Standard business terms (SBT)
1 Applicability and subject to alterations
The mengler.karn GmbH and the product „360VIER“ perform all services and supplies towards their affiliates solely based on these standard business terms.
The mengler.karn GmbH corporation is subsequently called 360VIER.
2 Contract closing
A contract is only realised when the customer has placed an order by submitting the signed offer, followed by its receipt by 360VIER.
3 Basic contract terms
3.1 Statutory betterment tax is to be added to both all unit prices and the subtotal.
3.2 Services that are marked as optional do not automatically become part of the order. Those services have to be ordered separately. Optional items and services are designated as such or feature the assigned price or quanitity 0 (Zero).
3.3 As far as the offer does not state it differently, it is assumed that both text and image files are provided in digital form and contents are entered independently. Entering texts to the content management system can be ordered additionally anytime.
3.4 Services, that are not stated in the offer and are ordered without further agreements (additional expenditure), are invoiced with 60,00 EURO per hour.
3.5 A service agreement is made. Fair value statements are calculated in such a way that they are required for completing the respective objective. If the offered fair value is substantially exceeded, the budgetary demands might change appropriately during the project’s progression.
3.6 Services, software and other parts of offers, that are produced or performed by a third-party supplier and are designated as such, are not part of the warranty of mengler.karn GmbH but part of the warranty of the actual producer / performer.
3.7 Any contents specified in the offer are subject to copyright protections and are not prescribed to be shared with third parties.
4 Terms of delivery and payment
The terms of payment are separately concerted in the offer.
4.2 The stated delivery time starts with 360VIER accepting the order. From this point on, time is counted in full workdays. Corrections are made within an appropriate period.
4.3 The final delivery date is determined by the effort made for corrections and might exceed the stated delivery time due to this factor.
Delays in delivery and service due to acts of nature beyond control or due to events that make it substantially harder or impossible for mengler.karn GmbH to perform the services, e.g. strikes, lockouts and regulatory orders, are not represented by „360VIER“. Partial deliveries are valid; no additional costs will be charged. Reclamations on partial deliveries do not entitle the purchaser to decline other deliveries or the total order. Our obligation to award damages is in no way guaranteed as far as this is legally valid.
The amount stated on our invoice can be transfered to the following bank account:
Bank: Volksbank Odenwald e.G
Account no.: 4390660
Bank code (BLZ): 508 635 13
4.6. Our offers are primarily aimed at business clients. All prices are net prices to which the statutory betterment tax is added according to the current rate.
Settlement is made via invoice. Payment has to be done within 14 days after receiving the invoice. If payment does not arrive on time, „360VIER“ reserves to raise overdue fines according to § 5.
The currency of the contract and the invoice is Euro.
Particular discounts and special promotions are explicitly accounted for with the items and are limited due to the offer’s period.
4.10 The created service is, if not agreed on otherwise, send to the stated email address. If files are designed in an uncommon file size, the products are provided via download.
4.11 If approved by the customer, delivery is completed 14 days after receiving the final design at the latest, making it a performed service. If the customer has objections after this time period, mengler.karn GmbH is not obliged to implement those. In this case, paying the outstanding balance immediately is mandatory for the customer.
5 Delay of payment, overdue fines
5.1 After entering delay of payment, we raise dunnung costs in the form of a general reminder fee of EUR 3 per week if it is not proved that the expenditures have not emerged or have only emerged in a substantially lower amount. Continuing claims, in particular those regarding the enforcement of debt claim via debt collecting agencies or lawyers, are inviolate.
6 Reservation of ownership, withdrawal
The goods remain our property pending full payment even when further sold (extended reservation of ownership). If delay in payment occurs, we are entitled to rescing the contract and to reclaim the goods at stake.
6.2 If the orderer aborts the order before its completion due to reasons that the contractor does not represent, the contractor is entitled to invoice the previous efforts based on the hourly wage mentioned above and on the loss of profit. Estimating the efforts is based on the percental process progression.
7 Offsetting and right of retention
Offsetting is valid when your claim is either undoubted or determined without further legal recourse only.
A right of retention only exists when your counterclaim is based on the same contractual relationship.
8 Warranty and liability
We do not assume liability for damages occuring due to improper usage of our products.
If the delivered services are flawed at the time of transfer, we will resolve the deficiencies or provide replacements. If the subsequent improvement or replacement fails, you are entitled to demand cutting the payment or, to your choice, rescinding the contract.
Liability for our own faults as well as for those by our statutory representatives and agents is limited to deliberate action and gross negligence.
8.4 The customer is responsible for the name and the brand of its logo and design only. mengler.karn GmbH adopts these information in all conscience. The customer is responsible for examining possible brand infringements and statutory violations regarding image copyrights. Here, the liability of 360VIER is limited to the extent of the contract value. 360VIER cannot be hold responsible for incorrect usages of logos or other graphic resources and products.
9 Data privacy
The data necessary for business purposes are saved and might be shared with associated companies and third-party companies related to order processing (e.g. postal services). This is handled strictly applying the regulations of the Federal Data Protection Act (Bundesdatenschutzgesetz, BDSG) and the Information and Communications Services Act (Informations- und Kommunikationsdienstegesetz, IuKDG). All personal data are treated as confidential and are used for internal purposes only.
9.2 The graphical products of 360VIER can be used by 360VIER as references for advertising purposes if the customer is not explicitly disagreeing on such a usage. The products will be depicted for illustration only.
10 Licence agreement and usage of products
10.1 The customer receives an unlimited concession of exploitation rights in all media and advertising media for all delivered and approved design products. The design products must not be altered without consulting 360VIER. Resale is excluded and requires a written consultation with 360VIER for special cases.
10.2 Using the design is temporally, geographically and substantially unlimited. 360VIER entitles the customer to use the design internationally.
10.3 All designs remain property of 360VIER. The copyright is not transferable according to German legislation. This is stated in the German copyright act (Urhebergesetz, UrhG) in § 29 Abs.2 UrhG and cannot be circumvented by contracts.
10.4 Designs that have been unutilised or declined and returned by the customer might be used again by 360VIER to be applied within other surroundings. Customers have no rights of use at all for drafts that have not been approved or purchased.
11 Applicable law
The legislation of the Federal Republic of Germany applies both to the standard business terms and the whole legal relationship between the customer and „360VIER“. Darmstadt is the legal domicile.
12 Final clauses
Alterations of or supplements to this contract are only valid when being agreed on in writing. This also applies to alterations of this Written Form Clause.
All declarations can be directed at the customer electronically. This also applies to settlements within the frame of the contractual relationship.
If individual clauses of these standard business terms are void or will become void, the other clauses‘ validity is not affected. The void clause is replaced by a provision that is approximate to the economic purpose of the agreement.
Groß-Zimmern, June 20th, 2014
360VIER – mengler.karn GmbH, Waldstraße 79L, Groß-Zimmern