General Terms and Conditions of Xsell GbR
1. general
Upon establishment of a business relationship between the Customer and Xsell GbR, the following General Terms and Conditions shall apply to both parties and shall be accepted by the Customer upon placement of the order.
Amendments and supplements to these General Terms and Conditions must be made in writing in order to be valid. The General Terms and Conditions form an integral part of the contractual relationship between Xsell GbR and the customer.
2. contents
The customer bears the risk of the legal admissibility of the advertising / information and guarantees that the data and contents provided and to be provided do not violate any provisions of competition law do not contain or refer to illegal content (war, racial hatred, glorification of violence, pornography) do not fall under the law for the protection of youth-endangering writings national and international copyrights are observed.
The client is responsible for the content of his homepages. He undertakes to indemnify Xsell GbR against claims of third parties. Xsell GbR is not subject to any obligation of verification.
The Customer undertakes to provide the documents required for the creation or modification of the websites in due time according to the agreements made and to provide Xsell GbR with information at short notice in case of queries. If the execution of the order is delayed for reasons for which the Customer is responsible, Xsell GbR may demand an appropriate increase of the remuneration.
The dispatch of works and templates for the creation of websites is at the risk and for the account of the Principal.
The Principal undertakes not to initiate mass mailings via the mail server provided. The client is also prohibited from sending messages with commercial advertising without having been requested to do so by the e-mail recipients (spamming, UCE).
3. freedom of design and templates
Within the scope of the order, there is freedom of design. Complaints regarding the artistic design are excluded. If the client wishes to make changes during or after production, he has to bear the additional costs. Xsell GbR retains the right to remuneration for work already commenced.
4. terms of payment and delivery
Offers made by Xsell GbR are subject to change. If the cost framework cannot be met for reasons beyond Xsell GbR's control, price increases of up to 10% are possible. The Customer shall be notified of higher adjustments.
Xsell GbR undertakes to fulfil all contractually agreed services in due time and on schedule, unless this becomes impossible due to unforeseeable circumstances. This includes force majeure, disruption of communication networks, strikes, official orders, information delays on the part of the Customer. In such cases, Xsell GbR shall be granted a reasonable period of time for performance. In such a case, Xsell GbR reserves the right to withdraw from the contract if the continuation represents an unreasonable hardship. The Principal's claim for damages against the Contractor is excluded in such cases.
Invoices issued by Xsell GbR are due without deduction plus the currently applicable statutory value added tax within 14 days of the invoice date. Until full payment of the invoice amount, all rights to the services rendered remain the property of Xsell GbR.
In case of default of payment by the customer, Xsell GbR is entitled to suspend services until full payment has been made after written notification. In this case, the client remains obliged to pay the fees owed. In case of late payment, Xsell GbR is also entitled to charge all resulting expenses and costs, including costs of the necessary intervention of lawyers or collection agencies, as well as interest from the relevant date at a rate of 8% above the current discount rate of the charged amount. If the Customer fails to meet its payment obligations after a reminder has been sent, Xsell GbR may terminate the contractual relationship without notice. Xsell GbR reserves the right to assert further claims due to default of payment.
5. Placing of orders and notice periods
A contract comes into force when the order is placed; no particular form is prescribed for placing the order.
The contract ends with the provision of the agreed service. Hosting, maintenance and support contracts are concluded for a period of 12 months.
If the contract is not terminated in due time, it shall be automatically extended by a further 12 months.
If the client does not wish a further extension, the contractual relationship can be terminated in writing up to three calendar months before the end of the current contractual year. The date of the postmark shall apply.
6. Limitation and exclusion of liability
Xsell GbR undertakes to execute each order with the greatest possible care.
Xsell GbR is liable for damages incurred only in case of intent and gross negligence. Compensation for damages exceeding the order right, material value is excluded.
With the approval of drafts, final artwork or internet pages by the client, the client assumes responsibility for their correctness.
Xsell GbR shall not be liable for drafts, texts and websites approved by the client.
Xsell GbR is not liable for the admissibility and registrability under competition and trademark law.
Complaints of any kind whatsoever must be made in writing to Xsell GbR within 14 days after delivery of the work. Thereafter, the work shall be deemed accepted as free of defects.
The customer has to take care of the backup of his data. Unless further maintenance services are provided by Xsell GbR, the customer is responsible for the backup of the data handed over by us and releases Xsell GbR from any obligation to store the created data.
Xsell GbR does not assume any liability for disturbances within the Internet. Xsell GbR does not guarantee the suitability of the Internet server for a certain application or a certain software.
Xsell GbR only guarantees an availability of the internet server of 95%. This does not include maintenance work and times when the server cannot be reached via the Internet due to technical or other problems beyond Xsell GbR's control (force majeure, fault of third parties, etc.). If the server is down for more than 5% in a calendar month, the customer will be credited with his paid fee (hosting fees) for the Internet server for this month upon request. Further claims for damages of the customer against Xsell GbR due to failures or malfunctions of a server are excluded.
Xsell GbR does not assume any liability for the contents of electronic messages, especially eMail.
7. copyrights and rights of use
Each order placed with Xsell GbR is a copyright contract, which is directed to the granting of rights of use to the work performances.
Designs and finished works may not be altered, neither in the original nor in any reproduction, without the express consent of Xsell GbR. Any imitation - even of parts - is prohibited. Xsell GbR shall be entitled to the copyrights to all services rendered and works created, irrespective of any remuneration agreed upon or paid by the Principal. All illustrations, data, scripts, programs or parts of programs and other documents and information, such as JavaScript, ASPScript, CGI programs, Java programs, source code or HTML codes created by Xsell GbR in this respect shall remain the property of Xsell GbR unless they are freely available or intended for free use and/or owned by third parties.
A breach of this provision entitles Xsell GbR to claim a contractual penalty in the amount of twice the agreed remuneration.
Xsell GbR shall transfer to the Customer the rights of use required for the respective purpose. Unless otherwise agreed, only the simple right of use is transferred in each case. Any transfer of the rights of use to third parties requires a written agreement. The rights of use shall not pass to the client until the remuneration has been paid in full.
Proposals of the client or his other cooperation shall not constitute a joint copyright.
8. data protection
Unless otherwise expressly agreed in writing, information submitted to Xsell GbR is deemed to be non-confidential.
Unless otherwise agreed in writing, information about the Principal may be disclosed to third parties. This applies in particular to the transmission of data necessary for the registration of a domain.
The client is aware that it is generally possible for all participants in the transmission path of the Internet to gain knowledge of data being transmitted without authorisation. The client accepts this risk.
9. final regulations
Place of performance is Dortmund, Federal Republic of Germany.
The exclusive place of jurisdiction for all claims arising from and on the basis of the contract, including cheque and all disputes arising between the parties concerning the conclusion, execution or termination of the contract - insofar as the client is a registered trader, a legal entity under public law or a special fund under public law - is Dortmund.
The law of the Federal Republic of Germany shall apply exclusively.
Should individual provisions of these GTC or the contracts based on them be or become invalid, this shall not affect the validity of the remaining provisions. Instead, the invalid provision shall be replaced by a substitute provision which corresponds or at least comes close to the purpose of the agreement and which the parties would have agreed to achieve the same economic result if they had known of the invalidity of the provision. The same shall apply mutatis mutandis to the incompleteness of the provisions.
Xsell GbR
Dormund, 01.01.2021