Terms of Service

(1) These Terms of Service ("Terms") apply to all agreements between

Vantero Tec
C/. Fluvia 1
07009 Palma
Tax ID (CIF/NIF): B27546134
(hereinafter the "Provider" or "AutoRentAI.com")

and the customer regarding the use of the software-as-a-service platform "AutoRentAI.com" (hereinafter the "Platform" or "Service").

(2) Customer within the meaning of these Terms is exclusively an entrepreneur, a legal entity under public law, or a public-law special fund. The Provider does not enter into contracts with consumers.

(3) Deviating, conflicting or supplementary terms of the customer shall not become part of the contract unless the Provider expressly agrees to their application in writing.

(4) The current version of these Terms is available at www.autorentai.com/en/terms.

(1) The Provider makes available to the customer a cloud-based booking and management software for car rental companies via the internet. Depending on the chosen plan, the Platform includes in particular the following features:

• booking and reservation management (front-end for end customers, back-end for the customer);
• fleet, category and pricing management;
• customer and contract management including online check-in;
• deposit and damage management;
• payment processing via the third-party provider Stripe;
• transactional emails (e.g. booking confirmations, invoices);
• white-label booking website under the customer's own domain (subject to the chosen plan);
• reporting and analytics;
• multi-language support (DE, EN, ES).

(2) The service owed in each case is determined by the plan chosen by the customer and any individual agreements. The plan features can be viewed at www.autorentai.com/en/pricing.

(3) The Provider is entitled to continuously develop and modify the scope and functionality of the Platform, provided that the purpose of the contract is not materially impaired. Material changes will be communicated to the customer by email with reasonable advance notice of at least 30 days.

(4) The Platform is provided to the customer on an "as-is" basis. There is no claim to specific functionality beyond what is described in the chosen plan.

(1) The presentation of the Service on the website does not constitute a binding offer by the Provider, but an invitation to submit an offer.

(2) By registering through the onboarding form or by written order, the customer submits a binding offer to conclude a usage agreement.

(3) The agreement is concluded upon receipt of an acceptance declaration by the Provider via email or upon activation of the Platform access.

(4) Upon conclusion of the agreement, the customer warrants that he acts as an entrepreneur and that all information provided during registration is truthful and complete.

(1) Upon request, the Provider offers the customer a free trial period of 14 calendar days. The trial begins with the activation of access.

(2) During the trial, the full functionality of the chosen plan is available. No payment obligation arises.

(3) Unless the trial is actively converted into a paid usage agreement by selecting a chargeable plan before expiry, it ends automatically after the 14-day period. No paid contract is concluded automatically.

(4) Upon expiry of the trial, all data entered by the customer during the trial period is permanently deleted within 30 calendar days, unless the customer concludes a paid contract before then. The customer will be notified by email in good time before expiry and informed of the data export option (Sec. 16).

(1) The Provider makes the Platform available with an annual average uptime of 99.5 % ("SLA"), measured over the full calendar year.

(2) The following are excluded from the SLA:

• scheduled maintenance announced at least 48 hours in advance and, where possible, performed during low-traffic windows (Mon–Fri 02:00–05:00 UTC);
• outages caused by force majeure (Sec. 14);
• outages attributable to third parties (e.g. Stripe outages, the customer's internet provider);
• outages caused by improper use by the customer.

(3) If actual availability falls more than 0.5 percentage points below the SLA, the customer is entitled to a credit of 10 % of the monthly fee per additional 0.5 percentage points, capped at 50 % of the monthly fee.

(4) Support hours: Mon–Fri 09:00–18:00 (CET/CEST), excluding Spanish public holidays. Response times depend on the chosen plan.

(1) The customer is obliged to:

• keep his access credentials confidential and protect them from unauthorised third-party access;
• inform the Provider immediately if there is reasonable suspicion that credentials have been misused;
• keep his master data (in particular company name, address, billing email, payment details) up to date at all times;
• provide the internet connection and hardware required for operating the Platform (browser, devices) at his own cost;
• process personal data of third parties (in particular his end customers) collected via the Platform in a data-protection-compliant manner and to maintain a sufficient legal basis for doing so;
• not use the Platform abusively, in particular not to introduce malware, spam or unlawful content.

(2) If the customer violates material obligations, the Provider is entitled, after prior written warning, to temporarily suspend access or to terminate the contract for cause.

(3) The customer shall compensate the Provider for any damages caused by a culpable breach of customer obligations.

(1) For the duration of this contract, the Provider grants the customer a non-exclusive, non-transferable, non-sublicensable right to use the Platform within the scope of the chosen plan and exclusively for his own operational purposes.

(2) The Platform, including source code, database structure, designs, logos and documentation, is protected by copyright. All rights remain with the Provider or its licensors.

(3) The customer is in particular prohibited from:

• copying, modifying or decompiling the Platform, except within the mandatory limits of copyright law;
• making the Platform available to third parties on a paid or unpaid basis (sublicensing, reselling), unless expressly permitted by the chosen plan (e.g. white-label plan);
• removing or altering copyright notices, trademark identifications or other proprietary notices.

(4) Content uploaded or generated by the customer via the Platform (in particular vehicle photos, texts, end-customer data — hereinafter "Customer Content") remains the property of the customer or the respective rights holders. The customer grants the Provider a simple, EU-limited, time-limited (duration of the contract) right of use to the Customer Content for the purpose of providing the Service.

(1) The amount of remuneration is based on the plan chosen at the time the contract is concluded. All prices are exclusive of statutory VAT (IVA), if applicable.

(2) Billing is performed monthly or annually in advance, depending on the selected billing interval. Invoices are issued electronically in PDF format to the stored billing email address; the customer agrees to electronic invoicing.

(3) Payment is made via SEPA direct debit or credit card through the payment service provider Stripe Payments Europe Ltd. The customer issues the required mandate upon conclusion of the contract.

(4) In the event of late payment, the Provider is entitled to demand statutory default interest. If the customer is in default with two consecutive payments after reminder, or with an amount exceeding twice the monthly fee, the Provider is entitled to suspend access after notification and to terminate the contract for cause without notice.

(5) The Provider is entitled to adjust the remuneration with 60 days' prior notice. If the remuneration increases by more than 10 % compared with the previous contract year, the customer has a right of extraordinary termination effective on the date the increase takes effect.

(6) End-customer payments (i.e. payments made by the customer's renters via the Platform) are collected directly through the customer's Stripe Connected Account. In this respect, the Provider is neither contracting party nor trustee.

(1) The Provider processes personal data on behalf of the customer (in particular data of the customer's end customers) within the meaning of Art. 28 GDPR. To that end, the parties conclude a separate Data Processing Agreement ("DPA") which forms part of this contract. The standard DPA will be provided upon request.

(2) The Provider implements technical and organisational measures pursuant to Art. 32 GDPR, in particular:

• encrypted data transmission (TLS 1.2+);
• encrypted storage of sensitive data (passwords via bcrypt, bank data exclusively at Stripe);
• regular backups with separated storage;
• access to production data only by trained staff under the four-eyes principle;
• server locations exclusively within the European Union.

(3) No transfer of personal data to third countries outside the EU takes place.

(4) The privacy notice for visitors of the platform website is available at www.autorentai.com/en/gdpr-car-rental.

(1) The Provider uses the following sub-processors to deliver the Service:

(2) The Provider is entitled to engage additional sub-processors or replace existing ones, provided that the customer is notified by email at least 30 days in advance and a minimum protection level pursuant to Art. 28 GDPR is ensured. If the customer objects in writing within 14 days, the objection is deemed an extraordinary termination of the contract effective on the date of the sub-processor change.

(1) Both parties undertake to keep confidential all confidential information received from the other party during the performance of the contract and to use it only for the purpose of contract performance.

(2) Confidential information includes in particular:

• source code and technical architecture of the Platform;
• trade secrets, business figures, customer lists;
• non-public prices and conditions.

(3) The confidentiality obligation survives for three years after termination of the contract.

(4) Personal data is additionally subject to the provisions of the DPA and the GDPR.

(1) The Provider warrants the functionality of the Platform as described in the plan. The benchmark for freedom from defects is the plan description and the industry standard of comparable SaaS solutions.

(2) Insubstantial deviations from the agreed quality do not constitute a defect. In particular, short-term disruptions within the SLA availability are not defects.

(3) In the event of a defect, the customer is entitled to remedy by defect elimination within a reasonable period. If remedy fails, the customer may reduce the remuneration or, in the event of material defects, terminate the contract without notice.

(4) Strict liability for initial defects is excluded.

(1) The Provider is liable without limitation:

• for intent and gross negligence;
• for damages arising from injury to life, body or health;
• under applicable product liability law;
• within the scope of a guarantee assumed by the Provider.

(2) For slightly negligent breach of material contractual obligations ("cardinal obligations" — obligations whose fulfilment makes the proper performance of the contract possible in the first place and on whose compliance the customer regularly relies), the Provider's liability is limited in amount to the typically foreseeable damage, capped at the remuneration actually paid by the customer in the 12 months preceding the event giving rise to the damage.

(3) Any further liability is excluded. In particular, the Provider is not liable for:

• lost profits, missed savings, indirect damages and consequential damages;
• data losses, unless the damage could have been avoided by regular state-of-the-art backups by the customer;
• outages of sub-processors (in particular Stripe outages), unless the Provider is at fault in selecting or monitoring them;
• damages arising from unlawful use of the Platform by the customer or his end customers;
• damages based on content provided by the customer.

(4) The liability limitations also apply for the benefit of the Provider's vicarious agents, legal representatives and employees.

(1) Neither party is liable for non-performance or improper performance of its obligations to the extent such non-performance is due to force majeure. Force majeure includes in particular natural disasters, war, acts of terror, strikes, pandemics, official orders, power outages exceeding 4 hours, large-scale internet or power grid failures, and unavoidable failures of essential sub-processors.

(2) Each party shall promptly inform the other of the occurrence and expected duration of a force majeure event.

(3) If a force majeure event lasts longer than 30 days, both parties may terminate the contract without observing any notice period.

(1) The contract is concluded for an indefinite period. The minimum term depends on the selected plan:

• Monthly plan: minimum term 1 month, automatic renewal for 1 month at a time, ordinary termination effective at the end of the current month with a notice period of 7 days.
• Annual plan: minimum term 12 months, automatic renewal for 12 months at a time, ordinary termination effective at the end of the respective term with a notice period of 30 days.

(2) Termination may be made in text form (email is sufficient) to contact@AutoRentAI.com or via the termination function provided in the customer portal.

(3) The right to extraordinary termination for cause remains unaffected. A good cause for the Provider exists in particular:

• in the event of payment default pursuant to Sec. 8(4);
• in the event of a material breach of customer obligations pursuant to Sec. 6;
• in the event of abusive use of the Platform;
• in the event of insolvency proceedings being opened over the customer's assets or rejection for lack of assets.

(4) Remuneration already paid for periods not used will be refunded pro rata in the event of ordinary termination, where the plan provides for this; in the event of extraordinary termination by the Provider for reasons attributable to the customer, the remuneration remains with the Provider as liquidated damages.

(1) During the term of the contract, the customer may at any time download a complete export of his data via the "data export" function of the Platform in JSON or CSV format.

(2) After termination of the contract, the Provider grants the customer read access for 30 calendar days for the purpose of data export. Thereafter, all customer data is irrevocably deleted unless a statutory retention obligation (in particular tax and commercial obligations in Spain, generally 5–10 years) prevents this. Data which must continue to be retained for statutory reasons is locked and processed exclusively for compliance purposes.

(3) Upon specific request by the customer, the Provider will provide a complete SQL or database dump against reasonable compensation.

(1) The Provider is entitled to unilaterally amend these Terms, provided that (i) the amendment does not affect the balance of performance and consideration and (ii) the customer is notified by email at least 30 days in advance.

(2) If the customer objects in text form within 30 days after notification, the objection is deemed an ordinary termination effective on the date the amendment takes effect. If no objection is made within this period, the amended Terms are deemed accepted. The customer will be informed of this consequence separately in the notification.

(3) Amendments affecting the balance of performance and consideration (in particular price increases) require the customer's express consent or are subject to the right of extraordinary termination pursuant to Sec. 8(5).

(1) Applicable law: These Terms are exclusively governed by the law of the Kingdom of Spain, excluding the UN Convention on Contracts for the International Sale of Goods (CISG) and excluding any conflict-of-laws rules that would lead to the application of foreign law.

(2) Jurisdiction: Exclusive jurisdiction for all disputes arising out of or in connection with this contract is Palma de Mallorca (Spain), provided the customer is a merchant, a legal entity under public law, a public-law special fund, or has no general place of jurisdiction within the country.

(3) Text form: Amendments and supplements to this contract require text form. This also applies to the abolition of this text form clause.

(4) Set-off, retention: The customer may only set off undisputed or legally established claims or exercise a right of retention based on the same contractual relationship.

(5) Assignment: The customer may transfer his rights and obligations under this contract to third parties only with the Provider's prior written consent. Such consent shall not be unreasonably withheld.

(6) Severability: Should individual provisions of these Terms be or become invalid or unenforceable in whole or in part, the validity of the remaining provisions shall not be affected. The invalid or unenforceable provision shall be replaced by a valid and enforceable provision whose economic effect comes as close as possible to that of the invalid provision.

(7) Online dispute resolution: The European Commission provides a platform for online dispute resolution: https://ec.europa.eu/consumers/odr. The Provider is neither obliged nor willing to participate in dispute resolution proceedings before a consumer arbitration board.

(8) Contact: Please direct any questions regarding these Terms to contact@AutoRentAI.com.