General Terms and Conditions

1.1 These GTC apply to all business relationships between interactive digital media GmbH, Moislinger Allee 9D, 23558 Lübeck, Germany, registered at Amtsgericht Lübeck under HRB 9738 ("IDM"), and its customers.

1.2 IDM provides services exclusively to businesses (entrepreneurs) within the meaning of § 14 BGB (German Civil Code). Consumers within the meaning of § 13 BGB are not the target audience of IDM's services.

1.3 The authoritative language for contract conclusion and interpretation of these GTC is German. English translations are for informational purposes only.

1.4 IDM reserves the right to amend these GTC at any time. Amendments will be communicated to the customer in text form at least 30 days before they take effect. If the customer does not object within 14 days of receiving the amendment notice, the amended GTC are deemed accepted. IDM will specifically draw attention to this consequence in the amendment notice.

2.1 IDM's offers are non-binding unless expressly designated as binding.

2.2 The contract is concluded by IDM's written order confirmation or by actual service delivery (in particular activation of API access).

2.3 For self-service portals (e.g. smscarrier.eu, comunified.com), the contract is concluded upon completion of the registration process and account activation.

2.4 Individual agreements between IDM and the customer take precedence over these GTC. Such agreements require written form and must be signed by a representative of IDM.

2.5 The customer is obliged to provide complete and accurate information about itself and its company. In the event of material changes (in particular changes to corporate structure, registered office or beneficial owner), the customer must inform IDM without delay.

3.1 SMS Gateway and A2P Messaging
IDM provides Application-to-Person (A2P) SMS gateway services enabling the sending and receiving of text messages via direct carrier connections. Services include: SMPP and REST API access, delivery reports, alphanumeric sender IDs, number porting and international route optimisation.

3.2 Voice API and Voice Solutions
IDM provides Voice API services including outbound and inbound call functionality, text-to-speech (TTS), IVR systems, click-to-call and SIP trunking. Services also include AI-powered voice agents (Talking Table, Talking Office, Talking Stay) where separately agreed.

3.3 SMS Firewall
IDM offers real-time firewall solutions for network operators to detect and block gray routes, AIT fraud (Artificially Inflated Traffic), SIM box fraud and other illegitimate A2P traffic. Firewall services are provided on the basis of individual agreements.

3.4 CPaaS Infrastructure and Hubbing
IDM provides CPaaS (Communications Platform as a Service) infrastructure enabling the building and operation of proprietary messaging platforms. The hubbing service includes interconnects to international carriers and aggregators.

3.5 Additional Services
Additional services (e.g. number lookup, MNP queries, HLR lookups, analytics dashboards) are specified in the individual contract.

3.6 IDM is entitled to have partial services performed by qualified subcontractors. IDM remains responsible to the customer for the delivery of contractual services.

4.1 Use of IDM services requires successful registration and activation by IDM. IDM reserves the right to decline registrations without stating reasons.

4.2 IDM is entitled to collect information on the customer's identity, intended use cases and end recipients (message content review) as part of onboarding. The customer is obliged to provide complete and truthful information.

4.3 For certain services (in particular international SMS routes, voice services in regulated markets), IDM may require specific documentation (e.g. company registration, sender ID registration with local authorities).

4.4 API credentials (API keys, passwords) must be kept confidential and must not be shared with third parties. The customer is fully responsible for all activities conducted via their account.

4.5 In cases of suspected unauthorised use, IDM must be notified immediately. IDM may temporarily suspend access in such cases.

5.1 Compliance
The customer is obliged to use IDM services exclusively in compliance with all applicable laws and regulations, including:

• German Telecommunications Act (TKG) and TTDSG
• GDPR and applicable national data protection law
• UWG (Act Against Unfair Competition) — particularly §§ 6, 7 (spam prohibition)
• GSMA guidelines for A2P messaging
• National regulatory requirements in the countries of end recipients
• Carrier-specific terms applicable to specific routes

5.2 Prohibited Content and Use
The customer is expressly prohibited from using IDM services for:

• Sending unsolicited messages (spam) without prior explicit consent of recipients
• Phishing, smishing, vishing or other fraudulent communications
• Distribution of malware or malicious code
• Content that violates applicable law (including pornographic, violent, discriminatory or incitement-to-hatred content)
• Sender ID spoofing or caller ID falsification
• Circumventing carrier filters or firewall systems
• Artificially Inflated Traffic (AIT), SMS pumping or similar fraud schemes
• Operation of SIM boxes or grey route systems
• Activities that violate GSMA guidelines

5.3 Opt-In Evidence
When sending marketing messages, the customer must be able to provide verifiable opt-in evidence (timestamp, channel, consent wording) to IDM upon request. IDM may require such evidence as part of compliance audits.

5.4 Notification Obligation
The customer must inform IDM immediately if they become aware of misuse of their credentials or compliance violations by third parties communicating through their platform.

5.5 Traffic Volume
For significant increases in message volume (more than 200% of the agreed or previous average), the customer must notify IDM in advance to ensure optimal route capacity.

6.1 The prices agreed at the time of contract conclusion or IDM's current price list apply. All prices are in euros plus statutory VAT, unless otherwise stated.

6.2 Billing is monthly in arrears based on actual services consumed (pay-per-use) or in accordance with the agreed package/volume model.

6.3 Invoices are payable within 14 days of the invoice date without deduction, unless otherwise agreed.

6.4 In the event of late payment, IDM is entitled to charge default interest at 9 percentage points above the applicable base rate (§ 288 BGB). IDM reserves the right to suspend access in the event of late payment exceeding 14 days.

6.5 For prepaid accounts (credit-based usage): IDM provides services only while credit is available. Automatic service interruption upon credit depletion is not within IDM's responsibility.

6.6 IDM is entitled to adjust prices with 30 days' prior notice. The customer may terminate the contract in this case without notice effective from the date the price change takes effect.

6.7 Objections to invoices must be raised in writing within 30 days of the invoice date. Thereafter, the invoice is deemed accepted.

7.1 The contract is concluded for an indefinite period unless a fixed contract term is agreed.

7.2 For open-ended contracts, the notice period for ordinary termination by either party is 30 days to the end of the month, unless otherwise agreed.

7.3 Fixed-term contracts (e.g. 12 months) automatically renew for successive 12-month periods unless terminated with 90 days' notice before the end of the contract term.

7.4 The right to extraordinary termination for good cause remains unaffected. Good cause exists in particular if:

• the customer repeatedly or materially breaches these GTC, in particular § 5
• the customer becomes insolvent or insolvency proceedings are filed in respect of their assets
• the customer provided false information during registration
• the customer's use endangers IDM's reputation with carriers or regulatory authorities

7.5 Terminations require text form (email is sufficient).

7.6 Upon termination, IDM is entitled to remuneration for all services rendered up to the date of termination.

8.1 Platform Availability
IDM guarantees platform availability of 99.99% on an annual average (for core infrastructure). Availability is calculated as: (Total minutes − unplanned downtime minutes) / Total minutes × 100.

8.2 Planned Maintenance
Planned maintenance is announced at least 48 hours in advance by email or via the customer portal. Maintenance windows are scheduled, where possible, during off-peak hours (Mon–Fri, 00:00–06:00 CET) and do not count as downtime for SLA purposes.

8.3 Unplanned Outages
For unplanned outages affecting the core platform, IDM targets the following recovery times (RTO):

• Critical (complete service outage): max. 2 hours
• High (significant impairment): max. 4 hours
• Medium (partial outage): max. 8 hours

8.4 Carrier-Dependent Availability
IDM does not provide SLA guarantees for routing availability dependent on third-party carriers. IDM will however activate alternative routes in the event of third-party carrier failures where available.

8.5 SLA Credits
Where agreed availability is not met, the customer is entitled to request credits according to the following schedule:

Availability	Credit (% of monthly fee)
99.90% – 99.98%	5%
99.00% – 99.89%	10%
95.00% – 98.99%	20%
Below 95.00%	30%

Credits must be requested in writing within 30 days of the incident and constitute IDM's exclusive liability for availability shortfalls.

13.1 IDM is liable without limitation for intent and gross negligence and for culpable injury to life, body or health.

13.2 For slight negligence, IDM is only liable in the event of a breach of material contractual obligations (cardinal obligations). In this case, liability is limited to the foreseeable damage typically occurring, not exceeding three times the monthly fee paid in the relevant calendar month.

13.3 IDM is not liable for:

• Indirect damages, consequential damages, loss of profit or data loss not attributable to intent or gross negligence
• Outages or quality degradation caused by third-party carriers, network operators or force majeure
• Damages arising from incorrect or incomplete information provided by the customer
• Damages resulting from the customer's negligent handling of access credentials
• Damages from service changes IDM is entitled to make under these GTC
• Regulatory interventions or changes by authorities or legislators

13.4 The customer indemnifies IDM against all third-party claims based on unlawful or contractually non-compliant use of IDM services by the customer or with the customer's knowledge. The customer shall reimburse IDM for all damages and expenses incurred in this context, including reasonable legal fees.

13.5 The foregoing liability limitations also apply in favour of IDM's employees, agents and vicarious agents.

17.1 Governing Law
German law applies, excluding the UN Convention on Contracts for the International Sale of Goods (CISG) and private international law.

17.2 Jurisdiction
The place of jurisdiction for all disputes arising from or in connection with this contract is Lübeck, provided the customer is a merchant, a legal entity under public law or a special fund under public law. IDM is however entitled to sue the customer at their general place of jurisdiction.

17.3 Severability
Should any provision of these GTC be or become invalid or unenforceable, the remaining provisions shall remain in force. The invalid or unenforceable provision shall be replaced by a valid provision that most closely reflects the economic purpose of the invalid provision.

17.4 Assignment
The customer is not entitled to transfer rights and obligations under this contract to third parties without IDM's prior written consent. IDM is entitled to transfer rights and obligations under this contract to affiliated companies.

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interactive digital media GmbH
Moislinger Allee 9D · 23558 Lübeck, Germany
Phone: +49 451 317021-0 · Email: info@i-digital-m.com
Amtsgericht Lübeck · HRB 9738 · VAT: DE243955087