Terms of Service

(1) Scope

(2) Applicability to Entrepreneurs

These Terms are primarily directed at entrepreneurs within the meaning of Section 14 of the German Civil Code (BGB). An entrepreneur is any natural or legal person or partnership with legal capacity who, when concluding a legal transaction, acts in the exercise of their commercial or independent professional activity.

(3) Applicability to Consumers

To the extent consumers within the meaning of Section 13 of the German Civil Code (BGB) (natural persons who conclude legal transactions for purposes that can predominantly be attributed neither to their commercial nor their independent professional activity) become contractual partners, the special provisions for consumers in these Terms, particularly the regulations on the right of withdrawal in § 7, apply additionally.

(4) Deviating Conditions

Deviating, conflicting or supplementary general terms and conditions of the Customer will only become part of the contract if and to the extent that we have expressly agreed to their applicability in writing. This consent requirement applies in any case, even if we perform the service without reservation with knowledge of the Customer's terms and conditions.

(5) Definitions

(1) Description of Services

The subject matter of the contract is the granting of a license to use the Software "nextsaas.ai Kit" according to the license model chosen by the Customer. The Software serves as a starting point for the development of custom SaaS applications (Software as a Service).

(2) License Models

(3) Scope of Services

The exact scope of services is determined by the product description valid at the time of contract conclusion on the Provider's website and the documentation provided to the Customer upon delivery.

(4) Updates

All license models include lifetime updates of the Software. An update is defined as the provision of bug fixes, security patches and functional improvements to the existing boilerplate. The Provider is not obligated to provide new features or extensions.

(1) Offer and Acceptance

The presentation of the Software on the Provider's website does not constitute a legally binding offer, but rather an invitation to place an order. By submitting the order through the checkout, the Customer makes a binding offer to conclude a license agreement.

(2) Payment Processing via Lemon Squeezy

(3) Contract Confirmation

(4) Storage of Contract Text

The Provider does not store the contract text. The Customer can print or save these Terms before submitting the order. The order data will be sent to the Customer via email.

(5) Contract Language

The contract is concluded in German language. An English translation is provided; in case of doubt, the German version shall prevail.

(1) Price Information

All prices stated on the Provider's website are understood as net prices in Euro (EUR) plus the applicable statutory sales tax. The final sales tax is calculated and displayed in the Lemon Squeezy checkout based on the Customer's location.

(2) Price Changes

The Provider reserves the right to change prices at any time. The Customer is charged the price displayed at the time of the order. Already purchased licenses are not affected by price changes.

(3) Due Date

The purchase price is due immediately upon order. Payment is made through the payment methods offered by Lemon Squeezy (e.g. credit card, PayPal).

(4) Payment Default

If the Customer defaults on payment, the Provider is entitled to demand default interest at a rate of 9 percentage points above the respective base rate (Section 288 (2) of the German Civil Code (BGB)). The assertion of higher damages for default remains reserved.

(5) Set-off and Retention

The Customer may only set off undisputed or legally established claims. The Customer may only exercise a right of retention to the extent that it is based on the same contractual relationship.

(1) Type of Delivery

The Software is provided exclusively digitally. There is no physical delivery.

(2) Delivery Time

After successful payment, the Customer receives the access credentials to the Software typically within 24 hours via email. The automatic provision usually occurs immediately after receipt of payment. Delays may occur due to manual reviews or technical disruptions.

(3) Form of Provision

(4) Customer Cooperation Obligations

(5) Transfer of Risk

Upon provision of the access credentials via email, the risk of accidental loss and accidental deterioration passes to the Customer.

(1) Basic Right of Withdrawal

Consumers generally have a right of withdrawal for distance contracts according to the following provisions.

(2) Withdrawal Instructions

(3) Premature Expiry of the Right of Withdrawal for Digital Content

(4) Model Withdrawal Form

(5) No Right of Withdrawal for Entrepreneurs

Customers who act as entrepreneurs within the meaning of Section 14 of the German Civil Code (BGB) do not have a statutory right of withdrawal.

(1) Grant of Usage Rights

Upon full payment of the purchase price, the Provider grants the Customer a simple (non-exclusive), non-transferable, perpetual right to use the Software. The scope of the usage right depends on the license model purchased according to § 2 (2).

(2) Permitted Use

(3) Prohibited Use

(4) Ownership and Copyright

The Software is licensed, not sold. The Provider retains all rights, title and interest in the Software, including all intellectual property rights. This contract does not grant the Customer any rights to trademarks or service marks of the Provider.

(5) Confidentiality

(6) Open Source Components

The Software may contain open source components subject to their own licenses. A list of these components and associated licenses is provided to the Customer in the Software documentation. The use of these components is governed by the respective open source licenses.

(1) Scope of Support

(2) Exclusions from Support

(3) Support Channels by License Model

(4) Response Times

The Provider endeavors to respond to support requests via email within seven (7) business days. There is no entitlement to compliance with specific response times.

(5) Support Decision

The Provider reserves the right to decide on a case-by-case basis whether a request falls within the scope of support. This decision is made at reasonable discretion.

(1) Condition of the Software

The Software is delivered in the condition as described on the Provider's website at the time of contract conclusion. A specific condition is only owed to the extent expressly agreed upon.

(2) Obligation to Inspect and Give Notice of Defects (Entrepreneurs Only)

For entrepreneurs: The Customer is obligated to immediately inspect the Software upon receipt for obvious defects and to report detected defects in writing or via email within fourteen (14) days of discovery. If this obligation is breached, the Software is deemed approved.

(3) Warranty Rights

In the event of a defect, the Provider is entitled at its option to subsequent performance by remedying the defect (repair) or delivery of a defect-free item (replacement delivery). If subsequent performance fails, the Customer may at their option demand a reduction of the purchase price or withdraw from the contract.

(4) Warranty Period

(5) Exclusion of Warranty

(1) Unlimited Liability

(2) Liability for Slight Negligence

In cases of slight negligence, the Provider is only liable for breach of an essential contractual obligation (cardinal obligation). Essential contractual obligations are those whose fulfillment enables the proper performance of the contract in the first place and on whose compliance the Customer may regularly rely. In this case, liability is limited to the typical, foreseeable damage.

(3) Maximum Liability

In the cases of paragraph 2, the Provider's liability is limited to the amount of the license price paid by the Customer.

(4) Exclusion of Liability

Any further liability of the Provider, particularly for indirect damages, consequential damages, lost profits, data loss or business interruption is – to the extent legally permissible – excluded.

(5) Application Results

The Provider assumes no liability for the commercial success of applications created with the Software by the Customer. The Software serves as a development foundation; the Customer alone bears the risk of business success.

(6) Liability for Third Parties

The Provider assumes no liability for services of third-party providers whose services are integrated or recommended in the Software (e.g., Clerk, Supabase, Lemon Squeezy, Vercel). The use of these services is at the Customer's own responsibility and subject to the terms of use of the respective third-party providers.

(1) License Duration

The license is granted for an indefinite period (lifetime). An ordinary termination of the license by the Provider is excluded.

(2) Extraordinary Termination

(3) Consequences of Termination

(1) Reference to Privacy Policy

Information on the processing of personal data can be found in the Provider's privacy policy at https://nextsaas.ai/privacy.

(2) Data Processing in the Contractual Relationship

The Provider processes the Customer's personal data (e.g., name, email address) for contract fulfillment, provision of updates and support, and communication within the framework of the contractual relationship.

(3) Data Processing by Lemon Squeezy

As part of payment processing, personal data is transmitted to Lemon Squeezy. Data processing by Lemon Squeezy is governed by their privacy policy.

(1) Right to Amend

The Provider reserves the right to change these Terms with effect for the future, to the extent this is reasonable for the Customer considering the Provider's interests.

(2) Notification

Changes will be communicated to the Customer via email. The changed terms are deemed approved if the Customer does not object within thirty (30) days after receipt of the notification of changes. The Provider will specifically point out this legal consequence in the notification of changes.

(3) Material Changes

For material changes affecting the main performance obligations or the price-performance ratio, the change requires the express consent of the Customer.

(4) No Retroactive Effect

Changes to the Terms have no effect on already concluded contracts, unless the Customer expressly consents to the applicability.

(1) Applicable Law

The law of the Federal Republic of Germany applies, excluding the UN Convention on Contracts for the International Sale of Goods (CISG). For consumers, this choice of law only applies to the extent that it does not deprive them of mandatory consumer protection provisions of the country in which the consumer has their habitual residence.

(2) Jurisdiction for Entrepreneurs

If the Customer is an entrepreneur, a legal entity under public law, or a special fund under public law, the exclusive place of jurisdiction for all disputes arising from or in connection with this contract is Munich, Germany. However, the Provider is entitled to sue the Customer at their general place of jurisdiction.

(3) Jurisdiction for Consumers

For disputes with consumers, the statutory place of jurisdiction applies.

(1) Severability Clause

Should individual provisions of these Terms be or become wholly or partially invalid, this shall not affect the validity of the remaining provisions. The invalid provision will be replaced by a valid one that comes closest to the economic purpose of the invalid provision.

(2) Written Form

Amendments or supplements to this contract require text form for validity (email is sufficient). This also applies to waiving this written form requirement.

(3) Entire Agreement

These Terms together with the product description at the time of purchase and the license terms (LICENSE file) constitute the entire agreement between the Provider and the Customer and supersede all prior agreements, promises and declarations.

(4) No Assignment

The Customer may not assign rights and obligations under this contract to third parties without prior written consent of the Provider.

(5) No Employment Relationship

This contract does not create an employment relationship, partnership or joint venture between the Provider and the Customer.

(1) EU Dispute Resolution

The European Commission provides a platform for online dispute resolution (OS): https://ec.europa.eu/consumers/odr/

(2) Participation in Dispute Resolution Proceedings

The Provider is neither willing nor obligated to participate in dispute resolution proceedings before a consumer arbitration board.