Terms and Conditions

For services, cloud offerings, and shop products

These Terms govern all contracts between Max Welhöner (hereinafter “the provider”; see Imprint) and the provider’s customers. They apply to all websites and services operated by the provider — including consulting, programming, multimedia production, cloud and hosting services, and online shops with the provider’s own and artists’ products.

The Terms are deliberately kept short and readable. For points not regulated here, or where a clause is invalid, the statutory rules apply.

§ 1 Scope

1. These Terms apply to every contract concluded between a customer and the provider.
2. §§ 1–5, 10–12 apply universally. § 6 applies additionally when a consumer orders in the online shop, § 7 additionally to cloud and hosting services, § 8 additionally to the editorial offerings.
3. Deviating terms of the customer are not recognised unless the provider agrees to them in writing.
4. A consumer within the meaning of these Terms is any natural person acting predominantly for private purposes. An entrepreneur is anyone acting in the exercise of a commercial or self-employed activity.
5. Outside the online shop (§ 6), the provider directs its services at entrepreneurs. By placing an order, the client confirms that they act in the exercise of their commercial or self-employed activity and that the order is attributable to that activity. Orders in the online shop remain unaffected by this; they are also open to consumers, for whom § 6 applies in addition.

§ 2 Offers and Conclusion of Contract

1. Offers on the provider’s websites are non-binding unless a specific offer is expressly marked as binding.
2. A contract comes into existence when the provider sends an order confirmation or starts performing the work. For shop orders, § 6.1 applies in addition.
3. Side agreements and amendments are recorded in text form (email is sufficient).

§ 3 Prices, Payment, Invoices

1. Prices follow the respective offer or product description.
2. In the shop, all prices are end prices including statutory VAT. Shipping costs are shown before the order is completed.
3. For services, prices towards entrepreneurs are net plus VAT unless stated otherwise. Towards consumers, gross prices are shown.
4. Invoices are due within 14 days without deduction, unless agreed otherwise. Shop orders are payable on placement.
5. Third-party costs (printing, hosting, licenses) are billed separately where they are not part of a fixed price.
6. In case of payment default, statutory default interest applies.

§ 4 Performance and Deadlines

1. Deadlines are non-binding unless expressly agreed as fixed dates.
2. The provider may perform services through carefully selected third parties (fulfillment partners, sub-contractors, hosting providers).
3. Delivery and performance times refer to dispatch or provision. In case of advance payment, the period begins upon receipt of payment.
4. Delays due to force majeure, disruptions at upstream suppliers, or necessary rework following change requests by the customer extend the performance time accordingly.

§ 5 Rights of Use in Works

This section applies to programming, design, and multimedia services, and to commissioned research.

1. Upon full payment, the customer receives the simple, temporally and geographically unrestricted right to use the work for the agreed purpose.
2. Extended rights (exclusive licence, right to modify, transfer to third parties) require a separate agreement and are compensated separately.
3. Copyright remains with the provider. The provider may use finished works for own reference purposes (portfolio, website, social media), unless agreed otherwise.
4. Source data and source code are delivered only if expressly agreed. Without such agreement, the commission covers only the agreed final version.
5. Third-party licenses for fonts, icons, or other assets embedded in the work are not part of the work itself and are subject to the terms of the respective foundry or distributor. Before accepting the commission, the provider informs the customer about commercial third-party licenses and their conditions — in particular duration, pageview limits, and any subscription required to keep the work functional. Maintaining and renewing these licenses is the customer’s responsibility unless expressly agreed otherwise in the commission.

§ 6 Special Rules for the Online Shop (Consumers)

6.1 Conclusion of contract in the shop

1. Product listings in the shop are not yet a binding offer but an invitation to submit one.
2. By clicking “Order with obligation to pay”, the consumer submits a binding offer.
3. Acceptance is effected by sending an order confirmation email — at this point the purchase contract is concluded. A mere receipt confirmation is not yet an acceptance.

6.2 Shipping and delivery time

1. Most shop products are produced individually after the order (on-demand production). Delivery time is stated per product and is typically 1–3 weeks. Hand-painted or special-order items may take longer.
2. Shipping is carried out to the countries listed in the shop. Shipping costs are displayed before the order is finalised.
3. The risk of accidental loss or deterioration passes to consumers only upon delivery of the goods (§ 475 (2) BGB).

6.3 Right of withdrawal

The consumer has the right to withdraw from a distance contract within 14 days without giving any reason. The period starts on the day the consumer (or a recipient designated by the consumer, other than the carrier) takes delivery of the goods.

Withdrawal is effected by an unambiguous statement to the provider. An email to mail@maxwel.xyz is sufficient; no reason is required. The period is met if the withdrawal is dispatched in time.

Example:

Subject: Withdrawal order 12345

Good day,

I hereby withdraw my order of 12 March 2026, received on 20 March 2026.

Order number: 12345
Name: Jane Doe
Address: 1 Main Street, 12345 Anytown

Best regards
Jane Doe

The statutory model withdrawal form pursuant to Annex 2 of Art. 246a EGBGB is attached to the order confirmation and can additionally be requested by email at any time.

After withdrawal, the provider refunds the purchase price and standard outbound shipping within 14 days. The refund may be withheld until the goods have been returned or proof of dispatch has been provided. The direct costs of return are borne by the consumer. For any loss in value caused by handling beyond what is necessary to examine the nature, properties, and functioning of the goods, compensation may be claimed.

The right of withdrawal does not apply to:

• goods made to individual specifications of the consumer (e.g. hand-painted canvas, personalised prints from own photo, individual custom text)
• sealed audio recordings (CD, DVD, vinyl) once the seal is broken
• digital content whose download has started with the consumer’s explicit consent

Note: On-demand products from the standard catalog (an artist motif in a predefined size on a predefined product) are not considered individual production under German Federal Court of Justice (BGH) case law — the right of withdrawal applies in these cases.

6.4 Warranty

Towards consumers, statutory warranty rights apply (24 months from delivery for new goods). For justified defect notices, the provider bears the costs of remedy including outbound and return shipping (§ 439 (2) BGB).

6.5 Retention of title

The goods remain the provider’s property until fully paid.

§ 7 Special Rules for Cloud and Hosting Services

7.1 Availability

1. The provider aims for high availability but cannot guarantee uninterrupted access.
2. Planned maintenance is announced and, where possible, scheduled off-peak.
3. Outages caused by force majeure, third-party failures, or emergency maintenance do not establish liability.

7.2 Customer obligations

The customer undertakes:

1. not to store or distribute unlawful content,
2. not to use the services for spam, phishing, or harmful activities,
3. not to take actions that endanger the security or stability of the infrastructure,
4. to keep access credentials confidential and report suspected misuse immediately.

In case of serious or repeated breaches, the provider may suspend access.

7.3 Backups, storage, fair use

1. The provider runs regular backups but gives no guarantee for complete restoration. Important data is to be backed up additionally by the customer.
2. The storage space agreed is available to the customer. Excessive use that affects other customers may be restricted (fair use).
3. If the agreed storage space is exceeded, the customer is notified and may purchase additional storage.

7.4 Termination and data export

1. The contractual relationship may be terminated by either party with 30 days’ notice to the end of a month, unless agreed otherwise.
2. After termination, customer data is made available for export for 30 days, in open and commonly used formats where technically possible.
3. After that period the data is irrevocably deleted.

7.5 AI agents over messaging platforms

1. As an optional service, the provider offers personal AI agents reachable over messaging platforms.
2. Costs for AI model usage are borne by the customer — billing runs usage-based directly via the respective API provider. The provider only supplies the infrastructure.
3. For content generated by AI models, the provider gives no warranty — AI models may hallucinate or produce faulty output.

§ 8 Editorial Offerings: Briefing, Reports, Commissioned Research

1. The provider publishes a news briefing (Maxwel News) and research reports (Maxwel Research). Published editions are freely accessible; extended access to reports and briefings is agreed individually per customer as a subscription. Research on a topic set by the customer is provided as a service under a separate offer.
2. The contents are produced with AI assistance and are labelled accordingly. Sources are checked and cited with references; individual statements may nonetheless be incorrect, outdated or incomplete. The provider gives no guarantee of accuracy, completeness or timeliness. The contents are no substitute for legal, tax or investment advice and are not a recommendation for any particular business decision.
3. Delivery is in digital form (document, website, audio, video). No particular publication date or cadence is owed unless expressly agreed.
4. Customers may read, store and circulate the editions within their own organisation. Public reproduction, redistribution and adaptation require the provider’s consent; quotation with attribution remains permitted. For commissioned research, § 5 applies accordingly.
5. For consumers: with digital content supplied before the withdrawal period expires, the right of withdrawal lapses if the consumer has expressly consented to immediate supply and confirmed awareness of thereby losing that right (§ 356 (5) BGB).

§ 9 Liability

1. The provider is fully liable for intent and gross negligence and for injury to life, body, or health.
2. For slight negligence, the provider is only liable for breach of material contractual obligations (obligations on which the customer was reasonably entitled to rely) and only for typical, foreseeable damage.
3. Towards entrepreneurs, liability for indirect damage, consequential damage, lost profits, and data loss is excluded in case of slight negligence. Towards consumers, statutory liability applies.
4. For recommended external software and services that do not run on the provider’s infrastructure, the provider assumes no liability — the respective provider’s terms apply.

§ 10 Confidentiality

The contracting parties treat all confidential information received in the course of the cooperation as confidential and do not pass it on to third parties. This obligation continues beyond the end of the contract. Exceptions: information that is publicly known, was lawfully received from third parties, or must be disclosed by law.

§ 11 Complaints

1. Obvious defects should be reported promptly after receipt so they can be resolved quickly. Towards consumers, the statutory warranty period of 24 months applies without restriction; such notification is a request, not a precondition.
2. For justified complaints, repair or replacement is provided; the resulting outbound and return shipping costs are borne by the provider.

§ 12 Final Provisions

1. German law applies. For consumers residing in the EU, the protection of mandatory provisions of their home country remains unaffected.
2. The place of jurisdiction for disputes with merchants, legal entities under public law, and special funds under public law is Berlin. Towards consumers, the statutory places of jurisdiction apply.
3. If individual provisions of these Terms are or become invalid, the validity of the remaining provisions remains unaffected. The invalid provision is replaced by a valid one that comes closest to its economic purpose.

As of: July 2026