General Terms and Conditions

The data controller within the meaning of relevant data protection regulations is AdStrive GmbH (hereinafter referred to as the "Provider"). For details on the legal address and authorized representatives, please refer to the imprint.

Protecting personal data is our highest priority. Therefore, we would like to inform you at this point about which data we collect and when, and how we handle your personal data. This privacy policy describes the collection and use of personal data when visiting and using our website www.adstrive.com (hereinafter: "Website").

This is a purely presentation site where the Provider's services and associated references are displayed. There is no possibility to conclude contracts via the website.

The Provider also evaluates personal data for statistical and market analysis purposes. In anonymized form, statistics are created and evaluated, e.g., on industry affiliation, location, and market area of website visitors. Details can be found in the respective sections of this privacy policy.

For special services (e.g., sending newsletters), additional data protection notices may apply. We will inform you about these at the beginning of the usage process of the respective service.

1. A contract comes into effect upon a corresponding offer from the Agency with the customer's confirmation of the offer in text form, but at the latest with the commencement of the order execution.

2. The nature and scope of the services owed by the Agency are determined by the Agency's offer, including any attachments, as well as these General Terms and Conditions.

If the parties agree on SEO services, the following applies:

a) The goal of the SEO services is to have the specified website of the customer (hereinafter: Website) listed at a higher position than currently when entering certain relevant search terms (hereinafter keywords) agreed upon between the parties in search engine queries. A specific search engine ranking is not owed.

b) The Agency offers SEO services for various search engines and marketplaces. The specific search engine to which the services relate will be specified beforehand. If no other search engine is explicitly specified, the advice relates solely to Google.

c) The customer is aware that SEO is an ongoing process and that it may take up to 12 months after implementing all changes proposed by the Agency for the first changes to become visible. The customer is also aware that search engine rankings depend on a variety of factors that are subject to constant changes and are not known in detail. Unforeseen changes in ranking—even a drastic deterioration or complete removal from the search engine's index—cannot be ruled out.

As part of on-page optimizations, the Agency will, at its discretion, advise the customer regarding the site structure and/or content of the Website, its titles, headings, meta-data, image descriptions, etc., and, if necessary, make recommendations for changes.

3. Unless expressly agreed otherwise, the customer is responsible for implementing the suggestions, especially for any advisable modification of the website's source code.

4. In the event of changes to an SEO-relevant parameter, a significant change in search engine algorithms, or a sudden deterioration in search engine ranking, the Agency will promptly advise the customer within the contract term on further actions, suggest possible remedies, and support the customer in implementation to the best of its ability.

If the parties agree on services in the area of "pay per click" and/or Performance Marketing, the following applies:

1. Depending on the agreement, the customer is supported in paid advertising on search engine websites, marketplace websites, platforms, or similar websites ("Advertising Platforms"). Pay-per-click advertising refers to advertising on Advertising Platforms where ads are billed based on CPC (Cost-per-Click) and displayed depending on keywords or target groups. Booking individual keywords or target groups for the purpose of displaying advertising is hereinafter referred to as a "PPC Campaign."

2. A campaign may include, among other things:

• Booking on search engine pages;
• Booking on other content pages (e.g., via Google Display Network);
• Booking on online marketplaces like Amazon (Amazon Ads) and platforms, especially on social paid platforms like Facebook, Instagram, TikTok, LinkedIn, Xing;
• Use of the various options "exact," "phrase," and "modified broad match" as well as "broad match," negative keywords;
• Use of ad extensions;
• Booking of generic keywords;
• Booking of brand keywords;
• Booking of retargeting audiences;
• Booking of interest-based audiences;
• Booking of product-based campaigns.

3. The Agency advises the customer on the design, selection of relevant targeting criteria, and regular optimization of PPC campaigns and will activate PPC campaigns itself. The customer's goals are first jointly defined, any existing PPC campaigns and landing pages are analyzed, and suggestions for improvements are made.

4. The Agency will independently draft ad texts for the PPC campaigns and will also draw on ad texts provided by the customer. The Agency assumes that the customer holds all rights to the existing ad texts, that they comply with applicable law, and do not infringe on third-party rights. The Agency cannot guarantee any specific success of the campaigns (especially conversions).

5. Unless otherwise agreed in the offer, billing for the services of the Advertising Platforms occurs directly between the customer and the respective Advertising Platform.

6. The Agency is not liable for the correct display of the ads and PPC campaigns. However, the Agency supports the customer in analyzing errors and communicating with the Advertising Platforms in such cases.

When you contact us via the contact form on our website, we receive the personal data you voluntarily provide, i.e., name, email address, content of the message. We use this data exclusively to respond to your inquiry. No further processing occurs.

If the parties agree on support in content marketing, the following applies depending on the agreed service:

a) If agreed, the Agency will advise the customer regarding the content of press releases and press texts (hereinafter collectively "PR Texts"), their titles, headings, image descriptions, etc., and make recommendations for possible changes and will transmit the PR Texts to previously agreed newspaper editors, radio and television stations, and digital editorial offices (hereinafter collectively "Media").

b) If agreed, the Agency will also create or have content created itself based on the customer's basic specifications.

c) The customer independently reviews the content before publication. The customer is solely responsible for the PR Texts. In particular, he must ensure that the PR Texts or components such as text modules, images, graphics, logos, audio and video material, and other provided material are free from third-party rights.

d) The Agency does not owe the publication of the PR Texts by the contacted Media and has no influence on any revisions of the PR Texts by the Media. Likewise, the Agency does not owe activation in press portals or press services.

e) The Agency grants the customer the rights necessary for contract fulfillment to the PR Texts. Unless otherwise agreed, a simple, internet-only, geographically and temporally unrestricted right of use to the PR Texts is granted. This includes reproduction and making them publicly accessible. The customer also has the right to edit the PR Texts, especially to shorten and translate them. The customer may name himself as the author of the PR Texts.

f) Unless a fixed time for transmission or publication has been expressly agreed upon, the Agency only owes the effort to create or edit and transmit the PR Texts promptly. After the customer's approval of the PR Text, the Agency will transmit the PR Texts to the agreed Media without delay.

g) The Agency may refuse the transmission and publication of PR Texts provided by the customer. This applies especially if:

• The PR Texts have no informational content that meets journalistic texts or press releases;
• The PR Texts violate laws or official instructions, good morals, or offend third parties' sense of decency;
• The Agency risks significant image damage through transmission or publication;
• There is suspicion of serious or ongoing criminal offenses through transmission or publication;
• PR Texts do not correspond to the style of a press release.

h) Upon request, the Agency will support the customer in revising his PR Texts.

If off-page optimizations are agreed upon, the Agency will examine whether the quantity and/or quality of the Website's backlinks can be improved and make corresponding recommendations (Off-Page Optimization). After consulting with the customer, the Agency will strive to increase the current number and/or quality of backlinks. A specific number or quality of backlinks is not owed. The Agency is not obliged to check the placed links. If the customer changes the target pages of the links, the Agency is not obliged to provide redirection or procure new links. If the parties expressly agree, off-page optimization also includes booking backlinks from third-party websites against payment. The details of the agreed off-page optimization, especially regarding the types of external links, any expenses for links, etc., are mutually agreed upon by the parties.

1. The Agency will advise the customer regarding the content of the contractual websites, their titles, headings, image descriptions, etc., and make recommendations for possible changes.

2. If agreed, the Agency will also create or have content created itself according to the customer's specifications.

3. If the Agency commissions a text agency with content creation, it will specify topics and content to the text agency in consultation with the customer. The Agency will monitor the text agency's performance and work towards timely delivery.

4. The customer independently reviews the content before publication.

5. The Agency grants the customer the rights necessary for contract fulfillment to the content. If the content was created by a text agency, the Agency grants the customer the rights to the content that the text agency grants. Unless otherwise agreed, a simple, internet-only, geographically and temporally unrestricted right of use to the content is granted. This includes reproduction and making them publicly accessible. The customer also has the right to edit the content, especially to shorten and translate them. The customer may name himself as the author of the content.

1. If web analysis or services for conversion rate optimization ("CRO") are expressly agreed upon, the Agency will advise and support the customer regarding measures to increase conversions and the conversion rate. For this purpose, the Agency conducts a CRO audit and provides concrete, data-based recommendations and ideas to improve user experience and conversion rate on the Website.

2. The advice is provided, at the Agency's discretion, via email, telephone, or in workshops.

3. Unless otherwise agreed in the offer, the customer is responsible for implementing the suggestions himself.

1. If agreed, the Agency supports the customer, especially in using tracking and analysis tools like Google Analytics. For this purpose, the Agency will review the setup of tracking and analysis tools and the integration of tracking on the website.

2. Details of the analysis tools supported and used by the Agency are specified in the offer.

3. If agreed in the offer, the Agency will also support the customer in integrating a cookie banner from a third-party provider and will technically review the cookie banner for functionality. The Agency may not and will not provide legal advice and will only support the customer regarding technical questions. The legal assessment of the admissibility of using the analysis tool and the legally compliant implementation of any cookie banner remains the responsibility of the customer.

4. The advice is provided, at the Agency's discretion, via email, telephone, or in workshops.

5. Unless otherwise agreed in the offer, the customer is responsible for implementing the suggestions himself.

1. If other service orders are agreed upon, such as additional adjustments, workshops, training, booking on price search engine pages or on social media platforms, product data marketing, mobile marketing, outreach, due diligence examinations, or other consulting services, the Agency owes the advisory activity in the agreed period and scope. The details of the services to be provided by the Agency are specified in the respective offer.

2. Unless expressly agreed otherwise, additional services are remunerated based on the actual effort incurred.

1. Unless otherwise agreed, the Agency will act only in an advisory capacity, whereby the advice is provided, at the Agency's discretion, via email, telephone, in client meetings, or in other appropriate forms.

2. The Agency is not obliged to check used content, especially selected keywords or drafted ad texts, for compliance with applicable law and third-party rights and/or to inform the customer of any incompatibility of the content with legal requirements.

3. If contractually agreed, the Agency will provide the customer with a regular report from which the current status of the services can be seen. Special occurrences are also communicated in this report, and information about the next steps is provided.

1. The customer is obliged to pay the remuneration to the Agency according to § 12. The customer is also obliged to bear the incurred external costs (e.g., for Google) and will always store updated payment data in the accounts for this purpose.

2. The customer will support the Agency to the best of his ability in developing campaigns and content for the services described in §§ 3–9, especially by providing comprehensive information about the advertising's target audience.

3. Upon the Agency's request, the customer is obliged to specify a monthly budget for agreed marketing measures (external costs). If the customer does not make a different notification in text form by the 15th of the previous month, the budget agreed for the previous month is deemed agreed for the respective month.

4. If the Agency requests confirmations or approvals from the customer for matters related to campaigns, individual ads, or content concerning the services described in §§ 3–9, the customer will respond immediately by declaring his consent or rejection. If the customer does not respond within 5 days from the request, the requested confirmation or approval is deemed granted.

5. The customer will grant the Agency access to already existing accounts. The customer will also grant the Agency access to web analysis accounts to the extent deemed appropriate by the Agency. If accounts do not exist in total or for individual providers, the Agency will set them up for the customer in consultation with him. The customer remains the owner of the accounts and the contractual partner of the providers during the contract term and thus always has the possibility to view the activated and deactivated campaigns and to verify which actions are being carried out.

6. To avoid unclear responsibilities, the customer may only make changes to the account settings himself after prior approval by the Agency. The customer is informed that changes to the accounts are recorded and can be traced.

7. The customer appoints a fixed contact person for the Agency. This person is authorized and capable of making all decisions arising within this contractual relationship and communicating them to the Agency. The Agency is entitled but not obliged to consider information from other persons on the customer's side. The contact person must be communicated to the Agency in text form upon contract conclusion. The customer is entitled at any time to appoint another contact person. This must be communicated to the Agency in advance in text form.

8. If the customer becomes aware of errors in individual campaigns or content concerning the services described in §§ 3–9 (e.g., in placement, display, or linking), he is obliged to inform the Agency immediately and to support the Agency to the best of his ability in eliminating any errors and communicating with the providers, especially by providing all necessary data and information to remedy any errors.

1. All prices stated in the offer or elsewhere by the Agency are net prices and are subject to the applicable statutory VAT.

2. The remuneration is determined by the information provided by the Agency in the offer.

3. The hourly or daily rates and flat fees agreed upon in the offer apply. In this regard, the Agency will invoice the customer at the beginning of each month for the previous month.

4. If a remuneration based on the scope of the service is agreed upon in total or for individual service components (line fee), the agreed scope or the actual scope before any reduction is decisive for the calculation—whichever is higher.

5. Any agency commissions or discounts from providers fully benefit the Agency.

6. Invoices are sent as PDF documents and are payable within a payment period of 14 days unless otherwise specified in the invoice. Any additional services are billed monthly in arrears.

7. If a monthly budget is agreed upon (see also § 11 (3)), the Agency will orient itself to the monthly budget specified by the customer. There is no obligation to exhaust the budget. An overrun of the monthly budget by more than 5% should not occur without the customer's consent.

8. Booked advertisements according to § 4 are subject to the providers' contractual conditions, over which the Agency has no influence. The remuneration for the ad display is, in case of doubt, per click. These remunerations are not included in the budget and are borne directly by the customer.

9. Prices are not fixed and can be changed by the Agency after prior announcement in text form with a notice period of one month to the half-year's end. If the customer objects to a price change within two weeks, the old prices remain valid. In this case, the Agency is entitled to terminate the contract extraordinarily. If the customer does not object within the aforementioned period, the new prices apply from the date specified in the change notification.

10. In the event of payment default, the Agency may suspend further execution of ongoing orders until full payment is received.

1. The statutory provisions apply to the warranty, whereby claims of the customer against the Agency due to poor performance or defects in the execution of the services expire six months after the claim arises and knowledge or grossly negligent or intentional ignorance of the circumstances giving rise to the claim.

2. The Agency strives to carry out the contractual measures in accordance with the respective search engine's guidelines. However, the parties are aware that individual agreed measures for search engine optimization may violate the guidelines of individual search engines and that this does not constitute defective performance by the Agency. This applies especially if the customer has explicitly approved certain measures of the Agency knowing the guidelines.

3. Unlimited Liability: The Agency is liable without limitation for intent and gross negligence as well as in accordance with the Product Liability Act. For slight negligence, the Agency is liable for damages resulting from injury to life, body, and health of persons.

4. Otherwise, the following limited liability applies: In cases of slight negligence, the Agency is only liable for the violation of essential contractual obligations, the fulfillment of which enables the proper execution of the contract in the first place and on whose compliance the customer regularly relies (cardinal obligations). The liability for slight negligence is limited to the damages foreseeable at the time of contract conclusion, the occurrence of which must typically be expected. This limitation of liability also applies in favor of the Agency's vicarious agents.

5. As a service provider, the Agency is not liable for damages resulting from technical malfunctions or performance disruptions of providers or other third parties. The Agency is also not liable for damages that the customer could have prevented through reasonable measures, especially regular, at least daily, program and data backups.

1. The Agency is permitted to advertise appropriately with the fact that the customer has commissioned the Agency and may, for this purpose, use the customer's logos or similar in reference lists online and offline beyond the contract's end.

2. Unless otherwise expressly agreed in writing, the Agency is permitted to accept and process orders from customers in the same or similar industries during the contract term and beyond. This also applies, in particular, to campaigns for other clients.

3. The parties undertake to use all knowledge and information obtained within the contractual relationship only for contract execution and to treat them confidentially for an unlimited period, not disclosing them to third parties without the other contracting party's prior consent, and to impose a corresponding obligation on their employees and vicarious agents. This does not apply if information and findings are generally known or were already known to the other contracting party at the time of disclosure.

1. Should one or more provisions of these contractual terms be or become wholly or partially invalid, the validity of the contract remains unaffected.

2. Offsetting the customer's liabilities from this contract is only permissible with claims that have been legally established or are undisputed. The customer is only entitled to assert rights of retention against the Agency if the asserted counterclaim is undisputed or legally established. The assignment of claims against the Agency is only possible if the Agency expressly agrees in writing.

3. The Agency is entitled to transfer this contract with all rights and obligations to a subsidiary or affiliate company. The transfer becomes effective 28 days after it has been communicated to the customer. In the event of the transfer of this contract to another company, the customer has a special right of termination, which must be asserted in writing within 14 days after notification by the Agency. The Agency will specifically inform the customer about the significance of his conduct in the notification.

4. This contract is governed exclusively by German law, excluding the UN Convention on Contracts for the International Sale of Goods.

5. The place of jurisdiction for all disputes arising from or in connection with this contract is Berlin.