General Terms and Conditions of Use

Status: December 1, 2023

Table of contents

1. Scope of application, definitions

1.1 The business relationship between simpleshow GmbH, Am Karlsbad 16, 10785 Berlin, Tel: +49 30 809 50 21 – 0, info@simpleshow.com (hereinafter “simpleshow“) and the customer (hereinafter “customer“) is governed exclusively by the following General Terms and Conditions of Use in the version valid at the time the service package is ordered (hereinafter “GTC“).
1.2 simpleshow offers the following services in accordance with these GTC:
  • the creation of a free account and the use of the online portal on the website of simpleshow and, at the customer’s request, the use of the service packages (“online services“) offered there for a fee,
  • the provision of individually agreed services offered exclusively to entrepreneurs/businesses, in particular the creation of video clips and/or interactive applications (“Services“) each individually and together the “Contractual Services“. The online services and the software allow the customer to create individual video clips in accordance with the technical specifications (“customer videos”).
1.3 simpleshow is entitled to amend these GTC from time to time, but not with regard to the main contractual obligations (essentialia negotii). simpleshow will inform the customer of this via e-mail at least six (6) weeks before the change comes into effect. In this case, the customer has the right to extraordinarily terminate the contract with simpleshow with regard to the contractual services if the change to the GTC is unreasonable for the customer. By continuing to use the contractual services, the customer agrees to the validity of the updated GTC.

2. Applicable regulations

2.1 Clauses 1 to 4 apply to all contractual services.
2.2 In addition, the regulations in Appendix 1 apply to the online services.
2.3 In addition, the regulations in Appendix 2 apply to the use of the software and the provision of services.
2.4 For clarification: If the customer is a consumer within the meaning of Section 13 of the German Civil Code (BGB), Sections 1 to 4 of these GTC and Appendix 1 shall apply exclusively to the customer. The provisions in Appendix 2 shall only apply to businesses and entrepreneurs within the meaning of Section 14 BGB.

3. Liability

3.1 Claims for damages by the customer are excluded. Excluded from this are claims for damages by the customer arising from injury to life, limb or health or from the breach of essential contractual obligations (cardinal obligations) as well as liability for damages based on an intentional or grossly negligent breach of duty by simpleshow, its legal representatives or vicarious agents. Essential contractual obligations are those whose fulfillment is essential for the proper execution of the contract and on whose compliance the contractual partner may regularly rely.
3.2 In the event of a simple negligent breach of essential contractual obligations, simpleshow shall only be liable for the foreseeable damage typical of the contract, unless the customer’s claims for damages are based on injury to life, limb or health. In this case, the above limitation shall not apply.
3.3 The restrictions of clauses 3.1 and 3.2 also apply in favor of simpleshow’s legal representatives and vicarious agents if claims are asserted directly against them.
3.4 The limitations of liability resulting from clauses 3.1 and 3.2 shall not apply if simpleshow has fraudulently concealed the defect or has assumed a guarantee for the quality of the contractual services.

4. Final provisions

4.1 Where terms are defined in these GTC, these definitions shall apply to the entire GTC, including all annexes and appendices.
4.2 The customer is only entitled to set-off if their counterclaims have been legally established or are undisputed.
4.3 This contract and all its components shall be governed exclusively by German law, expressly excluding the conflict of laws provisions and the UN Convention on Contracts for the International Sale of Goods.
4.4 There are no verbal ancillary agreements or additions. Ancillary agreements or supplements shall only be binding if they are made in writing and signed by both contracting parties in a legally valid manner. This also applies to the waiver of this written form requirement.
4.5 Should individual provisions of this contract be invalid or unenforceable, this shall not affect the validity or enforceability of the remaining provisions. In such a case, the parties are obliged to agree on a provision that comes as close as possible to the economic and legal meaning of the invalid provision. This principle applies accordingly to a loophole in the contract.

Appendix 1: Online services

1. User account

1.1 In order to use the software, which can be used via a free user account on the simpleshow website (“online software“), it is necessary to set up a free user account on the simpleshow website or in applications or platforms (such as the simpleshow video maker app in Microsoft Teams) in which the software can be used. The user account is created after filling out the registration form by clicking on the “Register” button. As part of the registration process, the customer is asked to accept the validity of these GTC. The GTC shall thereby also apply to all service packages purchased under the user account.
1.2 User accounts can only be created for one person at a time. Shared e-mail accounts for several users are not permitted. The customer must take appropriate measures to ensure that each user treats the access data associated with their user account confidentially. Access data may not be passed on to third parties.
1.3 Subject to Section 6.5 of this Appendix, the user account contains the “Free” online service package as standard, which permits the free use of the online software with a limited range of functions. In the event that the customer purchases a fee-based online service package, the “Free” online service package shall be replaced by the fee-based online service package. If the customer subsequently cancels the fee-based online service package, the customer automatically reverts to the free plan at the end of the billing period.
1.4 In addition, simpleshow offers a free “Classroom” subscription, which is offered exclusively to members of educational institutions for use in schools or universities.

2. Purchase of chargeable online service packages

2.1 The customer has the option of choosing between various fee-based online service packages that open up different functionalities for the use of the online software. A description of the various online service packages and their functionalities (hereinafter “feature overview“) can be found on the simpleshow website. The fee-based online service packages are:

  • The “Business” subscription
  • The “Pro” subscription
2.2 The provision of the online service packages on the simpleshow website constitutes a binding offer to conclude a contract. The customer makes a binding declaration of acceptance by placing the selected online service package in the shopping cart and then selecting the “Confirm purchase” button. The contract is thus concluded immediately by clicking this button. Before submitting the order, the customer can change and view the data at any time and correct any errors. The term and termination of this contract are governed by Section 9.
2.3 The contract shall be concluded in the language selected by the customer on the simpleshow website, but exclusively in German or English.

3. Prices and terms of payment

3.1 All prices stated on the simpleshow website include the applicable statutory value added tax.
3.2 The customer can make payment using the payment methods offered on the website. Further information on the terms of payment can be found on the simpleshow website.
3.3 Payment is due and payable in advance immediately at the beginning of the respective billing period for the period selected during the ordering process and for each period of automatic renewal in accordance with clause 9.1 sentence 2 and is debited at the beginning of the current annual or monthly period.
3.4 The customer’s obligation to pay default interest does not exclude the assertion of further damages caused by default by simpleshow.

4. Using the online software

4.1 The online software is used via the simpleshow website and is possible via the customer’s Internet browser without additional software. Compatibility with certain Internet browsers is not guaranteed. Downloading the online software and offline use of the online software are not permitted.
4.2 The online software may only be used by the customer and – if the customer is not a natural person – the users registered for the customer. The access data may not be passed on, see also Section 1.2.
4.3 In the event that the ordered service package provides for use by a team, the team members shall be bindingly determined by the customer. The online software may only be used by the team members designated by the customer.
4.4 simpleshow offers an upload option for the videos rendered by the customer to YouTube. This service uses an API provided by YouTube. By using the upload to YouTube functionality, customers agree to the YouTube Terms of Service. More information can be found in simpleshow’s Privacy Policy.

5. Rights to the online software and customer videos

5.1 All rights to the online software are the exclusive property of simpleshow. By providing service packages, the customer is only granted the non-exclusive right to use the online software for the production of customer videos via the Internet within the scope of the respective service package. To the extent necessary for use, the online software may be loaded into the working memory of the customer’s end device. Any further duplication, permanent storage or other use of the online software is not permitted. simpleshow reserves all rights in this respect. Offline provision of the online software, for example by downloading or on a data carrier, is not permitted
5.2 The following applies with regard to customer videos produced with the online software:
5.2.1 Downloading and saving customer videos is only possible and permitted if and insofar as this is provided for in the feature overview for the respective service package. The quality and formats according to the respective feature overview apply.
5.2.2 If the respective service package under which the customer video was created does not contain the option “Privacy for your videos”, simpleshow is entitled to publish the customer videos on the simpleshow website and on the channel operated by simpleshow on the YouTube platform free of charge and without restriction in terms of location and time and to make them publicly accessible. If the respective service package under which the customer video was created contains the option “Privacy for your videos”, the customer is free to allow publication by simpleshow in accordance with this paragraph. If the customer permits publication, the customer grants simpleshow the aforementioned rights.
5.2.3 If the respective service package under which the customer video was created does not contain the option “Removal of the watermark”, the customer videos are automatically provided with a watermark from simpleshow.
5.2.4 If the respective service package under which the customer video was created does not include the option “Commercial rights”, the customer is not permitted to commercially exploit the customer video created. Commercial exploitation includes all uses of the customer video that relate to the customer’s business activities with the exception of the provision of services to third parties. This includes in particular the use of the video for self-promotion.
5.2.5 If the respective service package under which the customer video was created does not contain the option “Authorization for transfer to third parties”, the customer is not permitted to commercially exploit the created customer video for the provision of services to third parties. This includes in particular the provision of advertising services for third parties, the creation of customer videos that are made available to third parties in return for payment or other consideration (e.g. training videos, animations for integration into third-party videos, etc.) and the monetization of the video on third-party platforms, for example YouTube. However, monetization is permitted when using the “Pro” subscription. For the classification as “third-party use”, it is not relevant whether third parties are granted rights to the customer videos.
5.2.6 The customer is given the opportunity to indicate their authorship of the customer video via the “Description” field or in the so-called “Closing Frame”. If the customer videos are published by simpleshow, the author will not be named beyond this.

6. Warranty

6.1 simpleshow merely provides an opportunity for the customer to produce customer videos using the online software. The service of simpleshow therefore extends exclusively to the functionality and availability of the online software, but not to a specific result of use. If and insofar as the service package includes the downloading of the files, the service of simpleshow also includes the provision of the files for downloading.
6.2 The online software can be used by the customer via a standard Internet browser. Further details can be found in the feature overview. The provision of the browser and a sufficiently fast Internet connection is the responsibility of the customer and is not part of simpleshow’s services. The online software is provided by making the online software accessible on the cloud server used by simpleshow. The accessibility of the server via the Internet is not the responsibility of simpleshow.
6.3 Unless otherwise agreed in the contract, simpleshow does not guarantee that the online software will be available 365 days a year, 24 hours a day, 7 days a week. In particular, the online software may be temporarily unavailable due to maintenance work and software updates.
6.4 The service of simpleshow is only defective if it deviates negatively from the feature overview of the respective service package in essential points. simpleshow is entitled to further develop the service packages and the functionalities contained therein, provided that the scope of use for the customer does not significantly deteriorate as a result.
6.5 The “Free” service package is a free opportunity to test the online software with limited functionalities. It is a voluntary service provided by simpleshow to which there is no entitlement. simpleshow is entitled to deactivate the “Free” service package or change its functionalities at any time. Warranty claims in the event that the “Free” service package is not available, is no longer available or is not available as described do not exist.

7. Third party rights

7.1 simpleshow guarantees that the Online Software is free of third-party rights. In the event that third parties justifiably assert claims to the online software that impair the use of the online software by the customer, simpleshow is entitled, at its own discretion, to modify the online software so that it no longer infringes the third-party rights, to acquire the necessary licenses from the third party or to provide alternative software with a scope of services that is comparable to the online software in all essential points. In the event that this is not possible or is unreasonable for simpleshow, simpleshow is entitled to terminate the affected service packages without notice. In this case, advance payments for periods of use in which the online software can no longer be used due to the termination will be refunded.
7.2 The online software can be used by the customer via a standard Internet browser. Further details can be found in the feature overview. The provision of the browser and a sufficiently fast Internet connection is the responsibility of the customer and is not part of simpleshow’s services. The online software is provided by making the online software accessible on the cloud server used by simpleshow. The accessibility of the server via the Internet is not the responsibility of simpleshow.
7.3 The customer warrants that it does not infringe any third-party rights or otherwise violate applicable law when creating the customer videos. This applies in particular to the use of content protected by copyright, design or trademark law as well as offensive, punishable, infringing personal rights or otherwise illegal content in the customer videos. The customer shall indemnify simpleshow, its bodies, employees and agents against all costs and damages resulting from a breach of the above obligations by the customer. This also includes the reimbursement of reasonable legal costs.

8. Right of withdrawal

8.1 When concluding a distance selling transaction, consumers generally have a statutory right of withdrawal, which simpleshow informs them about when the contract is concluded.
8.2 The right of withdrawal expires in accordance with Section 356 (5) BGB before the end of the statutory withdrawal period if simpleshow has started to fulfill the contract, the customer has received a confirmation in accordance with Section 312f BGB and the customer has declared and confirmed upon conclusion of the contract by ticking the appropriate box in the order process that they expressly agree to the start of the fulfillment of the contract by the entrepreneur/business before the expiry of the withdrawal period and that they are aware that their consent to the start of the fulfillment of the contract expires their right of withdrawal.

9. Term and termination

9.1 The service packages have an indefinite term and can be terminated by either party at any time at the end of the respective contract period (year or month, depending on whether an annual or monthly subscription was selected). If the contract is not terminated in good time, it is automatically extended by a further year or, in the case of a monthly subscription, by a further month.
9.2 In the event that the customer orders a higher-priced service package during a current contract period, the existing lower-priced service package is automatically canceled. Any payments already made for periods in which the lower-priced service package can no longer be used will be refunded to the customer or – at simpleshow’s discretion – credited to the usage fee for the higher-priced service package. The higher-priced service package is ordered for a separate monthly or annual contract period and not for the remaining term of the lower-priced service package.
9.3 Termination for good cause remains unaffected. An important reason for termination by simpleshow exists in particular if
9.3.1 the customer is in arrears with payment of the fee for more than two billing periods;
9.3.2 the customer videos created by the customer contain content that infringes the intellectual property rights of third parties or violates statutory provisions, in particular criminal law;
9.3.3 the customer discloses their user name and/or password without authorization contrary to section 1.2;
9.3.4 the operation of the online software is discontinued by simpleshow altogether. In this case, advance payments for periods of use in which the online software can no longer be used due to the termination will be refunded.
9.4 In the event of termination, the customer’s right to use the online software expires. There is no entitlement to permanent retrievability of the customer videos after termination.

10. Consumer information

10.1 simpleshow hereby informs the customer in accordance with § 312i Para. 1 No. 2 BGB and Art. 246c EGBGB as follows:
10.2 If you click on the field labeled “order with obligation to pay”, you are submitting a legally binding offer to conclude a contract.
10.3 These GTC are available for you to download at any time from our website (https://simpleshow.com/de/) and can be accessed and viewed using any standard Internet browser. The details of your respective contract, in particular the type and number of products ordered and prices, are permanently available for you to view on our website (https://simpleshow.com/) if you click on “Settings” and then “Subscriptions” in your user profile.
10.4 By using the “Check order” function before ordering a chargeable service package, you have the opportunity to recognize and correct input errors before submitting the contract declaration.
10.5 The contract can be concluded in German or English.

11. Dispute resolution

11.1 Online dispute resolution pursuant to Art. 14 para. 1 ODR-VO: The European Commission provides a platform for online dispute resolution (OS), which you can find at http://ec.europa.eu/consumers/odr/.

Appendix 2: Services for entrepreneurs/businesses

I.
Section 1: General regulations for services for entrepreneurs

1. Applicable regulations; general provisions

1.1 The provision of the software and the provision of services (hereinafter also referred to as “services for entrepreneurs/businesses“) are provided exclusively on the basis of a separate contract between the customer and simpleshow in accordance with Section I. 2. In addition to the general provisions of the GTC, the provisions of this Annex 2 apply.
1.2 If a customer uses the services for entrepreneurs/businesses from a region other than the European Union, the foreign subsidiary of simpleshow designated as responsible in this section shall become the customer’s contractual partner and is hereinafter also referred to as simpleshow. Responsible are:
  • United States of America: simpleshow USA Corp, 114 NW 25TH St Miami, FL, 33127-4418, USA
  • United Kingdom: simpleshow UK Ltd, 22-25 Portman Close, Suite F6 London, W1H 6BS United Kingdom
  • Japan: simpleshow Japan, Inc, 101,4-5-25 Minamiaoyama, Minato-ku, Tokyo, Japan 107-0062
  • People’s Republic of China and Hong Kong: simpleshow asia Ltd, 9/F, V-Point 18 Tang Lung Street, Causeway Bay, Hong Kong
  • Singapore: Simpleshow Asia Pte Ltd, 230 Victoria Street, #15-01/08, Bugis Junction, Singapore 188024
  • Malaysia: Simpleshow Malaysia Sdn. Bhd, Common Ground, Unit 39-2 Q Sentral, 2A, Jalan Stesen Sentral 2, Kuala Lumpur Sentral 50470, Kuala Lumpur.
  • If a customer uses the services for entrepreneurs/businesses outside the European Union and the regions listed above, simpleshow GmbH becomes the contractual partner.
    1.3 Insofar as the contract relates to the use of the software, the provisions of Section II also apply.
    1.4 Insofar as the contract relates to the provision of services, the provisions of Section III also apply.
    1.5 To clarify: The contract can refer to the use of the software as part of an enterprise license as well as the provision of services.

    2. Offers/Conclusion of contract

    2.1 simpleshow sends the customer an offer based on the previous consultation and/or the questionnaires completed by the customer on learning content and technical requirements. This includes the following:
    • the contract offered, including any annexes (“contract“)
    • the price and quantity offer from simpleshow (“Offer“)
    • these GTC in their currently valid version
    • Insofar as the contract relates to the use of the software: The description of the software and its functionalities available at https://simpleshow.com/product-specification-enterprise/ as part of the Enterprise service package (“Service Description“),
    • Insofar as the contract relates to the provision of services: the annexes “Rights of use” “Work stages” in the version valid at the time of submission of the offer and, if applicable, an individually agreed schedule
    • – together the “Offer Documents” –
    2.2 Deviating GTC of the customer or third parties shall not apply even if simpleshow does not expressly object to their validity in individual cases. In particular, there is no consent to their validity if simpleshow refers to letters from the customer or third parties that contain or refer to the customer’s GTC.
    2.3 These GTC and the annexes “Rights of use” and “Work stages” are available at https://simpleshow.com/de/allgemeine_geschaeftsbedingungen/ and can be printed out and/or permanently saved there. The offer documents (with the exception of the GTC and their annexes) are created individually and sent to the customer by e-mail for printing and/or permanent storage.
    2.4 The customer has the opportunity to carefully examine the offer documents. Unless otherwise stated on the offer, simpleshow shall be bound by the offer to conclude a contract for 60 (sixty) working days.
    2.5 Insofar as the contract relates to the use of the software, the respective offer shall specify whether and to what extent a pricing model based on the number of users (“User-Based“) and/or on the number of videos created (“Volume-Based“) applies to the contract.
    2.6 Insofar as the contract relates to the provision of services, the respective offer shall set out a description of the scope of the services and the agreed remuneration.
    2.7 The contract is concluded as soon as the offer countersigned by the customer is received by simpleshow in the original, as a fax or by e-mail in machine-readable form (acceptance of the offer) or an order (purchase order) by the customer with reference to the offer and these GTC is received by simpleshow in the original, as a fax or by e-mail in machine-readable form and simpleshow confirms this order in the same form.
    2.8 The software and services are offered exclusively to businesses/entrepreneurs within the meaning of Section 14 of the German Civil Code (BGB) and not to consumers. By concluding the contract, the customer confirms that they are an entrepreneur/business.

    3. Invoicing & payment

    3.1 The fees and payment dates are set out in the respective contract. All prices are net prices and do not include the applicable statutory value added tax.
    3.2 simpleshow generally issues its invoices by e-mail. However, the customer agrees to receive invoices by e-mail, in paper form or by uploading them to a customer portal.
    3.3 Insofar as the contract relates to the use of the software, subsequent invoicing for exceeding the agreed number of videos or users can also be agreed in the respective contract.
    3.4 Invoices are due for payment within the payment period agreed in the contract and must be paid in full by bank transfer. If no payment deadline is agreed in the contract, invoices are due within 30 days of invoicing. The obligation of the customer to pay interest on arrears does not exclude the assertion of further damages caused by default by simpleshow.
    3.5 simpleshow is entitled to offset the customer’s payments against older debts first. In this case, the customer will be informed of the type of offsetting that has taken place. If costs and interest have already been incurred, simpleshow is entitled to offset the payment first against the costs, then against the interest and finally against the main service.
    3.6 Payments are only deemed to have been made when they have been credited to simpleshow’s account.
    3.7 In the event of late payment, simpleshow may charge a flat fee of 5 euros for each justified reminder.

    4. Mutual silence

    4.1 Insofar as the parties gain knowledge of confidential information of the other party during the execution of the contract that has not already been published or is publicly known, they agree not to disclose such information.
    4.2 This does not apply to the disclosure of information due to legal obligations or official orders.

    5. Assertion of rights of retention

    The customer shall only be entitled to assert rights of retention if the counterclaims have been legally established or are undisputed.

    6. Jurisdiction agreement

    If the customer is a merchant, a legal entity under public law or a special fund under public law, the place of jurisdiction for all disputes arising from contractual relationships between the customer and simpleshow shall be the registered office of simpleshow.

    II.
    Section 2: Special provisions for the use of the Software under an Enterprise License

    1. Term and termination

    1.1 Unless otherwise stipulated in the contract, the contractual relationship has an indefinite term and can be terminated by either party with three months’ notice to the end of the respective contractual period. In the absence of termination or in the event of late termination, the contractual relationship shall be automatically extended by a further contractual year. Notice of termination must be given in writing, whereby sending a signed letter of termination as a PDF scan by e-mail is sufficient.
    1.2 The right to terminate for good cause remains unaffected. An important reason for termination by simpleshow exists in particular if
    1.2.1 the customer is more than four weeks in arrears with payments due;
    1.2.2 the customer videos created by the customer with the software contain content that infringes the property rights of third parties or violates statutory provisions, in particular criminal law;
    1.2.3 the operation of the software is discontinued by simpleshow altogether. In this case, advance payments for periods of use in which the software can no longer be used due to the termination will be refunded.
    1.3 In the event of termination, the customer’s right to use the software expires. This does not apply in the event of termination by simpleshow for good cause and not as long as the customer is in arrears with payment. There is no entitlement to permanent retrievability of the customer videos created with the software after termination.

    2. User account

    2.1 In order to use the software, one or more user accounts must be set up on the simpleshow website. The customer informs simpleshow of the user (email address) of the administrator account to which simpleshow assigns the corresponding functionalities at the start time of the usage license. The customer can add further users (“team members“) to the team via this administrator account. Alternatively, the user can ask the simpleshow contact person to add them. Team members can only be employees or other persons working on behalf of the customer or a member of the customer group (as defined in section II. 3.2).
    2.2 The customer must treat the access data belonging to their user accounts confidentially and ensure that this also applies to the user accounts of team members. The team members must also accept these GTC as part of their registration process.

    3. Using the software

    3.1 The software is used via the website of simpleshow and is possible via the customer’s Internet browser without additional software. Compatibility with certain Internet browsers is not guaranteed. Downloading the software and offline use of the software are not permitted.
    3.2 The Software enables the Customer and its affiliated companies within the meaning of Sections 15 et seq. AktG (“Customer Group“) to create an unlimited number of customer videos (each also referred to as “Projects“), subject to the provisions contained in Section II 3.3 and II. 3.4. The creation of a project is completed when the respective user clicks on the “Finalize video” button (this process is referred to as “finishing” or “completion“). The same project can also be completed multiple times.
    3.3 If the user-based pricing model is agreed, the following applies:
    3.3.1 The software shall be used by a team designated by the customer; the team may include a maximum of the number of users specified in the contract. The team members shall be named and invited by the customer, or alternatively by the simpleshow contact person, via the user account. Team members can then set up their own user accounts on the basis of the invitation after registering themselves. Only team members are permitted to use the software. With the initial nomination of the team members, these are binding for the duration of the contract; changes are only permitted in accordance with the provisions of the following subparagraph.
    3.3.2 The termination of a user’s team membership (“previous user“) and the establishment of another user’s team membership (“future user“) – replacement of team members – is only permitted if the previous user’s contractual relationship with the customer has ended or has been suspended for a period of at least six months. In all other cases, in particular in the event of a change in the activity or place of work of the previous user, an exchange of team members is not permitted. The customer must inform simpleshow immediately in text form of any replacement of team members. Irrespective of this, the customer must provide simpleshow with information about the current users and any replacement of users at the request of simpleshow and in a manner to be determined by simpleshow. In the event of an unauthorized exchange of team members, the customer is obliged to pay simpleshow a lump-sum compensation in the amount of the license fees attributable to one user for the duration of the unauthorized transfer of the license. The client is at liberty to prove that the damages are lower.
    3.4 If the volume-based pricing model is agreed, the following applies:
    3.4.1 An unlimited number of team members can be added. Sentences 2 to 4 of Section II. 3.3.1 apply accordingly.
    3.4.2 A quota for video projects to be created is defined in the respective contract for each contract year. The extent to which the agreed quota has been exhausted is determined by the consumption of so-called credits, whereby the number of credits at the beginning of a contract year initially corresponds to the number of the ordered quota. To clarify: The consumption of all credits in a contract year does not prevent the customer from continuing to use the software, but is only relevant for the calculation of the remuneration agreed in the respective contract.
    3.4.3 The agreed quota and the consumption of credits is calculated separately for each company in the respective customer group that places orders on the basis of a respective contract.
    3.4.4 The consumption of one credit for the current contract year is charged for the completion of a project. If the same project is completed several times within a contract year, no further credits will be charged for this, provided and insofar as the multiple completion of a project is not abusive in order to save credits. An abusive multiple completion is to be assumed if the content of the project is changed so significantly that the original project is not developed further, but a new content focus is created. If a project (or customer video) is completed in a contract year that was already completed in a previous contract year, an additional credit will be charged for this in the current contract year. If a version of an already completed project is completed again in another language (“Language Version“), a number of credits agreed in the contract will be charged for this, regardless of whether the Language Version is created in the same contract year as the original version or in a later contract year. If the customer does not use one or more Language Versions via the function provided in the software by clicking on the [“Translate”] field, but creates a Language Version themselves (“manual Language Version“), the customer must inform simpleshow of this by the end of the respective contract year at the latest. In case of doubt, the customer bears the burden of proof that a completed project was a manual language version.

    4. Rights to the software and customer videos

    4.1 All rights to the software are the exclusive property of simpleshow. By providing the service packages, the customer is only granted the non-exclusive right to use the software for the production of customer videos via the Internet within the scope of the “Enterprise” service package. To the extent necessary for use, the software may be loaded into the working memory of the customer’s end device. Any further duplication, permanent storage or other use of the software is not permitted. simpleshow reserves all rights in this respect. The software will not be made available offline, for example by downloading or on a data carrier.
    4.2 Subject to the restrictions provided for in individual contracts and in these GTC, the customer shall be entitled to the rights to the customer videos produced with the software. This does not apply to so-called illustrations (drawings included as standard in the software, e.g. symbol for “clock” or “money” etc.) and other templates for interactive applications that are suggested to the customer by the software as design elements and can be used by the customer. simpleshow reserves all rights to such illustrations and other templates. Consequently, the customer is not entitled to use or exploit the illustrations independently of the customer videos, for example by integrating them into other media. The same applies to cases in which customer videos or their excerpts are limited to the presentation of illustration effects or other templates.
    4.3 The following applies with regard to customer videos produced with the software:
    4.3.1 Downloading and saving customer videos is only possible in the quality and formats specified in the service description.
    4.3.2 The software contains the option “Use privacy settings for your videos”. The customer is free to deactivate this option for individual customer videos. In the case of customer videos produced by the customer with the software for which the option is deactivated, simpleshow is entitled to publish the customer videos on the simpleshow website and in the channel operated by simpleshow on the YouTube platform free of charge and without restriction in terms of location and time and to make them publicly accessible.
    4.3.3 The customer is entitled to commercially exploit the customer videos produced by them using the software. Commercial exploitation includes all uses of the customer video that relate to the customer’s business activities, including the use of the customer video for self-promotion, for the provision of advertising services for third parties and the creation of customer videos that are made available to third parties in return for payment or other consideration (e.g. training videos, animations for integration into third-party videos, etc.) as well as the monetization of the customer video on third-party platforms, for example YouTube. Deviating from this, a customer video that has been recorded by a professional voice-over artist at the customer’s request can only be used as paid media, used at a point of sale, monetized on third-party platforms and/or used for mass advertising (e.g. cinema, television) if a separate license agreement is concluded with the respective professional voice-over artist for this purpose. A separate license agreement with the respective professional voice artist is also required if additional versions of customer videos are created (example: a copy of a finished project is created and image material or a logo is exchanged).
    4.3.4 The customer is given the opportunity to indicate their authorship of the customer video via the “Description” field or in the so-called “Closing Frame”. If the customer videos are published by simpleshow, the author will not be named beyond this.

    5. Warranty

    5.1 simpleshow merely provides a possibility for the customer to produce customer videos using the software. The service of simpleshow therefore extends exclusively to the functionality and availability of the software, but not to a specific result of use. As part of the “Enterprise” service package, simpleshow’s service also includes the provision of files for download.
    5.2 The software can be used by the customer via a standard Internet browser. Further details can be found in the service description. The provision of the browser and a sufficiently fast Internet connection is the responsibility of the customer and is not part of simpleshow’s services. The software is provided by making the software accessible on the cloud server used by simpleshow. The accessibility of the server via the Internet is not the responsibility of simpleshow.
    5.3 simpleshow does not guarantee that the software will be available 365 days a year, 24 hours a day, 7 days a week. In particular, the software may be temporarily unavailable due to maintenance work and software updates.
    5.4 The performance of simpleshow is only defective if it deviates negatively from the service description in essential points. simpleshow is entitled to further develop the software, provided that the scope of use for the customer does not significantly deteriorate as a result.

    6. Third party rights

    6.1 simpleshow guarantees that the software is free of third-party rights. In the event that third parties justifiably assert claims to the software which impair the use of the software by the customer, simpleshow is entitled, at its own discretion, to modify the software so that it no longer infringes the third-party rights, to acquire the necessary licenses from the third party or to provide alternative software with a scope of services comparable to the software in all essential points. In the event that this is not possible or is unreasonable for simpleshow, simpleshow is entitled to terminate the affected service packages without notice. In this case, advance payments for periods of use during which the software can no longer be used due to the termination will be refunded.
    6.2 The customer warrants that it does not infringe any third-party rights or otherwise violate applicable law when creating the customer videos. This applies in particular to the use of content protected by copyright, design or trademark law as well as offensive, punishable, infringing personal rights or otherwise illegal content in the customer videos. The customer shall indemnify simpleshow, its bodies, employees and agents against all costs and damages resulting from a breach of the above obligations by the customer. This also includes the reimbursement of reasonable legal costs.

    III.
    Section 3: Special provisions for services

    1. Concept of production, start and end of production, briefing date, timeline and schedule

    1.1 A “production” within the meaning of this section is the creation of a video clip or an interactive application (e.g. “simpleshow interactive”) or another ancillary service for the software (e.g. illustration packages, professional voice recordings or individual animations) according to the customer’s wishes. The same regulations apply to productions in accordance with these GTC that apply to customer videos, unless otherwise regulated in this Section III.
    1.2 Each production begins with the agreement of a briefing appointment in which the respective content of the production is discussed. The production is completed with the acceptance of the last work stage (see section III. 3.4.3 below).
    1.3 In this briefing appointment, simpleshow shall also determine the binding time frame for the contractual production(s) in consultation with the customer:
    1.3.1 For each individual production, a detailed schedule for the implementation of that production (“timeline“) is defined within a reasonable period of time after the briefing date.
    1.3.2 If several productions are the subject matter of the contract, a schedule for the execution of the entire commission shall also be defined no later than at the briefing meeting (“schedule“). This schedule shall specify when individual productions covered by the contract are to begin and/or be completed by specifying the respective calendar weeks. The schedule serves both parties to plan the capacities to be provided in advance. The schedule shall be sent to the client by e-mail after the briefing date by simpleshow. It must be signed by the client and sent to simpleshow by fax or PDF scan in legible quality.

    2. Duties of simpleshow

    2.1 simpleshow undertakes to carry out and/or provide the production listed in the offer or content taken from it (e.g. individual drawings). Unless the parties have agreed otherwise, the production/provision shall be carried out as described in the offer and at the prices stated therein. The customer expressly recognizes the editorial and artistic freedom of simpleshow (“simpleshow style“).
    2.2 simpleshow is only obliged to comply with the timeline and/or the individually defined schedule if the customer fulfills the obligations to cooperate listed in Section III. 3 in full and on time.
    2.3 simpleshow undertakes to grant the rights of use to the contractual content in accordance with the scope selected in the offer and described in the annex “Rights of use” and under the conditions specified therein.

    3. Obligations of the customer

    3.1 Duty to cooperate

    A prerequisite for the rapid and professional creation of individual content for the customer is the customer’s reliable cooperation in the production process, in particular in accordance with the following provision:
    3.1.1 For the duration of the cooperation, the customer shall name a contact person who is familiar with the subject matter of the contract and authorized to make decisions. In the event of (temporary) unavailability, a suitable replacement must be appointed if compliance with the respective timeline and/or schedule would otherwise be jeopardized. In particular, this person must be able and authorized to inspect and accept the respective work stage (see Section III. 3.4 below).
    3.1.2 Communication between the customer and simpleshow shall take place by email wherever possible. The customer must therefore ensure that the e-mails from simpleshow actually reach them (and are not redirected to a “spam” folder or similar). In addition, the parties may also communicate with each other by telephone.
    3.1.3 At simpleshow’s request, any missing information and/or materials required for production must be provided immediately and any outstanding decisions by the customer must be made and communicated without delay.
    3.1.4 The customer must inform simpleshow immediately and unsolicited of any problems concerning the execution of the contract.
    3.1.5 The customer is responsible for the content of the production commissioned by them. It is their duty to ensure that no third-party rights (in particular trademark rights, personal rights) or statutory provisions (in particular competition law) are infringed by the production and/or its publication due to the statements requested by the customer and/or materials provided by them (such as reference images and videos, graphics and design specifications).
    3.2 Consequences of a breach of the duty to cooperate

    The production of content requires a high degree of organization and (advance) planning from simpleshow due to the high demand and the resulting large number of parallel and/or consecutive productions:
    3.2.1 If the customer does not fulfill their obligation to cooperate (in a timely manner) despite an express request by simpleshow (by e-mail) and if compliance with the timeline(s) and/or schedules of third-party productions (other customers) appears to be jeopardized as a result, simpleshow is entitled to cancel the timeline and/or schedule agreed with the customer by unilateral declaration.
    3.2.2 In this case, a new timeline and/or schedule must be defined by the parties, which will be treated as a new project in the simpleshow project planning with regard to the timeline and/or schedule. In other words: In that case, production shall be paused and only resumed when it is feasible again in accordance with simpleshow’s capacity planning, which shall then be redefined in consultation with the client. The client is advised that this may lead to considerable delays.
    3.2.3 If the customer is responsible for the breach of the obligation to cooperate and thus for the cancellation of the original timeline and/or schedule, simpleshow may, at its discretion, (i) demand reimbursement of the expenses incurred by the new schedule, (ii) invoice the agreed remuneration after six months after the conclusion of the respective contract or (iii) agree a new schedule with the customer. The client is free to prove that simpleshow has incurred lower expenses than those then claimed. The customer is advised that simpleshow is entitled to invoice the outstanding remuneration for the respective production in the event of a delay of four weeks or more in the end of the respective production in accordance with Section III. 3.5.3 below.
    3.3 Assumption of costs for the acquisition of additional licenses

    If the customer requests a production design that requires the acquisition of third-party usage rights (e.g. acquisition of a font license, music license, license to use copyrighted works or third-party brands or designs), the customer shall bear the resulting costs. To clarify: the price agreed with the customer shall remain the same; any cost savings shall not be offset.
    3.4 Obligation to accept the work stages produced in accordance with the contract, obligation to pay for subsequent changes and completion of production
    3.4.1 If content is produced in several stages in accordance with the “Work stages” annex, simpleshow shall submit the completed work stage for acceptance. The customer must then immediately check whether this work stage corresponds to what was agreed.
    3.4.2 The customer must notify simpleshow of all specific complaints immediately in text form (e-mail). If the deviations are not insignificant, simpleshow shall revise the work stage and resubmit it to the customer for approval as soon as possible. Deviations are insignificant if they are not objectively suitable for distorting or weakening the meaning of the production and/or impairing the client’s reputation.
    3.4.3 If the work stage meets the requirements, the customer must immediately declare acceptance in text form (by e-mail). If the customer does not make a declaration within three (for simpleshow interactive: seven) working days (starting on the day after the work stage is sent), the work stage is deemed to have been accepted (fictitious acceptance). simpleshow will make separate reference to the special significance of silence when sending the work stage.
    3.4.4 Corrections to a work stage shall only be carried out free of charge until the respective work stage has been accepted. Interventions in a work stage that has already been accepted shall be remunerated separately by the customer in accordance with the “Work stages” annex.
    3.5 Payment obligation
    3.5.1 The customer undertakes to make punctual payment of the remuneration owed and invoiced in accordance with the offer (if applicable in conjunction with the schedule) as well as any additional services in accordance with the offer (e.g. changes after acceptance of a production stage). Language versions, illustration packages and similar services that are directly related to the production of a simpleshow as a basic project shall be invoiced upon completion of the basic project in accordance with the agreed payment terms.
    3.5.2 In case of doubt and unless otherwise agreed in the offer, simpleshow is entitled to invoice 50% of the remuneration for the respective production after conclusion of the contract and the remaining 50% after completion of the respective production.
    3.5.3 If the completion of a production is delayed by more than four weeks (beyond the originally planned completion date according to the “Timeline”) for reasons for which the customer is responsible, simpleshow is entitled to terminate the contractual relationship for good cause and to invoice the portion of the agreed remuneration still outstanding at that time. The provisions under III. 4 below remain unaffected.
    3.6 Granting of the rights required for production and archiving

    The customer undertakes to grant simpleshow the rights of use required for the production and archiving of the contractual content (e.g. the right to display the customer’s company logo in the typical “simpleshow style” and to insert it into a video clip), cf. section 2 of the “Rights of use” annex. The customer guarantees that the materials to be transmitted by them to simpleshow for this purpose are free of third-party rights.

    4. Premature termination of contract / lump-sum claims against the customer

    4.1 The parties may terminate this contract in whole or in part in accordance with the statutory provisions, in particular those relating to the contract for work and services. Termination of the contract before completion of production or completion of the work is only permitted for good cause. Terminations must be made in writing, whereby sending a signed letter of termination as a PDF scan by e-mail is sufficient.
    4.2 An important reason that entitles simpleshow to terminate the contract exists in particular if the customer fails to perform a required act of cooperation despite being set a deadline or fails to make a due payment (default of payment).
    4.3 If the contractual relationship for a production is terminated prematurely for reasons for which the customer is responsible, the customer is obliged to compensate simpleshow for all damages resulting from the premature termination.
    4.4 Notwithstanding the provision in section III. 4.3, simpleshow shall be entitled to compensation from the client in all cases in which the contractual relationship for a production is terminated prematurely for reasons for which the client is responsible, for the services already provided (completed work stages), which is calculated as a percentage of the agreed total net price in accordance with the “Work stages” in the annex, and, with regard to the services not yet provided (unfinished work stages), a lump-sum compensation claim amounting to 10% of the outstanding remuneration of the agreed total net price, unless the customer proves that simpleshow has incurred lower damages. This means, for example, that in the event that the production of a “Standard”, “Professional”, “Hand”, “Motion”, “Premium” or “Interactive” video clip is terminated prematurely, the customer shall generally owe the following payments:
    4.4.1 If the briefing date has already taken place when the contract is terminated and the “text concept” work stage has already been created: 60% of the agreed total net price of the respective product for the services provided plus a lump sum of a further 10% of the remaining difference to the total net purchase price in relation to services/work stages that have not been completed;
    4.4.2 If a storyboard has already been created at the end of the contract: 75% of the agreed total net price of the respective product for the services provided plus a lump sum of a further 10% of the remaining difference to the total net purchase price in relation to services/work stages that have not been completed;
    4.4.3 Insofar as the actual video production (i.e. the filming of the storyboard) has been carried out at the end of the contract, the customer shall owe the full agreed net price of the respective product.
    4.4.4 For products other than video clips (e.g. “simpleshow interactive”), the different work stages and percentages listed in the “Work stages” annex apply.
    4.4.5 The customer is free to prove that simpleshow has incurred no or less damage or expense or that the remuneration is inappropriately high or that other acquisition has taken place. Conversely, simpleshow is free to prove that it has incurred higher damages or that the appropriate remuneration is higher.
    4.4.6 The obligation to pay the lump-sum compensation does not apply if the premature termination is due to reasons for which simpleshow is solely responsible.
    4.5 All declarations in connection with the termination and/or dissolution of the contract must be made in writing to be effective. In addition, the good cause must be stated.

    5. Supplementary regulations for liability

    5.1 After acceptance of the respective work stage or the finished production by the customer, the customer alone is responsible for the content of that production.
    5.2 Insofar as the customer collects and/or stores user data when using an interactive application (e.g. “simpleshow interactive”), the customer is responsible for compliance with data protection regulations.
    5.3 Under no circumstances shall simpleshow be responsible (in particular with regard to obtaining any necessary third-party consents) for the use of the materials provided by the customer and/or for the statements made in the production.
    5.4 Should the content of a production prove to be unlawful (e.g. due to the infringement of industrial property rights or personal rights of third parties or due to an infringement of competition law) and should third parties take legal action against simpleshow as a result, the customer is obliged to compensate simpleshow for the resulting damage in accordance with the statutory provisions.
    5.5 simpleshow shall not be liable if any expectations of the advertising effect associated with the use of the production by the customer are not fulfilled.

    6. Supplementary application of the law on contracts for work and services

    Unless otherwise stated in the above provisions, the statutory provisions of the German Civil Code (BGB) on contracts for work and services (Sections 631 et seq. BGB) shall apply in addition, where appropriate.

    Annex to Section III. of Appendix 2: "Rights of use"

    1. Rights of the customer

    1.1 General rules
    1.1.1 The rights of use described in this annex relate exclusively to the provision of services by simpleshow within the meaning of the GTC.
    1.1.2 The object of any rights of use granted by simpleshow to the customer is always the finished production in its final, unaltered version as accepted by the customer in accordance with Section III. 3.4.3 of Appendix 2. No rights of use are therefore granted to preliminary stages (in particular to text or style concepts, storyboards, preliminary versions) and/or to isolated components of the products (e.g. the soundtracks of a video clip).
    1.1.3 The parties agree that all work results submitted by simpleshow in connection with the production (in particular text, layout or style concepts) are protected by copyright. In the event that no copyright protection exists, the parties hereby agree that the provisions of copyright law shall apply accordingly to such work results.
    1.1.4 Any rights of use shall be granted exclusively for use of the Production by the user specified in the offer and for use to the extent specified in the offer (i.e. standard license and/or extended license and/or illustration license and/or simpleshow interactive license). In the event that the customer and the user are not identical, simpleshow hereby agrees to the transfer of all rights of use to be acquired by the customer under this contract to the user, subject to the proviso that in this case no rights of use may remain with the customer and that the user may not transfer any of these rights of use to third parties.
    1.1.5 All rights of use shall only be granted subject to the proviso that the rights of use listed in Section 2.1 of this Annex and, in the event that the client agrees to reference use by simpleshow, the rights of use listed in Section 2.2 of this Annex shall remain with simpleshow. simpleshow shall, however, under no circumstances make the production created for the client available to other clients to advertise their product or service. Excluded from this prohibition of multiple use by simpleshow are individual illustrations (drawings, e.g. symbol for “clock” or “money” etc.) as well as design templates for interactive applications that are used repeatedly in various productions.
    1.1.6 The respective rights of use shall only be granted to the customer as soon as the respective production has been accepted by the customer in its final version in accordance with Section III. 3.4.3 of Appendix 2 and the agreed full remuneration has been received by simpleshow in due time.
    1.1.7 For the avoidance of doubt, in the event that the customer expressly requests background music that deviates from simpleshow’s proposals and is therefore not GEMA-free, GEMA fees must be paid by the customer to GEMA. All necessary information can be viewed at https://www.gema.de/musiknutzer/. Questions in this regard can be addressed to simpleshow before the start of production and/or directly to GEMA at www.gema.de/kontakt at any time.
    1.2 Standard license for video clips

    If the customer chooses the “standard license” in accordance with the offer, or if the customer acquires this at a later date by separate written agreement, the following rights of use to the contractual production are granted to them as exclusive rights unlimited in time and space:
    1.2.1 Online law (making available to the public)
    The right to make the video clip publicly accessible in the name of the user specified in the offer (i.e. the right to make the video clip publicly accessible via the Internet and/or a company intranet in such a way that it can be viewed by members of the public and/or own employees at times and places of their choice). This includes the right to draw attention to the video clip in any form (e.g. via social networks such as Facebook, X, LinkedIn, TikTok, Instagram or Xing) by linking and/or embedding it.
    1.2.2 Right to screen reproduction
    The right to publicly show the video clip in the name of the user specified in the offer on screens of all kinds and/or projections (but not in cinemas as part of regular cinema advertising or by broadcasting on TV).
    1.2.3 Reproduction and distribution rights (“merchandising”)
    The right to reproduce the video clip in the name of the user specified in the offer on data carriers of all kinds (in particular DVD, Blu-ray, CD, flash memory data carriers (e.g. USB sticks, SD cards) and to distribute such reproductions free of charge.
    1.3 Extended license for video clips

    If the customer chooses the “Extended License” in accordance with the offer, or if the customer acquires this at a later date by separate written agreement, they shall be granted the rights listed above in Section 1.2 of this Annex and the following rights of use to the contractual production as exclusive and geographically unrestricted (but time-limited) rights: If the customer chooses the “standard license” in accordance with the offer, or if the customer acquires this at a later date by separate written agreement, the following rights of use to the contractual production are granted to them as exclusive rights unlimited in time and space:
    1.3.1 Broadcasting rights
    The customer acquires the exclusive right, unlimited in terms of territory but limited in terms of time to 12 months from the acquisition of the right, to broadcast the production or have it broadcast in the name of the user specified in the offer as often as desired via any TV channels (private channels; public channels; free TV; pay TV; web broadcasting in the sense of making available to the public, in which the broadcaster alone determines the time at which the production can be viewed by members of the public; via cable; via satellite; via terrestrial and digital broadcasting).
    1.3.2 Cinema use
    The customer acquires the exclusive right, unlimited in terms of territory but limited in time to 12 months from the acquisition of the right, to have the production publicly screened in the name of the user specified in the offer in cinemas of any kind as often as desired.
    1.3.3 Third-party platform use
    The customer acquires the exclusive right, unlimited in terms of territory but limited in time to 12 months from the acquisition of the right, to distribute and monetize the production on third-party platforms, for example YouTube, in the name of the user specified in the offer.
    1.3.4 Further use by professional speakers
    In the case of productions recorded by a professional voice artist at the customer’s request, the customer acquires an exclusive, geographically unrestricted right, limited in time to 12 months from the acquisition of the right, to use the production in the name of the user specified in the offer as paid media, to use it at a point of sale, to monetize it on third-party platforms and/or to use it for mass advertising (e.g. cinema, television), only if a separate license agreement is concluded with the respective professional voice artist for this purpose. A separate license agreement with the respective professional voice artist is also required if additional versions of productions are created (example: a copy of a finished production is created and image material or a logo is exchanged).
    1.4 License for the “simpleshow interactive”

    The customer acquires the following rights of use to the “simpleshow interactive” (hereinafter also referred to as “application“) created for them as exclusive rights, unlimited in time and space:
    1.4.1 Online law (making available to the public)
    The right to make the Application publicly available on behalf of the User specified in the Offer (i.e. the right to make the Application publicly available via the Internet and/or a company intranet in such a way that it can be used by members of the public and/or own employees at times and places of their choosing). This includes the right to draw attention to the application in any form (e.g. via social networks such as Facebook, X, LinkedIn, TikTok, Instagram or Xing) by means of links.
    1.4.2 Right to screen reproduction
    The right to publicly present the application in the name of the user specified in the offer on screens of all kinds and/or projections (e.g. at trade fairs and other events or in the reception area of the user’s own premises, etc., but not in cinemas or by broadcasting on TV).
    1.4.3 Video use
    The customer acquires the rights to the videos embedded in the application as set out above in Section 2.1 of this Annex (“Standard license for video clips”).
    1.5 License for the purchase of individual illustrations or illustration packages

    The customer acquires the following rights to the respective illustrations as simple rights, unlimited in terms of territory and time:
    1.5.1 Online law (making available to the public)
    The right to integrate the illustrations for the purpose of designing the website(s) of the user named in the offer – i.e. those in which the user is named in the imprint as the person responsible – into these website(s) and thus make them publicly accessible. However, simpleshow GmbH must be named in an appropriate place, e.g. in the imprint under “Illustrations”, as follows: “© simpleshow ®”.
    1.5.2 Reproduction and distribution rights (“merchandising”)
    The right to use the illustrations for the design of printable articles, but only insofar as these articles (if applicable, in addition to the user named in the offer (“promotional item”) also name simpleshow GmbH legibly as follows: “© simpleshow ®”. Furthermore, the design may not lead to a disparagement of simpleshow or otherwise violate applicable law or morality. If the customer scales the illustrations, this may only be done while retaining the original proportions. The right to produce the promotional items designed in accordance with the above specifications in any number and to distribute them without making a profit (i.e. only at the production price or free of charge).
    1.6 Copyright infringement

    For the avoidance of doubt, any use (including any modification) of the video clip and/or the illustrations contained therein that simpleshow has not expressly consented to, as well as any use by a user other than that specified in the order form, constitutes a copyright infringement. This also applies to the code transmitted for the use of a “simpleshow interactive”. This code may not be used for any purpose other than the contractually intended use. In particular, it may not be made available to third parties (not even in part) and/or reproduced and/or modified. If the customer wishes to make changes to an existing production, it is possible to commission simpleshow accordingly (see offer).

    2. Rights of simpleshow

    Unless otherwise stated in the above provisions, the statutory provisions of the German Civil Code (BGB) on contracts for work and services (Sections 631 et seq. BGB) shall apply in addition, where appropriate.
    2.1 Storage and duplication for archiving purposes

    simpleshow retains the non-exclusive, temporally and spatially unlimited right to digitally archive the respective product as well as all preliminary stages (drafts, text concept, storyboard, etc.).
    2.2 Reference use

    If the customer allows simpleshow to use a production to advertise simpleshow’s products and services (“reference use“) at simpleshow’s separate request,
    2.2.1 simpleshow retains the rights listed above in sections 1.2, 1.3 and 1.4 of this Annex as non-exclusive rights of use, unlimited in time and space. In other words: simpleshow is permitted to use the production commissioned by the customer in parallel to its own use for the promotion of simpleshow;
    2.2.2 the customer agrees that the production may be modified or edited for the aforementioned advertising purposes (e.g. to create so-called “showreels”), in particular by shortening, combining with other works (e.g. productions created for third parties and/or by replacing the soundtrack). For this purpose, individual elements (in particular individual drawings or characters) may be extracted from the video clip and used both online (in particular on the customer’s own website) and offline (e.g. on postcards and other (print) products) – the latter by reproducing them as often as desired and distributing such reproductions free of charge. The customer also agrees to the integration of the production in modified or unmodified form in applications for mobile end devices (“apps”) of all manufacturers (e.g. based on Apple iOS or Android);
    2.2.3 agrees that simpleshow may advertise on all channels listed here (online and offline) with the fact that the customer is a contractual partner of simpleshow and/or (in the event that the customer and user are not identical) that simpleshow has acted for the user. This also includes the granting of the non-exclusive, temporally and spatially unlimited right of simpleshow to depict or name the word mark and/or the figurative mark and/or the figurative mark of the customer and/or (in the event that the customer and user are not identical) the user for all advertising measures mentioned above in section 2.2 of this annex.
    2.2.4 simpleshow reserves the right to allow third parties to offer services in their own name – but exclusively using the “simpleshow” brand – that are identical to those of simpleshow (simpleshow licensees). The customer therefore hereby also grants simpleshow the right to grant the rights listed here in section 2.2 of this annex to simpleshow licensees to advertise their services. This also expressly applies in the event that such simpleshow licensees are based abroad and offer their services on the respective foreign markets.

    Annex to Section III. of Appendix 2: "Work stages"

    The production of the various simpleshow products takes place in several stages (“work stages”). The following overview shows these work stages. The cooperation of the customer is required in particular for the work stages marked with numbers: Here, simpleshow transmits content to the customer for acceptance (see Section III. 3.4 of Appendix 2 of the GTC).

    The figures themselves indicate the percentage share of the agreed remuneration which the customer must pay in the event of premature termination of the contract in accordance with Section III. 4.3 of Appendix 2 of the GTC under the conditions listed therein after completion of the respective work stage.

    If, for example, the production of a “simpleshow motion” is terminated prematurely after completion of the storyboard, 75% of the agreed total net price of the respective product for the services rendered plus a lump sum of a further 10% of the remaining difference to the total net purchase price shall be owed in respect of services/work stages that have not been completed.