Coreby OffGROUND

Legal

Terms and Conditions for Core

Version 1.0 · Status: October 2026 (Stand: Oktober 2026)

Only the German text is legally binding. This English version is a convenience translation.

1 Scope

1.1 These terms apply to every contract for the use of Core between OFFGROUND, Inh. Danijel Radulovic, Sallerweg 22, 81476 München, Germany ("OFFGROUND") and you ("customer", "you"). Core is a web application for managing clients, projects, time and finances, with chat and video calls. OFFGROUND provides it as a hosted service (software as a service).

1.2 The offer is directed at customers based or resident in a member state of the European Union. OFFGROUND serves consumers only in the countries that the sign-up page offers for them; otherwise the offer is directed at businesses only.

1.3 The terms apply to businesses (§ 14 BGB) and consumers (§ 13 BGB). Section 15 applies to consumers only and prevails where it provides otherwise.

1.4 Your own terms apply only if OFFGROUND confirms them in writing. These terms also apply to future contracts with you.

1.5 The data processing agreement (DPA) with its annexes and, for consumers, the withdrawal notice are also part of the contract. For pilot customers, the pilot terms agreed in writing prevail.

2 Service

2.1 OFFGROUND provides you with your own installation of Core, separate from other customers, on servers in the European Union and keeps it operational. You use it through the browser.

2.2 The scope of functions follows from the service description on the website and in Core at the time of contract. OFFGROUND may develop and change Core as long as the scope of functions remains essentially intact. Section 15.5 applies to consumers.

2.3 Core is a tool, not legal or tax advice. This also applies to invoices, e-invoices, tax rates, contracts, templates and accounting exports. You check them yourself or have them checked legally and for tax purposes.

2.4 OFFGROUND owes proper provision of Core, but not economic success such as revenue, orders, clients or rankings. Automatically generated content, such as transcripts and call notes, may contain errors. You check it.

2.5 You can connect third-party services, for example Google or Microsoft for sign-in and calendar. Their terms apply to them. OFFGROUND is not responsible for their availability or changes.

2.5a Email import: For importing emails you receive your own import address. Emails to this address pass through a central OFFGROUND mailbox at webgo in Germany. OFFGROUND checks every email on its own server with a virus scanner and a block list and hands clean emails to your installation. Emails with a virus, blocked files or over the size limit are held, your admins are notified, and OFFGROUND deletes them after 14 days at the latest. Section 8a DPA has the details.

2.6 OFFGROUND may use subcontractors to provide the service. The DPA applies to personal data.

3 Formation of the contract

3.1 The presentation on the website is not a binding offer. By completing the order, that is, clicking the button at the end of the sign-up, you make a binding offer. The contract is formed when OFFGROUND provides your installation and sends you the access email.

3.2 The sign-up runs in these steps: details about you and your plan, agreement to the terms and the DPA, review of the summary, storing the payment method with Stripe, order. In the summary and via "Back" you can recognise and correct input errors before ordering. OFFGROUND confirms receipt of your order on the website without delay. This is not yet an acceptance.

3.3 The contract language is German. OFFGROUND stores the order data. With the confirmation you receive these terms, the DPA and, as a consumer, the withdrawal notice by email. The terms are available on the website at any time.

3.4 Your details at sign-up must be correct and complete (name or company, address, where applicable VAT ID).

3.5 Where OFFGROUND processes personal data on your behalf, you conclude the DPA with the sign-up.

4 Trial, prices, billing

4.1 The first 14 days after the contract is formed are free (trial). For this, you store a payment method at sign-up. If you cancel by the end of the trial, you pay nothing. OFFGROUND reminds you by email beforehand. The paid term starts on day 15.

4.2 The fee is calculated per user and month (monthly plan) or per user and year (yearly plan). The price shown on the website and in the checkout when you order applies. Towards businesses, prices are plus statutory VAT; towards consumers, they include it. If a business is based in another member state of the European Union and gives a valid VAT ID, it owes the VAT itself (reverse charge) and the invoice says so. If it is based outside the European Union, OFFGROUND charges no German VAT. Towards consumers in another member state, the VAT of the consumer's country applies.

4.3 A user is every person for whom you create your own staff account in Core. Your own clients in the client portal and guests in chats, appointments and calls are not users. You book the number of users and must not use more users than booked. Up to 50 users can be booked per installation, more on request.

4.4 The billing period is the calendar month. The fee is due in advance on the 1st of the month and is collected through the stored payment method, which OFFGROUND manages through the payment provider Stripe. If the paid term does not start on a 1st, the rest of that month is charged pro rata by day. You receive invoices electronically.

4.5 For the yearly plan, the rest of the starting month is charged pro rata by day at the yearly price and is due when the paid term begins. The fee for the yearly term itself is due in advance on the 1st of the following month. The yearly term comprises the rest of the starting month and the twelve following calendar months.

4.6 You book more users in Admin › Subscription. They can be used at once and are charged pro rata by day until the end of the current billing period and invoiced immediately. Fewer users take effect at the next renewal date. Periods already paid are not refunded.

4.7 You can switch from the monthly to the yearly plan at any time. The unused part of the paid monthly fee is credited, and the yearly plan applies from the day of the switch under 4.5. You switch from the yearly to the monthly plan at the end of the yearly term.

4.8 You may set off against OFFGROUND's claims only with undisputed claims or claims established by a final court decision.

5 Payment default and pause

5.1 If a payment fails, the payment provider tries to collect again, and OFFGROUND informs the admins by email. A grace period of 7 days applies from the failure, during which you use Core normally.

5.2 If payment has not been made after the grace period, OFFGROUND pauses your installation until payment. All users then see a notice page. Only admins can reach Admin › Subscription to pay, change the payment method and export data. The client portal, booking pages and quote links are also unavailable from the pause. Your data is kept. After payment, Core opens again at once on all devices.

5.3 Your right of use exists only as long as the fee due has been paid. The obligation to pay the open amount continues during the pause. The statutory consequences of default apply.

5.4 If you do not pay, OFFGROUND will terminate the contract for cause at the latest after 90 days of pause. Section 14 then applies.

6 Term and cancellation

6.1 The contract begins when it is formed. The monthly plan runs for an indefinite period and renews each time by one month. The yearly plan runs until the end of the yearly term under 4.5 and then renews each time by 12 months unless cancelled. Section 15.3 applies to consumers.

6.2 You can cancel at any time effective at the end of the current billing period, for yearly plans at the end of the current yearly term. You cancel in Admin › Subscription or in text form. Until then you keep using Core. Fees for periods already running are not refunded.

6.3 OFFGROUND can terminate the contract with 3 months' notice to the end of a billing period.

6.4 The right to terminate for good cause (§ 314 BGB) remains unaffected. Good cause for OFFGROUND includes in particular default in payment under section 5 and a serious breach of section 9.

6.5 When the contract ends, section 14 applies.

7 Rights of use and content

7.1 OFFGROUND grants you a simple, non-transferable, non-sublicensable right to use Core for your own business purposes during the term of the contract. It exists only as long as the contract exists and the fee due has been paid. You do not receive source code, and you must not modify, reverse engineer or copy Core, unless the law mandatorily permits it.

7.2 You must not resell Core or provide it as your own service to third parties. Your clients in the client portal use Core as part of your use.

7.3 All rights to your data and content remain with you. You allow OFFGROUND to store, process, back up and transmit it as far as necessary to operate Core. OFFGROUND does not use your content for its own purposes.

7.4 All rights to Core, its concepts, designs and trademarks lie with OFFGROUND. OFFGROUND may use feedback and suggestions for improvement free of charge.

7.5 Towards businesses, OFFGROUND may name you as a reference with name, logo and a short description unless you object in text form. You can withdraw this consent at any time for the future.

8 Your duties

8.1 You are solely responsible for the lawfulness of your content and data, in particular under data protection, copyright, trademark and competition law. This also applies to the lawful use of individual functions, such as time tracking, activity logs, and recordings and transcripts of calls.

8.2 You keep access data secret, do not pass accounts on to other persons and report misuse without delay.

8.3 You keep your contact and billing details up to date. Notices about payment, cancellation and deletion go to the admins in Core.

8.4 You export important data regularly. You meet retention obligations, for example under tax law, yourself, also before the contract ends.

8.5 You provide information and access that OFFGROUND needs for support in good time, above all the support code under 11.4.

8.6 If you belong to a profession bound to secrecy (§ 203 StGB), you check whether the use of Core is permitted under your professional rules. On request, OFFGROUND offers an additional undertaking of confidentiality.

9 Acceptable use

9.1 You do not use Core for unlawful content, for spam or malware, or to harass third parties.

9.2 You do not attack Core or other installations, do not circumvent protective measures and carry out security tests only with OFFGROUND's prior written consent. You access Core only through the functions provided.

9.3 Storage and calls are designed for the usual operation of a studio. If consumption stays unusually high, OFFGROUND will talk to you and look for a solution with you. Only if the consumption affects other installations may OFFGROUND limit it reasonably.

10 Suspension

OFFGROUND may suspend access in whole or in part if there is a well-founded suspicion of a serious breach of section 9, the security or stability of the service is endangered, or an authority requires it. The suspension goes no further and lasts no longer than necessary. OFFGROUND informs you without delay and gives you the opportunity to comment. Your data is kept.

11 Availability, maintenance, support

11.1 OFFGROUND provides Core with the availability that can be expected from proper operation of a hosting service. OFFGROUND owes a specific availability in percent (SLA) only if agreed in writing.

11.2 OFFGROUND announces planned maintenance in Core at least 24 hours in advance and schedules it, where possible, at times of low use. Urgent maintenance to protect security may take place at once. Outages due to maintenance under this paragraph are not a defect.

11.3 You receive support through the Support area in Core and by email, on working days; the first answer comes within 48 hours. If the platform is down, OFFGROUND works on it around the clock. OFFGROUND owes further response times only if agreed in writing. Individual customisation, consulting and training are not included and are ordered separately.

11.4 OFFGROUND signs in to your Core only with a support code created by an admin of yours. The code is valid for 24 hours and you can revoke it at any time. OFFGROUND works as a separate support identity, never as one of your users. Financial data is hidden unless you release it. During a session, exports, changes to users and permissions, and deletion of data are blocked. Every action is logged and visible to you. The automated technical operation of the servers, such as updates and backups, remains unaffected and does not read content.

12 Liability

12.1 OFFGROUND is liable without limit for intent and gross negligence, for injury to life, body or health, under the Product Liability Act, for fraudulently concealed defects, for guarantees given, and in all cases where the law mandatorily provides for unlimited liability.

12.2 In cases of slight negligence, OFFGROUND is liable only for breach of an essential contractual obligation, that is, an obligation whose fulfilment makes proper performance of the contract possible in the first place and on whose observance you may regularly rely. Liability is limited to the damage typical for this type of contract and foreseeable when the contract was formed.

12.3 Towards businesses, liability under 12.2 is also limited to the fees you paid in the 12 months before the damaging event. If the contract has run for less time, the fees due for the first 12 months count.

12.4 In all other cases of slight negligence, OFFGROUND is not liable.

12.5 For loss of data, OFFGROUND is liable in cases of slight negligence only for the effort needed to restore the data from OFFGROUND's backups (nightly, 14 nights) and from your own exports.

12.6 Strict liability for defects existing at the time of the contract (§ 536a (1) alternative 1 BGB) is excluded. Paragraph 12.1 remains unaffected.

12.7 OFFGROUND is not responsible for disruptions on the internet between you and the data centre or for outages of services you connect yourself.

12.8 Paragraphs 12.1 to 12.7 also apply to the personal liability of OFFGROUND's employees and agents.

13 Data protection and confidentiality

13.1 You are the controller for the data in your installation. OFFGROUND processes it as a processor under the DPA. For contract, payment and communication data about you, OFFGROUND is the controller. The privacy policy on the website applies to this.

13.2 You decide which third-party services you connect and are responsible for their lawful use, even if they transfer data to third countries.

13.3 Both sides keep the other side's confidential information confidential. This also applies after the contract ends, and for trade secrets as long as they remain secret. On request, OFFGROUND concludes a separate non-disclosure agreement with you.

14 Data at the end of the contract, export, switching provider

14.1 You can export your data at any time, free of charge and in common, machine-readable formats.

14.2 After the contract ends, that is, after cancellation, after payment default or after a trial without payment, your data is kept for 90 days. In case of payment default, the 90 days count from the pause. During this time the admins export their data. OFFGROUND reminds you by email 30 and 7 days before deletion. Then OFFGROUND deletes your installation permanently, including backups, the off-site copy and the keys. OFFGROUND's statutory retention obligations, for example for invoices, remain unaffected.

14.3 If you pay within the 90 days, Core continues with your data.

14.4 You can demand to switch to another provider or to your own infrastructure (Art. 23 ff. Data Act). The notice period for this is at most 2 months, the transition period 30 days. All content you entered or generated in Core can be transferred, with its metadata. OFFGROUND charges nothing for switching. Minimum terms remain unaffected as far as the law permits.

15 Special rules for consumers

15.1 As a consumer, you have a right of withdrawal under the withdrawal notice. OFFGROUND begins providing the service before the withdrawal period ends only if you expressly request this when ordering.

15.2 Prices towards consumers include statutory VAT.

15.3 The monthly plan can be cancelled at any time to the end of the current month. The yearly plan has a minimum term until the end of the yearly term under 4.5. After that, it does not renew for another year but continues as a monthly plan at the monthly price then valid for an indefinite period, and can be cancelled at any time to the end of the current month. OFFGROUND points this out to you in text form before the minimum term ends.

15.4 You can cancel contracts on the website via the button "Verträge hier kündigen" (cancel contracts here) without signing in.

15.5 OFFGROUND may change Core beyond what is necessary for conformity only if there is a valid reason, you incur no additional costs and OFFGROUND informs you clearly. If a change affects your access or the usability of Core more than only insignificantly, OFFGROUND informs you in text form in good time beforehand. You can then cancel the contract free of charge within 30 days of the information or, if it comes later, of the change.

15.6 Your statutory rights in case of defects and your rights under §§ 327 ff. BGB remain unaffected. The liability rules of section 12 apply only as far as the law permits them. The cap under 12.3 does not apply towards consumers.

15.7 OFFGROUND is neither willing nor obliged to take part in dispute resolution proceedings before a consumer arbitration board.

16 Changes to the terms and prices

16.1 OFFGROUND may change these terms for the future if there is a valid reason, for example a change in law, a new function or a security measure, and the balance of the contract is not shifted to your disadvantage. OFFGROUND informs you of the change in text form at least 6 weeks before it takes effect and highlights the changes. The change is deemed approved if you do not object in text form within this period. OFFGROUND specifically points this out to you in the notice. If you object, the contract continues on the previous terms. Scope of functions, prices, term and liability cannot be changed this way. For those, OFFGROUND needs your express consent or, for prices, paragraph 16.2.

16.2 New prices apply immediately to new contracts. For running contracts, OFFGROUND may adjust the fee with effect from the start of a billing period if the costs OFFGROUND bears for Core change, for example for hosting, payment processing, licences, taxes and levies, or personnel. OFFGROUND passes on cost reductions in the same way. An increase does not exceed the cost increase. OFFGROUND announces it at least 6 weeks beforehand in text form. Until it takes effect, you can cancel free of charge to the end of the billing period preceding the effective date. The previous price then applies until then. For the yearly plan, the adjustment takes effect only at the next renewal. Towards consumers, it takes effect at the earliest 12 months after the contract is formed and at most once every 12 months. An agreed percentage discount remains unchanged.

17 Final provisions

17.1 German law applies, excluding the UN Convention on Contracts for the International Sale of Goods (CISG). For consumers, the mandatory consumer protection provisions of the state of their habitual residence also apply.

17.2 The place of jurisdiction is Munich where the law permits it, that is, towards merchants, legal entities under public law and special funds under public law. Otherwise the statutory places of jurisdiction apply.

17.3 Individual agreements prevail over these terms. Changes and additions to the contract require text form unless otherwise provided.

17.4 If a provision is invalid, the rest remains valid. The statutory rule replaces the invalid provision (§ 306 BGB).

17.5 The German version is authoritative.