General Terms and Conditions

1. Service Provider and Scope

These General Terms and Conditions set forth the general terms and conditions governing the web design, web development, website maintenance, technical, content, marketing preparation, audit, consulting, and AI integration services provided by DigiXRAY Labs.

Primary target audience: entrepreneurs and businesses as defined in Section 14 of the German Civil Code (BGB). In the case of a contract concluded with a consumer, mandatory consumer protection rules, specific prior information, and—where applicable—a separate notice of the right of withdrawal take precedence.

2. Order of the Contractual Documents

The legal relationship between the parties is governed by the following documents, in this order in the event of any conflict:

1. an individually accepted offer, order, or contract;
2. the project brief, specifications, and change log approved in writing;
3. these General Terms and Conditions;
4. the relevant mandatory laws and regulations.

Any terms and conditions expressly set forth in a specific offer shall take precedence over the general provisions of these General Terms and Conditions.

3. Entering into a Contract

The service descriptions and price listings appearing on the website are for informational purposes only and do not, in and of themselves, constitute a binding offer. A contract is formed when the Customer verifiably accepts the Service Provider’s specific offer, or when the Service Provider confirms the order in writing.

An automatic form or email confirmation merely confirms the technical receipt of the request and does not constitute acceptance of the order.

4. Scope and Extent of the Service

The specific scope of work, functions, page count, languages, integrations, milestones, deliverables, fee, and deadline are set forth in the customized proposal or specification. The fee applies exclusively to the scope specified therein.

Any request that exceeds the original scope—including new features, additional pages, new languages, additional integrations, redesigns, or significant content changes—is considered a change request. The Service Provider will notify the customer of the impact on fees and deadlines prior to implementation.

5. The Customer’s Obligation to Cooperate

The Customer is obligated, in particular, to:

• submit the necessary text, images, access credentials, brand elements, and decisions in a timely manner;
• designate a contact person authorized to approve;
• to review milestones and test versions within a reasonable timeframe;
• ensure that the content, data, trademarks, images, licenses, and instructions it provides are lawful;
• report any error, security incident, or significant change in circumstances immediately.

Any delay or failure on the part of the Customer to cooperate may result in a proportional extension of the performance deadline and may justify an adjustment to the fee in the event of documented additional expenses.

6. Project Process, Testing, and Acceptance

The project can be completed in phases. The Service Provider may specify a testing or review period for the version submitted for approval. The Client is required to report any detected errors in a reproducible manner, preferably with a screenshot, URL, and device and browser information.

Acceptance may be documented if the agreed-upon essential functions are operational and there are no material defects that prevent the product from being used for its intended purpose. Statutory presumption of acceptance applies exclusively under the legal conditions in effect at any given time; the consumer’s specific rights remain unaffected.

7. Compensation, Advance Payment, and Payment

The fees and schedule are specified in the individual proposal. Unless otherwise agreed, for project work, the Service Provider may apply a 50% project initiation advance payment and a 50% final installment. The advance payment is credited toward the total fee; it does not automatically constitute a forfeitable penalty.

If the contract is terminated before performance is completed, the parties shall settle accounts based on the work verifiably performed to that point, the external costs already incurred, the deliverables that can be handed over, and statutory claims.

The invoice is due by the date specified on it. In the event of a delay, the Service Provider may charge statutory late payment interest and recover documented collection costs. Ongoing services that have not yet been completed may be suspended only after a prior notice and a reasonable grace period, provided that this is permitted by law and the contract.

8. Usage Rights and Source Materials

The Customer shall acquire the rights of use specified in the customized offer upon payment of the full fee. The scope of the transfer of rights—whether exclusive or non-exclusive, as well as the duration, geographical scope, and manner of use—shall be set forth in the customized contract.

Third-party software, templates, fonts, stock content, APIs, open-source components, and extensions are subject to their own license terms. Editable source files, design systems, custom development tools, internal prompts, workflows, or documentation are only included in the delivery if the proposal expressly states so.

The Service Provider may use the project as a reference only in accordance with the specific agreement, subject to the legality of its disclosure and taking into account the Client’s legitimate interests.

9. Digital Assistive Technologies

The Service Provider may use its own or third-party digital support tools during the performance of the service. The specific technical structure, internal configuration, and workflow of these tools constitute trade secrets, except for information that must be disclosed pursuant to law or the contract.

If the performance of the service involves the use of AI, such use may only take place in a manner consistent with data protection, confidentiality, copyright, and client instruction requirements. Confidential or personal data may be transferred to an external service provider only if there is an appropriate legal basis and the necessary safeguards are in place.

10. External Services

Domains, web hosting, email, paid add-ons, stock content, advertising accounts, external APIs, and other third-party services may be subject to separate fees, licenses, or require a separate customer account. The availability, pricing, policies, and algorithms of these providers are subject to change and are beyond DigiXRAY Labs’ control.

The Service Provider does not guarantee any specific search ranking, advertising results, conversion rates, continuous external API availability, or uninterrupted operation of third-party platforms.

11. Defects, Warranty, and Repairs

The Customer is required to report the defect without undue delay and to provide the cooperation necessary for its correction. The Service Provider is entitled and obligated to investigate any defect affecting contractual performance within a reasonable time and—if the defect is attributable to the Service Provider—to correct it.

In particular, the following do not constitute errors: unauthorized modifications by the Customer or a third party; an outdated or incompatible external system; an unsupported browser, incorrect customer data, hosting or service provider downtime, or the consequences of any uncoordinated intervention performed after handover.

12. Liability

The Service Provider shall be liable without limitation for willful misconduct, gross negligence, injury to life, physical integrity, or health, as well as in all cases where liability is mandated by law.

In cases of slight negligence, the Service Provider is liable only for breaches of material contractual obligations; in such cases, liability is limited to foreseeable, typical damages. This limitation does not affect mandatory consumer rights.

The Client is responsible for ensuring the legality of the content, instructions, and access rights it provides, as well as for verifying any business, legal, product, and data protection statements that are important to it prior to publication.

13. Term, Termination, and Expiration

Project work concludes upon completion and settlement. The duration of the ongoing service and the notice period are specified in the individual contract. Both parties have the right to terminate the contract for good cause.

Upon termination, the parties shall settle accounts regarding the work performed, fees due, external costs, access rights, data to be transferred, and any confidentiality, data protection, and licensing terms that remain in effect after termination.

14. Consumer Right of Withdrawal

As a general rule, a 14-day right of withdrawal may apply to contracts concluded with consumers at a distance or outside of business premises. Due to the nature of custom-developed website services, the right of withdrawal cannot be automatically excluded merely on the grounds that the work is customized.

If the consumer expressly requests that performance begin before the expiration of the withdrawal period and has received the necessary prior information, the consumer may be required to reimburse the proportional value of the services lawfully performed up to that point in the event of withdrawal. The right of withdrawal may be waived only under the conditions specified by law.

Rule of thumb: Prior to entering into a consumer contract, DigiXRAY Labs provides the mandatory cancellation notice and the sample form on a separate, durable medium. Simply using the website or submitting a request-for-quote form does not automatically constitute a waiver of the right of withdrawal.

15. Confidentiality and Data Protection

The parties shall treat non-public business, technical, and personal data as confidential. The processing of personal data is governed by the GDPR, the BDSG, the TDDDG, the Privacy Notice and—if necessary—is carried out in accordance with a separate data processing agreement.

16. Complaints and Consumer Disputes

Complaint regarding the hello@digixray-labs.com Complaints may be submitted at the address provided. DigiXRAY Labs strives to handle complaints in a substantive and well-documented manner.

Notice pursuant to Section 36 of the VSBG: DigiXRAY Labs does not intend to participate in proceedings before a consumer arbitration board, unless required to do so by law in a specific case.

17. Governing Law and Jurisdiction

This contract is governed by the laws of the Federal Republic of Germany, to the exclusion of the United Nations Convention on Contracts for the International Sale of Goods. In the case of a consumer, this choice of law shall not deprive the consumer of the mandatory protections applicable at their habitual residence.

Mainz may be designated as the place of jurisdiction only if the parties are merchants, legal entities under public law, or special funds under public law, or if another applicable condition under Section 38 of the German Code of Civil Procedure (ZPO) is met.

17/A. Terms Regarding Webinar Attendance and Digital Content

DigiXRAY Labs webinars introduce website-related services, practical options, and potential next steps. Registration and attendance are subject to the terms and conditions specified for each webinar. Participation alone does not constitute an order for paid website development services, nor does it replace an individual professional consultation. A fee is due only if the charge and its terms are clearly disclosed in advance and expressly accepted.

WebinarPress-based access may include individual registration and session links, a 15-minute "Just-in-Time" start cycle, a waiting room, session reminders, and recordings available for replay. Access is limited to registered participants; unauthorized redistribution, republication, automated bulk downloading, or commercial reuse of protected webinar materials is not permitted, without prejudice to mandatory statutory rights and applicable lawful uses.

Registration confirmations, access information, and event reminders are operational service messages, not an automatic marketing subscription. Changes, disruptions, or cancellations to events will be communicated through the available event contact channel, along with information about updated access where appropriate. Illustrations and examples do not guarantee specific business results. If separately priced digital content or a consumer contract is offered, its expressly agreed terms and mandatory consumer information apply; statutory rights of withdrawal, warranty, and other consumer rights remain unaffected.

Related information: Privacy Information, Cookie Information and Webinars.

Webinar Addendum WEB-TERMS-2026-10-16-v1 · Published October 16, 2026 · Does not retroactively replace prior contractual terms.

18. Final Provisions

Any amendment or addition to the contract requires a valid agreement. The invalidity of a provision does not automatically render the entire contract invalid; in place of the invalid provision, the applicable statutory provision shall apply. The parties are obligated to pursue the valid contractual purpose through lawful means.

Base version: August 10, 2026 · Webinar supplement: October 16, 2026 (WEB-TERMS-2026-10-16-v1).