Legal

Terms and Conditions

Note: This is a courtesy translation. The legally binding version is the German original.

1.0 Definitions and Scope

1.1 The following Terms and Conditions apply to all contracts between "Simple.Grow" (hereinafter "Provider") and its customers (hereinafter "User") regarding the provision and management of AI Employees.

1.2 The contracting party and Provider within the meaning of these Terms is David Proga, operating under the trade name "Simple.Grow", c/o Impressumservice Dein-Impressum, Stettiner Strasse 41, 35410 Hungen, Germany (hereinafter "Provider"). "Simple.Grow" is a brand and product name for a service offering in the area of AI-based staff augmentation for consulting firms and is not an independent legal entity.

1.3 Deviating or supplementary conditions of the User shall not become part of the contract unless expressly accepted in writing.

1.4 Clarification of terms: The terms "AI Employee", "AI Employees" and similar designations describe AI agents (software) that perform tasks for the User based on artificial intelligence. They are expressly not employees, freelancers, or natural persons within the meaning of employment law. The terms "salary", "trial period", "termination", "performance review" and "personnel file" are used as easily understandable analogies and do not establish an employment relationship.

2.0 Subject Matter

2.1 Simple.Grow offers consulting firms in the DACH region the provision, setup, and ongoing management of AI Employees: AI agents that take over defined tasks in day-to-day consulting operations. The basis of every collaboration is an individual role profile that defines the tasks, KPIs, working methods, and performance limits of the AI Employee, jointly created through a standardized process.

2.2 The services are structured in three phases:

2.3 The phases build upon each other. The Needs Assessment (Phase 1) is a prerequisite for the Trial Month (Phase 2). Ongoing management (Phase 3) begins only after a positive decision by the User at the end of the trial month.

2.4 Free Trial Month: The Provider reserves the right to grant the free trial month only after successful qualification (Needs Assessment). There is no legal entitlement to a free trial month. The Provider may decline the trial month if the prerequisites for meaningful deployment are not met. The free trial month may only be claimed once per company.

2.5 AI Employees are not employees. They are not subject to employment law, dismissal protection legislation, social security law, or any other employment-related regulations. The use of HR-related terminology (role profile, salary, trial period, etc.) serves exclusively as an easily understandable description of the service.

3.0 Scope and Limitations of Services

3.1 Each AI Employee is set up based on an individual role profile. The role profile defines the tasks, KPIs, working methods, and performance limits of the AI Employee.

3.2 AI Employees operate within the task areas defined in the role profile. Extensions to the scope of tasks can be agreed upon at any time.

3.3 The Provider continuously optimizes and develops the AI Employees within the scope of ongoing management (Phase 3), based on feedback and performance data.

3.4 Monthly Performance Review: Each AI Employee has a feedback function that the User can use monthly. The feedback is incorporated into the development of the AI Employee. Implementation of adjustments is carried out by the Provider.

3.5 Outputs of the AI Employees (texts, analyses, reports, etc.) are submitted to the User for review. The User can approve, return for revision, or reject outputs.

4.0 Compensation & Pricing

4.1 Compensation is a monthly usage fee (also referred to as "salary" by analogy, see §1.4) per AI Employee. The amount depends on the complexity of the task area and is agreed upon in the role profile during the Needs Assessment. The term "salary" serves as an easily understandable communication tool and does not establish an employment relationship.

4.2 Phase 1 (Needs Assessment) is free of charge. Phase 2 (Trial Month) is free for the first AI Employee – neither setup fees nor usage fees apply, even upon subsequent continuation. The ongoing fee (Phase 3) begins after a positive decision by the User at the end of the trial month.

4.3 Phase 3 (ongoing management) is billed monthly in advance. In case of termination during the current month, billing is prorated on a daily basis with proportional refund.

4.4 The Provider submits individualized offers based on the discussed requirements. Contracts are concluded through written acceptance via email.

4.5 For each additional AI Employee after the first, a one-time setup fee appropriate to the complexity of the task area is charged. The amount is agreed upon in advance in the role profile. The monthly fee is based on complexity, anticipated maintenance effort, and infrastructure costs.

5.0 Communication & Support

5.1 The User interacts with their AI Employees through the channels and integrations provided by the Provider or agreed upon in the role profile (e.g., portal, chat, email, Slack, Microsoft Teams, or comparable services).

5.2 For questions regarding management, development, and new AI Employees, the Provider is available as a personal point of contact.

5.3 Communication with the Provider takes place via email, video calls, and, where applicable, a digital portal.

6.0 Contract Duration & Termination

6.1 Phase 1 (Needs Assessment) and Phase 2 (Trial Month) are non-binding and can be terminated at any time without cost.

6.2 Phase 3 (ongoing management) is terminable on a daily basis. Termination may be declared in writing at any time (email is sufficient) and takes effect on the next business day. There is no minimum contract duration.

6.3 In case of termination during the current month, billing is prorated on a daily basis. Fees already paid are refunded proportionally. No severance or other compensation is owed.

6.4 Renewed collaboration is possible at any time as a new agreement.

7.0 Intellectual Property & Usage Rights

7.1 Outputs created by AI Employees (texts, analyses, reports, content, etc.) are transferred to the User's usage rights upon approval by the User.

7.2 The AI Employees themselves (configuration, prompts, workflows) remain the property of the Provider. The User receives a usage right for the duration of the collaboration.

7.3 Upon termination of the collaboration, the User's AI Employees are deactivated. Already approved outputs remain with the User. Personal data of the User is deleted within 30 days after contract termination, unless statutory retention obligations apply.

7.4 AI-generated content: The User is responsible for reviewing AI-generated content for accuracy, completeness, and copyright compliance before publication or business use.

8.0 Disclaimer for AI Outputs

8.1 Principle: AI models can inherently make errors (so-called "hallucinations"). All outputs from AI Employees are decision-support tools and not binding recommendations, expert opinions, or legally binding advice.

8.2 User's duty to review: The User is obligated to independently review all outputs before business use. Business decisions must not be based on unreviewed AI outputs.

8.3 No liability for unreviewed use: The Provider is not liable for damages arising from the unreviewed adoption or use of AI-generated outputs. This includes in particular:

8.4 Human oversight: AI Employees operate under human oversight. The approval workflow (Approve / Revise / Reject) ensures that no outputs are used without review by the User.

8.5 The Provider strives to improve the quality and reliability of AI outputs through continuous optimization but cannot guarantee error-free results. This corresponds to the current state of the art in artificial intelligence.

9.0 Data Protection & Data Security

9.1 The Provider commits to compliance with the GDPR and German data protection law.

9.2 All customer data is processed within the EU (server location: Frankfurt am Main). No transfer of personal data to third countries takes place.

9.3 The AI models are operated via GDPR-compliant infrastructure (AWS Bedrock EU Inference Profiles, server location Frankfurt). Customer data demonstrably does not leave the EU.

9.4 Users ensure that they have a legal basis for the processing of the data they input.

9.5 The Provider observes the requirements of the EU AI Act (Regulation (EU) 2024/1689) in the selection and deployment of AI models and informs the User transparently about the use of AI.

9.6 Role delineation under the EU AI Act: Simple.Grow is the Provider within the meaning of Art. 3 No. 3 EU AI Act. The User is the Deployer within the meaning of Art. 3 No. 4 EU AI Act. Both parties bear independent, legally defined obligations under the AI Regulation.

9.7 AI Literacy (Art. 4 EU AI Act): The Provider provides a documented introduction to the functionality, capabilities, and limitations of each AI system as part of each AI Employee setup (AI Literacy Introduction). This introduction covers in particular the approval workflow, the User's review obligations, and the handling of AI-generated outputs. The User is independently responsible for ensuring that their employees who work with the AI Employees have sufficient AI literacy within the meaning of Art. 4 EU AI Act and maintain this competence on an ongoing basis.

9.8 Transparency (Art. 50 EU AI Act): The Provider labels AI-generated content and informs the User transparently about the use of AI systems, the models used, and their functionality. The User is in turn obligated to inform their own clients, business partners, and employees about the use of AI systems, insofar as this is required under the EU AI Act or other regulations.

9.9 Human Oversight (Art. 14 EU AI Act): The AI Employees are designed to enable and support human oversight. The approval workflow (Approve / Revise / Reject) ensures that no outputs enter business operations without review by the User. The User ensures that competent, trained persons with sufficient authority supervise the AI Employees.

9.10 Risk classification: The AI systems provided are classified as general-purpose AI with limited risk and not as high-risk AI systems within the meaning of Art. 6 EU AI Act. Should the User wish to deploy the AI Employees in a high-risk context (e.g., personnel decisions, creditworthiness assessments, access control to essential services), the Provider must be notified in writing in advance. The Provider reserves the right to decline deployment in high-risk contexts or to agree on additional technical and organizational measures (e.g., enhanced documentation, additional manual review loops, regular audits). Separate terms may apply.

9.11 Deployer obligations of the User: The User, as Deployer within the meaning of the EU AI Act, is independently responsible for compliance with their statutory obligations, in particular under Art. 26 EU AI Act. This includes, among other things, the intended use of the AI systems in accordance with the provided documentation, ensuring human oversight by competent persons, reviewing input data for relevance, and informing employee representatives before deploying AI systems in the workplace.

9.12 Further data protection information can be found in the Provider's Privacy Policy.

10.0 Data Processing Agreement

10.1 Insofar as the Provider processes personal data on behalf of the User in the course of the service, this constitutes data processing on behalf pursuant to Art. 28 GDPR.

10.2 Processing is carried out exclusively for the agreed purposes and on documented instructions from the User.

10.3 Technical and organizational measures include:

10.4 A separate Data Processing Agreement (DPA) is an integral part of these Terms and can be viewed at www.simplegrow.io/en/dpa.

10.5 The AI models used (AWS Bedrock) are configured so that data provided by the User is not used for training the models. Customer data is processed exclusively for the provision of the agreed service.

11.0 General Liability

11.1 The Provider is liable without limitation in cases of intent and gross negligence.

11.2 In cases of simple negligence, the Provider is only liable for breach of material contractual obligations (cardinal obligations), limited to the foreseeable, contract-typical damage.

11.3 For liability regarding AI-generated outputs, the provisions of §8 (Disclaimer for AI Outputs) additionally apply.

11.4 The Provider is not liable for availability outages of third-party services (AI models, hosting, APIs) over which it has no control.

12.0 Final Provisions

12.1 German law applies, excluding the UN Convention on Contracts for the International Sale of Goods (CISG).

12.2 The place of jurisdiction is the Provider's registered office, insofar as legally permissible.

12.3 The invalidity of individual provisions shall not affect the validity of the remaining conditions.

12.4 Amendments to these Terms will be communicated to the User in writing. If the User does not object within 4 weeks, the amended Terms are deemed accepted.

As of: March 3, 2026