Last updated: 3 July 2026
This English version is provided for convenience only. The legally binding version is the German original (Allgemeine Geschäftsbedingungen – AGB).
(1) These General Terms and Conditions (hereinafter "GTC") apply to all
contracts, deliveries and other services of
Vektoris IT-Dienstleistung UG (haftungsbeschränkt),
Jägerweg 19A, 91074 Herzogenaurach, Germany,
registered in the commercial register of the local court
(Amtsgericht) of [city] under HRB [number]
(hereinafter the "Provider"),
towards its customers.
(2) These GTC apply exclusively to entrepreneurs within the meaning of Section 14 of the German Civil Code (BGB), legal entities under public law or special funds under public law (hereinafter the "Customer"). Consumer transactions (B2C) are expressly excluded.
(3) Deviating, conflicting or supplementary general terms and conditions of the Customer shall not become part of the contract unless their validity is expressly agreed to in writing.
(1) The subject matter of the contract is the provision of software solutions (e.g. as Software-as-a-Service (SaaS), on-premise licence or custom software) as well as related IT services, consulting and support by the Provider.
(2) The specific scope of services, specifications and remuneration result from the respective individual contract (e.g. the Provider's offer accepted by the Customer) or the service description of the respective product.
(3) The Provider is entitled to use qualified third parties (e.g. affiliated companies such as Quorus BR or other subcontractors) to perform the services.
(1) All offers of the Provider are subject to change and non-binding unless they are expressly marked as binding.
(2) The order or commissioning by the Customer constitutes a binding contractual offer. A contract is only concluded upon the Provider's order confirmation transmitted in writing or in text form (e.g. by e-mail), or upon commencement of the performance of services.
(1) Unless otherwise contractually agreed, the Provider grants the Customer a simple, non-exclusive, non-transferable right, limited in time to the term of the contract, to use the software provided for its own internal business purposes.
(2) Reproduction, modification, decompilation or reverse engineering of the software is only permitted within the narrow statutory limits of German copyright law (Sections 69d, 69e of the German Copyright Act – UrhG), unless expressly agreed in writing in advance.
(1) The Customer is obliged to support the Provider free of charge in the performance of the contractual services to the necessary and reasonable extent (e.g. by providing system environments, test data, interface access or qualified contact persons).
(2) The Customer bears sole responsibility for the quality, accuracy and legal permissibility of the data and content provided by it.
(1) All prices are quoted in euros (EUR) plus the applicable statutory German value-added tax (currently 19%).
(2) Unless otherwise agreed, invoices are due for payment without deduction within 14 days of invoicing and performance of services. Payment shall be made by bank transfer to the Provider's bank account stated on the invoice.
(3) In the event of default of payment by the Customer, the statutory provisions of German law apply. The Provider is entitled to demand default interest at the statutory rate (currently 9 percentage points above the base interest rate). In addition, the Provider reserves the right, after prior warning, to temporarily suspend the performance of services (e.g. access to the software) until payment has been made in full.
(1) The Provider is liable without limitation in cases of intent, gross negligence, injury to life, body or health, under the German Product Liability Act, and to the extent of a guarantee expressly assumed by the Provider.
(2) In the event of a slightly negligent breach of an obligation whose fulfilment is essential for the proper performance of the contract and on whose observance the contractual partner may regularly rely (so-called cardinal obligation), the Provider's liability is limited to the damage typical for the contract and foreseeable at the time of conclusion of the contract.
(3) In all other respects, the Provider's liability – irrespective of the legal grounds – is excluded. This limitation of liability also applies in favour of the Provider's employees, representatives and vicarious agents.
(1) Both parties undertake to treat all confidential information of the other party obtained in the course of the contractual relationship as confidential for an unlimited period of time and to use it only for the contractually agreed purposes.
(2) The parties will comply with the provisions of the General Data Protection Regulation (GDPR) and the German Federal Data Protection Act (BDSG). If the Provider processes personal data on behalf of the Customer (e.g. in the case of SaaS solutions), the parties will conclude a separate data processing agreement (DPA) in accordance with Art. 28 GDPR.
(3) Should data be transferred to the partner company Quorus BR in Brazil or be accessed from there in the course of the performance of services, the parties and/or the Provider undertake to incorporate the Standard Contractual Clauses (SCC) approved by the EU Commission in order to ensure an adequate level of data protection.
(1) The term of the contract and the notice periods are governed by the agreements in the respective individual contract.
(2) The right of both parties to extraordinary termination for good cause (Section 314 BGB) remains unaffected. Good cause for the Provider exists in particular if the Customer is in default with the payment of the remuneration for two consecutive months or with a not insignificant part of the remuneration.
(1) These GTC and all legal relationships between the Provider and the Customer are governed exclusively by the law of the Federal Republic of Germany, excluding the UN Convention on Contracts for the International Sale of Goods (CISG).
(2) The exclusive place of jurisdiction for all disputes arising from or in connection with this contractual relationship is the registered office of the Provider.
(1) Amendments and supplements to this contract must be made in writing or in text form, unless otherwise required by law. This also applies to the waiver of this formal requirement.
(2) Should individual provisions of these GTC be or become invalid or unenforceable, the validity of the remaining provisions shall not be affected. The invalid or unenforceable provision shall be replaced by the legally permissible provision that comes closest to the economic purpose of the original provision.