Terms of Service

1. Scope

These Terms apply to all contracts between Oxira and the customer ("you", "user") regarding the use of our AI software products. Deviating terms from the customer are not recognized unless Oxira expressly agrees to them in writing.

2. Service Description

3. Account and Access

• You must be at least 18 years old and have legal capacity.
• When registering for a company, you confirm your authorization to represent it.
• You are responsible for keeping your credentials confidential and for all activities under your account.
• Oxira may suspend or terminate accounts at any time if abuse or violation of these Terms is suspected.

4. AI-Specific Terms of Use

Important notice regarding AI functionalities:

• No guarantee for AI results: AI-generated recommendations, bug detections, and code suggestions are tools and not guaranteed error-free solutions.
• Human review required: You are required to review all AI-generated results before using them in production environments.
• Learning systems: Our AI models continuously improve. Past results do not guarantee future performance.
• Code ownership: Your source code remains your property. Use for AI analysis only occurs within the scope of agreed services.

5. Prices and Payment

• Current prices are published on the Oxira website.
• Payments are due in advance unless otherwise agreed.
• In case of late payment, Oxira may suspend access to services.
• All prices are exclusive of statutory VAT.
• Refunds are only provided in cases expressly stated in these Terms.

6. Intellectual Property & Ownership

Ownership of software, code, and intellectual property depends on the type of engagement:

7. COMPLETE EXCLUSION OF LIABILITY

⚠️ IMPORTANT: OXIRA ASSUMES ABSOLUTELY NO LIABILITY. PLEASE READ CAREFULLY:

• COMPLETE EXCLUSION: Oxira assumes NO liability whatsoever for any damages, losses, or claims of any kind.
• NO WARRANTY: All services are provided "AS IS" without any express or implied warranty.
• NO GUARANTEE: Oxira does not guarantee that services will be error-free, uninterrupted, secure, or suitable for any purpose.
• AI RESULTS: Oxira assumes ABSOLUTELY NO LIABILITY for any damages arising from AI-generated code, recommendations, bug reports, or any other AI outputs.
• NO LIABILITY FOR DAMAGES: Oxira is NOT liable for any direct, indirect, incidental, special, consequential, punitive, or any other damages whatsoever.
• ZERO LIABILITY CAP: Notwithstanding any other provision, Oxira's maximum aggregate liability shall not exceed €0 (zero euros) under any circumstances.
• FULL USER RESPONSIBILITY: You bear complete and sole responsibility for all testing, validation, security audits, and consequences of using any Oxira services.
• ACKNOWLEDGMENT: By using Oxira services, you explicitly acknowledge and accept that Oxira bears no liability whatsoever.

9. Indemnification

You agree to indemnify and hold harmless Oxira from all claims arising from:

• Your use of the services
• Your violation of these Terms
• Your violation of third-party rights
• Content or code you provide
• Your implementation of AI-generated recommendations

10. Availability and Maintenance

• Oxira strives for high availability but does not guarantee uninterrupted service.
• Scheduled maintenance will be announced in advance when possible.
• Oxira may modify, expand, or discontinue services at any time.
• Beta features are provided without warranty.

11. Confidentiality

Both parties agree to protect confidential information of the other party.

12. Data Protection

Processing of personal data is carried out in accordance with our Privacy Policy and applicable data protection laws (particularly GDPR).

13. Term and Termination

• The contract begins with account creation and runs until termination.
• Either party may terminate with 30 days notice at the end of the month.
• Oxira may terminate immediately for serious violations.
• After contract termination, your data will be deleted according to our Privacy Policy.
• The sections on liability, indemnification, and intellectual property survive contract termination.

14. Changes to Terms

Oxira may change these Terms at any time. Material changes will be communicated at least 30 days before taking effect.

15. Final Provisions

• Applicable law: German law applies, excluding the UN Convention on Contracts.
• Jurisdiction: Exclusive jurisdiction is the seat of Oxira.
• Severability clause: If individual provisions are invalid, the validity of the remaining provisions remains unaffected.
• Entirety: These Terms constitute the entire agreement between the parties.
• No assignment: You may not transfer your rights under this contract without Oxira's written consent.

17. Acceptable Use

When using the Services you must not:

• Use the Services to develop, distribute, or operate unlawful, infringing, deceptive, or harmful applications.
• Upload malware, attempt to circumvent access controls, rate limits, quotas, or security mechanisms.
• Use AI outputs to build a competing AI development engine, or to train, fine-tune, or benchmark competing models.
• Submit personal data of third parties without a valid legal basis, or upload special categories of personal data without a prior written agreement.
• Resell, sublicense, or make the Services available to third parties without written consent.
• Misrepresent AI-generated output as independently verified, certified, or professional legal, medical, or financial advice.

18. Customer Obligations and Cooperation

Timely delivery depends on your cooperation. You agree to:

• Provide required content, accesses, credentials, API keys, and decisions without undue delay.
• Name a single responsible contact person with authority to approve scope and deliverables.
• Ensure that all materials you provide are free of third-party rights that would prevent their use.
• Maintain your own accounts with third-party providers (hosting, app stores, payment providers) where required.
• Accept that delays caused by missing cooperation extend agreed timelines accordingly and may increase cost.

19. Delivery, Acceptance and Fixed-Price Projects

• Scope, deliverables, and milestones are defined in the individual offer or statement of work; only that document is binding.
• Timelines communicated on the website (e.g. delivery in days or weeks) are non-binding estimates unless expressly agreed in writing.
• You must test each deliverable within 10 business days and report defects in text form; otherwise the deliverable is deemed accepted.
• Insignificant defects do not entitle you to refuse acceptance.
• Change requests beyond the agreed scope are handled as separate paid work unless covered by an active support plan.

20. Support, Availability and Custom-Feature Policy

• Support is provided during business days in the EU time zone via email; response times depend on the agreed plan.
• Any advertised custom-feature turnaround (e.g. 48 hours) applies only to clearly scoped, technically feasible features within an active plan and starts once all required information is available.
• Turnaround commitments are best-effort service targets and do not constitute a guaranteed result, fixed date (Fixgeschäft), or warranted characteristic.
• Emergency fixes, third-party outages, and app-store review times are excluded from any turnaround commitment.

21. Warranty and Defect Claims

• For paid deliverables, statutory warranty rights apply. We may cure defects by repair or replacement at our discretion.
• Warranty claims for business customers expire 12 months after acceptance, unless mandatory law provides otherwise.
• No warranty is given for defects caused by your own modifications, unsuitable operating conditions, or third-party components.
• Free, beta, evaluation, and preview features are provided without warranty to the extent permitted by law.

23. Third-Party Services, AI Providers and Open Source

• Our Services orchestrate third-party AI models, cloud infrastructure, and APIs. Their availability, pricing, and terms are outside our control.
• By using the Services you accept that prompts and project data may be processed by contracted subprocessors as described in our Privacy Policy.
• Delivered software may contain open-source components governed by their own licenses, which prevail over these Terms for those components.
• You are responsible for verifying license compatibility for your specific commercial use case.
• AI systems may produce output similar to existing works; you must review deliverables for third-party rights before commercial release.

24. Security, Data and Backups

• We apply appropriate technical and organisational measures and host primarily on EU infrastructure.
• You remain responsible for maintaining your own backups of data and content you provide.
• Where we process personal data on your behalf, a separate data processing agreement (Art. 28 GDPR) applies and prevails for that processing.
• Security incidents affecting your data will be reported without undue delay after we become aware of them.

25. Force Majeure

Neither party is liable for delays or failures caused by events beyond its reasonable control, including outages of cloud or AI providers, cyber attacks, strikes, pandemics, war, sanctions, or legal or regulatory changes. Affected obligations are suspended for the duration of the event. If the event lasts longer than 60 days, either party may terminate the affected engagement in text form.

26. Export Control, Sanctions and Compliance

• You confirm that you are not subject to applicable EU, UK, or US sanctions and will not make the Services available to sanctioned parties.
• You will comply with applicable export control, anti-corruption, and AI regulations, including the EU AI Act where relevant to your use case.
• Where you deploy AI features towards end users, you are responsible for required transparency notices and human oversight.

27. Consumers and Dispute Resolution

• Our Services are directed at businesses (B2B). Contracts with consumers are concluded only in exceptional cases and by express agreement.
• Where a consumer has a statutory right of withdrawal, it will be communicated separately before conclusion of the contract; mandatory consumer rights remain unaffected by these Terms.
• We are neither obliged nor willing to participate in dispute resolution proceedings before a consumer arbitration board.

28. Notices, Subcontractors and Assignment

Notices under these Terms may be given in text form, including by email to the addresses last provided by the parties. Oxira may engage subcontractors and remains responsible for their performance. Oxira may assign this contract to an affiliate or in connection with a restructuring or sale of business; you may assign only with our prior written consent.

29. Contact

For questions about these Terms, contact us:

Oxira
E-Mail: mail@oxira.one