Version 2026-07-09 · Effective 2026-07-09
These General Terms and Conditions ("Terms") govern the use of the software-as-a-service platform provided by Dici GmbH, [Street, Postal Code, City], Germany, registered with the commercial register (Handelsregister) of [Local Court], under registration number HRB [•], represented by its managing director(s) [•] ("Dici," "we," "us"). VAT ID: DE[•]. Contact: [support email].
These Terms apply to all business customers ("Customer," "you") who register for and use the Service. The Service is offered to businesses acting in the exercise of their trade, business, craft, or profession (§ 14 BGB); it is not directed at consumers within the meaning of § 13 BGB.
Deviating, conflicting, or supplementary general terms of the Customer shall not become part of the contract unless Dici has expressly agreed to their application in writing.
3.1 To use the Service, a Customer must register an Account using a valid business email address and either a passkey (WebAuthn) or an email verification code. The Customer is responsible for the accuracy of the information provided and for maintaining the confidentiality of its authentication credentials.
3.2 An Organization is automatically associated with the domain of the registering email address. Dici is not obliged to verify that a registering user is authorized to act on behalf of that Organization's domain owner, and disclaims liability arising from unauthorized registrations, without prejudice to § 12.
3.3 Registration requires the Customer to affirmatively accept these Terms and the Privacy Policy. Continued use of the Service following notice of material changes to these Terms constitutes acceptance of the updated Terms; Dici will seek renewed affirmative acceptance for material changes where required by law.
Dici provides a software platform for creating and managing digital product passports and related compliance documentation, including guided questionnaires that generate Assessments relating to, among other things, the EU Ecodesign for Sustainable Products Regulation (ESPR) and related technical standards. The scope of the Service, including any paid features, is as described on the applicable order form, pricing page, or plan selected by the Customer at the time of registration.
[Placeholder: insert or cross-reference pricing/plan terms once finalized.]
5.1 Assessments and Recommendations generated by the Service are produced algorithmically from information self-reported by the Customer and from Dici's current interpretation of applicable regulations and standards at the time of generation. They are provided for general informational purposes only.
5.2 Assessments and Recommendations do not constitute legal, regulatory, tax, or other professional advice, and do not create an advisory, fiduciary, or attorney-client (or equivalent) relationship between Dici and the Customer. They are not a substitute for consultation with qualified legal counsel, a notified body, or another competent authority.
5.3 Dici does not warrant that use of the Service, or reliance on any Assessment or Recommendation, will result in compliance with ESPR, any other law, regulation, or standard, or that such Assessments and Recommendations are accurate, complete, or up to date, including because (a) they depend on the accuracy and completeness of Customer-provided input, and (b) applicable law and standards may change or be interpreted differently by regulators and courts.
5.4 The Customer remains solely responsible for evaluating and verifying its own compliance obligations and for any decisions made in reliance on the Service, and is advised to obtain independent professional advice before making compliance-related decisions.
The Customer shall:
[Placeholder — to be completed once the pricing model is finalized: fee schedule, invoicing cadence, payment terms, consequences of late payment, and any free/trial-tier terms.]
8.1 Dici and its licensors retain all rights, title, and interest in and to the Service, including its software, design, and documentation. No rights are granted to the Customer other than the limited, non-exclusive, non-transferable right to use the Service in accordance with these Terms for the duration of the agreement.
8.2 The Customer retains all rights in Content it uploads to the Service. The Customer grants Dici a non-exclusive license to host, process, and display Content solely as necessary to provide the Service.
Each party shall comply with applicable data protection law in connection with the Service. Details on Dici's processing of personal data are set out in the Privacy Policy. Where the Customer's use of the Service involves Dici processing personal data on the Customer's behalf as a processor within the meaning of Art. 28 GDPR (for example, personal data the Customer includes in Content), the parties shall enter into a separate Data Processing Agreement, which shall take precedence over these Terms with respect to such processing.
Each party shall keep confidential all non-public information disclosed by the other party in connection with the Service and use it only for purposes of the agreement, except where disclosure is required by law or regulatory authority.
Except as expressly stated in these Terms, the Service is provided "as is" and "as available." To the extent permitted by law, Dici disclaims all implied warranties, including merchantability, fitness for a particular purpose, and non-infringement, and does not warrant that the Service will be uninterrupted, timely, secure, or error-free. § 5 above applies specifically to Assessments and Recommendations.
12.1 Dici shall be liable without limitation for damages resulting from injury to life, body, or health, for damages caused by intent or gross negligence, for fraudulently concealed defects, for claims under the German Product Liability Act (Produkthaftungsgesetz), and for any liability that cannot be limited or excluded under mandatory law.
12.2 For damages caused by ordinary negligence, Dici shall only be liable if such negligence relates to the breach of a material contractual obligation (Kardinalpflicht), i.e., an obligation whose fulfillment is essential to the proper performance of the agreement and on whose compliance the Customer regularly relies. In such cases, liability is limited to the foreseeable damage typical for contracts of this type.
12.3 Except as set out in §§ 12.1–12.2, Dici's aggregate liability arising out of or in connection with the Service in any twelve (12)-month period shall not exceed the fees paid by the Customer to Dici for the Service in that period. [Placeholder pending pricing model — for a free tier, consider a fixed nominal cap instead.]
12.4 The above limitations apply equally to the personal liability of Dici's employees, representatives, and agents.
The Customer shall indemnify and hold Dici harmless from third-party claims arising from the Customer's unlawful use of the Service or from Content uploaded by the Customer that infringes third-party rights, except to the extent such claims arise from Dici's breach of these Terms.
14.1 The agreement commences upon registration and continues until terminated by either party. [Placeholder — insert notice period once commercial terms are set.]
14.2 Either party may terminate for cause with immediate effect if the other party materially breaches these Terms and fails to remedy such breach within a reasonable period after notice, or in case of the other party's insolvency.
14.3 Upon termination, the Customer's right to access the Service ends. Dici will make Customer Content available for export for [30] days following termination, after which it may be deleted in accordance with the Privacy Policy and applicable retention obligations.
Dici may update these Terms from time to time, in particular to reflect changes in the Service, legal requirements, or the regulatory frameworks the Service supports. Dici will notify Customers of material changes by email or in-app notice with reasonable advance notice and, where a new version materially changes the Customer's rights or obligations, will request renewed affirmative acceptance before the new version becomes binding. The version and effective date of the Terms accepted by a given Account are recorded by Dici.
These Terms are governed by the laws of the Federal Republic of Germany, excluding the UN Convention on Contracts for the International Sale of Goods (CISG). If the Customer is a merchant (Kaufmann), a legal entity under public law, or a special fund under public law, the exclusive place of jurisdiction for all disputes arising out of or in connection with these Terms shall be the registered seat of Dici GmbH.
17.1 Should any provision of these Terms be or become invalid, this shall not affect the validity of the remaining provisions.
17.2 The Customer may not assign rights or obligations under these Terms without Dici's prior written consent.
17.3 These Terms, together with the Privacy Policy and any order form or Data Processing Agreement, constitute the entire agreement between the parties regarding the Service.
Dici GmbH, [Street, Postal Code, City], Germany. Email: [•]. Managing Director(s): [•]. Commercial Register: [Local Court], HRB [•]. VAT ID: DE[•].