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Website: ajat.io
As of October 15, 2025
preamble These general terms and conditions (GTC) form the legal basis for the provision of IT services and work services by AJAT GmbH (hereinafter “AJAT”) to its customers. They should ensure a transparent, fair and reliable partnership.
Contracting partner
AJAT GmbH
Gustav-Heinemann-Ufer 86A,
50968 Köln, Germany
contact:
email: info@ajat.io
Telephone: +49 221 912 46 144
Web: https://www.ajat.io
Register entry:
Commercial register: HRB 115206,
Cologne District Court
Sales tax identification number (VAT ID no.): DE363771330
Managing Director: Ardalan Jahangiri Arfei
1.1. These terms and conditions apply exclusively to all contracts between AJAT and its customers for IT-related services and work, in particular in the areas of software development, system integration, IT operation, support and consulting. They also apply to all future business relationships without the need for further notice. 1.2. Deviating, conflicting or supplementary terms and conditions of the customer will only become part of the contract if and to the extent that AJAT has expressly agreed to their validity in text form (e.g. e-mail). This consent requirement applies in any case, for example even if AJAT provides the service without reservation in accordance with the customer's terms and conditions. 1.3. In the event of contradictions, the following order of priority applies: 1. Individual agreement in an individual contract (e.g. offer, statement of work) 2. Any service level agreement (SLA) 3. These general terms and conditions 4. Statutory provisions 1.4. This offer is aimed exclusively at entrepreneurs within the meaning of Section 14 BGB, legal entities under public law or special funds under public law. A contract with consumers (§ 13 BGB) does not take place.
2.1. The specific description, nature and scope of the services to be provided by AJAT result from the respective individual contract (e.g. offer, service description, statement of work (SoW)) and its appendices. 2.2. Unless expressly agreed as a work with an obligation to accept, AJAT provides its services as a service within the framework of a service contract. This means that AJAT owes the careful execution of the activity in accordance with recognized technical rules, but not a specific economic or technical success. 2.3. AJAT is entitled to use open source software components to provide services. On request, AJAT will inform the customer about the main components used and their license conditions. The customer is also obliged to comply with these license conditions when using the work results. AJAT does not guarantee open source components that were not developed by AJAT itself.
3.1. If services are provided using agile methods, development is usually carried out in short cycles (sprints). The content of a sprint is planned together (sprint planning). 3.2. The customer is required to actively and promptly participate. He appoints a Product Owner who is available as a contact person for AJAT and is authorized to prioritize requirements and review and approve the work results at the end of a sprint. 3.3. Since the exact scope of services for agile projects is often not final when the contract is concluded, the assignment is usually based on time and material expenditure (time & material) within a defined budget framework. The customer can adjust the prioritization of requirements (backlog) after each sprint in coordination with AJAT 3.4. The executable increments presented at the end of a sprint are considered to have been accepted by the customer if he does not report them in text form within 5 working days of the presentation (sprint review), specifying significant deficiencies. Productive use of the increment is equivalent to a decrease.
4.1. Offers from AJAT are, unless otherwise stated, subject to change and valid for a period of 30 calendar days from the date of the offer. 4.2. A contract is effectively concluded when the customer accepts the offer in text form (e.g. e-mail), written order confirmation by AJAT or when the actual provision of services by AJAT begins. 4.3. The term of the contract and regulations for ordinary termination or automatic extension in the event of continuing obligations (e.g. support, maintenance or framework contracts) are defined in the respective individual contract.
5.1. The customer acknowledges that the success of the project depends largely on his timely and qualified participation. He undertakes to provide all information, documents, access data, test data, interfaces (APIs) and technical environments required for the provision of services in a timely, complete, free of charge and in the agreed quality. 5.2. The customer appoints a professionally competent contact person who is authorized to make binding decisions for the customer and to make explanations. 5.3. If the customer fails to comply with his obligations to cooperate, late or inadequately, the agreed deadlines and delivery dates shall be extended accordingly. AJAT can charge the resulting additional expenses (e.g. waiting times, additional project management expenses) in addition to the agreed hourly rates. AJAT will inform the customer of the consequences of delayed participation. 5.4. The customer is solely responsible for regularly and properly backing up their data and systems (e.g. through daily backups), unless data backup has been explicitly agreed as a service provided by AJAT in an individual contract.
6.1. The customer's requests for changes to the agreed scope of services (change requests) must be sent to AJAT in text form. This applies in particular to projects that are not carried out using agile methods 6.2. AJAT examines the impact of the change request on the project, in particular with regard to effort, costs, schedule and technical feasibility. The review of the change request is a service subject to remuneration, provided that the costs for this exceed one person day. AJAT will inform the customer in advance of the expected costs of the audit. 6.3. The result of the audit is presented to the customer in the form of an offer for change. The change request only becomes part of the contract if an agreement is reached on the adjustment of the remuneration and schedule and this is agreed in writing. 6.4. Until the amendment offer is accepted, work will continue on the basis of the originally agreed scope of services.
7.1. Services are paid either as a fixed price or based on expenditure (time & material) at the rates agreed in the individual contract. All prices are net plus statutory sales tax. 7.2. In the case of compensation based on expenses, billing is based on the recorded working hours in units of 15 minutes. 7.3. Travel expenses, expenses and other additional costs will be reimbursed separately after prior consultation with the customer and upon proof. Travel time is paid at 50% of the agreed hourly rate. 7.4. Invoices are within 14 calendar days Due for payment without deduction after the date of the invoice. Payment receipt by AJAT. 7.5 is decisive for the timeliness of payment. The customer is only entitled to a right of offsetting or withholding if his counterclaims are legally established, undisputed or recognized by AJAT. 7.6. In the event of late payment, AJAT is entitled to claim statutory default interest of 9 percentage points above the base interest rate and to suspend further provision of services until outstanding claims have been settled in full. We reserve the right to claim further damage caused by delay.
8.1. Performance and delivery dates are only binding if they have been expressly and in writing confirmed as “binding” by AJAT. All other dates are to be understood as expected planning dates. 8.2. Performance impediments for which AJAT is not responsible (in particular force majeure in accordance with § 17, network infrastructure disruptions, official orders or delays by the customer) result in a reasonable extension of the deadlines by the duration of the disruption plus a reasonable recovery time.
9.1. If a work service (e.g. individually created software) is to be provided, AJAT will inform the customer of the readiness for acceptance in text form. 9.2. The customer will be within 10 working days carry out an acceptance test after notification of readiness for acceptance. Significant defects that prevent or significantly restrict the use of the service in accordance with the contract entitle us to refuse acceptance. Non-significant defects do not preclude acceptance and will be remedied as part of the warranty. 9.3. The service is considered accepted (fictitious acceptance) if the customer a) does not declare acceptance within the 10-working day period or refuses acceptance in writing, stating significant defects, or b) uses the service productively or commercially. 9.4. Complaints must be comprehensibly documented (e.g. through screenshots, log files) and describe the steps for reproducing the error.
10.1. AJAT guarantees the agreed quality of the services. The warranty period for work services is 12 months from acceptance. 10.2. In the event of defects, AJAT initially has the right to remedy the defect, at its own discretion by remedying the defect (repair) or delivering a defect-free item (new delivery). If the subsequent performance fails, the customer can reduce or withdraw from the contract. 10.3. The prerequisite for warranty claims is that the customer notifies the defect in writing immediately after discovery. 10.4. The warranty is void if the customer changes the work results himself or has them changed by third parties without the consent of AJAT, unless the customer proves that the defect is not based on this change.
11.1. If service and support services have been agreed, the exact service content, service times and response times result from a separate service level agreement (SLA). 11.2. Without a separate SLA, AJAT provides best effort support services during normal business hours (Monday to Friday, 9:00 — 17:00 CET/CEST, excluding public holidays in North Rhine-Westphalia). Support requests must be submitted via the channels specified by AJAT (e.g. ticket system or email). 11.3. Maintenance and maintenance services (e.g. importing security updates for used technologies) are not automatically part of a development contract and must be commissioned separately.
12.1. Subject to the suspensive condition of full payment of the agreed remuneration, AJAT shall provide the customer with the work results created individually for him (e.g. source code, documentation) simple, non-transferable, temporally and spatially unlimited right of use for the contractually required purpose. Resale or sub-licensing is only permitted with the prior written consent of AJAT. 12.2. All rights to intellectual property (pre-existing IP), generic tools, libraries, frameworks, methods and AJAT's know-how that already existed before the contract starts remain with AJAT in full. The customer receives a simple, non-exclusive right of use, insofar as this is absolutely necessary for the use of the work results in accordance with the contract. 12.3. The customer's right to decompile, reverse engineer or process the work results is excluded, in addition to mandatory legal provisions (§ 69d, § 69e UrhG). 12.4. The rights to open source components are governed by the respective license terms of these components and remain unaffected by this regulation. 12.5. AJAT is entitled to use the services provided to the customer as a reference in anonymized form, provided that no trade secrets of the customer are disclosed. The customer name and the use of logos are only made with the customer's prior consent.
13.1. The customer ensures that the content and materials provided by him (e.g. images, texts, logos, software) are free from third-party property rights that preclude use in accordance with the contract. 13.2. The customer indemnifies AJAT from all claims made by third parties due to the infringement of their intellectual property rights by the materials provided by the customer and reimburses AJAT for the reasonable costs of legal defense. 13.3. AJAT ensures that the work results it produces do not infringe the intellectual property rights of third parties to the best of its knowledge and belief. In the event of an infringement of property rights, AJAT will, at its own discretion, either obtain the necessary rights of use for the customer or change the service in such a way that the property right is no longer infringed.
14.1. Both parties agree to keep all information known to them as part of the cooperation, which is marked as confidential or whose confidentiality results from the circumstances (in particular business and trade secrets, source codes, customer data), in strict confidence and to use it only for the purposes of the respective contract. 14.2. This obligation does not apply to information that (a) is or becomes generally known without breach of contract, (b) was already known to the receiving party before, (c) was lawfully obtained from third parties without a duty of confidentiality, or (d) must be disclosed by legal, administrative or court order. 14.3. The confidentiality obligation exists beyond the termination of the contract for a period of 5 years continue.
15.1. AJAT processes personal data in accordance with the General Data Protection Regulation (GDPR) and the Federal Data Protection Act (BDSG). Details on the processing of data as part of the business relationship and when visiting the website are set out in the privacy policy at https://www.ajat.io/datenschutz available. 15.2. If AJAT processes personal data on behalf of the customer (e.g. when hosting, operating or supporting systems in which customer data is stored), AJAT acts as an order processor. In this case, the parties are required to before the start of processing to conclude a separate contract for order processing (AVV) in accordance with Art. 28 GDPR. AJAT provides a standard template for this purpose. 15.3. As the person responsible, the customer remains solely responsible for the lawfulness of data processing and the protection of the rights of data subjects.
16.1. AJAT is liable without limitation in the event of intent, gross negligence, culpable injury to life, body or health, in accordance with the provisions of the Product Liability Act and to the extent of a warranty provided by AJAT. 16.2. In the event of a slightly negligent breach of an essential contractual obligation (so-called cardinal obligation), the performance of which makes the proper execution of the contract possible in the first place and on whose compliance the customer may regularly rely, AJAT's liability is limited to the damage typical of the contract foreseeable at the time of conclusion of the contract. 16.3. In the event of a slightly negligent breach of cardinal obligations, liability per claim is 100% of net annual compensation limited to, but not more than, for the individual contract in question 250,000 EUR. In the case of continuing obligations, the annual remuneration of the contract year preceding the damage event is decisive. 16.4. In addition, liability for slight negligence is excluded. 16.5. In the event of data loss, AJAT is only liable, within the limits set out above, for the effort that would have been required to restore the data if the customer had properly and regularly backed up data in accordance with the state of the art. 16.6. The above limitations of liability also apply in favour of AJAT's legal representatives, employees and vicarious agents.
17.1. No contractual partner is obliged to fulfill contractual obligations in the event of and for the duration of force majeure. In particular, force majeure includes circumstances such as natural disasters, war, pandemics, industrial disputes, official measures, failure of third-party communication networks or cyber attacks (e.g. DDoS attacks) which cannot be averted with reasonable care. 17.2. The affected party will immediately inform the other party of the occurrence and the expected duration of the force majeure. The performance deadlines are extended by the duration of the impediment.
18.1. AJAT is entitled to use qualified subcontractors (vicarious agents) to fulfill its contractual obligations. AJAT remains fully responsible for the provision of services by the subcontractor and for its own actions. 18.2. If the customer's personal data is processed as part of the subcontractor relationship, AJAT ensures that the requirements of Article 28 GDPR (order processing) are met.
19.1. In the case of continuing obligations without a fixed term, the contract may be signed by both parties with a period of 3 months to the end of a calendar month be duly terminated, unless otherwise agreed in the individual contract. 19.2. The right to extraordinary termination for good cause remains unaffected. An important reason exists in particular if, despite a warning, the other party persistently breaches essential contractual obligations or insolvency proceedings are opened against the other party's assets. 19.3. Any termination must be made in writing (e.g. email) in order to be effective.
20.1. AJAT reserves the right to change these terms and conditions with effect for the future, provided that there is a valid reason (e.g. change in the legal situation, case law or expansion of the range of services) and the change is reasonable for the customer. 20.2. AJAT will inform the customer about planned changes at least 6 weeks provide information in text form before they come into force and point out the consequences of a failure to object. If the customer does not object within this period, the amended terms and conditions are considered accepted. In the event of an objection, AJAT is entitled to extraordinarily terminate the contractual relationship at the time the new terms and conditions come into force.
21.1. Only the law of the Federal Republic of Germany applies, excluding the UN Sales Convention (CISG). 21.2. The exclusive place of jurisdiction for all disputes arising from or in connection with this contractual relationship is the registered office of AJAT in Cologne, provided that the customer is a merchant, a legal entity under public law or a special fund under public law. 21.3. Should individual provisions of these terms and conditions be or become invalid in whole or in part, this shall not affect the validity of the remaining provisions. Instead of the invalid provision, the parties will make an effective provision that comes closest to the economic purpose of the invalid provision. The same applies to regulatory gaps. 21.4. There are no additional oral agreements. Amendments and additions to the contract must be made in writing to be effective. This also applies to the abolition of this formal requirement.
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