Terms and conditions

1. Scope

(1) These General Terms and Conditions (Terms) apply to all contracts between lumafy GmbH, Schulstraße 11a, 82205 Gilching, Germany (“lumafy”), and its customers concerning the use of the lumafy software (software as a service), the purchase of hardware (e.g. lumafy Screen, Amazon Signage Stick) and individual services such as designing custom templates. They also apply to orders via shop.lumafy.de.

(2) Our offers are directed exclusively at businesses within the meaning of Section 14 of the German Civil Code (BGB), legal entities under public law and special funds under public law. We do not enter into contracts with consumers. By placing an order the customer confirms that it is acting in the course of its commercial or independent professional activity.

(3) Deviating, conflicting or supplementary terms of the customer do not become part of the contract, even if we do not expressly object to them or perform services without reservation in the knowledge of such terms. Individual agreements in text form take precedence over these Terms.

2. Conclusion of contract

(1) Information on our website and in the shop does not constitute a binding offer but an invitation to place an order.

(2) A contract is concluded when we confirm an order or registration in text form, activate an account or begin performance. We may reject orders without giving reasons.

(3) The customer ensures that the information provided on registration is correct and complete and keeps it up to date.

3. Free trial

(1) We may offer a free 14-day trial with one screen and limited storage. The trial ends automatically and does not convert into a paid contract without a separate order.

(2) There is no entitlement to a trial. These Terms apply to the trial, provided that we are liable only for intent and gross negligence and for injury to life, body or health. Content may be deleted after the trial ends.

4. Software services

(1) We provide the customer with the lumafy software via the internet in the agreed scope (lite or Pro). The current scope of functions is set out in the service description on our website at the time of the order.

(2) We continuously develop the software. We may change, replace or discontinue functions insofar as this is reasonable for the customer and the contractually agreed core scope is maintained. We announce significant restrictions with reasonable notice.

(3) We ensure an availability of the software of 99% on an annual average. Excluded are announced maintenance windows and times when the software is unavailable due to circumstances beyond our control, such as internet outages, force majeure or third-party attacks.

(4) Operating the screens requires suitable hardware, a power supply and an internet connection at the customer’s premises, which are the customer’s responsibility. If the connection fails, screens display the most recently loaded content; this does not create a right to uninterrupted display.

(5) We provide support by email and phone during the hours stated on our website (currently Mon–Fri 9 am–5 pm CET, excluding public holidays in Bavaria). Response or resolution times are only owed if separately agreed.

5. Rights of use

(1) For the term of the contract the customer receives the simple, non-transferable and non-sublicensable right to use the software and templates for its own purposes within the agreed scope.

(2) All rights to the software, templates, layouts and documentation remain with lumafy. This also applies to templates we design on the customer’s behalf; the customer receives a right of use for the duration of its software contract unless otherwise agreed in text form. Logos, trademarks and content provided by the customer remain the customer’s property.

(3) The customer may not decompile or copy the software, make it available to third parties or use it to build a competing offering, unless mandatory law permits this.

6. Customer obligations

(1) The customer is solely responsible for the content it displays via lumafy. It ensures that it holds all necessary rights (e.g. to images, text, videos, trademarks) and that the content does not infringe laws or third-party rights. The customer obtains any licences required for music in business premises (e.g. GEMA) itself.

(2) The customer keeps login details confidential, uses two-factor authentication where available and informs us immediately of any suspected misuse. Actions taken via its logins are attributable to the customer insofar as it is responsible for the misuse.

(3) The customer indemnifies lumafy against all third-party claims based on unlawful content or use in breach of contract by the customer, including reasonable costs of legal defence. This does not apply if the customer is not responsible for the infringement.

(4) We may temporarily block content if there are concrete indications of an infringement. We inform the customer without delay.

7. Prices and payment

(1) The prices agreed at the time of the order apply. All prices are net plus statutory VAT. Software fees are based on the number of connected screens.

(2) Software fees are payable in advance for each billing period. Invoices for hardware and individual services are payable immediately upon invoicing without deduction. We may send invoices electronically.

(3) We may adjust prices for software services once per contract year with six weeks’ notice to the start of a billing period to offset increased costs (e.g. for data centres, staff, licences). If the increase exceeds 5%, the customer may terminate the contract with effect from the date the increase takes effect. We point this out in the notice.

(4) In the event of late payment the customer owes default interest of nine percentage points above the base rate and the lump sum under Section 288 (5) BGB. We reserve the right to claim further damages.

(5) If the customer is more than 14 days in arrears with a payment, we may block access to the software and playback on the screens after giving at least seven days’ prior notice until the outstanding amounts have been paid. The obligation to pay ongoing fees remains.

(6) The customer may only set off undisputed or legally established claims. It has a right of retention only for claims arising from the same contractual relationship.

8. Term and termination

(1) The software contract runs for an indefinite period unless a fixed term is agreed in the order. Either party may terminate it with 14 days’ notice to the end of a calendar month. If a fixed term has been agreed, ordinary termination is possible at the earliest at the end of that term.

(2) Additional screens can be added at any time and cancelled again with the same notice. Upgrading from lite to Pro is possible at any time, downgrading from Pro to lite at the end of a calendar month.

(3) The right to extraordinary termination for good cause remains unaffected. Good cause exists for us in particular if the customer is in arrears with more than two monthly fees or repeatedly distributes unlawful content despite a warning.

(4) Notices of termination must be given in text form (e.g. email to sales@lumafy.de).

(5) After the contract ends the customer can export its content for 30 days. We then delete it unless statutory retention obligations apply.

9. Hardware

(1) Deliveries are made to the address in Germany specified by the customer; deliveries abroad by agreement. Delivery times are non-binding unless expressly agreed as binding. Partial deliveries are permitted where reasonable.

(2) Risk passes to the customer when the goods are handed over to the carrier.

(3) The goods remain our property until all claims arising from the business relationship have been paid in full. The customer may use the goods in the ordinary course of business but may not pledge them or transfer them by way of security before full payment.

(4) The customer must inspect the goods immediately on receipt and notify obvious defects or transport damage in text form within five working days; Section 377 of the German Commercial Code (HGB) applies accordingly. Hidden defects must be notified immediately after discovery.

(5) In the event of defects we provide subsequent performance at our discretion by repair or replacement. If subsequent performance fails, the customer may reduce the price or withdraw from the contract in accordance with statutory provisions. The limitation period for claims for defects in new goods is twelve months from delivery. This does not apply to claims under section 10 (1), in cases of fraudulent intent or in the cases of Sections 445a, 445b and 478 BGB.

(6) For third-party products such as the Amazon Signage Stick, the manufacturer’s terms and warranties apply in addition. Manufacturer warranties exist directly between the customer and the manufacturer.

10. Liability

(1) We are liable without limitation 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 slightly negligent breach of an essential contractual obligation, i.e. an obligation whose fulfilment makes the proper performance of the contract possible in the first place and on whose observance the customer may regularly rely, our liability is limited to the typical damage foreseeable at the time the contract was concluded. Per contract year this amounts to no more than the total fees paid by the customer in the twelve months before the damaging event. Otherwise, liability for slight negligence is excluded.

(3) For loss of data we are liable only for the effort that would have been required for restoration had the customer backed up data regularly and appropriately. We back up data daily; the customer keeps its own copies of its images and videos.

(4) Strict liability for defects in the software existing at the time the contract was concluded (Section 536a (1) alt. 1 BGB) is excluded.

(5) The above provisions also apply for the benefit of our employees, representatives and vicarious agents.

11. Data protection and confidentiality

(1) Insofar as we process personal data on behalf of the customer, the parties conclude a data processing agreement under Art. 28 GDPR. We provide it on request; it becomes part of this contract.

(2) The parties treat all non-public information of the other party confidentially. This obligation continues after the contract ends.

12. Reference

(1) We may name the customer and display its logo as a reference on our website and in presentations. The customer may object at any time in text form; we then remove the reference within a reasonable period.

13. Changes to these Terms

(1) We may change these Terms with effect for the future if this is necessary due to changes in law, case law or technical developments or concerns new functions, and the balance between performance and consideration is not shifted to the customer’s disadvantage. We announce changes in text form at least six weeks before they take effect.

(2) If the customer does not object within this period, the changes are deemed accepted. We point out this consequence separately in the notice. If the customer objects, either party may terminate the contract with effect from the date the changes take effect.

14. Final provisions

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

(2) The exclusive place of jurisdiction for all disputes arising from this contract is lumafy’s registered office, provided the customer is a merchant, a legal entity under public law or a special fund under public law. We may also bring proceedings at the customer’s registered office.

(3) The place of performance is lumafy’s registered office.

(4) Should any provision be invalid, the validity of the remaining provisions remains unaffected.

As of October 2026. This translation is provided for convenience; the German version is legally binding.