General Terms and Conditions
1. Copyright and rights of use
1.1.1 Validity of the General Terms and Conditions (GTC):
By placing an order, the client accepts the following General Terms and Conditions (GTC). Agreements or supplements deviating from the GTC must be in writing to be effective. This also applies to the amendment of this written form clause. Unless we expressly agree to them, the client’s GTCs to the contrary shall not become part of the contract, even in the case of our delivery or service.
1.1.2 Each order placed with Florida Brand Design is a copyright contract which is directed towards the granting of rights of use to its work performances. The provisions of §§ 2 and 31 UrhG (German Copyright Act) in conjunction with the provisions of the BGB (German Civil Code) concerning contracts for work and services shall apply.
1.1.3. In principle, the customer acquires only a simple right of use for one-time use.
1.1.4. Exclusive rights of use, media-related or spatial exclusive rights or blocking periods must be agreed separately and require a surcharge according to the Florida Brand Design buyout rights table.
1.1.5. With the delivery, only the right of use is transferred for the one-time use of the photographic material for the purpose specified by the customer and the brand and in the publication and in the medium or data carrier which the customer has specified or which results from the circumstances of the placing of the order. In case of doubt, the object (newspaper, magazine, etc.) for which the photographic material was provided as shown on the delivery bill or the shipping address shall be decisive.
1.1.6. Any action taken in excess of section 1.1.4. any other use, exploitation, reproduction, distribution or publication is subject to a fee and requires the prior express consent of the photographer. This applies in particular to:
– a secondary use or secondary publication, in particular in anthologies, brochures accompanying products, in advertising measures or in other reprints,
– any processing, alteration or transformation of the photographic material, the digitization, storage or duplication of the photographic material on data carriers of any kind (e.g. magnetic, optical, magneto-optical or electronic carrier media such as DVD, CD-ROM, CDi, floppy disks, hard disks, RAM, microfilm, etc.), insofar as this does not merely serve the technical processing of the photographic material,
– any reproduction or use of the image data on DVD, CD-ROM, CDi, diskettes or similar data carriers,
– any inclusion or reproduction of the Image Data on the Internet or in online databases or in other electronic archives (also insofar as these are internal electronic archives of the Customer),
– the transfer of the digitized image material by means of remote data transmission or on data carriers suitable for public reproduction on screens or for the production of hard copies.
1.1.7. Modifications of the photographic material by photo-composing, montage or by electronic means to create a new copyrighted work are only permitted with the prior written consent of the photographer and only if marked. The photographic material may also not be copied, photographed after the fact or otherwise used as a motif.
1.1.8. The customer is not entitled to transfer the rights of use granted to him in whole or in part to third parties, including other group or subsidiary companies, brands and labels.
1.1.9. Any use, reproduction or distribution of the photographic material is only permitted on condition that the copyright notice specified by the photographer is affixed to the respective image without any doubt.
1.2 The copyright law applies to the designs and work drawings of Florida Brand Design as intellectual creations. The provisions of the Copyright Act shall apply even if the level of creation required under Section 2 UrhG has not been reached.
1.2.1 The designs and work drawings, including the copyright drawings, may not be changed either in the original or in reproduction. Any imitation – even of parts or details – is not permitted.
1.2.2 The Work may only be exploited for the agreed type of use and purpose to the agreed extent. Any other or further use is only permitted with the consent of Florida Brand Design and after agreement of an additional usage fee.
1.2.3 Upon payment of the usage fee, the Client acquires the right to exploit (use) the Work within the agreed scope. In doing so, Florida Brand Design shall, as a rule, at the same time grant him the exclusive right of use pursuant to § 31 para. 3 UrhG (German Copyright Act).
1.2.4 Proposals of the Client or his other cooperation shall have no influence on the amount of the remuneration. They do not establish any joint copyright unless this has been expressly agreed.
2.1 Designs and work drawings together with the granting of rights of use shall form a single service. The remuneration for this service is composed of the following partial fees:
– the design fee
– the fee for the copyright (royalty)
– the work drawing fee
2.2 If no rights of use are granted, the fee for the copyright shall not apply.
2.3 The submission of drafts and all other activities that Florida Brand Design performs for the Client shall be subject to a charge, unless expressly agreed otherwise.
3. due dates
3.1 Remuneration shall be due upon delivery. It is payable without deduction. If the ordered work is accepted in parts, a corresponding partial fee shall be due in each case upon acceptance of the part.
3.2 In the event of default in payment, Florida Brand Design may demand default interest in the amount of 4% above the respective discount rate of the Deutsche Bundesbank.
3.3 If an order extends over a longer period of time and requires high financial advance payments from Florida Brand Design, reasonable advance payments shall be made, namely 1/3 of the total remuneration when the order is placed, 1/3 after completion of 50% of the work.
3.4 The remunerations are net amounts payable plus value added tax. The granting and transfer of copyrighted rights of use and the services required for their preparation (drafts, work drawings, etc.) shall be subject to the reduced VAT rate pursuant to Section 12 para. No. /c UStG.
4. special benefits, fringe benefits and travel expenses.
4.1 Florida Brand Design is entitled to order the external services necessary for the fulfilment of the order in the name and for the account of the client.
4.2 Insofar as contracts for third-party services are concluded in the name of and for the account of Florida Brand Design in individual cases, the client is obliged to indemnify Florida Brand Design internally against all liabilities arising from the conclusion of the contract. This includes in particular the assumption of costs.
4.3 Expenses for ancillary technical costs, in particular for special materials, production of models, photos, intermediate shots, reproductions, photo typesetting, printing, etc. shall be reimbursed by the Client.
4.4 Costs for expenses for travel to be undertaken in connection with the order shall only be invoiced if the travel has been agreed with the client.
5. retention of title
5.1 Only rights of use are granted for drafts and work drawings, but no ownership rights are transferred.
5.2 The originals shall therefore be returned undamaged after a reasonable period of time, unless expressly agreed otherwise.
5.3 The sending and possible return of the Work shall be at the risk and for the account of the Client.
5.4 Florida Brand Design is not obliged to release files, source files or layouts created in the computer to the Client. If the client requests the release of computer data or source data, this shall be agreed and remunerated separately. If Florida Brand Design has provided the client with computer files, these may only be changed or reused with the prior consent of Florida Brand Design, taking into account clause 1.
6. correction, production supervision and voucher sample
6.1 Proof samples shall be submitted to Florida Brand Design prior to execution and duplication.
6.2 Production monitoring by Florida Brand Design shall only take place on the basis of a special agreement. When taking over the supervision of production, Florida Brand Design is entitled to make the necessary decisions and issue the appropriate instructions at its own discretion – taking into account the ideas and specifications of the client.
6.3 Texts are read carefully to the best of our knowledge, but the accuracy & completeness cannot be guaranteed and is the customer’s duty of care.
6.4 Florida Brand Design shall be provided free of charge with 10 to 20 perfect copies of all reproduced works (an appropriate number in the case of valuable pieces). Florida Brand Design is entitled to use any work created in the employment relationship for the purpose of self-promotion.
7.1 With the approval of drafts, final designs or work drawings by the client, the client assumes responsibility for the correctness of the image and text.
7.2 Florida Brand Design shall not be liable for the drafts, final designs or work drawings approved by the client.
7.3 Florida Brand Design shall not be liable for the admissibility and registrability of the designs under competition or trademark law.
7.4 Insofar as Florida Brand Design commissions necessary third-party services, the respective contractors/contractual partners shall not be vicarious agents of Florida Brand Design. Liability for the services and work results of such contractors/contractual partners is excluded, insofar as this does not conflict with statutory provisions.
8. design freedom and templates
8.1 There shall be freedom of design within the scope of the order. Complaints regarding the artistic design are excluded. If the client wishes to make changes during or after production, he must bear the additional costs. Florida Brand Design retains the right to remuneration for work already begun.
8.2 The templates provided by the Client (e.g. photos, texts, models, samples, etc.) shall be used by the Designer provided that the Client is entitled to use them.
9. final provisions
9.1 The place of performance for both parties shall be Dortmund.
9.2 The invalidity of one of the above conditions shall not affect the validity of the remaining provisions.
9.3 The law of the Federal Republic of Germany shall apply.