Terms of service

§ 1 Scope

These General Terms and Conditions (GTC) apply to all contracts for the use of the software-as-a-service platform Florentin (the 'Platform') between GRVITY GmbH (the 'Provider') and its customers (the 'Customer'). Florentin is a brand and service of GRVITY GmbH.

The Platform is aimed exclusively at entrepreneurs within the meaning of § 14 BGB, legal entities under public law and special funds under public law. Consumers (§ 13 BGB) are not addressees of the offer.

Deviating, conflicting or supplementary terms of the Customer only become part of the contract if the Provider expressly agrees to their validity in text form.

§ 2 Definitions

• Platform / Florentin: the SaaS solution provided by the Provider for accounts, billing, credits, access and related functions.
• Customer: the Provider's contractual partner who uses the Platform to operate its own products.
• End customer: the Customer's users who are managed or billed via the Platform.
• Stripe: the payment service provider through which payments are processed.

§ 3 Subject matter and description of services

The Provider makes the Platform available to the Customer for use via the internet (software as a service). The specific scope of functions and services results from the respective service description, the selected plan and the product documentation.

The Provider is entitled to further develop and update the Platform and to add or replace individual functions, provided that the contractually owed scope of services is not significantly restricted as a result.

A specific quality of the Platform is only owed insofar as it has been expressly agreed. Public statements, endorsements or advertising do not constitute a statement of quality.

§ 4 Conclusion of contract

The presentation of the Platform and the plans does not constitute a binding offer. By registering and selecting a plan, the Customer submits an offer. The contract is concluded upon activation of access or express confirmation by the Provider.

§ 5 Services, availability and maintenance

The Provider strives for high availability of the Platform. An agreed availability (service level) results from a separately agreed service level agreement; without a separate agreement, the Provider owes an availability customary in the industry.

Excluded from availability are announced maintenance windows and outages for which the Provider is not responsible, in particular force majeure and disruptions to third-party services (e.g. hosting or payment services).

The Provider will, where possible, carry out necessary maintenance and update work during off-peak times and announce it in advance where reasonable.

§ 6 Payment processing via Stripe

Payments in connection with the Platform are processed via the payment service provider Stripe. The Provider merely orchestrates the associated processes (e.g. plans, invoicing, credits); it is not itself a payment service provider and does not hold funds in its own name.

For payment processing, the Customer requires its own valid Stripe account and accepts Stripe's applicable terms. Stripe's contractual terms apply exclusively to Stripe's services.

§ 7 Prices and payment terms

The prices valid at the time the contract is concluded apply according to the respective price overview. Billing is usage-based and/or as a recurring fee depending on the selected plan. All prices are exclusive of statutory VAT.

Invoices are due for payment without deduction within 14 days of receipt, unless otherwise agreed. In the event of default, the Provider is entitled to charge default interest in accordance with statutory provisions and, after a reminder and reasonable grace period, to block access to the Platform.

The Provider is entitled to adjust prices with effect for the future. The Provider will notify the Customer of significant price increases in text form with reasonable notice; in this case, the Customer has a special right of termination effective as of the change taking effect.

§ 8 Rights of use

For the duration of the contract, the Provider grants the Customer a simple, non-exclusive, non-transferable and non-sublicensable right to use the Platform within the contractually agreed scope. Any reproduction, modification or making available of the Platform beyond this is not permitted.

§ 9 Customer's obligations

The Customer keeps access data secret and protects it from third-party access. The Customer is responsible for all activities that take place via its access.

The Customer uses the Platform only within the framework of applicable laws and does not infringe the rights of third parties. The Customer is solely responsible for its own products distributed via the Platform and for the relationship with its end customers.

The Customer indemnifies the Provider against third-party claims based on unlawful use of the Platform by the Customer or its end customers.

§ 10 Data and data processing

Insofar as the Provider processes personal data on behalf of the Customer (e.g. data of the Customer's end customers), the Customer is the controller under data protection law and the Provider is the processor. The details are governed by a data processing agreement pursuant to Art. 28 GDPR (DPA), which takes precedence over these GTC.

Otherwise, the Provider's privacy policy applies.

§ 11 Confidentiality

The parties treat confidential information of the other party as confidential and use it only to perform the contract. This obligation continues after the end of the contract.

§ 12 Warranty

The statutory provisions of tenancy law (§§ 535 et seq. BGB) apply to the time-limited provision of the Platform, unless otherwise stipulated below. Strict liability for initial defects pursuant to § 536a(1) alt. 1 BGB is excluded.

§ 13 Liability

The Provider is liable without limitation for damages arising from injury to life, body or health, in cases of intent and gross negligence, and under the Product Liability Act.

In cases of simple negligence, the Provider is only liable for the breach of a material contractual obligation (cardinal obligation), the fulfilment of which is essential for the proper performance of the contract and on whose observance the Customer may regularly rely. In this case, liability is limited to the foreseeable damage typical for the contract.

Liability for simple negligence is limited in amount to the fees paid by the Customer in the twelve months prior to the event causing the damage. Any further liability, in particular for indirect damage, lost profits or loss of data, is excluded to the extent permitted by law.

The Provider is liable for the recovery of data only if the Customer has properly backed up the data to a reasonable extent.

§ 14 Term and termination

The contract runs for an indefinite period unless a fixed term is agreed. Contracts without a fixed term can be terminated by either party with 30 days' notice to the end of the month in text form, unless otherwise agreed.

The right to extraordinary termination for good cause remains unaffected. Good cause exists for the Provider in particular in the event of significant payment default or serious breach of these GTC.

After the end of the contract, the Provider provides the Customer with the option to export its data for a reasonable period and then deletes the data, unless statutory retention obligations prevent this.

§ 15 Changes to the GTC and services

The Provider may amend these GTC with effect for the future insofar as this is necessary to adapt to changed legal or technical conditions and the Customer is not unreasonably disadvantaged as a result. The Provider notifies changes in text form.

If the Customer does not object within six weeks of receipt of the notification, the changes are deemed accepted; the Provider points this out separately in the notification. In the event of significant changes, the Customer has a special right of termination.

§ 16 Force majeure

Events of force majeure that significantly impede or render impossible the Provider's performance release it from its obligation to perform for the duration of the disruption.

§ 17 Final provisions

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

The exclusive place of jurisdiction for all disputes arising from or in connection with this contract is the Provider's registered office (Kiel), provided the Customer is a merchant, a legal entity under public law or a special fund under public law.

Amendments and additions to the contract require text form. Should individual provisions be invalid, the validity of the remaining provisions remains unaffected.

As of: 6 June 2026.