Terms and Conditions
These Terms and Conditions govern access to and use of the claiverly.com website and the provision of IT consulting, implementation and software engineering services by claiverly GmbH.
1. Scope
These Terms and Conditions apply to all offers, services and contracts between claiverly GmbH ("claiverly", "we") and its customers ("Customer"), unless agreed otherwise in writing.
Any deviating, conflicting or supplementary terms of the Customer apply only if we expressly accept them in writing.
2. Contract scope and services
claiverly provides, in particular, services in the following areas:
- IT and AI consulting
- solution design and architecture
- implementation, integration and automation
- DevOps, cloud and infrastructure services
- software development and customization
- support and operational assistance
The specific scope of services is defined in the applicable offer, statement of work (SoW), project agreement or equivalent written document.
3. Formation of contract
Unless expressly marked as binding, offers by claiverly are non-binding.
A contract is concluded by written confirmation, counter-signature of an offer/SoW, or commencement of service delivery.
4. Customer cooperation duties
The Customer shall provide in due time all information, documents, access credentials, contact persons and decisions required for service delivery.
Delays or additional effort caused by late, incomplete or incorrect cooperation are at the Customer's expense and may be charged separately.
5. Service delivery, timelines and project execution
Dates and deadlines are binding only if expressly agreed as binding.
Service phases, milestones, deliverables and acceptance criteria are defined per project. claiverly may engage qualified subcontractors for service delivery.
6. Change requests
Changes to the agreed scope must be coordinated between the parties.
Where changes impact timeline, effort, fees or resources, such impacts are documented in a change request and implemented only after agreement.
7. Acceptance
Where acceptance is agreed, the Customer shall review deliverables without undue delay.
Acceptance is deemed granted if:
- the Customer declares acceptance in writing,
- the deliverable is used productively, or
- the Customer does not report material, substantiated defects within 10 business days after delivery.
Minor defects do not entitle the Customer to refuse acceptance.
8. Fees and payment terms
Fees are governed by the respective agreement (e.g., fixed price, time and materials, retainer).
Unless agreed otherwise, invoices are due within 14 days from invoice date without deduction. All fees are plus applicable VAT.
In case of late payment, we may charge statutory default interest and suspend further services until outstanding amounts are settled.
9. Rights of use in deliverables
Upon full payment of agreed fees, the Customer receives a non-exclusive, perpetual and worldwide right to use deliverables created specifically for the Customer for its own business purposes, unless agreed otherwise.
Pre-existing rights, methods, frameworks, tools, libraries, know-how and reusable components of claiverly remain our property. Open-source components are subject to their respective license terms.
10. Intellectual property and third-party rights
The Customer warrants that all content, data, materials and specifications provided by the Customer are free of third-party rights or that the required rights have been obtained.
The Customer shall indemnify claiverly against third-party claims resulting from a breach of this obligation.
11. Confidentiality
Both parties shall treat all confidential information obtained during cooperation as strictly confidential and use it only for contract performance.
This obligation survives termination of the contract.
12. Data protection
Where personal data is processed, both parties shall comply with applicable data protection laws, in particular the GDPR.
Where claiverly processes personal data on behalf of the Customer, the parties shall conclude a data processing agreement (DPA).
13. Warranty for defects
claiverly will remedy material defects within a reasonable period, at its choice, by correction or replacement performance.
Warranty claims require the Customer to report defects without undue delay in a comprehensible form and to provide reasonable support during analysis and remediation.
14. Liability
claiverly has unlimited liability in cases of intent or gross negligence, for injury to life, body or health, and under mandatory product liability law.
In cases of slight negligence, claiverly is liable only for breach of essential contractual obligations (cardinal obligations), limited to typical and foreseeable damages.
Any further liability is excluded.
15. Force majeure
Neither party is liable for delays or failures in performance caused by force majeure events beyond its reasonable control.
The affected party shall notify the other party without undue delay of the start and expected duration.
16. Term and termination
Unless agreed otherwise, the contract remains in effect until full service delivery.
Ongoing service arrangements may be terminated with the agreed notice period. The right to terminate for good cause remains unaffected.
17. Website content
The content of this website is provided for general information purposes only. Despite careful preparation, we do not warrant completeness, timeliness or accuracy.
18. Final provisions
The laws of the Federal Republic of Germany apply, excluding the UN Convention on Contracts for the International Sale of Goods (CISG).
Place of jurisdiction for all disputes arising out of or in connection with the contractual relationship is Dresden, where legally permissible.
If any provision is or becomes invalid, the validity of the remaining provisions remains unaffected.
19. Changes to these Terms and Conditions
We may amend these Terms and Conditions for future contractual relationships and ongoing continuing obligations subject to applicable legal requirements. The current version is always published on this page.