1.1 These general terms and conditions (GTC) apply to all contracts concluded between abnorm media GmbH and their customers.
1.2 Abnorm media GmbH offers its customers, among other things, services in the area of website and software creation or development (including maintenance and care) as well as the creation of print products and services in the area of SEO marketing. The specific scope of services is the subject of individual agreements between abnorm media GmbH and its customers.
1.3 Abnorm media GmbH does not conclude contracts with consumers or private individuals.
1.4 Abnorm media GmbH is entitled to assign the necessary services in its name and on its own account to subcontractors, who in turn may also use subcontractors. Abnorm media GmbH remains the sole contractual partner of the customer. The use of subcontractors does not take place insofar as it is evident to abnorm media GmbH that their use runs counter to the justified interests of the customer.
1.5 The contracting parties undertake to name a contact person in each case who accompanies the respective order and is authorised to issue legally binding declarations of intent.
1.6 GTC that deviate from these terms and conditions and are used by the customer are not recognised by abnorm media GmbH unless subject to express consent.
2.1 Insofar as the customer provides abnorm media GmbH with texts, images, or other content, he/she must ensure that this content does not infringe the rights of third parties (e.g., copyrights) or other legal standards. In this context, it is pointed out that abnorm media GmbH is not entitled by law to provide legal advice to the customer. Abnorm media GmbH is in particular not obliged and legally not in a position to check the business model of the customer, the works created or acquired by the customer himself/herself (layouts, graphics, texts, etc) for their compatibility with the applicable law. Abnorm media GmbH will in particular not carry out any trademark searches or other property right collision checks in relation to the works provided by the customer. Insofar as the customer gives specific instructions regarding the work to be produced, he/she is liable for this.
2.2 The customer is obliged to provide complete and correct information, data, works (e.g., imprint data, graphics, etc), and accesses provided by him/her to fulfil the order. He/she shall also ensure that the instructions given comply with the applicable law.
2.3 The customer is responsible for the procurement of design material for the website/software (e.g., graphics, videos) and must make them available to abnorm media GmbH in good time. If the customer does not provide these and does not make any further specifications, abnorm media GmbH can, at its discretion, use image material from common providers (e.g., stock photo service providers) or provide the corresponding parts of the website/software with a placeholder, taking into account the copyright labelling requirements.
2.4 Insofar as the conclusion of an order processing contract is required for individual order components according to Art. 28 GDPR, both contracting parties undertake to conclude such a contract - to be provided by abnorm media GmbH - before the start of the service provision.
2.5 Abnorm media GmbH is in no way responsible for customer delays and delays in the implementation of projects, which arise due to a delayed (necessary) cooperation or additional work of the customer.
2.6 If the customer does not fulfil his/her obligations from this clause, abnorm media GmbH can charge the customer for the additional expenditure arising from this (e.g., costs for stock photos and time spent searching for them).
3.1 This paragraph applies to website and software creation using agile methods (without specifications and requirements). Unless individual agreements to the contract have been made, website/software creation shall be based on agile methods. SEO optimisation is only owed if it has been expressly agreed.
3.2 The object of website/software creation contracts between abnorm media GmbH and its customers is in the principle of the development of new websites/software or the extension of existing websites/software (e.g., integration of new interfaces or programming of new online applications) taking into account the technical and/or design specifications of the customer. Website/software creation contracts concluded between the parties are contracts for work and services within the meaning of paragraph 631 German Civil Code (BGB).
3.3 The services agreed in detail result from the contract concluded individually between abnorm media GmbH and the customer. For this purpose, the customer must first submit an enquiry to abnorm media GmbH with a precise description of the website/software content desired by him/her (creative content such as images, layouts, logos, etc, are to be specified and provided by the customer). This enquiry represents a request for the submission of an offer by abnorm media GmbH. abnorm media GmbH will check the customer's ideas described in the enquiry to the best of their knowledge and belief for completeness, suitability, unambiguousness, feasibility, and freedom from contradiction and will prepare an offer based on the wishes arising from the customer's enquiry. Only through the acceptance of the offer by the customer does a contract come into being between abnorm media GmbH and the customer.
3.4 The examination or acquisition of rights and of the tools (e.g., statistics) or certificates (e.g., SSL / TLS), or the provision of development, application, or other documentation are only to be provided by abnorm media GmbH insofar as this is expressly agreed in an individual contract.
3.5 The customer can access the development side at any time and introduce customer requests, insofar as these are covered by the originally agreed scope of services. Such adjustments become part of the original contract if both contracting parties agree in text form (i.e., e.g., by email, fax, or similar). Otherwise, abnorm media GmbH is only obliged to produce the functions/items listed in the contract or to provide the agreed service (e.g., maintenance). Any additional services must be agreed upon and remunerated separately.
3.6 As soon as the website/software has been completed, abnorm media GmbH will request the customer to accept the website/software.
3.7 A prerequisite for the activity of abnorm media GmbH is that the customer provides abnorm media GmbH with all data required for the implementation of the project (texts, templates, graphics, etc.) in a complete and suitable form before the start of the order. If the customer does not comply with this obligation, abnorm media GmbH can bill the customer for the time expenditure arising from this.
3.8 After completion and acceptance of the website/software and/or individual parts thereof, the customer will receive from abnorm media GmbH - if available and agreed individually in the contract - immediately by email all graphics, source codes, if applicable documentation and/or manuals of (third party) modules used, as well as development documentation if applicable.
3.9 The remuneration for the website/software creation is subject of an individual contractual agreement between the parties. Otherwise, the statutory provisions shall apply.
3.10 Insofar as the customer does not use hosting services from abnorm media GmbH for the new website/software, but from third-party providers, abnorm media GmbH assumes no responsibility for the respective servers and their configuration, the data lines, and/or the retrievability of the website/software.
4.1 After completion of the website/software and/or individual parts, abnorm media GmbH can offer the customer maintenance and care services concerning the website/software. Abnorm media GmbH can also offer maintenance of third-party websites/software. However, neither abnorm media GmbH is obliged to make such an offer nor does the customer have to make use of the further service offers of abnorm media GmbH. Corresponding agreements are exclusively the subject of individual agreements.
4.2 The content of the maintenance contracts is the elimination of functional faults as well as the occasion-related updating of the website/software for common web browsers in their respective current version. Further details, such as regular maintenance, may be agreed upon in individual contracts.
4.3 A prerequisite for maintenance is that the contents to be maintained are compatible with the systems of abnorm media GmbH. The compatibility can be impaired in particular by outdated components of the contents to be maintained or by unauthorised changes on the part of the customer. If the compatibility is not guaranteed, the customer must establish it independently (e.g., through appropriate updates) or commission abnorm media GmbH separately with the establishment of compatibility.
4.4 Abnorm media GmbH is not liable for malfunctions and incompatibilities which were caused by unauthorised changes by the customer or are based on other errors which do not lie in the area of responsibility of abnorm media GmbH; the regulations under "Liability and indemnification" remain unaffected by this.
4.5 The maintenance includes, subject to deviating agreements, only the technical but not the content-related updating of the website/software. Abnorm media GmbH in particular does not owe the updating of the legal notice or the data protection declaration.
5.1 Abnorm media GmbH also offers its customers - in particular as an additional option within the framework of the website/software creation - hosting and domain registration services. The specific scope of services (domain registration, storage space, certificates, etc.) is the subject of individual agreements between the parties. Abnorm media GmbH is entitled to use services of third parties in any form in connection with the execution of hosting services.
5.2 Unless agreed otherwise, abnorm media GmbH will take over the administration and management of the data in the case of an order as a hosting service provider. The customer will in principle - among other things for security reasons - not receive access to the administration backend of the hosting system or its file system.
5.3 The availability of the servers used by abnorm media GmbH for hosting purposes is at least 97% on an annual average. Excluded from this are those times during which the servers are not accessible due to events beyond the control of abnorm media GmbH (force majeure, actions of third parties, technical problems, etc.).
5.4 Unless otherwise agreed, the customer has no claim to the allocation of a fixed IP address for his/her internet presence. Technical or legal changes are possible at any time and remain reserved.
5.5 The customer is obliged not to pass on his/her passwords and other access data - insofar as such have been made available to him/her by abnorm media GmbH - to third parties and to change them regularly. The customer is responsible for any misuse by third parties, insofar as he/she is responsible for it.
5.6 The customer is obliged to create regular backup copies of his/her hosted data. If the customer is not in a position to do this, he/she must commission abnorm media GmbH or other professionally suitable third parties with the backup. The customer is liable for any data losses which occur due to a lack of data backup.
5.7 If the customer makes use of domain registration services of abnorm media GmbH, the following applies in addition:
5.7.1 The contractual relationship required for the registration of the respective domain comes about directly between the customer and the respective domain issuing authority or the respective registrar. Abnorm media GmbH is only acting as an intermediary in the relationship between the customer and the issuing authority, without having any influence of its own on the allocation of the domain.
5.7.2 The customer bears full responsibility for ensuring that the domain requested by him/her does not infringe the rights of third parties. A review of the domain is not owed.
5.7.3 For the registration of domains, the respective conditions of the individual registries apply in addition. Abnorm media GmbH will inform the customer of any special features in the case of an intended registration.
6.1 The object of design contracts in the print sector between abnorm media GmbH and its customers is in the principle of the development of the customer's design specifications for print products (e.g., design of banners, post graphics, posters, flyers, vehicles, or window stickers, textiles or logo designs). Design contracts concluded between the parties are contracts for work and services within the meaning of paragraph 631 et seq. German Civil Code (BGB). A deviating scope of services can be agreed upon between the parties in an individual contract.
6.2 The individually agreed services result from the contract concluded individually between abnorm media GmbH and the customer. For this purpose, the customer first submits an enquiry to abnorm media GmbH with a description as precise as possible of the design services desired by him/her. This enquiry represents a request for the submission of an offer by abnorm media GmbH. abnorm media GmbH will check the customer's ideas described in the enquiry to the best of their knowledge and belief for completeness, suitability (with the exception of legal suitability, in particular with regard to the rights of third parties), unambiguity, feasibility, and freedom from contradiction and will prepare an offer based on the wishes arising from the customer's enquiry. Only through the acceptance of the offer by the customer is a contract concluded between abnorm media GmbH and the customer.
6.3 After the conclusion of the contract, the customer's requirements will be discussed in a further briefing if necessary and the specifications will be defined. At this time customer requests can be introduced, provided they are covered by the originally agreed scope of services. If necessary, there is the possibility of a re-briefing prior to the production of the object of performance. Adjustments become part of the original contract if both contracting parties agree in text form. Otherwise, abnorm media GmbH is only obliged to produce the items listed in the contract. Services going beyond this must be agreed upon and remunerated separately.
6.4 As soon as the agreed service item has been completed, abnorm media GmbH will request the customer to accept the work.
6.5 Unless otherwise agreed, the customer is entitled to two correction loops. Complaints regarding artistic design are fundamentally excluded. If the client requests further changes, he/she shall bear the additional costs.
6.6 A prerequisite for the activity of abnorm media GmbH is that the customer provides abnorm media GmbH with all the data required for the implementation of the project (texts, templates, graphics, etc.) in full and in a suitable form before the start of the order. Abnorm media GmbH is in no way responsible for customer delays and delays in the implementation of projects, which arise due to a delayed (necessary) cooperation or additional work of the customer. If the customer does not fulfil this obligation, abnorm media GmbH can invoice the customer for the time expenditure arising from this.
6.7 The remuneration is the subject of an individual contractual agreement between the parties. Otherwise, the statutory provisions shall apply.
6.8 Insofar as not otherwise contractually agreed and not otherwise to be expected from the purpose of the contract, abnorm media GmbH only owes the handover of a print file (e.g., PDF, JPG, or PNG) for the creation of print products in addition to the contractually agreed service items. The customer has no claim to the handing over of an editable file (e.g., Word).
Abnorm media GmbH offers its clients, among other things, services in the area of SEO marketing. Within the scope of the service provision, abnorm media GmbH exclusively owes the implementation of measures which, according to their own experience, can positively influence the search engine ranking or which are expressly ordered by the client. This is a service in the sense of paragraph 611 German Civil Code (BGB). A specific result (e.g., a specific ranking in the Google hit list), on the other hand, is only owed within the scope of SEO services if this has been expressly discussed. Marketing services may be cancelled by either contracting party with a notice period of one (1) month.
The remuneration for the website and/or online shop and/or software creation or for other orders are the subject of an individual contractual agreement between the parties and is generally based on the offer.
9.1 As far as a contract for work and services has been agreed on, abnorm media GmbH can demand that the acceptance takes place in writing; the written acceptance is only owed if abnorm media GmbH requests the customer to do so. The acceptance provisions of the German Civil Code remain unaffected in all other aspects. The acceptance period within the meaning of paragraph 640 (2) sentence 1 of the German Civil Code (BGB) is set at 2 weeks from notification of the completion of the work, insofar as in individual cases a longer acceptance period is not required due to special circumstances, which abnorm media GmbH will notify the customer of separately in this case. If the customer does not comment within this period or does not refuse acceptance due to a defect, the work shall be deemed to have been accepted.
An insignificant defect does not justify claims for defects. The choice of the type of supplementary performance lies with abnorm media GmbH. The limitation period for defects and other claims is one (1) year; this shortening of the limitation period does not apply to claims resulting from intent, gross negligence, or injury to life, limb, or health by abnorm media GmbH. The limitation period does not begin again if a replacement delivery is made within the scope of liability for defects. Otherwise, the statutory warranty for defects remains unaffected.
Subject to deviating provisions in and outside these Terms and Conditions continuing obligations (e.g., maintenance contracts) have a minimum term of 12 months. The period of notice is 3 months. If the contract is not terminated in due time at the end of the term, it shall be automatically extended by a further 12 months. The right to extraordinary termination for good cause remains unaffected.
12.1 Abnorm media GmbH grants the customer - after full payment of the order by the customer - in principle a simple right of use without the right of reproduction to the corresponding work results and/or the respective source codes at the time of their creation. Further rights can be agreed upon between the parties using an individual contractual agreement.
12.2 Unless agreed otherwise, the customer expressly grants abnorm media GmbH permission to present the project publicly in an appropriate manner for the purpose of self-promotion (references/portfolio). In particular, abnorm media GmbH is entitled to advertise with the business relationship to the customer and to refer to itself as the author on all created advertising material and in all advertising measures, without the customer being entitled to a claim for payment for this.
12.3 Furthermore, abnorm media GmbH is entitled to place its name with a link in an appropriate manner in the footer and in the legal notice of the website(s)/software created by it, without the customer being entitled to a claim for payment for this.
Abnorm media GmbH will treat all business transactions which come to its knowledge, in particular, but not exclusively, print documents, layouts, storyboards, numerical material, drawings, tapes, pictures, videos, DVDs, CD-ROMs, interactive products, and such other documents which contain films and/or radio plays and/or other copyrighted materials of the customer or companies associated with his/her, as strictly confidential. Abnorm media GmbH undertakes to impose the duty of confidentiality on all employees and/or third parties (e.g., suppliers, graphic designers, programmers, film producers, sound studios, etc.) who have access to the aforementioned business transactions. The obligation to maintain secrecy shall apply for an unlimited period beyond the duration of this contract.
14.1 The liability of abnorm media GmbH for all damages is limited as follows: In the case of a slightly negligent breach of an essential contractual obligation ("cardinal obligation"), abnorm media GmbH is liable in each case limited to the amount of the damage foreseeable at the time of conclusion of the contract and typical for the contract. Cardinal obligations are those obligations whose fulfilment makes the proper execution of the contract possible in the first place and on whose compliance a party may regularly rely. This limitation of liability shall not apply in the event of gross negligence or wilful misconduct or the event of mandatory statutory liability, in particular in the event of the assumption of a guarantee or culpable injury to life, body, or health. The above liability regulation also applies with regard to the liability of abnorm media GmbH for its vicarious agents and legal representatives.
14.2 The customer releases abnorm media GmbH from any claims of third parties which are asserted against abnorm media GmbH due to infringements of the customer against these GTC or applicable law.
15.1 The contracts concluded between abnorm media GmbH and the customers are subject to the substantive law of the Federal Republic of Germany to the exclusion of the UN Convention on Contracts for the International Sale of Goods.
15.2 Insofar as the customer is a merchant, legal entity under public law or special fund under public law, or has no general place of jurisdiction in Germany, the parties agree to the registered office of abnorm media GmbH as the place of jurisdiction for all disputes arising from this contractual relationship; exclusive places of jurisdiction remain unaffected by this.
Status: February 2021