General Terms and Conditions (GTC)
Effective upon conclusion of the order with SauberLink Ltd

1. Subject matter of the contract
1.1 These General Terms and Conditions apply to all legal transactions between SauberLink Ltd (hereinafter the “Agency”) and its contractual partners (hereinafter the “Client”). Deviating terms of the Client shall only be accepted if expressly confirmed by the Agency in a separate written acknowledgment.
1.2 Any agreement concluded between the Agency and the Client in the course of executing an order requires written form. Any additions, side agreements or amendments shall only be effective if made in writing.
1.3 These General Terms and Conditions also apply to all future business relationships with the Client even if they are not expressly agreed again.
1.4 The Agency provides services including: full-service advertising agency services, marketing consulting, business consulting and start-up consulting. Detailed service descriptions are set out in tender documents, briefings, project contracts, their annexes and the Agency’s service description.

2. Contract documents and amendments
2.1 In addition to the project contract and its annexes, the briefing provided by the Agency forms the basis of the Agency’s work and is part of the contract. If the briefing is provided orally or by telephone, the Agency will prepare a re-briefing reflecting the briefing content and provide it to the Client within 5 business days. If the Client does not object within 5 business days, the re-briefing shall be deemed binding and become part of the contract. This also applies to order confirmations sent after an oral order.
2.2 Any amendments or additional measures relating to the contract or its components require written form. Any additional costs resulting therefrom shall be borne by the Client.
2.3 In the event of force majeure, the Agency is entitled to postpone performance by the duration of the impediment, taking into account an appropriate lead time. The Client shall have no claim for damages, including in the event of missed deadlines and/or events that cannot be attended or do not occur due to the delay.
2.4 After completion of the order (offboarding appointment), the Client has a two-week period to report defects or complain about individual functions. After expiry of this period, the project shall be deemed properly completed. The Agency shall not be liable for functional impairments occurring after this period unless an active update or security package has been booked with the Agency.

3. Rights of use and copyright
3.1 Upon full payment of the agreed fee, the Client acquires the rights of use in the scope and for the duration agreed in the contract with respect to works created by the Agency in connection with the order. The Agency may retain rights of use to works for which payment has not been made at the time of termination, unless otherwise agreed, or place them into maintenance mode. Unless explicitly agreed otherwise in a separate contract, all rights of use remain with the Agency after termination.
3.2 All services provided under the order are protected by copyright and remain reserved as the Agency’s personal intellectual creations, even if the threshold of originality required for copyright protection is not reached.
3.3 The Agency may sign self-developed advertising materials in a reasonable, industry-customary manner and may publish them for self-promotional purposes. The Client may exclude such signing and/or promotional use by separate written agreement.
3.4 The Client is not permitted to modify the Agency’s works itself or through third parties, whether originals or reproductions. Any imitation of the created services and/or partial services is prohibited. In case of breach, the Agency may assert claims under applicable law.

9. Collecting societies
9.1 The Client shall be responsible for any payments due to collecting societies (e.g., GEMA). If the Agency advances such fees, the Client shall reimburse the Agency upon evidence. This also applies after termination.
9.2 The Client acknowledges that commissioning services in advertising advisory, artistic or conceptual fields may trigger an obligation to pay an artists’ social security contribution (Künstlersozialabgabe) to the Künstlersozialkasse. Such contribution must not be deducted from the Agency’s invoice. The Client remains responsible for compliance with any reporting and payment obligations.

10. Third-party services
10.1 Freelancers or third parties engaged by the Agency act as vicarious agents/performance assistants. The Client undertakes not to commission such assistants, directly or indirectly, with further projects without the Agency’s involvement for 12 months following completion of the order.

11. Electronic data and working documents
11.1 All records, working documents and electronic data created in connection with the project remain with the Agency. The Client has no right to receive data or documents. Upon payment, the Agency owes the agreed deliverable/result, not intermediate steps (e.g., sketches, drafts, production files, third-party invoices). The Agency assumes no liability for spelling/typing errors or for the legal correctness of texts published on delivered websites.

12. Media execution and media planning
12.1 The Agency organises media planning to the best of its knowledge and belief based on generally accessible market research data and media documents available to the Agency. The Agency does not owe any specific advertising success.
12.2 The Agency shall consider special conditions, discounts and benefits granted by media outlets for the Client with respect to media placements.
12.3 By arrangement, the Agency may invoice the Client for an appropriate share of third-party costs. In this case, placements will only be booked after receipt of payment. The Agency is not liable for missed placement dates caused by delayed payment; any damages claims are excluded.
12.4 In connection with newly created websites, the Agency offers regular (typically monthly) maintenance. If the Client does not use this service, any liability for potential damages to the delivered website or web shop expires. For maintenance, updates or tracking integrations, the Agency is not liable for unstable third-party code provided the Agency’s implementation is error-free.

13. Term and termination
13.1 The contract enters into force upon signature. The term is specified in the contract. If the contract is concluded for an indefinite period, either party may terminate with three months’ notice to the end of a calendar month. The right to terminate for good cause without notice remains unaffected. Termination requires written form.

14. Disputes
14.1 In the event of disputes arising during or after completion of an order, the parties shall conduct an out-of-court mediation procedure before initiating legal proceedings. If disputes concern quality assessment or the level of remuneration, external expert opinions may be commissioned to facilitate an out-of-court settlement. Unless otherwise agreed, the parties shall share the costs equally.

15. Final provisions
15.1 The Client is not entitled to assign claims arising from the contract.
15.2 Set-off or rights of retention are only permitted if counterclaims have been finally adjudicated or acknowledged. Any money-back guarantees lapse in case of non-payment upon commencement of debt collection/dunning proceedings. The Agency may initiate debt collection after the first payment reminder. Instalment agreements also lapse upon commencement of debt collection/dunning proceedings.
15.3 The Agency may apply inflation-related or industry-standard price adjustments to contracts with a term exceeding one year.
15.4 These Terms are governed by the laws of the Republic of Cyprus. Place of performance and exclusive jurisdiction (to the extent permitted by law) shall be Paphos, Cyprus.
15.5 If any provision of these Terms is wholly or partially invalid or becomes invalid in the future, the remaining provisions shall remain unaffected. The invalid provision shall be replaced by an appropriate provision that most closely reflects the economic intent of the invalid provision.

Paphos, 12.02.2026
SauberLink Ltd
Agion Saranta, 15
TALA SEA VIEW, 2nd floor, Flat/Office 201
Company No.: HE487665
info@sauber-link.com