General Terms and Conditions

1. Scope, contracting parties

1.1 These terms apply to all contracts for the use of the „inbrix“ software (the Software) between GOLLE Digital Solutions GmbH (the Provider) and the customer.

1.2 The offer is addressed exclusively to entrepreneurs within the meaning of § 14 of the German Civil Code (BGB), legal entities under public law and special funds under public law. Contracts with consumers are not concluded.

1.3 Deviating or supplementary terms of the customer do not become part of the contract, even if the Provider does not expressly object to them.

2. Conclusion of contract, trial phase

2.1 The presentation of the services on the website is not a binding offer. The contract is concluded when the Provider confirms the registration or activates access.

2.2 On conclusion of the contract, the data processing agreement (DPA) pursuant to Art. 28 GDPR is entered into at the same time. It is available at any time in the customer account under “Organisation → Data protection & security” and can be downloaded in a pre-signed version.

2.3 Trial phase. The Provider may grant a free 14-day trial at the service level of the „Pro“ plan, limited to one AI agent with 50 bot conversations. For the trial, the customer provides a valid means of payment. Before the trial begins, the customer is informed clearly and separately of the automatic continuation (service, price, billing cycle, right to cancel). Unless the customer cancels by the end of the trial, it converts into the selected paid subscription; the first invoice is issued at the end of the trial. The customer can end the trial at any time in the customer account. For the trial itself there is no claim to availability, no support entitlement and no warranty.

3. Subject of the services

3.1 The Provider makes the Software available to the customer as Software as a Service over the internet and stores the data supplied by the customer. There is no claim to the release of the source code.

3.2 The scope of functions follows from the applicable service description (website, plan overview) and the booked plan. The Software includes in particular: a ticket inbox for email, chat, web form and connected systems; a knowledge base; an embeddable chat widget; a public support portal; and AI-based functions including autonomously operating AI agents (Bots).

3.3 The Provider continuously develops the Software. Changes that do not materially restrict the contractually owed scope of functions are permitted. In the event of a material restriction, the customer may terminate for cause within 4 weeks of notification.

3.4 Services of third parties are not owed, in particular the availability of external model providers, connected third-party systems and the delivery of emails by third parties.

3.5 Dependence on third-party platforms. Individual functions – in particular the connection to the Shopware producer account – require that the respective third party (e.g. shopware AG) continues to provide its interfaces and permits their use. Their availability, continued existence and legal admissibility are outside the Provider's control (cf. Section 3.4). If a third party discontinues an interface, changes its terms of use, prohibits the use or makes it technically or legally impossible, the Provider may adjust, suspend or discontinue the affected function without this constituting a breach of duty. The Provider informs the customer of this without undue delay. If the discontinuation concerns a function that is material for the customer (in particular a function expressly listed as a component of the booked plan), the customer may terminate the contract for cause as of the date of discontinuation; fees paid in advance for the billing period remaining after the discontinuation are refunded pro rata.

4. Use of artificial intelligence

4.1 The Software uses large language models to analyse requests, draft answers and – where activated by the customer – answer them autonomously.

4.2 EU inference as standard. Processing by language models takes place by default exclusively on infrastructure within the European Union (Scaleway, Paris) under zero-data-retention conditions. This applies to all plans and is not a surcharge feature.

4.3 Frontier models (optional). In the „Business“ plan, the customer may additionally activate models outside the EU. This activation is carried out expressly by the customer; without it, processing does not leave the EU. The sub-processors used and the transfer safeguards follow from the DPA and the sub-processor list.

4.4 No training. The customer's data is used neither by the Provider nor by the model providers used to train models. The Provider ensures this contractually with its sub-processors.

4.5 Limits of the results. AI outputs are probability-based and may be incomplete or incorrect. The Provider does not owe the factual correctness of individual AI outputs. The customer decides on the degree of autonomy of its bots and bears responsibility for answers it has sent automatically; the Software provides approval and escalation mechanisms for this.

4.6 Transparency (Art. 50 AI Act). Fully AI-generated answers are marked as such towards end customers.

5. Registration, accounts, credentials

5.1 Access is granted to natural persons whom the customer sets up as users. Each user receives a personal account; sharing of access is not permitted.

5.2 The customer protects credentials against access by third parties and informs the Provider without undue delay in the event of suspected misuse.

5.3 The customer ensures that it is authorised to supply the data it processes.

6. Rules of use, suspension

6.1 The customer does not use the Software unlawfully. In particular, the following are prohibited: supplying unlawful content, circumventing technical restrictions, automated extraction beyond the intended interfaces, and any use that impairs availability for other customers.

6.2 In the event of a significant breach, the Provider may suspend access after prior warning; in cases of imminent danger, also without warning. The payment obligation remains in place.

7. Billing units, quotas

7.1 Team seat: a personal user account for a natural person.

7.2 AI agent (Bot): a configured, autonomously operating instance with its own name, its own rules and its own quota.

7.3 Bot conversation (the billing unit): a ticket or chat that an AI agent has handled autonomously – including all follow-up rounds and including the cases in which it hands over to a human. Not counted are drafts for human approval, summaries, copilot assistance and cases in which the bot did not send an answer to the end customer. A case is counted at most once.

7.4 Quota per bot. Each AI agent has a monthly quota of bot conversations. The billing month follows the start of the contract, not the calendar month.

7.5 Behaviour when the quota is exhausted. If a quota is used up, only the autonomous sending of the affected AI agent is paused. Inbox, team work, portal and knowledge base remain fully usable; answers continue to be prepared and submitted for approval. No automatic additional costs arise. The customer books additional quota actively.

7.6 Quotas are not carried over to the following month.

8. Prices, payment, price adjustment

8.1 The prices agreed on conclusion of the contract apply. All prices are net plus VAT.

8.2 Billing takes place monthly or annually in advance. Payment is collected via the stored means of payment (Stripe) at the beginning of the respective billing period. Where, by way of exception, billing is by invoice, invoices are due within 14 days without deduction.

8.3 Price adjustment. The Provider may adjust the prices for ongoing contracts with 3 months' notice to the end of the month. The customer may terminate the contract as of the adjustment date up to the point the adjustment takes effect; if the customer does not terminate, the adjusted price applies from the announced date. The „Founding 100“ price guarantee (Section 8.4) remains unaffected.

8.4 „Founding 100“ price guarantee. For the first 100 customers, the discount agreed on conclusion of the contract applies for 12 months and a price guarantee applies for 24 months; within this period 8.3 does not apply.

8.5 In the event of default in payment, the Provider may restrict access after an unsuccessful reminder with a reasonable deadline. Incoming customer requests continue to be received and stored during a restriction.

9. Availability, support

9.1 The Provider provides an availability of 99.5 % on an annual average for the production environment, measured as the share of time during which the production environment was reachable via external monitoring at 5-minute intervals, based on a calendar year; the times referred to in Section 9.2 are not taken into account.

9.2 The following do not count as downtime: announced maintenance windows (outside 8 am–6 pm on working days, announced 48 h in advance), force majeure, disruptions outside the Provider's control and outages of third-party inputs.

9.3 Support by email and in the product, Mon–Fri 9 am–5 pm, except public holidays at the Provider's seat. The first response depends on the severity class:

• Critical – production operation is at a standstill or data loss is imminent: first response by the end of the next support working day.
• Significant – a material function is significantly impaired and there is no reasonable workaround: by the end of the second support working day.
• Minor – general enquiries and minor or cosmetic defects: by the end of the fourth support working day.

10. Customer's duties to cooperate

The customer names a contact person, reports disruptions without undue delay and in a comprehensible manner, keeps the systems it has connected (mailbox, DNS, website) operational and cooperates in resolving disruptions.

11. Rights in the Software, customer's data

11.1 For the term of the contract, the customer receives a simple, non-transferable, non-sublicensable right to use the Software in its own business operations.

11.2 The data supplied by the customer remains its data. The Provider acquires no rights to it beyond what is necessary to provide the service.

11.3 Data export. The customer can export its content (tickets, contacts, knowledge base, attachments) during the term of the contract in a common, machine-readable format.

11.4 The Provider may evaluate aggregated, non-personal usage statistics to improve the Software.

12. Confidentiality

Both parties treat confidential information of the other party as confidential and use it only to perform the contract. The obligation applies for 3 years beyond the end of the contract. Excepted are obvious or independently developed information and statutory disclosure obligations.

13. Data protection

13.1 Both parties comply with the GDPR. Where the Provider processes personal data on behalf of the customer, the DPA pursuant to Art. 28 GDPR (Section 2.2) applies, which takes precedence over these terms insofar as it contains deviating provisions.

13.2 The sub-processors used are publicly available at Subprocessors. The Provider announces changes at least 30 days in advance, actively by email to the organisation's administrators – with provider, purpose, location and date; the customer may object within this period.

14. Warranty

14.1 The Provider warrants the contractual usability of the Software during the term of the contract.

14.2 Strict liability for initial defects pursuant to § 536a (1) alt. 1 BGB is excluded.

15. Liability

15.1 The Provider is liable without limitation for intent and gross negligence, for injury to life, body and health, under the German Product Liability Act and to the extent of a guarantee assumed.

15.2 In the case of slightly negligent breach of material contractual obligations (cardinal obligations), the Provider is liable limited in amount to the typical, foreseeable damage, at most to the net remuneration paid in the year before the damaging event.

15.3 Otherwise liability is excluded.

15.4 For the loss of data, the Provider is liable only up to the effort that would have been necessary to restore the data with proper data backup by the customer.

16. Indemnification

The customer indemnifies the Provider against third-party claims based on a use in breach of contract or on content supplied by the customer.

17. Term and termination

17.1 The contract runs for an indefinite period and can be terminated with monthly payment at the end of the billing month, and with annual payment at the end of the term.

17.2 Terminations require text form.

17.3 The right to extraordinary termination for good cause remains unaffected.

17.4 After the end of the contract, the Provider makes the customer's data available for export for 30 days and then deletes it in accordance with the procedure described in the DPA.

18. Changes to these terms

18.1 The Provider may change these terms with 4 weeks' notice to the end of the month if this is necessary to adapt to a changed legal situation, case law or a changed service.

18.2 The customer may object to the change within 4 weeks of receipt. The Provider points out the deadline and the legal consequences separately in the notification. If the customer objects, the Provider may terminate ordinarily with effect from the date the change takes effect.

19. Final provisions

19.1 German law applies to the exclusion of the UN Convention on Contracts for the International Sale of Goods.

19.2 The exclusive place of jurisdiction is Frankfurt am Main, provided that the customer is a merchant, a legal entity under public law or a special fund under public law.

19.3 Should individual provisions be invalid, the remainder of the contract remains valid.