Terms of Use

1.1 Joyint is operated by Joydev GmbH, Konrad-Zuse-Platz 8, 81829 Munich, Germany, registered with the Local Court (Amtsgericht) of Munich under HRB 278917 (hereinafter the “Provider”).

1.2 These terms for the use of cloud-based services (hereinafter the “Terms of Use”) govern the use by the User of the Joyint platform, its web, desktop and mobile applications and the related services (collectively the “Service”). “Users” within the meaning of these Terms of Use are both consumers (Section 13 of the German Civil Code, BGB) and entrepreneurs (Section 14 BGB). Provisions that apply only to consumers or only to entrepreneurs are marked as such. The version in force at the time the contract is concluded (opening of an account or conclusion of a subscription) applies; later amendments are governed by clause 1.5.

1.3 Deviating, conflicting or supplementary general terms and conditions of the User do not become part of the contract unless the Provider expressly consents to their application in text form. This also applies where the Provider, being aware of such terms, renders or accepts performance without reservation. Individual agreements between the Provider and the User always take precedence (Section 305b BGB).

1.4 The command-line tools “Joy” and “Jyn” are additionally made available as open-source software under the MIT License. To the extent that the User obtains and uses these tools independently of the Service on the basis of the MIT License, the terms of the MIT License apply exclusively, and not these Terms of Use. These Terms of Use do, however, apply to the use of the tools in connection with the Service (e.g. use of the Joyint platform, AI delegation, synchronisation).

1.5 The Provider may amend these Terms of Use with effect for the future to the extent that this is necessary for a valid reason (in particular changes in legislation, case law, further development of the Service or security requirements). The Provider will notify the User of the amended terms in text form at least six weeks before they take effect and will highlight the amendments. The amendments take effect only if the User expressly consents to them (e.g. by confirmation in the user account). If the User does not consent, the previous terms continue to apply; in that case either party may terminate the contract by ordinary termination with one month's notice.

2.1 During the term of the contract, the Provider makes the Service available to the User, in particular the product management tool “Joyint” for software development, depending on the version chosen either for a fee or free of charge, as a web application or as a desktop application and VS Code extension, in accordance with the following provisions and the current service description on the Provider's website.

2.2 Joyint plans and tracks the implementation of product components, enables cross-team collaboration on them, and delegates tasks to AI agents within the permissions and budgets set by the User. The User's product data remains as plain text in the repository connected by the User. At the User's instigation, Joyint makes it possible to read data from the repository, to modify or delete existing data, and to add new data. The User is responsible for setting the permissions of the AI agents and of the Service for the User's repository in such a way that only intended changes can be made.

2.3 The free version “Free” comprises, for individual persons, the desktop app, the VS Code extension, AI delegation, the command and conversation chat, end-to-end encryption, traceability and the connection of the User's repositories. There is no entitlement to the provision of the “Free” version in a particular scope or for a particular period; the Provider may modify or discontinue the “Free” version with 30 days' notice.

2.4 The paid version “Pro” additionally comprises use of the Joyint web platform, forge synchronisation (synchronisation with software version control platforms, hereinafter “Forges”), AI jobs, AI budgets and a cost overview.

2.5 The paid version “Teams” additionally comprises the ability to enable several users for projects, to set up team chats, to plan team AI budgets and to obtain a cost overview per member. A “Teams” subscription is tied to a person, not to a company or a project: everyone who works on a shared project needs a subscription of their own.

2.6 The Provider is entitled to develop and modify the Service further to the extent that there is a valid reason for doing so, in particular in order to adapt it to new technical developments, changed legal requirements, security requirements or changes at third-party providers (e.g. AI model providers or Forges), and provided that the User incurs no additional costs as a result. Essential functions of the paid version chosen will not be restricted during a billing period that has already been paid for. If a modification impairs the User's ability to use the Service to a more than merely insignificant extent, the Provider will inform the User in text form at least six weeks before the modification takes effect; in that case the User is entitled to terminate the contract free of charge within 30 days of receipt of the information or of the modification, whichever is later. In relation to consumers, Section 327r BGB remains unaffected.

2.7 The AI functions are carried out via the AI model providers connected by the User. The Provider has no influence on the data processing, terms of use and costs associated with the AI model chosen; these are governed exclusively by the agreements between the User and the respective AI model provider. The Provider is not a party to those agreements, nor does it conclude contracts of its own with the AI model provider used by the User. Results generated by AI agents (e.g. code, texts, changes in the repository) may be incorrect or incomplete; the User must review them on the User's own responsibility before using them.

2.8 The presentation of the Service on the website is not a binding offer. The contract for the “Free” version is concluded when the User opens an account and the Provider confirms the opening; the contract for a paid subscription is concluded when the User completes the ordering process and the order is confirmed to the User. The User must have full legal capacity; anyone acting on behalf of an organisation warrants that they are authorised to represent it.

3.1 In order to use the Service, the User links the User's account with one of the supported Forges to Joyint. When registering for a paid subscription, the User is obliged to provide truthful and complete information to Vatly (clause 13.5) and to update it in the event of changes. Once the link has been completed and, in the case of paid subscriptions, registration with Vatly has taken place, the User can sign in to Joyint via the Forge.

3.2 During the term of the contract, the Provider renders the following services:

3.2.1 Temporary hosting (clauses 5 and 6)

3.2.2 Data backup and system administration (clause 8)

3.2.3 Support (clause 9)

3.2.4 Fault rectification (clause 10)

3.2.5 Updates (clause 11)

3.3 The User may name a competent contact person who is available to the Provider for information and who can take decisions personally or bring them about promptly. The User will update any changes to the User's contact details promptly. The Provider is not responsible for delays resulting from contact details not being up to date.

3.4 The Provider is entitled to have individual services performed by third parties. To the extent necessary for the proper performance of the contractual obligations, documents, information and data of the User may be made accessible to those third parties within the limits of data protection law. Where third parties are used, the Provider remains responsible for the performance of the service and for any result promised.

3.5 Neither party is responsible for non-performance or delayed performance of its obligations for as long as and to the extent that this is due to force majeure. Force majeure means external events that cannot be foreseen or averted even by exercising the utmost care that can reasonably be expected, in particular natural disasters, epidemics, war, acts of terrorism, orders by public authorities, industrial action at third-party businesses and widespread failures of the energy supply or of the public telecommunications infrastructure. The party affected will inform the other party without undue delay. If the impediment lasts longer than 30 days, either party is entitled to terminate the contract; advance payments already made for the period in which no services were rendered will be refunded.

4.1 The Service and the underlying software (hereinafter the “Software”) are protected by copyright. Unless clause 1.4 provides otherwise, all rights are held by the Provider or its licensors.

4.2 The Provider grants the User a non-exclusive, non-transferable and non-sublicensable right, limited to the term of the contract, to use the Software for its intended purpose within the scope of the version chosen. The scope follows from clause 2. Rights in the content contributed by the User or generated with the aid of the Service (in particular product data and code) remain with the User; the Provider acquires no rights in such content except to the extent necessary to render the Service.

4.3 The User is not entitled to make the Software available to third parties, whether for a fee or free of charge, and in particular may not pass on the User's access credentials (cf. clause 2.5 for the “Teams” version). The User must prevent unauthorised access by taking suitable precautions and will notify the Provider without undue delay on becoming aware of any such attempts to gain access.

4.4 If the User culpably breaches the provisions of this clause 4, the User is obliged to compensate the Provider for the resulting damage in accordance with the statutory provisions.

5.1 The Provider makes the services under clause 2 available to the User via the internet.

5.2 The temporary hosting of the product data takes place on servers operated by subcontractors of the Provider in data centres within the European Economic Area. The subcontractors used are named in the privacy policy or in the data processing agreement (clause 17).

5.3 The Provider ensures the connection between the server and the internet up to the point at which the data centre hands over to the internet (the “Interface”) and maintains it in accordance with clause 6, so that the Service chosen, together with the User's data temporarily stored on the server, can be accessed via the internet.

5.4 Establishing the connection between the User's internet access and the User's end devices (e.g. computer, tablet or smartphone), the User's internet connection up to the Interface, and the availability of the repositories connected by the User and of third-party services (e.g. Forges, AI model providers, payment service providers) are not part of the Provider's obligation to perform. In this respect the User must ensure the necessary technical and legal prerequisites on the User's own responsibility.

6.1 For the paid versions, the availability of the Joyint web platform at the Interface is 97% per calendar month. The following do not count as downtime: (a) announced maintenance work under clause 6.3 of no more than 8 hours in total per calendar month, (b) disruptions due to force majeure (clause 3.5) and (c) disruptions that are due to circumstances for which the User is responsible or to services of third parties who are not vicarious agents (Erfüllungsgehilfen) of the Provider (in particular Forges and AI model providers). No particular availability is promised for the “Free” version.

6.2 Downtime begins at the point in time from which the Joyint web platform can no longer be reached at the Interface or no longer responds to requests, and ends as soon as the disruption has been remedied and the platform is available again.

6.3 The Provider will inform the User of planned maintenance work at least 3 working days in advance by email or by a notice in the Service. Where possible, the Provider carries out planned maintenance work between 22:00 and 06:00 (CET/CEST) or at the weekend. Emergency maintenance to avert acute security risks or to remedy critical faults may be carried out without prior announcement; the Provider will inform the User of it afterwards without undue delay.

6.4 If availability falls below the level stated in clause 6.1 in a calendar month, the User will on request receive a credit amounting to 20% of the subscription fee owed for that month, which will be offset against future payments. The User's statutory rights (in particular reduction of the fee, termination and damages in accordance with clause 15) remain unaffected; the credit will be credited against any such claims.

7.1 At the start of the contract, the Provider activates the Service chosen under clause 2 for the User. The User needs a current, JavaScript-enabled web browser.

7.2 Installing the operating software required to use the Service chosen and meeting the minimum technical requirements stated in the service description are the User's responsibility.

7.3 The User ensures that the User holds all rights required for the processing, in the Service chosen, of the product data the User contributes. The User indemnifies the Provider against claims that third parties assert against the Provider on the grounds of an infringement of their rights by that data for which the User is responsible, including the reasonable costs of legal defence. The Provider will inform the User of such claims without undue delay and give the User the opportunity to defend against them.

8.1 The Provider stores the product data processed via its servers only temporarily, namely for no longer than 30 days after the User has logged out; it is then deleted.

8.2 The permanent storage of the product and working data takes place exclusively in the repository connected by the User. The Provider does not back up this data; the User is personally responsible for regular, state-of-the-art backups of the User's data (clause 12.1).

8.3 To the extent that account and configuration data of the User is stored with the Provider, the Provider will make it available to the User on request, during the term of the contract and within 30 days after the end of the contract, in a commonly used machine-readable format (e.g. JSON). In relation to consumers, Section 327p BGB remains unaffected.

8.4 There is no entitlement to have the data handed over in any other format, unless the law provides otherwise.

8.5 As part of the maintenance work (clause 6.3), the Provider maintains and updates the underlying software and in particular installs security updates. If an update proves to be defective, the Provider will remedy the defect as part of fault rectification (clause 10). Liability is governed by clause 15.

9.1 The User may contact the Provider in the event of faults and with questions about operation by email at support@joyint.com, or via the contact form on the website and the feedback form in the Service. The service hours are Monday to Friday (except public holidays in Bavaria) from 09:00 to 17:00 (CET/CEST) (the “Service Hours”). There is no entitlement to be assisted by a particular member of staff.

9.2 Unless there is a fault to be remedied under clause 10, the Provider will answer support requests within a reasonable time, taking into account the order of receipt and the urgency. No promise is made that the underlying problem will be solved within a particular time. For the “Free” version, support is provided without any legal entitlement.

9.3 The Provider is not obliged to answer requests from the User

9.3.1 that are obviously due to a failure to meet the minimum technical requirements stated in the documentation of the Service chosen,

9.3.2 that relate to products or malfunctions which are obviously unconnected with the Service chosen and the prerequisites needed to operate it, e.g. virus scanners or other security software,

9.3.3 whose subject is the User's wish to realise additional functions or design options that do not exist in the Service chosen and are not promised in the documentation of the Software chosen, e.g. application development or user configurations,

9.3.4 that concern support for third-party systems (software and hardware), unless the Provider has contractually assumed responsibility for them,

9.3.5 that concern support for customer-specific application adaptations or individual extensions not made by the Provider.

10.1 The Provider remedies faults in connection with the Service chosen having regard to their severity; the simultaneous occurrence of several faults may constitute a fault of the next higher category:

10.1.1 Critical fault (highest priority): a fault that causes a failure of the Service chosen or of essential parts of it, so that use is entirely or almost entirely impossible. Example: the Service chosen does not start or crashes.

10.1.2 Major fault (medium priority): a fault that impairs use of the Software in such a way that reasonable work with it is no longer possible or is possible only with disproportionate effort. Example: the Service chosen runs more slowly than usual or with interruptions, or there are recurring error messages.

10.1.3 Other fault (lowest priority): a fault that is a nuisance but does not impair use of the Service chosen, or impairs it only insignificantly. Example: display problems in the user interface.

10.2 The User or a named contact person reports faults by email to the address stated in clause 9.1. Where possible, the User makes a provisional classification of the fault under clause 10.1. The report should be precise enough for the Provider to begin fault rectification in a targeted manner and should, where possible, contain the following in particular:

10.2.1 A description of the symptoms of the fault

10.2.2 The time of the fault

10.2.3 The steps to reproduce the fault

10.2.4 Screenshots of the application and of the fault

10.2.5 A description of the third-party software used

10.2.6 If necessary and released by the User, access credentials for the User's systems concerned

10.3 Depending on the content of the report, the Provider makes a final classification of the fault under clause 10.1 and, for the paid versions, gives an initial response no later than as follows (the “Response Time”); for major and other faults the Response Time runs only within the Service Hours (clause 9.1), for critical faults on all calendar days:

10.3.1 Critical fault: 24 hours

10.3.2 Major fault: 24 hours

10.3.3 Other fault: 48 hours

10.4 Critical faults are worked on on all calendar days, including weekends and public holidays; major and other faults are worked on within the Service Hours under clause 9.1.

10.5 Rectification of a fault within a particular time cannot be promised. To the extent that the Provider can foresee that a critical or major fault cannot be remedied within a reasonable period, it will endeavour without undue delay to provide a temporary workaround and will then remedy the fault as quickly as possible.

10.6 If it turns out that a reported fault did not exist or is not one for which the Provider is responsible, and if the User could have recognised this on reasonable examination, the Provider is entitled to invoice the expenditure it has incurred at the hourly rates applicable at the time of performance. The User remains free to prove that no expenditure or lower expenditure was incurred.

10.7 The Provider is not obliged to remedy faults that are due to improper operation by the User, force majeure or interference by third parties who are not vicarious agents of the Provider. The User's statutory rights in respect of defects (Gewährleistungsrechte) remain unaffected.

11.1 The Provider makes available to the User the updates that are necessary to keep the Service in conformity with the contract (including security updates) and informs the User of material updates in a suitable manner. In relation to consumers, Section 327f BGB applies.

11.2 The updates serve to improve the Software continuously and to adapt it to technical developments and to the requirements of users. After an update, new functions may be available and existing functions may differ in their workflow or user guidance. Modifications that go beyond what is necessary to maintain conformity with the contract are governed by clause 2.6.

12.1 The User is responsible for entering the User's data and for backing it up regularly in the User's repository.

12.2 In the case of requests and fault reports, the User will make available to the Provider the information and documents that are at the User's disposal and are required for processing them.

12.3 The User must treat access credentials provided to the User as confidential and secure them against unauthorised access. If the User suspects that access credentials have become known to a third party, or that a third party is accessing the server without authorisation, the User will inform the Provider of this without undue delay.

12.4 The User fulfils the duties to cooperate (clauses 12.1 to 12.3) free of charge. If the User fails to fulfil the duties to cooperate, agreed performance periods are extended appropriately. If the User fails to fulfil a duty to cooperate that is essential for the rendering of the services despite a request in text form setting a reasonable deadline, the Provider may suspend the services concerned until the cooperation has been made good. Other rights of the Provider remain unaffected.

13.1 The fee owed by the User follows from the price list in force when the subscription is concluded. In relation to consumers, all prices are stated inclusive of statutory value added tax; in relation to entrepreneurs, prices are exclusive of statutory value added tax unless stated otherwise.

13.2 The fee is due in advance at the beginning of the respective billing period (monthly or annually, depending on the subscription chosen) and is collected via the means of payment chosen by the User.

13.3 If a payment fails, the Provider will point this out to the User in the Service; Vatly will attempt to collect the payment again. Until Vatly pauses or ends the subscription for non-payment, the paid functions remain available. After that they cease to be available until a subscription is active again. The functions of the “Free” version remain available; the User's data in the User's repository remains unaffected. Statutory claims of the Provider (in particular default interest) remain unaffected. The Provider may assign any claims or have them asserted by a payment service provider.

13.4 The User may set off only claims that are undisputed, have been finally and bindingly established by a court (rechtskräftig festgestellt) or are ready for decision, or that arise from the same contractual relationship as the Provider's claim. The User may exercise a right of retention only on the basis of claims arising from the same contractual relationship.

13.5 The subscription is sold by Vatly B.V., Ericssonstraat 2, 5121 ML Rijen, Netherlands (hereinafter “Vatly”), as reseller (merchant of record) in its own name. Vatly is the User's contracting party for the purchase of the subscription: Vatly collects the fee, issues the invoice in its own name, remits the value added tax and handles withdrawal and refunds. Vatly processes the payment via the payment service provider Mollie B.V., Amsterdam, Netherlands. Vatly's terms of sale, to which reference is made in the ordering process, additionally apply to the purchase. The User's contracting party for the use of the Service is the Provider; these Terms of Use apply to that use.

14.1 Depending on the subscription chosen, the term of the contract is one month or one year and begins when the subscription is concluded. The contract for the “Free” version runs for an indefinite period and may be terminated by either party at any time; the User may do so by deleting the User's account.

14.2 Monthly subscriptions are renewed by a further month in each case unless they are terminated by the end of the respective term. Annual subscriptions are extended for an indefinite period unless they are terminated by the end of the term; after the extension the User may terminate at any time with one month's notice. If the User terminates an annual subscription after the extension, the fee already paid for the period after the end of the contract will be refunded pro rata. Notice of termination may be given in text form or via the termination function in the user account and on the website (“Abo kündigen”, cancel subscription, Section 312k BGB). The Provider may terminate paid subscriptions with one month's notice to the end of the respective term.

14.3 The right of both parties to extraordinary termination for good cause (außerordentliche Kündigung aus wichtigem Grund) remains unaffected.

14.4 The right of use expires at the end of the contract. The Provider will make the data referred to in clause 8.3 available on request and will then delete it, unless statutory retention obligations apply. The data in the User's repository remains unaffected.

14.5 Consumers have a statutory right of withdrawal in accordance with the separately provided instructions on withdrawal; the withdrawal must be declared to Vatly or to the Provider.

15.1 The Provider's liability is unlimited in cases of intent and gross negligence, culpable injury to life, body or health, where a guarantee has been assumed, where a defect has been fraudulently concealed, and under the German Product Liability Act (Produkthaftungsgesetz).

15.2 In cases of ordinary negligence (einfache Fahrlässigkeit), the Provider is liable only for breach of a material contractual obligation, that is, an obligation whose fulfilment makes the proper performance of the contract possible in the first place and on whose observance the User may regularly rely (cardinal obligation, Kardinalpflicht). In that case, liability is limited to the damage that is typical for this type of contract and was foreseeable when the contract was concluded; in relation to entrepreneurs it is in addition limited, per damaging event, to EUR 150 or to the fees paid by the User in the twelve months preceding the damaging event, whichever amount is higher. Strict liability for defects already present when the contract was concluded (Section 536a (1) alternative 1 BGB) is excluded in relation to entrepreneurs.

15.3 For damage arising from use of the free version “Free”, the Provider is liable, subject to clause 15.1, only for intent and gross negligence.

15.4 For loss of data, the Provider is liable in accordance with clauses 15.1 to 15.3 only up to the amount of the expenditure that would have been necessary to restore the data if the User had backed it up properly and regularly (clause 12.1). The Provider is not liable for damage caused by actions of AI agents instigated by the User within the permissions granted by the User, unless that damage is due to a breach of duty by the Provider. Contributory negligence on the part of the User (Section 254 BGB) is to be taken into account, in particular where the User has breached duties to cooperate (clause 12), has not used the Service in accordance with the contract, or has made changes to the subject matter of the services without authorisation.

15.5 The above limitations of liability apply equally to contractual and non-contractual claims and also in favour of the Provider's statutory representatives, employees and vicarious agents.

16.1 The User ensures that the User's content processed via the Service and temporarily stored on the server poses no risk to the security and integrity of the Provider's infrastructure and of the data located on it (e.g. through malware). If the User has a suspicion to that effect, the User will inform the Provider without undue delay, at least by email.

16.2 The User will not misuse the Service chosen and in particular will not post any content that is unlawful or contrary to public policy (sittenwidrig), or content that infringes the rights of third parties (e.g. personality rights, copyrights or trade mark rights), or refer to such content by hyperlinks.

16.3 In particular, the User will (a) not gain or attempt to gain unauthorised access to the Service, to other accounts or to the underlying infrastructure, (b) not circumvent any limits, quotas or access controls, (c) not impair the integrity or performance of the Service, including by load exceeding ordinary use, (d) not probe or test the security of the Service without the Provider's consent in text form, and (e) not develop a competing product from data obtained via the Service.

16.4 If there are specific indications of a breach of clauses 16.1 to 16.3, the Provider may temporarily block the functions concerned or the User's access. The Provider will give prior warning of the block in text form and set the User a reasonable period to remedy the breach, as a rule two weeks. No prior warning is required if there is an immediate danger to the security of the infrastructure, to the data of other users or to the rights of third parties, or if there is a legal obligation to block immediately; in that case the User will be informed afterwards without undue delay. The block must be lifted as soon as the suspicion has been dispelled or the breach has been remedied.

16.5 The User indemnifies the Provider against claims that third parties assert against the Provider on the grounds of a breach of this clause 16 for which the User is responsible, including the reasonable costs of legal defence. Other rights of the Provider remain unaffected.

18.1 The parties will treat as confidential all confidential information of the other party that becomes known to them in the course of the business relationship, in particular trade secrets within the meaning of the German Trade Secrets Act (GeschGehG) and the User's product data, will not pass it on to third parties and will use it only for the purposes of this contract. This does not apply to information that is or becomes generally known through no fault of the receiving party, that was already lawfully known to the receiving party, or that the receiving party lawfully obtained from third parties without an obligation of confidentiality. Disclosure to third parties engaged under clause 3.4 and to advisers bound by professional secrecy is permitted, provided that they are bound to confidentiality accordingly. The obligation continues for three years after the end of the contract.

18.2 The obligation of confidentiality does not apply where the information concerned must be disclosed on the basis of a court order, an order by a public authority or a statute. The party so obliged will notify the other party of the disclosure without undue delay and will disclose the information in such a way that confidentiality is preserved as far as possible. Notification may be dispensed with only if the competent court, the competent authority or an applicable statute prohibits it.

19.1 Unless provided otherwise, declarations between the parties require at least text form (Section 126b BGB).

19.2 The law of the Federal Republic of Germany applies, excluding the United Nations Convention on Contracts for the International Sale of Goods (CISG). In relation to consumers, this choice of law applies only to the extent that it does not deprive the consumer of the protection afforded by mandatory provisions of the law of the state in which the consumer has his or her habitual residence.

19.3 If the User is a merchant (Kaufmann), a legal entity under public law or a special fund under public law, the exclusive place of jurisdiction for all disputes arising from this contract is Munich; the Provider is also entitled to sue the User at the User's general place of jurisdiction. Statutory exclusive places of jurisdiction remain unaffected.

19.4 The Provider is neither obliged nor willing to participate in dispute resolution proceedings before a consumer conciliation body (Verbraucherschlichtungsstelle, Section 36 of the German Act on Alternative Dispute Resolution in Consumer Matters, VSBG).

19.5 The Provider may transfer this contract with all rights and obligations to a company affiliated with it that takes over the provision of the Service. The Provider will notify the User of the transfer in text form at least six weeks before it takes effect, naming the acquiring company and the date. The User may terminate the contract without notice and free of charge as of the date of the transfer. The purchase of a subscription from Vatly remains unaffected by the transfer.

19.6 These Terms of Use are available in German and English. The German version is authoritative; the English version is for information only.

19.7 Should individual provisions of these Terms of Use be or become invalid in whole or in part, the validity of the remaining provisions is not affected. The statutory provisions take the place of the invalid provision (Section 306 (2) BGB).