General Terms and Conditions

These General Terms and Conditions (AGB) apply to contracts between Happy Coffee GmbH, Theodor-Heuss-Str. 15, 53562 St. Katharinen (hereinafter "Rechnungskit") and entrepreneurs within the meaning of § 14 BGB (German Civil Code) concerning the use of the SaaS platform Rechnungskit. Conflicting terms of the customer do not apply.

The contract is concluded when the customer registers an account and selects a plan or module and Rechnungskit provides access. Rechnungskit may limit the number of accounts admitted to the platform and reject individual registrations. Joining a waitlist does not create any entitlement to conclude a contract.

Rechnungskit provides a platform for creating, validating and audit-proof archiving of electronic invoices in the ZUGFeRD format (EN 16931) and for exporting accounting data (including DATEV). Via connectors, payments from connected payment services (including Mollie, Stripe, PayPal, Unzer, Klarna, GoCardless) and orders from shop systems (including Shopify, WooCommerce, Shopware) can be processed. Optionally, Rechnungskit provides hosted checkout pages through which orders are captured and payments are initiated with the connected payment service provider chosen by the customer; the end customer's contracting partner for the payment remains the respective payment service provider or the customer. Archiving follows the GoBD principles; finalized invoices are stored immutably, corrections are made exclusively via cancellation invoices. The specific scope results from the chosen plan and booked modules. Rechnungskit does not provide tax or legal advice; the tax assessment and account mapping remain with the customer and their tax advisor.

The prices individually agreed when the contract is concluded apply; otherwise the current price list at rechnungskit.de/preise applies. All prices are exclusive of statutory VAT (Umsatzsteuer). Unless agreed otherwise, billing is monthly. Rechnungskit may adjust prices with effect from the start of a future billing month; adjustments are announced to the customer in text form (e.g. by email) at least one month before they take effect. Until an adjustment takes effect, the customer may terminate the contract at any time in accordance with § 8, effective at the end of the month; individually agreed conditions (such as a temporary waiver of the base fee) are not affected by adjustments. Fees are paid by SEPA Core Direct Debit; for this purpose the customer grants a SEPA direct debit mandate. Collection is handled by our payment service provider Mollie B.V.; the creditor identifier (Gläubiger-Identifikationsnummer) and the mandate reference are communicated to the customer when the mandate is granted and on every invoice. The invoice is sent by email and also serves as the pre-notification of the direct debit, stating the amount and collection date. In deviation from the standard SEPA period, the pre-notification period is shortened to at least one bank business day before the collection date. If a direct debit cannot be collected for reasons for which the customer is responsible (in particular insufficient funds or an objection without valid reason), we charge a flat fee of 10.00 euros per returned direct debit. The customer remains entitled to prove that no damage or significantly less damage was incurred. Partner code: If the customer redeems a partner code issued by Rechnungskit when opening the account or before the end of their first billing period, the base fee is waived for the first six months for which Rechnungskit charges the customer fees. Usage-based fees and add-on modules are charged as usual. A partner code can be redeemed once per account and only for a newly opened account; it cannot be combined with other base fee waivers, is not transferable and cannot be paid out. Rechnungskit may stop issuing partner codes at any time; a partner code that has already been redeemed keeps its conditions. If the customer obtains Rechnungskit through the Shopify App Store, the benefit is reflected as a discount on the base fee in Shopify billing and may require the customer to approve the billing again there. If the customer obtains Rechnungskit through the Shopify App Store, all fees are, in deviation from the above, billed through Shopify billing (app subscription with usage-based charges): Shopify collects the fees via the customer's Shopify invoice, and in this case Rechnungskit issues no invoice of its own and collects no SEPA direct debit. Shopify's payment and billing terms apply in addition.

The customer is responsible for the accuracy and completeness of the master data provided (including VAT ID, tax rates, product data) and ensures that they are entitled to process the transmitted data. Access credentials must be kept confidential. If the customer connects third-party services (payment service providers, shop systems), the customer ensures that (a) the respective service's contractual and usage terms permit API access by engaged service providers, (b) a legal basis exists for processing end-customer data and (c) the customer informs their end customers pursuant to Art. 13, 14 GDPR, including about the use of Rechnungskit as a processor.

Rechnungskit operates the platform with reasonable care and aims for the highest possible availability. Planned maintenance windows are announced with reasonable advance notice. Periods in which the platform cannot be reached due to circumstances beyond Rechnungskit's control (force majeure, disruptions at upstream suppliers) are excluded from availability. A specific availability commitment (SLA) applies only if agreed separately.

Rechnungskit is liable without limitation for intent and gross negligence and under the German Product Liability Act (Produkthaftungsgesetz). In cases of simple negligence, Rechnungskit is liable only for breaches of material contractual obligations, limited to the damage that is foreseeable and typical for this type of contract.

Unless agreed otherwise, the contract runs for an indefinite period and can be terminated by either side at any time effective at the end of the current calendar month; no notice period applies. Audit-proof retention is part of the ongoing contract, including dormant mode. After the contract ends, Rechnungskit provides all archive data for full export free of charge for 90 days (GoBD export package with invoice files, structured data and index). After this export window, all records, references and access paths are permanently deleted; Rechnungskit does not use or attribute the data beyond that point. Invoice files reside in audit-proof WORM storage that technically permits no deletion during the protection period; after the records are deleted they remain there as encrypted data blocks attributable to no customer and are removed physically and automatically once the protection period expires. The statutory retention obligation (§ 147 AO) remains with the customer; the export window and deletion are expressly pointed out upon termination.

Where Rechnungskit processes personal data on behalf of the customer (including invoice and payment data of the customer's customers), this is done on the basis of a data processing agreement pursuant to Art. 28 GDPR, which forms part of the contract and is available in the account and at rechnungskit.de/avv. The customer is the controller under data protection law; Rechnungskit is the processor. The customer's connection of a third-party service (depositing credentials or API keys) constitutes a documented instruction within the meaning of Art. 28(3) GDPR to retrieve the order, invoice and payment data available there and, when using the checkout, to transmit the data required to initiate payment to the chosen payment service provider. Connected third-party services are contracted by the customer; they are not subprocessors of Rechnungskit, and Rechnungskit is not responsible for their data processing. Rechnungskit's subprocessors are conclusively listed in the data processing agreement. Further information is provided in the privacy policy.

Rechnungskit operates a partner program for agencies, service providers and tax firms (Steuerkanzleien) ("partners"). Participation is governed by the Rechnungskit partner terms, which are provided to the partner when their partner access is activated and can be viewed in the partner portal. The partner terms govern in particular the attribution of referred customers (deal registration and partner code), the commission, its lapse and settlement by self-billing (Gutschriftverfahren). There is no entitlement to activation as a partner. The partner acts as a referrer (Tippgeber); no commercial agency relationship within the meaning of §§ 84 et seq. HGB (German Commercial Code) is established. The partner has no authority to conclude contracts or collect payments.

Tax advisors, tax advisory companies and firms ("Kanzleien") may use the free Kanzlei access: a working access with read rights to the documents, archive and DATEV export of clients who have expressly granted this access. Access is granted per client via an invitation; the client may revoke it at any time with immediate effect. All access is logged. Kanzleien receive no commissions or other remuneration for referring clients or customers (§ 9 StBerG, German Tax Advisory Act). They may pass partner codes on to clients; the associated benefit under § 4 accrues exclusively to the client. The provisions of the partner terms on deal registration and commission do not apply to Kanzleien. There is no entitlement to activation of the Kanzlei access. Either party may end the Kanzlei access at any time in text form; existing grants end when it ends.

Commissions are settled quarterly by self-billing (§ 14(2) sentence 5 UStG, German VAT Act); by accepting the partner terms, the partner consents to this. The details (review of the self-billed credit note, objection, VAT status, payout) are governed by clause 7 of the partner terms.

German law applies, excluding the UN Convention on Contracts for the International Sale of Goods. The place of jurisdiction is Rechnungskit's registered office, provided the customer is a merchant (Kaufmann). Should individual provisions be invalid, the remainder of the contract remains valid.