§ 1 Scope of application
(1) The following general terms and conditions (GTC) apply to all contracts that AMZ Total Inc. GmbH concludes with its customers if they are an entrepreneur, a legal entity under public law or a special fund under public law (hereinafter "Customer" or "Client").
(2) These terms and conditions apply exclusively. Deviating, conflicting or additional general terms and conditions of the customer only become part of the contract if and to the extent that AMZ Total Inc. has expressly agreed to their validity. This requirement of consent applies in any case, for example even if AMZ Total Inc. starts providing the services without reservation, knowing the customer's terms and conditions.
§ 2 Services of AMZ TOTAL INC. / cooperation of the customer
(1) AMZ Total Inc. provides web-based consulting and coaching services in the field of online marketing as well as corresponding agency services for the customer. Unless expressly agreed otherwise in writing, AMZ Total Inc. never owes the performance of a work. In particular, AMZ Total Inc. can only forecast the success of certain advertising measures based on empirical values. The customer is aware that AMZ Total Inc. is not responsible for any success in this regard. If separate remuneration has been agreed for the achievement of a certain success of an advertising measure, this is paid as a success-related bonus. In principle, however, there is no entitlement to a specific success.
(2) The customer must always perform the duties of cooperation that are incumbent on him in full and in due time upon first request. If the customer fails to cooperate and thus prevents the provision of services by AMZ Total Inc., AMZ Total Inc.'s claim for remuneration remains unaffected.
(3) With regard to the services to be provided by AMZ Total Inc. to the customer, AMZ Total Inc. is entitled to a right to determine the performance according to § 315 BGB.
(4) AMZ Total Inc. is entitled to have services owed to the customer performed by vicarious agents.
§ 3 Conclusion of contracts
(1) The contract between AMZ Total Inc. and the customer can be made by telephone or in writing.
(2) If the contract is concluded verbally, the customer will receive an order confirmation from AMZ Total Inc. at the request of AMZ Total Inc., which is not, however, constitutive for the contract.
§ 4 Payments, prices, conditions
(1) The prices specified and communicated by AMZ Total Inc. are binding. The communicated prices are net plus statutory sales tax.
(2) AMZ Total Inc.'s services are paid for immediately after the invoice has been issued. The remuneration for the services of AMZ Total Inc. is due when the contract is concluded, unless the offer from AMZ Total Inc. is different. A (SEPA) direct debit authorization granted to AMZ Total Inc. also applies to further business relationships until revoked.
(3) If the SEPA direct debit has been agreed, the customer must give AMZ Total Inc. a written SEPA direct debit mandate after the conclusion of the contract. The template in the appendix to these terms and conditions must be used for this.
(4) AMZ Total Inc. will issue the customer with a proper invoice showing the sales tax (if necessary by vicarious agents).
(5) In the event that agreed direct debits cannot be withdrawn from the customer's account and a reversal is made, the customer is obliged to transfer the amount owed to AMZ Total Inc. within three working days of the reversal and to assume the costs caused by the reversal .
(6) Offsetting with counterclaims is only mutually permissible if the other contractual partner has recognized the offset or if it has been legally established. The same applies to the exercise of a right of retention by a contracting party.
§ 5 Termination, Duration
(1) The contract has the minimum duration individually (by telephone or in writing) between the parties.
(2) Any free termination rights of the customer are excluded.
(3) Terminations must be made in writing to be effective.
(4) The right to extraordinary termination remains unaffected.
§ 6 Default / extraordinary termination
(1) Deadlines for the provision of services by AMZ Total Inc. do not begin before the invoice amount has been received by AMZ Total Inc. and, as agreed, the data necessary for the services are available in full at AMZ Total Inc. or the necessary cooperation activities have been performed in full.
(2) If the customer is in arrears with due payments, AMZ Total Inc. reserves the right not to carry out further services until the outstanding amount has been settled.
(3) If, in the case of payment in installments, the customer is in arrears with at least two payments due to AMZ Total Inc., AMZ Total Inc. is entitled to extraordinarily terminate the contract and to stop the services. AMZ Total Inc. will assert the entire remuneration that is due by the next regular termination date as compensation.
§ 7 Fulfillment
(1) AMZ Total Inc. will perform the agreed services according to the offer with the necessary care. AMZ Total Inc. is entitled to unrestrictedly avail itself of the help of third parties.
(2) The customer is aware that AMZ Total Inc. owes the provision of services and not the production of a work, unless otherwise explicitly agreed in writing. At the customer's request, AMZ Total Inc. will provide information about the services provided under the contract within a reasonable period.
(3) If AMZ Total Inc. is prevented from providing the agreed services and the reasons for the hindrance stem from the sphere of the customer, AMZ Total Inc.'s claim for remuneration remains unaffected.
§ 8 Third Party Property Rights
The customer guarantees that work materials (e.g. photos) provided to AMZ Total Inc. are free of third party rights or that the permits required for the purposes of the main contract are available. The customer releases AMZ Total Inc. from any claims made by third parties.
§ 9 rights of use
(1) The customer receives a simple right of use with regard to the work and performance results created and made available by AMZ Total Inc. Performance and work results within the meaning of the underlying contract are all work or services or parts thereof that were created by AMZ Total Inc. for the customer (e.g. all information, documents, evaluations, videos, photos, know-how acquired in the course of fulfilling the order, Advertisements, drawings, materials, specifications, program drafts, (electronic) files, data collections, individual software including associated documentation, manuals and IT systems in the form of source codes or in any other form). As long as work results are not completed, the corresponding partial results apply as work results within the meaning of this contract.
(2) Paragraph 1 applies exclusively with the reservation that the customer has paid AMZ Total Inc. the remuneration due under the main contract in full.
(3) If payment in installments has been agreed, the right of use named in paragraph 1 is only transferred to AMZ Total Inc. when the last installment has been paid in full, unless otherwise agreed.
(4) The transfer of the work and performance results to third parties (including affiliated companies) is excluded. The same applies to processing in accordance with Section 23 UrhG.
§ 10 Liability
(1) AMZ Total Inc. is only liable for damages - irrespective of the legal reason - for intent and gross negligence. In the event of simple negligence, AMZ Total Inc. is only liable
a) for damage resulting from injury to life, limb or health,
b) for damages resulting from the breach of an essential contractual obligation (obligation, the fulfillment of which enables the proper execution of the contract in the first place and compliance with which the contractual partner regularly relies and may trust); in this case, however, liability is limited to compensation for the foreseeable, typically occurring damage.
(2) Within the limits of paragraph 1, AMZ Total Inc. is not liable for data and program losses. The amount of liability for loss of data is limited to the typical restoration effort that would have occurred if backup copies had been made regularly and in accordance with the risk. Liability under the Product Liability Act remains unaffected, as does that for the assumption of a guarantee.
§ 11 data protection and data security
(1) The customer assures that he will comply with the provisions of the General Data Protection Regulation (GDPR) and the Federal Data Protection Act (BDSG) when passing on personal data to AMZ Total Inc.
(2) If AMZ Total Inc. is to process data on behalf of the customer (order processing), a separately remunerated agreement (in writing) will be made between the parties.
§ 12 Final provisions
(1) Deviations from these terms and conditions are only effective if they have been agreed in writing. Individual agreements made with the customer on a case-by-case basis, including side agreements, additions and changes, always take precedence over these GTC. A written contract or written confirmation from AMZ Total Inc. is decisive for the content of such agreements.
(2) The law of the Federal Republic of Germany applies exclusively. The place of performance is the registered office of AMZ Total Inc. The exclusive commercial place of jurisdiction is the registered office of AMZ Total Inc.
Terms and Conditions as of: 20.12.2020 ©
AMZ Total Inc., 444 Brickell Avenue, 7th floor, Miami FL 33131 and their vicarious agents are authorized (Creditor reference ID: ………………………………………………………) , recurring, due payments from my account IBAN: ………………………………………………………… .. (please enter)
collect via SEPA core direct debit. At the same time, I instruct my bank to redeem the direct debits drawn on my account by AMZ Total Inc., 444 Brickell Avenue, 7th floor, Miami FL 33131 and their vicarious agents and agents. I can request reimbursement of the debited amount within eight weeks, starting with the debit date. The terms and conditions agreed with my bank for payments by direct debit in the SEPA core direct debit procedure apply.
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