General terms and conditions

Status: June 2023

§ 1 Scope, General
These General Terms and Conditions (GTC) are an integral part of all contracts concluded by KB&B with its client for the services offered by KB&B and apply in each case subject to deviating agreement in the individual case. They also apply to all future contracts with the same contracting party, without their validity having to be agreed again in each individual case. These GTC shall apply exclusively. Deviating, conflicting or supplementary GTC of the contract partner will only become part of the contract if and to the extent that KB&B has expressly consented to their application in writing. This requirement of consent also applies if KB&B performs services without reservation in the knowledge of the general terms and conditions of the contract partner. Meeting minutes transmitted by KB&B are binding if the contract partner does not object within 48 hours of receipt. A written contract or the written confirmation of KB&B is decisive for the content of individual agreements with the Contract Partner. Legally relevant declarations and notifications to be made by the Contract Partner after conclusion of the contract (e.g. setting of deadlines, notifications of defects, declaration of withdrawal or reduction) must be made in text form (e.g. e-mail, fax) to be effective.

§ 2 Services provided by KB&B
(1) Any development of conceptual and design proposals by KB&B as well as their presentation - including presentations - will be made against payment of a fee.
(2) Templates and designs provided by KB&B are only binding in terms of color, image or sound design once their feasibility has been confirmed in writing by KB&B.
(3) KB&B is entitled to provide the contractual services itself or through carefully selected and checked third parties. KB&B will ensure that such third parties work to the same standards and deliver the same quality that KB&B's customers can expect. If a third party is unable to provide the expected service, KB&B will take reasonable steps to rectify the problem or find a suitable replacement.
(4) Orders for the production of advertising media are placed with the contractual cooperation of KB&B on behalf of and for the account of the contract partner.
(5) Orders for advertising media are placed by KB&B on its own behalf and for its own account. Quantity discounts or painting scales that are utilized will be credited to the Principal. In the event of non-fulfilment of the discount or scale requirements, an additional charge will be made which is due immediately.
(6) KB&B is not liable for defective performance by the advertising media.
(7) Performance deadlines and dates are always non-binding unless their binding nature has been expressly agreed. If KB&B is unable to meet binding deadlines due to an event for which it is not responsible (non-availability of the service), the deadlines or dates shall be extended/postponed accordingly.

§ 3 Remuneration, Terms of Payment
All prices are subject to the statutory value added tax. Remuneration is due net immediately upon receipt of the invoice without deduction. If the contract partner defaults on payment, KB&B is entitled to demand interest on arrears in the amount of 9 percentage points above the respective base interest rate per annum. KB&B reserves the right to prove higher damages and to assert further claims.

§ 4 Warranty, liability
KB&B assumes no warranty for the commercial and advertising effectiveness of the services provided. The period of limitation for claims for defects is 12 months from acceptance. KB&B is liable without limitation for intent and gross negligence, for personal injury, in accordance with the Product Liability Act and insofar as it has given a guarantee of quality. In the event of slight negligence KB&B shall only be liable insofar as a breach of an essential contractual obligation is involved. In this case, liability is limited to the foreseeable damage typical for the contract.

§ 5 Copyright, rights of use
(1) KB&B reserves all rights to the services it provides, in particular to texts, drafts and layouts. Any reproduction, dissemination, adaptation, making available to the public, exhibition, performance and broadcast, even in part, requires the prior written consent of KB&B. A separate agreement must be made in each case regarding the scope of use of rights.
(2) Violation of these rights may have both civil and criminal consequences, including but not limited to claims for damages and criminal prosecution. The disregard of these rights may also lead to significant reputational damage.

§6 Ownership, rights of use and exploitation
(1) Any use, even partial, by the contract partner of the services provided by KB&B, whether in modified or edited form or by using the ideas on which the services are based, may only be made within the framework of the contractual agreements.
(2) Services and work results provided by KB&B within the framework of a presentation that does not lead to an order may not be used in any form without the written consent of KB&B, even if a presentation fee is paid. In the event of infringement by the Contract Partner, KB&B is entitled to demand a fee corresponding to the offer made by KB&B in the context of the presentation, otherwise in accordance with standard market conditions. The Contract Partner must return any presentation documents in his possession to KB&B without delay. KB&B is entitled to use the presented services and work results for other purposes.
(3) Ownership and rights of use to the services and work results are otherwise transferred to the Contract Partner only after full payment of all invoices relating to the respective contract and only to the extent and at the final stage that this is contractually agreed in the individual case or is necessary for the fulfillment of the purpose of the contract according to the recognizable circumstances.
(4) For the publication of open data suitable for the reproduction or further development of KB&B's services and work results (excluding licensed content such as fonts and illustrations), an additional fee of 30% of the order value excluding third-party services will be charged.
(5) In the case of publications, KB&B must be named as the author in the customary manner. KB&B may use the services provided to a reasonable extent for its own advertising.
(6) Failure to comply with the rights of use and exploitation stipulated in this paragraph may result in civil and criminal sanctions, ranging from claims for damages to criminal proceedings. It is therefore imperative that the contracting party respects these rights and abides by the terms and conditions set forth in this contract.

§ 7 Use of AI tools
(1) KB&B reserves the right to use artificial intelligence (AI) tools as part of the performance of the contract. These may be used to support analysis, design development, optimization and other tasks that arise within the scope of the contractual services.
(2) The contract partner agrees that the AI tools process data and information related to the services provided by KB&B. This data and information will only be used to fulfill the purpose of the contract and will not be passed on to third parties.
(3) KB&B ensures that the AI tools used are used in accordance with applicable data protection laws and regulations. Details on data processing and data protection can be found in KB&B's privacy policy, which will be made available upon request.
(4) The Contractual Partner acknowledges that the results produced by the use of AI tools may vary and may not always provide the expected results. KB&B cannot guarantee the accuracy or completeness of the results generated by the AI tools.

§ 8 Contract term, termination
Unless otherwise agreed, the contract term is indefinite. The contract may be terminated by either party with 3 months' notice to the end of the month. The right to terminate for cause remains unaffected. Any termination must be in writing.

§ 9 Confidentiality
KB&B undertakes to maintain strict confidentiality of all non-public business and operational information and documents of the contract partner. This obligation continues to exist after termination of the contractual relationship.

§ 10 Data protection
KB&B processes personal data within the scope of the execution of the contract. In doing so, all legal regulations, in particular those of the German Data Protection Regulation (DSGVO), are observed.

§ 11 Final Provisions
The law of the Federal Republic of Germany shall apply. Place of performance and jurisdiction is, as far as legally permissible, the registered office of KB&B. Amendments and supplements to these GTC must be made in writing. This also applies to the cancellation of the written form requirement.