautions for data backup so that data from the data sets kept available in machine‑readable form can be reproduced with reasonable effort.

The PROVIDER may, where applicable, require that, in the event of defect reports, the observed symptoms, the Application components as well as the system and hardware environment be observed in detail and reported (using forms provided by the PROVIDER), including information useful for defect rectification, for example the number of affected users, description of the system and hardware environment and, where applicable, simultaneously loaded third‑party software, and documentation. The PROVIDER may likewise require that identified malfunctions be made available in reproducible form on a suitable data carrier.

If the Customer becomes aware of misuse of its access data or of the identification and authentication mechanisms, the Customer must notify the PROVIDER without undue delay. In the event of misuse, the PROVIDER is entitled to block access to its services. The block can be lifted only by a written request from the Customer. The Customer is liable for misuse attributable to it.

Blocking of Access

The PROVIDER reserves the right to delete information from servers and to block user accounts if these GTC are violated. In the event of a breach of applicable laws, the PROVIDER is entitled to forward the relevant information to the competent authorities.

The PROVIDER reserves the right to temporarily block access to the agreed services in whole or in part if and to the extent the Customer uses these services unlawfully or breaches material obligations anchored in these GTC. The Customer will be informed of this without undue delay by email.

Indemnification

As a rule, the PROVIDER is not responsible for the Customer’s own content. In particular, the PROVIDER is not obliged to check content for possible legal violations. The Customer indemnifies the PROVIDER against all justified claims asserted by third parties against the PROVIDER due to the infringement of their rights that the Customer is responsible for. In this respect, the Customer also assumes the costs of the PROVIDER’s legal defense, including all court and attorney fees at the statutory rates. The Customer must grant the PROVIDER an appropriate advance for this.

Data Security, Data Protection

The contracting parties shall comply with the applicable data protection provisions, in particular those applicable in Germany, and shall oblige the employees they deploy in connection with the contract and its execution to data secrecy, insofar as they are not already generally obliged accordingly.

If the Customer collects, processes or uses personal data, the Customer warrants that it is entitled to do so under the applicable provisions—in particular data protection provisions—and, in the event of a violation, shall indemnify the PROVIDER against third‑party claims.

The PROVIDER will collect and use customer‑related data only to the extent necessary to perform this contract. The Customer consents to such collection and use to that extent.

The obligations under Sections 18.1 to 18.3 shall continue for as long as application data are within the PROVIDER’s sphere of influence, including beyond the end of the contract.

Confidentiality

The Customer and the PROVIDER mutually undertake to maintain confidentiality in accordance with the following provisions.

The recipient must keep the trade secrets of the disclosing party within the meaning of Sec. 2 No. 1 of the German Trade Secrets Act (GeschGehG) as well as other confidential information—particularly economically, legally, fiscally and technically sensitive data (collectively, “Confidential Information”)—that are entrusted or become known to it, regardless of whether they are expressly marked as confidential, secret, and must not disclose them. Information is not Confidential Information if it was known to or generally accessible to the public before being communicated or handed over to the recipient, or becomes so later without breach of a duty of confidentiality; was known to the recipient without breach of a duty of confidentiality; was developed by the recipient without use of or reference to the Confidential Information; or is provided or made accessible to the recipient by an authorized third party without breach of a duty of confidentiality. This obligation also applies for a period of five (5) years after termination of the contract. The content of the contract itself is also covered by this obligation.

The recipient may disclose Confidential Information internally only to the extent necessary and only to the necessary group of persons (need‑to‑know). Confidential Information may in particular be made accessible by the recipient only to its employees bound to secrecy or to its advisers bound by professional secrecy, insofar as they are involved in the contractual relationship and reasonably need the information. The employees must be advised of this agreement in advance. The recipient will take all necessary measures to ensure that all persons to whom Confidential Information is communicated or made accessible handle it in the same manner as the recipient is obliged to do.

The recipient is not entitled to use, exploit or appropriate the Confidential Information for purposes other than the purposes agreed by contract, whether by itself or through third parties. In particular, with respect to products and items, the recipient is not entitled to obtain Confidential Information by way of so‑called reverse engineering by observing, examining, dismantling or testing.

At the request of the disclosing party and, in any event, no later than upon termination of the contract, the recipient undertakes to return without undue delay all Confidential Information made available to it and all copies and reproductions thereof, or to destroy them in coordination with the disclosing party. Insofar as documents containing Confidential Information have been provided in electronic form, these data must be deleted at the latest upon termination of this contract or—where this is technically not possible—permanently blocked.

The recipient will also secure the Confidential Information against unauthorized access by third parties through appropriate confidentiality measures and comply with the statutory and contractual data protection provisions when processing the Confidential Information. This also includes technical security measures adapted to the current state of the art (Art. 32 GDPR) and the obligation of employees to maintain confidentiality and observe data protection (Art. 28(3)(b) GDPR).

If the recipient intentionally or negligently breaches the foregoing confidentiality obligations, it undertakes to pay an appropriate contractual penalty, the amount of which shall be determined by the disclosing party at its equitable discretion and reviewed by the competent court in the event of a dispute. The amount of the specific contractual penalty incurred is determined in particular by the degree of confidentiality of the trade secret or other confidential information concerned, the degree of fault, the scope of the information disclosed, and the number of unauthorized persons to whom the information is wrongfully disclosed.

Further claims for damages remain unaffected. Any contractual penalty paid will be credited against any claims for damages. The contractual penalty constitutes the minimum damage.

Maintenance and Warranty

The PROVIDER warrants, in accordance with the Software Agreement and these GTC, the maintenance of the contractually agreed condition of the Application during the contract term and that no third‑party rights oppose its contractual use. The PROVIDER will remedy material and legal defects in the Application within a reasonable time.

The Customer is obliged to notify the PROVIDER in writing without undue delay of defects in the Application after discovering them. In the case of material defects, this must be done describing the time of occurrence of the defects and the circumstances. Any defects in the PROVIDER’s owed services will be remedied promptly after the Customer’s error description. If the PROVIDER is unable to rectify a defect within a reasonable period, the Customer may demand a proportionate reduction. This does not apply if the defect is due to circumstances for which the Customer is responsible, in particular if it fails to fulfill its duty to cooperate. In the event of repeated material defects, the Customer may also terminate the contract without notice. The Customer’s further rights remain unaffected.

The PROVIDER does not grant guarantees in the legal sense to the Customer unless expressly agreed otherwise.

Content posted to any infrastructure possibly provided by the PROVIDER constitutes third‑party content. Legal responsibility in this respect lies with the Customer.

Data communication over the internet cannot, according to the current state of the art, be guaranteed to be error‑free and/or available at all times. The PROVIDER therefore assumes no warranty for technical defects not attributable to it, in particular for the constant and uninterrupted availability of databases and their content or for the complete and error‑free reproduction of content possibly posted by the Customer.

Liability; Limitations of Liability

The PROVIDER assumes no liability for the uninterrupted availability of systems and for system‑related failures, interruptions and malfunctions of technical equipment and services not attributable to the PROVIDER. In particular, the PROVIDER shall not be liable for impairments of access quality to its services due to force majeure or due to events for which the PROVIDER is not responsible. These include, in particular, strikes, lockouts, lawful internal labor disputes and official orders. They also include the complete or partial failure of communication and network structures and gateways of other providers and operators required for the PROVIDER’s own service delivery. The PROVIDER is entitled to postpone its performance for the duration of the hindering event plus a reasonable start‑up period. The PROVIDER assumes no liability for insignificant interruptions. The PROVIDER is also not liable for errors arising from the Customer’s or other third parties’ risk sphere, in particular for errors caused by improper operation or modification of the Applications or other third‑party software, infection of corresponding software components with computer viruses, use of unsuitable data carriers, defective hardware, failure of the power supply or data‑carrying lines, errors due to insufficient information security or unsuitable environmental conditions at the place of operation of the Applications.

In the event of slightly negligent breaches of duty, liability is limited to the type of foreseeable, contract‑typical, direct average damage. This also applies in the event of slightly negligent breaches of duty by the PROVIDER’s legal representatives or vicarious agents. The PROVIDER is not liable for slightly negligent breaches of non‑essential contractual obligations. However, the PROVIDER is liable for the breach of material contractual legal positions of the Customer. Material contractual legal positions are those that the contract must grant the Customer according to its content and purpose. The PROVIDER is also liable for the breach of obligations whose fulfillment enables proper performance of the contract in the first place and on whose observance the Customer may rely.

The foregoing limitations of liability do not affect the Customer’s claims arising from guarantees and/or product liability. Furthermore, the limitations of liability do not apply in cases of intent and gross negligence, in the breach of material obligations, and in bodily injury and health damage attributable to the PROVIDER or in the Customer’s loss of life.

The PROVIDER is not liable for loss of data and/or programs to the extent that the damage is based on the Customer’s failure to perform a data backup and thereby ensure that lost data can be restored with reasonable effort.

Term; Termination

The contractual relationship has the term and notice periods set out in the Software Agreement. Extraordinary termination remains unaffected. In particular, the PROVIDER may terminate without notice if the Customer is in default of payment of the prices or a not insignificant part of the prices for two consecutive months, or is in default of payment of the fee in an amount equal to the fee for two months over a period of more than two months.

Upon legal termination of the contract, the Customer is obliged to cease use and delete all copies on its own data processing equipment.

Amendment of the GTC

The PROVIDER reserves the right to amend these GTC at any time subject to a reasonable notice period of at least six weeks. The PROVIDER will notify the Customer of an amendment in text form.

If the Customer does not object, the amended terms and conditions shall be deemed accepted. In the event of objection, the contract shall continue unchanged with the previous terms and conditions; however, the PROVIDER is entitled to terminate the contract in an orderly fashion.

Final Provisions

The contractual relationship is subject to the substantive law of Germany, excluding the UN Sales Convention.

Any invalidity of individual provisions of the Software Agreement does not affect the validity of the remaining contractual content.

Unless a rule mandatorily provides for a different place of jurisdiction, exclusive place of jurisdiction is the court competent at the PROVIDER’s registered office.

Version as of 19 September 2025