Terms and Conditions
splendid learning GmbH
Raiffeisenstr. 2 | Gewerbepark A15
63110 Rodgau-Dudenhofen
Germany
Represented by: Frank Hansmann (Managing Director)
Scope
The Terms and Conditions apply to all offers, contracts, and services of splendid learning GmbH, unless expressly agreed otherwise in writing. Our services are exclusively aimed at entrepreneurs within the meaning of § 14 BGB.
Subject of the contract and scope of services
The services that we would like to provide for you have been summarized in a written proposal. If necessary, further details will be set out in separate agreements, service level agreements, and order confirmations.
Billing and payment terms
The billing is carried out in accordance with the conditions agreed upon in the offer. In the case of billing based on effort, the smallest billable unit is 0.5 hours, and a working day comprises 8 hours. All price indications are net, plus the applicable statutory value-added tax.
Travel costs and other expenses outside the office location will be billed separately. For ongoing subscription contracts, invoicing occurs according to the agreed payment interval. The notice period is three months before the end of the contract; if not terminated, the contract will automatically extend for another twelve months.
Payments are due within 14 days after receipt of the invoice without any deductions unless otherwise agreed. Until full payment has been received, we reserve the ownership of the services rendered.
Performance time and withdrawal
Delivery deadlines are agreed upon individually. Binding delivery dates require written form. In the case of culpable, significant exceeding of a binding deadline and unsuccessful expiration of a reasonable grace period, the customer is entitled to withdraw. This does not apply in cases of force majeure or unavoidable circumstances.
Acceptance
If an acceptance is planned, it must occur no later than two weeks after delivery. If no acceptance or notice of defects is given within this period, the performance shall be deemed accepted. Significant defects must be documented in writing. Minor defects do not justify the refusal of acceptance.
Copyright and usage rights
The customer receives the simple, non-transferable right to use the agreed services solely for their own purposes after full payment. Further uses, modifications, or exploitations require our written consent. Source codes, documentation, or source materials (e.g., from multimedia productions) are not part of the scope of services.
Liability
We are liable for damages only in cases of intent and gross negligence. For simple negligence, we are liable only for breaches of essential contractual obligations and limited to the typical, foreseeable damage arising from the contract. Liability for indirect damages, consequential damages, or lost profits is excluded. This limitation of liability also applies to our vicarious agents and subcontractors.
Confidentiality and Data Protection
Both parties commit to confidentiality regarding all confidential information obtained in the course of their collaboration. The processing of personal data is carried out in accordance with applicable data protection laws (in particular, the GDPR). Upon request, we will conclude a data processing agreement (DPA) in accordance with Art. 28 of the GDPR.
Advertising and references
We reserve the right to use the completed project for reference purposes, mentioning the customer's name and logo, unless explicitly opposed in writing.
Index adjustment
We reserve the right to adjust our prices annually according to the official inflation rate (Federal Statistical Office) for ongoing contracts.
non-compete clause
The client agrees not to poach any employees or contractors during the project duration and for 12 months thereafter. In case of a violation, a contractual penalty amounting to one year's gross salary of the concerned employee will be due.
Final provisions
Only these terms and conditions apply. Oral side agreements do not exist. Changes and additions must be made in writing.
German law applies to the exclusion of the UN Sales Convention. The place of jurisdiction is the location of our company, provided this is legally permissible.
Status: April 2025
