conditions
I. SCOPE
(1)
The following general terms and conditions (GTC) apply to all contracts concluded between the customer and Fastbite, Stettiner Str. 18, 41515 Grevenbroich, projects, orders, offers, deliveries, services and other services.
(2)
The agency provides marketing, sales and organization services in particular.
All agreements made in connection with the conclusion of a contract result from these conditions, the service descriptions and the separately made agreements. No benefits are owed that go beyond this.
(3)
The version of the General Terms and Conditions valid at the time the contract is concluded is decisive.
(4)
General terms and conditions of the customer do not become part of the contract, even if no written objection is made. They are only considered recognized if the agency has expressly consented to them.
(1)
The following general terms and conditions (GTC) apply to all contracts concluded between the customer and Fastbite, Stettiner Str. 18, 41515 Grevenbroich, projects, orders, offers, deliveries, services and other services.
(2)
The agency provides marketing, sales and organization services in particular.
All agreements made in connection with the conclusion of a contract result from these conditions, the service descriptions and the separately made agreements. No benefits are owed that go beyond this.
(3)
The version of the General Terms and Conditions valid at the time the contract is concluded is decisive.
(4)
General terms and conditions of the customer do not become part of the contract, even if no written objection is made. They are only considered recognized if the agency has expressly consented to them.
II. Conclusion of contract & briefing
(1)
General offers are subject to change and non-binding.
(2)
A contract is deemed to have been concluded if, following an offer from the agency, the customer confirms the offer in writing and / or the work has started with mutual consent.
Unless otherwise stipulated, a declaration via email is sufficient for compliance with the written form within the framework of the entire contractual relationship. Telephone agreements must be confirmed in writing.
(3)
In addition to the project contract and its annexes, the basis for the agency work and part of the contract is the customer's briefing. If the briefing is given orally, the agency creates a contact report on the content of the briefing, which is given to the customer within 3 days of the meeting. The contact report becomes part of the contract if the customer does not object to it within 2 days.
(4)
Events of force majeure entitle the agency to postpone the project for the duration of the hindrance and a reasonable start-up time.
(5)
Prices are only binding with regard to the fixed scope of services at the time the offer is accepted.
(1)
General offers are subject to change and non-binding.
(2)
A contract is deemed to have been concluded if, following an offer from the agency, the customer confirms the offer in writing and / or the work has started with mutual consent.
Unless otherwise stipulated, a declaration via email is sufficient for compliance with the written form within the framework of the entire contractual relationship. Telephone agreements must be confirmed in writing.
(3)
In addition to the project contract and its annexes, the basis for the agency work and part of the contract is the customer's briefing. If the briefing is given orally, the agency creates a contact report on the content of the briefing, which is given to the customer within 3 days of the meeting. The contact report becomes part of the contract if the customer does not object to it within 2 days.
(4)
Events of force majeure entitle the agency to postpone the project for the duration of the hindrance and a reasonable start-up time.
(5)
Prices are only binding with regard to the fixed scope of services at the time the offer is accepted.
III. Agency services & appointments
The customer will provide the agency with all market, production and sales figures and other essential data required for the implementation of the project for the purpose of confidential treatment. (1)
The agency owes the implementation of the commissioned service according to the project description as well as within the scope of the scope of services described in the individual contract.
Should additional costs arise due to deviating requests and changes, these are to be borne by the customer.
(2)
Dates for the provision of services may only be promised on the part of the agency by the management or expressly named other persons.
(3)
Binding dates must always be set in writing and designated as binding.
The customer will provide the agency with all market, production and sales figures and other essential data required for the implementation of the project for the purpose of confidential treatment. (1)
The agency owes the implementation of the commissioned service according to the project description as well as within the scope of the scope of services described in the individual contract.
Should additional costs arise due to deviating requests and changes, these are to be borne by the customer.
(2)
Dates for the provision of services may only be promised on the part of the agency by the management or expressly named other persons.
(3)
Binding dates must always be set in writing and designated as binding.
IV. Customer's duty to cooperate and liability
(1)
The customer will provide the agency with all market, production and sales figures and other essential data required for the implementation of the project for the purpose of confidential treatment.
(2)
If the customer recognizes that his own information and requirements are incorrect, incomplete, ambiguous or not feasible, he has to inform the agency immediately about this and the consequences that are apparent to him.
(3)
The customer names the agency one or more contact persons and their deputies who are responsible for the implementation of the contractual relationship and / or who are authorized to make decisions.
(4)
The parties or their contact persons agree at regular intervals about progress and obstacles in the implementation of the contract.
(5)
In connection with the respective project, the customer will only place orders with other service providers in the agency's area of activity in agreement with the agency.
(6)
The customer undertakes not to commission the staff employed by the agency in the course of the project implementation, either directly or indirectly, in the course of the 12 months following the completion of the project, without the agency's involvement.
(1)
The customer will provide the agency with all market, production and sales figures and other essential data required for the implementation of the project for the purpose of confidential treatment.
(2)
If the customer recognizes that his own information and requirements are incorrect, incomplete, ambiguous or not feasible, he has to inform the agency immediately about this and the consequences that are apparent to him.
(3)
The customer names the agency one or more contact persons and their deputies who are responsible for the implementation of the contractual relationship and / or who are authorized to make decisions.
(4)
The parties or their contact persons agree at regular intervals about progress and obstacles in the implementation of the contract.
(5)
In connection with the respective project, the customer will only place orders with other service providers in the agency's area of activity in agreement with the agency.
(6)
The customer undertakes not to commission the staff employed by the agency in the course of the project implementation, either directly or indirectly, in the course of the 12 months following the completion of the project, without the agency's involvement.
V. remuneration
(1)
Unless otherwise expressly agreed in writing, all services of the agency are chargeable.
The amount of the remuneration is determined according to the individually made agreements. If no remuneration is determined for a service, the agency's price lists valid at the time of commissioning apply. If this does not exist in individual cases, the usual remuneration applies.
(2)
Additional or additional services are to be paid for separately.
(3)
All prices are net prices plus VAT.
(4)
In the event of a change in the statutory sales tax, the agency is entitled to adjust the fees or remuneration or prices for products or services accordingly from the time the sales tax change takes effect.
(5)
The agency is not obliged to provide contractual services or to activate contractual services before receipt of payment, unless something else has been expressly agreed with the user in the contract.
(6)
The agency reserves the right to initially provide services provided free of charge and / or to discontinue such services after appropriate notification.
(1)
Unless otherwise expressly agreed in writing, all services of the agency are chargeable.
The amount of the remuneration is determined according to the individually made agreements. If no remuneration is determined for a service, the agency's price lists valid at the time of commissioning apply. If this does not exist in individual cases, the usual remuneration applies.
(2)
Additional or additional services are to be paid for separately.
(3)
All prices are net prices plus VAT.
(4)
In the event of a change in the statutory sales tax, the agency is entitled to adjust the fees or remuneration or prices for products or services accordingly from the time the sales tax change takes effect.
(5)
The agency is not obliged to provide contractual services or to activate contractual services before receipt of payment, unless something else has been expressly agreed with the user in the contract.
(6)
The agency reserves the right to initially provide services provided free of charge and / or to discontinue such services after appropriate notification.
VI. Incidental, travel and special costs
(1)
The agency reserves the right to initially provide services provided free of charge and / or to discontinue such services after appropriate notification Third.
(2)
The customer is obliged to pay the costs of third parties (third-party costs) necessary for the execution of the order after notification by the agency and, if necessary, to grant the agency corresponding powers of attorney to place the order in the name and for the account of the customer. If the agency makes an advance payment, these costs are to be reimbursed immediately, subject to a different agreement and deviating from the other due date regulations.
(3)
After prior agreement, the customer is obliged to reimburse the costs of necessary technical measures that go beyond the agreed scope of services.
(1)
The agency reserves the right to initially provide services provided free of charge and / or to discontinue such services after appropriate notification Third.
(2)
The customer is obliged to pay the costs of third parties (third-party costs) necessary for the execution of the order after notification by the agency and, if necessary, to grant the agency corresponding powers of attorney to place the order in the name and for the account of the customer. If the agency makes an advance payment, these costs are to be reimbursed immediately, subject to a different agreement and deviating from the other due date regulations.
(3)
After prior agreement, the customer is obliged to reimburse the costs of necessary technical measures that go beyond the agreed scope of services.
VII. Due date
(1)
Unless otherwise stipulated in the contract, the remuneration is due at the latest upon completion of the services without any deduction.
(2)
The agency is entitled to invoice a third of the order volume as a discount after the order has been placed.
(3)
The agency is entitled to issue interim invoices after an acceptable partial service has been provided.
(4)
The respective invoice amount must be transferred within 10 days of receipt of the invoice. Failure to meet the payment deadlines puts the customer in default even without a payment reminder.
(5)
The customer has no right of set-off or retention, unless the claims are undisputed or legally established.
(6)
In the event of default in payment, the agency can charge 8 percentage points above the respective base rate of the German Federal Bank.
(7)
If the customer does not meet his payment obligations on time, the agency can withdraw from the contract after setting a deadline with threat of rejection and / or demand compensation for non-fulfillment.
(8)
If the customer changes or interrupts orders, work, planning and the like, or changes the prerequisites for the provision of services, he will reimburse the agency for all costs incurred and release the agency from all liabilities towards third parties.
(9)
If the customer withdraws from the contract before the start of the project, the agency can demand the following percentages of the fee as a cancellation fee: Up to 6 months before the start of the order or the event 10%; from 6 months to three months before the start of the order or event 25%; from 3 months to three weeks before the start of the order or event 50%; from 3 weeks to one week before the start of the order or event 80%; from 1 week before the start of the order or event 100%.
(1)
Unless otherwise stipulated in the contract, the remuneration is due at the latest upon completion of the services without any deduction.
(2)
The agency is entitled to invoice a third of the order volume as a discount after the order has been placed.
(3)
The agency is entitled to issue interim invoices after an acceptable partial service has been provided.
(4)
The respective invoice amount must be transferred within 10 days of receipt of the invoice. Failure to meet the payment deadlines puts the customer in default even without a payment reminder.
(5)
The customer has no right of set-off or retention, unless the claims are undisputed or legally established.
(6)
In the event of default in payment, the agency can charge 8 percentage points above the respective base rate of the German Federal Bank.
(7)
If the customer does not meet his payment obligations on time, the agency can withdraw from the contract after setting a deadline with threat of rejection and / or demand compensation for non-fulfillment.
(8)
If the customer changes or interrupts orders, work, planning and the like, or changes the prerequisites for the provision of services, he will reimburse the agency for all costs incurred and release the agency from all liabilities towards third parties.
(9)
If the customer withdraws from the contract before the start of the project, the agency can demand the following percentages of the fee as a cancellation fee: Up to 6 months before the start of the order or the event 10%; from 6 months to three months before the start of the order or event 25%; from 3 months to three weeks before the start of the order or event 50%; from 3 weeks to one week before the start of the order or event 80%; from 1 week before the start of the order or event 100%.
VIII. Contract duration, termination
(1)
The contract is concluded for the duration of the period specifically agreed with the customer (contract term) subject to the notice periods specifically contractually agreed with the customer. Unless otherwise contractually agreed, the statutory regulations apply. Unless otherwise contractually agreed, the statutory regulations apply.
(2)
Terminations must be made in writing. An email is not sufficient for the termination.
(3)
After the end of the contract, the agency is not obliged to save content, links or data or to keep them available.
(4)
The mutual right to extraordinary termination without notice for an important reason remains unaffected.
(5)
In the event of a breach of contract by the customer, the agency has the right to block access to the services provided. A blocked or terminated customer is not permitted to set up any other access to the services of the agency or to attempt to do so.
(6)
Prepaid fees or remuneration will not be reimbursed in the event of an unjustified termination.
(7)
Upon termination of the contract, all rights of use to the services provided by the agency expire.
Access to the services will be blocked upon termination.
(1)
The contract is concluded for the duration of the period specifically agreed with the customer (contract term) subject to the notice periods specifically contractually agreed with the customer. Unless otherwise contractually agreed, the statutory regulations apply. Unless otherwise contractually agreed, the statutory regulations apply.
(2)
Terminations must be made in writing. An email is not sufficient for the termination.
(3)
After the end of the contract, the agency is not obliged to save content, links or data or to keep them available.
(4)
The mutual right to extraordinary termination without notice for an important reason remains unaffected.
(5)
In the event of a breach of contract by the customer, the agency has the right to block access to the services provided. A blocked or terminated customer is not permitted to set up any other access to the services of the agency or to attempt to do so.
(6)
Prepaid fees or remuneration will not be reimbursed in the event of an unjustified termination.
(7)
Upon termination of the contract, all rights of use to the services provided by the agency expire.
Access to the services will be blocked upon termination.
IX. Usage rights
(1)
The agency provides an overall intellectual and creative service that goes beyond purely technical work. If the customer uses agency work outside the scope of the contract, such as:
Outside of the area specified in the contract (spatial extension) and / or after termination of the contract (temporal extension) and / or in a modified, expanded or rearranged form (content extension) and / or through use in other advertising media, the agency can provide an appropriate request a fee that is customary in the market.
(2)
The agency is entitled to all rights to the services and services of the agency and their labeling, including patent, copyright, trademark, license rights or other property rights and may only be granted within the scope of the express contractual agreements in the manner expressly regulated in the contract and are used by the customer in accordance with the contract for the contractually applicable duration. In particular, the customer is not authorized to copy, change, dismantle software, make modifications to it or attempt to locate the source code.
(3)
Apart from the rights of use or other rights expressly granted herein, the customer is not granted any further rights of any kind, in particular to the company name and industrial property rights such as patents, utility models or trademarks, nor does the agency have a corresponding obligation to grant such rights.
(4)
Insofar as the customer brings in ideas and suggestions, the agency may use these for the development, improvement and sale of the products from its portfolio free of charge.
(5)
If the customer orders individualized services, he transfers all rights required for implementation and use, in particular trademarks, copyrights and other property rights, to the agency for the duration of the intended purpose.
(6)
If the aforementioned rights of this agreement are violated, a contractual penalty of 100% of the remuneration owed in each case is to be paid in addition to the remuneration, excluding the continuation context. The assertion of any further damage remains unaffected.
(1)
The agency provides an overall intellectual and creative service that goes beyond purely technical work. If the customer uses agency work outside the scope of the contract, such as:
Outside of the area specified in the contract (spatial extension) and / or after termination of the contract (temporal extension) and / or in a modified, expanded or rearranged form (content extension) and / or through use in other advertising media, the agency can provide an appropriate request a fee that is customary in the market.
(2)
The agency is entitled to all rights to the services and services of the agency and their labeling, including patent, copyright, trademark, license rights or other property rights and may only be granted within the scope of the express contractual agreements in the manner expressly regulated in the contract and are used by the customer in accordance with the contract for the contractually applicable duration. In particular, the customer is not authorized to copy, change, dismantle software, make modifications to it or attempt to locate the source code.
(3)
Apart from the rights of use or other rights expressly granted herein, the customer is not granted any further rights of any kind, in particular to the company name and industrial property rights such as patents, utility models or trademarks, nor does the agency have a corresponding obligation to grant such rights.
(4)
Insofar as the customer brings in ideas and suggestions, the agency may use these for the development, improvement and sale of the products from its portfolio free of charge.
(5)
If the customer orders individualized services, he transfers all rights required for implementation and use, in particular trademarks, copyrights and other property rights, to the agency for the duration of the intended purpose.
(6)
If the aforementioned rights of this agreement are violated, a contractual penalty of 100% of the remuneration owed in each case is to be paid in addition to the remuneration, excluding the continuation context. The assertion of any further damage remains unaffected.
X. liability
(1)
The agency is only liable for intent and gross negligence. The agency is only liable for slight negligence in the event of a breach of an essential contractual obligation (cardinal obligation) and in the event of damage to life, limb or health.
(2)
In the case of slight negligence, liability is limited to the amount of the foreseeable damage, the occurrence of which must typically be expected.
(3)
The customer is responsible for the content provided by him. This responsibility is based on the general laws and the provisions, in particular the liability provisions of this agreement. The risk of the legal admissibility of the project measures carried out is borne by the customer. In no case is the agency liable for the factual statements contained in the advertising measures about products and services of the customer. The agency is also not liable for the patent, copyright and trademark protection or registrability of the ideas, suggestions, proposals, concepts, drafts, etc.
The customer releases the agency from all obligations that third parties assert towards the agency due to a breach of this responsibility by the customer. In addition, the agency is permitted to prevent the use of the content.
(4)
No liability is assumed for inadequate services by external companies involved. The agency undertakes to assign any claims under warranty law against third parties to the customer.
(5)
Due to the nature of the internet, computer systems, smartphones, tablets and other end devices, no guarantee is given for the uninterrupted availability of the software, internet pages or the like.
(6) The customer is aware and the customer accepts that software and websites cannot be created completely free of errors according to the current state of the art. It may also happen that a code is not correctly read, interpreted or processed by every terminal. Despite the agency's dutiful efforts, this cannot be completely ruled out. The agency therefore assumes no liability for this.
(1)
The agency is only liable for intent and gross negligence. The agency is only liable for slight negligence in the event of a breach of an essential contractual obligation (cardinal obligation) and in the event of damage to life, limb or health.
(2)
In the case of slight negligence, liability is limited to the amount of the foreseeable damage, the occurrence of which must typically be expected.
(3)
The customer is responsible for the content provided by him. This responsibility is based on the general laws and the provisions, in particular the liability provisions of this agreement. The risk of the legal admissibility of the project measures carried out is borne by the customer. In no case is the agency liable for the factual statements contained in the advertising measures about products and services of the customer. The agency is also not liable for the patent, copyright and trademark protection or registrability of the ideas, suggestions, proposals, concepts, drafts, etc.
The customer releases the agency from all obligations that third parties assert towards the agency due to a breach of this responsibility by the customer. In addition, the agency is permitted to prevent the use of the content.
(4)
No liability is assumed for inadequate services by external companies involved. The agency undertakes to assign any claims under warranty law against third parties to the customer.
(5)
Due to the nature of the internet, computer systems, smartphones, tablets and other end devices, no guarantee is given for the uninterrupted availability of the software, internet pages or the like.
(6) The customer is aware and the customer accepts that software and websites cannot be created completely free of errors according to the current state of the art. It may also happen that a code is not correctly read, interpreted or processed by every terminal. Despite the agency's dutiful efforts, this cannot be completely ruled out. The agency therefore assumes no liability for this.
XI. Use of data
(1)
As part of the contractual provision of services, personal data is collected, stored and processed in accordance with the applicable data protection regulations, in particular the Federal Data Protection Act and the Telemedia Act. A transfer to third parties only takes place if it is necessary for the provision of the service, service or brokerage service or if there is a legal obligation for the transfer. The customer declares his consent to the collection, storage and processing of his data in accordance with the separate data protection declaration.
(2)
The agency uses personal data exclusively within the framework of the statutory provisions.
(1)
As part of the contractual provision of services, personal data is collected, stored and processed in accordance with the applicable data protection regulations, in particular the Federal Data Protection Act and the Telemedia Act. A transfer to third parties only takes place if it is necessary for the provision of the service, service or brokerage service or if there is a legal obligation for the transfer. The customer declares his consent to the collection, storage and processing of his data in accordance with the separate data protection declaration.
(2)
The agency uses personal data exclusively within the framework of the statutory provisions.
XII. Confidentiality and Reference
(1)
The parties will treat all trade and business secrets that come to their knowledge as strictly confidential.
(2)
The agency may name the customer on its website or in other media and contexts as a reference customer.
(3)
The customer is only permitted to provide the agency as a reference with the prior written consent of the agency.
(1)
The parties will treat all trade and business secrets that come to their knowledge as strictly confidential.
(2)
The agency may name the customer on its website or in other media and contexts as a reference customer.
(3)
The customer is only permitted to provide the agency as a reference with the prior written consent of the agency.
XIII. Final provisions
(1)
Oral side agreements before the conclusion of the contract are ineffective. Changes or additions to this agreement or declarations expressly designated in this agreement with the requirement of a written record must be made in writing; this also applies to the waiver of the requirement of the written form.
(2)
Should individual provisions of these general terms and conditions be wholly or partially ineffective or lose their legal validity due to a later circumstance, this shall not affect the validity of the remaining provisions. Instead of the ineffective provision or to fill the gap, an appropriate provision should apply, which as far as possible comes closest to what the parties would have wanted if they had considered this point.
The same applies to any loopholes in the agreement.
(3)
German law applies to the exclusion of the UN purchase law.
(1)
Oral side agreements before the conclusion of the contract are ineffective. Changes or additions to this agreement or declarations expressly designated in this agreement with the requirement of a written record must be made in writing; this also applies to the waiver of the requirement of the written form.
(2)
Should individual provisions of these general terms and conditions be wholly or partially ineffective or lose their legal validity due to a later circumstance, this shall not affect the validity of the remaining provisions. Instead of the ineffective provision or to fill the gap, an appropriate provision should apply, which as far as possible comes closest to what the parties would have wanted if they had considered this point.
The same applies to any loopholes in the agreement.
(3)
German law applies to the exclusion of the UN purchase law.
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