Terms of Service — GoClearBalance

between

and the Customer (hereinafter referred to as "Customer")

"Customer" and "Provider" are hereinafter collectively referred to as the "Parties".

Preamble

The Provider is a sole proprietor in the field of "services in automatic data processing and information technology". As part of this, software products are developed and made available to customers for use against payment. The following terms of use regulate the mutual rights and obligations between the Provider and the Customer regarding the usage license.

The Provider develops and operates GoClearBalance, a SaaS platform for automated dunning management in the hospitality industry. The platform enables structured management of outstanding receivables from hotel guests via the Apaleo interface. The Customer wishes to acquire a license for the temporary use of the software over the Internet.

§ 1 Scope of Application

(1) All deliveries and services of the Provider which are provided to the Customer within the framework of Software as a Service (hereinafter "SaaS") are exclusively based on this contract.

(2) The Customer assures that they are an entrepreneur and that they are concluding this contract in their entrepreneurial activity.

§ 2 Subject of the Contract

(1) The subject of the contract is:

• The temporary lease of the GoClearBalance software by the Provider to the Customer for use over the Internet. The software subject to the contract as well as the associated prices are defined in the offer.
• The provision of computing power and storage space by the Provider for storing data according to the offer.
• The offer that has been accepted by the Customer.

(2) The establishment and maintenance of the data connection between the handover point and the Customer's IT systems are not part of the services. The Customer is solely responsible for the functionality of their Internet access and their computers (required hardware and software).

(3) The source code of the software is not part of the services and remains the exclusive property of the Provider. Any use of the software and source code beyond the contract is prohibited.

§ 3 Provision of Software

(1) The software is provided to the Customer for the duration of this contract in the current version over the Internet for a fee. Retrieval is done via the Internet using a currently common browser.

(2) The Provider strives to adapt the services to market-relevant technical changes as necessary during the contract period. However, the Customer has no right to specific improvements.

§ 4 Provision of Storage Space

(1) To store their data, the Customer is provided with storage space on a server. The Provider is obliged to take usual precautions against data loss and to prevent unauthorized access by third parties, and to regularly create backups of the Customer's data.

(2) A data loss must be reported to the Provider immediately. In the event of data loss, the most recent backup will be restored by the Provider. If the Customer is responsible for the data loss, they must reimburse the Provider for the resulting expenses.

§ 5 Support

Support services are based on the offer. If support services beyond those agreed in the offer are desired, a support package can be agreed upon after individual consultation.

§ 6 Access

(1) The Customer will receive the access data for using the software from the Provider after the start of the contract.

(2) The software may only be used to the extent of the offer, considering the agreed parameters (e.g., number of connected properties, number of users).

§ 7 Usage Rights to the Software

(1) The Customer receives a non-exclusive, non-transferable, temporally limited right to access the software via the Internet and use it as intended for the duration of this contract.

(2) The Customer is not entitled to use the software beyond the granted rights or to let third parties use it. The Customer is particularly not allowed to copy, sell, or rent the software or parts thereof.

(3) The Customer grants the Provider the necessary usage rights to the data transferred to the storage space in connection with the use of the software for the execution of the contract. The Customer remains solely authorized to their data at all times.

§ 8 Permissible Service Interruptions and Force Majeure

(1) Service interruptions are permissible at any time without prior notice if they do not exceed 10 minutes at a time. The Provider endeavors to schedule these interruptions outside usual usage times.

(2) The Provider is exempt from the obligation to perform under this contract as far as the disruption of performance is due to force majeure. Circumstances of force majeure include, for example, war, strikes, pandemics, natural disasters, power outages, and unintentional destruction of infrastructure.

§ 9 Customer Obligations

(1) The Customer undertakes to:

• Not store any data that violates laws, official regulations, or the rights of third parties.
• Not store any data that violates good morals.
• Check their data for viruses or other harmful components before storing them.
• Not attempt to gain unauthorized access to systems operated by the Provider.
• Not misuse the communication channels for spamming.
• Prevent unauthorized access by third parties to protected areas of the software.
• Keep their access data confidential and not make it accessible to third parties.
• Observe all industrial property rights and copyrights.
• Oblige their users to comply with the applicable provisions and obligations.

(2) When using the interfaces (such as to Apaleo, email providers, etc.) within the software, the Customer independently checks whether the transmission was successful and correct. There is no warranty and liability on the part of the Provider regarding transmission and the exclusion of transmission errors.

(3) If the data stored on the provided storage space contains personal data, the Customer is obliged to create a data processing agreement at their own expense and conclude it with the Provider. The Customer is solely responsible for the correctness and completeness of the data processing agreement and must indemnify the Provider.

§ 10 Breach of Contractual Use

(1) The Provider is entitled to block the Customer's access to the software and their data in case of a violation against the obligations mentioned in § 9.1 to § 9.7. The access will only be restored once the violation is permanently eliminated.

(2) The Provider is entitled to delete the affected data in the event of a violation of § 9.1 to § 9.3, and the Provider shall not be liable in this regard.

§ 11 Remuneration

(1) The remuneration is calculated monthly and is due in advance on the first working day of each month. The payment obligation begins with the conclusion of the contract.

(2) The monthly remuneration is specified in the offer.

(3) The invoice is issued exclusively in electronic form by email.

(4) All prices are in euros plus the applicable statutory VAT at the time of performance.

(5) For all services charged by time expenditure, an hourly rate of EUR 120.00 (plus VAT if applicable) will be applied.

(6) All price information is adjusted to the consumer price index as published by Statistics Austria.

§ 12 Default

If the Customer is in default with two monthly payments, the Provider is entitled to terminate the contract with immediate effect and to make all payments due until the end of the contract period immediately due.

§ 13 Liability

(1) In all cases of contractual and non-contractual liability, the Provider shall pay damages exclusively as follows:

• The Provider is only liable for gross negligence and intent. The Provider's liability is in any case limited to the amount paid by the Customer in one year under the contract.
• Any further liability is excluded. This limitation does not apply in the case of personal injury.

(2) Claims of the Customer from this contract from warranty and liability expire at the latest after 12 months from the occurrence of the damage.

§ 14 Confidentiality

The contractual parties undertake to treat confidentially the business and trade secrets they have acquired on the occasion of the contract initiation or fulfillment.

§ 15 Indemnity

In the event of any breaches of duty by the Customer, the Customer must indemnify and hold the Provider harmless from all resulting third-party claims on first request.

§ 16 Duration and Termination

(1) The minimum contract term is 3 months. The contract automatically extends by 3 months and can be terminated with a notice period of 3 months to the first of the month.

(2) The right of the parties to extraordinary termination for good cause remains unaffected.

(3) Termination must be in writing.

(4) Upon termination of the contract, the Customer's contractual usage rights end. The Customer can request the delivery of the stored data in a common digital format from the Provider up to one month after termination. After this period, all data will be permanently deleted without further notice.

§ 17 Miscellaneous

(1) This contract is governed exclusively by Austrian law, excluding international private law.

(2) The place of performance is Vienna. The exclusive place of jurisdiction for disputes arising from this contract is Vienna.

(3) All agreements involving a change, supplement, or specification of these contract conditions must be made in writing.

(4) Should any provision of this contract be invalid or become invalid, this shall not affect the validity of the contract as a whole.

(5) This contract has been translated from the German original. In case of any discrepancies or doubts, the German original shall be legally binding.

Last updated: April 2026