Terms and Conditions

These General Terms and Conditions apply to all contracts concluded between the Contractor and the Client for the services offered online, by email, by phone, or via other channels. A consumer within the meaning of these terms is any natural person who concludes a legal transaction for purposes that are predominantly outside their trade, business, or profession. An entrepreneur is any natural or legal person, or partnership with legal capacity, acting in the exercise of their commercial or self-employed professional activity. The version of these terms valid at the time of contract conclusion applies. Conflicting terms of the Client are not recognized unless I expressly agree to their validity in writing.

Subject of the contract are in particular: (a) design and development of bespoke software solutions (web applications, backend systems, plugins/extensions); (b) consulting on architecture, code quality, performance, and DevOps; (c) maintenance, support, and bug-fix packages; (d) code audits and technical reviews. The specific scope of services is set out in the individual offer or written specification. Unless expressly agreed otherwise, I do not owe a specific economic outcome but the professional execution of the agreed service.

The presentation of services on the website, on social media, or in other advertising materials does not constitute a legally binding offer but an invitation to submit an offer (invitatio ad offerendum). The Client makes a binding offer to conclude a contract by submitting a request or by accepting an individual quote. The contract is concluded as soon as I confirm the offer in writing or by email, or once I begin performance. For larger projects, a written offer with specification, schedule, and fixed price (or daily rate) is provided before commencement; the contract is concluded upon counter-signature by the Client.

If the Client is a consumer and the contract was concluded by means of distance communication (e.g., email or web form), the consumer has a statutory 14-day right of withdrawal from the date of contract conclusion. Details are set out in the withdrawal instructions below. If the consumer requests that performance begin before the withdrawal period ends, the right of withdrawal expires upon full performance; for partial performance, proportionate compensation is owed. Contracts with entrepreneurs do not include a right of withdrawal.

The prices stated in the individual offer apply. As a small business under § 19 UStG, no VAT is charged; should this status change, the agreed net price plus statutory VAT applies. For larger projects, an advance payment of typically 30–50% of the order volume may be agreed; the remaining amount is due upon acceptance or per agreed milestones. Invoices are payable within 14 days of the invoice date without deduction. Set-off against unrecognised or non-final counter-claims is excluded.

The Client provides me with all information, content, access credentials, logos, texts, and designs required for the performance of services in a timely manner. If performance is delayed because the Client fails to cooperate or does so late, agreed deadlines extend accordingly. The Client warrants that they are entitled to use all provided content and data and that no third-party rights are violated.

Agreed delivery and performance dates are binding only if expressly confirmed in writing as such. Otherwise, they are projected dates. In the event of force majeure, unforeseen obstacles, or delays for which I am not responsible (e.g., illness, failure of external service providers, statutory measures), agreed deadlines extend accordingly. The Client will be informed of such circumstances without delay.

Upon completion of a deliverable suitable for acceptance, I hand it over for review. The Client will check the deliverable within 14 days and either accept it in writing or specifically state defects. If no response is given within this period or if the deliverable is used productively, it is deemed accepted. Minor defects do not entitle the Client to refuse acceptance; they will be remedied within the warranty.

Requests by the Client that go beyond the originally agreed scope (change requests) require a separate agreement on effort, remuneration, and any schedule impact. I will review such requests and submit a corresponding additional offer.

Before performance begins, the Client may terminate the contract at any time; advance payments already made are refunded, less demonstrable costs incurred. Once performance has begun, the Client owes proportional remuneration for services already rendered. Maintenance and support contracts with a fixed term may be terminated with the agreed notice period (typically 14 days to the end of a month). The right to extraordinary termination for good cause remains unaffected.

Upon full payment of the agreed remuneration, the Client receives the simple, geographically and temporally unrestricted right of use for the agreed purpose to the works individually created for them (in particular source code, concepts, documentation). Transfer of exclusive rights of use, modification, or transfer to third parties requires a separate written agreement. The respective licence terms of third-party providers apply to frameworks, libraries, and open-source components used. I reserve the right to display anonymized references to the works created for the Client in my portfolio, unless the Client expressly objects.

I undertake to treat all confidential information of the Client (in particular trade secrets, data, source code) obtained during the cooperation strictly confidentially during and after termination of the contractual relationship and not to pass it on to third parties. Upon request, an additional separate non-disclosure agreement (NDA) can be concluded.

I warrant that my services are rendered free of defects in accordance with the agreed specification. In case of defects, I will rectify them within a reasonable period (correction or re-creation). If rectification fails twice, the Client may claim a price reduction or withdraw from the contract. The limitation period for warranty claims is 24 months for consumers and 12 months for entrepreneurs from acceptance.

I am liable without limitation for intent and gross negligence as well as for damages arising from injury to life, body, or health. For slight negligence in breaching essential contractual obligations (cardinal duties), liability is limited to the foreseeable damage typical for the contract. Any further liability for slight negligence is excluded. Liability under the Product Liability Act remains unaffected. For indirect damages, lost profits, or data loss, I am only liable to the extent that the Client has carried out regular and proper data backups. Data communication via the internet cannot, given the current state of technology, be guaranteed to be error-free or available at all times.

Personal data of the Client is processed exclusively to fulfil the contract. If, within the scope of the order, processing of third-party personal data on behalf of the Client is required, the parties conclude a Data Processing Agreement (DPA) under Art. 28 GDPR. Further information is available in the Privacy Policy.

The law of the Federal Republic of Germany applies, excluding the UN Convention on Contracts for the International Sale of Goods. If the Client is a merchant, a legal entity under public law, or a special fund under public law, the place of jurisdiction for all disputes arising from this contract is my place of business in Oldenburg. Should individual provisions of these terms be or become invalid, the validity of the remaining provisions shall not be affected. The invalid provision shall be replaced by an effective regulation that comes closest to the economic purpose of the invalid provision. Amendments and additions to these terms require text form (email is sufficient).

You have the right to withdraw from this contract within fourteen days without giving any reason. The withdrawal period is fourteen days from the day of contract conclusion. To exercise your right of withdrawal, you must inform me (JExcellence — Justin Eiletz, Oldenburg, justin.eiletz@jexcellence.de) by means of a clear declaration (e.g., a letter sent by post or an email) of your decision to withdraw from this contract. To meet the withdrawal deadline, it is sufficient that you send the notification of the exercise of the right of withdrawal before the withdrawal period has expired.

If you withdraw from this contract, I will refund all payments received from you, without delay and at the latest within fourteen days from the day on which I received the notification of your withdrawal. For this refund, I will use the same means of payment that you used for the original transaction unless expressly agreed otherwise with you. If you have requested that the services begin during the withdrawal period, you must pay me a reasonable amount corresponding to the proportion of the services already provided up to the time of withdrawal.