General Terms and Conditions of ethority global network
Unless otherwise agreed upon below, only ethority Global Network GmbH (hereinafter referred to as “Contractor”) shall apply to all orders. Deviating or supplementary terms of the customer (hereinafter referred to as “client”) as well as subsidiary agreements are only binding if they are confirmed in writing by the Contractor.
Execution of the contract / Scope of services / Fee
1. Obligations of the Contractor
The Contractor undertakes to keep secrecy of business secrets, which are communicated to him by the customer within the scope of the contract assignment / order execution, with the due diligence of a proper merchant and to treat all related information and documents confidentially.
The Contractor shall undertake to carry out the contract in close consultation with the Client. For this purpose, the Contractor generally compiles a description of the scope of the services and the scope of the contractual services and their fees. If no fee has been determined for a contractually agreed performance of the Contractor, the fee shall be calculated according to the Contractor’s price list valid at the time of commissioning.
If the Contractor provides an additional notice, which is not yet recognizable at the time the contract is concluded, Eg due to changes and / or supplementary orders of the customer, this additional expense shall be remunerated according to the hourly rates agreed between the parties. If no hourly rates had been agreed between the parties, the client owes remuneration in the amount of the contractor’s price list valid at the time the order was placed.
The contractor is in principle permitted to have the services to be provided by third parties as fulfillment aids. This does not apply only if there is an important reason in the person of the third party.
The Contractor is not obliged to check the services commissioned by the customer for their trademark, copyright or copyrights, unless otherwise stated in the service description. If the Contractor is commissioned with such an examination by the Client, the Client bears the costs and / or fees of third parties (lawyers, authorities, etc.) arising as a result of this on the market terms.
Insofar as the client is granted access to the servers / dashboards of the Contractor, the Client’s right of access shall terminate with the underlying contract, unless the parties have agreed otherwise.
2. Obligations of the Customer
The client undertakes to make available to the Contractor all information required for the execution of the respective order in due time. If the contractor grants the Contractor work documents (eg photos, logos, texts, etc.) that he or she uses in the course of the order execution, the customer has to supply these work materials free of third party rights and the Contractor from any third party claims for damages indemnify.
Insofar as the contractor receives work results from the Contractor for approval
(eg, print products, films, websites, statistics, etc.), the client must finally check and release the work results for correctness and completeness. With the release, the client assumes the responsibility for the correctness of the content, text, image and sound.
Insofar as the Contractor is entrusted with the preparation of services which are eligible for protection or protection (eg trademark rights, copyrights, taste and utility model rights), the contractor is legally required to check the registration or protection. The Contractor’s services are therefore provided in accordance with the contract, even if they are not eligible for registration or protection.
If the Contractor is guilty of a certain work success in the sense of § 631 BGB, the client is obliged to accept the work. If the work substantially corresponds to the contractual agreements, the acceptance shall be deemed to have taken place and, in accordance with the contract, unless it is declared or refused within seven working days after receipt.
If the client is granted access to the contractor’s servers / dashboards, the client must ensure that the use of the malware is excluded from the server of the contractor.
3. Supervision of advertising production / advertising media
Within the framework of the execution of the contract, the Contractor shall select appropriate advertising and / or advertising media. Orders to advertisers and / or advertisers will only be given in writing after approval by the client. The Contractor shall be responsible for the coordination of the production process, as well as the performance and price control of the respective advertising production services.
In the cases referred to in § 3, paragraph 1 above, the Contractor shall be entitled to demand immediately advance payments in the amount of the gross order value of the advertising material manufacturer / advertiser when the order is placed.
All payments shall be made without any deduction immediately after the invoice has been paid free of charge to the Contractor. Payment periods are deemed to be met if the Contractor can dispose of the amount within the time limit. Payments may be charged to other outstanding claims at the Contractor’s option.
A right of retention of the client, insofar as it is not based on the same contractual relationship, as well as set-off against contested or non-legally binding claims, are excluded.
If the customer is in default with his / her payment obligation wholly or partly, he has to pay – according to all other rights of the Contractor – default interest according to the legal regulations, as far as the Contractor can not prove a higher damage.
All prices stated by the Contractor are, unless otherwise agreed in writing, as EURO-prices without VAT. These will be invoiced separately at the respective rate in accordance with the applicable tax provisions.
The client is obliged to pay the calculated remuneration even if it exceeds the cost estimate as binding by up to twenty percent.
4. Terms of payment / Prices
The Contractor shall charge an agency commission of 15% of the net invoice sum of the advertising agent (s) for the above production monitoring services. The agency commission is responsible for the payment to the contractor, with the invoice of the advertiser and / or advertising agent.
5. Travel expenses
Travel costs of the Contractor will be calculated according to the hourly expenses and a kilometer lump sum of 0.51 € unless otherwise agreed in writing.
6. Execution times
Dates and deadlines for the work to be carried out by the Contractor shall only be binding if they have been expressly confirmed as binding.
Compliance with deadlines and deadlines requires the timely receipt of all documents and information, releases and clarifications to be provided by the customer, as well as the timely fulfillment of his obligations to cooperate.
The Contractor shall not be liable for delays in delivery which are based on an infringement of the client’s obligations to cooperate.
7. Liability for defects
Any deficiency rights of the customer shall presuppose that the customer has duly fulfilled his obligations to inspect and complain in accordance with § 377 HGB. Regarding the warranty rights, the statutory provisions apply, with the proviso that a liability for these claims is limited to 12 months after delivery.
Furthermore, the client is liable according to the legal regulations, if the client claims damages claims based on intent or gross negligence, including intent or gross negligence of their representatives or vicarious agents. Insofar as the Contractor is not charged for deliberate breach of contract, liability for damages shall be limited to the foreseeable, typically occurring damage.
The Contractor shall be liable in accordance with the statutory provisions insofar as it culpably violates a fundamental contractual obligation; in which case the liability is limited to the foreseeable, typically occurring damage.
Liability for culpable injury to life, body or health shall remain unaffected.
Unless otherwise stated above, liability is excluded.
8. Total liability
Further liability for damages than in § 7 is excluded, without consideration for the legal nature of the asserted claim. This applies in particular to claims for damages resulting from negligence at the time of conclusion of the contract, due to other breaches of duty or due to delictual claims for compensation for material damage pursuant to § 823 BGB. The limitation pursuant to Paragraph 1 shall also apply if the customer requests replacement of useless expenditures instead of a claim for compensation for the damage.
Insofar as the liability for damages against the Contractor is excluded or restricted, this also applies with regard to the personal liability for damages of its employees, employees, employees, representatives and vicarious agents.
9. Legal clearance / verification obligations of the Contractor
Unless otherwise agreed in writing, the customer shall acquire the rights of use for the duration of 12 months required for the respective purpose of the contract, with full payment.
Processing of the work results of the contractor is only permissible with the prior written consent of the Contractor.
If the utilization and / or exploitation rights of third parties are required or the consent of third parties is required for the contracted performance of the contractor, this is done in the name and on account of the customer. Insofar as usage and exploitation rights as well as consents of third parties are to be obtained, this only takes place in the extent required for the purpose of the contract in terms of time, space and content. Subsequent claims pursuant to Sections 32, 32 a UrhG shall be borne by the customer. Agreements other than this must be made in writing.
The Contractor accepts no liability for the fact that there are no rights of third parties to the work results delivered by it.
The Contractor shall be permitted to use the results of the work developed by the Contractor in a timely and local manner without limitation for the purpose of self-promotion, in particular on its Internet presence and on data carriers or print products produced by it for its own purposes.
In the case of work results or unsuccessful orders rejected by the customer, the rights of use remain with the contractor. This also applies in particular to rights of use that are not subject to special rights.
10. Final provisions
The law of the Federal Republic of Germany.
The court of jurisdiction for all disputes is, if the client is a merchant, the place of business of the Contractor.
Unless otherwise specified in the service description, the contractor’s place of business is the place of performance.