General Terms and Conditions (GTC)

As of: March 19, 2026

Nickle AI – Oreshin, Platon und Scheffler, Daniel GbR
Ludwig-Erhard-Strasse 10
34131 Kassel
Germany
Email: info@nickle.ai

1. Scope

These General Terms and Conditions (“Terms and Conditions”) apply to all services provided by Nickle AI – Oreshin, Platon und Scheffler, Daniel GbR (“Nickle AI”, “we”, “us”), in particular

  • the website nickle.ai,
  • the Multi-LLM application „nickle“ at app.nickle.ai (“Platform” or “App”),
  • as well as our agency services in the areas of web, AI, automation, integrations, prototyping, workflow design and related digital services.

These General Terms and Conditions apply to entrepreneurs within the meaning of Section 14 of the German Civil Code (BGB) and to consumers within the meaning of Section 13 of the German Civil Code (BGB), as long as the respective service is offered to this user group.

Die App „nickle“ can be used by both entrepreneurs and consumers.
Agenturleistungen are aimed exclusively at entrepreneurs, legal entities under public law, special funds under public law and other organizations as part of their commercial, independent or institutional activities. Agency services are not offered to consumers.

Differing or conflicting conditions of the customer do not apply unless we have expressly agreed to their validity in text form.

Individual contracts, offers, service descriptions, order confirmations, project offers, statements of work, service level agreements (SLA), order processing agreements (AVV) and other special agreements take precedence over these general terms and conditions in the event of a collision.

2. Definitions

For the purposes of these Terms and Conditions means:

  • Kunde: the natural or legal person who enters into a contract with us;
  • Nutzer: any natural person who actually uses our services;
  • Organisation / Workspace: an organizational unit within the Platform with multiple users, shared resources and administrative management;
  • Organisationsinhaber / Workspace-Owner: the person or entity that manages a workspace and acts as the responsible contact and billing point for us;
  • Plattform: the SaaS application “nickle”;
  • Agenturleistungen: project-related consulting, development, implementation, automation, integration, conception, training or other services;
  • Inhalte: all data, files, texts, images, audio content, prompts, context data and output posted, uploaded, generated, processed or transmitted by the customer or users;
  • Drittanbieter-Modelle: AI models, APIs, infrastructure or other third-party services that we use to provide individual functions.

3. Subject of the contract and scope of services

3.1 “nickle” platform

With “nickle” we provide a browser-based or digitally accessible multi-LLM application in the Software-as-a-Service model (SaaS). In particular, the platform enables the use of various AI models, the processing of inputs, the generation of outputs, the organization of workspaces, team and role management as well as other product-dependent functions.

The specific range of functions results from the current product and service description, the selected tariff and any individual agreements.

We are entitled to further develop, adapt, replace or discontinue functions, provided that this does not unreasonably impair the core contractual benefit of the booked service.

3.2 Add-ons, additional modules and beta functions

Certain features may only be available as part of certain plans, add-ons or separate bookings. This applies in particular to advanced model access, API functions, media generation, security or team functions, integrations and enterprise functionalities.

We can provide testing, preview or beta functionality. Such functions may be incomplete, limited or subject to change at any time. There is no claim to permanent provision or specific properties for beta functions, as long as mandatory legal rights - especially for consumers - remain unaffected.

3.3 Agency services

We provide agency services on a project-related basis based on separate offers, service descriptions, project agreements or other individual agreements.

Unless otherwise expressly agreed:

  • we don't owe any particular economic success,
  • Agency services are provided as services,
  • Dates and project plans are basically target dates,
  • and individual work results, deliverables or project phases can be defined separately.

To the extent that contractual services are owed in individual cases, the agreements made in this regard apply in addition.

4. Conclusion of contract

4.1 Platform

The presentation of our services on the website or in the app does not constitute a legally binding offer.

Depending on the structure of the ordering process, a contract for the use of the platform is concluded by:

  • Registration and activation of a user account,
  • Start of a test phase we offer,
  • Completion of a paid booking or checkout process,
  • our confirmation by email,
  • or the actual provision of the booked service.

If provided for in the ordering process, users receive access to the platform immediately after registration, booking or the start of the test phase.

We reserve the right to reject registrations, test phases or bookings to the extent permitted by law or to terminate them in the event of misuse.

4.2 Agency services

Contracts for agency services are concluded through acceptance of an offer, through order confirmation, through an individual contractual agreement or through a project assignment confirmed in writing or in text form.

4.3 Contract language and contract text

The contract language is generally German. If we use additional English-language documents, in case of doubt the German-language version will prevail, unless expressly agreed otherwise.

5. Registration, User Accounts and Organizations

To use certain functions, it is necessary to set up a user account. The customer or user is obliged to provide correct, complete and current information when registering and to update it immediately if there are any changes.

Access data must be treated confidentially and protected from unauthorized access. The customer is responsible for all activities that take place via his account or his workspace, to the extent that he is responsible for them.

For organizational or team accounts:

  • The organization owner or workspace owner is our primary contractual partner for the respective workspace, unless expressly agreed otherwise.
  • He is responsible for managing users, roles, permissions and compliance with these Terms and Conditions within the workspace.
  • Actions by invited or assigned users are attributed to the organizationally responsible customer to the extent that they come from his or her sphere of influence.

We have no obligation to review internal authority or jurisdiction disputes within an organization.

6. Prices, compensation and payment conditions

The prices stated or individually agreed upon at the time the contract is concluded apply.

Unless otherwise stated,

  • Prices for entrepreneurs are net plus statutory sales tax,
  • and to consumers as gross prices including statutory sales tax.

6.1 Platform Subscriptions

Platform services are currently offered primarily as ongoing monthly subscriptions. If we offer additional tariff models in the future, in particular annual subscriptions, the term, price, cancellation modalities and other special features will result from the respective ordering process or the associated service description.

For first-time registrations, we can offer a one-time free trial period of seven days. The scope, start, authorization and specific conditions of the test phase result from the respective registration or ordering process. As long as it is transparently stated in the ordering process, the test phase will automatically turn into a paid monthly subscription after it has expired if it is not ended beforehand on time.

To the extent that we provide usage-related limits, this is currently done in particular via tariff-dependent message budgets, user or workspace limits, function limits, rate limits or comparable usage parameters. A claim to unlimited use only exists if this has been expressly agreed.

If tariff message or usage budgets are reached, individual functions can be restricted until the start of the next billing period, unless an upgrade, tariff change or other activation takes place.

6.2 Agency services

We invoice agency services by agreement

  • lump sum,
  • according to time spent,
  • according to project phases,
  • according to daily rates or hourly rates,
  • or a combination of the above models.

Travel costs, expenses, third-party costs, license costs, hosting costs, production costs or other third-party costs must be paid separately, provided this has been agreed or the customer has arranged for them.

6.3 Due date and payment

Unless otherwise agreed, invoices are due for payment immediately and without deductions. For platform subscriptions, billing occurs in advance for the respective billing period.

Enterprise services, individual business tariffs and project-related or organization-related special conditions can be billed on the basis of separate offers, order confirmations or individual contracts. In these cases, billing, payment terms, duration, support or service commitments are primarily based on the individual agreement.

Payments can be processed via payment service providers integrated by us. Their conditions also apply.

In the event of late payment, we are entitled, after prior warning and setting a reasonable deadline, to block, restrict or withhold services, provided that there are no mandatory legal regulations to the contrary.

6.4 Price Changes

We may adjust prices for future billing periods if there is a reasonable reason to do so, particularly in the case of

  • Changes in infrastructure, hosting, API, model or license costs,
  • changed market conditions,
  • changed tax or regulatory framework conditions,
  • or content expansions of our range of services.

Price changes only apply in the future. We will inform you about price changes in good time before they come into force.

Price changes only apply to consumers to the extent that they are legally permissible. In the event of significant adverse changes, we grant consumers a special right of termination.

7. Term, Extension and Termination

7.1 Platform Subscriptions

The term depends on the tariff selected in the ordering process or the individual agreement.

Currently, platform subscriptions are offered in particular as long-term contracts that can be canceled on a monthly basis or are billed on a monthly basis. If we introduce additional annual subscriptions or other term models in the future, the conditions stated in the ordering process, in the service description or in an individual agreement will apply.

If a free test phase is provided for in the ordering process, the contractual relationship begins with registration or activation of the test phase. If the test phase is not ended in time and this is clearly stated in the ordering process, the paid monthly subscription will begin after the test phase has ended.

Termination can – if technically provided – take place in the customer account or in text form. The legal requirements for electronic termination also apply to consumer contracts in electronic commerce.

Statutory extraordinary termination rights remain unaffected.

7.2 Consequences of termination

After the end of the contract, the right to use the platform ends. We can block access and delete content as long as there are no legal retention requirements or legitimate interests.

The customer is responsible for carrying out any necessary data exports before the end of the contract, provided we provide an export option for this.

7.3 Agency services

The term of agency services depends on the respective individual contract, offer or project scope. In the case of long-term obligations or retainer models, the terms and notice periods agreed there apply.

8. Rights of Use

8.1 Rights to the Platform

We grant the customer a simple, non-exclusive, non-transferable and non-sublicensable right to use the platform to the agreed extent for the duration of the contract.

Use is limited to the contractually agreed purpose.

  • Entrepreneurs may only use the platform for their own internal business purposes unless otherwise agreed.
  • Consumers may only use the platform for private purposes unless express commercial approval has been given.

8.2 Impermissible acts of use

Without our express consent it is particularly prohibited:

  • to rent, lease, sell or resell the platform or parts thereof,
  • to grant third parties independent access to the extent that this is not covered by the booked model,
  • to circumvent protective mechanisms, access restrictions or technical limits,
  • automatically read out data, content or system structures, unless this is done via approved interfaces,
  • to analyze, decompile or reverse engineer the source code, the system architecture or the underlying logic, unless this is mandatory by law,
  • or create competing products directly based on our Platform or its proprietary components.

8.3 Rights to Customer Content and AI Outputs

The customer retains the rights to the content he has contributed, to the extent that he is entitled to them.

To the extent necessary for the provision of the service, the customer grants us a simple, non-exclusive right, limited to the provision of the service, to host, reproduce, technically process, transmit and use content within our systems.

To the extent permitted by law and to the extent that rights arise or are transferable at all, rights to expenses initiated by the customer generally remain with the customer. We do not guarantee that AI-generated outputs will have exclusive intellectual property rights or that they will be free of third-party rights.

8.4 Rights to work results from agency services

If we create individual work results as part of agency services and nothing else has been agreed, the customer receives the rights of use to the specifically provided work results required for the contractually agreed purpose upon full payment of the agreed remuneration.

This does not include pre-existing rights, generic building blocks, methods, libraries, frameworks, tools, templates, know-how and components that exist independently of the specific project or that we use across projects.

9. Acceptable Use and Prohibited Content

The customer and all users may only use our services in accordance with applicable law, these Terms and Conditions and any additional product rules.

In particular, the following is prohibited:

  • use for unlawful purposes,
  • the violation of personal, data protection, copyright, trademark, competition or other rights of third parties,
  • creating, uploading, processing or distributing illegal, fraudulent, defamatory, discriminatory, violent, hate-mongering, extremist or otherwise impermissible content,
  • the use of malware, malware, viruses or other harmful components,
  • the abusive overload of our systems,
  • the improper circumvention of rate limits, quotas or security measures,
  • the unauthorized reselling of our platform,
  • and any use that violates applicable regulatory, export control or sanctions requirements.

The customer is responsible for ensuring that the content processed by him or his users is lawful and that the necessary rights, consent or legal basis exist.

10. AI-Specific Notes and Third-Party Models

10.1 General AI Notes

Our platform and individual agency services can use AI-supported systems. AI-generated output may be incomplete, inaccurate, outdated, distorted or otherwise inappropriate.

AI outputs are not a substitute for technical, legal, tax, medical, financial or other professional advice. The customer is obliged to check the results on his own responsibility before using or passing them on.

10.2 Third Party Models

We may use third-party models, APIs, hosting, analytics or other infrastructure for individual functions. The specific model or provider access may change during the contract term.

In principle, we do not owe the long-term availability of a specific third-party model unless this has been expressly agreed.

If additional terms of use or technical restrictions from third-party providers apply to individual functions, the customer must observe these during use.

10.3 Content and rights of third parties

We do not guarantee that AI outputs are free from third-party rights, free from labeling requirements or can be used in a legally safe manner for any intended purpose. The customer is responsible for checking.

11. Data protection, data processing and AVV

Details on the processing of personal data can be found in our data protection declaration in its current version.

If we process personal data on behalf of the customer, we act as a processor within the meaning of Art. 28 GDPR. In this case, the parties conclude – if necessary – an order processing agreement (AVV).

In these cases, the customer remains responsible for the lawfulness of the processing, the issuing of instructions, the information of those affected and the admissibility of the personal data entered.

To the extent that we process data for our own purposes, in particular for contract initiation, contract processing, billing, security, misuse prevention and communication, we act as independent controllers.

Unless expressly provided for in the product description, contract or data protection information, we do not use customer content to train third-party AI models. The specific product configuration booked is decisive.

12. Availability, maintenance and changes to the services

We strive to ensure high availability of our platform, but – subject to an expressly agreed SLA commitment – ​​we do not owe uninterrupted or error-free availability at all times.

Unavailability due to

  • Maintenance,
  • security updates,
  • technical disruptions beyond our control,
  • Third-party disruptions,
  • force majeure,
  • or circumstances caused by the customer

are not taken into account when assessing availability, to the extent permitted by law.

We are entitled to carry out maintenance work, security measures, updates, patches, hotfixes and further developments. As far as possible, we take into account the legitimate interests of the users.

13. Customer’s obligations to cooperate

The customer is obliged to

  • to provide the information, releases and contact persons required for use or project implementation in a timely manner,
  • to create technical conditions in its sphere,
  • Providing access, systems and materials in a timely manner, to the extent agreed or necessary,
  • to check work results immediately and report any visible defects or errors,
  • and to maintain appropriate backup copies of his data, as far as this is within his sphere.

If the customer does not comply with the required cooperation obligations, does not do so in a timely manner or does not do so completely, the agreed deadlines will be extended appropriately. Additional expenses can be charged separately if the customer is responsible for this.

14. Special provisions for agency services

14.1 Performance character

Agency services are provided on a project-related basis. The relevant project agreement, service description or offer is decisive for the type, scope, schedule, remuneration and responsibilities.

Unless expressly agreed as work performance, we owe the proper provision of the agreed services, but not a specific economic or technical success.

14.2 Change Requests

Customer requests for changes, extensions or additional services after conclusion of the contract require separate coordination. We are not obliged to implement change requests without a separate agreement.

Changes may impact compensation, scheduling, resources and responsibilities.

14.3 Acceptance

If acceptance has been agreed for individual work results, the customer must declare this within a reasonable period of time after provision or specifically report any significant defects.

A service is deemed to have been accepted by entrepreneurs if:

  • the customer starts using it,
  • or he does not refuse acceptance within 10 working days of delivery, specifically naming essential defects,
  • provided we have pointed this episode out to him beforehand.

14.4 Use of AI in the project context

If part of the agency's services, we may use AI systems to analyze, structure, generate, transform or support project-related workflows. In doing so, we ensure that processing is appropriate, appropriate and contractually secured.

14.5 Access and customer systems

If the customer provides us with access to systems, accounts or infrastructure, he is responsible for ensuring that he is authorized to do so and that the access provided may be used for the agreed service.

15. Warranty

15.1 Consumers

The legal regulations apply to consumers for contracts for digital products, in particular Sections 327 ff. of the German Civil Code (BGB). Legal rights due to defects, delivery errors, title defects and required updates are not limited by these Terms and Conditions.

15.2 Entrepreneurs

The statutory defect rights apply to entrepreneurs with the following provisions:

  • insignificant deviations do not justify claims for defects,
  • the customer must report any visible defects immediately,
  • and we will initially be given the opportunity to provide supplementary performance within a reasonable period of time.

For SaaS or rental-like services, no-fault liability for defects existing at the time of conclusion of the contract is excluded in accordance with Section 536a Paragraph 1 Alt. 1 BGB, to the extent permitted by law.

16. Liability

We have unlimited liability

  • in cases of intent and gross negligence,
  • in case of injury to life, body or health,
  • according to the product liability law,
  • and in all cases of mandatory legal liability.

In the case of slight negligence, we are only liable if essential contractual obligations (cardinal obligations) are breached. In this case, liability is limited to the foreseeable damage that is typical for the contract.

To the extent permitted by law, we are not liable for

  • indirect damage,
  • Consequential damage caused by defects,
  • lost profit,
  • lack of savings,
  • Data losses, to the extent that they could have been avoided with proper data backup,
  • and damages resulting from the use or reuse of AI output without appropriate review.

The above limitations of liability also apply to our legal representatives, employees, vicarious agents and subcontractors.

17. Exemption

If the customer is an entrepreneur, he shall, upon first request, indemnify us against third-party claims that are based on unlawful or contractual use of our services by him or users attributable to him. This also includes reasonable legal defense costs.

The exemption applies in particular to violations of data protection law, copyrights, trademark rights, personal rights or other rights of third parties, as long as the violation originates from the customer's sphere.

18. Blocking and extraordinary measures

We are entitled to temporarily block access or content, restrict functions or take measures to avert danger if

  • there are concrete indications of a violation of these terms and conditions or applicable law,
  • there is a security threat,
  • there are payment arrears,
  • official or court orders require this,
  • or third parties, infrastructure or systems need to be protected from damage.

To the extent reasonable, we will inform the customer in advance or immediately after such a measure.

19. Confidentiality

Both parties undertake to treat the other party's confidential information confidentially and to use it only for the contractually agreed purposes.

Information is not considered confidential,

  • which are generally known or become generally known without breach of contract,
  • which were already lawfully known to one party,
  • which were lawfully obtained from third parties,
  • or that were developed independently.

Statutory disclosure obligations remain unaffected.

20. Changes to these Terms and Conditions

We can change these General Terms and Conditions with effect for the future if there is an objective reason for this, in particular

  • changes in the legal situation,
  • Changes in technical or safety-related requirements,
  • Further developments of our range of services,
  • or adjustments to our processes.

We will communicate any significant changes in writing or in another suitable manner in good time before they come into force.

Changes will only be effective for consumers to the extent permitted by law. If express consent is required, we will obtain this.

21. References

A public mention of the customer as a reference, including the use of a logo, will only take place with the customer's prior express consent.

22. Final provisions

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

This choice of law only applies to consumers to the extent that this does not take away the protection of mandatory consumer protection regulations in the country of the consumer's habitual residence.

If the customer is a merchant, a legal entity under public law or a special fund under public law, the exclusive place of jurisdiction is Kassel - to the extent permitted by law.

Should a provision of these General Terms and Conditions be or become wholly or partially ineffective, the effectiveness of the remaining provisions remains unaffected.

Special consumer information for the “nickle” platform

The following provisions apply additionally if the customer is a consumer and concludes a distance selling contract or other consumer contract via the platform.

23. Consumer rights for digital products

The statutory provisions also apply to consumer contracts regarding digital content or digital services, in particular regarding

  • provision,
  • conformity with the contract,
  • updates,
  • defect rights,
  • termination of the contract,
  • and burden of proof.

We provide consumers with the legally required pre-contractual information in the ordering process, in particular regarding price, term, termination, essential functions and - where relevant - technical compatibility or interoperability.

24. Termination of consumer contracts in electronic commerce

To the extent required by law, we provide consumers with an option to terminate their contract in electronic commerce in accordance with the applicable legal requirements.

If consumer contracts are concluded online via the platform and establish a long-term contract for payment, the legal requirements for the cancellation button and the associated confirmation page also apply.

Appendix 1 – Cancellation instructions for consumers

Right of withdrawal

For contracts concluded outside of business premises and for distance selling contracts, consumers generally have the legal right to cancel this contract within fourteen days without giving reasons.

The cancellation period is fourteen days from the day the contract is concluded.

In order to exercise your right of withdrawal, you must contact us

Nickle AI – Oreshin, Platon und Scheffler, Daniel GbR
Ludwig-Erhard-Strasse 10
34131 Kassel
Germany
Email: info@nickle.ai

inform you of your decision to withdraw from this contract by means of a clear statement (e.g. by email or post).

You can use the sample cancellation form attached in Appendix 2, although this is not mandatory.

In order to meet the cancellation period, it is sufficient that you send the notification of your exercise of the right of cancellation before the cancellation period expires.

Consequences of revocation

If you revoke this contract, we must repay all payments that we have received from you immediately and no later than fourteen days from the day on which we received notification of your revocation of this contract.

For this repayment we use the same payment method that you used for the original transaction, unless something different was expressly agreed with you; under no circumstances will you be charged any fees as a result of this repayment.

If you have requested that the services begin during the cancellation period, you must pay us an appropriate amount which corresponds to the proportion of the services already provided up to the point at which you inform us of your exercise of the right of cancellation with regard to this contract compared to the total scope of the services provided for in the contract.

Expiry of the right of withdrawal

Your right of cancellation expires in the case of a contract for services if we have provided the service in full and have only started to carry out the service after you have given your express consent and at the same time confirmed your knowledge that you will lose your right of cancellation if we have completely fulfilled the contract.

Appendix 2 – Sample cancellation form

If you want to cancel the contract, please fill out this form and send it back to:

Nickle AI – Oreshin, Platon und Scheffler, Daniel GbR
Ludwig-Erhard-Strasse 10
34131 Kassel
Germany
Email: info@nickle.ai

I / we (*) hereby revoke the contract concluded by me / us (*) for the purchase of the following goods (*) / the provision of the following service (*)

Ordered on (*) / received on (*)

Name of the consumer(s)

Address of the consumer(s)

Signature of the consumer(s) (only for paper notification)

Date

(*) Delete what is not applicable.