Terms of Service

1. Scope of Application

These General Terms and Conditions (GTC) apply to all contracts concluded between OverStartup GmbH and its customers regarding the services offered on this website.

2. Contracting Party and Contract Formation

The contract is concluded between the user and:

OverStartup GmbH
SportPlatzWeg 19, 87471 Durach, Germany
Email: [email protected]
Phone: (+49) 1734395072

3. AI-Assisted Content and Transparency

OverStartup GmbH uses artificial intelligence (AI) as a tool to create some content on this website, including but not limited to blog posts, documentation, service descriptions, and marketing materials. We are committed to full transparency regarding our working methods:

• Human Oversight: All AI-generated content is reviewed, edited, validated, and approved by our experienced professionals before publication.
• Quality Assurance: We guarantee accuracy, relevance, and adherence to professional standards in all published content.
• Accountability: OverStartup GmbH assumes full responsibility for all content published on this website, regardless of the creation method used.
• Purpose of AI Use: AI is used to enhance efficiency, create more valuable content, and provide better information to our clients while maintaining human expertise and judgment.

By using this website, you acknowledge and accept our use of AI assistance in content creation.

4. Service Description

OverStartup GmbH offers professional services in the following areas:

• AI Software Development: Development of custom AI solutions, machine learning, natural language processing, computer vision, and AI integration into existing systems.
• Game Development: Conception, design, and development of mobile games, web games, desktop games, and multiplayer solutions.
• FOREX & Crypto Trading Tools: Development of trading bots, analysis tools, automated trading strategies, and portfolio management systems.
• SEO & Web Development: Search engine optimization, responsive web design, e-commerce solutions, content management systems, and digital marketing tools.

The exact service description, project scope, milestones, and delivery dates are defined in the individual project proposal or contract.

5. Prices and Payment

The prices result from the respective offer and can be agreed as a fixed price or on an hourly basis. All prices are subject to statutory value-added tax (currently 19% in Germany).

Payment terms:

• For projects under €5,000: Full payment after project completion, due within 14 days.
• For projects over €5,000: Down payment of 30% upon contract signing, 40% upon reaching defined milestones, 30% after project completion.
• On hourly basis: Monthly invoicing, due within 14 days after invoicing.
• Accepted payment methods: Bank transfer (SEPA), PayPal, Credit card.
• In case of late payment, default interest of 9% above the base rate will be charged.

6. Customer Cooperation Obligations

The customer is obligated to provide all information and documents necessary for the provision of services in a timely manner. The customer must immediately inform us of all circumstances relevant to the provision of services.

This includes in particular:

• Provision of access credentials, APIs, databases, and existing systems
• Timely feedback and approval at milestones (maximum 5 business days)
• Designation of a technically qualified contact person
• Conducting tests and acceptance within a reasonable time

Delays due to lack of customer cooperation lead to postponement of deadlines and may result in additional costs.

7. Project Duration and Deadlines

The project duration and milestones are defined in the individual project contract. Delivery dates are only binding if they have been expressly confirmed in writing as 'binding'.

Deadlines are extended appropriately in case of:

• Force majeure or unforeseen events
• Delays in customer cooperation
• Change requests that expand the original project scope
• Technical problems beyond our control

8. Acceptance and Acceptance Testing

After completion of a service or milestone, we notify the customer in writing. The customer then has 10 business days to review the service and either declare acceptance or communicate justified defects in writing.

If the customer does not provide feedback within this period or already uses the service productively, acceptance is deemed to have been tacitly granted. Minor defects that do not significantly impair functionality do not entitle refusal of acceptance.

9. Changes and Additional Services

Change requests that go beyond the originally agreed scope of services are billed separately. We create a separate offer for such changes with effort and cost details.

Changes may result in shifts in the project schedule and higher costs. The customer is informed of the impacts before implementing the changes and must approve them in writing.

10. Copyright and Usage Rights

All intellectual property rights (including copyrights, patents, trademarks, and know-how) to the works, software solutions, designs, and concepts created by us remain with OverStartup GmbH until full payment of all due amounts.

After full payment, the customer receives the following usage rights:

• Custom Software: Unlimited, worldwide, non-exclusive usage rights for the agreed purpose.
• Open-Source Components: Subject to the respective open-source licenses (MIT, GPL, Apache, etc.).
• Reusable Components: Generic code libraries and frameworks remain our property and may be reused in other projects.
• Source Code: Is only handed over after express written agreement.

The customer may not decompile, reverse engineer, or otherwise attempt to extract the source code unless expressly permitted by law.

11. Warranty and Defect Liability

We warrant that the services provided by us have the agreed quality and are suitable for the contractually assumed use. The warranty period is 12 months from acceptance.

In case of justified defect claims:

• We first have the right to rectification (bug fix, patch, update)
• If rectification fails after reasonable attempts, the customer may request reduction or withdrawal
• Defects must be reported in writing immediately after discovery
• Response time for critical errors: 24 hours (business days)

Excluded from the warranty are defects arising from improper use, changes by the customer or third parties, force majeure, or normal wear and tear.

12. Liability and Damages

Our liability is regulated as follows:

• Unlimited Liability: We are liable without limitation for intent, gross negligence, as well as for damages from violation of life, body, or health.
• Limited Liability: In case of slight negligence, we are only liable for the breach of essential contractual obligations. Liability in this case is limited to foreseeable, typical contractual damage, but at most to the value of the order.
• Liability Exclusion: Liability for lost profits, consequential damages, and indirect damages is excluded unless liability is mandatory.
• Data Loss: We assume no liability for data loss resulting from missing or insufficient data backup by the customer. The customer is obligated to perform regular backups.

Liability under the Product Liability Act remains unaffected.

13. Confidentiality and Secrecy

Both contracting parties undertake to treat all knowledge gained within the framework of the contractual relationship about business and operational secrets, technical processes, concepts, designs, and other confidential information of the other party strictly confidentially.

This obligation also applies after termination of the contract for a period of 3 years. Excluded are information that is publicly known or that was already known before the contract was concluded.

14. Data Protection and Data Processing

We process personal data in accordance with applicable data protection regulations, in particular the GDPR (EU General Data Protection Regulation). Insofar as we process personal data on behalf of the customer, we conclude a data processing agreement in accordance with Art. 28 GDPR.

The customer is responsible for the lawfulness of the collection and use of the data. You can find more information in our privacy policy at /privacy-policy.

15. Maintenance and Support

Maintenance and support services are not included in the standard price and are agreed separately. We offer the following support options:

• Basic Support: Email support, response time 48 hours (business days)
• Standard Support: Email and phone support, response time 24 hours, monthly updates
• Premium Support: 24/7 support, response time 4 hours, priority processing, regular updates and optimizations

16. Termination and Contract End

Project contracts end with the complete fulfillment of all services and payments. For ongoing services (e.g., maintenance, hosting), the following applies:

• Monthly contracts: Termination with 30 days notice to the end of the month
• Annual contracts: Termination with 3 months notice to the end of the contract
• The right to extraordinary termination for important reasons remains unaffected
• In case of payment delay of more than 30 days, we can terminate the contract without notice

In case of early termination by the customer, services already provided must be fully remunerated. Amounts already paid for services not yet provided will be refunded proportionally.

17. Force Majeure

We are not liable for non-performance or delayed performance of our obligations due to force majeure events. These include: natural disasters, war, terrorism, pandemics, strikes, cyber attacks, failure of critical infrastructure, or other events beyond our control.

18. Severability Clause

Should individual provisions of these GTC be or become invalid or unenforceable, the validity of the remaining provisions remains unaffected. The invalid provision is to be replaced by a valid one that comes closest to the economic purpose of the invalid provision.

19. Final Provisions

Changes and additions to these GTC require written form. This also applies to the change of this written form clause. The law of the Federal Republic of Germany applies excluding the UN Convention on Contracts for the International Sale of Goods (CISG).

Place of jurisdiction for all disputes arising from or in connection with this contract is, as far as legally permissible, Durach / Kempten, Germany. We are also entitled to sue the customer at their place of residence.