Terms and conditions

(1) These terms and conditions apply to all contracts between Makoviichuk Service UG (haftungsbeschränkt), represented by Anton Makoviichuk, registered in the commercial register of the Local Court of Cologne under HRB 126274 (the "Contractor"), and its clients (the "Client") for the provision of digital services.

(2) These terms apply both to entrepreneurs under § 14 of the German Civil Code and to consumers under § 13 of the German Civil Code, unless expressly stated otherwise.

(3) Differing terms and conditions of the Client do not apply unless their validity has been expressly agreed in writing.

(4) The version of these terms valid at the time the contract is concluded is the applicable one.

(1) The Contractor provides in particular the following services:

• development of individual websites
• web design and UI/UX design
• technical support and maintenance of websites
• hosting and technical infrastructure management
• domain registration and administration
• basic search-engine-friendly optimisation (basic SEO setup)
• logo design
• production of business cards
• production of flyers and advertising material
• design of digital advertising media
• individual graphic and design work
• other digital services by individual agreement

(2) The specific scope follows exclusively from the respective individual offer, contract or order confirmation.

(3) Services not expressly agreed are not part of the contract.

(1) The presentation of services on the website is not a legally binding offer but a non-binding invitation to make contact.

(2) A contract is formed by:

• written acceptance of an offer
• electronic confirmation by email
• express order confirmation by the Contractor
• commencement of performance

(3) Verbal side agreements have no effect unless confirmed at least in text form.

(4) The Contractor reserves the right to decline orders without stating reasons.

(1) In website development the Contractor produces individual websites in accordance with the agreed requirements.

(2) Development ordinarily includes in particular:

• individual design
• responsive design for mobile devices
• integration of basic contact forms
• basic SEO structure
• setup of basic technical functions
• publication of the website

(3) The following are not automatically part of website development:

• production of professional texts or copywriting
• production of professional photos or videos
• legal review of content
• GDPR consulting
• production of a privacy policy or legal notice
• online shop systems, unless expressly agreed
• complex API integrations
• individual software development
• ongoing maintenance after project completion

(4) The price for individual website development starts at EUR 499 net plus statutory VAT, unless a differing individual offer has been agreed.

(5) The agreed price includes a maximum of two rounds of revisions.

(6) Further change requests or additional revisions are charged separately according to effort.

(7) After full payment and handover the project is deemed complete.

(8) Changes requested after project completion are treated as a new order.

(1) The Standard maintenance package costs EUR 29 net per month plus statutory VAT.

(2) The package includes in particular:

• hosting of the website
• technical maintenance
• security updates
• ongoing monitoring of basic technical functions
• minor changes to existing content
• email support
• general technical support

(3) Minor changes are in particular:

• replacing individual images
• changing texts
• adjusting opening hours
• replacing small pieces of content
• minor layout adjustments

(4) The Standard package includes changes amounting to a maximum of 30 minutes of work per month.

(5) The Standard package does not include in particular:

• creation of new subpages
• major design changes
• individual programming
• creation of new functions
• advertising material
• logo design
• flyers or print design

(6) Unused monthly working time lapses automatically and cannot be carried over to following months.

(1) The Premium maintenance package costs EUR 49 net per month plus statutory VAT.

(2) The Premium package includes all services of the Standard package.

(3) In addition, Premium includes:

• prioritised handling of requests
• larger technical changes
• integration of additional functions
• personal project support
• extended technical support
• preferential order of processing

(4) The Premium package includes changes amounting to a maximum of 2 hours of work per month.

(5) The Premium package does not include in particular:

• complete redevelopment of websites
• complex custom software
• extensive e-commerce systems
• extensive redesign projects

(6) Unused working time lapses at the end of the month.

(1) The Contractor additionally offers creative design services, in particular:

• flyer design
• business cards
• advertising banners
• social media designs
• digital advertising material
• branding design

(2) These services are not part of ongoing maintenance packages unless an express written supplementary agreement has been made.

(3) The agreed price includes a maximum of two rounds of revisions.

(4) Further changes are charged separately according to effort.

(5) Editable source files such as PSD files, Adobe Illustrator files, Figma files or comparable working files are not part of the order unless expressly agreed otherwise in writing.

(6) Drafts that were not selected or not paid for in full may neither be used nor published by the Client.

(1) The Client undertakes to provide all content, information and access credentials required for performance completely and in good time. This includes in particular:

• texts
• images
• logos
• access credentials for hosting or domains
• company information
• technical information
• other data necessary for the project

(2) Requested content must be provided within 7 working days of the request unless agreed otherwise.

(3) If it is not provided within that period, the Contractor is entitled to suspend the project temporarily.

(4) Delays arising from late or incomplete cooperation by the Client automatically extend all agreed deadlines by a reasonable period.

(5) The Client bears all risks arising from late provision of necessary information.

(6) The Contractor is not obliged to obtain missing information independently.

(1) The Client warrants that all content provided may lawfully be used. This concerns in particular:

• trade marks
• videos
• graphics
• fonts
• other copyright-protected content

(2) The Contractor performs no legal review of the content provided.

(3) The Client alone is liable for any infringement of rights.

(4) The Contractor is in particular not liable for infringements of:

• copyright
• trade mark law
• competition law
• data protection law
• third-party licence rights

(5) The Contractor is entitled to reject content or projects that infringe applicable law or third-party rights.

(1) On completion of a project the Client is given the opportunity to review and accept it.

(2) The acceptance period is 5 working days from delivery.

(3) If no written response is given within that period, the work is deemed automatically accepted.

(4) If specific defects are reported in writing within the period, the Contractor will review and, where applicable, remedy them within a reasonable time.

(5) Insignificant defects do not entitle the Client to refuse acceptance.

(6) Change requests not based on defects are not part of the acceptance process and may be charged separately.

(1) All prices are net plus statutory VAT unless expressly stated otherwise.

(2) For individual website projects the following applies:

• 50 per cent advance payment on placing the order
• 50 per cent balance on project completion or acceptance

(3) Once work begins, the advance payment becomes binding.

(4) Advance payments already made are generally non-refundable once work has begun.

(5) Invoices are payable without deduction within 7 calendar days of the invoice date unless agreed otherwise.

(1) If the Client falls into arrears with a payment, the Contractor is entitled to suspend all services temporarily. This covers in particular:

• hosting
• website access
• technical support
• email services
• server access
• associated services

(2) Services resume only after payment has been settled in full.

(3) If the Client is in default of payment for more than 14 days, the Contractor may terminate the contract for cause.

(4) Payment claims already accrued remain unaffected.

(1) Costs for external services are generally not included in agreed prices unless expressly agreed otherwise in writing. This concerns in particular:

• domains
• external hosting services
• premium plugins
• API services
• paid software
• premium fonts
• stock photos
• external SaaS services
• third-party licence fees

(2) These costs are invoiced to the Client separately or borne by the Client directly.

(3) The Contractor is entitled to engage third-party providers to perform the contract.

(1) Services with exceptionally short delivery times count as express orders.

(2) The Contractor is entitled to charge additional fees for express orders.

(3) The amount of the surcharge depends on the actual additional effort.

(4) There is no entitlement to have an order handled as an express order.

(1) Official communication between the Contractor and the Client generally takes place exclusively through the following channels:

• email
• expressly agreed messenger services
• other communication channels agreed in writing

(2) Messages via social networks or other channels that have not been agreed do not automatically count as binding communication.

(3) The Contractor is not obliged to respond to messages outside usual business hours.

(1) For Standard package clients, support requests are generally handled within up to 2 working days.

(2) For Premium package clients, requests are generally handled within up to 24 hours on working days.

(3) The response times stated are not guaranteed processing deadlines.

(4) Maintenance packages expressly do not include 24/7 support unless agreed otherwise in writing.

(1) Maintenance packages (Standard and Premium) are concluded for an indefinite term.

(2) Both parties may terminate the contract at any time in text form.

(3) Notice must be received by the 10th calendar day of the current month at the latest in order to take effect at the end of that month.

(4) If notice is given after the 10th calendar day, the contract is automatically extended to the end of the following month.

(5) The right to extraordinary termination for cause remains unaffected.

(1) Under ongoing maintenance packages the website is generally operated on technical infrastructure managed or provided by the Contractor.

(2) During the term the Contractor takes on in particular:

• hosting administration
• technical infrastructure
• maintenance of technical systems
• server administration
• domain administration, where agreed
• ongoing technical support

(3) During the active term, technical administration remains with the Contractor.

(4) During ongoing maintenance packages the Client acquires no direct right of administration over the Contractor’s technical infrastructure.

(1) After effective termination of a maintenance contract the Contractor undertakes to transfer the existing website to the Client for independent further use.

(2) The handover may take place in particular by:

• provision of the website files
• export of the database, where one exists
• transfer of the domain to a registrar named by the Client
• technical preparation of the migration

(3) The handover takes place only after all outstanding claims have been settled in full.

(4) The Contractor is not obliged to continue providing free technical support for the transferred website after the contract ends.

(5) The technical transfer takes place within a reasonable period after the contract ends.

(1) After termination and completed handover, the Contractor is entitled to delete permanently all remaining project files, backups or stored data after 30 calendar days.

(2) The Client is responsible for backing up transferred data properly.

(3) There is no entitlement to permanent storage by the Contractor.

(1) The Contractor is entitled to adjust prices for ongoing maintenance packages.

(2) Price changes are announced at least 30 days before they take effect.

(3) In the event of a price increase the Client is entitled to terminate the contract for cause with effect from the date the new prices take effect.

(1) The Contractor is liable without limitation for damage caused intentionally or by gross negligence.

(2) In cases of slight negligence the Contractor is liable only for breach of material contractual obligations and only up to the foreseeable damage typical of the contract.

(3) Liability for lost profit, indirect damage or consequential economic loss is excluded to the extent permitted by law.

(4) The Contractor is not liable for the Client’s economic losses resulting from technical outages.

(1) The Contractor owes solely the agreed technical or design service.

(2) No guarantee whatsoever is given for:

• increases in revenue
• acquisition of new customers
• reach
• Google rankings
• search engine placements
• marketing success
• economic results of any kind

(3) Any economic expectations lie solely within the Client’s responsibility.

(1) The Contractor is not liable for damage, data loss or security incidents caused by external attacks by third parties. This concerns in particular:

• hacker attacks
• malware
• security vulnerabilities in external software
• attacks on third-party systems
• server outages at external providers

(2) Liability exists only in cases of intent or gross negligence on the part of the Contractor.

(1) The Contractor may perform backups as part of technical maintenance.

(2) Regular backups are, however, no guarantee of complete restoration of all data.

(3) The Contractor accepts no liability for data loss arising outside its direct sphere of influence.

(4) The Client remains responsible for its own additional backups.

(1) The Contractor is not liable for delays or failures to perform that lie outside its sphere of influence. These include in particular:

• illness
• accident
• official measures
• natural disasters
• power outages
• internet disruptions
• technical failures of third parties
• unforeseeable personal circumstances

(2) Agreed deadlines are automatically extended by a reasonable period.

(1) All works created by the Contractor are subject to statutory copyright. These include in particular:

• websites
• design concepts
• flyers
• source code
• digital designs
• other creative or technical work

(2) On full payment the Client receives a simple right of use, unlimited in time and territory, in the services expressly commissioned and paid for in full.

(3) Copyright remains permanently with the Contractor.

(4) Resale, sub-licensing or commercial transfer to third parties is permitted only where this corresponds to the purpose of the contract or has been expressly agreed.

(1) The Contractor is entitled to use all work created permanently for reference and marketing purposes. This covers in particular:

• publication on its own website
• portfolio presentation
• publication on social media
• the company’s own advertising

(2) This right exists without time limit.

(3) The Client may object to publication expressly only before the contract is concluded.

(1) All drafts, concepts or creative work remain the property of the Contractor until paid for in full.

(2) Unpaid work may neither be used nor published.

(3) Design drafts that were not selected remain entirely with the Contractor.

(4) Any use without express consent constitutes an infringement of copyright.

(1) Editable working files are generally not part of an order. These include in particular:

• PSD files
• Adobe Illustrator files
• Figma files
• raw files
• editable design projects
• development files
• internal project files

(2) They are released only under an express separate written agreement.

(3) Separate remuneration may be agreed for their release.

(1) The Contractor performs no legal review of the websites it produces. This concerns in particular:

• GDPR compliance
• cookie banner requirements
• legal notice obligations
• privacy policies
• statutory information duties
• competition law requirements

(2) The Contractor expressly owes no legal advice.

(3) Legal responsibility for published content lies solely with the Client.

(1) The Contractor is entitled to refuse orders or end ongoing projects early where legitimate grounds exist. This applies in particular in the case of:

• abusive behaviour
• repeated disregard of contractual obligations
• failure to cooperate
• unlawful content
• unreasonable communication
• abusive conduct towards the Contractor

(2) Remuneration claims already accrued remain unaffected.

(3) Advance payments already made are not refunded where services have already been rendered.

(1) The Contractor is entitled to refuse orders or content without stating reasons where they infringe applicable law or its own business principles. This concerns in particular content connected with:

• fraud
• copyright infringement
• misleading advertising
• illegal gambling
• unlawful financial models
• fake reviews
• hate speech
• criminal content
• other unlawful business models

(2) There is no entitlement to have an order carried out.

(1) Personal data is processed exclusively within the applicable data protection laws.

(2) Processing takes place in accordance with the Contractor’s privacy policy as applicable from time to time.

(3) The privacy policy is available on the Contractor’s website.

(1) The law of the Federal Republic of Germany applies exclusively, excluding the UN Convention on Contracts for the International Sale of Goods (CISG).

(2) The place of jurisdiction for all disputes is Cologne, provided the Client is an entrepreneur, a legal person under public law or a special fund under public law.

(3) Should individual provisions of these terms be or become wholly or partly invalid, the validity of the remaining provisions remains unaffected.

(4) Amendments or additions to these terms require at least text form.

(5) The Contractor reserves the right to amend these terms where legal changes or operational requirements make this necessary and no unreasonable disadvantage arises for the Client.