Terms of Service

This is a translation for convenience. The German version (Allgemeine Geschäftsbedingungen) is the legally binding one.

§ 1 Scope

(1) These Terms of Service ("Terms") apply to all contracts for the use of the Dispatcha software between dispatcha.ai UG (haftungsbeschränkt), Blutenbergstr. 75 d, 80634 München, Germany ("Provider", "we") and its customers ("Customer").

(2) Our offer is directed exclusively at businesses within the meaning of § 14 of the German Civil Code (BGB), legal entities under public law and special funds under public law. We do not contract with consumers.

(3) The Customer's own terms and conditions do not apply, even if we do not expressly object to them. Individual agreements, in particular in an offer or an Enterprise contract, take precedence over these Terms.

§ 2 Services

(1) Dispatcha is software for coordinating projects that the Customer carries out with external service providers (such as subcontractors). We provide it as software-as-a-service over the internet: a cockpit for projects, dates and proof of work, and an AI-based agent.

(2) The agent communicates on the Customer's behalf and in the Customer's name with the Customer's service providers and other contacts the Customer creates in Dispatcha — by phone, WhatsApp and email. It identifies itself as an AI at the start of every call. Calls are not recorded as audio; a transcript is stored. The agent places calls only within the business hours on file. If a service provider asks not to be contacted any more, the agent complies.

(3) The Customer decides how independently the agent acts (the autonomy level). Whatever the level, the agent submits the following to the Customer for approval: expenditure and orders, commitments that postpone dates or deadlines, switching a service provider, and negotiations or binding commitments towards the Customer's own clients. At the highest level, the agent may agree to bring a date forward without approval. Routine messages — such as status updates, confirmations and questions — are sent according to the chosen level.

(4) The agent works with language models. Its results — summaries, dates, evaluations of documents and photos — may be incomplete or wrong. The Customer checks results on which it bases decisions. We do not owe any particular outcome, in particular not that service providers respond, keep dates or perform their work.

(5) The detailed scope — plan, quotas for active projects, users, WhatsApp messages and voice minutes — is set by the offer or the price list valid when the contract is concluded. We develop Dispatcha continuously and may change features, provided the agreed core services are preserved and the change is reasonable for the Customer.

§ 3 Conclusion of contract and trial

(1) The contract is concluded when the Customer accepts our offer in text form or we confirm the Customer's order in text form.

(2) We may offer a free trial of 14 days with limited quotas. It ends automatically; a paid contract arises only from an order under paragraph 1.

§ 4 Accounts, users and credentials

(1) The Customer receives an account for its organisation and invites users with the roles owner, admin or member. It ensures that only its employees and agents use Dispatcha and that they comply with these Terms.

(2) Credentials and API keys (including for access via MCP) must be kept secret. Actions taken with them are attributed to the Customer unless the Customer is not responsible for the misuse. The Customer informs us without delay of any suspected misuse.

§ 5 Customer obligations

(1) The Customer is responsible for being entitled to contact the people the agent contacts on its behalf, and for their contact details being correct. It uses Dispatcha for existing business relationships and to coordinate its projects, not for advertising or unsolicited calls (§ 7 of the German Act against Unfair Competition, UWG).

(2) The Customer informs the people whose data it processes in Dispatcha as data protection law requires (in particular Art. 13 and 14 GDPR), including that an AI agent contacts them on its behalf.

(3) The Customer does not upload unlawful content and does not use Dispatcha in a way that breaches applicable law or the terms of the communication services through which the agent communicates (in particular Meta's WhatsApp Business policies and Twilio's acceptable use policies).

(4) The Customer indemnifies us against third-party claims based on a culpable breach of these obligations, including the reasonable costs of legal defence.

§ 6 Statements made by the agent

The agent acts within the autonomy level and the instructions the Customer sets. Messages and statements the agent makes to third parties within that scope are made on the Customer's behalf and count as the Customer's statements. The agent makes legally binding commitments within the meaning of § 2 paragraph 3 only after approval by one of the Customer's users.

§ 7 Availability

(1) We strive for availability with as few interruptions as possible. We owe a specific availability only where separately agreed. We carry out maintenance outside usual business hours where possible.

(2) Telephony, WhatsApp and email are provided by third parties. We are not responsible for disruptions in their networks and services that lie outside our control.

§ 8 Prices, quotas and payment

(1) The prices in the offer or in the price list valid when the contract is concluded apply. All prices are net, plus statutory VAT.

(2) The plan's base fee is invoiced in advance: monthly or, with annual payment, for twelve months at ten monthly fees. Use beyond the quotas included in the plan (additional active projects, users, WhatsApp messages, voice minutes) is invoiced monthly in arrears according to the price list.

(3) Use of the language models is included in the plan, subject to fair use: if a Customer's use substantially exceeds the usual use of comparable customers, we may limit it after prior notice in text form or offer an adjusted plan.

(4) Invoices are payable without deduction within 14 days of receipt. If the Customer is in default with a not insignificant amount, we may suspend access after prior notice in text form until the arrears are settled.

§ 9 Price changes

We may change prices with at least six weeks' notice, effective from the start of a new billing period. We announce the change in text form. In the case of an increase, the Customer may terminate the contract with effect from the date the change takes effect, up until that date; we point this out in the announcement.

§ 10 Term and termination

(1) With monthly payment, the contract runs for an indefinite period and either party may terminate it at the end of any billing month.

(2) With annual payment, the term is twelve months. It renews for a further twelve months each time unless either party terminates with one month's notice to the end of the term.

(3) The right to terminate for good cause remains unaffected. Notice of termination must be given in text form; an email to [email protected] is sufficient.

§ 11 Data and data protection

(1) The Customer is the controller for the personal data it processes in Dispatcha — in particular that of its service providers, contacts and users. We process it as a processor under the data processing agreement (Art. 28 GDPR) that we conclude with the Customer together with this contract. It also names the sub-processors we use.

(2) We do not use the Customer's content to train AI models, and we use providers of language models only on terms that prohibit them from such training.

(3) On request, we provide the Customer with its data in a common, machine-readable format during the term and for up to 30 days after the contract ends. After that we delete it, unless we are legally obliged to retain it.

§ 12 Rights

(1) For the term of the contract, the Customer receives a simple, non-transferable right to use Dispatcha for its own business purposes. All other rights in the software remain with us.

(2) Rights in the Customer's data and content remain with the Customer. It grants us the rights we need to provide the services. We may use anonymised and aggregated operating data, which allows no conclusions about the Customer or individual persons, to run and improve Dispatcha.

§ 13 Confidentiality

Both parties treat confidential information of the other party that they learn in the course of the contract as confidential and use it only for the purposes of the contract. This does not apply to information that is publicly known, that a party already lawfully held, or that it must disclose under a legal obligation. This obligation survives the end of the contract.

§ 14 Liability

(1) We are liable without limitation for intent and gross negligence, for injury to life, body or health, under the German Product Liability Act, and to the extent of any guarantee we have given.

(2) For slight negligence, we are liable only for breach of an essential contractual obligation — one whose fulfilment makes the proper performance of the contract possible in the first place and on whose observance the Customer may regularly rely. Liability is then limited to the foreseeable damage typical for the contract, and at most to the fees the Customer paid in the twelve months before the event giving rise to the damage.

(3) We are not liable for the work of the Customer's service providers or for the conduct of the people the agent contacts.

(4) Paragraphs 1 to 3 also apply in favour of our employees and agents.

§ 15 Changes to these Terms

We may change these Terms with effect for the future, provided the change is reasonable for the Customer. We give notice of the change in text form at least six weeks before it takes effect. If the Customer does not object in text form within that period, the change is deemed accepted; we point this out specifically in the notice. If the Customer objects, the previous Terms continue to apply, and either party may terminate the contract with effect from the date the change would have taken effect.

§ 16 Final provisions

(1) The law of the Federal Republic of Germany applies, excluding the UN Convention on Contracts for the International Sale of Goods.

(2) The exclusive place of jurisdiction for all disputes arising from or in connection with the contract is Munich, provided the Customer is a merchant, a legal entity under public law or a special fund under public law.

(3) Should any provision of these Terms be invalid, the validity of the remaining provisions is unaffected. The statutory provision takes the place of the invalid one.

Last updated: October 2026