of KrambergAI GmbH
Status: May 2026
Important Notice
This English version is provided for convenience and informational purposes only. In the event of discrepancies, inconsistencies or interpretation differences between the English and German versions, the German version shall prevail exclusively.
1. Scope of Application
(1) These General Terms and Conditions (“GTC”) apply to all contracts between KrambergAI GmbH, hereinafter referred to as the “Provider”, and entrepreneurs within the meaning of Section 14 German Civil Code (BGB), legal entities under public law and special funds under public law, hereinafter referred to as the “Customer”.
(2) These GTC apply in particular to the provision of cloud-based software solutions, AI systems, digital platforms, APIs, integrations, assistant systems, hosting, support, maintenance, consulting, training, analysis, implementation and onboarding services.
(3) The Provider’s services are offered exclusively to business customers within Germany, Austria and Switzerland as well as international B2B customers.
(4) Conflicting, deviating or supplementary terms and conditions of the Customer shall not apply unless expressly agreed to in writing by the Provider.
(5) Individual agreements between the parties shall take precedence over these GTC.
2. Conclusion of Contract
(1) Offers made by the Provider are non-binding unless explicitly designated as binding.
(2) A contract shall only become effective upon written order confirmation, execution of a contract, provision of access or commencement of service performance by the Provider.
(3) The Provider reserves the right to reject orders or contract requests without stating reasons.
(4) The Customer represents and warrants that it acts as an entrepreneur when entering into the contract.
3. Subject Matter of the Contract
(1) The Provider offers digital software and platform services, particularly AI-based systems for the processing, analysis, structuring, generation and management of data, documents, communication content and business processes.
(2) Services are generally provided as Software-as-a-Service (“SaaS”) via the internet. Local installation at the Customer’s premises shall only take place if expressly agreed.
(3) The type, scope and characteristics of the services are exclusively defined by the respective offer, contract or service description issued by the Provider.
(4) The Provider does not owe any specific economic success, increase in revenue or particular business outcome.
(5) AI-based systems operate on statistical probabilities and automated data processing. AI-generated content may be incorrect, incomplete, contradictory or legally inaccurate. The Customer is solely responsible for independently reviewing and validating all results from a technical, organizational and legal perspective.
(6) The Provider’s services do not constitute legal, tax, compliance, data protection, business or professional advice.
4. Third-Party Services and External Providers
(1) The Provider’s services may rely on third-party infrastructure, hosting, API, cloud or AI services.
(2) The Provider is entitled to use subcontractors and external service providers for service delivery.
(3) Changes, restrictions, pricing adjustments or discontinuation of third-party services may affect the Provider’s services.
(4) The Provider does not guarantee the permanent availability of specific third-party providers, AI models, APIs or external platforms.
(5) Where necessary, the Provider may replace systems or models with technically or economically comparable alternatives.
5. Implementation, Onboarding and Custom Services
(1) The Provider may charge separate fees for consulting, training, onboarding, migration, implementation, integration or custom development services.
(2) Such services constitute independent services and shall be remunerated separately from recurring subscription fees.
(3) Time and effort estimates are non-binding unless expressly agreed otherwise.
6. Term and Termination
(1) Contracts are concluded for the term specified in the respective offer or agreement.
(2) Unless otherwise agreed, contracts automatically renew for the originally agreed term, but no longer than twelve months, unless terminated in due time.
(3) The notice period is fourteen days prior to the end of the term for monthly contracts and one month prior to the end of the term for annual contracts.
(4) The right of either party to terminate for cause remains unaffected.
(5) Terminations must at least be made in text form.
7. Prices and Payment Terms
(1) All prices are quoted net plus applicable statutory VAT.
(2) Invoices are payable immediately without deduction unless otherwise agreed.
(3) Recurring services may be invoiced in advance.
(4) In the event of payment default, the Provider is entitled to charge statutory default interest and temporarily restrict or suspend services.
(5) The Provider may withhold services until outstanding amounts have been fully settled.
(6) Set-off or retention rights are permitted only with undisputed or legally established claims.
8. Usage Rights
(1) For the duration of the contract, the Provider grants the Customer a simple, non-exclusive, non-transferable and non-sublicensable right to use the services provided.
(2) The services may only be used for the Customer’s own business purposes.
(3) Any transfer, sublicensing, rental, resale or public provision of the services requires prior written consent of the Provider.
(4) The Customer may not copy, reverse engineer, decompile or circumvent technical protection measures unless explicitly permitted by mandatory law.
9. API Usage and Technical Restrictions
(1) The Provider may define technical usage limitations, including request limits, storage quotas, processing volumes, data limits or parallel access restrictions.
(2) In cases of unusual system load, security risks or contractual misuse, the Provider may take appropriate technical measures, including temporary restrictions or suspension of access.
(3) Prohibited activities include automated mass usage, security attacks, unauthorized load testing, abusive usage and any use endangering the stability or security of the systems.
10. Availability and Maintenance
(1) The Provider endeavors to maintain high technical availability of the services.
(2) Availability commitments only apply within explicitly agreed Service Level Agreements (“SLA”).
(3) Scheduled maintenance windows, security updates, force majeure events, telecommunications failures, outages of third-party providers or external AI services and other circumstances beyond the Provider’s control shall not be considered downtime.
(4) Beta, test or preview features are provided without warranty and on an “as is” basis.
11. Changes to Services
(1) The Provider may further develop, adapt or modify services technically, functionally or organizationally provided the essential contractual purpose is not materially impaired.
(2) The Provider may change, limit or discontinue functionalities where required for technical, legal, security-related or economic reasons.
(3) The Provider shall inform the Customer in due time of significant service-related changes.
12. Customer Obligations
(1) The Customer shall keep access credentials confidential and protect them against unauthorized access.
(2) The Customer is solely responsible for the legality of all processed content and data.
(3) The Customer may not process or store unlawful, discriminatory, infringing or data protection violating content.
(4) The Customer is obligated to independently verify and validate AI-generated content.
(5) Security incidents, suspected misuse or unauthorized access must be reported to the Provider without undue delay.
13. Data Protection and Data Processing Agreements
(1) Where the Provider processes personal data on behalf of the Customer, the parties shall conclude a Data Processing Agreement pursuant to Article 28 GDPR prior to processing.
(2) The Customer remains the controller under applicable data protection laws.
(3) The Customer is responsible for the legality of data processing, compliance with statutory information obligations and the lawful use of personal data.
(4) Where applicable, the Provider considers not only GDPR requirements but also other applicable data protection laws, including the Swiss Federal Act on Data Protection (“revDSG”).
14. Confidentiality
(1) Both parties undertake to treat all confidential information of the other party strictly confidential.
(2) Confidential information may only be used for the purpose of performing the respective contract.
(3) This obligation shall survive termination of the contract for a period of five years.
(4) This does not apply to information that is publicly known, lawfully obtained from third parties or required to be disclosed by law.
15. Warranty
(1) The Provider warrants that the services substantially comply with the agreed service description.
(2) No claim exists for complete error-free or uninterrupted availability.
(3) The Provider does not guarantee the permanent availability of external services, APIs, AI models or third-party software.
(4) Defects must be reported by the Customer without undue delay in a comprehensible manner.
(5) The Provider shall first be granted a reasonable opportunity to remedy defects.
16. Liability
(1) The Provider shall be liable without limitation in cases of intent, gross negligence and damages resulting from injury to life, body or health.
(2) In cases of slightly negligent breach of essential contractual obligations, liability shall be limited to foreseeable and contract-typical damages.
(3) Any further liability is excluded.
(4) In particular, the Provider shall not be liable for incorrect AI-generated content, business decisions made by the Customer, loss of profit, indirect damages, consequential damages, data loss or damages resulting from outages of external services or AI models.
(5) Strict liability pursuant to Section 536a para. 1 German Civil Code (BGB) is excluded.
(6) To the extent liability is excluded or limited, this shall also apply in favor of employees, representatives, executive bodies and vicarious agents of the Provider.
17. Force Majeure
(1) Neither party shall be liable for failure to perform contractual obligations due to force majeure.
(2) Force majeure includes in particular natural disasters, power outages, cyberattacks, pandemics, wars, governmental actions, labor disputes, data center outages, telecommunications disruptions and comparable unforeseeable events.
18. Termination and Data Deletion
(1) Upon termination of the contract, the Customer’s access to the services shall end upon expiration of the contractual term.
(2) The Customer may request the export or return of its data within thirty days after contract termination, provided this is technically feasible and economically reasonable.
(3) After expiration of this period, the Provider may delete data unless statutory retention obligations apply.
(4) Statutory retention and documentation obligations remain unaffected.
19. Reference Use
The Provider may use the Customer’s company name and logo as a reference unless the Customer expressly objects.
20. Language and Translations
(1) The contractual language shall be German.
(2) Any translations of these GTC or related contractual documents are provided for informational purposes only.
(3) In the event of discrepancies or interpretation differences, the German version shall prevail exclusively.
21. Final Provisions
(1) The laws of the Federal Republic of Germany shall apply exclusively, excluding the United Nations Convention on Contracts for the International Sale of Goods (CISG).
(2) Exclusive place of jurisdiction for all disputes arising out of or in connection with the contractual relationship shall be Stuttgart, Germany, where legally permissible.
(3) Amendments and supplements to the contract must at least be made in text form.
(4) Should individual provisions of these GTC be wholly or partially invalid, the validity of the remaining provisions shall remain unaffected.
