General
The following general terms and conditions (GTC) are an integral part of all contracts with the company “Webdesign-order”, owner Andreas Reimer, Postfach 48 01 11, 48078 Münster, Germany (hereinafter referred to as Webdesign-order) and all the resulting services. Different terms and conditions of the international and national contractual partners do not become part of the contract. At the conclusion there are no additional verbal agreements and are therefore of no importance. Changes and additional agreements must only be made in writing.
1. Contract law (contract conclusion and contract termination)
1.1. The conclusion of the contract
a. A contract comes about simply through an offer and acceptance. As soon as the contractor creates an offer for certain services and the remuneration requested by him and the client issues an order confirmation (= acceptance). b. If the order confirmation differs from the offer, it is considered a new offer and requires the acceptance of the contractor. Written form is not required. The order and the order confirmation must be made in writing to ensure that the order can be verified.
1.2 Inclusion of general terms and conditions
a. The contractor always creates his offer and invoice letters taking into account the general terms and conditions. b. General terms and conditions are standard contractual clauses that are used in a large number of cases. c. The GTC is a pre-formulated text in which the individual services are used subsequently, falls under the term of the general terms and conditions. d. The general terms and conditions are binding for both parties and are included in the contract. e. The contractor always encloses the offer or invoice and marks it with an asterisk “*“. f. The contractor always provides his services in accordance with the general terms and conditions, which the client can call up, download and print out on the website https://www.webdesign-order.de. ”
2. Obligations of the client – contractor
2.1. Obligations of the client
a. The client provides the contractor with all the content necessary for the fulfillment of his order. The timely delivery of data (within 1 week) is the basis for the fulfillment of this contract. b. The material supplied is always provided in electronic or digital form. c. If texts, images, videos and other media materials are not available in digital form or are available to the client, the contractor can take over the procurement and creation of the necessary materials on request. d. The request (on both sides) must always be made in writing, since it is not part of the contract for work. The additional costs according to expenditure are invoiced separately. e. Unless otherwise agreed in writing, the contractor may also have the services performed by employees or third parties. f. The client has a duty to check that all of his texts, images, videos and other content provided to the contractor to fulfill his order are checked for compliance with legal regulations, third-party rights and laws.
2.2. Obligations of the contractor
a. The contractor undertakes to fulfill the order to the best of his ability, knowledge and belief. b. The contractor undertakes to observe the deadlines agreed in the service contract. c. The contractor undertakes to remedy all errors or defects arising from his work within one week after completion.
3. Liability of the client – contractor
3.1. Liability of the client
a. The client is liable for the completeness and correctness of the content in order to enable the contractor to fulfill his order. b. The client bears liability for the content that the contractor publishes on his behalf. c. The client is liable for compliance with all copyrights, licenses, statutory provisions. d. The client is liable for the maintenance of his contract with his server provider and ensures that the contractor can fulfill his order.
3.2. Liability of the contractor
a. The contractor is only liable for intent and gross negligence, or only if it concerns the violation of an essential obligation from the contract, the injury to life, limb or health. b. The contractor is not liable for the expected success of the client. c. In particular, the contractor is not liable and assumes no guarantees with regard to e.g. B. a placement with search engines, or increase the click rate. d. The contractor acts only in the interest of the client and is only accountable to the client.
4. Cancellation
a. In this sense, there is no “cancellation”. b. If the contract is concluded (order-order confirmation), it also applies to the agreed content. c. The client has the right of termination see §4. the termination (see below). d. The contractor works or employs and books the freelancers for a certain period of time, which means that the freelancers are permanently hired for the time of the order by a work contract. e. If the services of a freelancer are no longer required due to a cancellation or cancellation, the contractor must bear the costs for the booking of the freelancer for the time of booking. If cancellation is not possible for the agency, it must cover the services booked (full) pay. f. The contractor grants the right as a fair compromise to set a reduced daily rate for the booked time as a “cancellation fee”, which is based on the hourly rate of the freelancer commissioned.
5. Right of termination by the client
a. In the case of a contract for work, the client can terminate at any time without giving reasons. b. However, he must pay the contractor the agreed remuneration. However, the client can deduct what the contractor saved as a result of the termination or which he or she could have acquired through other uses of his workforce (e.g. travel and material costs, remuneration from a possible or actual replacement order). c. If the client cancels the contract for work at short notice, where the contractor cannot acquire a new order so quickly for the time that has become available, Webdesign-order makes use of its claim to full remuneration. d. If a service contract has been concluded, whereby the working hours and the time for completion have not been specified, the termination, if the remuneration is based on daily rates, can be made on any day for the end of the following day. If the remuneration is measured by weeks, the contract can be terminated on the first working day of a week at the end of the following Saturday. In the case of monthly remuneration, termination is possible up to the 15th calendar day at the end of the month (§ 621 BGB). If, on the other hand, a fixed working period has been agreed (about 3 days), termination within this period is only possible if there is a reason for termination (such as gross breaches of duty).
6. Right of termination of the contractor
a. If a contract for work has been concluded, the contractor can terminate the contract if the client has failed to provide the cooperation services incumbent on him. b. If the client does not accept a draft within a short period of time (max. 1 week) or does not deliver the contractually agreed materials, the client can set a reasonable period for it and explain it or notify it in writing (by email is sufficient) that he will terminate the contract if the cooperation does not take place by the deadline. c. If the customer refuses to cooperate despite the information, the contractor can in this case demand the services previously provided and compensation for the part of the order that has been lost. d. The same applies to the service contract, see above.
7. Withdrawal from the contract
a. The client only has a right of withdrawal if the contractor does not provide a due service (demonstrably) or does not provide it in accordance with the contract. b. In this case, the client can set the contractor a reasonable period of time for the performance or rectification of the performance and, in the event of the fruitless expiry of the period, to withdraw. c. The setting of a deadline is not necessary if the contractor finally refuses the services, if the timeliness of the services has been fixed as a contractual condition or if special circumstances justify an immediate withdrawal.
8. Acceptance
a. After completion of the order and notification from the contractor to the client, the order must be accepted within 1 week. b. If there are demonstrable defects in the order, the contractor will correct them promptly (within 1 week). c. The successful removal of the defects is considered final acceptance. If the customer discovers further defects after acceptance (i.e. later), these will be billed separately. d. A final acceptance is also automatically available if the client provides the contractor with the final e.g. Ordered online position.
9. Terms of payment / prices
a. The prices quoted are always net plus 19% VAT. b. A 50% down payment is made before work begins. c. The remaining amount is paid automatically (at the latest after 1 week) after the final acceptance. d. If the customer has additional wishes that go beyond the offer, the contractor can invoice the additional work separately according to the hourly rate.
9.1. Payment arrangements
a. If a deposit has been agreed, this must be paid immediately after receipt of the invoice. b. Invoices must be paid no later than 7 days after receipt. After this period, the client is automatically in default of payment. c. A right of retention is excluded for the client. d. If the client is in arrears with payments, the contractor is entitled to charge statutory default interest.
10. Rights of use / granting of rights of use
Basics
Rights of use, often called licenses, are intellectual property rights. Rights of use can be granted for works protected by copyright, for brands, designs and also for know-how. The granting of rights of use allows the contractual partner to use the work economically in a certain way.
10.1. Exclusive, simple and exclusive rights of use
Rights of use of the contractor
a. The client grants the contractor a limited right to use the content, such as text, images, videos, other media content, as well as the access data to the client’s social media accounts, for the duration of the job. b. The client grants the contractor a temporary right to carry out contractually agreed work on his social media accounts. c. The client grants the contractor an exclusive right to place his logo for the purpose of advertising on all of the client’s products. d. The client authorizes the contractor to use individual elements such as graphics and lettering of the surface design of the design separately for his advertising and to edit the design and adapt it to his current business purposes.
Rights of use of the client
a. The contractor grants the client a simple right to use the logo, the website and the name of the contractor. b. The contractor grants the client the exclusive right, unlimited in terms of time and space, to use the developed design in all conceivable types of use. c. The contractor authorizes the client to register the developed design as a brand or design. d. The contractor acquires photos, videos and other media content in order to fulfill the order of the client.
With the purchase of the photo, the contractor acquires the simple right to use the photo, which is unlimited in terms of space and time, to use the photo in any way in any media, print media such as digital media, including the Internet.
The client is not permitted to transfer the right of use to third parties.
11. Execution / implementation risk
The basis of a successful collaboration
At the beginning of the contract, the contractor must be absolutely certain that he does not bear any implementation risk or sole project responsibility.
a. If the client retains planning and implementation sovereignty, the contractor supports the client in the conception, design development and implementation of the advertising campaign. b. If the contractual services of the contractor only include the strategic and conceptual advice of the client, the client bears project responsibility for the implementation of the advertising campaign.
12. Conclusion
Basically, the following applies: contract is contract. The essential things that are individually agreed with the client should therefore also be recorded in writing, including follow-up orders in the current contract. The verifiability of individual agreements (especially compensation!) Is ultimately more important than the best terms and conditions in the world.
13. Place of jurisdiction
Place of jurisdiction is Münster / Germany.
As of April 1st, 2020