Terms & Conditions (incl. EULA)
Effective as of: 17 February 2026
Preamble
Kolsetu GmbH, Gaensemarkt 33, 20354 Hamburg, Germany, represented by Managing Directors Ben Arnon and Virendra Bhalothia, develops and distributes AI-based voice assistance solutions and digital communications technologies for businesses.
Kolsetu's offering is directed exclusively at businesses within the meaning of Section 14 BGB (German Civil Code). These Terms and Conditions use gender-neutral language throughout; all references apply equally regardless of gender.
1. Scope and Subject Matter
1.1 These General Terms and Conditions ("T&C") apply to all services provided by Kolsetu GmbH ("Kolsetu"), in particular the provision of software including the functions contained therein.
1.2 The specific scope of services is set out in the service description valid at the time of contract conclusion.
1.3 Kolsetu offers its products and services exclusively to businesses within the meaning of Section 14 BGB. Businesses are natural or legal persons or partnerships with legal capacity acting in the exercise of their commercial or independent professional activity when concluding the contract.
2. Contracting Parties
The contracting parties are Kolsetu GmbH, Gaensemarkt 33, 20354 Hamburg, Germany, represented by Managing Directors Ben Arnon and Virendra Bhalothia (Amtsgericht Hamburg HRB 191266), and the respective Customer who is a business within the meaning of Section 14 BGB.
3. Formation of Contract
3.1 The services presented on www.kolsetu.com and individual offers by Kolsetu do not constitute a binding offer but a non-binding invitation to submit an offer.
3.2 The Customer may submit a binding offer to conclude a contract in two ways: (a) by completing the order process on the Website and confirming the paid order; (b) by signing and returning an individual written offer from Kolsetu.
3.3 The contract is formed when Kolsetu accepts the offer. For online orders, acceptance occurs through the payment request. For written offers, acceptance occurs through written order confirmation. If no express acceptance is given, acceptance is deemed to have occurred at the latest upon receipt of payment or provision of services.
4. Payment and Service Terms
4.1 Remuneration consists of: (a) a monthly fixed price in accordance with the Customer's chosen service package; and (b) usage-based charges for additional services in accordance with the applicable order form. All prices are net, plus applicable statutory VAT where applicable.
4.2 The monthly fixed price first falls due upon handover of the workflow(s) by the Customer. The minimum term also begins at this point. The fixed price is subsequently due in advance at the start of each billing period. Usage-based charges are recorded retrospectively and invoiced at the end of each billing period based on usage data recorded by Kolsetu's systems.
4.3 In the event of payment default, Kolsetu is entitled to charge default interest at nine (9) percentage points above the respective base rate per annum. Kolsetu may charge a flat-rate reminder fee of EUR 10 per reminder, unless the Customer demonstrates that no loss or a lesser loss was incurred.
4.4 In the event of a chargeback attributable to the Customer (e.g. direct debit return, credit card chargeback), the Customer is obliged to reimburse Kolsetu for the actual costs incurred.
4.5 If the Customer is in default of a due payment, Kolsetu is entitled, after prior warning, to temporarily block access to the software and other contractual services until all outstanding amounts are paid. The Customer's obligation to pay remuneration continues during any such suspension. Kolsetu is further entitled to provide further services only against advance payment or provision of appropriate security if circumstances becoming known after contract conclusion materially impair the Customer's creditworthiness.
4.6 Kolsetu reserves the right to adjust prices for recurring services with 30 days' notice to the end of a calendar month. In the event of a price increase of more than five (5) per cent, the Customer has the right to terminate with special notice, to be exercised in writing within 14 days of receipt of the notification.
5. Software Provision
5.1 The Software is made available to the Customer via the internet for the duration of the contract.
5.2 Ownership of Customer data: All rights to data entered by the Customer into the Software remain with the Customer. Kolsetu acquires no rights thereto, except as expressly provided in these T&C, the EULA or the DPA.
5.3 Access to Customer data: Kolsetu processes Customer data exclusively for the purpose of providing the contractually agreed services and in accordance with the EULA and DPA.
5.4 Anonymised data processing: Kolsetu is entitled to use data generated in the course of use in anonymised form for statistical analyses and to improve its own services. Anonymisation is carried out in accordance with the GDPR, i.e. the data can no longer be attributed to a specific or identifiable natural person. Re-identification of individuals is excluded.
5.5 Data portability and deletion: After contract termination, the Customer may within 30 days request the release of its data in a commonly used machine-readable format. After expiry of this period, the data will -- unless statutory retention obligations prevent this -- be deleted or anonymised within 30 days.
6. Availability and Maintenance
Service level agreements and availability provisions for the Software are set out in the End User License Agreement (EULA).
7. Right of Withdrawal
As Kolsetu's offering is directed exclusively at businesses within the meaning of Section 14 BGB, no statutory right of withdrawal exists pursuant to Section 312g(2)(1) BGB.
8. Customer Obligations
8.1 To use the services, the Customer must be at least 18 years old and register an account with Kolsetu.
8.2 In connection with registration, the Customer will be asked to provide their name, email address and other information. Kolsetu uses this information for a range of purposes including identity verification, credit checks and compliance with legal and regulatory obligations. Further details on data use are set out in the Privacy Policy.
8.3 The Customer must provide Kolsetu with complete and accurate information and keep account information up to date.
8.4 Kolsetu reserves the right to suspend or terminate accounts and/or restrict access to services if information provided is not complete and accurate or if the Customer does not fulfil registration or verification requirements.
8.5 The Customer undertakes to keep access credentials secure and not to allow third parties access.
8.6 The Customer undertakes not to use the Software abusively and not to circumvent security-relevant functions.
9. Warranty and Liability
9.1 Software warranty: Kolsetu provides warranty only to the following extent: Minor deviations of the Software from agreed properties do not constitute a defect. The warranty period for software defects is one year from provision. Further warranty claims are excluded unless Kolsetu has fraudulently concealed defects. This does not affect any guarantees given.
9.2 Liability limitation: Kolsetu is not liable for indirect damages, consequential losses or lost profits unless such losses were typically foreseeable at the time of contracting and result from breach of material contractual obligations. In any event, Kolsetu's liability for slight negligence is capped at the order value of the preceding 12 months.
9.3 Indemnification: The Customer shall indemnify Kolsetu against all third-party claims arising from unlawful or non-contractual use of the Software or content processed therein by or with the approval of the Customer. This includes reasonable costs of legal defence. The Customer must inform Kolsetu without delay of any claims asserted and provide all information and support necessary for their defence.
9.4 Force majeure: Neither party is liable for delays or failure to perform where attributable to force majeure. This includes natural disasters, war, terrorism, strikes, governmental measures, pandemics, cyber attacks or failure of telecommunications networks, where not attributable to the affected party. The affected party must notify the other without delay and make efforts to minimise the impact.
10. Data Protection
10.1 Kolsetu processes the Customer's personal data exclusively in compliance with the GDPR.
10.2 Where Kolsetu processes personal data on behalf of the Customer, a separate Data Processing Agreement (DPA) under Art. 28 GDPR will be concluded.
10.3 Further information is available in the Product Privacy Policy at www.kolsetu.com.
11. Amendments by Third Parties
If a third party (e.g. legislator, technical platform) changes fundamental conditions, Kolsetu is entitled to make corresponding adjustments, provided they are reasonable for the Customer.
12. Contract Term and Termination
12.1 The contract for provision of the Software has a minimum term of two (2) months.
12.2 After expiry of the minimum term, the contract automatically renews for a further month unless terminated in writing by either party with 30 days' notice to the end of the relevant month.
12.3 The right to terminate for good cause remains unaffected.
13. Final Provisions
13.1 No verbal collateral agreements exist. Amendments and collateral agreements require written form, as does the waiver of this requirement. Electronic correspondence between the contracting parties is equivalent to non-electronic form.
13.2 Any general terms and conditions or other standardised business conditions of the Customer do not apply to the contractual relationship.
13.3 The Customer may only set off against claims by Kolsetu or exercise a right of retention where the counterclaim is undisputed, has been finally determined by a court, or stands in a synallagmatic relationship to the relevant claim.
13.4 Should individual provisions of these T&C be invalid or the contract contain gaps requiring completion, the validity of the remaining provisions is not affected.
13.5 The contract language is English. Translations into other languages serve comprehension purposes only and are not legally binding.
13.6 If the Customer is a merchant, a legal entity under public law or a special fund under public law, Hamburg is the place of jurisdiction. Kolsetu reserves the right to bring proceedings at the Customer's general place of jurisdiction.
13.7 Reference customer: Kolsetu is entitled to name the Customer as a reference customer, citing the company name and logo, unless the Customer objects. Further details regarding the nature and extent of the collaboration require the Customer's prior written consent.
14. Amendments to these T&C
14.1 Kolsetu is entitled to amend or supplement these T&C with effect for the future where there is a legitimate reason, in particular to adapt to changed statutory or technical conditions, to further develop the services offered, or to close regulatory gaps.
14.2 The Customer will be informed of planned changes no later than six weeks before they take effect, in text form. If the Customer does not object within 4 weeks of receipt of the notification of changes, the changes are deemed accepted.
14.3 Kolsetu will specifically draw attention to the right of objection and the consequences of failing to object in the notification. In the event of a timely objection, Kolsetu has the right to terminate the contract as of the intended effective date of the changes, provided continuation of the contract under the existing terms is economically or legally unreasonable for Kolsetu.
End User License Agreement (EULA)
Preamble
Kolsetu GmbH, Gaensemarkt 33, 20354 Hamburg, represented by Managing Directors Ben Arnon and Virendra Bhalothia (Amtsgericht Hamburg HRB 191266) ("Kolsetu") offers a cloud-based AI voice assistance platform for the automation of business communication processes, in particular for customer service, appointment scheduling and conversation analytics.
Kolsetu's offering is based on a Software-as-a-Service model and comprises the Elba software ("Kolsetu Software") and the associated online platform ("Kolsetu Platform"). This EULA governs the contractual relationship between Kolsetu and the Customer with respect to the use of the Kolsetu Software and Platform.
Kolsetu's offering is directed exclusively at businesses within the meaning of Section 14 of the German Civil Code (BGB).
1. Definitions and Scope
1.1 Definitions
- Software: The Elba voice assistance applications, modules, updates and documentation
- Licence: The right of use granted under Section 2
- Licensee: The business entity using the Software
- Documentation: User manuals, online help and technical specifications
- Updates: Patches, bug fixes, improvements and new versions
- Third-party software: Components of third parties integrated into the Software
- AI System: Machine-based system within the meaning of EU Regulation 2024/1689 (AI Act) that generates predictions, recommendations or decisions
- AI Features: Functions integrated into the Software that use artificial intelligence
- Voice Data: Audio recordings, transcriptions and data derived therefrom
1.2 Scope
This EULA governs exclusively the use of the Kolsetu Software by the Licensee. Commercial aspects, payment and other services are governed by Kolsetu's General Terms and Conditions (T&C).
1.3 Target Audience
This EULA applies only to businesses within the meaning of Section 14 BGB. No consumer rights apply.
1.4 Third-party Software
AI services, open source components and other third-party software are subject to their respective licence terms, listed in the user manual or at www.kolsetu.com/licences.
2. Licence Grant and Rights of Use
2.1 Licence grant: Kolsetu grants the Licensee a simple, non-exclusive, non-transferable right to use the Software, limited to the contract term.
2.2 Scope of use: The licence entitles use of the Software in accordance with the subscribed licence version and the services agreed in the T&C.
2.3 Multiple users: The number of concurrent users or voice channels is determined by the subscribed licence. Each additional user or channel requires a licence extension.
2.4 Geographic use: The licence applies to worldwide use of the Software. Data processing takes place as a rule in data centres within the EEA or in countries with an adequate level of data protection recognised by the EU. Transfers to other third countries occur exclusively on the basis of EU Standard Contractual Clauses.
2.5 Purpose limitation: The Software may only be used for the Licensee's own business purposes, not as a service for third parties.
3. Restrictions and Prohibited Activities
- Reverse engineering: Decompiling, disassembling or reverse engineering the Software is prohibited, except to the extent expressly permitted by law (Section 69e German Copyright Act (UrhG))
- Reproduction: The Software may only be reproduced to the extent required for its intended use. Backup copies are permitted under Section 69d(2) UrhG
- Resale: Resale or transfer of the licence requires prior written consent from Kolsetu
- Modification: Modifications to the Software are prohibited except where required for intended use or error correction (Section 69d UrhG)
- Unlawful use: The Software may not be used for unlawful purposes or to infringe third-party rights
- Security circumvention: Circumventing or disabling security measures is prohibited
- Medical use: The Software may not be used for medical diagnoses, triage or as a substitute for medical advice
- AI misuse: It is prohibited to use AI features to create deepfakes, manipulate persons or for deceptive purposes, including social scoring, subliminal influence, or exploitation of vulnerable groups
4. Intellectual Property
The Kolsetu Software is protected by copyright under Sections 69a et seq. UrhG. All rights remain with Kolsetu or the respective rights holders. All trademarks, logos and designations in the Software are the property of Kolsetu or third parties and may not be altered. All copyright and other proprietary notices must be retained unchanged. AI models and training data used in the Software are the intellectual property of Kolsetu or its licensors.
5. Data Protection
5.1 Kolsetu processes personal data exclusively in compliance with applicable data protection laws, in particular the GDPR. The Customer remains the controller within the meaning of Art. 4(7) GDPR.
5.2 Data processing agreement: Where Kolsetu processes personal data on behalf of the Customer, the parties conclude a Data Processing Agreement (DPA) in accordance with Art. 28 GDPR. Kolsetu commits to implementing appropriate technical and organisational measures (TOMs) to ensure a level of security appropriate to the risk.
5.3 Use of anonymised data for service improvement: Kolsetu may process communications and content data (e.g. voice recordings, transcripts, conversation data) solely for the purpose of using them in anonymised form for analysis, product improvement and the development of voice and AI modules. Anonymisation always precedes any further use, so that re-identification is excluded. This processing is carried out on Kolsetu's legitimate interests under Art. 6(1)(f) GDPR, as it serves the continuous improvement of the service and thereby also the benefit of the Licensee.
5.4 Supplementary Product Privacy Policy: The current Product Privacy Policy for Elba applies in addition to the processing of personal data in connection with the Elba platform, available at any time in the Legal section of the Kolsetu homepage.
6. Updates, Maintenance and Availability
6.1 The Software may automatically download and install updates and patches. The Licensee consents to these automatic updates. Security updates are considered critical and should not be disabled.
6.2 Kolsetu may provide updates at any time but is not obliged to do so.
6.3 For major updates, the Licensee will be given appropriate notice. Migration support is provided where technically feasible.
6.4 Beta software is provided 'as is' without warranty and may not be used in production environments.
6.5 Availability target: Kolsetu targets 99.95% annual average availability, measured against total time minus planned maintenance; outages outside Kolsetu's control are not counted.
6.6 Exclusions: Downtime due to force majeure, cyber attacks or third-party provider disruptions (in particular AI services) is not counted in availability calculations.
6.7 Maintenance windows: Maintenance is scheduled outside core business hours where possible, preferably Tuesday to Thursday between 01:00-05:00 CET. Planned maintenance will be notified at least 48 hours in advance where possible.
6.8 Incident reporting: For issues or outages, the Licensee may contact support via the channels set out in the documentation.
6.9 No availability guarantee: Availability figures represent a target and do not give rise to claims for damages or reduction in fees where not met, except in cases of intent or gross negligence by Kolsetu.
7. Feedback and Suggestions
Feedback, improvement suggestions, ideas or other input from the Licensee regarding the Software may be used by Kolsetu without restriction and without compensation. The Licensee grants Kolsetu a simple, royalty-free, unlimited right to use such feedback, including the right to use, modify and commercialise it.
8. Export Controls and Trade Restrictions
The Software is subject to German and EU export regulations. The Licensee undertakes to comply with all applicable export and import laws. The Software may not be exported to countries or used by persons subject to EU or German trade sanctions. AI technology may not be used for military purposes or the development of weapons of mass destruction.
9. Benchmarking and Testing
Without prior written consent from Kolsetu, the Licensee may not conduct, commission or publish performance tests, benchmarks or comparative studies of the Software or infrastructure. Security tests of the Software or infrastructure require prior consent from Kolsetu. Internal tests for the Licensee's own purposes are permitted provided results are not published.
10. Public Sector
If the Licensee is a public authority or public body, additional restrictions apply in accordance with applicable procurement rules. The Software is deemed "Commercial Computer Software" with limited rights pursuant to applicable provisions.