Terms & Conditions.

These General Terms and Conditions (hereinafter "GTC") apply to all contracts, services and offers between Manuel Grasse, KreativWolke, Alte Stollberger Str. 6b, 08297 Zwönitz OT Brünlos (hereinafter "Contractor") and its clients (hereinafter "Client").

The Contractor's services are aimed exclusively at entrepreneurs within the meaning of Section 14 of the German Civil Code (BGB), legal entities under public law and special funds under public law. The conclusion of a contract with consumers within the meaning of Section 13 BGB is not the subject of these GTC.

These GTC apply exclusively. Any deviating, conflicting or supplementary terms and conditions of the Client shall not become part of the contract unless the Contractor expressly agrees to their validity in writing.

The Contractor provides services in the field of digital product development and design. These include in particular the conception, design, development and maintenance of websites and web applications, mobile and cross-platform apps, e-commerce solutions, interfaces (APIs) and the integration and implementation of solutions in the field of artificial intelligence (AI).

The specific scope of the services results from the respective offer, the service description or the individual contract. Unless otherwise agreed, the Contractor owes the provision of the agreed service, but not a specific economic success (e.g. sales, reach or ranking targets).

The Contractor is entitled to use subcontractors and third parties (e.g. hosting, infrastructure or software providers) to provide the services. This does not affect the responsibility for the contractual provision of services towards the Client.

Offers made by the Contractor are subject to change and non-binding, unless they are expressly designated as binding or contain a specific binding period. Presentations on the Contractor's website do not constitute a binding offer.

The contract is concluded by acceptance of an offer declared in writing or in text form (e.g. by email) or by a corresponding order confirmation from the Contractor. Inquiries via the contact form or the project inquiry assistant do not yet constitute a conclusion of contract but serve to initiate business.

The Client shall provide the Contractor with all information, documents, content, texts, images, logos, access data and other materials required for the provision of services in good time, completely and in a suitable form, free of charge. The Client shall make any necessary approvals and decisions without delay.

The Client warrants that it holds the necessary rights to the materials it provides and that their use by the Contractor does not infringe any third-party rights. In this respect, the Client shall indemnify the Contractor against justified claims by third parties.

If the Client fails to fulfill its duties to cooperate, or does not do so in good time or properly, agreed deadlines and periods shall be extended appropriately. Any additional expenses or delays arising from this shall be borne by the Client.

If the Client requests changes or extensions to the agreed scope of services after conclusion of the contract, the Contractor shall inform the Client of the effects on remuneration and deadlines. Changes require a separate agreement in text form.

Services that go beyond the agreed scope (additional services) shall be remunerated separately according to expenditure, unless a different agreement has been made.

Dates and deadlines are only binding if they have been expressly agreed as binding. Otherwise, the stated delivery and performance times are non-binding guide values.

The Contractor is not responsible for delays due to force majeure, unforeseeable events or improper cooperation by the Client; the relevant deadlines shall be extended appropriately.

Insofar as the agreed services are work performances, the Client is obliged to accept them as soon as the service has been made available and reported to it as ready for acceptance. The Client shall inspect the service without delay and declare acceptance in text form.

If the Client does not accept the service within a reasonable period set by the Contractor without being entitled to a material defect, or if it uses the service productively (e.g. by going live with a website), acceptance shall be deemed to have taken place. Insignificant defects do not entitle the Client to refuse acceptance.

The remuneration is based on the individual agreement or the offer. If no fixed remuneration is agreed, billing is based on expenditure at the agreed hourly or daily rates. All prices are exclusive of the applicable statutory value-added tax.

The Contractor is entitled to demand reasonable advance payments or partial payments according to project progress. Recurring services (e.g. maintenance, hosting, support) are invoiced in accordance with the agreed billing period.

Unless otherwise agreed, invoices are due for payment within 14 days of the invoice date without deduction. In the event of default of payment, the Contractor is entitled to claim default interest as well as the statutory lump sums for default. The assertion of further damages remains reserved.

The copyright and rights of use to the work results created by the Contractor (e.g. source code, designs, concepts, graphics) belong to the Contractor, insofar as these are not expressly transferred.

The Client receives the rights of use required for the contractually intended purpose. The granting or transfer of the agreed rights of use is subject to the condition precedent of full payment of the remuneration owed. Until full payment, use is only permitted on a revocable basis.

Works, libraries, fonts, software components or open-source elements originating from third parties are subject to the respective license terms of the rights holders; these apply with priority. The Contractor is entitled to name the services provided for the Client in anonymized or general form as a reference, unless the Client objects.

The Contractor warrants that the services are provided free of defects that eliminate or not insignificantly reduce their value or their suitability for the contractually assumed use. The Client shall report obvious defects without delay, at the latest within two weeks of provision or acceptance, in text form.

In the case of justified notifications of defects, the Contractor shall provide subsequent performance at its discretion by rectification or new production. If subsequent performance fails after a reasonable period, the Client may assert the statutory rights (reduction or withdrawal). Defects do not include impairments based on content provided by the Client, improper use, subsequent changes by the Client or third parties, or errors in third-party software or systems.

The limitation period for claims for defects is twelve months from acceptance or transfer of risk, insofar as legally permissible. This does not apply in the event of injury to life, body or health, or in the event of intent or gross negligence.

The Contractor is liable without limitation in the event of intent and gross negligence and in the event of injury to life, body or health. It is likewise liable without limitation under the Product Liability Act and to the extent of any guarantee assumed by it.

In the event of slightly negligent breach of a material contractual obligation (cardinal obligation), the fulfillment of which is essential for the proper performance of the contract and on compliance with which the Client may regularly rely, liability is limited to the foreseeable damage typical for the contract. Otherwise, liability for slight negligence is excluded.

The Contractor is not liable for the loss of data insofar as this is due to the Client having failed to carry out data backups at reasonable intervals and thereby ensure that lost data can be restored with reasonable effort. The above limitations of liability also apply in favor of the Contractor's vicarious agents.

The contracting parties undertake to treat all confidential information and business or trade secrets of the other party that become known in the course of the cooperation as confidential and not to disclose them to third parties. This obligation also applies beyond the end of the contract.

The Contractor processes personal data in accordance with the applicable data protection regulations. Details on the processing of personal data can be found in the Contractor's privacy policy. Insofar as the Contractor processes personal data on behalf of the Client, the parties conclude a data processing agreement pursuant to Art. 28 GDPR.

Contracts for one-time services (project contracts) end upon full provision of the service owed. Continuing obligations (e.g. maintenance, hosting, support) may be terminated by both parties with the agreed notice period; if no period is agreed, the statutory notice periods apply.

The right to extraordinary termination for good cause remains unaffected. For the Contractor, good cause exists in particular if the Client, despite a reminder, is significantly in default with due payments or fails to fulfill its essential duties to cooperate despite the setting of a deadline. Terminations require text form.

In the event of termination of a contract for work by the Client for a reason not attributable to the Contractor, the Contractor retains the claim to the agreed remuneration; however, it must allow to be credited what it saves in expenses as a result of the cancellation of the contract or otherwise acquires.

Events of force majeure that make it significantly more difficult or impossible for the Contractor to provide the service entitle it to postpone the fulfillment of its obligations for the duration of the impediment and a reasonable start-up period. Force majeure includes in particular natural disasters, pandemics, strikes, official measures, large-scale failures of communication networks or cyber attacks that are beyond the Contractor's control.

The law of the Federal Republic of Germany applies, excluding the UN Convention on Contracts for the International Sale of Goods (CISG). Amendments and additions to the contract and these GTC require text form; this also applies to the cancellation of this formal requirement.

If the Client is a merchant, a legal entity under public law or a special fund under public law, the exclusive place of jurisdiction for all disputes arising from or in connection with the contractual relationship is the Contractor's registered office. The Contractor is also entitled to take legal action at the Client's general place of jurisdiction.

Should individual provisions of these GTC or of the contract be or become wholly or partially invalid or unenforceable, this shall not affect the validity of the remaining provisions. In place of the invalid or unenforceable provision, the valid and enforceable regulation whose effects come as close as possible to the economic objective pursued by the contracting parties with the invalid or unenforceable provision shall apply.