Terms of Use for archmax Cloud

(1) These terms of use apply to all contracts between archmax and the Customer for the use of archmax Cloud.

(2) archmax Cloud is intended exclusively for businesses within the meaning of Section 14 of the German Civil Code (BGB), legal entities under public law and special funds under public law. Consumers within the meaning of Section 13 BGB may not use archmax Cloud. By registering, the registering person confirms that they are acting on behalf of a business and are authorized to represent it.

(3) Deviating, conflicting or supplementary terms and conditions of the Customer do not become part of the contract, even if archmax does not expressly object to them.

(4) In the event of conflict, the following order of precedence applies: individual agreements, for example a contract for an enterprise plan, then the offer or plan description, then a service level agreement, then, for the protection of personal data, the data processing agreement, and finally these terms of use.

(1) The contract for the free plan is concluded when the Customer registers and agrees to these terms of use. Contracts for paid plans are concluded when archmax accepts the Customer's order or when the Customer accepts an offer from archmax.

(2) The Customer may invite other people, such as its employees, as members of its organization. The Customer ensures that all members comply with these terms of use and is responsible for their actions.

(3) The information provided during registration must be accurate. Access credentials must be kept secret and protected against access by third parties. If there is any suspicion that third parties have obtained access credentials, the Customer informs archmax without undue delay.

(4) There is no entitlement to the conclusion of a contract.

(1) archmax provides archmax Cloud to the Customer as software as a service over the internet. With archmax Cloud, the Customer can design, test, version and operate AI agents and workflows, connect them to third-party services and make them available via chat, webhook and MCP endpoints.

(2) The specific scope of services, such as quotas, features and the retention period of session histories, is set out in the plan description applicable at the conclusion of the contract or in the individual offer. If the Customer reaches a quota, archmax may pause or throttle the affected usage until the next billing period. Usage via endpoints the Customer provides to third parties counts as the Customer's usage. If the Customer switches to a plan with a smaller scope, features may no longer be available and older session histories may be deleted in line with the shorter retention period.

(3) archmax continuously develops archmax Cloud and may change, extend or replace features, provided this is reasonable for the Customer and the agreed core scope is not materially restricted. archmax informs the Customer of material changes in good time beforehand.

(4) On the free plan, archmax does not owe any particular availability. On paid plans, a specific availability, response times or service credits only apply if they are expressly committed in the offer or in a separate service level agreement. archmax performs maintenance outside normal business hours where possible.

(5) archmax provides support by email to info@archmax.ai on working days during normal business hours. Further support services only apply if agreed.

(6) archmax may use third parties to provide its services, in particular hosting and model providers. § 10 applies to the processing of personal data.

(7) Where archmax publishes software underlying archmax Cloud under an open source license, the respective license terms apply to that software. These terms of use govern only the use of the hosted service archmax Cloud. They grant no rights to archmax's trademarks or other marks.

(8) Features marked as beta, preview or experimental are provided without any commitment as to availability or characteristics. archmax may change or discontinue them at any time. Unless otherwise agreed, they are free of charge and liability for them is governed by § 13(3).

(1) archmax Cloud uses language models from third-party providers. Results of AI models are generated automatically, may be incomplete, inaccurate or inappropriate and do not reflect the views of archmax. The Customer reviews results on its own responsibility before using them, in particular before making decisions with legal or economic consequences on their basis.

(2) The Customer determines which tasks its agents perform, which data and systems they access and which actions they may take without human approval. archmax provides tools for this, such as tool permissions per state and approval steps; configuring them is the Customer's responsibility. The Customer bears the consequences of the actions its agents take within this configuration.

(3) The Customer is the deployer of its AI applications within the meaning of Regulation (EU) 2024/1689 (AI Act) and is responsible for complying with the obligations applicable to its use case, such as transparency obligations towards people interacting with its agents and ensuring sufficient AI literacy among its staff.

(4) archmax does not use the Customer's content to train AI models. Under its contractual terms, the model provider through which archmax provides the design agent does not use it for training either. The model providers the Customer connects itself are subject to their own terms.

(5) To run agents and workflows, the Customer connects language models from a provider of its choice using its own credentials. The Customer concludes the contract with that provider itself, chooses the provider and processing location, bears the costs and settles them directly with the provider. archmax only provides a language model for the design agent, which helps the Customer design workflows in the editor. Its use is included in the price of the respective plan, so it is free of charge on the free plan, and is limited to the plan's quotas.

(6) The design agent is additionally subject to the usage policies of the model provider engaged by archmax and of the model developer, in particular the Amazon Web Services terms for third-party models at https://aws.amazon.com/legal/bedrock/third-party-models/ and Anthropic's usage policy at https://www.anthropic.com/legal/aup. archmax may block requests that violate these policies. For the models the Customer connects itself, the Customer complies with the terms and usage policies of the respective provider.

(1) The Customer uses archmax Cloud only in accordance with applicable law and these terms of use. In particular, it is prohibited to

• process or generate content that violates criminal law, infringes the rights of third parties or is harmful to minors,
• use archmax Cloud for practices prohibited under Art. 5 of the AI Act or, without an agreement in text form, as a high-risk AI system within the meaning of Art. 6 of the AI Act,
• use archmax Cloud for decisions based solely on automated processing that produce legal effects concerning people or similarly significantly affect them, unless the requirements of Art. 22(2) GDPR are met,
• deliberately circumvent the safety filters of language models or use results to develop or train competing AI models,
• distribute malware, send unsolicited advertising or scan or attack networks and systems the Customer is not authorized to access,
• circumvent security mechanisms, quotas or access restrictions of archmax Cloud, run security tests against archmax Cloud without consent in text form or place an excessive load on the platform,
• share access with people outside the Customer's own organization or resell archmax Cloud as a service of its own unless archmax Cloud expressly provides for this; making its own agents available to third parties via endpoints is permitted,
• use archmax Cloud in violation of export control or sanctions regulations of the European Union.

(2) The Customer is responsible for the content it brings into archmax Cloud or has its agents process. It ensures that it holds the necessary rights and consents, for example for personal data and for access to connected systems.

(3) When connecting third-party services and fetching web pages, the Customer complies with the terms of the respective providers. It decides which accounts it connects and which permissions it grants. In relation to archmax, actions that the Customer's agents take via connected accounts are deemed actions of the Customer. archmax is not responsible for the availability, functionality or data processing of third-party services.

(4) The Customer uses archmax Cloud properly. It tests workflows before productive use, grants agents only the permissions and tool rights they need, and provides for human approval of actions with significant consequences, such as deleting, changing or sending data, where appropriate in the circumstances. It backs up data that is important to it on its own responsibility, in particular by regularly exporting its content and by backing up data in connected systems that its agents may modify. The Customer exports any data it needs beyond the end of the contract in good time before the contract ends.

(5) archmax may temporarily block access in whole or in part, deactivate individual endpoints, agents or connections, or renew tokens to the extent necessary because the Customer breaches these obligations, to avert an acute risk to the security, availability or integrity of archmax Cloud or to third parties, for example in the case of compromised accounts, misuse of public endpoints or runaway costs, or to comply with an official or court order. The measure is limited to what is necessary. archmax takes the Customer's legitimate interests into account, informs the Customer without undue delay and lifts the measure as soon as its reason no longer applies. Further rights remain unaffected.

(6) archmax receives notices of illegal content or misuse, for example via the Customer's endpoints, and reports of suspected security vulnerabilities at info@archmax.ai. archmax reviews notices promptly, informs the Customer and may take measures under paragraph 5; archmax states its reasons to the Customer concerned. info@archmax.ai is also the single point of contact under Art. 11 and 12 of Regulation (EU) 2022/2065 (Digital Services Act); communication is possible in German and English.

(1) All rights to the Customer's content, such as workflows, instructions, skills, files and results, remain with the Customer.

(2) The Customer grants archmax the non-exclusive right, limited to the term of the contract, to store, reproduce and process its content to the extent necessary to provide the services.

(3) archmax grants the Customer the non-exclusive, non-transferable right to use archmax Cloud for the term of the contract within the scope of these terms of use and the selected plan.

(4) archmax processes operating and usage data, such as token consumption, run times and errors, to operate, secure and bill archmax Cloud and to provide support. In anonymized and aggregated form that does not allow conclusions about the Customer or individuals, archmax may also use this data to improve archmax Cloud, including after the end of the contract.

(5) archmax may use suggestions and feedback from the Customer about archmax Cloud free of charge and without restriction.

(6) archmax only names the Customer as a reference with the Customer's consent in text form.

(1) The free plan is free of charge and never converts automatically into a paid plan. For paid plans, the prices of the plan description or offer applicable at the conclusion of the contract apply. All prices are exclusive of statutory VAT.

(2) Unless otherwise agreed, archmax invoices recurring fees monthly in advance and usage-based fees monthly in arrears. Invoices are payable without deduction within 14 days of receipt. archmax may send invoices electronically.

(3) If the Customer is more than 30 days in arrears with a payment, archmax may block access after prior notice with a reasonable deadline until payment has been received.

(4) archmax may adjust the prices of paid plans with three months' notice effective at the start of a billing period. In this case, the Customer may terminate the contract until the price change takes effect.

(5) archmax only charges for usage beyond the quotas of a paid plan if the plan description or the offer sets prices for it.

(6) If a paid contract ends through termination under paragraph 4 or § 15 or for good cause for which archmax is responsible, archmax refunds prepaid fees for the period after the end of the contract on a pro rata basis.

(1) The contract for the free plan runs for an indefinite period. The Customer may terminate it at any time, archmax with 30 days' notice.

(2) Unless otherwise agreed, contracts for paid plans run for one month at a time and renew automatically for a further month. Either party may terminate them with 14 days' notice to the end of the respective billing period.

(3) The right of either party to terminate for good cause remains unaffected. Good cause for archmax exists in particular if the Customer seriously or, despite a warning, repeatedly violates § 5 or is in arrears with more than two monthly fees.

(4) Termination must be made in text form, for example by email. If the last member of the Customer's organization closes their user account, this is deemed termination by the Customer on the free plan. Paid contracts only end by termination under paragraph 2 or 3; the obligation to pay until the end of the contract remains.

(5) On the free plan, archmax may close user accounts that have not been used for six months and whose organizations have no active workflows. A workflow is active as long as it can be started by a schedule, a webhook, a chat or MCP endpoint or another trigger. archmax announces the closure at least 30 days in advance by email to the user's verified email address; if the user signs in during this period, the account is not closed. If the organization is then left without members, the contract ends.

(1) The Customer can export its content at any time during the term of the contract. On request, archmax provides agents, workflows, skills, settings, files, session histories and test cases free of charge in a common, machine-readable format, including within 30 days after the end of the contract. Secrets such as credentials and tokens, as well as archmax's internal operating and security data, cannot be exported.

(2) If the Customer wishes to switch to another provider or to its own infrastructure, archmax supports it in accordance with Art. 23 to 26 of Regulation (EU) 2023/2854 (Data Act). The Customer may request switching with a notice period of no more than two months. archmax then continues to provide archmax Cloud during a transitional period of up to 30 days and hands over the data under paragraph 1. If this is technically not feasible, archmax informs the Customer within 14 working days and may extend the transitional period to no more than seven months. Afterwards, the Customer can retrieve its data for at least 30 days. archmax charges no fees for switching. On request, archmax provides information on the available procedures, formats and known restrictions.

(3) archmax permanently deletes the Customer's content 30 days after the end of the contract or, in the case of switching under paragraph 2, after the retrieval period has expired, unless statutory retention obligations apply. Details, including on backups, are set out in the data processing agreement.

(1) Where archmax processes personal data on behalf of the Customer when providing archmax Cloud, archmax's data processing agreement (DPA) applies. It forms part of these terms of use and is concluded upon agreeing to them.

(2) archmax's privacy policy applies to personal data that archmax processes as controller, such as user account data.

(1) The parties treat all confidential information of the other party that becomes known to them under the contract as confidential and use it only to perform the contract. Confidential information includes in particular the Customer's content and the trade and business secrets of both parties.

(2) This does not apply to information that is publicly known, was already lawfully known to the receiving party, was lawfully disclosed to it by third parties or must be disclosed due to a statutory or official order.

(3) These obligations survive the end of the contract.

(1) On the free plan, archmax provides archmax Cloud free of charge and without commitment to any particular characteristics. archmax is only liable for defects that it has fraudulently concealed.

(2) On paid plans, the statutory provisions of German tenancy law apply with the following provisions: archmax's no-fault liability for defects that already existed at the conclusion of the contract (Section 536a(1), first alternative, BGB) is excluded. The Customer reports defects in text form without undue delay and describes them as precisely as possible. archmax remedies defects within a reasonable period, including by means of a reasonable workaround.

(3) The following are not defects of archmax Cloud: results of AI models insofar as they result from the way the models work (§ 4(1)), and changes, restrictions and outages of the interfaces of third-party services and of the model providers connected by the Customer, such as changed permissions or rate limits, for which archmax is not responsible.

(1) archmax has unlimited liability for intent and gross negligence, for injury to life, body or health, under the German Product Liability Act and to the extent of any guarantee given.

(2) In the case of slight negligence, archmax is only liable for the breach of an essential contractual obligation, the fulfillment of which makes the proper performance of the contract possible in the first place and on whose fulfillment the Customer may regularly rely. In this case, liability is limited to the damage typical for the contract and foreseeable at the time the contract was concluded.

(3) On the free plan, notwithstanding paragraph 2, archmax is only liable for intent and gross negligence; paragraph 1 remains unaffected.

(4) The Customer is responsible for data loss and other damage resulting from improper use of archmax Cloud by the Customer or its members, for example if content is deleted, workflows or agents are misconfigured, overly broad permissions are granted or actions of agents in connected systems are permitted. archmax is not liable for this unless archmax contributed to the damage; paragraph 1 remains unaffected.

(5) The above limitations also apply in favor of archmax's executive bodies, employees and vicarious agents.

(1) The Customer indemnifies archmax against third-party claims based on unlawful use of archmax Cloud by the Customer or its members, on the Customer's content or on actions of its agents in connected systems or towards third parties, to the extent the Customer is responsible for this. archmax informs the Customer of such claims without undue delay and, where possible, leaves their defense to the Customer.

(2) If a third party claims that the contractual use of archmax Cloud infringes its intellectual property rights, archmax indemnifies the Customer on paid plans against such claims in accordance with § 13, provided the Customer informs archmax without undue delay and leaves the defense to archmax. archmax may modify or replace archmax Cloud so that the infringement ceases, or procure a right of use. If neither is possible on reasonable terms, either party may terminate the contract; § 7(6) applies accordingly. This does not apply to the Customer's content, results of AI models, third-party open source components or infringements based on a modification by the Customer or a combination not intended by archmax.

(1) archmax may amend these terms of use and the data processing agreement with effect for the future if there is a valid reason, such as a change in the law, case law or the services of archmax Cloud, and the change is reasonable for the Customer.

(2) archmax announces changes in accordance with § 16 at least six weeks before they take effect. If the Customer does not object in text form within this period, the changes are deemed accepted. In the notice, archmax points out the right to object, the deadline and the consequences of not objecting. If the Customer objects, either party may terminate the contract as of the date the change takes effect.

(3) Paragraph 2 does not apply to changes to the main contractual obligations, the term or the prices. § 7(4) applies to prices; otherwise, the Customer's express consent is required.

(1) archmax sends notices under these terms of use and the data processing agreement by email to the administrators of the Customer's organization and may additionally display them in archmax Cloud. The Customer keeps the stored email addresses up to date.

(2) The Customer sends notices to archmax in text form to info@archmax.ai or to the address in the imprint.

(1) Neither party is liable for failure to perform obligations insofar as this is due to force majeure, that is, events beyond its reasonable control such as natural disasters, pandemics, war, terrorist attacks, official measures or large-scale failures of public energy and communication networks. Payment obligations remain unaffected.

(2) archmax may transfer the contract, after notifying the Customer, to an affiliated company or, in the course of a sale of its business, to the acquirer. In this case, the Customer may terminate the contract within one month of the notice. The Customer may only transfer rights and obligations under the contract with archmax's consent; Section 354a of the German Commercial Code (HGB) remains unaffected.

(3) The law of the Federal Republic of Germany applies, excluding the UN Convention on Contracts for the International Sale of Goods.

(4) The exclusive place of jurisdiction for all disputes arising from this contract is Tübingen, Germany, provided the Customer is a merchant, a legal entity under public law or a special fund under public law. archmax may also sue the Customer at its general place of jurisdiction.

(5) Should individual provisions be or become invalid, the validity of the remaining provisions remains unaffected. The invalid provision is replaced by the statutory provision.

(6) The German version of these terms of use is authoritative.