Published on 5th October 2021; Valid from 5th October 2021.
General Contract Terms and Conditions for Ordering and Using the ‘Instalogin’
entered into by and between
A.InstaSolutions GmbH, Feringastrasse 6, D-85774 Munich, Germany, registered in the
commercial register of the Local Court of Munich under the registration number HRB
265369, with the VAT identification number: DE 345025504 (‘InstaSolutions’); and
§ 1.Scope and general information
1.1.Unless otherwise agreed in writing, the business relationship between InstaSolutions
and the Customer — in particular for the preparation of offers, the conclusion of sales
contracts and the use of the software product — is exclusively subject to the following
download area under https://instalogin.me, in the respective version valid at the time of
1.2.The Customer may only transfer the rights and obligations from this contract to a third
party with the prior written consent of InstaSolutions.
1.3.Any deviating general terms and conditions and/or other deviating regulations of the
Customer are not recognised unless InstaSolutions expressly agrees to their validity in
writing. This includes ancillary agreements or changes to the contract, which also
require the written consent of InstaSolutions to be effective.
1.4.In order to maintain the written form within the meaning of these General Terms of
Use, transmission in text form (Section 126b German Civil Code [Bürgerliches
Gesetzbuch, BGB]), including email, is sufficient.
§ 2.Contract offer and subject matter
2.1.InstaSolutions offers its software solution ‘Instalogin’ (‘Instalogin’) for passwordless
log-in in various license models, which can be found on the page https://instalogin.me.
Instalogin can be individually expanded with extension modules (‘Additional
Packages’) (Instalogin and Additional Packages are hereinafter jointly referred to as
‘Software’). The exact subject matter of the contract results from the present General
https://instalogin.me/en/products-2/ at the time of the conclusion of the contract.
Deviating or supplementary regulations must be made in writing. The Customer can
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view the status of their subscription at any time via their user account (‘User Account’).
2.2.The range of services offered by InstaSolutions is aimed at (i) natural or legal persons
or partnerships with legal capacity which, in accordance with Section 14 BGB, act in
the exercise of their commercial or independent professional activity (‘Entrepreneurs’),
as well as, (ii) as far as the Software is offered for use for private purposes, natural
persons, if and to the extent that the purpose of the ordered deliveries and services can
not be predominantly attributed to their commercial or independent professional
activity (‘Consumers’, Entrepreneurs and Consumers together referred to as
2.3.Unless otherwise expressly agreed in writing, InstaSolutions may use the services of
suitable third parties to fulfil its contractual obligations (‘Vicarious Agents’). In this
case, the statutory liability regulations applicable to Vicarious Agents apply.
2.4.InstaSolutions can, at its own discretion, offer free memberships, subscriptions, test
versions in the form of trial subscriptions or other offers (‘Test Offers’). The possibility
of access and use (together ‘Use’) of the Test Offers by the Customer are subject to
use for any reason at its sole discretion, without prior notice and without any liability to
the Customer, to the extent permitted under applicable law, at any time, i.e. before or
during the free trial period. After the free trial period has expired, the Customer can
only continue to use the Software by registering for a license model as defined in § 2.1.
No warranties, express or implied, apply to the Software during the free trial period.
The Software is provided ‘as seen’ with all possible defects and the provision of
technical or other support services remains at the discretion of InstaSolutions.]
§ 3.Conclusion of the contract
3.1.A contract for the use of Instalogin can either arise online by completing the order
process (cf. § 8) or on the basis of an individual written offer.
3.2.In the case of a written offer from InstaSolutions to the Customer, this is deemed to
have been accepted if the Customer countersigns this offer by hand without making any
changes (possibly through an authorised representative). To maintain the required
written form, reference is made to clause 1.4. Unless otherwise stated, the respective
offer is only valid for two calendar weeks after receipt of the offer. Alternatively, the
contract is concluded if the Customer does not object in writing to an order
confirmation from InstaSolutions within two calendar weeks. InstaSolutions will
expressly point out the significance of a lack of objection in the order confirmation.
3.3.In the case of conclusion of a contract, InstaSolutions will provide the Customer with
the Software without undue delay for download.
3.4.The Customer can access installation and usage instructions at any time via
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§ 4.Description of services, availability and technical requirements
4.1.InstaSolutions grants the Customer the use of Instalogin in the current version (cf. § 5)
and in the range of functions relevant for the selected license model. Unless otherwise
expressly stated in the offer, InstaSolutions does not owe any success beyond the
possibility of use.
4.2.InstaSolutions is only responsible for the availability of the Software insofar as any
inaccessibility is due to the infrastructure operated by it or on its behalf, such as web or
4.3.Trouble-free use of the Software depends on the hardware and software that the
Customer uses on mobile end devices, routers, data communication media, etc.,
complying with the minimum technical requirements for use of the Software version
currently on offer. The Customer can find these minimum requirements in the current
descriptions of the system requirements https://instalogin.me/de/download/.
§ 5.Rights of use and Software integration
5.1.The Software made available to the Customer for contractual use is subject to legal —
in particular copyright — protection. InstaSolutions is exclusively entitled to distribute
5.2.With the conclusion of the contract and subject to the payment of the agreed usage fees
(§ 11), InstaSolutions grants the Customer a non-exclusive, non-transferable,
non-sublicensable right of use which is limited to the respective contractual term that is
the subject of the offer, to run or install Software with the individually agreed number
of end user accounts and admin accounts as well as on a contractually specified number
of devices1 in order to use the Software functionalities to the extent covered by the
5.3.The Customer is prohibited from using the Software in any form beyond what is
permitted under this contract, from having it used by third parties or from making it
accessible to third parties. In particular, the Customer is not permitted to reproduce,
edit, make publicly available or sell the Software or parts thereof.
5.4.The Customer is prohibited from changing, adapting, decompiling, decoding, reverse
engineering or attempting to reconstruct or determine the source code or underlying
ideas, algorithms, file formats and programming, or otherwise restore the Software to a
human-readable form. Any rights of the Customer under Section 69d(2) and (3) and
Section 69e German Law on Copyright and Related Rights [Gesetz über Urheberrecht
und verwandte Schutzrechte, UrhG] remain unaffected.
5.5.The Customer may not circumvent technical measures to protect the Software or allow
or make available a procedure to be used to circumvent such.
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5.6.Should a free license model be used, the Customer is responsible for keeping their
account active. This means that they must log in regularly to avoid interruptions or loss
of the ability to use the Software and the termination of their account. Should the
Customer fail to log into their account regularly, InstaSolutions reserves the right to
close the account after contacting the Customer in advance. InstaSolutions will try to
inform the Customer before the account is closed due to inactivity. Should
InstaSolutions not receive a response within four weeks or if the account concerned is
not accessed within this period, the account may be closed. This clause 5.6 (inactivity
of the account) does not apply to accounts that are used on the basis of a paid license
§ 6.Additional Packages
6.1.Subject to the following provisions of this Section 6, the provisions listed in these
6.2.The Customer can expand the functionality and scope of use made available to them
within the scope of their selected license model with individual Additional Packages.
The selection of Additional Packages is optional. There is no obligation to purchase
6.3.The term of the Additional Packages is always linked to the term of the Software.
Termination conditions apply accordingly.
§ 7. License check
This § 7 applies exclusively to Entrepreneurs
7.1.InstaSolutions reserves the right — in accordance with data protection regulations — to
analyse user behaviour of companies to improve product safety and performance, for
advertising purposes and for license checks2.
7.2.Upon InstaSolutions’ request, the Entrepreneur undertakes to allow the examination of
whether the use of the services by the Entrepreneur is in accordance with the rights
granted to them under § 5, provided that InstaSolutions has a legitimate interest. Such a
legitimate interest exists if there is reasonable suspicion that the Entrepreneur has
exceeded the contractually granted right of use. InstaSolutions must notify the
Entrepreneur in writing prior to the inspection. The date of the inspection and the type
of implementation must also be agreed between the parties in advance. The
Entrepreneur undertakes to support InstaSolutions during the inspection to a reasonable
extent, and to grant sufficient access to information relevant to the inspection.
7.3.The Entrepreneur agrees that InstaSolutions is not responsible for any costs incurred by
the Entrepreneur as a result of their assistance during the inspection. InstaSolutions
assures Entrepreneurs that they will keep confidential information obtained as part of
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the license check as well as the Entrepreneur’s company and business secrets and that it
will comply with the applicable data protection rules.
7.4.The Entrepreneur undertakes to pay any usage fees not paid in due time within 30 days
of receipt of a written request. Should payment not be made within this period for
subsequent payment, InstaSolutions is entitled to extraordinary termination of the
§ 8.Conclusion of a contract in the webshop
8.1.Customers can place orders in the webshop with or without registration. Further
information is available in the webshop or from Customer Service. When placing an
order in the webshop, the Customer must ensure that the data they have provided is
correct. If the Customer has a user account, they must ensure that the access data is
only used by persons who are authorised to place binding orders for the Customer.
8.2.The Customer can choose available Software products according to a license model
and Additional Packages and use the ‘Subscribe’ button to place them in or remove
them from a virtual shopping basket. The Customer only makes a binding offer to
purchase the Software products and Additional Packages in the shopping basket when
the order is sent using the “subscribe” button. Before submitting the order, the
Customer will ensure that their order is correct. They can view and change the data
before submitting the order and, if necessary, cancel the order.
8.3.When an order is placed by the Customer, InstaSolutions sends the Customer an
automatic confirmation of receipt by email, in which the Customer’s order is listed
again and which the Customer can print out using the ‘Print’ function. The automatic
confirmation of receipt simply documents that the Customer’s order has been received
by InstaSolutions and does not constitute a conclusion of a contract. The contract is
only concluded when InstaSolutions submits a declaration of acceptance, which is sent
in a separate email (order confirmation). In this email or in a separate email, but upon
delivery of the goods at the latest, the contract text (consisting of order, terms and
conditions and order confirmation) will be sent to the Customer by InstaSolutions via a
permanent data carrier (email or paper printout) (contract confirmation).
8.4.The conclusion of the contract takes place in English.
§ 9.Intellectual property, trademarks, and advertising
9.1.InstaSolutions and the licensors of InstaSolutions remain the sole owners of all rights,
property rights and claims in connection with the Software. Unless agreed in these
patents, copyrights, trade secrets, trademarks or other rights in relation to the Software.
InstaSolutions reserves all rights not granted or not transferred pursuant to the
9.2.The use of the brands ‘instalogin’ and ‘InstaSolutions’ by the Customer can only be
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permitted with the prior written consent of InstaSolutions.
9.3.If the Customer is an Entrepreneur, InstaSolutions is entitled to use the name and logo
of the Entrepreneur in its advertising materials and on its website as a reference should
the Entrepreneur give its consent. The Entrepreneur can revoke such consent at any
time (e.g. by email).
§ 10.Data protection
10.1.InstaSolutions processes the Customer’s personal data pursuant to Regulation (EU)
2016/679 (General Data Protection Regulation, ‘GDPR’) as well as pursuant to the
German Federal Data Protection Act (Bundesdatenschutzgesetz, ‘BDSG’).
10.2.Information and instructions regarding the processing of personal data by
InstaSolutions can be found in the InstaSolutions data protection declaration at
§ 11.Usage fees and payments
11.1.Unless otherwise agreed, the usage fees incurred by the Customer are based on
InstaSolutions’ Price List valid at the time the contract is concluded, which can be
viewed and accessed at https://instalogin.me/en/shop/. The exact amount of the usage
fees to be paid depends on the Software product and license model selected, plus the
usage fees for the optionally selectable Additional Packages.
11.2.Unless otherwise stipulated by law, the invoices are made available to the Customer
exclusively in digital form (e.g. as PDF files by email to the invoice email address
provided by the Customer or to be accessed by the Customer via their customer
11.3.Objections to the invoicing of the services provided by InstaSolutions must be raised
by the Customer in writing within a period of four weeks of receipt of the invoice at the
address specified on the invoice. After the aforementioned period has expired, the
invoice is deemed to have been approved by the Customer. When forwarding the
invoice, InstaSolutions will specifically point out the importance of the Customer’s
behaviour. It is the Customer’s responsibility to provide InstaSolutions with complete
and correct invoicing and contact information and to notify InstaSolutions of any
changes to that information.
11.4.The Customer shall bear the costs, in accordance with the list prices, incurred by the
users set up by it and thus authorised. The same applies in the event of unauthorised
use by other third parties if and to the extent that the Customer is responsible for such
11.5.Depending on the selected license model, the fee is due either annually or monthly.
11.6.Invoicing of the user fees to be paid for the use of InstaSolutions’ services takes place
in each case according to the payment method stated in the order. Unless otherwise
stated, invoices are due within ten days without deduction.
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11.7.All prices stated on the InstaSolutions website include the applicable statutory sales
11.8.Should a payment date not have been agreed, the occurrence of the default shall be
governed by the statutory provisions.
11.9.The payment obligation is based on the selected Software products, license models and
Additional Packages and is independent of the actual use of such.
12.1.In the event of default in payment of at least two consecutive invoices, InstaSolutions
is entitled to put the services out of operation at the expense of the Customer.
12.2.Should the Customer be in default of payment for a period exceeding two months in an
amount equal to the monthly basic price for two months, InstaSolutions may terminate
the contractual relationship without notice and without cause. In the case of
Entrepreneurs, this applies subject to the provision in Section 7.4.
12.3.InstaSolutions reserves the right to assert further claims due to default in payment.
§ 13.Right of rescission
This § 13 applies exclusively to Consumers
If the Customer is a Consumer within the meaning of Section 13 BGB, the following right of
withdrawal applies to chargeable services (also available at https://instalogin.me):
Right of rescission
You have the right to rescind this contract within fourteen days without giving any reason.
The rescission period is fourteen days from the day the contract is concluded.
In order to exercise your right of rescission, you must send a clear declaration (e.g. a letter
sent by post, fax (+49 89 200021529) or email (email@example.com)) to us
(InstaSolutions GmbH, Feringastrasse 6, 85774 Munich, Germany,
firstname.lastname@example.org) stating your decision to rescind from this contract. You can
use the attached Sample Rescission Form for this purpose, but this is not mandatory.
In order to meet the rescission deadline, it is sufficient for you to send your notification of
exercising your right of rescission before the rescission period has expired.
Consequences of rescission
If you rescind from this contract, we shall repay all payments that we have received from
you, including delivery costs (with the exception of the additional costs that result from you
choosing a different type of delivery than the cheapest standard delivery offered by us),
without undue delay and at the latest within fourteen days from the day on which we received
notification of your rescission of this contract. For this repayment, we will use the same
means of payment that you used for the original transaction, unless something else has been
expressly agreed with you. In no case will you be charged any fees for this repayment.
If you have requested that the services should begin during the rescission period, you have to
pay us a reasonable amount, which corresponds to the portion of the services already
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provided up to the point in time at which you informed us of the exercise of the right of
rescission with regard to this contract, compared to the total scope of the services provided in
Sample Rescission Form
To InstaSolutions GmbH, Feringastrasse 6, 85774 Munich, Germany,
I/we (*) hereby rescind the contract concluded by me/us (*) for the purchase of the following
goods (*) / the provision of the following service (*):
– ordered on (*) / received on (*);
– name of the Consumer(s);
– address of the Consumer(s);
– signature of the Consumer(s) (only if this is communicated on paper);
14.1.If the Customer is a Consumer, the statutory warranty rules apply without restriction.
For Consumer contracts which are concluded after 31 December 2021, the provisions
of the ‘German Act to Implement the Directive on Certain Contractual Aspects of the
Provision of Digital Content and Digital Services’ (Gesetz zur Umsetzung der Richtlinie
über bestimmte vertragsrechtliche Aspekte der Bereitstellung digitaler Inhalte und
digitaler Dienstleistungen, ‘Digital Content Act’) apply. For Consumer contracts that
are concluded on or before 31 December 2021 and provide for the service obligations
of InstaSolutions from 1 January 2022, the provisions of the Digital Content Act apply
from 1 January 2022 with the exception of Section 327r BGB.
14.2.InstaSolutions warrants that the Software is free from material and legal defects. The
warranty for material defects does not apply to defects that are based on the fact that
the Software is used in a hardware and software environment that does not meet the
requirements specified in clause 4.3 or for changes and modifications which the
Customer has carried out on the Software without being entitled to do so by virtue of
the law, this contract or on the basis of the prior written consent of InstaSolutions.
14.3.Entrepreneurs must check the Software for obvious defects without undue delay upon
receipt and, if any are found, notify InstaSolutions immediately. If this is not carried
out, a warranty for such defects is excluded. The same applies if such a defect appears
later. Section 377 German Commercial Code (Handelsgesetzbuch, HGB) applies.
14.4.In the case of Entrepreneurs, InstaSolutions is initially entitled to supplementary
performance in the event of a material defect, i.e. to remedy the defect (‘rework’) or to
deliver a replacement at its own discretion. As part of the replacement delivery, the
Entrepreneur will, if necessary, download a new version of the Software, unless this
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leads to unreasonable impairments. In the event of legal defects, InstaSolutions will, at
its own discretion, provide the Entrepreneur with a legally flawless option to use the
Software or modify it in such a way that no third party rights are violated.
14.5.InstaSolutions also fulfils its obligation to make improvements by providing an update
and/or offering the Entrepreneur support according to § 18 (e.g. to solve installation
14.6.The right of the Entrepreneur to reduce the purchase price or to withdraw from the
contract in the event that the repair or replacement delivery fails twice, remains
unaffected. A right of rescission does not exist in the case of insignificant defects.
14.7.The provisions of the Digital Content Act apply to contracts with Entrepreneurs
concluded after 31 December 2021. In particular, Section 327u BGB is applicable to
such contracts with regard to any recourse claims of the Entrepreneur against
InstaSolutions as a ‘sales partner’ within the meaning of Section 327u (1) sentence 1
14.8.With the exception of claims for damages, warranty claims due to material defects
become statute-barred in two years or in one year should a Consumer not be involved
in the transaction. In the case of sales by means of downloads from the Internet, the
statute of limitations begins after notification and activation of the access data for the
download area. § 15 applies to claims for damages and claims for reimbursement of
15.1.InstaSolutions has unlimited liability:
in the event of intent or gross negligence;
for injury to life, limb or health; as well as
according to the provisions of the German Product Liability Act
15.2.In the event of a slightly negligent breach of an obligation that is essential for
achieving the purpose of the contract (cardinal obligation), InstaSolutions’ liability is
limited to the amount of damage that is foreseeable and typical for the type of business
15.3.InstaSolutions has no further liability.
15.4.In the case of contracts with Consumers that (i) are concluded after 31 December 2021
or (ii) are concluded before 31 December 2021 and provide for service obligations by
InstaSolutions from 1 January 2022 onwards, InstaSolutions is liable for damage
pursuant to Section 327m BGB.
§ 16.Changes to the Software
16.1.Changes to the Software that are necessary to maintain its conformity with the contract
are permitted at any time.
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16.2.InstaSolutions is expressly entitled to make changes to the Software providing the
following conditions are met:
a valid technical and/or economic reason (e.g. to increase technically necessary
protective measures) exists;
no additional costs are to be borne by the Consumer; and
the Consumer is informed of the change in a clear and understandable way.
16.3.If the change affects the ability to access the Software or the usability of the Software,
InstaSolutions shall inform the Customer of such in writing within a reasonable period
of time. In this case, the Customer has the right to terminate the contract with a notice
period of 30 days. This special right of termination is excluded if it is possible to
continue to use or access the unchanged Software.
§ 17.Changes to terms and conditions, service descriptions and prices
Customer shall be informed of such at least four weeks before the intended application. If the
Customer rejects the intended changes, the contractual relationship shall be continued under
the previous conditions. In the event that the continuation is only possible for InstaSolutions
with disproportionately high effort or disproportionately high costs, InstaSolutions has a
special right of termination with a notice period of three months from the time the changes
take effect. The same applies in the event that security-related changes to the services or
mandatory statutory provisions prevent the contractual relationship from being continued
under the previous conditions. Any advance payments will be reimbursed proportionally. If
the Customer does not give written notice of termination within four weeks of receipt of such
notification of change, the changes shall become part of the contract upon coming into effect.
InstaSolutions shall expressly inform the Customer of this consequence in the change
§ 18.Updates, support, and maintenance
18.1.InstaSolutions offers the Customer support and maintenance.
18.2.The Customer has the option Monday to Friday to contact a service desk available from
9:00 a.m. to 7:00 p.m. InstaSolutions will make every effort to provide feedback within
two business days.
18.3.The expansion of the scope of functionality through updates may be reserved for
certain license models (offer variants).
18.4.The Customer undertakes to always have a supported version of the Software in use
and to plan updates and upgrades accordingly. InstaSolutions reserves the right to
deactivate Software versions that are no longer current after an update at any time and
to discontinue their support. The deactivation is to be communicated at least four weeks
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18.5.To ensure the availability of all services provided, regular maintenance work,
function-preserving updates and security updates are necessary. InstaSolutions can
interrupt the provision of services for a defined period in order to carry out
maintenance work. InstaSolutions shall announce the maintenance work to the
Customer on https://instalogin.me. To the extent possible, InstaSolutions shall take into
account the interests of the Customer when scheduling maintenance times. These
regular maintenance times do not count as impairment of availability in the
§ 19.Contract term and termination
19.1.Unless otherwise expressly agreed, the following provisions apply with regard to
contract periods and notice periods.
19.2.The notice period is based on the contract period, whereby the Customer can choose
between two variants of the contract period during the ordering process:
19.2.1.Monthly termination: The agreement is concluded for an indefinite period.
Either party can terminate the agreement at any time with effect from the end
of the month of the current invoice period.
19.2.2.Annual subscription (Consumer): The agreement is concluded for one year
and is automatically extended for an indefinite period after this period, unless
InstaSolutions and the Consumer expressly agree to an extension for a further
year. The Consumer can cancel their annual subscription up to one month
before the end of the term. If the annual subscription is extended indefinitely,
19.2.3.Annual subscription (Entrepreneur): The agreement is concluded for one year
and is automatically extended by the length of the initial term, unless the
subscription is cancelled by the Entrepreneur pursuant to this clause 19.4. The
Customer can cancel their subscription at any time before the subscription
19.3.In the event of termination, Customers can continue to use the Software for the
remainder of the month or subscription period. In the event of termination, the
Customer is not entitled to reimbursement of usage fees already paid for the remaining
term of the subscription.
19.4.The right to terminate for good cause shall remain unaffected.
19.5.Termination can be made in writing or via the user account.
§ 20.Place of jurisdiction, applicable law
20.1.The entire business relationship between InstaSolutions and the Customer is
exclusively subject to the law of the Federal Republic of Germany. The applicability of
the UN sales law is expressly excluded.
20.2.The place of performance and exclusive place of jurisdiction for all disputes arising
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from this contract is the registered office of InstaSolutions in Munich, provided that the
Customer is an Entrepreneur or legal entity under public law or does not have a general
place of jurisdiction in the territory of the Federal Republic of Germany. InstaSolutions
reserves the right to take legal action against the Entrepreneur at any other legally
stipulated place of jurisdiction.
20.3.The statutory provisions restricting the choice of law and the applicability of
mandatory provisions — in particular regarding the state in which the Customer as a
Consumer has their habitual residence — remain unaffected.
§ 21.Consumer dispute resolution
The European Online Dispute Resolution Platform can be found here:
We are not willing and obliged to participate in dispute resolution proceedings before a
consumer arbitration board.
as a whole — the effectiveness and enforceability of all remaining provisions herein shall
remain unaffected. The void, ineffective or unenforceable provision shall — if permissible by
law — be deemed replaced by such valid and enforceable provision coming as close as
possible to the economic purpose pursued by the void or unenforceable provision in terms of
object, measurement, time, place and scope.
85774 Munich, Germany