Terms & Conditions
1. Scope and Parties
These Terms & Conditions (“Terms”) govern all contracts and services delivered by Brandilyst UG (haftungsbeschränkt), Gasthaus Str. 2, 47533 Kleve, Germany (“Brandilyst”), including digital, SaaS, and AI-powered solutions to business clients. By using our services, you accept these Terms. Differing terms only apply if confirmed in writing.
2. Services & Deliverables
Scope, milestones, and deliverables are as stated in our offers or Statement of Work (SOW). Customers must provide timely access, materials, and contacts; delays may adjust delivery dates and pricing.
3. Use of Third-Party Tools & Services
Brandilyst integrates third-party platforms (OpenAI, ElevenLabs, n8n cloud, Twilio, Zapier, stock/font/image providers). Third-party terms and licenses apply (n8n cloud T&Cs, OpenAI, others). Required Data Processing Agreements (AVV/DPA) are concluded, including subprocessor management under GDPR.
4. Account Creation & Security
Customer must maintain secure accounts, credentials and notify Brandilyst/tool provider promptly of any incident.
5. Customer Responsibilities
Clients must provide complete, timely information, use Brandilyst services within agreed license/terms, and comply with legal/technical requirements.
6. Intellectual Property Rights
Upon full payment, you receive a non-exclusive, non-transferable right to use Brandilyst final results for agreed business purposes. Project/source files shared only by separate agreement; third-party content remains under third-party license.
7. Payment & Invoicing
Unless otherwise agreed: 50% deposit, 50% acceptance; monthly retainers prepaid; invoices net/no VAT under § 19 UStG; payment due in 14 days.
8. Acceptance
Works are accepted unless material defects reported in writing within 5 days from delivery notification.
9. Warranty & Limitation of Liability
Legal warranty applies. No warranty for misuse/external interference or third-party system issues. Unlimited liability for intent/gross negligence and harm. For simple negligence, only essential duties and subject to typical damages. Indirect losses/forgone profits are excluded. AI/workflow solutions are best-effort; client must review before use.
10. Confidentiality & Data Protection (GDPR/AVV/DPA)
Mutual confidentiality applies. Personal data is processed per GDPR (see Privacy Policy). Brandilyst will sign AVV/DPA upon request. Third-party processors are managed and listed; international transfers and security measures documented. Data retention/deletion per contract.
11. Termination, Suspension & Changes
Retainer minimum periods as agreed; then monthly termination possible with 30 days notice. Extraordinary termination possible by law. Change Requests after contract sign are quoted/charged separately. Brandilyst may suspend/terminate for rules breach, including third-party term violation.
12. Force Majeure
Force majeure (incidents outside our control/third-party outages) suspends obligations until resolution.
13. Indemnity
Customer indemnifies Brandilyst for any claims/losses due to unlawful or contract-breaching use (including breaches of tool/platform T&Cs).
14. Governing Law & Jurisdiction
German law applies; venue for commercial parties is Ulm. Changes must be in writing. Severability applies.
Contact
Brandilyst UG (haftungsbeschränkt)
Gasthaus Str. 2, 47533 Kleve, Germany
Seat: Ulm
Managing Director: Ali Hussain
Phone: +49 1521 3573675
Email: info@brandilyst.de