Terms of Use

§1 Creation of the contractual relationship, changes to the Terms of Use

1.1 The following Terms of Use govern the contractual relationship between Media Services GmbH (hereafter the "Provider") and the User regarding the use of the internet-based "Fusion Network" made available by the Provider.

1.2 Upon conclusion of the registration procedure for Fusion Network or within the ambit of the reservation of services which include the use of Fusion Network, the User shall issue an offer to conclude a User Agreement on the basis of these Terms of Use. Upon approval of the user account by the Provider or granting of the first possibility of use by the Provider, the latter accepts the offer to conclude a User Agreement.

1.3 Any terms of the User which contrast to or depart from these Terms of Use will only be recognised by express written confirmation by the Provider.

1.4 The Provider is entitled to change and adjust these Terms for the duration of ongoing use of the Fusion Network. The Provider will send the modified Terms to the User in writing and specifically refer to the new regulations. At the same time, the Provider will grant the User a reasonable period in order to state whether he accepts the amended Terms of Use for the further receipt of services. If no declaration is made within this period, the amended Terms will be regarded as having been agreed to. At the start of the relevant period the Provider will expressly inform the User of this legal consequence. In the event that the User rejects the change to these Terms, the Provider will be entitled to terminate the User Agreement without notice at the time when the Terms of Use come into force .

§2 Subject matter of the User Agreement

2.1 This User Agreement entitles the User or any person authorized by the User to access the internet-based Fusion Network content platform made available by the Provider and, via the web-based access, to store production-related contents, such as for example audio and video files, as well as other production-related documents on the associated servers, to make them available on demand and/or to retrieve them from there. In addition, the User will be able to administer the contact data and send or receive notifications. The use is limited to the quantity of storage space provided by the Provider, as well as the number of users approved by the Provider and the transfer/streaming volumes provided by the Provider. The processing (transcoding) of content is not covered by the Use. These services may be provided by the Provider for a specifically agreed fee.

2.2 The concrete graphic and functional arrangement of the forms of use covered by the Agreement, the expansion of the forms of use to include additional features or their supplementation with chargeable additional services fall under the discretion of the Provider. The Provider is at all times entitled to amend and adjust the actual arrangement, provided that it maintain the forms of use covered by the agreement.

§3 Registration, user account and usage of passwords

3.1 The use of Fusion Network is contingent upon prior registration. Under the terms of the registration form, the User is obliged to provide truthful and complete information regarding himself/his company and always to ensure that his data are kept up to date.

3.2 The user account may only be used by the registered User. The User is entitled to set up sub-accounts ("Sub-Accounts") dependent on his account, in order to authorize access for further persons. This arrangement requires the prior approval of the Provider. The User and persons authorized by the User must keep their password secret and may not authorize third parties to access and/or use Fusion Network in their name. The User undertakes to notify the Provider promptly should he suspect that his account or a sub-account that has been set up or the relevant access data have been misused or that a security breach has occurred in relation to the use of the Fusion Network.

3.3 The User is responsible for all activities that are carried out in connection with his user account and the sub-accounts set up. This applies also to the actions of third parties, including in particular persons authorized by the User. The User must ensure that users authorized by him are informed of the provisions of these Terms of Use and comply accordingly with the regulations contained therein.

3.4 The user account will be blocked after the password has been entered incorrectly 3 times.

§4 General duties of the User

4.1 The User may avail himself of the forms of use made available by the Provider only within the ambit of contractually agreed projects. The User is prohibited from all misuse in excess of this purpose.

4.2 Any breach of duty will entitle the Provider to terminate the User Agreement without notice and to block the user account and the associated sub-accounts. The Provider is further entitled to refuse to approve a new account for this user for an indefinite period of time after termination.

§5 Duties of the User relating to contents posted

5.1 The User must ensure that he does not infringe any third party rights (e.g. infringement of copyright and personality rights, breaches of competition law) when posting contents (text, pictures, photographs, videos, names, trademarks, etc.).

5.2 The User will hold the Provider harmless from all third party claims that may be brought against the Provider in relation to a violation of the law committed by him or for which he is responsible. The User will bear all necessary costs of legal defense relating to such matters.

5.3 The Provider is entitled to cancel or deactivate contents posted by the User in the event that these violate third party rights or that third parties bring claims for a legal violation, provided that they are not manifestly groundless. Should the Provider become aware of a possible breach of the law by the contents of the User, it will promptly inform the User thereof in writing.

5.4 When using the Fusion Network, the User may not: (a) save, render public and/or transmit data, text, pictures, links, software or other content which according to the relevant statutory provisions or in the opinion of the Provider are unlawful, damaging, threatening, improper, vexatious, defamatory, vulgar, obscene, likely to promote hatred, racist, pornographic, likely to glorify violence or in any other way objectionable; or (b) save, render public and/or transmit material which contains software viruses or other information, data or programs which are intended or liable to interrupt, destroy or limit the functions of computer software or hardware or telecommunications equipment.

5.5 The contents of the User will remain his own content. With the exception of materials which the Provider provides to the User under license, the Provider will make no claim to ownership of the contents which the User uploads or posts over the Fusion Network. The User will control who has access to this content. If the User posts his contents in an area accessible to third parties, every person who has access to this area may also use the contents.

5.6 The User acknowledges the fact, and authorizes the Provider to use, modify, copy, distribute and render public any contents made available by the User to the extent necessary for the preparation of the Fusion Network, but only in order to comply with this User Agreement or other agreements in existence between the User and the Provider.

5.7 The User is obliged to secure the data which is saved within the Fusion Network separately with a back-up copy. If the Fusion Network is blocked or terminated or in the event of functional disruption, the data will be permanently cancelled from the Provider's Server. Cancelled data can generally no longer be recovered.

§6 Data protection

6.1 The Provider requires particular personal information relating to the User or persons authorized by him in order to set up and provide the Fusion Network service.

6.2 The User consents to the usage by the Provider of his personal data ("Personal Data") disclosed in connection with the registration for and usage of the Fusion Network in order to be able to offer and manage the Fusion Network service, to provide information regarding goods and services, to offer and/or where appropriate deliver such goods and services, as well as for other related purposes. The User must ensure that persons authorized by him to use the Fusion Network provide a similar statement of consent. Personal data will only be stored in order to fulfil the original purpose of its collection and will be deleted after fulfilment of the purpose. This declaration of consent may be withdrawn at any time with future effect by notification to the Provider. The User has the right to obtain details regarding its personal information saved at any time without specifying reasons and to require their blockage, cancellation or rectification.

§7 Liability

7.1 The Provider provides the Fusion Network "as seen", "with all flaws" and "as available". It does not guarantee the accuracy of the information made available or that it is up to date. The User acknowledges that computer and telecommunications systems cannot be configured in an error free manner and that there are hence occasionally periods during which these systems are not available. The Provider does not guarantee that the Fusion Network works in a certain and error free manner without interruption. The Provider provides no express, guarantees, warranties or assurances and excludes any implied guarantees, including guarantees regarding compliance with ordinary commercial standards, suitability for a particular purpose, technical implementation and that no rights of third parties will be infringed.

7.2 The relevant third parties are responsible for the contents and activities of third parties, including in particular contents which refer to third party websites through links. These contents and activities may not be attributed to the Provider, nor do they reflect the Provider's opinion.

7.3 The Provider will only be liable where it, or its legal representatives and/or agents have acted intentionally or with gross negligence. This will not apply in the event that material obligations under this Agreement have been breached. Material obligations mean those duties which the Agreement must guarantee to the User according to its spirit and purpose, or the fulfilment of which is fundamental in enabling the orderly implementation of the Agreement, and on compliance with which the User may routinely rely.

7.4 The Provider, its legal representatives and agents will be liable for non-gross negligence only for typically foreseeable damages. In such cases there will moreover be no liability for lost profit or indirect damage resulting from financial damage.

7.5 Any strict liability of the Provider and the aforementioned parties established under statute, such as product liability or liability under guarantee, will be unaffected by paragraphs 7.2-7.4. The same applies for liability for personal injury, death or damage to health.

7.6 Paragraphs 7.1-7.5 above apply to all contractual and non-contractual claims which may result from this Agreement and/or the use of the Fusion Network.

§8 Concluding provisions

8.1 This Agreement is governed exclusively by the law of the Federal Republic of Germany to the exclusion of private international law and the UN Convention on Contracts for the International Sale of Goods. The District Court of Munich I will have exclusive jurisdiction over all disputes resulting from this User Agreement or concerning its valid creation.

8.2 This User Agreement may only be terminated, amended or supplemented in writing. Oral agreements, including an oral agreement to strike out this requirement of written form, are invalid.

8.3 Should a term of this User Agreement breach a statutory prohibition or be unenforceable on any other grounds or lead to financially intolerable results, this will not affect the remaining terms of this User Agreement. A reasonable term will apply in place of the invalid or impracticable term which corresponds as closely as is legally possible to what the parties would have agreed to had they had the opportunity to consider the matter in advance with reference to such invalidity or impracticability, taking into account the spirit and purpose of this User Agreement. Any gaps in this Agreement are to be closed in a similar manner.