1. Scope
bamis GmbH is managed by Barbara Sprunkel and Michael Sprunkel. All deliveries and services of bamis Gmbh are carried out exclusively on the basis of these General Terms and Conditions. Provisions that deviate from these conditions, in particular the customer's terms of business or purchase, only become effective if they have been confirmed in writing by bamis GmbH, even if they do not expressly object to them. Otherwise, different conditions do not apply - not even supplementary. These general terms and conditions also apply to future transactions between the customer and bamis Gmbh.
2. Contract bases
The offers of bamis Gmbhl are non-binding, taking point 11 into account. These are merely requests for the customer to submit offers. Silence in response to such an offer is not to be interpreted as implied acceptance of the same. The customer has an obligation to provide information.
bamis Gmbh reserves the right (see point 11) to charge an appropriate processing fee for preparing an offer. He will point this out to the customer before the offer is made. All prices of bamis Gmbh are net prices and do not include the statutory VAT. The prices do not include packaging, freight, postage, insurance and other shipping costs. Gross prices (end users) are always marked in green on the homepage.
3. Copyright and Use Rights
3.1 Every design order placed with bamis Gmbh is a copyright contract that is aimed at granting contractually specified rights of use to the work.
3.2 All drafts and final artwork are subject to copyright law. The provisions of the Copyright Act also apply if the level of originality required under Section 2 of the Copyright Act has not been reached.
3.3 The drafts and final artwork may not be changed in the original or in the reproduction without the express consent of bamis Gmbh. Any imitation - including parts - is not permitted. A breach of this provision entitles bamis GmbH to demand a contractual penalty in the amount of twice the agreed remuneration. If no remuneration has been agreed, the usual remuneration according to the collective agreement for design services SDSt/AGD shall be deemed to have been agreed.
3.4 bamis Gmbh transfers the rights of use required for the respective purpose to the client. Unless otherwise agreed, only the simple right of use is transferred in each case. A transfer of the rights of use to third parties requires the written agreement of bamis Gmbh. The rights of use are only transferred after full payment of the remuneration.
3.5 bamis GmbH has the right to be named as the author on the copies. A culpable violation of the right to be named entitles bamis GmbH to compensation. Without proof of a higher damage, the compensation amounts to 100% of the agreed or usual remuneration according to the collective agreement for design services SDSt/AGD. The customer has the right to prove a significantly lower damage. The right to claim higher damages upon proof remains unaffected for bamis Gmbh.
3.6 Specifications, suggestions by the customer or his other cooperation have no influence on the amount of the remuneration. They do not establish any joint copyright.
4. Compensation
4.1 Drafts and final artwork form a uniform service together with the granting of rights of use. Remuneration is based on the collective agreement for design services SDSt/AGD, unless other agreements have been made. The fees are net amounts to be paid plus statutory VAT.
4.2 If no rights of use are granted and only drafts and/or final artwork are supplied, the remuneration for use does not apply.
4.3 If the drafts are used later or to a greater extent than originally intended, bamis GmbH is entitled to subsequently charge the appropriate fee for use or the difference between the higher appropriate fee for to demand the use and the originally paid.
4.4 The preparation of drafts and all other activities that bamis GmbH performs for the client are subject to a fee, unless expressly agreed otherwise.
4.5 Rights of use fees, collecting society fees and GEMA fees incurred when creating music are included 100% in the remuneration.
4.6 The agreed rights of use are only confirmed once the remuneration has been paid in full. Upon request, the customer will receive a precise description of the rights of use in the form of a letter (alternatively also as a PDF file). The use of the works, before Full payment of the remuneration can be permitted individually by bamis Gmbh, with the right of revocation at any time. No permanent right can be derived from the temporary right of use.
5. Payment due date
5.1 Payment is due immediately upon delivery of the work. It is payable without deduction. If the ordered work is accepted in parts, a corresponding partial payment is due upon acceptance of the part. If an order extends over a longer period of time or if it requires high financial advance payments from bamis GmbH, appropriate advance payments must be made, namely 50% of the total remuneration when the order is placed and 50% after delivery.
5.2 In the event of a delay in payment, bamis Gmbh can demand default interest of 5 percentage points above the respective base interest rate of the European Central Bank and EUR 5 for each required reminder. The assertion of a proven higher damage remains unaffected.
6. Special services, ancillary and travel expenses
6.1 Special services such as reworking or changing the final artwork, studying the manuscript, supervising the printing, etc. are charged separately based on the time spent in accordance with the collective agreement for design services SDSt/AGD.
6.2 bamis Gmbh is entitled to order the external services necessary to fulfill the order in the name and for the account of the customer. The client undertakes to grant bamis Gmbh the corresponding power of attorney.
6.3 Insofar as contracts for external services are concluded in the name and for the account of bamis Gmbh in individual cases, the customer undertakes to indemnify bamis Gmbh from all liabilities arising from the internal relationship result in the conclusion of a contract. This includes in particular the assumption of costs.
6.4 Expenditures for necessary technical ancillary costs, in particular for special materials, for the production of models, photos, intermediate recordings, reproductions, typesetting and printing, etc., are to be reimbursed by the client.
6.5 Travel costs and expenses for necessary trips to be undertaken in connection with the order and agreed with the client are to be reimbursed by the client.
7. Property
7.1 Only rights of use are granted for drafts and final artwork, but no property rights are transferred. These are the exclusive responsibility of bamis Gmbh and remain reserved.
7.2 The originals must therefore be returned undamaged after a reasonable period of time, unless expressly agreed otherwise. In the event of damage or loss, the customer must reimburse the costs that are necessary to restore the originals. The assertion of further damage remains unaffected.
7.3 The dispatch of the work and templates takes place at the risk and for the account of the customer.
7.4 bamis Gmbh is not obliged to hand over files or layouts that were created on the computer to the client. If the client wishes the release of computer data, this must be agreed and paid for separately. If bamis Gmbh has made computer files available to the customer, these may only be changed or made accessible to third parties with the prior consent of bamis Gmbh.
7.5 bamis Gmbh is not obliged to check delivered text, film and image material with regard to copyright, license, usage or publication rights. This obligation is the responsibility of the delivering customer. The customer indemnifies bamis Gmbh from all claims for damages that arise from the breach of this obligation.
7.6 bamis Gmbh is not obliged to check data such as text, film and image material entered by the customer (via CMS systems) with regard to copyright, license, usage or publication rights. This obligation is the responsibility of the delivering customer. The customer also indemnifies bamis Gmbh from all claims for damages that arise from the violation of this obligation.
8. Correction, production monitoring and voucher samples
8.1 Correction samples must be submitted to bamis Gmbh before the reproduction is carried out.
8.2 Production monitoring by bamis Gmbh is only carried out on the basis of a special agreement. When taking over the production monitoring, bamis Gmbh is entitled to make the necessary decisions and to give appropriate instructions at its own discretion. The bamis Gmbh is only liable for errors if it is its own fault and only for intent and gross negligence. Otherwise liability is excluded.
8.3 The customer shall provide bamis Gmbh with at least 5 to 10 flawless, unfolded receipts free of charge from all duplicated works. The bamis Gmbh is entitled to use these samples for the purpose of self-promotion to use.
9. Liability
9.1 bamis Gmbh undertakes to carry out the order with the greatest possible care, in particular to treat templates, films, displays, layouts etc. provided to it with care. It is only liable for damage incurred in the event of intent and gross negligence. Compensation for damages exceeding the material value is excluded.
9.2 bamis Gmbh undertakes to carefully select and guide its vicarious agents. In addition, he is not liable for their vicarious agents.
9.3 If bamis Gmbh commissions necessary external services, the respective contractors are not vicarious agents of bamis Gmbh. bamis Gmbh is only liable for its own fault and only for intent and gross negligence.
9.4 With the approval (release) of drafts, final versions by the customer, he assumes responsibility for the correctness of text and image.
9.5 bamis Gmbh is not liable for the drafts, texts, final versions and final artwork released by the customer.
9.6 bamis GmbH is not liable for the admissibility under competition and trademark law and for the registrability of the work.
9.7 The customer must check the work immediately after delivery and report defects, § 377 HGB. Complaints of any kind must be made in writing to bamis GmbH within 14 days of delivery of the work. Thereafter, the work is deemed to have been accepted free of defects.
9.8 The limitation period for any warranty claims against bamis GmbH is 12 months if the customer is a merchant or a legal entity under public law.
9.9 The bamis Gmbh is not liable for late delivery due to templates, images and production-relevant information delivered late by the customer. Each appointment is shifted by the identical time that the customer is in arrears. Shortening the time span in the production processes requires an application, a post-calculation with advance payment and approval by bamis Gmbh.
10. Design Freedom and Templates
10.1 Within the scope of the order, there is freedom of design for bamis Gmbh. Complaints regarding the artistic design are excluded. If the customer wishes changes during or after production, he must bear the additional costs. The bamis GmbH retains the right to remuneration for work that has already begun.
10.2 If the execution of the order is delayed for reasons for which the client is responsible, bamis Gmbh can demand a reasonable increase in the remuneration. In the event of intent or gross negligence, he can also assert claims for damages. The assertion of further damage caused by default remains unaffected.
10.3 The client assures that he is entitled to use all templates provided to bamis Gmbh. If, contrary to this insurance, he is not entitled to use it, the client indemnifies bamis GmbH from all third-party claims for compensation.
11. Cost estimates/offers (KV)
11.1 bamis Gmbh reserves the right to create offers and cost estimates for a processing fee.
11.2 The amount of the processing fee depends on the scope and content. However, it amounts to a maximum of € 500 per request.
11.3 The fee due prior to the preparation of the offer or cost estimate will be charged in full when the full order is placed.
11.4 Reimbursement of the fee is not possible if the order is not placed.
11.5 bamis Gmbh reserves the right not to reimburse the processing fee in proportion to the proportion of the order in which the offer is partially commissioned.
12. Assignment / Offsetting
The assignment of rights from this contract is excluded for the customer. Offsetting by the customer is excluded, unless it is a matter of offsetting against undisputed or legally established claims.
13. Counseling and Training
13.1 Advice is given on the basis of experience and acquired specialist knowledge. There is neither a guarantee that success will occur nor an obligation to recourse if success does not occur. Liability for circumstances arising from the advice is excluded. No decisions are made as a result of the advice, suggestions are made that are implemented and commissioned exclusively by the customer and thus relieve bamis GmbH of liability.
13.2 Training and instructions of any kind do not guarantee user success. Subsequent support tasks are not part of the training/instruction. Support services - even after the briefing - are always subject to a fee and are billed according to the current hourly rate and effort.
13.3 There is no obligation of Handover or creation of a user manual.
14. Final Provisions
14.1 Place of performance and place of jurisdiction is the headquarters of bamis GmbH, provided the customer is a merchant or a legal entity under public law or has no general place of jurisdiction in the Federal Republic of Germany.
14.2 The ineffectiveness of one of the above conditions does not affect the validity of the remaining provisions. The ineffective provision is deemed to be replaced by one that comes as close as possible to the meaning and purpose of the ineffective provision in a legally effective manner. The same applies to possible regulation gaps.
14.3 The law of the Federal Republic of Germany applies as agreed.
15. External Storage, Third-Party Servers
We assume no liability for the operation of external servers such as Mazing or Cloudrexx. The liability and the provision of the services are the sole responsibility of the owners of the installations.
Created January 2022 | updated August 2022
bamis GmbH
Europa-Allee 132 | 60486 Frankfurt
Tel.: +49 (69) 98972874-0 = headquarters | Email: hello@bamis.gmbh
