AGB’s

Validity of the

General terms and conditions
– only for business transactions with entrepreneurs –
Content
A. WEB/APP DESIGN AND PROGRAMMING
B. PRODUCTION OF VIDEOS AND PHOTOS
C. GRAPHIC DESIGN AND PRINTED MATTER

A. WEB/APP DESIGN AND PROGRAMMING
1.subject, scope of application
1.1. The subject of letter A. of these General Terms and Conditions is the conception, design and realization of websites and/or apps by Dima Schkolerman and Adrian Sangeorgean, Darmstädter Straße 11, 64646 Heppenheim (hereinafter “we” or “us”) for the customer (hereinafter “customer” or “you” or “you”).
1.2. These General Terms and Conditions shall apply exclusively in business transactions with entrepreneurs as defined by law in Section 14 of the German Civil Code, i.e. to natural and legal persons or partnerships with legal capacity who enter into a business relationship with us in the exercise of their commercial or independent professional activity.
1.3. Our offers and services are subject exclusively to these General Terms and Conditions. Any terms and conditions of the user that deviate from and/or go beyond these terms and conditions shall not become part of the contract.
2. Benefits
2.1. The website or app is designed in consultation with the customer. The scope, functionality, property descriptions and technical requirements are listed in the bid documents. They are the basis of the price calculation.
2.2. We will endeavor to implement subsequent requests for changes or additions by the customer, such as an expansion of the scope, the realization of additional functions, and the modification or expansion of processing stages or elements already approved by the customer, at the customer’s request. There shall be no legal obligation on our part to carry out subsequent requests for changes or additions unless there is no apparent objective reason for refusing to make the changes. We shall notify the customer without delay if we reject subsequent change requests from the customer. Additional expenses due to changes or additions shall be remunerated separately.
3. obligations to cooperate, indemnification obligation of the customer
3.1. The customer is obligated to provide all necessary cooperation, in particular to immediately deliver all content and materials (texts, images, tables, etc.) to be included in the website or app, the inclusion of which the customer desires, in a form or quality suitable for implementation in the programming, as well as to immediately provide all other information, documents and data required for the service, including access data and suitable test data upon request.
3.2. The customer is solely responsible for materials and content provided by the customer. We do not assume any auditing obligations, in particular we are not obliged to check the contents for possible infringements of third party rights. The customer is solely responsible for ensuring that the content provided by him does not violate any laws or rights of third parties.
3.3. Should third parties assert claims against us due to possible violations of the law, the customer undertakes to indemnify us against any liability and to reimburse us for any expenses and damages caused thereby, including reasonable costs of legal defense.
3.4. The customer shall ensure that personnel authorized to make decisions are named to us for necessary coordination meetings and shall guarantee their availability in terms of time.
4.completion time, acceptance
4.1. The customer is obligated to release our detailed planning – in particular the layouts created by us for programming – without delay by means of a corresponding declaration in text form, provided that this detailed planning meets the requirements on which the contract is based, and no objections are raised that are comprehensible taking into account the interests of both parties.
4.2. If a production time has been agreed, this shall be extended if the customer’s cooperation or the approval of concepts or drafts is delayed or refused or if subsequent change requests by the customer result in additional expenditure.
4.3. After completion, the customer is obligated to accept the website or app, provided that it has been produced essentially in accordance with the contract. Acceptance shall be deemed to have been granted if the customer does not notify us of significant defects in text form within four weeks of notification of completion by us and online posting. We instruct the
Customer within the scope of the notice of completion to the occurrence of the deemed acceptance after the expiry of the deadline.
5.copyrights, source code
5.1. Unless otherwise agreed, the customer receives the right, unlimited in time and space, to reproduce, edit or otherwise redesign the website or app for purposes of the contractually intended use of a website or app, or to use it in this context in any way. We grant the customer all other possible performance and property rights that are necessary for this use. We are entitled to add a discreet copyright notice to the homepage of the website or app. Furthermore, we are entitled to use the name and company logo of the customer as well as representations of the website or app or links thereto for advertising purposes as a reference, for example. in the form of screenshots of the Internet presence on our website or as part of individual offer documents. 5.2. The Customer shall not be entitled to be handed over the source code unless the parties have expressly agreed to this or have provided for separate remuneration for this. A commentary of the source code is not included or would be subject to separate agreement and remuneration.
5.3. The foregoing claims (or possible claims) shall only arise upon fulfillment of all payment obligations of the customer. 6. defect rights, obligation to examine and give notice of defects
6.1. We undertake in accordance with the statutory provisions and the following provisions to provide the website or app free of material defects and defects of title. Defect rights are excluded insofar as they are based on materials provided by the customer or other specifications of the customer.
6.2. If the website or app is defective, the customer may demand subsequent performance. We shall have the right to choose whether the supplementary performance is to be effected by remedying the defect or by delivery of a defect-free item. The customer shall only be entitled to reduce the remuneration or to withdraw from the contract if the subsequent performance has failed. Further, claims for damages exist only under the additional conditions of § 8.
6.3. The customer must inspect the website or app immediately after delivery by us, insofar as this is feasible in the ordinary course of business. Defects visible during the inspection must be reported immediately. Defects that are not recognizable during the inspection must be reported immediately after discovery of the defect. The complaint shall be deemed to be without undue delay if it is made within 14 days. The timely dispatch of the notification shall be sufficient for the timeliness. If the customer fails to give notice, claims for defects are excluded.
6.4. Claims and rights based on defects shall become time-barred one year after delivery. Notwithstanding the above, the statutory limitation periods shall apply to claims for damages arising from injury to life, limb or health. The statutory limitation periods shall also apply to claims for other damages based on an intentional or grossly negligent breach of duty by us or our vicarious agents.
7. Liability
7.1. We shall be liable for damages of any kind – irrespective of the other statutory requirements for claims – in principle only in the event of intent and gross negligence. We shall be liable for damages of any kind – irrespective of the other statutory requirements for claims – in principle only in the event of intent and gross negligence. In addition, liability for damages of any kind, regardless of the basis for the claim, including liability for negligence when concluding the contract, is excluded. Insofar as we are liable due to negligent conduct, the liability is generally limited to the damage that we could typically expect to occur according to the circumstances known at the time of the conclusion of the contract. The above exclusions and limitations of liability shall not apply insofar as we have assumed a guarantee, for damages which are to be compensated under the Product Liability Act, and for damages to life, limb or health. The above exclusions and limitations of liability shall also apply in favor of employees, vicarious agents and other third parties whose services we use to fulfill the contract.
8. applicable law, place of jurisdiction
8.1. The law of the Federal Republic of Germany shall apply, except the UN Convention on Contracts for the International Sale of Goods (CISG).
8.2. The place of jurisdiction in dealings with merchants, legal entities under public law or special funds under public law shall be the registered office of our company. However, we shall be entitled, at our discretion, to bring an action at the customer’s place of business.

B. PRODUCTION OF VIDEOS AND PHOTOS
1.subject, scope of application
1.1. The subject of Section A. of these General Terms and Conditions is the production of advertising, presentation and image videos (hereinafter “Videos”), as well as photos (hereinafter “Images”) by Dima Schkolerman and Adrian Sangeorgean, Darmstädter Straße 11, 64646 Heppenheim (hereinafter “we” or “us”) for the customer (hereinafter “Customer” or “you” or “you”).
1.2. These General Terms and Conditions shall apply exclusively in business transactions with entrepreneurs as defined by law in Section 14 of the German Civil Code, i.e. to natural and legal persons or partnerships with legal capacity who enter into a business relationship with us in the exercise of their commercial or independent professional activity.
1.3. Our offers and services are subject exclusively to these General Terms and Conditions. Any terms and conditions of the user that deviate from and/or go beyond these terms and conditions shall not become part of the contract.
2. Benefits
2.1. The price calculation is based on the specifications regarding the script, location and/or image content, as agreed with the customer at the beginning.
2.2. We will endeavor to implement subsequent requests for changes or additions made by the customer at the customer’s request. There is no legal obligation to do so, unless an objective reason for refusing to make the changes is not apparent. We shall notify the customer without delay if we reject subsequent change requests from the customer. Additional expenses due to changes or additions shall be remunerated separately.
3. obligations to cooperate, indemnification obligation of the customer
3.1. The customer is obligated to provide all necessary cooperation, in particular, if applicable, to provide the filming location(s), props and actors/actresses/models to be provided by the customer.
3.2. Property Release: If the filming location for a video and/or the location for a photo shoot is to be provided by the customer, the customer shall also be responsible for ensuring that any third party entitled to dispose of the property (e.g. apartment owner) grants the corresponding filming permission or permission to photograph (“Property Release”).
3.3. Responsibility for content: The customer is solely responsible for ensuring that the content provided by him/her for inclusion in the video and/or images does not violate any laws or the rights of third parties. You shall ensure that this content and its use for the production and use of the video or images does not violate any relevant statutory provisions and does not infringe any third party industrial property rights or third party intellectual property rights such as, for example, copyright. Name rights, trademark rights (brands, design patents) or copyrights. You assure us that you can freely dispose of the rights to the materials and content required in this respect and that the rights of third parties do not conflict with this. We do not assume any auditing obligations, in particular we are not obliged to check the contents for possible infringements of third party rights.
3.3.1. Music in particular: If the customer provides pieces of music (or excerpts or parts thereof) for inclusion in the video to be produced, the customer warrants that it has the necessary rights to do so. This concerns in particular the film production right of the authors to the composition and the text poetry (with the music publisher, with the collecting society {spw. GEMA} and/or with the author itself to inquire) as well as the insertion right of the performing artists (interpreters) and the clay/tone carrier manufacturers to the admission (with the record company and/or with the interpreter itself to inquire). Translated with www.DeepL.com/Translator (free version)
3.4. If third parties should claim against us for possible infringements of the law within the meaning of section 3.3. (including 3.3.1.), the customer undertakes to indemnify us against any liability and to reimburse us for any expenses and damages caused thereby, including reasonable costs of legal defense.
3.5. The customer shall ensure that personnel authorized to make decisions are named to us for necessary coordination meetings and shall guarantee their availability in terms of time.
4.completion time, acceptance
4.1. The customer is obligated to immediately approve our concept by means of a corresponding declaration in text form, provided that this concept complies with the requirements on which the contract is based, and no objections are raised that are comprehensible taking into account the interests of both parties.
4.2. If a production time has been agreed, this shall be extended if the customer’s cooperation or the approval of concepts or drafts is delayed or refused or if subsequent change requests by the customer result in additional expenditure.
4.3. Upon completion, the customer is obligated to accept, provided that the produced video and/or images are essentially produced in accordance with the contract. Acceptance shall be deemed to have been granted if the customer does not notify us of defects in text form within four weeks of notification of completion by us and provision (for online retrieval or on data carriers). Within the scope of the notification of completion, we shall draw the customer’s attention to the occurrence of the deemed acceptance after the expiry of the deadline.
5. Copyrights5.1. Unless otherwise agreed, the customer shall be granted the right to use the video or images for the intended purposes without any time or space restrictions. Shortening or use in extracts is permitted, but further processing or other transformation requires our consent. The transfer of rights refers to the finished edited version of the video, not to the uncut version and/or other recordings/footage and also not to the original files or, in the case of images, to the finished images and not to the original files.
5.2. The foregoing claims shall only arise, if applicable, upon fulfillment of all payment obligations of the customer.
6. Credits
6.1. We are entitled to provide the video with appropriate credits (references to copyright and/or ancillary copyright holders) in the credits.
6.2. Images must be accompanied by the following photo credit for each use: 1Plus Agency
7. Reference use
7.1. We are further entitled to use the name and company logo of the customer as well as the video or the images and/or excerpts thereof for advertising purposes as a reference, e.g. on our website or as part of individual presentations. 8. Cancellation by the customer
8.1. A cancellation of your order for the production of a video and/or pictures is possible for you up to the completion, then if there is an important reason for it. Good cause generally requires that the reason for termination lies within our sphere of risk. If your need ceases to exist, this is usually within your sphere of risk and is therefore generally not a significant reason.
8.2. In the event of cancellation, we are entitled to charge you the difference between the agreed remuneration and what we have saved in expenses as a result of the cancellation of the contract or have acquired through other use of our labor or have maliciously refrained from acquiring.
8.3. Instead of a concrete calculation of the difference in the sense of the above paragraph (2), we may charge a lump-sum cancellation compensation in the amount of 15% of the agreed remuneration. If you prove that the difference amount is lower within the meaning of paragraph (2) above, such lower amount shall apply.
8.4. Even if the conditions for cancellation according to this clause are not met, you can of course ask us at any time whether we would agree to a cancellation. We will then check in each case whether and at what conditions we can meet your cancellation request.
9. Defect rights
9.1. Claims and rights based on defects shall become time-barred one year after acceptance. Notwithstanding the above, the statutory limitation periods shall apply to claims for damages arising from injury to life, limb or health. The statutory limitation periods shall also apply to claims for other damages based on an intentional or grossly negligent breach of duty by us or our vicarious agents.
10. Liability
10.1. We shall be liable for damages of any kind – irrespective of the other statutory requirements for claims – in principle only in the event of intent and gross negligence. We shall be liable for damages of any kind – irrespective of the other statutory requirements for claims – in principle only in the event of intent and gross negligence. In addition, liability for damages of any kind, regardless of the basis for the claim, including liability for negligence when concluding the contract, is excluded. Insofar as we are liable due to negligent conduct, the liability is generally limited to the damage that we could typically expect to occur according to the circumstances known at the time of the conclusion of the contract. The above exclusions and limitations of liability shall not apply insofar as we have assumed a guarantee, for damages which are to be compensated under the Product Liability Act, and for damages to life, limb or health. The above exclusions and limitations of liability shall also apply in favor of employees, vicarious agents and other third parties whose services we use to fulfill the contract.
11 Applicable law, place of jurisdiction
11.1. The law of the Federal Republic of Germany shall apply, except the UN Convention on Contracts for the International Sale of Goods (CISG).
11.2. The place of jurisdiction in dealings with merchants, legal entities under public law or special funds under public law shall be the registered office of our company. However, we shall be entitled, at our discretion, to bring an action at the customer’s place of business.

C. GRAPHIC DESIGN AND PRINTED MATTER
1.subject matter, scope of application
1.1. The subject of letter C. of these General Terms and Conditions is the legal relationship between Dima Schkolerman and Adrian Sangeorgean, Darmstädter Straße 11, 64646 Heppenheim (hereinafter “we” or “us”) and the customer (hereinafter “customer” or “you” or . “You”) regarding the conception and creation of logos, designs, layouts or other graphics (hereinafter “graphic (s)”) for flyers, brochures, business cards and other printed matter (hereinafter “printed product (s)”) and, if applicable, the Production (by subcontracting a printing company) and delivery of the printed matter itself.
1.2. These General Terms and Conditions shall apply exclusively in business transactions with entrepreneurs as defined by law in Section 14 of the German Civil Code, i.e. to natural and legal persons or partnerships with legal capacity who enter into a business relationship with us in the exercise of their commercial or independent professional activity.
1.3. Our offers and services are subject exclusively to these General Terms and Conditions. Any terms and conditions of the user that deviate from and/or go beyond these terms and conditions shall not become part of the contract.
2. obligations to cooperate, indemnification obligation of the customer
2.1. The customer is obliged to provide all necessary cooperation, in particular to supply without delay all content and materials (texts, images, tables, etc.) to be included in the graphics or printed product, the inclusion of which the customer desires, in a form or quality suitable for implementation, and to provide without delay all other information, documents and data required for the service upon request. Translated with www.DeepL.com/Translator (free version)
2.2. The customer is solely responsible for materials and content provided by the customer. We do not assume any auditing obligations, in particular we are not obliged to check the contents for possible infringements of third party rights. The customer is solely responsible for ensuring that the content provided by him does not violate any laws or rights of third parties.
2.3. Should third parties assert claims against us due to possible violations of the law, the customer undertakes to indemnify us against any liability and to reimburse us for any expenses and damages caused thereby, including reasonable costs of legal defense.
3. Raw files and artwork
3.1. The customer shall not be entitled to receive the raw files or the print template if and to the extent that the parties have not expressly agreed on this or have provided for separate remuneration for this.
4. Delivery of printed products
4.1. In the case of printed products, no complaints may be made about excess or short deliveries of up to 10% of the print run ordered. The delivered quantity is calculated. For deliveries from paper custom-made products under 1000 kg the percentage increases to 20%, under 2000 kg to 15%.
5. Delivery disruptions for printed products
5.1. If we are unable to provide print products because we are not supplied by a subcontractor through no fault of our own despite the subcontractor’s contractual obligation, we shall be entitled to (partial) rescission of the contract with the customer in respect of the print products concerned. In this case, we will immediately inform the customer that the ordered products are not available and immediately refund any services already rendered.
6. Rights of use
6.1. Unless otherwise agreed, the customer shall be granted the right, unlimited in time and space, to use the graphics for the intended purposes. Shortening or use in extracts is permitted, but further processing or other transformation requires our consent. Unless otherwise agreed, the transfer of rights relates solely to the transmitted final format, not to the original files, even if these are supplied.
7. Voucher copies
7.1. The customer shall provide us with 3 perfect copies free of charge of all graphics and print products reproduced and created by us.
8. Own use for reference purposes
8.1. We are entitled to use graphics and print products created by us and/or the name, company and logo of the customer for our own reference purposes, for example. on presences of us on the Internet and/or in social media or bspw. On our presence on the Internet and/or in social media or, for example, in advertising flyers, brochures, catalogs and/or other printed matter.
9. Claims for defects
9.1. Claims and rights based on defects shall become time-barred one year after delivery or acceptance. Notwithstanding the above, the statutory limitation periods shall apply to claims for damages arising from injury to life,
of the body or health. The statutory limitation periods shall also apply to claims for other damages based on an intentional or grossly negligent breach of duty by us or our vicarious agents.
9.2. The following applies to the delivery of movable goods to be manufactured or produced by us: If the customer acts as a merchant within the meaning of § 1 of the German Commercial Code, he must inspect the goods immediately upon receipt. We must be notified in writing of any recognizable defects immediately upon receipt of the goods or – if the defect only becomes apparent later – immediately upon discovery. In order to preserve the rights of the customer, it is sufficient to send the notification in time. If this does not happen, the goods are considered approved. This shall not apply if we have fraudulently concealed the defect.
10. Liability
10.1. We shall be liable for damages of any kind – irrespective of the other statutory requirements for claims – in principle only in the event of intent and gross negligence. We shall be liable for damages of any kind – irrespective of the other statutory requirements for claims – in principle only in the event of intent and gross negligence. In addition, liability for damages of any kind, regardless of the basis for the claim, including liability for negligence when concluding the contract, is excluded. Insofar as we are liable due to negligent conduct, the liability is generally limited to the damage that we could typically expect to occur according to the circumstances known at the time of the conclusion of the contract. The above exclusions and limitations of liability shall not apply insofar as we have assumed a guarantee, for damages which are to be compensated under the Product Liability Act, and for damages to life, limb or health. The above exclusions and limitations of liability shall also apply in favor of employees, vicarious agents and other third parties whose services we use to fulfill the contract.
11. Applicable law, place of jurisdiction
11.1. The law of the Federal Republic of Germany shall apply, except the UN Convention on Contracts for the International Sale of Goods (CISG).
11.2. The place of jurisdiction in dealings with merchants, legal entities under public law or special funds under public law shall be the registered office of our company (Taufkirchen). However, we shall be entitled, at our discretion, to bring an action at the customer’s place of business.