You are reading the general terms and conditions of Atoll AG. They govern the relationship between you as our client or service partner and us as an agency. And they are an integral part of every quotation or request for quotation.

Services

The agency provides services in the field of communication and product development. It guarantees excellent execution of the business assigned to it and protects the interests of its clients and service partners to the best of its knowledge and belief.

Conclusion of contract

A contract is concluded when the client commissions the agency to provide certain services. This is usually done with reference to a written offer or a briefing discussion, or, in the case of an established relationship, without prior agreement of a project fee for reasons of efficiency. By placing an order, the customer agrees to these general terms and conditions. In the case of a service partner, this is done by accepting the order.

Fee

An introductory meeting and discussion prior to placing an order are free of charge and non-binding for both parties. The agency generally charges a fee for subsequent services. This does not include any services provided by third parties (e.g. production companies, media agencies, publishers) that are necessary for the realisation of a project. Such third-party costs will be quoted to the client separately.

The agency’s fee is generally calculated in accordance with the quotation. If, due to changed circumstances, considerable additional work is required to provide the service, the agency is entitled to invoice this additionally. If the contract is awarded without a prior quotation (e.g. for small and routine tasks), the fee shall be calculated on an hourly basis in accordance with standard industry rates.

As a rule, the quotation covers concept development and project management, including any journeys to the client and minor expenses. Expenses in connection with major research or realisation work (e.g. travel, accommodation and catering costs), as well as typefaces requested by the client which the agency must acquire in order to carry out an order, are invoiced separately.

The agency shall remain entitled to full remuneration even if the use of completed work is delayed or not utilised at all.

Payment

After completion of the order, the agency shall invoice the services including VAT, payable within 30 days without deduction. In the case of larger and/or long-term projects, the agency may invoice partial services.

Rights of use

The agency makes a fundamental distinction between short-term and long-term utilisation.

Works created by the agency with a short-term purpose of use are, for example, product launches, promotions, landing pages, content pieces.

Works with a long-term purpose are e.g. communication platforms, logos, packaging, websites. The value that this work represents for the client is usually significantly higher than the price that the agency can charge purely on an hourly basis. For this reason, the payment for usage rights is listed as a separate item in quotations and invoices for works with a long-term purpose. This applies in particular to realisation without the involvement of the agency.

Upon full payment of the invoice(s), the agency shall transfer to the client the rights of use to the realised works for an unlimited purpose, time and geography, even beyond the period of cooperation. This applies to both types of works, both those with a short-term and those with a long-term utilisation purpose.

The transfer of rights of use does not oblige the agency to hand over layout data or source codes. If the agency decides to do so, this service is subject to a charge.

Works that have not been realised, regardless of whether they are for short-term or long-term use, may not be used without the knowledge and consent of the agency, not even as a specification for obtaining a competing offer. The rights of use to unrealised concepts and designs shall always remain with the agency, regardless of whether the agency was compensated for their creation or not. The agency reserves the right to use unrealised work in a modified form for other projects.

Compensation for any third-party rights (e.g. of photo models or music composers) is the responsibility of the client and is usually indicated separately.

A transfer of copyrights — as distinguished from rights of use — from the agency to the client or other parties is excluded. The agency is authorised to designate the authorship of its works in a form to be determined by it.

AI-generated content

The Agency may use AI applications to provide services.

As a licencee of a specific platform operator, the agency receives the rights to the output granted by the platform operator in accordance with its terms of use. Insofar as these rights are transferable, the agency shall grant them to the client. The transfer of exclusive rights of use is excluded in connection with AI applications.

Since AI applications in particular are subject to rapid change, the agency cannot guarantee that a particular output can be reproduced identically at a later date.

The utilisation costs of AI applications caused by a client’s order are passed on to the client.

By using AI-supported workflows instead of non-AI-supported workflows, the agency enables the client to reduce production budgets. For this benefit, the agency can charge a Productivity Gain Commission (PGC) of up to 25 % of the savings that can normally be assumed.

Liability

The agency makes no guarantees of success and accepts no liability beyond the value of the services it provides, e.g. for indirect damages. By approving the work, the client assumes responsibility for the accuracy of the image, text and product, as well as for compliance with applicable legal standards, including data protection regulations for offline and online media.

The agency uses and recommends trustworthy services for the exchange of data, but rejects any liability for any damage in connection with this.

Liability is excluded if the service specified in the offer was provided and/or the work result was accepted by the client or if situations or results deviating from the original agreements (e.g. delays, errors or omissions) were caused or favoured by the client’s behaviour.

Unavoidable or unforeseeable events shall release the agency from compliance with the agreed delivery date.

Data

The processing, storage and forwarding of data (including personal data) provided to the agency by the client or third parties shall take place to the extent necessary for the fulfilment of the order.

The client or third party warrants that such data has been acquired and transferred in accordance with applicable laws and releases the agency from all legal claims of others in this regard, including any expenses and costs associated with the assertion of or defence against such claims.

After fulfilment of the order, the client or the third party shall release the agency from any obligation to store or delete data generated in connection with the order that goes beyond the applicable law. This shall also apply to data carriers, templates and other material provided to it. Any regulations deviating from this must be agreed in good time.

Third parties

The agency may engage service partners to provide services in connection with the order.

If the agency commissions freelancers to develop work, all rights of use to this work shall be transferred to the agency without restriction, irrespective of whether the agency sells these rights of use on or not.

For larger sums, the agency initiates the preparation of a separate quotation, which is submitted to and approved by the client. This creates a direct contractual relationship between the client and the third party. The invoice(s) are to be paid directly by the client, and after the agency has checked the invoice(s), it forwards them to the client. The agency does this without any surcharges, but takes into account the project management costs incurred in the invoices it issues.

The agency shall not be liable for any claims by the client against third parties or by third parties against the client. 

Confidentiality

The agency, client and any third parties undertake to treat as confidential all business information exchanged in mutual contact that is not publicly known or accessible. Work results provided to the client for public use are exempt from the confidentiality obligation. This also applies to their preliminary stages, insofar as these do not allow any insight into business transactions, the disclosure of which would be an obvious disadvantage for the client.

References

The persuasive power of concrete work results is an important success factor for agencies. The agency therefore reserves the right to sign work, name clients or service partners and show examples of previously published work for reference purposes. And this without any party being entitled to remuneration for this.

Competition

The agency does not simultaneously maintain business relationships with clients who are in direct competition with each other. However, relationships may be entered into with clients from the same sector if the size of the company, business area, target group orientation, market area or product range differ significantly. The agency assesses any conflict situations at its own discretion and discusses them with the parties concerned as the case may be.

Duration of contract

In the normal case of co-operation on a project basis, there is no need for a period of notice. Individual contracts expire upon fulfilment. They can also be cancelled prematurely at the client’s request, provided that the client fully compensates the expenses incurred or no longer avoidable up to this point in time. This applies in particular to advance services in the context of market research work, events or photo, film, print or digital productions.

Place of jurisdiction

The exclusive place of jurisdiction is the agency’s registered office.

Amendments

The agency reserves the right to amend these general terms and conditions at any time. The current version published on our website shall apply. However, if the general terms and conditions are already part of an order, the version valid at the time of the order shall remain valid until the end of the order.

Atoll AG, Zurich, November 2025