Terms and Conditions for the Provision of SaaS Solutions
Terms and Conditions in German – Hier finden Sie unsere AGB in Deutsch
1. General Provisions
1.1 These Terms and Conditions (hereinafter „Terms“) govern the legal relationship between Horst Christian Wagner (Web-Strategen), Birkenstr. 2, 86836 Klosterlechfeld (hereinafter „Provider“) and the customer (hereinafter „Customer“) regarding the provision of Software-as-a-Service (SaaS) solutions for AI-based chatbots, AI agents, and knowledge management.
1.2 By using the SaaS services, the Customer accepts these Terms in their current version. Deviating agreements require the express written consent of the Provider.
2. Subject of the Agreement
2.1 The Provider makes SaaS services available to the Customer that include functionalities for AI-supported knowledge management, AI agents, and chatbots. The services are provided via the internet.
2.2 The Provider is obligated to provide the agreed functionalities in the current version of the software. A specific outcome is not owed.
2.3 The project may be carried out in several phases. These include in particular: strategic consulting, preparation of a questionnaire, conception and implementation of a customized solution, as well as ongoing support for the SaaS solution.
2.4 The exact scope of services shall be defined on a project-specific basis in the commissioning agreement.
3. Conclusion of Contract
3.1 The contract between the Provider and the Customer is concluded either through a formal commissioning or through Customer registration and confirmation by the Provider.
3.2 The Provider reserves the right to reject any request without providing reasons.
3.3 Unless otherwise stated, offers made by the provider are valid for a period of 30 calendar days from the date of the offer.
4. Provider Services
4.1 The Provider generally makes the SaaS services available on a continuous basis. Scheduled maintenance and unforeseen disruptions (e.g., force majeure) may lead to temporary interruptions.
4.2 The Provider regularly performs maintenance and updates to ensure the functionality and security of the SaaS services. In the event of disruptions or errors, the Provider will endeavor to resolve them within a reasonable time, generally within 48 business hours of receiving the error notification.
4.3 If agreed, the Provider will integrate and maintain customer-specific content within the SaaS solution (e.g., knowledge base). Technical review, preparation, structuring, and monitoring are billed on an hourly basis according to individual agreements.
5. Project Phases and Cooperation
5.1 The implementation of a SaaS project is divided into defined phases. Typically, these include: strategic consulting, a structured questionnaire process, conceptual design, implementation and deployment, and ongoing support.
5.2 The Provider supports the Customer in preparing and evaluating the questionnaire. Based on the findings, an individual solution will be developed.
5.3 The regular updating of the knowledge base is based on content provided by the Customer. The Provider is responsible for the technical integration and quality assurance.
5.4 The frequency and scope of ongoing support (e.g., weekly, monthly) are individually agreed with the Customer.
6. Customer Obligations
6.1 The Customer is obligated to keep access credentials secure and prevent unauthorized access by third parties.
6.2 The SaaS services may only be used for their intended contractual purposes. Any misuse is prohibited.
6.3 The Customer shall ensure the technical prerequisites (e.g., internet access, interface availability) necessary to use the SaaS services.
6.4 The Customer provides input for new or updated content in supported formats (e.g., docx, pdf, xlsx). The content should be structured and prepared in accordance with the agreed categories.
7. Usage Rights
7.1 The Provider grants the Customer a simple, non-exclusive, non-transferable right to use the SaaS services for the agreed contractual purpose.
7.2 The Customer is not entitled to duplicate, modify, or make the software available to third parties, unless expressly agreed otherwise.
7.3 The Provider provides the Customer with a script code, e.g., JavaScript snippet, for embedding the chatbot or AI agent into the Customer’s website.
8. Fees and Payment
8.1 The monthly fee is determined based on the individually agreed services and the extent of usage.
8.2 Project-specific services such as consulting, technical integration, or content updates are billed hourly. Additional services not included in the agreed scope require prior approval by the Customer and will be invoiced separately.
8.3 Upon completion and handover of the live SaaS solution, a monthly flat fee for usage and operation will be charged.
8.4 The Provider reserves the right to adjust prices. Price increases will be communicated at least 30 days in advance.
8.5 In case of delayed payment, the Provider is entitled to temporarily suspend access to the SaaS solution until all outstanding payments are settled.
9. Liability
9.1 The Provider is only liable for damages caused intentionally or by gross negligence. Liability for indirect damages, loss of profits, or data loss is excluded to the extent permitted by law.
9.2 For slight negligence, the Provider is only liable for breaches of essential contractual obligations (cardinal duties) and limited to foreseeable, typical damages.
9.3 Liability is limited to the amount the Customer has paid for the SaaS services in the past twelve months. This does not apply in cases of intent or gross negligence.
9.4 The Provider assumes no liability for damages caused by improper use by the Customer.
9.5 The Customer is obligated to report any defects without delay. The Provider will take appropriate corrective action within reasonable means.
9.6 The Provider is not liable for limitations or outages of third-party providers whose infrastructure is partially relied upon for operating the SaaS solution. This particularly applies to the availability, performance, or changes in APIs, platform services, or external models.
10. AI-Generated Results
10.1 The Provider assumes no liability for the accuracy, completeness, or appropriateness of results generated by AI-supported SaaS services.
10.2 The Customer is responsible for reviewing and validating AI-generated content prior to use. The Customer remains liable for any content provided and for the suitability of using the generated output.
11. Data Protection and Confidentiality
11.1 The Provider complies with applicable data protection laws and processes Customer data exclusively in accordance with contractual agreements. More information is available in the Provider’s privacy policy at https://www.web-strategen.de/datenschutz.
11.2 Both parties agree to keep confidential information exchanged during the project strictly confidential and not disclose it to third parties without prior written consent.
11.3 The Customer is responsible for ensuring that the processing of personal data in the SaaS services complies with applicable laws.
12. Term and Termination
12.1 The agreement is concluded for an indefinite period and may be terminated by either party with two weeks’ notice to the end of the month.
12.2 The right to extraordinary termination remains unaffected. This applies especially in the event of repeated payment defaults or serious breaches of contract by the Customer.
13. Jurisdiction and Applicable Law
13.1 Place of jurisdiction is the Provider’s registered office, provided the Customer is a merchant under the German Commercial Code.
13.2 German law applies under exclusion of the UN Convention on Contracts for the International Sale of Goods (CISG).
14. Final Provisions
14.1 Should any provision of these Terms be or become invalid, the validity of the remaining provisions shall remain unaffected. The invalid provision shall be replaced by a valid one that comes closest to the intended economic purpose.
14.2 Amendments and additions to these Terms must be made in writing.
Klosterlechfeld, 05/13/2025 Horst Christian Wagner (Web-Strategen), Birkenstr. 2, 86836 Klosterlechfeld