Legal

General Terms and Conditions

This English version is provided for convenience. Only the German version is legally binding.

These terms govern the relationship between Next Commerce GmbH and its customers in the use of Dealer Checkout and ListingShield. They comprise 15 sections and two annexes (Data Processing Agreement, Subprocessors). Last updated: 20 October 2026.

§ 1 Scope and Definitions

(1) These General Terms and Conditions (hereinafter “GTC”) apply to all contracts between Next Commerce GmbH (hereinafter “Next Commerce”) and its customers concerning the use of the software-as-a-service offerings provided by Next Commerce, in particular:

(2) Only these GTC apply. Deviating, conflicting or supplementary terms of the Customer do not become part of the contract unless Next Commerce expressly agrees to their validity in writing.

(3) For the purposes of these GTC:

(4) These GTC apply to businesses (§ 14 BGB), legal entities under public law and special funds under public law.

§ 2 Conclusion of the Contract

(1) The contract is concluded when Next Commerce accepts the order or provides access to the Services. Offers by Next Commerce are subject to change and non-binding.

(2) Next Commerce may decline orders without giving reasons.

(3) Registration for free services (§ 9) takes effect when access is activated.

(4) A Dealer may register without an invitation from a Brand. The contract for the use of the Services as a Dealer is concluded when the dealer account is activated after confirmation of the email address. Paragraph 2 remains unaffected.

§ 3 Scope of Services: Dealer Checkout

(1) Next Commerce provides the Customer with the Dealer Checkout platform as software as a service. The exact scope of services follows from the relevant product description and the plan booked.

(2) Next Commerce provides the technical infrastructure for brokering orders. Contracts of sale, delivery and warranty for the brokered goods are concluded exclusively between the Dealer and the End Customer. Next Commerce does not become a party to these contracts.

(3) Changes to the scope of services for objective reasons are permitted insofar as they are reasonable for the Customer.

(4) End Customers’ payments are processed via the payment service provider Stripe (Stripe Payments Europe, Limited, Dublin, Ireland). For this, the Dealer needs its own Stripe account, which it opens via Next Commerce during setup or connects with Next Commerce. The Stripe account is governed by Stripe’s contractual terms, in particular the Stripe Connected Account Agreement and the Stripe Services Agreement, which the Dealer accepts vis-à-vis Stripe when opening the account. The Dealer is the payee and the sole contractual partner of the End Customer. Next Commerce does not become a party to the payment transaction. The fees charged by Stripe for payment processing are borne by the Dealer; Stripe retains them directly from the payment amount. Next Commerce provides the Dealer in the dealer account with a monthly statement of the payments, Stripe’s fees and the platform fee for retrieval.

(5) If the Dealer disconnects its Stripe account from Next Commerce or the Stripe account loses its authorization to receive payments, no further orders can be brokered to the Dealer via Dealer Checkout until the connection is restored. Next Commerce informs the Dealer of this. Orders already brokered and the platform fee incurred for them remain unaffected.

(6) The Dealer’s prices are stored in the base currency it has set in the dealer account. They are shown to the End Customer in the currency of the End Customer’s delivery country; regardless of the delivery country, the End Customer can choose another currency offered. The price is charged in the displayed currency. If this currency differs from the Dealer’s base currency, the conversion for display is made at the exchange rate offered by Stripe for the transaction, which already includes Stripe’s conversion fee. Stripe converts the amount paid by the End Customer at the time of payment, at its exchange rate then applicable, into the Dealer’s settlement currency and retains the conversion fee in accordance with § 3 paragraph 4 sentence 6. Differences between the displayed amount and the amount credited that result from exchange rate changes between display and payment or from a change in the conversion fee are borne by the Dealer. If the Dealer refunds a payment in whole or in part, Stripe converts the refund amount back at the exchange rate then current; the conversion fee is not refunded and the Dealer bears the difference. By activating a delivery country (entering shipping costs and VAT rates for the country), the Dealer consents to this conversion for orders into that country, including where the End Customer chooses a currency other than that of the delivery country. An activation can be ended at any time by deleting the shipping costs or VAT rates entered for the country; orders already brokered remain unaffected.

§ 3a Dealer Account, Own Catalog and Sales Channels

(1) The contract between Next Commerce and the Dealer exists independently of any Brand. Neither its conclusion nor its continuation requires that a Brand has invited the Dealer or is connected with it. If a Brand ends its connection with the Dealer or its own contract with Next Commerce, the Dealer’s contract with Next Commerce remains unaffected.

(2) If a Brand invites a Dealer or accepts its connection request, the Dealer thereby obtains solely the option to offer the products approved by that Brand via that Brand’s Dealer Checkout and in the delivery countries approved by it. The Brand determines which products, which delivery countries and for what duration; it can change or end the approval. The Dealer has no claim against Next Commerce to be included in the Dealer Checkout of a particular Brand or to the continuation of an approval. The invitation does not establish any rights to the Brand, its marks or its content outside that Brand’s Dealer Checkout. Regardless of any invitation, the Dealer may decide at any time to have its offers provided via the other Sales Channels of Next Commerce (“Offsite Ads”, § 1 paragraph 3); it makes this decision by activating offers in its Own Catalog (paragraph 3) and can end it at any time under paragraph 8. This decision rests solely with the Dealer: it does not require the invitation, the connection or the consent of a Brand, and an invitation from a Brand does not bring it about. If the Dealer places products of a Brand in its Own Catalog, its obligations under paragraph 6 and its warranties under § 5a paragraph 7 remain unaffected.

(3) The Dealer can maintain an Own Catalog in its dealer account. It determines which offers it places there, at what prices, with what stock levels and delivery times, and can change or deactivate any offer at any time. Next Commerce provides active offers of the Own Catalog on the Buy Now Page and via the AI Assistant Channel. Next Commerce provides an offer of the Own Catalog via the Dealer Checkout of a Brand only insofar as the Brand has approved the product for the Dealer under paragraph 2. By placing an offer in the Own Catalog, the Dealer consents to its provision in the Sales Channels named in sentence 3; the rights to the content placed are governed by § 5a.

(4) An offer is provided in a delivery country only if the Dealer has entered shipping costs and VAT rates for that country in the dealer account. Orders are brokered only to a Dealer whose Stripe account is connected under § 3 paragraph 4 and authorized to receive payments. § 3 paragraph 5 applies accordingly to all Sales Channels.

(5) In every Sales Channel, the Dealer alone is the seller of the goods, the contractual partner of the End Customer and the payee. This also applies if the End Customer finds the offer via an AI assistant or another third-party service, selects it there or places the order there, and also if the payment is initiated via a payment method provided by a third party. Neither Next Commerce nor the third party becomes a party to the purchase contract or a payee. § 3 paragraphs 2 and 4 apply to all Sales Channels.

(6) The Dealer ensures that its offers meet the requirements that apply to sales to End Customers in the respective delivery country, in particular regarding price indication, information obligations in distance selling, the right of withdrawal, warranty and product safety. It enters in the dealer account the addresses of its general terms and conditions, its privacy policy and its legal notice (imprint); Next Commerce shows them to the End Customer before the order is placed. Next Commerce does not check the Dealer’s offers and legal texts for accuracy, completeness or legal compliance. § 4 paragraph 2, § 5 paragraph 1 and § 7 apply accordingly.

(7) Next Commerce determines the technical design of the Sales Channels and the third parties to which offers are provided via the AI Assistant Channel, and names their categories, as well as the third parties to which offers are specifically transmitted, in the dealer account or on a page linked there. Whether, when, how and in what order a third party presents the offers is outside Next Commerce’s control. There is no claim to presentation, placement or a particular order volume. Presentation by the third party is governed by the third party’s terms.

(8) The Dealer can end the provision of individual offers at any time by deactivating the offer, and the provision as a whole by deleting its Own Catalog. Orders already brokered and the platform fee incurred for them remain unaffected. § 5a paragraph 5 applies to offer data already transmitted to third parties.

(9) Orders via the Buy Now Page or the AI Assistant Channel can also be placed by automated agents (AI assistants, browser agents) acting on behalf of an End Customer. For the Dealer, such an order counts like any other: the purchase contract is concluded between the Dealer and the End Customer on whose behalf the agent acts; the Dealer’s obligations under paragraph 6 and the platform fee under § 8 remain unchanged. Next Commerce designs the ordering process so that it meets the requirements of § 312j BGB even when operated automatically (no pre-filled declarations, a clearly labeled order button, an order only once all mandatory details are complete, including company name and VAT identification number for business customers). Next Commerce may flag orders that were recognizably placed by an agent and show this flag to the Dealer; Next Commerce assumes no obligation to detect or block automated orders. Next Commerce is entitled to technically limit or reject requests from automated agents insofar as they impair the operation of the platform.

(10) Next Commerce is entitled to retrieve, automatically and repeatedly, publicly accessible pages of the online shop specified by the Dealer in the dealer account and to evaluate the information published there, in order to keep product information, prices, availability and delivery times in the Own Catalog and in the Sales Channels up to date and to improve the presentation of the offers for the End Customer. Only pages that are publicly accessible without login, and only pages of the host specified by the Dealer, are retrieved. Information from the retrieval does not overwrite information that the Dealer has entered or transmitted itself. The retrieval under sentence 1 takes place only after the Dealer has authorized it in the dealer account; its scope and frequency follow from the permission the Dealer grants there. The Dealer can revoke the authorization at any time in the settings of the dealer account; the revocation takes effect for the future. Regardless of an authorization under sentence 4, Next Commerce may retrieve the shop address specified by the Dealer once, and again whenever it changes, in order to determine the addresses of the Dealer’s legal texts (§ 3a paragraph 6 sentence 2) and propose them to the Dealer for confirmation.

§ 3b Time-Limited Price Promotions in the Buy Now Demand Network

(1) Next Commerce may reduce, for a limited time, the selling prices of the items that the Dealer itself has uploaded for the Buy Now Demand Network, unless the Dealer has excluded the respective item under paragraph 3. Not covered are items that a Brand has assigned to the Dealer and items whose price results from a Brand assignment; their prices remain unaffected.

(2) The price reduction is at most 20 percent of the price entered by the Dealer. A price promotion usually lasts one day, and at most one price promotion per item takes place within 30 days.

(3) The Dealer can at any time exclude individual items from price promotions and at any time set a minimum price for individual items below which the price will not fall. It can also exclude all its items at any time with one declaration. The exclusion and the minimum price take effect from the next price retrieval; any running price promotion for the item concerned ends at that point.

(4) A minimum price set by the Dealer takes precedence over the maximum rate under paragraph 2. If the reduction results in a price below the minimum price, the minimum price applies. If the minimum price reaches or exceeds the Dealer’s own price, no price promotion takes place for that item. If the Dealer has not set a minimum price for an item, the maximum rate under paragraph 2 alone is the limit.

(5) The Dealer’s own price remains stored unchanged. A price promotion applies only for the period stated in it and ends automatically when that period expires. The Dealer’s own price then applies again.

(6) The Dealer remains the seller and the party that sets the price. The price applicable during a price promotion is the Dealer’s price, because the Dealer has contractually agreed the limits under paragraph 2 and paragraph 3 in advance and can change them at any time. The VAT treatment of the sale and the remittance of VAT remain the Dealer’s responsibility. Next Commerce does not provide tax advice.

(7) Orders already concluded remain effective at the price at which they were concluded.

(8) The platform fee under § 8 is calculated on the total amount actually received. A price reduction therefore also lowers the fee. No surcharge is added to the promotional price.

(9) If a price promotion shows a price reduction, Next Commerce states as the reference price the lowest price that the Dealer applied to this item within the last 30 days before the promotion (§ 11 PAngV). If no such price exists for that period, no price reduction is shown.

§ 4 Scope of Services: ListingShield, Seal and Compliance Display

(1) ListingShield is a technical service for the display, storage and transmission of the Manufacturer Data provided by the Customer, for issuing the Seal and product-related labels, for displaying GPSR information and safety warnings or recalls, and for the technical processing of requests under § 356a BGB.

(2) In doing so, Next Commerce acts exclusively as a technical intermediary and conduit for the content posted by the Customer. Next Commerce does not check the Manufacturer Data for substantive accuracy, completeness or legal compliance, makes no legal assessment and provides neither legal advice nor any conformity assessment within the meaning of product safety regulations.

(3) Responsibility for fulfilling statutory obligations, in particular under Regulation (EU) 2023/988 (general product safety, “GPSR”) and §§ 312 et seq., 355 et seq., 356a BGB, remains with the Customer or with the party legally responsible in each case.

§ 5 Manufacturer Data, Declaration of Conformity and Rights of Use

(1) The Customer provides the Manufacturer Data on its own responsibility. With every provision and with every change or versioning of the Manufacturer Data, the Customer warrants that:

(2) This warranty is deemed to be given anew for each version (version-specific confirmation). Next Commerce may rely on the accuracy of the most recently provided version.

(3) The Customer grants Next Commerce the non-exclusive right, unlimited in time and territory, for the purpose of providing the services, to store, reproduce, technically process and display the Manufacturer Data, including GPSR information and recall information, and to publish and distribute it via the dealer websites connected with the Customer and other Sales Channels. The right continues for the duration of the display.

(4) The Customer is obliged to update Manufacturer Data without undue delay as soon as it becomes inaccurate or incomplete, in particular in the case of safety warnings and recalls.

§ 5a Dealer Content and Rights of Use

(1) Dealer Content is all content that the Dealer or a person engaged by it places in the dealer account, transmits by file or feed, or provides through the reading of its online shop that it has authorized, in particular product names, descriptions, product images, technical information, labels, prices, stock levels, delivery times and the Dealer’s company name, logo and contact details. Content that a Brand provides via its own account is Manufacturer Data; § 5 applies to it.

(2) By placing Dealer Content, the Dealer grants Next Commerce the simple (non-exclusive), territorially unlimited, royalty-free right, sublicensable in accordance with paragraph 3, to store, reproduce, edit and adapt the Dealer Content (in particular to shorten it, use excerpts of it, translate it, adapt it in format, size and file type, combine it with content of other Dealers, of a Brand or of Next Commerce, and render it in summaries or structured data formats), to make it publicly available, to distribute it and to transmit it, namely

(3) The rights under paragraph 2 are granted for the business purposes of Next Commerce in connection with the Services. These include in particular making the Dealer’s offers discoverable, presenting, comparing and promoting them, and brokering and processing orders for the Dealer (letters a and b), promoting and further developing the Services of Next Commerce (letter c), and engaging service providers and partners for these purposes. Within these purposes, Next Commerce decides through which Sales Channels and in what form the Dealer Content is used. Every rendering of an offer names the Dealer as the seller. Not permitted are the transfer of Dealer Content as such to third parties for a fee for their own purposes independent of the Services, and its use for offers in which the Dealer is not the seller. Sublicenses to third parties under paragraph 2(b) may only be granted to the extent required for the purposes under sentence 1.

(4) Edits under paragraph 2 must not distort Dealer Content or falsify its meaning. Prices, stock levels and delivery times are rendered only as the Dealer last entered them, or converted into the currency chosen by the End Customer. Next Commerce may add to Dealer Content information that is required by law or that a Sales Channel requires for presentation (in particular seller name, total price, shipping costs, delivery time, notices on the right of withdrawal and on product safety).

(5) The rights under paragraph 2 continue after termination of the contract in accordance with paragraph 6. If the Dealer deactivates an offer or deletes Dealer Content, Next Commerce ends its further provision on the Buy Now Page and to third parties without undue delay, usually within seven days, and deletes it from its own Services, insofar as there is no statutory retention obligation and insofar as it does not form part of a brokered order. For Dealer Content transmitted to third parties before that time, the rights under paragraph 2(b) continue insofar as and for as long as the third party holds copies; Next Commerce notifies the third party of the termination by the technical means provided for this purpose (removal from feed, sitemap and interface), but is neither obliged nor able to delete it at the third party. The same applies on termination of the contract. For Dealer Content that forms part of a brokered order (order confirmation, invoice, collective invoice, settlement with the payment service provider), the rights under paragraph 2(a) continue insofar as this is required for processing, documentation and compliance with statutory retention obligations.

(6) The Dealer remains the owner of all rights to the Dealer Content. Next Commerce acquires no exclusive rights. The Dealer is not prevented from using the Dealer Content itself or via third parties in any way. The rights under paragraph 2 are granted without time limit and continue after termination of the contract, for whatever reason, for the purposes of paragraph 3; paragraph 5 sentence 2 remains unaffected, so that a deactivated or deleted offer is no longer provided as an orderable offer and the most recently entered prices, stock levels and delivery times are no longer rendered as current after termination. The Dealer may object to paragraph 2(c) (promotion) at any time in text form with effect for the future, including after termination of the contract.

(7) With every placement and every change of Dealer Content, the Dealer warrants that it is entitled to grant the rights under paragraph 2, in particular that product images, texts, logos and marks originating from the manufacturer, from a Brand or from other third parties have been approved by them for use in the Sales Channels, including transmission to third parties under paragraph 2(b), and that the Dealer Content does not infringe third-party rights or violate statutory provisions, in particular copyright, trademark, competition, price indication and product safety law. § 5 paragraph 2 and § 7 apply accordingly.

(8) If a third party claims that Dealer Content infringes its rights or statutory provisions, Next Commerce may remove the content concerned from all Sales Channels until the matter is clarified and informs the Dealer of this without undue delay, stating the reason. The Dealer may comment on this; if the complaint proves unfounded, Next Commerce makes the content available again.

(9) § 5 and § 14 remain unaffected. Personal data in Dealer Content is processed exclusively in accordance with § 13.

§ 6 Nature of the Seal; Exclusion of Liability for Displayed Content

(1) The Seal and the product-related labels state exclusively that certain information and documents are present and have been attributed to a particular manufacturer or responsible party.

(2) The Seal does not constitute confirmation of substantive accuracy, completeness or legal compliance and provides no guarantee of compliance with statutory provisions, in particular the GPSR. The Seal does not imply any assurance in the sense of “compliant”, “legally secure” or “guaranteed”.

(3) Since Next Commerce acts as a technical conduit for the content posted by the Customer, any liability of Next Commerce for the substantive accuracy, completeness, lawfulness and currency of the Manufacturer Data and of the displays based on it is excluded. The Customer or the party legally responsible in each case is solely responsible for this content.

(4) The limitations of liability under § 12 otherwise remain unaffected.

§ 7 Indemnification

(1) The Customer indemnifies Next Commerce against all claims of third parties (including End Customers, competitors, associations and authorities) arising from the inaccuracy, incompleteness, lack of authorization or unlawfulness of the Manufacturer Data or Dealer Content (§ 5a) provided by the Customer, or from their display, publication or distribution by Next Commerce in accordance with the contract.

(2) The indemnification also covers the reasonable costs of any necessary legal defense, including court costs and attorneys’ fees at the statutory rates.

(3) Next Commerce will inform the Customer of any claim without undue delay and, insofar as legally permissible, give the Customer the opportunity to defend itself.

§ 8 Prices and Payment Terms

(1) All prices are exclusive of statutory VAT unless expressly stated otherwise. Recurring fees (plans, subscriptions) are billed monthly in advance by direct debit or credit card via the payment service provider Stripe. Paragraph 3 applies to the transaction-based platform fee under paragraph 2.

(2) For brokering and processing orders via the Sales Channels (§ 1 paragraph 3), Next Commerce receives a platform fee from the Dealer for each brokered order. It consists of a share of the transaction amount and a fixed amount per order. Its amount depends on the Sales Channel through which the End Customer placed the order and is set out in the fee schedule at next-commerce.io/gebuehren in the version announced under paragraph 4; the fee schedule forms part of this contract. The transaction amount is the total amount actually paid by the End Customer, including shipping costs, packaging costs and VAT. The platform fee is a gross amount; the statutory VAT it contains is shown separately in the invoice under paragraph 3. Next Commerce records the Sales Channel and the fee rate applied with the order and shows both in the collective invoice under paragraph 3. A change to the fee schedule applies only to orders placed after it takes effect; for orders already brokered, the recorded rate remains decisive. The platform fee is not added to the price set by the Dealer; in every Sales Channel the End Customer pays the Dealer’s price, and the platform fee is retained from the transaction amount.

(3) The platform fee is retained directly by the payment service provider Stripe with each payment by the End Customer and paid out to Next Commerce. The Dealer receives the remaining amount. Next Commerce provides the Dealer with a monthly collective invoice within the meaning of § 14 UStG, which itemizes the individual transactions of the billing period; the invoice can be retrieved in the dealer account. To that extent, no separate payment by the Dealer is required. The fees of the payment service provider Stripe are not part of the platform fee and are not invoiced by Next Commerce; § 3 paragraph 4 applies.

(4) The details of the platform fee and the other charges, in particular for chargebacks and for paper invoices, are set out in the fee schedule at https://next-commerce.io/gebuehren. The fee schedule in the version announced at any given time forms part of this contract. Next Commerce announces changes in text form at least two weeks before they take effect; if the Dealer does not object by the time they take effect, the changed charges are deemed accepted. Next Commerce specifically points out this consequence in the announcement. In the event of an objection, either party may terminate the contract as of the time the change takes effect.

(5) In the event of payment default, Next Commerce may block access to the paid Services after prior notice. Further statutory rights remain unaffected.

(6) If the Dealer cancels an order or refunds the purchase price to the End Customer in whole or in part, the platform fee already incurred for that order remains owed; it is not refunded. Next Commerce has fully performed the brokerage service with the End Customer’s payment. The refund amount is charged to the Dealer; the platform fee is not reversed via the payment service provider. The platform fee remains part of the collective invoice under paragraph 3. The charges for chargebacks under paragraph 4 remain unaffected. This provision applies to orders from all Sales Channels, even if the End Customer initiated the payment via a payment method provided by a third party. The platform fee is also not returned if the Dealer cancels the order after the End Customer’s payment, does not deliver the goods or does not deliver them in full, or refunds the purchase price in whole or in part; the reason, and who initiated the reversal, are irrelevant. The brokerage service is performed with the brokering of the paid order; it does not lapse because the purchase contract is later reversed. If no payment by the End Customer is made, no platform fee is incurred.

§ 8a Catalog Size and Pricing Tiers (ListingShield)

(1) This provision applies to the paid ListingShield services. The fee depends on the size of the Customer’s catalog. On conclusion of the contract, the Customer chooses the pricing tier based on its own statement of its catalog size. The chosen pricing tier and the fee assigned to it are shown to the Customer before conclusion of the contract and at any time thereafter in its customer account. The fee shown there is decisive. The platform fee for Dealer Checkout under § 8 remains unaffected.

(2) The decisive figure is the number of product pages of the shop specified by the Customer. A product page is any URL listed as a product in the shop’s XML sitemap. Variants of a product page, such as colors or sizes, are not counted separately. If the shop does not provide a sitemap, Next Commerce determines the number by retrieving the publicly accessible category pages; the Customer may instead submit its own list of its product pages in text form, which is then decisive.

(3) Next Commerce determines the number no earlier than 14 days after the start of the contract and once a month thereafter, and shows it in the customer account together with the underlying list. The Customer may object to the number in text form within 14 days of receiving the notice under paragraph 4. Until an objection is resolved, the previous pricing tier remains decisive.

(4) If the number determined under paragraph 2 exceeds the upper limit of the agreed pricing tier by more than 10 percent in two consecutive months, Next Commerce notifies the Customer in text form of: the number determined, the resulting pricing tier, the resulting fee and the date on which it takes effect. The higher pricing tier applies from the first day of the calendar month following the notice, but no earlier than 30 days after receipt of the notice. No retroactive charge is made.

(5) If the Customer pays annually in advance, the upgrade is not deferred until the end of the contract period. From the time it takes effect under paragraph 4, Next Commerce calculates the difference between the previous and the new pricing tier pro rata for the remaining months of the current contract period and bills it monthly. From the start of the next contract period, the new pricing tier applies for the entire period.

(6) The Customer can avert the upgrade by reducing its catalog size to the upper limit of its pricing tier before the upgrade takes effect. Otherwise, the Customer may, up until the higher pricing tier takes effect, terminate the contract as of that time. Next Commerce specifically points out both options in the notice under paragraph 4.

(7) A downgrade to a lower pricing tier does not take place automatically. If the catalog size falls below the lower limit of the agreed pricing tier, the Customer may request the downgrade in text form. It takes effect at the start of the next contract period.

(8) Exceeding the pricing tier does not lead Next Commerce to withhold services. In particular, manufacturer and safety information already delivered on the Customer’s product pages remains retrievable unchanged. § 8 paragraph 5 remains unaffected.

(9) This provision is not a price adjustment. The fees of the individual pricing tiers remain unchanged; the only thing that changes is the pricing tier that corresponds to the actual catalog size. If Next Commerce changes the fee of a pricing tier itself, § 8 paragraph 4 sentences 3 to 5 apply accordingly.

§ 9 Free Services (Free Tier)

(1) Next Commerce may provide individual functions free of charge, in particular the free installation snippet, the withdrawal button under § 356a BGB and a limited compliance display.

(2) Free services are provided “as is” and without any availability commitment (no SLA). There is no claim to provision, scope of functions, error correction or continuation.

(3) Next Commerce may change or restrict free services in whole or in part at any time, or discontinue them with reasonable notice.

(4) For free services, Next Commerce is liable only in accordance with § 12 paragraph 1. Otherwise, liability is excluded to the extent permitted by law.

§ 10 Term and Termination

(1) The contract for paid Services runs for an indefinite period and may be terminated by either party with 30 days’ notice to the end of a month.

(2) The right to extraordinary termination for good cause remains unaffected. Good cause exists for Next Commerce in particular if the Customer, despite a warning, provides inaccurate or unauthorized Manufacturer Data or Dealer Content.

(3) Notices of termination must be given in text form.

§ 11 Obligations of the Customer

(1) The Customer treats access credentials confidentially and protects them from access by unauthorized persons. The Customer is responsible for all activities carried out via its account.

(2) The Customer ensures that all data transmitted has been collected lawfully and that its processing and disclosure are permitted.

(3) The Customer will not use the Seal and the labels in a misleading way, and in particular will not create the impression of an official approval, a certificate of conformity or legal advice by Next Commerce.

(4) The Customer keeps the Manufacturer Data up to date in accordance with § 5 paragraph 4.

§ 12 Limitation of Liability

(1) Next Commerce is liable without limitation for damage arising from injury to life, body or health, for damage based on intent or gross negligence, and under the German Product Liability Act (Produkthaftungsgesetz).

(2) In the event of a slightly negligent breach of an essential contractual obligation (cardinal obligation), liability is limited to the foreseeable damage typical for the contract, but at most to the amount of the remuneration paid in the twelve months before the event causing the damage. Otherwise, liability for slight negligence is excluded.

(3) Liability for the substantive accuracy, completeness, lawfulness and currency of the Manufacturer Data provided by the Customer, and for the displays and Seals based on it, is excluded in accordance with § 6.

(4) Next Commerce does not owe uninterrupted availability of the Services unless availability has been expressly agreed. § 9 paragraph 4 applies to free services.

(5) The above limitations also apply in favor of the legal representatives and vicarious agents of Next Commerce.

§ 13 Data Protection and Processing on Behalf

(1) Personal data is processed in accordance with the privacy policy of Next Commerce and the applicable provisions, in particular the GDPR.

(2) Insofar as Next Commerce processes personal data on behalf of the Customer, in particular when processing orders, requests under § 356a BGB and other End Customer data, the Customer is the controller and Next Commerce the processor. The Data Processing Agreement (Annex 1) applies and is deemed concluded upon conclusion of the contract.

(3) To provide the services, Next Commerce uses, as listed in Annex 2, the Subprocessors (Annex 2 / Annex B). The Customer consents to their use. Next Commerce informs the Customer of intended changes and grants the Customer a right to object in accordance with Annex 1.

§ 14 Use of Data for Providing and Improving the Services

(1) The Customer grants Next Commerce the right to use the data arising in the course of performing the contract to provide the contractually owed Services.

(2) Next Commerce is entitled to create anonymized and/or aggregated data from the data arising from the use of the Services and to use it for its own purposes without limitation in time or territory, in particular for operation, security, statistical analysis, further development and improvement of the Services and for preparing market and benchmark analyses. Anonymized and aggregated data does not allow any conclusions to be drawn about the Customer, individual End Customers or individual natural persons. This right continues after termination of the contract.

(3) Insofar as personal data is processed for the security and improvement of the Services, this takes place exclusively within the scope and in accordance with the instructions of the Data Processing Agreement (Annex 1) and only insofar as permitted by law.

§ 15 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 place of jurisdiction for all disputes arising from this contract is Weikersheim, provided the Customer is a merchant, a legal entity under public law or a special fund under public law.

(3) Should individual provisions of these GTC be or become invalid, the validity of the remaining provisions remains unaffected.

(4) Changes to these GTC are communicated to the Customer in text form. They are deemed approved if the Customer does not object within two weeks and Next Commerce has pointed out this consequence.

Annexes

Last updated: 20 October 2026 · Next Commerce GmbH · Ahornweg 5 · 97990 Weikersheim · HRB 748864