Terms & Conditions (AGB)
Effective Date: 17 June 2026
Last Updated: 17 June 2026
1. General Scope
These Terms & Conditions (“Terms”) govern the provision of services by The Happy Customers UG (haftungsbeschränkt) (“Provider”, “we”, “us”) to its clients (“Client”, “you”).
These Terms form the basis of all contractual relationships between the Provider and the Client unless otherwise agreed in writing.
2. Conclusion of Contract
A contract is considered concluded when the Provider issues written confirmation of service engagement or when service delivery begins.
Verbal agreements shall only become binding once confirmed in writing by the Provider.
3. Services and Deliverables
Services may include but are not limited to:
- Managed customer support operations
- Inbound and outbound customer communication
- Email, chat, voice and ticket-based customer support
- AI-powered customer support automation
- AI voice communication services
- Hybrid customer support solutions combining AI and human support
- Consulting, implementation and operational support services
Specific service scope, service levels, KPIs and deliverables shall be defined separately in individual service agreements, proposals or written communication.
4. Service Scope Changes
Any modification to agreed service scope, operational requirements, service levels, implementation requirements or project deliverables may require separate written agreement between both parties.
Additional fees may apply where service scope changes significantly.
5. Fees and Payment Terms
Fees are agreed in writing through proposals, service agreements or invoices.
Invoices are payable within the agreed payment period.
Failure to make timely payment may result in service suspension or delayed service delivery.
Late payments may incur statutory interest as permitted under applicable law.
6. Client Obligations
The Client agrees to:
- Provide accurate and complete business information
- Provide system access where operationally required
- Provide necessary training materials, workflows and documentation where applicable
- Respond within reasonable timeframes to service-related requests
- Cooperate in good faith during service delivery
7. Confidentiality
Both parties agree to treat all confidential business, operational, financial, technical and customer-related information as confidential.
Neither party may disclose such information to third parties without prior written consent except where legally required.
8. Data Protection
All personal data processing shall be carried out in accordance with applicable data protection laws including the General Data Protection Regulation (GDPR) and our published Privacy Policy.
Where required, separate data processing agreements may be executed between both parties.
9. Intellectual Property
Unless otherwise agreed in writing, all intellectual property, proprietary systems, documentation, methodologies and internal operational processes developed or used by the Provider remain the property of the Provider.
Clients retain ownership of their own business data, systems and customer information.
10. Service Availability
While we aim to maintain consistent service quality and operational continuity, uninterrupted availability of third-party systems, AI services, cloud infrastructure or external software providers cannot be guaranteed at all times.
11. Liability
Provider liability is limited to direct damage caused by gross negligence or intentional misconduct.
Liability for indirect, consequential, incidental or financial losses is excluded to the extent permitted under applicable law.
12. Force Majeure
The Provider shall not be liable for delays or failure to perform obligations caused by circumstances beyond reasonable control including technical failures, internet outages, government restrictions, natural disasters or other unforeseen events.
13. Termination
Either party may terminate services in accordance with agreed contractual notice periods.
Upon termination, all outstanding invoices become immediately payable.
The Provider reserves the right to suspend or terminate services in case of material breach of contract, non-payment or misuse of services.
14. No Guarantee of Specific Results
While we aim to deliver measurable operational improvements, the Provider does not guarantee specific business outcomes, revenue improvements or customer performance results unless explicitly agreed in writing.
15. Governing Law and Jurisdiction
These Terms & Conditions are governed by the laws of the Federal Republic of Germany.
Any disputes arising in connection with these Terms shall be subject to the jurisdiction of the courts located in Berlin, Germany.