General Terms and Conditions

7. Rights of Use

7.1     The Contractor grants to Principal the exclusive right of use, not limited to advertising purposes, as well as any and all copyrights and ancillary copyrights without restriction as regards time, territory and content, and other protective rights to any and all Works (including all stages of development) that have been or will be created in the course of the Contractor’s participation in the fulfilment of the respective order. This includes the Principal’s right to use and exploit the production produced using the Contractor’s Works without limitation in all media, technologies and systems and in all possible forms of exploitation. The Principal shall be entitled to transfer the rights granted on the basis of the respective order to third parties, either in whole or in part, to grant non-exclusive or exclusive rights of use to third parties or to grant the right of certain uses of exploitation to third parties as well as to allow third parties the further transfer of rights. Insofar as the Works are transferable as such and not merely by way of granting rights of use, the Principal shall be entitled to transfer the Works to third parties. This shall include, in particular, the rights to inventions and software patents as well as the property rights within the meaning of Section 69b of the German Copyright Act (§ 69b UrhG) in the form of exclusive rights of use. In particular – without limitation – the Contractor grants to Principal the following rights in and to the Works in the form of exclusive rights of use for all known types of use, without restriction as regards time, territory and content:

7.1.1   Reproduction and distribution rights, in particular the right to use the Works within the scope oft he types of use as specified in the individual order in any way – including on image/sound/data carriers other than those originally used – and other storage  media (such as CD-Video, CD-ROM, CD-I, Digital Versatile Disc (DVD), HD DVD, Blu-ray Disc, magnetic tapes or cassettes, chips, memory cards and sticks, computer drives or similar systems), to archive them, to place them in databases and to make them accessible tot he public in physical or immaterial form. This shall include the right of reproduction and distribution in the form of individual images.

• Editing rights, in particular the right to shorten, divide, redesign, supplement, change the sequence of actions, to combine the Works with other works and/or image/sound materials and/or data and information to integrate them therein, while safeguarding the author’s moral rights for all evaluations within the scope of the transferred rights. This also includes the right to interrupt the Works by way of insertion of advertising/sponsoring, to make the Works perceptible at the same time as advertising (e.g. by way of split screens), to make format adjustments, to display symbols or messages, to insert interactive elements and to replace the music. This also includes the right to redefine the title or to edit it in any other way and/or to (re)design the opening and closing titles in accordance with the purpose of its use, taking into account any entry obligations. Furthermore, this includes the right to synchronize and to use subtitles as well as to create voice-over versions of the Works or to commission third parties to do so. The Works edited or synchronized according to this Section 7.1.2. may be used and exploited in the same ways and to the same extent as the contractual Works.

• Broadcasting rights (television rights), in particular the right to make the Works accessible to the public and/or a limited circle of recipients by radio and/or other technical means (e.g. electronic or optical signals). This shall apply to any number of broadcasts and all possible transmission methods (e.g. terrestrial transmitters, cable systems including cable transmission, satellite systems, TCP/IP or internet-based transmission systems, mobile radio including all mobile radio standards [in particular GMS, GPRS, HSCSD, EDGE, UMTS and LTE] or a combination of such methods), in each case independent of frequency ranges, bandwidths as well as resolution, compression and transmission standards or the type of the receiving device (in particular including mobile treminals, e.g. smart phones etc.). This shall also include encrypted and unencrypted broadcasts, analog and digital processes, independent of the legal form of the broadcasting organization (public or private television), its financing methods (commercial or non-commercial television) or the nature of the broadcast (e.g. near-video-on-demand TV, web TV, multiplexing) or the legal relationship between broadcaster and receiver (free TV, pay TV, e.g. pay-per-view, pay-per-channel etc.). The right of public reproduction of radio broadcasts is also transferred.

• Performance rights (theatrical/cinema right), i.e. in particular the right to make the Works publicly perceptible as often as desired through public performances in film theatres or other suitable locations (e.g. restaurants, discotheques, ships, aircrafts, hospitals, etc.). The performance may take place using all suitable methods and techniques (analog and digital systems, including remote transmission of the performance signal) for a fee or free of charge, commercial or non-commercial, and in all formats and on picture and/or sound carriers of all kinds. This includes the right to make the Works publicly perceptible at festivals, trade fairs, sales exhibitions and similar events, as well as the right to make the Works perceptible to a limited circle of recipients (closed circuits), e.g. in schools, hotels, hospitals, airplanes, ships, etc. To avoid misunderstandings, broadcasts in closed circuits in aircraft and ships should be subject to the territorial flag principal.

• Rental and lending rights, i.e. in in particular the right to rent out or lend out the Works or adaptations of the Works or their copies.

• Film production rights, i.e. in particular the right to use the Works unedited or edited as a template for the production of a cinema and/or TV production in all known technical processes (e.g. film, television, video, photo, sound recordings etc.), in digital and non-digital form, including a version in 3D and in all language versions; this includes the right to use the Works arbitrarily with respect to all elements (e.g. characters, ideas, formats, plot elements, dialogues, scenes, drawings, figures, pictorial representations, sounds and noises), to remove parts of the Works or to add other parts, plot elements and sequences, figures or their characteristic features, scenes, modify or re redesign dialogues or other parts and elements of the Works and have the adapted or unedited Works translated into any language, commission screenwriters or other third parties to perform any editing, and use the Works in whole or in part as a model, as often as desired, in adapted or unedited form, including the right to use the Works in any documentation about the Works (e.g. “Making-of”) as well as for use in the context of bonus material or for the exploitation of residual material or for the production of another editing version.

• Digitization rights, i.e. in particular the right to digitize the Works or adaptions of the Works, to digitize non-digitized content associated with the Works, multimedia applications and accompanying material, in particular documentation, or to combine the Works with other digitized works.

• Printing rights, i.e. in particular the right to produce, reproduce, distribute, publicly reproduce and/or otherwise exploit illustrated and non-illustrated products of any kind (books, booklets, comic strips, also in electronic form, e.g. e-books) resulting from the Works by reproduction, re-narration, re-design, compilation or other processing of the content (e.g. film novel, book on film etc.), also in modified form or by way of photographic, drawn or painted illustrations or similar means, and to exploit these to the same extent as the Works. This also includes the right to advertise such products using titles, names and illustrations created by Contractor and/or elements taken from the Works in all forms and media and/or to use them for advertising and similar purposes in press, radio, internet etc.

• Videogram rights, i.e. in particular the right to partially or entirely reproduce and distribute the Works (e.g. by way of sale, rental, loan, also through e-commerce activities) on image and sound data carriers of all kinds for the purpose of non-public reproduction in a specified or individually designed sequence (in particular including interactive use). This right includes all audiovisual systems regardless of their specific technical design (in particular including all resolution and/or compression standards), such as narrow film cassettes, video cassettes, video tapes, video discs of all kind, CD-Video, CD-Rom, CD-I, Digital Versatile Disc (DVD), HD-DVD, Blu-ray Disc, magnetic tapes or cassettes, chips, memory cards and sticks, computer drives or similar systems regardless of the type of use. Included is also the right of (public) reproduction pursuant to Section 21 of the German Copyright Act (§ 21 UrhG).

• Database rights, i.e. in particular the right to record the Works in a machine-readable form and to store them electronically in a separate database, even if this does not serve the database operator’s own use within the meaning of Section 53 of the German Copyright Act (§ 53 UrhG), or to compile abstracts of the Works, i.e. compilations of essential contents of individual Works, to record these in a machine-readable form and to store them electronically in a separate database.

• The right to make the Works available to the public (online rights), i.e. in particular the right to make the Works available in whole or in part in such a way that the Works are accessible to the public and/or a limited circle of recipients upon individual request from places and at times of the recipient’s choice (video-on-demand), irrespective of whether this is performed without storage (streaming), with intermediate storage or with permanent storage (“download to own”). This includes all possible storage and transmission systems (terrestrial, cable, satellite, including distribution by direct satellites, encrypted or unencrypted), including in particular those via the internet (e.g. TCP/IP) and mobile communications, including all mobile communications standards (in particular GMS, GPRS, HSCSD, EDGE, UMTS and LTE), irrespective of the type of the receiving device (including mobile terminals such as iPads, tablet PCs, smartphones, mobile telephones, etc.) and the type of use (including interactive use). This also includes all forms of push and/or pull services and both paid services (Pay-VOD, e.g. Transactional VOD/TVOD, Subscription VOD/SVOD (e.g. Podcast), Electronic-Sell-Through/EST) and free services (Free-VOD/FVOD), including further public access, onward transmission and/or interactive use. This shall also include the reproduction rights of the Works made available to the public.

• The right to exploitation in interactive forms, i.e. in particular the right to produce versions of the Works, to reproduce them, to distribute them on all types of audio-visual carriers or to make them available on demand within the meaning of Section 7.1.11 above, exclusively or primarily for the individual processing of the Works or to make available and to make perceptible any of its individual sound or picture components, in particular by way of shortening, alienation, redesign, connection with other works or data or by any other modification (e.g. in the form of video, computer and online games) and correspondingly interactively designed versions of the Works, provided that the Contractor’s moral rights as author are protected.

• The sound carrier right, i.e. in particular the right to reproduce and/or distribute and/or otherwise exploit the sound track and/or the music soundtrack of the Works as well as re-narrations, new designs or other adaptations of the Works (e.g. in the form of radio plays) in whole or in part to the same extent as the Works. This also includes the right to equip such products with the name and/or the image of Contractor and/or with elements from the Works and to advertise them in all forms and media.

• Archiving rights, i.e. in particular the right to archive the Works or parts thereof (including abstracts or other content information) in any form and in particular also to record them in digital form and to feed them into electronic databases and data networks on all storage media, also together with other works or parts thereof, and to make them available to third parties free of charge or against payment. This shall also include the right to use the Works in the context of an electronic program guide (EPG).

• Merchandising rights, i.e. the right to commercially exploit the Works by producing and distribution goods or marketing services of all kinds, in particular so-called value-added services (e.g. telephone value-added services, such as ringtones, ringback tones, mobile games, MMS, wallpapers, logos, clips, audiotext services, other paid or unpaid telephone services including WAP, GPRS, i-mode, UMTS and LTE services), edited or unedited excerpts from the Works or events, names, titles, characters, images or any other context related to or contained in the Works, and the right to advertise for goods and services of any kind using such elements or processed or unprocessed excerpts from the Works (tie-in advertising).

• In addition, Principal is granted the rights with respect to yet unknown types of use and exploitation, i.e. the rights to all types of use unknown at the time of the conclusion of this agreement, insofar as the rights have not already been granted pursuant to the above provisions. Principal shall give the Contractor prior written notice of the intended use of such a right and shall agree with the Contractor on its reasonable participation in the economic use of this right. If and to the extent that the right of revocation with regard to the granting of the rights with respect to yet unknown types of use and exploitation or the obligation to do so pursuant to Sections 88 (1) sentence 2, 89 (1) sentence 2 of the German Copyright Act (§§ 88 para 1 S. 2, 89 para 1 S. 2 UrhG) is not excluded, the following shall apply in addition to the statutory provisions:

A notification by the Principal of the intended commencement of exploitation of the Works in the new type of use pursuant to Section 31a (1) sentence 3 of the German Copyright Act (§ 31a para 1 S. 3 UrhG) (“Notification”) to the Contractor shall be sent exclusively to the address of the Contractor stated in the order rubrum, unless the Contractor has expressly notified the Principal in writing, expressly stating the relevant order and the Works which are subject of the agreement, and stating that the Notification must be sent to a different address in future. 

• In addition to the rights and authorities set out in the Sections 7.1 and 7.2 above, the Works are regarded as commissioned works with effect for all copyright systems that recognize a corresponding concept. With effect for all foreign legal theories and systems that permit an assignment of the copyright, the contractor assigns the copyright in and to the Works to the Principal. The Works and, if applicable, any other actions performed by the Contractor are regarded as “work-made-for-hire” within the meaning of US copyright law. The Principal shall be entitled to have this assignment entered in the relevant registers (e.g. United States Copyright Office). Insofar as this is permissible under the respective legal systems, the Contractor further declares a waiver of moral rights. In addition, the grant of rights shall also apply with effect for all legal systems that permit the grant of rights also for unknown types of use, including such types of use that will only become known in the future. Insofar as these legal systems provide that the Principal as licensee must grant to Contractor appropriate royalties for this purpose, Principal undertakes to make these payments to Contractor at the time of the use of the Works in these types of use which are yet unknown as of today.

• Before accepting the order, Contactor shall inform Principal whether and, if so, which of its rights of use to be transferred pursuant to this Clause 7 have been transferred to collecting societies (e.g. GEMA) or granted to such societies prior to this agreement.

7.5      With regard to the Works, Contractor shall exercise any rights to which it is entitled pursuant to Section 41 of the German Copyright Act (§ 41 UrhG) not earlier than five years after creation of the Works and may not assert any personal or moral rights to the Works pursuant to Sections 12, 25 and 39 of the German Copyright Act (§§ 12, 25 and 39 UrhG). The Principal shall be entitled to exercise the author’s personal or moral rights in and to the Works. The Principal shall take into account the Contractor’s moral rights as far as this is technically and economically reasonable. In this respect, the Contractor waives the assertion of a copyright to which it is entitled pursuant to Section 13 of the German Copyright Act (§ 13 UrhG), but may be named as the author of the Works with its clear name or a fictitious name determined by Contractor.

7.6      Insofar as the Contractor uses the services of third parties for the execution of the order, Contractor is responsible for ensuring that their rights are also transferred to Principal without restriction to the extent specified herein. The Contractor shall indemnify the Principal against any and all claims by its employees or by any third party used by the Contractor for the performance and execution of the order. The Contractor shall also ensure that all performing artists and models involved will waive the assertion of any naming rights to which they may be entitled, they may, however, be credited (using their name or artist name).

7.7      The Principal is entitled to exploit the aforementioned rights and the granted rights of use itself or by way of involving third parties to whom Principal may transfer the rights in whole or in part, individually or in any combination.

7.8      The Contractor shall irrevocably assign to Principal all trademark, title and other rights associated with the Works for exclusive and transferable use, unrestricted as regards both time and territory.

7.9      The transfer and grant of rights pursuant to this Clause 7 shall be remunerated with the agreed fee. The Contractor shall indemnify the Principal against any and all claims by its employees or other third parties used by Contractor for the execution of the order arising from Sections 32 et seqq. of the German Copyright Act (§§ 32 ff. UrhG).

7.10    Any termination of this agreement by either party shall not affect the acquisition of rights by Principal and the validity of any rights granted or transferred by third parties up to the point where such termination comes into effect.