Terms of Service

1. Scope and Contracting Parties

1.1 Scope of Application

These Terms of Service govern the use of all digital services offered by Kotao. This includes Kotao Workspaces (accessible at workspaces.kotao.com and app.workspaces.kotao.com), Kotao POS (accessible at pos.kotao.com and app.pos.kotao.com), and Kotao as a marketplace platform (accessible at www.kotao.com). These terms apply equally to use via web applications, mobile applications, and API interfaces. By using any of these services, the user accepts these terms in their entirety.

1.2 Contracting Party

The determination of the contracting party is based on the customer's geographic location at the time of registration. For customers with registered office or habitual residence in the European Economic Area and Switzerland, the contracting party is Kotao UG (haftungsbeschränkt), located at Hohenzollernring 57, 50672 Cologne, Germany, registered in the Commercial Register of the Local Court of Cologne under HRB 120252. For all customers outside these regions, Kotao FZCO, located at Building A1, Dubai Silicon Oasis, Dubai, United Arab Emirates, acts as the contracting party.

1.3 Target Audience and Usage Authorization

Kotao Workspaces and Kotao POS services are available to both commercial and private users. Commercial users include entrepreneurs as defined in § 14 BGB, legal entities under private and public law, and partnerships with legal capacity. Private users may use the services for personal purposes, although certain features may be primarily designed for commercial use cases. The Kotao platform is available to both commercial providers (hotels and restaurants) and end consumers for bookings and orders. During registration, users must indicate whether their use is private or commercial, as different legal frameworks may apply.

2. Contract Formation and Registration

2.1 Registration Process

Use of Kotao services requires successful registration. During the registration process, all fields marked as mandatory must be completed fully and truthfully. By submitting the registration, the registering user affirms they are authorized to represent the specified company. Changes to registration data must be updated immediately through account settings or communicated to support.

2.2 Contract Formation

The usage contract is concluded upon successful completion of the registration process and creation of the user account. The user account is immediately active and usable after registration. However, Kotao reserves the right to suspend or delete user accounts upon detection of fraudulent or illegal activities, violations of these terms of service, or reasonable suspicion of abusive use. Suspension may be temporary or permanent. Users whose accounts have been suspended are prohibited from creating new accounts. Kotao employs technical measures to prevent circumvention of account suspensions. Repeated account creation after suspension may result in legal consequences.

2.3 Individual User Accounts

Each user must create and use their own individual user account. Sharing of login credentials among multiple persons is expressly prohibited. The account holder bears full responsibility for all activities conducted under their account and must keep their login credentials confidential and protected from third-party access. Any suspected misuse must be reported to Kotao immediately.

2.4 Age Requirements

Use of Kotao services requires full legal capacity. Natural persons must be at least 18 years old or, if the age of majority is later in their jurisdiction, have reached the age of majority. Minors between 16 and 18 years may use the services only with written consent from their legal guardians, which must be provided upon request.

2.5 Account Structure and Organizations

The Kotao account is a unified, personal user account providing access to all Kotao services. With a Kotao account, users can access both the Kotao platform for bookings and orders and create or join organizations in Kotao Workspaces. Within Kotao Workspaces, account holders can establish their own organizations and invite other Kotao account holders as members. A user can be a member of multiple organizations simultaneously. Organization membership grants access to respective organizational data and resources according to assigned permissions. Organizational data is stored separately from personal account data. When an organization is deleted, member user accounts remain unaffected; only access to organization-specific data is terminated.

3. Service Scope and Availability

3.1 Nature and Scope of Services

Kotao provides cloud-based Software-as-a-Service solutions, with specific functionality determined by the customer's chosen product, plan, and activated add-on modules. Current service descriptions are available on product pages and in documentation. Kotao reserves the right to continuously develop and adapt functionality, while maintaining the core functionality of the subscribed plan.

3.2 Service Level Agreement

Kotao guarantees 99.99 percent availability of core services on an annual average. This availability guarantee refers to server accessibility and functionality of essential services. Current system status and historical availability data can be viewed at any time at status.kotao.com. Excluded from the calculation are scheduled maintenance (announced at least 48 hours in advance), outages due to force majeure, DDoS attacks, third-party provider disruptions, or other circumstances beyond Kotao's control.

3.3 Support Services

Technical support is provided exclusively via email to support@kotao.com. Guaranteed response times depend on the selected plan: up to 72 hours for free version users, maximum 24 hours for paying customers, and maximum 2 hours during business hours for customers with Enterprise Support Plan. Response time refers to the period until first qualified response, not complete problem resolution.

3.4 Data Backup and Recovery

Kotao performs daily automated backups of all customer data. These backups are retained for at least 30 days. Additionally, Point-in-Time Recovery is available for critical data, enabling restoration to any point within the last seven days. Data restoration is performed upon written request and completed as quickly as possible, but no later than 48 hours.

3.5 System Requirements and Compatibility

Kotao services are primarily developed and tested for use with Google Chrome. Full functionality is guaranteed exclusively for the current version and two previous versions of Chrome. Use of other browsers may result in functional or display limitations without creating warranty claims. Minimum requirements for mobile applications are listed in respective app store entries.

4. Pricing and Payment Terms

4.1 Pricing Structure

Kotao offers a differentiated pricing structure tailored to diverse customer needs. The basic version is permanently free but subject to functional and quantitative limitations. Paid plans are available as monthly or annual subscriptions, with discounts granted for annual prepayment. Additional usage-based fees apply, for example for cloud storage per gigabyte or certain premium integrations. Current prices are available in the pricing list on the website.

4.2 Price Change Notifications

Kotao reserves the right to adjust prices with at least 30 days' notice. Notification is sent via email to the registered contact address. For price increases exceeding 5 percent, customers have a special termination right effective at the time the price change takes effect. Price reductions may be implemented at any time without notice.

4.3 Payment Processing and Due Dates

Billing and payment processing is handled through our payment service provider Stripe, Inc. The Terms of Service and Privacy Policy of Stripe apply additionally to payment processing. By using our paid services, customers accept that their payment data will be transmitted to Stripe for transaction processing and processed according to Stripe's privacy policy. Subscription fees are due in advance and collected at the beginning of each billing period. Usage-based fees are billed monthly in arrears. All prices are exclusive of applicable statutory value-added tax. Customers receive an electronic invoice at the registered email address.

4.4 Payment Default and Consequences

If a customer defaults on payment, Kotao is entitled to suspend access to services after unsuccessful reminder with reasonable grace period. Suspension does not release the payment obligation. Fees accruing during suspension remain due. For each reminder after default, Kotao may charge a reminder fee of 5 Euros. Further damage claims remain reserved.

4.5 Transaction Fees for Kotao POS and Kotao

Transaction fees apply when using Kotao Payments within Kotao POS and for payment processing via the Kotao platform. Fee amounts depend on transaction type and are individually agreed or determined by the current price list. Fees are automatically deducted from processed transaction amounts.

5. Intellectual Property and Usage Rights

5.1 Grant of Usage Rights

Upon payment of agreed fees, Kotao grants the customer a non-exclusive, non-transferable, and non-sublicensable right to use the subscribed services as intended for the duration of the contract. This usage right is limited to the number of users specified in the contract and the agreed scope of use.

5.2 Ownership of Customer Data

All data entered into the systems, uploaded content, and created documents remain the exclusive property of the customer. Kotao acquires no rights to these, except for technical reproduction and transmission rights necessary for contractual service provision. The customer guarantees they possess all necessary rights to the content they provide. The separation between personal account data and organizational data ensures that content created within an organization remains the property of the organization, while personal data and content remain assigned to the respective account holder. Organization administrators have no access to members' personal Kotao accounts, only to data created or shared within the organizational context.

5.3 Improvement Suggestions and Feedback

Feedback, improvement suggestions, and ideas submitted by the customer to Kotao may be used by Kotao free of charge and without restrictions to improve and develop services. The customer waives any copyright or other protective rights in this regard.

5.4 Protection of Intellectual Property

The software, documentation, logos, and other content of Kotao services are protected by copyright and other protective rights. Any use beyond the contractually granted usage, particularly reproduction, modification, decompilation, or distribution, is prohibited.

6. Data Protection and Security

6.1 Data Processing and GDPR Compliance

Processing of personal data occurs in strict accordance with the General Data Protection Regulation (GDPR) and other applicable data protection regulations. Details on data processing are available in the Privacy Policy at policies.kotao.com/privacy-policy. Kotao implements appropriate technical and organizational measures to protect processed data.

6.2 Data Localization

For customers based in the European Economic Area, Kotao guarantees that all personal data is stored and processed exclusively on servers within the European Union. Transfer to third countries occurs only with explicit customer consent and in compliance with data protection requirements.

6.3 Data Processing Agreement

Where Kotao processes personal data on behalf of the customer as part of service provision, the parties will conclude a Data Processing Agreement pursuant to Article 28 GDPR. This regulates mutual rights and obligations and can be requested via legal@kotao.com.

6.4 Data Portability

Customers have the right at any time to receive a copy of their data in a structured, commonly used, and machine-readable format. Corresponding requests should be directed to support@kotao.com and will be processed within seven business days. The first provision per quarter is free of charge.

7. Customer Obligations and Responsibilities

7.1 Lawful and Contractual Use

The customer undertakes to use Kotao services exclusively for lawful purposes and in accordance with these terms of service. They must ensure their use does not violate applicable law or infringe third-party rights. This particularly includes compliance with copyright, trademark rights, data protection regulations, and competition law provisions.

7.2 Prohibited Activities

Customers are prohibited from using the services for the following purposes or undertaking actions aimed at: unauthorized access to third-party systems or data; distribution of malware, viruses, or malicious code; sending spam or unsolicited mass messages; conducting denial-of-service attacks; circumventing security measures or access restrictions; operating cryptocurrency mining; hosting illegal content; and any other activity that impairs the integrity, security, or availability of services.

7.3 Fair Use Policy

Service use is subject to a Fair Use Policy ensuring appropriate and proportionate usage. Detailed Fair Use Policy provisions are available at policies.kotao.com/fair-use-policy. For plans with unlimited resources, usage is limited to normal business requirements. Excessive usage that endangers system stability, impairs performance for other customers, or obviously exceeds normal business requirements entitles Kotao to appropriate countermeasures, including temporary resource limitation or request to change plans.

7.4 API Usage and Rate Limiting

Use of provided API interfaces is subject to specific rate limits detailed in API documentation. These limits serve to protect system stability and ensure fair resource distribution. When defined limits are exceeded, further requests are temporarily rejected. Repeated or intentional violations may result in API access suspension.

7.5 Content Responsibility

The customer bears sole responsibility for all content provided, transmitted, or processed by them or their users. They indemnify Kotao from all third-party claims resulting from rights violations through this content, including reasonable legal defense costs.

8. Warranty and Liability

8.1 Warranty Scope

Kotao warrants that services function essentially according to the service description. Minor deviations from the service description do not constitute warranty claims. Kotao is entitled to remedy defects at its discretion through repair or replacement. Warranty is void if the customer makes changes to services or uses services contrary to terms of use.

8.2 Unlimited Liability

Kotao has unlimited liability for damages based on intent or gross negligence, for damages from injury to life, body, or health, and for damages covered by product liability law or for which liability is mandatory by law.

8.3 Limited Liability for Breach of Essential Contractual Obligations

For slight negligent breach of essential contractual obligations whose fulfillment enables proper contract execution and on whose compliance the customer may regularly rely, liability is limited to typical, foreseeable damage. This liability is limited in amount to fees paid by the customer in the last twelve months before damage occurred.

8.4 Liability Exclusion

Otherwise, Kotao's liability is excluded. This particularly applies to indirect damages, consequential damages, lost profits, data loss (unless covered by contractually agreed data backup), production downtime, or damages from business interruption. The above liability limitations also apply in favor of Kotao's legal representatives, employees, and vicarious agents.

8.5 Contributory Negligence

The customer must immediately inform Kotao of recognizable defects or disruptions and take all reasonable measures to avoid or minimize damage. In particular, the customer is obligated to regularly backup their data beyond the backup functions provided by Kotao.

9. Contract Term and Termination

9.1 Contract Duration

Free accounts are concluded for an indefinite period and can be terminated at any time. Paid subscriptions have a minimum term corresponding to the selected billing period. Monthly subscriptions automatically renew for one month each, annual subscriptions for one year each, unless terminated in due time.

9.2 Ordinary Termination

Monthly subscriptions can be terminated with one month's notice to the end of the respective billing month. Annual subscriptions can be terminated with three months' notice to the end of the respective annual period. Termination can be made through various channels: via the corresponding function in the customer account, directly in the mobile app, or by email to support@kotao.com. Termination requires text form, with digital termination via app or customer account fulfilling this requirement.

9.3 Extraordinary Termination

The right to extraordinary termination for cause remains unaffected. Cause exists particularly in cases of significant violations of these terms of service, payment default despite reminder, abusive use of services, or when continuation of the contractual relationship is unreasonable for either party.

9.4 Consequences of Contract Termination

Upon termination of the contractual relationship, the customer's usage rights expire. A distinction must be made between termination of a complete Kotao account and withdrawal from an organization or its deletion. Upon termination of the entire Kotao account, all access rights to all Kotao services including organization memberships expire. The user loses access to all personal data as well as all organizational data where they were a member. Withdrawal from an organization or its deletion, however, only affects access to organization-specific data, while the Kotao account and access to other services remain intact. Organization administrators should ensure important data is exported or transferred before deleting an organization, as deletion permanently removes all organizational data. Kotao will maintain data from a terminated Kotao account available for retrieval for 30 days after contract termination. During this period, the customer can request a data export. After this period expires, data will be deleted unless statutory retention obligations exist. Account reactivation within the 30-day period is possible. For organizational data, the same deadlines apply from the time of organization deletion.

9.5 Partial Termination

For multiple subscribed services or modules, partial termination of individual services is possible if they are billed separately. Termination of additional services leaves the main contractual relationship unaffected.

10. Product-Specific Provisions

10.1 Kotao Workspaces

Kotao Workspaces provides an integrated business suite with modular structure including functions such as email client, cloud storage, customer relationship management, task management, document management, reservation system, booking engine, shift planner, and other business applications. Specific functionality depends on the selected plan and activated integrations. Additional modules can be added at any time and are charged proportionally for the current billing period. Storage capacity depends on the subscribed plan; additional storage space can be added as needed.

10.2 Kotao POS

Kotao POS is a cloud-based point-of-sale system for hospitality, hotels, and retail. The system meets requirements of the German Cash Register Security Ordinance (KassenSichV) and is GoBD-compliant. The required technical security device (TSE) is fully integrated and automatically updated. When using Kotao Payments for payment processing, transaction fees apply according to individual agreements. Fees are deducted directly from processed amounts. Kotao POS supports both online and in-person transactions and offers interfaces to common payment service providers.

10.3 Kotao Marketplace

Kotao operates a platform at www.kotao.com enabling hotels and restaurants to present their services and accept bookings and orders. Kotao acts solely as a technical service provider and intermediary. Contracts for respective services are concluded directly between providers and end customers. Kotao charges no commissions on intermediated transactions; only transaction fees for payment processing apply according to the current price list. Kotao assumes no warranty or liability for the quality, availability, or proper provision of services offered by providers.

11. Contract Modifications

11.1 Right to Modify

Kotao reserves the right to modify these terms of service as necessary to adapt to changed legal or regulatory frameworks, implement new functions or services, remedy regulatory gaps, or improve clarity and comprehensibility. Modifications will only be made if they are reasonable for the customer considering Kotao's interests.

11.2 Modification Notice

Intended modifications will be communicated to the customer at least 30 days before taking effect via email to the registered contact address. The notification will contain the wording of modified provisions and the effective date.

11.3 Right to Object and Deemed Consent

The customer may object to modifications within 30 days after receiving the modification notice. Objection requires text form. If the customer does not object in time, modifications are deemed approved. Kotao will indicate the objection period and consequences of failure to object in the modification notice. In case of timely objection, both parties have a special termination right.

12. Final Provisions

12.1 Applicable Law

For customers based in the European Economic Area and Switzerland, 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 (CISG). For customers outside these regions, the laws of the United Arab Emirates apply, excluding conflict of law provisions.

12.2 Jurisdiction

Exclusive jurisdiction for all disputes arising from or in connection with this contractual relationship is Cologne, Germany for customers in the European Economic Area. For customers outside the European Economic Area, the courts in Dubai, United Arab Emirates have exclusive jurisdiction. Kotao is entitled to sue the customer at their general place of jurisdiction.

12.3 Severability Clause

Should individual provisions of these terms of service be or become invalid, this does not affect the validity of the remaining provisions. The invalid provision shall be replaced by a valid provision that most closely approximates the economic purpose of the invalid provision.

12.4 Written Form Requirement

Modifications and amendments to these terms of service require text form to be effective. This also applies to the waiver of this text form requirement. No oral side agreements exist.

12.5 Contract Language

These terms of service are available in German and English. In case of discrepancies between language versions, the German version prevails.