General Terms and Conditions

These General Terms and Conditions apply to all contracts, offers, services, and other business relationships between Bytes Of Future (the "Contractor") and its customers (the "Client").

Bytes Of Future provides digital services, in particular in the areas of software development, web development, mobile apps, artificial intelligence, automation, IoT systems, cloud infrastructure, technical consulting, UI/UX design, maintenance, support, hosting-related services, system integration, and digital product development.

These Terms are primarily addressed to entrepreneurs within the meaning of § 14 German Civil Code (BGB), legal entities under public law, and special funds under public law. Contracts with consumers within the meaning of § 13 BGB are concluded only if expressly agreed. In such cases, mandatory consumer protection provisions take precedence.

Deviating, conflicting, or supplementary terms and conditions of the Client shall only become part of the contract if Bytes Of Future expressly consents to their validity in text form. This also applies where Bytes Of Future performs services unconditionally with knowledge of such terms.

Individual agreements, offers, service descriptions, project contracts, service level agreements, data processing agreements, license terms, or other written agreements take precedence over these Terms to the extent they contain deviating provisions.

The specific subject matter of the contract is determined by the respective offer, project contract, order, statement of work, service description, or other agreement between the parties.

Bytes Of Future may provide, among others, the following services: (a) design, development, and customization of individual software; (b) development and optimization of websites, web applications, and e-commerce systems; (c) development of mobile applications; (d) development, integration, and configuration of AI systems, automations, and data-based applications; (e) development and integration of IoT systems, sensors, interfaces, and connected devices; (f) cloud architecture, cloud migration, DevOps, CI/CD, infrastructure setup, and system integration; (g) UI/UX design, prototyping, product strategy, and technical consulting; (h) maintenance, monitoring, support, and further development of existing systems; (i) technical documentation, training, workshops, and project consulting.

Unless otherwise agreed, Bytes Of Future does not owe any specific economic effect, revenue, conversion rate, search ranking, reach, or business success.

Consulting, analysis, strategy, and support services are generally service contracts. The creation of a specifically agreed digital work, such as a website, custom software, or a defined prototype, may contain elements of a contract for work and services. The respective service description is decisive.

Offers by Bytes Of Future are non-binding unless expressly designated as binding.

A contract is formed by: (a) written or electronic acceptance of an offer by the Client; (b) signing a project contract or order confirmation; (c) approval of an offer via email, project management tool, or other text form; (d) commencement of performance by Bytes Of Future at the Client's request.

Verbal agreements become part of the contract only if confirmed by Bytes Of Future in text form or clearly documented in project communication.

Bytes Of Future is entitled to decline an order without giving reasons as long as no contract has been formed.

The scope of services is defined in the respective service description. Services not expressly agreed are not owed.

Depending on the agreement, the scope of services may include design, conception, development, implementation, testing, documentation, handover, deployment, training, maintenance, or support.

Content, texts, images, videos, logos, credentials, product data, brand materials, mandatory legal information, privacy texts, imprint information, and other client-side information must be provided by the Client unless expressly agreed otherwise.

Bytes Of Future is entitled to select technical solutions, frameworks, programming languages, development environments, cloud services, libraries, and tools at its professional discretion, provided the Client makes no specific requirements and the selection matches the agreed purpose.

Where Bytes Of Future issues recommendations regarding tools, platforms, cloud services, AI models, third-party providers, or technical architectures, the final decision on their use lies with the Client, unless expressly agreed otherwise.

Deadlines, milestones, and delivery dates are binding only if expressly agreed as binding.

Project timelines shall extend reasonably where delays are caused by missing Client cooperation, late approvals, changed requirements, third parties, force majeure, or circumstances outside Bytes Of Future's control.

Delays due to subsequent Client change requests entitle Bytes Of Future to adjust the schedule, remuneration, and scope of services.

Where the Client must provide content, access, data, feedback, or approvals for certain project phases, subsequent deadlines only begin after complete and usable delivery of such cooperation.

The Client undertakes to provide all information, documents, data, access, contacts, decisions, and approvals required for performance in a timely, complete, and accurate manner.

At Bytes Of Future's request, the Client shall designate a contact person authorized to make decisions, confirm requirements, and grant approvals.

The Client ensures that provided content, data, brands, logos, images, texts, software, interfaces, databases, and other materials are free of third-party rights or that the Client has the necessary usage rights.

The Client is responsible for the legal review of its content, business models, data protection processes, imprint information, product information, advertising statements, and industry-specific obligations, unless a legal review by qualified third parties is expressly commissioned.

If the Client fails to fulfill its cooperation obligations, Bytes Of Future is entitled to suspend performance, extend deadlines, and separately invoice any additional effort incurred.

Client change requests after contract formation qualify as change requests if they deviate from the agreed scope.

Bytes Of Future reviews change requests for effort and technical feasibility. A claim for implementation exists only if Bytes Of Future accepts the change request.

Accepted change requests may affect remuneration, schedule, technical architecture, acceptance, maintenance, and operations.

Bytes Of Future may charge separate remuneration for reviewing, conceptualizing, and estimating extensive change requests, provided this is communicated in advance.

Minor adjustments may be implemented during the running project at Bytes Of Future's discretion, provided they do not substantially increase the agreed effort. There is no entitlement to this.

Remuneration is determined by the respective offer or contract. Unless otherwise stated, prices are net plus statutory VAT.

Services may be billed on a fixed-price basis, by time and materials, as a monthly flat rate, as a retainer, as a maintenance contract, or according to individually agreed payment plans.

For time-based billing, the agreed hourly or daily rates apply. Partial time units may be billed in reasonable billing units where agreed.

Bytes Of Future is entitled to request a down payment at the start of a project. Further payments may become due by milestone, monthly, by project progress, or upon completion of individual phases.

Unless otherwise agreed, invoices are payable within 14 days of the invoice date without deduction.

In case of payment default, Bytes Of Future is entitled to suspend ongoing services after prior notice. Further statutory rights remain unaffected.

Travel expenses, license fees, cloud costs, hosting costs, domain costs, third-party fees, hardware costs, stock materials, API costs, model usage fees, and other external costs shall be borne by the Client unless expressly included in the remuneration.

Where Bytes Of Future owes a work capable of acceptance, the Client shall accept the work upon completion.

Bytes Of Future provides the work to the Client for review. The Client shall review the work within 10 business days unless another period is agreed.

Acceptance may only be refused due to substantial defects. Immaterial deviations, cosmetic issues, or change requests outside the agreed scope do not entitle the Client to refuse acceptance.

If no written notice of defects is given within the review period, the work is deemed accepted, provided Bytes Of Future informed the Client of this legal consequence at the start of the period.

Productive use, publication, going live, or transfer of the work to third parties likewise constitutes acceptance, unless the Client immediately reports substantial defects.

Changes, extensions, or optimizations requested after acceptance shall be remunerated as additional services unless they serve defect remediation.

For work contracts, statutory warranty rights apply insofar as these Terms do not effectively provide otherwise.

A defect exists where the service materially deviates from the agreed condition. The service description is decisive, not a subjective Client expectation that has not become part of the contract.

In case of justified defects, Bytes Of Future is initially entitled to remedy. Remedy may be effected at Bytes Of Future's option by rectification or replacement.

The Client shall document defects comprehensibly and provide Bytes Of Future with all information required for analysis, in particular screenshots, error messages, system environment, reproduction steps, and access credentials where necessary.

No warranty claims exist for errors caused by improper use, changes by the Client or third parties, defective third-party software, outdated browsers, unsupported systems, server issues, third-party outages, or lack of Client cooperation.

Bytes Of Future gives no warranty that open-source components, third-party software, APIs, cloud services, AI models, platforms, browsers, operating systems, plugins, and external services remain unchanged, error-free, or available on a permanent basis.

Upon full payment of the agreed remuneration, Bytes Of Future grants the Client the rights of use required for the contractually agreed purpose in work results individually created for the Client.

Unless expressly agreed otherwise, the Client receives a simple, non-exclusive right of use for its own business operations, unlimited in time and space.

Exclusive rights of use, rights of modification, rights of transfer, sublicensing rights, resale rights, or rights of use outside the agreed project purpose are only granted where expressly agreed.

Until full payment, all rights of use remain with Bytes Of Future. Bytes Of Future may grant the Client revocable interim use until then.

Rights are not transferred to pre-existing tools, frameworks, libraries, templates, modules, know-how, methods, concepts, internal processes, generic code components, automations, design systems, or other materials that Bytes Of Future developed prior to or independently of the project.

Bytes Of Future remains entitled to reuse general know-how, experience, methods, technical solution approaches, non-client-specific components, and generic insights from projects for other clients.

The Client is not entitled to remove copyright notices, license notices, or technical protection markings where these are legally required or contractually agreed.

A claim for delivery of source code exists only where expressly agreed or clearly derived from the contractual purpose.

Where source code is handed over, the Client receives the agreed rights of use to it. Rights to standard modules, internal libraries, tools, build processes, deployment scripts, and reusable components remain with Bytes Of Future unless expressly agreed otherwise.

Where a GitHub, GitLab, Bitbucket, or other repository is used, the parties shall separately agree on ownership, administration, and access rights.

Bytes Of Future is entitled to keep development repositories under its own control until full payment.

Technical documentation is owed only where expressly agreed. Scope, level of detail, and format follow the respective service description.

Bytes Of Future may use open-source components, free libraries, frameworks, packages, plugins, SDKs, and third-party software where this is customary in the industry and consistent with the contractual purpose.

The respective license terms of the rights holders apply to open-source and third-party components. The Client is obliged to comply with these license terms when using, distributing, or modifying such components.

Bytes Of Future points out known material license obligations insofar as they are relevant to the agreed use and Bytes Of Future can identify them with customary care.

Bytes Of Future gives no guarantee of permanent maintenance, security, availability, or compatibility of open-source or third-party components.

Security updates, version changes, migrations, or adjustments due to changed third-party conditions shall be separately remunerated unless expressly part of a maintenance contract.

Bytes Of Future may use or integrate AI-assisted systems, models, APIs, automations, or analysis tools as part of the services.

AI outputs may be incomplete, incorrect, biased, outdated, or unsuitable for individual cases. The Client is obliged to independently review AI-generated content, recommendations, analyses, code, texts, images, decisions, or outputs before productive use.

For AI services, unless expressly agreed otherwise, Bytes Of Future does not owe fully error-free, non-discriminatory, legally certain, or purpose-fit output for every specific case.

The Client decides at its own responsibility on the use of AI systems in its business, especially for legally, medically, financially, safety-critical, or personnel-related decisions.

The Client undertakes not to enter into AI systems any unlawful, confidential, personal, copyright-protected, or security-critical data, unless a suitable legal basis, agreement, or technical safeguard exists.

Where AI systems process personal data, the parties will separately conclude the required data protection agreements, in particular a data processing agreement or other data protection arrangement.

Where legal obligations, risk classifications, transparency, documentation, or human oversight are required for certain AI systems, the parties shall cooperate appropriately. Primary responsibility for lawful use in the Client's business operations lies with the Client, unless Bytes Of Future expressly acts as provider or operator of a specific AI system.

Bytes Of Future may recommend, configure, or integrate cloud, hosting, infrastructure, API, analytics, communications, payment, authentication, or other third-party services.

Unless otherwise agreed, contracts with third-party providers are concluded directly between the Client and the respective third-party provider. The third-party provider is responsible for their services, availability, prices, security, data protection conditions, and changes.

Where Bytes Of Future creates or manages third-party accounts on behalf of the Client, the Client remains economically and legally responsible for their use, content, costs, and compliance with the respective provider's terms.

Bytes Of Future owes a specific availability of hosting, cloud, or infrastructure services only where a specific service level agreement has been concluded.

Maintenance windows, security updates, version changes, third-party outages, internet disruptions, third-party attacks, or other circumstances outside Bytes Of Future's control may cause limitations.

The Client is responsible for data backups unless backup services are expressly agreed with Bytes Of Future.

In IoT projects, software, hardware, sensors, networks, cloud services, interfaces, and external platforms may interact. The specific scope of services is determined by the respective agreement.

Bytes Of Future assumes no responsibility for malfunctions caused by unsuitable hardware, improper installation, faulty power supply, network outages, environmental influences, manipulation, third-party services, or Client changes.

Safety, industrial, machinery, medical, automotive, building, or other regulated applications require separate assessment. Bytes Of Future does not undertake certification, approval, CE conformity, product safety testing, or industry-specific compliance unless expressly agreed.

The Client is responsible for the safe and lawful operation of IoT systems in its environment, in particular for access protection, network security, physical security, maintenance, data protection, and statutory operator obligations.

Maintenance and support are owed only where expressly agreed.

Scope, response times, service hours, support channels, priorities, availability, and remuneration are governed by the respective maintenance or support contract.

Without a separate agreement, the project remuneration does not cover ongoing maintenance, security updates, monitoring, defect remediation after acceptance, adaptation to new third-party versions, performance optimization, or further development.

Support requests must be described comprehensibly by the Client. Bytes Of Future may raise queries and request necessary access or information.

Response times are not resolution times unless expressly agreed otherwise.

The parties undertake to comply with the applicable data protection provisions.

Where Bytes Of Future processes personal data on behalf of the Client, the parties shall conclude a data processing agreement pursuant to Art. 28 GDPR prior to the start of processing.

Where Bytes Of Future acts exclusively as processor, the Client remains responsible for the lawfulness of data processing, legal bases, information obligations, data subject rights, retention periods, and admissibility of the data provided.

Bytes Of Future processes personal data only within the scope of the Client's instructions where a processing relationship exists.

Where Bytes Of Future pursues its own processing purposes, in particular for contract administration, billing, communication, or internal organization, Bytes Of Future acts as an independent controller.

The Client undertakes not to provide any special categories of personal data, particularly sensitive data, or confidential production data unless expressly agreed and legally safeguarded.

The parties undertake to treat as confidential all confidential information, trade secrets, technical information, customer data, credentials, strategies, source code, concepts, documentation, and other non-public information of the other party.

The confidentiality obligation does not apply to information that: (a) is already publicly known; (b) was demonstrably already known to the receiving party; (c) becomes publicly known without breach of these Terms; (d) was lawfully obtained from third parties; (e) must be disclosed due to legal obligations, official orders, or court decisions.

The confidentiality obligation shall survive termination of the contract.

Bytes Of Future is entitled to engage employees, freelancers, subcontractors, or service providers for performance, provided they are appropriately bound to confidentiality.

The Client is obliged to store credentials, API keys, passwords, tokens, certificates, and other authentication data securely and only make them accessible to authorized persons.

Where possible, the Client should provide role-based access and not transmit personal main accounts or personal passwords.

Bytes Of Future is not liable for damages caused by insecure passwords, insufficient access controls, missing two-factor authentication, compromised Client systems, or unauthorized third parties, unless Bytes Of Future is responsible for the damage.

After project completion, the Client is obliged to deactivate no-longer-needed access or change passwords, provided the accounts are under its control.

Bytes Of Future is entitled to name the Client as a reference after project completion and present the project in portfolio, website, presentations, offers, and social media in appropriate form, unless the Client objects on legitimate grounds.

Confidential information, trade secrets, internal data, unpublished details, or security-relevant information will not be published without the Client's consent.

Logos, brands, or screenshots of the Client will only be used where legally permitted or where the Client consents.

Bytes Of Future is liable without limitation for damages arising from injury to life, body, or health, for damages caused intentionally or by gross negligence, for fraudulent concealment of a defect, upon assumption of a guarantee, and under mandatory statutory liability provisions.

For slight negligence, Bytes Of Future is liable only for breach of material contractual obligations. Material contractual obligations are duties whose fulfilment enables the proper execution of the contract in the first place and on whose observance the Client may regularly rely.

For slightly negligent breach of material contractual obligations, liability is limited to the foreseeable damage typical for the contract.

Bytes Of Future is not liable for indirect damages, lost profits, missed savings, reputational damages, data loss, business interruptions, or consequential damages to the extent legally permissible and where the damage is not based on intent or gross negligence.

For data loss, Bytes Of Future is liable only to the extent that such loss would also have occurred with proper and regular data backups by the Client, unless Bytes Of Future has assumed a backup service.

The foregoing liability limitations also apply in favor of employees, corporate bodies, freelancers, subcontractors, and vicarious agents of Bytes Of Future.

The Client warrants that content, data, materials, brands, images, texts, videos, software, databases, training data, and other elements provided by it do not infringe third-party rights.

If Bytes Of Future is claimed against by third parties due to content or specifications provided by the Client, the Client shall indemnify Bytes Of Future from all claims, costs, and damages to the extent the Client is responsible for the infringement.

Bytes Of Future shall promptly inform the Client of such claims and will not make acknowledgments or settlements without prior coordination, where reasonable.

Bytes Of Future is entitled to engage suitable employees, freelancers, partner companies, or subcontractors for performance.

Bytes Of Future remains responsible to the Client for contractual performance.

Where subcontractors process personal data on behalf, their engagement shall be governed by the data protection agreements.

The term is determined by the respective contract.

Project contracts generally end upon full performance and payment, unless ongoing services are agreed.

Ongoing contracts, in particular maintenance, support, hosting, or retainer contracts, may be terminated with 30 days' notice to the end of the month, unless otherwise agreed.

The right to extraordinary termination for cause remains unaffected.

Cause for Bytes Of Future exists in particular where the Client is significantly in payment default despite reminders, permanently refuses required cooperation, provides unlawful content, breaches confidentiality obligations, or where cooperation becomes unreasonable.

Services already rendered shall be remunerated in the event of termination. For fixed-price projects, billing is prorated by project progress unless otherwise agreed.

After the end of the contract, Bytes Of Future shall, upon request, hand over the agreed work results in a customary format, provided they have been fully paid and are capable of handover.

Handover of raw data, working files, drafts, internal notes, development environments, non-final concepts, or internal tools is only owed where expressly agreed.

Bytes Of Future is entitled to retain copies to the extent necessary for compliance with statutory retention obligations, billing, documentation, defense against claims, or legitimate security reasons.

Personal data shall be deleted or returned in accordance with the data protection agreements and statutory obligations.

Neither party is liable for delays or performance failures caused by events outside its reasonable control.

Force majeure includes in particular natural events, war, terror, pandemics, strikes, official measures, energy outages, large-scale internet outages, cyber attacks, outages of central cloud providers, or other unforeseeable events.

The affected party shall promptly inform the other party of the event and its anticipated impact.

If the event lasts longer than 60 days, both parties are entitled to extraordinarily terminate the affected contract.

Project-related communication may occur via email, video conferencing, project management tools, chat systems, or other agreed communication forms.

Legally relevant declarations, in particular terminations, acceptances, defect notices, and contract amendments, require text form, unless a stricter form is prescribed by law.

The Client is obliged to promptly notify Bytes Of Future of changes to its contact details.

Bytes Of Future is not obliged and not willing to participate in dispute resolution proceedings before a consumer arbitration body unless required by law.

This provision applies only where the Client is a consumer. It does not apply to entrepreneurs.

The law of the Federal Republic of Germany applies, excluding the UN Convention on Contracts for the International Sale of Goods.

The place of jurisdiction for all disputes arising from or in connection with the contractual relationship is, insofar as legally permissible, the registered office of Bytes Of Future.

The place of performance is, insofar as legally permissible, the registered office of Bytes Of Future.

Should individual provisions of these Terms be or become invalid or unenforceable, the validity of the remaining provisions shall remain unaffected.

The parties undertake to replace an invalid or unenforceable provision with a valid provision that comes as close as possible to the economic purpose of the original provision, insofar as legally permissible.

Amendments and additions to these Terms remain reserved. For existing contracts, amendments only apply where effectively incorporated or where the Client consents.