1. General & Scope

The following General Terms and Conditions (GTC) apply exclusively to all orders that you (hereinafter “Client”) place with Sebastian Klammer Grafikdesign (hereinafter “Contractor”), as well as to all contracts between the Contractor and the Client. This applies in particular if the Client uses general terms and conditions and these contain terms that conflict with or deviate from the GTC listed here. The GTC listed here also apply if the Contractor carries out the order without reservation despite being aware of terms and conditions of the Client that conflict with or deviate from the terms and conditions listed here. These GTC are deemed accepted at the latest upon receipt of the agreed service. These terms and conditions take precedence over individual written agreements. Deviations from the terms and conditions listed here are only valid if the Contractor expressly agrees to them in writing.

2. Subject Matter of the Contract; Copyright and Usage Rights

Every order placed with the Contractor is a copyright contract aimed at granting usage rights to the work. The contract does not include the review of the admissibility of the Contractor’s work under competition law. It also does not include the review of the registrability or usability of the Contractor’s work under trademark or other intellectual property law. The Client is responsible for conducting its own research.

All drafts and final artwork are subject to the Copyright Act. The provisions of this Act apply between the parties even if the necessary conditions for protection, e.g., the so-called level of creativity, are not met in the individual case. Thus, in such a case, the copyright contract rules of Sections 31 et seq. of the Copyright Act apply; in addition, the parties are entitled, in particular, to the copyright claims under Sections 97 et seq. of the Copyright Act.

The drafts and final artwork may not be altered, either in the original or in reproduction, or passed on to third parties without the express consent of the Contractor. Any imitation – even of parts – is prohibited. A violation of this provision entitles the Contractor to demand a contractual penalty of 100% of the agreed remuneration or the usual remuneration according to the AGD Collective Agreement for Design Services (latest version), in addition to the remuneration already payable.

The Contractor grants the Client the rights of use required for the respective purpose. Unless otherwise agreed, only a simple right of use is granted. Any transfer of rights of use to third parties requires a written agreement.

The rights of use are only transferred to the Client after full payment of the remuneration.

The Contractor must be named as the author on the copies. A violation of this provision entitles the Contractor to demand a contractual penalty of 100% of the agreed remuneration or the usual remuneration according to the AGD Collective Agreement for Design Services (latest version), in addition to the remuneration.

Suggestions from the client or their employees, or their other collaboration, have no influence on the amount of remuneration. They do not constitute co-authorship.

The drafts and final artwork may only be used for the agreed scope of use (in terms of time, space, and content). Any use beyond the agreed scope of use (in terms of time, space, and content) is prohibited and entitles the contractor to demand a contractual penalty of 100% of the agreed remuneration or the remuneration customary under the AGD Collective Agreement for Design Services (latest version) for this extended use, in addition to the remuneration already payable.

3. Remuneration

Drafts and final artwork, together with the granting of usage rights, constitute a single service. Remuneration is based on the Collective Agreement for Design Services of the Alliance of German Designers (AGD), unless otherwise agreed. Remuneration is a net amount, payable plus statutory VAT.

If no rights of use are granted and only drafts and/or final artwork are delivered, no remuneration for such use shall be payable.

The preparation of drafts and all other activities performed by the Contractor for the Client are subject to a fee, unless expressly agreed otherwise.

4. Due Date of Remuneration, Acceptance, Default

Remuneration is due without deduction upon delivery of the work. If the ordered work is accepted in parts, a corresponding partial payment shall be due upon each such partial acceptance.

4. Due Date of Payment, Acceptance, Delay

The payment is due without deduction upon delivery of the work. If the ordered work is accepted in parts, a corresponding partial payment is due upon each such partial acceptance. If an order extends over a longer period or requires substantial financial advance payments from the Contractor, appropriate interim payments must be made, namely 1/3 of the total payment upon placing the order, 1/3 upon completion of 50% of the work, and 1/3 upon delivery.

Acceptance may not be refused for design-related or artistic reasons. The contract allows for freedom of design.

In the event of late payment, the Contractor may demand default interest at a rate of 8% above the respective base interest rate of the European Central Bank per annum. The right to assert proven higher damages remains reserved.

The Contractor is entitled to withdraw the relevant design services until the outstanding invoice amount has been paid in full.

All fees invoiced to the client are subject to a payment deadline of 10 days, unless otherwise agreed. After the payment deadline has expired, invoiced fees are due immediately.

If the client has been invoiced for a partial fee for a design project that has not yet been fully completed and the client defaults on payment of this partial fee, all further work on the project will be suspended until the outstanding amount is paid in full.

If the client defaults on payments and the period of default extends beyond three months, the contractor reserves the right to withdraw from the contract with immediate effect, to retain or destroy all work already completed, and to suspend all further work. Services already provided within the scope of the contract must be paid for by the client. Payments made by the client for services already provided will not be refunded.

Should services and works provided by the Contractor be used in public media without full payment of the remuneration, the Contractor reserves the right to file a complaint for copyright infringement without prior notice.

5. Special Services, Incidental and Travel Expenses

Special services such as reworking or modifying final artwork, manuscript study, or print monitoring will be billed separately based on the time required in accordance with the AGD Collective Agreement for Design Services (latest version).

The Contractor is authorized, after prior consultation with the Client, to commission the third-party services necessary to fulfill the order in the name and for the account of the Client. The Client undertakes to grant the Contractor the appropriate authority.

To the extent that contracts for third-party services are concluded in individual cases in the name and for the account of the Contractor, the Client undertakes to indemnify the Contractor internally from all liabilities arising from the conclusion of the contract.

Expenses for technical incidental costs, in particular for special materials, for the production of models, photographs, intermediate shots, reproductions, typesetting and printing, etc., must be reimbursed by the Client.

Travel costs and expenses for travel undertaken in connection with the assignment and agreed upon with the client must be reimbursed by the client.

All consultations – provided in person, by telephone, by email, or by any other means – are subject to a fee and will be invoiced according to the AGD collective wage agreement or at the agreed hourly rate.

6. Ownership of Designs and Data

Only rights of use are granted for drafts and final artwork, but not ownership.

The originals must be returned to the Contractor undamaged within a reasonable period of time, unless otherwise agreed in writing. In the event of damage or loss, the Client shall reimburse the costs necessary to restore the originals. The right to assert claims for further damages remains unaffected.

Data and files created in the performance of the contract also remain the property of the Contractor. The Contractor is not obligated to release data and files to the Client. If the Client requests their release, this must be agreed upon and compensated for separately.

If the Contractor has made data and files available to the Client, they may only be modified with the Contractor’s prior consent.

The shipment of all items listed in Section 6 is at the Client’s risk and expense.

7. Proofreading, Production Monitoring, Sample Copies, and Self-Promotion

Proof samples must be submitted to the Contractor prior to reproduction.

Production monitoring by the Contractor shall only be carried out based on a special agreement. Upon assuming production monitoring, the Contractor shall be entitled to make the necessary decisions and issue appropriate instructions at its own discretion.

The Client shall provide the Contractor with 10 flawless sample copies of all reproduced work free of charge. The Contractor shall be entitled to use these samples and all work created in the performance of the contract for the purpose of self-promotion in all media and, in addition, to refer to its work for the Client.

h3>8. Liability

The Contractor shall be liable for damages caused, e.g., to templates, films, displays, layouts, etc. provided to it, only in cases of intent and gross negligence, except for damages resulting from injury to life, limb, or health; the Contractor shall also be liable for such damages in cases of slight negligence. Otherwise, the Contractor shall only be liable for slight negligence if a duty is breached whose compliance is of particular importance for achieving the purpose of the contract (cardinal duty).

For orders placed with third parties in the name and on behalf of the Client, the Contractor shall assume no liability to the Client, unless the Contractor is at fault in the selection process. In such cases, the Contractor acts merely as an intermediary.

With the approval of drafts or final artwork by the Client, the Client assumes responsibility for the technical and functional accuracy of the product, text, and images.

The Contractor shall not be liable for drafts or final artwork approved by the Client in this way.

Complaints regarding obvious defects must be submitted to the contractor in writing within 14 days of delivery of the work. Timely dispatch of the complaint is sufficient to meet this deadline.

9. Freedom of Design, Execution of the Order and Templates

Within the scope of the order, freedom of design exists. Complaints regarding the artistic design are excluded. If the client requests changes during or after production, they must bear any additional costs incurred.

The deadlines and dates specified by the contractor are non-binding unless otherwise agreed in writing.

If the execution of the order is delayed for reasons for which the client is responsible, the contractor may demand an appropriate increase in the remuneration. In the event of intent or gross negligence, the client may also assert claims for damages. The assertion of further damages for delay remains unaffected.

Delays in performance by the contractor due to force majeure and/or events that significantly impede or make performance impossible for the contractor shall entitle the contractor to postpone delivery for the duration of the disruption plus a reasonable start-up time, or to withdraw from the contract in whole or in part due to the part not yet fulfilled.

A delay only occurs if the client has granted a grace period of at least one month. If a delay occurs, the client is entitled to compensation for the delay in the amount of 0.5% for each completed week of delay, up to a maximum of 5% of the invoice value of the service affected by the delay. Any further claims, in particular claims for damages of any kind, are excluded.

If, at the client’s request, reserved workdays are canceled or postponed by the client less than 5 days before their start, the contractor is entitled to demand a cancellation fee of 50% of the service price. In the event of a cancellation less than 2 days before the start of the reservation, the cancellation fee is 100% of the service price. The client reserves the right to prove that the cancellation resulted in significantly less damage than this flat rate.

The client warrants that they are authorized to use all templates provided to the contractor. If, contrary to this assurance, they are not authorized to use them, the client shall indemnify the contractor against all claims for compensation from third parties.

10. Termination of Contract

Should the client terminate the contract prematurely, the contractor shall receive the agreed remuneration, but must offset any expenses saved or substitute orders completed or maliciously omitted (Section 649 of the German Civil Code). However, the parties agree on a lump sum for services and expenses provided up to the termination date as follows: In the event of termination before the start of work: 10% of the agreed remuneration; if no such agreement has been reached, 10% of the usual remuneration according to the AGD collective agreement for design services (latest version) applies. Furthermore, deviating individual agreements are of course possible. The client reserves the right to provide evidence of actually lower services or higher expenses.

11. Final Provisions

The place of performance for delivery and service is Berlin. Berlin is agreed as the exclusive place of jurisdiction, unless Sections 38 and 40 of the German Code of Civil Procedure (ZPO) conflict with these Terms and Conditions. The law of the Federal Republic of Germany shall apply exclusively.

Should individual provisions of these Terms and Conditions be or become incorrect, invalid, or contestable, they shall be interpreted or supplemented in such a way that the intended economic purpose is achieved as accurately as possible; the remaining provisions shall remain unaffected. This shall also apply mutatis mutandis to any gaps requiring supplementation.

As of: May 15, 2024