Terms of Service (AGB)

1. Scope and Agreement

These Terms of Service / Allgemeine Geschäftsbedingungen ("Terms" / "AGB") govern use of the Lab Manager Pro platform between the provider identified in the Impressum ("Provider," "we," "us") and the business customer ("Customer," "you").

By creating an account, accepting electronically, or using the Service, you agree to these Terms, the Acceptable Use Policy, the Privacy Policy, and — for processing of Customer Content personal data — the DPA / AVV.

The Service is offered exclusively to entrepreneurs within the meaning of § 14 BGB (Unternehmer) for commercial or independent professional use (B2B). Consumers within the meaning of § 13 BGB are not the intended contracting parties.

2. The Service

Lab Manager Pro is a B2B SaaS platform for testing laboratory operations and ISO/IEC 17025:2017 workflow support across eight core modules: (1) Inquiries & Contract Review, (2) Projects & DUT Custody, (3) Testing & Competence, (4) Resources & Chambers, (5) Reports & Amendments, (6) Quality & QMS, (7) Billing & Timesheets, and (8) Ops & Governance, plus an integrated client portal.

• Commercial Licensing: Lab Manager Pro is provided under individual written order forms or accepted proposals specifying user counts, testing chambers, active modules, and service levels.
• Laboratory accreditation and regulatory compliance (including formal accreditation by bodies such as DAkkS, A2LA, or UKAS) remain solely the customer's professional responsibility. The Service provides supportive tooling and audit records.

3. Accounts and Workspaces

• Provide accurate registration data and keep it current
• You are responsible for users you invite, their roles, portal visibility, and their activity
• Protect credentials; revoke access when users leave
• We may suspend accounts that are compromised, abusive, or in material breach

4. Fees and Payment

Fees are set forth in the applicable written order form or accepted quotation.

• Order Forms: Each order form specifies the subscription term, licensed user seats, chamber count, applicable fees, billing frequency (monthly or annual), and payment terms.
• Invoicing and Payment: Unless otherwise agreed in an order form, fees are invoiced in advance and are payable within the payment term specified in the invoice or order form.
• Term and Renewal: Subscriptions commence on the effective date stated in the order form and continue for the initial term specified therein. Renewal occurs only as agreed in the applicable order form.
• Cancellation: Either party may terminate or cancel the subscription in accordance with the notice periods and terms agreed in the individual order form.
• No Refunds: Except where mandatory law requires otherwise or as explicitly agreed in an order form, paid fees are non-refundable.
• Client Billing: Where you use Lab Manager Pro to issue estimates or invoices to your own clients, you alone are party to those contracts.

5. Customer Content and Data

• You retain ownership of Customer Content
• You grant us a limited license to host, process, transmit, display, and back up Customer Content solely to provide, secure, support, and improve the Service
• You warrant that you have all rights and legal bases (including GDPR) to upload personal data
• Details: Privacy, DPA / AVV

6. Acceptable Use

You must comply with the Acceptable Use Policy. We may suspend or terminate for violations.

7. Intellectual Property

We and our licensors own the Service and related IP. You receive a limited, non-exclusive, non-transferable right to use the Service during the term of an active order for your internal business purposes.

8. Third-Party Services

Integrations (e.g. Stripe, Supabase, email providers, hosting) may be subject to their own terms. See Subprocessors.

9. Confidentiality

Each party will protect the other's non-public information with reasonable care. Customer Content is your Confidential Information, subject to statutory disclosure duties.

10. Warranty (Gewährleistung)

We will provide the Service with commercially reasonable care. Except as required by mandatory German law, we do not warrant uninterrupted or error-free operation.

11. Liability (Haftung)

We are liable without limitation for intent (Vorsatz) and gross negligence (grobe Fahrlässigkeit), for injury to life, body, or health, under the German Product Liability Act, and for fraudulently concealed defects or assumed guarantees.

In cases of simple negligence (einfache Fahrlässigkeit), we are liable only for breach of essential contractual obligations (Kardinalpflichten), limited to the foreseeable damage typical for this type of contract.

Subject to the foregoing and mandatory law, our aggregate liability for simple negligence in any twelve-month period is limited to the fees you paid us for the Service in that period.

12. Indemnification

You will indemnify and hold us harmless from third-party claims arising from Customer Content, your unlawful use of the Service, or your contracts with your own clients, to the extent permitted by German law.

13. Term and Termination

You may cancel as described in Section 4. We may terminate or suspend for material breach, non-payment, legal risk, or as required by law. Provisions that by nature should survive will survive termination.

14. Governing Law and Venue (Germany)

These Terms are governed by the laws of the Federal Republic of Germany (region: DE), excluding CISG and conflict-of-law rules that would refer to another jurisdiction.

If you are a merchant (Kaufmann), a legal entity under public law, or a special fund under public law, the exclusive place of jurisdiction is the competent court at the Provider's registered seat in Germany as stated in the Impressum.

15. Changes to These Terms

We may amend these Terms for valid reasons. We will notify the account owner with reasonable advance notice. If you do not object in text form within the stated period and continue using the Service, the amended Terms are deemed accepted, provided we informed you of this effect in the notice.

16. Final Provisions

These Terms, AUP, Privacy Policy, AVV/DPA (where applicable), and any order form constitute the entire agreement. Notices: contact@labmanagerpro.com.

17. Contact

Legal and billing: contact@labmanagerpro.com. Provider identity: Impressum.