Allgemeine Geschäftsbedingungen (AGB)

The German version above is binding. This English summary is for convenience only; if there is any discrepancy, the German version prevails.

Scope & Parties

• Applies to web, automation, analytics, design, hosting/reseller services for consumers and businesses in Germany.
• Configurators/forms are inquiries only.

Contract Formation & Early Start

• Contract via offer and acceptance in text form (e.g., email).
• Work may start early on request; performed work is billable per agreed rates.

Client Cooperation & Delays

• Client provides content, access and approvals in time; delays extend timelines reasonably.
• If cooperation is missing despite two reminders, TDS may pause/stop after 60 days and invoice work plus third-party costs.

Approvals, Feedback & Change Requests

• Approvals in text form are binding; two feedback rounds per deliverable are included.
• Further changes are billable; goodwill tweaks possible without entitlement.
• Changes beyond scope require separate commissioning (text form).

Acceptance (Work Deliverables)

• Deliverables are provided for review; acceptance in text form.
• Acceptance may be deemed after 7 days unless a substantiated defect notice is raised; consumer carve-out applies where required.
• Minor defects do not block acceptance; they are remedied within a reasonable time.

Fees, Invoicing & Payment

• Pricing models: fixed price, time-based or monthly retainer; prices are net plus VAT where applicable; final invoice after acceptance unless otherwise agreed.
• Payment due within 14 days; deposits/instalments possible, especially for third-party costs.
• Statutory rules apply in case of default; proportionate withholding/suspension may be used.

Third-Party Services & Reseller

• Use of third-party providers (e.g., hosting, domains, plugins, AI, Google) as agreed; either mediation (client contracts) or reseller (TDS contracts).
• Reseller model: TDS contracts with the provider and re-invoices to the client; third-party costs are extra unless included; access/account transfer follows provider processes by agreement.
• Provider price/feature changes may be passed through with reasonable notice; client completes required verifications (e.g., domain ID checks).

Support, Response & Availability

• Response to support requests within 24–48 hours on business days (Mon–Fri, excluding public holidays at TDS’s place of business).
• No uptime/availability guarantee unless explicitly agreed.

Defects vs Changes

• Defect: deviation from agreed specification or malfunction in normal use.
• Change: new or modified requirements after approvals; classified based on offer/briefing/approvals and billed accordingly.

Liability (Key Limits)

• Unlimited for intent, gross negligence, injury to life/body/health, and mandatory liability.
• Otherwise only for essential duties, limited to foreseeable typical damages.
• Caps: project = net order value; ongoing = net fees of the last 12 months.
• For businesses, no lost profit/indirect/consequential damages where permitted by law.

Data Processing & Confidentiality

• Data processing per privacy notice; DPA/AVV before processing on behalf (e.g., CRM, tracking, marketing tools).
• Both parties keep non-public information confidential and use it only for contract performance.

Amendments for Ongoing Contracts

• Changes allowed where necessary and not unreasonably disadvantageous (e.g., law, process, provider changes).
• Notice in text form at least 6 weeks before effect; client may object.
• If objected, TDS may terminate at the change date; no objection = acceptance.