As of: 15.03.2025
haut[nah]
Schmidt Sauer Behrens GbR
Boppstraße 38
55118 Mainz

The following General Terms and Conditions govern the details of the engagement between hautnah | Schmidt Sauer Behrens GbR (hereinafter: hautnah) and the respective client (hereinafter: Client). In addition to the General Terms and Conditions, the contract also includes the offer and all other named attachments and documents. hautnah is an agency specializing in live and video production. The details of the engagement are derived from the respective offer, which is part of the contract.

The agreed requirements and the scope of the project are based on the specific offer attached to the contract. Production will take place in accordance with the order defined in the offer. Upon acceptance of the offer (no specific form is generally required), the client is obligated to pay 30% of the agreed remuneration to hautnah up to 3 weeks before the start of production. This serves to cover costs incurred during pre-production (e.g., travel costs, equipment rental, etc.). If the contract is concluded less than 3 weeks before the start of production, an individual deadline will be set by hautnah.

In addition to the offer referred to in § 1, the client shall reimburse hautnah for proven expenses or disbursements up to an amount of 1,000 euros. For travel by car, a mileage allowance of €0.65 per kilometer applies.

Depending on the contractual agreement, the client has obligations to cooperate. These include participation in regular meetings or updates (if agreed), as well as the provision of materials and information. The client's obligations to cooperate are primary contractual obligations. If the client fails to meet their obligations to cooperate and hautnah is therefore unable to meet agreed dates and deadlines, the dates and deadlines will be extended by at least the period during which the client failed to meet their obligations.

(1) Content, statements, and information provided by the client for the project are not checked by hautnah for legal compliance. The client is solely responsible for ensuring that all content, statements, and information provided are legally unobjectionable. This applies in particular with regard to trademark, copyright, and competition law. In case of doubt, the client should seek legal advice.

(2) The liability of individual hautnah employees is limited to direct damages. hautnah is not liable for indirect damages, in particular loss of profit or data. This does not apply to damages resulting from intent or gross negligence, nor to damages resulting from injury to life, limb, or health.

The costs specified in the offer cover only the contractually agreed scope of services. hautnah may invoice additional services requested by the client at standard industry hourly rates (approx. €85). hautnah will inform the client in advance if the client requests services that are not covered by the contract or that result in separate costs. This information may be provided orally or in writing. This applies in particular to correction loops.
hautnah offers one reasonable correction loop per video. Any changes must be requested no later than 2 weeks after the project has been delivered; otherwise, the offer expires.

(1) If the project scope is restricted or canceled by the client after the order has been placed, hautnah reserves the right to compensation within the following framework:
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- 100%: Services already rendered and costs already incurred as a result, as well as cancellation costs (e.g., pre-production, conception, equipment rental)
- 70%: Post-production days

(2) Covid-19 Pandemic
If the project scope is restricted or canceled by the client after the order has been placed due to the pandemic (e.g., illness of participants, official measures, etc.), hautnah reserves the right to compensation within the following framework:
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- 100%: Services already rendered and costs already incurred as a result, as well as cancellation costs (e.g., pre-production, conception, equipment rental, etc.)
- 40%: Production days

The client is entitled to request reasonable changes until acceptance. hautnah will implement such changes under the conditions and within the timeframes that correspond to the terms calculated in this contract. The agreed deadlines will be extended in favor of hautnah to a corresponding extent if the agreed change causes delays that cannot be mitigated otherwise.

Binding dates and deadlines are only valid if they are specified in the offer or in a document designated for this purpose. Otherwise, these are non-binding dates and deadlines.

Upon completion of the production phase, the client is obligated to accept the project in accordance with the regulations for contracts for work and services. The client may not unreasonably refuse acceptance.

(1) If the completion of the project is delayed by more than 2 weeks from the originally stated completion date due to a lack of cooperation from the client (see § 4), hautnah may invoice for the services rendered up to that point.
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(2) The client must make payments in accordance with the dates specified in the invoice.
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(3) All prices are net prices plus VAT, unless otherwise declared.
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(4) hautnah reserves the right to invoice for agreed-upon down payments.

(1) hautnah undertakes to maintain confidentiality regarding all information that the client makes accessible to hautnah within the scope of this contract.
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(2) Project-related data provided by the client and generated during the course of the project will be stored and secured on a company-owned OneDrive cloud. Access to the content will be sent to the client via a link. If the client explicitly does not wish for specific data to be stored on the OneDrive cloud, this must be communicated in writing in advance.

(1) The client grants hautnah the right to use the client's names, trademarks, and logos (hereinafter referred to as "Signs") as references. The Signs also include the finalized project accepted by the client.

(2) hautnah is entitled to use the Signs for advertising and presentation purposes. In particular, hautnah may use the Signs for advertising and presentation purposes on the hautnah website, on other websites, social media, in brochures, flyers, newspapers, magazines, at trade fairs, and at events of any kind.

(3) The client grants hautnah the right to present the project in a public portfolio. However, the client may reserve the right to withhold specific information and an official presentation of the project by hautnah for a limited and mutually agreed-upon period. In this case, the client shall actively cooperate to enable hautnah to provide an acceptable public insight into the project for promotional purposes.

(4) The client grants this right to hautnah free of charge.

(5) The client may revoke the granting of rights in writing at any time, provided they assert a legitimate interest. A legitimate interest exists in particular in the event of insolvency, cessation of business, liquidation, sale of the business, or if a third party asserts a claim for injunctive relief against the client regarding the Signs.

(6) The use of the Signs may also take place in accordance with statutory provisions, without prejudice to the above provisions, if agreed upon accordingly or as a matter of principle.

(7) Furthermore, the preceding paragraphs (1)-(6) also apply to future mergers in which the shareholders of hautnah are involved.

(1) In addition to hautnah, the client receives the exclusive and royalty-free right to use the project result for commercial and promotional purposes worldwide (unless otherwise defined in the offer), including in adapted form, and to pass it on to companies within their own corporate group.

(2) This grant of rights is subject to a condition precedent and only becomes effective once the client has made the full payment of the owed remuneration. hautnah may provisionally permit the use of the project by written confirmation even before this time. A transfer of rights under this paragraph does not occur through such a provisional permit.

(3) hautnah may revoke the usage rights if the client remains in default of payment for the due remuneration for more than two months, despite a reminder and the setting of a grace period.

(4) The client has no claim to the raw files of the production. hautnah is not obligated to archive the raw material after the project has been delivered.

(5) hautnah may pass on the project or the raw data to third parties for further processing.

The client is obligated to inform any participants, employees, or affected persons involved in the project about the recording and use of image and audio material and to obtain their written consent. The client must provide the individuals depicted with the opportunity to withhold this permission and must inform hautnah in the event of a refusal.

(1) This contract is governed by the laws of the Federal Republic of Germany.

(2) There are no verbal collateral agreements. Any amendments or additions to this contract must be made in writing to be effective. This also applies to this written form clause.

(3) Should individual provisions of this contract be or become invalid, the validity of the remaining provisions shall not be affected. In place of the invalid provision, the parties shall agree upon a provision that most closely reflects the originally intended economic purpose. The same applies in the event of a contractual loophole.