Terms and Conditions

1. Scope

These Terms and Conditions (hereinafter "Terms") apply to all contracts for the use of the LATIKAN Solutions Suite (including Cladly, Pylon, Faktura, Atlas, Tresor, Agora, Obelisk, Pharos) between LATIKAN Solutions, owner Rudolf Latikan, Dennhäuser Str. 116, 34134 Kassel, Germany (hereinafter the "Provider") and the customer (hereinafter the "Customer").

Deviating, conflicting or supplementary terms of the Customer only become part of the contract if the Provider has expressly agreed to their validity in writing.

2. Service Description & Availability

The Provider makes the booked modules of the suite available to the Customer as Software-as-a-Service (SaaS) for use over the internet. The exact scope of functions follows from the currently valid product description or the offer.

The Provider aims for an availability of the suite of 98% on an annual average ("light SLA"). This does not include announced maintenance windows or outages outside the Provider's sphere of influence (e.g. internet outages at the Customer's premises, force majeure, disruptions at upstream infrastructure providers).

3. Right of Use

For the duration of the contract and to the extent of the booked number of users, the Customer receives a simple, non-transferable right to use the respective software modules. Sublicensing, passing on access credentials to third parties outside the Customer's own business, or reselling access are not permitted without the Provider's written consent.

4. Customer Obligations

The Customer is obligated to protect its access credentials (username, password, API keys) from access by third parties and to report any suspected misuse without delay. The Customer may not use the suite to post, process or distribute unlawful content, and is solely responsible for the lawfulness of the data it enters (e.g. customer, employee, order data).

5. Data Backup, Data Processing & Data Export

The Provider backs up the data stored by the Customer in the suite as part of its usual backup routines. This does not affect the Customer's own full responsibility for additional backup copies of particularly important data.

Insofar as the Provider processes personal data of the Customer or of the Customer's own end customers in the course of using the software, this takes place under a separate data processing agreement (DPA), which forms part of this contract as an annex (see also Privacy Policy, section "Processing in Connection with Software Use").

After termination of the contract, the Provider makes an export window of 30 days available to the Customer, during which the Customer can download its data in a common format. After this period expires, the Customer's data will be deleted, unless statutory retention obligations require otherwise.

6. Term & Termination

The contract term and the billing interval (monthly or annual) are governed by the Customer's individual offer or booking. The contract automatically renews for the respective booked term unless terminated in good time by either party. Unless otherwise agreed, the notice period is one month before the end of the respective contract term. The right to extraordinary termination for good cause remains unaffected.

7. Prices & Price Adjustments

The prices stated in the respective offer or on the booking page apply, plus statutory VAT. The Provider may adjust prices with effect for the future if there is a transparent reason for doing so (e.g. increased infrastructure or operating costs, expansion of the scope of services). Price increases will be announced to the Customer in text form at least 6 weeks in advance.

In the event of a price increase, the Customer has a special right of termination effective as of the date the increase takes effect.

8. Liability

The Provider is liable without limitation for intent and gross negligence, as well as under the provisions of the German Product Liability Act. For slight negligence, the Provider is only liable for breach of material contractual obligations (cardinal obligations), i.e. obligations whose fulfillment makes the proper performance of the contract possible in the first place and on whose compliance the Customer may regularly rely; in such cases, liability is limited in amount to the foreseeable damage typical for this type of contract, and in any case to the amount of the annual fee paid by the Customer in the preceding 12 months.

Exclusion of strict liability for defects: The provision of the software takes place under a contract sui generis containing elements of rental and service agreements. The strict (no-fault) guarantee liability of a lessor for defects already existing at the time the contract was concluded pursuant to § 536a (1) alt. 1 BGB is expressly excluded. The Provider is only liable for such defects to the extent it is at fault.

The above limitations of liability do not apply to injury to life, body or health.

9. Suspension in the Event of Payment Default

If the Customer defaults on payment of amounts due, the Provider is entitled, after prior reminder with a reasonable grace period, to temporarily suspend access to the suite until full payment has been settled. The obligation to pay the fee remains unaffected. Data already entered by the Customer remains preserved during the suspension.

10. Changes to Services & Terms

The Provider is entitled to adjust the scope of functions of the suite as part of ongoing development, provided this is reasonable for the Customer with due regard to its interests. Changes to these Terms will be communicated to the Customer in text form with reasonable notice. If the Customer does not object within 4 weeks of receiving the notice, the amended Terms are deemed accepted; the Customer will be specifically informed of this consequence in the notice. If the Customer objects, the previous Terms remain in effect, which may give rise to a special right of termination for either party.

11. Final Provisions

The law of the Federal Republic of Germany applies, excluding the UN Convention on Contracts for the International Sale of Goods (CISG). Place of jurisdiction for all disputes arising out of or in connection with this contract is, to the extent permitted by law, Kassel, Germany.

Amendments and supplements to this contract require text form (e.g. email), unless written form is expressly agreed. Should individual provisions of these Terms be or become invalid, the validity of the remaining provisions shall remain unaffected.

We are neither willing nor obligated to participate in dispute resolution proceedings before a consumer arbitration board (§ 36 VSBG, German Consumer Dispute Resolution Act).