Terms and Conditions
Section 1 Scope and Contracting Parties
(1) Docuply UG (haftungsbeschränkt), Julius-Hatry-Str. 1, 68163 Mannheim, Germany, registered with the commercial register of the Local Court of Mannheim under HRB 738260 (hereinafter: Docuply), provides at docuply.io a web-based cloud software for document management, quality management and the management of trial master files (hereinafter: Software).
(2) These General Terms and Conditions (hereinafter: GTC) apply to all agreements on the use of the Software between Docuply and the Customer, including the free-of-charge use pursuant to Section 4.
(3) The Software is directed exclusively at entrepreneurs within the meaning of section 14 of the German Civil Code (BGB), at legal persons under public law and at special funds under public law. No contract is concluded with consumers within the meaning of section 13 BGB. Upon registration, the Customer confirms that it acts in the exercise of its commercial or independent professional activity.
(4) Deviating, conflicting or supplementary terms and conditions of the Customer do not become part of the contract unless Docuply expressly consents to their application in text form. This applies even if Docuply renders its services without reservation while being aware of such terms.
Section 2 Subject Matter of the Contract
(1) Docuply provides the Customer with the Software for the term of the contract as software-as-a-service via the internet. Docuply owes the provision of the Software up to the transfer point into the public data network. Establishing and maintaining the connection between that transfer point and the Customer’s IT infrastructure is not part of the contract.
(2) The respective scope of functions results from these GTC, from the applicable service description, from the overview of modules and prices published at https://docuply.io/preise/ and from any order confirmation.
(3) The Customer’s documents are encrypted and stored in data centres within the European Union. Details of the hosting and access locations are set out in the Data Processing Agreement.
(4) There is no entitlement to the unchanged continuation of individual functions unless an order confirmation provides otherwise. Sections 10 and 21 remain unaffected.
Section 3 Registration and Conclusion of Contract
(1) The presentation of the Software at docuply.io does not constitute a binding offer by Docuply.
(2) Use of the Software requires a customer account. By submitting the registration, the Customer makes a binding offer to conclude an agreement on the free-of-charge use pursuant to Section 4. Docuply accepts this offer by activating access or by sending the access credentials to the email address provided.
(3) The Customer shall provide the data collected upon registration completely and correctly and shall update any changes without undue delay.
(4) A contract for paid use is concluded in accordance with Section 5(1).
Section 4 Trial Period and Free Tier
(1) Following registration, all functions within the then-current scope of services are available to the Customer free of charge for fourteen (14) days from activation of access (Trial Period). Each Customer is entitled to one Trial Period only. Any extension is at the sole discretion of Docuply.
(2) Upon expiry of the Trial Period, the customer account is automatically transferred to the free-of-charge Free Tier without any further declaration. No automatic conversion into a paid contract takes place; no termination by the Customer is required for this purpose.
(3) The Free Tier comprises:
(a) the electronic document management system (eDMS);
(b) ten (10) electronic signatures per calendar month pursuant to 21 CFR Part 11;
(c) up to eight (8) users;
(d) 500 MB of EU cloud storage.
(4) Signatures exceeding the allowance under paragraph 3 lit. b cannot be executed. The counter is reset at the beginning of each calendar month; unused signatures lapse and are not carried over.
(5) If, after expiry of the Trial Period, the Customer exceeds the limits under paragraph 3 lit. c or lit. d, the customer account is set to write-protected mode. Reading, downloading and deleting existing data remain possible; creating further users and uploading further data is not possible until the Customer reduces its use accordingly or upgrades to the paid version.
(6) The Free Tier does not include, in particular, the Service Level Agreement, telephone support, a dedicated customer contact person, the Data Processing Agreement pursuant to Section 15(4), or the validation-supporting services pursuant to Section 18(3). Requests submitted via the support function within the Software are answered at Docuply’s reasonable discretion; there is no entitlement to processing or to any particular response times.
(7) Docuply is entitled to change the scope and limits of the Free Tier and to discontinue the Free Tier entirely. Docuply shall announce this in text form with a notice period of thirty (30) days. Within that period the Customer may export its data itself at any time.
(8) Docuply is entitled to delete Free Tier accounts for which no login has taken place for twelve (12) consecutive months. Docuply shall give notice thereof by email to the address on file thirty (30) days and again seven (7) days before deletion.
(9) The Customer may terminate the Free Tier at any time without notice period by deleting the customer account. Docuply may terminate the Free Tier vis-a-vis an individual Customer in text form with a notice period of thirty (30) days. Section 17(4) applies to export and deletion.
Section 5 Paid Version, Modules and User Allowance
(1) The Customer may switch to the paid version at any time via the Software. By confirming the booking, the Customer makes a binding offer to conclude a paid usage agreement. The contract is concluded upon receipt of the order confirmation, at the latest upon activation of the paid version.
(2) The paid version comprises the functions advertised at docuply.io within the then-current scope of services.
(3) The Customer may extend the scope of functions at any time by means of the modules set out at https://docuply.io/preise/. Modules are charged pro rata from activation, follow the term of the main contract and may be cancelled individually with the notice period set out in Section 7(2).
(4) The Customer may increase or reduce the user allowance at any time via the Software. An increase takes effect immediately and is charged pro rata for the current billing period. A reduction takes effect at the beginning of the next billing period; no refund is granted for the current billing period.
Section 6 Remuneration and Payment Terms
(1) Unless otherwise agreed or unless discounts are granted, the remuneration for the paid version is EUR 99.00 net per user per calendar month plus the applicable statutory value added tax. The number of booked users is decisive, not actual usage.
(2) The remuneration is due monthly in advance at the beginning of the respective billing period.
(3) Payment is made by credit card or SEPA direct debit. For this purpose the Customer provides Docuply with the required payment details or a SEPA direct debit mandate and ensures sufficient funds. Collection takes place automatically on the due date.
(4) Payment by bank transfer is available against a surcharge and subject to separate agreement. The surcharge and the payment term are agreed between the Parties on a case-by-case basis.
(5) Docuply is entitled to adjust the remuneration in text form with a notice period of twelve (12) weeks, at the earliest, however, twelve (12) months after the start of the contract and thereafter no more than once within any twelve (12) months. The Customer is entitled to terminate the contract in text form with effect from the effective date of the adjustment, such notice to be given by that date. Docuply shall separately draw the Customer’s attention in the announcement to the right of termination, the period and the consequences of its expiry.
(6) The Customer may only set off against claims of Docuply with counterclaims that are undisputed or have been finally determined by a court. The Customer is entitled to a right of retention only in respect of counterclaims arising from the same contractual relationship.
(7) If the Customer is in default of payment, it owes default interest at the statutory rate. Upon expiry without remedy of a grace period of fourteen (14) days set by Docuply, Docuply is entitled to suspend access to the Software. In this case the customer account is not transferred to the Free Tier. The claim to remuneration for the current contractual period remains unaffected. The right to terminate for good cause pursuant to Section 7(4) remains unaffected.
Section 7 Commencement, Term and Termination
(1) The paid contract commences upon activation of the paid version. The contract term is one (1) month and is automatically extended by one further month in each case unless terminated in accordance with paragraph 2.
(2) The contract may be terminated at any time. Termination takes effect at the end of the calendar month following the month in which the notice of termination is received.
(3) Notice of termination must be given in text form. It may also be declared via the function provided for this purpose within the Software.
(4) The right of both Parties to terminate for good cause remains unaffected. Good cause for Docuply exists in particular in the event of default of payment pursuant to Section 6(7) and in the event of material or repeated breaches of Section 11 or Section 12.
(5) Upon termination taking effect, the customer account is transferred to the Free Tier unless the Customer requests deletion of the account. Section 4(5) applies accordingly. Section 17 applies to export and deletion.
(6) The Customer may terminate the Free Tier at any time without notice period in accordance with Section 4(9).
Section 8 Availability
(1) Docuply provides the Software with an availability of 99.95% on an annual average per calendar year, measured from the server infrastructure of the data centre to the transfer point into the public data network. This commitment applies equally to the paid version and to the Free Tier.
(2) The current availability may be viewed at any time at https://status.docuply.io. That page also serves as evidence of the availability achieved.
(3) The following periods, during which the Software is unavailable or available only to a limited extent for the reasons stated, are not counted towards availability:
(a) announced maintenance and emergency maintenance pursuant to Section 10;
(b) disruptions or failures of third-party services or infrastructure used by Docuply to provide the service and which are outside Docuply’s sphere of control;
(c) force majeure pursuant to Section 20 and other events outside Docuply’s area of responsibility or control;
(d) disruptions for which the Customer or third parties engaged by it are responsible, in particular the failure to fulfil the cooperation obligations and technical requirements pursuant to Section 11.
(4) If the availability under paragraph 1 is not met, no automatic credits or service credits arise. The Customer’s statutory rights, in particular the right to terminate for good cause, remain unaffected.
Section 9 Support
(1) For technical and application-related questions, support is available to customers of the paid version Monday to Friday from 09:00 to 17:00 (CET/CEST), excluding the nationwide public holidays applicable at Docuply’s registered office, by email to [email protected], via the support button within the logged-in application and by telephone on +49 621 15028814. Such customers are assigned a dedicated contact person. Prioritisation and response times are governed by the Service Level Agreement.
(2) In the Free Tier there is no entitlement to support. Requests submitted via the support function within the Software are answered at Docuply’s reasonable discretion, without legal entitlement and without any committed response times. Telephone support is not offered and no dedicated contact person is assigned.
(3) Support may also be provided by remote access. Where the Customer makes use of remote support, it shall close documents containing personal or otherwise confidential data beforehand.
Section 10 Maintenance and Changes to the Software
(1) Docuply carries out planned maintenance preferably outside the service hours set out in Section 9(1). Docuply announces planned maintenance windows at least twenty-four (24) hours in advance at https://status.docuply.io.
(2) Emergency maintenance required to maintain the security, integrity or availability of the Software may be carried out by Docuply at any time. Docuply informs customers thereof as early as possible.
(3) Periods of planned maintenance and emergency maintenance are not counted towards availability under Section 8.
(4) Docuply communicates changes to the Software at https://status.docuply.io. For customers of the paid version, this provision is extended by the Service Level Agreement, in particular by the distinction between Major Changes and minor changes, by announcement periods, by the provision of a validation environment and by release notes.
(5) The Software is operated as a multi-tenant service. The date of productive deployment of a change therefore applies uniformly to all customers.
Section 11 Cooperation Obligations of the Customer
(1) The following cooperation obligations are primary contractual obligations of the Customer and are not to be understood merely as ancillary duties or incumbencies.
(2) The Customer is solely responsible for the content it uploads and for the data processed with the Software. It undertakes to use the Software only in accordance with the contract and within the applicable statutory provisions and not to infringe any third-party rights. The Customer shall inform Docuply without undue delay, preferably in text form, of:
(a) any misuse or suspected misuse of the contractually agreed services;
(b) any risk or suspected risk to compliance with data protection or data security;
(c) any risk or suspected risk to the services provided by Docuply, for example through loss of access credentials or an attack on the Customer’s systems.
(3) The Customer shall designate a qualified contact person and a deputy who are authorised to take, or to bring about without undue delay, the decisions required for the performance of the contract, and shall notify any changes without undue delay.
(4) The Customer shall ensure the technical requirements for using the Software itself. The connection to the internet with sufficient bandwidth and latency falls within its area of responsibility. For optimal use, the Customer shall use the browsers Google Chrome or Mozilla Firefox in their respective current versions and shall permit the use of cookies in the browser settings. If the Customer does not meet these requirements, restrictions on usability may arise for which Docuply is not responsible.
(5) The Customer shall implement IT security measures within its own organisation in accordance with the current state of the art. These include, in particular, the use and regular updating of commercially available protective software on the end devices used, the assignment and regular updating of secure passwords in accordance with the BSI IT-Grundschutz or an equivalent recognised security standard, the use of two-factor authentication, an automatic inactivity lock and a firewall.
(6) The Customer shall keep confidential the identification and authentication data assigned to its users. The disclosure of passwords and the use of shared accounts are not permitted; this applies both to the customer account and to the end devices used.
(7) The Customer shall ensure the security of the internet connection used, in particular by using corporate rather than public virtual private networks and by using VPN connections in public networks.
(8) The Customer is responsible for the functional set-up and administration of the customer account, irrespective of whether Docuply supports it in doing so. This includes in particular the migration of data and the configuration of processes, the technical connection of interfaces on the Customer’s side, and the creation of users and roles and the assignment of access rights.
(9) The Customer shall inform Docuply of any service disruptions without undue delay in text form and shall provide comprehensible information on the disruption. It shall support Docuply to a reasonable extent in identifying and remedying faults. Docuply is entitled to show the Customer temporary workarounds and to remedy the underlying cause at a later point in time, provided this is reasonable for the Customer.
(10) The Customer is expected to assess the suitability of the Software for its purposes during the Trial Period pursuant to Section 4(1).
Section 12 Rights of Use
(1) Docuply grants the Customer, for the term of the contract, a simple, non-exclusive, non-transferable and geographically unrestricted right to use the booked Software within the contractually agreed scope. The right of use also covers the newly available versions of the Software.
(2) The Customer may use the Software exclusively for its own business purposes. Making the Software available to third parties is not permitted; this does not affect the use of the collaboration functions provided within the Software to the extent intended.
(3) Content which the Customer has retrieved or downloaded from the Software may be used by it only for its own purposes within the scope of its commercial, independent or scientific activity.
(4) The Customer is not permitted to enable unauthorised persons to access the Software.
(5) In the event of misuse of the Software by the Customer or by a third party to whom the Customer has enabled use, the rights of use lapse.
(6) The nature and scope of rights of use in third-party software made available by Docuply to the Customer are governed by the terms of use of that third party and are limited to the term of the contract. Docuply shall disclose those terms of use to the Customer.
(7) The rights of use lapse for as long as the agreed remuneration has not been paid or has not been paid on time. Section 6(7) remains unaffected.
Section 13 Rights in Customer Content
(1) As between the Parties, the Customer remains the sole owner of all rights in the content and data it uploads (Customer Content). Docuply acquires no rights in the Customer Content other than the simple rights of use, limited to the purpose and term of the contract, that are required to render the contractually owed services, in particular to store, reproduce, display and transmit the Customer Content.
(2) Docuply does not use Customer Content to train, fine-tune or improve any machine learning or artificial intelligence model, whether its own or a third party’s, and contractually obliges the sub-processors it engages accordingly.
(3) Docuply is entitled to generate aggregated and anonymised data derived from the use of the Software and to use it for the purposes of operating, securing, analysing and improving the Software, provided that such data does not identify the Customer, any data subject or the Customer’s confidential information and cannot reasonably be used to re-identify them.
Section 14 Fair Use in the Free Tier
(1) The functionalities provided in the Free Tier may be used to an extent that is customary for the Customer’s own business activity. Use is deemed customary if it corresponds to the typical needs of a customer with up to eight users.
(2) Use that significantly exceeds this extent, or that is automated or abusive, is not covered by paragraph 1. This includes in particular automated bulk queries, the resale of the services to third parties and the circumvention of the limits under Section 4(3) by creating multiple customer accounts.
(3) Before taking any measures, Docuply will inform the Customer of a significant excess and give it the opportunity to adjust its use or to switch to the paid version. In the event of continued excess, Docuply is entitled to throttle use, to activate write protection or to suspend the customer account.
(4) For the paid version, the fair-use provisions of the Service Level Agreement apply.
Section 15 Data Protection
(1) Docuply processes master data, contract data and billing data as well as data for ensuring security and preventing abuse as an independent controller in accordance with Docuply’s privacy notice.
(2) With regard to the personal data uploaded by it to the Software, the Customer is the controller within the meaning of the General Data Protection Regulation. It is responsible in particular for the lawfulness of the processing, for the existence of a legal basis and for fulfilling the information obligations towards data subjects.
(3) For customers of the paid version, Docuply’s Data Processing Agreement in its then-current version becomes part of the contract by reference. At the Customer’s request, Docuply makes the Data Processing Agreement available for counter-signature.
(4) In the Free Tier the Data Processing Agreement is not incorporated automatically. In the Free Tier the Customer may process personal data going beyond the data required for setting up and administering the user accounts only after it has requested the conclusion of a Data Processing Agreement from Docuply and such agreement has been validly concluded. Docuply makes the Data Processing Agreement available in text form upon request.
(5) If the Customer breaches paragraph 4, Docuply is entitled to suspend the customer account after prior request to remedy the breach. The Customer shall indemnify Docuply against third-party claims and sanctions based on the breach, unless the Customer is not responsible for the breach.
Section 16 Confidentiality
(1) Neither Party is entitled to disclose confidential information of the other Party to third parties without that Party’s express consent in text form. Confidential information means all information, whether recorded in writing or communicated orally, which by its nature is confidential or requires secrecy, or which the receiving Party must recognise as confidential on the basis of the circumstances of its communication. This includes in particular product descriptions, specifications and prices.
(2) Both Parties shall use confidential information only for the contractually agreed purposes and shall take at least those precautions which they take in respect of their own confidential information; such precautions must at least be adequate to prevent disclosure to unauthorised third parties. Both Parties shall prevent the unauthorised disclosure or use of confidential information by their employees, subcontractors and legal representatives and shall inform each other without undue delay in text form of any abusive use.
(3) Excluded from the obligation under paragraphs 1 and 2 is information which
(a) was already known to the receiving Party before its communication and without an existing confidentiality agreement;
(b) is communicated by a third party that is not subject to a comparable confidentiality agreement;
(c) is otherwise publicly known;
(d) was developed independently and without use of the confidential information;
(e) has been released for publication in text form; or
(f) must be communicated on the basis of a court or authority order, provided that the affected Party is informed in good time so that legal remedies can be initiated.
(4) The confidentiality obligation continues beyond the term of the contract until twelve (12) months after the effective date of termination.
Section 17 Data Backup, Data Export and Deletion
(1) The data stored in the customer area is backed up daily. The backups are retained for a period of thirty (30) days and are then permanently deleted.
(2) The data backup neither replaces proper archiving of the data within the meaning of tax or regulatory law nor ensures compliance with the principles governing data access and the auditability of digital records. The Customer is obliged to observe its own retention obligations and to export the required data in good time.
(3) For customers of the paid version, data export, deletion and the deletion certificate at the end of the contract term are governed by the Service Level Agreement.
(4) In the Free Tier there is no entitlement to provision of the data by Docuply and no entitlement to a deletion certificate. The Customer exports its data itself within seven (7) days of receipt of the notice of termination. After expiry of that period the data is deleted; data contained in backups is deleted upon expiry of the backup cycle under paragraph 1. If the Free Tier is discontinued in its entirety pursuant to Section 4(7), a period of thirty (30) days applies instead of the period of seven days.
(5) Where the Customer deletes data itself within the Software, such data is removed in accordance with the functions provided in the Software. Audit trail entries remain unaffected where their deletion would compromise the integrity of a regulated record.
Section 18 Regulated Use and GxP
(1) The Customer is solely responsible for complying with the regulatory requirements applicable to it, in particular the requirements of good practice (GxP), Regulation (EU) No 536/2014, the ICH E6 guideline and, where applicable, 21 CFR Parts 11, 50 and 56, and for validating the use of the Software within its own process landscape.
(2) For customers of the paid version, Docuply provides the compliance and quality services set out in the Service Level Agreement.
(3) The Free Tier is provided without validation-supporting services and without the associated documentation. Any use of the Free Tier in regulated or validation-relevant productive operation is at the Customer’s sole risk. Docuply owes no support in this respect and is not liable for the regulatory consequences of such use; Section 19(4) remains unaffected.
(4) The provision of electronic signatures does not constitute an assurance that the Customer achieves any particular regulatory status. Such status depends substantially on the Customer’s validation, configuration and procedures.
Section 19 Liability
(1) Docuply is liable without limitation for intent and gross negligence.
(2) In the event of a slightly negligent breach of an obligation the breach of which jeopardises the achievement of the purpose of the contract, or the fulfilment of which is essential for the proper performance of the contract and on the observance of which the Customer was entitled to rely (cardinal obligation), liability is limited to the foreseeable damage typical for this type of contract, and in amount to no more than the remuneration paid by the Customer in the six (6) months preceding the event giving rise to the damage.
(3) Docuply is not liable for the slightly negligent breach of ancillary obligations that are not cardinal obligations.
(4) For the Free Tier provided free of charge and for the Trial Period, Docuply is liable, by way of derogation from paragraphs 2 and 3, only for intent and gross negligence. Sections 521 and 599 BGB apply accordingly.
(5) In cases of initial impossibility, Docuply is liable only if it was aware of the impediment to performance or if its lack of awareness was due to gross negligence, provided that no cardinal obligation is affected.
(6) The above limitations of liability do not apply in the event of fraudulent concealment of defects, in the event of the assumption of a guarantee or a procurement risk, for liability under the German Product Liability Act, or for damage arising from injury to life, body or health. The above provisions do not entail any change in the burden of proof to the detriment of the Customer.
(7) Where Docuply’s liability is excluded or limited, this also applies to the personal liability of its legal representatives, employees, staff and vicarious agents.
(8) Docuply is not liable for the content uploaded by the Customer or for damage resulting therefrom vis-a-vis the Customer or third parties. Where damage arises from the uploading and subsequent downloading of defective files, Docuply is released from liability; Docuply exerts no influence on the content of individual files but merely stores them. There is a rebuttable presumption that damage to a file or to the functionality of the Software in this respect was caused by the Customer’s defective file.
(9) With the exception of claims in tort and claims under paragraph 6, claims for damages by the Customer for which liability is limited under this Section become time-barred one year from the statutory commencement of the limitation period.
Section 20 Force Majeure
(1) Docuply is not liable for events of force majeure that materially impede its contractual performance, temporarily hinder the proper performance of the contract or render it impossible. Force majeure means all circumstances independent of the will and influence of the Parties, such as natural disasters, government measures, decisions of authorities, blockades, war and other military conflicts, mobilisation, civil unrest, terrorist attacks, strikes, lock-outs and other industrial action, seizure, embargo, epidemics and pandemics, as well as other circumstances that are unforeseeable, serious and not attributable to the fault of the Parties and that occur after conclusion of the contract.
(2) Insofar as a Party is prevented by force majeure from fulfilling its contractual obligations, this does not constitute a breach of contract; the periods laid down in or on the basis of the contract are extended appropriately by the duration of the impediment. The same applies where Docuply depends on the prior performance of third parties and such performance is delayed due to force majeure. Periods of force majeure are not counted towards availability pursuant to Section 8(3) lit. c.
(3) Each Party shall do everything necessary and reasonable to mitigate the extent of the consequences caused by the force majeure event. The affected Party shall notify the other Party of the beginning and the end of the impediment without undue delay in text form.
(4) If an event of force majeure lasts longer than thirty (30) days, either Party may terminate this agreement without any liability or cost where adherence to the contract is unreasonable for it. Costs already incurred and services already rendered shall nevertheless be paid.
Section 21 Reservations of Amendment
(1) Docuply is entitled to update and extend the Software and its content and functions at any time in order to maintain their quality standard on an ongoing basis.
(2) Docuply is entitled to replace or restrict content and functions to a reasonable extent where this is necessary for Docuply and reasonable for the Customer taking its interests into account.
(3) Docuply is entitled to amend these GTC or to supplement them with provisions for newly introduced services or functions. Amendments are announced to the Customer by email to the address provided by it at least four (4) weeks before the intended entry into force. The Customer’s consent is deemed granted if it does not object to the amendment in text form within two (2) weeks of the day following the announcement. In the announcement Docuply shall separately draw attention to the possibility of objecting, the period, the text form requirement and the consequences of a failure to object.
(4) Docuply reserves the right to change the Software or to offer deviating functionalities unless the change is unreasonable for the Customer. Where a changed version or a change of functionality entails a material change to the Customer’s workflows supported by the Software or a restriction on the usability of data generated to date, Docuply shall announce this in text form at least four (4) weeks before it takes effect. If the Customer does not object in text form within two (2) weeks of receipt of the notification, the change becomes part of the contract. Docuply shall draw attention to the period and the legal consequences in the announcement. More extensive announcement periods under the Service Level Agreement remain unaffected.
(5) Docuply further reserves the right to change the Software or to offer deviating functionalities,
(a) insofar as this is necessary to bring the services into conformity with applicable law, in particular where the legal situation changes;
(b) insofar as Docuply thereby complies with a court or authority decision addressed to it;
(c) insofar as this is necessary to remedy security vulnerabilities; or
(d) insofar as this is predominantly advantageous for the Customer.
(6) If the Customer objects to a change within the meaning of this Section 21 in due form and time, the contractual relationship continues on the existing terms. In that case Docuply reserves the right to terminate the contractual relationship extraordinarily with a notice period of one month.
(7) By way of derogation from paragraphs 3 and 4, changes to the Free Tier are governed by Section 4(7).
Section 22 Contract Documents and Order of Precedence
(1) The contract documents are these GTC and the applicable service description and price list. For customers of the paid version, the Service Level Agreement and the Data Processing Agreement are additionally part of the contract.
(2) In the event of conflict, the following order of precedence applies:
(a) individual agreements between the Parties in text form, including the order confirmation;
(b) the Data Processing Agreement, including the standard contractual clauses incorporated therein;
(c) the Service Level Agreement;
(d) these GTC;
(e) the service description and price list.
(3) For the Free Tier, only these GTC and the service description apply, unless a Data Processing Agreement has been concluded pursuant to Section 15(4).
Section 23 Final Provisions
(1) The contractual relationship is governed exclusively by the law of the Federal Republic of Germany, excluding the UN Convention on Contracts for the International Sale of Goods and the rules of private international law.
(2) To the extent legally permissible, the exclusive place of jurisdiction for all disputes arising from or in connection with this contractual relationship is Mannheim, Germany, the registered office of Docuply.
(3) These GTC are made available in German and in English. In the event of discrepancies or doubts of interpretation between the two versions, the English version prevails. The Service Level Agreement and the Data Processing Agreement are concluded in the English language.
(4) The Customer may transfer rights and obligations under this contract to a third party only with the prior consent of Docuply in text form. Transfers to undertakings affiliated with the Customer within the meaning of sections 15 et seq. of the German Stock Corporation Act are excluded from this requirement; such a transfer must be notified to Docuply without undue delay in text form.
(5) Amendments and supplements to this contract must be made in text form. This also applies to any waiver of the text form requirement itself.
(6) If individual provisions of these GTC do not become part of the contract, in whole or in part, or are invalid, the remainder of the contract remains effective. Insofar as provisions have not become part of the contract or are invalid, the content of the contract is governed by the statutory provisions.
Last updated: 7 August 2026