This English translation is provided for convenience only. The legally binding version of this document is the German original. In case of any discrepancy, the German version prevails.
General Terms and Conditions (Allgemeine Geschäftsbedingungen – AGB) of Kipti GmbH
Last updated: 04.09.2026
Kipti GmbH Hermann-Glüsenkamp-Straße 5 49086 Osnabrück; Managing Director: Björn Schriewer; Register court: Amtsgericht Osnabrück (Osnabrück Local Court), HRB 222888; Website: www.kipti.app
§ 1 Scope of Application and Subject Matter of the Contract
(1) These General Terms and Conditions (Allgemeine Geschäftsbedingungen, hereinafter the "GTC") of Kipti GmbH, Hermann-Glüsenkamp-Straße 5, 49086 Osnabrück (hereinafter "Kipti" or the "Provider"), apply to all contracts concluded between Kipti and customers within the meaning of paragraph 2 regarding the use of the cloud-based, AI-supported documentation and communication platform "Kipti" (hereinafter the "Platform").
(2) A customer within the meaning of these GTC may be:
a) a legal person, a body governed by public law or another organisation (e.g. a school, day-care centre, youth welfare institution, socio-educational institution, association, company or other provider) (hereinafter an "Organisation Customer"); or
b) a natural person who uses the Platform as an individual (hereinafter an "Individual Customer"; Individual Customers and Organisation Customers together the "Customer").
(3) The Individual Customer is a natural person who uses the Platform as an individual and is themselves the controller under data protection law within the meaning of Art. 4(7) GDPR. If the Individual Customer uses the Platform in the context of an organisation (e.g. a school or day-care centre), the Individual Customer is obliged to ensure that such use is in accordance with the policies of their organisation. In this case Kipti recommends concluding an organisation contract.
(4) Insofar as the Customer is a consumer within the meaning of § 13 BGB (German Civil Code), the special provisions for consumers in these GTC apply, in particular the withdrawal instructions in § 16. An Individual Customer who uses the Platform predominantly for their professional or commercial activity is not deemed a consumer within the meaning of these GTC.
(5) Conflicting or deviating terms and conditions of the Customer shall not become part of the contract unless Kipti expressly agrees to their application in writing.
(6) The Platform is available to customers domiciled or habitually resident in the European Union, the European Economic Area and Switzerland. Kipti may also offer the Platform in further countries. Availability in individual countries follows from the information published from time to time on Kipti's website.
(7) If the Customer is a consumer habitually resident outside the Federal Republic of Germany, the mandatory consumer protection provisions of the state of their habitual residence remain unaffected insofar as they afford the Customer more extensive protection than the provisions of these GTC (Art. 6(2) of Regulation (EC) No 593/2008 – Rome I Regulation).
§ 2 Definitions
For the purposes of these GTC, the following definitions apply:
(a) "Platform" means the cloud-based software-as-a-service solution (SaaS) operated by Kipti for documentation, communication and AI-supported preparation of information, including all associated functionalities, updates and further developments.
(b) "Organisation" means a legal person, a body governed by public law or another institution (e.g. a school, day-care centre, youth welfare institution, socio-educational institution, association, company or other provider) that concludes a contract with Kipti regarding the use of the Platform.
(c) "End User" means any natural person who has been authorised by an Organisation Customer to use the Platform.
(d) "Users" are natural persons who use the Platform as End Users or as Individual Customers.
(e) "Documented Persons" means the natural persons about whom personal data is processed by the Customer or its End Users in the course of using the Platform (e.g. pupils, children, clients, persons cared for, supported or otherwise documented, such as persons with parental responsibility).
(f) "AI Features" means the functionalities integrated into the Platform that are based on artificial intelligence models (e.g. language, text or audio models), in particular the chat function, the automated structuring and summarising of information, and support with the creation of reports and documentation.
(g) "Personal data of Documented Persons" means all personal data within the meaning of Art. 4(1) GDPR that relates to Documented Persons and is processed by the Customer or its End Users via the Platform.
(h) "Other customer data" means customer data that is not personal data of Documented Persons, in particular master, contact and usage data of Platform users as well as system-related email content.
(i) "Data processing agreement" or "DPA" (Auftragsverarbeitungsvertrag – AVV) means the separate agreement pursuant to Art. 28 GDPR between Kipti and the Customer or the Organisation regarding the processing of personal data on behalf of a controller.
(j) "Administrator" means the natural person designated by the Organisation Customer who is authorised to administer the organisation account, to invite and administer End Users, and to accept the DPA. The Administrator must be of legal age and authorised to represent the Organisation.
(k) "Organisation account" means the superordinate account of an Organisation on the Platform, through which End User accounts are administered, permissions are controlled and the DPA is accepted.
(l) "Individual account" means the standalone account of an Individual Customer on the Platform.
§ 3 Conclusion of Contract and Registration
(1) The presentation of the Platform and its functionalities on Kipti's website does not constitute a legally binding offer but a non-binding invitation to submit an offer (invitatio ad offerendum).
(2) By completing the registration process and confirming these GTC, the Customer submits a binding offer to conclude a usage contract. The contract is concluded when Kipti activates the customer account.
(3) A valid email address is required for registration. The Customer is obliged to provide truthful and complete information upon registration and to keep it up to date during the term of the contract. The Customer must be of legal age (at least 18 years old) at the time of registration.
(4) If a natural person registers on behalf of an Organisation, that person warrants that they are authorised to represent the Organisation. Kipti is entitled to request suitable evidence of the power of representation (e.g. a power of attorney, a mandate from the school management, or an official email address). If the person acts without power of representation, they shall be personally liable to Kipti in accordance with the principles governing representation without power of representation (§ 179 BGB – German Civil Code). The Organisation is entitled to ratify the legal transaction subsequently (§ 177 BGB).
(5) The following registration routes apply:
a) Organisation registration: The Organisation registers as an Organisation Customer. The Administrator accepts the GTC, the DPA and the Acceptable Use Policy on behalf of the Organisation. End Users are invited by the Administrator and accept the Acceptable Use Policy in person upon their first login. The Administrator is responsible for the proper administration of the organisation account.
b) Individual registration: A natural person registers as an Individual Customer and accepts the GTC and the Acceptable Use Policy. The Individual Customer accepts the DPA as the controller under data protection law within the meaning of Art. 4(7) GDPR. Processing of personal data of Documented Persons is possible only after the DPA has been accepted (see § 9 of these GTC).
§ 4 Free Trial Version
(1) Kipti may provide the Customer with a free trial version of the Platform with a limited range of functions (hereinafter the "Trial Version"). The nature and scope of the Trial Version follow from the description published from time to time on Kipti's website.
(2) The Trial Version serves to test the Platform. The processing of personal data of Documented Persons during the Trial Version requires the effective conclusion of a data processing agreement (DPA).
(3) The Trial Version is limited in time and/or in functionality. Kipti will inform the Customer in good time before the Trial Version expires of the option to move to a chargeable version.
(4) The Trial Version does not automatically convert into a chargeable subscription. Such conversion requires a separate order by the Customer.
(5) Kipti may terminate the Trial Version at any time and without giving reasons upon seven (7) days' notice. In that case Kipti will inform the Customer of the forthcoming termination and give the Customer the opportunity to export their data.
(6) The provisions of these GTC apply to the Trial Version accordingly, unless expressly provided otherwise in this § 4. In particular, the limitations of liability under § 12 also apply to the Trial Version.
§ 5 Services Provided by Kipti
(1) Kipti provides the Platform to the Customer for use as software-as-a-service (SaaS) via the internet. For the number of authorised Users, the Customer receives access to the functionalities of the Platform via a web-based user interface. There is no entitlement to any particular technical infrastructure or any particular server architecture.
(2) Kipti's services comprise, in particular:
a) the provision of the Platform including hosting on servers in the European Union, in accordance with the specifications of the service description applicable to the respective contract;
b) the provision of the AI Features supporting documentation, information structuring, the chat function and report creation;
c) the maintenance and servicing of the Platform including the provision of updates and bug fixes;
d) the provision of customer support by email during normal business hours (Monday to Friday, 09:00–17:00 CET/CEST, excluding public holidays in Lower Saxony).
(3) Kipti is entitled, but not obliged, to develop the Platform further beyond the contractual use agreed upon conclusion of the contract and to extend, change, adapt or limit the range of functions, provided that this is reasonable taking into account the Customer's interests and that the essential contractual functionalities are preserved. Kipti will notify the Customer of material changes in advance with reasonable notice.
(4) Kipti endeavours to achieve the highest possible availability of the Platform. The Customer acknowledges that one hundred per cent availability cannot be guaranteed technically. Kipti will, where possible, carry out planned maintenance work outside normal usage times and announce it to the Customer in good time. The Customer has no entitlement to any particular minimum availability.
(5) The Platform is hosted on servers of a European provider in Germany. Personal data of Documented Persons is processed, stored and backed up exclusively within the European Union (EU) and exclusively by providers established in the European Economic Area (EEA). Other customer data (e.g. master, contact and usage data of Platform users as well as system-related email content) may also be processed by service providers established outside the EEA, provided that a data processing agreement pursuant to Art. 28 GDPR is in place with them, that they act in compliance with the GDPR and, where applicable, the AI Act, and that, in the case of transfers to third countries, a permissible basis under Chapter V GDPR exists, in particular an adequacy decision pursuant to Art. 45 GDPR or appropriate safeguards pursuant to Art. 46 GDPR, in particular standard contractual clauses.
(6) Kipti may monitor the Customer's use of the Platform, including: (i) for reasons of security and availability; (ii) in order to detect, prevent and stop use of the Platform that breaches these GTC.
§ 6 AI Features
(1) The Platform contains AI Features which serve exclusively to provide technical support in organising and structuring the notes and observations that have been recorded ("Agreed AI Use"). The AI Features are designed and intended exclusively to structure and summarise content that has already been entered and, for example, to prepare it as groundwork or as a draft for reports, documentation or communication. The AI Features are neither intended nor suitable to generate inferences, assessments, recommendations or prioritisations regarding pupils from the notes and observations recorded by End Users. Accordingly, AI-generated assessments, interpretations or conclusions regarding the abilities, performance, behaviour, development or other characteristics of pupils, for example for the purposes of grading, classification, support measures or other pedagogical evaluation, are in particular excluded. This does not cover the mere compilation and filtering of existing facts (e.g. "Which pupils have the best written grades in mathematics")
(2) The AI Features serve exclusively to support Users. Generated content is subject to review by the respective User on their own responsibility (human-in-the-loop principle). The use of the AI Features must not lead to a material effect on human decision-making, and the User's assessment or decision must be based on their own experience from lessons or conversations which they themselves remember and which the Platform merely compiles again in a structured form.
(3) The AI Features are based on artificial intelligence models (e.g. language, text or audio models). These are obtained exclusively from providers established in the European Economic Area (EEA) that carry out the processing within the European Union, or are hosted by Kipti itself within its own European infrastructure. Where they are obtained from third parties, this takes place either via an AI platform provider operated in the EU (managed service) or via direct API access to a provider established in the EEA. No transmission to, or processing by, model or platform providers established outside the EEA takes place.
Kipti prefers to use open-source and open-weight models of European providers, but reserves the right to use further legally compliant models (in particular proprietary models of European providers). The underlying AI models are not trained or adapted by fine-tuning by Kipti. Customer data is not used to train or further develop AI models.
(4) The Parties acknowledge that the Platform constitutes an AI system within the meaning of Art. 3(1) of Regulation (EU) 2024/1689 (AI Act). Kipti is a provider within the meaning of Art. 3(3) AI Act and fulfils the statutory obligations arising therefrom. The Organisation responsible for the deployment, or the Individual Customer responsible for the deployment, is a deployer of an AI system within the meaning of Art. 3(4) AI Act.
(5) The AI Features may not be used for prohibited purposes and, without Kipti's prior written consent, may not be used outside the Agreed AI Use or for purposes other than those laid down therein. Prohibited purposes are the purposes listed in Art. 5 of the AI Act as well as all uses of the AI system prohibited under applicable law.
(6) The Parties agree that, in accordance with its intended purpose within the Agreed AI Use, the Platform is not intended for deployment as a high-risk AI system within the meaning of the AI Act. The Customer shall not use the AI Features in a manner that would give rise to the classification of the AI system as a high-risk AI system under the AI Act. This concerns in particular the exclusions set out in § 6(1) of these GTC. If the Customer's use of the AI system leads to the classification of the AI system as a high-risk AI system under the AI Act, the Customer shall be the provider of the AI system under the AI Act.
(7) Insofar as the Organisation responsible for the deployment, or the Individual Customer responsible for the deployment, qualifies as a deployer of an AI system within the meaning of Art. 3(4) AI Act, the Organisation / the Individual Customer shall take measures to ensure, to their best extent, that staff and other persons dealing with the operation and use of AI systems on their behalf have the level of AI literacy required under Art. 4 AI Act, taking into account their technical knowledge, experience, education and training and the context in which the AI system is to be used, as well as the persons or groups of persons on whom the AI system is to be used.
(8) The Parties acknowledge that Art. 50(1), (2) and (5) of the AI Act provide for transparency obligations, and shall implement these within their respective scope of application.
(9) Kipti expressly points out to the Customer and the End Users that:
a) AI-generated content may be incorrect, incomplete or inaccurate;
b) all AI outputs must be reviewed as to their content by the respective User before use and adopted on that User's own responsibility;
c) the AI Features do not replace professional advice (pedagogical, psychological, legal or medical);
d) sole responsibility for the accuracy and appropriateness of the content ultimately used lies with the User.
(10) Personal data of Documented Persons is processed exclusively within the European Union (EU) and exclusively by providers established in the EEA. For primary data hosting (databases), cloud infrastructure of a European provider operated in Germany and certified in accordance with the BSI C5 criteria catalogue is used. Backups are held exclusively with a European provider with a storage location within the EU. Data that is processed in the context of the AI Features (inference) and that may contain personal data of Documented Persons is transmitted to AI models that are provided exclusively by European providers or hosted by Kipti itself within the aforementioned infrastructure. Where models are obtained via a European AI platform provider (managed service), inputs (prompts) and outputs are not passed on to the providers of the underlying AI models; model inference takes place in a dedicated environment to which the model providers have no access. In the case of direct API access to a European model provider, that provider processes the inputs and outputs exclusively for the purpose of generating the response; the use of the content for other purposes, in particular for training or improving AI models, is contractually excluded. No transmission of personal data of Documented Persons to providers whose place of establishment or place of processing is outside the EEA takes place. Other customer data (e.g. master, contact and usage data of Platform users as well as system-related email content) may also be processed by service providers established outside the EEA, provided that a data processing agreement pursuant to Art. 28 GDPR is in place with them, that they act in compliance with the GDPR and, where applicable, the AI Act, and that, in the case of transfers to third countries, a permissible basis under Chapter V GDPR exists, in particular an adequacy decision pursuant to Art. 45 GDPR or appropriate safeguards pursuant to Art. 46 GDPR, in particular standard contractual clauses.
§ 7 Rights of Use and Restrictions on Use
(1) Kipti grants the Customer, for the duration of the contractual relationship, a non-exclusive, non-transferable, non-sublicensable right, limited in time to the term of the contract and revocable, to use the Platform as intended within the contractually agreed scope in accordance with the provisions of this contract. Rights not expressly granted to the Customer in this contract are not vested in the Customer.
(2) Use of the Platform is limited to the group of users agreed in the respective subscription. The Organisation Customer may enable use exclusively for its authorised Users. Passing on access credentials to unauthorised third parties is prohibited.
(3) The Platform is designed for its intended purpose of documentation, communication and AI-supported preparation of information in connection with the care, support, development or other documentation of persons. In particular, it is prohibited:
a) to use the Platform for automated decision-making within the meaning of Art. 22 GDPR, in particular for automated assessments, grading or performance evaluations of Documented Persons;
b) to use the AI Features for profiling of Documented Persons within the meaning of Art. 4(4) GDPR;
c) to use the AI Features contrary to the agreed use described in § 6 and contrary to the restrictions described in § 6.
d) to use the Platform in a manner that infringes applicable law, in particular data protection law, professional law or other applicable law;
e) to process personal data of Documented Persons via the Platform without the required authorisation and the conclusion of the DPA in accordance with § 9 of the GTC being in place;
f) to use data of Documented Persons from the Platform for purposes that go beyond the documentation and communication purpose provided for within the Platform;
g) to decompile, disassemble, reverse engineer or otherwise determine the source code of the Platform, unless this is permitted under mandatory statutory provisions (in particular § 69e UrhG – German Copyright Act);
h) to copy, reproduce, distribute, make publicly available or transfer the Platform or parts thereof to third parties for use;
i) to circumvent or manipulate security mechanisms, access restrictions or protective devices of the Platform;
j) to use the Platform in a manner that impairs the integrity, performance or availability of the Platform for other customers.
(4) In the event of breaches of the foregoing provisions, Kipti is entitled to block the Customer's access to the Platform temporarily where this is necessary to avert danger or to safeguard legitimate interests. The Customer shall be informed of the block and the reasons for it without undue delay.
(5) The Customer undertakes to ensure that all authorised Users take note of, accept and comply with the Acceptable Use Policy applicable from time to time before first use and when using the Platform. The Customer will draw its Users' attention to the binding nature of the Acceptable Use Policy in a suitable manner and will ensure compliance within its organisation.
§ 8 Obligations of the Customer
(1) The Customer is obliged to treat its access credentials (in particular passwords) as confidential and to protect them against access by unauthorised third parties. The Customer will inform Kipti without undue delay if there is a suspicion that access credentials have been obtained by unauthorised third parties.
(2) The Organisation Customer is responsible for:
a) the selection and authorisation of the Users who are granted access to the Platform;
b) compliance with data protection obligations as the controller within the meaning of Art. 4(7) GDPR;
c) the training and instruction of End Users in the intended and data protection compliant use of the Platform;
d) verifying whether the use of the Platform is permissible under the legal provisions applicable from time to time in the country of its seat or habitual residence (in particular sector-specific data protection law, school acts, social security acts or other applicable specialist law);
e) verifying whether a data protection impact assessment pursuant to Art. 35 GDPR is required for the intended processing.
(3) The Customer is obliged to ensure that only such data is processed via the Platform whose processing is necessary for the respective purpose (principle of data minimisation, Art. 5(1)(c) GDPR).
(4) The Customer shall ensure that the end devices and systems it uses comply with generally accepted security standards (in particular an up-to-date browser, up-to-date operating systems, virus protection).
(5) The Customer is responsible for the use of the Platform by all Users.
§ 9 Data Processing and Authorisation
(1) The processing of personal data of Documented Persons via the Platform requires the conclusion of a DPA with Kipti. The manner in which the DPA is concluded depends on the registration route:
Organisation registration:
(2) In the case of organisation registration, the Administrator of the Organisation accepts the DPA on behalf of the Organisation as the controller under data protection law. Upon such acceptance, the full range of functions of the Platform is enabled for the Organisation's End Users. By accepting, the Administrator warrants that they have the necessary power of representation for the Organisation.
Individual registration:
(3) The Individual Customer is themselves the controller under data protection law within the meaning of Art. 4(7) GDPR for the processing of personal data of Documented Persons. The Individual Customer accepts the DPA as controller before processing personal data of Documented Persons.
(4) Kipti points out to Individual Customers that the processing of personal data of third parties may be subject to data protection requirements even in the case of independent use, and that the Individual Customer must ensure compliance with those requirements on their own responsibility.
(5) Where several professionals of the same organisation use the Platform as Individual Customers, Kipti recommends concluding an organisation contract in order to establish a uniform and legally secure contractual relationship.
(6) The Customer is advised that the processing of special categories of personal data within the meaning of Art. 9 GDPR (in particular health data) via the Platform is technically possible. Ensuring that the processing of such data is permissible under data protection law lies within the sole responsibility of the Customer as controller.
§ 10 Remuneration and Payment
(1) The remuneration for the use of the Platform follows from the price list applicable from time to time on Kipti's website or from an individually concluded contract. Unless expressly stated otherwise, all prices are exclusive of the applicable statutory value added tax.
(2) Payment processing takes place via the payment service provider Stripe. The contractual partners in this respect are Stripe Payments Europe, Limited and Stripe Technology Europe, Limited, both established in Ireland. Kipti transmits to Stripe the data necessary for payment processing, billing and fraud prevention, in particular name, email address, billing address, VAT identification number as well as subscription and transaction data. Details of the processing, of Stripe's role and of transfers to third countries follow from Kipti's privacy policy and from Stripe's privacy notices.
(3) Unless agreed otherwise, the remuneration is payable in advance:
a) for monthly subscriptions: at the beginning of each billing month;
b) for annual subscriptions: at the beginning of each billing year.
(4) If the Customer defaults on payment, the statutory provisions apply. Following an unsuccessful reminder with a reasonable additional period for payment, Kipti is entitled to block access to the Platform until the outstanding payments have been settled. The obligation to pay the agreed remuneration remains unaffected by the block.
(5) Kipti reserves the right to change the remuneration for the Platform unilaterally. Within existing contractual relationships, Kipti may, at its reasonable discretion, increase the fees once per year in line with the development of the costs relevant to the calculation of the charges, but by no more than 10 %. A fee increase may be considered, and a fee reduction shall be made, where, for example, the costs of the hosting provider or of procurement lead to a different cost calculation. Increases in one cost category (e.g. hosting provider fees) may be used for a fee increase only to the extent that they are not offset by cost reductions in other areas (e.g. personnel costs). In the event of cost reductions, Kipti will reduce the fees insofar as those cost reductions are not offset in whole or in part by increases in other areas. Kipti will notify the Customer of the fee increase in text form two months before the date on which the fee increase takes effect. If the Customer does not agree to the increase, the Customer may terminate the contract for cause in text form upon four weeks' notice from receipt of the notification, with effect from the date on which the fee increase planned by Kipti takes effect. If the Customer does not terminate the contract, the fee increase shall be deemed accepted by the Customer and the increased fees shall apply to the contract with Kipti for the remaining term of the contract.
(6) The Customer may set off only against claims that are undisputed or have been established with final and binding effect.
§ 11 Term and Termination
(1) The contractual relationship begins upon activation of the customer account and is concluded for an indefinite period.
(2) The following terms and notice periods apply:
a) Monthly subscription: the contractual relationship may be terminated by either Party at any time with effect from the end of the respective billing month.
b) Annual subscription: the initial term is twelve (12) months. The contractual relationship may be terminated by either Party at any time with effect from the end of the current contract term. If no notice of termination is given, the contractual relationship is extended for an indefinite period and may be terminated by either Party at any time upon one (1) month's notice.
(3) The right of either Party to terminate for cause remains unaffected. Cause exists for Kipti in particular where:
a) the Customer repeatedly or seriously breaches these GTC;
b) despite a reminder, the Customer is in default of payment of at least two (2) monthly amounts;
c) the Customer uses the Platform for prohibited uses contrary to § 7(3);
d) insolvency proceedings are opened over the Customer's assets or the opening of such proceedings is rejected for lack of assets;
e) a court or an authority should assess the classification of the AI system that is the subject of the contract and/or the allocation of roles under the AI Act differently from that provided for under these GTC, or the classification or allocation of roles under the AI Act should change;
f) this is necessary in order to comply with a statutory obligation or an order of a court, a government authority or another competent authority.
(4) Notice of termination must be given in text form (§ 126b BGB – German Civil Code). Termination may be effected by email to info@kipti.app or via the function provided for this purpose in the customer account.
(5) After termination of the contractual relationship, Kipti will provide the Customer with the opportunity to export its data for a period of thirty (30) days. After expiry of that period, the Customer's data will be irreversibly erased unless statutory retention obligations preclude this. Details of data erasure and return follow from the DPA.
(6) Upon termination of this contract, the Customer shall cease using the Platform without undue delay as of the date of termination. Unless otherwise provided in this contract, the Customer shall pay Kipti all fees due at the time of termination. In the event of termination by Kipti for cause based on a breach by the Customer of its obligations under this contract, Kipti shall not be obliged to refund fees already paid in advance. In the event of termination for cause by the Customer, Kipti shall refund amounts paid in advance for the use of the Platform for the remaining contract term on a pro rata basis. All terms and conditions of this agreement which by their nature should survive termination or expiry shall continue to exist and remain effective after such termination.
§ 12 Liability
(1) Kipti shall be liable without limitation for damage arising from injury to life, body or health that is based on an intentional or negligent breach of duty by Kipti, its legal representatives or vicarious agents.
(2) Kipti shall further be liable without limitation for damage based on intent or gross negligence on the part of Kipti, its legal representatives or vicarious agents.
(3) In the event of a breach of material contractual obligations (cardinal obligations) through simple negligence, Kipti's liability shall be limited to the foreseeable damage typical for the contract. Material contractual obligations are those whose fulfilment makes the proper performance of the contract possible in the first place and on whose observance the Customer may regularly rely.
(4) In all other respects, Kipti's liability for damage arising from simple negligence is excluded.
(5) Liability under the Produkthaftungsgesetz (German Product Liability Act) and on the basis of a guarantee assumed by Kipti remains unaffected by the foregoing limitations of liability.
(6) In particular, Kipti shall not be liable for:
a) the substantive accuracy, completeness or appropriateness of AI-generated content. Responsibility for reviewing and adopting such content lies exclusively with the respective User;
b) damage resulting from the Customer or an End User adopting AI-generated content without independent review or taking decisions on the basis of such content;
c) damage arising from use of the Platform in breach of these GTC, the Acceptable Use Policy or applicable law;
d) damage based on an interruption of the availability of the Platform, insofar as this is due to force majeure, disruptions at third parties (in particular infrastructure providers) or planned maintenance work;
e) data loss, insofar as the Customer has not taken appropriate data backup measures.
(7) Insofar as Kipti's liability is limited or excluded under the foregoing provisions, this shall also apply for the benefit of the personal liability of Kipti's corporate bodies, employees, representatives and vicarious agents.
§ 13 Warranty
(1) Kipti warrants that, during the term of the contract, the Platform will substantially correspond to the functionalities set out in the service description applicable from time to time.
(2) The Customer shall notify Kipti of defects of the Platform without undue delay after discovery, providing a precise description of the fault pattern. Kipti will remedy defects within a reasonable period.
(3) The warranty does not cover:
a) faults attributable to use of the Platform other than as intended;
b) faults based on systems or software of the Customer or of third parties;
c) the substantive quality of AI-generated content, since this depends on the User's input, the underlying models and the technical processing, and Kipti has no conclusive influence over it.
(4) For consumers, the statutory warranty rights apply without restriction.
§ 14 Intellectual Property
(1) All rights in the Platform, including copyrights, trade mark rights, patent rights and other intellectual property rights, remain with Kipti or its licensors. By concluding the usage contract, the Customer does not acquire ownership of the Platform or of parts thereof.
(2) The Customer retains all rights, including all intellectual property rights, in respect of its inputs and the inputs of its Users into the Platform ("Customer Data"). Kipti does not acquire any rights in Customer Data beyond the technical processing rights necessary to provide the contractual services.
(3) Kipti will use the Customer Data solely for the purpose of performing the contract. The Customer grants Kipti a right of use, limited in time to the performance of the contract, to process Customer Data to the extent necessary to perform the contract, in particular to store and transmit it and to process it in the context of the AI Features.
(4) AI-generated content (e.g. summaries, draft reports, structuring suggestions) is made available to the Customer for unrestricted use. Kipti transfers to the Customer, to the extent possible, all rights, title and interest, if any, in and to the results generated by the Customer's inputs, exclusively, without restriction and without separate remuneration.
§ 15 Amendments to these GTC
(1) Kipti is entitled to amend these GTC with effect for the future, provided that the amendment is reasonable taking into account the interests of both Parties. Amendments may become necessary in particular as a result of changes in legislation, changes in case law, technical developments or changes in the scope of services.
(2) Kipti will inform the Customer of the intended amendments in text form (e.g. by email) at least six (6) weeks before they take effect.
(3) The amendments shall become effective only if the Customer consents to the amended GTC in text form within the period referred to in paragraph 2. If the Customer does not accept the amendments, the originally agreed terms shall continue to apply.
(4) Together with the information on the amended GTC, Kipti may give ordinary notice of termination of the contract subject to the condition subsequent that the Customer accepts the amended GTC.
(5) Amendments to the DPA shall be made in accordance with the procedure governed by the DPA.
§ 16 Withdrawal Instructions for Consumers
The following withdrawal instructions apply exclusively to customers who are consumers within the meaning of § 13 BGB (German Civil Code).
Right of withdrawal
You have the right to withdraw from this contract within fourteen days without giving any reason.
The withdrawal period is fourteen days from the day of the conclusion of the contract.
To exercise your right of withdrawal, you must inform us
Kipti GmbH Hermann-Glüsenkamp-Straße 5 49086 Osnabrück Email: info@kipti.app
of your decision to withdraw from this contract by an unequivocal statement (e.g. a letter sent by post or an email). You may use the attached model withdrawal form, but it is not obligatory.
To meet the withdrawal deadline, it is sufficient for you to send your communication concerning your exercise of the right of withdrawal before the withdrawal period has expired.
Effects of withdrawal
If you withdraw from this contract, we shall reimburse to you all payments received from you, including the costs of delivery (with the exception of the supplementary costs resulting from your choice of a type of delivery other than the least expensive type of standard delivery offered by us), without undue delay and in any event not later than fourteen days from the day on which we are informed about your decision to withdraw from this contract. We will carry out such reimbursement using the same means of payment as you used for the initial transaction, unless you have expressly agreed otherwise; in any event, you will not incur any fees as a result of such reimbursement.
Early expiry of the right of withdrawal
The right of withdrawal expires early if Kipti has begun to perform the contract after you, as a consumer,
a) expressly consented to the performance of the contract beginning before the end of the withdrawal period, and
b) confirmed your acknowledgement that, by giving your consent, you lose your right of withdrawal upon the beginning of the performance of the contract (§ 356(5) BGB – German Civil Code), and
c) we provided you with a confirmation of the contract, including your consent to the beginning of the performance of the contract and your acknowledgement of the loss of the right of withdrawal, on a durable medium in accordance with § 312f BGB before the end of the withdrawal period.
Model withdrawal form
(If you wish to withdraw from the contract, please complete this form and send it back.)
To:
Kipti GmbH
Hermann-Glüsenkamp-Straße 5
49086 Osnabrück
Email: info@kipti.app
–I/We (*) hereby give notice that I/we (*) withdraw from my/our (*) contract for
- [ ] the sale of the following goods (*)
- [X] the provision of the following service (*): usage contract for the cloud-based, AI-supported documentation and communication platform "Kipti"
–Ordered on (*)/received on (*)
–Name of consumer(s)
–Address of consumer(s)
–Signature of consumer(s) (only if this form is notified on paper)
–Date
__________
(*) Delete as appropriate.
§ 17 Final Provisions
(1) The law of the Federal Republic of Germany shall apply, to the exclusion of the UN Convention on Contracts for the International Sale of Goods (CISG). Mandatory consumer protection provisions of the state in which the Customer has their habitual residence as a consumer remain unaffected (Art. 6(2) of Regulation (EC) No 593/2008 – Rome I Regulation).
(2) If the Customer is an entrepreneur, a legal person governed by public law or a special fund governed by public law, the exclusive place of jurisdiction for all disputes arising out of or in connection with this contract shall be Osnabrück, Germany. Kipti is, however, also entitled to bring proceedings against the Customer at the Customer's general place of jurisdiction.
(3) If the Customer is a consumer, the statutory provisions on the place of jurisdiction apply, in particular Articles 17 and 18 of Regulation (EU) No 1215/2012 (Brussels Ia Regulation). Consumers habitually resident in an EU/EEA Member State may also bring proceedings against Kipti before the court of their place of residence.
(4) Should individual provisions of these GTC be or become invalid or unenforceable, the validity of the remaining provisions shall not be affected thereby.
(5) Kipti is not obliged to participate in dispute resolution proceedings before a Verbraucherschlichtungsstelle (consumer arbitration board).
(6) There are no oral collateral agreements. Amendments and supplements to these GTC must be made in text form. This also applies to any waiver of this text form requirement.
(7) The following form part of these GTC:
a) the data processing agreement (Auftragsverarbeitungsvertrag – DPA) pursuant to Art. 28 GDPR;
b) the Acceptable Use Policy (the Policy);
c) the service description and price list applicable to the respective contract on Kipti's website.
(8) In the event of any conflict between these GTC and the DPA, the provisions of the DPA shall prevail with regard to data protection matters. In the event of any conflict between these GTC and the Acceptable Use Policy, the provisions of these GTC shall prevail.