Terms

The complete terms and conditions for using Perstat, available exclusively to entrepreneurs, public-sector customers and special funds under public law.

1. Scope, contracting party and target group

(1) These General Terms and Conditions (hereinafter the “Terms”) govern the customer’s use of the Perstat service (hereinafter “Perstat”). The provider and contracting party is Datargo GmbH (hereinafter “Datargo”). Perstat is a product of Datargo GmbH.

(2) Registration, administration and payment are handled via the Datargo platform. Registration takes place at signup.datargo.com; Perstat is used via app.perstat.io.

(3) These Terms are addressed exclusively to entrepreneurs within the meaning of section 14 of the German Civil Code (Bürgerliches Gesetzbuch, BGB), to legal persons under public law and to special funds under public law. No contract for Perstat is concluded with consumers within the meaning of section 13 BGB. By registering, the customer confirms that it is concluding the contract in the exercise of its commercial or independent professional activity or as an entity under public law.

(4) These Terms apply exclusively. Deviating, conflicting or supplementary terms and conditions of the customer do not become part of the contract unless Datargo has expressly consented to their application in text form (Textform within the meaning of section 126b BGB). This requirement of consent also applies where Datargo, aware of conflicting terms of the customer, renders its services without reservation.

2. Conclusion of contract and registration

(1) The presentation of Perstat and its plans on Datargo’s websites does not constitute a binding offer, but an invitation to the customer to submit an offer.

(2) The customer submits its offer by completing the registration and ordering process via the Datargo platform. The contract is concluded when Datargo confirms the registration, activates the selected plan or begins rendering the service.

(3) The customer is obliged to provide truthful and complete information upon registration and to keep it up to date. The access data stored for the customer must be kept confidential and protected against access by third parties. The customer is responsible for all actions carried out via its access credentials.

(4) The customer ensures that the persons acting on its behalf are authorised to submit the respective declarations.

3. Definitions

The following definitions apply to these Terms:

4. Description of services

(1) Perstat is a service for the automated observation of check targets specified by the customer. Datargo carries out the checks configured by the customer at the agreed check intervals, evaluates the results and provides the customer with status information, an incident history and reports.

(2) Perstat supports in particular the following types of checks. The specific scope of functions owed results from the selected plan and the service description:

(3) The check intervals can be configured by the customer within the parameters of the plan. Datargo endeavours to comply with the configured intervals but does not owe execution to the exact second. For operational reasons, in particular load distribution, the actual execution time may deviate slightly from the configured time.

(4) Datargo may confirm events across several check regions before triggering an alert (multi-region confirmation, see section 8). The evaluation follows the procedures described in the respective plan and the thresholds selected by the customer.

(5) Datargo continuously develops Perstat further. Datargo is entitled to adapt, replace or further develop individual functions, types of checks, evaluation procedures and interfaces, provided that the contractually owed scope of services is not thereby materially restricted and the customer’s legitimate interests are preserved. Datargo will announce material changes that are disadvantageous to the customer in text form within a reasonable period.

5. Aid without guarantee of success or completeness

(1) Perstat is an automated aid to support the customer. What is owed is the careful performance of the agreed checks in accordance with the state of the art, but not any particular detection, notification or other success.

(2) Datargo gives no guarantee that all incidents, faults or events will be detected, assessed or reported completely, correctly or in a timely manner. Undetected events (false negatives), delayed notifications as well as incorrect notifications and false alarms (false positives) are inherent to the system and cannot be entirely excluded even with careful operation. They depend, among other things, on the configuration by the customer, the nature of the monitored systems, the selected thresholds and on circumstances outside Datargo’s control.

(3) Claims on account of such events are excluded insofar as Datargo has complied with the required standard of care. Liability in accordance with section 17, in particular for intent, gross negligence, the breach of material contractual obligations as well as for damage arising from injury to life, body or health, from an assumed guarantee and under the German Product Liability Act (Produkthaftungsgesetz), remains unaffected.

6. Delivery of alerts via third-party channels

(1) Alerts and notifications are delivered in part via third-party services, in particular via SMS and voice-call providers (mobile network and telephony operators), push notification services and via email. Datargo has no influence over the availability, speed and actual delivery of these third-party channels.

(2) Datargo is not liable for delayed, failed, duplicated or erroneous deliveries that are based on circumstances within the sphere of third parties or of the customer, in particular on network, device or configuration problems, on the overload or failure of a third-party channel, on spam, blocking or do-not-disturb filters, on roaming or delivery restrictions of individual network operators, or on incorrect, incomplete or outdated contact data.

(3) The customer is obliged

a) to set up and maintain several mutually independent notification channels, so that the failure of a single channel does not result in the notification failing to arrive;

b) to store an escalation chain with several recipients and deputisation arrangements;

c) to keep the stored contact data and channels up to date and to test them by means of test alerts regularly, but at least at reasonable intervals to be determined by the customer.

(4) If the customer fails to take the measures under paragraph 3, this may be taken into account as contributory negligence (Mitverschulden, section 254 BGB) when assessing any claim for damages.

(5) Consequential damage arising from an undetected failure, a false alarm or the failure or delay of an alert is compensated exclusively in accordance with section 17.

7. The customer’s own responsibility for operation and incident response

(1) The use of Perstat does not replace the customer’s own responsibility for operating its systems. The customer remains solely responsible for operation, security, data backup, redundancy, contingency planning, the response to incidents (incident response) and the restoration of its systems.

(2) Perstat does not provide any response, intervention or restoration services on the monitored systems. The assessment of an alert, the initiation of countermeasures and the remediation of faults are incumbent solely on the customer, unless a separate individual agreement has been concluded in this respect.

(3) If the customer does not respond to an alert, responds too late or inadequately, or does not maintain its own protective, response and restoration measures, any damage arising or aggravated as a result is not attributable to Datargo. Contributory negligence on the part of the customer is to be taken into account.

8. Multi-region confirmation and quorum

(1) The multi-region confirmation of events by a quorum of several check regions serves to reduce false alarms. It does not constitute any assurance of a particular detection, accuracy or availability rate of the monitored systems.

(2) Datargo is entitled to adapt the number, location and composition of the check regions as well as the procedures for multi-region confirmation, insofar as this is necessary for operational, technical or legal reasons and the customer’s legitimate interests are preserved. A minimum number of check regions is owed only insofar as it is expressly promised in the plan or in an individual agreement.

9. Permitted use and duties to cooperate

(1) The customer ensures that it is authorised to monitor the respective check targets and that the performance of the checks by Datargo does not infringe the rights of third parties. The customer monitors exclusively its own systems or systems for whose monitoring it holds the necessary authorisations.

(2) The customer may not use Perstat to query, burden or disrupt third-party systems without authorisation, in particular not for load or penetration attacks against third parties, for the circumvention of access or security measures, or for other unlawful purposes.

(3) The customer configures check targets, check intervals and thresholds within the parameters of the plan on its own responsibility and with due regard for the monitored and the affected systems.

(4) The customer shall indemnify Datargo against third-party claims that are based on a breach of contract or unlawful use of Perstat for which the customer is responsible, including reasonable costs of legal defence. This does not apply insofar as the customer is not responsible for the breach of duty.

(5) Datargo is entitled to temporarily throttle or suspend checks that evidently endanger the platform, third parties or the monitored systems or that violate paragraph 1 or 2. Datargo informs the customer thereof without undue delay.

10. Prices and payment

(1) The prices agreed for the selected plan apply in each case. The scope of services and the remuneration are governed by the selected plan. All prices are exclusive of the applicable statutory value-added tax.

(2) The remuneration is payable in advance for the respective billing period (advance performance), unless otherwise agreed. Activation and provision may be made contingent on prior payment.

(3) Payment is processed via the Datargo platform, where applicable involving payment service providers. The customer maintains a valid means of payment or an agreed payment method.

(4) If the customer defaults on a payment due, Datargo is entitled to demand statutory default interest. Datargo is further entitled, after prior notice and the setting of a reasonable deadline, to block access to Perstat until the outstanding amounts have been settled. Further statutory rights remain unaffected.

(5) The customer may set off only undisputed or legally established counterclaims against claims of Datargo. The customer is entitled to a right of retention only on account of counterclaims arising from the same contractual relationship.

(6) Datargo is entitled to adjust prices for future billing periods. A price adjustment is communicated to the customer in text form at least six weeks before it takes effect. If the adjustment is disadvantageous to the customer, the customer has the right to terminate the contract as of the date on which the adjustment takes effect. If the customer does not terminate by that date, the adjustment is deemed accepted; the notice draws separate attention to this.

11. Availability of the platform

(1) Datargo provides Perstat with reasonable care in accordance with the state of the art and endeavours to achieve high availability of the platform.

(2) Availability relates exclusively to the availability of Perstat itself, but not to the availability, security or functionality of the systems monitored by the customer. Datargo does not owe the availability of the monitored systems.

(3) Excluded from the availability of the platform is, in particular, the delivery of alerts via third-party channels (section 6). Also excluded are periods of announced maintenance, faults due to force majeure and faults based on circumstances outside Datargo’s control, in particular within the sphere of the customer or third parties.

(4) Datargo carries out maintenance work in low-demand periods where possible and announces plannable maintenance that materially impairs use within a reasonable period. Datargo may carry out urgent maintenance to avert security or operational risks even without prior notice.

12. Term and termination

(1) The contract begins upon conclusion of the contract and runs for the contract term agreed in the selected plan. If no fixed term is agreed, the contract runs for an indefinite period.

(2) Contracts without a fixed term may be ordinarily terminated by either party by giving 30 days’ notice to the end of a billing period. Contracts with a fixed term are extended by the respective agreed extension period unless they are terminated with the agreed notice period or, in the absence of an agreement, by giving 30 days’ notice to the end of the respective term.

(3) The right of both parties to extraordinary termination for good cause remains unaffected. Good cause exists for Datargo in particular if the customer remains in default of a not insignificant payment despite a reminder and the setting of a deadline, or if the customer, despite a warning, materially or repeatedly violates section 9.

(4) Any termination requires at least text form.

13. Data of the monitored systems, retention and return at the end of the contract

(1) In the course of the checks, Datargo processes the data required for their performance, in particular the configuration data of the checks, measurement and result data, status histories, event and alert logs as well as the response data returned by the check target to the extent required for the evaluation.

(2) Datargo retains measurement, event and log data for the retention period described in the respective plan and provides the customer with status information, an incident history and reports during the contract term. The standard retention period for measurement and event data is 13 months; an extended retention period must be agreed separately.

(3) Reports and incident histories are prepared to the best of Datargo’s knowledge on the basis of the measurement data collected. They document the checks carried out and the events identified, but do not establish any assurance going beyond section 5 with regard to the completeness or correctness of the underlying detection.

(4) After termination of the contract, Datargo shall, upon the customer’s request, provide the customer with the measurement, event and report data concerning it in a common, machine-readable format for return or export. The transition and retention period for data export after termination of the contract is 30 days; the customer is required to initiate the export in good time before the contract ends. An extended period may be agreed separately.

(5) After expiry of the period under paragraph 4, Datargo deletes the customer’s data insofar as no statutory retention obligations conflict therewith. The deletion of personal data is additionally governed by section 14.

14. Data protection and processing on behalf of the controller

(1) Datargo processes personal data in connection with the operation of Perstat in accordance with the applicable data protection provisions. Details of the processing are set out in the privacy policy .

(2) Insofar as Datargo processes personal data on behalf of the customer for which the customer is the controller within the meaning of Article 4(7) GDPR, the customer is the controller and Datargo is the processor within the meaning of Article 28 GDPR. The processing is carried out on the basis of a data processing agreement (Auftragsverarbeitungsvertrag) to be concluded separately, which governs the details of the processing, the technical and organisational measures and the engagement of further processors.

(3) The customer is responsible for ensuring that it is authorised to transmit and process the personal data introduced by it or captured through the configured checks. The customer ensures that the checks and check targets it configures do not capture personal data without necessity, and aligns its configuration with the principle of data minimisation.

15. Support for NIS 2 and DORA

(1) Perstat can support the customer in meeting and demonstrating regulatory requirements, in particular in connection with the NIS 2 Directive and its national implementation as well as Regulation (EU) 2022/2554 (DORA), for instance through status monitoring, reports and an incident history.

(2) Responsibility for compliance with these requirements remains solely with the customer and cannot, in regulatory terms, be transferred to Datargo. Datargo does not warrant that the use of Perstat in itself satisfies the respective regulatory requirements.

(3) No assurance of any particular certification follows from these Terms or from the use of Perstat. Insofar as further evidence, audit rights or regulatory obligations of Datargo are required for individual customers, these are governed by a separate individual agreement.

16. Security and subcontractors

(1) Datargo operates Perstat in EU data centres in Frankfurt am Main and maintains appropriate technical and organisational measures in accordance with the state of the art.

(2) Datargo is entitled to engage carefully selected subcontractors and third-party service providers for the provision of Perstat, in particular for the provision of check regions and for the delivery of alerts via third-party channels. Datargo obligates them to an appropriate level of protection. The check regions and check points are operated in part by third-party providers worldwide; there, exclusively non-personal raw data of the checks is processed, no personal data of the customers.

(3) Insofar as personal data is processed when engaging subcontractors, this is governed by the data processing agreement under section 14.

17. Liability

(1) Datargo is liable without limitation for intent and gross negligence, for damage arising from injury to life, body or health, for damage on the basis of an assumed guarantee, and under the German Product Liability Act (Produkthaftungsgesetz).

(2) In the event of a slightly negligent breach of a material contractual obligation (cardinal obligation), Datargo’s liability is limited to the foreseeable damage typical for this type of contract. Material contractual obligations are those obligations whose fulfilment is essential to the proper performance of the contract in the first place and on whose observance the customer may regularly rely.

(3) Otherwise, Datargo’s liability is excluded. This applies in particular to the slightly negligent breach of non-material contractual obligations.

(4) The foregoing limitations of liability also apply in favour of Datargo’s legal representatives, employees and vicarious agents.

(5) The foregoing provisions do not entail any change in the burden of proof to the detriment of the customer.

18. Amendments to these Terms

(1) Datargo is entitled to amend these Terms with effect for the future, insofar as this is necessary to adapt to a changed legal situation, to supreme court case law, to changed technical or operational conditions or to remedy gaps in the provisions, and the customer is not thereby unreasonably disadvantaged.

(2) Datargo communicates the amended Terms to the customer in text form at least six weeks before they take effect. If the customer does not object in text form within six weeks of receipt of the notice, the amended Terms are deemed accepted. The notice draws separate attention to the significance of silence and to the right of objection.

(3) If the customer objects in due time, the contract is continued on the previous terms. In this case, Datargo is entitled to ordinarily terminate the contract as of the next permissible date.

19. Final provisions

(1) The law of the Federal Republic of Germany applies, to the exclusion of the United Nations Convention on Contracts for the International Sale of Goods (CISG).

(2) The exclusive place of jurisdiction for all disputes arising out of or in connection with this contract is Frankfurt am Main, provided that the customer is a merchant (Kaufmann), a legal person under public law or a special fund under public law. Datargo is also entitled to bring an action at the customer’s general place of jurisdiction.

(3) Amendments and supplements to this contract as well as declarations for which these Terms provide for text form require at least text form. This also applies to the waiver of this text-form requirement.

(4) Should any provision of these Terms be or become wholly or partially invalid or unenforceable, the validity of the remaining provisions shall remain unaffected. The statutory provision shall take the place of the invalid or unenforceable provision.

Governing language version

This document is provided in German and English. The English version is solely a translation for ease of understanding. The German version is authoritative and, in the event of a dispute and in the case of differences of interpretation or translation, solely binding.

Version: July 2026.