General Terms and Conditions (GTC) of gh0stservice GmbH

Scope of application: These GTC apply to all contracts between gh0stservice GmbH ("Provider") and entrepreneurs (§ 14 BGB) as well as legal entities under public law regarding services in the business areas gh0stconsulting and gh0stcloud. Contracts with consumers are not concluded.

1. Scope and precedence

1. These GTC apply exclusively. Deviating, conflicting, or supplementary terms of the customer become part of the contract only if their applicability is expressly agreed in text form.
2. Individual agreements (in particular service descriptions, offers, SLAs) take precedence over these GTC.

2. Definitions

• gh0stconsulting: Consulting, planning, and implementation services for IT infrastructure, DevOps/CI-CD, cloud-native architectures, and security solutions.
• gh0stcloud: Managed hosting and operation of Kubernetes clusters, storage and backup services, as well as container or platform services based entirely on open-source software.
• Services: One-time and recurring services, training, hardware deliveries, and technical documentation.
• Text form: Declarations by email or comparable electronic communication.

3. Conclusion of contract

1. Offers by the Provider are non-binding unless expressly marked as binding.
2. The contract is concluded by written or text-form order confirmation, by signing an offer, or by commencement of service provision.
3. Amendments and side agreements require text form.

4. Scope of services and performance

1. The scope of services is defined by the respective offer, the service description, and, if applicable, the agreed SLA.
2. gh0stconsulting: includes, among other things, assessment, planning, implementation, and consulting. A specific result is only owed if expressly agreed.
3. gh0stcloud: includes operation, maintenance, monitoring, and updates of the agreed platform services. Availability and response times are defined by the SLA.
4. The Provider is entitled to use qualified subcontractors for service delivery.

5. Customer obligations

1. The customer provides all required information, access, and resources in due time.
2. A designated contact person is available for questions and acceptance.
3. Delays due to lack of cooperation extend deadlines appropriately. Additional effort may be billed separately.

6. Prices and payment terms

1. Remuneration is based on the offer or price list.
2. All prices are net amounts plus statutory VAT.
3. Invoices are due within 14 days of issuance without deduction.
4. In the event of default, interest is charged at 9 percentage points above the base rate (§ 288 (2) BGB). A flat late-payment fee of 40 EUR is reserved.
5. The customer may set off or retain payments only with undisputed or legally established claims.

7. Term and termination

1. gh0stcloud: minimum term of 3 months, thereafter terminable with 14 days' notice to the end of the month unless otherwise agreed.
2. gh0stconsulting: ends upon completion of the agreed services unless otherwise agreed.
3. The right to terminate for cause remains unaffected.

8. Usage rights and work results

1. The customer receives a simple, non-transferable right to use work results (e.g., documentation, concepts) insofar as required for contractual use.
2. Open-source components are subject to the respective license terms of the rights holders.

9. Warranty

1. For services, the Provider owes the diligent performance of the agreed service.
2. In the event of defects, remediation will be provided within a reasonable period. Statutory rights remain unaffected.

10. Liability

1. The Provider is liable without limitation for intent and gross negligence and for injury to life, body, or health.
2. In case of simple negligence, the Provider is liable only for breach of essential contractual obligations (cardinal obligations) and limited to the typical foreseeable damage.
3. Liability for data loss is limited to the typical restoration effort that would have been incurred with proper data backup by the customer.
4. Any further liability, in particular for indirect damages and loss of profit, is excluded to the extent permitted by law.
5. Liability under the Product Liability Act and in the case of an assumed guarantee remains unaffected.

11. Data protection and data processing

1. The Provider processes personal data in accordance with the GDPR and applicable data protection laws.
2. If the Provider processes personal data on behalf of the customer, a data processing agreement pursuant to Art. 28 GDPR will be concluded.

12. Confidentiality

1. Both parties commit to keeping confidential information secret.
2. Confidential information may be disclosed only to employees or subcontractors bound by confidentiality.

13. Final provisions

1. Should any provision of these GTC be or become invalid, the remaining provisions remain effective. The invalid provision will be replaced by the statutory provision.
2. German law applies. The place of jurisdiction is Cologne, to the extent permitted by law.
3. Place of performance is Cologne, to the extent permitted by law.