AnklangT&Cs

1. ANKLANG Event & Marketing GmbH (hereinafter referred to as the “Agency”) provides its services exclusively on the basis of the following General Terms and Conditions (GTC). These apply to all legal relationships between the agency and the customer, even if no express reference is made to them.
2. Deviations from these and other supplementary agreements with the customer are only effective if they are confirmed in writing by the agency.
3. Any terms and conditions of the customer shall not be accepted unless expressly agreed otherwise in writing in individual cases. No further objection to the client’s GTC by the agency is required.
4. The customer shall be notified of amendments to the GTC and these shall be deemed to have been agreed if the customer does not object to the amended GTC in writing within 14 days; the customer shall be expressly informed of the significance of silence in the notification.
5. Should individual provisions of these General Terms and Conditions be invalid, this shall not affect the validity of the remaining provisions and the contracts concluded on the basis thereof. The invalid provision shall be replaced by a valid provision that comes as close as possible to the meaning and purpose of the invalid provision.
6. The agency’s offers are subject to change and non-binding.

If the potential client has already invited the agency to create a concept in advance and the agency complies with this invitation before the conclusion of the main contract, the following provision shall apply:

1. The potential client and the agency already enter into a contractual relationship (“pitching contract”) through the invitation and the acceptance of the invitation by the agency. This contract is also based on the GTC.
2. The potential client acknowledges that the agency is already providing cost-intensive preliminary services with the concept development, although it has not yet assumed any performance obligations itself.
3. The concept is protected by copyright law in its linguistic and graphic parts, insofar as these reach the level of a work. The potential customer is not permitted to use or edit these parts without the consent of the agency, if only because of copyright law.
4. The concept also contains ideas relevant to advertising that do not reach the level of a work and therefore do not enjoy the protection of copyright law. These ideas are at the beginning of every creative process and can be defined as the spark that ignites everything that is produced later and thus as the origin of marketing strategy. Therefore, those elements of the concept that are unique and give the marketing strategy its characteristic character are protected. In particular, advertising slogans, advertising texts, graphics and illustrations, advertising material, etc. are considered to be ideas within the meaning of this agreement, even if they do not reach the level of a work.
5. The potential client undertakes to refrain from commercially exploiting or having exploited or using or having used the creative advertising ideas presented by the agency as part of the concept outside the corrective of a main contract to be concluded at a later date.
6. If the potential client is of the opinion that ideas were presented to him by the agency which he had already thought of before the presentation, he must inform the agency of this by e-mail within 14 days of the day of the presentation, citing evidence which allows a time allocation.
7. In the opposite case, the contracting parties assume that the agency has presented the potential client with an idea that is new to him. If the idea is used by the client, it can be assumed that the agency has made a profit.
8. The potential customer may release itself from its obligations under this point by paying reasonable compensation plus 20% VAT. The exemption shall not take effect until the Agency has received full payment of the compensation.

1. The scope of the services to be provided is set out in the service description in the agency contract or any order confirmation by the agency, as well as any briefing protocol (“offer documents”). Subsequent changes to the content of the service require written confirmation by the agency. Within the framework specified by the client, the agency has freedom of design in the fulfillment of the order.
2. All services of the agency (in particular all preliminary drafts, sketches, final artwork, brush proofs, blueprints, copies, color prints and electronic files) must be checked by the customer and approved by him within three working days of receipt by the customer. After expiry of this period without feedback from the customer, they shall be deemed to have been approved by the customer.
3. The customer shall provide the agency with all information and documents required for the provision of the service in a timely and complete manner. He shall inform them of all circumstances that are of significance for the execution of the order, even if these only become known during the execution of the order. The customer shall bear the costs incurred as a result of work having to be repeated or delayed by the agency due to incorrect, incomplete or subsequently changed information provided by the customer.
4. The customer is also obliged to check the documents (photos, logos, etc.) provided for the execution of the order for any copyrights, trademark rights, trademark rights or other rights of third parties (rights clearing) and guarantees that the documents are free of third-party rights and can therefore be used for the intended purpose. The agency shall not be liable in the event of merely slight negligence or after fulfilling its duty to warn – at least in the internal relationship with the customer – due to an infringement of such third-party rights by documents provided. If a claim is made against the Agency by a third party due to such an infringement, the Customer shall indemnify and hold the Agency harmless; the Customer shall compensate the Agency for all disadvantages incurred by the Agency as a result of a claim by a third party, in particular the costs of appropriate legal representation. The customer undertakes to support the agency in the defense against any third-party claims. The client shall provide the agency with all documents for this purpose without being requested to do so.

1. The Agency shall be entitled, at its own discretion, to perform the service itself, to make use of expert third parties as vicarious agents in the provision of contractual services and/or to substitute such services (“external service”).
2. The commissioning of third parties as part of an external service is carried out either in the customer’s own name or in the customer’s name. The Agency shall select this third party carefully and ensure that it has the necessary professional qualifications.
3. The customer must enter into obligations to third parties that extend beyond the term of the contract. This also applies expressly in the event of termination of the agency agreement for good cause.

1. Unless expressly agreed as binding, stated delivery or performance deadlines are only approximate and non-binding. Binding appointments must be recorded in writing or confirmed in writing by the agency.
2. If the Agency’s delivery/service is delayed for reasons for which it is not responsible, such as events of force majeure and other unforeseeable events that cannot be averted by reasonable means, the performance obligations shall be suspended for the duration and to the extent of the hindrance and the deadlines shall be extended accordingly. If such delays last for more than two months, the customer and the agency shall be entitled to withdraw from the contract.
3. If the agency is in default, the customer may only withdraw from the contract after setting the agency a reasonable grace period of at least 14 days in writing and this has expired without result. Claims for damages by the customer due to non-fulfillment or delay are excluded, except in the case of proof of intent or gross negligence.

1. The agency is entitled to terminate the contract with immediate effect for important reasons. Good cause exists in particular if

1. • the performance of the service becomes impossible for reasons for which the customer is responsible or is further delayed despite the setting of a grace period of 14 days;
   • the customer continues, despite a written warning with a grace period of 14 days, to violate essential obligations arising from this contract, such as payment of a due amount or obligations to cooperate.
   • there are justified concerns regarding the creditworthiness of the customer and the customer neither makes advance payments at the request of the agency nor provides suitable security prior to the agency’s performance;
2. The customer is entitled to terminate the contract for important reasons without setting a grace period. Good cause shall be deemed to exist in particular if the agency continues to violate material provisions of this contract despite a written warning with a reasonable grace period of at least 14 days to remedy the breach of contract.

1. Unless otherwise agreed, the agency shall be entitled to a fee for each individual service as soon as it has been provided. The Agency shall be entitled to demand advance payments to cover its expenses. From an order volume with an (annual) budget of € 30,000.00 or those that extend over a longer period of time, the agency is entitled to issue interim invoices or advance invoices or to call for payments on account.
2. The fee is understood to be a net fee plus VAT at the statutory rate. In the absence of an agreement in individual cases, the agency shall be entitled to a fee for the services rendered and the transfer of the rights of use under copyright and trademark law at the usual market rate.
3. All services provided by the agency that are not expressly covered by the agreed fee shall be remunerated separately. All cash expenses incurred by the agency shall be reimbursed by the client.
4. Cost estimates from the agency are non-binding. If it is foreseeable that the actual costs will exceed the Agency’s written estimate by more than 15%, the Agency shall inform the Client of the higher costs. The cost overrun shall be deemed to have been approved by the customer if the customer does not object in writing within three working days of this notification and at the same time announces more cost-effective alternatives. If the cost overrun is up to 15%, a separate notification is not required. This cost estimate overrun shall be deemed approved by the client from the outset.
5. If the client unilaterally changes or cancels work commissioned without involving the agency – without prejudice to the other ongoing support provided by the agency – the client shall remunerate the agency for the services provided up to that point in accordance with the fee agreement and reimburse all costs incurred. If the termination is not due to a grossly negligent or intentional breach of duty by the agency, the client must also reimburse the agency for the entire fee (commission) agreed for this order, whereby the offsetting remuneration of § 1168 AGBG is excluded. Furthermore, the Agency shall be indemnified and held harmless against any claims by third parties, in particular by the Agency’s contractors. Upon payment of the fee, the customer shall not acquire any rights of use to work already performed; concepts, drafts and other documents that have not been executed must be returned to the agency without delay.

1. The fee shall be due for payment immediately upon receipt of the invoice and without deduction, unless special terms of payment have been agreed in writing in individual cases. This also applies to the charging of all cash outlays and other expenses. The goods delivered by the Agency shall remain the property of the Agency until full payment of the remuneration including all ancillary liabilities.
2. If the customer is in default of payment, the statutory default interest shall apply in the amount applicable to business transactions. Furthermore, in the event of default in payment, the customer undertakes to reimburse the agency for any reminder and collection charges incurred, insofar as they are necessary for appropriate legal action. In any case, this includes the costs of two reminder letters in the usual market amount of currently at least € 20.00 per reminder as well as a reminder letter from a lawyer commissioned with the collection. The assertion of further rights and claims remains unaffected.
3. In the event of default of payment by the customer, the agency may demand immediate payment of all services and partial services provided under other contracts concluded with the customer.
4. Furthermore, the agency is not obliged to provide further services until the outstanding amount has been paid (right of retention). The obligation to pay remuneration remains unaffected by this.
5. If payment in installments has been agreed, the Agency reserves the right to demand immediate payment of the entire outstanding debt in the event that partial amounts or ancillary claims are not paid on time (loss of deadline).
6. The customer shall not be entitled to offset its own claims against claims of the agency unless the customer’s claim has been recognized by the agency in writing or established by a court of law.