General Terms and Conditions / Sample Contract (B2B)
- Scope of validity
1.1 The following general terms and conditions apply to all legal transactions of the web designer under this contract with her contractual partner, hereinafter referred to as "client".
1.2 The customer shall be notified in writing of any amendments to these terms and conditions. They shall be deemed to have been approved if the client does not raise an objection in writing. The client must send the objection to the web designer within 4 weeks after notification of the changes.
- Forwarded orders
2.1 If an order is executed in such a way that the web designer entrusts a third party with its further completion, the web designer shall fulfil the order by passing it on to the third party in her own name.
2.2 The offers of the web designer are free and non-binding. The prices stated in the individual offer are valid; all other prices are listed in the current price list.
- Conclusion of the contract
3.1 A contract with the web designer is concluded by the transmission of the signed customer order by fax, e-mail or by the sending of the order confirmation by the web designer.
3.2 The contents of the service contract shall be specified separately in the contract.
The client shall indemnify the web designer against all claims of third parties with regard to the data provided. In the event of a loss of data, the web designer cannot be held liable unless she has acted with intent or gross negligence. The client undertakes, in the event that the web designer is not at fault or is responsible, to transmit all necessary data to the web designer again free of charge.
- Data protection
The contracting party agrees that, within the framework of the contract concluded with him, data relating to his person may be stored, amended and or deleted and, where necessary, transmitted to third parties. This applies in particular to the transmission of data which is necessary for the registration and or change of a domain (internet address).
- Prices and payments
Invoices are issued in advance and according to the price agreed individually with the customer. All invoices are payable immediately and without deduction.
After receipt of the invoice amount by the web designer and availability of the client's data required for the services, the contractually agreed services shall be carried out by the web designer. If the client is in arrears with payments due, the web designer reserves the right not to carry out further services until the outstanding amount has been settled and to pass on any resulting costs to the client.
Objections due to incorrectness or incompleteness of a statement of account must be raised by the customer within 4 weeks after receipt of the statement of account at the latest; if the customer raises his objections in writing, it is sufficient to send them within the 4-week period. Failure to raise objections in due time shall be deemed to constitute approval.
The customer is obliged to assume all legal responsibility with regard to copyright protection, protection of minors, press law and the "right to one's own image". For publications commissioned by the client, only texts and images are to be published or made available for publication for which a corresponding right of use exists and for which the necessary consent of any persons depicted has been obtained. The copyright to all works created by the web designer shall remain with the web designer.
8.1 The risk of the legal admissibility of the activity and creation of projects by the web designer shall be borne by the client. The client shall indemnify the web designer against claims by third parties if the web designer has acted at the client's express request, although she has informed the client of her concerns regarding the permissibility of the measures.
8.2 If the web designer considers an examination under competition law by a particularly competent person or institution to be necessary for the measures to be carried out, the client shall bear the costs after consultation.
8.3 Claims for damages against the web designer are excluded unless they are based on intentional or grossly negligent conduct on the part of the designer himself or his vicarious agents. The limitation period for the assertion of claims for damages shall be three years and shall commence on the date on which the act triggering the obligation to pay damages was committed. Should the statutory limitation periods lead to a shorter limitation period for the web designer in individual cases, these shall apply.
8.4 The statutory provisions of the German Civil Code shall apply to all other claims for damages.
8.5 The amount of the web designer's liability shall be limited to the typical damage in comparable transactions of this type that was foreseeable at the time the contract was concluded or at the latest when the breach of duty was committed.
8.6 The web designer's liability for consequential harm caused by a defect on the legal grounds of positive breach of contract is excluded if and insofar as the liability of the same does not arise from a breach of the obligations essential to the fulfilment of the purpose of the contract.
- Applicable law and place of jurisdiction
9.1 The business relationship between the client and the web designer shall be governed by German law.
9.2 The agreement on the place of jurisdiction applies equally to domestic and foreign customers.
9.3 The place of performance and jurisdiction for all services and disputes shall be exclusively the registered office of the web designer.
- Other regulations
10.1 There are no verbal ancillary agreements to this contract.