General Terms and Conditions (GTC) of DesignPodio

Last updated: June 18, 2026

1. Provider & Scope

1.1)

These General Terms and Conditions (“GTC”) govern all contracts between: DesignPodio – Karen Imani Shakibaei Hildegard-Knef-Straße 51 40549 Düsseldorf Germany (hereinafter “DesignPodio”, “we”, “us”, or “our”) and its customers (“Customer”, “you”, or “your”) concerning:

• the use of the DesignPodio platform,
• hosting services,
• add-ons,
• and design services.

1.2)

Our services are directed exclusively at entrepreneurs within the meaning of § 14 of the German Civil Code (BGB). Consumers within the meaning of § 13 BGB are excluded from using our services. By entering into a contract, the Customer confirms that it is acting in a commercial or self-employed professional capacity.

1.3)

Deviating or supplementary terms and conditions of the Customer shall not apply unless expressly agreed to in writing by DesignPodio. This applies even if DesignPodio performs services without expressly objecting to such terms.

2. Contract Conclusion

2.1)

The presentation of services on our website or in other materials does not constitute a legally binding offer but is merely an invitation to submit an offer (invitatio ad offerendum).

2.2)

A contract is concluded when:

• the Customer completes the booking or order process, and
• DesignPodio confirms the order in writing (e.g., via email) or activates the service.

2.3)

The contract language is English. A German version may be provided for convenience or upon request. In case of any conflict or discrepancy between versions, the English version prevails, unless mandatory German law requires otherwise.

3. Services of DesignPodio

3.1) Platform & Hosting (SaaS Model)

3.1.1)

DesignPodio provides a managed platform enabling Customers to operate websites, blogs, and online shops.

3.1.2)

The exact scope of services depends on the selected plan, as detailed in the order confirmation or service description.

3.1.3)

The platform is provided as Software-as-a-Service (SaaS). There is no transfer of ownership, source code, or any proprietary elements.

3.1.4)

DesignPodio strives to ensure reasonable availability of the platform (targeting at least 99% uptime on a monthly basis, excluding scheduled maintenance). Temporary restrictions may occur due to maintenance, security updates, force majeure, or other unavoidable events. DesignPodio will notify Customers of planned maintenance where feasible.

3.1.5)

If included resources (e.g., bandwidth, storage) are permanently exceeded or usage endangers system stability or other users, DesignPodio may require an upgrade to a higher plan. If the Customer refuses, DesignPodio reserves the right to restrict or suspend services after providing reasonable notice.

3.2) Add-ons

3.2.1)

Optional add-ons (e.g., advanced bookings, subscriptions, hourly backups, or additional features) extend the booked plan.

3.2.2)

Add-ons are tied to the main subscription and automatically terminate upon termination of the main contract.

3.2.3)

Add-ons may be subject to separate pricing, as specified in the order confirmation.

3.3) Design Services (Project-Based Work)

3.3.1)

Design Services constitute project-based professional services, including but not limited to website design, branding, UI/UX development, and related creative work.

3.3.2)

The scope of services, timelines, and deliverables are defined individually per project in a separate agreement or order confirmation.

3.3.3)

Unless otherwise agreed in writing, Design Services include up to two (2) revision rounds. Further revisions, change requests, or work beyond the agreed scope shall be charged separately at DesignPodio’s then-current hourly rates.

3.3.4)

Subjective dissatisfaction, changes in taste, or strategic reconsiderations by the Customer shall not constitute a defect or grounds for rejection.

3.3.5)

The work shall be deemed accepted if no substantial defects are reported in writing within seven (7) calendar days after delivery. Acceptance may not be withheld for minor deviations or aesthetic preferences.

3.3.6)

Minor deviations from specifications (e.g., color variations due to display differences) shall not constitute a defect.

3.3.7)

Once work has commenced, no refund claims shall arise for services already rendered, except in cases of DesignPodio’s gross negligence or intent.

3.3.8)

DesignPodio does not guarantee specific commercial outcomes, business success, conversion rates, or any other performance metrics.

3.4) Design Services for Enterprise

3.4.1)

Enterprise services are individually tailored and may include strategic consulting, design leadership, agile collaboration, and integration into the Customer’s internal teams.

3.4.2)

Scope, duration, compensation, and other terms are defined in a separate written agreement.

4. Customer Obligations

4.1)

The Customer must provide accurate, complete, and up-to-date information during registration and throughout the contract term.

4.2)

The Customer is solely responsible for:

• the legality, accuracy, and appropriateness of all uploaded content,
• compliance with copyright, trademark, and other intellectual property laws,
• compliance with applicable data protection laws (including GDPR where applicable) regarding end users or third parties,
• providing and maintaining legally required notices, policies, disclosures, and legal texts, including but not limited to privacy policies, cookie notices, terms and conditions, and imprint information where required by law,
• ensuring compliance with applicable laws regarding cookies, tracking technologies, analytics tools, advertising technologies, and consent management.

4.3)

Login credentials and access data must be kept confidential and protected against unauthorized access. The Customer is liable for any misuse resulting from its negligence.

4.4)

The Customer shall cooperate reasonably in project-based services, including providing necessary materials, feedback, and approvals in a timely manner. Delays caused by the Customer may extend timelines and incur additional fees.

4.5)

The Customer shall not use the services for illegal purposes, including but not limited to distributing malware, spam, or infringing content.

5. Usage Rights and Intellectual Property

5.1)

For the platform and hosting services, the Customer receives a non-exclusive, non-transferable, revocable right to use the platform during the contract term solely for its internal business purposes.

5.2)

All intellectual property rights in the software, infrastructure, systems, code, templates, and proprietary components remain exclusively with DesignPodio or its licensors.

5.3)

For Design Services, upon full payment, DesignPodio grants the Customer a non-exclusive, worldwide, perpetual right to use the final project deliverables (e.g., visual layouts, branding elements, graphics, UI designs, and custom content created specifically for the project).

The right of use permits the Customer to use the deliverables for its own business purposes.

The grant does not include any underlying platform code, system architecture, templates, third-party components, or proprietary tools of DesignPodio.

No ownership of the platform or technical implementations is transferred.

5.4)

Reverse engineering, decompilation, resale, sublicensing, or any unauthorized modification of the services is strictly prohibited.

5.5)

The Customer acknowledges that DesignPodio provides a hosted SaaS platform. No ownership, source code, system architecture, or transferable copy is sold or transferred. The Customer is responsible for exporting its own content during the contract term. Upon termination, all usage rights cease immediately, and DesignPodio may permanently delete all data without providing further access or retrieval periods. The Customer has no claim to the system, technical environment, templates, infrastructure, or proprietary components.

6. Fees & Payment

6.1)

All prices are stated net in euros (EUR) plus applicable value-added tax (VAT) at the statutory rate.

6.2)

Subscription fees for platform and hosting services are payable in advance for the billing period (monthly or as agreed).

6.3)

The fees for Design Services shall be paid in full and in advance upon conclusion of the project agreement, unless expressly agreed otherwise in the project agreement.

6.4)

Payments for project-based services are non-refundable once performance has commenced, except as provided in Section 3.3.7.

6.5)

In case of payment default:

• DesignPodio may charge default interest at the statutory rate,
• services may be suspended after a 14-day notice period,
• after further reasonable notice, the contract may be terminated, and
• data may be deleted immediately upon termination without any retrieval period.

6.6)

DesignPodio reserves the right to adjust fees for subscriptions with at least 30 days’ notice, effective at the end of the current billing period. The Customer may terminate upon such adjustment.

7. Term & Termination

7.1)

Subscriptions for platform and hosting services run on a monthly basis unless otherwise agreed, with automatic renewal.

7.2)

The Customer may cancel subscriptions at any time, effective at the end of the current billing period.

7.3)

No partial refunds are granted for already started or prepaid billing periods.

7.4)

Design Services projects end upon acceptance of deliverables or as specified in the project agreement.

7.5)

Either party may terminate for good cause (e.g., material breach) with immediate effect after providing written notice and a reasonable cure period (if applicable). Good cause for DesignPodio includes repeated payment defaults or misuse of services.

7.6)

Upon termination, all outstanding fees become immediately due.

8. Data & Deletion

8.1)

The Customer is responsible for exporting its data during the contract term and before the end of the current billing period. Upon termination, access to the data ceases immediately, and no further export or retrieval is possible. DesignPodio provides no assistance for data export after termination.

8.2)

Upon termination, DesignPodio may permanently delete all data immediately without liability.

8.3)

There is no obligation to store or back up data beyond the contract term.

9. Liability

9.1)

DesignPodio shall be liable without limitation for damages caused by intent or gross negligence, as well as for personal injury, death, or health damages.

9.2)

For simple negligence, liability is limited to breaches of essential contractual obligations (cardinal obligations, i.e., those whose fulfillment is necessary for the proper execution of the contract and on which the Customer may regularly rely) and is capped at the typical, foreseeable damage at the time of contract conclusion.

9.3)

In all other cases, liability is excluded to the fullest extent permitted by law.

9.4)

In particular, DesignPodio shall not be liable for:

• temporary service interruptions or downtime,
• issues caused by third-party infrastructure providers (e.g., hosting partners),
• force majeure events (including but not limited to natural disasters, wars, strikes, pandemics, or governmental actions),
• cyberattacks (e.g., DDoS, hacking, malware), provided DesignPodio has implemented reasonable security measures,
• overload due to extraordinary traffic spikes or Customer misuse,
• loss of profits, revenue, business opportunities, goodwill, data loss, or any indirect, consequential, or punitive damages.

9.5)

The total liability of DesignPodio under any contract shall in any case be limited to the total fees paid by the Customer to DesignPodio within the three (3) months preceding the event giving rise to the claim.

9.6)

DesignPodio does not guarantee uninterrupted or error-free availability of the platform. Any Service Level Agreements (SLAs) apply only if expressly agreed in writing for enterprise customers.

9.7)

Neither party shall be liable for failures or delays due to force majeure events beyond its reasonable control.

10. Indemnification

The Customer shall indemnify, defend, and hold harmless DesignPodio, its affiliates, officers, employees, and agents from and against any third-party claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising from or related to:

• unlawful or infringing content uploaded by the Customer,
• violations of intellectual property rights,
• data protection or privacy violations (including GDPR),
• misuse of the services, or
• any breach of the Customer’s obligations under these GTC.

The Customer’s indemnification obligation survives termination of the contract.

11. Data Protection

11.1)

DesignPodio processes personal data in accordance with the General Data Protection Regulation (GDPR) and applicable German data protection laws. Details are provided in our Privacy Policy, which forms an integral part of these GTC.

11.2)

Where DesignPodio processes personal data on behalf of the Customer (e.g., in hosting services), the parties shall enter into a separate Data Processing Agreement (DPA) if required by law. The Customer is the data controller and must ensure compliance with data protection laws for its end users.

11.3)

DesignPodio implements appropriate technical and organizational measures to protect data but shall not be liable for data breaches caused by the Customer’s actions or third-party attacks beyond DesignPodio’s control.

12. Confidentiality

12.1)

Each party agrees to treat as confidential all non-public information disclosed by the other party in connection with the services (including project details, business strategies, and technical data) and not to disclose it to third parties without prior written consent, except as required by law.

12.2)

Confidentiality obligations survive termination for five (5) years.

13. Amendments

13.1)

DesignPodio may amend these GTC with future effect for legitimate reasons (e.g., legal changes, service updates).

13.2)

Customers will be informed via email at least four (4) weeks before changes take effect.

13.3)

Continued use after the effective date constitutes acceptance. In case of objection, either party may terminate the contract at the end of the current billing period.

14. Applicable Law & Jurisdiction

14.1)

These GTC and all contracts shall be governed by the laws of the Federal Republic of Germany, excluding the United Nations Convention on Contracts for the International Sale of Goods (CISG).

14.2)

For disputes with entrepreneurs, the exclusive place of jurisdiction is Düsseldorf, Germany.

14.3)

For customers within the EU, mandatory consumer protection regulations of their country of residence remain unaffected if applicable (though services are B2B-only).

14.4)

For customers outside the EU (including the USA), German law shall apply to the fullest extent permitted, without prejudice to mandatory local laws that cannot be derogated from.

15. Severability

If any provision of these GTC is held invalid or unenforceable, the remaining provisions shall remain in full force and effect. The parties agree to replace the invalid provision with a valid one that most closely approximates the original intent.

16. Entire Agreement

These GTC, together with any order confirmations, project agreements, and referenced policies (e.g., Privacy Policy), constitute the entire agreement between the parties and supersede all prior understandings or agreements. No oral modifications are binding unless confirmed in writing.