Terms of Service

1. Scope

These terms apply to contracts with the sole proprietorship trading as Nexuri in Germany. The contracting party is the proprietor identified in the legal notice (“Nexuri”). The terms cover software, web and mobile development, cloud and DevOps, AI, data engineering, consulting, hosting, maintenance and support. Services are offered only to business customers within the meaning of § 14 German BGB and public-law entities. Customer terms apply only with Nexuri’s express agreement.

2. Conclusion of contract

Quotes issued by Nexuri are valid for 30 days from the quote date unless stated otherwise. A contract is concluded upon written acceptance of the quote (email suffices) or upon order confirmation by Nexuri. The scope of services is defined by the service description in the respective quote.

3. Performance

Nexuri performs its services in line with the current state of technology and with the care of a professional service provider. Unless agreed otherwise, Nexuri is free in its choice of technologies, tools and personnel and may use subcontractors, for whose performance Nexuri is liable as for its own. Deadlines are binding only if expressly agreed as binding.

4. Customer obligations

The customer shall provide in good time all information, content, access and approvals required for performance and shall name a contact person authorised to make decisions. If performance is delayed due to missing or late cooperation, agreed deadlines shift accordingly; additional effort caused thereby may be charged at the agreed hourly rates.

5. Fees and payment

The prices and VAT treatment stated in the quote apply. VAT is charged only where legally payable. Where a transaction qualifies for the exemption under § 19 German UStG, no VAT is shown. Cross-border services are treated under the applicable tax rules.

Unless agreed otherwise, fixed-price projects are invoiced 40% upon order, 30% at the project midpoint as defined in the quote, and 30% upon acceptance. Time-and-material, retainer and hosting services are invoiced monthly. Invoices are payable within 14 days of the invoice date without deduction. In the event of late payment, Nexuri may suspend further performance after prior notice.

6. Acceptance

After completion of work requiring acceptance, Nexuri requests acceptance and sets a reasonable deadline. Acceptance and any deemed acceptance follow § 640 German BGB. Immaterial defects do not justify refusing acceptance; valid defect claims remain unaffected.

7. Rights of use

Upon full payment of the agreed fees, the customer receives the exclusive, perpetual, worldwide, transferable right to use, modify and further develop the work results created individually for the customer. Pre-existing tools, libraries and reusable components of Nexuri remain Nexuri’s property; the customer receives a non-exclusive, perpetual right to use them within the scope of the contract. Open-source components are governed by their respective licences.

8. Warranty

Nexuri warrants that the work results conform to the agreed service description at the time of acceptance. The statutory limitation periods apply to claims for defects. During the first 30 days after go-live, Nexuri remedies defects attributable to its implementation free of charge. Nexuri may remedy defects, at its option, by rectification or re-performance.

9. Liability

Liability is governed by the statutory provisions, including liability for intentional conduct and negligence, injury to life, body or health and mandatory statutory liability. Individually agreed service descriptions and valid contractual agreements remain applicable.

10. Hosting, maintenance and support

Hosting, maintenance and support services are provided according to the package agreed in the quote. Unless agreed otherwise, hosting contracts have a minimum term of 12 months and may thereafter be terminated with one month’s notice to the end of a month. Availability targets, response times and included services follow from the respective package. Planned maintenance windows are announced in advance and do not reduce availability. Unused retainer hours may be carried over for one month and lapse thereafter.

11. Confidentiality and references

Both parties shall treat the other party’s confidential information as strictly confidential and use it only for the performance of the contract. This obligation survives the end of the contract for three years. Customer names, logos and details of the cooperation are published as references only with the customer’s prior consent.

12. Data protection

Nexuri processes personal data in accordance with the General Data Protection Regulation (GDPR). Production workloads run on AWS infrastructure in EU regions. Where Nexuri processes personal data on behalf of the customer, the parties conclude a data processing agreement pursuant to Art. 28 GDPR, including any safeguards required for transfers to third countries. Details are set out in the privacy policy.

13. Force majeure

Events of force majeure that materially impede or prevent performance entitle both parties to postpone the fulfilment of their obligations for the duration of the impediment plus a reasonable restart period. If the impediment lasts longer than three months, either party may withdraw from the unperformed part of the contract.

14. Final provisions

German law applies, excluding the UN Convention on Contracts for the International Sale of Goods. Jurisdiction follows the statutory rules. A different jurisdiction agreement is made only where legally permitted, in particular under § 38 German ZPO. Invalid clauses do not affect the remaining terms and are replaced by the statutory provisions. Individually negotiated agreements take precedence.