Terms & Conditions

§1 Scope of Application

(1) These terms and conditions apply to all contracts, services and offers of Hob by Horse GmbH with entrepreneurs within the meaning of § 14 BGB, legal entities under public law and public-law special funds.

(2) Conflicting or deviating conditions of the client are not recognised unless the agency expressly agrees to their application in writing.

(3) These T&Cs also apply to future business relationships without requiring renewed explicit agreement.

§2 Subject Matter of Contract

(1) The subject matter of the contract is the services described in the respective offer, cost estimate or contract.

(2) The concrete scope of services results exclusively from the individual agreements between the parties.

§3 Contract Formation

(1) Agency offers are non-binding.

(2) A contract is formed by written client assignment, written offer confirmation by the agency, or mutually documented agreement in text form.

(3) Commencement of performance only constitutes contract formation if the client has previously issued orders or released tasks in text form, including email, Jira tickets or comparable project management tools. Explicit T&C consent is unnecessary if the client has prompted performance.

(4) Contract modifications require text form, including waiving this requirement.

§4 Communication and Delivery

(1) Written declarations may be transmitted by email, post or agreed project management tools.

(2) Emails are deemed received once they arrive on the recipient's mail server, regardless of actual retrieval.

(3) Each party must promptly notify the other in text form of changes to contact details or communication channels. The last known address remains authoritative until notification.

§5 Client Cooperation Obligations

(1) The client must provide all required information, content, access and materials in a timely manner.

(2) Delays caused by late client cooperation proportionally extend agreed deadlines.

(3) The client must designate a decision-authorised contact person; changes or unavailability must be communicated immediately in text form.

(4) Approvals via email, Jira ticket or comparable project management tools are binding. Unauthorised approvals are at the client's expense unless the agency knew or should have known of the missing authority.

§6 Services and Scope Changes

(1) The agency provides services in accordance with the current state of the art and the standards of a prudent merchant.

(2) Scope changes are separately billed per actual effort.

(3) The agency is entitled to engage subcontractors.

(4) The agency may use AI-assisted tools provided no confidential data is improperly processed.

(5) The agency does not owe guaranteed technical or economic success.

§7 Remuneration and Payment Terms

(1) All prices are net prices plus statutory VAT.

(2) Invoices are immediately due without deduction.

(3) Statutory default interest pursuant to § 288 BGB applies.

(4) The agency is entitled to issue reasonable advance and partial invoices.

(5) Monthly interim invoices are issued.

(6) Billing follows actual incurred effort.

§8 Presentations and Concept Development

(1) Conceptual and design proposals and presentations are billed separately as presentation fees unless otherwise contractually agreed.

(2) Any use — including partial — of materials and results from agency presentations requires prior written consent, regardless of copyright protection status.

(3) Payment of the presentation fee does not establish usage rights.

§9 Travel Costs and Expenses

(1) Travel costs and project-related expenses (accommodation, meal allowances) are billed separately at actual cost unless expressly otherwise agreed.

(2) Car travel is billed at €0.35 per kilometre; rail travel in second class.

(3) Trips exceeding 50 km one way or requiring overnight absence are coordinated in advance.

§10 Non-Compete

(1) The agency commits to informing the client of potential conflicts with other clients.

(2) Upon express client request, the agency may agree to non-compete provisions for specific product or service areas — requiring written form and separate remuneration.

(3) An agreed non-compete also obliges the client not to engage other providers for those defined services during the contract duration.

§11 Deadlines and Timeframes

(1) Performance deadlines are only binding if expressly confirmed in writing.

(2) Delays caused by force majeure or insufficient client cooperation proportionally extend agreed timeframes.

§12 Third-Party Services

(1) Third-party services are commissioned in the client's name and at the client's expense unless otherwise agreed.

(2) The agency assumes no responsibility for the availability, compatibility or sustained functionality of third-party services, plugins, APIs or external services.

(3) Open-source components are subject to the respective provider's licence terms.

(4) The agency assumes no liability for changes or outages of third-party services.

§13 Usage Rights

(1) Upon full payment, the client receives the agreed usage rights to the created results.

(2) Unless otherwise agreed, the client receives simple, non-exclusive usage rights.

(3) The scope of use derives from the offer or cost estimate.

(4) Disclosure of source code, open files, development environments or raw data requires express written agreement.

§14 Reference Usage

The agency is entitled to use the client and project results for self-promotion and as references — website, presentations, offers, advertising materials — provided no legitimate client interests are harmed.

§15 Digital Services and Platforms

(1) The agency owes diligent performance of agreed activities, not guaranteed revenues, rankings or reach.

(2) The agency assumes no liability for changes to search algorithms or platform guidelines.

(3) The agency cannot influence platform decisions, suspensions or reach restrictions.

§16 Liability

(1) The agency bears unlimited liability for intent and gross negligence.

(2) For ordinary negligence, liability applies only in the event of breach of essential contractual obligations, limited to typically foreseeable damages.

(3) Liability for indirect damages, lost profits or data loss is excluded to the extent legally permitted.

(4) The client remains independently obligated to back up their own data regardless of agency safeguards.

(5) The agency does not owe complete IT security audits or penetration testing unless expressly agreed.

(6) Liability limitations do not apply to damages to body, life or health.

§17 Data Protection and Confidentiality

(1) Personal data processing follows the agency's privacy policy.

(2) Where required, the parties execute a data processing agreement pursuant to GDPR Article 28.

(3) Both parties commit to confidential treatment of business and trade secrets, extending beyond contract termination.

§18 Set-Off and Right of Retention

(1) The client may only offset undisputed or legally established counterclaims.

(2) Client retention rights are excluded unless they are based on the same contractual relationship and are undisputed or legally established.

(3) Objections to individual invoice positions do not entitle the client to withhold the entire invoice or undisputed amounts; concerns must be communicated promptly in text form, with undisputed amounts paid on time.

(4) Services within the agreed budget or scope are deemed properly performed unless the client issues concrete written objections within 7 days of invoicing.

§19 Final Provisions

(1) Exclusively German law applies.

(2) Place of jurisdiction for disputes is Osnabrück, provided the client is a merchant, legal entity under public law or public-law special fund.

(3) Should individual provisions of these T&Cs be invalid, this does not affect the validity of the remaining provisions.

(4) Amendments to these T&Cs require text form.