General Terms and Conditions
General Terms and Conditions of
trio-group communication & marketing GmbH
Carl-Reuther-Straße 1
68305 Mannheim
(These terms and conditions are based on the joint draft of the GWA, Gesamtverband Kommunikationsagenturen.)
1. validity of the GTC
The following general terms and conditions apply to all orders placed with us. Conflicting general terms and conditions of the client shall not become part of the contract, unless this is agreed separately.
2. presentation
Any use, even partial, of work and services presented or handed over by us with the aim of concluding a contract (presentation), whether protected by copyright or not, requires our prior consent. This also applies to the use in modified or edited form and to the use of the ideas on which our work and services are based, insofar as these have not been reflected in the client's previous advertising material. The acceptance of a presentation fee does not constitute consent to the use of our work and services.
3. data protection
The client confirms that personal data to be transmitted to us by him or at his instigation by third parties has been collected and processed in accordance with the relevant provisions of data protection, in particular the Federal Data Protection Act, that any necessary consents of data subjects have been obtained and that the use of the data by us within the scope of the order placed with us does not violate any of these provisions or exceed the scope of consents granted.
4. processing of orders
4.1 Minutes of meetings sent by us are binding if the client does not object immediately upon receipt
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4.2 Templates, files and other work materials (in particular negatives, models, original illustrations and similar) that we create or have created in order to provide the service owed under the contract shall remain our property. There is no obligation to surrender them. We are not obliged to store them.
5. Placing of orders with third parties
5.1 We are entitled to carry out the work assigned to us ourselves or to commission third parties to do so
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5.2 We are entitled to place orders for the production of advertising materials, in the creation of which we are involved under the contract, on behalf of the client. The client hereby grants the corresponding power of attorney.
5.3 We place orders for advertising media in our own name and for our own account. If quantity discounts or painting scales are utilized, the Client shall receive a subsequent charge that shall be due immediately if the discount and scale requirements are not met. We are not liable for defective performance of the advertising media.
6. delivery, delivery periods
6.1 Our delivery obligations are fulfilled as soon as the work and services have been dispatched by us. The risk of transmission (e.g. damage, loss, delay), regardless of the medium used for transmission, shall be borne by the client.
6.2 Delivery deadlines are only binding if the client has properly fulfilled any obligations to cooperate (e.g. procurement of documents, approvals).
6.3 Templates and drafts provided by us shall only be binding in terms of color, image or sound design once we have confirmed in writing that they can be realized.
6.4 If we have informed the client of legal concerns regarding the execution of the order and the client nevertheless insists on execution, we shall not be liable for any resulting damages. In such cases, the client shall indemnify us against third-party claims upon first request.
6.5 If we deem it necessary to have a measure legally reviewed by a particularly knowledgeable person, the client shall - after consultation - bear the costs incurred for this.
7. terms of payment
7.1 Agreed prices are net prices to which the applicable value added tax is added. Artists' social security contributions, customs duties or other charges, including those arising subsequently, shall be passed on to the client.
7.2 In the case of advertising placement, the list prices of the advertising media valid on the day of publication shall be binding.
7.3 Our invoices are due for payment 10 days after the invoice date without deduction. From the due date, we are entitled to charge interest on arrears at a rate of 8 percentage points above the prime rate.
7.4 We reserve title to all documents and items provided until all invoices relating to the order have been paid in full. Rights to our services, in particular rights of use under copyright law, as well as ownership of documents and objects provided shall only be transferred to the client once all invoices relating to the order have been paid in full.
8. rights of use
8.1 We shall grant our client all rights of use required for the use of our work and services to the extent agreed for the order. If a transfer of rights of use is not explicitly agreed, any use of our work and services shall require our prior consent.
8.2 If we use third parties to fulfill the contract, we shall acquire their rights of use to the extent set out in Section 8.1 and grant them to the client accordingly. If the rights are not available to this extent in individual cases, we shall inform the client of this and proceed in accordance with the client's instructions; any additional costs incurred as a result shall be borne by the client.
8.3 We are entitled to use the work and services provided by us in the context of our own advertising, including on the Internet and in competitions.
9. warranty, liability
9.1 The client must inspect work and services delivered by us immediately upon receipt, but in any case before further processing, and report defects immediately upon discovery. If the immediate inspection or notification of defects is omitted, the client shall have no claims with regard to obvious or recognized defects.
9.2 In the event of defects, we shall be entitled to rectify the defect twice within a reasonable period of time.
9.3 Claims for damages, regardless of their legal basis, are limited to the typical damage foreseeable at the time of conclusion of the contract in the event of negligent behavior on our part, our legal representatives or our vicarious agents; in the event of slightly negligent behavior, they are excluded, unless they concern the breach of such an essential obligation that the achievement of the purpose of the contract is endangered (so-called cardinal obligation). The above limitation of liability and the above exclusion of liability shall not apply in the event of intentional acts, claims arising from a guarantee, injury to life, limb and health or claims under the Product Liability Act.
10. place of jurisdiction, applicable law
10.1 The place of jurisdiction is additionally agreed to be the court responsible for our registered office.
10.2 German law shall apply.
Mannheim, 2019