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CrewBrain GmbH, Mühlstraße 6, 76532 Baden-Baden, Germany
CrewBrain, Inc., 120 Wall Street, 20th Floor, New York, NY 10005, USA
Effective as of: 2026-09-08
These Terms of Use govern the contractual relationship between the customer and the applicable CrewBrain entity regarding the use of the CrewBrain software and related services.
The applicable contracting entity depends on the customer’s registered office or principal place of business:
If a quotation, order confirmation or other individual agreement expressly identifies a different CrewBrain entity as the contracting party, that individual agreement takes precedence.
A subsequent change to the customer’s registered office, principal place of business or billing address does not by itself change the contracting entity.
In these Terms of Use, the applicable contracting entity is referred to as “CrewBrain.”
CrewBrain is offered exclusively to businesses and other persons or entities acting for commercial or professional purposes. Contracts with consumers are not concluded.
Individual agreements between CrewBrain and the customer, in particular quotations and order confirmations, take precedence over these Terms of Use.
The agreement is concluded when the customer books a subscription, accepts a quotation or receives a corresponding order confirmation from CrewBrain.
The agreement starts on the date specified in the quotation, booking process or order confirmation. If no specific date is stated, the agreement starts when the booked subscription is activated.
The scope of functionality and the applicable fees are determined by the subscription selected by the customer and, where applicable, by the quotation or order confirmation.
The initial contract term depends on the subscription selected by the customer.
At the end of each contract term, the agreement automatically renews for the same period, but for no longer than an additional twelve months at a time, unless either party terminates the agreement at least 7 calendar days before the end of the current contract term.
The termination must be received by the other party within this period. The customer may terminate the agreement in particular through the termination function provided within CrewBrain or by email.
Termination takes effect at the end of the current contract term.
The right of either party to terminate the agreement for cause remains unaffected. Cause exists in particular if one party materially breaches its contractual obligations despite having been requested to remedy the breach and the other party cannot reasonably be expected to continue the contractual relationship.
Fees already paid for the current contract term will not be refunded on a pro rata basis in the event of ordinary termination. Any mandatory statutory refund rights remain unaffected.
Unless otherwise stated, all prices are exclusive of applicable VAT, sales tax or similar taxes.
Customers contracting with CrewBrain GmbH
Where the contracting entity is CrewBrain GmbH, the customer may, where available for the selected subscription, choose between the following billing options:
Customers contracting with CrewBrain, Inc.
Where the contracting entity is CrewBrain, Inc., subscription fees are charged through CrewBrain’s payment service provider Stripe. The applicable subscription fee is charged immediately upon issuance of the respective invoice to the payment method provided by the customer.
Customers using Stripe are responsible for providing a valid payment method with sufficient funds or credit available and for keeping their payment information up to date.
Unless otherwise expressly agreed, all other invoices are payable within 14 calendar days from the invoice date.
CrewBrain may change its prices for future contract periods. Any price increase will be communicated to the customer in text form at least 21 calendar days before the end of the current contract period.
In the event of a price increase, the customer may terminate the agreement in accordance with the regular termination period of 7 calendar days before the end of the current contract period. If the customer does not terminate the agreement, the announced price will apply from the beginning of the next contract period.
If a price increase is announced less than 21 calendar days before the end of the current contract period, the increase will take effect no earlier than the following contract period.
Any statutory rights of CrewBrain arising from late payment remain unaffected.
CrewBrain provides the customer with the functionality included in the selected subscription for the duration of the agreement.
CrewBrain may continuously develop the software and may modify, replace or add functionality, provided that the essential scope of the selected subscription is not materially reduced. Changes may in particular be required due to technical developments, security requirements, legal requirements or changes to third-party services.
If a change results in a material reduction of the agreed scope of services, CrewBrain will inform the customer in due time. If the customer cannot reasonably be expected to continue the agreement as a result of such change, the customer may terminate the agreement for cause.
CrewBrain provides an availability of the essential services of 99 % per calendar year.
When calculating availability, scheduled maintenance and outages that CrewBrain cannot reasonably control despite appropriate technical and organizational measures are excluded. This includes, in particular, force majeure, failures of public communication networks and malicious attacks by third parties.
The customer is responsible for obtaining suitable internet access and suitable devices required to access CrewBrain.
CrewBrain supports current versions of commonly used web browsers. Due to changes made by browser vendors, CrewBrain cannot guarantee that the software will function completely and without errors immediately following every browser update.
For subscriptions paid through Stripe, CrewBrain may temporarily restrict the creation of new data within the customer’s account if a due payment cannot be successfully collected and remains unpaid 5 calendar days after its due date.
For customers contracting with CrewBrain GmbH and using six- or twelve-month advance billing by invoice, CrewBrain may temporarily restrict the creation of new data if the applicable subscription fee remains unpaid 21 calendar days after the beginning of the respective contract period.
For other invoices, CrewBrain may impose a corresponding restriction if the invoice remains unpaid 21 calendar days after the invoice date.
Such restrictions may include, in particular, preventing the creation of new jobs, appointments, working times or other new records. Access to existing data will generally remain available.
If a due payment remains outstanding after the second payment reminder, CrewBrain may fully suspend access to the customer’s account until the outstanding amounts have been paid.
CrewBrain may also temporarily restrict or suspend access if the customer materially breaches its contractual obligations or if the customer’s use of CrewBrain jeopardizes the security, stability or availability of the service.
Unless immediate suspension is necessary to prevent or limit a security or operational risk, CrewBrain will inform the customer in advance and provide a reasonable opportunity to remedy the breach.
Any restriction or suspension will be lifted once the reason for it no longer exists.
The customer is responsible for all content and data stored or processed in CrewBrain by the customer and its users.
The customer must use CrewBrain only in accordance with applicable law and for the purposes permitted under the agreement. In particular, the customer must not store or distribute unlawful content or infringe the rights of third parties.
The distribution of unsolicited bulk messages or spam through CrewBrain is prohibited.
Automated access to CrewBrain is permitted only through the interfaces provided for this purpose and in accordance with the applicable technical requirements. Access that compromises the security or stability of the service or circumvents technical access restrictions is prohibited.
The customer is responsible for granting its users only the permissions they require and for protecting login credentials against unauthorized access.
If the customer becomes aware of unauthorized access, potential misuse of a user account, a security issue or a material error in CrewBrain, the customer must notify CrewBrain without undue delay.
The customer will reasonably assist CrewBrain in investigating and resolving errors and security issues and will provide the information reasonably required for this purpose.
If content uploaded or transmitted by the customer infringes third-party rights, the customer will indemnify CrewBrain against justified third-party claims and reasonable costs of legal defense to the extent that the customer is responsible for the infringement.
CrewBrain will treat confidential information received from the customer as confidential and will use such information only for the performance of the agreement, unless further processing is required or permitted by applicable law.
Personal data will be processed in accordance with applicable data protection and privacy laws.
Where CrewBrain processes personal data on behalf of the customer, the applicable Data Processing Agreement (“DPA”) provided by CrewBrain forms an additional part of the contractual relationship.
Where the General Data Protection Regulation (“GDPR”) applies to such processing, the DPA is intended to meet the requirements of Article 28 GDPR.
The customer remains responsible for ensuring that its processing of personal data through CrewBrain is lawful and, where required, that affected individuals receive the necessary information regarding such processing.
Further information regarding CrewBrain’s processing of personal data is available in the applicable CrewBrain Privacy Policy.
Following termination of the agreement, the customer has 30 calendar days to export the data stored in CrewBrain using the export functions provided or to request an appropriate export from CrewBrain.
The ability to export data during this period does not constitute an extension or renewal of the agreement and does not provide the customer with a right to continue productive use of CrewBrain.
After the 30-day period has expired, the customer’s data will be deleted from CrewBrain’s production systems unless applicable law requires or permits continued retention.
Data contained in backups will be deleted or overwritten in accordance with CrewBrain’s regular backup and deletion cycles and will not be used for productive purposes in the meantime.
The applicable Data Processing Agreement may contain additional provisions regarding personal data.
The customer is responsible for exporting within the 30-day period any data it wishes or is required to retain following termination.
CrewBrain may provide features based on artificial intelligence or other automated technologies.
Automatically generated answers, summaries, suggestions or other results may be incomplete or incorrect despite appropriate technical measures. The customer is responsible for appropriately reviewing such results before relying on them for material business, legal or other decisions.
Where AI-powered features can make changes to customer data, the permissions, confirmation procedures and other safeguards provided within CrewBrain apply.
All rights to CrewBrain, including the software, user interfaces and content provided by CrewBrain, remain with CrewBrain or the respective rights holders.
For the duration of the agreement, the customer receives a non-exclusive right to use CrewBrain for its own business purposes within the scope of the agreement.
The customer retains all rights to the content and data uploaded or entered into CrewBrain by the customer.
CrewBrain is liable without limitation for damages caused intentionally or through gross negligence and for damages resulting from injury to life, body or health.
In the event of an ordinary or slightly negligent breach of a material contractual obligation, CrewBrain’s liability is limited to damages that were reasonably foreseeable and typical for this type of agreement at the time the agreement was concluded.
Material contractual obligations are obligations whose performance is essential to the proper execution of the agreement and on whose performance the customer may ordinarily rely.
In such cases, CrewBrain’s aggregate liability is limited to the net fees paid or payable by the customer for the use of CrewBrain during the 24 months preceding the event giving rise to the claim.
If the contractual relationship has existed for less than 24 months at the time of the event giving rise to the claim, the maximum liability will be limited to twice the net fees agreed for the first twelve months of the contractual relationship.
CrewBrain is not liable for ordinary or slight negligence in any other circumstances.
The above limitations of liability also apply for the benefit of CrewBrain’s officers, directors, managing directors, employees, representatives and agents.
Nothing in these Terms of Use excludes or limits liability to the extent that such liability cannot validly be excluded or limited under applicable law.
CrewBrain may amend these Terms of Use where this is required as a result of changes in applicable law, court decisions, technical developments or security requirements, provided that such amendment does not materially alter the contractual balance to the customer’s disadvantage.
CrewBrain will notify the customer of such changes within a reasonable period before they take effect.
Material contractual provisions, in particular the contract term, termination periods or material service obligations, will not be changed solely on the basis of this amendment provision.
Price changes are governed separately by Section 4.
Customers contracting with CrewBrain GmbH
Where the contracting entity is CrewBrain GmbH, the agreement and these Terms of Use are governed by the laws of the Federal Republic of Germany, excluding the United Nations Convention on Contracts for the International Sale of Goods (CISG).
Where the customer is a merchant (Kaufmann), a legal entity under public law or a special fund under public law, the exclusive place of jurisdiction for all disputes arising out of or in connection with the contractual relationship is Baden-Baden, Germany.
Customers contracting with CrewBrain, Inc.
Where the contracting entity is CrewBrain, Inc., the agreement and these Terms of Use are governed by the laws of the State of Delaware, United States, without regard to its conflict-of-laws principles and excluding the United Nations Convention on Contracts for the International Sale of Goods (CISG).
To the extent permitted by applicable law, the state and federal courts located in the State of Delaware have exclusive jurisdiction over all disputes arising out of or in connection with the contractual relationship. Each party irrevocably submits to the personal jurisdiction of such courts for such purposes.
Other Contracting Entities
Where another CrewBrain entity is expressly identified as the contracting entity in a quotation, order confirmation or other individual agreement, the governing law and jurisdiction stated in that agreement apply.
Mandatory provisions of applicable law that cannot validly be excluded by agreement remain unaffected.
If any provision of these Terms of Use is or becomes wholly or partially invalid or unenforceable, the validity of the remaining provisions will not be affected.
The contractual language is English.
