General Terms and Conditions

This is a courtesy translation. The German version is legally binding.

As at 01 May 2026

Scope

(1) All deliveries, services in accordance with our schedule of services, and offers of DELUCKS GmbH are provided exclusively on the basis of these General Terms and Conditions (hereinafter: "GTC"), which apply exclusively to business dealings with entrepreneurs. Contracts with consumers within the meaning of § 13 BGB (German Civil Code) are concluded only in individual cases and only with the express consent of DELUCKS GmbH. Anyone who initiates or concludes a contract with DELUCKS GmbH without such express consent warrants that they are acting as an entrepreneur within the meaning of § 14 BGB.

(2) These GTC become part of all contracts in written and electronic form between DELUCKS GmbH (hereinafter: "the Company") and our business partners in the version valid at the time of the order. They also apply to all future deliveries, services or offers to the business partner, even if they are not separately agreed again.

(3) These terms and conditions take precedence over any deviating terms and conditions of the client. Conflicting terms and conditions of the client are only effective if they are expressly and in writing acknowledged by the Company; otherwise they do not apply, even if DELUCKS GmbH does not separately object to their validity in an individual case. Even if DELUCKS GmbH refers to a document containing or referring to terms and conditions of the client or a third party, this does not constitute agreement to the validity of those terms and conditions.

Offer and Conclusion of Contract

(1) All offers of DELUCKS GmbH are non-binding, confidential for internal use, and without obligation, unless expressly marked as binding or containing a specific acceptance period. DELUCKS GmbH may accept orders within fourteen days of receipt. All offers require a written order confirmation by the client. The contract between the client and DELUCKS GmbH comes into effect upon receipt of the written acceptance declaration by DELUCKS. Written form within the meaning of our GTC includes transmission by telecommunication in the form of email.

(2) The relationship between DELUCKS GmbH and the client is governed solely by the contract or order concluded in writing, including these GTC. This fully reflects all agreements between the contracting parties regarding the subject matter of the contract. Verbal assurances made by DELUCKS GmbH prior to the conclusion of this contract are not legally binding, and verbal agreements between the contracting parties are superseded by the written contract, unless expressly stated to remain binding.

(3) Amendments and modifications to the agreements reached, including these GTC, require written form to be effective. With the exception of managing directors or authorised signatories, employees of DELUCKS GmbH are not entitled to make deviating verbal agreements. Transmission by telecommunication, in particular by email (kontakt@delucks.com), is sufficient to satisfy the written form requirement, provided a copy of the signed declaration is transmitted within 14 calendar days.

(4) Information provided by DELUCKS GmbH regarding the subject of the delivery or service (e.g. layouts, drafts) as well as representations thereof (e.g. drawings and illustrations) are only approximately authoritative, unless exact conformity is required for the contractually intended use. They do not constitute guaranteed characteristics but descriptions or designations of the delivery or service. Customary deviations and deviations arising from legal requirements or representing technical improvements, as well as replacement by equivalent services, are permissible provided they do not impair usability for the contractually intended purpose.

(5) Worksheets, concepts, guidelines and layout proposals are only considered part of an offer if they are attached to it or expressly designated as binding.

(6) DELUCKS GmbH reserves ownership or copyright in all offers and cost estimates issued by it, as well as in websites, layouts, scripts, programs, graphics and other objects created by the Company. These are protected by copyright and are marked as such, unless otherwise agreed in an individual case. The client may not make these accessible to third parties, either as such or in terms of content, disclose them, or use or reproduce them itself or through third parties, unless otherwise agreed or arising from the contractual agreement. At the request of DELUCKS GmbH, these must be returned in full and any copies made must be destroyed if they are no longer required in the ordinary course of business or if negotiations do not lead to the conclusion of a contract.

(7) Unless otherwise contractually agreed, websites are optimised for a screen resolution of 1280x720px for Google Chrome, Mozilla Firefox and Apple Safari in the version current at the time of contract conclusion, as well as one previous version, with standard settings. Under deviating conditions, e.g. use of a different browser or a mobile device, the display of the website may vary.

(8) The client is obliged to provide all necessary cooperation so that DELUCKS GmbH can perform the services under the contract.

(9) All ongoing questions from DELUCKS GmbH regarding matters connected with the service to be provided will be answered completely, accurately and promptly.

(10) DELUCKS GmbH will be informed, unprompted and at an early stage, of circumstances that may be relevant to the service to be provided.

(11) All services constitute service contracts (Dienstverträge) billed on a time-and-materials basis. The client bears responsibility for the project and its success. DELUCKS GmbH provides the service in accordance with the principles of proper professional practice.

(12) The subject matter of the contract may consist of a one-off service, provided in parts, or may be of an ongoing nature.

(13) Necessary (content-related) corrections and change requests must be communicated to DELUCKS GmbH in writing without delay prior to concept approval. If the client fails to report these, services and products are deemed accepted. Further necessary corrections and change requests after this point will be billed on a time-and-materials basis.

Prices and Payment

(1) Prices apply to the scope of services and deliveries listed in the order confirmations. Our services are billed at the following daily rates, with services billed in 15-minute increments:

Development	Consulting	Training
Programming, debugging, project management, ad setup and optimisation	Analysis, conception and meetings with Severin Lucks	Seminars and workshops with Severin Lucks
€1,200	€2,000	€3,000

Additional or special services are billed separately. Prices are in EUR plus statutory VAT, and for export deliveries, customs duties, fees and other public charges where applicable.

(2) DELUCKS GmbH is entitled to demand advance payments and to issue partial invoices/instalment payments.

(3) Invoice amounts are payable within fourteen (14) calendar days without any deduction, unless otherwise agreed in writing. The date of payment is determined by receipt at DELUCKS GmbH.

(4) In the event of non-fulfilment of payment obligations, web presentations/web-based software solutions will be removed/deactivated from the internet following prior notice.

(5) Set-off against counterclaims of the client or withholding payments due to such claims is only permissible if the counterclaims are undisputed or legally established.

(6) DELUCKS GmbH is entitled to perform outstanding deliveries or services only against advance payment or security if, after conclusion of the contract, circumstances become known which are likely to significantly reduce the client's creditworthiness and jeopardise payment of DELUCKS GmbH's outstanding claims under the respective contractual relationship (including from other individual orders covered by the same framework agreement).

(7) If our offer is passed on to competitors, DELUCKS GmbH charges a contractual penalty of 25% of the offer price.

(8) Waiting time and unexcused non-attendance at appointments will be charged in full. The standard appointment duration is 0.75 hours.

Delivery and Delivery Time

(1) Deadlines and dates for deliveries and services indicated by DELUCKS GmbH are always only approximate, unless a fixed deadline or fixed date has been expressly promised or agreed.

(2) DELUCKS GmbH may, without prejudice to its rights arising from the client's default, demand an extension of delivery and performance deadlines or a postponement of delivery and performance dates for the period during which the client fails to meet its contractual obligations, including the timely provision of complete briefings and/or data to DELUCKS GmbH as set out in the schedule.

(3) DELUCKS GmbH is only entitled to make partial deliveries if

the partial delivery is usable by the client within the scope of the contractually intended purpose,
delivery of the remaining ordered services is secured, and
this does not result in significant additional effort or costs for the client (unless DELUCKS GmbH agrees to bear these costs).

(4) If DELUCKS GmbH is in default with a delivery or service, or if a delivery or service becomes impossible for any reason, the liability of DELUCKS GmbH for damages is limited in accordance with § 8 of these General Terms and Conditions.

Place of Performance and Acceptance

(1) The place of performance for all obligations arising from the contractual relationship is the registered office of DELUCKS GmbH, unless otherwise specified. If DELUCKS GmbH also owes installation, the place of performance is the place where the installation is to take place.

(2) Where acceptance is required, the goods are deemed accepted if

delivery and, where DELUCKS GmbH also owes installation, installation is complete,
DELUCKS GmbH has notified the client of this, referring to the acceptance fiction under this § 5 (2), and has requested acceptance,
fourteen (14) calendar days have passed since delivery or installation, or the client has begun using the goods, in which case six (6) working days must have passed since delivery or installation, and
the client has failed to accept within this period for a reason other than a defect notified in writing to DELUCKS GmbH that renders use of the goods impossible or materially impairs it.
Warranty and Defects

(1) Delivered items and content must be carefully inspected by the client without delay after delivery to the client or to a third party designated by the client. They are deemed approved by the client with regard to obvious defects or other defects that would have been recognisable upon prompt, careful inspection, if DELUCKS GmbH does not receive a written notice of defects within seven (7) working days of delivery. With regard to other defects, the services and delivered items are deemed approved by the client if the notice of defects does not reach DELUCKS GmbH within seven working days of the time the defect became apparent; if the defect was recognisable to the client at an earlier point in normal use, that earlier point is decisive for the start of the notice period.

(2) If a defect is due to fault on the part of DELUCKS GmbH, the client may claim damages under the conditions set out in § 8.

(3) No liability can be assumed for defects in licensed programs or program components agreed upon. Any additional costs incurred are to be borne by the client. In the case of defects in data or components from other rights holders or manufacturers that DELUCKS GmbH cannot remedy for licensing or factual reasons, DELUCKS GmbH will, at its discretion, assert its warranty claims against the manufacturers and suppliers for the account of the client, or assign them to the client. Warranty claims against DELUCKS GmbH for such defects exist, under the other conditions and in accordance with these General Terms and Conditions, only if judicial enforcement of the aforementioned claims against the manufacturer and supplier was unsuccessful or, for example due to insolvency, hopeless. During the course of the legal dispute, the limitation period for the relevant warranty claims of the client against DELUCKS GmbH is suspended.

(4) The warranty lapses if the client, without the consent of DELUCKS GmbH, alters the delivered service or item, or has it altered by third parties, and this renders the remedy of defects impossible or unreasonably difficult. In any case, the client bears the additional costs of remedying defects arising from the alteration.

(5) A delivery of used items agreed in an individual case with the client is made subject to exclusion of any warranty for material defects.

Property Rights

(1) By submitting templates, originals or data carriers, the client declares that it holds the reproduction rights and bears sole responsibility for all legal consequences arising from reproduction.

(2) Each contracting party will notify the other in writing without delay if claims are asserted against it for infringement of industrial property rights or third-party copyrights. If, as a result of a failure to provide notice, the execution of the order infringes rights, in particular third-party copyrights, the client is solely liable and is obliged to indemnify DELUCKS GmbH against all third-party claims of any kind, and to reimburse DELUCKS GmbH for any necessary legal costs incurred.

(3) In the event of infringements caused by products of other manufacturers or rights holders supplied by DELUCKS GmbH, DELUCKS GmbH will, at its discretion, assert its claims against the manufacturers and upstream suppliers for the account of the client, or assign them to the client. Claims against DELUCKS GmbH in these cases exist under this § 7 only if judicial enforcement of the aforementioned claims against the manufacturers and upstream suppliers was unsuccessful or, for example due to insolvency, hopeless.

(4) If the client commissions DELUCKS GmbH to procure image or other material whose use is limited in time, place or medium, the client must ensure that this material is no longer used after the usage rights expire. The client is liable for any consequential damage resulting from non-compliance.

(5) DELUCKS GmbH observes the requirements of the Federal Data Protection Act and the Teleservices Data Protection Act.

Liability for Damages Due to Fault

(1) The liability of DELUCKS GmbH for damages, regardless of the legal basis, is limited in accordance with this § 8 insofar as fault is relevant. In particular, the Company assumes no liability under this provision for the content of texts and materials provided by the client. The client bears full responsibility and liability for the content of its websites and its accuracy. This applies in particular to content that violates competition or copyright law or public policy.

(2) DELUCKS GmbH is not liable in the case of simple negligence on the part of its officers, legal representatives, employees or other vicarious agents, unless a breach of material contractual obligations is involved. Material contractual obligations are the obligation to deliver and, where applicable, install the delivered item in a timely manner, its freedom from defects that impair its functionality or usability more than insignificantly, as well as advisory, protective and custodial duties intended to enable the client to use the delivered item as contractually intended, or intended to protect the life or health of the client's personnel, or the client's property from significant damage.

(3) Insofar as DELUCKS GmbH is liable for damages in principle under § 8 (2), this liability is limited to damages that DELUCKS GmbH foresaw as a possible consequence of a breach of contract at the time of conclusion of the contract, or which it should have foreseen when applying the diligence customary in the trade. Indirect damages and consequential damages resulting from defects in the service or delivered item are also only recoverable insofar as such damages are typically to be expected in the case of proper use of the delivered item.

(4) For damages caused in any other way, DELUCKS GmbH is liable in cases of intent and gross negligence, including that of its vicarious agents, in accordance with statutory provisions. The same applies to damages caused negligently resulting from injury to life, body or health. For negligently caused damage to property and financial loss, DELUCKS GmbH and its vicarious agents are only liable for breach of a material contractual obligation, and the amount is limited to the foreseeable, contract-typical damage at the time of conclusion of the contract; material contractual obligations are those whose fulfilment is essential to the contract and on which the client may rely.

(5) The above exclusions and limitations of liability apply equally in favour of the officers, legal representatives, employees and other vicarious agents of DELUCKS GmbH.

(6) Insofar as DELUCKS GmbH provides technical information or acts in an advisory capacity and this information or advice does not form part of the contractually agreed scope of services owed by it, this is done free of charge and with the exclusion of any liability.

(7) Liability for non-material, artistic, commercial or other special damages is excluded under this § 8 (9). DELUCKS GmbH must be expressly notified in writing of any particular value of templates, originals, slides and data carriers sent or handed over by the client at the time of sending or handover.

(8) The client is solely liable if the execution of its order infringes rights, in particular third-party copyrights, without fault on the part of DELUCKS GmbH. DELUCKS GmbH is in particular not obliged to check whether such rights exist, unless otherwise agreed in an individual contract. The client must indemnify DELUCKS GmbH against all third-party claims arising from such infringement.

(9) Texts, images or content, as well as links to internet pages, supplied by the client must not infringe any trademark, patent or other third-party rights. The client is liable for damages caused by the supplied data.

(10) DELUCKS GmbH is neither entitled nor obliged to point out content-related or legal concerns in the design and/or development of online-based solutions, or to provide corresponding advice.

(11) The limitations of this § 8 do not apply to liability of DELUCKS GmbH for intentional or grossly negligent conduct, fraudulent concealment of a defect, guaranteed characteristics, injury to life, body or health, or under the Product Liability Act.

(12) Unforeseeable, unavoidable events beyond the control of DELUCKS GmbH and not attributable to it, such as force majeure, war, natural disasters, official orders or labour disputes, release DELUCKS GmbH from the obligation to deliver on time for their duration.

Retention of Title

Delivered goods and all associated rights remain the property of DELUCKS GmbH until the agreed price has been paid in full.

Confidentiality / Data Protection

(1) DELUCKS GmbH is entitled to name users and clients as reference customers on its websites, print media and press releases. The client may object to being named by an express statement sent by post to DELUCKS GmbH, Dall'Armistr. 23A, 80638 Munich, or in writing by email to kontakt@delucks.com, within 14 days of conclusion of the contract.

(2) When orders are created electronically, they are stored on DELUCKS GmbH's server. The data is retained on the server until invoicing. Long-term archiving requires a separate agreement with DELUCKS GmbH. DELUCKS GmbH assumes no liability for any data loss, except in cases of intent or gross negligence. If storage of the data is agreed in writing, DELUCKS GmbH is authorised to delete this data upon expiry of the agreed storage period without prior notice to the client. The data stock is the property of DELUCKS GmbH. Data will in every case be supplied against separate invoice, unless otherwise agreed.

Amendments

DELUCKS GmbH reserves the right to amend and/or supplement these General Terms and Conditions for the future. The General Terms and Conditions available on the DELUCKS GmbH website at the time of conclusion of the contract shall always apply.

Final Provisions

(1) If the client is a merchant, a legal entity under public law, a special fund under public law, or does not have a general place of jurisdiction in the Federal Republic of Germany, the place of jurisdiction for any disputes arising from the business relationship between DELUCKS GmbH and the client shall be, at the option of DELUCKS GmbH, Munich or the client's registered office. For claims against DELUCKS GmbH, however, Munich is the exclusive place of jurisdiction in these cases. Mandatory statutory provisions regarding exclusive places of jurisdiction remain unaffected by this provision.

(2) The relationship between DELUCKS GmbH and the client is governed exclusively by the law of the Federal Republic of Germany. The United Nations Convention on Contracts for the International Sale of Goods of 11 April 1980 (CISG) does not apply.

(3) Should individual provisions of these General Terms and Conditions be invalid, the validity and effect of the remaining General Terms and Conditions shall remain unaffected.

(4) Insofar as the contract or these General Terms of Delivery contain gaps, those legally effective provisions shall be deemed agreed to fill such gaps which the contracting parties would have agreed, in accordance with the economic objectives of the contract and the purpose of these General Terms of Delivery, had they been aware of the gap.

(5) No verbal side agreements have been made. Statements made by one of the contracting parties during contract negotiations are void unless they have been incorporated into the contract.

(6) All amendments and supplements require written form.

(7) Amendment of this provision itself requires written form.

(8) Should parts of this contract be or become invalid, the remaining provisions shall remain unaffected. The contracting parties undertake to replace the invalid or void parts with economically equivalent, legally valid provisions that come as close as possible to the economic purpose pursued by the invalid provisions. This applies correspondingly in the case of an unintended gap in the contract.

Note: The client acknowledges that DELUCKS GmbH stores data from the contractual relationship pursuant to § 28 of the Federal Data Protection Act (BDSG) for the purpose of data processing, and reserves the right to transmit the data, insofar as necessary for the performance of the contract, to third parties (e.g. insurers).

Rechtliches