Terms & Conditions
1. Contract: Validity & Conclusion
Sudio Gavari (hereinafter referred to as "Studio") provides its services exclusively on the basis of the Basis of the following general terms and conditions Terms and Conditions (GTC). These apply to all legal relations between the Studio and the customer, even if not expressly agreed upon it is referred to. The general terms and conditions are exclusively for legal relations with entrepreneurs applicable, hence B2B.
The relevant date shall be the date on which the valid version of the contract. Deviations of these as well as other supplementary agreements with the customer are only effective if they are be confirmed in writing by the Studio.
Possible terms and conditions of the customer will not be accepted, even if known, unless in the individual case expressly and otherwise agreed in writing. AGB of the studio expressly contradicts customers. A further objection against the general terms and conditions of the customer by the studio it does not need.
Changes to the General Terms and Conditions shall become known to the customer. and shall be deemed to have been agreed if the customer has customer does not accept the amended GTC in writing within14 days; on the importance of the of silence the customer will be informed in the notification expressly pointed out.
The offers of the studio are subject to change without notice and non-binding.
2. Concept and Idea Protection
If the potential client has already invited Studio Gavari to create a concept in advance, and if the agency complies with this invitation before the conclusion of the main contract, the following provision shall apply:
- Already through the invitation and the acceptance of the invitation by the Studio, the potential customer and the Studio enter into a contractual relationship ("pitching contract"). This contract is also based on the General Terms and Conditions.
- The potential customer acknowledges that the agency already provides cost-intensive preliminary services with the concept development, although he himself has not yet assumed any performance obligations. An exception to this is the initial meeting.
- The linguistic and graphic parts of the concept are protected by copyright law to the extent that they reach the height of the work. A use and treatment of these parts without agreement of the Studio is not permitted to the potential customer already due to the copyright law.
3. Scope of services, order processing and obligations of the customer to cooperate
The scope of the services to be rendered is determined by the description of services in the
agency contract or a possible order confirmation by the studio, as well as the possible briefing protocol ("offer documents").
Subsequent changes to the service content require written confirmation by the studio. Within the framework specified by the customer, the studio has the freedom to design its own studio for the fulfilment of the order.
All services of the studio (in particular all preliminary drafts, sketches, final artwork),
Brush prints, blueprints, copies, colour prints and electronic files) must be checked by the customer and released by him within three working days of receipt by the customer. After expiry of this period without feedback from the customer, they shall be deemed to have been approved by the customer.
The client shall provide the studio with all information and documents in a timely and complete manner, which are necessary for the provision of the service. He will make them available from to inform us of all circumstances that are of significance for the execution of the order, even if they only become known during the execution of the order. The customer shall bear the costs arising from the fact that work has to be repeated or delayed by the Agency as a result of incorrect, incomplete or subsequently changed information provided by the customer.
Furthermore, the customer is obliged to check the documents (photos, logos etc.) made available for the execution of the order for any copyrights, trademark rights or other rights of third parties (rights clearing) and guarantees that the documents are free of rights of third parties and can therefore be used for the intended purpose.
The Agency shall not be liable in the event of merely slight negligence or after fulfilment of its duty to warn - at any rate in the internal relationship with the customer - on account of an infringement of such third-party rights by documents made available. If a claim is made against the Agency by a third party due to such an infringement, the Customer shall indemnify and hold the Agency harmless; the Customer shall reimburse the Agency for any and all disadvantages it may suffer as a result of a third party claim, in particular the costs of appropriate legal representation. The Client undertakes to support the Agency in defending itself against any claims by third parties. The customer shall provide the Agency with the following unsolicited all documents relating to the order.
4. External services and commissioning of third parties
Studio Gavari is entitled, at its own discretion, to carry out the service itself, to use the services of competent third parties as vicarious agents for the provision of contractual services and/or to substitute such services ("external service").
The commissioning of third parties within the scope of an external service is carried out either in the customer's own name or in the name of the customer. Studio Gavari will carefully select this third party and ensure that it has the necessary professional qualifications.
The customer must enter into obligations towards third parties that extend beyond the term of the contract. This also applies expressly in the event of termination of the agency contract for good cause.
5. Dates & Events, Time- and Deadlines
Unless expressly agreed as binding, stated delivery or performance periods shall only be deemed approximate and non-binding. Binding agreements on dates shall be recorded in writing or confirmed by the Agency in writing.
6. Premature termination
Studio Gavari is entitled to terminate the contract with immediate effect for important reasons. An important reason exists in particular if
- the performance of the service becomes impossible for reasons for which the customer is responsible or is further delayed despite the setting of a grace period of 14 days;
- the customer continues, despite written warning with a grace period of 14 days, to violate essential obligations under this contract, such as payment of a due amount or obligations to cooperate.
- there are justified doubts regarding the customer's creditworthiness and the customer, at the request of the studio, neither makes advance payments nor provides suitable security prior to the agency's performance;
The customer is entitled to dissolve the contract for important reasons without setting a grace period. An important reason exists in particular if the studio continues, despite written warning with a reasonable grace period of at least 14 days to remedy the breach of essential provisions of this contract violates.
7. Fee's and Royalties
Unless otherwise agreed, the fee claim of the design studio for each individual service shall arise as soon as it has been rendered. Studio Gavari is entitled to cover the costs of their expense to demand advances. Starting from order volume over a longer period of time Studio Gavari is entitled to issue interim invoices or advance invoices for the following periods of time or to retrieve payments on account.
Due to the "Forfettario" rule, no statutory sales tax is added to the fee. In the absence of an agreement in individual cases, Studio Gavari shall not be liable for the services rendered and the transfer of the copyrights and trademark rights to use the rights to Fee in the amount customary in the market.
All Studio Gavari services that are not expressly covered by the agreed fee will be remunerated separately. All cash expenses incurred by the Studio shall be to be replaced by the customer.
Estimates from Studio Gavari are not binding. If it can be foreseen that the actual costs will exceed the written estimate of the agency by more than 15%, Studio Gavari will not be liable for the costs the studio will point out the higher costs to the customer. The cost overrun shall be deemed to have been approved by the customer if the Customer not within three business days after this in writing and at the same time announces cheaper alternatives. If it is a case of cost overrun up to 15 % is a separate notification not required. This overrun of the cost estimate applies from the outset by the client as approved.
8. Payment, retention of title
The fee is due for payment immediately upon receipt of invoice and without deduction, unless special terms of payment have been agreed in writing in individual cases. This shall also apply to the passing on of all cash outlays and other expenses. The goods delivered by the Agency shall remain the property of the Agency until full payment of the remuneration, including all ancillary liabilities.
Last update: 12/2019