General Terms and Conditions (GTC) for the use of Trooper.AI GPU server hosting

1. scope of application

1.1 These General Terms and Conditions (hereinafter referred to as "GTC") govern the contractual relationship between trooper.ai (hereinafter referred to as "Provider") and its customers (hereinafter referred to as "Customer") who wish to rent or use GPU server resources via trooper.ai.

1.2 Deviating general terms and conditions of the customer shall not apply unless the provider expressly agrees to their validity in writing.

1.3 By using the provider's services, the customer agrees to these GTC.

2 Conclusion of contract and contractual partner

2.1 The contract between the provider and the customer for the use of the GPU servers (hereinafter "contract") is concluded as soon as the customer either

accepts a written offer from the provider, or
registers via the provider's online booking portal and books the desired GPU server service there.

2.2 The provider reserves the right to refuse to conclude a contract with a customer without giving reasons.

2.3 The contractual partners are the customer and the provider. All notifications or declarations relating to the contract must be addressed exclusively to the provider or the customer's contact person named in the order process.

3. service description

3.1 The Provider shall provide the Customer with GPU server and infrastructure capacities and associated services. This includes in particular

Physical GPU server hardware in data centers,
Network access and IP addresses,
Administration interface (if contractually agreed),
Optional managed services for installation and configuration (if ordered separately),
Support services in accordance with the agreed service level.

3.2 The exact scope of services, GPU hardware specifications, bandwidth and other details are based on the respective offer or the description on the online booking platform.

3.3 A specific scope of functions or services (e.g. uninterrupted accessibility, speed) is only owed insofar as this has been expressly agreed in the contract.

3.4 The Provider reserves the right to adapt or change the services offered, insofar as this adaptation is reasonable for the Customer, taking into account the interests of the Provider. The provider shall inform the customer of this in good time.

4. access and use

4.1 The customer receives access to the booked GPU server resources after successful registration or after conclusion of the contract. The access data must be treated confidentially and may not be passed on to third parties.

4.2 The customer is responsible for ensuring that the technical requirements for accessing the GPU servers are met (e.g. Internet connection, compatible software).

4.3 The customer may only use the GPU servers within the scope of the applicable statutory provisions and the contractually agreed purposes. Improper use (e.g. for illegal content, spam, hacking attacks or other criminal acts) is prohibited.

4.4 In the event of violations of these GTC or suspected illegal or improper use, the Provider is entitled to block access to the GPU servers without this giving rise to any claims by the Customer against the Provider.

5 Obligations of the customer

5.1 The customer is obliged to

to pay all usage fees on time,
to inform the provider immediately of any changes to the master data (e.g. address, E-Mail address, payment information),
to comply with applicable legal regulations and not to harm third parties.

5.2 The customer undertakes not to upload any data or operate any applications that contain or spread viruses, Trojans, malware or comparable harmful software.

5.3 The Customer is responsible for ensuring that regular backups of its data and applications are made. Although the Provider carries out maintenance and backup work, it accepts no responsibility for data loss caused by missing or incomplete backups on the part of the Customer.

5.4 The customer is obliged to inform the provider immediately of any disruptions or errors in the use of the services and, if possible, to cooperate in rectifying them.

6 Data security and data protection

6.1 The Provider shall take appropriate technical and organizational measures to protect the servers and the data on them against unauthorized access and against failures.

6.2 Insofar as the Provider processes personal data for the Customer as part of the provision of services, the provisions of the respective order processing agreement to be concluded between the parties shall apply (Art. 28 GDPR).

6.3 The provider is entitled to pass on the customer's data to third parties if this is necessary for the execution of the contract (e.g. to payment service providers) or if the provider is obliged to do so by law or by court or official order.

7 Fees and terms of payment

7.1 The fees to be paid by the customer are based on the selected service package and the prices applicable at the time of the order. Unless otherwise stated, all prices are subject to VAT at the statutory rate.

7.2 Invoicing shall take place in accordance with the payment and invoicing modalities specified in the contract or in the order. The customer is obliged to pay the invoiced amounts within the agreed period.

7.3 In the event of late payment, the Provider is entitled to charge interest on arrears in accordance with the statutory provisions and to temporarily or permanently block access to the GPU servers until all outstanding claims have been settled.

7.4 The Provider reserves the right to change prices after the expiry of an agreed minimum contract term. The customer will be informed of price increases in writing or by e-mail at least 30 days before they come into effect.

8. liability

8.1 The provider is only liable for damages caused by intentional or grossly negligent behavior. In the case of slightly negligent breaches of duty, the provider shall only be liable for injury to life, limb or health. Otherwise, the liability of the provider is excluded, insofar as this does not conflict with mandatory statutory regulations.

8.2 The Provider is not liable for the functionality of data networks, servers or data lines outside its own area of responsibility.

8.3 The Provider accepts no liability for the availability and condition of the Customer's hardware and software. The Customer shall bear the risk of data loss, unless this is due to gross negligence or willful misconduct on the part of the Provider.

8.4 The customer is solely responsible for content that the customer or third parties disseminate via the provider's servers. The customer shall indemnify the provider against all third-party claims that are attributable to unlawful use of the server content by the customer or with the customer's approval.

9 Term and termination

9.1 The contract term is specified in the respective offer or order. Unless otherwise agreed, the minimum contract term is 1 month.

9.2 The contract is automatically extended by the term specified in the offer or order if it is not terminated with a notice period of 14 days before the end of the respective term.

9.3 Notice of termination must be given in writing (e.g. E-Mail, fax, letter).

9.4 The right to extraordinary termination for good cause remains unaffected. Good cause shall be deemed to exist in particular if:

the customer violates essential contractual obligations despite a reminder and the setting of a deadline,
insolvency proceedings are opened against the customer's assets or are rejected for lack of assets,
the customer provided incorrect information at the time the contract was concluded which was material for the provider.

10. final provisions

10.1 The contract shall be governed exclusively by the law of the Federal Republic of Germany to the exclusion of the UN Convention on Contracts for the International Sale of Goods (CISG).

10.2 The place of jurisdiction for all disputes arising from or in connection with this contract is - insofar as legally permissible - the registered office of the provider.

10.3 Subsidiary agreements, amendments or additions to this contract are only effective if they are agreed in writing or confirmed in writing. This shall also apply to any amendment to this written form requirement.

10.4 Should individual provisions of these GTC be or become invalid or unenforceable, this shall not affect the validity of the remaining provisions. In place of the invalid or unenforceable provision, a provision shall be deemed agreed that comes closest to the economic purpose of the invalid or unenforceable provision.

10.5 The Provider reserves the right to amend or supplement these GTC at any time with effect for the future. The Customer shall be notified of any changes at least 4 weeks before they come into effect. If the customer does not object to the amendments in writing or by e-mail within 2 weeks of receipt of the notification of amendment, the amendments shall be deemed to have been accepted.