Terms and conditions
General Terms and Conditions of Business
- Scope and definitions
The business relationship between AÎNSES, represented by Frank Marko Günzel UG (haftungsbeschränkt), Bruno-Granzz-Str. 10, 09122 Chemnitz, Germany (hereinafter referred to as the “PROVIDER”) and the recipient of the services (hereinafter referred to as the “CUSTOMER”, collectively referred to herein as the “PARTIES”), in particular with regard to contracts for services in the areas of sales and customer acquisition (hereinafter referred to as the “Services”) shall be governed exclusively by these General Terms and Conditions.
The PROVIDER’s offer is directed exclusively at companies. By concluding the contract, the CUSTOMER confirms to the PROVIDER that he is using the services offered exclusively for a commercial or business purpose as an entrepreneur within the meaning of § 14 BGB (German Civil Code).
Contradictory, deviating or supplementary general terms and conditions of the CUSTOMER shall not become part of the contract unless the PROVIDER expressly agrees to their validity. These General Terms and Conditions shall also apply if the PROVIDER performs services without reservation in the knowledge that the CUSTOMER’s terms and conditions conflict with or deviate from these General Terms and Conditions.
The version of the PROVIDER’s General Terms and Conditions valid prior to the utilization of the services shall be authoritative.
Insofar as the generic masculine is used in the following provisions, this shall apply solely for reasons of simplicity, without any valuation being associated therewith.
The PROVIDER offers various services, in particular self-developed software and consulting, which can take place multimedia, video-based, by telephone and/or on-site, with the aim of expanding the economic success of the customer.
The concrete scope of services results from the individual agreement and contracts between PROVIDER and CUSTOMER. Insofar as the CUSTOMER commissions the PROVIDER to contact potential customers by telephone on behalf of the CUSTOMER, the CUSTOMER shall grant the PROVIDER a corresponding power of attorney in this respect.
The PARTIES agree that the PROVIDER expressly does not owe the CLIENT any concrete quantitative and/or economic success in the provision of the agreed services.
The PROVIDER is entitled to use the help of third parties, in particular subcontractors, to fulfill individual or all contractual obligations.
With regard to the contents of a service contract entered into with the PROVIDER, the PROVIDER is entitled to a right to determine performance pursuant to § 315 BGB (German Civil Code).
- Conclusion of contract
The presentation of the services on the website, in social networks or in advertisements does not constitute a binding offer by the PROVIDER to conclude a contract. The CUSTOMER is hereby merely invited to submit an offer.
The conclusion of the contract between the PROVIDER and the CUSTOMER can take place by telephone (in particular by video or video chat and/or telephone), in text form (e.g. by e-mail) or in writing.
In the case of contracts concluded by telephone between the PROVIDER and the CLIENT, the CLIENT consents to the PROVIDER recording the telephone call and/or video conference with the CLIENT for purposes of proof and documentation.
The CUSTOMER expressly agrees not to disclose to third parties any login user names, passwords, materials and links to which the CUSTOMER obtains access under this contract.
The remuneration applicable at the time of the conclusion of the contract in accordance with the offer shall apply to the services. If no remuneration has been agreed individually, the remuneration according to the valid price list shall apply. If payment by installments has been agreed, the first installment shall be due immediately upon conclusion of the contract; the further installments shall be due monthly in advance, unless otherwise agreed. All prices are subject to the statutory value added tax.
If a set-up fee has been agreed, this shall only be payable once, unless otherwise agreed. No new setup fee shall be charged in the event of a renewal of the contract.
The obligation to provide the contractually agreed remuneration in full shall also exist if the CLIENT instructs the PROVIDER to temporarily interrupt the services or if an interruption is necessary for other reasons, insofar as the reasons are not the fault of the PROVIDER.
Unless otherwise agreed, the CUSTOMER is obligated to perform in advance. The agreed remuneration is due immediately upon invoicing and payable within 14 days.
If the CLIENT fails to perform a necessary act of cooperation and thereby prevents the PROVIDER from performing the service, the PROVIDER’s claim to remuneration shall remain unaffected.
The CUSTOMER may exercise his right of set-off or right of retention only with legally established or undisputed claims.
Any deadlines for the performance of services by the PROVIDER shall not commence in any case before the agreed remuneration has been paid in full by the CUSTOMER and all necessary acts of cooperation by the CUSTOMER have been comprehensively performed.
If the CLIENT is in arrears with due payments, the PROVIDER reserves the right not to perform further services until the due payments have been settled.
The PROVIDER is entitled to terminate the contract for good cause pursuant to § 626 (1) of the German Civil Code (BGB) and to discontinue all services. An important reason exists in particular if the CLIENT is in arrears with at least two installments due to the PROVIDER in the case of an agreed installment payment. PROVIDER is entitled to claim the entire remuneration that would be due by the next ordinary termination date as damages. In this case, however, the PROVIDER must take into account any expenses saved or not incurred.
- Other obligations of the PARTIES to perform the agreed services
As a matter of principle, the PROVIDER shall provide all contractually agreed services only from the time of the conclusion of the contract or the individually agreed start of the contract term.
The CUSTOMER shall ensure that the PROVIDER has at its disposal at all times all information necessary to achieve the best possible performance result. If the PROVIDER is prevented from providing the agreed services and the reasons for the hindrance result from the CUSTOMER’s sphere, the PROVIDER’s claim to remuneration remains unaffected.
The CUSTOMER is responsible for all content and must ensure that the content is not encumbered by the rights of third parties and does not violate applicable law (in particular copyright, competition, trademark, criminal, youth protection, data protection law or the like). The PROVIDER is not obligated to check the content.
The PROVIDER shall only contact persons whose contact data it has received from the CUSTOMER or on behalf of the CUSTOMER. In this respect, the CLIENT ensures that the contacting by the PROVIDER is legally permissible.
The PROVIDER shall be entitled to conduct all appointments digitally (e.g. via Zoom, Teams, Skype, Teamviewer or the like) with respect to the CLIENT, unless the respective type of service provision necessarily requires an on-site presence (e.g. the performance of photo shoots or video shoots).
The CUSTOMER is independently responsible for having the technical requirements ready in order to be able to use the offer completely. In the event of technical problems with the service provided, the CUSTOMER shall also be obligated to cooperate in solving the problem to the best of his ability.
- Contract term
The contract is fixed for the term agreed in the individual contractual agreement (initial term). Premature ordinary termination is excluded.
Unless otherwise explicitly agreed, the term of the contract shall commence at the start of playout of the advertising campaigns. The due date of an agreed setup fee shall remain unaffected.
Unless explicitly agreed otherwise, the contract term shall be extended by the agreed initial term in each case if it is not terminated in writing (e-mail is sufficient) by one party four weeks before the expiry of the initial term or the respective contract extension.
The right to extraordinary termination for good cause remains unaffected.
- Terms of payment
Payment can be made by direct debit or on account by bank transfer to the account specified in the contract.
The CUSTOMER undertakes to grant the PROVIDER a (SEPA) direct debit authorization immediately after conclusion of the contract, but at the latest within 7 days after conclusion of the contract. The PROVIDER is not responsible for overdraft fees, overdraft charges, or similar charges asserted by the bank or credit card company.
- Liability for damages
The PROVIDER shall be liable, for whatever legal reason, within the scope of the statutory provisions only in accordance with the following regulations.
The PROVIDER shall be liable without limitation for damages arising from injury to life, body or health that are based on intent or negligence on the part of the PROVIDER or one of its legal representatives or vicarious agents. In addition, the PROVIDER shall be liable for damages based on intent or gross negligence of the PROVIDER or one of its legal representatives or vicarious agents as well as for damages due to non-compliance with a guarantee or warranted quality given by the PROVIDER or due to fraudulently concealed defects.
The PROVIDER shall be liable, limited to compensation for the foreseeable damage typical for the contract, for such damage that is based on a slightly negligent breach of material contractual obligations by him or one of his legal representatives or vicarious agents. Material contractual obligations are obligations the fulfillment of which is essential for the proper performance of the contract and the observance of which the contractual partner may regularly rely on.
If the individually agreed services are subject to the law on contracts for work and services, the following provisions shall apply in this respect.
The PROVIDER may demand acceptance from the customer after completion of a partial service.
The (partial) services of the PROVIDER to be accepted by the CLIENT shall also be deemed accepted if the CLIENT does not declare acceptance of the corresponding (partial) service in writing within 7 working days upon request by the PROVIDER.
All contents made available within the scope of the performance of the contract are protected by copyright.
The CUSTOMER grants the PROVIDER an unrestricted, worldwide, exclusive right of use to the content for all conceivable types of use. This also includes future types of use that were not yet known at the time the contract was concluded.
Furthermore, the CUSTOMER grants the PROVIDER the right to use all trademarks, logos, names or other business identifiers of the CUSTOMER without restriction within the scope of the services to be provided. Deviations from this shall require a separate agreement.
The CUSTOMER shall fully indemnify the PROVIDER against any claims by third parties for infringement of intellectual property and/or the use of terms, pages or content that are inadmissible and/or encumbered with third-party rights.
- Right of withdrawal
The PROVIDER concludes contracts exclusively with entrepreneurs in the sense of § 14 BGB (German Civil Code), so that a statutory right of revocation does not exist.
The PROVIDER may name the CUSTOMER as a reference in any medium. This also includes the naming and use of any protected trademarks, designations or logos. The PROVIDER is not obligated to mention the CUSTOMER.
- General Provisions
The place of performance and exclusive place of jurisdiction for disputes with merchants, legal entities under public law or special funds under public law arising from contracts shall be Chemnitz.
The law of the Federal Republic of Germany shall apply exclusively to all disputes, irrespective of the legal grounds, to the exclusion of all provisions of conflict of laws which refer to another legal system.
If required, additional or alternative provisions to the Agreement agreed in writing by the PARTIES shall be considered part of the Agreement as of the date of their signature.
Any invalidity of one or more provisions of these General Terms and Conditions shall not affect the validity of the remaining provisions of these General Terms and Conditions. In place of the ineffective clauses, that shall be deemed to have been agreed upon which is closest to what was economically intended in a legally permissible manner. This shall also apply to the supplementary interpretation of the contract.
The PROVIDER reserves the right to change these General Terms and Conditions at any time, unless the change is unreasonable for the CUSTOMER. For this purpose, the PROVIDER will notify the CUSTOMER in due time. If the CUSTOMER does not object to the new General Terms and Conditions within a period of two weeks after notification, the amended General Terms and Conditions shall be deemed accepted by the CUSTOMER.
Status: May 11, 2023