General Terms and Conditions (GTC)

§ 1 Scope of Application

The following terms and conditions apply to all business relationships of Tablo Design GmbH, hereinafter referred to as the “Agency”. They form the sole basis for all contracts, services and offers of the Agency and also apply to all future business relationships, even if they are not expressly agreed again.

Deviating terms and conditions of the client shall only become part of the contract if they have been expressly acknowledged in writing by the Agency.

These terms and conditions shall also apply if the Agency provides services to the client without reservation while being aware of conflicting terms and conditions of the client that deviate from these terms and conditions or are not regulated herein, or if the client refers to the applicability of its own general terms and conditions in its enquiry, offer or order and the Agency does not expressly object.

§ 2 Subject Matter of the Services

Offers are non-binding. They are valid for 30 days from the date of the offer. Ancillary agreements are only effective if confirmed in writing.

A contract between the parties is concluded when the client accepts the offer orally, in writing or by making use of the Agency’s services in a manner that indicates agreement to a contract.

The scope and content of the services are determined by the Agency’s written offers, unless otherwise agreed between the client and the Agency.

Changes to the scope or content of the services may also be recorded in meeting minutes. If meeting minutes and an updated offer relating to the same change in the scope or content of a service contradict each other, the content of the offer shall prevail, unless otherwise agreed by the parties.

In connection with its services, the Agency does not provide any legal review or advice, in particular no review or advice under competition law. The Agency shall not be liable in this respect.

§ 3 Payment Terms

The agreed prices are net prices, to which the applicable statutory VAT shall be added. Customs duties or other charges, including subsequent charges, shall be invoiced separately to the client by the Agency.

The remuneration shall be due no later than upon acceptance of the service, product or work. Invoices issued by the Agency shall be due in accordance with the invoice. The deduction of cash discounts requires a separate written agreement.

The Agency generally sends invoices electronically. The client hereby agrees to this.

Unless otherwise agreed by the parties, the client shall bear all sample, packaging and transport costs, in particular packaging, freight, postage and insurance. These shall be invoiced separately to the client.

If the ordered work, products or services are accepted in partial deliveries, a corresponding partial remuneration shall become due upon acceptance of the partial delivery.

In the case of third-party services, the Agency is entitled to request advance payments from the client.

The client shall only be entitled to set off claims if its counterclaims have been legally established, are undisputed or have been acknowledged by the Agency. The client may only exercise a right of retention to the extent that its counterclaim is based on the same contractual relationship.

The use of artistic services provided by the Agency may be subject to social security contributions. Where applicable, the artists’ social security levy shall be paid separately. The obligation to pay the artists’ social security levy is governed by the applicable statutory provisions.

The creation of drafts, products and services produced by the Agency for the client is subject to remuneration, unless otherwise agreed in writing.

If, after delivery of drafts that form part of any design contract, the client does not acquire rights of use or asserts claims against another provider, the remuneration for the drafts and other services or third-party services connected with the drafts shall already be due or shall in any case become due.

In this case, the remuneration shall amount to 50 % of the total service relating to concept, layout, design and programming plus any other services or third-party services.

If no remuneration has been agreed for a service or partial service, the Agency’s customary fee shall apply. Agreed ancillary services and costs to be borne by the client shall be borne by the client unless otherwise agreed.

Price increases after conclusion of the contract that are based on exchange rate fluctuations, wage increases or material price increases may be passed on to the client.

If an order extends over a longer period of time, from 31 calendar days onwards, or requires significant financial advance payments by the Agency, the remuneration for the services shall be invoiced at the end of each month or as otherwise agreed.

§ 3a Instalment Payments and Partial Services

For larger projects and productions, the Agency is entitled to invoice reasonable instalment payments according to project progress or defined milestones.

Partial services may be invoiced separately.

The amount of the instalment payments depends on the respective progress of the services and shall be specified in the offer or in a separate agreement.

§ 3b Default of Payment

Default of payment occurs automatically if the payment date stated in the invoice is exceeded without any prior reminder.

In the event of default of payment, the Agency is entitled to withdraw from the contract immediately without any special prior notice. In this case, all claims of the Agency against the client shall become due immediately in one lump sum without any special request.

In the event of default of payment, the Agency may also impose a delivery, service and/or production stop.

An insolvency notification entitles the Agency to withdraw from the contract with the client immediately.

The Agency is entitled to charge default interest at a rate of nine percentage points above the base interest rate pursuant to § 288 para. 2 of the German Civil Code (BGB).

§ 4 Acceptance, Approval and Inspection Duties

4.1 Duty of Acceptance and Acceptance Deadlines

The client is obliged to inspect services rendered, drafts, partial services or final services within 5 working days after transmission by the Agency and either approve them or notify the Agency of specific objections in text form, for example by email, letter or via a system provided by the Agency.

The period begins on the day the service is transmitted to the client.

4.2 Deemed Acceptance

If no specific objection is made in text form within the period stated in § 4.1, the respective service shall be deemed approved and accepted.

Consumers are hereby expressly informed that the service shall be deemed accepted after expiry of the deadline if no objections are made.

4.3 Acceptance by Conclusive Conduct

Acceptance shall also be deemed to have taken place if the client uses, publishes, launches, passes on to third parties or otherwise puts the service into use.

This also applies to partial services.

The client may refuse acceptance only due to obvious material defects.

4.4 Client’s Inspection Duties

The client must immediately inspect the contractual condition of the delivered service as well as preliminary and intermediate products sent for correction.

This includes in particular:

Accuracy of texts, data and information
Completeness of content
Technical functionality
Compliance with agreed specifications

Responsibility for the accuracy and completeness of the content lies with the client.

By granting approval, the client assumes responsibility for the accuracy of words and images, including their content.

4.5 Correction Rounds

As a rule, the Agency’s offers include two correction rounds.

Further changes, additional variants, subsequent content extensions or changes after approval shall be deemed additional work and shall be invoiced separately according to time spent or on the basis of an addendum.

4.6 Exclusion of Matters of Taste

Pure matters of taste or subjective preferences that are not based on a deviation from specific contractual agreements shall not be considered defects.

Within the scope of the order, the Agency has creative freedom.

Objections to the artistic design are excluded, provided that the service complies with the agreed specifications.

4.7 Objections After Acceptance

Objections of any kind must be asserted in writing to the Agency within 5 working days after delivery of the work or notification, transmission or provision of a service.

Thereafter, the work or service shall be deemed free of defects.

Complaints after expiry of this period, in particular in the case of obvious defects, may be rejected by the Agency.

Defective goods may not be used until clarification has taken place.

§ 4a Client’s Duties to Cooperate

4a.1 General Duties to Cooperate

The client is obliged to perform all acts of cooperation required for the execution of the order in a timely and complete manner.

This includes in particular:

Provision of texts, images, data, logos and other content
Granting of required access, passwords and authorisations
Appointment of contact persons with decision-making authority
Timely granting of approvals
Provision of required technical prerequisites
Cooperation in testing and acceptance procedures

4a.2 Consequences of Failure to Cooperate

Delays caused by omitted or late cooperation by the client shall postpone agreed deadlines and dates accordingly.

Any additional effort resulting therefrom, in particular waiting times, additional coordination and repeated processing, shall be remunerated separately according to time spent.

In the event of significant delays caused by the client, the Agency is entitled to withdraw from the contract and invoice the services rendered up to that point.

4a.3 Responsibility for Client Content

The client warrants that it is entitled to use all templates, content, texts, images, videos, logos and other materials provided to the Agency and that these do not infringe any third-party rights.

The client shall indemnify the Agency against all third-party claims asserted due to the use of client content.

This also includes reimbursement of reasonable legal defence costs.

§ 4b Approval of Concepts and Production Bases

In the case of film, photo and production projects, content bases such as concepts, mood boards, shot lists, storylines, motif planning and schedules must be approved by the client before production begins.

Subsequent requests for deviations or changes after approval shall be deemed additional work and shall be invoiced separately.

§ 5 Termination of the Contract and Project Cancellations

5.1 Termination by the Client

If the client unlawfully, grossly negligently and definitively refuses to carry out the order or accept the contractual services, or terminates the order without a justified right of termination, the Agency is entitled:

a) to demand the agreed remuneration less the expenses saved due to premature termination; or

b) to insist on performance of the order; or

c) to demand compensation for non-performance in the amount of 20 % of the agreed fee for the expenses incurred in processing the order as well as compensation for lost profit.

In this case, the client is entitled to prove that no damage or significantly lower damage has occurred.

The Agency reserves the right to assert a proven higher damage.

5.2 Project Cancellation and Remuneration of Services Incurred

If a project is stopped, postponed or not continued after commissioning, the effort incurred up to that point must in any case be remunerated.

This includes:

All services and partial services already rendered
Reserved capacities and blocked resources
Third-party services already commissioned and not cancellable
Advance services that can no longer be used elsewhere, for example project-specific concepts, drafts and materials

The remuneration shall be calculated according to the actual effort, but shall amount to at least 15 % of the agreed total fee, unless the client proves that lower effort was incurred.

§ 6 Assignment

The assignment of claims against the Agency is only permitted with the Agency’s prior written consent.

There is no entitlement to such consent.

§ 354a of the German Commercial Code (HGB) remains unaffected.

§ 7 Retention of Title and Rights of Use

7.1 Retention of Title

Services, rights of use and delivered goods remain the property of the Agency until full payment has been made.

In the event of third-party access to goods subject to retention of title, the client must point out the Agency’s ownership and notify the Agency immediately.

In the case of a current account, the reserved property shall serve as security for the balance.

The resale of our goods and services despite unpaid invoices is permitted. However, the client’s proceeds from the resale of our unpaid goods or services shall be assigned to the Agency up to the amount of the invoice.

7.2 Rights of Use

All copyrights in the works delivered by the Agency remain with the Agency.

The client shall only receive the rights of use for the purpose specified in the contract or order. Depending on the contractual purpose, the geographical, temporal, media-related and content-related scope of the right of use as well as the respective type of use shall be defined.

As a rule, rights of use shall only pass to the client after full payment of the agreed remuneration.

Without an express written agreement, no exclusive, temporally unlimited or comprehensive buy-out rights shall be transferred.

Rights of use in works that have not yet been paid for at the time of termination of the contract or, in the case of an assignment subject to success, have not yet been published, shall remain with the Agency unless otherwise agreed.

7.3 Open Files and Raw Data

The working files, editable source files, raw materials and raw data resulting from the performance of the contract remain the property of the Agency.

The Agency is not obliged to hand over these data and/or files to the client.

They shall only be handed over on the basis of an express written agreement and against separate remuneration. This applies in particular in the context of a buy-out contract.

Excluded from this are final work results in the agreed formats as well as files that are required for the contractual use of the service.

§ 8 Special Services and Ancillary Costs

Special services, such as the revision or modification of pure layouts, manuscripts, concepts, service processes etc. requested by the client due to changes in the order or contract content, shall be charged according to time spent and in accordance with the price list for the order.

The Agency is entitled to order the third-party services required to fulfil the contract in the name and for the account of the client. The client grants the Agency the corresponding powers of attorney.

If, in individual cases, contracts for third-party services are concluded in the name and for the account of the Agency, the client undertakes to indemnify the Agency against all liabilities arising from the conclusion of the contract. This includes in particular the assumption of the costs.

For the processing and coordination of third-party services, the Agency charges a fee of 15 % of the order volume of the commissioned services.

Expenses for additional technical costs and material costs, in particular for special materials, for the production of models, photos, prints, intermediate recordings, reproductions, typesetting and printing, shall be reimbursed by the client.

Travel costs and expenses incurred in connection with the order and agreed with the client or considered necessary shall be reimbursed by the client.

§ 8a Third-Party Services

8a.1 Commissioning of Third-Party Services

The Agency is entitled to commission external services such as printing, hosting, models, stock material, voice-over artists, freelancers, developers, licences or other third-party services either in the name and for the account of the client or on its own account.

The client hereby grants the Agency the necessary powers of attorney to commission such services within the scope of the project.

8a.2 Liability for Third-Party Services

The Agency shall be liable for third-party services only within the scope of its selection and coordination responsibility.

The Agency shall only be liable for defects or delays in third-party services to the extent that it is responsible for them.

Warranty claims of the client shall primarily be directed against the respective third party.

Upon request, the Agency shall assign its claims against third parties to the client.

§ 9 Correction, Production, Production Monitoring, Production Management and Samples

Production, monitoring and management by the Agency shall only be carried out on the basis of special agreements and contracts.

When taking over production services of any kind, the Agency is entitled to make the necessary decisions at its own discretion and issue corresponding instructions.

In addition, the client has the option of determining production processes individually or in detail and declaring them in writing after consultation with the Agency as part of the production service.

The client shall provide the Agency free of charge with up to 10 flawless copies of all reproduced works and works created by the Agency.

The Agency is entitled to use these samples for its own advertising purposes.

§ 9a Use as Reference

The Agency is entitled to use completed projects for its own advertising, website, social media, presentations, pitches and other reference purposes.

This includes the use of copies of the created print and electronic media after public execution of the order for reference purposes in its own presentations and with clients, unless otherwise agreed in writing.

The client may object to such use as a reference for good cause, in particular if confidentiality has been expressly agreed or legitimate confidentiality interests exist.

§ 9b Productions, Photo Shoots and Film Shoots

9b.1 Production Effort and Preparation

For film and photo projects, considerable effort is regularly incurred before the actual production day for concept development, shot lists, coordination, scheduling, travel planning, casting, technical planning, location coordination and other preparations.

These services are subject to remuneration even if the production is later cancelled, postponed or not carried out.

9b.2 Scope of Services on the Production Day

A filming day or shooting day is defined in terms of time and generally comprises 8–10 hours of net production time, unless otherwise agreed.

Additional hours, additional locations, night work, additional motifs or spontaneous extensions of the scope of services shall be remunerated separately according to time spent.

9b.3 Postponement and Cancellation of Productions

In the event of short-notice postponement or cancellation of film shoots or photo shoots by the client, the following cancellation rules apply:

Cancellation up to 14 days before the date: no cancellation fee
Cancellation 7–13 days before the date: 30 % of the agreed production remuneration
Cancellation 3–6 days before the date: 50 % of the agreed production remuneration
Cancellation less than 3 days before the date: 80 % of the agreed production remuneration

In addition, costs already incurred and not cancellable, in particular for team, equipment, travel, service providers, locations and models, must in any case be reimbursed in full.

The client is entitled to prove that lower damage has occurred.

9b.4 Weather Risk and External Circumstances

For outdoor, hotel or travel shoots, the client bears the risk of weather-related failures, poor light, natural conditions or other circumstances outside the Agency’s sphere of influence.

The Agency is obliged to work to the best of its ability and taking into account the given circumstances, but cannot guarantee perfect weather conditions or lighting conditions.

If performance becomes impossible due to weather conditions, the Agency shall coordinate an alternative solution with the client, for example postponement, alternative location or adjusted concept.

Costs and expenses already incurred shall be reimbursed.

9b.5 Presence and Coordination on Set

Coordination on set shall take place via a contact person appointed by the client who has decision-making authority.

Spontaneous requests for changes on site that go beyond the approved briefing may cause additional time expenditure, delays or additional costs and shall be charged separately.

§ 10 Service Conditions / Liability for Defects

Services

The Agency undertakes to carry out the order with the greatest possible care, in particular to treat carefully the templates, films, working data, internal company documents etc. provided to it.

The characteristics listed in our service descriptions describe the characteristics of our services comprehensively and conclusively.

In case of doubt, the descriptions of our services are decisive and do not constitute guarantees or assurances.

Statements made by us in connection with this contract do not contain any guarantees or assurances in the sense of a limitation of liability or assumption of a special performance obligation.

In case of doubt, only express written statements by us shall be decisive with regard to the granting of guarantees and assurances.

Information and documents may only be passed on to third parties with the client’s separate written consent or if this is necessary for the proper execution of the order.

The Agency shall only be liable for damages in cases of intent and gross negligence. Compensation exceeding the value of the order is excluded.

By approving, in writing or orally, proofs, drafts, final artwork, final layouts, texts, electronic media and concepts provided by the Agency to the client for review or correction, the client assumes responsibility for the accuracy of words and images, including their content.

The Agency shall not be liable for drafts, texts, final artwork, final layouts, concepts and products approved by the client.

If the Agency is requested in or out of court due to the use of third-party data provided by the client, the client hereby legally undertakes to indemnify and hold harmless the Agency from all claims and to reimburse all costs upon first request by the Agency.

Colour-binding templates require the use of circulation paper and overlay machines.

The client must immediately inspect the contractual condition of the delivered goods as well as preliminary and intermediate products sent for correction.

The risk of errors passes to the client when the work is ready for printing.

In the case of colour reproductions, minor deviations between proofs and the print run as well as within the print run up to a tolerance of +/- 15 % of the solid tone value shall be deemed agreed.

Proofs, wax prints, Cromalines, colour laser prints and other simulations of the printed image are never colour-accurate.

Orders using such templates shall be processed according to customary printing standards.

Upon publication of print and electronic media, in particular advertisements, radio advertising, television and cinema spots, all liability issues of the Agency regarding error-free publication shall pass to the executing company after the order has been placed.

In the event of improper or omitted publication of the media due to technical or organisational errors, negligence etc. by the publisher, the publisher shall be liable for all resulting claims of the client against the Agency.

Deliveries

Warranty for damage caused by the following reasons is excluded: improper or non-contractual use or operation, faulty installation by the contractual partner or third parties, natural wear and tear, faulty or negligent handling, unsuitable operating materials, replacement materials, chemical, electrochemical or electrical influences, unless attributable to us, as well as improper modifications or repairs carried out by the contractor or third parties without our prior consent.

Claims for defects of the contractual partner shall not exist in the case of only insignificant deviation from the agreed quality or only insignificant impairment of the usability of our deliveries or services.

The warranty rights of the contractual partner require that it has properly fulfilled its inspection and notification obligations pursuant to § 377 of the German Commercial Code (HGB).

If a defect exists, we are entitled, at our discretion, to remedy the defect by repair or to deliver a new defect-free item.

If either type of subsequent performance is impossible or disproportionate, we may refuse it.

We may also refuse subsequent performance as long as the contractual partner has not fulfilled its payment obligations to us to the extent corresponding to the defect-free part of the service rendered.

We are obliged to bear all expenses required for the purpose of subsequent performance, in particular transport, travel, labour and material costs, unless these are increased by the delivery being moved to a location other than the place of performance, unless the transfer to another location corresponds to the intended use.

We are entitled to have defects remedied by third parties.

Replaced parts become our property.

In the event of impossibility or failure of subsequent performance, culpable or unreasonable delay, serious and final refusal of subsequent performance by us or unreasonableness of subsequent performance for the contractor, the contractor is entitled either to reduce the purchase price accordingly or to withdraw from the contract.

Unless otherwise provided in the above provisions, further claims of the client based on defects in our deliveries and services, irrespective of their legal basis, in particular claims for damages due to defects and breaches of duty, tortious claims for compensation for financial losses and claims for reimbursement of expenses, are excluded.

This applies in particular to claims for damages outside the delivered items, for example to other property of the client, and to claims for compensation for lost profit.

Exclusion and Limitation of Liability

The above exclusion of liability does not apply:

to damages arising from injury to life, body or health based on a culpable breach of duty by us, our legal representatives or our vicarious agents;
to mandatory liability under the German Product Liability Act;
in the event of culpable breach of a material contractual obligation or cardinal obligation by us, our legal representatives or our vicarious agents;
in the event of fraudulent concealment of a defect;
in the event of assumption of a guarantee or assurance of a characteristic;
to other mandatory statutory liability cases.

In the event of a contractual breach that is not intentional or grossly negligent, liability shall be limited to the foreseeable, typically occurring damage.

Unless there has been intentional or grossly negligent conduct contrary to the contract, liability shall generally be limited to the foreseeable, typically occurring damage and, in amount, to a total of three times the net value of the relevant transaction.

For other damages based on an intentional or grossly negligent breach of duty by us, our legal representatives or our vicarious agents, we shall be liable for damages, unless there is an intentional breach of contract, only in the amount of the foreseeable, typically occurring damage.

In the event of reimbursement of expenses, the above provisions shall apply accordingly.

The statutory provisions on the burden of proof remain unaffected.

Recourse claims of the contractual partner against us pursuant to § 478 BGB shall exist only to the extent that the contractual partner has not made any agreements with its customer that go beyond the statutory claims for defects.

Claims arising from manufacturer liability remain unaffected.

Shipping and Transport Risk

The shipping of work, services, products and the sending of documents shall take place at the client’s risk and expense.

The risk passes to the client as soon as the shipment has been handed over or delivered to the person commissioned with transport.

The client also bears the transport risk in the case of partial deliveries or returns.

Transport damage must be reported to us immediately, but no later than within two days.

§ 11 Liability for Ancillary Obligations

If, due to suggestions and advice prior to conclusion of the contract and other contractual obligations, in particular instructions for the operation and maintenance of the delivery item, the delivered items cannot be used by the contractor in accordance with the contract, further claims of the client are excluded.

The provisions under “Deliveries” shall apply accordingly.

§ 11a Web Projects and Digital Services

11a.1 Scope of Services for Web Projects

For web projects, legal reviews, cookie setups, consent solutions, privacy notices, legal notice creation or accessibility requirements are not automatically owed.

These services shall only be provided if they have been expressly commissioned and listed in the offer.

11a.2 Tracking and Technical Third-Party Platforms

The Agency shall not be liable for the legal admissibility of tracking setups, analytics tools or other technical third-party platforms if these have been requested or specified by the client.

Responsibility for the data protection-compliant integration and use of such tools lies with the client.

11a.3 Hosting and Technical Infrastructure

If the Agency arranges or coordinates hosting services, it shall not be liable for outages, performance issues or security vulnerabilities of the hosting provider.

The Agency will recommend a carefully selected provider but does not assume any guarantee for its services.

§ 11b Use of AI Tools

The Agency is entitled, within the scope of its working methods, to use AI-supported tools to support concept development, copywriting, image editing, structuring, idea generation or other creative processes.

The use of such tools is at the professional discretion of the Agency and does not establish any further guarantees or liabilities.

The Agency ensures that all work results comply with the agreed quality standards, regardless of the tools used.

§ 12 Creative Freedom / Rights to Know-how, Inventions, Samples and Templates

Within the scope of the order, creative freedom exists. Objections to the artistic design are excluded.

If the client requests changes during or after the design process, the client has the option of having up to two change samples produced.

Further changes shall be charged additionally according to time spent.

If the client requests changes after prior oral or written acceptance of the pure design or layout, the client shall bear the additional costs.

The Agency reserves the right to remuneration for work already commenced.

Instead of redesign or reduction, the Agency reserves the right to initially carry out no more than two attempts at rectification.

The client warrants that it is entitled to use all templates provided to the Agency.

If, contrary to this warranty, the client is not entitled to use them, the client shall indemnify the Agency against all third-party claims for damages.

The client warrants to the Agency that it holds the worldwide, unrestricted and unlimited rights of use to all data provided by it, in particular slogans, logos, images, videos and texts.

All secret, valuable and advanced knowledge, know-how and inventions as well as all related intellectual property rights arising in or during the performance of the contracts concluded with us shall be subject to a separate agreement or to the contractual use or utilisation of the delivered items exclusively by us.

The contractual partner agrees that we may publish the client’s name and logo as well as the renderings, drafts and photos of the manufactured products on a website or pages of the Agency for retrieval by third parties and for use for other advertising purposes.

Consent may only be revoked for good cause.

§ 13 Delivery and Delivery Deadlines

The Agency endeavours to comply with all agreed completion dates as accurately as possible.

The Agency shall not be liable for failures and delivery difficulties of third-party services commissioned in the course of order processing.

The desired completion dates can only be met if the client provides all required work and documents completely by the dates specified by the contractor and fulfils its duties to cooperate to the required extent.

Delivery delays and cost increases caused by incorrect, incomplete or subsequently amended data, information or documents cannot result in default by the Agency.

Any additional costs incurred shall be borne by the client.

Failure to meet deadlines shall only entitle the client to assert its statutory rights if it has granted the Agency an additional period of at least fourteen days.

This period begins with the written deadline reminder in conjunction with a notice of default addressed to the Agency.

An obligation to pay damages due to default exists only in cases of intent or gross negligence by the Agency.

Further claims are excluded.

Force majeure, war, unrest, strikes, lockouts and other disruptions for which we are not responsible shall extend the respective deadlines and the duration of the disruptions caused by these circumstances by the duration of the performance disruptions.

Unforeseeable or unavoidable events, in particular delays involving the Agency’s subcontractors, shall also release the Agency from compliance with the agreed delivery date.

If execution of the order is delayed for reasons attributable to the client, the Agency may demand a reasonable increase in remuneration.

In the event of intent or gross negligence, it may also assert claims for damages.

The right to assert further damage caused by delay remains unaffected.

§ 14 Infringement of Third-Party Rights

We do not warrant that the use, installation, resale and publication of the service or delivered items does not infringe third-party intellectual property rights.

However, we warrant that we are not aware of any such third-party intellectual property rights in the delivered items.

§ 15 Copyright

Sketches, drafts, logos, layouts, concepts, photos, image material and all other media created, produced or designed for a client within the scope of an order are subject to the Agency’s copyright.

Further use of the templates, for example as advertising materials, requires the written consent of the Agency.

All copyrights in the works delivered by the Agency therefore remain with the Agency.

§ 16 Data Protection

16.1 Processing of Personal Data

Unless otherwise agreed by the parties, the Agency is entitled to advertise with the client and the business relationship with the client.

The client agrees that the personal data collected upon conclusion of the contract may be processed automatically.

The Agency shall process and use these data only within the framework and limits of the General Data Protection Regulation (GDPR) and the German Federal Data Protection Act.

Data shall only be passed on to third parties to the extent required for proper order processing.

16.2 Processing on Behalf

If the Agency processes personal data on behalf of the client within the scope of projects, a supplementary data processing agreement pursuant to Art. 28 GDPR shall be concluded.

The data protection obligations shall be clearly allocated between the Agency and the client.

The client remains the controller within the meaning of the GDPR and bears responsibility for the lawfulness of the data processing.

§ 17 Limitation Period

The limitation period for claims and rights due to defects in deliveries or services, irrespective of their legal basis, is one year.

In multi-shift operation, the stated limitation period is reduced to six months.

However, this does not apply in the cases of §§ 438 para. 1 no. 1, 438 para. 1 no. 2, 479 para. 1 and 634a para. 1 no. 2 BGB. In this respect, a limitation period of three years applies.

The limitation periods pursuant to sentence 1 shall also apply to all claims for damages against us that are connected with the defect, irrespective of the legal basis of the claim.

Insofar as claims for damages of any kind exist against us that are not connected with a defect, the limitation period of sentence 1 shall apply to them.

The limitation periods pursuant to sentence 1 and sentence 2 shall not apply:

in cases of intent;
if we have fraudulently concealed the defect or assumed a guarantee for the quality of the deliveries or services;
to damages arising from injury to life, body, health or freedom;
to claims under the German Product Liability Act;
in the event of a grossly negligent breach of duty;
in the event of breach of material contractual obligations.

In this respect, the statutory limitation periods shall apply.

Unless expressly provided otherwise, the statutory provisions on the commencement of the limitation period, suspension of expiry, interruption and recommencement of periods remain unaffected.

Claims for reduction and the exercise of a right of withdrawal are excluded insofar as subsequent performance is not time-barred.

In this case, however, the contractual partner may refuse payment of the remuneration to the extent that it would be entitled to do so due to withdrawal or reduction.

§ 18 Assignment of Claims by the Contractual Partner

Claims against us arising from the deliveries or services to be provided by us may only be assigned with our prior written consent.

§ 19 Contractual Penalty

All rights, in particular ownership rights, copyrights, copyright exploitation rights and industrial property rights, in the contractual documents provided to the contractual partner within the scope of our business relationship, in particular drafts, drawings, brochures, catalogues, illustrations and calculations, as well as samples, models and prototypes, shall belong exclusively to us unless expressly agreed otherwise.

The contractual partner may use and exploit the aforementioned documents, samples, models and prototypes only within the scope of the contracts concluded with us and only with our consent.

They must be kept confidential unless they were already known to the contractual partner, were generally accessible upon receipt or were subsequently disclosed without any action or responsibility on the part of the contractual partner.

In particular, they may only be made accessible to third parties with our prior written consent.

Our products or services may not be copied or otherwise imitated with the help of the aforementioned documents, samples, models and prototypes. Likewise, such imitated or reproduced products may not be distributed or otherwise exploited.

In the event of breaches of the aforementioned obligations, the contractual partner undertakes to pay us a contractual penalty of €5,000.00, unless it proves that it is not responsible for the breach.

The right to assert further damages remains reserved.

§ 20 Place of Performance / Place of Jurisdiction / Applicable Law

Unless otherwise provided in the contract, our registered office shall be the exclusive place of performance.

If the contractual partner is a merchant within the meaning of the German Commercial Code, a legal entity under public law or a special fund under public law, the place of jurisdiction for all obligations arising from and in connection with the contractual relationship, including bills of exchange and cheques, shall be our registered office or, at our option, the registered office of the contractual partner.

The above agreement on jurisdiction shall also apply to contractual partners based abroad.

All rights and obligations arising from and in connection with the contractual relationship shall be governed exclusively by the law of the Federal Republic of Germany, excluding the UN Convention on Contracts for the International Sale of Goods (CISG: United Nations Convention on Contracts for the International Sale of Goods of 11 April 1980).

Should any provision of these General Terms and Conditions or any provision of another agreement between us and the contractual partner be or become invalid, this shall not affect the validity of the remaining provisions.

Contractual partners from EC member states are obliged to compensate us for any damage incurred by us in connection with an intra-Community acquisition because the contractual partner itself violates tax regulations or provides us with false or incomplete information about its tax-relevant circumstances.

End of the General Terms and Conditions
Tablo Design GmbH
Version: April 2026