Terms & Conditions.

1.1 These General Terms and Conditions ("GTC") apply to all contracts, offers, services and other business relationships between DOMU.STUDIO – Dominic Müller, Mainzer Str. 19 – 50678 Cologne ("DOMU.STUDIO") and its clients.

1.2 DOMU.STUDIO provides services in particular in the areas of web apps, platforms, internal tools, mobile apps for iOS and Android, React Native and Expo, API integrations, databases, dashboards, payment systems, authentication systems, AI integrations, technical consulting, conception, development, testing, maintenance and ongoing evolution of digital products.

1.3 These GTC are primarily directed at entrepreneurs within the meaning of § 14 German Civil Code (BGB), legal entities under public law and special funds under public law. Contracts with consumers within the meaning of § 13 BGB are only concluded based on an express separate agreement.

1.4 Deviating, conflicting or supplementary terms and conditions of the client only apply if DOMU.STUDIO expressly consents to their validity in text form. This also applies if DOMU.STUDIO performs services without reservation while aware of deviating terms.

1.5 Individual agreements, offers, service descriptions, order confirmations or separate contracts take precedence over these GTC.

2.1 Presentations on the website, on social media or in other materials do not constitute a legally binding offer but a non-binding description of the services on offer.

2.2 A contract is concluded when DOMU.STUDIO accepts an offer from the client, the client accepts an offer from DOMU.STUDIO, or DOMU.STUDIO begins to perform services with the client's knowledge and consent.

2.3 Offers from DOMU.STUDIO are valid for 14 calendar days unless stated otherwise.

2.4 Changes, additions or extensions to an assignment require a separate agreement, at least in text form, for example by email.

3.1 The specific scope of services results from the respective offer, service description, project briefing, order confirmation or other individual agreement.

3.2 DOMU.STUDIO only owes the services expressly agreed upon. Services not agreed upon, extensions, additional features, integrations, migrations, training, documentation or support services shall be remunerated separately.

3.3 Unless a specific result is expressly agreed, DOMU.STUDIO provides services as a service contract billed by effort. This applies in particular to consulting, conception, vibe-coding sessions, technical support, ongoing evolution, maintenance, error analysis and project supervision.

3.4 If the creation of a specific work is expressly agreed, in particular of specifically described software, a web app, a feature or an integration, the provisions on acceptance in these GTC apply additionally.

3.5 DOMU.STUDIO is entitled to use modern development tools, AI-assisted tools, code assistants, frameworks, libraries, cloud services and other technical aids for efficient service delivery, provided this does not breach any contractual or statutory obligations.

4.1 DOMU.STUDIO works with a modern, AI-assisted development approach. This serves to accelerate conception, development, testing, documentation and iteration.

4.2 The use of AI-assisted tools does not give the client a claim to a specific development method, a specific tool, a specific speed or a specific result beyond the agreed scope of services.

4.3 DOMU.STUDIO remains responsible for its own work to the extent that this is contractually owed. The client acknowledges, however, that software development, AI integrations, API connections and third-party systems can involve technical risks and that not every error, every change made by a third-party provider or every future incompatibility is foreseeable.

4.4 Prototypes, MVPs, test versions, demos, preview releases or experimental features are not intended for productive use unless DOMU.STUDIO expressly releases them as production-ready.

5.1 The client provides DOMU.STUDIO in a timely, complete and accurate manner with all information, content, accesses, technical documentation, credentials, contact persons, decisions and approvals required for service delivery.

5.2 The client is responsible for the legality of the content, data, brands, logos, texts, images, designs, business processes and other materials it provides.

5.3 Delays, additional effort or damages caused by late, incomplete or faulty cooperation are borne by the client and may be billed by DOMU.STUDIO according to effort.

5.4 The client ensures that DOMU.STUDIO receives the usage rights necessary to perform the assignment with regard to the materials provided.

5.5 The client is itself responsible for backups of its existing systems, databases, files and environments unless a separate backup service has been agreed with DOMU.STUDIO.

6.1 Dates and deadlines are only binding if they have been expressly agreed as binding.

6.2 Information on project durations, implementation times or go-live dates is based on experience and planning assumptions. It presupposes that the client fulfils its cooperation obligations on time.

6.3 If a project is delayed for reasons attributable to the client, agreed deadlines are extended appropriately. DOMU.STUDIO is entitled to bill any additional effort that arises as a result at the agreed rates.

6.4 DOMU.STUDIO may provide partial services and, where reasonable, make partial results available for review, use or acceptance.

7.1 Remuneration is based on the respective offer, the order confirmation, the service description or other individual agreement.

7.2 Services may in particular be billed by hourly rate, daily rate, time budget, project budget, retainer, maintenance flat rate or a combination thereof.

7.3 Where an hourly rate is agreed, billing is based on actual time spent. Each commenced unit of 15 minutes is billed as a full 15-minute unit.

7.4 Where a daily rate is agreed, one working day comprises up to 8 working hours within one calendar day, unless otherwise agreed. Partial days may be billed pro rata on an hourly basis or by individual agreement.

7.5 Preparation and follow-up, technical analysis, communication, coordination, documentation, setup of development environments, deployment, testing, debugging, project management, research, review and handover are remunerable working time, provided they are connected with the assignment.

7.6 Fixed prices only apply to the expressly agreed scope of services. Changes, extensions, additional revision rounds, new requirements, changed priorities or additional effort outside the agreed scope are billed separately by effort.

7.7 All prices are net plus statutory VAT, where VAT applies.

8.1 Costs for third-party providers, hosting, domains, SaaS services, APIs, AI models, databases, payment providers, templates, stock material, fonts, plugins, licences, certificates or other third-party services are not included in the remuneration, unless expressly agreed otherwise.

8.2 Such costs are borne by the client. They can either be concluded directly between the client and the respective provider or, after prior coordination, be advanced by DOMU.STUDIO and passed on.

8.3 The client is itself responsible for compliance with the licence terms of third-party providers, insofar as these are held in its name, on its accounts or in its systems.

9.1 Invoices are payable, unless otherwise agreed, within 14 calendar days of the invoice date without deduction.

9.2 DOMU.STUDIO is entitled to request reasonable advance payments, down payments, milestone payments or monthly invoicing.

9.3 For ongoing services billed by effort, DOMU.STUDIO may invoice on a regular basis, in particular weekly, bi-weekly or monthly.

9.4 If the client falls into payment default, DOMU.STUDIO is entitled to suspend further service delivery until outstanding claims are settled. Statutory rights regarding default remain unaffected.

9.5 The client is only entitled to rights of set-off or retention insofar as its counterclaims are undisputed, legally established or ready for decision.

10.1 Changes or extensions to the scope of services are considered change requests.

10.2 DOMU.STUDIO reviews change requests promptly where possible. Implementation only takes place if it is technically, organisationally and time-wise possible and a corresponding order is placed.

10.3 Change requests can impact schedule, budget, architecture, quality assurance and go-live. DOMU.STUDIO will point this out where this is foreseeable.

10.4 In agile or iterative collaboration, the client decides on priorities. In this case DOMU.STUDIO does not owe the implementation of all conceivable requirements within a specific time or budget frame, but rather the handling of the prioritised tasks by effort.

11.1 Insofar as DOMU.STUDIO owes services under a contract for work and services, DOMU.STUDIO provides the respective work or partial result for acceptance.

11.2 The client examines the work without delay, at the latest within 10 working days of provision, and declares acceptance or notifies specific material defects in text form.

11.3 If no declaration of acceptance and no specific notice of defects is given within the inspection period, the work is deemed accepted, provided DOMU.STUDIO informed the client of this legal consequence upon provision.

11.4 Insignificant defects do not entitle the client to refuse acceptance.

11.5 Productive use of a work or partial result by the client is deemed acceptance, unless use takes place exclusively for testing purposes.

12.1 For services subject to contracts for work and services, the statutory warranty rights apply unless otherwise effectively agreed in these GTC.

12.2 The client shall describe defects in a comprehensible manner and provide DOMU.STUDIO with all information, credentials, logs, screenshots, test data and reproduction steps required for analysis.

12.3 No warranty claims exist for errors or disruptions caused by improper use, changes made by the client or third parties, third-party systems, faulty data, external APIs, hosting issues, browser or device specifics, updates of third-party systems, or missing cooperation by the client.

12.4 DOMU.STUDIO may remedy defects at its discretion by rework, workaround, replacement or renewed service delivery.

12.5 For services subject to service contracts, DOMU.STUDIO owes diligent performance, but no specific economic, technical or creative success unless such was expressly agreed.

13.1 Upon full payment of the agreed remuneration, the client receives the usage rights necessary for the agreed purpose to the work results created individually for it.

13.2 Unless otherwise agreed, the client receives a non-exclusive, temporally and geographically unrestricted right of use of the work results for its own business purposes.

13.3 Transfer of exclusive usage rights, resale, sublicensing or use beyond the agreed purpose requires a separate agreement.

13.4 Pre-existing tools, code components, frameworks, libraries, templates, routines, know-how, concepts, methods, snippets, generic components and development tools of DOMU.STUDIO remain the property of DOMU.STUDIO or the respective rights holder. The client only receives the rights to them necessary to use the work result.

13.5 Open-source components and third-party software are subject to the respective licence terms. DOMU.STUDIO owes no rights beyond those licence terms.

13.6 Until full payment, all rights of use remain reserved.

14.1 DOMU.STUDIO may name the client and the project as a reference after completion, in particular with name, logo, short description, screenshots and link, unless the client objects in text form.

14.2 For confidential, whitelabel or agency projects, reference mention only takes place after express consent of the client.

15.1 In whitelabel projects, DOMU.STUDIO does not appear externally vis-à-vis the end customer at the client's request.

15.2 The contractual partner of DOMU.STUDIO remains exclusively the commissioning client, not its end customer.

15.3 The client is responsible for communication, approvals, content, legality, briefings and payments of its end customer, unless expressly agreed otherwise.

15.4 Delays or changes by the end customer count, in the relationship with DOMU.STUDIO, as delays or changes by the client.

16.1 The parties undertake to keep confidential information of the respective other party secret and to use it only for performance of the contract.

16.2 Confidential information includes in particular trade secrets, technical information, credentials, source code, product ideas, customer data, strategies, prices, concepts and non-public project information.

16.3 The confidentiality obligation does not apply to information that is publicly known, becomes public without breach of duty, was already lawfully known to the receiving party, or must be disclosed due to a statutory obligation.

16.4 The confidentiality obligation continues to apply after the end of the contract.

17.1 The parties comply with the applicable data protection provisions, in particular the GDPR, where applicable.

17.2 Insofar as DOMU.STUDIO processes personal data on behalf of the client, the parties conclude a separate data processing agreement before processing begins.

17.3 The client remains responsible for the lawfulness of the processing of personal data in its systems, applications, databases, forms, tracking setups and integrations, unless DOMU.STUDIO expressly owes separate data protection consulting or review.

17.4 DOMU.STUDIO does not provide legal advice, data protection consulting or compliance review unless this has been expressly and admissibly agreed.

18.1 The client provides credentials only via secure channels and ensures that permissions are limited to the necessary scope.

18.2 DOMU.STUDIO is entitled to recommend or implement appropriate security measures insofar as these are commissioned.

18.3 Absolute security cannot be guaranteed for software, web applications, APIs, cloud systems and AI systems.

18.4 The client is responsible for ongoing operation, monitoring, backups, security updates and access controls, unless these services have been expressly commissioned.

19.1 DOMU.STUDIO is liable without limitation in cases of intent, gross negligence, injury to life, body or health, as well as under mandatory statutory provisions.

19.2 In cases of slight negligent breach of material contractual obligations, DOMU.STUDIO's liability is limited in amount to the foreseeable damage typical for such contracts. Material contractual obligations are those whose fulfilment makes the proper execution of the contract possible in the first place and on whose observance the client may regularly rely.

19.3 Otherwise, liability for slight negligence is excluded.

19.4 DOMU.STUDIO is not liable for indirect damages, consequential damages, lost profits, missed savings, data losses, business interruptions, reputational damages or damages from third-party claims, to the extent permitted by law.

19.5 Liability for data loss is limited to the restoration effort that would have occurred had the client performed proper and regular data backup.

19.6 DOMU.STUDIO is not liable for disruptions, outages, changes, price adjustments, security incidents or service changes of third-party providers, hosting providers, payment providers, AI providers, APIs, open-source projects or other external services.

19.7 The foregoing liability limitations also apply in favour of vicarious agents, freelancers, subcontractors and legal representatives of DOMU.STUDIO.

20.1 DOMU.STUDIO provides technical and creative services. Legal, tax, financial or data protection advice is not part of the services.

20.2 The client is itself responsible for imprint, privacy policy, cookie banner, terms and conditions, withdrawal information, licence rights, tax requirements, sector-specific obligations, accessibility, consumer protection, e-commerce compliance and other legal requirements of its offering.

20.3 DOMU.STUDIO can support the technical implementation of such requirements but does not undertake any legal review.

21.1 Ongoing service contracts billed by effort may be terminated by either party with 14 calendar days' notice, unless otherwise agreed.

21.2 The right to extraordinary termination for cause remains unaffected.

21.3 Services already rendered, time spent, expenses, third-party costs and started work packages shall be remunerated up to the date of termination.

21.4 At the end of the contract, DOMU.STUDIO hands over agreed work results in a reasonable format, insofar as they have been paid for and no rights of retention exist.

22.1 Project communication may take place via email, video call, project management tool, messenger or other agreed communication channels.

22.2 Legally relevant declarations, in particular approvals, acceptances, changes, terminations and notices of defects, should be made in text form, in particular by email.

22.3 The client nominates a contact person authorised to make decisions. Decisions and approvals by that person are binding.

23.1 DOMU.STUDIO may provide services for clients in Germany and abroad.

23.2 Unless mandatory statutory provisions stand in the way, German law applies.

23.3 The client is itself responsible for compliance with the legal, tax, regulatory and sector-specific requirements applicable in its country, market or target region.

23.4 DOMU.STUDIO gives no warranty that a digital product, website, business model, checkout, app, AI system or data processing is legally permissible worldwide, unless a separate review by appropriately qualified advisors is carried out.

24.1 DOMU.STUDIO is not liable for delays or service failures due to events outside its reasonable control. These include in particular natural events, war, strikes, official measures, power outages, internet outages, outages of cloud or third-party providers, cyber attacks, illness, pandemics or other unforeseeable events.

24.2 In such cases, service deadlines are extended appropriately.

25.1 The law of the Federal Republic of Germany applies, to the exclusion of the UN Convention on Contracts for the International Sale of Goods, to the extent legally permissible.

25.2 The place of jurisdiction for all disputes arising out of or in connection with the contractual relationship is, to the extent permissible, the seat of DOMU.STUDIO.

25.3 Should any provision of these GTC be or become invalid or unenforceable, the validity of the remaining provisions remains unaffected.

25.4 Changes and additions to these GTC are reserved. For each contract, the version included at the time the contract was concluded applies, unless otherwise agreed.

25.5 This is an English-language translation of the German GTC provided for information. In case of doubt or contradiction, the German version prevails.