Terms and Conditions
§ 1 Scope of application
Our following terms and conditions apply exclusively to entrepreneurs, legal entities of public law and public law special funds under German law. We do not accept conflicting or deviating terms and conditions of the customer, unless we have expressly agreed to their application in writing. For billboard advertising, transport media and mast sign advertising, our “special terms and conditions” apply additionally.
§ 2 Conclusion of contract, content of the contract
(1) Our services are subject exclusively to these terms and conditions. Conflicting or deviating terms and conditions of the customer shall not be part of the contract. Our terms and conditions shall be considered accepted at the latest upon the customer accepting the performance of our service.
(2) The presentation of our service does not constitute a binding offer on our part. Only your order is a binding offer according to § 145 BGB. If we accept your offer, we will send you an order confirmation by e-mail. The order becomes binding for both parties only after the written confirmation of wtm Marketing & Vertriebsconsulting GmbH. Changes and additional agreements must be made in writing.
If no fixed date has been agreed upon for the performance period of a service, the start of the performance period for long-term contracts shall be determined as follows: the 16th of a month, when the attachment of advertising material has been affected in the period between the 2nd and the 16th of that month; 1st of the following month, when the attachment of advertising material has been affected in the period between the 17th of the current until 1st of the following month.
(3) The wtm Marketing & Vertriebsconsulting GmbH is entitled to withdraw from the contract, if it subsequently emerges that the advertising cannot be implemented for structural or operational reasons. In this case, the wtm Marketing & Vertriebsconsulting GmbH will inform the customer immediately that order cannot be implemented and will refund all compensation already received. In such cases claims for will be excluded.
The wtm Marketing & Vertriebsconsulting GmbH also reserves the right to withdraw from the contract if the customer has provided incorrect information or its advertising violates statutory provisions or is against the principles of morality. The same applies when the advertising has been disapproved of by the authorities, police or courts and when has not eliminated the cause for the disapproval within a deadline set by wtm Marketing & Vertriebsconsulting GmbH.
(4) The customer shall be liable for the costs of producing the advertising material as well as the delivery to the address given by wtm Marketing & Vertriebsconsulting GmbH. Designs are to be submitted at the request of wtm Marketing & Vertriebsconsulting GmbH. The client guarantees that the content and design of the advertising material comply with the legal and competition regulations. The customer exempts wtm Marketing & Vertriebsconsulting GmbH from any liability as to that guarantee.
The advertising materials supplied by the customer, apart from paper posters, will be available for pickup upon the termination of the contract. Wtm Marketing & Vertriebsconsulting GmbH shall be liable for damages or losses during the storage period only in case of intent or gross negligence.
The customer shall be liable for the costs of any replacements of the advertising material. Wtm Marketing & Vertriebsconsulting GmbH shall not be liable for damage or loss of advertising material during the posting period, during transport or storage, except in case of intent or gross negligence.
(5) In case of a delay of advertisement due to the damage or loss of the advertising material, or due to operational reasons or force majeure, the duration of the contract is extended by the duration of that delay. The customer will be informed immediately of any such delay.
If the customer does not wish the extension of the contract due to legitimate reasons, wtm Marketing & Vertriebsconsulting GmbH must be notified by the customer’s intention in writing within a period of one week after being informed about the delay. The Parties pledge to find a consensual solution in such case. If the customer fails to comply with his duty of notification within the time limit, the extension of the contract shall be deemed approved.
(6) wtm Marketing & Vertriebsconsulting GmbH reserves the right to relocate advertising material for operational reasons or for reasons given by the authorities. If advertising media are removed from the public sphere or transferred to other locations for the aforementioned reasons, the customer cannot assert any claims against wtm Marketing & Vertriebsconsulting GmbH.
In the case of exclusive orders (station branding, poster gallery, etc.) by other advertisers, wtm Marketing & Vertriebsconsulting GmbH will attempt to offer replacement locations. If this fails, the contract will be terminated, and any payments already made will be refunded.
§ 3 Prices and payments
(1) Unless otherwise specified, the customer shall make an advance payment for an order to be fulfilled. In case of monthly recurring payments, the respective invoice amount is payable in advance at the latest on the third day of a calendar month. The invoice amounts are to be transferred to the specified account. The day of the receipt of a payment is authoritative for the timeliness of that payment. All prices are displayed excluding value added taxes. Taxes shall be added at the time of issuing the invoice.
Wtm Marketing & Vertriebsconsulting GmbH may postpone or suspend the execution of the order until full payment of the agreed upon compensation. In the event of the suspension of the contract, wtm Marketing & Vertriebsconsulting GmbH reserves the right to continue to use the same advertising medium for other interested parties. In the case of late payments or mutually deferred payments statutory default interests shall be paid. The customer shall be liable for the costs of each default payment notification up to an amount of 5.00 EUR. However, we reserve the right to assert higher damages caused by default.
(2) Any orders are based on the price lists valid at the time the contract was concluded. If a price increase is necessary during the contract period of a long-term contract (longer than 1 year), wtm Marketing & Vertriebsconsulting GmbH reserves the right to pass on the price increase. In such cases, the customer is entitled to terminate the contractual relationship with a three-month notice period at the end of the current contract year.
(3) The essential conditions and features of an individual service offered by us can be found in the individual service and product description on our website.
(4) For compound advertising, we charge a surcharge of 200 %.
(5) We do not guarantee the exclusion of competition.
(6) If the prices of our suppliers or other costs for our products increase between the conclusion of the contract and the provision of our services, we are entitled to increase the agreed prices accordingly.
(7) The customer has no right to offset and retain unless the counterclaim is undisputed or has been established by a legally binding decision.
The rights and obligations of the customer under the contract are non-transferable to third parties unless prior written consent has been provided by wtm Marketing & Vertriebsconsulting GmbH. After transfer of the rights and obligations, premature termination of the contract is only possible with the written consent of wtm Marketing & Vertriebsconsulting GmbH. Excess discounts are to be refunded immediately.
§ 4 Performance
(1) Agreements regarding binding performance periods must be made in writing. The timely performance requires that all commercial and technical questions between the customers and us have been clarified and that the customer has fulfilled all obligations.
(2) The customer will be informed immediately if wtm Marketing & Vertriebsconsulting GmbH cannot provide the agreed upon services on time.
(3) If wtm Marketing & Sales Consulting GmbH is not responsible for any such delay, such as in cases of operating and traffic disruption, strikes, force majeure or delays of our suppliers, the contractually agreed upon performance period will be extended. If we cannot perform the services even after such a reasonable extension, both the customer and we are entitled to withdraw from the contract. Claims for damages of the customer are excluded in such cases.
§ 5 Liability
(1) Our liability, for whatever legal reason, is limited to intent and gross negligence unless. This does not apply in cases of a negligent breach of obligations, the fulfillment of which enables the proper execution of the contract in the first place, the breach of which jeopardizes the achievement of the purpose of the contract, and on whose observance, customers regularly rely. In the latter case, however, we are liable only for the foreseeable, contract-typical damage. We are not liable for a simply negligent violation of obligations other than those mentioned in the preceding sentences.
(2) The above exclusions of liability shall not apply in case of intent or gross negligence on the part of us or our agents.
§ 6 No liability for links
We are not liable for the content on external websites to which we refer via link on our website.
§ 7 Pictures and texts on our website
All pictures and texts on our website www.wtm-aussenwerbung.de are intellectual property. The use of those pictures and texts for commercial and private purposes is prohibited.
§ 8 Choice of law and jurisdiction
(1) German law shall apply under the exclusion of UN sales law.
(2) When dealing with merchants under German law, the courts in Berlin, Germany shall have jurisdiction. However, we are entitled, at our discretion, to sue at the customer’s location.
§ 9 Severability clause
Should a provision of these terms and conditions or of the underlying contract be or become ineffective, the legal validity of the remaining provisions shall remain unaffected. In place of the invalid provision, an effective provision shall be deemed to have been agreed which comes closest to the economic intention of the parties.
Version as of: 9 October 2015