Terms and Conditions

I. Scope

These Terms and Conditions apply to all contracts between Team Nifty GmbH (Salzstraße 11, 87435 Kempten) and their contractual partners. Services are exclusively provided to businesses according to § 14 BGB. Deviating regulations require written consent.

II. Contract Formation, Changes

Contracts are formed through mutual confirmation of binding offers. Team Nifty only owes the agreed service, not a specific economic success. For websites, texts and images are only provided if expressly agreed. Service changes require text form agreement and may lead to adjusted compensation and shifted deadlines.

III. Cooperation

Both parties appoint responsible contacts with decision-making authority. These are available at short notice on weekdays from 9 am to 6 pm. Team Nifty considers prerequisites available at the partner, insofar as these are agreed in writing.

IV. Third Parties

Team Nifty may involve third parties at its proper discretion; responsibility remains unchanged. If third parties are involved at the customer's special request, Team Nifty is not liable for them or their services, except when expressly agreed and separately compensated.

V. Obligations of the Contractual Partner

The contractual partner must: communicate all essential information in time; provide access data in time; provide templates whose use does not violate third-party rights; provide all necessary hardware and software as well as network access; check data for malware before submission; regularly back up data. Team Nifty's liability for data loss is limited to recovery costs with proper backup.

VI. Acceptance

The contractual partner must immediately check services and grant acceptance. Team Nifty may request interim acceptances. Acceptance is deemed granted if not refused with justification within 14 days or if the result is used. Minor defects do not prevent acceptance. Refusals require detailed description. Acceptances cannot be refused for aesthetic reasons, unless there is a deviation from written agreed results.

VII. Deadlines

Delivery deadlines are agreed according to anticipated service capacity and are subject to unforeseen circumstances (force majeure, government measures, sabotage, third-party fault not attributable). Such events extend deadlines accordingly. Binding delivery deadlines require text form agreement. Team Nifty only defaults through written reminder (except for fixed-date transactions). The contractual partner must set a reasonable grace period for delay damages.

VIII. Services

These regulations apply to web design, internet-based applications and software development. Team Nifty appoints a project manager, the customer a contact person. Team Nifty is not obligated to perform system analysis and relies on complete customer information. The customer must specify all requirements before contract conclusion.

Detailing of requirements is done for separate compensation with customer support. Change requests must be communicated in text form. Further adjustments after layout approval are considered service changes.

For web content, the process is: 1) concept proposal, 2) block layout, 3) final website. The customer checks block layouts and communicates change requests. Texts, images and content are provided by the customer, unless contractually provided by Team Nifty.

Media materials are licensed exclusively for the respective website. Deviating use requires separate agreement. Source codes are only provided with express written agreement.

IX. Warranty

Guarantees in the legal sense only exist with written guarantee agreement using the term "guarantee". Defect claims are excluded for faulty customer orders, files or third-party services not attributable. Otherwise, defect claims are limited to supplementary performance. The contractual partner reserves the right to reduction or withdrawal if supplementary performance fails.

Defect claims expire within one year from transfer of risk (with exceptions for injury to life, body or health, intentional/gross negligence and fraudulent concealment).

Team Nifty assures that service results are not encumbered with conflicting third-party rights to its knowledge. Team Nifty is not liable for service results not violating commercial property rights or competition law. Team Nifty is not obligated to check legality and is not liable for violations of competition, trademark, sign or copyright law.

The contractual partner indemnifies Team Nifty from third-party claims for legal violations through customer changes, requests or provided templates. Warranty expires for changed service results, unless the contractual partner proves that the change is not causal for the defect.

Team Nifty may demand compensation for defect examination, insofar as claims are unjustified.

X. Other Liability

Team Nifty is liable for intent and gross negligence according to law. Otherwise, Team Nifty is only liable for violation of essential contractual obligations (cardinal obligations), injury to life/body/health or assumed guarantees.

For slight negligent cardinal obligation violation, liability is limited to the typical, foreseeable damage, maximum to the total compensation of the contract. Profit compensation claims are excluded. These limitations also apply to representatives, organs, employees and vicarious agents of Team Nifty.

XI. Usage Rights

Team Nifty grants usage rights required for the intended purpose. Without deviating written agreement, simple, non-exclusive use is considered settled. Further uses (other media, geographical areas, editing, deviating periods) require express additional rights grant. Transfer and sublicensing require written consent.

All rights to intermediate results remain with Team Nifty, unless agreed otherwise. For unauthorized use, the contractual partner owes compensation. Rights grants are subject to the condition precedent of full payment.

Team Nifty may use third-party license material (software, digital images). The contractual partner may only use this within agreed usage and indemnifies Team Nifty for unauthorized use.

Team Nifty may use service results for self-promotion (especially internet, as reference) even with exclusive rights grant, naming the contractual partner.

XII. Prices and Payment

For cost-based billing, monthly billing is done by Team Nifty (unless agreed otherwise). Claims become due with invoicing and are payable within 10 days without deductions. In case of default, Team Nifty is entitled to suspend services.

Team Nifty retains ownership of service results until full payment of all claims. Offsetting by the contractual partner is only permissible for recognized or legally established counterclaims. Right of retention only exists for counterclaims from the same contract.

Without fixed payment dates, Team Nifty may demand reasonable advance payments and suspend services if payment is not made on time. For outstanding services, Team Nifty may subsequently demand advance payment if creditworthiness is jeopardized or the contractual partner defaults on other invoices.

If a contract cannot be performed due to circumstances not attributable, the contractual partner owes 50% of the service compensation as cancellation fee, minus saved expenses. The contractual partner may prove lower damage; Team Nifty may prove higher damage.

XIII. Confidentiality and Retention Obligations

Team Nifty is obligated to maintain known business secrets of the contractual partner with commercial diligence, even after contract end.

Without paid archiving agreement, Team Nifty is not obligated to retain and release created and stored data after contract termination.

XIV. Final Provisions

German law applies excluding UN sales law. Invalid provisions do not affect the validity of others. Place of performance and jurisdiction against merchants and legal entities is Team Nifty's registered office.

Status: 02/18