These General Terms and Conditions (GTC) apply to all contracts concluded between the Provider and the Customer. Any terms and conditions of the customer that deviate from these GTC shall not apply unless the provider and the customer have expressly agreed to this.

The provider does not conclude contracts with consumers or private individuals. Its offer is aimed exclusively at entrepreneurs. The services offered by the provider include the services of an advertising agency, including marketing consulting, graphic design, content marketing and the creation or development of websites and online stores. The services agreed in detail result from the individual contract concluded between the provider and the customer.

The Provider is entitled to subcontract the necessary services in its own name and for its own account to subcontractors, who in turn may also use subcontractors. The Provider shall remain the sole contractual partner of the Customer. The Provider shall not use subcontractors if it is apparent to the Provider that the use of such subcontractors would run counter to the legitimate interests of the Customer.

If the customer wishes to make use of the provider’s services, he first submits an inquiry to the provider with as precise a description as possible of the services he requires. This request constitutes an invitation to the provider to submit an offer. The Provider shall check to the best of its knowledge and belief whether the Customer’s wishes described in the inquiry are complete, clear, feasible, free of contradictions and suitable for the desired form of implementation and shall prepare an offer on this basis. However, the provider will not carry out a legal review of the customer’s wishes. Only when the customer accepts the provider’s offer is a contract concluded between the provider and the customer.

If the Provider’s offer contains drafts, samples or design proposals but no contract is concluded, the Customer shall have no claim to the surrender of the drafts, samples, design proposals or, where applicable, the associated source codes, copies etc. The Customer shall delete and/or return all copies to the Provider. In this case, the customer must delete, destroy and/or return all copies to the provider.

If the conclusion of a data processing agreement (DPA) pursuant to Art. 28 GDPR is required for individual services, both contracting parties undertake to conclude such an agreement before commencing the provision of the services in question. The data processing agreement must always be provided by the provider.

The customer is obliged to provide the information, data (e.g. for the imprint), works (texts, images, layouts, graphics, etc.) and accesses to be provided by him for the purpose of fulfilling the order in full, on time and correctly.

The customer shall be responsible for procuring the material for the design of the websites and other works (e.g. graphics, texts), unless the provider and the customer have expressly agreed otherwise. If the customer does not provide the material or does not provide it in good time and does not make any further specifications, the provider is entitled, at its own discretion, to use image material from common providers (e.g. stock photo providers) or to provide the corresponding parts of the website with a placeholder, taking into account the copyright labeling requirements.

If the customer is late in providing (necessary) cooperation or input, the provider shall not be liable for any resulting delays and delays in the implementation of projects.

If the customer provides the provider with texts, images or other content as part of the order, the customer is responsible for ensuring that this content does not infringe the rights of third parties (e.g. copyrights). The provider is not permitted by law to provide legal advice to the customer. In particular, the Provider is not obliged and not entitled to check the Customer’s business model and/or the works (texts, images, layouts, graphics, etc.) created or acquired by the Customer for their compatibility with applicable law and, in particular, will not carry out any trademark searches or other checks for conflicting property rights in relation to the works provided by the Customer. If the customer issues specific instructions regarding the work to be produced, he shall be liable for this himself.

If the customer does not fulfill its obligations under this section, the provider may charge the customer for the time spent (e.g. costs for stock photos and time spent searching for them).

The Provider is entitled to demand acceptance of work services in writing. The Customer shall only be obliged to accept the work in writing if the Provider requests it to do so. The acceptance provisions of the German Civil Code shall otherwise remain unaffected. The Provider and the Customer shall set the acceptance period within the meaning of Section 640 (2) sentence 1 BGB at 2 weeks from notification of completion of the work, unless a longer acceptance period is required in individual cases due to special circumstances, in which case the Provider shall notify the Customer separately. If the customer does not comment within the acceptance period or does not refuse acceptance due to a defect, the work shall be deemed to have been accepted.

The provider and the customer shall conclude an individual contractual agreement on the remuneration of the order, which shall generally be based on the offer. The Provider is entitled to regularly adjust its prices to the extent that its own costs for the provision of the service increase. Customers with existing contracts will be notified of the price adjustment by e-mail at least one month before the change comes into effect. If the customer does not object within the deadline set in the notification of change, this shall be deemed to constitute consent. The notification of the intended price adjustment shall refer to the deadline and the consequences of an objection or failure to object. If the customer objects to the price adjustment, his contract shall be terminated for cause as of the effective date of the price adjustment.

Subject to deviating provisions within and outside these GTC, continuing obligations (e.g. maintenance contracts) have a minimum term of 6 months. The notice period is 3 months. If the contract is not terminated in due time at the end of the term, it is automatically extended by a further 6 months. The right to extraordinary termination for good cause remains unaffected.

An insignificant defect does not justify any claims for defects. The choice of the type of supplementary performance lies with the supplier. The limitation period for defects and other claims is 1 year; this shortening of the limitation period does not apply to claims resulting from intent, gross negligence or injury to life, limb or health by the provider. The limitation period shall not recommence if a replacement delivery is made within the scope of liability for defects. Otherwise, the statutory warranty for defects remains unaffected.

The provider’s liability for all damages is limited as follows: In the event of a slightly negligent breach of a material contractual obligation (“cardinal obligation”), the provider’s liability shall be limited in each case to the amount of damage foreseeable at the time of conclusion of the contract and typical for the contract. Cardinal obligations are those obligations whose fulfillment is essential for the proper execution of the contract and on whose compliance a party may regularly rely. This limitation of liability shall not apply in the event of gross negligence or willful misconduct or in the event of mandatory statutory liability, in particular in the event of the assumption of a guarantee or culpable injury to life, limb or health. The above liability regulation also applies with regard to the liability of the provider for its vicarious agents and legal representatives.

The customer shall indemnify the provider against any third-party claims asserted against the provider due to violations of these GTC or applicable law by the customer.

The subject matter of contracts concluded between the Provider and the Customer for the creation of websites is generally the development of new websites or the expansion of existing websites (e.g. integration of new interfaces) in compliance with the Customer’s technical and/or design specifications. Contracts concluded between the Provider and the Customer for the creation of websites are contracts for work within the meaning of §§ 631 ff. BGB (GERMAN CIVIL CODE).

The examination or procurement of rights, the procurement of tools (e.g. statistics) or certificates (e.g. SSL / TLS) or the provision of source codes, development, application or other additional documentation shall only be provided by the provider if this has been expressly agreed in an individual contract.

After completion of the website, the provider will ask the customer to accept the website.

The customer can access the development page at any time and make requests insofar as these are covered by the originally agreed scope of services. Such adjustments become part of the original contract if the provider and the customer agree in text form (e.g. by e-mail). Otherwise, the provider is only obliged to produce the functions / items listed in the contract or to provide the agreed service (e.g. maintenance). Any additional services must be agreed and remunerated separately.

If the Provider and the Customer have not agreed any additional maintenance and care services, the Customer shall be solely responsible for the technical maintenance and up-to-dateness of the website after acceptance. The Provider shall not be liable to the Customer for any security gaps that are exploited by third parties for illegal purposes through the use of outdated software (hacking).

If the provider and the customer have agreed to this, the provider creates the privacy policy and the legal notice for the customer’s website. The provider uses generators for this purpose. The provider is only responsible for creating the texts with the generators; the customer is responsible for the legal and content review.

The customer is obliged to provide the provider with all necessary information for the creation in a timely, correct and complete manner. The customer must independently inform himself and the provider about special information obligations within the scope of the imprint (e.g. professional liability insurance, professions requiring a license, etc.) and the data protection declaration. In this context, it is pointed out once again that the provider is not permitted by law to provide legal advice to the customer.
Translated with DeepL.com (free version)

The customer must inform the provider independently and immediately of any changes affecting the information in the legal notice or in the privacy policy.

The customer shall commission the provider separately to update the legal notice or the data protection declaration after completion and acceptance of the website, unless otherwise agreed in the individual contract.

The Provider and the Customer may agree on the provision of domain registration services, in particular as an additional option within the scope of website creation. The specific scope of services is the subject of individual contractual agreements between the parties.

The contractual relationship required to register the respective domain is established directly between the customer and the respective domain registry or registrar. The provider merely acts as an intermediary in the relationship between the customer and the registry, without having any influence of its own on the allocation of the domain.

The customer bears sole responsibility for ensuring that the domain requested by him does not infringe any third-party rights. The provider is not obliged to check the domain.

The respective terms and conditions of the individual registries also apply to the registration of domains. The provider shall inform the customer of any special features in the event of an intended registration.

After the completion of a website and / or individual parts thereof, the provider may offer the customer maintenance and care services in relation to the website. The object of the maintenance contracts is the elimination of malfunctions and the updating of the website as required. Further details, such as regular maintenance, may be agreed in individual contracts. The prerequisite for maintenance is that the content to be maintained is compatible with the provider’s systems. Compatibility may be impaired in particular by outdated components of the content to be maintained or by unauthorized changes on the part of the customer. If compatibility is not guaranteed, the customer must establish this independently (e.g. through appropriate updates) or commission the provider separately to establish compatibility.

The provider is not liable for malfunctions and incompatibilities caused by unauthorized changes made by the customer or due to other errors that are not the responsibility of the provider; the provisions under “Liability and indemnification” remain unaffected by this. The maintenance only includes the technical updating of the website, but not the updating of the content, in particular not the updating of the legal notice or the data protection declaration, unless the provider and the customer have expressly agreed to this.

If the provider and the customer agree on services in the field of SEO marketing, the provider shall only owe the implementation of measures which, according to the provider’s own experience, can positively influence the search engine ranking or which are expressly requested by the customer. This is a service within the meaning of §§ 611 ff. BGB (GERMAN CIVIL CODE). A specific result (e.g. a specific ranking in the Google hit list) is not owed as part of the SEO services, unless the provider and the client have expressly agreed this.

If the provider and the customer agree on services in the area of SEA campaigns, the provider shall only owe the submission of proposals regarding effective keywords and, after approval by the customer, the implementation of the measure (placement of advertisements) as part of the provision of services. These are services within the meaning of §§ 611 ff. BGB (GERMAN CIVIL CODE). A specific result (e.g. sales figures) is not owed within the scope of SEA services, unless the provider and the customer have expressly agreed this. In addition to the claim to remuneration for the service, the provider has a claim to reimbursement of expenses with regard to the chargeable advertisements vis-à-vis the customer. The provider is not obliged to check the legality of keywords. The provider submits suggestions to the customer regarding the booking of keywords. The customer is responsible for the legal examination, in particular with regard to the trademark rights of third parties, and approval of the keywords before the campaign is carried out.

If the provider and the customer agree on technical support for the creation and / or maintenance of social media presences, the provider shall only be responsible for the technical creation of the social media pages and / or the technical maintenance of the content to be provided by the customer.

If the Provider and the Customer have expressly agreed to this, the Provider shall also create social media advertisements for the Customer; these are advertisements that are created specifically via the system provided by the relevant social media platform for this purpose. The provider is only responsible for creating the advertisements on the basis of the individual customer request. However, specific results (e.g. sales figures) are not owed.

The selection of content (images, texts, videos, imprints, etc.) is the sole responsibility of the customer. The provider will not check this content for its content-related or legal accuracy. In this respect, it is expressly pointed out that the provider is not permitted to provide the customer with legal advice. Should the provider nevertheless determine in individual cases that the content provided by the customer violates applicable law, the provider may refuse to post such content.

In addition to the creation of social media pages, posting in the name and under the name of the customer (so-called ghost posting) by the provider can also be agreed. The provider is free to determine the content as long as there are no specifications from the customer. There is no obligation to respond to posts by third parties or to monitor them. This is the responsibility of the customer as the operator. The customer alone is the service provider within the meaning of § 10 TMG. Details are the subject of individual contractual agreements.

The provider is merely the customer’s processor in the context of managing the social media pages.

If the provider and the customer agree on professional content marketing (copywriting) and / or the creation of press releases, the invoicing and duration of the assignment shall be based on the specifications of the accepted offer.

The content of the texts is based on the customer’s specifications. As soon as the agreed text has been completed, the provider will send the created texts to the customer for review and approval. In the case of press releases, a distribution date will be set after approval, on which these are to be sent to the media.

Unless otherwise agreed, the customer has the right to two correction or amendment loops. Complaints regarding the stylistic design or the integration of new information into the text are generally excluded after the second amendment loop. If the customer wishes to make further changes, he must bear the additional costs.

If the provider has been commissioned to integrate the texts in public media (e.g. online or print media), the provider shall only publish texts that have been approved by the customer. The provider shall only be liable for errors discovered after approval in accordance with the provisions under the heading “Warranty for defects, liability and indemnification”.

If the provider and the customer agree on the provision of consulting services, the provider shall only owe an assessment of the subject matter of the consultation to the best of its knowledge and belief. In particular, no legal advice is owed. Consulting services are a service within the meaning of §§ 611 ff. BGB (GERMAN CIVIL CODE). However, a specific result is only owed as part of the service in the form of advice if the provider and the client have expressly agreed this.

By agreement with the customer, the provider takes over the design and conception of the customer’s logo. For this purpose, the customer first submits a request to the provider with a description of the desired logo that is as precise as possible. This request constitutes an invitation to the provider to submit an offer. The provider shall check the customer’s ideas described in the inquiry to the best of its knowledge and belief for completeness, suitability (with the exception of legal suitability, in particular with regard to the rights of third parties), clarity, feasibility and consistency and shall prepare an offer on the basis of the wishes arising from the customer’s inquiry. A contract between the provider and the customer is only concluded when the customer accepts the offer.
If the customer commissions the provider with the logo design and conception, the provider shall expressly not check the admissibility under competition law, trademarks or other property rights or the registrability.
A prerequisite for the provider’s activities is that the customer provides the provider with all data required for the implementation of the project (color definition, etc.) in a suitable form before the start of the order. If the customer does not comply with this obligation, the provider may charge the customer for the resulting time expenditure.
Unless the provider and the customer have agreed otherwise, the customer is entitled to two correction loops. After these correction loops have been carried out, requests for adjustments and complaints (in particular with regard to the artistic design) will no longer be considered. If the customer wishes to make further changes after the second correction loop, the provider can create these for the customer for an additional fee to be agreed.
The drafts presented within the correction loop may not be used, reproduced or passed on to third parties by the customer either in the original or modified form without the express consent of the provider.
As soon as the agreed object of performance has been completed, the provider shall request the customer to accept the work. The logo design or concept shall be sent to the customer in a standard file format.
Unless otherwise agreed in an individual contract, the provider may demand that a suitable copyright notice be placed in an appropriate position on the work created.
The remuneration for the logo design and conception shall be the subject of an individual contractual agreement between the parties.
The provider shall grant the customer the rights of use required for the respective purpose. A transfer of the rights of use to third parties requires an individual contractual agreement. The rights of use shall not pass to the customer until the remuneration has been paid in full.

If the provider and the customer agree on the creation of professional videos and photographs, the individually agreed services shall result from the contract concluded between the provider and the customer. For this purpose, the customer first submits a request to the provider with as precise a description as possible of the services desired. This request constitutes an invitation to the provider to submit an offer. The Provider shall check the Customer’s ideas described in the inquiry to the best of its knowledge and belief for completeness, suitability (with the exception of legal suitability, in particular with regard to the rights of third parties), clarity, feasibility and consistency and shall prepare an offer on the basis of the wishes arising from the Customer’s inquiry. A contract between the provider and the customer is only concluded when the offer is accepted by the customer.
The customer’s specifications shall be taken into account to the best of the provider’s knowledge and belief. The provider and the customer acknowledge that the creation of videos and photographs is a creative service that requires a high degree of artistic freedom. The provider therefore only owes the creation of a work that corresponds to the customer’s wishes according to the provider’s own experience and assessment. Complaints regarding the artistic design are generally excluded.
Unless otherwise agreed, the customer shall have the right to two correction loops with regard to the image processing or video processing (e.g. using filters and effects) of the photographs or videos created; however, a new creation of the photographs or videos is excluded. Complaints regarding the artistic design are generally excluded. If the customer wishes to make further changes, he shall bear the additional costs.
If the customer provides persons for the creation of the videos or photographs (e.g. its employees or professional models), it is solely responsible for ensuring that the persons concerned have consented to the use of the recordings. In particular, he is responsible for concluding suitable model release contracts and obtaining GDPR-compliant employee commitments.
As soon as the agreed object of performance has been completed, the provider shall request the customer to accept the work.
Unless otherwise agreed in the individual contract, the Provider may demand that a suitable copyright notice be placed in an appropriate place on the works created.
Unless otherwise contractually agreed and not otherwise to be expected from the purpose of the contract, the customer shall only receive recordings that have been fully processed for the respective purpose. The customer shall not be entitled to receive the raw data or editable files (RAW files or similar).

The subject of design contracts in the print sector between the provider and the customer is generally the development of the customer’s design specifications for print products (e.g. design of banners, post graphics, posters, flyers, vehicle or shop window stickers, textiles or logo designs). Design contracts concluded between the provider and the customer are contracts for work within the meaning of § 631 ff. BGB (GERMAN CIVIL CODE). The services agreed in detail result from the individual contract concluded between the provider and the customer. For this purpose, the Customer shall first submit an inquiry to the Provider with as precise a description as possible of the design services it requires. This request constitutes an invitation to the provider to submit an offer. The provider shall check the customer’s ideas described in the inquiry to the best of its knowledge and belief for completeness, suitability (with the exception of legal suitability, in particular with regard to the rights of third parties), clarity, feasibility and consistency and shall prepare an offer on the basis of the wishes arising from the customer’s inquiry. A contract between the provider and the customer is only concluded when the offer is accepted by the customer.

After commissioning, the customer’s requirements are discussed in a briefing if necessary and the specifications are specified. At this point, customer requests can be introduced, provided they are covered by the originally agreed scope of services. Adjustments become part of the original contract if both contracting parties agree in text form. Otherwise, the provider is only obliged to produce the items listed in the contract. Any additional services must be agreed and remunerated separately.

As soon as the agreed object of performance has been completed, the Provider shall request the Customer to accept the work.

Unless otherwise agreed, the customer shall be entitled to two correction loops. Complaints regarding the artistic design are generally excluded. If the customer wishes to make further changes, he must bear the additional costs.

A prerequisite for the provider’s activities is that the customer provides the provider with all data required for the implementation of the project (texts, templates, graphics, etc.) in full and in a suitable form before the start of the order. The Provider is in no way responsible to the Customer for delays and delays in the implementation of projects caused by late (necessary) cooperation or input from the Customer. If the customer does not comply with this obligation, the provider may charge the customer for the resulting time expenditure.

The remuneration is the subject of an individual contractual agreement between the parties.

Unless otherwise contractually agreed and not otherwise to be expected from the purpose of the contract, the provider shall only owe the delivery of a print file (e.g. PDF, JPG or PNG) in addition to the contractually agreed service items when creating print products. The customer is not entitled to receive an editable file (e.g. Word, Indesign).

After full payment of the order by the customer, the provider shall grant the customer a simple right of use to the corresponding work results at the time of their creation. Further rights may be agreed in individual contracts. Unless otherwise agreed, the customer expressly grants the provider permission to present the project to the public in an appropriate manner for the purpose of self-promotion (references/portfolio). In particular, the Provider is entitled to advertise the business relationship with the Customer and to refer to itself as the author on all advertising material produced and in all advertising measures, without the Customer being entitled to any remuneration for this.
Furthermore, the Provider is entitled to place its own name with a link in an appropriate manner in the footer and in the imprint of the website(s) created by the Provider, without the Customer being entitled to any remuneration for this.

The Provider shall treat all business transactions of which it becomes aware, in particular print documents, layouts, storyboards, figures, drawings, tapes, images, videos, DVDs, CD-ROMs, interactive products and such other documents containing films and/or radio plays and/or other copyrighted materials of the Customer or its affiliated companies, as strictly confidential. The provider undertakes to impose this confidentiality obligation on all employees and/or third parties (e.g. suppliers, graphic designers, programmers, film producers, sound studios, etc.) who have access to the aforementioned business transactions. The confidentiality obligation shall apply indefinitely beyond the term of this contract.

The contracts concluded between the provider and the customer are subject to the substantive law of the Federal Republic of Germany to the exclusion of the UN Convention on Contracts for the International Sale of Goods.

If the customer is a merchant, a legal entity under public law or a special fund under public law or has no general place of jurisdiction in Germany, the parties agree that the place of jurisdiction for all disputes arising from this contractual relationship shall be the registered office of the provider; exclusive places of jurisdiction shall remain unaffected by this.

The provider is entitled to amend these GTC for objectively justified reasons (e.g. changes in case law, the legal situation, market conditions or business or corporate strategy) and subject to a reasonable period of notice. Customers with existing contracts will be notified by e-mail at least two weeks before the change comes into effect. If the customer does not object within the period set in the notification of change, this shall be deemed to constitute consent. The notification of the intended amendment to these GTC shall refer to the deadline and the consequences of an objection or failure to object. If the customer objects to the amendment, the provider shall be entitled to terminate the contract extraordinarily as of the date on which the amendment comes into force.

(Update 04.11.2024)