General terms and conditions (GTC)
Last updated: September 23, 2026
Nickle AI – Oreshin, Platon und Scheffler, Daniel GbR
Ludwig-Erhard-Straße 10
34131 Kassel
Germany
Email: info@nickle.ai
This English version is provided for convenience. The German version is legally binding.
1. Scope
These GTC apply to all agency services of Nickle AI – Oreshin, Platon und Scheffler, Daniel GbR ("Nickle AI", "we") in the areas of web, AI, automation, integrations, prototyping, workflow design, hosting, operations and related digital services.
Our services are directed exclusively at entrepreneurs within the meaning of § 14 BGB, legal entities under public law and special funds under public law ("customer"), not at consumers.
Deviating or conflicting customer terms apply only if we have expressly agreed to them in text form.
Individual agreements – in particular offers, service descriptions, order confirmations and SLAs – take precedence over these GTC. Processing of personal data on the customer's behalf is governed primarily by our data processing agreement (DPA, nickle.ai/dpa).
2. Formation of contract, version and language
A contract is concluded when the customer accepts our offer in text form (e.g. by signing it, by email or via a platform) or when we confirm an order.
Upon conclusion of the contract, these GTC and the DPA become part of the contract in the version in force at that time, as identified by the "last updated" date. We provide earlier versions in text form on request.
The contract language is German. English versions are for information; in case of doubt the German version prevails.
3. Services
The type, scope, dates and remuneration of services are set out in the respective individual agreement. Unless expressly agreed otherwise,
- we provide our services as services (Dienstleistung) and do not owe any specific economic or technical success,
- dates and project plans are non-binding target dates.
Where work performance (Werkleistung) is agreed in an individual case, the statutory provisions and section 5 apply in addition.
Change and additional requests after conclusion of the contract require a separate agreement and may affect remuneration and dates.
We may engage subcontractors to provide our services. The rules of the DPA apply to the processing of personal data.
4. Customer cooperation
The customer provides the necessary information, content, approvals, contact persons, access and technical prerequisites within its sphere in good time, reviews work results promptly and backs up its data appropriately.
If the customer provides us with access credentials to systems or accounts, the customer is responsible for being entitled to do so.
If the customer does not fulfil its cooperation obligations, or not in time or not in full, agreed deadlines are extended appropriately. Resulting additional effort may be charged separately.
5. Acceptance
Where acceptance has been agreed, the customer declares it within a reasonable period after provision or specifically notifies material defects. A service is deemed accepted if the customer uses it productively or does not refuse acceptance within 10 working days after provision, specifying material defects, provided we have informed the customer of this consequence.
6. Remuneration and payment
The prices agreed at the conclusion of the contract apply, plus statutory VAT. Depending on the agreement, billing is by fixed price, time and materials, project phases, daily or hourly rates, or a recurring flat fee.
Travel, licence, hosting and other third-party costs are to be paid separately where agreed or caused by the customer.
Unless agreed otherwise, invoices are due immediately without deduction. In the event of default in payment, we may withhold or suspend services after a reminder and a reasonable deadline.
We may adjust prices for recurring services (e.g. hosting, operations, maintenance) for future billing periods if our costs – in particular for infrastructure, licences or AI models – demonstrably change. We give notice of price adjustments in text form at least four weeks before they take effect; the customer may terminate the affected service as of that date.
7. Term and termination
The term and notice periods are set out in the individual agreement. The right to extraordinary termination for good cause remains unaffected.
8. Usage rights
The customer retains the rights to the content it contributes. It grants us a simple right, limited to the provision of the services, to store, reproduce, technically process and transmit this content.
Unless agreed otherwise, upon full payment of the agreed remuneration the customer receives the usage rights to work results created individually for it that are required for the contractually intended purpose.
Pre-existing or cross-project building blocks, methods, libraries, frameworks, tools, templates and our know-how remain ours; the customer receives a simple right to use them to the extent necessary to use the work results.
9. Permitted use
The customer may use our services only in accordance with applicable law. In particular, infringing third-party rights and processing or distributing unlawful content or malware is prohibited.
The customer is responsible for ensuring that the content it contributes is lawful and that the necessary rights, consents or legal bases exist.
10. AI services and third-party providers
AI-generated results may be incomplete, incorrect, outdated or biased and do not replace professional advice. The customer reviews them before using or publishing them. We do not warrant that protective rights arise in AI results or that they are free from third-party rights.
We use third-party models, APIs and infrastructure for individual functions. The specific provider or model may change during the term; we owe the permanent availability of a specific model only if expressly agreed. Customer data is not used to train third-party AI models unless expressly agreed otherwise.
For AI systems that interact with people (e.g. chatbots), we provide a notice that users are interacting with an AI system (Art. 50 AI Act). As the deployer, the customer is responsible for the use of the system in its business, including the AI literacy of its staff (Art. 4 AI Act).
11. Data protection
Where we process personal data on the customer's behalf, we act as a processor under Art. 28 GDPR. Our DPA, agreed with the contract under section 2, applies. Where we process data for our own purposes (e.g. contract processing, billing, communication, security), we are the controller; details are in our privacy policy.
12. Availability of hosted services
We aim for high availability but, without an expressly agreed SLA, do not owe uninterrupted or error-free availability. We may carry out maintenance, security updates and further development, taking the customer's legitimate interests into account. Outages due to maintenance, disruptions at third-party providers outside our control, force majeure or circumstances within the customer's sphere are disregarded when assessing availability.
13. Warranty
Statutory defect rights apply, subject to the following: insignificant deviations do not give rise to claims for defects, identifiable defects must be reported without delay, and we are first given the opportunity to remedy them within a reasonable period. For lease-like services (e.g. hosting), strict liability for defects existing at the conclusion of the contract (§ 536a para. 1 alt. 1 BGB) is excluded.
14. Liability
(1) We are liable without limitation for intent and gross negligence, for injury to life, body or health, under the Product Liability Act, where we have given a guarantee and where we have fraudulently concealed a defect.
(2) In the event of slight negligence, we are liable only for breach of material contractual obligations, i.e. obligations whose fulfilment makes the proper performance of the contract possible in the first place and on whose observance the customer may regularly rely. In this case, liability is limited to the damage typical for the contract and foreseeable at the time of its conclusion.
(3) Otherwise, liability for slight negligence is excluded.
(4) In the event of slight negligence, liability for loss of data is limited to the effort that would have been required to restore it had the customer backed up its data properly.
(5) These provisions also apply in favour of our shareholders, employees, vicarious agents and subcontractors.
15. Indemnification
The customer indemnifies us against third-party claims based on unlawful or non-contractual use of our services by the customer or by users attributable to it, in particular for infringements of data protection, copyright, trademark or personality rights, including reasonable legal defence costs. This does not apply where the customer is not responsible for the breach.
16. Suspension
We may temporarily block access, content or functions if there are concrete indications of a breach of these GTC or applicable law, if there is a security risk, if the customer is in default of payment under section 6, or if official or court orders require it. Where reasonable, we inform the customer in advance, otherwise without delay afterwards.
17. Confidentiality
Both parties treat the other party's confidential information confidentially and use it only for the purposes of the contract. This does not apply to information that is or becomes generally known without breach of contract, was already lawfully known to the party, was lawfully obtained from third parties or was developed independently. Statutory disclosure obligations remain unaffected.
18. References
We name the customer publicly as a reference, including its logo, only with its prior express consent.
19. Changes to these GTC
We give notice of changes to these GTC for ongoing contracts in text form at least four weeks before they take effect. If the customer does not object in text form within this period, the changes are deemed accepted; we point out this consequence in the notice. If the customer objects, the previous GTC continue to apply.
20. Final provisions
The law of the Federal Republic of Germany applies, excluding the UN Convention on Contracts for the International Sale of Goods.
If the customer is a merchant, a legal entity under public law or a special fund under public law, Kassel is the exclusive place of jurisdiction.
Should any provision of these GTC be or become invalid, the validity of the remaining provisions remains unaffected.