TOCAPUS – TERMS OF USE
1. Scope and Contracting Parties
1.1 These Terms of Use (“Terms”) apply to all use of the digital presence and services operated by TOCAPUS (the “Provider”), accessible via [www.tocapus.com].
1.2 The Provider is headquartered in Germany and provides services internationally, primarily within the European Union and, on an occasional basis, in other jurisdictions including the United States.
1.3 The services are exclusively directed at entrepreneurs within the meaning of § 14 BGB. Consumers within the meaning of § 13 BGB are excluded from use.
1.4 Deviating terms of the user shall not apply unless expressly agreed in writing by the Provider.
2. Nature of Services (Special Situation Consulting)
2.1 The Provider offers special situation consulting services, including:
• analytical assessments,
• strategic frameworks,
• structured business intelligence,
• and related informational outputs (together “Services”).
2.2 The Services constitute independent professional consulting services. They are not:
• legal advice,
• tax advice,
• financial investment advice,
• or certified expert opinions,
unless expressly agreed in a separate written engagement.
2.3 Deliverables may include digital content and analytical materials provided for informational and decision-support purposes.
3. No Guarantee / No Success Obligation
3.1 The Provider does not guarantee the achievement of specific economic, strategic, or operational outcomes.
3.2 All Services reflect professional judgment based on available information at the time of provision.
3.3 The user remains solely responsible for business decisions taken based on the Services.
4. No Reliance / Independent Decision-Making
4.1 The Services are intended to support internal business decision-making but do not replace independent professional evaluation by the user.
4.2 Any reliance on the Services occurs at the user’s own risk.
4.3 The Provider assumes no obligation to ensure completeness or suitability of information for a specific purpose.
5. No Advisory Mandate Beyond Express Engagement
5.1 No advisory, fiduciary, or mandate relationship is established through:
• website access,
• informational exchange,
• or delivery of standard Services.
5.2 A binding advisory relationship arises only through:
• express acceptance by the Provider, and
• a separate written agreement defining scope and remuneration.
6. International Provision of Services
6.1 The Provider operates from Germany and provides Services within the European Union and internationally, including the United States, where legally and operationally feasible.
6.2 The cross-border provision of Services does not establish any permanent establishment, branch, or legal presence outside Germany.
6.3 Unless otherwise agreed, the contractual relationship shall be governed exclusively by the laws of the Federal Republic of Germany, excluding conflict-of-law rules and the CISG.
6.4 Where legally permissible, exclusive jurisdiction shall be Munich, Germany, provided the user is a merchant under § 14 BGB.
7. Intellectual Property and Usage Restrictions
7.1 All content, frameworks, methodologies, and materials provided remain the intellectual property of the Provider.
7.2 The user is granted a non-exclusive, non-transferable right of use strictly for internal business purposes.
7.3 Prohibited uses include:
• redistribution or commercial resale,
• scraping or automated extraction,
• training AI or machine learning models,
• removal of copyright or attribution notices.
8. Optional Paid Services and Events
8.1 The Provider may offer optional paid services, including webinars or events.
8.2 Where applicable, payments may be processed via third-party payment providers. The Provider is not responsible for the availability, functionality, or terms of such external payment services.
8.3 Specific pricing, payment terms, and refund conditions are provided at the point of booking or engagement and form part of the individual contract for the respective service.
9. Liability
9.1 The Provider is fully liable for intent, gross negligence, injury to life, body, or health, and liability under the German Product Liability Act.
9.2 In cases of simple negligence, liability is limited to the breach of essential contractual obligations (Kardinalpflichten) and restricted to foreseeable, typically occurring damage.
9.3 Essential contractual obligations are those obligations whose fulfilment is fundamental to the proper execution of the Services and on which the user may reasonably rely.
9.4 The Provider is not liable for business decisions made by the user based on the Services.
9.5 Liability for data loss is limited to the typical restoration costs assuming proper, state-of-the-art backup practices by the user.
10. Data Protection
10.1 The processing of personal data is governed by the Provider’s Privacy Policy and applicable data protection laws, in particular the GDPR.
10.2 The Privacy Policy forms an integral part of these Terms.
11. Digital Services Act (DSA)
11.1 Users may report allegedly illegal content via [Email Address].
11.2 The Provider will review notices in accordance with applicable legal requirements and remove unlawful content where necessary.
12. Amendments to Terms
12.1 The Provider may amend these Terms where required by legal, technical, or operational developments.
12.2 Users will be informed of material changes at least four (4) weeks in advance.
12.3 If the user does not object within this period, the changes shall be deemed accepted. The Provider will inform users of this legal consequence.
12.4 In case of objection, either party may terminate the contractual relationship with reasonable notice.
13. Termination
13.1 Either party may terminate ongoing contractual relationships in accordance with statutory provisions or individual agreements.
13.2 The Provider may terminate or suspend access for cause, including misuse or breach of these Terms.
14. Severability
14.1 Should any provision of these Terms be or become invalid, the validity of the remaining provisions shall not be affected.
14.2 The invalid provision shall be replaced by a valid provision that most closely reflects the economic intent of the original clause.