Terms & Conditions

1. Validity, conclusion of contract

1.1. 3e8.studio e.U. (hereinafter referred to as the ‘studio’) provides its services exclusively on the basis of the following General Terms and Conditions (GTC). These shall apply to all legal relationships between the studio and the client, even if no express reference is made to them.

1.2. The version valid at the time the contract is concluded shall apply. Deviations from these and other supplementary agreements with the client shall only be effective if they are confirmed in writing by the studio.

1.3. Any terms and conditions of the client(s) shall not be accepted, even if known, unless expressly agreed otherwise in writing in individual cases. The studio expressly objects to any general terms and conditions of the Client(s). No further objection to the client’s GTC by the studio shall be required.

1.4. Amendments to the General Terms and Conditions shall be notified to the client and shall be deemed to have been agreed if the amended General Terms and Conditions are not objected to in writing within 14 days; the client shall be expressly informed of the significance of silence in the notification.

1.5. Should individual provisions of these General Terms and Conditions be invalid, this shall not affect the binding nature of the remaining provisions and the contracts concluded on the basis thereof. The invalid provision shall be replaced by a valid provision that comes as close as possible to the meaning and purpose of the invalid provision.

1.6. Service and price details in quotation letters or cost estimates are only binding if they are provided in writing.

1.7. If the invoice is to be issued to a third party, the client shall owe the invoice amount if the third party does not fulfil its payment obligation.

1.8. The studio’s offers are subject to change and non-binding.

2. Protection of concepts and ideas

2.1. If the studio is invited to create a concept before an order is created and the studio honors this invitation before the main contract is concluded, the potential client and the studio already enter into a contractual relationship. This contract is also based on the GTC.

2.2. The potential client recognizes that the studio is already providing cost-intensive preliminary services with the concept development, although he or she has not yet assumed any performance obligations.

2.3. The concept is protected by copyright law in its linguistic and graphic parts, insofar as these reach the level of a work. The potential client is not permitted to use or edit these parts without the consent of the studio, if only because of copyright law.

2.4. The concept also contains ideas relevant to advertising and realization that do not reach the level of a work and therefore do not enjoy the protection of copyright law. These ideas are at the beginning of every creative process and can be defined as the spark that ignites everything that is subsequently produced and thus as the origin of implementation processes and/or marketing strategies. Therefore, those elements of the concept that are unique and give the project realization its characteristic character are protected. In particular, advertising slogans, advertising texts, technical concepts & systems, exhibition concepts, exhibit concepts, graphics and illustrations, advertising materials, etc. are regarded as ideas within the meaning of this agreement, even if they do not themselves reach the level of a work.

2.5. The potential client undertakes to refrain from commercially exploiting or having exploited or using or having used these creative advertising and exhibit ideas presented by the studio as part of the concept outside the corrective of a main contract to be concluded at a later date.

2.6. If the potential client is of the opinion that he/she was presented with ideas by the studio which he/she had already thought of before the presentation, this must be notified to the studio by e-mail within 14 days of the day of the presentation, citing evidence which allows a chronological allocation.

2.7. If this is not the case, the contracting parties shall assume that the studio has presented the potential client with an idea that is new to him/her. If the client uses the idea, it shall be assumed that the studio has been commissioned to do so.

2.8. The potential client may be released from his or her obligations under this point by paying appropriate compensation plus 20% VAT. The exemption shall only take effect once the compensation payment has been received in full by the studio.

3. Scope of services, order procession and the clients duty to cooperate

3.1. The scope of the services to be provided is set out in the service description in the studio contract or any order confirmation by the studio, as well as any briefing protocol (‘offer documents’). Subsequent changes to the service content require written confirmation by the studio. Within the framework provided by the client(s), the studio shall have freedom of design in the fulfilment of the order.

3.2. All services provided by the studio (in particular all preliminary drafts, sketches, visualisations, presentations, copies, plans, open source codes and electronic files) must be checked by the client and approved within three working days of receipt. If this period expires without feedback, they shall be deemed to have been approved.

3.3. The client shall make all information and documents required for the provision of the service available to the studio in a timely and complete manner. He or she shall inform the studio of all circumstances that are of significance for the execution of the order, even if these only become known during the execution of the order. The client shall bear the costs incurred if work has to be repeated or delayed by the studio as a result of incorrect, incomplete or subsequently changed information provided by him or her.

3.4. The client is obliged to check the documents (photos, logos, etc.) provided for the execution of the order for any copyrights, trademark rights, labelling rights or other rights of third parties (rights clearing) and guarantees that the documents are free of third-party rights and can therefore be used for the intended purpose. The studio shall not be liable in the event of slight negligence or after fulfilment of its duty to warn – at least in the internal relationship with the client – due to an infringement of such third-party rights by the documents provided. If a claim is made against the studio by a third party due to such an infringement of rights, the Client shall indemnify and hold the studio harmless; he or she shall compensate the studio for all disadvantages incurred by the studio as a result of a claim by a third party, in particular the costs of appropriate legal representation. The client undertakes to support the studio in the defence against any third-party claims. The client shall provide the studio with all documents for this purpose without being requested to do so.

4. External services / commissioning of third parties

4.1. The studio is authorised at its own discretion to perform the service itself, to use expert third parties as vicarious agents in the provision of contractual services and/or to substitute such services (‘external service’).

4.2. The commissioning of third parties as part of an external service shall be carried out either in the studio’s own name or in the name of the client(s). The studio shall select such third party/third parties carefully and ensure that they have the necessary professional qualifications.

4.3. Insofar as the studio commissions necessary or agreed third-party services, the respective contractors shall not be vicarious agents of the studio.

4.4. The client shall assume any obligations towards third parties that extend beyond the term of the contract. This also applies expressly in the event of cancellation of the studio contract for good cause.

5. Appointments

5.1. Unless expressly agreed as binding, stated delivery or performance deadlines shall only be approximate and non-binding. Binding deadline agreements must be recorded in writing or confirmed in writing by the studio.

5.2. If the studio’s delivery/service is delayed for reasons for which it is not responsible, such as force majeure events and other unforeseeable events that cannot be averted by reasonable means, the service obligations shall be suspended for the duration and to the extent of the hindrance and the deadlines shall be extended accordingly. If such delays last for more than two months, the client and the studio shall be entitled to withdraw from the contract.

5.3. If the studio is in default, the client may only withdraw from the contract after he or she has set the studio a reasonable grace period of at least 14 days in writing and this has expired without result. Claims for damages by the client due to non-fulfilment or delay are excluded, except in cases of intent or gross negligence.

6. Early cancellation

6.1. The studio is entitled to cancel the contract with immediate effect for good cause. Good cause shall be deemed to exist in particular if:

a) the performance of the service becomes impossible for reasons for which the client is responsible or is further delayed despite the setting of a grace period of 14 days;

b) the client continues to breach material obligations under this contract, such as payment of a due amount or obligations to co-operate, despite a written warning with a grace period of 14 days.

c) there are justified concerns regarding the creditworthiness of the client and the client neither makes advance payments at the request of the studio nor provides suitable security prior to the studio’s performance;

6.2. The client shall be entitled to cancel the contract for good cause without granting a grace period. Good cause shall be deemed to exist in particular if the studio continues to violate material provisions of this contract despite a written warning with a reasonable grace period of at least 14 days to remedy the breach of contract.

7. Fee

7.1. Unless otherwise agreed, the studio shall be entitled to a fee for each individual service as soon as it has been provided. The studio is authorised to demand advance payments to cover its expenses. From an order volume with an (annual) budget of € 1,000 or those that extend over a longer period of time, the studio is authorised to issue interim invoices or advance invoices or to request payments on account.

7.2. The fee is understood to be a net fee plus VAT at the statutory rate. In the absence of an agreement in individual cases, the studio shall be entitled to a fee at the usual market rate for the services rendered and the transfer of copyright and trademark rights of use.

7.3. All services provided by the studio that are not expressly covered by the agreed fee shall be remunerated separately. All cash expenses incurred by the studio shall be reimbursed by the client.

7.4. The studio’s cost estimates are non-binding. If it is foreseeable that the actual costs will exceed the studio’s written estimate by more than 15%, the studio shall inform the Client of the higher costs. The cost overrun shall be deemed to have been approved if he or she does not object in writing within three working days of this notification and at the same time announces more cost-effective alternatives. If the cost overrun is up to 15%, a separate notification is not required. This cost estimate overrun shall be deemed to have been approved by the client from the outset.

7.5. The studio shall be entitled to the agreed remuneration for all work of the studio that is not carried out by the Client for whatever reason. The offsetting provision of § 1168 ABGB is excluded. If the client also unilaterally changes or cancels work commissioned without involving the studio – without prejudice to other ongoing support by the studio – he or she shall remunerate the studio for the services rendered up to that point in accordance with the fee agreement and reimburse all costs incurred. If the cancellation is not due to a grossly negligent or intentional breach of duty by the studio, the client must also reimburse the studio for the entire fee agreed for this order. In addition, the studio shall be indemnified and held harmless against any claims by third parties, in particular by the studio’s clients. Upon payment of the fee, the client shall not acquire any rights of use to work already performed; concepts, drafts and other documents that have not been executed must be returned to the studio without delay.

8. Payment, reservation of ownership

8.1. The fee is due for payment immediately upon receipt of the invoice and without deduction, unless special payment terms are agreed in writing in individual cases. This shall also apply to the charging of all cash outlays and other expenses. The goods delivered by the studio shall remain the property of the studio until full payment of the remuneration including all ancillary liabilities.

8.2. Reproduction, distribution or publication of works to which the studio has contributed is only permitted after payment of the invoice. Any contractually agreed rights of use shall only apply after payment of the invoice.

8.3. In the event of late payment by the client, statutory default interest shall apply at the rate applicable to business transactions. In the event of default in payment, the client undertakes to reimburse the studio for any reminder and collection charges incurred, insofar as they are necessary for appropriate legal action, in any case the costs of a lawyer commissioned with the collection. The assertion of further rights and claims shall remain unaffected.

8.4. In the event of default in payment on the part of the client, the studio may demand immediate payment of all services and partial services provided under other contracts concluded with him or her.

8.5. The studio shall not be obliged to provide further services until the outstanding amount has been settled (right of retention). The obligation to pay remuneration shall remain unaffected by this.

8.6. If payment in instalments has been agreed, the studio reserves the right to demand immediate payment of the entire outstanding debt in the event that partial amounts or ancillary claims are not paid on time (loss of deadline).

8.7. The client shall not be entitled to offset his or her own claims against claims of the studio unless his or her claim has been recognised in writing by the studio or has been established by a court.

9. Property rights and copyright

9.1. All services of the studio, including those from presentations (e.g. suggestions, ideas, sketches, preliminary drafts, scribbles, final artwork, concepts, negatives, slides), including individual parts thereof, shall remain the property of the studio, as shall the individual workpieces and original designs, and may be reclaimed by the studio at any time – in particular upon termination of the contractual relationship. By paying the fee, the client acquires the right of use for the agreed purpose. Unless otherwise agreed, the client may only use the studio’s services in Austria and Germany. The acquisition of rights of use and exploitation of the studio’s services shall in any case require full payment of the fees invoiced by the studio.

9.2. Changes or adaptations of the studio’s services, in particular their further development by the client or by third parties working for the client, are only permitted with the express consent of the studio and – insofar as the services are protected by copyright – of the author. The publication of all so-called ‘open files’ is therefore expressly not part of the contract. The studio is not obliged to surrender them. This means that the client has no legal claim to the rights of use for ‘electronic works’ without a contractual assignment.

9.3. The studio’s consent is required for the use of the studio’s services beyond the originally agreed purpose and scope of use, irrespective of whether these services are protected by copyright. The studio and the author shall be entitled to separate appropriate remuneration for this.

9.4. The studio’s consent is also required for the use of the studio’s services or advertising material for which the studio has developed conceptual or design templates after expiry of the studio contract, irrespective of whether this service is protected by copyright or not. The usage fees are to be agreed individually in the contract.

10. Labeling

10.1. The studio shall be entitled to refer to the studio and, if applicable, to the author on all advertising media and in all advertising measures without the Client being entitled to any remuneration for this.

10.2. Subject to written cancellation by the client, which is possible at any time, the studio shall be entitled to refer to the existing or former business relationship with the client on its own advertising media and in particular on its website and social media channels by name and company logo (reference notice).

11. Guarantee

11.1. The client must report any defects immediately, in any case within eight days of delivery/service by the studio, hidden defects within eight days of recognising them, in writing with a description of the defect; otherwise the service shall be deemed approved. In this case, the assertion of warranty claims and claims for damages as well as the right to challenge errors due to defects shall be excluded.

11.2. In the event of justified and timely notification of defects, the client shall be entitled to improvement or replacement of the delivery/service by the studio. The studio shall rectify the defects within a reasonable period of time, whereby the client shall enable the studio to take all measures necessary to investigate and rectify the defects. The studio shall be entitled to refuse to improve the service if this is impossible or involves disproportionately high costs for the studio. In this case, the client shall be entitled to the statutory rights of cancellation or reduction. In the event of improvement, the client shall be responsible for transferring the defective (physical) item at his or her own expense.

11.3. The client shall also be responsible for checking the service for its legal admissibility, in particular under competition, trademark, copyright and administrative law. The studio is only obliged to carry out a rough check of legal admissibility. In the event of slight negligence or after fulfilment of any duty to warn the client, the studio shall not be liable for the legal admissibility of content if it has been specified or approved by the client.

11.4. The warranty period shall be six months from delivery/service. The right of recourse against the studio pursuant to Section 933b (1) ABGB expires one year after delivery/service. The client shall not be entitled to withhold payments due to defects. The presumption rule of § 924 ABGB is excluded.

12. Liability product liability

12.1. In cases of slight negligence, liability of the studio and its employees, contractors or other vicarious agents (‘people’) for property damage or financial loss of the client is excluded, regardless of whether it concerns direct or indirect damage, loss of profit or consequential damage, damage due to delay, impossibility, positive breach of contract, culpa in contrahendo, defective or incomplete performance. The existence of gross negligence must be proven by the injured party. Insofar as the liability of the studio is excluded or limited, this shall also apply to the personal liability of its ‘people’.

12.2. Any liability on the part of the studio for claims made against the client on the basis of the service provided by the studio (e.g. advertising measure) is expressly excluded if the studio has fulfilled its duty to provide information or if such a duty was not recognisable to it, whereby slight negligence shall not be detrimental. In particular, the studio shall not be liable for legal costs, the Client’s own legal fees or the costs of publishing judgements or for any claims for damages or other third-party claims; the Client shall indemnify and hold the studio harmless in this respect.

12.3. Claims for damages by the client shall expire six months after knowledge of the damage; in any case, however, after three years from the studio’s act of infringement. Claims for damages shall be limited to the net order value.

13. Social media channels

13.1. The studio expressly points out to the client before placing the order that the providers of social media channels (hereinafter referred to as ‘providers’) reserve the right in their terms of use to reject or remove adverts and advertisements for any reason. The providers are therefore not obliged to forward content and information to users. There is therefore an incalculable risk on the part of the studio that adverts and appearances may be removed for no reason. In the event of a complaint from another user, the providers are granted the option of a counterstatement, but even in this case the content will be removed immediately.

13.2. In this case, it may take some time to restore the original, lawful status. The studio works on the basis of these terms and conditions of use of the providers, over which it has no influence, and also bases any order placed by the client on these terms and conditions. By placing an order, the client expressly recognises that these terms of use (co-)determine the rights and obligations of any contractual relationship.

13.3. The studio intends to fulfil the order to the best of its knowledge and belief and to comply with the guidelines of the providers. However, due to the currently valid terms of use and the simple possibility for any user to claim legal violations and thus achieve the removal of the content, the studio cannot guarantee that the commissioned campaign will be available at all times.

14. Privacy policy

14.1. The client agrees that his or her personal data (name/company, profession, date of birth, company register number, powers of representation, contact person, business address and other addresses of the client, telephone number, fax number, e-mail address, bank details, credit card details, VAT number) may be used for the purpose of contract fulfilment and support as well as for the client’s own advertising purposes, for example for sending offers, advertising brochures and newsletters (in paper and electronic form), as well as for the purpose of referring to the existing or previous business relationship with the client (reference). The client agrees that electronic mail may be sent to him/her for advertising purposes until cancelled. This consent can be revoked at any time in writing by e-mail, fax or letter to the contact details listed at the top of the GTC.

14.2. The contracting parties undertake not to pass on electronically stored or other data to third parties without written consent.

14.3. Further information on our privacy policy can be found under the following link: https://3e8.studio/en/privacy-policy/

15. Saving costumer projects

15.1. Customer projects are stored for a maximum period of 2 years from the date of final payment for the services. After this period has expired, the data will be irrevocably deleted, unless a longer retention period is required by law, necessary for the defence against possible legal claims or contractually agreed with the customer for a fee.

15.2. The storage of customer projects serves exclusively to secure change projects, follow-up projects and to fulfil contractual obligations. After the storage period has expired, all project data will be completely deleted.

15.3. Access to stored customer projects is reserved exclusively for authorised employees who require this access to fulfil their professional duties. All employees are obliged to maintain the confidentiality of the data and to comply with data protection regulations.

15.4. The customer has the right to obtain information about the stored data at any time, to have it corrected or deleted, and to request the restriction of processing. A copy of the data can also be requested. Requests must be sent to us in writing.

15.5. We use suitable technical and organisational measures to ensure the security of the stored data and to protect it from unauthorised access, loss or misuse.

16. Applicable law

16.1. The contract and all reciprocal rights and obligations and claims between the studio and the Client derived therefrom shall be governed by Austrian substantive law to the exclusion of its or their conflict of law rules and to the exclusion of the UN Convention on Contracts for the International Sale of Goods.

17. Place of fulfilment and jurisdiction

17.1. The place of jurisdiction for all legal disputes arising between the studio and the Client in connection with this contractual relationship shall be the competent court for the registered office of the studio. Notwithstanding this, the studio is entitled to sue the client at his or her general place of jurisdiction.

17.2. The place of fulfilment is the studio’s registered office. In the case of dispatch, the risk shall pass to the client as soon as the studio has handed over the goods to the transport company selected by it.