General Terms and Conditions

1. Scope

DATENMASSIV GmbH, Zeitblomstraße 31/2, 89073 Ulm (hereinafter "Provider"), makes the AI platform Datenmassiv AI (hereinafter "Platform") available to businesses (hereinafter "Customer"). These General Terms and Conditions (Allgemeine Geschäftsbedingungen, AGB) apply to all contracts for the use of the Platform.

The offer is directed exclusively at entrepreneurs (Unternehmer) within the meaning of Section 14 BGB (Bürgerliches Gesetzbuch, German Civil Code), legal entities under public law and special funds under public law (öffentlich-rechtliche Sondervermögen), and not at consumers (Verbraucher) within the meaning of Section 13 BGB. By concluding the contract, the Customer confirms that it is acting in the exercise of its commercial or independent professional activity.

The Customer's own general terms and conditions do not apply, even if the Provider does not expressly object to them.

2. Services of the Platform

The Platform includes in particular:

• AI-powered chat with various language models
• Document chat and knowledge bases
• AI agents and workflows for automating tasks
• Audio transcription with speaker recognition
• Chatbots for embedding in websites
• Organization and role management

The specific scope of services depends on the booked plan and the service descriptions on the subscription page of the Platform at the time the contract is concluded.

The Platform uses AI models from third-party providers. The Provider selects and changes these models at its own discretion, provided that the agreed scope of services is not unreasonably impaired as a result. The Provider gives no guarantee for the availability of individual models.

The Provider may further develop the Platform and change features, provided that the agreed scope of services as a whole is not unreasonably impaired as a result.

3. Conclusion of the contract

The presentation of the plans on the Platform does not constitute a binding offer. The contract is concluded when the Customer selects a plan, a chatbot package or an add-on package on the subscription page and completes the checkout, or when the Customer accepts an individual offer from the Provider.

The Provider may grant an organization free access to a plan. Such access may be terminated with effect for future months; quota already provided remains usable until the end of its period.

4. Organization, users and access

The Platform is used in one organization per Customer. Users receive access exclusively through an invitation by owners or administrators of the organization; self-registration is not possible.

The Customer is responsible for the conduct of its users. Access credentials must be kept confidential and must not be shared among several persons. Any unauthorized use must be reported to the Provider without undue delay (unverzüglich).

The Customer keeps its company and billing details up to date.

5. Rights of use and restrictions on use

For the term of the contract, the Provider grants the Customer the non-exclusive and non-transferable right to use the Platform for its own business purposes to the booked extent.

The following are prohibited in particular:

• entering unlawful, offensive or discriminatory content
• circumventing security and protective measures of the AI models
• automated mass queries without the Provider's consent
• reverse engineering, and renting out or reselling access
• uploading malware
• use for practices prohibited under Regulation (EU) 2024/1689 (AI Act, German: KI-Verordnung) or as a high-risk AI system

6. Customer content

The Customer retains all rights to content that it or its users enter or upload. It grants the Provider the right to process this content for the duration of the contract insofar as this is necessary to provide the services, including transmission to the AI models used.

The Provider does not use Customer content to train AI models.

The Customer is responsible for the lawfulness of its content, in particular for compliance with copyrights and personality rights.

The Customer indemnifies the Provider against third-party claims based on unlawful Customer content or on use contrary to Clause 5, including the reasonable costs of legal defense. This does not apply insofar as the Customer is not responsible (nicht zu vertreten hat) for the infringement. The Provider informs the Customer without undue delay of any claims asserted and does not acknowledge them without the Customer's consent.

7. Remuneration and payment

The prices stated on the subscription page at the time of the order apply. All prices are net plus statutory value added tax.

Plans are charged per billable seat. Every member of the organization is billable except for the Viewer role (Betrachter). Chatbot packages are charged per chatbot, add-on packages per package.

The remuneration is due in advance at the beginning of the respective billing period and is collected using the payment method stored at the time of purchase. Invoices are provided electronically and can be accessed in the customer portal. Payments are processed by the payment service provider Stripe.

If the number of billable seats changes, billing is adjusted:

• With monthly payment, the changed number of seats applies from the next monthly invoice; there is no pro rata charge or credit for the current month.
• With annual payment, additional seats are charged pro rata until the end of the annual period and invoiced monthly. Seats that are removed result in a pro rata credit, which is offset against future invoices and not paid out.

The Customer may only set off claims that are undisputed or have been finally established by a court (rechtskräftig festgestellt).

8. AI quota and add-on packages

Each paid seat includes a monthly AI quota in accordance with the booked plan. The quotas of all seats form a shared pool of the organization. The quota for a month is available as soon as the associated invoice has been paid. Unused monthly quota expires at the end of the month.

With annual payment, an additional seat increases the quota from the next quota month after the invoice for that seat has been paid.

Once the quota has been used up, quota-based features are restricted until the beginning of the next month or until an add-on package is purchased. Scheduled workflows are paused during this time and resumed afterwards.

Add-on packages require an active, paid plan subscription. Their quota is consumed after the monthly quota, is retained across month boundaries and expires when the subscription ends. If the subscription ends through termination by the Customer, unused quota is not refunded. If it ends through ordinary termination (ordentliche Kündigung) by the Provider, the Provider refunds the pro rata price of the unused quota within 30 days without being asked.

Chatbots have their own monthly message quota per chatbot package. Without a package, the chatbots of an organization share a trial quota.

9. Vouchers

The Provider may issue personal voucher codes. A voucher is valid only for the organization for which it was issued, can be redeemed once and is valid only within the stated period. It is not transferable and cannot be redeemed for cash.

A voucher for the first month reduces only the first monthly invoice. Thereafter the regular price applies, and the subscription is renewed in accordance with Clause 10 unless the Customer terminates it beforehand.

9a. Beta program

The Provider may invite Customers to a beta program. Participation requires an invitation and begins when the beta voucher is redeemed. The beta month is a paid subscription whose first monthly invoice is reduced to 0 euros by the voucher (Clause 9). These terms apply to participation; the following paragraphs supplement them.

In the beta program, the Provider continuously develops the Platform further; Clause 2 applies. The Provider announces material changes to features in text form (Textform) at least 14 days in advance, unless a change is immediately necessary for security or legal reasons. If a feature that is material to the Customer is discontinued, the Customer may terminate with effect from the time of the change; Clause 15 remains unaffected.

The Customer grants the Provider a simple (non-exclusive), perpetual right to use feedback, bug reports and suggestions for improvement free of charge and without naming the Customer in order to improve the Platform. Customer content under Clause 6, personal data and trade secrets of the Customer are not feedback; the Provider uses them only in accordance with Clause 6 and the data processing agreement. Material of the Customer that the Provider receives for error analysis is used by the Provider only for that purpose and deleted afterwards. Confidentiality under Clause 14 remains unaffected. The Customer is not obliged to provide feedback or to take part in conversations.

The Provider names the Customer as a participant, as a reference or in a case study only with the Customer's prior, separate consent in text form; consent may be withdrawn with effect for the future.

Participation ends when the first month, reduced by the voucher, expires. Thereafter the subscription continues in accordance with Clause 10 unless the Customer terminates it beforehand. If the subscription ends, Clause 14 applies to the Customer content: it is retained until the Customer deletes it or requests the deletion of its organization in text form.

10. Term, renewal and termination

Depending on the Customer's choice, plans run for one month or one year; chatbot packages run for one month. Subscriptions renew automatically for the same period unless they are terminated with effect from the end of the current billing period.

The Customer may terminate at any time up to the end of the current billing period, via the customer portal of the Platform or in text form to info@datenmassiv.com. The termination takes effect at the end of the billing period; until then, the Platform remains usable to the booked extent. Remuneration already paid is not refunded pro rata.

If the Customer deletes a chatbot, the associated chatbot package ends immediately. If the Customer has its organization deleted at its own request, all associated subscriptions end immediately. In both cases there is no pro rata refund.

The Provider may terminate with effect from the end of a billing period, with one month's notice for a monthly term and three months' notice for an annual term. The right of both parties to extraordinary termination for good cause (außerordentliche Kündigung aus wichtigem Grund) remains unaffected.

11. Late payment and suspension

If a payment collection fails, the Customer is informed by email and can make the payment via the link in that email; the collection may also be retried automatically. As long as an invoice is outstanding, no new monthly quota is provided.

The Provider may temporarily suspend access if the Customer is in default (Verzug) with a payment, violates these terms or if there is a security risk. The Customer is informed of the suspension; it is lifted as soon as the reason no longer applies.

Good cause for extraordinary termination by the Provider exists in particular if the Customer fails to settle a payment due within 30 days of a reminder or repeatedly violates these terms despite a warning (Abmahnung).

12. Availability

The Provider endeavors to ensure high availability of the Platform but does not owe uninterrupted availability. Planned maintenance work is announced in advance where possible. The Provider gives no guarantee for the availability of the AI models of third-party providers.

13. Liability

The Provider is liable without limitation

• in the event of intent and gross negligence,
• for damage resulting from injury to life, body or health,
• insofar as it has assumed a guarantee, and
• under the Produkthaftungsgesetz (German Product Liability Act).

Otherwise, the Provider is liable only for breach of a material contractual obligation (wesentliche Vertragspflicht) on whose fulfillment the Customer may regularly rely. In this case, liability is limited to the damage typical for the contract and foreseeable, at most to the remuneration paid or owed by the Customer in the twelve months before the event causing the damage, but at least to 5,000 euros. Any further liability is excluded.

Within these limits, the Provider is liable for the loss of data only for the effort that would have been required to restore it if the Customer had backed up its data regularly and in a manner appropriate to the risk.

Claims for damages under this Clause 13 become time-barred one year after the statutory limitation period begins. This does not apply to the cases of unlimited liability listed above.

Strict liability (verschuldensunabhängige Haftung) for defects existing at the time the contract is concluded (Section 536a (1) BGB) is excluded.

14. Data protection, end of contract and confidentiality

Insofar as the Provider processes personal data on behalf of the Customer, it does so on the basis of the data processing agreement (Auftragsverarbeitungsvertrag) pursuant to Art. 28 GDPR (General Data Protection Regulation, German: DSGVO), which the Customer concludes in the Platform under Settings → Data processing (Einstellungen → Auftragsverarbeitung). In all other respects, the privacy policy applies.

If a subscription ends, the Customer content is retained until the Customer deletes it itself or requests the deletion of its organization in text form. Until then, the Customer can retrieve and download it insofar as the respective feature provides for this; the Customer is itself responsible for its own backup copies. The Provider carries out a requested deletion within 30 days unless a statutory retention obligation prevents this.

Both parties treat confidential information of the other party that becomes known to them in the course of the contract as confidential and use it only for the performance of the contract. This does not apply to information that is publicly known, that was already lawfully available to the receiving party or that it must disclose due to a statutory or official obligation. The obligation continues to apply after the end of the contract.

15. Changes to these terms and to prices

The Provider may change these terms insofar as this is objectively justified due to changed legal or technical conditions and the interests of the Customer are appropriately taken into account. Prices, main services, term, termination and liability are excluded from this. Changes are communicated by email at least four weeks before they take effect. If the Customer does not object within this period, they are deemed accepted; the Provider points out this consequence in the notification. If the Customer objects, the Provider may terminate the contract with effect from the time the change takes effect.

Changes to prices and main services for ongoing subscriptions are announced in text form at least six weeks before they take effect and apply at the earliest from the next renewal of the subscription. In this case, the Customer may terminate with effect from the time the change takes effect.

16. Final provisions

The law of the Federal Republic of Germany applies, excluding the UN Convention on Contracts for the International Sale of Goods (CISG).

The exclusive place of jurisdiction for all disputes arising from this contract is Ulm, provided that the Customer is a merchant (Kaufmann), a legal entity under public law or a special fund under public law.

Should individual provisions be invalid, the validity of the remaining provisions remains unaffected.