General Terms and Conditions
The following "General Terms and Conditions" form the basis of all supply contracts, services and offers of Lighthouse GmbH (hereinafter also referred to as Lighthouse®) and also apply to all future business relationships, even if they are not expressly agreed again. Deviating terms and conditions shall only become part of the contract if they have been expressly agreed to in writing beforehand.
(1) Lighthouse® shall provide the client with services, consulting and other services for the purposes of marketing and corporate and brand communication.
(2) Unless expressly stated otherwise, offers made by Lighthouse® are subject to change and are always non-binding. A contract with the client shall only be concluded when Lighthouse® accepts the order in writing by issuing an order confirmation or by performing the delivery or service. The acceptance period shall be one month from receipt of the order.
(3) The scope of the services shall be determined by the project/service description current at the time the contract is concluded. Additional and/or subsequent changes to the project/service description must be made in writing.
(4) The Client shall notify any requests for changes to already agreed services as early as possible. If the change requests lead to additional expenses, cost increases of up to 15% shall be reimbursed by the client without separate approval.
(5) Templates and drafts provided by Lighthouse® shall only be binding in terms of color, image or sound design if their corresponding realization possibility has been confirmed in writing by Lighthouse®.
(6) For project handling and administration, we charge at least one hour at € 145.
(1) Delivery deadlines and dates for the provision of services shall only be binding if they have been expressly agreed in writing. Otherwise, these are non-binding delivery targets intended to enable efficient coordination between the contracting parties. Insofar as binding deadlines have been agreed, these shall be automatically extended if the client has not provided its own cooperation services in a timely or proper manner.
(2) If Lighthouse® exceeds a bindingly agreed delivery deadline for reasons for which Lighthouse® is responsible, Lighthouse® shall be in default of delivery if Lighthouse® has been requested by the client in writing to fulfill its contractual obligations within a period of at least three weeks after expiry of the delivery deadline and this deadline has expired. After expiry of this period, the client shall be entitled to claim damages for the delay that has occurred. The amount of the claim for damages shall be limited to a maximum of 5% of the total remuneration, provided that there is no injury to life, limb or health or intentional fault on the part of Lighthouse®.
(1) Agreed prices are net prices to which the applicable statutory value added tax is added.
(2) Invoices are due for payment within 14 days of receipt without any deductions.
(3) At the start of the project, Lighthouse® shall be entitled to invoice 30% of the agreed fee. Each further project step shall be invoiced according to the service provided, even if this is not yet usable for the client or is not yet available in a usable form.
(4) Insofar as services are purchased for the client, Lighthouse® shall be entitled to claim a down payment of 30% before the contract is awarded.
(5) In the case of continuing obligations, Lighthouse® shall be entitled to adjust the remuneration by unilateral notification with a notice period of three months in accordance with the prices charged by Lighthouse®. If the remuneration is increased by more than 3% annually, the client shall be entitled to terminate the contract by giving one month's notice to the date on which the remuneration adjustment comes into effect.
(6) Objections by the client to the invoiced amounts must be raised immediately upon receipt of the invoice, but at the latest within 14 days of the billing or invoice date, without, however, affecting the due date. If the client fails to assert objections in good time, he shall be deemed to have agreed to this, unless he is not responsible for the timely assertion. In the case of continuing obligations, Lighthouse® shall be entitled, in the event of default of payment of a not insignificant part of the invoice amount, to suspend contractual performance until the client has paid its due liabilities. The right to assert further claims, in particular due to late payment, shall remain reserved.
Lighthouse® shall retain title to the delivery items until full payment has been made by the client. In the event of access by third parties, the client is obliged to point out the ownership of Lighthouse® and to notify Lighthouse® immediately.
(1) All rights of use for our conceptual and creative work are included in the offer price and are transferred to the customer upon payment of the invoice, subject to use by Lighthouse® for the purpose of self-promotion in all media. Not included are necessary third-party services such as costs for photography, printing and shipping. The right to the open production data is not acquired through the project fee. In individually negotiated special cases, the open data including rights of use can be acquired for an additional fee of 15% of the offer price. Excluded from this are works that concern the property rights of third parties, such as image or font licenses.
(2) The client has no claim to the transfer and/or use of the raw data, the interim results or the open data without express agreement. Open data are documents or files in graphic, image, text, web or layout formats that allow the content to be edited and represent preliminary stages of the final services. This applies in particular to services in the area of advertising material production.
(1) The client shall support Lighthouse® to a reasonable extent in the provision of services, in particular by immediately communicating approvals and answering inquiries. The client is independently obliged to check whether adjustments to the services are necessary in order to achieve the contractual objective. If independent services by the Client are required to achieve the contractually agreed objectives, the Client shall notify Lighthouse® immediately if and to the extent that required services have not been provided, have not been provided on time or have not been provided in full, or are unlikely to be provided.
(2) The Client shall designate a contact person in the respective point who is authorized to make and receive binding declarations.
(3) The Client shall provide necessary information, templates, documents and data in perfect quality free of charge, unsolicited and in good time in the formats required by Lighthouse®. Lighthouse® shall be entitled to use the information, templates, etc. received for the contractual use, unless the Client expressly objects to such use.
(4) The Client warrants that all data provided does not violate statutory or official regulations and is free of third-party rights (in particular personal rights or copyrights) that could restrict its intended use. In this respect, the client shall indemnify Lighthouse® against all claims, including the costs of legal action.
(5) The client is obliged to check the legal admissibility of the intended use of service results at its own expense, this applies in particular to any necessary name and trademark searches as well as corresponding applications and registrations. The implementation of legal requirements with regard to information and communication services or offers in electronic legal transactions is also only owed if this has been expressly agreed in the contract.
(1) If no fixed term has been agreed in the contract, either contracting party may terminate the contractual relationship with a notice period of 6 months to the end of a calendar month in the case of continuing obligations.
(2) Ordinary termination of the contractual relationship is not possible if no fixed term is provided for in the contract.
(3) The right to extraordinary termination shall remain unaffected by Clauses 8.1 and 8.2.
(4) Terminations must be in writing to be effective.
(5) If the client withdraws from an order that has already been placed without justification and Lighthouse® agrees to the cancellation, it shall be entitled to charge a cancellation fee amounting to 15% of the unbilled order value of the overall project in addition to the services already provided and costs actually incurred.
(1) In principle, Lighthouse® may refer to its own company in an appropriate manner on the client's contractual products. The client may only object to this in writing if there is a legitimate interest in doing so.
(2) The client agrees that all work by Lighthouse® may be used as reference objects in the context of self-promotion and public relations work, in particular the client's name and logo (in whole or in part).
(1) The rights of the client in the event of defects shall be governed exclusively by the following provisions. Any further claims of the client are excluded.
(2) The client warrants that samples, models, drawings and other information provided by him are suitable and accurate, correspond to the actual conditions and do not infringe the property rights of third parties. If this is not the case, the client shall reimburse Lighthouse® for any damage caused as a result. Lighthouse® shall not be liable for damages and defects based on incorrect or incomplete information provided by the client.
(3) The client shall inspect work and services delivered by Lighthouse® immediately upon receipt, but in any case before further processing, and shall notify Lighthouse® of any defects immediately upon discovery. If the immediate inspection or notification of defects is omitted, the client shall have no claims.
(4) Only insignificant deviations from the quality owed, in particular customary quantity and quality tolerances, shall not constitute a material defect. Lighthouse® assumes no liability for ensuring that the marketing measures have the desired effect on the target audience.
(5) In the event of justified material defects that have been duly reported in good time and whose cause already existed at the time of the transfer of risk, Lighthouse® shall, at its discretion, provide subsequent performance by remedying the defect or delivering a defect-free item in return for the return of the defective delivery item. The client expressly reserves the right to demand a reduction in payment or rescission of the contract if the rectification fails. Failure in the aforementioned sense shall be deemed to exist in particular if subsequent performance is impossible, if it is seriously and finally refused by Lighthouse®, if it is unreasonably delayed, if it has been attempted in vain or if it is unreasonable for the customer due to the accumulation of defects.
(6) Lighthouse® shall only guarantee that the delivery item is free from industrial property rights and copyrights of third parties (hereinafter: property rights) in the country of the place of delivery. A defect shall not be deemed to exist if and insofar as the customer is responsible for the infringement of industrial property rights or the customer's infringement of industrial property rights is caused by an application not foreseeable by Lighthouse® or by the fact that the delivery item is modified by the customer or used together with products not supplied by Lighthouse®. If a third party raises justified claims against the customer due to the infringement of property rights by deliveries made by Lighthouse® and used in accordance with the contract, the customer must inform Lighthouse® of this immediately in writing and coordinate its defense measures with Lighthouse®. In the event of a proven infringement of property rights caused by Lighthouse®, Lighthouse® shall, at its discretion, either obtain a right of use or modify the service in such a way that the property right is not infringed or replace it (subsequent performance). The same shall apply in the event of other defects of title.
(7) The client may assert claims for damages within the framework of the statutory provisions if a defect has been fraudulently concealed or Lighthouse® has exceptionally assumed a guarantee of quality. Further claims for damages due to defects in the delivery item shall be excluded.
(8) The warranty period shall commence upon (partial) acceptance in the case of contracts for work and services and in accordance with the statutory provisions in the case of other contractual relationships. Unless Lighthouse® is liable for intent, the client's claims for defects shall become time-barred after 12 months, calculated from the transfer of risk. The limitation period shall apply to all warranty claims.
(1) Unless otherwise stated in these General Terms and Conditions, claims for damages and reimbursement of expenses of the client of any kind, regardless of the legal grounds (hereinafter collectively referred to as "claims for damages"), are excluded. Lighthouse® shall therefore not be liable in particular for loss of profit or other financial losses of the client.
(2) The exemption from liability pursuant to paragraph 1 shall not apply to damages resulting from injury to life, limb or health which are based on a breach of duty for which Lighthouse® is at least negligently responsible, for which Lighthouse® is compulsorily liable under the Product Liability Act or which are based on a breach of duty by Lighthouse® or its legal representatives or vicarious agents which is at least grossly negligent.
(3) Furthermore, the exemption from liability shall not apply to damages that are based on a breach of a cardinal contractual obligation for which Lighthouse® is at least negligently responsible, provided that the breach jeopardizes the achievement of the purpose of the contract. In the case of defects, such a risk shall only exist in the case of significant defects and at the earliest if Lighthouse® refuses subsequent performance, if this fails or is unreasonable. In the event of a breach of a cardinal contractual obligation, the liability of Lighthouse® shall be limited to the foreseeable damage typical for the contract, unless there is intent or gross negligence.
(4) Insofar as Lighthouse®'s liability is excluded or limited, this shall also apply to the personal liability of Lighthouse®'s employees, representatives and vicarious agents.
(5) In all cases of Lighthouse®'s liability, the amount of the claim for damages shall be limited by the benefit of Lighthouse®'s business liability insurance.
(6) Unless other provisions in these terms and conditions exclude liability, liability for damages caused by the use of Lighthouse® services, by the transmission and storage of data, and for damages caused because the required storage or transmission of data by Lighthouse® has not taken place, shall be limited to € 1.000.00, except in cases of intent or gross negligence.
(7) The client is aware that the scope of services may be temporarily limited or unavailable at short notice due to maintenance and restructuring or other work on technical equipment. Lighthouse® shall endeavor, as far as possible, but cannot guarantee, to carry out such service restrictions at the time when, based on experience, the service is regularly not heavily used.
(1) The contracting parties shall be obliged to keep secret all confidential information and documents to which they have access in the course of their cooperation and to protect them against disclosure to unauthorized persons. Only information that is designated as confidential or whose nature as business or trade secrets is readily recognizable shall be deemed confidential.
(2) The confidential handling of such information requires in particular that it be reproduced, used, made accessible to persons and documented only to the extent necessary. The duty of confidentiality shall be unlimited in time and dependent on the continued existence of a contractual relationship between the contracting parties. The duty of confidentiality does not apply to information that is already known to the other contractual partner or becomes known without any connection to the contractual relationship.
(1) The contracting parties shall comply with the statutory provisions on data protection, in particular the provisions of the German Federal Data Protection Act (BDSG), and shall obligate their employees accordingly.
(2) The client agrees that Lighthouse® may collect, store, process and otherwise use the personal data arising in the course of the performance of the contract for the purposes of the contract. The client shall obtain the corresponding consent of the data subjects, if necessary. If Lighthouse® provides commissioned data processing within the meaning of Section 11 BDSG, the client shall specify in writing the use of the data in accordance with the contract, insofar as this has not already been done in the contract.
(3) The client shall be responsible for examining data protection aspects for the use of Lighthouse®'s services. The client shall ensure that the necessary permissions have been obtained in accordance with data protection regulations and shall inform Lighthouse® if there is any concern that this is not the case.
(1) The client is only permitted to transfer rights and obligations arising from this contract with the written consent of Lighthouse®. § Section 354a HGB remains unaffected.
(2) The assertion of a right of retention or offsetting is only possible with counterclaims that have been legally established or are undisputed by Lighthouse®.
(1) The legal relationship between the contracting parties shall be governed by the law of the Federal Republic of Germany. The provisions of the Vienna UN Convention on Contracts for the International Sale of Goods of April 11, 1980 shall not apply.
(2) All disputes arising from and in connection with the contractual relationship shall be decided exclusively by the state courts competent for the registered office of Lighthouse®. Lighthouse® may also sue the client at its general place of jurisdiction.
Should individual provisions of a contract be wholly or partially invalid or unenforceable, or should they subsequently lose their legal validity or enforceability, this shall not affect the validity of the remaining provisions of these GTC. The invalid or unenforceable provision shall be replaced by a provision that comes as close as possible to the economic purpose of the invalid or unenforceable provision. The same applies to loopholes in the GTC.
General Terms and Conditions
As of February 2025
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