Special conditions for the use of IDA (SaaS)

Version of 9 August 2026

This is a courtesy translation. The contract language is German, and the legally binding version of these conditions is the German one:Allgemeine Geschäftsbedingungen. In the event of any discrepancy, the German wording prevails.

§ 1 Scope

These special conditions apply to the provision and use of the software IDA as software as a service (SaaS) by S³ IT GmbH (S³ IT) towards entrepreneurs within the meaning of section 14 of the German Civil Code. The general terms and conditions of S³ IT apply in addition; in the event of conflict, these special SaaS conditions prevail. Conflicting terms of the customer are rejected.

§ 2 Subject matter / description of services

S³ IT provides IDA to the customer for use over the internet (rented software, sections 535 et seq. of the German Civil Code) and operates the necessary infrastructure in Germany. The scope of functions follows from the applicable service description and includes, among other things, ticket handling, tasks, calendar, inventory, contracts, time tracking, reporting and a wiki, as well as commercial functions (quotes, orders, delivery notes, invoices including electronic invoice formats, warehouse management, purchasing, payment handling and accounting preparation with export). The commercial area can be deactivated for the customer tenant on request. S³ IT owes the provision of the software, not any particular commercial or legal outcome of the results produced with it.

§ 3 Changes to services and further development

S³ IT develops IDA continuously. New functions and modules are provided within the existing contract and at no additional charge, unless expressly marked as a paid extra. S³ IT is entitled to develop the scope of services further and to change or discontinue individual, non-essential functions with reasonable notice, provided the core contractual benefit is preserved. If the scope of services is materially reduced to the disadvantage of the customer, the customer has an extraordinary right of termination.

§ 4 Free trial

IDA can be tried free of charge for 30 days without providing a payment method. The trial ends automatically; a paid contract only comes about through an express order. During the trial there is no claim to availability or to data retention beyond the end of the trial.

§ 5 Rights of use

For the term of the contract the customer receives a simple, non-exclusive, non-transferable right to use IDA within the agreed scope (named and/or pool licences). Transfer to third parties or use beyond the licences booked is not permitted.

The scope of use includes a storage allowance of 5 GB per licence booked (named or pool) for uploaded attachments and files. A customer allowances are combined into one overall allowance. When the overall allowance is reached, further uploads may be restricted until storage is released or additional licences are booked; retrieval of content already stored is unaffected. S³ IT may increase the allowance in individual cases.

§ 6 Permitted use

The customer uses IDA only within the applicable law. Prohibited in particular are: storing or distributing unlawful content; impairing the integrity, security or availability of the platform; circumventing usage restrictions; reverse engineering, decompiling or reproducing the software beyond the limits mandated by law; and passing on credentials. A pool licence may be used by only one person at a time.

§ 7 Customer obligations to cooperate

The customer is responsible for the accuracy and completeness of the data and configuration they enter. In particular the customer is obliged to check documents and results produced by the system - namely invoices, commercial documents, reports and data relevant to tax or accounting - for accuracy and completeness before using, passing on, sending or posting them. Credentials must be kept confidential.

This duty to check also applies to data generated automatically or taken from connected systems - in particular quantities, prices, terms, billing cycles, tax rates and the document and subscription lines formed from them. The customer notifies S³ IT of any discrepancy identified without delay in text form and does not use the function concerned for billing unchecked until the matter is clarified.

§ 8 Responsibility for content and documents produced

(1) IDA merely provides the technical functions for creating tickets, reports and commercial documents (invoices, for instance). The customer alone is responsible for the substantive, arithmetical, fiscal and legal accuracy of the data they enter and of the documents produced from it. S³ IT provides no tax, legal or accounting advice and owes no review of content created by the customer. Liability for damage based on incorrect or incomplete customer input, on an incorrect configuration or on the failure to check documents produced is excluded to the extent permitted by law.

(2) IDA can take over data from third-party or supplier systems connected by the customer and form proposals, document lines and recurring billing from it (subscription reconciliation, for instance). Those results are proposals offered as support; their accuracy depends on the availability, currency and correctness of the source systems and on the customer configuration (mappings, prices, cycles, tax keys). Before release, dispatch or posting they must be checked by the customer. S³ IT is not liable, to the extent permitted by law, for deviations of the source systems or for damage that would have been identifiable and avoidable in the check owed - in particular services billed too low or too high towards the customer own customers.

(3) If the customer fails to carry out the check owed under § 7 or to notify without delay, this is to be taken into account as reducing any claim for damages (section 254 of the German Civil Code). The liability provisions in §§ 20 and 21 remain unaffected.

§ 9 Tax retention and archiving (GoBD)

IDA does not provide audit-proof or GoBD-compliant archiving. The customer alone is responsible for complying with their retention and record-keeping obligations under tax and commercial law - in particular the GoBD, section 147 of the German Fiscal Code and section 257 of the German Commercial Code. The customer is obliged to export documents relevant under tax or commercial law that are produced with IDA (invoices, for instance) in a suitable form and to retain them outside IDA in a legally compliant and audit-proof manner.

§ 10 Remuneration and billing

Remuneration depends on the licence type chosen (named user or pool licence) and the price applicable at the time. All prices are net, plus statutory VAT at the applicable rate. At least three named licences must be booked per contract. The price includes a monthly, shared allowance of tickets. A ticket within the meaning of these conditions is a case or a commercial document with its own document number (in particular a quote, order confirmation, delivery note, invoice, cancellation, credit note or service report). What is counted are the tickets newly created in the respective billing month; documents migrated from a legacy system and follow-up versions of the same quote are not counted. Tickets beyond that are billed by usage in arrears and are limited to at most 50 % of the running licence cost (fair-use cap). Unused allowances expire at the end of the month. Only active users are billed. The customer receives an invoice in text form. Payment is made either by SEPA direct debit on the basis of a mandate granted or by bank transfer against an invoice; the payment method is determined when the contract is concluded. The licence fee is billed in advance, usage-based tickets in arrears for the period just ended. Extras ordered separately (support packages, for instance) are billed once.

Where payment is made by SEPA direct debit, the customer grants S³ IT a SEPA direct debit mandate. The mandate reference is communicated separately. The invoice also serves as the pre-notification and states the amount, mandate reference and collection date;the pre-notification period is shortened by mutual agreement to two banking days before the collection date. The customer ensures the account is funded. Costs of a returned debit for which the customer is responsible are borne by the customer; the right to claim further damages remains unaffected.

VAT and the customer place of business. Customers established in another member state of the European Union must provide a valid VAT identification number; the service is then billed without German VAT under the reverse charge procedure (section 13b of the German VAT Act). Without a valid VAT identification number a contract cannot be concluded from another EU country. For customers outside the SEPA area, payment by direct debit is excluded; billing takes place against advance payment.

§ 11 Price adjustment

S³ IT is entitled to adjust the remuneration with six weeks notice, effective from the start of a billing period. The adjustment is communicated to the customer in text form. If the remuneration increases, the customer has a special right of termination effective when the increase takes effect; if the customer does not terminate in time, the adjustment is deemed accepted. The notification points this out.

§ 12 Late payment and suspension

If the customer is in default of payment, S³ IT sends a reminder in text form. If the amount is still not settled, S³ IT may suspend access to IDA; at least 3 days lie between the reminder and the suspension. The claim to remuneration remains unaffected. If the outstanding amounts are not settled, the data is deleted from the production systems14 days after suspension. Before deletion the customer is warned separately in text form, stating the deletion date. A later restoration from backup copies may be attempted in individual cases against reimbursement of costs, as long as corresponding backup copies exist; there is no claim to it. If payment is made before that period expires, access is reactivated.

§ 13 Availability, maintenance and support

S³ IT endeavours to keep IDA highly available but does not owe uninterrupted availability. Planned maintenance is announced where possible and scheduled at times of low use. Periods of force majeure and disruptions outside the responsibility of S³ IT (at the customer, at their internet access or at third-party providers) do not count as unavailability. The scope of support and any availability and response times follow from the service description.

§ 14 Data backup

S³ IT performs regular, encrypted backups of the data stored on the platform. This does not release the customer from the obligation to additionally secure data important to them on their own responsibility, using the export functions provided.

§ 15 Rights in customer data

The data entered by the customer and processed for them remains their property. S³ IT receives only the rights of use and processing necessary to perform the contract and does not pass that data to third parties for its own purposes.

§ 16 Data protection and processing on instruction

Where S³ IT processes personal data on behalf of the customer in providing the services, the parties conclude a data processing agreement under Article 28 GDPR. In all other respects the privacy policy applies.

§ 17 Third-party services, integrations and subprocessors

S³ IT may use subprocessors to provide the services (hosting providers in Germany, for instance). If the customer connects third-party systems (monitoring, inventory, ERP, directory or remote support solutions, for instance), this presupposes that they operate those systems themselves and hold the necessary licences. S³ IT accepts no liability for the availability, accuracy or security of such third-party systems or for the data provided through them.

§ 18 AI-assisted functions

Where IDA provides functions based on automated processing or artificial intelligence (suggested solutions or summaries, for instance), their results serve as support only and are non-binding. They do not replace a professional review by the customer; no warranty is given as to accuracy, completeness or fitness for purpose.

§ 19 Defects

The parties agree that, according to the state of the art, software cannot be created entirely free of errors; S³ IT does not owe freedom from errors but software suitable for contractual use. In all other respects the provisions of tenancy law apply, subject to the following: liability of S³ IT irrespective of fault for defects already present at the conclusion of the contract (section 536a(1) alternative 1 of the German Civil Code) is excluded. Insignificant impairments of suitability are disregarded. The customer reports defects without delay and supports S³ IT in narrowing them down.

§ 20 Liability for defects / damages

(1) S³ IT is liable in accordance with statutory provisions where the customer asserts claims for damages based on intent or gross negligence, including intent or gross negligence of the representatives or vicarious agents of S³ IT. Where S³ IT is not charged with an intentional breach of contract, liability for damages is limited to the foreseeable damage typically occurring.

(2) S³ IT is liable in accordance with statutory provisions where S³ IT culpably breaches a material contractual obligation; in that case, however, liability for damages is limited to the foreseeable damage typically occurring.

(3) Where the customer is entitled to compensation for damage in lieu of performance, liability of S³ IT is likewise limited, within the preceding paragraphs, to compensation for the foreseeable damage typically occurring.

(4) Liability for culpable injury to life, body or health remains unaffected; the same applies to mandatory liability under the German Product Liability Act.

(5) Unless provided otherwise above, liability is excluded.

§ 21 Overall liability

(1) Liability for damages beyond that provided for in § 20(3) is excluded, irrespective of the legal nature of the claim asserted. This applies in particular to claims for damages arising from fault at the conclusion of the contract, from other breaches of duty or from tortious claims for compensation for property damage under section 823 of the German Civil Code.

(2) The limitation under paragraph 1 also applies where the customer claims compensation for futile expenditure instead of compensation for damage in lieu of performance.

(3) Where liability for damages towards S³ IT is excluded or limited, this also applies to the personal liability for damages of its officers, employees, staff, representatives and vicarious agents.

(4) Liability of S³ IT for damage based on simple negligence is limited in amount: per occurrence and for all occurrences in a contract year taken together, to the remuneration the customer paid for the use of IDA in the twelve months before the event causing the damage (annual remuneration). This monetary limitation does not apply in cases of intent or gross negligence, culpable injury to life, body or health, claims under the German Product Liability Act, or to the extent of a guarantee expressly assumed by S³ IT.

§ 22 Force majeure

Events of force majeure - including natural events, strikes, lock-outs, official measures, large-scale disruptions of the internet or the energy supply, and attacks by third parties (DDoS, for instance) - release S³ IT from its obligation to perform for their duration. There is no liability for unavailability caused by them.

§ 23 Confidentiality

The customer is obliged to keep secret indefinitely all information made accessible to them in connection with deliveries by S³ IT that is clearly identifiable from the circumstances as a trade or business secret of S³ IT and is to be treated confidentially, and - unless necessary to achieve the purpose of the contract - neither to record it nor to pass it on to third parties or exploit it in any way.

§ 24 Reference

S³ IT is entitled to name the customer as a reference, stating their name and logo. The customer may object at any time in text form, with effect for the future.

§ 25 Term, termination and return of data

The contract runs for an indefinite period and may be terminated monthly to the end of the month, unless agreed otherwise. The right to extraordinary termination for good cause remains unaffected. Notices of termination require text form.

On termination of the contract or the subscription, access to IDA is suspended immediately; further use and sign-in are no longer possible. The customer data is kept for a further period of 14 days and can be handed over on request in a common format within that period. After that period the data is deleted from the production systems. A later restoration from backup copies may be attempted in individual cases against reimbursement of costs, as long as corresponding backup copies exist; there is no claim to it. Once the retention period of the backup copies has expired, restoration is impossible. Statutory retention obligations remain unaffected. It is therefore the responsibility of the customer to export the data they need in good time before termination.

§ 26 Prohibition of assignment

The assignment of claims against S³ IT to third parties is excluded unless S³ IT has expressly consented to the assignment. Unless the claims are generally non-assignable (warranty claims), consent is to be granted if the customer demonstrates material interests that outweigh the interest of S³ IT in maintaining the prohibition of assignment. S³ IT is entitled to engage suitable third parties to perform the contract.

§ 27 Changes to these conditions

S³ IT may amend these conditions with effect for the future where this is necessary for good reason (a change in the law or case law, an extension of the scope of services) and the customer is not unreasonably disadvantaged as a result. Changes are communicated to the customer in text form six weeks before they take effect. If the customer does not object within six weeks, the changes are deemed accepted; the notification points this out. If the customer objects in time, both parties have a right of termination.

§ 28 Applicable law and final provisions

(1) The law of the Federal Republic of Germany applies to these conditions and to the entire legal relationship between S³ IT and the customer, excluding the UN Convention on Contracts for the International Sale of Goods. Where the customer is a merchant within the meaning of the German Commercial Code, a legal person under public law or a special fund under public law, the place of jurisdiction for all disputes arising directly or indirectly from the contractual relationship is the registered office of S³ IT. S³ IT is, however, entitled to sue the customer at any other place of jurisdiction. The registered office of S³ IT is also the place of performance.

(2) Should individual provisions of these conditions be or become invalid, or should they contain a gap, the parties undertake to enter into negotiations with the aim of replacing or supplementing the invalid or incomplete provision with an appropriate individual agreement that corresponds as closely as possible to the economic purpose of the intended provision. The validity of the remaining provisions is unaffected.

§ 29 Anti-corruption

Cooperation between the customer and S³ IT shall be based on objective and comprehensible criteria and must not be improperly influenced by granting or accepting personal benefits such as inappropriate gifts or inappropriate invitations. The customer will therefore not offer or grant employees of S³ IT any personal benefits intended or suited to influence business transactions and decisions improperly. The customer will also oblige their employees not to offer, grant or demand such benefits.

Questions: info@idahub.de