Terms and Conditions Nivando – IT That Works a business division of Casino King GmbH Scheidertalstr. 9 65326 Aarbergen Germany Last updated: April 17, 2026 1. Scope and Application 1.1 These General Terms and Conditions (“Terms”) apply to all business relationships between Nivando — IT That Works, a business division of Casino King GmbH (hereinafter “Nivando”), and its clients (hereinafter “Client”).

1.2 These Terms apply exclusively to businesses, legal entities under public law, or special funds under public law within the meaning of § 310(1) BGB. Nivando does not contract with consumers.

1.3 These Terms shall apply exclusively. Any deviating, conflicting, or supplementary general terms and conditions of the Client shall not become part of the contract unless Nivando has explicitly agreed to their application in writing.

1.4 These Terms also apply to all future business relationships with the Client, even if not expressly agreed again.

2. Services 2.1 Nivando provides managed IT services, IT infrastructure solutions, on-site and field services, and IT strategy and advisory services as described in the respective service agreement or statement of work (hereinafter “Service Agreement”).

2.2 The specific scope, duration, and conditions of services shall be defined in the individual Service Agreement concluded between the parties.

2.3 Nivando reserves the right to use qualified subcontractors for the provision of services. Nivando remains responsible for the proper performance of services in all cases.

2.4 Nivando shall perform its services with reasonable care and skill in accordance with applicable professional standards and the specific requirements agreed in the Service Agreement.

3. Conclusion of Contract 3.1 Offers submitted by Nivando are non-binding unless explicitly stated otherwise in writing.

3.2 A contract is concluded upon written acceptance of an offer by the Client or upon written confirmation by Nivando of an order placed by the Client.

3.3 Written form within the meaning of these Terms includes email correspondence.

4. Fees and Payment 4.1 The fees for Nivando’s services are as agreed in the respective Service Agreement. All fees are stated in Euros and are exclusive of applicable value-added tax (VAT).

4.2 Unless otherwise agreed, invoices are due and payable within 30 days of the invoice date without deduction.

4.3 In the event of late payment, Nivando reserves the right to charge interest on overdue amounts at the statutory rate. The right to claim further damages is reserved.

4.4 The Client may only offset claims against Nivando’s claims if the Client’s counterclaims are undisputed or have been established by a court of law.

4.5 Nivando reserves the right to adjust its fees annually in line with changes in costs. The Client will be notified of any price adjustments at least 30 days in advance.

5. Service Level Agreements (SLAs)

5.1 Response times, availability commitments, and other service levels shall be as defined in the respective Service Agreement.

5.2 SLA credits or remedies for failure to meet agreed service levels shall be as specified in the Service Agreement and shall constitute the Client’s sole remedy for such failures.

5.3 SLA obligations are subject to the Client fulfilling its cooperation obligations as set out in Section 7 of these Terms.

6. Intellectual Property 6.1 Unless expressly agreed otherwise in writing, all intellectual property rights in work products, deliverables, software, documentation, and other materials created by Nivando in the course of providing services shall remain the property of Nivando.

6.2 Upon full payment of all fees, Nivando grants the Client a non-exclusive, non-transferable license to use deliverables for the Client’s internal business purposes.

6.3 The Client retains ownership of all data, systems, and materials provided by the Client to Nivando for the purposes of service delivery.

7. Client Cooperation Obligations 7.1 The Client shall provide Nivando with all information, access, and cooperation reasonably required for the provision of services in a timely manner.

7.2 The Client shall designate a competent contact person who is authorized to make decisions on behalf of the Client in connection with the services.

7.3 The Client is responsible for ensuring that the Client’s IT environment meets any minimum requirements specified by Nivando for the provision of services.

7.4 Delays or failures in service delivery caused by the Client’s failure to fulfill its cooperation obligations shall not constitute a breach of contract by Nivando.

8. Confidentiality 8.1 Each party agrees to keep confidential all non-public information disclosed by the other party in connection with the services (hereinafter “Confidential Information”) and to use such information only for the purposes of fulfilling obligations under the Service Agreement.

8.2 This confidentiality obligation does not apply to information that is or becomes publicly available through no fault of the receiving party, was already known to the receiving party prior to disclosure, or is required to be disclosed by law or court order.

8.3 The confidentiality obligations shall survive the termination of the Service Agreement for a period of three (3) years.

9. Data Protection 9.1 Both parties agree to comply with applicable data protection laws, including the General Data Protection Regulation (GDPR).

9.2 Where Nivando processes personal data on behalf of the Client as a data processor, the parties shall enter into a separate data processing agreement (DPA) in accordance with Art. 28 GDPR.

9.3 The Client warrants that it has a valid legal basis for providing personal data to Nivando and that such provision complies with applicable data protection laws.

10. Liability 10.1 Nivando shall be liable without limitation for damages resulting from injury to life, body, or health caused by a negligent or intentional breach of duty by Nivando or its legal representatives or vicarious agents.

10.2 Nivando shall also be liable without limitation for damages caused by intentional or grossly negligent breaches of duty by Nivando or its legal representatives or vicarious agents.

10.3 For ordinary negligence, Nivando shall only be liable for breaches of material contractual obligations (cardinal obligations), i.e., obligations whose fulfillment is essential for the proper execution of the contract and on whose compliance the Client may regularly rely. In such cases, liability shall be limited to foreseeable damages typical for the contract.

10.4 Nivando’s total liability under or in connection with a Service Agreement shall not exceed the total fees paid by the Client to Nivando in the twelve (12) months preceding the event giving rise to the claim.

10.5 Nivando shall not be liable for indirect damages, loss of profit, loss of data, or other consequential damages, except in cases of intent or gross negligence.

10.6 The limitations of liability set out in this Section do not apply to liability under the German Product Liability Act (Produkthaftungsgesetz).

11. Force Majeure 11.1 Neither party shall be liable for any failure or delay in performance of its obligations under a Service Agreement to the extent such failure or delay is caused by circumstances beyond that party’s reasonable control, including but not limited to natural disasters, war, terrorism, government actions, pandemics, or failures of third-party infrastructure.

11.2 The affected party shall notify the other party promptly of the occurrence and expected duration of such circumstances and shall use reasonable efforts to minimize the impact thereof.

12. Term and Termination 12.1 The term of each Service Agreement shall be as specified therein.

12.2 Either party may terminate a Service Agreement for cause (außerordentliche Kündigung) immediately upon written notice if the other party materially breaches its obligations and fails to remedy such breach within 30 days of written notice specifying the breach.

12.3 Upon termination, the Client shall pay all fees for services rendered up to the date of termination. Nivando shall return or destroy all Client data and materials upon request.

12.4 Sections 6, 8, 9, 10, and 14 shall survive the termination of any Service Agreement.

13. Changes to Services and Terms 13.1 Nivando reserves the right to modify these Terms at any time. The Client will be notified of material changes at least 30 days in advance. Continued use of Nivando’s services after such notification constitutes acceptance of the modified Terms.

13.2 Changes to the scope or nature of services shall be agreed in writing between the parties through a change order or amended Service Agreement.

14. Governing Law and Jurisdiction 14.1 These Terms and any Service Agreement shall be governed by and construed in accordance with the laws of the Federal Republic of Germany, excluding the United Nations Convention on Contracts for the International Sale of Goods (CISG).

14.2 The exclusive place of jurisdiction for all disputes arising from or in connection with these Terms or any Service Agreement shall be Wiesbaden, Germany, provided that the Client is a merchant (Kaufmann), a legal entity under public law, or a special fund under public law.

14.3 Nivando reserves the right to also bring legal proceedings at the Client’s registered office.

15. Miscellaneous 15.1 These Terms, together with the applicable Service Agreement, constitute the entire agreement between the parties with respect to the subject matter hereof and supersede all prior agreements, representations, and understandings.

15.2 Should any provision of these Terms be or become invalid or unenforceable, the remaining provisions shall remain in full force and effect. The invalid provision shall be replaced by a valid provision that comes as close as possible to the economic intent of the invalid provision.

15.3 Amendments to and modifications of these Terms must be made in writing. This also applies to any waiver of this written form requirement.

15.4 The Client may not assign its rights or obligations under any Service Agreement without the prior written consent of Nivando. Nivando may assign its rights and obligations to affiliated companies or in the context of a merger, acquisition, or sale of assets.