General Terms and Conditions

Applies to all services provided by NXULON. The German version is exclusively binding. The English translation is provided for informational purposes only.

1. Scope

These General Terms and Conditions apply to all contracts, offers and services between NXULON (contractor) and its clients, unless expressly agreed otherwise.

2. Services

The contractor provides IT services, in particular web development, digitalisation of business processes, process automation, IT consulting, hosting and technical maintenance. The specific scope of services is defined in the individual contract or offer.

The contractor may use modern tools, including AI-assisted development tools, to deliver services. This does not affect the agreed quality or the contractor's responsibility.

3. Client Obligations

The client shall provide all content, data and information required for service delivery in a timely manner. Delays due to missing client cooperation are not attributable to the contractor. Additional effort caused by subsequent change requests may be invoiced separately.

4. No Legal or Privacy Advice

The contractor does not provide legal advice. In particular, no legal review of imprint, privacy policy or other legal texts is carried out. The client is solely responsible for the legal compliance of their content.

5. Third-Party Services

Third-party services are used to deliver the agreed services, including cloud platforms, hosting services and communication tools. A current overview of key third-party providers can be made available upon request. The contractor accepts no liability for the availability, changes or outages of such third-party services, unless caused by the contractor's own fault.

6. Remuneration

Remuneration is governed by the respective contract or offer. The contractor qualifies as a small business under § 19 of the German VAT Act (UStG); no VAT is charged.

7. Payment Terms

Invoices are due within 14 days of the invoice date without deduction. For projects, an advance payment of up to 50% of the total order value may be agreed before work begins. In the event of late payment, statutory interest on arrears will apply. The contractor reserves the right to suspend ongoing services until full payment is received.

8. Acceptance

Upon completion of the agreed services, the client will be requested to formally accept the work. If the client does not raise substantiated objections in writing within 14 working days, the service shall be deemed accepted. Minor defects that do not restrict contractual use do not entitle the client to refuse acceptance.

9. Copyright and Usage Rights

All works created within the scope of the contract (including source code, designs and concepts) are protected by the contractor's copyright. Upon full payment of the agreed remuneration, the contractor grants the client a simple, unlimited right of use for the agreed purpose.

Handover of source code and extended rights of use may be agreed separately. Open-source components used are subject to their respective licences.

10. Term and Termination

Project engagements end upon acceptance of the deliverables. Ongoing contracts (e.g. hosting, maintenance) are concluded for an indefinite period and may be terminated by either party with four weeks' notice to the end of a calendar month, in writing.

The right to extraordinary termination for good cause remains unaffected. Good cause includes in particular the client's failure to pay outstanding invoices despite a reminder.

11. Liability

The contractor is fully liable in cases of intent and gross negligence. In cases of ordinary negligence, liability is limited to foreseeable damages typical for the type of contract. Liability for lost profits or indirect damages is excluded to the extent permitted by law.

12. Data Protection

Where personal data is processed on behalf of the client, this is done exclusively on the basis of a separate Data Processing Agreement (DPA) in accordance with Art. 28 GDPR.

13. Jurisdiction

If the client is a business, the exclusive place of jurisdiction is the contractor's registered location (Wandlitz, Germany). German law applies.

14. Miscellaneous

Should any provision of these Terms be wholly or partially invalid, the validity of the remaining provisions shall not be affected. The invalid provision shall be replaced by the legally permissible rule that most closely reflects the intended economic purpose.

Amendments to these Terms require written form. No oral side agreements exist.