General Terms and Conditions
faktoora GmbH
Amselweg 1
89231 Neu-Ulm
for the SaaS service www.faktoora.com
Version: November 2024
1. Applicable Terms
1.1 These General Terms and Conditions (GTC) apply to contracts between faktoora GmbH, hereinafter referred to as “faktoora,” and the entrepreneur, hereinafter referred to as “User,” regarding the use of the SaaS service provided and operated by faktoora under the domain www.faktoora.com. The service includes an online platform for invoice and payment management, hereinafter referred to as the “Software” or “Platform,” and the services connected thereto.
1.2 The term “Service” or “Services” encompasses the contractual relationship, regardless of the specific type of contract. The Software is operated by faktoora as a web-based cloud solution. Users can use the Software hosted on the provider’s servers or a subcontracted service provider’s servers via an internet connection for their own purposes during the contract term, and store and process their data with it.
1.3 faktoora is neither a bank nor a financial service provider, legal advisor, tax consultant, or debt collection agency but merely the operator of the faktoora platform.
1.4 faktoora’s services are exclusively available to entrepreneurs who intend to use the platform for business purposes. faktoora does not offer its services to consumers. Entrepreneurs are natural or legal persons acting in the course of their trade, business, or self-employed professional activity when entering into a legal transaction.
1.5 These GTC also apply in the case of differing terms and conditions of the User unless faktoora has explicitly agreed to them in writing. Individual agreements, as well as supplementary agreements and amendments, take precedence over these GTC if they are documented in writing.
2. Subject of the Contract
2.1 faktoora provides a SaaS service in the form of an online platform at www.faktoora.com under a usage agreement. Using the platform, the User can access various features related to invoice and payment management, including document management. The exact functionality depends on the service package chosen by the User. Features may include creating, sending, and managing accounting documents, integrated dunning, banking, management of debtor data, and various evaluations. faktoora also facilitates access to debt collection service providers and pre-financing services.
2.2 The User can access the faktoora service online using up-to-date browser software, which may need regular updates, and a compatible device with (potentially mobile) internet access. Users are solely responsible for establishing and maintaining the technical prerequisites for accessing the faktoora service securely and up-to-date. faktoora only guarantees the provision of the Software at the router output of its data center.
2.3 faktoora also provides the ability to send documents via email. Users are reminded that faktoora’s responsibility is limited to sending the email. faktoora is not liable for the receipt of the email by the recipient.
2.4 For the duration of the contract, faktoora grants the User a non-exclusive, non-transferable, and time-limited right to load the user interface of the Software into the working memory of the designated devices for display on the screen and to create reproductions of the user interface arising from such use. Since the Software is cloud-based, no further copyright usage rights are granted to the User.
3. Registration for Platform Use
3.1 Only entrepreneurs acting within the scope of their entrepreneurial activities are permitted to register. Registration requires providing an email address, the type of business, and a password.
3.2 Registration is free of charge. It only occurs if the User has accepted these GTC and the Privacy Policy. There is no entitlement to registration. Upon registration, a contractual usage relationship is established between the User and faktoora.
3.3 The User can change their password at any time and must keep it confidential. After registration, each User receives a usage account. To use the platform’s features, the User must provide specific data, such as VAT ID or tax number, company name, address, phone number, bank account, industry (if applicable), commercial register number, and registry court. The User is solely responsible for ensuring the accuracy of this information. Compliance with tax, legal, and regulatory requirements when creating documents is the User’s responsibility.
3.4 faktoora is entitled to request written proof of the registration data provided by the User (e.g., commercial register excerpts).
3.5 Each User may only maintain one account for the same company. Multiple registrations are not permitted. If the User forgets their access credentials, they can contact faktoora for account recovery. User accounts are not transferable to other persons and may not be used by third parties without explicit written consent from faktoora.
3.6 Violations of the aforementioned provisions entitle faktoora to terminate the contractual relationship without notice and delete the User’s account immediately.
4. Additional Services Provided by faktoora
4.1 In addition to a free basic package, faktoora offers more comprehensive paid service packages. The User can upgrade their current package to access additional features. The exact scope of services is detailed in the respective service descriptions.
4.2 Certain services on the platform are not directly provided by faktoora but by third-party providers, specifically:
a) All payments are processed by Stripe Inc. (https://www.stripe.com), a payment service provider registered under the Payment Services Supervision Act (ZAG).
Where additional costs arise, they will be clearly indicated. Specific terms and conditions may apply to certain features, services, or areas of faktoora. The User will be informed of such terms before use and can accept them by activating a consent declaration before the first use. Without full acceptance of these additional terms, the use of the affected features, services, or areas is not permitted.
5. Term/Termination
5.1 The usage agreement between faktoora and the User is concluded for an indefinite period and can be terminated by either party with a notice period of one month at the end of a quarter. The termination must be made in writing or text form (e.g., email, fax, or letter) to be effective.
5.2 Upon termination of the usage agreement, faktoora is entitled and obliged to irrevocably delete the User account. Personal data that faktoora needs for its own legitimate interests, such as for accountability to third parties or authorities, will remain unaffected. The User is responsible for securing all data before the end of the contract term. faktoora shall not be liable for any data loss after the contract term ends.
5.3 faktoora reserves the right to terminate the agreement with immediate effect and block the account in cases of significant breaches of these GTC or other contractual obligations, misuse, disruptions, or damage to the reputation of the platform. In such cases, faktoora will delete the account permanently after four weeks, allowing the User to secure their data during this period, upon request. Re-registration is only permitted after two years, subject to faktoora’s discretion, based on the duration and severity of prior violations.
6. Compensation
6.1 The compensation for faktoora’s services is determined by the chosen service package or individual services used, as specified in the current price list. Prices are exclusive of statutory VAT.
6.2 Invoicing is done monthly or annually. Payment is processed via the User’s provided credit card or direct debit immediately after invoicing.
7. Special Obligations of the User
7.1 The User must set a password for accessing their account, which is to be kept confidential. Accounts are personal and non-transferable. Users are responsible for protecting their credentials from unauthorized access, such as by using insecure passwords or storing them improperly. Users are also responsible for all activities associated with their accounts and for keeping their account details up to date.
7.2 The User must back up any documents stored on the platform weekly to their own server or device. The User is responsible for adhering to statutory retention obligations, e.g., under §§ 238, 257 HGB and § 147 AO.
7.3 The User is solely responsible for ensuring that documents created on the platform meet all applicable tax and legal requirements. faktoora does not provide legal or tax advice.
7.4 The User must promptly update any changes to their account details on the platform.
7.5 The User is obligated to comply with the Anti-Money Laundering Act (AML), including the due diligence and identification requirements of contractual partners. Upon request, the User must provide faktoora with all necessary information and documents to ensure compliance with AML obligations.
7.6 The User must comply with applicable laws when using the platform and may only make publicly accessible content that does not infringe on third-party rights, including criminal, competition, or intellectual property laws. If a User becomes aware of violations, they must inform faktoora immediately.
7.7 The use of mechanisms, software, or scripts that could impair the functionality or accessibility of the platform is prohibited. Modifying, deleting, or overwriting content managed by faktoora is also forbidden.
8. Special Rights of faktoora
8.1 faktoora reserves the right to modify the Software and its associated services, particularly to accommodate technological advancements, provided that such changes do not impair the functionality agreed upon in the contract. faktoora will notify the User of such changes in a timely and appropriate manner. The general rules for termination apply if necessary.
8.2 faktoora reserves the right to deactivate a User account after issuing a warning if the User misuses faktoora’s services. faktoora may delete the account after due notice in the event of regular or extraordinary termination.
8.3 faktoora is entitled to display advertisements on all pages of the platform. faktoora further reserves the right to change the design, structure, and functionality of the platform, its subpages, or other related offerings at any time without requiring the User’s consent.
8.4 The User grants faktoora the right to reproduce the data stored by faktoora on behalf of the User if necessary to fulfill the contractual obligations. faktoora is also authorized to store the data in a failover system or separate backup data center. To address disruptions, faktoora is further entitled to modify the structure or format of the data.
8.5 faktoora regularly secures the User’s data stored on faktoora’s servers by creating backups on an external backup server. Users may download these backups at any time for their own safekeeping and are required to do so at regular intervals.
8.6 faktoora does not acquire any additional usage or exploitation rights to the content uploaded by Users and, in particular, will not publish or disclose such content to third parties unless necessary for fulfilling the contract.
8.7 Upon termination of the contract, faktoora must return all documents and media provided by the User that are still in faktoora’s possession and delete any stored data, provided no legal retention obligations or rights exist.
8.8 faktoora is entitled to temporarily or permanently suspend access to the Software if there is concrete evidence that the User has violated the terms of the contract or applicable laws. faktoora will take the User’s legitimate interests into account when making such decisions.
8.9 faktoora reserves the right to modify, remove, or add features to the Software at any time or to make certain features available only under specific conditions, without providing reasons.
8.10 faktoora may amend these General Terms and Conditions (GTC) in compliance with legal requirements. Such changes are considered accepted and effective for ongoing contracts if faktoora notifies the User of the changes in text form and the User does not object within four weeks of receiving the notification. faktoora will specifically point out this consequence in the notification. Changes always apply prospectively.
9. Liability
9.1 faktoora is liable under statutory provisions for damages suffered by the contractual partner that are caused by intentional or grossly negligent actions of faktoora or its agents. The same applies to personal injuries (life, body, or health) and damages under the Product Liability Act.
9.2 Otherwise, faktoora’s liability for compensation claims—regardless of the legal basis—is limited as follows, unless a guarantee provided by faktoora stipulates otherwise:
a) faktoora is only liable for damages caused by slight negligence if they result from a breach of essential contractual obligations (cardinal obligations). Cardinal obligations are those duties whose fulfillment enables the proper execution of the contract and upon which the contractual partner could reasonably rely. In such cases, faktoora’s liability is limited to the typically foreseeable damage.
b) faktoora’s liability for the slightly negligent loss of data and/or programs is limited to the typical recovery effort that would have occurred if the contractual partner had regularly and adequately backed up the data in accordance with the circumstances.
c) For slightly negligent delay damages, faktoora’s liability is limited to the typically foreseeable damage, up to a maximum of 5% of the total price agreed upon in the affected contract.
9.3 The provisions of the preceding paragraph also apply correspondingly to limit the obligation to compensate for futile expenses (§ 284 BGB).
9.4 The above liability limitations also apply in favor of faktoora’s agents and subcontractors.
9.5 If damages suffered by the User result from data loss, faktoora is not liable to the extent that the damages could have been avoided through regular and comprehensive backups of all relevant data by the User. The User is solely responsible for ensuring regular and complete data backups, either directly or through a third party.
10. User Data and Indemnification Against Third-Party Claims
10.1 The User is solely responsible for the content they upload to the platform. faktoora does not review or monitor the content used with the Software.
10.2 The User agrees not to upload any content or data to the platform that is criminal, illegal, or infringes on the rights of third parties, nor to use programs containing viruses or other malicious software in connection with the Software. In particular, the User agrees not to use the Software to offer illegal services or goods.
10.3 In this context, the User agrees to indemnify faktoora against all liabilities and costs, including possible and actual legal expenses, in the event faktoora is held liable by third parties, including the User’s employees, due to alleged actions or omissions by the User. faktoora will inform the User of any such claims and, where legally permissible, provide the User with an opportunity to defend against the asserted claim. At the same time, the User is required to provide faktoora with all available information about the matter in question without delay.
10.4 The User indemnifies faktoora against all claims asserted by other users or third parties against faktoora due to violations of their rights by actions of the User or other content or information provided by the User. This does not apply if faktoora is responsible for the rights violation.
10.5 faktoora’s further claims for damages remain unaffected.
11. Availability
11.1 The availability of the website depends on the User’s technical setup. Suitable technical equipment (e.g., PC, tablet, smartphone, and, most importantly, internet access) is required to fully use the website and access faktoora.
11.2 Continuous availability of digital content cannot be guaranteed for technical reasons. Availability may be affected by regularly required maintenance and security work or by unforeseen events beyond faktoora’s control. Planned maintenance that may impact availability will be carried out, where possible, during low-usage periods. The display quality of digital content may vary between devices and depend on factors such as the User’s internet speed. faktoora cannot be held liable for such variations.
11.3 The User is required to report any functional failures, disruptions, or impairments of the Software to faktoora immediately and as precisely as possible. If the User fails to cooperate in this regard, § 536c BGB (German Civil Code) applies accordingly.
12. Place of Jurisdiction and Applicable Law
12.1 The place of jurisdiction is Neu-Ulm, Germany.
12.2 Exclusively German law applies.
13. Written Form, Severability Clause, and Final Provisions
All declarations related to the usage agreement between faktoora and the Users must be made in text form. Should any provision of these General Terms and Conditions (GTC) be invalid, the validity of the remaining provisions remains unaffected. faktoora reserves the right to modify or expand these GTC at any time. Such changes will be announced on the website and sent to each User via email at least four weeks before they come into effect.
