Legal

General Terms & Conditions

Last updated: June 2026. [Placeholder: update the date whenever the content changes.]

1. Scope

These General Terms and Conditions ("Terms") apply to all contracts between [Placeholder: company name] ("Clock_Agency", "we") and its clients ("Client") for the provision of services in TikTok marketing, social commerce, performance advertising, content and creator production, and related consulting services, regardless of whether the Client is a brand, a company, or an agency using our services for its own end clients under a white-label model.

2. Formation of contract

A contract is formed once the Client accepts our offer in writing (including by email) or once we confirm an inquiry submitted via the contact form ("let's start") in writing. Individual scopes of service, terms, and fees are set out per project in a separate proposal or agreement; these Terms apply in addition.

3. Scope of services

We provide services in TikTok Shop & social commerce, performance advertising strategy and management (including across Google, Microsoft Ads, Meta, and Amazon), AI-assisted content production, creator partnerships, and supporting consulting. The specific scope, any included media budgets, and reporting intervals follow from the respective proposal. We generally owe diligent performance of services in line with the state of the art, not a specific economic outcome (e.g. specific revenue or ROAS figures), unless expressly agreed otherwise.

4. Client cooperation obligations

The Client provides the information, access (e.g. to ad accounts, TikTok Shop, analytics), materials, and approvals required for performance in a timely manner. Delays caused by the Client's lack of cooperation may shift delivery dates accordingly.

5. Fees and payment terms

Fees follow the respective proposal. Unless otherwise agreed: invoicing [Placeholder: invoicing interval, e.g. monthly in advance], payment term [Placeholder: payment term, e.g. net 14 days]. Media budgets for ad placements, where agreed, are borne separately from our fee and are [Placeholder: clarify whether media budget is billed directly by the Client or through us]. All prices are exclusive of applicable statutory VAT.

6. Term and termination

Unless otherwise agreed, contracts are concluded for a minimum term of [Placeholder: minimum term, e.g. 3 months] and automatically renew for [Placeholder: renewal period] unless terminated with [Placeholder: notice period] notice before the end of the term. The right to extraordinary termination for good cause remains unaffected.

7. Intellectual property & usage rights

Upon full payment, the Client receives the usage rights necessary for the agreed purpose in content created during the engagement (creatives, copy, concepts, strategy documents). Our own tools, methods, templates, and frameworks developed independently of the specific project remain our property and may not be independently resold by the Client.

8. Confidentiality

Both parties keep confidential all information disclosed in the course of the engagement that is confidential in nature (in particular metrics, strategies, and commercial terms), and will not disclose it to third parties without consent unless required by law.

9. Liability

We are liable without limitation for damages arising from intent and gross negligence, and under applicable product liability law. For damages caused by ordinary negligence, we are only liable for breach of a material contractual obligation and limited to the foreseeable, typical damage. Liability for indirect damages, lost profit, or damages resulting from third-party platform decisions (e.g. algorithm or policy changes by TikTok, Meta, Google, or other platforms) is excluded to the extent permitted by law.

10. Data protection

Processing of personal data in the course of contract performance is governed by our Privacy Policy. Where the engagement requires data processing on our behalf (e.g. access to client data in ad accounts), we will enter into an appropriate data processing agreement (DPA) upon request.

11. Final provisions

This agreement is governed by the law of [Placeholder: governing law, e.g. Germany]. The place of jurisdiction for disputes arising out of or in connection with this agreement is, to the extent permitted by law, [Placeholder: place of jurisdiction]. Should individual provisions of these Terms be invalid, the validity of the remaining provisions remains unaffected.