Terms and Conditions.

These General Terms and Conditions (hereinafter "GTC") apply to all business relations established between the provider, Pseudo Agency, and its clients (hereinafter "Client") regarding the provision of services (Design & Development). These GTC apply exclusively. Conflicting or deviating conditions of the client are not recognized unless the provider has expressly agreed to their validity in writing.

The version of the GTC valid at the time the contract is concluded applies to all future business relations, even if they are not explicitly agreed again.

Offers by the provider are subject to change and non-binding, unless they are explicitly marked as binding. The contract is concluded by the client's order and its written acceptance by the provider (e.g. by order confirmation via email) or by the provider starting to provide the service.

Verbal collateral agreements and amendments require written confirmation by the provider. The same applies to the waiver of the written form requirement. Emails fulfill the written form requirement.

The specific scope of services is determined by the provider's respective individual offer.

The provider is entitled to use third parties (e.g. freelancers) to fulfill its performance obligations. The provider remains fully responsible towards the client.

All prices are net prices plus the statutory value-added tax. The remuneration results from the offer of the provider. Unless otherwise agreed, the following terms of payment apply:

In the event of default in payment, the provider is entitled to demand default interest at the statutory rate. The provider reserves the right to prove and claim higher damages caused by default.

The client shall provide the provider with all information, data, and materials (e.g. texts, images, logos) required for the provision of the service in a timely manner and free of charge. The client assures that they are entitled to use the provided materials.

The client shall inform the provider immediately of any changes or circumstances relevant to the execution of the order. The provider is not responsible for delays caused by delayed or incomplete cooperation of the client.

If the client fails to meet their cooperation obligations or fails to do so in a timely manner, the provider's delivery deadlines shall be extended accordingly. Additional expenses shall be remunerated by the client.

Delivery and performance dates are only binding if they have been expressly agreed in writing. If the provider is responsible for a delay in delivery, the client can only withdraw from the contract after a reasonable grace period.

Force majeure or other unforeseeable, unavoidable events beyond the provider's control (e.g. strikes, lockouts, operational disruptions) extend the delivery periods by the duration of the hindrance.

After completion of the services, the provider shall hand them over to the client for acceptance. The client is obliged to check the services within 10 days and, in the event of contractual conformity, to accept them.

If the client does not accept the services within the aforementioned period, they are deemed to have been accepted. Acceptance may not be refused for minor defects.

Upon full payment of the agreed remuneration, the provider grants the client the simple, spatially and temporally unlimited right of use for the contractually intended purpose. Any other use requires the written consent of the provider.

The provider is entitled to use the created works for their own advertising purposes (e.g. portfolio, website, social media), unless this conflicts with the client's legitimate confidentiality interests.

The rights of use do not cover the transfer of source codes or open files, unless explicitly agreed otherwise.

The provider warrants that the provided services are free of material defects. The warranty period is 12 months from acceptance. If the service is defective, the provider is entitled, at their discretion, to remedy the defect or to provide a replacement (supplementary performance).

If the supplementary performance fails twice, the client can demand a reduction in the remuneration or withdraw from the contract. Minor deviations from the agreed condition do not entitle the client to withdraw.

The provider is only liable for damages caused by intentional or gross negligence. For slight negligence, the provider is only liable in the event of a breach of a material contractual obligation (cardinal obligation).

In the event of a breach of a material contractual obligation, liability is limited to the foreseeable, typically occurring damage. The liability for consequential damages (e.g. lost profits) is excluded.

The above limitations of liability do not apply to injury to life, body or health, or to claims under the Product Liability Act.

If a continuing obligation is concluded (e.g. maintenance contract), the contract duration and notice periods result from the respective offer. Both parties can terminate the contract for good cause without notice.

Good cause for the provider exists in particular if the client is in default with the payment of the remuneration for more than 30 days or violates essential contractual obligations and does not remedy the violation despite a warning.

A termination must be made in writing. Emails fulfill the written form requirement.

The law of the Federal Republic of Germany applies, excluding the UN Convention on Contracts for the International Sale of Goods (CISG). The place of fulfillment and exclusive place of jurisdiction for all disputes arising from or in connection with this contract is the provider's registered office, provided the client is a merchant, a legal entity under public law or a special fund under public law.

Should individual provisions of these GTC be or become invalid or unenforceable, this shall not affect the validity of the remaining provisions. The invalid or unenforceable provision shall be replaced by a valid and enforceable provision whose effects come closest to the economic objective of the contracting parties.

The provider reserves the right to change these GTC at any time. Changes will be communicated to the client in writing. They are deemed approved if the client does not object in writing within 14 days.