Company:
Mokhammad Taimur & Schönle Benjamin GbR (hereinafter also: “Converts”)
Adlerstraße 12
76133 Karlsruhe
Baden-Württemberg
Represented by:
Mr. Benjamin Schönle
Email: benjamin.schoenle@converts.de
(for business inquiries only)
Phone: +49 176 40469809
Scope of Application
(1) All deliveries, services and offers of Converts are made exclusively on the basis of these General Terms and Conditions. They are part of all contracts that Converts concludes with its contractual partners (hereinafter also referred to as “Customer”) regarding the deliveries or services offered by it. They shall also apply to all future deliveries, services or offers to the client, even if they are not separately agreed again.
(2) Terms and conditions of the Customer or third parties shall not apply, even if Converts does not separately object to their validity in individual cases. Even if Converts refers to a letter or email containing or referring to the terms and conditions of the Customer or a third party, this does not constitute agreement with the validity of those terms and conditions.
(3) Converts does not conclude contracts with consumers within the meaning of § 13 BGB (German Civil Code). The Customer assures that, when concluding the contract with Converts, they act as an entrepreneur pursuant to § 14 BGB or as a merchant pursuant to the German Commercial Code (HGB).
Services of Converts / Customer’s Cooperation
(1) Converts creates individual product images on behalf of the Customer. The creation of product images consists of a conceptual phase and a production phase.
(2) The Customer must always perform the cooperation actions incumbent upon them completely and in a timely manner upon first request. If the Customer fails to perform a cooperation action and thereby prevents Converts from performing its services, the claim to remuneration by Converts shall remain unaffected. The services of Converts in this respect are subject to the law governing service contracts insofar as they concern conceptual work.
(3) The Customer shall promptly support the performance of services by Converts through appropriate cooperation actions upon first request. In particular, the Customer shall provide Converts with the necessary information and data. Furthermore, the Customer shall provide the necessary working materials upon first request by Converts.
(4) Upon first request by Converts, the Customer shall designate a contact person (“Project Manager”) as a fixed point of contact for all matters relating to the project.
(5) If the Customer fails to fulfill their cooperation obligations and Converts is therefore unable to complete its services within the agreed time, the agreed period shall be extended appropriately.
(6) Product samples provided remain the property of the Customer. However, if they are not requested back in writing no later than six months after delivery, Converts is entitled to dispose of them at its own discretion, donate them, or pass them on free of charge. There is no obligation to store them further after this period.
(7) With regard to the services to be provided by Converts to the Customer, Converts has the right to determine the performance pursuant to § 315 BGB with respect to the execution.
(8) Converts is entitled to have services owed to the Customer performed by agents or third parties.
Services Subject to Acceptance
(1) If Converts provides a service subject to acceptance for the Customer, the following paragraphs 2–8 shall apply.
(2) Acceptance by the Customer must be declared immediately after completion of the product images or an intermediate step subject to acceptance (concept) and after the Customer has taken note of it.
(3) Converts may request the Customer to carry out (partial) acceptance within a period of one week. The product images or the respective intermediate step shall be deemed accepted upon expiry of this period if the Customer has not declared in writing which defects still need to be remedied. The Customer shall prepare a defect report and provide it to Converts. The transmission risk lies with the Customer.
(4) In the event of a significant defect, Converts is entitled to remedy the defect twice within a reasonable period. Minor defects do not prevent acceptance.
(5) If the parties dispute whether a defect is significant or insignificant, an expert publicly appointed by a Chamber of Industry and Commerce shall be consulted before legal proceedings are initiated. The Customer shall initially bear the costs of the expert. If the expert determines that a significant defect exists, Converts shall reimburse the Customer for the expenses incurred.
(6) The (partial) service to be accepted shall also be deemed accepted if the Customer does not declare acceptance within seven working days upon request by Converts and does not report significant defects in writing. In this case, Converts is entitled to invoice outstanding payments prematurely.
(7) Further claims of the Customer, in particular reimbursement of expenses for defect removal, damages and compensation for futile expenses, shall not exist.
(8) If the defects leading to termination of the contract do not constitute significant defects within the meaning above, the Customer has no claim to reimbursement of parts of the remuneration.
Conclusion of Contracts
(1) Contracts between Converts and the Customer may be concluded verbally, in writing or in text form.
(2) If the contract is concluded verbally, the Customer shall receive an order confirmation upon request by Converts, which, however, is not constitutive for the conclusion of the contract.
Payments, Prices, Conditions
(1) The prices stated and communicated by Converts are binding. If Converts has offered a flat price for the creation of product images, this relates half to the conceptual work and half to the production work carried out by Converts. The half of the invoice amount relating to conceptual work is payable in advance by the Customer unless otherwise agreed individually. All prices stated are net prices plus statutory VAT.
(2) Payment for the services of Converts is due immediately after invoicing or according to individual agreement. The remuneration for the services of Converts is generally due upon conclusion of the contract unless the offer of Converts states otherwise. A SEPA direct debit authorization granted to Converts shall remain valid for the ongoing business relationship until revoked.
(3) If SEPA direct debit is agreed, the Customer shall issue Converts with a written SEPA direct debit mandate after conclusion of the contract. A corresponding form will be provided by Converts upon request.
(4) Converts will issue the Customer with a proper invoice showing VAT (if applicable through agents).
(5) If agreed direct debits cannot be collected from the Customer’s account and a chargeback occurs, the Customer is obliged to transfer the owed amount to Converts within three working days after the chargeback and bear the costs caused by the chargeback.
(6) Offsetting with counterclaims is only permitted if the other contractual partner has acknowledged the offset or if it has been legally established. The same applies to the exercise of a right of retention.
(7) If the Customer fails to attend the agreed kickoff appointment without excuse and Converts cannot produce the commissioned product images as a result, the Customer remains obliged to pay the agreed flat fee for the conceptual development of the product images.
Termination, Duration, Acceptance Date
(1) The contract has the minimum term individually agreed between the parties (verbally or in writing). Termination before the expiry of the minimum term (in particular pursuant to §§ 621, 627, 648 BGB) is excluded.
(2) Agreed acceptance dates are not fixed dates and are subject to the Customer providing the required cooperation.
(3) If no fixed acceptance/completion date and no minimum term have been agreed, Converts has the right to present the production to the Customer for acceptance within 16 weeks after the contractually agreed “Kick-Off Date”. Termination before expiry of this period is excluded.
(4) Any rights of free termination under the law governing contracts for work or services during the contract term are excluded.
(5) Terminations must be in written form to be effective.
(6) The right to extraordinary termination for good cause remains unaffected.
Default / Extraordinary Termination
(1) Deadlines for performance by Converts shall not commence until the due invoice amount has been received by Converts and the data necessary for performance has been provided in full or the required cooperation actions have been fully performed.
(2) If the Customer is in default with due payments, Converts reserves the right not to perform further services until the outstanding amount has been settled.
(3) If the Customer is in arrears with at least two due payments in the case of installment payments, Converts is entitled to terminate the contract extraordinarily and discontinue the services. Converts shall claim the entire remuneration due until the next regular termination date as damages.
Performance
(1) Converts shall perform the agreed services with the required care in accordance with the offer. Converts is entitled to use the assistance of third parties without restriction.
(2) If Converts is prevented from providing the agreed services due to reasons arising from the sphere of the Customer, the claim for remuneration of Converts shall remain unaffected.
Conduct and Consideration
The Customer must ensure the usual conduct of a prudent merchant toward Converts. We reserve the right to pursue any unlawful and/or improper or unfounded statements about our company and services, whether by customers, competitors or other third parties, in particular untrue factual claims and defamatory criticism, under civil law and to file criminal charges without prior notice.
Third-Party Intellectual Property Rights
(1) The Customer receives all rights of use arising in connection with the realization of the production or acquired or to be acquired for this purpose exclusively, freely transferable to third parties, unlimited in time, territory and content.
(2) Paragraph 1 applies only on the condition that the Customer has paid the remuneration owed to Converts under the main contract in full and on time.
(3) If installment payment has been agreed, the right of use mentioned in paragraph 1 shall only pass to the Customer after full payment of the final installment unless otherwise agreed individually.
(4) The transfer of work and service results to third parties (including affiliated companies) is excluded. The same applies to editing within the meaning of § 23 UrhG.
Liability
(1) Converts shall be liable for damages – regardless of the legal grounds – only in cases of intent and gross negligence. In cases of simple negligence, Converts shall only be liable
a) for damages resulting from injury to life, body or health,
b) for damages resulting from the breach of an essential contractual obligation (an obligation whose fulfillment makes the proper execution of the contract possible in the first place and on whose compliance the contractual partner regularly relies and may rely); in this case, however, liability shall be limited to compensation for the foreseeable damage typically occurring.
(2) Within the limits set out in paragraph 1, Converts shall not be liable for loss of data or programs. Liability for data loss shall be limited to the typical recovery effort that would have occurred with regular and risk-appropriate backups. Liability under the Product Liability Act and liability for guarantees remain unaffected.
Final Provisions
(1) Deviations from these Terms and Conditions shall only be effective if agreed in writing. Individually agreed arrangements with the Customer, including side agreements, supplements and amendments, shall in any case take precedence over these Terms and Conditions. The written contract or written confirmation by Converts shall be decisive for the content of such agreements.
(2) The law of the Federal Republic of Germany shall apply exclusively. The place of performance is the registered office of Converts. The exclusive place of jurisdiction for merchants is the registered office of Converts.
Terms & Conditions Status: 01.03.2026 © Reproduction prohibited
