GTC

freedom manufaktur GmbH

Address: Starnberger Straße 8, 14612 Falkensee, Germany
Phone: +49 3302 272706
E-Mail: erfolg@freedom-manufaktur.com
Commercial Register: Local Court of Charlottenburg, HRB 168881
Managing Directors: Christian Zander, René Vierkorn
Version: February 2026

§ 1 Scope of Application and General Provisions

  1. These General Terms and Conditions apply to all contracts concerning the temporary provision and use of software solutions (“License Programs”) as well as related services (e.g. consulting, development, training, maintenance, support, customization, configuration, business consulting, marketing and sales), both with regard to proprietary software products and third-party software products.
  2. Deviating terms and conditions of the customer shall only apply if expressly confirmed in writing by freedom manufaktur.
  3. The presentation of services in the online shop does not constitute a legally binding offer but a non-binding overview. Errors and changes are reserved.

§ 2 Definitions

  1. These GTC apply exclusively to entrepreneurs within the meaning of Section 14 German Civil Code (BGB) as well as to legal entities under public law, special funds under public law, associations and political organizations. Consumers are excluded from contracting. The customer must provide proof of its entrepreneurial or institutional status upon request.
  2. An entrepreneur is any natural or legal person or legally capable partnership acting in the exercise of its commercial or independent professional activity when concluding a legal transaction.

§ 3 Subject Matter of the Contract

The subject matter of the contract is the provision of software (both proprietary software and third-party software products) either as Software-as-a-Service (SaaS) or as on-premise installation at the customer’s premises, as well as individual services relating to digitalization, automation, IT security, training, customization, configuration and individualization of software, business consulting, marketing and sales. Details are defined in the respective offer, license certificate or project agreement.

§ 4 Conclusion of Contract

  1. The presentation of services does not constitute a binding offer but an invitation to the customer to submit an offer.
  2. A contract is concluded upon acceptance of the customer’s offer by freedom manufaktur via e-mail.
  3. Within the online shop, the customer submits a binding offer by clicking the button “Order with obligation to pay” (or similar wording). The contract is concluded only upon explicit acceptance by freedom manufaktur (e.g. by e-mail confirmation or activation of access).

§ 4a Registration and Customer Account

  1. Registration is required to use the online shop.
  2. The customer is obliged to provide truthful and complete information during registration and to keep access credentials confidential.
  3. freedom manufaktur may reject or delete registrations if a violation of these GTC occurs.
  4. freedom manufaktur does not guarantee permanent technical availability of the online shop. Maintenance, updates or external disruptions may lead to temporary restrictions.
  5. freedom manufaktur is entitled to temporarily suspend access if misuse, security risks or violations of contractual obligations occur.

§ 4b Use of Commercial Agents

  1. freedom manufaktur is entitled to engage independent commercial agents or sales partners for contract initiation and customer support, including telephone sales.
  2. Statements or promises made by commercial agents or sales partners shall only be binding if confirmed in text form by freedom manufaktur, insofar as they deviate from these GTC or the respective offer.

§ 5 Rights of Use

  1. The customer receives a non-exclusive, non-transferable, time-limited right to use the software internally during the contractual term.
  2. Individually developed software remains the property of freedom manufaktur unless otherwise agreed.
  3. Decompilation or reverse engineering is permitted only within the limits of Section 69e German Copyright Act (UrhG).
  4. In the event of contractual misuse (e.g. exceeding the number of licensed users or unauthorized transfer to third parties), freedom manufaktur may claim appropriate additional licensing fees and damages.
  5. Access to SaaS services is provided after conclusion of contract and technical activation. For on-premise software, provision shall take place in accordance with the modalities agreed in the respective offer or project agreement.

§ 5a Third-Party Software

  1. If freedom manufaktur provides or mediates third-party software products, the respective license and contractual terms of the manufacturer or third-party provider shall apply with priority.
  2. In such cases, freedom manufaktur generally provides first-level support to the customer. Second-level support and further manufacturer services are provided by the respective manufacturer or third-party provider.
  3. The respective manufacturer or third-party provider shall be responsible for outages, service disruptions or availability issues of third-party software, unless freedom manufaktur has expressly become contractual partner itself.
  4. In the case of customization or configuration of third-party software, freedom manufaktur assumes no liability for future incompatibilities or functional impairments resulting from updates or modifications made by the manufacturer.
  5. Unless otherwise expressly agreed, freedom manufaktur acts as intermediary or reseller. Claims arising from the respective third-party contract shall be directed against the third-party provider.

§ 6 Services and Duties of Cooperation

  1. The scope of services is defined in separate offers or agreements. This includes services in the areas of business consulting, marketing and sales.
  2. The customer shall provide all necessary information, data, access credentials and decisions in due time.
  3. Services shall be deemed accepted if freedom manufaktur has expressly requested acceptance and the services are used productively or not objected to within 14 days of such request.
  4. Delays caused by force majeure or third parties are not attributable to freedom manufaktur.
  5. Services are generally rendered as service contracts pursuant to Sections 611 et seq. BGB. A specific result is owed only if expressly agreed.
  6. Change requests require confirmation by freedom manufaktur. Additional effort shall be invoiced on a Time & Material basis and agreed deadlines shall be extended accordingly.
  7. No specific economic success, in particular no specific revenue, profit or lead result, is owed for marketing and sales services.
  8. Automated outputs, recommendations or analyses generated by the software do not constitute binding advice unless expressly agreed in writing.
  9. freedom manufaktur may use subcontractors to perform its obligations.

§ 7 Confidentiality

  1. Both parties undertake to treat all non-public information confidentially, including beyond termination of the contract.
  2. This obligation does not apply to information that is publicly known or lawfully obtained.

§ 8 Prices, Payment and Changes in Services

  1. The prices stated in the offer or on the website shall apply, plus statutory VAT.
  2. Services are invoiced on a Time & Material basis according to agreed hourly rates. Activity reports are deemed approved if not objected to within 7 calendar days after receipt.
  3. Payment for SaaS is due monthly in advance; for on-premise software according to agreed license terms; and for services based on effort, unless otherwise agreed.
  4. In the event of default of payment, freedom manufaktur may suspend services and temporarily block access.
  5. Price adjustments due to changes in scope, increased third-party costs or technical developments are permissible with four weeks’ notice. The customer shall have a special right of termination in such case.
  6. The customer may only offset or withhold payments if counterclaims are undisputed or legally established.
  7. Payment processing may be carried out by third-party providers. freedom manufaktur is not liable for errors or disruptions caused by external payment service providers.

§ 9 Term and Termination

  1. Software contracts run for 12 months and renew automatically unless terminated with six weeks’ notice.
  2. Service contracts end upon completion of the agreed services.
  3. The right to extraordinary termination for good cause remains unaffected.

§ 10 Warranty and Liability

  1. freedom manufaktur warrants the agreed quality of the software and services.
  2. Defects must be reported without undue delay. If not reported, services are deemed approved unless the defect was hidden.
  3. freedom manufaktur shall be liable without limitation in cases of intent, gross negligence or injury to life, body or health.
  4. In cases of slight negligence, liability per claim is limited to the total remuneration paid by the customer in the preceding 12 months.
  5. Otherwise, liability is excluded, in particular in cases of insufficient data backup or breach of cooperation duties by the customer.
  6. The customer is responsible for regular data backup unless explicitly agreed otherwise.
  7. If open-source components are used, their respective terms apply. freedom manufaktur is not liable for use outside the contractually intended purpose or for third-party license obligations resulting from modifications by the customer.
  8. No liability is assumed for economic decisions based on software evaluations unless expressly agreed as binding.
  9. freedom manufaktur does not guarantee absolute IT security or complete prevention of cyberattacks unless expressly agreed in writing.

§ 11 Support and Maintenance

  1. Optional support and maintenance services are governed separately.
  2. Response times and availability are defined in the Service Level Agreement (SLA), if agreed.
  3. freedom manufaktur endeavors to ensure high availability of the software. A specific availability is owed only if expressly agreed in an SLA. Maintenance windows or interruptions will be announced where possible.
  4. After termination of the contract, the customer is responsible for securing its data in due time. freedom manufaktur may delete stored data after an appropriate period unless statutory retention obligations apply. There is no obligation to archive project or customer data beyond statutory requirements.

§ 12 Reference Use

freedom manufaktur may name the customer as a reference unless the customer objects. The use of logos or trademarks requires prior written consent.

§ 13 Data Protection

Personal data is processed in accordance with the privacy policy available at https://freedom-manufaktur.com/datenschutz. If processing on behalf of the customer occurs, a data processing agreement pursuant to Art. 28 GDPR shall be concluded. Upon request, freedom manufaktur will provide a corresponding template.

§ 14 No Right of Withdrawal (B2B)

There is no statutory right of withdrawal as contracts are concluded exclusively with entrepreneurs. This also applies to the provision of digital content and access to software solutions.

The contract language is German. In case of discrepancies between the German version and any translation, the German version shall prevail.

§ 15 Online Dispute Resolution

The European Commission provides a platform for online dispute resolution: https://ec.europa.eu/consumers/odr. freedom manufaktur does not participate in dispute resolution proceedings.

§ 16 Final Provisions

  1. German law shall apply to the exclusion of the UN Convention on Contracts for the International Sale of Goods (CISG).
  2. Place of jurisdiction is Falkensee, to the extent legally permissible.
  3. Should any provision be invalid, the remaining provisions shall remain unaffected.
  4. Amendments and ancillary agreements require text form (Section 126b BGB). Digital communication (e.g. e-mail or customer portals) is sufficient.
  5. Place of performance for all services is Falkensee, even if services are provided digitally or by remote employees, to the extent legally permissible.
  6. freedom manufaktur may amend these GTC for future contractual relationships if such changes are reasonable for the customer, taking into account the interests of both parties. Amendments shall be communicated in writing. If the customer does not object within four weeks, the changes shall be deemed accepted.

End of General Terms and Conditions