General Terms and Conditions (GTC)

(1) These General Terms and Conditions (“GTC”) apply to all contracts, offers, and services provided by Petanux GmbH, Auf dem Kirchbüchel 3, 53127 Bonn (“Petanux”) to its customers.

(2) The GTC apply to all products and services of Petanux, including,but not limited to:

• AI software and AI models (e.g., PetaGPT, Petabot, AI Agents, RytAIlSy, AutoVision),

• Software-as-a-Service (SaaS) offerings,

• Subscription models,

• One-time project and development services,

• Consulting and implementation services,

• Customized AI solutions and model adaptations (fine-tuning).

(3) Petanux provides services exclusively to entrepreneurs (§ 14 BGB).

(4) Special Subject Matter: Services include, in particular, the provision of AI assistance systems (Decision Support Systems). These serve to support human experts in decision-making and do not make independent, legally binding automated decisions.

(5) By concluding the contract, the customer confirms that they are an entrepreneur and are entering into the contract for commercial or independent professional purposes.

(6) Deviating, conflicting, or supplementary terms and conditions of the customer shall not become part of the contract unless Petanux expressly agrees to their validity in writing.

(7) These GTC also apply to all future business relationships, even if they are not expressly agreed upon again.

(1) The presentation of products and services by Petanux does not constitute a legally binding offer, but rather a non-binding invitation to the customer to submit an offer.

(2) A contract is concluded by written confirmation, electronic acceptance, or by actual performance of services by Petanux.

(3) Contractually relevant documents may include offers, performance descriptions, order confirmations, invoices, and these GTC.

(1) Petanux provides the customer with AI-based products, software, models, and/or services either as a Cloud, SaaS, or On-Premise solution in accordance with the respectively agreed scope of services.

(2) The specific scope of performance is derived from the respective offer, contract, or product description.

(3) Petanux does not owe any specific economic or professional success, but exclusively the contractual provision of the agreed services.

(1) Remuneration is based on the respectively agreed offer or subscription model.

(2) Subscription services are billed periodically in advance, unless otherwise agreed.

(3) One-time project or development services may be invoiced in full or in part in advance or in installments.

(4) Invoices are due for payment within 14 days of the invoice date without deduction, unless explicitly agreed otherwise in the underlying contract.

(5) In the event of default in payment, Petanux is entitled to suspend services in whole or in part.

(6) If the customer defaults on payment, Petanux is entitled to demand default interest at the statutory rate according to § 288 para. 2 BGB. For payment claims between entrepreneurs, the default interest rate is nine percentage points above the respective base interest rate.

(7) In the event of default, Petanux is entitled to demand a statutory default fee of EUR 40.00 pursuant to § 288 para. 5 BGB. The right to assert further damages caused by default remains reserved.

(8) Petanux is entitled to discontinue the provision of services in whole or in part in the event of continued default in payment after prior notice. This applies in particular to access to software, AI services, as well as maintenance and support services.

(1) The contract term is based on the respective contract or subscription.

(2) Unless otherwise agreed, subscriptions are automatically extended by the agreed term if they are not terminated with a notice period of one month to the end of the term.

(3) The right to extraordinary termination for good cause remains unaffected.

(1) Petanux provides AI systems as a “Provider” within the meaning of Regulation (EU) 2024/1689 (AI Act). The customer acts as the “Deployer” when using the systems.

(2) The customer bears sole responsibility for human oversight during operation. They shall ensure that the results of the AI are checked by qualified personnel before further use.

(3) If products (e.g., Petabot) are used for interaction with natural persons, the customer is obliged to fulfill the information obligations according to Art. 50 AI Act (labeling as AI).

(1) Petanux relies on an architecture of maximum data sovereignty. Processing takes place primarily on the basis of open-source language models (LLMs), which are hosted either on-premise at the customer site or in isolated, certified instances in Germany. Petanux ensures that open-source components used are properly licensed and that no disclosure obligations for customer-specific models or data arise.

(2) Strict Data Isolation: Customer-specific data and data from fine-tuning processes are strictly separated from the data of other customers. Petanux does not use customer data to improve general models for third parties.

(3) Connection to third-party AI services (e.g., OpenAI, Azure) takes place only at the express request of the customer and is subject to separate data protection agreements. The customer bears sole responsibility under data protection law as the data controller.

(4) Customer data or trained models will not be used for other customers or general models.

(1) All rights to software, models, and documentation remain with Petanux.

(2) The customer receives a simple right of use for their own internal business purposes.

(3) The customer receives a simple, non-exclusive right of use to AI-generated results, limited to their own business purposes. Transfer, sublicensing, or commercial exploitation of results is permissible only with the prior written consent of Petanux.

(4) Legal Status: It is clarified that purely AI-generated results generally do not create copyright due to a lack of human authorship.

(5) Reverse engineering and use to develop competing products are prohibited.

(1) The customer can feed their own data (“Customer Data”) into Petanux systems.

(2) The customer warrants that they hold all necessary rights and consents to use this data.

(3) Petanux is entitled to use Customer Data exclusively for contract fulfillment, in particular for model adaptation (fine-tuning) for the respective customer.

(4) Customer Data remains the property of the customer. All models, model adaptations, and technical results derived therefrom remain the property of Petanux.

(1) If expressly agreed, Petanux also provides its products and services as an On-Premise solution, either:

a) on customer-provided infrastructure, or

b) on systems provided by Petanux and rented or assigned to the customer.

(2) The customer is responsible for proper operation, security, physical protection, and network connectivity of customer-provided infrastructure.

(3) Petanux assumes no responsibility for disruptions, security incidents, or performance losses attributable to customer-side infrastructure, configurations, or environmental conditions.

(4) If Petanux assigns hardware or systems to the customer for use, these remain the property of Petanux unless expressly agreed otherwise.

(5) The customer is obliged to treat assigned systems with care and protect them against third-party access.

(6) Upon contract termination, assigned systems must be returned immediately or reset upon Petanux's instruction.

(7) The provisions on usage rights, intellectual property, and data privacy apply without restriction to On-Premise deployments.

(1) Petanux endeavors to maintain high availability of systems, but does not guarantee uninterrupted use.

(2) Petanux is entitled to further develop, change, or adapt products and services, provided the contractually agreed core scope of performance is not significantly impaired.

(1) Petanux provides support, analysis, and diagnostic services exclusively for products, software solutions, AI models, and services provided by Petanux.

(2) If the customer reports an error, fault, or malfunction assuming that its cause lies in a solution provided by Petanux, Petanux is entitled to perform corresponding analysis and diagnostic services to determine the cause.

(3) If analysis reveals that the cause of the reported fault does not lie in products, software solutions, AI models, or services provided by Petanux, but in customer systems, hardware components, networks, camera systems, data sources, interfaces, configurations, third-party systems, or other components not the responsibility of Petanux, the analysis, diagnostic, and support services expended shall be deemed separately billable services.

(4) This applies in particular even if the customer explicitly confirms or assumes prior to analysis that the cause of the fault lies within the solution provided by Petanux.

(5) Remuneration is based on Petanux's rates valid at the time of performance or according to individual agreement. Petanux is entitled to invoice incurred analysis and diagnostic services separately.

(6) Investigation, fault analysis, maintenance, or remediation of faults in systems, components, or infrastructures not provided or managed by Petanux is not part of Petanux's warranty, support, or maintenance obligations unless explicitly agreed otherwise in writing.

(1) Unlimited liability for intent, gross negligence, and personal injury.

(2) Limitation to foreseeable damage in cases of slight negligence of essential contractual obligations.

(3) AI-Specific Exclusion: Due to the probabilistic nature of AI, no guarantee is assumed for the accuracy of results; 'hallucinations' do not constitute a defect.

(4) Duty of Verification: Liability for damages resulting from unverified adoption of AI results is excluded; the customer must have results verified by qualified personnel.

(5) For On-Premise deployments, Petanux is not liable for damages attributable to misconfigurations, inadequate security measures, lack of maintenance, or other circumstances of customer-side infrastructure.

(6) In all other respects, Petanux's liability is excluded to the extent permitted by law.

(1) Data processing takes place fundamentally and exclusively in the Federal Republic of Germany. For On-Premise deployments, data processing takes place on customer infrastructure within Germany unless expressly agreed otherwise.

(2) Processing takes place on Petanux's own servers or in 'TÜV-certified' German data centers.

(3) If required, the parties shall enter into a Data Processing Agreement (DPA) pursuant to Art. 28 GDPR.

Petanux is entitled to name the customer by name and logo as a reference, unless the customer objects in writing.

Petanux reserves the right to amend these GTC. Amendments will be communicated to the customer and are deemed approved unless the customer objects within 30 days.

The respective current version of the GTC is identified by version number and date.

(1) Place of jurisdiction is the registered seat of Petanux GmbH.

(2) German law applies exclusively under exclusion of the UN Convention on Contracts for the International Sale of Goods (CISG).

(1) Amendments and additions require written form.

(2) Should individual provisions be invalid, the validity of the remaining provisions remains unaffected.

(3) Contractual language is German.