Service description and general terms and conditions (B2B) IIT Company for Innovative Information Technologies mbH (IIT)
Status: 26.01.2026
Note: This version applies exclusively in relation to entrepreneurs (§ 14 BGB), legal entities under public law or legal entities under private law. Public‑legal special assets. Contracts with consumers (§ 13 BGB) are not concluded.
0 Scope, terms, order of priority
a) These General Terms and Conditions apply to the provision of online‑Premises‑Software either for purchase (perpetual license) or for temporary rental as well as for related services (e.g. installation, consulting, training) and software‑Care.
b) Deviating, conflicting or supplementary terms and conditions of the user shall only become part of the contract if IIT agrees to their validity in text form (§ 126b BGB).
c) Offer / license agreement / software‑Maintenance contract / support contract is hereinafter also referred to as “order form” and means the respective individual, priority agreement (incl. price‑ and license metrics). The provisions of the order form take precedence over deviating GTC‑regulations. “Service description” means the functional specifications of the standard software. Open‑Source‑Components remain under their respective licenses.
d) The following order applies: Offer/License Agreement → Soft-ware‑Maintenance contract→ Support contract→ Service description → these GTC → other annexes.
A Transfer of use of software
1 Service description, rights of use, license models
a) Upon payment, the user acquires the simple, non-exclusive, non-transferable and non-sublicensable right to use the programs specified in the contract for his own business purposes.
b) If a one-off payment is agreed (purchase - perpetual on‑Premises‑license), the right of use is granted subject to the condition precedent of full payment of the agreed license fee. Until then, use is revocable (reservation of rights). After full payment, the user receives a right of use for an unlimited period of time.
c) If ongoing fees are agreed (rental), the user acquires the right of use for the duration of the contract (temporary transfer). At the end of the contract, the user must immediately cease use, uninstall the software and delete any copies; IIT may request confirmation of deletion/uninstallation.
d) In the case of rental, the following applies with regard to the term/termination/extension/price adjustment: the minimum term is 12 months. If no notice of termination is given, the rental agreement shall be extended by a further 12 months in each case. The notice period is 3 months to the end of the term and must be in text form (§ 126b BGB). The fee is to be paid in advance in accordance with the order form. Price adjustments are permissible with a notice period of 3 months; the user has an extraordinary right of termination at the time of adjustment.
e) The software‑Within the scope of the detailed program description, programs regularly and predominantly enable work results in accordance with the specified objectives. According to the state of the art, programs of this complex nature cannot be developed absolutely free of errors; complete freedom from errors is not guaranteed.
f) The user shall receive program documentation from which the handling and scope of performance of the programs can be seen. IIT is free in the external design of the program documentation.
g) IIT (or its licensor) shall make the programs available electronically (download/license key). Data carriers only if expressly agreed. The installation on the user's system shall be carried out by the user himself, unless otherwise agreed. Setting up or adjusting the hardware is not part of the scope of services of a software license.‑Right of use. IIT offers the installation of the software, the setup or adjustment of the hardware, consulting and training separately on request.
h) The user shall ensure the system requirements in accordance with the service description at his own expense and shall cooperate appropriately in tests/error analysis.
2 Special contractual obligations, restrictions on the right of use
a) The user may not transfer the software and/or the documentation provided to third parties without IIT's prior consent in text form. One (1) backup copy per instance is permitted, as well as reproductions that are technically necessary for the intended use. In the event of multiple use on other systems, the usage fees shall be charged separately for each additional use. In the event of use beyond the agreed scope, Section A.2 c (License Metrics/Audit) and the subsequent licensing there apply.
b) The user may not make changes and/or additions to the programs. Reverse engineering/decompilation is only permitted to the extent required by law (§§ 69d, 69e UrhG).
c) The scope of use (e.g. number of users/instances) is based on the order form. Any excess shall be deemed an additional license requirement; IIT may conduct a license-related audit (remote or on-site) no more than once every 12 months, with 30 days' notice and during business hours. IIT shall maintain operational‑ and business secrets of the user; only license-relevant information shall be inspected. The audit costs shall be borne by IIT; if the determined additional requirements exceed 5 % of the licensed software, the user shall bear the reasonable audit costs and purchase the missing licenses retroactively at the list price from the beginning of the excess.
d) The user shall take appropriate measures against unauthorized use (access rights, confidentiality of license keys) and inform IIT immediately in the event of suspected misuse.
e) Open‑Source‑Components are listed under the respective OSS‑licenses; the relevant license texts are made available. Conflicting GTC‑Regulations do not apply in this respect. Service Description and General Terms and Conditions (B2B) of IIT - as at 26.01.2026 Page 2 of 4
3 Further conditions
The common terms and conditions for all contracts in accordance with Section F shall apply and - if software‑maintenance contracts have been agreed - the conditions for software‑Care according to section B.
B Conditions for software maintenance
1 Contract term, ordinary right of termination
Software‑Maintenance contracts begin with the provision of the programs. The contracts are concluded for an indefinite period and can be terminated by either party in text form (§ 126b BGB) with a notice period of three (3) months to the end of the calendar year, but for the first time after 12 months.
2 Termination for good cause
IIT can software‑maintenance contracts without notice for good cause, in particular in the event of serious breaches of contract (e.g. unauthorized transfer to third parties, significant default in payment). The user's right to extraordinary termination remains unaffected.
3 Change in fees
IIT has the right to adjust maintenance fees appropriately (e.g. costs‑, Market‑ or product developments). The user must be notified in text form of any change to current fees at least three (3) months before they come into effect. Upon notification, the User shall receive an extraordinary right of termination at the time of the fee change; this must be exercised within four (4) weeks of receipt of the notification.
4 Further conditions
In addition, the joint conditions in accordance with Section F and the specifically agreed care contract shall apply.
C Seminars and training courses
1 Seminars
IIT offers seminars in its own seminar rooms, as well as in-house‑training courses at the user's premises and remote training courses (online). The offers are aimed exclusively at entrepreneurs.
2 Fees
Seminars and training courses are provided against payment of fees in accordance with IIT's current price list. Notwithstanding Section F.2, seminar fees are due for payment 14 days before the seminar is held.
3 Deregistration
Registrations already made can be canceled free of charge up to the beginning of the 4th week before the start of the seminar. If the registration is canceled within 4 weeks up to the beginning of the 2nd week before the start of the seminar, 50 % of the seminar fee must be paid. Cancellation within 14 days before the start of the seminar will result in the full seminar fee being due. Irrespective of this, a substitute participant can be nominated.
4 Seminar cancellation
IIT reserves the right to cancel a seminar up to 14 days before the start of the seminar. If a cancellation is made after this time, any compensation for the registered participant is limited to the travel expenses necessary for participation, which can no longer be demonstrably reversed in the event of cancellation.
5 speakers
IIT may have the seminars conducted by suitable speakers. There is no entitlement to a specific speaker. If an agreed speaker is unavailable for an important reason, IIT can provide a replacement speaker of equal professional quality. No claim for damages can be derived from the absence of a named speaker for good cause.
6 Seminar content
IIT owes a specific seminar content. All seminars are held in suitable training rooms of IIT or of partner companies. Section F.3 (Liability) applies in all other respects. This notice does not limit liability for intent, gross negligence or damages resulting from injury to life, limb or health.
7 Further conditions
The common conditions according to section F apply.
D Other services
1 Service description
IIT offers, among other things: Setting up/adjusting the hardware, installing the software on approved hardware, consulting/training/organizational consulting, in each case on site or remotely. Unless expressly agreed as work performance, these services are provided as services (§§ 611 ff. BGB).
2 Fees
The services shall be provided against payment of the fees in accordance with IIT's current price list at the User's registered office or at IIT's registered office.
3 Further conditions
In addition, the common terms and conditions according to Section F apply.
E Sale of hardware
1 Service description
The object of the hardware purchase is the transfer of possession and ownership of hardware products. The installation of the hardware is not owed; separate agreements are required for this.
2 Place of performance and transfer of risk
The sale of hardware takes place at the registered office of IIT. Shipment to another location shall be made at the user's request and at the user's expense and risk. The risk shall pass to the user when the goods are handed over to the forwarding agent/carrier (§ 447 BGB).
3 Due date
The agreed purchase price is due upon delivery of the hardware to the user or carrier.
4 Retention of title
The delivered goods shall remain the property of IIT (extended retention of title) until full payment of all current and future claims arising from the current business relationship (including ancillary claims).
5 Further conditions
In addition, the common terms and conditions according to Section F apply.
F Common conditions for all contracts
1 Conclusion of the contract
The user is bound to his order for four (4) weeks after signing. The contract is concluded by IIT's order confirmation in text form or by provision/delivery.
2 Terms of payment
a) All prices are subject to value added tax at the applicable rate.
b) One-off contract payments are made at Hard‑ and software are due upon delivery/provision, in the case of services upon provision of the service and are payable within 14 days of receipt of the invoice without deduction.
c) Current fees (e.g. software maintenance)‑ and support fees) are invoiced in advance, unless otherwise agreed.
3 Liability
a) IIT shall be liable without limitation in the event of intent, for damages resulting from injury to life, body or health and in accordance with the Product Liability Act.
b) In the event of gross negligence, IIT shall be liable for the foreseeable damage typical of the contract. A limitation of liability in terms of amount shall not apply in these cases.
c) In the event of simple negligence, IIT shall only be liable for breach of material contractual obligations (cardinal obligations) and limited to the foreseeable damage typical for the contract.
d) Unless unlimited liability applies above and there is no case of gross negligence, liability is limited to EUR 50,000 per claim and a total of EUR 100,000 per contract year.
e) IIT shall only be liable for data loss if the damage could not have been avoided even if the user had made proper data backups commensurate with the risk.
f) Liability under the Product Liability Act, in the event of the assumption of a guarantee or in the event of fraudulent concealment shall remain unaffected.
g) Liability is otherwise excluded.
4 Warranty and limitation period
a) Should new hardware products sold or software provided for use be defective at the time of provision, which nullify or more than insignificantly reduce the value or suitability for use in accordance with the service descriptions, the user may initially demand subsequent performance (rectification of defects or replacement delivery). Insignificant deviations do not justify any warranty rights.
b) The user must report defects immediately with a comprehensible description of the defect and cooperate in the defect analysis.
c) If the subsequent performance has failed within a reasonable period or is unreasonable, the user may reduce the price or - in the case of significant defects - withdraw from the respective individual contract. In the case of tenancies, §§ 535 ff. BGB (German Civil Code) apply; during the period of significant impairment, the usage fee shall be reduced appropriately.
d) Statute of limitations: Claims due to‑ and defects of title shall become time-barred twelve (12) months after provision/handover. Excluded are claims for intent, gross negligence, injury to life, limb or health and claims under the Product Liability Act.
e) Faults caused by incorrect operation, unsuitable system environment, non-approved third-party software, non-compliance with specifications or unauthorized changes/attempts by the user shall not be deemed to be defects.
f) For used hardware, the warranty - in B2B‑This does not apply in the case of fraudulent intent or warranted characteristics.
5 Subcontracts
IIT is entitled to use subcontractors to fulfill its contractual obligations, unless otherwise agreed in the order form or order processing contract. IIT remains responsible to the user.
6 Offsetting and retention
Offsetting or retention against claims of IIT is only permitted with undisputed or legally established claims.
7 Severability clause
Should individual provisions be or become invalid, the validity of the remaining provisions shall remain unaffected. The parties shall replace the invalid provision with a valid provision that comes closest to the economic purpose.
8 Place of jurisdiction and applicable law
German law shall apply to the exclusion of the UN Convention on Contracts for the International Sale of Goods (CISG). If the user is a merchant, a legal entity under public law or a special fund under public law, the exclusive place of jurisdiction shall be the registered office of IIT.
9 Shape
Legally relevant declarations (e.g. terminations, withdrawals) must be made in text form (Section 126b BGB), unless a stricter form is prescribed by law. There are no verbal collateral agreements.
10 Force majeure
Events of force majeure (e.g. natural disasters, pandemics, strikes, official orders, failure of communication networks, supply bottlenecks for which IIT is not responsible) entitle IIT to postpone the fulfillment of its obligations for the duration of the hindrance by a reasonable start-up period. Mutual performance obligations shall be suspended in the meantime.
11 Export control and sanctions
The user observes applicable export‑/Re‑Export‑ and sanction regulations. IIT may refuse to provide services if their provision would violate this provision.
G Data protection (GDPR)
a) IIT processes personal data of the user exclusively for the initiation, execution and processing of contracts and for the maintenance of the business relationship.
b) Insofar as IIT processes personal data on behalf of the user (e.g. in the context of support/remote maintenance), the parties shall conclude a separate order processing contract in accordance with Art. 28 GDPR before processing begins. IIT takes appropriate technical and organizational measures (Art. 32 GDPR).
c) Further information, in particular on data subject rights, retention periods and contact options, can be found in IIT's privacy policy. Data subject rights (Art. 15-21 GDPR) can be addressed to the contact address stated in Section J.
d) Insofar as processing of personal data in countries outside the European Union or the European Economic Area becomes necessary in the context of support, software maintenance or remote access services, IIT shall ensure appropriate safeguards - in particular on the basis of the EU standard contractual clauses pursuant to Decision (EU) 2021/914 and a transfer impact assessment (TIA) in accordance with EDPB Recommendations 01/2020 - and, where relevant, supplementary technical/organizational measures; alternatively on the basis of an adequacy decision of the European Commission.
e) The user shall ensure that decisions based on AI outputs are not exclusively automated (Art. 22 GDPR). If, in exceptional cases, decisions are made exclusively by automated means, the user shall comply with the legal requirements (legal basis pursuant to Art. 22 para. 2 GDPR, suitable protective measures with „meaningful human involvement“, information of the data subjects, data protection impact assessment if necessary).
H Use of AI functions (EU AI Act)
a) Insofar as the software provided by IIT contains functions that are to be classified as systems with artificial intelligence within the meaning of the Regulation (EU) on Artificial Intelligence (EU-AI-Act), these are used exclusively to support operational processes and do not replace any decisions made by the user on his own responsibility.
b) The software is not designed as a high-risk AI system within the meaning of the EU AI Act, unless this is expressly designated as such in the order form or in the service description.
c) Insofar as AI functions generate or significantly modify synthetic content, IIT shall ensure that outputs are labeled as AI-generated in a machine-readable manner to the extent required by law; the user shall receive technical instructions on this. The user will retain this labeling during use/distribution. Systems for interacting with people are designed in such a way that it is clearly recognizable that they are AI. Emotion recognition/biometric categorization is made transparent to the person concerned, insofar as legally permissible.
d) The user is obliged not to use AI functions in prohibited constellations according to Art. 5 EU-AI-Act using the software (including social scoring, impermissible manipulative practices, certain biometric applications).
e) The user remains responsible for the lawful use of the software, in particular for compliance with industry-specific or legal requirements when using AI-supported outputs.
f) IIT does not guarantee that results generated by AI-supported functions are complete, error-free or suitable for a specific purpose in each individual case.
g) The use of AI-supported functions is based on the principle of human control (“human-in-the-loop”); no exclusively automated decisions within the meaning of Art. 22 GDPR are made by the software.
h) Insofar as the EU AI Act provides for transparency, information or cooperation obligations, IIT will fulfill these to the extent required by law.
i) The software is not intended for use in applications that are classified as high-risk applications (Annex III) in accordance with Regulation (EU) 2024/1689. The user shall not use the software in such constellations. If, contrary to this provision, such use occurs, the user bears sole responsibility for compliance with all resulting regulatory obligations. Should a supervisory authority classify a use as high-risk, the parties shall cooperate to an appropriate extent; IIT's main performance obligations shall remain unaffected.
I Amendments to the GTC (B2B amendment reservation)
IIT may amend these GTC with effect for the future if there are objective reasons (e.g. change in the law, product change). Amendments shall be announced in text form with a notice period of 6 weeks. Amendments do not affect the main performance obligations. If the user does not object within the deadline, the changes shall be deemed accepted; IIT shall point this out in the notification. If the user objects in due time, IIT may terminate the affected contract extraordinarily at the time the changes take effect.
J Imprint / provider identification (§ 5 DDG, § 18 MStV)
IIT Company for Innovative Information Technology‑Techniques Ltd.
Address: Im Ermlisgrund 6, 76337 Waldbronn
Phone: +49 7243 57990
E‑Mail: info@iit-gmbh.de
Managing directors authorized to represent the company: Ralph Grobert, Thomas Scheer
Register court: Mannheim Local Court, HRB 361969 VAT‑IdNr.: DE155613894 Registered office of the company: 76337 Waldbronn, Germany
