Grit-Auto

General Terms and Conditions

This is a courtesy translation. In case of doubt, the German version applies.

1. Scope

These General Terms and Conditions apply to all business relationships between Simulatoren und Trainings – Philipp Kaiser, trading under the brand Grit-Auto (hereinafter “Provider”), and the customer (hereinafter “Customer”), unless otherwise agreed in writing. Deviating terms and conditions of the Customer are not recognized unless the Provider expressly agrees to their validity in writing.

The current version of these terms is available at https://www.grit-auto.de/agb. The Customer will be notified of changes in text form (e.g. by email) at least 14 days before they take effect. If the Customer does not object within this period, the changes are deemed approved.

2. Services

(1) The Provider performs in particular the following services:

(2) The specific scope of services is set out in the individual offer or contract.

(3) Delivery times and project durations depend on the complexity agreed in the offer and do not constitute guaranteed delivery deadlines. The Provider does not owe any particular result; it owes the proper performance of the agreed services to the best of its knowledge and belief.

3. Conclusion and term of contract

(1) A contract is concluded when the Customer confirms the offer in writing or electronically.

(2) Unless otherwise agreed, recurring services (e.g. marketing management) are subject to a minimum term of six months.

(3) The contract is automatically extended by three months at a time unless it is terminated in writing with 30 days' notice to the end of a month.

(4) In the event of payment default of more than 14 calendar days or repeated payment reminders, the Provider is entitled to terminate the contract for cause. In this case, a contractual penalty amounting to 80% of the remaining contract value becomes due, as the early termination causes the Provider economic loss.

4. Remuneration and payment terms

(1) Prices are set out in the individual offer. All prices are exclusive of statutory VAT.

(2) The setup fee is due immediately upon placement of the order. Monthly services are invoiced in advance.

(3) In the event of payment default, the Provider is entitled to claim default interest at the statutory rate as well as reminder costs, and to suspend the services until payment is made.

(4) If no payment is made within 14 days of the due date despite two reminders, the Provider may terminate the contract and claim damages.

(5) Set-off or retention is only permitted if the counterclaim has been finally established by a court or is undisputed.

(6) When accepting the offer, the Customer may use a SEPA direct debit mandate or a payment link; upon signing the offer, the mandate is deemed granted.

5. Customer's duties to cooperate

(1) The Customer ensures that all content, access credentials and information required to fulfil the order are provided in full and in good time.

(2) Delays resulting from the Customer's insufficient cooperation extend agreed deadlines accordingly and release the Provider from responsibility for any resulting delays in performance.

(3) If the Customer fails to meet its duties to cooperate on time (in particular the provision of information, data, access, approvals or feedback), all agreed deadlines and delivery dates are automatically extended by the period of the delay plus a reasonable restart period of up to 10 working days.

(4) The Provider is entitled to temporarily suspend project work until the required information is available in full.

(5) If late cooperation causes additional work (e.g. renewed coordination, re-implementation, adjustment of interfaces or scheduling conflicts), this may be invoiced based on actual effort at the agreed hourly rate.

(6) If information is delayed by more than 30 calendar days, the Provider is entitled to unilaterally pause or terminate the project. In this case, services already performed and pro rata expenses remain payable in full.

6. Rights of use and retention of title

(1) Unless otherwise provided in the offer, the Provider grants the Customer a simple (non-exclusive), non-transferable right to use the software solutions, texts and designs created.

(2) All deliverables remain the property of the Provider until payment has been made in full.

(3) The use of systems contributed by third parties, such as third-party APIs, is at the Customer's own responsibility.

(4) The Provider reserves the right to carry out updates, maintenance and improvements to software solutions at its own discretion, insofar as this is reasonable for the Customer.

7. Liability

(1) The Provider is only liable for damage caused by intent or gross negligence.

(2) Liability for lost profits, indirect damage or consequential damage is excluded.

(3) Liability for data loss, system failures or disruptions caused by third-party providers (e.g. Meta, Google, CRM systems, hosting providers) is excluded.

(4) Liability is limited to the typically foreseeable damage, but in any case to no more than the agreed order amount.

8. Data protection, GDPR compliance and AI systems

(1) The Provider undertakes to treat all personal data confidentially in accordance with the General Data Protection Regulation (GDPR), the BDSG (German Federal Data Protection Act) and the relevant provisions of the EU AI Act, and to process it exclusively within the scope of the contractually agreed services.

(2) The Provider processes personal data only on documented instructions from the Customer, insofar as the Customer is the controller within the meaning of Art. 4 (7) GDPR. Processing takes place exclusively for the purpose of performing the contract, in particular in connection with automation, voice or communication solutions.

(3) To perform its services, the Provider may engage technical service providers, cloud and AI platforms and communication services acting as sub-processors within the meaning of Art. 28 GDPR. These process data exclusively on the basis of written agreements that ensure an adequate level of data protection. The Provider ensures that the systems used are operated within the European Economic Area (EEA) or are covered by recognized safeguards (e.g. EU Standard Contractual Clauses).

(4) On request, the Customer will be informed of the sub-processors in use at the time of processing. The Provider reserves the right to update the list of these service providers in line with technical progress and will inform the Customer of material changes.

(5) The Provider undertakes to primarily use AI systems that are documented, reviewed and classified in accordance with the requirements of the EU AI Act according to the current state of the art. High-risk systems are used only in compliance with the statutory transparency and oversight obligations.

(6) The Customer is itself responsible for ensuring that the systems provided are used in compliance with data protection law (e.g. through privacy notices, consents and its own data processing agreements, where required).

9. Use as a reference

The Provider is entitled to use the Customer's name, logo and general project results for reference purposes (e.g. website, presentations), unless the Customer objects in writing within 7 days of the project start.

10. Complaints and revision periods

(1) After work results (e.g. designs, texts, agents) have been delivered, the Customer must notify any defects or change requests in writing within 7 calendar days.

(2) If no feedback is received within this period, the services are deemed to have been duly accepted.

11. Final provisions

(1) Amendments or additions to the contract must be made in writing.

(2) Should individual provisions of these terms be invalid, the validity of the remaining provisions remains unaffected.

(3) German law applies.

(4) The place of jurisdiction for all disputes is Ingolstadt, to the extent permitted by law.

(5) The Provider undertakes to regularly adapt its systems and processes to new legal requirements, in particular the GDPR, the EU AI Act and relevant national data protection laws. The Customer will be notified of changes in text form.