TERMS OF USE & SERVICE (B2B)

1. Scope of Application

These Terms of Service ("ToS") apply to all contracts between Nexio Fleet GmbH ("Nexio") and its business customers ("Customer") regarding the use of the Nexio Fleet Portal and related digital services. These ToS apply exclusively to entrepreneurs (B2B) within the meaning of § 14 BGB.

2. Subject of Service & Portal Access

(1) Nexio provides the Customer with access to a browser-based dashboard ("Portal") to view and analyze fleet data, including but not limited to vehicle status, charging cycles, and financial forecasts.

(2) Nexio grants the Customer a non-exclusive, non-transferable right to use the Portal for the duration of the contract for its own internal business purposes.

(3) Account Security: The Customer is responsible for keeping login credentials confidential. Any activity under the Customer's account is deemed their own.

3. Data Access & EU Data Act Compliance

(1) Data Ownership: Data generated by the Customer's use of connected products remains accessible to the Customer in accordance with the EU Data Act.

(2) Availability: Nexio provides the data in a structured, commonly used, and machine-readable format within the Portal interface.

(3) Usage Rights: The Customer grants Nexio the right to use anonymized and aggregated data for the purpose of service improvement, statistical analysis, and product development.

4. Customer Obligations

(1) The Customer shall provide accurate and complete information during registration and keep such data updated.

(2) The Customer shall not use the Portal to:

• Upload malicious software or "bots."
• Attempt to reverse engineer or decompile the Portal's software.
• Bypass any security measures or access data not intended for them.

5. Availability and Liability

(1) Nexio strives for an annual average availability of 98.5% for the Portal. Excluded from this are planned maintenance windows and events beyond Nexio's control (Force Majeure).

(2) Limitation of Liability: Nexio is liable for damages caused by intent or gross negligence. For slight negligence, liability is limited to the breach of "cardinal obligations" (essential contract duties) and capped at the amount of the annual service fee paid by the Customer.

(3) Nexio is not liable for indirect or consequential damages, such as lost profits.

6. Term and Termination

(1) The contract duration is defined in the individual Service Agreement.

(2) Either party may terminate for "good cause" (e.g., repeated breach of contract or insolvency).

(3) Upon termination, access to the Portal will be deactivated. The Customer is responsible for exporting their data prior to the termination date.

7. Confidentiality & Data Protection

(1) Both parties agree to treat all business secrets as confidential, mirroring the standards set in the Non-Disclosure Agreement (NDA).

(2) Personal data is processed strictly in accordance with the GDPR (DSGVO). A separate Data Processing Agreement (DPA/AVV) shall be concluded where necessary.

8. Final Provisions

(1) Governing Law: These ToS are governed by the laws of the Federal Republic of Germany.

(2) Jurisdiction: The exclusive place of jurisdiction is the registered office of Nexio Fleet GmbH.

(3) Severability: If any provision is found invalid, the remaining terms remain in effect.