1.1
These General Terms and Conditions (hereinafter referred to as “GTC”) of MediaEngine GmbH, hereinafter referred to as “Agency,” apply to all contracts for services that an entrepreneur or legal entity (hereinafter referred to as “Customer”) concludes with the Agency with regard to the services presented by the Agency on its website, in its offer, or in other media.
1.2
Any deviating, conflicting, or supplementary general terms and conditions of the Customer shall only become part of the contract if and to the extent that the Agency has expressly agreed to their validity.
2.1
The Agency provides services in the field of online marketing and classic PR advertising, as well as photo and video productions, including, for example, advertising management on all known platforms, search engine optimization (SEO), social media marketing, content marketing, billboard and flyer design, and any other related activities known in the industry.
2.2
Furthermore, the Agency provides programming solutions (so-called bot, AI, or app applications) that can be rented or purchased. Programmed software located on the Agency’s servers is always a rented product; if software is developed on the customer’s infrastructure, it is always a purchased product.
2.3
Web developments such as websites or landing pages are available as rental or purchase products. Rental products are usually websites that are provided by the agency in combination with a lead generation or recruiting contract, mostly on the agency’s infrastructure, for the purpose of generating leads or employees for customers. Purchase products are web developments created individually according to customer requirements, which are created and operated on the customer’s infrastructure.
2.4
The specific design of the services is based on the contract concluded between the customer and the agency.
3.1
The presentation of services on the agency’s website does not constitute a legally binding contract offer, but rather a non-binding online catalog.
3.2
By submitting an order via the website, the customer makes a binding offer to conclude a contract. The agency may accept this offer at its discretion within two weeks by sending an order confirmation.
3.3
Alternatively, the customer will receive an offer that is individually tailored to them; in this case, the validity as stated on the offer applies. The agency reserves the right to reject the customer despite a written order.
4.1
The remuneration agreed in the contract applies to the services provided by the agency. All prices are in euros and subject to the applicable statutory value added tax.
4.2
Payment shall be made on time as agreed in the offer. If the customer is more than 30 days late in making payment, the agency reserves the right to terminate the contract immediately and to invoice the entire amount (in the case of a partial payment agreement).
4.3
Partial payment agreements are generally valid for 3, 6, or 12 months and are due on the first business day of the respective month. In isolated cases, the terms and due dates may vary for various reasons. Detailed information on the term and due date can be found on the offer or invoice.
4.4
The customer grants the agency the right to suspend work in the event of late payment until the outstanding invoice amount has been settled in full. When and to what extent this occurs is at the discretion of the agency. In order to avoid suspension of the service, the customer should notify the agency of the delay in payment in good time to avoid complications in the provision of the service.
5.1
The customer undertakes to provide the agency with all information, access data, and materials necessary for the performance of the contract in a timely manner.
5.2
If the points mentioned in 5.1 for the provision of services are not provided in a timely manner, the agency shall not be held responsible for any possible delay in the work.
6.1
The agency grants the customer the rights of use required for the respective purpose for the works created within the scope of the contract. The transfer of rights shall only take place after full payment of the agreed remuneration and refers exclusively to photo and video productions, video courses, knowledge databases, brand design, content creation for social media, and purchased web design or programming solutions.
6.2
The transfer of rights after termination of the service excludes all intellectual property relating to the creation of online advertisements within the contract period, including campaigns, ad groups, advertisements, tracking data, creatives, and websites for lead or employee recruitment. Further use of this data is not permitted. As a rule, this data will be completely destroyed upon termination of the cooperation. Should unauthorized use of the data occur, the agency reserves the right to initiate legal action to prevent such use. If the customer wishes to continue working with the agency’s data despite termination of the contract, it is possible to acquire these rights upon request from the agency.
6.3
The works created by the agency are protected by copyright. Any editing, reproduction, distribution, and public reproduction outside the agreed rights of use require the prior written consent of the agency.
6.4
Amazon products listed for the customer are subject to the intellectual property rights of the agency if it is an advertising or management partnership. If the agency only lists the product for the customer, this right does not apply. Upon termination of an Amazon advertising or management partnership, the right of use can be purchased from the agency upon request.
6.5
Rentable websites, landing pages, or programming solutions (so-called bot, AI, or app applications) may be used by the customer without restriction during the contract period. This right shall cease upon termination of the contract. Rental products are usually landing pages or websites created by the agency in combination with a lead generation or recruiting contract for the purpose of generating leads or employees for customers. These are subject to the agency’s copyright and have been created solely for the purpose of cooperation with the agency. The agency gives the customer the opportunity to purchase the rights of use upon request after the contract has expired. Unlike web pages, programming solutions cannot always be purchased after termination of the contract. The customer can ask the agency for further information on whether a purchase is possible.
6.6
Purchasable websites, web shops, landing pages, or other programming solutions are created for the customer on the infrastructure provided by the customer. After full payment, the customer receives the unrestricted rights of use from the agency.
7.1
The agency shall be liable in cases of intent or gross negligence on the part of the agency or a representative or vicarious agent in accordance with the statutory provisions. Otherwise, liability for damages, regardless of the legal basis, shall be limited to the foreseeable extent typical for this type of contract.
7.2
The Agency assumes no liability for the legality of the content created for the customer in consultation. The Agency acts on behalf of the customer and publishes new content or works on behalf of the customer.
7.3
The Agency’s services and products are not subject to any warranty. If forecasts are made about possible achievable results, these are based on past experience with existing customers and do not constitute a binding guarantee.
8.1
The customer may not terminate the contractual relationship once the provision of services has already begun.
8.2
The agency reserves the right to terminate the contract with the customer at any time for any reason.
8.3
The contract term is always determined individually with the customer and can be found in the agency’s offer or invoice.
9.1
The customer agrees to maintain confidentiality regarding the agency’s methods, strategies, and work processes and not to disclose them to third parties. If information from the agency is disclosed to unknown third parties, the agency must be notified immediately.
9.2
The agency undertakes to treat customer data as confidential at all times and to only pass it on to selected and verified partner companies.
9.3
The agency undertakes to completely destroy all account access data provided by the customer after the end of the collaboration.
9.4
The Agency undertakes to comply with the provisions of the General Data Protection Regulation (GDPR).
10.1
The contractual relationship between the Agency and the customer is governed by the laws of the Federal Republic of Germany. If the customer is a merchant, a legal entity under public law or a special fund under public law, the place of jurisdiction is the Agency’s registered office.
10.2
Should individual provisions of this contract be invalid or unenforceable or become invalid or unenforceable after conclusion of the contract, this shall not affect the validity of the rest of the contract.
Company responsible for the General Terms and Conditions:
MediaEngine GmbH
Managing Director: Max Kohl
Krummenweger Str. 173
40885 Ratingen, Germany
Competent local court:
Düsseldorf Local Court
