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General Terms and Conditions (GTC)

for the use of the EA-PowerTools software products as Software-as-a-Service of Californium GridFlow GmbH, Loschwitzer Straße 1, 01309 Dresden, registered in the commercial register of the Local Court of Dresden under HRB 46761, represented by the Managing Director André Latarius (hereinafter the “Provider”)

Last updated: 11 June 2026

§ 1 Scope of Application

(1) These General Terms and Conditions (hereinafter “GTC”) apply to all contracts concerning the use of the software products distributed under the designation EA-PowerTools (hereinafter individually and collectively the “Software”), which the Provider makes available as Software-as-a-Service (SaaS) over the Internet. Separate General Terms and Conditions apply to the Provider’s GridFlow® software; they are available at www.gridflow.com/agb.

(2) The Provider’s offer is directed exclusively at entrepreneurs within the meaning of Section 14 of the German Civil Code (BGB), legal entities under public law, or special funds under public law (hereinafter the “Customer”). Conclusion of a contract with consumers within the meaning of Section 13 BGB is excluded. By concluding the contract, the Customer confirms that it uses the Software exclusively in the course of its commercial or independent professional activity.

(3) Conflicting, differing or supplementary terms and conditions of the Customer shall not become part of the contract unless the Provider expressly consents to their applicability in writing. This also applies if the Provider, with knowledge of the Customer’s conflicting terms, performs services without reservation.

(4) Individual contractual agreements take precedence over these GTC.

§ 2 Subject Matter of the Contract

(1) The subject matter of the contract is the provision of the Software — complementary applications for calculation and design tasks in the field of electrical power supply — for use over the Internet, as well as the provision of storage space for the project data generated by the Customer.

(2) The Software is operated on servers of the Provider or of a data centre operator engaged by the Provider. The Customer does not receive a copy of the Software; no installation at the Customer’s premises takes place. The handover point for the services is the router exit of the data centre used by the Provider.

(3) The specific functional scope of the Software is set out in the applicable service description at www.ea-powertools.com/leistungsbeschreibung in the version valid at the time of conclusion of the contract, as well as in the selected plan.

(4) Establishing and maintaining the data connection between the Customer’s IT systems and the handover point, as well as the hardware and software required for this purpose, are not part of the contract and are the Customer’s responsibility.

§ 3 Conclusion of Contract and Registration

(1) The presentation of the Software on the Provider’s website does not constitute a binding offer, but an invitation to the Customer to submit an offer (invitatio ad offerendum).

(2) The contract may be concluded in two ways:

a) Online shop order: The Customer registers, selects a plan and completes the ordering process in the Provider’s online shop. The contract is formed when the Provider accepts the order by confirmation in text form (e.g. by email) or by activating access.

b) Quote-based order: The Customer places an order on the basis of an individual quote from the Provider via the online order form or in text form (e.g. by email). The contract is formed upon receipt of the Provider’s order confirmation in text form or upon activation of access.

(3) The Customer is obliged to provide truthful and complete information upon registration and to update such information without undue delay in the event of changes.

(4) Access credentials (username, password) must be kept confidential by the Customer and protected against access by unauthorised third parties. The Customer must inform the Provider without undue delay if there are indications of misuse of the access credentials. The Customer is liable for all activities carried out using its access credentials to the extent that it is responsible for them.

§ 4 Free Trial Access

(1) Upon request, the Provider may grant interested parties a one-time, free trial access to the Software with a term of 30 days. The functional scope of the trial access may be restricted compared with the paid plans. There is no entitlement to the grant of trial access.

(2) The trial access ends automatically upon expiry of the trial period, without any notice of termination being required. A paid contract is formed only if the Customer actively places an order for it.

(3) Within the scope of the trial access, the Provider performs the services free of charge and without any availability or support commitment pursuant to §§ 5 and 11. The Provider’s liability is limited in this respect to intent and gross negligence; liability for damage arising from injury to life, body or health and under the Product Liability Act (Produkthaftungsgesetz) remains unaffected.

(4) The Provider is entitled to delete data created during the trial period 30 days after the end of the trial access if the Customer does not conclude a paid contract. The deletion will be announced to the Customer in advance in text form, together with a notice of the possibility of data export.

§ 5 Availability and Changes to Services

(1) The Provider owes availability of the Software of 98.5% as an annual average at the handover point. The following do not count as downtime:

  • a) scheduled maintenance windows announced by the Provider with reasonable advance notice, generally at least 48 hours, and which, where possible, fall outside usual business hours (Monday to Friday 8:00 a.m.–6:00 p.m.);
  • b) outages due to force majeure or other causes for which the Provider is not responsible (e.g. disruptions of public communications networks, DDoS attacks despite appropriate protective measures);
  • c) outages caused by the Customer or the Customer’s IT infrastructure.

(2) The Provider is entitled to further develop, modify and improve the Software (updates, upgrades), in particular to adapt it to the state of the art, to changed standards and regulations, or to optimise security and performance. Material restrictions of contractually assured core functions are permitted only under the conditions of § 17 (Changes to the GTC and the Services).

(3) The Provider may engage subcontractors (in particular data centre and cloud providers). The engagement of subcontractors does not release the Provider from its sole responsibility towards the Customer for full performance of the contract.

§ 6 Rights of Use

(1) For the term of the contract, the Customer receives the non-exclusive, non-transferable and non-sublicensable right to use the Software for its own business purposes as intended, within the contractually agreed scope (in particular with regard to the number of users according to the selected plan).

(2) The Customer is not entitled to

  • a) make the Software available to third parties for use, whether for payment or free of charge, in particular by way of outsourcing, as a service bureau offering, or for operation for third parties; use of the calculation results for the Customer’s own clients (e.g. in the context of engineering or planning services) remains permitted;
  • b) reverse-engineer, decompile or disassemble the Software, except to the extent permitted by mandatory statutory provisions (Sections 69d, 69e of the German Copyright Act (UrhG));
  • c) circumvent protection mechanisms, usage restrictions or access controls;
  • d) carry out automated mass queries or use the Software in a manner that impairs its operation.

(3) All rights in the calculation results, reports and project data created by the Customer with the Software vest in the Customer. Excepted from this are components of the Software itself contained in the results (e.g. layouts, symbol libraries), in respect of which the Customer receives a simple, temporally unlimited right of use for use within the generated documents.

(4) Access rights are personal. Concurrent use of a user account by multiple persons is not permitted unless the plan provides otherwise.

§ 7 Customer Duties and Responsibility; Calculation Results

(1) The Software is a tool to support competent users in calculating electrical networks. It does not replace professional assessment, planning and verification by a qualified electrical specialist or a competent planner.

(2) The Customer is solely responsible for:

  • a) the accuracy, completeness and plausibility of the data entered and parameters selected by it (e.g. network data, equipment characteristics, selection of standards);
  • b) the professional review and plausibility check of the calculation results before their use, in particular before use for safety-relevant decisions, planning, construction or testing of electrical installations;
  • c) compliance with the laws, standards, technical rules and official requirements applicable to its project (e.g. DIN VDE series of standards, technical connection conditions of grid operators).

(3) The Provider does not warrant that the results obtained with the Software are suitable for the specific purpose pursued by the Customer, or that the standards, characteristic values and library data stored in the Software correspond to the then-current state. The standards and functional status documented in the service description are decisive.

(4) The Customer shall ensure that the Software is used exclusively by professionally suitable personnel.

(5) The Customer shall not introduce unlawful content or malware into the Provider’s systems and shall apply appropriate virus protection measures before uploading data.

(6) The Customer shall indemnify the Provider against all third-party claims based on unlawful or contractual use of the Software by the Customer, including reasonable costs of legal defence, unless the Customer is not responsible for the breach of duty.

§ 8 Remuneration and Payment Terms

(1) The amount of remuneration is determined by the selected plan and the selected billing period in accordance with the price list valid at the time of conclusion of the contract at www.ea-powertools.com/preise. The Software is offered with fixed contract terms of one year, two years or five years. All prices are exclusive of statutory value-added tax (VAT).

(2) Remuneration is payable in advance for the respective billing period and becomes due upon invoicing at the beginning of the billing period. Unless otherwise agreed, invoices are payable within 14 days without deduction.

(3) For online shop orders, payment is made via the payment method stored in the ordering process (SEPA direct debit, credit card or other payment methods offered), which the Provider charges at the beginning of each billing period. For quote-based orders, payment is made by bank transfer against invoice unless otherwise agreed. The Provider is entitled to engage external payment service providers (e.g. Stripe) for payment processing.

(4) In the event of default in payment, the statutory provisions apply (Section 288(2) BGB: default interest at 9 percentage points above the base interest rate).

(5) The Provider is entitled to adjust prices with effect from the beginning of the respective next billing period to the extent necessary to offset cost increases (e.g. data centre, licence or personnel costs). Price increases will be announced to the Customer in text form at least six weeks before they take effect. If the increase amounts to more than 5% of the previous price for the respective billing period, the Customer has a special right of termination effective as of the date the increase takes effect; the Customer will be informed of this in the announcement.

(6) The Customer may set off only undisputed claims or claims that have been finally adjudicated. The Customer may assert a right of retention only on the basis of counterclaims arising from the same contractual relationship.

§ 9 Contract Term and Termination

(1) The contract begins upon activation of paid access and has an initial term corresponding to the selected contract term (one year, two years or five years), unless a different term is agreed in the quote for quote-based orders.

(2) Online shop orders: The contract renews automatically by twelve months in each case unless terminated by either party in text form with four weeks’ notice to the end of the respective term. At the beginning of each renewal period, the stored payment method will be charged again pursuant to § 8(3).

(3) Quote-based orders: The contract is concluded for the fixed term agreed in the quote and ends automatically upon its expiry, without any notice of termination being required. There is no automatic renewal. Continued use beyond the term requires a new order; the Provider may notify the Customer in good time before the end of the term of the forthcoming end of the contract and of renewal offers.

(4) The right of either party to terminate for cause without notice remains unaffected. Cause exists for the Provider in particular if

  • a) the Customer is in default with payment of the remuneration of a not insignificant amount despite a reminder and the setting of a grace period;
  • b) the Customer, despite a warning, materially or repeatedly breaches essential contractual obligations, in particular the usage restrictions under § 6.

(5) Notices of termination require text form (e.g. email); termination via a corresponding function in the customer account is also possible if offered.

(6) After the end of the contract, the Provider shall make the Customer’s project data available for export in a common format for a period of 30 days. After expiry of this period, the Provider is entitled to permanently delete the Customer’s data, unless statutory retention obligations prevent this.

§ 10 Suspension of Access

(1) The Provider is entitled to temporarily suspend the Customer’s access if

  • a) the Customer is in default with payment of a not insignificant amount and a reasonable grace period has expired without success;
  • b) there are concrete indications that the Customer’s access credentials are being misused or that the Customer is using the Software in breach of contract or unlawfully;
  • c) suspension is necessary to avert risks to the systems of the Provider or of third parties.

(2) The suspension will, where possible, be announced to the Customer in advance. It must be lifted as soon as the reason for suspension has ceased to exist. The Customer’s obligation to pay the remuneration continues during a suspension for which the Customer is responsible.

§ 11 Support and Incident Management

(1) For customers with a paid subscription, the Provider provides support for questions regarding operation of the Software and for reporting incidents. Support is available by email or ticket system at info@ea-powertools.com during business hours Monday to Friday from 9:00 a.m. to 5:00 p.m. (excluding nationwide German public holidays and public holidays in the Free State of Saxony).

(2) Incident reports are classified by severity and processed within a reasonable period.

(3) Support does not include professional advice on electrical engineering, interpretation of standards, or the Customer’s specific projects.

§ 12 Data Backup

(1) The Provider performs regular, at least daily backups of customer data and retains them for at least 14 days.

(2) Notwithstanding the foregoing, it is the Customer’s responsibility to additionally back up important calculation results and reports regularly via the provided export functions on its own, to the extent warranted by the nature of the data and their importance for its projects.

§ 13 Warranty

(1) The Provider warrants maintenance of the contractually agreed condition of the Software during the contract term in accordance with the provisions of German tenancy law (Sections 535 et seq. BGB), subject to the following provisions.

(2) The Provider’s strict (no-fault) liability for defects already existing at the time of conclusion of the contract (Section 536a(1), first alternative BGB) is excluded. Liability for damages remains unaffected in accordance with § 14.

(3) The Customer must report defects in text form without undue delay after discovery, with a comprehensible description (preferably including steps to reproduce), and must support the Provider in analysing the defect to a reasonable extent.

(4) A reduction of the remuneration by deduction from the ongoing fee is excluded; the Customer’s claims for repayment on account of a justified reduction remain unaffected (no exclusion of the right of reduction itself, only of self-deduction).

(5) According to the state of the art, software cannot be created entirely free of errors. Insignificant impairments of fitness for use do not give rise to warranty claims.

§ 14 Liability

(1) The Provider is liable without limitation:

  • a) in cases of intent and gross negligence;
  • b) for damage arising from injury to life, body or health;
  • c) under the provisions of the Product Liability Act;
  • d) to the extent of a guarantee assumed by the Provider.

(2) In the event of slightly negligent breach of an essential contractual obligation (cardinal obligation), i.e. an obligation the fulfilment of which makes proper performance of the contract possible in the first place and on compliance with which the Customer may regularly rely, the Provider’s liability is limited in amount to the typical damage foreseeable at the time of conclusion of the contract, but in any event to no more than the remuneration paid by the Customer in the twelve months preceding the event giving rise to the damage.

(3) In all other respects, the Provider’s liability for slight negligence is excluded.

(4) In the event of slight negligence, liability for loss of data is limited to the restoration effort that would have been incurred if the Customer had performed proper and regular data backups pursuant to § 12(2).

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

(6) Any no-fault liability of the Provider remains unaffected by the foregoing provisions to the extent it has not been effectively excluded under § 13(2).

§ 15 Data Protection and Processing on Behalf

(1) The parties shall observe the applicable data protection provisions, in particular the GDPR (DSGVO) and the German Federal Data Protection Act (BDSG).

(2) To the extent that, in the course of providing the services, the Provider processes personal data on behalf of the Customer (e.g. data of the Customer’s employees in user accounts or personal data in project data), the parties shall conclude a data processing agreement pursuant to Art. 28 GDPR. The data processing agreement is available at www.ea-powertools.com/avv and forms part of this contract.

(3) Information on the processing of personal data by the Provider as controller (e.g. contract and billing data) is set out in the privacy policy at www.ea-powertools.com/datenschutz.

(4) The Provider is entitled to analyse usage and calculation data in anonymised or aggregated form that does not permit inference to the Customer, its projects or natural persons, for the purpose of improving and further developing the Software.

§ 16 Confidentiality

(1) The parties undertake to treat as confidential all confidential information of the other party that becomes known to them in connection with the contract — in the case of the Customer in particular project and network data, in the case of the Provider in particular information about the Software and its functioning — to use it only for contractual purposes, and not to disclose it to third parties except to the extent necessary for performance of the contract.

(2) The confidentiality obligation does not apply to information that is publicly known or becomes known without breach of this agreement, that was already lawfully known to the receiving party, that was lawfully transmitted by third parties without a confidentiality obligation, or the disclosure of which is required by law or by public authority; in the latter case the affected party will, to the extent permitted, be informed in advance.

(3) The confidentiality obligations continue for a period of three years after the end of the contract. Statutory obligations, in particular under the German Trade Secrets Act (GeschGehG), remain unaffected.

§ 17 Changes to the GTC and the Services

(1) The Provider is entitled to amend these GTC with effect for the future to the extent this is necessary due to changes in the legal situation, case law, technical framework conditions, or to close regulatory gaps, and the amendment is reasonable for the Customer taking into account the interests of both parties. The contractual equivalence relationship (ratio of performance and consideration) must not be shifted to the Customer’s detriment by the amendment.

(2) Amendments will be communicated to the Customer in text form at least six weeks before they take effect, highlighting the amended provisions. If the Customer does not object in text form within four weeks of receipt of the notice, the amendments are deemed approved; the Customer will be specifically informed of this legal consequence and of the right to object in the notice. In the event of an objection, the contract continues under the previous terms; in that case the Provider is entitled to terminate the contract ordinarily at the next possible date.

(3) Changes to material service content to the Customer’s detriment are likewise governed by paragraphs 1 and 2.

§ 18 Final Provisions

(1) The law of the Federal Republic of Germany applies, excluding the UN Convention on Contracts for the International Sale of Goods (CISG) and the conflict-of-law rules of private international law.

(2) The exclusive place of jurisdiction for all disputes arising out of or in connection with this contract is Dresden, provided the Customer is a merchant, a legal entity under public law, or a special fund under public law. The Provider is also entitled to sue the Customer at the Customer’s general place of jurisdiction.

(3) The place of performance is the Provider’s registered office.

(4) Assignment of claims arising from this contract by the Customer requires the Provider’s prior consent in text form; Section 354a of the German Commercial Code (HGB) remains unaffected.

(5) Should individual provisions of these GTC be or become wholly or partially invalid or unenforceable, the validity of the remaining provisions shall remain unaffected. The invalid or unenforceable provision shall be replaced by the applicable statutory provisions.