Terms & Conditions | INTEGRTR.platform

This English version is a convenience translation. Only the German version is legally binding.

Version: 1 October 2026

General Terms and Conditions for the Use of the HR Information Lifecycle Management (InLiMa) Platform of INTEGRTR GmbH as "Software as a Service" (SaaS)

Preamble

INTEGRTR GmbH, Mallaustraße 69-73, 68219 Mannheim, Germany (hereinafter "INTEGRTR") provides its Customers with the INTEGRTR Platform. This is a web-based "HR Integration Lifecycle Management System (InLiMa)" for supporting technical integrations in the HCM environment, which is made available for a limited period to registered business customers as a Software as a Service solution ("SaaS"). The Customer is informed about the possible uses.

§ 1. General Provisions, Scope and Contracting Parties

(1) INTEGRTR provides its services to entrepreneurs ("Customers") or to service providers ("Cooperation Partners") who use INTEGRTR's services in order, for their part, to carry out integration projects independently for third parties, primarily in accordance with the separate contractual agreements with the Customers in the "SaaS Agreement" or with the Cooperation Partner in the "Cooperation Partner Agreement" and, on a supplementary basis, the following General Terms and Conditions ("GTC"). Customers and Cooperation Partners are hereinafter referred to as "Contracting Parties".

(2) The parties to the contractual agreements concluded pursuant to paragraph 1 are INTEGRTR and the respective Contracting Party. Contracting Parties within the meaning of these provisions are only entrepreneurs within the meaning of Section 14 of the German Civil Code (BGB).

(3) For Cooperation Partners and resellers, provisions deviating from these terms may be agreed, which are set out in each case in the Framework Agreement.

§ 2. Conclusion of the Contract and Test Phase

As a rule, the contract is concluded by written agreement of a SaaS Agreement or Cooperation Partner Agreement or, alternatively, by the Contracting Party expressly accepting an offer from INTEGRTR submitted in writing, by fax or by email (whether orally, in writing, via online form, email or fax). At the latest upon the Contracting Party's first login to the INTEGRTR Server, during which the Contracting Party declares its consent to the validity of INTEGRTR's GTC, the contract is concluded with the content set out in the preceding offer and the GTC.

§ 3. Nature and Scope of the Services

(1) The subject matter of the contract is the granting of the time-limited provision of software (hereinafter "Platform" or "Software") for use by remote access on the servers of INTEGRTR or of providers commissioned by INTEGRTR ("INTEGRTR Servers"). Within this framework, INTEGRTR also provides server capacity on INTEGRTR Servers for storing the data generated by the user with the software application ("Data Hosting").

(2) INTEGRTR makes the use of the Platform available to the Contracting Party at the access point of the respective data centre ("Handover Point"). The scope of services of the Platform at the time the contract is concluded is set out in Annex 1. The Software remains on the INTEGRTR Server at all times. INTEGRTR does not owe any guarantee of the data connection between the Handover Point and the Contracting Party's IT systems.

(3) INTEGRTR transmits to the Contracting Party the user IDs and passwords required to access the Platform ("Access Data"). The Contracting Party's connection to the internet and the maintenance of the network connection, as well as the procurement and provision of the hardware required for this on the Contracting Party's side, are not the subject matter of the contract. The Contracting Party itself is obliged, at its own expense and at its own risk, to provide an internet connection for its company that meets its requirements and to maintain it. The technical requirements for using the Platform are set out in Annex 2.

§ 4. Training and Further Services

(1) Together with the Software, INTEGRTR provides the Contracting Party with electronic user documentation (operating instructions) as online help in English.

(2) In addition, at the Contracting Party's request, INTEGRTR provides consulting and support services for the introduction and use of the Platform and programs, such as support with configuration, training of the Contracting Party's employees or support with commissioning. This also includes the individual provision of all stored data in a form specified by the Contracting Party. These services are provided at the Contracting Party's request and invoiced to it by INTEGRTR in accordance with the price list applicable at the time (Annex 3). In addition, the INTEGRTR training terms apply, which are made available separately if training services are commissioned.

(3) Programming effort for creating special functionalities adapted to the Contracting Party's wishes is charged by INTEGRTR upon separate order and according to the effort incurred, in accordance with the price list applicable at the time (Annex 3).

§ 5. Remuneration, Terms of Payment

(1) A monthly Base Fee is charged for the use of the Platform. The Base Fee includes use by one user. In addition to the monthly Base Fee, a Usage Fee is charged for each additional user. The amount of the total fee owed each month depends, on the one hand, on the number of the Contracting Party's users and, on the other hand, on the selection and use of further content offered via the Platform ("in-app purchases"). The price list applicable at the time (Annex 3) applies.

(2) The monthly Base Fee and the Usage Fee for additional users per customer project are invoiced by INTEGRTR in advance for twelve (12) months. Further content is charged according to use in the respective month. The Contracting Party receives the invoice as a PDF document by email at the email address specified by the Contracting Party.

(3) The remuneration for the contractual services is additionally set out in the Usage Agreement or in the Cooperation Partner Agreement.

(4) Further services that the Contracting Party must pay for separately according to effort are invoiced monthly at the beginning of the following month.

(5) Invoices are always payable in euros. All figures in the pricing model are exclusive of value added tax at the statutory rate.

(6) The Contracting Party receives one personalised access authorisation per user, consisting of a user ID and a password. The Contracting Party may disclose the user ID and the password only to the respective authorised user and is otherwise obliged to maintain confidentiality. The use of a user ID by several persons is not permitted. If a user ID is used by additional persons, INTEGRTR is entitled to charge a Usage Fee for each additional user of the ID.

§ 6. Use of the Platform and Access Data

(1) The Platform may only be used by employees of the Contracting Party and by third parties commissioned in writing by the Contracting Party who support the Contracting Party in carrying out its work assignment. Before such third parties access the Software, the Contracting Party must bind them to confidentiality in writing. The Contracting Party may not enable other third parties, either directly or indirectly, to use the Software or to access the cloud interface.

(2) The Contracting Party is prohibited from passing on its personal Access Data to unauthorised third parties. All Access Data must be stored securely so that third parties cannot access it. The Contracting Party shall notify INTEGRTR without undue delay if there is a suspicion that unauthorised third parties may have obtained knowledge of it. If there is a suspicion that third parties have obtained unauthorised knowledge of the Access Data, INTEGRTR is entitled to temporarily block the Contracting Party's access to its account.

(3) The Contracting Party is not entitled to use the Software for the business purposes of third parties, to have it used by third parties on its behalf, or to make it accessible to third parties. This does not apply to third parties who, under a written mandate from the Contracting Party, are entrusted with activities in the course of carrying out the Contracting Party's transactions.

§ 7. Copyrights and Other Rights

(1) In relation to the Contracting Party, the copyrights and other intellectual property rights in the Software, including the user documentation, belong exclusively to INTEGRTR. The Contracting Party receives only the non-exclusive rights of use in the Platform, the user documentation and the programs described in more detail below.

(2) The Contracting Party receives a non-exclusive, non-transferable and non-sublicensable right, limited in time to the term of the contract, to use the Platform, the user documentation and the software programs for its own business purposes. All rights going beyond this, in particular the right of reproduction, distribution including (re-)renting, adaptation and making available to the public, remain with INTEGRTR. The Contracting Party may use the Software exclusively for the contractual purpose; the intended use of the Software is set out in detail in INTEGRTR's General Provisions and in the Service Description (Annex 1). Any use of the Platform, the user documentation and the programs offered for download that goes beyond the intended use is not permitted.

(3) The data processed on the Platform belongs to the Contracting Party or its customers. The Contracting Party grants INTEGRTR all rights in the data it transmits that are required for the performance of the contract, in particular for storing and processing its data. Furthermore, INTEGRTR receives from the Contracting Party the right to evaluate the data processed with the Platform in anonymised form for analysis and benchmarking purposes and, for this purpose, to combine it with other data, to reproduce it and to edit it. In doing so, INTEGRTR ensures that the Contracting Party or other persons cannot be identified by third parties (not even indirectly) in the event of any publication of the results. Any other use of the data by INTEGRTR, or any disclosure of non-anonymised data to third parties, is not permitted.

§ 8. Cooperation Obligations of the Contracting Party

(1) The Contracting Party undertakes not to store any content on the Platform whose transmission, storage or use violates applicable law or agreements with third parties (e.g. on confidentiality). The Contracting Party shall not manipulate the Software and shall not store any data whatsoever on INTEGRTR's servers that damages or endangers the Software, the servers, the other IT infrastructure or the data of other Customers.

(2) The Contracting Party must comply with applicable law and respect the rights of third parties. In particular, the Contracting Party is prohibited from

• infringing intellectual property rights of third parties such as trademarks, copyrights and name rights,
• posting insulting, defamatory or otherwise criminally relevant content,
• using mechanisms, software and/or scripts that go beyond the functionalities and interfaces provided on the Platform, in particular if this blocks, modifies, copies and/or overwrites services of INTEGRTR and these services are required for the contractual use of the Platform, and
• attempting to impair the security systems used by INTEGRTR or its subcontractors for the Platform and the programs offered there, or the content available on the Platform, by data alteration (Section 303a of the German Criminal Code, StGB), computer sabotage (Section 303b StGB), forgery of data relevant as evidence (Sections 269, 270 StGB), suppression of data relevant as evidence (Section 274 StGB), computer fraud (Section 263a StGB), data espionage (Section 202a StGB), interception of data (Section 202b StGB) or other criminal offences, whereby any such attempts will be reported by INTEGRTR to the competent public prosecutor's office.

(3) As part of its duty to mitigate damage, the Contracting Party shall take appropriate precautions against data loss, in particular by regularly checking its own IT systems and regularly making backup copies.

(4) In order to minimise the impact of disruptions, the Contracting Party has the following obligations:

• The Contracting Party draws up and maintains emergency plans for different disruption scenarios.
• The Contracting Party reports any disruptions that occur to the service email address without undue delay.
• The Contracting Party supports INTEGRTR in resolving and analysing disruptions to the extent reasonable.
• After conclusion of the contract, the Contracting Party names contact persons authorised to issue instructions who may make changes, adjustments and orders, including those subject to a charge.

(5) By using the INTEGRTR Platform, the Contracting Party consents to being named as a reference customer. INTEGRTR is thus entitled to publish the Customer's logos, trademarks and names in reference lists and specialist articles. The Contracting Party may object to this provision in writing.

(6) Where applicable, Cooperation Partners shall ensure that they obtain from their customers the rights required to use the Platform and to pass on their customers' data to INTEGRTR. They shall furthermore ensure that the cooperation obligations under paragraphs 1 to 5 are observed by their customers.

(7) The Contracting Party is responsible for procuring, at its own expense, all rights of use and licences for SAP software and other third-party software required for the usage scenario it has chosen, and for maintaining them during the term of the contract. This includes in particular those licences and rights of use that are required for connection, integration, processing or data exchange with the INTEGRTR Platform. INTEGRTR is not obliged to check whether the usage scenario chosen by the Contracting Party is permissible under licensing law.

Claims by third parties based on missing, insufficient, impermissible or expired licences or rights of use of the Contracting Party for SAP software or other third-party software fall exclusively within the Contracting Party's area of responsibility.

§ 9. Data Storage

(1) During the term of the contract, INTEGRTR provides the Contracting Party with storage space and computing capacity in an external data centre for storing its transaction data processed with the Software (hosting). The data is stored and processed on external servers operated by a third party on behalf of INTEGRTR. INTEGRTR is entitled to provide the contractually agreed services through third parties as subcontractors.

(2) INTEGRTR obtains essential services for operating the Platform in the form of Amazon Web Services from Amazon Web Services, Inc. ("AWS"). The terms of use for AWS that INTEGRTR must observe are available at: https://aws.amazon.com/agreement/

(3) INTEGRTR ensures that the Platform is operated in an EU data centre.

§ 10. Confidentiality, Data Protection

(1) The parties shall use all documents, information and data that they receive for the performance of this contract only for the performance of this contract and shall treat them confidentially as long as and to the extent that they have not become generally known. These obligations continue to apply after the termination of the contract.

(2) The collection, processing and use of personal data is carried out exclusively and under its own responsibility by the Contracting Party as controller within the meaning of the General Data Protection Regulation (GDPR) and other data protection regulations. The Contracting Party warrants that the data processed with the Platform is processed in accordance with the provisions of data protection law, in particular that there is a legal basis for its processing. INTEGRTR does not process personal data of the Contracting Parties and their employees or customers for its own purposes. Data processing is carried out on behalf of the Contracting Party in strict compliance with its instructions ("processing on behalf" within the meaning of Art. 28 GDPR).

(3) The details of the processing of personal data on behalf of the Contracting Party are governed by the Data Processing Agreement attached as Annex 4, which applies between INTEGRTR and the Contracting Party and expressly forms part of these provisions.

§ 11. Warranty / Liability

(1) INTEGRTR assumes no warranty for the results and outputs achieved with the Software, in particular their timeliness, correctness, quality and completeness, insofar as these are based on the Contracting Party's inputs. INTEGRTR does not check or correct the data entered by the Contracting Party for accuracy of content.

(2) If INTEGRTR provides services to the Contracting Party for which no remuneration is payable, e.g. granting the opportunity to use the Software during a free test phase, INTEGRTR is liable in this respect only for intentional and grossly negligent breaches of duty.

(3) Contrary to the statutory provision of Section 536a BGB, INTEGRTR is liable for defects in the Platform that already existed when the contract was concluded only if INTEGRTR is responsible for such defects.

(4) Otherwise, INTEGRTR pays damages and compensation for futile expenses, irrespective of the legal grounds, only to the following extent:

• in the event of fraudulent intent, intent and gross negligence, in full;
• in cases of simple negligence, only for breach of a material contractual obligation whose fulfilment makes the proper performance of the contract possible in the first place and on whose observance the Contracting Party may regularly rely (a so-called cardinal obligation), and only in the amount of the damage typically foreseeable when the contract was concluded, but up to a maximum of EUR 50,000 (fifty thousand). This does not apply if INTEGRTR is liable in full under other provisions.

(5) Except in the case of intent or gross negligence and unless a cardinal obligation on the part of INTEGRTR is concerned, INTEGRTR is liable for data loss only for the damage that would also have occurred if the Contracting Party had backed up its data properly and in a manner appropriate to the risk, limited to the net amount paid for the Usage Fee in the last twelve months before the damage occurred.

(6) In the case of damage resulting from injury to life, body or health, INTEGRTR is liable in full even for a simply negligent breach of duty by INTEGRTR or by a legal representative or vicarious agent of INTEGRTR.

(7) Within the scope of the agreed services, INTEGRTR continuously develops and updates the Software in order to take appropriate account of changes to supported standard software systems and their interfaces. However, INTEGRTR is not liable for restrictions on or the loss of the usability of the Software insofar as these are based on fundamental changes to the technical, legal or licensing framework conditions by SAP or other third-party providers that lie outside INTEGRTR's sphere of influence and were not foreseeable at the time the contract was concluded.

This applies in particular to the restriction or discontinuation of interfaces or APIs, the introduction or material change of usage or access restrictions (e.g. API limits), changes to data models or communication protocols, and changes to security, licensing or other usage requirements of the respective third-party provider.

Insofar as adapting the Software to such fundamental changes is technically and economically reasonable, INTEGRTR will examine the necessary adaptation options and take them into appropriate account within the scope of the agreed services. However, the Contracting Party has no claim to the adaptation or maintenance of a particular functionality insofar as this is technically impossible due to the changed framework conditions or would only be possible for INTEGRTR with disproportionate effort.

§ 12. Term, Termination, Return / Deletion of Data

(1) The contract has a term of twelve (12) months from the signing of the contract. Thereafter, it is extended by a further twelve (12) months in each case unless it is terminated by one of the Contracting Parties with three (3) months' notice before the end of the respective term.

(2) Additional Content may be booked at any time. The original contract term remains unaffected by this. Additional Content is charged in the month in which it is activated in the Platform or otherwise booked.

(3) The right of both Contracting Parties to extraordinary termination for good cause remains unaffected. Good cause exists for INTEGRTR in particular if the Contracting Party is in default of payment of a substantial part of the remuneration owed or otherwise breaches material obligations under the contract. At its option, INTEGRTR may temporarily block the Contracting Party's access to the Platform if there is good cause. INTEGRTR will request the Customer, setting a reasonable deadline, to remedy the breach of duty or to perform the contract. Further rights of INTEGRTR remain unaffected by this.

(4) INTEGRTR may also terminate the contract extraordinarily at any time with immediate effect if the Contracting Party has not carried out any chargeable transaction with the Software for a period of at least twelve (12) months.

(5) Any notice of termination must be given in text form to be effective.

(6) INTEGRTR is not obliged to store, archive and/or keep available for access by the Contracting Party the Contracting Party's data beyond the date on which this contract ends. In the event of extraordinary termination, the Contracting Party will be given the opportunity to back up its data for a limited period.

(7) If the contract is ended by extraordinary termination by the Contracting Party due to a breach of duty by INTEGRTR, the Contracting Party's payment made in advance for twelve (12) months is offset according to the number of months in which the Platform was made available and refunded to the Contracting Party pro rata. INTEGRTR is entitled to assert rights of retention, irrespective of the legal grounds.

(8) If the contract is ended by extraordinary termination by INTEGRTR due to a breach of duty by the Contracting Party, INTEGRTR is entitled to the full contractually agreed remuneration.

§ 13. Availability, Maintenance Periods, Support

(1) INTEGRTR will always offer the Platform in its current version and maintain it as required. INTEGRTR will notify the Contracting Party of the update no later than two weeks before the date of the update or the maintenance work. This notification obligation does not apply if it cannot be complied with due to the urgent necessity of the maintenance or update. In such cases, INTEGRTR will inform the Contracting Party at the earliest possible time.

(2) INTEGRTR offers user support during business hours, Monday to Friday from 9 a.m. to 5 p.m. Support can be reached via the website https://support.integrtr.com or by email at support@integrtr.com. On-call support outside these hours can be agreed separately ("Premium Support"). Reports to support must be submitted in English.

(3) The Contracting Party shall describe any disruptions and errors of the Platform and Software that have occurred in such detail that INTEGRTR can reproduce and understand them. INTEGRTR will remedy properly reported errors within the scope of its repair obligation in accordance with the more detailed provisions on warranty. Details of disruption reports and response times are set out in Annex 5.

(4) The Platform is updated or maintained only outside the service hours under paragraph 2 and only if this is reasonable for the Contracting Party. INTEGRTR is not obliged to make the Platform available during an ongoing update or maintenance operation. With the Contracting Party's consent, INTEGRTR may also interrupt the provision of services during service hours for a period determined in advance in order to carry out maintenance work. These periods are disregarded when calculating the availability rate. The Contracting Party will refuse consent only if it has a legitimate interest in doing so. These periods are disregarded when calculating the availability rate under paragraph 5.

(5) INTEGRTR makes the Platform available to the Contracting Party with an availability of 99.0% on an annual average. Non-availability is deemed to exist if the Platform is not available to the Contracting Party due to circumstances within INTEGRTR's area of responsibility. In particular, non-availability is not deemed to exist if the Platform, due to

• operating errors or use contrary to the contract by the Contracting Party,
• planned and announced maintenance or update work,
• technical problems outside INTEGRTR's sphere of influence, or
• force majeure,

cannot be reached.

§ 14. Changes to the GTC, the Price List or the Services

(1) The GTC may be amended insofar as this does not affect essential provisions of the contractual relationship and is necessary to adapt to developments that were not foreseeable when the contract was concluded and whose disregard would noticeably disturb the balance of the contractual relationship. Essential provisions are in particular those concerning the nature and scope of the contractually agreed services and the term, including the provisions on termination. Furthermore, the GTC may be adapted or supplemented insofar as this is necessary to eliminate difficulties in the performance of the contract arising from circumstances that occurred after the contract was concluded. This may be the case in particular if case law changes and one or more clauses of these GTC are affected by this.

(2) The Service Descriptions may be amended if this is necessary for a valid reason, the Contracting Party is not objectively placed in a worse position as a result compared with the Service Description included when the contract was concluded (e.g. retention or improvement of functionalities), and there is no significant deviation from it.

A valid reason exists in particular if there are technical innovations on the market for the services owed or if third parties from whom INTEGRTR obtains upstream services necessary for the provision of services change their range of services. A valid reason also exists in particular if manufacturers of connected systems or other third-party providers change technical specifications, system architectures, interfaces, APIs, protocols, data models, security requirements, licence terms or other specifications relevant to interoperability, or introduce new requirements.

(3) The agreed prices may be increased to compensate for increased costs. This is the case, for example, if third parties from whom INTEGRTR obtains upstream services necessary for providing the services owed under this contract increase their prices. Furthermore, price increases are possible to the extent that they are caused by an increase in VAT.

(4) Changes to the GTC, the Service Descriptions and the prices intended under paragraphs 1 to 3 that are not caused exclusively by an increase in VAT will be notified to the Contracting Party in writing at least six weeks before they take effect. The Contracting Party has a special right of termination as of the date on which the changes take effect. If the Contracting Party does not terminate in writing within six weeks of receipt of the change notification, the changes become part of the contract as of the date on which they take effect. The Contracting Party will be specifically informed of this consequence in the change notification.

§ 15. Right to Engage Third Parties

INTEGRTR is entitled to commission third parties to provide parts of or the entire contractual services and to change commissioned service providers and vicarious agents at any time.

§ 16. Final Provisions

(1) Conflicting general terms and conditions of the Contracting Party apply only if and to the extent that INTEGRTR has expressly agreed to them in writing.

(2) Amendments and additions to the contract require written form. This also applies to this written form requirement. Individual agreements are exempt from this.

(3) Should any provision of this contract or its annexes be invalid or impracticable or unenforceable, the validity of the remaining provisions of this contract or its annexes remains unaffected. The invalid, impracticable or unenforceable provision shall be replaced by a lawful, valid and enforceable provision that comes as close as possible to the intentions of the parties in terms of the economic result. The same applies if the parties subsequently determine that the contract or its annexes contain an unintended gap.

(4) This agreement 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). The exclusive place of jurisdiction for all disputes arising from this contractual relationship is Mannheim.

Mannheim, 1 October 2026

Annex 1: Technical Service Description

The current version of the Service Description can be found at https://help.integrtr.com/. The Customer will be informed when new functions become available. Older versions of the Platform are not operated in parallel. Should Core Functions of the applications offered change, INTEGRTR grants the Customer a special right of termination. A Core Function describes the core benefit of an application.

Example - Core Function HR Test Data Generator: creating test data in a SuccessFactors instance according to the reference personnel number.

The "how" of the generation, as well as the use of the application, can and will change with new versions. These attributes do not constitute a Core Function.

Annex 2: Technical Requirements

The Contracting Party is obliged to maintain, during the term of the contract, the technical requirements needed for the respective usage scenario as well as the required software versions, components, interfaces and authorisations. Changes to the technical or licensing requirements by SAP or other third-party providers may make it necessary to adapt the technical requirements.

Internet Browser

The Contracting Party must comply with or establish the following technical requirements for the use of the INTEGRTR Platform and maintain them during the term of the contract:

Supported Browsers

To access the user interface of the Software, we recommend using the following browsers:

• Mozilla Firefox,
• Google Chrome

each in its latest version.

This does not mean that the Platform does not run on other browsers. However, INTEGRTR only tests in the environments listed above.

Monitor Resolution

We recommend a monitor resolution of 1920 x 1200 pixels for using the Platform.

Internet Connection

An internet connection is required to use the Platform. The higher the bandwidth, the better the usability. For uploading metafiles, we recommend an upstream bandwidth of at least 10 Mbit/s.

SAP ERP HCM System

For an integration scenario with an SAP ERP HCM (On-Premise) system, the minimum requirement is an EhP 6.0 system and the SAP PA_SE_IN add-on. For an integration scenario with SAP S/4HANA, the ECS4HCM add-on is required.

The Contracting Party must meet the infrastructure requirements for a hybrid scenario.