General Terms and Conditions (GTC)

Die Medien Werkstatt is represented by its owner, Nicola Hieber. Die Medien Werkstatt is an independent business; its VAT identification number is DE 340 875 699.

1. SCOPE OF APPLICATION

These General Terms and Conditions (hereinafter referred to as the “GTC”) apply to all business relationships between Die Medien Werkstatt (hereinafter referred to as “Die Medien Werkstatt” or “the Agency”) and business owners, legal entities under public law, or special funds under public law. The Agency’s GTC also apply to all future transactions with the client, even if no explicit reference is made to the GTC in individual cases. Any terms and conditions of the client that conflict with or deviate from these GTC shall not apply unless the Agency has expressly agreed to their validity in writing. These General Terms and Conditions shall also apply if the Agency executes the orders without reservation while being aware of the client’s conflicting or deviating terms and conditions. Even in such cases, the client’s general terms and conditions shall not become part of the contract. The Agency’s General Terms and Conditions apply to all orders, regardless of whether they are placed via electronic commerce, in writing, by telephone, or by any other means. In addition, unless these General Terms and Conditions provide otherwise, the provisions of the German Civil Code (BGB) in the version current at the time of delivery or performance shall also apply.

2. ENTERING INTO A CONTRACT

The agency offers professional solutions for programming and websites, as well as all advertising and marketing services. All of the agency’s offers are subject to change and non-binding. The basis for entering into a contract is the agency’s respective offer, in which the scope and extent of the assignment are defined in a detailed description of services.

All agreements made between the agency and the client for the purpose of carrying out an assignment must be set forth in writing. Amendments, additions, and collateral agreements must be in writing to be valid. However, the Agency is also entitled to accept the Client’s orders by implication and/or verbally. Any additional costs arising from changes and/or additions must be paid separately by the Client.

The subject matter of every contract is the Agency’s provision of the agreed-upon services, not a specific outcome hoped for by the client. The Agency is entitled to engage third parties (in particular, subcontractors and/or freelancers) to perform the contract.

3. PRICES, PAYMENT

All prices are quoted in EUR and do not include value-added tax, unless expressly stated otherwise. Fees, taxes, and other incidental costs are not included in the prices. All incidental costs (such as travel expenses, shipping costs, insurance premiums, and other expenses) will be billed separately in accordance with the contractual agreement.

Unless otherwise agreed, the development of design, conceptual, and/or presentation proposals prior to the conclusion of a contract is subject to a separate fee. Unless a price has been agreed upon for this, the reasonable local market rates shall apply; unless otherwise stipulated in the contract, payment is due within 14 days of receipt of the invoice without any deductions. If payment deadlines are exceeded, the agency is entitled, without further notice, to charge late payment interest at a rate of 5 percentage points above the base interest rate. The right to claim further damages remains unaffected by this provision. If the client is in default of payment to the agency, the agency is entitled to prohibit the client from using the services and to revoke the client’s right of ownership to all services that have not been paid for in full.

ADDITIONAL LICENSING COSTS

As part of the website development provided by Die Medien Werkstatt, license fees may apply for certain add-ons or plugins. These include, among others, multilingual plugins, legally compliant cookie banner plugins, caching extensions, cron extensions, CDN network extensions, and more. Upon agreement, these will either be billed to the client by the agency once a year on a pro-rata basis and individually according to usage (1:1) based on existing agency licenses, or they will be purchased specifically for the client and passed on accordingly on a 1:1 basis.

4. SETOFF AND RIGHT OF RETENTION

The agency’s client is entitled to set-off and retention only if the client’s counterclaims arise from the same contractual relationship and have been legally established or are undisputed. Section 369 of the German Commercial Code (HGB) remains unaffected.

5. RIGHTS OF USE, COPYRIGHTS, AND OTHER INTELLECTUAL PROPERTY RIGHTS

The client warrants that it holds all rights to the templates, texts, graphics, presentations, etc., provided to the agency. The client shall indemnify the agency against any and all claims by third parties in this regard.

The transfer of rights of use, copyrights, neighboring rights, and other industrial property rights to the Agency’s services shall take place only to the extent agreed upon in the contract with the client. Any other use that goes beyond or modifies these terms requires the Agency’s prior written consent. In such a case, the Agency is entitled to make its authorization contingent upon the payment of an additional usage fee.

Unless otherwise agreed, upon full payment of the agreed-upon fee, the customer acquires non-transferable rights of use for non-exclusive use that is unrestricted in terms of territory, content, and duration, to the extent specified in the contract. Ownership rights to services developed by Die Medien Werkstatt are not included in the quoted price; however, they may be acquired at any time at the customer’s request for an additional usage fee amounting to 75% of the relevant agency services (including the transfer of the open working files).

The granting of rights of use does not apply to the drafts, sketches, and/or plans, but only to the specific work that has been completed and paid for.

To the extent that the Agency procures services from third parties to fulfill the client’s order, the rights of these third-party providers will be acquired, where possible, in accordance with the client’s wishes and for the desired scope of use.

The Agency assumes no liability for the legal validity of the acquired rights and, upon request by the Client, shall assign all such rights, if any, to the Client. The client shall indemnify the agency against all claims by such third parties. This indemnification also applies in the event that a third party asserts claims because the client uses the purchased services beyond the scope of use agreed upon with the agency.

Unless otherwise specified in a contract with the client, the agency retains the rights of use to services that have not yet been paid for at the time the parties’ collaboration ends.

All temporary rights of use granted to the agency with respect to existing trademarks and property remain with the client. The agency is not obligated to verify the existence or registration—for example, in the trademark registry—of names, trademarks, and images requested or desired by the client. This is solely the client’s responsibility. For trademarks to be newly registered (whether word or design), the client may commission the agency to conduct a review for a fee. In any case, the client must retain an attorney to examine a trademark and any trademark or name rights. The agency excludes any liability for cease-and-desist letters or demands for injunctions directed at the client.

If content is created in whole or in part using AI tools, Die Medien Werkstatt notes that, under current law, the eligibility of such content for copyright protection has not been conclusively determined. Die Medien Werkstatt does not guarantee that AI-generated content is protected by copyright or is free from third-party rights.

6. SELF-PROMOTION

The agency is entitled to make appropriate use of the services it has provided for its own promotional purposes in a manner customary in the industry.

7. SCOPE OF PERFORMANCE OBLIGATIONS

Die Medien Werkstatt is solely obligated to provide the customer with the services rendered in the agreed-upon form. The handover of open data (e.g., uncompiled source code, video, 3D, InDesign, Illustrator, and Photoshop files) for further processing by the customer will only take place if this has been expressly agreed upon in writing and separate compensation has been agreed upon for this purpose (property rights and administrative costs).

If it has been agreed that all files, work products, etc., will be delivered in digital form, the agency fulfills its obligation in this regard by making this data available to the client via data transfer.

8. SOCIAL MEDIA, SEM / SEA, AND WEB HOSTING

With regard to the Agency’s services related to social media, the Agency advises the client that the terms and conditions and/or terms of use of the respective providers contain separate provisions governing the use of these platforms for marketing purposes and other promotional activities.

The agency advises the client that marketing on these platforms is sometimes subject to restrictions. The client is the publisher and is responsible for the content of the respective marketing campaign on a social media platform. The agency assumes no liability for ensuring that the respective publication on social media platforms complies with the regulations, terms and conditions, and terms of use applicable there, and expressly advises the client to seek legal counsel in this regard.

As long as and to the extent that the customer has commissioned SEM or SEA services from Die Medien Werkstatt, Die Medien Werkstatt is obligated only to perform the work and is not obligated to achieve any specific results. In particular, no guarantee can be given that a specific ranking will be achieved.

As long as and to the extent that the client also requests web hosting for the digital applications, the agency will not provide this service in its own name. Rather, the Agency is authorized by the client to enter into a web hosting contract with a provider duly selected by the Agency. The client is the sole contracting party with the web host. In this regard, the agency is only responsible for the error-free selection of a suitable hosting provider but is not itself responsible for the hosting or the site’s availability. Die Medien Werkstatt will communicate the client’s preferences regarding the term and other conditions to the service provider handling the web hosting. The Agency will only handle the hosting for the client itself pursuant to a separate contractual agreement. In this case, the Agency will lease managed servers and sublease hosting services to the client. In this case, the Agency is liable only for its own negligence, but not for any negligence on the part of the service provider.

9. PROFIT-SHARING COMPANIES AND OTHER TAXES

The customer is responsible for paying separately any fees that may be charged by copyright collection societies, such as GEMA or the Künstler-Sozialkasse.

10. AI-DRIVEN SERVICE DELIVERY

Die Medien Werkstatt may use artificial intelligence (AI) tools to support its service delivery (including, but not limited to, concept development, and the creation of text, images, video, and code). Their use is always subject to professional oversight; the final deliverables are reviewed and approved by Die Medien Werkstatt before being handed over to the client.

Where required by law (in particular under Article 50 of Regulation (EU) 2024/1689, the EU AI Act), Die Medien Werkstatt will label AI-generated or AI-modified image, audio, or video content accordingly. The customer agrees not to remove such labeling when reusing the content, provided that the legal labeling requirement remains in effect.

11. SPECIAL NOTES

The agency primarily develops solutions for marketing initiatives. The agency therefore expressly informs the client that, while the agency will provide its services to the best of its knowledge and belief, it naturally does not provide its own legal advice regarding the permissibility of the respective marketing campaign and therefore cannot guarantee that the services provided by the agency—in particular, but not limited to, are permissible under competition law or in light of other advertising restrictions, or that they will remain permissible in the long term.

The client shall fully indemnify the agency internally with respect to such claims by third parties.

The client has no claims against the agency in this regard.

12. CUSTOMER’S OBLIGATION TO COOPERATE AND OUTSOURCED PRODUCTION

The client is obligated to cooperate in achieving the objective of the contract and to provide the agency with the necessary information in a timely manner, as well as to review and approve drafts, for as long and to the extent necessary for Die Medien Werkstatt to perform its services. The client is also obligated to provide the agency with all media data necessary for the provision of services in a digital format in accordance with industry standards. If the client fails to properly fulfill its obligation to cooperate—particularly after being requested to do so by the agency—or fails to do so in a timely manner, the agency is entitled, after setting a reasonable deadline, to withdraw from the contract and to bill the client for lost profits.

As long as and to the extent that Die Medien Werkstatt engages third parties to provide services—for example, to produce printed materials—Die Medien Werkstatt is not obligated to monitor the production process, unless this has been expressly agreed upon with the customer. Die Medien Werkstatt is only responsible for the proper selection of the service provider.

Unless and to the extent that the parties have agreed otherwise, Die Medien Werkstatt is authorized to represent the client in entering into contracts with third-party companies. Third-party providers include, but are not limited to, advertising journals, printing companies, web hosting providers, etc. In such cases, the contractual relationship is established directly between the agency’s client and the third-party provider. The client may assert claims arising from this contractual relationship only directly against the third-party provider. In this regard, the client is also obligated to review, approve, and/or accept the services provided by these third-party providers. If the client instructs the agency to perform such a review, approval, and/or acceptance, the client may no longer raise any objections arising therefrom against the agency. Die Medien Werkstatt may charge a reasonable service fee for its support. Claims and refund requests against the agency arising from third-party services—such as commissioned printing services and merchandising products—are excluded once the client has approved the final print data. If the order value of the services to be provided by third parties exceeds 500 euros, 100% of the invoice amount must be paid in advance. Only then will the agency place the order with third parties.

13. DATES

Stated service deadlines and/or dates are approximate and are not binding. This does not apply to fixed deadlines confirmed in writing. If the Agency’s performance is delayed for reasons beyond its control—for example, due to the client’s failure to provide documents on time—the client’s claims for damages are excluded. In any case of failure to meet a deadline, the client is obligated to grant the agency a reasonable grace period to perform the respective service. In the event of force majeure, agreed-upon delivery or service deadlines shall be extended accordingly by the duration of the force majeure event.

14. ACCEPTANCE

As long as and to the extent that specific results are owed through the delivery of a particular work, the customer is obligated to accept the work upon completion. Acceptance may be refused only if the work contains material defects; otherwise, acceptance is deemed to have been granted.

If the client fails to fulfill its obligation to accept the work within 10 business days of being requested to do so by the agency, acceptance shall nevertheless be deemed to have taken place, provided that there are no material defects in the work.

15. CANCELLATION BY THE AGENCY

The agency has the right to refuse to provide services if, after the contract has been concluded, it becomes apparent that the client’s inability to pay jeopardizes the agency’s right to payment for the services. In this case, the agency must notify the client and give the client the opportunity to provide suitable and adequate security. The agency may not withdraw from the contract as long as it accepts the security provided. If the agency is permanently prevented from providing the agreed-upon services due to force majeure or other events unforeseeable at the time the contract was concluded (8 weeks) and the agency is not at fault for this circumstance, it is entitled to withdraw from the contract without the client being entitled to claims for damages. If the agency exercises its right to withdraw under this provision, all claims for damages by the client are excluded, unless they arise from intentional conduct, guaranteed characteristics, injury to life, limb, or health, or under the Product Liability Act.

16. WARRANTY

The customer is entitled to make warranty claims regarding a defect in the services provided only if the customer notifies the agency of such defects without delay (within 10 business days of delivery of the services). Otherwise, the agency’s services shall be deemed accepted. The customer’s obligation to inspect extends to the entire service received. The timeliness of the notice of defect is determined by the date Die Medien Werkstatt receives the written notice. As long as and to the extent that justified defects are reported, the agency is obligated to revise the services. In the event of a justified complaint, the Agency shall bear the associated, verifiable, reasonable, and documented expenses. If the rectification fails (after two attempts), the Client is entitled to either reduce the agreed-upon fee or withdraw from the contract. In the case of minor defects, the client has no right to withdraw from the contract. The warranty period is one year from acceptance of the service. The reduction of the warranty obligation to one year does not apply to claims by the client for which liability is not limited (§9). The Agency’s warranty obligation does not apply if the client undertakes rectification themselves or has it performed by a third party without the Agency’s consent. The Agency’s liability under the warranty extends only to direct damages, but not to indirect damages and/or consequential damages. The Agency provides a warranty only with respect to the absence of defects at the time of acceptance. If, for example, the customer subsequently makes changes to a website and this results in the website no longer functioning properly, the customer has no warranty claims.

17. LIMITATION OF LIABILITY

Die Medien Werkstatt is liable in accordance with statutory provisions. In the case of property damage or financial loss caused by negligence, Die Medien Werkstatt and its agents are liable only in the event of a breach of a material contractual obligation, but the amount of liability is limited to damages that were foreseeable at the time the contract was concluded and that are typical for this type of contract; Essential contractual obligations are those whose fulfillment characterizes the contract and on which the customer may rely when dealing with Die Medien Werkstatt.

Liability Regarding Legal Information on Websites: The legal information on a website created by the agency was prepared to the best of the agency’s knowledge and belief at the time the website was created and in accordance with the regulations in effect at that time. This information does not give rise to any legal claim regarding its accuracy and/or completeness, nor does the agency assume any liability in this regard toward the client or third parties. The client is free to have this information reviewed by legal counsel at any time at their own expense and to have it amended if necessary.

18. DISCLAIMER FOR LEGAL TEXTS (Legal Notice & Privacy Policy)

The Contractor (Die Medien Werkstatt) prepares legal texts—such as, in particular, the legal notice and privacy policy—exclusively to the best of its knowledge and belief and based on the information provided by the Client. The Contractor does not verify or guarantee the legal accuracy, completeness, or timeliness of these texts. Legal responsibility for the content of the website, including the legal notice and privacy policy, lies solely with the Client. The Client is expressly advised that a legal review by a qualified law firm is recommended to ensure the legal validity of the texts used.

Die Medien Werkstatt assumes no liability for the factual accuracy, timeliness, or completeness of content created using AI tools. This applies in particular to automatically generated statements that have not been separately verified by Die Medien Werkstatt or the client. Unless expressly agreed otherwise, the client is responsible for reviewing AI-generated content for compliance with applicable laws (copyright, trademark, personality rights, and competition law) prior to publication.

19. CLARIFICATION REGARDING THE ROLE UNDER THE AI ACT

The AI tools used by Die Medien Werkstatt are provided and operated by third-party providers. In this regard, Die Medien Werkstatt acts as a deployer within the meaning of the EU AI Act, not as a provider of an AI system. The respective terms of use and privacy policies of the third-party providers remain unaffected by this and can be viewed on their websites.

20. FORCE MAJEURE

“Force majeure” means the occurrence of an event or circumstance that prevents Die Medien Werkstatt or our client from fulfilling one or more of the contractual obligations under the contract, if and to the extent that the party affected by the hindrance proves that: (a) this impediment is beyond its reasonable control; and (b) it was not reasonably foreseeable at the time the contract was concluded; and (c) the effects of the impediment could not reasonably have been avoided or overcome by the affected party.

Unless proven otherwise, the following events affecting a party shall be presumed to satisfy the requirements set forth in paragraph 1(a) and (b) of this clause: (i) war, acts of foreign enemies, or large-scale military mobilization; (ii) civil war, civil unrest, rebellion, and revolution; a military or other seizure of power; insurrection; acts of terrorism; sabotage; or piracy; (iii) currency and trade restrictions; embargoes; sanctions; (iv) lawful or unlawful acts of public authorities, compliance with laws or government orders, expropriation, seizure of works, requisition, nationalization; (v) plague, epidemic, natural disaster, or extreme natural event; despite the WHO’s declaration of COVID-19 as a global pandemic in 2020, the current and future effects and restrictions are unforeseeable; therefore, COVID-19, as well as other diseases leading to an epidemic situation of national significance, shall be considered “Force Majeure”; (vi) explosion, fire, destruction of equipment, prolonged disruption of transportation, telecommunications, information systems, or energy supplies; (vii) general labor unrest such as boycotts, strikes, and lockouts, or the occupation of factories and buildings.

A party that successfully invokes this clause is released from its obligation to perform its contractual obligations and from any liability for damages or any other contractual remedy for breach of contract as of the time when the impediment makes performance impossible; provided that notice is given without delay. If notice is not given without delay, the release shall take effect from the time the notice reaches the other party. If the effect of the claimed impediment or event is temporary, the consequences set forth above shall apply only for as long as the claimed impediment prevents the affected party from performing the contract. If the duration of the claimed impediment results in the contracting parties being deprived to a significant extent of what they were entitled to expect under the contract, each party shall have the right to terminate the contract by notifying the other party within a reasonable period of time. Unless otherwise agreed, the parties expressly agree that either party may terminate the contract if the duration of the impediment exceeds 120 days. Unless otherwise agreed, the parties expressly agree that Die Medien Werkstatt may invoice the services already rendered and the costs already incurred up to the time of termination.

21. JURISDICTION, PLACE OF PERFORMANCE, AND FINAL PROVISIONS

All contracts with the Agency shall be governed exclusively by German law. The place of jurisdiction for any disputes arising from the business relationship is the Agency’s respective place of business; however, the Agency is entitled, but not obligated, to sue the client in the client’s place of jurisdiction as well. Should any provision of these General Terms and Conditions or of the contract be or become invalid, this shall not affect the validity of the remaining provisions. Invalid or unenforceable provisions shall be replaced by mutual agreement with a valid or enforceable provision that comes as close as possible to the economic purpose of the invalid or unenforceable provision. All amendments to a contract concluded with the Agency—as well as the conclusion of the contract itself—must be in writing. This also applies to the waiver of the written form requirement itself.

As of June 2026