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AGB

I. General

1. The following General Terms and Conditions ("Terms") apply to all orders placed with Just another Ronin-Agis Mauch, Kirchgasse 25 67246 Dirmstein("Contractor").

2. These Terms shall apply exclusively. Deviating, conflicting, or supplementary terms and conditions of the client shall only become part of the contract if we have expressly agreed to their validity.

3. In individual cases, individually agreed-upon provisions with the client shall take precedence over these Terms.

4. In the absence of contrary evidence, a written contract or our written confirmation shall be authoritative for the content of such agreements.

5. "Work results" within the meaning of these Terms shall include all products produced by the contractor, regardless of their technical form or medium. This includes, in particular, photographs, films, and animations.

II. Copyright

1. The contractor shall be entitled to copyright in the work results in accordance with the Copyright Act.

2. Unless expressly stipulated otherwise, the contractor grants usage rights to the work results it has produced exclusively for the purposes specified in Clause IV.

3. No transfer of usage rights shall be made for unedited work results. Usage rights shall only be transferred for work results that have been fully edited.

4. No usage rights shall be transferred to other work results, even if they have been sent to the client for preselection in accordance with Clause III and/or were created during production for the client. The use of such work results by the client is not permitted.

5. Unless expressly agreed otherwise, the transfer of usage rights by the contractor shall always be limited to a simple right of use.

6. The transfer of usage rights to third parties requires a special agreement.

7. The usage rights shall only pass to the client upon full payment of the fee to the contractor.

8. The purchaser of an image within the meaning of Section 60 of the Copyright Act shall have no right to reproduce and distribute the work result unless the corresponding usage rights have been transferred. Section 60 of the Copyright Act is expressly waived.

9. The client warrants that it is authorised to commission the contractor to electronically process third-party work results when placing such an order. The client shall indemnify the contractor from all claims by third parties based on a breach of this obligation.

III. Preselection of Work Results

1. After pre-sorting, the contractor shall provide the client with the preselected work results digitally.

2. The work results sent for preselection shall only serve the purpose of selection for further processing and, unless otherwise agreed, may not be used or disclosed for any other purposes.

3. Once the selection has been made, the contractor shall fully process the work results.

4. The contractor undertakes to complete the order as quickly as possible and to send the work results to the client.

IV. Use and Distribution

1. The distribution and reproduction of the contractor's work results is only permitted within the scope of the contractual purpose, unless expressly authorized by the contractor.

2. Unless expressly agreed otherwise in writing, the contractor is not obliged to provide the client with storage media, files, and data in addition to the preselection and fully edited work result.

3. If the client requests that the contractor provide additional storage media, files, and data, this must be agreed upon separately and will be subject to additional compensation.

4. The risk and cost of transporting storage media, files, and data online and offline shall be borne by the client; the contractor may determine the method of transmission.

V. Image Editing

1. The client is entitled to subsequently edit the contractor's work results.

2. If the editing or combination with other works results in a new work, the authors of the used works and the author of the new work shall be joint authors within the meaning of Section 8 of the Copyright Act.

VI. Remuneration, Retention of Title

1. Remuneration for the production of work results shall be calculated as an hourly rate, daily rate, or agreed lump sum plus statutory value-added tax; ancillary costs (travel expenses, model fees, expenses, props, laboratory and material costs, studio rentals, etc.) shall be borne by the client.

2.The contractor shall indicate end prices including value-added tax to consumers.

3. When making an appointment, a deposit of 20% shall be due.

4. Due invoices shall be paid in full within 14 days without deduction. The client shall be in default if it fails to pay due invoices no later than 30 (thirty) days after receipt of an invoice or an equivalent payment request.

5. The contractor reserves the right to bring about default by sending a reminder after the due date.

6. The delivered work results shall remain the property of the contractor until the purchase price has been paid in full.

VII. Compensation Claims in the Event of Premature Termination

1. If the client terminates the contract without good cause, the contractor shall nevertheless be entitled to a portion of the agreed remuneration. This shall be calculated as follows:

2. Termination from the 15th day after the contract agreement: 25%;

3. Termination 3 to 7 days before the scheduled date: 50%;

4. Termination from 2 days before the date: 80% of the agreed total amount, even if no deposit has been made.

5. The client is free to prove to the contractor that it has saved a higher portion of its expenses due to the termination and the subsequent non-performance.

VIII. Secondary Obligations

1. The client warrants that it possesses the reproduction and distribution rights to all templates handed over to the contractor and, in the case of depictions of third parties, the consent of the persons depicted to publication, reproduction, and distribution. The client shall bear any compensation claims by third parties based on a breach of this obligation.

2. The client undertakes to provide the objects to be photographed in a timely manner and to collect them immediately after the shoot. If the client fails to collect the objects within two working days after being requested to do so, the contractor shall be entitled to charge storage costs, if applicable, or to store the items off-site at the expense of the client. Transport and storage costs shall be borne by the client.

IX. Liability

1. The contractor shall only be liable, for itself and its agents, for breaches of obligations that are not directly related to material contractual obligations, in cases of intent and gross negligence. It shall also be liable for damages resulting from the violation of life, body, or health, as well as for damages resulting from the violation of essential contractual obligations caused by intentional or negligent breaches by itself or its agents.

2. The contractor shall only be liable for damages to objects, templates, displays, layouts, or data in cases of intent and gross negligence, unless otherwise agreed.

3. The contractor shall carefully store the files containing the work results. It is entitled, but not obliged, to destroy files retained by it three years after completion of the order.

X. Delivery Times

1. The contractor shall coordinate the delivery time with the client.

2. Delays due to force majeure or operational disruptions shall not constitute grounds for complaint.

3. The contractor shall only be liable for exceeding deadlines in cases of intent and gross negligence.

XI. Complaints

1. All work shall be carried out by the contractor with the utmost care and to the best of its ability or subcontracted to other companies.

2.Complaints regarding obvious defects must be submitted in writing within 7 days after delivery of the work. However, recognition is only possible upon presentation of the disputed work.

3. A complaint does not entitle the client to any rights beyond this.

4. If the client has not provided the contractor with explicit instructions regarding the design of the work results, complaints regarding the artistic and technical design of the images are excluded.

5.If the client requests changes during or after the photo shoot, the client shall bear the additional costs.

6. The contractor shall retain the right to compensation for work already commenced.

7. If digitally acquired work results are developed or printed by the client independently, the contractor shall not be liable for the quality of the results.

XII. Performance Disruptions

1. If the time provided for the execution of the order is significantly exceeded for reasons not attributable to the contractor, the contractor's fee shall be increased accordingly, provided a lump sum price was agreed upon.

2. If a time-based fee was agreed upon, the contractor shall receive the agreed hourly or daily rate for waiting time, unless the client can prove that the contractor has suffered no damages.

3. In cases of intent or negligence on the part of the client, the contractor may also claim damages.

4. Delivery dates for work results shall only be binding if expressly confirmed by the contractor.

5. The contractor shall only be liable for exceeding deadlines in cases of intent and gross negligence.

XIII. Penalty Clause / Lump-Sum Damages

1. If the work results are used or disclosed without the contractor's authorization, a contractual penalty in the amount of five times the usage fee shall be payable for each individual case.

2.The right to claim further damages shall remain reserved.

XIV. Data Protection

1. Personal data of the client necessary for business transactions may be stored.

2. The contractor undertakes to treat all information that becomes known to it in the course of the order confidentially.

XV. Final Provisions

1. The laws of the Federal Republic of Germany shall apply, excluding the United Nations Convention on Contracts for the International Sale of Goods (CISG).

2. The place of performance for all obligations arising from the contractual relationship is the contractor's registered office, unless the client is a consumer.

If both parties to the contract are merchants, legal entities under public law, or special funds under public law, the contractor's registered office shall be agreed upon as the place of jurisdiction.

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