General Terms and Conditions (GTC)

Digital Seer OG

Rissaweggasse 2/25, 1100 Vienna, Austria
E-mail: contact@digitalseer.at
Last updated: July 2026

1. Scope of Application

1.1 These General Terms and Conditions (hereinafter "GTC") apply to all contracts between [COMPANY NAME] OG (hereinafter "Contractor") and its customers (hereinafter "Client") regarding the provision of web design, web development, hosting, maintenance, SEO, and online marketing services.
1.2 These GTC apply both to entrepreneurs (§ 1 UGB) and consumers (§ 1 KSchG), unless explicitly differentiated.
1.3 Any deviating or conflicting terms and conditions of the Client shall not become part of the contract unless the Contractor has expressly agreed to them in writing.

2. Conclusion of Contract

2.1 Offers from the Contractor are non-binding unless they are explicitly designated as binding.
2.2 A contract is concluded only through the Contractor's written order confirmation or through the actual commencement of service provision.
2.3 Verbal side agreements and subsequent changes to the content of the contract require written form to become effective.

3. Scope of Services

3.1 The specific scope of services results from the respective offer or service agreement. Services may include in particular:
- Concept, design, and development of websites and web applications
- Technical implementation, programming, and integration
- Provision and management of hosting and web space
- Maintenance, updates, and technical support of websites
- Search engine optimization (SEO)
- Online marketing measures and consulting
3.2 Services exceeding the agreed scope are considered additional services and will be charged separately. The Contractor will inform the Client in advance about any additional costs incurred and obtain the corresponding approval.
3.3 The Contractor is entitled to use qualified third parties (subcontractors) to provide services without requiring separate approval from the Client, provided that this does not impair the quality of the service.
3.4 For ongoing hosting and maintenance services, an annual average availability of 99% is targeted. No guarantee can be provided due to necessary maintenance work or force majeure.

4. Client's Obligations to Cooperate

4.1 The Client is obligated to provide all information, materials, and content required for contract fulfillment (in particular texts, images, logos, access data) on time, completely, and in a suitable format.
4.2 Delays caused by incomplete or late cooperation by the Client shall be the Client's responsibility. Agreed delivery dates shall be postponed accordingly without liability of the Contractor.
4.3 The Client ensures that all provided content is free of third-party rights and does not violate legal regulations. The Client indemnifies the Contractor against all claims by third parties arising from a breach of this obligation.
4.4 Approvals and feedback must be provided by the Client within 7 working days after submission. If no written response is received within this period, the submitted service shall be deemed approved.

5. Prices, Billing and Payment Terms

5.1 All stated prices are in euros (€) plus statutory VAT, unless explicitly stated as gross prices.
5.2 For project orders, a down payment of 50% of the agreed total net price is due upon placing the order. The remaining 50% is due after completion and before handover or publication of the website.
5.3 Ongoing services (hosting, maintenance, SEO packages) are invoiced monthly in advance.
5.4 Invoices must be paid within 14 days from the invoice date without deductions. In the event of late payment, default interest of 9.2 percentage points above the base interest rate per year and flat-rate reminder fees in accordance with legal provisions will be charged.
5.5 Objections to invoices must be submitted in writing within 14 days of receipt. After this period, the invoice shall be deemed accepted.
5.6 Offsetting against counterclaims of the Client is only permitted if these have been expressly acknowledged by the Contractor or legally established.

6. Delivery and Acceptance

6.1 Delivery dates are non-binding reference dates unless they have been expressly agreed as binding in writing.
6.2 After completion of the service, the Client will be requested to accept it. Significant defects must be reported in writing; minor defects do not entitle the Client to refuse acceptance.
6.3 The completed website and all access data will only be activated and handed over after full receipt of all outstanding payments.
6.4 The Contractor assumes no liability for delays caused by force majeure, disruptions at third-party providers, or insufficient cooperation by the Client.

7. Copyright and Usage Rights

7.1 All works created as part of the order (design, source code, graphics, concepts) are subject to the Contractor's copyright in accordance with the Austrian Copyright Act (UrhG).
7.2 Upon full payment of the agreed fee, the Contractor grants the Client a simple, non-transferable right of use for the created works for the agreed purpose. Sublicensing to third parties is prohibited without the express written consent of the Contractor.
7.3 Used open-source components, frameworks, and third-party elements are subject to their respective third-party licenses. Upon request, the Contractor will provide information about used third-party components.
7.4 The Contractor is entitled to use completed work for portfolio purposes, on its website, and as references. The Client may object to this in writing.
7.5 Materials provided by the Client (texts, images, logos, etc.) remain the property of the Client. The Client guarantees that they possess all necessary usage rights for these materials.

8. Warranty

8.1 The Contractor warrants that the services provided comply with the agreed specifications at the time of acceptance.
8.2 Defects must be reported in writing immediately after discovery. For entrepreneurs, § 377 UGB applies; defects not reported within the required period shall be deemed accepted.
8.3 The Contractor has the right to remedy defects twice. If the remedy fails, the Client may request a reduction in price or withdraw from the contract.
8.4 The warranty period is 2 years from acceptance for consumers and 1 year from acceptance for entrepreneurs.8.5 No warranty claims exist for defects caused by improper use, unauthorized modifications by the Client or third parties, non-agreed technical environments, or external updates from third parties (e.g. CMS updates, browser changes).

9. Limitation of Liability

9.1 The Contractor shall be fully liable for damages resulting from injury to life, body, or health, as well as for intent and gross negligence.
9.2 In cases of slight negligence, the Contractor shall only be liable for the violation of essential contractual obligations and limited to foreseeable, contract-typical damages.
9.3 The total liability of the Contractor is limited to the net invoice amount of the respective order.
9.4 No liability is assumed for:
- Failures or data losses at third-party providers (hosting providers, domain registrars, external APIs)
- Data losses not caused by intent or gross negligence of the Contractor
- Achievement of specific search engine rankings or advertising results, as these depend on external factors
- Content published or uploaded by the Client themselves on the website
- Damage caused by security vulnerabilities in used open-source systems or third-party software, unless the Contractor knew or should have known about them
9.5 Mandatory statutory liability provisions of the KSchG remain unaffected for consumers.

10. Term and Termination

10.1 One-time project orders end upon complete fulfillment of the agreed service.
10.2 Ongoing contractual relationships (hosting, maintenance contracts, SEO packages) are concluded for an indefinite period unless otherwise agreed and may be ordinarily terminated by either party in writing with a notice period of one (1) month to the end of the month.
10.3 The right to extraordinary termination without notice for good cause remains unaffected. Important reasons include in particular:
- Default in payment by the Client for more than 14 days despite a reminder
- Significant breach of contractual obligations by one of the parties
- Opening of insolvency or bankruptcy proceedings against the assets of the Client
10.4 In the event of premature termination by the Client for a reason not attributable to the Contractor, all services provided up to that point must be paid proportionally. Payments already made will be credited.
10.5 After termination of the contractual relationship, the Contractor shall provide the Client with all data, access information, and work results in a common format, provided that all outstanding claims have been settled.

11. Confidentiality

11.1 Both parties undertake to treat all confidential information obtained within the contractual relationship (business data, concepts, technical details, customer lists) confidentially and not disclose it to third parties.
11.2 This obligation continues beyond the duration of the contractual relationship for a period of three years after termination of the contract.
11.3 The confidentiality obligation does not apply to information that is generally known, became known without violating this obligation, or whose disclosure is required by law.

12. Data Protection

The Contractor processes personal data of the Client exclusively for contract fulfillment and business processing, in accordance with the General Data Protection Regulation (GDPR) and the Austrian Data Protection Act (DSG 2018). Further information can be found in the separate privacy policy on our website.

13. Final Provisions

13.1 The substantive law of the Republic of Austria applies, excluding the conflict of law provisions of private international law and the United Nations Convention on Contracts for the International Sale of Goods (CISG).13.2 The competent court in [LOCATION] is agreed as the exclusive place of jurisdiction for all disputes arising from or in connection with these GTC and the contracts based on them, insofar as legally permissible. For consumers, the mandatory jurisdiction provisions of §§ 14, 83c JN remain applicable.
13.3 Should individual provisions of these GTC be or become invalid or unenforceable, the validity of the remaining provisions shall remain unaffected. The invalid provision shall be replaced by a valid provision that comes as close as possible to the economic purpose of the original provision (severability clause).
13.4 Amendments and additions to these GTC must be made in writing and are only effective if signed by both parties.13.5 Consumers have the option to submit complaints to the EU Commission's online dispute resolution platform: [https://ec.europa.eu/consumers/odr](https://ec.europa.eu/consumers/odr). We are not obligated to participate in dispute resolution proceedings before a consumer arbitration board and do not participate in such proceedings.