Terms & Conditions

General Terms and Conditions of Holsti UG for the Internet Platform www.transactionfeeninjas.com

Every activity of Holsti UG mentioned here is based on the following General Terms and Conditions (hereinafter GTC), which are made known to all customers and subscribers/members (also referred to as “ninjas”) on the Internet platform www.transactionfeeninjas.com (hereinafter referred to as the Internet Platform).

  1. **General Information**

1.1 Holsti UG is the operator of the Internet platform www.transactionfeeninjas.com. Through this, Holsti UG intends to acquire potential customers for its partners, which then try to improve the customer’s current (credit) card transaction fee conditions. In the process, its partners will distribute payment terminals along with corresponding processing contracts (hereinafter referred to as Terminals) for cashless payments.

1.2 Holsti UG’s partners may choose different payment service providers and banks to provide all main and ancillary performance obligations from the contract underlying these GTC.

1.3 All products and services offered on the Internet platform are exclusively aimed at companies (referred to as “customers”) within the meaning of §14 BGB. A contract with a consumer within the meaning of §13 BGB is not intended as our members do not need to sign any contract and/or pay a membership fee. They will always act on their own behalf and must make sure that their referral activities stay within the legal boundaries. Holst UG will not perform any assessments whether the ninjas are obliged to create their own businesses or register any financial gains with the tax authorities. Holsti UG regards ninjas as free individuals (and not businessmen!) that might refer their own friends or family members who own a business that later might become a customer of Holsti UG and/or its partners. In case they act as a professional reference service on their own and make a business out of referring multiple potential customers to Holsti UG, it is their own responsibility to ensure that all legal actions are taken to make their business compliant.

  1. **Offer**

2.1 The customer receives the opportunity to obtain a non-binding offer during the use of the Internet platform.

2.2 Holsti UG will accept the aforementioned request for an offer and forward the request to make an offer to partner service providers. This becomes a contract upon the customer’s signature and submission to Holsti UG’s partners. Holsti UG and its partners reserve the right to reject customers without stating a reason.

  1. **Contracts and payment**

3.1 Since Holsti UG does not serve as payment provider or distributor of payment terminals, we do not make contracts with customers (such as retailers or restaurants). However, we offer the opportunity for our members (referred as “ninjas”) to receive rewards for successful referrals. The ninjas do not need to sign a contract and can delete their account at any time. There is not minimum time for their membership or any costs for it.

3.2 Payment of Rewards

As part of our commitment to transparency and fairness, Transaction Fee Ninjas outlines the following conditions under which rewards are paid to our subscribers (referred to as “ninjas”):

The retailer referred by the ninja must sign up himself for our service on our website incl. Document Submission: The retailer must upload an official document that verifies their relevant sales volume and displays the current conditions of their credit card transaction fees with their existing payment provider. The retailer must also sign a contract with one of our payment providers to finalize the switch to our services. Once these conditions are met, the reward will be transferred to the Ninja’s European bank account or PayPal account. No other means of payment are possible.

The reward amounts are structured based on the retailer’s yearly credit card transaction volume as follows:

  • More than 250,000 EUR yearly volume: 100 EUR reward

  • More than 750,000 EUR yearly volume: 300 EUR reward

  • More than 2,500,000 EUR yearly volume: 1,000 EUR reward

Rewards are processed promptly once all conditions are verified and met.

  1. **Contract Content**

4.1 Holsti UG uses third parties regarding the provision and operation of terminals for customers. If this third party is xxx, the contractually rented POS terminal is owned by xxx (hereinafter referred to as xxx).

4.2 Holsti UG becomes no contractual partner of the customer in terms of providing and operating terminals and is not responsible for all main and ancillary performance obligations under the contract signed by the customer.

4.3 Holsti UG is not the sole point of contact for the customer concerning the provision and operation of terminals. Holsti UG is free to transfer individual main and ancillary performance obligations to third parties and have them carried out in the name of Holsti UG.

  1. **Compensation of Holsti UG**

5.1 Holsti UG only receives shares of commissions for referrals from its partners. Neither the customers, nor the ninjas need to pay Holsti UG for its services. The fees of the service providers, including the applicable VAT, for the deliveries/services of Holsti UG result from the prices valid at the time of the contract conclusion, which are stored on the Internet platform of the service providers, as well as from the merchant conditions – conditions for participating in the electronic cash system of the German banking industry. 

5.2 The aforementioned fees are charged to the customer based on the direct debit mandate to be issued by the customer.

5.3 The invoice dispatch by Holsti UG’s partners is carried out electronically in PDF format to the email address provided by the customer at the time of the contract conclusion.

5.4 Certain fees such as transactions and authorization fees are billed for the previous month in the following month, all other fees are billed during the respective month. Payment is due at the earliest one day after invoicing.

5.5 For payments collected via direct debit, Holsti UG’s partners will send the customer a pre-notification (pre-notification) naming the direct debit amount and the due date of the direct debit to the email address provided by the customer at least two days before the due date of the direct debit.

5.6 In the event of an unjustified return debit of collected fees, the damage incurred can be charged, and after an unsuccessful deadline for payment, the terminal can be blocked. 

5.7 Holsti UG’s partners expressly reserve the right to adjust the fees for its services from time to time. Price increases become effective four (4) weeks after the corresponding written notification by Holsti UG’s partners to the customer. The customer has the option to terminate the contract exceptionally at the time of the price increase’s effectiveness.

5.8 The customer can only offset claims from Holsti UG or its partners with undisputed or legally established claims. In the event of non-payment of invoices by the customer, Holsti UG’s partners are entitled to withhold the sales made by the customer with their payment terminal and offset them against its own claims.

  1. **Customer Obligations**

6.1 The customer undertakes to use and operate the terminal appropriately according to the manual provided and to prevent misuse and damage.

6.2 The customer will inform Holsti UG’s partners immediately about any disruptions to the facilities, the assertion of alleged rights by third parties, and any events indicating misuse of the terminal. The customer will perform a cash register cut once a day.

6.3 Employees of Holsti UG and its partners and/or agents of Holsti UG must be granted access to the terminal and the data transmission connection upon request by Holsti UG during normal business hours.

6.4 The customer ensures that the technical prerequisites for installing the terminal are met. This applies in particular to the telephone line and integration into a telephone system.

6.5 The customer undertakes to keep all business-relevant data up-to-date and to notify Holsti UG’s partners immediately of any changes. Holsti UG’s partners will charge the customer for any damage resulting from a violation of this obligation.

  1. **Warranty Regarding the Internet Platform**

7.1 Holsti UG strives to ensure the use of the Internet platform seven days a week, 24 hours a day. Access to the Internet platform may be temporarily suspended without further notice for system errors, maintenance or repair work, or reasons beyond Holsti UG’s control.

7.2 Holsti UG neither guarantees the error-free nature nor the completeness of the content available on the Internet platform. Holsti UG is entitled to change the content displayed on the Internet platform at any time and without prior notice.

7.3 The content on the Internet platform is provided “as is” without representations, warranties, or other conditions.

  1. **Data Protection & Confidentiality**

8.1 Regarding data protection, reference is made to the data protection declaration on the Internet platform (click here) and the data protection declaration for merchants (click here). All contract data is stored in accordance with § 28 (1) of the Federal Data Protection Act for the purpose of fulfilling the contract.

8.2 A newsletter and direct communication via email and Whatsapp groups with its subscribers is operated via the internet platform. Through this, customers are informed about news and changes. Holsti UG will send information at irregular intervals. Customers can unsubscribe from the newsletter distribution list at any time. An email to info@transactionfeeninjas.com is sufficient. All stored information is treated confidentially.

8.3 The customer and Holsti UG mutually assure that all information provided to them for the purpose of performing the agreed services will only be used for the purposes of this agreement and will be treated confidentially during the term and after the end of the contractual relationship and will not be disclosed.

  1. **Copyrights and Trademarks**

9.1 All texts, images, graphics, sound, video, or other visual representations and their arrangement on the Internet platform are legally protected (Copyright © Holsti UG, all rights reserved).

9.2 Without the express written consent of Holsti UG, the content of the Internet platform may not be copied, distributed, modified, or made available to third parties for commercial purposes. In the event of commercial use without the written permission of Holsti UG, the customer or acting person undertakes to pay a competition law penalty. The penalty is determined based on the severity, extent, and danger of the infringement. Each violation will be prosecuted both civilly and criminally.

9.3 Some of the images reproduced on the Internet platform are subject to the copyright of third parties. The customer agrees to respect and not violate these as well.

  1. **Warranty & Liability**

10.1 For all delivered devices, the statutory warranty for freedom from defects applies from the time of delivery by Holsti UG’s partners.

10.2 The customer undertakes to immediately inspect the delivered devices for any transport damage and other external defects. If such damages or defects are discovered, the customer will secure the corresponding evidence. The customer assigns any recourse claims by providing the aforementioned evidence to Holsti UG’s partners.

10.3 No rights can be derived from defects that do not or only insignificantly affect the value or usability of the devices for the agreed, presumed, or usual use.

10.4 If the devices have a defect at the time of risk transfer, Holsti UG’s partners are initially only entitled and obliged to rectification. The rectification is carried out at the discretion of Holsti UG’s partners by repair or replacement.

10.5 The customer can only withdraw from the contract or demand a reduction in the purchase price or remuneration (reduction) if at least two rectification attempts by Holsti UG’s partners have failed within a reasonable period.

10.6 Holsti UG and its associated third parties are not liable to customers for all special, incidental, direct, indirect, or consequential damages of any kind, or for damages of any kind resulting from the loss of use, data, or profits, whether or not advised of the possibility of such damages, that may arise from or in connection with the use of the terminals.

10.7 Holsti UG is liable without limitation insofar as the cause of damage is based on an intentional or grossly negligent breach of duty by Holsti UG or a legal representative or vicarious agent.

10.8 Holsti UG is also liable for the slightly negligent breach of essential obligations. These are obligations whose violation endangers the achievement of the contract purpose or whose fulfillment enables the proper execution of the contract in the first place and on whose compliance the customer regularly trusts. In such a case, Holsti UG is only liable for the foreseeable, contract-typical damage. However, Holsti UG is not liable for the slightly negligent breach of other than the above-mentioned obligations.

10.9 All liability limitations listed in these GTC do not apply in the event of injury to life, body, or health, for a defect after assuming a guarantee for the quality of the product or services, and in the case of fraudulently concealed defects.

  1. **Right of Withdrawal**

11.1 There is no right of withdrawal in the B2B sector. Since Holsti UG is only active in the B2B sector (see paragraph 1.3), a withdrawal of the service is only possible in the case of serious defects on the part of Holsti UG.

  1. **Change of GTC**

12.1 Holsti UG reserves the right to change these GTC at any time at its own discretion by publishing an updated version of the GTC on the Internet platform.

12.2 All changes to these GTC are deemed approved if the customer does not object within 30 days of receiving the notification of the change to the GTC.

12.3 If the customer continues to use the Internet platform after the 30-day period despite the amended GTC, the continued use will be considered binding consent to the changes.

  1. **Miscellaneous**

13.1 Nothing in these terms and conditions creates or grants rights or other benefits to third parties that are not part of the business relationship between the parties.

13.2 These GTC represent the entire agreement between Holsti UG and the customer regarding the Internet platform and the services offered by Holsti UG and supersede all previous agreements between the parties.

  1. **Governing Law and Jurisdiction**

14.1 These GTC are governed by the laws of the Federal Republic of Germany, excluding the UN Sales Law and international private law, and are construed in accordance with these laws. The place of jurisdiction is the seat of Holsti UG, provided that a contractual choice of jurisdiction is permissible.

14.2 Any changes or additions to this contract must be in writing to be valid. This also applies to the requirement of written form itself.

14.3 If any provision of these GTC is wholly or partially invalid, the validity of the contract and the remaining provisions shall not be affected. In place of the invalid or unenforceable provision, the valid and enforceable provision that comes closest to the economic objective pursued by the parties with the invalid or unenforceable provision shall apply.

### Dispute Resolution

The European Commission provides a platform for online dispute resolution at http://ec.europa.eu/consumers/odr/. This platform serves as a contact point for out-of-court resolution of disputes arising from online purchase or service contracts involving a consumer.

Holsti UG informs all consumers hereby that we are neither willing nor obligated to participate in a dispute resolution procedure before a consumer arbitration board under the Act on Alternative Dispute Resolution in Consumer Matters (VSBG) nor are we currently participating in such a procedure.

**Status:** June 2024

Data Privacy

**Responsible under data protection laws:**

Holsti UG 

Kleinstr. 30 

81379 Munich 

Email: info@transactionfeeninjas.com

Website: www.transactionfeeninjas.com

### Collection of General Information

Our website automatically collects general data from the accessing party, known as server log files, with each access. These provide information about the web browser used or the operating system of the accessing party, as well as further information such as the service provider used. This type of information does not provide any statements about the person accessing our website. However, they are important and unavoidable technical information that ensures the website is displayed correctly on the respective end device. We use these anonymous data for statistical analysis to optimize our web presence and technology.

### Cookies

We also use cookies. These are small text files with a sequence of numbers that are stored locally in the temporary storage of the browser used. Cookies do not become part of the PC system and cannot execute programs. They are used to make our website user-friendly.

The use of all company websites requires consent for those cookies that are strictly necessary for operation. Additionally, you can give us consent to use other cookies (e.g., for analysis and marketing purposes). This query occurs before the first use of our websites and serves as the legal basis for processing personal data (title, name, company, IP address, user information, etc.) automatically collected by our websites based on Art. 6(1)(a) GDPR.

**Technically Necessary Cookies**

Some elements of our website require the calling browser to be identifiable even after a page change. The following data are processed in cookies:

– Language settings

– Log-in information

The user data collected through technically necessary cookies are not used to create user profiles. We also use “session cookies” that store a session ID with which various requests from your browser can be assigned to the joint session. Session cookies are necessary for the use of the website. In particular, we can use this to recognize the end device used when you return to the website. We use this cookie to recognize you on subsequent visits to the website if you have an account with us; otherwise, you would have to log in again each time you visit. The legal basis for this processing is Art. 6(1)(f) GDPR. We use session cookies to make the use of the website more attractive and effective. Session cookies are deleted as soon as you log out or close the browser.

Most browsers are preset to automatically accept cookies. You can disable or restrict the transmission of cookies by changing the settings in your internet browser. Stored cookies can be deleted at any time. This can also be done automatically. If cookies are disabled for our website, not all functions of the website may be fully usable.

**Technically Non-Necessary Cookies**

We also use cookies on the website that enable an analysis of the user’s surfing behavior. The following data are stored and processed in the cookies, for example:

– Entered search terms

– Frequency of page views

– Use of website functions

These cookies are used to make the use of the website more efficient and attractive. The legal basis for this processing is Art. 6(1)(a) GDPR. Technically non-necessary cookies are automatically deleted after a specified period, which can vary depending on the cookie. You have the right to object to the processing at any time. You can block the storage of cookies generally or selectively by changing your browser settings or remove already stored cookies. You can also receive appropriate warnings before setting a cookie. You can also prevent the use of cookies by opening the browser in “private mode”. If you change the browser settings for the use of cookies or disable cookies, the functionality of this website may be limited.

**Cookie Banner Notice**

When you access the website, you are informed about the use of cookies through an info banner and referred to this data protection declaration. In this context, there is also a reference to how the storage of cookies can be prevented in the browser settings. This page uses different types of cookies. Some cookies are placed by third parties that appear on our pages. A list of all currently used cookies can be found below:

**NECESSARY** Cookies in this category are required for the basic functions of the website. They ensure secure and reliable use and are therefore not deactivatable.

**FUNCTIONAL** Cookies in this category are used to enhance the user experience and provide additional features such as videos, maps, or similar services.

**ANALYSIS AND PERFORMANCE** Cookies in this category are used to understand how the website is interacted with and which content is most relevant. This continuously improves the website’s performance and adjusts the content. This also allows for the most comfortable use possible. Further information on cookies can be found at www.allaboutcookies.org.

### SSL Encryption

We always use current encryption procedures based on HTTPS standards, such as SSL. This secures the data transmission and protects the transmitted information.

### Use of Google Analytics

We use Google Analytics to analyze our web presence. Google Analytics works with “cookies,” which are text files stored on the user’s PC, allowing for the analysis of the website usage. The data collected by Google Inc. are usually processed and stored in the USA. However, on our website, IP anonymization is activated. This means the user’s IP address is shortened by Google Inc. within member states of the European Union or in other contracting states to the Agreement on the European Economic Area. Only in exceptional cases is the full IP address sent to a Google server in the USA and shortened there. By commissioning Google Analytics, these data are used to analyze website usage and activities, presented in reports, and provided other services related to website and internet usage. The IP address transmitted by the user’s browser to Google Inc. is not merged with other data from Google Inc.

Every web browser allows changing the settings regarding cookies or deactivating their use. However, if cookies are disabled, the website visitor may not be able to use all functions of the web presence to the full extent. The browser plugin, which can be downloaded and installed from the following link, prevents information generated by cookies from being collected and processed by Google Inc.: Browser Plugin to Disable Google Analytics.

Alternatively, by clicking the following link, you can also prevent any capture by Google Analytics on this website, whereby an opt-out cookie is set on the user’s end device. As long as this cookie is activated in the browser, the activities of Google Analytics are suppressed in this browser.

**Disable Google Analytics**

### Use of Google Tag Manager

This website uses the Google Tag Manager. This service allows website tags to be managed via an interface. The Google Tag Manager only implements tags. This means no cookies are used, and no personal data are collected. The Google Tag Manager triggers other tags that may collect data. However, the Google Tag Manager does not access these data. If deactivation was done at the domain or cookie level, it remains in effect for all tracking tags implemented with the Google Tag Manager.

### Use of Google Ads

We use Google Ads, an online advertising program from Google Inc.

Google Ads allows us to display advertisements in the Google search engine or on third-party websites when the user enters specific search terms on Google. This is called keyword targeting. Additionally, targeted advertisements can be displayed based on Google user data (e.g., location data and interests): audience targeting. Transactionfeeninjas.com, as the website operator, can evaluate these data quantitatively by analyzing which search terms led to the display of our advertisements and how many ads led to corresponding clicks.

The use of Google Ads is based on Art. 6(1)(f) GDPR. The website operator has a legitimate interest in the most effective marketing of its services and products.

Data transmission to the USA is based on the EU Commission’s standard contractual clauses. Details can be found here: https://privacy.google.com/businesses/controllerterms/mccs

### Use of Remarketing

This website uses the functions of Google Analytics Remarketing. The provider is Google Inc. Google Remarketing analyzes user behavior on our website, such as clicking on certain products, to classify users into specific advertising target groups and then display them suitable advertising messages on other online offers (remarketing or retargeting). Additionally, the advertising target groups created with Google Remarketing can be linked to Google’s cross-device functions. This way, interest-based personalized advertising messages that have been adjusted based on previous usage and surfing behavior on one end device (e.g., mobile phone) can also be displayed on another end device (e.g., tablet or PC). If you have a Google account, you can object to personalized advertising under the following link: https://www.google.com/settings/ads/onweb/. The use of Google Remarketing is based on Art. 6(1)(f) GDPR. TRANSACTIONFEENINJAS.COM has a legitimate interest in the most effective marketing of its products. If corresponding consent was requested, processing is carried out exclusively based on Art. 6(1)(a) GDPR. Consent can be revoked at any time. Further information and the data protection regulations can be found in Google’s data protection declaration: https://policies.google.com/technologies/ads?hl=de. Target group formation with customer matching: We use customer matching from Google Remarketing for target group formation. We provide certain customer data, such as email addresses, from our customer lists to Google. If the relevant customers are

 Google users and logged into their Google account, they will be shown appropriate advertising messages within the Google network (e.g., on YouTube, Gmail, or in the search engine).

### Use of Google Signals

We have activated Google Signals in Google Analytics. This updates the existing Google Analytics functions (advertising reports, remarketing, cross-device reports, and reports on interests and demographic characteristics) to receive aggregated and anonymized data from you if you have allowed personalized advertising in your Google account. The special feature is that it is cross-device tracking. This means your data can be analyzed across devices. By activating Google Signals, data are collected and linked to the Google account. For example, Google can recognize when you view a product on our website via a smartphone and later purchase the product via a laptop. Thanks to activating Google Signals, we can start cross-device remarketing campaigns that would otherwise not be possible. Remarketing means that we can show you our offer on other websites. In Google Analytics, additional visitor data, such as location, search history, YouTube history, and data on your actions on our website, are collected by Google Signals. We receive better advertising reports and more useful information about your interests and demographic characteristics from Google. This includes your age, language, location, gender, etc. These characteristics help Google Analytics define person groups or target groups. The reports help us better assess your behavior, desires, and interests. This allows us to optimize and adapt our services and products for you. These data automatically expire after 26 months. Please note that this data collection only takes place if you have allowed personalized advertising in your Google account. These data are always aggregated and anonymous and never involve individual persons’ data. You can manage or delete these data in your Google account.

### Use of Facebook Pixels

This website uses the visitor action pixel from Facebook for conversion measurement. The provider of this service is Facebook Ireland Limited, 4 Grand Canal Square, Dublin 2, Ireland. According to Facebook, the data collected is also transferred to the USA and other third countries. This allows the behavior of site visitors to be tracked after they have been redirected to the provider’s website by clicking on a Facebook advertisement. This allows the effectiveness of Facebook advertisements to be evaluated for statistical and market research purposes and future advertising measures to be optimized. The collected data are anonymous for us as the website operator, and we cannot draw any conclusions about the users’ identity. However, the data are stored and processed by Facebook, allowing a connection to the respective user profile and Facebook’s use of the data for its own advertising purposes in accordance with the Facebook Data Use Policy. This enables Facebook to display advertisements on Facebook pages and outside of Facebook. We cannot influence this use of the data. The use of Facebook pixels is based on Art. 6(1)(f) GDPR. TRANSACTIONFEENINJAS.COM, as the website operator, has a legitimate interest in effective advertising measures, including social media. If corresponding consent was requested (e.g., consent to the storage of cookies), processing is carried out exclusively based on Art. 6(1)(a) GDPR; consent can be revoked at any time. Data transmission to the USA is based on the EU Commission’s standard contractual clauses. Details can be found here: https://www.facebook.com/legal/EU_data_transfer_addendum and https://de-de.facebook.com/help/566994660333381. If personal data are collected on our website using the tool described here and forwarded to Facebook, we and Facebook Ireland Limited, 4 Grand Canal Square, Grand Canal Harbour, Dublin 2, Ireland, are jointly responsible for this data processing (Art. 26 GDPR). Joint responsibility is limited solely to collecting and forwarding data to Facebook. The processing by Facebook after forwarding is not part of the joint responsibility. Our joint obligations have been laid down in an agreement on joint processing. The text of the agreement can be found here: https://www.facebook.com/legal/controller_addendum. According to this agreement, we are responsible for providing data protection information when using the Facebook tool and for implementing the tool in a data protection-secure manner on our website. Facebook is responsible for the data security of Facebook products. Affected parties’ rights (e.g., requests for information) regarding the data processed by Facebook can be asserted directly against Facebook. If you assert the rights of the affected parties with us, we are obliged to forward these to Facebook. Further information on the protection of your privacy can be found in Facebook’s data protection notices: https://de-de.facebook.com/about/privacy/. You can also deactivate the remarketing function “Custom Audiences” in the ad settings area at https://www.facebook.com/ads/preferences/?entry_product=ad_settings_screen. You must be logged in to Facebook to do this. If you do not have a Facebook account, you can deactivate usage-based advertising from Facebook on the European Interactive Digital Advertising Alliance website: http://www.youronlinechoices.com/de/praferenzmanagement/

### Your Rights to Information, Correction, Blocking, Deletion, and Objection

Your rights include the right to request information about your stored personal data at any time, as well as their correction, blocking, or deletion. Excluded from the right to deletion is the prescribed data storage for business transactions. To assert these rights, please contact our data protection officer, whose contact details are provided at the end of these notices. If you request data blocking, the blocked data must be stored in a correspondingly secured file for control purposes. If there is no legal obligation to archive your data, you can also request their deletion. If such an archiving obligation exists, the data will not be deleted but blocked. By notifying us accordingly, you can effectively demand changes or the revocation of consent for the future.

### Change of Our Privacy Policy

To ensure that these data protection notices always comply with current legal requirements, we reserve the right to adapt this declaration accordingly. This also applies if we change our services in these notices, for example, when using new or different services. The current data protection declaration applies to each website visit.

### Questions to the Data Protection Officer

Our data protection officer is happy to answer questions about data protection and the above-mentioned notices:

**Florian Holst** 

Kleinstr. 30 

81379 Munich 

Email: info@transactionfeeninjas.com