Terms and Conditions

NextGate Digital UG (haftungsbeschränkt)
Im Winkel 8, 50189 Elsdorf
Amtsgericht Köln, HRB 128572
studio@agency-19.com

§ 1 Scope

(1) These terms apply to all contracts between NextGate Digital UG (haftungsbeschränkt), trading as Agency-19 (“Agency-19”), and its customers.

(2) Our services are offered exclusively to businesses within the meaning of § 14 BGB, legal entities under public law and special funds under public law. We do not enter into contracts with consumers. By ordering, the customer confirms they are acting as a business.

(3) The customer's own terms do not form part of the contract, even if we do not expressly object to them.

§ 2 Conclusion of contract

(1) The presentation of our services on the website is not a binding offer.

(2) A contract is concluded by our order confirmation in text form (e.g. email) or – for services bookable online (Quick-Check, Gap Report, website packages) – on completion of the online order.

(3) The scope of services follows from the respective quote or the service description on our website at the time of ordering.

§ 3 Services

(1) Gap Report: a technical accessibility review of the agreed web offering against WCAG 2.1 AA / EN 301 549, a professional assessment of whether the German Accessibility Strengthening Act (BFSG) is likely to apply, and a prioritised list of measures. Up to five representative page templates are reviewed (e.g. home page, product or service page, form, checkout). If a larger scope is needed, we say so before starting; the customer can then extend the scope or withdraw from the order at no cost. Delivery is within five business days of receipt of payment and the required information and access.

(1a) Quick-Check: a brief technical review of the home page and one contact form against WCAG 2.1 AA with a short written result. The price is credited in full if the customer books the Gap Report within 30 days.

(2) No legal advice: Agency-19 provides technical and design services. We do not provide legal services within the meaning of the German Legal Services Act (RDG). Assessments of whether legal provisions apply are professional technical assessments and do not replace advice from a lawyer. In particular, we do not guarantee that authorities or third parties will not bring claims against the customer.

(3) Remediation and custom projects: scope, price and dates follow from the respective quote.

(4) Website packages: setup of the website and ongoing care (hosting, technical updates, changes within the chosen package, monthly report where included). Unused change allowances lapse at the end of each month. For the WordPress option, care additionally includes updates of WordPress, theme and plugins, security monitoring and daily backups; the customer receives an editor account to maintain their content. If the customer installs or changes plugins, themes, code or user permissions themselves, fixing any resulting problems is not covered by the monthly fee and is charged by time spent. The aim is better findability and reachability; we do not owe specific search rankings or a specific number of enquiries.

(5) We may use subcontractors and service providers (e.g. hosting, email delivery).

§ 4 Customer cooperation

(1) The customer provides the content, information, access and approvals required for the service in good time. Delays caused by missing cooperation extend agreed deadlines accordingly.

(2) The customer warrants that they hold the necessary rights to all content they supply (text, images, logos, trademarks) and indemnifies Agency-19 against third-party claims arising from an infringement of such rights.

(3) We provide drafts of the imprint, privacy policy and other mandatory information as assistance. Review, approval and responsibility for all website content lie with the customer.

§ 5 Prices and payment

(1) All prices are net, plus statutory VAT.

(2) The Quick-Check and the Gap Report are payable in advance. For website packages, any setup fee agreed for the chosen term is due in full on order or online booking. The monthly fee is payable monthly in advance, first 14 days after the order or online booking. Other invoices are payable within 14 days without deduction.

(2a) Online bookings are paid via Stripe (card, SEPA direct debit or other methods offered there). The customer receives invoices showing VAT by email.

(3) If the customer is in default of payment, we may, after a reminder and a reasonable deadline, withhold ongoing services until payment is made. Statutory default interest and lump sums remain unaffected.

§ 6 Term and cancellation of website packages

(1) Depending on the option chosen, website packages have a minimum term of 12 or 24 months from the first monthly charge. With the 24-month option, the setup fee for the “Start” and “Visible” packages is waived; if the customer terminates early for good cause attributable to themselves, the setup fee of the 12-month option becomes due pro rata.

(2) After the minimum term, the contract continues indefinitely and can be cancelled by either party in text form with one month's notice to the end of a month.

(3) We do not change prices during the minimum term. Afterwards we may adjust prices with six weeks' notice; in that case the customer may cancel effective from the price change.

(4) The right to terminate for good cause remains unaffected.

§ 7 Rights of use, domain and handover

(1) The domain is registered in the customer's name or transferred to them.

(2) Upon full payment of the fees due, the customer receives a non-exclusive right, unlimited in time and territory, to use the website created for them. At the end of the contract we hand over the website as static files or, for the WordPress option, as a complete installation (files and database export). Third-party themes and plugins are subject to their own licence terms; paid licences we use on the customer's behalf do not transfer to them automatically.

(3) Agency-19 remains entitled to reuse its own templates, components, tools and general know-how.

(4) We may name the customer as a reference and place a discreet credit to Agency-19 on the website unless the customer objects in text form.

§ 8 Acceptance

Where work results are owed (e.g. setting up a website, remediation work), the customer accepts them on completion. The work is deemed accepted if the customer does not reject it within ten business days of delivery stating material defects, or if they put it into productive use (e.g. by going live).

§ 9 Defects

In the event of defects, we first provide subsequent performance, at our discretion by remedying the defect or redoing the work. Claims for defects become time-barred twelve months after acceptance or delivery; this does not apply in the cases of § 10(1).

§ 10 Liability

(1) We are liable without limitation for intent and gross negligence, for injury to life, body or health, under the Product Liability Act and to the extent of any guarantee given.

(2) In cases of slight negligence, we are liable only for breach of an essential contractual obligation — one whose fulfilment makes proper performance of the contract possible in the first place and on which the customer may regularly rely. In that case liability is limited to the typical, foreseeable damage.

(3) These principles also apply to fines, warning-letter costs or other claims asserted against the customer by third parties or authorities.

(4) Liability is otherwise excluded.

§ 11 Data protection and processing

Where we process personal data on the customer's behalf (e.g. hosting or delivering form enquiries), the parties conclude a data processing agreement under Art. 28 GDPR.

§ 12 Confidentiality

Both parties treat all confidential information of the other party that becomes known to them in the course of the cooperation as confidential, including after the end of the contract.

§ 13 Final provisions

(1) The law of the Federal Republic of Germany applies, excluding the UN Convention on Contracts for the International Sale of Goods.

(2) To the extent legally permissible, the place of jurisdiction for all disputes is Agency-19's registered office.

(3) Amendments and additions require text form.

(4) Should any provision of these terms be invalid, the validity of the remaining provisions remains unaffected.