Note:
This version of the terms is a draft by SERGO GmbH and has not yet been reviewed by a law firm. Before
production use with paying customers, please have it reviewed by legal counsel — in particular § 6
(Liability) and § 9 (Dispute resolution).
§ 1 Scope
(1) These terms of service apply to all contracts between SERGO GmbH, Georgsplatz 1, 20099 Hamburg,
Germany (the "Provider") and its customers concerning the use of the "Clockoo" software.
(2) Deviating terms proposed by the customer do not apply unless the Provider has expressly agreed to them
in writing.
(3) Consumers within the meaning of § 13 BGB are natural persons acting for purposes that are predominantly
outside their trade, business or profession. Businesses within the meaning of § 14 BGB are natural or
legal persons acting in the exercise of their trade, business or profession when concluding the contract.
§ 2 Description of services
(1) Clockoo is a desktop application for macOS and Windows that acts as a client connecting to an Odoo
Enterprise instance (currently version 18) that the customer operates or licenses themselves.
(2) Clockoo is explicitly not Odoo hosting and not an Odoo provider. The Provider supplies
neither the Odoo instance nor its license, availability or support — that remains the responsibility of
the customer's own Odoo provider or host.
(3) Clockoo stores no time or project data outside the customer's Odoo instance. There is
no Clockoo cloud holding time entries; all data stays in the customer's own Odoo.
(4) The current feature set is described at clockoo.io/en/features.
§ 3 Pricing & billing
(1) Clockoo is billed at €2.99 per active user per month. An "active" user is one who has actually used
Clockoo within the last 30 days; every other user on the Odoo instance is free. There are no per-employee
license codes.
(2) All listed prices are in euros and gross, i.e. inclusive of statutory VAT where applicable.
(3) The license is bound to the customer's Odoo instance, not to individual people. Users can come and go
without any action by the Provider; billing automatically follows the number of active users.
(4) New customers get a free trial that ends automatically, without creating any payment obligation.
(5) In the event of late payment, the Provider may, after prior notice, block the ability to start the
timer. Time entries already recorded are unaffected, as they live exclusively in the customer's own Odoo.
§ 4 Formation & term
(1) The paid contract is formed once the customer orders a paid usage allowance for their Odoo instance and
the Provider confirms it.
(2) The contract runs for an indefinite period and is billed monthly. The customer may terminate it at any
time, effective at the end of the current billing period.
(3) Termination is by e-mail to info@sergo.de.
Simply uninstalling the app ends usage but not the payment obligation.
(4) The right to extraordinary termination for good cause remains unaffected, in particular in the case of
repeated violations of § 5.
§ 5 Customer obligations
(1) The customer ensures they hold a valid Odoo Enterprise license and the right to connect Clockoo to
their Odoo instance.
(2) The customer agrees not to use Clockoo to:
- violate applicable law or infringe the rights of third parties;
- deliberately circumvent active-user billing (e.g. via shared accounts);
- compromise the technical integrity of the license or Odoo infrastructure.
§ 6 Liability
(1) The Provider is liable without limitation for intent and gross negligence, and for injury to life,
body or health.
(2) For slight negligence, the Provider is liable only for breach of material contractual obligations
(cardinal obligations), limited to the foreseeable damage typical for this type of contract. Liability for
slight negligence is otherwise excluded.
(3) The Provider is not liable for outages, data loss or misbehaviour of the Odoo instance operated or
licensed by the customer — that lies outside the Provider's sphere of influence.
(4) Liability under the Product Liability Act remains unaffected.
§ 7 Data protection
The Provider processes personal data exclusively as described in the
Privacy Policy. Because Clockoo stores no time
or project data outside the customer's Odoo instance, no separate data processing agreement with the
Provider is required for that data.
§ 8 Changes to these terms
The Provider may amend these terms to the extent necessary to reflect changes in law, case law or economic
circumstances. Customers are notified by e-mail at least 30 days before changes take effect; if the
customer does not object within 30 days, the amended terms are deemed accepted. In the event of an
objection, both parties have a right of extraordinary termination.
§ 9 Final provisions
(1) The law of the Federal Republic of Germany applies, excluding the UN Convention on Contracts for the
International Sale of Goods. For consumers, mandatory consumer-protection provisions of their country of
residence remain unaffected.
(2) For merchants and legal entities under public law, the exclusive place of jurisdiction is Hamburg,
Germany.
(3) Should individual provisions be invalid, the validity of the remaining provisions is unaffected.
(4) The European Commission provides a platform for online dispute resolution:
https://ec.europa.eu/consumers/odr/.
The Provider is neither obliged nor willing to participate in dispute resolution proceedings before a
consumer arbitration board.
Right of withdrawal for consumers
Applies only to consumers within the meaning of § 13 BGB.
Right of withdrawal
You have the right to withdraw from this contract within fourteen days without giving any reason. The
withdrawal period is fourteen days from the day the contract was concluded.
To exercise your right of withdrawal, you must inform us (SERGO GmbH, Georgsplatz 1, 20099 Hamburg,
Germany, e-mail: info@sergo.de) of
your decision to withdraw from this contract by means of a clear statement.
Effects of withdrawal
If you withdraw from this contract, we will reimburse all payments received from you without undue delay
and at the latest within fourteen days from the day we receive notice of your withdrawal.
Early expiry of the right of withdrawal
The right of withdrawal expires early if the Provider has begun performance of the contract after the
customer has expressly agreed that the Provider begin before the withdrawal period has expired, and has
confirmed their knowledge that, by giving this consent, they lose their right of withdrawal.