Terms of Use for repleno
Last Updated: April 8, 2026
1. Scope and Parties
1.1 Scope
These Terms of Use ("Terms") govern all use of the repleno platform and services ("Service") by business customers. They apply only if the Customer is a trader (Unternehmer) as defined in Section 14 of the German Civil Code (BGB), or a legal entity under public law or a special fund under public law. These Terms do not apply to consumers (Section 13 BGB).
1.2 Provider
The Service is operated by Christoph Kay, trading under the brand repleno ("repleno", "Provider", "we" or "us"), betrieben. The Provider and the Customer ("you") agree that only these Terms shall govern the contract. We object to any of your general terms and conditions.
1.3 Deviating Terms
Any deviating or supplemental terms of the Customer will not become part of the contract unless expressly agreed in text form (§126b BGB).
2. Services Provided by repleno
2.1 Core Service
We provide a cloud-based SaaS platform for digital stock management and automated ordering of consumables. The exact features of our Service (modules, package limits, functions) are described on our website and in the documentation.
2.2 Service Modifications
repleno may reasonably adapt the Service (e.g. to improve performance, ensure security or comply with law) provided that the core functionality is not removed. We will inform you of material changes in due time.
2.3 Third-Party Components
Our Service relies on external providers (hosting, database, email delivery). Availability of those external services is outside of our control; if a provider ceases service, we will inform you and seek a suitable alternative.
2.4 Interruptions
We cannot guarantee uninterrupted availability, but will use commercially reasonable efforts to address disruptions quickly.
2.5 No Guaranteed Results
Unless explicitly agreed in writing, we do not guarantee specific results (e.g. savings, delivery times, supplier behavior).
This also applies to AI-supported extraction or item creation proposals. Such results are non-binding suggestions and, unless expressly agreed otherwise, do not constitute any warranty as to completeness, accuracy, or fitness for a particular purpose.
3. Customer Obligations
3.1 General Duties
You agree to use repleno only for legitimate business purposes and in compliance with all applicable laws. You must keep login credentials confidential and prevent unauthorized access. You are responsible for ensuring that data you provide (e.g. article information, supplier contacts) does not infringe third-party rights or violate laws.
3.2 Prohibited Uses
Reverse engineering, decompiling, misuse, or use for unlawful purposes is prohibited. In case of breach, we may suspend your access after reasonable notice and/or terminate the contract for cause (§7.3).
3.3 AI-supported functions
Where the Service provides AI-supported proposals for extracting or creating item data, you must review such proposals at your own responsibility before saving or otherwise using them.
You may not enter unlawful, confidential, or personal data into this function unless this is required for the intended use and expressly permitted by repleno.
4. Intellectual Property and Data
4.1 Service IP
All intellectual property rights in the repleno Service (software, code, architecture, documentation) remain our exclusive property. We grant you a limited, non-exclusive, non-transferable right to use the Service during the contract term for your internal business purposes.
4.2 Customer Data
You retain all rights to the data you provide (e.g. articles, scans, supplier data, transactions). You grant us a license to process such data only as necessary to provide the Service. We handle Customer Data in accordance with data protection law and our Privacy Policy. We will not use or disclose Customer Data for other purposes without your consent. Upon termination, and on request, we will delete or return your data unless legal retention duties apply.
5. Fees and Payment
5.1 Fees
Fees are based on the package selected (Go, Flow, Scale, Max) as displayed on our website at the time of order. Prices are net of VAT.
5.2 Invoicing & Payment
Invoices are issued per billing cycle (monthly or annually in advance) via the agreed payment method (e.g. credit card, bank transfer, Stripe). Payment is due within 14 days unless otherwise agreed. If overdue, we may charge statutory default interest (§288 BGB) and after reminder suspend access until payment is made.
5.3 No Set-off
You may only offset claims that are undisputed or legally established.
6. Limitation of Liability
6.1 Unlimited Liability
We are liable without limitation for intent and gross negligence, for damages to life, body, or health, and under mandatory product liability law.
6.2 Essential Duties
For slight negligence, liability applies only to breaches of essential contractual duties (Kardinalpflichten).
6.3 Exclusion
We are not liable for slightly negligent breaches of non-essential duties.
6.4 Scope
Liability limitations also apply to our employees, agents, and subcontractors.
6.5 Indemnification
You indemnify us from third-party claims resulting from unlawful use of the Service by you.
7. Term and Termination
7.1 Contract Start
The contract begins upon account registration and acceptance of these Terms.
7.2 Ordinary Termination
Monthly subscriptions: terminable at any time with effect at the end of the current billing cycle. Annual subscriptions: terminable with 30 days' notice to the end of the 12-month period. Indefinite contracts: terminable with 30 days' notice to the end of a calendar month.
7.3 Termination for Cause
Both parties may terminate immediately for cause, e.g. persistent breach, unlawful use, insolvency.
7.4 Effects
Upon termination we deactivate the account. You should export needed data before the end date. We may delete Customer Data after a short retention unless law requires storage. Fees already paid are non-refundable unless termination is due to our breach.
8. Governing Law and Jurisdiction
8.1 Governing Law
German law applies, excluding CISG.
8.2 Place of Jurisdiction
Place of jurisdiction is Bielefeld, Germany, if the Customer is a merchant (§§1 HGB), public entity, or public-law fund.
9. References
We may list your company name and logo as a reference in marketing materials unless you object in writing. We will not disclose confidential information.
10. Final Provisions
10.1 Changes to Terms
We may amend these Terms with 6 weeks' notice. Changes are deemed approved unless you object within that period. If you object, both parties may terminate with effect before changes apply.
10.2 Entire Agreement
These Terms together with your order form the entire agreement. Amendments require text form.
10.3 Severability
If a clause is invalid, the remainder stays valid; statutory provisions apply in place.
10.4 Language
The german version is binding. English translations are for convenience.
10.5 Contact & Imprint
Christoph Kay trading under the brand repleno Obernstr. 50, 33602 Bielefeld E-Mail: contact@repleno.com
