Terms

Terms and Conditions

English translation of the German Terms and Conditions.

KnowFab GmbH, Leipzig

Local Court Leipzig, HRB 45608

VAT ID: DE462368632

DUNS: 317198736

§1 Scope

(1) These Terms and Conditions apply to all contracts between KnowFab GmbH (hereinafter "KnowFab") and its customers.

(2) The offer is directed exclusively at entrepreneurs within the meaning of Section 14 of the German Civil Code (BGB).

(3) Conflicting or deviating terms of the customer shall not become part of the contract unless KnowFab expressly agrees to their applicability.

§2 Subject matter of the contract

(1) KnowFab provides services in the following areas:

  • provision of software solutions and AI models (SaaS, license, on-premise),
  • consulting and project services,
  • provision of models for integration into customer systems, for example via API.

(2) The specific scope of services is determined exclusively by the respective offer.

(3) Technical, economic, or qualitative forecasts do not constitute guaranteed characteristics.

§3 Conclusion of contract

A contract is concluded when the customer accepts an offer from KnowFab. Text form is sufficient.

§4 Scope and nature of services

(1) Unless expressly agreed otherwise, KnowFab provides services as service work.

(2) No specific economic success, in particular savings or quality improvements, is owed.

(3) The systems provided by KnowFab are intended to analyze and support decisions, not to replace them.

§5 Availability and support

(1) Support services are provided by email during business hours (Monday to Friday, 09:00 to 16:00, excluding public holidays at KnowFab's registered office).

(2) No specific response time is owed.

(3) No specific availability of the software is owed.

(4) Maintenance work may be carried out at any time.

§6 Customer cooperation obligations

(1) The customer is obliged to provide all information, data, and access required for the provision of services.

(2) The customer is solely responsible for:

  • the quality and suitability of the provided data,
  • the technical assessment of the results,
  • the use of the results generated by the software.

(3) The customer must use appropriate review and control mechanisms.

§7 AI systems and use

(1) The models and software solutions provided by KnowFab deliver analytical results based on the data provided.

(2) The accuracy of the results depends significantly on the quality and nature of the input data.

(3) KnowFab assumes no warranty for the correctness, completeness, or suitability of the results for any specific purpose.

(4) The software does not constitute an automated decision-making authority.

(5) In particular, KnowFab does not release or approve components, processes, or products.

§8 Training and customization by the customer

(1) Where the customer is enabled to train or customize models independently, this is done exclusively at the customer's own responsibility.

(2) KnowFab shall not be liable for:

  • changes in model performance,
  • incorrect results,
  • damage resulting from training measures carried out by the customer.

§9 On-premise and system integration

(1) For on-premise installations, the customer is responsible for operation, maintenance, security, and infrastructure.

(2) When integrating into customer systems, KnowFab's service is limited to providing the agreed models or interfaces unless further services have been expressly agreed.

(3) KnowFab is not liable for errors or disruptions resulting from the customer's system environment.

§10 Acceptance of project services

(1) Project services are subject to acceptance.

(2) The customer is obliged to inspect the service within 10 working days after provision.

(3) If no acceptance or no material defect notice is issued within this period, the service shall be deemed accepted.

§11 Rights of use and intellectual property

(1) All rights to software, models, algorithms, and methods remain with KnowFab.

(2) The customer receives a simple, non-transferable right of use within the scope of the respective contract.

(3) Customer-specific training portions based on customer data belong to the customer. The underlying models and their structure remain the property of KnowFab.

(4) The customer is not entitled to:

  • copy, modify, or reverse engineer the software or models,
  • use them outside the agreed scope of use,
  • use them to develop competing systems.

§12 Term and termination

(1) The term is determined by the respective offer.

(2) Contracts are automatically extended by the respectively agreed term unless terminated with a notice period of 3 months before the end of the term.

§13 Prices and payment

(1) Invoices are due for payment within 14 days without deduction.

(2) Payments may be made to the bank account specified in the invoice. Bank account: HypoVereinsbank, IBAN DE67860200860048105670.

(3) In the event of default, the statutory provisions apply, in particular Section 288 BGB.

(4) KnowFab is entitled to suspend services in the event of payment default.

§14 Liability

(1) KnowFab is liable without limitation for damages arising from:

  • intent,
  • gross negligence,
  • injury to life, body, or health.

(2) In cases of simple negligence, KnowFab is liable only for breach of material contractual obligations (cardinal obligations) and limited to the typical, foreseeable damage.

(3) In these cases, liability is limited to the contract value.

(4) KnowFab is not liable for:

  • damage caused by unsuitable or incorrect data,
  • misinterpretations or decisions by the customer,
  • economic consequences of measures based on the results,
  • changes caused by training or use by the customer.

§15 Use of technical service providers and protection of confidential information

(1) KnowFab is entitled to use its own employees, affiliated companies, technical service providers, subcontractors, and external expert advisors to carry out projects, technical analysis, development, quality assurance, software development, data preparation, provision of cloud infrastructure, and comparable services.

(2) Confidential customer information is disclosed to such third parties only to the extent necessary for carrying out the respective project or providing the agreed services.

(3) KnowFab ensures that third parties used are contractually bound to confidentiality before receiving access to confidential information. This confidentiality obligation must at least correspond to the protection standard to which KnowFab has committed itself towards the customer.

(4) Access to confidential information must be limited to the extent necessary for the provision of services.

(5) KnowFab will anonymize, pseudonymize, aggregate, or abstract customer-specific information, where technically possible and sufficient for the project purpose, before disclosing it to third parties.

(6) KnowFab remains responsible to the customer for compliance with confidentiality obligations by third parties used.

(7) KnowFab is not liable for outages or disruptions of third-party providers or cloud infrastructure insofar as these are outside KnowFab's sphere of influence.

(8) Conflicting individual contractual agreements with the customer, in particular customer-specific confidentiality agreements, data protection agreements, or expressly agreed disclosure prohibitions, take precedence over this provision.

§16 Data protection

(1) Where personal data is processed, this is done within the framework of a separate data processing agreement to be concluded.

(2) KnowFab does not use customer data for its own purposes.

§17 Place of jurisdiction and applicable law

(1) German law applies.

(2) The place of jurisdiction is Leipzig.