The content below is only a translation for easy understanding of our Terms of Service. Nevertheless, German law applies to all regulations.
Preambel
ClipMyHorse.TV Operations GmbH shall provide all supplies and services exclusively on the basis of these terms and conditions of business. The following conditions shall apply to the offers of ClipMyHorse.TV Operations GmbH, Wandersmannstr. 68, 65205 Wiesbaden on the web site www.clipmyhorse.tv operated by ClipMyHorse.TV Operations GmbH.ClipMyHorse.TV Operations GmbH shall be entitled, with the customer’s consent, to amend these General Terms and Conditions of Business, in so far as the amendment is reasonable for the customer, taking into account the interests of ClipMyHorse.TV Operations GmbH. Consent to the contractual amendment shall be deemed to have been given if the customer does not oppose the amendment within four weeks of receipt of the notification of amendment. ClipMyHorse.TV Operations GmbH undertakes to specifically point out the consequences of refraining from opposition to the customer with the notification of amendment. Should the customer oppose the amendment within the deadline set, ClipMyHorse.TV Operations GmbH shall be entitled to terminate the contract as at the date on which the amended or supplemented terms and conditions of business are supposed to take effect. Any deviating, conflicting or additional general terms and conditions of business shall not form part of the contract, even if ClipMyHorse.TV Operations GmbH is aware of them, unless ClipMyHorse.TV Operations GmbH has expressly agreed to them in writing.
The General Terms and Conditions of Business shall apply to customers using www.clipmyhorse.tv and to any transactions on TV advertising concluded, in particular commercials and television programmes in any type of format (hereinafter jointly referred to as “broadcasts”), produced by ClipMyHorse.TV Operations GmbH on behalf of third parties (hereinafter referred to as “customers”) and/or broadcast on www.clipmyhorse.tv as part of its repertoire of television programmes.
1. General rules
1.1 Contractual offer, conclusion of the contract
The contract shall come into force upon acceptance of the customer’s application by ClipMyHorse.TV Operations GmbH or upon first being fulfilled by ClipMyHorse.TV Operations GmbH. Should the customer be a consumer within the meaning of Sec. 13 German Civil Code (BGB), receipt of the customer’s offer by ClipMyHorse.TV Operations GmbH will be confirmed electronically without delay. The confirmation of receipt shall not constitute binding acceptance of the customer’s application. The confirmation of receipt may be associated with the letter of acceptance. ClipMyHorse.TV Operations GmbH shall, on demand, provide the consumer with the information specified in Sec. 312(e) German Civil Code (BGB), either in writing or on a data carrier permanently available to the customer. Should the customer be a trader within the meaning of Sec. 14 German Civil Code (BGB), an express confirmation of receipt and letter of acceptance shall not be required. Any amendments or additions to the contractual offer or these General Terms and Conditions of Business by the customer shall be deemed to be a new offer.
The customer warrants that the details provided by him or her regarding his or her person and any other circumstances relevant to the contract within the scope of the contractual offer or the conclusion of the contract are complete and true. The customer undertakes to inform ClipMyHorse.TV Operations GmbH each time without delay on any amendments to the details; in response to a corresponding enquiry by ClipMyHorse.TV Operations GmbH, the customer shall be required to confirm the details. In the event of violation of this provision, ClipMyHorse.TV Operations GmbH shall be entitled to suspend the contractual services immediately.
1.2 Right of revocation in accordance with the Telesales Act
Should the customer be a consumer, he or she shall be entitled to revoke his or her declaration of intent to conclude the contract. According to Sec. 355(2) of the German Civil Code (BGB), the cancellation period shall be two weeks, and shall start not earlier than after the receipt of such information and after the obligation to provide information according to Article 246a Sec. 1 of the Introductory Act to the German Civil Code (EGBGB) in conjunction with Sec. 312(1) and 355 of the German Civil Code as well as Sec. 246(3) of the Introductory Act to the German Civil Code have been fulfilled.
In the case of delivery of goods the period shall not commence prior to the day of receipt of the goods by the recipient, in the event of recurrent delivery of similar goods not prior to the day of receipt of the first partial delivery. In order to keep the deadline, it shall be sufficient to despatch the declaration of revocation in good time.
The declaration shall not require any substantiation and is to be sent in text form:
In the event of a legally valid revocation, the services or payment received by the respective parties and any benefits derived from them are to be returned.
The customer shall be required to bear the regular costs of return if the goods supplied correspond to what was ordered.
ClipMyHorse.TV Operations GmbH can refuse to refund the purchase price as long as the item returned has not been received by ClipMyHorse.TV Operations GmbH or the customer has not proven return of the item.
The right of revocation shall lapse prematurely if the agreement has, at the customer’s express wish, been entirely fulfilled by both parties prior to the customer exercising his or her right of revocation. The grounds for exclusion laid down in Sec. 312g(2) German Civil Code (BGB) shall not be affected thereby.
If ClipMyHorse.TV Operations GmbH supplies goods to the customer (consumer) which have been produced in accordance with customer specifications, or which are clearly tailored to personal requirements, or if the customer (consumer) has himself or herself arranged for a service to be carried out prior to expiry of the cancellation period, no right of revocation shall exist according to Sec. 312g(2)(1) German Civil Code (BGB) (e.g. in the case of specially produced DVDs or videos in accordance with the customer’s requirements). Furthermore no right of revocation (Sec. 312g(2)(6) German Civil Code (BGB)) shall exist if ClipMyHorse.TV Operations GmbH supplies software to the customer (consumer) on a data carrier and the data carrier supplied is unsealed by the customer (consumer).
1.3 Data communication
The customer may not transmit or save on a data carrier of ClipMyHorse.TV Operations GmbH any data which, due to its nature or quality (e.g. having viruses), size or duplication (e.g. in the case of spamming) is appropriate to endanger the continued existence or operation of ClipMyHorse.TV Operations GmbH’s data processing centre or data network.
Should ClipMyHorse.TV Operations GmbH become aware that web pages of the customer and/or the customer’s e-mail correspondence infringe statutory prohibitions/precepts, rights of third parties or morality in their form, content or intended purpose, ClipMyHorse.TV Operations GmbH shall be entitled to remove the illegitimate information or block access to it.
1.4 Reservation of ownership, payment arrangements
Until such time as the purchase price has been paid in full, the entire goods supplied shall remain the property of ClipMyHorse.TV Operations GmbH. In the case of contracts with traders, ClipMyHorse.TV Operations GmbH shall retain ownership in the entire goods supplied until such time as all outstanding debts arising from ongoing business relations have been settled in full. Notwithstanding any other rights, should the customer fall into arrears with payment ClipMyHorse.TV Operations GmbH may withdraw from the contract and reclaim the services provided.
Outstanding accounts shall become due upon receipt of the invoice. The amount invoiced must be credited to ClipMyHorse.TV Operations GmbH’s account within 14 days of receipt of the invoice.
In the event of any alteration in the statutorily prescribed VAT rate, ClipMyHorse.TV Operations GmbH shall be entitled to accordingly adjust the charges for goods or services which have been supplied or provided within the scope of ongoing contractual obligations as from the date of the alteration in the VAT rate becoming effective.
Payment ways offered under www.clipmyhorse.tv include bank transfer, credit card and direct debit.
The customer agrees to receive invoices and credit notes only electroniclly.
By completing the registration for a premium membership and by providing a current, valid, accepted method of payment the customer authorizes ClipMyHorse.TV Operations GmbH to debit the invoice for a premium membership with the actual valid price periodically. The payment cycle was chosen during the registration process by the customer.
When choosing payment via direct debit and by submitting the bank account information, the customer authorises ClipMyHorse.TV Operations GmbH to debit the invoice amount to the customer's account. If the payment transaction cannot be processed or is revoked due to insufficient funds or incorrect account information or if the debit note is returned because the customer instructed her bank to do so, the customer shall be liable for fees in connection with the unsuccessful transaction, if she is responsible for the unsuccessful transaction.
Should the charges or their components alter as at a date within the accounting month (e.g. due to an increase in the VAT), the period of service from the beginning of the accounting month until to the date on which the alteration takes effect, and the period of service from the date on which the alteration takes effect until the end of the accounting month shall be invoiced separately.
In the event of arrears, ClipMyHorse.TV Operations GmbH shall be entitled to require from consumers interest amounting to 5% above the respective bank base rate, and from traders interest amounting to 8% above the respective bank base rate. ClipMyHorse.TV Operations GmbH reserves the right, in regard to traders, to prove and assert greater damage caused by delay. In the event of arrears, ClipMyHorse.TV Operations GmbH shall further be entitled to cease providing the services. The customer shall also remain obliged to pay the agreed remuneration for the period during which access to the services is suspended. The customer may only offset outstanding accounts of ClipMyHorse.TV Operations GmbH with counterclaims which are uncontested or have been determined as being legally valid. The customer may only exercise a right of retention if his, her or its counterclaim is based on the same contractual relationship. The assignment of claims on the part of the customer against ClipMyHorse.TV Operations GmbH to third parties shall be out of the question.
1.5 Liability
ClipMyHorse.TV Operations GmbH shall be liable for any losses which are based on wilful or grossly negligent contractual infringements, as well as for any losses which result from slightly negligent infringements of significant contractual obligations. In the latter case, ClipMyHorse.TV Operations GmbH’s liability shall be limited to the damage which could typically be foreseen at the time of concluding the contract. In the case of slightly negligent infringement of minor contractual obligations, ClipMyHorse.TV Operations GmbH shall have no liability towards traders. ClipMyHorse.TV Operations GmbH shall be at liberty to put forward the objection of contributory negligence on the part of the customer. No reversal of the burden of proof shall be associated with the latter.
The foregoing limitations of liability shall also apply in the case of ClipMyHorse.TV Operations GmbH’s legal representatives or assistants infringing their obligations. In the event of a contract of sale involving the carriage of goods, if the customer is a trader the risk of accidental destruction shall pass to the customer upon the goods being handed over to the transport carrier. A delay in acceptance shall be equivalent to the goods being handed over. ClipMyHorse.TV Operations GmbH expressly distances itself from the content of linked websites. The parties offering the respective websites shall themselves be responsible for the contents of these pages.
1.6 Responsibility for the broadcasts
As the organiser, ClipMyHorse.TV Operations GmbH shall be responsible for every broadcast under broadcasting law. In the internal contractual relationship the customer shall be responsible for the content of the broadcast and its editorial design. The customer warrants that the broadcast does not violate any statutory or other provisions (in particular the Hessian Private Broadcasting Act, the Broadcasting Agreement of the Federal German States, the broadcasting guidelines of the state media authorities - especially their respective common advertising guidelines - the European Television and Media Guidelines and any other European regulations under broadcasting law). The customer further warrants that the broadcast does not violate any other advertising or competition law regulations, and that no rights of third parties are violated by the broadcast. ClipMyHorse.TV Operations GmbH may deny outstanding services or withdraw from the order altogether, should there be any reasonable doubt about a given broadcast being in line with applicable broadcasting law. In such cases, any claims by the client are excluded. ClipMyHorse.TV Operations GmbH does not commit to watching and reviewing broadcasts prior to execution of the order. This also applies to any references made in the broadcast to web pages, telephone numbers and their content.
1.7 Termination
Any notice of termination shall require to be given in writing.
The latter is to be sent
2. Special terms and conditions of business for premium membership
Premium Membership shall be valid for the duration specified when purchasing. The respective applicable price is to be paid at the beginning of the membership period.
Vouchers issued by ClipMyHorse.TV Operations GmbH grant access to the premium area free of charge for a fixed period of time.
The premium membership shall automatically be renewed by the duration specified when purchasing unless it has been terminated not later than one month pior to expiry. This does not apply to memberships subscribed for by means of scratch cards. For Premium Memberships with a term of one month the period of notice is 7 days.
ClipMyHorse.TV Operations GmbH may increase the membership subscriptions to be paid by premium members accordingly if the technical, service or licensing costs for providing the programme or content incurred by contracting third parties increase. Any increase needs to be notified to premium members no later than one month in advance. Premium members shall be entitled to terminate the premium membership agreement as at the date of the increase coming into force if the increase(s) amount(s) to 20 per cent or more of the original subscription within the respective agreed term of premium membership. The termination needs to be received by ClipMyHorse.TV Operations GmbH no later than the date on which the increase takes effect. ClipMyHorse.TV Operations GmbH shall point out to premium members that they have a right of termination, as well as the deadline to be met. Should the premium member not make use of his or her right of termination, the amendment shall be deemed approved.
2.1.
Your ClipMyHorse.TV membership may start with a free trial. The free trial period of your membership lasts for one month, or as otherwise specified during sign-up and is intended to allow new members and certain former members to try the service. You will be notified during sign-up whether you are eligible for a free trial.
2.2.
We will bill your Payment Method for your membership fee at the end of the free trial period unless you cancel your membership prior to the end of the free trial period. To view the end date of your free trial period, visit our website and click the "My Account" page. You will not receive a notice from us that your paid membership has begun.
3. Special terms and conditions of business for video on demand services (media centre)
A prerequisite for using the media centre shall be the conclusion of a use agreement. Special registration is necessary for this purpose, giving your Christian name, surname, address, e-mail address and bank details. The use agreement shall come into force upon a conclusive confirmation being issued at the end of the registration process between the customer and ClipMyHorse.TV Operations GmbH.
Once the use agreement has come into force, ClipMyHorse.TV Operations GmbH shall provide the customer with the media centre content selected by him or her for streaming. “Streaming”, within the meaning of these Special Terms and Conditions of Business, shall, in that regard, mean the use of the media centre on the customer's PC simultaneously with transmission in unaltered form, where no permanent copy is created on the customer's terminal equipment. The content provided to the customer by ClipMyHorse.TV Operations GmbH is legally protected, in particular through copyrights and ancillary copyrights. The customer shall only be provided with the content of the media centre for streaming during a limited period of time, in return for a fee.
In order to use it, the customer shall be required to pay a fee as per the current price list to be found on the website www.clipmyhorse.tv.
The compensation for use may only be paid by means of direct debit or any other means of payment authorised by ClipMyHorse.TV Operations GmbH. In the case of the customer opting for a direct debit, ClipMyHorse.TV Operations GmbH shall send the invoice to the customer by e-mail. The customer authorises ClipMyHorse.TV Operations GmbH to collect any fees incurred from his or her bank account specified. In the case of any dishonoured direct debits occurring in the course of the direct debit procedure, the customer shall incur additional costs in the amount of EUR 10.00 per direct debit to account for bank charges and administrative costs. It shall be possible for the customer to prove that no losses of any kind have been incurred, or that they have only been incurred to a considerably lesser extent. The customer’s payment obligation shall also exist in regard to any compensation for use incurred through third parties having accessed content using the customer’s Internet connection, whether authorised or unauthorised, in so far as the customer is responsible for such use.
Should the customer have authorised the passing on of his or her personal details to pferdia, Thomas Vogel, Hehrenwiese 8, 27299 Langwedel, Germany may use the data for his own promotional purposes (newsletters) for his website www.pferdia.de. This authorisation may be revoked by the customer at any time by sending an e-mail to info@pferdia.de.
The use agreement on the temporary use of the media centre shall end automatically upon the term laid down expiring, without the necessity of any termination.
4. Special terms and conditions of business for media sales (promotional services)
4.1 Scope of validity
4.1.1 The following terms and conditions shall apply to the promotional services of ClipMyHorse.TV Operations GmbH, Wandersmannstr. 68, 65205 Wiesbaden, on the website www.clipmyhorse.tv run by ClipMyHorse.TV Operations GmbH. The latter shall in particular include advertising banners, pop-ups, brief video commercials and similar technical facilities, as well as sponsorship of services, such as coupon sponsorship and e-commerce sponsorship for the area of subject-related advertisements placed in matching surroundings, topical special interest placements and subject matter-related keyword-based advertising.
4.1.2 Any deviating, conflicting or supplementary general terms and conditions of business of advertising customers shall not form part of the agreement, even if ClipMyHorse.TV Operations GmbH is aware of them, unless ClipMyHorse.TV Operations GmbH expressly agrees to their validity in writing.
4.2 Conclusion of the contract
4.2.1 A contract between ClipMyHorse.TV Operations GmbH and the advertiser, an advertising agency or any other third party (hereinafter uniformly referred to as “customer”) concerning online advertising shall come into force upon acceptance of the customer’s order by ClipMyHorse.TV Operations GmbH. Acceptance may be effected in writing or by e-mail.
4.2.2 If an advertising agency places advertising orders for third parties, the contract shall, in principle, come into force with the advertising agency, not with its client. Should the advertising agency’s client be a contracting party, it must, notably, be named by the agency as the client and written evidence of the order being placed with the advertising agency must be provided.
4.3 Rights and obligations of ClipMyHorse.TV Operations GmbH
4.3.1 ClipMyHorse.TV Operations GmbH shall provide the advertising order in accordance with the details on the order form. The customer shall have no claim to the online advertisement being placed in a particular position on the respective web page.
4.3.2 In so far as the online advertisement is not obviously recognisable as advertising, ClipMyHorse.TV Operations GmbH may make it recognisable as such, in particular mark it with the word “advertisement” and/or set it apart from the editorial content, in order to make its character as advertising clear.
4.3.3 In so far as the customer is not unreasonably burdened by it, ClipMyHorse.TV Operations GmbH shall be entitled to partial payments.
4.3.4 ClipMyHorse.TV Operations GmbH reserves the right to postpone the publication date of an online advertisement if any legal misgivings exist concerning its publication, the relevant service for the online advertisement is not available for legal reasons or any technical circumstances hinder publication as at the agreed date. When postponing the date, ClipMyHorse.TV Operations GmbH will take into consideration the known interests of the customer, in so far as this is possible and reasonable.
4.3.5 Should the contents and materials for the online advertisement not be received by ClipMyHorse.TV Operations GmbH in good time, i.e. in the case of standard advertisements at least 3 working days (a working day is Mon-Fri) prior to first publication, and in the case of special forms of advertising at least 5 working days (a working day is Mon-Fri) prior to first publication, and should ClipMyHorse.TV Operations GmbH, as a result, only be able to commence supplying the online advertisement late or, in the event of dates being booked in accordance with 4.7.4, not at all, ClipMyHorse.TV Operations GmbH shall be exempt from the obligation to provide the service for the duration of the delay. The key figures to be achieved by ClipMyHorse.TV Operations GmbH shall be reduced accordingly. Also in that case, ClipMyHorse.TV Operations GmbH shall still be entitled to claim the contractually agreed remuneration in full.
4.3.6 ClipMyHorse.TV Operations GmbH shall be entitled to interrupt the online advertising or refuse to accept the materials and contents provided by the customer for the online advertisement if a substantiated suspicion exists that the contents and materials, including the contents to which reference is made within the online advertisement by means of a link, contravene applicable law or official provisions or infringe rights of third parties, or if they have been objected to in appeal proceedings by the German advertising standards authority (Deutscher Werberat, Berlin) or a comparable institution, or publication is impossible or unreasonable due to the technical form. Also in that case, ClipMyHorse.TV Operations GmbH shall still be entitled to claim the contractually agreed remuneration in full.
Should the client subsequently alter an advertisement already published on his or her own authority, also in so far as data is concerned to which reference is made by means of a link, and should the alteration fulfil the prerequisites of paragraph 1 of this clause, ClipMyHorse.TV Operations GmbH shall likewise be entitled to block the advertisement or order concerned, and end publication.
ClipMyHorse.TV Operations GmbH shall, however, in this connection, not be obliged to check advertisements of the customer for any infringements of applicable law, in particular Clause 4.4.5 of these Special Terms and Conditions of Business.
ClipMyHorse.TV Operations GmbH shall inform the customer of the advertisement being blocked, without delay, stating the reasons. In such a case, ClipMyHorse.TV Operations GmbH may make the customer an offer to change the respective online advertisement. Any additional expenses which may arise through the web pages with the online advertisement being re-programmed are to be borne by the customer in accordance with the prices specified in the advertising rates; any outlays are to be reimbursed.
4.3.7 ClipMyHorse.TV Operations GmbH may, further, reject contents and materials if they do not conform to the requirements of the technical specifications in regard to their content or quality. The customer shall, in this case, be entitled to forward ClipMyHorse.TV Operations GmbH an altered version of the online advertisement. Should this replacement advertisement not reach ClipMyHorse.TV Operations GmbH in good time, Clause 4.3.6 shall apply accordingly.
4.3.8 ClipMyHorse.TV Operations GmbH further reserves the right to reject online advertising from competitors of ClipMyHorse.TV Operations GmbH. The parties agree that ClipMyHorse.TV Operations GmbH shall be entitled to assert a right of extraordinary termination if ClipMyHorse.TV Operations GmbH only becomes aware of the circumstances entitling it to reject the advertisement after concluding the contract. No further claims shall exist on the part of the customer in such a case.
4.3.9 ClipMyHorse.TV Operations GmbH shall also have the right to conclude contracts regarding online advertising with competitors of the customer.
4.3.10 ClipMyHorse.TV Operations GmbH shall not be liable to create graphics and advertising texts. In so far as ClipMyHorse.TV Operations GmbH provides these services on the basis of an individual agreement, the costs of creating graphics and advertising texts shall be remunerated separately on the basis of ClipMyHorse.TV Operations GmbH’s respective applicable rates.
4.3.11 In the event of any alteration in the statutorily prescribed VAT rate, ClipMyHorse.TV Operations GmbH shall be entitled to accordingly adjust the charges for goods or services which are supplied or provided within the scope of ongoing or individual contractual obligations as from the date of the alteration in the VAT rate becoming effective.
4.4 Rights and obligations of the customer
4.4.1 The customer shall provide ClipMyHorse.TV Operations GmbH with the materials and information necessary for the online advertisement in good time, as well as complete and free of errors. The customer shall be required to check the materials and nature of the advertisement in advance regarding their legitimacy. The customer warrants that the material is suitable for the agreed purposes, in particular for screen display, in the relevant environment and in the contractually agreed type and size.
4.4.2 The customer undertakes to adhere to the technical specifications, as well as specifications in regard to content, in accordance with the contractual provisions. In addition, the available specifications of the media data, which may be required by ClipMyHorse.TV Operations GmbH in written form, shall apply.
4.4.3 All services of ClipMyHorse.TV Operations GmbH shall be subject to the reservation of correct and punctual delivery to us by our suppliers, as well as the customer fulfilling his or her obligations and undertaking the actions necessary for co-operation. The customer shall name an employee to ClipMyHorse.TV Operations GmbH as a contact person.
4.4.4 The customer warrants that both the online advertisement itself and as its contents are in conformity with all pertinent legal provisions, and in particular do not contravene any penal or competition law regulations, and do not infringe any rights of third parties (name rights, copyrights, data protection rights, etc.). The customer may, in this connection, not infringe any statutory prohibitions, morality and rights of third parties with the form, content or intended purpose of his or her online advertisement. The customer provides the aforementioned assurances in particular also in regard to any legal provisions of the countries in which the online advertisement is displayed as intended.
4.4.5 The customer undertakes to adhere to the applicable provisions concerning data protection and also impose these obligations upon its employees.
4.4.6 Should the customer obtain or collect data from the display of advertisements on ClipMyHorse.TV Operations GmbH’s web site by using special technology, such as, for example, the use of cookies or tracking pixels, the customer warrants that, when collecting, processing and using personal details, it will adhere to the applicable data protection law regulations.
4.4.7 In so far as the customer accumulates anonymous or pseudonymous data (and thus also data which may be related to persons) from accessing the advertisements supplied to it by ClipMyHorse.TV Operations GmbH for online offers, the customer may evaluate this data in the context of the respective campaign for the specific advertiser which instructed the customer to have the campaign in question displayed. This evaluation may only include the anonymous and pseudonymous data which has been generated through advertisements displayed on ClipMyHorse.TV Operations GmbH’s web sites.
4.4.8 Furthermore, the customer shall be prohibited from processing further, using and passing on to third parties all data (either anonymous or which may relate to persons) which the customer receives from advertisements displayed on ClipMyHorse.TV Operations GmbH’s web sites. This prohibition shall also cover the creation of profiles arising from the user’s use conduct on ClipMyHorse.TV Operations GmbH’s web sites and further use of them.
4.4.9 Should the customer use a third party’s systems to display advertisements on ClipMyHorse.TV Operations GmbH’s web sites, he or she shall ensure that the system operator also adheres to this agreement.
4.4.10 For each culpable infringement of the obligation arising from Clauses 4.4.5 to 4.4.9, the customer shall pay ClipMyHorse.TV Operations GmbH a contractual penalty amounting to ten times the price of the order from which the illegal use of data originates. Any further claims for compensation for damage shall remain unaffected thereby.
4.5 Granting of rights
4.5.1 The customer hereby grants ClipMyHorse.TV Operations GmbH non-exclusive worldwide rights of use in the content provided in connection with the online advertisement, in particular the promotional content, chronologically limited to the duration of this contract, which are necessary for unrestricted use on the Internet in order to execute this agreement.
4.5.2 The rights granted shall be chronologically limited to the duration of this agreement. The use rights shall expressly only be assigned as non-exclusive rights, i.e. the customer shall continue to remain entitled to dispose of the rights in the contents and materials which form the subject of the contract himself or herself. Upon termination of this agreement ClipMyHorse.TV Operations GmbH shall surrender use of the contents provided to the customer and possibly either return any materials supplied by the customer or provide evidence of having destroyed them.
4.5.3 The customer warrants that he or she is entitled to place the hyperlinks associated with the online advertisement. In so far as, in accordance with his or her contract with ClipMyHorse.TV Operations GmbH, the customer is entitled to define keywords, the customer warrants that he or she is entitled to use them within the scope of the online advertisement and that use of them in particular does not infringe any rights of third parties or is not otherwise illegal. Reference is made to Clauses 4.5.4 and 4.5.5.
4.5.4 The customer warrants that he or she is entitled to dispose of the rights granted to ClipMyHorse.TV Operations GmbH through this contract, in particular the necessary copyrights and ancillary copyrights. The customer furthermore guarantees that any personal rights of third parties or any other rights of third parties are not infringed by an evaluation of the contents in accordance with the contract.
4.5.5 The customer hereby exempts ClipMyHorse.TV Operations GmbH from any claims by third parties which may be filed in connection with an evaluation of the contents in accordance with the contract or as a result of non-adherence to the customer’s obligation in accordance with Clause 4.4.5 or Clauses 4.5.1 to 4.5.3. In so far as the customer arranges for promotional services through ClipMyHorse.TV Operations GmbH on web pages not operated by the latter, ClipMyHorse.TV Operations GmbH shall be entitled to likewise exempt the respective operator of these web pages from any claims by third parties, and the customer undertakes to exempt ClipMyHorse.TV Operations GmbH from any such claims by the respective operators of these web pages or any such claims by third parties. The reimbursable costs shall also include the reasonable expenses of prosecution and legal defence which may be incurred by ClipMyHorse.TV Operations GmbH when enforcing the rights assigned to ClipMyHorse.TV Operations GmbH with this agreement or defending itself against any claims by third parties. ClipMyHorse.TV Operations GmbH shall, however, inform the customer without delay of any steps to be taken by way of prosecution and legal defence and give the customer the opportunity, on his or her part, to conduct the proceedings against the third party or third parties.
4.6 Prices and payment terms
4.6.1 Unless the compensation is expressly regulated on the order form, it can be inferred from the current price list, which can be obtained in writing from ClipMyHorse.TV Operations GmbH.
4.6.2 In regard to companies, the right to amend the prices or terms of payment is reserved. For orders confirmed by ClipMyHorse.TV Operations GmbH, price amendments shall, however, only be effective if notification of them has been given by ClipMyHorse.TV Operations GmbH at least one month prior to publication of the advertisement. In the event of a price increase, the customer shall be entitled to assert a right to withdraw from the contract. The right to withdraw from the contract must be exercised within 14 days of receipt of the notification on the price increase.
4.6.3 The prices published by ClipMyHorse.TV Operations GmbH are net amounts. ClipMyHorse.TV Operations GmbH will show any statutory VAT falling due separately.
4.6.4 Promotional services of ClipMyHorse.TV Operations GmbH shall be due for payment on the first day of publication of the online advertisement upon receipt of the invoice from ClipMyHorse.TV Operations GmbH. If online advertising cannot be displayed as a result of non-fulfilment of customer obligations or on the basis of Clause 4.3.4, the first day of the planned publication shall be deemed the due date for payment.
4.6.5 The customer shall be required to raise any objections against the invoice with ClipMyHorse.TV Operations GmbH in writing within two weeks of receipt of the invoice. Refraining from raising any objections in good time shall be deemed approval. ClipMyHorse.TV Operations GmbH shall make reference to this circumstance on every invoice.
4.6.6 Should an order not be fulfilled due to circumstances which beyond the control of ClipMyHorse.TV Operations GmbH, without prejudice to any further legal obligations (in particular irrespective of Clause 4.7.3) the customer shall reimburse ClipMyHorse.TV Operations GmbH the difference in the amount between the guaranteed and actual services purchased, in accordance with the relevant rebate.
4.6.7 In the event of payment arrears or deferment, interest amounting to 8% above bank base rate will be charged. For each chargeback of a transfer or cancellation of a direct debit ClipMyHorse.TV Operations GmbH shall charge a handling fee of € 10.00 in addition to any bank charges. It shall be open to the customer to provide evidence of lesser damage. In the event of payment arrears, ClipMyHorse.TV Operations GmbH may put any further execution of current orders on hold until payment is received and require advance payment for the remaining advertisements to be displayed.
4.6.8 A discount in accordance with the turnover discount table shall only be granted on each individual order which fulfils the prerequisites of the discount table. Excluded from the discount shall be any orders for which conditions deviating from the standard price list available at pricelist have been agreed.
4.7 Period of validity and cancellation
4.7.1 The period of validity of the agreement can be seen from the offer or the order confirmation of ClipMyHorse.TV Operations GmbH, in regard to which the latter takes precedence.
4.7.2 The customer may cancel advertising orders following conclusion of the contract. The cancellation must be effected in writing. ClipMyHorse.TV Operations GmbH shall terminate the display of the online advertisement without delay following receipt of the cancellation.
4.7.3 Cancellation up to two weeks prior to commencement of display is possible without any charge. In the event of short-term cancellation ClipMyHorse.TV Operations GmbH shall be entitled to invoice the following costs:
4.7.4 Apart from the foregoing provisions, cancellation of advertisements booked for particular dates shall only be possible free of charge until no later than two weeks prior to the date for display. Other than when booking dynamic advertising space, which contains constantly changing promotional content, a booking for a particular date is understood to mean advertising which can only be displayed on a particular fixed date or only in a particular advertising space, thus in particular, but not exclusively, advertising space within the newsletter sent out on fixed dates, or alternatively fixed secondary pages within the portal booked (microsites). Should a fixed date advertisement be cancelled less than two weeks prior to the date for display, ClipMyHorse.TV Operations GmbH shall be entitled to invoice the customer 100% of the net order value unless the customer proves to ClipMyHorse.TV Operations GmbH that the advertising space for the date booked can be sold elsewhere. In the event of another booking, ClipMyHorse.TV Operations GmbH shall be entitled to invoice the customer the difference between the new and the old net order value plus a handling fee of 30% of the old net order value.
4.7.5 Termination for a significant reason shall remain unaffected thereby. The following shall be deemed significant reasons for termination for ClipMyHorse.TV Operations GmbH:
4.8 Warranty and liability
4.8.1 In the event of any defects in the online advertisement ClipMyHorse.TV Operations GmbH shall, at its option, initially arrange for subsequent improvement or a replacement delivery. Should the subsequent fulfilment be unsuccessful, the customer may, at his or her option, demand a reduction in the remuneration or demand to withdraw from the contract. In the event of only negligible defects, the customer shall not be entitled to assert a right to withdraw from the contract.
4.8.2 The customer must notify any obvious defects in the online advertisement in writing within a period of 24 hours of the online advertisement being displayed live, otherwise assertion of the warranty claim shall be out of the question. In order to keep the deadline, despatching the notice of defect in good time shall suffice.
4.8.3 Acts of God which considerably exacerbate the fulfilment of a service or obligation or make it impossible shall entitle the party concerned to postpone fulfilment of this service or obligation by the duration of the hindrance and delay the starting time to a reasonable extent. Industrial action in the parties’ companies or industrial action on the premises of third party companies shall be equivalent to Acts of God. Should it, by reason of the type of hindrance, not to be expected that the service will be provided within a reasonable period of time, each party shall be entitled to withdraw from the contract in regard to the part of the service not yet fulfilled, in whole or in part.
4.8.4 The customer hereby exempts ClipMyHorse.TV Operations GmbH from all claims which may be filed by third parties against ClipMyHorse.TV Operations GmbH in connection with creation of the online advertisement in accordance with the contract or due to non-adherence to the customer’s obligations arising from this contractual relationship. The reimbursable costs shall also include the reasonable expenses of prosecution and legal defence which may be incurred by ClipMyHorse.TV Operations GmbH when defending itself against any claims by third parties. ClipMyHorse.TV Operations GmbH shall, however, inform the customer without delay of any steps to be taken by way of prosecution and legal defence and give the customer the opportunity, on his or her part, to conduct the proceedings against the third party or third parties himself or herself.
4.8.5 In addition, ClipMyHorse.TV Operations GmbH shall only be liable in so far as ClipMyHorse.TV Operations GmbH, its assistants and/or its legal representatives are guilty of wilful or grossly negligent conduct. This shall not apply if principal service obligations of the contract are infringed by ClipMyHorse.TV Operations GmbH, its assistants and/or its legal representatives.
4.8.6 In the event of slight negligence, liability on the part of ClipMyHorse.TV Operations GmbH and/or its assistants and legal representatives shall be excluded in the case of pecuniary losses in regard to indirect damages, in particular consequential damages, unforeseeable losses or atypical losses, as well as lost profits.
4.8.7 In the case of pecuniary losses in the event of slight negligence, the liability of ClipMyHorse.TV Operations GmbH shall be limited to the total remuneration to be paid by the customer in accordance with Clause 1.5 of the general rules.
4.8.8 Any statutorily prescribed liability independently of fault on the part of ClipMyHorse.TV Operations GmbH – in particular liability in accordance with the Product Liability Act, as well as statutory liability under a warranty – shall be unaffected by the foregoing limitations of liability (Clause 4.8.4 - 4.8.6). Likewise, Clauses 4.8.4 to 4.8.6 shall not apply to liability on the part of ClipMyHorse.TV Operations GmbH in the event of culpable injury to the life, body or health of the customer.
4.8.9 Clauses 4.8.4 to 4.8.7 shall cover all contractual and non-contractual claims resulting from this agreement or the use of the services and/or ClipMyHorse.TV Operations GmbH-sites.
4.8.10 No reversal of the burden of proof shall be associated with the provisions 4.6.6 to 4.6.9.
4.8.11 Any claims on the part of the customer against ClipMyHorse.TV Operations GmbH due to poor service or defects in the online advertisement shall become statute-barred one year after the claim arises and awareness or grossly negligent or wilful unawareness of the circumstances forming the basis for the claim. This shall not apply to any claims falling under the law of torts, or any claims which are based on wilful conduct by ClipMyHorse.TV Operations GmbH.
5. Special terms and conditions of business for purchasing/downloading video clips
In line with the German Copyright Act (UrhG), ClipMyHorse.TV Operations GmbH is entitled to the copyright in files created on behalf of the customer. The photos taken and/or films shot by ClipMyHorse.TV Operations GmbH compiled in files are essentially only intended for the customer's own use. In particular, publishing files produced by ClipMyHorse.TV Operations GmbH on the Internet, duplicating files or presenting them publicly or selling them for a fee is not permitted. Should a customer infringe the restricted right of use, ClipMyHorse.TV Operations GmbH shall be entitled to immediately block the customer's premium membership, right after becoming aware of the infringement, and assert damages against the customer.
6. Final provisions
6.1 Any alterations or additions to these General Terms and Conditions of Business require to be effected in writing, via telefax or by e-mail. Should this form not be sufficient for them, they shall be null and void. This shall also apply to any amendments to this clause.
6.2 Any invalidity of a provision of these conditions of use shall not affect the validity of the remaining provisions of these conditions of use. Any invalid provisions are to be replaced by provisions which most nearly approach the intended economic significance of the invalid provision. The same shall apply in the event of any omissions which require to be made good.
6.3 The exclusive place of jurisdiction for all disputes, if the customer is also a trader, shall be Wiesbaden. The same shall apply if the customer does not have a Head Office or customary place of residence in the Federal Republic of Germany when the action is filed.
6.4 The customer shall only be entitled to assign or transfer accounts receivable arising from this contract following ClipMyHorse.TV Operations GmbH’s prior written consent. The customer shall only be entitled to offset any such claims or retain payment if his or her counterclaims have been established with legal validity.
6.5 The law of the Federal Republic of Germany shall apply. The United Nations Convention on Contracts for the International Sale of Goods (CISG) shall not apply.
General Terms and Conditions of Business of ClipMyHorse.TV Operations GmbH, Wiesbaden, as of 08/2014