Terms for partners

This is a convenience translation. Only the German version is legally binding.

Last updated: [terms.effectiveDate.en]

§ 1 Scope and parties

(1) These terms govern the use of Handl's interface (API), test environment (sandbox) and partner console by companies that enable customers to place orders with Handl through their own app or website ("partners" or "you"). The provider is [company.name] [company.legalForm], [company.street], [company.zip] [company.city], [company.country.en] ("Handl" or "we").

(2) These terms are aimed exclusively at entrepreneurs within the meaning of Section 14 BGB.

(3) The partner agreement concluded with you individually applies in addition, in particular regarding the revenue share. In the event of conflict, the partner agreement takes precedence over these terms. The partner's own general terms and conditions do not apply.

§ 2 Subject matter

(1) Handl provides you with an interface through which your app can retrieve Handl's catalogue (providers, offers, prices, availability), create customer accounts, submit quote requests and place orders, as well as notifications of events (webhooks). Its scope is described in the developer documentation at [terms.developerDocsUrl] in its current version.

(2) The customer's contractual partner for an order is Handl. Handl collects the purchase price and issues the invoice. You do not become the customer's contractual partner for the order and must not give the impression that you are.

(3) You are yourself responsible for your app, its operation, content and presentation.

§ 3 Admission and credentials

(1) You apply through the form on Handl's website. There is no entitlement to admission. Handl determines which access rights (scopes) you are granted.

(2) You receive separate keys for the sandbox and for live operation: secret keys for your servers and publishable keys that may be shipped in your app. Secret keys must be kept confidential and must not be placed in apps, source code repositories or anywhere else publicly accessible. If you suspect misuse, rotate the key without delay in the partner console and inform Handl. After a rotation, the old key remains valid for a transition period.

(3) You are responsible for all requests made with your keys, unless you are not responsible for the misuse.

(4) You invite your staff to the partner console; you are responsible for their actions. The owner of the account is the person who first set it up, until they transfer ownership.

§ 4 Sandbox and live operation

(1) The sandbox is a test environment separate from live data, with its own database. Payments in the sandbox are simulated; no money moves. You must not use real customer data in the sandbox. Handl may reset sandbox data at any time. The sandbox is provided without any availability commitment.

(2) You may only start live operation once Handl has approved your integration and — if you are entitled to a revenue share — your payout account has been set up (§ 6(3)).

§ 5 Obligations for the integration

(1) You present offers, prices, appointments, provider details and order status as delivered by the interface and do not alter them in a way that misleads customers. Prices must be stated including VAT.

(2) Before an order is submitted, you make available to customers Handl's terms of use for customers (including the withdrawal policy and model withdrawal form) and Handl's privacy policy, identify Handl as the contractual partner, and design the ordering process so that it meets the statutory requirements for contracts in electronic commerce (in particular Sections 312i, 312j BGB, the "order with obligation to pay" button). Handl provides you with the texts and guidance for this.

(3) For payment, you use the payment integration provided by Handl through the interface. You do not collect, store or process card data yourself.

(4) If you use your own customer accounts and pass customers to Handl through the token exchange, you ensure that the identity and email address passed are correct.

(5) You process webhooks and verify their signature. Handl retries failed deliveries according to the procedure described in the documentation, but does not guarantee delivery of every event; the state retrievable through the interface is authoritative.

§ 6 Revenue share and payout

(1) For orders received through your app, you receive a share of the net amount (excluding VAT) of the order. The amount is set out in the partner agreement. The rate applicable when the order is placed governs that order; later changes have no retroactive effect.

(2) Your share is transferred to your payout account after receipt of the customer's payment. In the event of refunds to the customer, your share is reversed proportionally; in the event of chargebacks by the customer's bank or card company, it is withheld or reversed pending clarification and transferred again if the decision is in Handl's favour.

(3) For payouts, you set up a payout account with Handl's payment service provider and complete its identity verification; the payment service provider's terms apply additionally. As long as you are entitled to a revenue share and your payout account has not been set up, the interface does not accept live orders from your app.

(4) If a share cannot be transferred, Handl retries the transfer; if it fails permanently, Handl resolves it with you. The entitlement to the share remains.

(5) You can see the revenue share, payout status and your use of the interface in the partner console. The shares agreed for an order are not shown to the customer; you must not disclose them to customers.

(6) The settlement of your share (credit note or invoice) and its VAT treatment are governed by the partner agreement.

§ 7 Usage limits and acceptable use

(1) The interface is limited in the number of requests per minute; the limits applicable to you are shown in the partner console and in the interface's responses. Requests with publishable keys are limited separately per device.

(2) In particular, it is not permitted to: overload the interface or circumvent its limits; copy, resell or make available to third parties the catalogue or provider data for purposes other than ordering through Handl; induce providers, bypassing Handl, to fulfil orders initiated through Handl directly; test or circumvent security mechanisms, except by prior arrangement with Handl; place orders without a customer's instruction.

(3) Handl may develop the interface further. Handl announces incompatible changes in the developer documentation's changelog with reasonable advance notice.

§ 8 Data protection

(1) Handl is the controller for the processing of customer accounts, orders and payments. You are the controller for processing within your app. The data protection arrangements of the cooperation, in particular for the transfer of customer data through the token exchange and the provision of order data to you, are governed by the data protection agreement for partners.

(2) You may use order data and customer data received through the interface only to display and handle the respective order in your app and to comply with statutory obligations.

(3) You forward customer requests concerning their GDPR rights that relate to Handl to [privacy.contactEmail] without delay.

§ 9 Suspension and termination

(1) The contract runs for an indefinite period. You may terminate it at any time by the owner of your account closing it in the partner console. Handl may terminate the contract with three months' notice. The right to terminate for good cause remains unaffected.

(2) An account cannot be closed while orders from your app are open or transfers of your share are outstanding.

(3) Upon closing, your keys and accesses stop working immediately, webhooks are no longer delivered and your app's customers can no longer sign in. Within 30 days, Handl can restore the account unchanged at your request. After that, your account details are anonymised, keys and webhook settings are deleted, the customer accounts created through your app are deleted, your sandbox data is deleted and the accesses of linked persons are deleted. Handl retains orders, statements, transfers, request logs and webhook logs in accordance with statutory periods or the periods stated in the privacy policy.

(4) Handl may suspend your access in whole or in part if there are specific indications of a breach of these terms, a threat to the security or stability of the interface, or a compromise of your keys. Handl informs you without delay, insofar as this does not compromise security.

§ 10 Liability

(1) Handl is liable without limitation for intent and gross negligence, for damage resulting from injury to life, body or health, under the German Product Liability Act and to the extent of any guarantee given.

(2) In the event of a slightly negligent breach of an essential contractual obligation, liability is limited to the foreseeable damage typical for the contract. Otherwise, liability for slight negligence is excluded, in particular for lost profit and for temporary unavailability of the interface.

(3) You indemnify Handl against third-party claims arising from a breach of these terms for which you are responsible, in particular regarding the design of your app or the ordering process.

§ 11 Confidentiality

The parties treat non-public information of the other party, in particular the agreed conditions, as confidential. This continues after the end of the contract.

§ 12 Changes to these terms

Handl may amend these terms with effect for the future. Changes are notified to you in text form at least four weeks before they take effect. You may terminate the contract until the change takes effect. If you continue to use the interface after the change takes effect, the amended terms are deemed accepted; Handl points this out in the notification. Changes to the revenue share require your consent unless agreed otherwise.

§ 13 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 exclusive place of jurisdiction for all disputes arising from this contract is, to the extent legally permissible, [company.city].

(3) Should any provision of these terms be invalid, the validity of the remaining provisions remains unaffected.