Annex R – Reseller, Subtenant and Stripe Terms

1. Independent End-Customer Business

1.1 To the extent permitted by the booked scope, the Tenant may sell its own service offerings under its own brand to businesses and consumers in Germany. It acts as an independent provider, not as a representative of Brixovo. No authority is granted to conclude contracts in Brixovo's name, give guarantees for Brixovo or collect claims owed to Brixovo.

1.2 The Tenant determines the content and price of its own offerings. It may promise only functions and capacities that it can lawfully provide for the promised duration. Available quotas, shared resources and dependencies on the platform contract must be taken into account when designing offerings. An unlimited service must not be offered if it is actually subject to quantitative limits.

1.3 Creating a Subtenant does not constitute an additional order with Brixovo. An independent direct platform contract between a Subtenant and Brixovo requires a separate express agreement and is not part of the standard model.

1.4 Brixovo's mandatory statutory obligations as a technical service provider, service provider, AI provider or controller or processor under data protection law remain in place. This Annex does not create a comprehensive exemption from liability towards end customers or authorities.

2. Clarity of Contracting Party and End-Customer Terms

2.1 Before the end customer places an order, the Tenant provides its full name or company name, address for service and required contact details clearly and in a permanently identifiable manner. The offering, order overview, order confirmation, invoice, support and payment recipient must correctly identify the same contracting party. A brand or subdomain alone is not sufficient.

2.2 Business and consumer contracts must be distinguished appropriately in legal terms. In particular, Brixovo's B2B rules on liability, contract terms or cooperation must not be used with consumers without review. The Tenant effectively incorporates its own applicable contractual terms before contract formation and provides the necessary contractual information.

2.3 When selling to consumers, the Tenant ensures, in particular, correct total prices, service and contract term details, compliant order buttons, contract confirmation on a durable medium, and the applicable means of withdrawal and termination. Statutory rights in respect of defects, updates and refunds must not be excluded by reference to Brixovo or Stripe.

2.4 The Tenant is the contact for its contractual services, complaints, terminations and refunds. Brixovo assists with disruptions to the platform service owed by Brixovo within the agreed scope of support. A purely technical support contact does not establish an automatic assumption of the contract.

2.5 Declarations required under contract law must not be rejected solely because the customer makes them outside a Stripe portal. The Tenant processes declarations received in time and arranges the associated technical changes.

3. Connecting the Tenant's Own Stripe Account

3.1 Following approval of the payment function, Brixovo provides a technical connection to Stripe. The Tenant needs a Stripe account suitable for its business and enabled for the services offered, as well as the necessary direct agreements with Stripe. Stripe decides on its account checks and payment functions in accordance with its terms and statutory obligations.

3.2 The Tenant provides accurate business, representation, bank and tax details and keeps them up to date. It grants only the permissions necessary for the agreed integration scope. Unrestricted personal access credentials or private administrator accounts must not be transmitted to Brixovo.

3.3 The connection is neither a credit commitment nor a guarantee of account acceptance, permanent availability, receipt of payments or payouts. New payment transactions may be offered only once the necessary account capabilities and the correct merchant context have been confirmed. A successful redirect from Stripe onboarding alone is not such evidence.

3.4 For sales by the Tenant to its Subtenants, the intended target model is billing within the Tenant's own merchant account. Technical implementation, account identity, transaction documents and payment descriptor must consistently reflect this model. Processing as Brixovo's own sale requires a new express contractual and product decision.

3.5 The integration may act on existing Stripe contracts only to the extent that the relevant rights and a verified assignment exist. Connecting an account does not automatically mean the assumption of, or ability to modify, all existing customers and subscriptions.

4. Billing Instructions, Costs and Authority

4.1 The Tenant determines its customer packages, prices, tax settings and contractual changes within the approved scope. It engages Brixovo solely to technically transmit documented, authorised transactions. No general instruction is given to independently determine new end-customer prices, conclude end-customer contracts or make legal declarations.

4.2 End-customer payment authorisations, including any necessary direct debit mandates and additional payment confirmations, must be obtained separately. A User login or acceptance of General Terms and Conditions is not a payment authorisation.

4.3 Brixovo's remuneration payable by the Tenant is set out in the platform order. [CROSS-CHECK WITH BILLING PLAN] Under the proposed standard model, Brixovo does not charge a percentage-based platform commission on end-customer revenue. Fees charged by Stripe or other expressly agreed payment services must be distinguished from this and allocated to the respective contracting party obliged to pay them. Unannounced fees are not agreed through a technical default setting.

4.4 A transaction subject to payment must be assigned to the correct customer, contract, merchant account, price, tax profile and operating mode. Retries must not create a second unintended claim for payment. Confirmation, receipt of payment, refund and invoice correction are separate states. Unresolved transactions must be identified as such and reconciled.

4.5 The Tenant remains responsible for its tax registration and its own invoicing obligations. Brixovo remains responsible for properly commissioned technical functions. Stripe Tax or an invoice PDF does not in itself confirm full tax compliance.

4.6 Platform claims against the Tenant and the Tenant's claims against end customers must be treated separately. Brixovo receives no general right to withhold or redirect end-customer funds to settle its own platform claims. Any rights of recourse or liability for negative balances provided for in Stripe's contracts are not changed by this; the account configuration actually agreed must be disclosed and reviewed before use.

5. Refunds, Payment Disputes and Account Disconnection

5.1 The Tenant decides on refunds in accordance with its obligations to end customers and arranges them through authorised persons. Legally required refunds must not be made dependent on whether Stripe refunds fees or has already paid out to the Tenant.

5.2 Brixovo executes technical refund instructions only within the scope given. The platform must not display a successful return of funds until this has been confirmed. Document corrections associated with a refund must be linked in a traceable manner. Brixovo may carry out necessary security checks without unjustifiably delaying statutory deadlines.

5.3 Payment disputes must be handled by the affected merchant within the applicable deadlines. Brixovo assists with necessary, lawfully available technical evidence. Statutory rights of the payer are not removed by blanket contractual clauses.

5.4 Disconnecting, restricting or closing a Stripe account does not automatically terminate existing customer contracts or Stripe subscriptions. Before a voluntary disconnection, the Tenant must put pending transactions and recurring billing in order. If Brixovo subsequently lacks access, the Tenant must complete the necessary transactions directly with Stripe and provide evidence that they have been carried out.

5.5 Test and live operations must remain separate. Test payments and internal documents are not evidence of a real payment. The transition to live operations requires separate operational approval; this Annex alone does not grant it.

6. Obligations towards Users and Data Processing

6.1 The Tenant binds its Users and Subtenants to the usage, security and AI limits relevant to them in a comprehensible and effectively incorporated form. This does not transfer the B2B rules on responsibility and indemnification to consumers.

6.2 For each processing activity, the Tenant clarifies whether it is itself a controller or acts as a processor for its business customer. In the latter case, it obtains the necessary authorisation for Brixovo as a subprocessor and passes lawful instructions along the contractual chain. A private individual does not become the controller under data protection law for their consumer contract solely by being designated a Subtenant.

6.3 Cross-Tenant transfers of content, accounts or payment histories require verified authority. Historical invoices must retain their actual issuer. A technical change of parent does not rewrite past contracts.

7. Orderly Handling upon Restriction or End of the Platform Contract

Proposed arrangement D-05; may be agreed only after an operator decision and technical and organisational implementation.

7.1 The Tenant must not continue its own end-customer business in a manner in which customers continue to be charged for services that can no longer be provided in the future, without the performance, contract amendment or termination having been legally resolved. It remains responsible for continued provision, reasonable alternatives, proper termination and necessary refunds. Brixovo's own obligations in respect of defects and recourse remain unaffected.

7.2 If a material restriction of the platform service becomes foreseeable, Brixovo informs the Tenant of the reason, affected functions and expected timing, to the extent legally possible and compatible with security considerations. The Tenant reviews affected end-customer contracts without undue delay and informs its customers of the consequences for services and available courses of action. Mere exhaustion of a previously transparently agreed quota must be distinguished from a permanent service failure.

7.3 In the case of a planned termination or downgrade, the Tenant ensures before it takes effect that ongoing customer obligations continue to be fulfilled, are amended by mutual agreement or are properly wound up. The provider switching and data handover rights owed by Brixovo remain available. No blanket entitlement to free, indefinite provision of the full service after the end of the contract is created.

7.4 For identified subscriptions whose services can no longer be provided because the platform service has definitively ended, the Tenant arranges the necessary stopping of future collections and, where applicable, contract termination and refunds. For this purpose, it issues a case-specific, documented technical instruction. Merely pausing payment collections replaces neither the stopping of unjustified claims for payment being generated nor the legal handling of the end-customer contract.

7.5 No implied authority: Without specific authority, Brixovo must not terminate end-customer contracts or trigger refunds from the merchant account. If a pre-authorised emergency rule is to apply in the absence of a response, the relevant events, contracts, permitted provider actions, deadlines, notifications and follow-up checks must be agreed separately. As long as this agreement and a reliable manual or technical process are missing, a paid reseller model dependent on them must not be approved.

7.6 Where provider permissions are missing, Brixovo reports the pending transaction instead of claiming that billing has been successfully stopped. The Tenant takes over direct handling within the Stripe account. Access, contract status, invoice, collection, refund and information must each be documented separately.

7.7 Restoration of the platform service does not reactivate effectively terminated contracts and does not trigger new collections without a legal basis. Payments and refunds already made are taken into account when service resumes.

7.8 Brixovo does not automatically assume Subtenant contracts. A voluntary offer of continued provision requires a separate contract as well as the necessary consents and data protection measures. Consumers do not become direct Brixovo customers through a technical reassignment.

8. Liability and Final Provisions

8.1 The main General Terms and Conditions and mandatory law apply to the parties' own culpable breaches of duty. The indemnity under the main General Terms and Conditions does not cover sanctions against Brixovo or breaches of duty caused by Brixovo. Circumvention of mandatory business rights of recourse is excluded.

8.2 A breach may lead to restriction of individual sales or payment functions in accordance with the proportionate procedures of the main General Terms and Conditions. Brixovo must in particular consider the effects on end customers who are already paying. Lawful complaint, export and winding-up procedures remain protected.