GENERAL TERMS AND CONDITIONS
Section 1 Scope of Application
(1) These General Terms and Conditions (“GTC”) govern all contractual relationships between PackIntelX GmbH (the “Provider”) and its customers (the “Customer”) in connection with the provision of the Provider’s software-as-a-service platform (the “Platform”), including all AI-supported functions and modules integrated therein.
(2) These GTC shall apply exclusively to entrepreneurs (Unternehmer) within the meaning of Section 14 of the German Civil Code (Bürgerliches Gesetzbuch – BGB) as well as legal entities under public law and special funds under public law pursuant to Section 310 para. 1 BGB. They shall not apply to consumers within the meaning of Section 13 BGB.
(3) These GTC shall apply exclusively. Any deviating, conflicting or supplementary terms and conditions of the Customer shall become part of the contract only if and to the extent that the Provider has expressly agreed to their applicability. Any deviating, conflicting or supplementary terms and conditions of the Customer shall not become part of the contract even if the Customer refers to them in the course of the order process or attaches them to its order. The applicability of such terms shall in all cases require the Provider’s express written consent.
(4) The dated version of the Provider’s GTC valid at the time of the respective order placed by the Customer shall become an integral part of the contract. In business-to-business relationships, this version shall also apply to future contracts of the same kind without renewed reference, provided that no material amendments to the GTC are made. In the event of material amendments, the Provider shall inform the Customer in writing prior to the conclusion of the next contract; the amended version shall apply only as of the Customer’s next order that expressly refers to the specifically designated dated version.
(5) References to statutory provisions are for clarification purposes only. The statutory provisions shall apply even if they are not expressly referred to in these GTC, unless they are validly derogated from or supplemented by these GTC.
Section 2 Formation of Contract
(1) The presentation of the services on the Provider’s website or in the order form shall not constitute a legally binding offer. It merely constitutes an invitation to the Customer to submit an offer to enter into a contract. A contract shall come into existence only upon acceptance of the Customer’s order by the Provider.
(2) Via the Provider’s website or web application, the Customer may select either a free registration or a paid subscription for use of the Platform. By completing the relevant registration or ordering process and submitting the respective form, the Customer makes a legally binding offer to enter into a contract on the terms stated therein.
(3) The contract shall come into existence only upon the Provider’s acceptance of the order, which shall be effected by transmission of an order confirmation to the Customer by email. Upon receipt of the order confirmation, the Customer shall receive the access credentials required for use of the Platform.
(4) For paid subscriptions, the Customer may choose between monthly and annual billing. The subscription shall be concluded for the selected billing period (monthly or annually) and shall automatically renew for the same period upon expiry of the minimum term unless terminated by the Customer in accordance with these GTC.
(5) Unless expressly agreed otherwise in writing, all fees paid by the Customer shall be non-refundable. This shall apply in particular to subscription fees already paid for the current billing period, irrespective of any early termination of the contract by the Customer.
Section 3 Subject Matter of the Contract
(1) For the term of the contractual relationship, the Provider shall make the Platform available to the Customer as software-as-a-service via the internet. The services shall include, in particular, the operation of the Platform, hosting, and the storage and processing of data provided by the Customer.
(2) The Platform serves as a digital support tool within the framework of a self-data-management system. All results generated via the Platform are based exclusively on the data entered, transmitted or otherwise provided by the Customer. No specific outcome is owed, in particular no commercial usability or economic success.
(3) The scope of services of the Platform shall include in particular:
- tools and questionnaires for packaging and process analyses;
- functions for submitting inquiries and messages as well as for receiving information or offers from PackIntelX or third parties;
- access to AI-supported analysis and automation tools;
- chatbot functions for end-user communication; and
- functions for the administration, storage, structuring and evaluation of customer data.
(4) The Provider shall not owe any physical delivery of software. The Provider shall exclusively provide online access to the Platform and shall ensure its technical operability within the scope of this contract.
Section 4 Description of Services
(1) The specific scope of services owed by the Provider shall be determined by the respective individual offer, the order form, or the service description of the Provider valid at the time of conclusion of the contract as published on its website or in the web application.
(2) Illustrations, descriptions or other information provided by the Provider in marketing materials, website presentations or other documentation are for general descriptive purposes only. They do not constitute a guarantee of quality (Beschaffenheitsgarantie) or an assurance of specific properties in the legal sense.
(3) To the extent the Provider provides information, assessments or analyses, these are based on publicly available sources (in particular information from EUR-Lex regarding Regulation (EU) 2025/40) or on the Provider’s own evaluation methods. Such evaluations constitute general, non-binding assessments for information purposes only. They do not take into account the Customer’s specific circumstances and do not constitute legal advice. The Provider assumes no responsibility for the accuracy, completeness or timeliness of the information provided.
(4) The answers, data and other content transmitted by the Customer in the course of use shall be stored and processed by the Provider for the purpose of generating results, statistical evaluation, and providing and improving the services in compliance with the applicable data protection laws.
(5) The Provider shall be entitled to further develop, adapt or improve the functionality of the Platform, provided that the essential core functions of the Platform are not materially impaired thereby. If such a change is unreasonable for the Customer, the Customer may terminate the contractual relationship with effect as of the end of the current billing period. The right of termination must be exercised within six weeks after notification of the change.
(6) Beta or test functions may be made available to the Customer for a limited period of time without any claim to availability, functionality or technical support. The Provider may modify or discontinue such functions at any time without prior notice.
(7) To the extent AI-supported functions are used, data processing shall be carried out with the involvement of internal as well as external IT service providers. Personal data shall not be used for training purposes of AI models. Data shall be stored exclusively within the European Union.
Section 5 Rights of Use
(1) For the duration of the contractual relationship, the Customer shall be granted a simple (non-exclusive), non-transferable and non-sublicensable right to access and use the Platform in accordance with these GTC. No further rights of use shall be granted.
(2) The disclosure of access credentials to third parties or the use of a single user account by multiple persons without the Provider’s prior written consent shall be prohibited. Each user requires a separate personal account. In the event of a breach, the Provider shall be entitled to charge at least the corresponding additional licence fee that would have been incurred under a duly concluded subscription, without prejudice to any further claims for damages.
(3) The Customer shall refrain from any act that may jeopardise the security, integrity or availability of the Platform. This includes, in particular, measures that may result in disruptions, interruptions or overload of the Platform.
(4) The Customer shall not be entitled to analyse, reverse engineer, decompile, or otherwise disclose or modify the source code or underlying structures or algorithms of the Platform or any part thereof, unless such act is mandatorily permitted by applicable law.
Section 6 No Legal Advice
(1) All information, analyses, assessments, recommendations or other notices provided by the Provider via the Platform – including those relating to statutory requirements such as the EU Packaging and Packaging Waste Regulation (PPWR) – are provided solely for general information purposes.
(2) The Platform does not replace any individual legal review or binding regulatory assessment. Responsibility for legal classification, regulatory assessment and ensuring compliance rests solely with the Customer.
(3) The Customer is solely responsible for reviewing the relevance and applicability of the information provided with regard to its specific operational circumstances and for obtaining independent legal advice where necessary.
(4) To the extent permitted by law, the Provider shall assume no liability for the accuracy, completeness or legal usability of the information provided. This exclusion of liability shall not apply where incorrect or incomplete information is due to wilful misconduct or gross negligence on the part of the Provider.
Section 7 Obligations of the Customer
(1) The Customer shall be solely responsible for all content provided by it and for its use of the Platform. The Platform must at all times be used in compliance with applicable law, these GTC, and the applicable contractual arrangements.
(2) The Customer shall bear sole responsibility for the accuracy, completeness and timely provision of all data transmitted by it, as well as for the conduct of its employees, vicarious agents, suppliers or other third parties engaged by it.
(3) In particular, the Customer shall be obliged:
- not to store, transmit or disseminate via the Platform any unlawful, harmful or otherwise impermissible content;
- not to introduce any malware, scripts, bots or other harmful code or take any technical measures that may impair the operation and security of the Platform;
- to keep its access credentials (username and password) confidential, protect them against unauthorised access by third parties, and change them without undue delay if misuse is suspected;
- to regularly back up its data, unless data backup is expressly included in the services owed by the Provider. The Provider shall not be liable for data loss or damage resulting from insufficient backup measures taken by the Customer, including losses caused by cyberattacks, hacking or other unauthorised access; and
- where necessary in connection with further developments or changes to the Platform, to make the required adjustments to its own IT infrastructure after having been informed accordingly by the Provider.
Section 8 Prices, Payment Terms and Term
(1) The remuneration owed by the Customer shall be based on the selected billing model (monthly or annually) and the Provider’s prices applicable from time to time. All prices are exclusive of the applicable statutory value added tax.
(2) Invoices shall be due for payment within fourteen (14) days of receipt without deduction. Upon expiry of this period, the Customer shall be in default of payment without the need for a reminder.
(3) In the case of annual billing, the minimum contract term shall be twelve (12) months. Unless terminated by either party with one (1) month’s notice prior to expiry of the minimum term, the contract shall automatically renew for successive periods of twelve (12) months each. In the case of monthly billing, the contract shall be entered into for an indefinite period and may be terminated by either party with effect as of the end of any calendar month.
(4) Remuneration shall be collected on an ongoing subscription basis via a payment service provider engaged by the Provider. Upon conclusion of the contract, the Customer authorises the Provider to collect the due remuneration automatically on each due date.
(5) Payment processing shall be carried out via external payment service providers (e.g. Stripe, PayPal). The processing of personal data by such service providers shall be governed by the data protection policy described by the Provider. The Provider itself shall not store the Customer’s complete payment information.
(6) Unless expressly agreed otherwise in writing, fees already paid shall be non-refundable. This shall include, in particular, subscription fees for current billing periods, advance payments, and fees for unused services or pro rata periods in the event of premature termination of the contract by the Customer.
(7) The Provider shall be entitled to adjust the agreed remuneration if and to the extent that the external costs incurred by the Provider for providing the services increase due to circumstances beyond the Provider’s control. This includes, in particular, cost increases for third-party hosting services, external software licences, and statutory charges directly affecting the Platform’s overall cost structure. A price adjustment for the purpose of generating additional profit is excluded; it shall solely serve to pass on demonstrably increased cost components. If the relevant cost components decrease, the Provider shall be obliged to reduce the remuneration accordingly. Upon request, the Provider shall provide the Customer with suitable evidence of the cost developments relevant to the price adjustment. The Provider shall inform the Customer in writing at least six (6) weeks prior to the entry into force of any price adjustment. If a price adjustment results in an increase in remuneration of more than twenty-five per cent (25%), the Customer shall be entitled to terminate the contract in writing with effect as of the date on which the adjustment becomes effective.
Section 9 Availability, Maintenance and Support
(1) The Provider shall make the Platform available with an average annual availability of 99.5%. Planned maintenance windows announced in due time shall be excluded from the availability calculation. Availability shall be calculated as follows: Availability = (Total Time – Total Downtime) / Total Time × 100%.
(2) Disruptions of the Platform shall be addressed after receipt of the Customer’s fault report. The Provider shall undertake commercially reasonable efforts to remedy disruptions within an appropriate period of time, taking into account their severity and impact.
(3) The Provider shall be entitled to perform scheduled maintenance work that may result in temporary restrictions of availability. The Provider shall inform the Customer in due time of any planned maintenance. Maintenance work shall, where technically feasible, be carried out in such a way as to minimise impairment for the Customer.
(4) In urgent cases, unscheduled maintenance may be required. Where possible, the Provider shall inform the Customer thereof in advance by way of a notice on the Platform or by email.
Section 10 Data Protection and Data Security
(1) The Provider shall process personal data exclusively in compliance with the applicable data protection laws, in particular the General Data Protection Regulation (GDPR).
(2) All data provided by the Customer shall be treated confidentially. The Provider shall be entitled to use anonymised and aggregated data that no longer permits personal identification for the improvement and further development of the Platform.
(3) Service and product communication: The Customer agrees that the Provider may contact the Customer and the designated users by email or within the Platform with information required for the performance of the contract, in particular regarding account matters, security, billing and service announcements concerning functional changes. Marketing communications regarding the Provider’s products and services shall only be sent where the requisite consent has been granted in accordance with applicable law; such consent may be withdrawn at any time with future effect. Further details are set out in the Provider’s privacy policy.
(4) The servers used to provide the Platform are located exclusively within the European Union.
(5) To the extent the Provider processes personal data on behalf of the Customer, the parties shall conclude a data processing agreement (Auftragsverarbeitungsvertrag) pursuant to Art. 28 GDPR prior to the commencement of such processing.
(6) The Provider shall implement appropriate technical and organisational measures pursuant to Art. 32 GDPR in order to protect stored data against loss, unauthorised access, manipulation and other security risks.
(7) Processing in connection with AI-supported functions shall be carried out exclusively through internal or contractually bound external IT service providers within the EU.
Section 11 Liability
(1) The Provider shall be liable without limitation for damages caused by wilful misconduct or gross negligence, as well as for damages arising from injury to life, body or health.
(2) In the event of a slightly negligent breach of material contractual obligations (wesentliche Vertragspflichten), the Provider’s liability shall be limited to the typical foreseeable damage.
(3) Liability for slight negligence shall be limited in amount to the remuneration paid by the Customer in the last contract year.
(4) To the extent permitted by law, liability for indirect damages, consequential damages or loss of profit shall be excluded. This exclusion shall not apply in cases of wilful misconduct or gross negligence or in the event of injury to life, body or health.
Section 12 Amendments to Services and Terms
(1) The Provider may propose amendments to these GTC where it has a legitimate interest in doing so. A legitimate interest shall exist in particular in the event of adjustments to technical developments, security requirements, changes in the scope of services, or the closing of regulatory gaps. The Customer shall be informed of the proposed amendments by email.
(2) Material amendments – i.e. amendments that significantly affect the main contractual obligations or the contractual equilibrium – shall become effective only if the Customer expressly agrees to them.
(3) Non-material amendments – i.e. amendments that do not affect the core service obligations and do not place the Customer in a worse position – shall become effective if the Customer does not object to them within six (6) weeks after receipt of the notice of amendment. The Provider shall expressly inform the Customer of the right to object in the notice of amendment.
(4) Amendments to these GTC required due to mandatory statutory provisions, official orders or final and binding court decisions shall not be deemed material amendments and may be implemented by the Provider without the Customer’s consent, provided that they do not materially alter the main contractual obligations.
Section 13 Final Provisions
(1) The laws of the Federal Republic of Germany shall apply, excluding the United Nations Convention on Contracts for the International Sale of Goods (CISG) and any other international uniform law.
(2) The exclusive place of jurisdiction for all disputes arising out of or in connection with this contract – including international disputes – shall, to the extent legally permissible, be the Provider’s registered seat, subject to any mandatory statutory exclusive places of jurisdiction.
(3) Should any provision of these GTC be or become wholly or partially invalid or unenforceable, the validity of the remaining provisions shall remain unaffected. In place of the invalid or unenforceable provision, such valid and enforceable provision shall be deemed agreed as comes closest, in legal and economic terms, to the purpose of the invalid or unenforceable provision.
(4) Both parties shall be obliged to keep confidential all non-public information obtained in the course of or in connection with this contract. This confidentiality obligation shall survive termination of the contractual relationship.