Terms and conditions

I. Scope

1. The following terms apply to all assignments, offers, deliveries and services performed by Elke Mühlhoff.
2. They are deemed agreed upon the client's acceptance of the delivery, service or offer of the Photographer, at the latest upon acceptance of the image material for publication.
3. Any objection to these terms must be declared in writing within three working days. Any conflicting terms of the client are hereby rejected.
4. Within an ongoing business relationship, these terms also apply, without further express incorporation, to all future assignments, offers, deliveries and services of the Photographer.

II. Commissioned productions

1. The Photographer's cost estimates are non-binding. Cost increases will be notified as soon as it becomes apparent that the originally estimated total cost will be exceeded by more than 15 %. Extensions of production time for reasons not attributable to the Photographer are remunerated additionally on the basis of the agreed hourly fee or a reasonable increase of the flat fee.
2. The Photographer may commission third-party services in the name and for the account of the client.
3. Subject to any deviating agreement, the Photographer selects the images submitted for acceptance.
4. If no written complaints are made within two weeks of delivery, the images are deemed accepted in accordance with the contract.

III. Image material provided

1. These terms apply to any image material provided to the client — analogue or digital, at any production stage or in any technical form.
2. The delivered image material constitutes copyright-protected photographic works within the meaning of § 2 (1) no. 5 of the German Copyright Act (UrhG).
3. Design proposals or concepts commissioned separately are independent services subject to remuneration.
4. The image material remains the property of the Photographer — even after compensation has been paid.
5. The client treats the image material with care and only passes it on to third parties for internal business purposes (review, selection, technical processing).
6. Complaints regarding content, quality or condition of the image material must be reported within two weeks of receipt.

IV. Usage rights

1. The client generally acquires a non-exclusive right of one-time use. Internet publications or inclusion in digital databases are — subject to deviating agreement — limited to the duration of the corresponding print object.
2. Exclusive usage rights, exclusivity for media or territories, and blocking periods are agreed separately and require a surcharge of at least 100 % on the respective base fee.
3. Delivery transfers only the right of use for the purpose, medium and data carrier specified by the client.
4. Any use beyond clause 3 — exploitation, reproduction, distribution or publication — is subject to fees and requires the Photographer's prior explicit consent.
5. Modifications of the image material (photo composing, montage, electronic editing to create new works) are only permitted with the Photographer's written consent and only when marked with [M].
6. The client may not transfer the granted usage rights to third parties — not even to group or subsidiary companies. Any use is permitted only with the copyright notice specified by the Photographer.
7. The grant of usage rights is subject to the suspensive condition of full payment.

V. Liability

1. The Photographer is not liable for the violation of rights of persons or objects depicted unless a signed release form is on file. Obtaining any further usage or publication permissions is the client's responsibility.
2. From the moment of proper delivery, the client is responsible for the appropriate use of the image material.

VI. Fees

1. The agreed fee applies. In the absence of an agreement, the current image fee overview of the Mittelstandsgemeinschaft Foto-Marketing (MFM) applies, plus the applicable VAT.
2. The agreed fee covers single use for the agreed purpose (see IV.3).
3. Ancillary costs (materials, lab, model fees, props, travel and expenses) are not included and are borne by the client.
4. The fee is due upon delivery. In the case of partial deliveries, the corresponding partial fee is due with each delivery.
5. The full fee is also payable if the delivered image material is not published. When used as a working draft for layout or presentation purposes, a fee of at least €75 per image applies unless otherwise agreed.
6. Set-off and retention are only permitted against undisputed or legally established claims.

VII. Return of image material

1. Analogue image material must be returned promptly after publication or agreed use, at the latest three months after delivery, together with two reference copies.
2. Digital data must be deleted, or data carriers destroyed, after use ends. The Photographer is not liable for the continued existence of the data or for the possibility of re-delivery.
3. Analogue image material provided for review must be returned within one month; digital data must be deleted.
4. Returns are at the cost and risk of the client.

VIII. Contractual penalty, damages

1. For any unauthorised use, reproduction or distribution, a contractual penalty of five times the usage fee is payable per individual case — further claims for damages remain unaffected.
2. If the copyright notice is omitted, incomplete or unattributable, a surcharge of 100 % on the agreed or customary usage fee applies.

IX. General provisions

1. The law of the Federal Republic of Germany applies — also for deliveries abroad.
2. Side agreements require written form.
3. The invalidity of individual provisions does not affect the validity of the others; invalid provisions are replaced by valid ones that come closest to the economic and legal purpose.
4. For merchants under German commercial law, the place of performance and jurisdiction is the Photographer's domicile.

These terms are based on the model terms of verdi / Freelens (version of 26 May 2013).