Terms & Conditions

Ayla Elyanne Badenbroek, Puchberg 29, 3263 Randegg, UID-Nummer: ATU79267124

(General Provisions (A.) Special Provisions for Website Creation (B.) Special Provisions for Content Photography and Film (C.) and Special Provisions for Social Recruiting (D.).)

GENERAL PROVISIONS

I. SCOPE, GENERAL

  1. These General Terms and Conditions (T&C) of Ayla Elyanne Badenbroek, Puchberg 29, 3263 Randegg, Austria (hereinafter: “Ayla Elyanne Badenbroek” or “we”), apply to all transactions with the client conducted by Ayla Elyanne Badenbroek including transactions made via the website https://www.boldlybranded.nl/, or offline.

  2. The scope of these T&C is limited to contracts with entrepreneurs, legal entities under public law, or special funds under public law. These T&C do not apply to transactions with consumers within the meaning of § 13 BGB. An entrepreneur is a natural or legal person or a partnership with legal capacity who acts in the exercise of their commercial or independent professional activity when concluding a legal transaction.

  3. These T&C apply exclusively. The inclusion of any conflicting, supplementary, or differing conditions of the client is hereby objected to. These also do not apply if we execute the service to the client with knowledge of differing provisions of the client and/or without express objection against differing conditions of the client.

  4. In each individual case, agreements made with the client (including side agreements, supplements, and amendments) take precedence over these T&C. A written contract or our written confirmation is decisive for the content of such agreements.

  5. These T&C also apply to future business between Ayla Elyanne Badenbroek and the client without the need for their renewed inclusion.

  6. Legally relevant declarations and notifications to be made to us by the client after the conclusion of the contract (e.g., deadlines, notices of defects, etc.) require written form to be effective.

  7. Rights that are entitled to Ayla Elyanne Badenbroek according to statutory provisions or other agreements beyond these T&C remain unaffected.

II. RIGHTS TO OUR DOCUMENTS, CLIENT’S PROMISES

  1. Offers, cost estimates, and other documents provided during contract initiation remain our property and may only be made available to third parties with prior written consent.

  2. All rights, especially patent, copyright, and inventor rights to documents, samples, devices, layouts, graphics, drawings, cost estimates, drafts, and plans produced by us belong exclusively to us unless otherwise regulated in these T&C. They may only be made accessible to third parties if we have expressly given our written consent. They may also not be used by third parties and/or the client in any other way.

  3. The client assures that documents, logos, brands, graphics, trademarks, etc. provided by him do not infringe the rights of third parties.

III. CONCLUSION OF CONTRACT

  1. We create an offer based on the client’s inquiry. This offer is non-binding and without obligation unless explicitly stated otherwise.

  2. The contract is concluded by our order confirmation according to Para. 3 or our provision of service according to Para. 4.

  3. We are entitled to accept an offer made by the client through order confirmation within seven working days of receipt of the offer.

  4. The conclusion of the contract occurs through our provision of service if we have started the provision of service within seven working days of receiving the offer and the client is aware of this.

IV. CONTENT OF THE CONTRACT, ADJUSTMENT OF THE CONTRACTUALLY DUE PERFORMANCE, LEGAL DEFECTS

  1. The contractually due performance is determined by the agreement made, especially the offer.

  2. The agreement of a guarantee or the assumption of a procurement risk requires written form to be effective.

  3. The contractually due performance is free from legal defects if a third party cannot assert any claims against the client in the territory of the Republic of Austria regarding this matter. Freedom from third-party rights in other countries is owed by Ayla Elyanne Badenbroek only if we have confirmed this in writing.

  4. Subsequent changes or adjustments to the performance owed by Ayla Elyanne Badenbroek are permissible if they are customary in trade or technically necessary and do not unreasonably burden the client.

V. PERFORMANCE PERIOD, FORCE MAJEURE, AND RIGHT OF WITHDRAWAL

  1. Unless otherwise regulated in individual cases, any deadlines communicated for performance are approximate.

  2. The beginning of an agreed performance period requires the fulfillment of all cooperation duties by the client.

  3. An agreed performance period does not begin in the case of an agreed pre-performance duty of the client, such as making a down payment, before the client has fulfilled the pre-performance duties affecting him.

  4. Ayla Elyanne Badenbroek is entitled to the defense of the unfulfilled contract.

  5. The performance period extends appropriately in the event of force majeure. This excludes cases in which the occurrence of force majeure and its duration have no influence on the period of performance.

  6. In determining the appropriate extension of the performance period, the duration of the obstacle and a reasonable start-up time must be considered. Cases of force majeure also include unforeseeable events such as pandemics, epidemics, shortages of energy and raw materials, strikes, lockouts, governmental measures, terrorist attacks, and war occurring at the time of contract conclusion. Ayla Elyanne Badenbroek will inform the client immediately about the occurrence of force majeure and the expected end of this circumstance.

  7. If the state of force majeure continues uninterrupted for more than three months or if the delivery date is extended by more than four months due to several instances of force majeure, both the client and Ayla Elyanne Badenbroek are entitled to withdraw from the contract. In the case of force majeure, the assertion of claims for damages and further claims is excluded. The obligation for counter-performance ceases, and any down payments made will be refunded. The regulations of this paragraph apply accordingly if the circumstances occur with a sub-supplier and affect the delivery to Ayla Elyanne Badenbroek.

  8. Claims for damages due to non-compliance with the performance period are governed by A. VIII. Liability.

VI. FICTION OF ACCEPTANCE, COMPENSATION

  1. In the event of acceptance, our compensation is due for payment at acceptance. Acceptance can occur either by explicit declaration or implicitly by using our services.

  2. Our services or partial services are also considered accepted if

  3. we have set a reasonable period for (partial) acceptance to the client after completion of the service or partial service and the client has not refused acceptance within this period, stating at least one defect.

VII. PRICES, PAYMENT TERMS

  1. All prices are net prices and are subject to the applicable statutory value-added tax.

  2. Payments, unless otherwise agreed, are due immediately upon transfer of risk/provision of service net. Payments are to be made at the headquarters of Ayla Elyanne Badenbroek in Randegg. Costs and risks of payment are borne by the client.

  3. Ayla Elyanne Badenbroek may request a down payment. This is due for payment upon conclusion of the contract.

  4. Travel expenses of Ayla Elyanne Badenbroek and its employees and any subcontractors are billed at 0.50 EUR/km. Any accommodation costs will also be borne by the client after prior coordination.

  5. The deduction of discounts requires a separate agreement in individual cases.

  6. The acceptance of checks and bills of exchange requires express written agreement.

  7. Despite any provisions to the contrary, we are entitled to credit payments from the client firstly to its older debts. If costs and interest have arisen, we can credit the payment to the costs, then to the interest, and lastly to the principal claim.

VIII. LIABILITY

  1. Ayla Elyanne Badenbroek is liable according to statutory provisions in the case of culpable breach of duty for all damages resulting from injury to life, body, or health.

  2. Ayla Elyanne Badenbroek is liable according to statutory provisions in the case of culpable violation of essential contractual obligations. However, the liability is limited to the foreseeable, contract-typical damage if Ayla Elyanne Badenbroek has not violated essential contractual obligations intentionally or grossly negligently. Essential contractual obligations are those that are essential for achieving the purpose connected with the contract and on the observance of which the client may rely.

  3. Ayla Elyanne Badenbroek is liable for the grossly negligent and intentional violation of non-essential contractual obligations.

  4. Ayla Elyanne Badenbroek is not liable for a specific success and/or the accuracy of the services provided as well as for damages and/or consequential damages from the service. In the event that Ayla Elyanne Badenbroek becomes liable for damages to the client for any reason whatsoever, the liability of Ayla Elyanne Badenbroek towards the client is limited to intent and gross negligence and in terms of amount to 25% of the order value or an amount of € 2,000.00, whichever limit is lower in the case.

  5. Otherwise, liability is excluded.

  6. To the extent that our liability is limited or excluded according to the preceding paragraphs, this also applies to the liability of our legal representatives and vicarious agents, including our employees and staff.

IX. COOPERATION DUTIES OF THE CLIENT

  1. The client will support Ayla Elyanne Badenbroek in fulfilling all services, in particular by providing all information.

  2. The client will grant Ayla Elyanne Badenbroek access to servers, websites, social media accounts, etc.