Algemene voorwaarden

This English version is provided for convenience. In case of conflict between the German and English versions, the German version shall prevail to the extent permitted by law.

§ 1 Scope, Provider, Definitions

(1) These Terms of Service (hereinafter "Terms") govern all contracts between

Nils Freund Digital Solutions Owner: Nils Freund Resedastraße 14 59075 Hamm Germany

Email: mail@billiardcloud.com VAT ID: DE366317456

(hereinafter "Provider") and its customers regarding the use of the Software-as-a-Service platform "BilliardCloud" available at billiardcloud.com and associated subdomains (hereinafter "Platform" or "Service").

(2) Conflicting, deviating or supplementary terms of the customer shall not become part of the contract unless the Provider expressly agrees to their applicability in text form.

(3) Definitions:

"Customer" means the natural or legal person concluding a contract with the Provider for the use of the Platform.
"Consumer" means any natural person concluding a legal transaction for purposes that predominantly fall outside their commercial or self-employed professional activity (Section 13 German Civil Code – BGB).
"Business" means a natural or legal person or partnership with legal capacity acting in the exercise of its commercial or self-employed professional activity when concluding a legal transaction (Section 14 BGB). Registered associations (eingetragene Vereine) shall be deemed Businesses for purposes of these Terms when acting within their statutory activities.
"User" means persons authorised by the Customer to use the Platform on behalf of or within the scope of the Customer (e.g. club members, officials).

§ 2 Subject Matter

(1) For the duration of the contract, the Provider grants the Customer access to the BilliardCloud Platform via the internet. The Platform supports the management of billiards clubs and associations, including features for member and player management, organisation of league play and tournaments, score recording, statistical analysis, and related reporting.

(2) The specific scope of features results from the service description applicable at the time of contract conclusion on billiardcloud.com and the tariff selected by the Customer.

(3) The Provider is entitled to continuously develop the Platform, in particular through extensions, improvements and other modifications. The Provider shall announce material adverse changes to features at least 30 days in advance in text form.

(4) The Platform is provided to the Customer for use only. No transfer of software, source code, or licences takes place.

§ 3 Conclusion of Contract, Registration

(1) The presentation of the Platform and tariffs on the website does not constitute a binding offer but an invitation to make an offer.

(2) The contract is concluded upon the Customer's registration on the Platform and confirmation by the Provider (by email or activation of access). By completing registration, the Customer makes a binding offer to conclude a usage contract.

(3) The Customer is required to provide truthful and complete information at registration and to update changes promptly in their account.

(4) Minimum Age: Use of the Platform requires a minimum age of 16 years. Persons under 16 are not permitted to register.

(5) The Provider may reject registration without stating reasons.

(6) Generally, only one account may be created per Customer. Multiple registrations may result in suspension.

(7) Contract conclusion by representation for a club: Where a natural person concludes the contract on behalf of a registered or unregistered club (Verein), they are required to indicate this at registration (selection "for a club") and to provide the club name as well as – if available – the club register number. In such case, the club becomes the contracting party. The acting natural person represents that they have the necessary authority of representation and shall be liable in accordance with the principles applicable to representatives without authority (Sections 177, 179 BGB) if such authority is lacking. Any further personal liability of the representing person is excluded provided authority of representation exists.

§ 4 Trial Period

(1) The Provider grants the Customer a free trial period of 30 days from activation of the account.

(2) During the trial, the Customer may use the Platform free of charge within the selected trial tariff. The Provider may limit the scope of features during the trial.

(3) Data protection during the trial: The Data Processing Agreement (DPA, Annex 1) applies upon account activation and must be confirmed by the Customer prior to the first processing of third-party personal data (in particular member data). The Provider may not process third-party personal data on behalf of the Customer prior to such confirmation.

(4) The Customer may end the trial at any time without giving reasons by deleting their account or refraining from converting to a paid tariff.

(5) Automatic conversion of the trial into a paid tariff occurs only if the Customer actively selects a tariff and initiates a corresponding payment process.

(6) Data deletion after trial end without tariff selection: If no paid tariff is selected after expiry of the trial, the account, including all processed data, will be automatically and irrevocably deleted 14 days after trial end. Within these 14 days, the Customer may export their data (see § 11). No longer storage takes place.

§ 5 Tariffs, Fees, Payment Processing

(1) Use of the Platform is subject to a fee after the trial period. The applicable tariffs and prices are listed on billiardcloud.com.

(2) Currently available tariffs (as of these Terms):

Core: EUR 15.00 per month
Premium: EUR 35.00 per month

All prices include any applicable statutory VAT.

(3) Billing occurs monthly in advance.

(4) Payment Processing — Two Models:

Payment processing is handled in two separate models depending on the Customer's residence or place of business. The applicable model is shown to the Customer transparently during the order process:

a) Customers Resident/Established in Germany — Direct Sale:

The Provider is the contractual counterparty and issues invoices. The Provider remits German VAT.
Technical payment processing is performed by Stripe Payments Europe, Limited (1 Grand Canal Street Lower, Grand Canal Dock, Dublin, Ireland; hereinafter "Stripe") as a payment processor. In this model, Stripe is not the Customer's contractual counterparty but acts as a technical processor on behalf of the Provider.
Available payment methods include credit card, SEPA direct debit, PayPal, Apple Pay, and Google Pay, among others.

b) Customers Resident/Established Outside Germany — Stripe Managed Payments (Merchant of Record):

Notice: For orders outside Germany, our order process is conducted via Stripe Managed Payments. Stripe acts as Merchant of Record. Stripe handles all customer service inquiries regarding payment processing and refunds.

Stripe acts as "Merchant of Record" under Stripe Managed Payments. With respect to payment, Stripe – not the Provider – is the Customer's contractual counterparty. Stripe issues the invoice and remits the applicable VAT or equivalent indirect taxes in the relevant jurisdictions.
During checkout, Stripe may identify Link as the technical Merchant of Record towards the Customer ("Sold through Link"). Link is a brand of the Stripe group.
By placing a paid order, the Customer enters into two separate contracts: (i) a usage contract for the Platform with the Provider (governed by these Terms) and (ii) a purchase contract with Stripe for the provision of access to the Platform.
The applicable Stripe end-user terms apply additionally, available at https://stripe.com/legal/end-users, as well as the Link account terms at https://stripe.com/legal/link-account-terms.

(5) Details on refunds are set out in our Refund Policy.

(6) In case of unsuccessful payment collection, the Provider may suspend access to the Platform until full payment is received.

(7) The Provider reserves the right to adjust tariffs and prices with effect for the future. Price changes will be announced to the Customer at least 30 days before taking effect, in text form. In the event of a price increase, the Customer has a special right of termination effective at the date the change takes effect.

§ 6 Term, Termination

(1) The contract is concluded for an indefinite period.

(2) The contract may be terminated by either party monthly to the end of the respective billing period in text form. Consumers may declare termination in particular via the termination button on the Provider's website (pursuant to Section 312k BGB), by email to mail@billiardcloud.com, or via the termination function in the customer account.

(3) The right of either party to extraordinary termination for cause remains unaffected. Cause exists for the Provider in particular if:

a) the Customer is in arrears with payment of two consecutive monthly fees; b) the Customer materially breaches these Terms or statutory provisions; c) the Customer abuses the Platform.

(4) In case of extraordinary termination by the Provider for reasons attributable to the Customer, the Provider retains the claim to the fee for the current billing period.

(5) Termination by Refund: If the payment service provider Stripe (in the Direct Sale model as payment processor on behalf of the Provider; in the Managed Payments model as Merchant of Record) fully refunds remuneration to the Customer (refund), the licence and use contract with the Provider terminates automatically as of the date of the refund confirmation. The Customer will be informed by email without delay. The provisions on data export and deletion under § 11 apply accordingly.

(6) After termination, Customer Data is treated in accordance with § 11 of these Terms.

§ 7 Right of Withdrawal for Consumers

(1) Right of Withdrawal: Consumers have a statutory right of withdrawal as set out in the withdrawal instructions below.

(2) Scope: The Platform constitutes a digital service within the meaning of Section 327(2) sentence 2 BGB. The right of withdrawal is therefore governed by Section 356(4) BGB.

(3) Start of Withdrawal Period: During the free trial period (§ 4), no right of withdrawal exists due to the absence of a paid contractual relationship. The 14-day withdrawal period commences upon conclusion of a paid tariff.

(4) Performance Before Expiry of the Withdrawal Period: If the Consumer wishes to use the Platform before expiry of the withdrawal period, the Provider obtains the following declarations via separate checkboxes during the order process:

a) the Consumer's express consent that the Provider commences performance of the service before expiry of the withdrawal period, and b) the Consumer's confirmation of awareness that the right of withdrawal expires upon complete performance of the contract by the Provider.

(5) Compensation for Value upon Withdrawal: If the Consumer withdraws from the contract after having requested performance before expiry of the withdrawal period, the Consumer owes compensation pursuant to Section 357a(2) BGB for the service provided up to the point of withdrawal. The compensation is calculated on a pro rata temporis basis based on the agreed tariff price, from the start of the paid provision until receipt of the withdrawal declaration by the Provider.

(6) Provision of Withdrawal Instructions: The Provider makes the following withdrawal instructions available to the Consumer prior to contract conclusion in clear and comprehensible form on a durable medium.

Withdrawal Instructions

Right of Withdrawal

You have the right to withdraw from this contract within fourteen days without giving any reason.

The withdrawal period is fourteen days from the date of contract conclusion.

To exercise the right of withdrawal, you must inform us

Nils Freund Digital Solutions Resedastraße 14 59075 Hamm Germany Email: mail@billiardcloud.com

of your decision to withdraw from this contract by an unequivocal statement (e.g. a letter sent by post or email). You may use the model withdrawal form attached, but it is not obligatory.

To meet the withdrawal deadline, it is sufficient that you send your communication concerning the exercise of the right of withdrawal before the withdrawal period has expired.

Effects of Withdrawal

If you withdraw from this contract, we shall reimburse all payments received from you, without undue delay and not later than fourteen days from the day on which we are informed of your decision to withdraw from this contract. We will use the same means of payment as you used for the original transaction, unless expressly agreed otherwise; in any event, you will not incur any fees as a result of the reimbursement.

If you have requested that the service should commence during the withdrawal period, you shall pay us a reasonable amount corresponding to the proportion of services already provided up to the point at which you inform us of the exercise of your right of withdrawal under this contract, compared to the total scope of services provided for in the contract.

Early Expiry of the Right of Withdrawal

Your right of withdrawal expires for a contract on the supply of digital services upon complete performance of the service by us, if you have, before commencement of performance, expressly consented to us commencing performance before expiry of the withdrawal period and have confirmed your awareness that your right of withdrawal expires upon complete performance of the contract by us.

Model Withdrawal Form

If you wish to withdraw from the contract, please complete this form and return it.

To:
Nils Freund Digital Solutions
Resedastraße 14
59075 Hamm
Germany
Email: mail@billiardcloud.com

I/We (*) hereby give notice that I/we (*) withdraw from my/our (*)
contract of sale of the following goods (*) / for the supply of the
following service (*):

_____________________________________________

Ordered on (*) / received on (*): __________

Name of consumer(s): _______________

Address of consumer(s): __________

Signature of consumer(s) (only if this form is notified on paper): _______

Date: __________

(*) Delete as appropriate.

§ 8 Customer Obligations

(1) The Customer shall use the Platform exclusively within the scope of the contract and applicable law.

(2) The Customer shall keep their access credentials confidential and protect them from unauthorised third-party access. Suspected misuse must be reported to the Provider immediately.

(3) The Customer undertakes not to distribute via the Platform any content that:

a) violates applicable law, in particular content that is criminally relevant or violates personality rights, copyrights, trademarks, or competition law, b) is harmful to minors, pornographic, racist, glorifies violence, or constitutes incitement, c) contains harmful software (viruses, malware), d) impairs or endangers the operation of the Platform.

(4) The Customer is solely responsible for content uploaded, processed, or distributed via the Platform by the Customer or Users acting within the Customer's sphere of responsibility.

(5) The Customer shall indemnify the Provider against all third-party claims asserted against the Provider on grounds of culpable breach of the foregoing obligations by the Customer or its Users, including the costs of necessary legal defence.

(6) The Customer is required to ensure the legal basis required for processing third-party personal data via the Platform, in particular obtaining the consent of data subjects or establishing another legal basis under the GDPR.

§ 8a Notification of Illegal Content and Content Moderation (DSA/DDG)

(1) Where Customers or their Users store or provide content via the Platform, the Provider acts as a hosting service provider within the meaning of Article 3(g)(iii) of Regulation (EU) 2022/2065 (Digital Services Act – DSA) and the German Digital Services Act (DDG). The Platform is not an online platform within the meaning of Article 3(i) DSA, as stored content is not made publicly available but exclusively accessible to authorised users of the respective club account. The Provider qualifies as a micro-enterprise within the meaning of EU Recommendation 2003/361/EC; the special obligations for online platforms under Articles 19 et seq. DSA therefore do not apply. The general obligations for hosting services under Articles 11 to 18 DSA apply.

(2) Notification Procedure: Any natural or legal person may notify the Provider of content they consider to be illegal. The Provider provides a low-threshold notification procedure at https://billiardcloud.com/content-policy. Details are governed by the Content Policy, which forms part of these Terms.

(3) Review and Measures: Upon receipt of a notification, the Provider shall review the reported content carefully, in a non-arbitrary, objective manner, and with due regard to the fundamental rights of the parties involved. Measures may include in particular removal of the content, blocking access, or restricting use.

(4) Statement of Reasons (Art. 17 DSA): The Provider shall inform the affected Customer of measures taken in text form, stating:

a) the specific measure and its territorial and temporal scope, b) the underlying facts and circumstances, c) the legal or contractual basis, d) the possibility of internal complaint within 14 days, as well as out-of-court dispute settlement and judicial recourse.

(5) Crime Reporting Obligation (Art. 18 DSA): Where there is suspicion of crimes threatening the life or safety of persons, the Provider shall forward all necessary information to the competent law enforcement authorities without delay.

(6) Contact for Authorities and Users: The single point of contact pursuant to Articles 11 and 12 DSA is mail@billiardcloud.com. Correspondence languages are German and English.

§ 9 Availability, Maintenance, Updates, Product Modifications

(1) Availability. The Provider aims for an availability of the Platform of 99.0 % on annual average, measured at the handover point of the Hetzner data centre. The relevant period is 24 hours on 365 days per year, measured outside of the exclusion periods specified below.

(2) Exclusions. The following are not included in the availability calculation:

a) announced maintenance windows of up to 8 hours per month, performed where possible between 02:00 and 06:00 CET/CEST and announced at least 48 hours in advance; b) unscheduled emergency maintenance to remediate security-critical vulnerabilities; c) outages caused by force majeure, including but not limited to natural events, government orders, war, strikes, and DDoS attacks; d) outages at upstream suppliers, in particular the hosting provider Hetzner Online GmbH, insofar as these are outside the Provider's sphere of responsibility; e) outages within the sphere of responsibility of the Customer or its internet provider.

(3) Legal Consequences of Shortfall. In case of a sustained, material shortfall of availability, the Customer is entitled to the statutory warranty rights pursuant to § 10 of these Terms. No service credits or contractual penalties are granted.

(4) Update Obligation (Sections 327e, 327f BGB) towards Consumers. The Provider shall provide updates necessary to maintain the contractual conformity of the Platform during the contract term, including security updates, and shall inform the Consumer thereof.

(5) Product Modifications (Section 327r BGB). The Provider is entitled to modify functions, user interface, and technical architecture of the Platform during the contract term, provided that a valid reason exists. Valid reasons include in particular:

a) adaptation to legal or regulatory requirements; b) enhancement of IT security, including response to specific threat situations; c) technical adaptation to new environments (e.g. new browser versions, changed Hetzner infrastructure, maintaining performance with increased user numbers); d) error correction or consolidation of features; e) further development of the Platform, provided that usability is not significantly impaired.

The Customer shall not incur additional costs as a result of the modification. If the modification more than insignificantly impairs the usability of the Platform for Consumers, the Provider shall inform the Consumer at least 30 days prior to the modification in text form and shall point out the special right of termination pursuant to Section 327r(3) BGB.

(6) Force majeure and disruptions outside the Provider's sphere of responsibility shall release the Provider from its performance obligation for the duration of the disruption.

§ 10 Warranty, Liability

(1) Warranty towards Businesses: The statutory warranty provisions of tenancy law (Sections 535 ff. BGB) shall apply unless otherwise agreed.

(2) Warranty towards Consumers: The statutory provisions for contracts on digital products (Sections 327 ff. BGB) shall apply.

(3) Scope of Liability: The Provider's liability is unlimited:

a) for intent and gross negligence, b) for injury to life, limb, or health, c) under the provisions of the Product Liability Act, d) within the scope of any guarantee assumed by the Provider.

(4) For ordinary negligence, the Provider is liable solely for damage arising from the breach of essential contractual obligations (so-called cardinal obligations – obligations whose fulfilment is essential to enable proper performance of the contract and on whose observance the contractual partner regularly relies). In such case, liability is limited to typical, foreseeable damage. Liability is additionally limited in amount to EUR 5,000 per case of damage or the sum the Customer has paid to the Provider (or via Stripe) as remuneration during the twelve months preceding the event causing the damage, whichever is higher. This limitation does not apply to damage arising from injury to life, limb, or health.

(5) Otherwise, the Provider's liability is excluded.

(6) Liability for data loss is limited to the typical recovery effort that would have arisen under proper and regular data backup by the Customer. The Customer is required to make regular backup copies (data export pursuant to § 11) of their data.

(7) The above limitations of liability also apply for the benefit of the Provider's legal representatives, vicarious agents, and employees.

§ 11 Customer Data, Data Export, Data Deletion

(1) All data and content uploaded by the Customer to the Platform (hereinafter "Customer Data") remain the property of the Customer or the respective authorised third parties.

(2) The Customer grants the Provider a non-exclusive right, limited to the term of the contract, to store, process, and display Customer Data for the purpose of contract performance.

(3) Data Export: The Customer may at any time during the contract term and within 30 days after termination request a complete export of their data in a common, machine-readable format (e.g. CSV, JSON). The export is provided free of charge.

(4) Data Deletion: The Provider shall delete Customer Data 30 days after termination of the contract, unless the Customer has previously requested an extension or statutory retention obligations preclude deletion. Personal data shall be treated in accordance with the privacy policy and the data processing agreement.

§ 12 Data Protection, Data Processing

(1) The Provider processes personal data in accordance with the GDPR and the German Federal Data Protection Act (BDSG). Details on data processing are set out in the Provider's privacy policy, available at billiardcloud.com/datenschutz.

(2) Data Processing: Insofar as the Customer processes personal data of third parties (e.g. members, players) via the Platform, the Customer is the controller and the Provider is the processor within the meaning of Article 28 GDPR. The Data Processing Agreement (DPA) attached as Annex 1 to these Terms shall apply and becomes part of the contract upon acceptance of these Terms.

(3) Subprocessors: The Provider engages subprocessors to provide the Platform (hosting, payment processing, email delivery, etc.). The current list of subprocessors is available at billiardcloud.com/subprocessors. Changes shall be announced to the Customer with reasonable notice.

§ 13 Confidentiality

(1) The parties undertake to treat all confidential information of the other party becoming known in the course of the contractual relationship as confidential and to use it only for contractually agreed purposes.

(2) This obligation applies for the duration of the contractual relationship and three years after its termination.

§ 14 Amendments to the Terms

(1) The Provider may amend these Terms with effect for the future where required for legal, regulatory, or technical reasons or where changes to the Platform's feature scope make this necessary.

(2) Non-substantial amendments (in particular editorial adjustments, clarifications, adjustments due to new technical features without effect on principal contractual obligations) shall be communicated to the Customer at least 30 days prior to taking effect, in text form. If the Customer does not object within this period, the amendments shall be deemed accepted. The Provider shall expressly draw the Customer's attention to the significance of silence, the right to object, and the deadline in the notification.

(3) Substantial amendments require the Customer's express consent. A deemed acceptance pursuant to paragraph 2 shall not apply to such amendments. The following are deemed substantial in particular:

a) changes to principal contractual obligations, in particular the Platform's feature scope; b) price changes, including the introduction of new fees or charges; c) changes to contract duration or termination provisions; d) changes to payment modalities or to the contractual partner for payment processing; e) amendments affecting the equivalence of performance and consideration; f) changes to liability provisions to the Customer's detriment; g) changes to data protection arrangements, insofar as these go beyond statutory adjustments.

If the Customer does not give express consent, the contract shall continue under the previous terms.

(4) In the event of objection to non-substantial amendments or absence of consent to substantial amendments, the Provider may terminate the contractual relationship by ordinary notice effective on the date the amendments take effect. In the case of substantial amendments involving a price increase, the Customer additionally has a special right of termination effective at the date the change takes effect.

§ 15 Final Provisions

(1) Governing Law: German law applies, excluding the UN Convention on Contracts for the International Sale of Goods. For Consumers, this choice of law applies only insofar as it does not deprive the Consumer of the protection of mandatory provisions of the law of the state in which the Consumer has their habitual residence.

(2) Jurisdiction: If the Customer is a merchant, legal entity under public law, or special public-law fund, the exclusive place of jurisdiction for all disputes arising from this contract is the Provider's place of business (Hamm). The same applies if the Customer has no general place of jurisdiction in Germany or if domicile or habitual residence is unknown at the time the action is filed.

(3) Consumer Dispute Resolution (Section 36 VSBG): The Provider is neither obliged nor willing to participate in dispute resolution proceedings before a consumer arbitration board. The European Commission provides an Online Dispute Resolution (ODR) platform available at https://ec.europa.eu/consumers/odr/. Complaints may also be sent directly by email to mail@billiardcloud.com.

(4) Severability: Should individual provisions of these Terms be or become invalid, the validity of the remaining provisions shall remain unaffected. The invalid provision shall be replaced by the valid provision that comes closest to what was economically intended.

(5) Text Form: Where these Terms provide for text form, an email to the address indicated in the customer account or the legal notice shall suffice.

Effective Date: 28 April 2026