Terms and conditions

Preamble

The company Passcreator GmbH, Walter-Gropius-Str. 15, 80807 Munich (hereinafter referred to as "Passcreator") operates an online wallet configurator on the Internet under the URL www.passcreator.com, which customers can use to configure wallet passes (digital tickets, coupons, vouchers, customer cards) for smartphones and then make them available to their (end) customers. The customer is enabled to use the software stored and running on the servers of Passcreator or a service provider commissioned by Passcreator via an Internet connection during the term of this contract for his own purposes and to store and process his data with the help of the software.

1. Scope / General

1.1. The use of the online portal offered by Passcreator at www.passcreator.com to the customer is subject exclusively to these General Terms and Conditions ("GTC") in the version valid at the time of registration. The GTCs can be read online at any time.

1.2. Individual contractual agreements take precedence over these GTC. General terms and conditions of the customer shall not apply in this context, regardless of whether Passcreator expressly objects to them.

1.3. The GTC shall also apply to contracts concluded with customers from countries other than Germany.

1.4. The offer of Passcreator under www.passcreator.com is directed exclusively at businesses. Businesses within the meaning of these terms and conditions are natural or legal entities or partnerships with legal capacity who, when concluding the legal transaction, act in the exercise of their commercial or self-employed professional activity. In the following they are referred to as "customers".

1.5. In order to be able to use the offering of Passcreator under www.passcreator.com to the full extent, the possession of a so-called Apple developer account (https://developer.apple.com/) is a prerequisite. This is required to create the corresponding certificate and Pass-Type-ID.

2. Registration / Contract conclusion

2.1. To use the online portal at www.passcreator.com for the creation of so-called Wallet passes, the conclusion of a usage contract between the customer and Passcreator is a prerequisite. The necessary registration as a customer is done by submitting the online application form at www.passcreator.com.

2.2. Registration may only be made by businesses within the meaning of section 1.4 of this document and only in their own name. There is no right to register.

2.3. The customer can register for either a free or a paid version of the online portal at www.passcreator.com

2.4. The data requested during registration must be complete and correct. The customer is solely responsible for the completeness and correctness of this information. Input errors during the login process can be corrected at any time by clicking on the "Back" button marked with an arrow pointing to the left in the browser and then making the corresponding change. You can cancel the entire sign up process at any time by closing the Internet browser.

2.5. By submitting the sign up form, the customer makes a binding offer to conclude a contract regarding the use of the online portal at www.passcreator.com for the stated number of users (licenses). This is done by clicking the button "Register now" when registering for the free version and by clicking the button "Complete registration with costs" for the paid versions. The customer will then receive a confirmation e-mail from Passcreator, in which he will also be asked to verify his registration by clicking on a link. Only after this verification the contract of use between the customer and Passcreator comes into effect and the customer can use the available offering of the Internet portal of www.passcreator.com.

2.6. If and to the extent that the customer provides one or more users with personal data (e.g. personalized e-mail addresses) during registration in order to obtain the desired number of licenses, he expressly agrees to conclude the data processing agreement in addition to these GTC in accordance with Art. 28 para. 3 of the European General Data Protection Regulation (GDPR) of Passcreator. This is already available upon registration and then also in the customer area under "Data processing agreement" and becomes part of the contractual relationship between the parties through acceptance by the customer or user.

2.7. "User" means any natural person who is entitled to use the Software in accordance with these GTC. Only persons who are in an employment, work or training relationship with the customer at the time the contract is concluded may be entitled. Direct or indirect use by other persons is not permitted. The customer assures to have obligated every user to comply with these terms and conditions and releases Passcreator from all claims in this respect.

2.8. Switching Between Versions / Adding Additional Options

After successful registration, the customer can change the ordered version to another version and/or order further chargeable services under "Additional options" via the menu item "Account settings" and there under "Change pricing plan". By confirming the button "Order with costs" the customer then submits a binding offer to conclude a modified/extended usage contract. The customer will then receive a confirmation e-mail from Passcreator, in which he will also be asked to verify his registration by clicking on a link. Only after this verification the modified/extended usage contract between the customer and Passcreator comes into effect and the customer can use the corresponding offers of the www.passcreator.com Internet portal.

2.9. The contract text is stored by Passcreator and sent to the customer together with these general terms and conditions together with the confirmation e-mail.

3. Scope of services

3.1. The customer can create a wallet pass according to his ideas and requirements on the portal at www.passcreator.com and then make it available to his customers for example as digital tickets, coupons, vouchers or customer cards for use on the smartphone.

3.2. The pricing plans differ in the maximum number of active registrations that can be used. The current prices can be viewed at https://app.passcreator.com/customer/register. For Apple Wallet and other apps that use the pkpass format, an active registration is a device that has registered with Passcreator’s servers for a pass and can receive push notifications. For Google Wallet, an active registration corresponds to the Google account in which a pass is stored. In parts of the existing user interface, the term “active passes” is still used; this term corresponds to the “active registrations” referred to in these GTC.

3.3. The number of passes that can be created by the customer is limited to ten times the number of active registrations booked. A pass can result in multiple active registrations. If this number is exceeded, Passcreator has the right to delete passes exceeding the limit after the customer has been offered another subscription.

3.4. In addition, the customer has the option of ordering and subsequently using further chargeable additional options within the scope of his account settings.

3.5. The created pass can be sent by the customer to his customers by e-mail and/or via a so-called landing page at www.passcreator.com. In addition, the pass can be offered by the customer on his website for download or made available via so-called API call.

4. Compensation / Terms of payment

4.1. The prices quoted are net prices excluding value-added tax.

4.2. Payment is made on account. Invoices are issued monthly.

5. Rights and obligations of Passcreator

5.1. Passcreator makes every effort to ensure an undisturbed service. Nevertheless, it cannot be ruled out that there may be functional interruptions, especially in the event of overload or technical faults. Passcreator endeavours to restore functionality as quickly as possible but cannot guarantee trouble-free operation.

5.2. Passcreator is entitled to put individual services of the online portal or the online portal at www.passcreator.com completely or partially offline, provided this is necessary for maintenance and repair purposes and reasonable for the customer.

6. Obligations of the customer

6.1. During registration, the customer must specify a password for his customer account in addition to his e-mail address. The customer must ensure that his credentials (in particular the password) can’t be accessed by third parties. In particular, he is also prohibited from making the credentials available to third parties without the corresponding written consent of Passcreator. For his own protection and security on the Internet, the customer must change his password at regular intervals.

6.2. The customer is obliged to inform Passcreator immediately about any misuse of his password or customer account as well as any other violation of security regulations. He is liable to Passcreator for misuse of his customer account caused or permitted by him.

6.3. The customer is obliged not to use the Passcreator Internet platform at www.passcreator.com for purposes other than those described in section 3.

6.4. The customer is obliged to use the services offered at www.passcreator.com only in such a way that it does not violate any rights of third parties, personal rights of others or other laws and regulations. In particular, he must observe the regulations listed below under item 7.

6.5. The Customer is obliged to install appropriate technical and organizational measures for the companies responsible for the processing, taking into account the nature, scope, circumstances and purposes of the processing, as well as the different probability of occurrence and severity of the risks to personal rights and freedoms.

7. Contents of the created wallet passes and the so-called landing page.

7.1. The customer is informed that as the sender of advertising e-mails and as the operator of a landing page, he must observe certain legal regulations. In this context, Passcreator refers the customer in particular to the Telemediengesetz (TMG) and the imprint obligation contained therein as well as the provisions of § 7 UWG.

7.2. Furthermore, the customer is expressly informed that the contents published in the context of the Wallet passes as well as on the so-called landing page may not violate applicable law, official orders or morality. In particular, the customer may not use the services of Passcreator under www.passcreator.com for: storing, publishing and/or transmitting data, texts, images, videos, files, links, software or other content which is illegal, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, hateful, racist or in any other way objectionable under the relevant legal provisions or which can cause damage in any way, in particular pornographic, glorifying violence or otherwise endangering minors; Storing, publishing and/or transmitting content that infringes the rights of third parties, in particular patents, trademarks, copyrights or ancillary copyrights, trade secrets, personal rights or property rights; storing, publishing and/or transmitting content that contains software viruses or other information, files or programs that are intended to interrupt, destroy or restrict the functioning of computer software or hardware or telecommunications devices; Storing, publishing and/or transmitting content that they are not authorized to distribute; impersonating another person, falsifying data or otherwise manipulate identifiers to disguise the origin of content transmitted as part of the offer; storing, publishing and/or transmitting unsolicited advertising, promotional material, junk or mass e-mails ("spam"), chain letters, pyramid schemes or other advertising; violating national or international laws in connection with the use of Passcreator offerings; harassing, insulting, threatening, defaming, distressing or embarrassing anyone, be it a natural or legal entity or a company; claiming or disseminating false facts in relation to a natural or legal entity or a company; collecting, storing or transmitting personal data about other users if the persons do not agree.

7.3. Furthermore, the customer is expressly advised that he must comply with Apple's terms and conditions for Apple developers. In particular, according to these, the customer is also obliged to ensure that the customer's contact information (e-mail and telephone number) must be displayed on the Wallet passes.

7.4. Should the customer violate applicable law with a created Wallet pass and/or through the contents on the so-called Landing Page, Passcreator is entitled to withdraw the issued license from the customer and to block the corresponding Wallet passes and/or the corresponding Landing Page in this respect.

7.5. The responsibility for all content published by the customer within the framework of the Wallet passes and via a landing page lies exclusively and without restriction with the customer, i.e. the customer has to bear the sole, exclusive and unlimited responsibility for this content.

7.6. Passcreator does not control contents posted by the customer and therefore does not guarantee the correctness, appropriateness and quality of such contents.

7.7. Passcreator stores and publishes the contents entered by the customer only during the duration of the contractual relationship. After completion of this contract, the data will be deleted.

7.8. If the justified suspicion of a violation of these regulations, in particular 7.2, Passcreator has the right to terminate the customer account and/or to block the affected contents according to clause 9.

8. Indemnity

The customer indemnifies Passcreator regarding claims or claims of any kind on first demand and holds Passcreator harmless from these claims which third parties assert against Passcreator due to the violation of their rights due to contents that the customer stores, publishes and/or transmits in the context of the online portal of www.passcreator.com. This also includes the reimbursement of the legal defense costs incurred in the amount of the statutory fees.

9. Term of the contract and termination/blocking

9.1. The usage contract is initially concluded for a period of one month. It will be extended by a further month automatically unless it is terminated by one of the parties two weeks before the end of the respective contract.

9.2. Cancellation by the customer is possible by clicking the button "Account cancellation" in his user account under the menu item "Customer settings" on the Internet platform www.passcreator.com and subsequent confirmation of the cancellation. A cancellation by Passcreator is done via e-mail to the e-mail address given by the customer.

9.3. Passcreator reserves the right to delete information from the system, to revoke a customer’s access or to reject the registration or to temporarily block the customer's access in whole or in part if the customer uses the online portal at www.passcreator.com illegally or violates the present General Terms and Conditions, in particular the obligations contained in sections 6 and 7 of these General Terms and Conditions. The customer will be informed immediately by Passcreator by e-mail of a withdrawal of the access or the rejection of the registration as well as the blocking of access. In case of violation of applicable laws, Passcreator is entitled to pass on the relevant information to the responsible state authorities.

10. Retention of title

10.1. The created digital passes remain the property of Passcreator until the complete payment has been received.

10.2. With the assertion of the retention of title, the customer's right to reuse/sell the created Wallet passes expires.

11. Granting of rights

11.1. Passcreator holds the rights to the database and the contents of the website at www.passcreator.com, which have been created by Passcreator. With the exception of the content entered by the customer, all copyrights, trademark rights or other protective rights to the database, the content, data and other elements - unless otherwise identified - are exclusively entitled to Passcreator. This shall not affect any rights of the customer to the content posted by the customer.

11.2. Passcreator grants the customer and/or its users the simple, non-transferable right for the duration of the contract to use the offerings available on the Internet portal under www.passcreator.com in the according to this contract.

12. Liability

12.1. Passcreator assumes no liability for direct or indirect damages, as far as these are not based on intent or gross negligence. This exclusion of liability also extends to the liability of the employees, legal representatives and vicarious agents of Passcreator. The liability due to properties/guarantees guaranteed by Passcreator or due to product liability remains unaffected.

12.2. The liability of Passcreator due to slight negligence is only assumed insofar as it concerns the violation of obligations, the fulfilment of which is essential for the proper execution of the contract, the violation of which endangers the achievement of the purpose of the contract and on whose compliance the customer regularly relies (so-called cardinal obligations). As far as it concerns the violation of such contractual obligations, liability for indirect damages, especially profit and consequential damages, is excluded.

12.3. Furthermore, the liability of Passcreator is limited to contract-typical, foreseeable damages which were foreseeable at the conclusion of the contract and are controllable by Passcreator.

12.4. The above exclusions of liability shall not apply in the event of injury to life, limb or health or in the event of intent or gross negligence. Liability under the Product Liability Act remains unaffected.

12.5. As far as Passcreator delivers Wallet passes or other services to third-party providers, Passcreator assumes no liability for functions or services nor for the content of third-party providers. To display Wallet passes, the end user normally uses apps or services from third parties. Passcreator strives to ensure the functionality of Wallet passes within these apps, but no guarantee can be given. The customer expressly uses apps or other third-party services at his own risk and the customer releases Passcreator with regard to any (assumption of) liability. Passcreator points out that a separate contract is concluded with the third party and the present terms and conditions apply only in terms of a contract with Passcreator.

13. Privacy Policy

13.1. The personal data provided by the customer within the scope of registration shall only be collected, stored, processed and used by Passcreator insofar as this is necessary for the fulfilment of contractual obligations, in particular for the provision and use of the services offered, as well as for billing purposes, or the customer has given his explicit consent.

13.2. Passcreator commits to comply with the applicable regulations of data protection, in particular the regulations of the General Data Protection Regulation (GDPR) and the European General Data Protection Regulation. Regarding data protection measures the privacy policy of Passcreator, available at www.passcreator.com applies.

13.3. With regard to the data stored by the customer on the provided storage space, the customer is responsible for compliance with the regulations of the Federal Data Protection Act, the European General Data Protection Regulation (GDPR) and, if applicable, other relevant data protection laws. If and to the extent that the customer processes (e.g. stores) personal data of third parties on the IT systems for which Passcreator is technically responsible, it is exclusively the customer's responsibility to ensure the basis required for the compliance with regulations of this processing (e.g. consent) in accordance with Art. 6 GDPR. In these cases, a contract for order processing must also be concluded between the customer and Passcreator (cf. Art. 28 para. 3 GDPR). Therefore, in the event that the customer processes personal data of third parties using the services offered by Passcreator, he undertakes to inform Passcreator immediately and to conclude data processing agreement available at registration and afterwards in the customer area under "data processing agreement" in accordance with Art. 28 para. 3 GDPR. The contract becomes part of the contractual relationship between the parties by the acceptance of the customer or user. The processing of special categories of personal data within the meaning of Art. 9 GDPR (e.g. disease data) with the software is strictly prohibited. If this is desired, please contact us directly.

14. Switching providers (Regulation (EU) 2023/2854 – Data Act)

14.1. As Passcreator offers the customer the possibility to use software via an Internet connection and to store and process data with the help of this software, the provisions of Chapter VI of Regulation (EU) 2023/2854 of the European Parliament and of the Council (hereinafter “Data Act”) apply to the services provided by Passcreator. The following provisions of this clause 14 serve to implement the mandatory statutory requirements in this respect.

14.2. For the purposes of this clause 14, the following definitions apply:

“Metadata” means structured descriptions of the customer content or of the use of data which facilitate the discovery of such customer content or its use.

“Exportable Data” means the data that the customer has entered directly into the Passcreator platform or that has been generated through the use of Passcreator’s services, including any metadata required for this purpose.

Exportable Data does not include: usage and system data generated by Passcreator independently of the customer; program code, software components or technical infrastructure of Passcreator; data or assets protected by intellectual property rights of Passcreator or third parties; trade secrets of Passcreator or third parties.

“Own ICT Infrastructure” means ICT infrastructure and computing resources owned, rented or leased by the customer which are located in the customer’s data centre and operated by the customer or a third party.

“Switching Notice” means the customer’s written declaration to Passcreator of its intention to switch to another provider or to its Own ICT Infrastructure.

“Notice Period” means the period of two (2) months commencing upon receipt of the Switching Notice by Passcreator. It corresponds to the notice period pursuant to Art. 25 para. 2 lit. (d) Data Act.

“Transition Period” means the period after expiry of the Notice Period during which Passcreator supports the customer with the switch.

“Switching Process” means the entire process by which the customer transfers the use of Passcreator’s services to another provider of data processing services or to its Own ICT Infrastructure.

14.3. The customer may switch to another provider of data processing services or to its Own ICT Infrastructure at any time. The customer must notify Passcreator of the switch in text form, observing a notice period of two (2) months. The Switching Notice must be sent to the e-mail address support@passcreator.com.

No later than at the end of the Notice Period, the customer shall notify Passcreator of its decision as to which of the following measures is to be carried out:

(a) switching to another provider of data processing services; in this case, the customer shall provide Passcreator with the information required for the switch, in particular the identification and contact details of the destination provider;

(b) transfer of the Exportable Data to the customer’s Own ICT Infrastructure; or

If the customer does not make a decision by the expiry of the Notice Period, Passcreator shall not initiate the Switching Process. In this case, the contract shall be continued or terminated.

14.4. After expiry of the Notice Period and if the customer has made a timely decision pursuant to clause 14.3 lit. (a) or (b), Passcreator shall support the customer with the switch. The Transition Period is generally 30 calendar days. Passcreator shall act with due care to maintain business continuity during the Transition Period and to continue the provision of the contractual functions or services.

The customer may request a one-time extension of the Transition Period by a period the customer considers appropriate. Passcreator shall examine such a request in good faith.

If the technical implementation of the switch is not possible or only possible to a limited extent for reasons comprehensibly set out by Passcreator, Passcreator may extend the Transition Period beyond the standard period. Passcreator shall inform the customer thereof within 14 calendar days of receipt of the Switching Notice, stating the technical reasons and the alternative Transition Period. The alternative Transition Period may not exceed a period of five months.

14.5. The customer has the right to retrieve its Exportable Data during the term of the contract and until expiry of a retrieval period of 30 calendar days after the end of the Transition Period.

Passcreator shall make the Exportable Data available – where possible – within 14 working days of receipt of the customer’s written request. The data shall be provided:

(a) in the same quality as available to Passcreator;

(b) together with the information required to understand the data;

(d) in an easy and secure manner.

Upon request, Passcreator shall provide the customer with a complete list of all categories of Exportable Data that can be transferred as part of the Switching Process.

Where technically possible and appropriate, the data formats and interfaces (APIs) used by Passcreator are based on publicly available standards and are documented in order to promote interoperability with other services.

14.6. Passcreator shall support the customer and third parties authorised by the customer in the Switching Process to a reasonable extent. This includes in particular technical support with the data transfer as well as the provision of documentation of the relevant data formats and interfaces, insofar as such documentation exists at Passcreator and is required for the switch. Passcreator shall ensure a high level of security throughout the entire Switching Process, in particular the protection of the Exportable Data and digital assets during the transfer as well as their security during the retrieval period, in accordance with applicable EU or national law.

14.7. Passcreator points out that there may be a risk on the part of the data recipient that Exportable Data is not imported properly or that errors occur during conversion into the recipient’s own format. Passcreator is solely responsible for making the Exportable Data available; the responsibility for the import, implementation and configuration of the data at the data recipient lies solely with the customer.

The customer or a third party commissioned by the customer is solely responsible for the security of the transferred data from the time of handover.

14.8. The transfer of the Exportable Data by electronic means in a standardised format shall be carried out without separate switching charges, provided that the transfer does not require any support services going beyond the standard provision.

Support services going beyond the standard provision (in particular individual technical adjustments, data format conversions or other additional services provided at the customer’s express request) may be invoiced separately until 11 January 2027 in accordance with Passcreator’s applicable rates. From 12 January 2027, the Switching Process, including any support services, shall be entirely free of charge.

14.9. In connection with the Switching Process, the contract shall be deemed terminated:

(a) on the day after receipt by Passcreator of the customer’s notification of the successful completion of the Switching Process or – if no such notification is made – upon expiry of the retrieval period pursuant to clause 14.5; or

(b) upon expiry of the Notice Period pursuant to clause 14.3 if the customer has chosen the erasure of the Exportable Data pursuant to clause 14.3 lit. (c).

In these cases, Passcreator will notify the customer of the termination (confirmation of the termination of the contract).

Provisions on termination of the contract pursuant to clause 9 of these GTC remain unaffected insofar as they do not conflict with the provisions of this clause 14.

14.10. If the contract ends before expiry of the agreed term pursuant to clause 9.1 due to or in the context of a provider switch, the customer shall not receive any refund for unused, prepaid fees; outstanding amounts from the contractual relationship concerned shall become due immediately upon termination. If the customer has not yet paid the corresponding fees, the customer shall be obliged to pay Passcreator a contractual penalty for early termination in the amount of the remaining fees for the agreed (remaining) contract term up to the next possible termination date pursuant to clause 9.1. Passcreator shall duly invoice this payment.

The customer remains entitled to prove that no damage has been incurred or that the damage incurred is lower than the lump sum.

14.11. In the event of a transfer of the Exportable Data (clause 14.3 lit. (a) or (b)), Passcreator shall delete the Exportable Data upon expiry of the retrieval period pursuant to clause 14.5, but no later than after termination of the contract.

In the event of the erasure option (clause 14.3 lit. (c)), Passcreator shall delete the Exportable Data without undue delay and no later than upon expiry of the Notice Period. Statutory retention obligations remain unaffected in these cases. After expiry of the relevant retention period, Passcreator shall delete the data concerned completely. The provisions of clause 7.7 apply accordingly, subject to the provisions of this clause 14.11.

15. Other terms

15.1. Amendments and supplements to these contractual conditions must be made in written form. This also applies in particular to a waiver of this written form clause.

15.2. Should individual provisions of these contractual conditions be or become invalid, this shall not affect the validity of the remaining clauses. The parties commit to replace the invalid clauses by a clauses that comes closest to the economic intention of the invalid clause in a legally permissible manner. The same applies to gaps in the agreement.

15.3. Passcreator reserves the right to change the terms of this contract at any time without giving reasons unless this is unreasonable for the customer. Passcreator will inform the customer about changes to this contract in a timely manner. If the customer does not object to the validity of the new contractual conditions within 14 days after notification, the amended contractual conditions shall be deemed accepted by the customer. Passcreator shall inform the customer of his right of objection and the significance of the objection period in the notification.

15.4. Unless otherwise agreed, the customer can send all declarations to Passcreator in any case by e-mail, using the contact form available on any Passcreator website or letter to Passcreator. Passcreator for its part can send declarations to the customer or user by e-mail, or letter to the address that the customer or user has provided as current contact information in his user account.

15.5. The law of the Federal Republic of Germany shall apply exclusively to the exclusion of the UN Convention on Contracts for the International Sale of Goods.

15.6. The parties agree that the place of jurisdiction for disputes arising from the contract shall be the registered office of Passcreator if the customer has no general place of jurisdiction in Germany, the customer's place of residence or habitual abode is unknown at the time the action is filed or the customer has moved his place of residence or habitual abode abroad after conclusion of the contract.

15.7. The contractual language is English.

Valid as of June 2026