Effective as of: August 20, 2025
IMPORTANT: Intalos AI SaaS offer is currently in Alpha phase. All usage is at your own risk!
1. Preamble and Scope
1.1. Preamble
Intalos AI (hereinafter referred to as the “Provider”) is a company specializing in IT consulting services, implementation projects, and the provision of proprietary SaaS solutions. These Terms and Conditions govern all business relationships exclusively with commercial clients (B2B). Only commercial clients are allowed to use the Provider’s solutions. The Provider’s offer is not open to consumers or private end-users.
1.2. Scope of Application
These T&C apply to all contracts, offers, and services provided by the Provider to business entities (hereinafter referred to as the “Customer”).
2. Subject Matter of the Contract
2.1. Service Description
The Provider offers both IT consulting and implementation services as well as proprietary Software-as-a-Service (SaaS) solutions.
- IT Consulting and Implementation: Includes analysis, planning, conceptualization, and implementation of IT projects.
- SaaS Tools: Web-based software solutions made available for direct use by the Customer.
2.2. Service Differentiation
Unless expressly stated otherwise in a separate agreement, these T&C apply to both service categories. Deviations require written form.
3. Conclusion of Contract and Performance
3.1. Contract Formation
A contract is concluded upon the Provider’s offer and the Customer’s explicit acceptance, which may occur in writing, via email, or through the Provider’s online systems.
3.2. Performance of Services
The services are rendered according to the terms agreed upon in the contract. For consulting services, delivery may follow milestone approvals. SaaS tools become usable upon successful user onboarding and system access.
4. Prices, Payment Terms, and Remuneration
4.1. Pricing
All pricing and fees are specified in the respective individual agreement, quotation, or order form. Services are billed according to the agreed rates.
4.2. Payment Terms
Unless otherwise agreed, invoices are due for payment without deduction within 14 days of issuance. Statutory late payment interest may apply in case of default.
4.3. Invoicing
Invoicing takes place upon delivery of the service or based on contractual milestones. Additional costs (e.g., travel expenses for onsite consulting) will be invoiced separately.
5. Limitation and Exclusion of Liability
5.1. General Limitation of Liability
The Provider’s liability is limited to intent and gross negligence, unless otherwise required by law. Liability for minor negligence is excluded unless material contractual obligations (cardinal obligations) are affected.
5.2. Exclusion of Indirect Damages
Liability for indirect or consequential damages, such as loss of profits, business interruption, or loss of data, is excluded to the fullest extent permitted by law.
5.3. Specific Limitation for SaaS Services
The Provider delivers SaaS tools “as is.” Unless otherwise contractually agreed, the Provider offers “best effort” support without binding Service Level Agreements (SLAs). No guarantees are made for uninterrupted availability or error-free operation. Any claims arising from disruptions or outages are excluded to the extent legally permissible.
5.4. Intended Use and Prohibition of Misuse
The Customer acknowledges that the AI product and its associated chatbot features are provided solely for legitimate business purposes in accordance with the specifications and instructions provided by the Provider. The Customer agrees to use these services strictly for the intended lawful purposes and to refrain from any activity which may constitute misuse — this includes, without limitation, any use that violates applicable statutory regulations, export control, sanctions, or data protection regulations, or infringes on third party rights, or otherwise deviates from the intended operation of the product.
5.5. Obligation to Prevent Misuse
The Customer shall be responsible for ensuring that all employees, agents, or other authorized users who are granted access to the AI product and its chatbot features are adequately informed, trained, and monitored regarding the proper use of these services. The Customer agrees to implement appropriate internal control measures and technical safeguards to prevent any misuse.
5.6. Liability and Indemnification
In the event that misuse of the AI product or its chatbot features occurs—whether such misuse is due to intentional action or negligence by the Customer or any authorized user—the Customer shall be liable for all damages, losses, expenses, and costs incurred by the Provider as a direct or indirect consequence of such misuse. These costs include, but are not limited to, expenses for system remediation, forensic investigations, legal fees, and any regulatory fines or penalties imposed. The Customer further agrees to indemnify and hold the Provider harmless from any claims, actions, or proceedings brought by third parties as a result of such misuse. This provision shall apply to the extent permitted by law and without prejudice to the Provider’s rights arising from intent or gross negligence.
5.7. Cost Responsibility in Cases of Misuse
The Customer shall bear full responsibility for all charges, fees, and costs arising from the use of the AI product, including any additional costs attributable to misuse or abnormal usage patterns. This obligation remains in effect even if the incurred costs exceed those normally anticipated under regular operational circumstances.
5.8. Limitation Period
Warranty and liability claims shall lapse within the shortest legally permissible limitation period unless otherwise mandated by statutory law.
5.9 Force Majeure
Neither party shall be liable for non-performance of contractual obligations caused by events beyond their reasonable control, including natural disasters, strikes, internet or power outages, or governmental actions.
6. Warranty and Support
6.1. Warranty
The Provider warrants that services are rendered in accordance with the contract. Statutory warranty rights apply unless otherwise agreed.
6.2. Support
For SaaS services, support is provided on a “best effort” basis. No binding response times or guaranteed service levels apply unless explicitly stated in a separate SLA or agreement.
7. Usage Rights and Intellectual Property
7.1. License Grant
The Customer is granted a non-exclusive, non-transferable, non-sublicensable, revocable right to use the SaaS tools for the agreed purpose and term. No further rights are granted without explicit written agreement.
7.2. Retention of Ownership
All intellectual property rights in the software, documentation, and other deliverables remain exclusively with the Provider. The Customer shall respect and protect these rights.
The provision of SaaS services shall be limited to access via the internet; no transfer of source code or ownership shall take place.
7.3. Usage Restrictions
Use of the services is limited to the scope defined in the contract. Misuse, reverse engineering, sublicensing, or unauthorized data access is strictly prohibited.
7.4 Brand usage
You are not allowed to use Intalos or Intalos AI name and logo without our consent.
8. Data Protection and Cybersecurity
8.1. Data Protection
The Provider processes all Customer data in accordance with applicable data protection laws, including the EU General Data Protection Regulation (GDPR). A separate privacy policy applies.
The Customer shall be solely responsible for the accuracy of the data entered.
8.2. Cybersecurity Measures
The Provider commits to implementing and maintaining appropriate technical and organizational measures in accordance with established security standards to protect the confidentiality, integrity, and availability of data processed via the AI product and associated services. The Provider will continuously review and adjust these measures in response to evolving cybersecurity threats.
8.3. Limitation of Liability
Notwithstanding the cybersecurity measures described above, the Provider shall not be liable for damages resulting from cybersecurity breaches—including, but not limited to, data breaches, hacking incidents, or unauthorized access—except in cases of gross negligence or intentional misconduct. In any event, liability for indirect, consequential, or incidental damages arising from such breaches is excluded to the fullest extent permitted by German law.
8.4. Customer Obligations
The Customer is responsible for ensuring that its own IT infrastructure and security measures, including those applicable to the integration or interfacing with the Provider’s AI product, are appropriate and up-to-date. The Customer shall promptly implement all recommended security measures provided by the Provider and immediately notify the Provider of any security incidents or breaches on its side that may affect the overall cybersecurity of the services.
Access credentials shall be kept strictly confidential and not disclosed to third parties.
8.5. Notification and Cooperation
In the event of a suspected or confirmed cybersecurity breach affecting the Provider’s services, the Provider will notify the Customer without undue delay. Both parties agree to cooperate fully in the investigation, mitigation, and resolution of the breach. The Provider’s cooperation in such cases is limited to its role as a service provider and remains subject to the liability limitations set forth in these Terms and Conditions.
8.6. Force Majeure
The Provider’s liability in relation to cybersecurity breaches is further limited in the event that the breach results from a force majeure event—such as large-scale or sophisticated cyberattacks—despite the Provider’s implementation of all commercially reasonable security measures. In such cases, the Provider shall not be held accountable for the breach or its consequences.
9. Contract Term, Termination, and Effects
9.1. Contract Duration
The duration of each agreement is specified in the individual contract. In the absence of such a clause, statutory provisions apply.
9.2. Termination
Either party may terminate the agreement to the end of every calendar month. The right to extraordinary termination for cause remains unaffected.
9.3. Consequences of Termination
Upon termination, both parties shall return or delete all confidential information and data. Services already provided remain payable according to the agreement.
10. Confidentiality and Non-Compete
10.1. Confidentiality
Both parties agree to treat all confidential information obtained during the business relationship as strictly confidential and to use it only for purposes of fulfilling the contract.
10.2. Non-Compete and Fair Use
The Customer shall refrain from using any acquired know-how or systems in ways that unfairly compete with or harm the legitimate interests of the Provider.
11. Final Provisions
11.1. Severability
If any provision of this agreement is or becomes invalid, the validity of the remaining provisions shall remain unaffected. The parties agree to replace the invalid provision with a valid provision that most closely reflects the economic intent of the original clause.
11.2. Applicable Law and Jurisdiction
These Terms and all contractual relationships are governed by the laws of the Federal Republic of Germany. The place of jurisdiction for all disputes arising from this agreement shall be Munich, Germany, to the extent legally permissible.
11.3. Amendments and Updates
Amendments or supplements to these Terms require written form. This also applies to changes to the written form requirement. These Terms and Conditions may be amended or updated from time to time. The current version will always be published on this webpage, and it is the Customer’s responsibility to review the latest version regularly. Any changes will become effective upon publication, and continued use of the Provider’s services after such updates shall constitute acceptance of the revised Terms and Conditions.