Terms and Conditions

These Terms and Conditions (hereinafter referred to as "Terms") apply to all contracts, deliveries, and other services provided by Tyrius GmbH (hereinafter referred to as "Agency"), unless expressly agreed otherwise.

Deviating, conflicting, or supplementary terms and conditions of the client shall only become part of the contract if the Agency has expressly agreed to their validity.

A consumer within the meaning of these Terms is any natural person who enters into a legal transaction for purposes that are predominantly neither commercial nor self-employed.

The Agency provides services in the areas of software development, web development, digital strategy consulting, and related technical services.

The scope of services to be provided results from the Agency’s written order confirmation or from a separately concluded contract.

The Agency is entitled to engage third parties (subcontractors) to fulfill its contractual obligations. The Agency shall be liable for subcontractors as for its own acts.

Offers made by the Agency are subject to change and non-binding. A contract shall only be concluded upon written order confirmation by the Agency or upon commencement of service provision.

The client shall be bound to their order for a period of four weeks. This period begins upon receipt of the order by the Agency.

Amendments or supplements to the contract must be made in writing. This also applies to any waiver of the written form requirement.

The remuneration for the Agency’s services is determined by the respective offer or order confirmation. All prices are exclusive of statutory value-added tax.

Invoices are payable within 14 days from the invoice date without deduction, unless otherwise agreed. In the event of default, the Agency is entitled to charge statutory default interest.

For long-term projects, the Agency may request reasonable advance payments. Set-off by the client is only permitted with undisputed or legally established claims.

The client shall provide the Agency with all data, information, and documents required for project execution in a timely manner and free of charge.

The client shall designate a responsible contact person authorized to make or promptly obtain necessary decisions during contract execution.

If the client fails to meet cooperation obligations in whole or in part, agreed deadlines shall be extended accordingly. Any resulting additional costs shall be borne by the client.

Upon full payment of the agreed remuneration, the Agency grants the client the usage rights required for the contractual purpose of the created work results.

The Agency reserves the right to use work created under the contract for self-promotional purposes, in particular as references, unless the client objects in writing.

Source code, development documentation, and similar materials shall only be handed over to the client if expressly agreed.

The Agency warrants that the services provided comply with the agreed requirements. The warranty period is twelve months from acceptance, unless a longer period is required by law.

The Agency’s liability for damages, regardless of the legal basis, is limited to intent and gross negligence. In cases of slight negligence, the Agency is only liable for breaches of essential contractual obligations.

These liability limitations do not apply to damages resulting from injury to life, body, or health, or to claims under the Product Liability Act.

The parties undertake to treat all confidential information obtained during the collaboration strictly confidential and to use it solely for contractual purposes.

The Agency processes personal data of the client exclusively for contract performance and in compliance with applicable data protection laws, in particular the GDPR and the BDSG.

Where the Agency processes personal data on behalf of the client, a separate data processing agreement pursuant to Article 28 GDPR shall be concluded.

These Terms and all legal relationships between the Agency and the client shall be governed exclusively by the laws of the Federal Republic of Germany, excluding the UN Convention on Contracts for the International Sale of Goods.

If the client is a merchant, a legal entity under public law, or a special fund under public law, the exclusive place of jurisdiction for all disputes shall be the registered office of the Agency.

The Agency is also entitled to bring legal action against the client at their general place of jurisdiction.

Should individual provisions of these Terms be or become invalid in whole or in part, the validity of the remaining provisions shall remain unaffected.

In place of the invalid provision, a valid provision shall apply that most closely reflects the economic intent of the invalid provision.