General Terms and Conditions of Business
punsch.group GmbH (“company”) creates brand performance concepts and holistic, integrated communication campaigns.
These services include research & analysis, strategy and conception, design, development, conversion optimization and performance marketing for its contractual partners. The contractual relationship between the Company and the contractual partner (“Buyer”) is governed by the order confirmation and the following General Terms and Conditions (“GTC”). These GTC apply exclusively. Deviating, conflicting or supplementary terms and conditions of the customer shall not apply.
1. creation of the contractual work
1.1 The customer commissions the company with the production of the contractual work. The company accepts the order. Content and scope of the work shall be determined solely by the order confirmation sent by the company to the customer. All economic and legal risks associated with the application, use or marketing of the work shall be borne by the customer.
1.2 The company is entitled to call in third parties for the fulfillment of the contract, but remains in any case the sole contact person of the customer and is responsible to him.
1.3 The customer shall provide the company with all data, information, templates and documents necessary for the creation of the work for strictly confidential treatment. The customer assures the company that he is entitled to hand over and use the data, templates and documents and the respective rights thereto.
1.4 The orderer is entitled to demand one-time changes, revisions and corrections (“correction loops”) to the draft without charging an additional fee. The customer shall specify any such requests in detail and transmit them to the company. The parties may agree further correction loops free of charge in the offer.
1.5 If the customer demands correction loops going beyond the scope of item 1.4, the company shall be additionally remunerated for this according to item 3.2. The company will inform the customer accordingly in advance.
2. granting of rights of use
2.1 The company transfers the rights to the contractual work to the customer to the extent necessary for the customer’s own use of the work in accordance with the purpose of the contract. The company transfers the right to process the work to the customer to the extent that this is necessary to adapt the format or for technical reasons.
2.2 The transfer of rights according to clause 2.1 is subject to the condition precedent of full payment of the remuneration according to clause 3.1.
2.3 The customer shall be obliged to point out the authorship of the company in the manner customary in the trade for each use of the work subject to the contract. If the work is used on the Internet, the customer shall place a hyperlink to the website www.punsch.group. In the imprint of the corresponding page, the company’s authorship must be indicated as follows: copyright: punsch.group GmbH http://www.punsch.group/”.
2.4 The Company reserves the right to use the contractual work or images thereof for reference and promotional purposes in all areas of its public appearance (website, print, etc.).
3.1 For the production of the work, the customer shall pay the remuneration contained in the summary and agreed upon in the order confirmation.
3.2 The company may be responsible for further drafts, changes, correction loops etc. (clause 1.5) for further drafts, changes, correction loops etc. The amount of the remuneration depends on the working time to be spent and the discipline performed in each case. The company will invoice the customer for the working time spent.
3.3 The customer is obliged to make an advance payment of 50% of the remuneration. The down payment is due within ten days after conclusion of the contract. The remaining remuneration is due within ten days after acceptance of the work. The parties may agree a method of payment deviating from this provision. This is regulated in the terms and conditions.
3.4 The Media Budget will be transferred directly to the provider (Facebook, Google Ad Networks, etc.) by the orderer.
3.5 In the case of large orders, the Company reserves the right to demand advance payments for the completion of parts of the entire work to be produced. The advance payments are due within ten days after acceptance of the respective part of the work.
4. time of performance
4.1 The company is only obliged to start work on the production of the contractual work as soon as it has received the down payment to be made by the customer (clause 3.3), unless otherwise agreed between the parties.
4.2 The Company shall send the final version of the work to the customer for acceptance at the latest at the end of the processing period agreed in the project planning. In case of delays for which the company is not responsible, the customer has to grant an adequate extension of time.
4.3 If the company depends on the cooperation of the customer for the production of the work or for the execution of correction loops, in particular on the delivery of material or data, information, templates and documents to be provided according to clause 1.3, the company is only obliged to produce the work after the respective cooperation has been executed. The agreed time of performance shall be extended accordingly.
4.4 If the cooperation of the customer becomes necessary during the production, the company is entitled to extend the production by the duration of waiting for the proper performance of the cooperation plus an appropriate grace period.
4.5 In all other respects the company shall be free in the allocation and arrangement of the time of performance. The maturity of the total remuneration according to item 3.3 after acceptance of the work is independent of the agreed time of performance.
The company will treat all information that comes to its knowledge about the business and operations of the customer as strictly confidential and will use it exclusively for the purpose of fulfilling the contract. This does not apply to general information originating from public sources, in the event of a legal or sovereign obligation to disclose, to persons who are obliged to maintain professional secrecy or insofar as the customer has agreed to the disclosure of the information.
6.1 The company is liable without limitation for damages resulting from injury to life, body or health which are due to a fault of the company. In the event of a breach of the main obligations of the contract caused by slight negligence (Section 1.1), the Company’s liability shall be limited to the amount of the foreseeable damage typical for the contract. For all other damages the liability of the company is limited to intent and gross negligence.
6.2 Violations by legal representatives of the Company or such persons whom the Company uses to fulfill its obligations under this contract shall be deemed equivalent to violations on the part of the Company. In all other respects, the Company’s liability for infringements by third parties is excluded; this applies in particular if such infringements are the basis for the materials (images, content, etc.) used by the Company.
6.3 The company is not liable for damages which are due to a defective quality of the material supplied by the customer. The same applies if the materials supplied by the customer cannot be used in violation of applicable law.
6.4 The Company shall not be liable for such materials used to produce the work, such as images, texts, etc., which are merely placeholders or for illustrative purposes, but which have not been produced by the Company itself. The customer is responsible and obliged to obtain appropriate rights to these materials if he wishes to use them.
7.1 Both parties have the right to terminate this contract with a notice period of four weeks to the end of the month. During the first three months of the monthly support, termination is excluded due to the high level of preparatory work by the customer in terms of strategy conception and implementation. 7.2 For a term of the contract of 6 months, a payment of an additional twenty percent is to be made retroactively for the entire term in the event of termination within months four and five.
7.3 If the contract has a term of 12 months and is terminated within months 4 to 11 inclusive, the monthly remuneration shall be paid as for an agreed term of 6 months, retroactively for the entire term and, if applicable, in the future.
7.4 The contract shall be extended by four weeks after the agreed performance period. It may subsequently be terminated with a notice period of four weeks to the end of the month.
7.5 If the Customer does not pay the set-up fee (clause 3.3) or for additional expenses (clause 3.5) in due time or does not perform the cooperative actions described in clauses 4.3 or 4.4 and the Contractor terminates the Contract for these reasons, the Contractor shall be entitled to terminate the Contract at any time, in particular within the first three months, by giving two weeks’ notice.
7.6 The right of each party to withdraw from the contract in case of violation of the contract by the other party and to demand reimbursement of the parts of the services rendered so far shall remain unaffected by clauses 7.1 to 7.4.
7.7 Termination and withdrawal must be made in writing.
8. travel expenses
Travel expenses incurred due to activities for the orderer will be invoiced according to receipt.
9. final provisions
9.1 This contract is subject to the law of the Federal Republic of Austria. The parties agree that Vienna shall be the exclusive place of jurisdiction.
9.2 In case of doubt, the agreements between the parties set out in the order confirmation shall take precedence over these GTC.
© punsch.group GmbH, August 2020