TERMS AND CONDITIONS

GENERAL TERMS AND CONDITIONS *)

The Color Grading Company GmbH, Am Coloneum 1, 50829 Cologne, Germany, ("Provider" or "we") is a service company specializing in digital color correction (color grading) and final processing of film and video productions.

The provider offers entrepreneurs (hereinafter: "customers") the online service "ShotCompare" for uploading, comparing, sharing and embedding videos. Some basic functions of the service are available without registration. To use the service with extended functions, the customer must first register and set up a user account ("ShotCompare account").

The ShotCompare service is offered in different versions ("Services") and can be used by the customer for business purposes. ShotCompare can be used in the FREE version ("FREE Plan") free of charge and in the PRO version ("PRO Plan") with additional functions as a paid subscription ("Subscription").

These terms of use govern the use of the ShotCompare services. They are available at

https://shotcompare.com/de/legal-agreements/agb/ (German) and
https://shotcompare.com/en/legal-agreements/terms/ (English)

and can be downloaded and printed by the customer.

1. Subject matter of the contract

1.1. These Terms of Use apply to the contractual relationship between the customer and the provider in relation to the provision and use of the ShotCompare services. The Terms of Use apply in the version valid at the time of conclusion of the contract, unless the customer has agreed to a change to this version after conclusion of the contract.

1.2. Our offer is aimed exclusively at entrepreneurs within the meaning of Section 14 of the German Civil Code (BGB) who are acting in the exercise of their commercial or independent professional activity. We can therefore demand that you provide us with sufficient proof of your entrepreneurial status before concluding the contract, e.g. by providing your VAT ID number or other suitable evidence. The data required for the proof must be provided by you completely and truthfully .

1.3. Deviating or conflicting terms and conditions of the customer shall not be recognized by us unless we have expressly agreed to them.

1.4. The customer shall pay the remuneration agreed in the order process if the customer receives or makes use of services that are identified as chargeable services upon conclusion of the contract.

1.5. Purchase of subscriptions via third parties ("app stores")

In the event that the customer takes out a subscription for our ShotCompare services via a third party, e.g. in an Apple, Google or Amazon app store, the contractual terms and conditions of the app store provider accepted by the customer may apply in addition to these Terms of Use. 

1 Where the masculine form "customer" is used in these GTC, the masculine form is representative of a female, intersex and transsexual person.

The contractual relationship for the use of the app store and the use of our ShotCompare app, which may be offered in the future for access to our ShotCompare services, is between the custo- mer and the provider of the app store. Likewise, the provisions of these Terms of Use do not apply with regard to the purchase of the subscription, invoicing, termination, including cancellation and refund, or payment. The customer's payment relationship is with the provider of the relevant app store.

However, access to and use of our ShotCompare services themselves are subject to these Terms of Use, unless otherwise agreed between the customer and the app store provider.

2. Registration

2.1. The ShotCompare services that require registration can only be used after the customer has pro- perly registered. To register, the customer must be at least 18 years of age. Multiple registration by the customer is not permitted.

2.2. In order to register, the customer must provide the information marked as mandatory on the re- gistration page, such as a valid e-mail address and a password of their choice and, if applicable, further information such as the means of payment used.

The customer is obliged to provide truthful information, i.e. not to impersonate another person or use another person's name, password or other access data. The customer may not provide any untruthful information regarding the age of majority.

2.3. The contractual relationship with you as a customer is non-transferable. You undertake to keep your access data secret, to protect it from misuse by third parties, not to share it with third parties or to pass it on to third parties. Please inform us if you become aware of any unauthorized use of your ShotCompare account. We are not responsible for any damages resulting from unauthori- zed use of your ShotCompare account if we did not cause the unauthorized use.

2.4. Use of the free ShotCompare service FREE Plan:

Registration does not constitute an obligation to conclude a subscription contract. As a registered customer, you can use the free version ShotCompare FREE Plan without incurring any costs other than those of your provider for data transmission. Two different ShotCompare accounts can be created per IP address.

2.5. Use of the paid ShotCompare services:

To use ShotCompare services that are subject to a charge, the customer must conclude a sub- scription contract. This provides considerably extended usage options. A description of the func- tions and possible uses of the respective ShotCompare services and add-ons in the available versions can be found at:

https://shotcompare.com/de/subscription/ (German) https://shotcompare.com/en/subscription/ (English)

2.6. Registration / authentication via Google Log-In:

Authentication during registration and login can be carried out via the customer's Google account if the customer has a Google account. The customer must ensure that their Google account re- mains active during the term of the subscription. In the event of premature deletion, blocking or deactivation of the Google account, access to the ShotCompare account is no longer possible. In this case, the customer must contact ShotCompare Customer Support at contact@shotcom- pare.com to enable access again in another way.

3. Features ShotCompare FREE Plan

3.1. Customer Zone: By registering for the free ShotCompare FREE Plan service, the customer receives his ShotCompare account in the Customer Zone and can use the ShotCompare func- tions described in the List of Services.https://shotcompare.com/de/subscription/ (German) https://shotcompare.com/en/subscription/ (English)

3.2. SC Player: The customer can upload and save his video pairs, each consisting of two video files, and compare and share them with others using the SC Player. Any third party to whom the custo- mer sends a link to the video pairs stored in his ShotCompare account can also view and compare these video pairs using the SC Player. The video files uploaded by the customer (hereinafter "content") are stored in the protected storage area of our cloud storage for the customer. Only the registered customer has access to the management of their video files after logging in.

3.3. Embed SC Player: The customer can also embed the SC Player in other websites. Only embed codes generated by ShotCompare can be played with the SC Player. In each embedded SC Player, the signature "www.shotcompare.com" is displayed as an overlay above the videos. The signature cannot be removed in the FREE plan. The exact features and restrictions can be found in the service description:https://shotcompare.com/de/subscription/ (German) https://shotcompare.com/en/subscription/ (English)

3.4. Storage space: As part of the free ShotCompare FREE Plan service, the customer receives a permanently allocated storage area in the ShotCompare Cloud. This can be used by the customer to upload, save, manage, embed and share video files. If the storage space is exhausted, the customer must either delete video files or, in order to expand the storage space, conclude a sub- scription contract via the ShotCompare PRO service.

3.5. "Share" function: The customer can release ("share") the uploaded videos for viewing by third parties designated by him ("recipients") by forwarding the viewing link provided to the recipients for this purpose. If the customer uses the share function (sharing by email), he instructs ShotCom- pare to inform the recipients provided by him with the corresponding message by email and to make the message accessible in this way. The e-mail addresses provided by the user will not be passed on to third parties. The recipient e-mail addresses are displayed in the customer's ShotCompare account.

3.6. The number of simultaneous recipients per splitting process is limited and results from the service description:https://shotcompare.com/de/subscription/ (German) https://shotcompare.com/en/subscription/ (English)

3.7. Deletion of the ShotCompare account: The customer registered for the ShotCompare FREE plan can terminate it at any time and have his ShotCompare account deleted, including all videos uploaded by him, by sending his deletion request by e-mail to: contact@shotcompare.com. The provider will delete the videos and all of the customer's data within 30 days, provided the deletion does not conflict with any legal obligations. Further information on this can be found at .

Which personal data is deleted or stored can be found in the privacy policy:Germanhttps://shotcompare.com/en/legal-agreements/privacy/ https://shotcompare.com/legal-eng/privacy/Englishhttps://shotcompare.com/de/legal-agreements/datenschutz/ https://shotcompare.com/legal-ger/datenschutz/

4. ShotCompare PRO Plan features (subject to a charge)

4.1. Customer Zone: By registering for the ShotCompare PRO service and concluding the paid sub- scription contract, the customer receives their ShotCompare account in the Customer Zone. The ShotCompare PRO service contains the features of the FREE Plan plus considerably extended usage options. The exact features applicable at any given time can be found in the service description:https://shotcompare.com/de/subscription/ (German) https://shotcompare.com/en/subscription/ (English)

4.2. SC Player: The customer can upload two video files (video pairs) to the provider server and then compare them with each other in the SC Player provided online. The uploaded video files are stored in the protected storage area of our cloud storage for the customer. Only the registered customer has access to the management of their video files after logging in.

4.3. Embed SC Player: The customer can also embed the SC Player in other websites. Only embed codes generated by ShotCompare can be played with the SC Player. In each embedded SC Player, the signature "www.shotcompare.com" is displayed as an overlay above the videos. In the PRO plan, the customer can remove this signature with paid signature remover add-ons. The exact features and restrictions can be found in the service description: https://shotcompare.com/de/subscription/ (German)https://shotcompare.com/en/subscription/ (English)

4.4. Storage space: The customer has access to storage space for video pairs in accordance with the booked service package. If the storage space is exhausted, the customer can either delete video files in order to be able to use the storage space that has become available again or book additional storage space in the form of storage add-ons for a fee.

4.5. "Share" function: The customer can release ("share") the uploaded videos for viewing by third parties designated by him ("recipients") by forwarding the viewing link provided to the recipients for this purpose. If the customer uses the share function (sharing by email), he instructs ShotCom- pare to inform the recipients provided by him with the corresponding message by email and to make the message accessible in this way. The e-mail addresses provided by him will not be passed on to third parties. The recipient e-mail addresses are displayed in the user's ShotCom- pare account.

4.6. The number of simultaneous recipients per sharing process is determined by the service package booked under the respective subscription contract.
https://shotcompare.com/de/subscription/ (German)
https://shotcompare.com/en/subscription/ (English)

5. Additional services for the ShotCompare PRO plan (chargeable "add-ons")

5.1. The customer who has concluded a subscription contract for the ShotCompare PRO service can purchase further additional services ("add-ons"), each of which is subject to separate payment.

5.2. "Signature Remover" - add-on to remove the signature: With the "Generate Embed Code" function, the customer can embed and present SC Players with their video comparisons on a website. In each embedded SC Player, the signature "www.shotcompare.com" is displayed as an overlay above the videos. The signature can be removed by purchasing a "Signature Remover" add-on. Further information on this can be found in the applicable service description. https://shotcompare.com/de/subscription/ (German)https://shotcompare.com/en/subscription/ (English)

5.3. Additional Storage - add-on for adding storage: With the "Additional Storage" add-on, custo- mers can purchase additional storage space for their videos.

6. Conclusion of subscription contract (Subscription)

6.1 To be able to use the paid services, you must first be registered as a customer.

6.2 The subscription for the use of the ShotCompare PRO service and the add-ons is subject to a fee and entails ongoing payments. By activating the order button ("Order with obligation to pay"), you submit a binding application to conclude the subscription contract. You can change, correct and view the data at any time before completing the order.

6.3 You will receive an order confirmation immediately after receipt of your order, but this does not constitute acceptance of your contractual offer.

6.4 The contract is concluded as soon as we accept your order by means of a separate e-mail or confirm the subscription contract.

6.5 The contract language is German or English.

7. Subscription conditions

7.1 Subscription contract ShotCompare PRO Plan: The subscription contract for the ShotCom- pare PRO Plan service is concluded for a fixed term of one month / one year, depending on the customer's choice, and is then automatically renewed for an indefinite period of one month / one year in each case if it is not terminated beforehand (Section 14).

7.2 Subscription contract "Add-Ons": The subscription contract for add-ons booked is concluded for the term selected by the customer.

7.3 For the termination of subscription contracts, the provisions of Section 14 apply.

8. Remuneration, billing period, payment modalities, means of payment

8.1 The customer shall pay the remuneration agreed upon conclusion of the contract. All amounts stated are to be understood as "net" and plus the applicable statutory value added tax ("plus tax").

8.2 ShotCompare PRO Plan: The billing period for the ShotCompare PRO Plan monthly/yearly ser- vice is concluded on a monthly basis. The subscription fee is due and payable in advance for the current billing period. Payment is made for the first time on the day the contract is concluded.

8.3 Add-ons: The first payment for add-ons booked is made separately and is due on the day the respective add-on is booked. All further payments/refunds will be billed monthly together with the PRO Plan subscription.

8.4 For payment, the customer may use the means of payment provided by us and agreed at the time of ordering.

8.5 If the SEPA direct debit payment method is selected, the customer shall receive a direct debit pre-notification (prenotification) before their account is debited, stating the amount and the date of the debit. The period between receipt of the direct debit prenotification and the debit may be between 2 and 14 days.

8.6 The payment details, such as the credit card number and its expiration date, will be stored by our payment service providers to the extent permitted by law. The customer is obliged to keep their payment details up to date.

8.7 The amounts are to be paid in the currency shown on the invoice. The customer shall bear all bank and transfer fees that may be incurred as well as any costs for currency conversion into EUR.

8.8 Unless otherwise required by law, invoices shall be made available to the customer exclusively in digital form, e.g. as PDF files by e-mail to the invoice e-mail address provided by the customer or for retrieval by the customer on the website in his ShotCompare account.

8.9 If the customer's payment details change or are about to expire (e.g. credit card), we may request and receive updated payment details from the customer's payment service provider. In order to continue to provide the customer with the booked service, we may use the updated information to charge the customer's payment method.

8.10 In the event that a due payment cannot be made successfully, e.g. because the customer's means of payment has expired, the customer's account does not have sufficient funds or for other reasons for which the customer is responsible, or because a direct debit is recalled by the custo- mer without authorization, access to our services may be blocked until we have successfully de- bited a valid payment method. All costs arising from an unauthorized recalled direct debit shall be borne by the customer.

8.11 Please note that you are responsible for any Internet access or data transmission fees payable to third parties that may be incurred in connection with the use of our services. Please contact your internet provider for information about possible charges for internet data usage.

9. Price adjustment, service changes

9.1 We are entitled to adjust the applicable price lists to changing market conditions, significant chan- ges in procurement costs, changes in VAT or procurement prices ("increases in operating costs") no more than once per calendar half-year. In the event of price increases that significantly exceed the regular increase in the cost of living, the customer shall be entitled to terminate the contract. In such cases, the customer shall be notified in text form.

9.2 Any cost reductions in the calculation of the increase in operating costs must be taken into ac- count by us.

9.3 We are entitled to make changes to the respective service description or the terms of use and other conditions. However, we will only make these changes for valid reasons, in particular due to new technical developments, changes in case law or other equivalent reasons. If the amend- ment significantly disturbs the contractual balance between the parties, the amendment shall not be made. Otherwise, changes require the consent of the customer.

10. Copyrights and other property rights of the provider

10.1 The provider grants the customer a non-exclusive, non-transferable, non-sublicensable worldwide right to use the contractually agreed services for his purposes for the duration and within the scope of the respective agreement.

10.2 The contractual relationship with the Customer does not constitute a contract for the sale or trans- fer of rights to the Services or their functionality. All rights to the Services, including copyrights, ancillary copyrights, patent and trademark rights, rights to business names and other intellectual property rights are expressly reserved by the Provider and, where applicable, its licensors.

10.3 All rights in relation to the content uploaded by the customer (video files) remain with the custo- mer. The provider does not claim any copyrights to the customer's content.

10.4 The customer grants the provider the non-exclusive and worldwide right to use the uploaded con- tent solely to provide the contractually agreed services for the customer. This includes making the content accessible to third parties with whom the customer has shared the video files or to whom the customer has released them for viewing.

10.5 In particular, the Customer grants the Provider the right to store and cache, adapt, convert, tran- scode, reproduce, distribute, display, disclose, process, edit, transmit, make available the Video Files solely to the extent necessary to provide the Services or as otherwise permitted by these Terms of Use, which license shall terminate upon the deletion or removal of such User Content from the Services. The Provider is entitled to sublicense the foregoing rights to any subcontractors to the extent necessary to provide the services set forth in the Agreement.

11. Rights of use of the customer, obligations of the customer, restrictions, indemnification

11.1 Our services are intended exclusively for the customer's own use within the scope of the contract concluded. The customer is not authorized,

- circumvent or disable any digital rights management system or technology used by us to control access to our services,

- to change our services or to remove labels, copyright notices or other notices,

- perform any actions or measures that could impair or jeopardize the functionality, ongoing operation or security of the SC Player,

- access or use our services in a way that asserts a connection between the customer and our services or brands that does not actually exist,

- to make your own commercial offer to third parties to use our services beyond the contractual "share" function, regardless of whether this is done with the intention of making a profit,

- use our services in an unlawful manner or for an unlawful purpose,

- to disclose its access data to third parties, unless this is absolutely necessary for the con- tractually intended and permitted use of the services, or

- allow third parties to violate the terms of the Subscription Agreement and these Terms of Use.

11.2 The customer is obliged to show or otherwise make available to children or young people only those video files that are age-appropriate or approved for the respective age group.

11.3 The customer is obliged to comply with all statutory provisions for the collection, processing and use of data that is transmitted to us and processed by us in connection with the use of the services in accordance with this agreement.

11.4 The customer shall ensure that all video files uploaded by him to the provider's ShotCompare Cloud servers are free of third-party rights. With his registration, he confirms that he has acquired all rights of use of the holders of copyrights, ancillary copyrights and other rights to the video files required for the agreed use or that he may freely dispose of them for the purposes of this contract with the provider.

11.5 If music is included or can be heard in videos (including in the background) for which the rights are held by GEMA or other organizations, it is the customer's responsibility to conclude any con- tracts with GEMA before uploading and to pay the fees to GEMA in the proper manner.

11.6 If the customer is not or only partially the owner of the rights to the video files, the customer warrants that the owner of the rights to this content (in particular the creator of the video and/or a person depicted in it) has given the customer consent to store this content on the ShotCompare servers and to make it accessible to third parties according to the customer's specifications.

11.7 The Customer warrants that it will not collect, process or use any personal data in connection with the use of the Services without the express consent of the data subject or another legal basis. The Provider shall support the Customer in an appropriate manner in implementing the necessary legal basis.

11.8 The customer shall inform the provider immediately if a third party asserts rights and claims to the content, in particular due to alleged or actual infringement of property rights or personal rights. In such a case, the customer shall immediately cease including such content in its digital offerings until further notice.

11.9 The customer shall indemnify the provider against all third-party claims, including the necessary costs for legal defense, which are asserted against the provider due to a culpable breach of this agreement by the customer.

11.10 Should third parties assert such claims against the Provider, the Provider shall immediately inform the Customer of the asserted claims and, at the Customer's discretion, leave the defense to the Customer or undertake it in cooperation with the Customer. The Provider shall not finally satisfy or recognize claims of third parties without the Customer's consent, whereby the Customer's con- sent may not be unreasonably withheld or delayed.

11.11 The provider is entitled to demand a reasonable advance payment for the anticipated costs of legal defense. The indemnification shall apply accordingly to fines or other official or judicial orders and claims.

11.12 The customer may not use demo videos or other material provided by the provider for purposes other than personal testing. Without express written permission, the integration of the content provided into his own digital offers is prohibited. The customer is prohibited from storing the ma- terial provided by the provider on servers and IT systems that belong to and/or are operated by the customer.

11.13 None of the provisions in this clause 11 restrict the statutory rights of the customer.

11.14 We reserve the right to terminate the subscription contract with immediate effect in the event that the customer breaches the provisions of the above clauses.

11.15 The customer shall compensate the provider for all damages incurred by the provider as a result of a culpable breach of these terms and conditions by the customer upon first request.

12. Technical requirements for the customer's content

12.1 The content intended for upload by the customer must comply with the technical specifications provided by the provider.

12.2 The customer is obliged to check his content before uploading it to ensure that it does not contain any viruses, worms, time bombs, Trojan horses or other harmful or malicious code, files, scripts, agents or programs or transmit such to our servers.

12.3 After the expiry of the term or these GTC or the expiry of the permission to embed content in general, the customer shall remove and delete the embedded SC Player and all embed codes from all its digital offers.

13. Legal requirements for the customer's content

13.1 The provider expressly does not check the customer's content for legal conformity.

13.2 The customer bears sole responsibility for the content uploaded by him in terms of copyright, press, competition, data protection and other laws. In particular, the customer is solely responsi- ble for compliance with the applicable legal provisions relating to his uploaded content. The custo- mer further guarantees that the content of the videos does not violate any legal prohibition or the rights of third parties.

13.3 The customer guarantees in particular that the content does not contain any discriminatory, of- fensive, radical or punishable elements, in particular no pornographic, inflammatory, defamatory or otherwise illegal or punishable content.

13.4 The customer is also prohibited from disseminating unauthorized audiovisual commercial com- munication, i.e. the customer guarantees that the content does not contain any advertising for tobacco products, electronic cigarettes or refill containers within the meaning of Section 20 of the Tobacco Products Act and no advertising for medicinal products within the meaning of Section 10 of the Therapeutic Products Advertising Act.

13.5 The videos are subject, among other things, to the rights and obligations of the respective country of broadcast as well as the rights and obligations of the country of the viewer/viewing location - but in any case also to German law.

13.6 The provider reserves the right to remove content uploaded by the customer if the content violates legal requirements, official prohibitions, third-party rights, public decency or the provider's terms of use. The right to removal shall also apply if claims are asserted against the provider by third parties with regard to content, in particular for injunctive relief, removal and/or compensation. The customer's obligation to pay remains unaffected by this.

13.7 If claims are asserted against the provider due to unauthorized content or other violations of the law for which the customer is responsible, the customer shall indemnify the provider upon first request. The indemnification shall include the necessary legal costs.

14. Term of the subscription contract, termination, deletion of the ShotCompare account

14.1 The fee-based subscription contract is concluded for the agreed term. The term corresponds to the period from 7.1.

14.2 ShotCompare PRO Plan: The fee-based subscription contract for the ShotCompare PRO Plan service can be terminated by either party up to the last day of a subscription period. Refunds upon termination are excluded. All services must be fulfilled by the end of the contract period.

Add-ons: Add-ons booked by the customer for a fee can be canceled by the customer at any time, by the provider with a notice period of 3 (three) days to the end of the billing period valid for the add-on.

14.3 The provision of the relevant add-on shall end upon termination by the customer at the end of the day on which the provider receives the notice of termination. If the customer has already made payments for the provision of the add-on beyond the termination date, these will be offset against the monthly subscription invoice at the end of the current billing period. Any remaining credit balance at the time of termination will not be refunded. Better: Any remaining balance upon ter- mination will not be refunded.

14.4 Customers can cancel their ShotCompare account online using the "Cancel Plan" button provi- ded. Cancellation can also be made in text form (e.g. by e-mail or letter).

14.5 The statutory right to terminate the contract for good cause remains unaffected.

14.6 30 days after termination of the subscription contract for the ShotCompare PRO Plan service, the customer's content will be deleted from our servers.

14.7 In the event that the subscription was taken out via a third party (e.g. Apple, Google or Amazon app store), the provisions on termination and termination modalities agreed there shall apply.

14.8 If the customer also wishes to delete their ShotCompare account at the end of the paid subscrip- tion contract, the account will be deleted upon receipt of a request for deletion sent by email to contact@shotcompare.com and declared by the customer. Upon deletion of the account, all con- tent uploaded by the customer will also be deleted.

14.9 Registered customers who have not concluded a paid subscription contract can request the de- letion of their ShotCompare account at any time by sending a deletion request by email to con- tact@shotcompare.com. Upon deletion of the account, all content uploaded by the customer will also be deleted.

14.10 Automated deletion in the event of inactivity: If a registered customer who has not concluded a paid subscription contract does not access his ShotCompare account for a period of eleven (11) months ("inactive customer"), he will be informed by e-mail of the inactivity and requested to log in to his ShotCompare account within 30 days and informed that otherwise his ShotCompare account with all data and all content uploaded by him will be permanently deleted.

15. Limitations of liability

15.1 If the customer makes use of the free services of the ShotCompare FREE Plan, we are only responsible for intent and gross negligence.

15.2 In the context of fee-based subscription contracts (ShotCompare PRO), we shall only be liable for slight negligence in the event of a breach of material contractual obligations (so-called cardinal obligations). Essential contractual obligations are those whose fulfillment is essential for the pro- per execution of the contract and on whose compliance the customer may regularly rely. Our liability is limited to the typical damage foreseeable at the time of conclusion of the contract and to a maximum of the annual amount payable by the customer.

15.3 In the event of injury to life, limb or health, these limitations of liability shall not apply. Any liability under the Product Liability Act also remains unaffected.

15.4 The storage of the customer's data, information and content as part of our ShotCompare services does not release the customer from his responsibility to regularly create proper backup copies of his data, information and content on his own data carriers. In the event of any loss of data, we shall not be liable for any damage that the customer could have avoided by properly and irregu- larly backing up his data on data carriers outside our ShotCompare services.

15.5 Where use of our services requires you to register and provide us with details such as your email address, password and/or payment details, you are responsible for ensuring that these details are accurate and kept up to date in your ShotCompare account settings. You are responsible for any activity on or in connection with your account. You should keep your password carefully con- fidential and never disclose it to anyone. We reserve the right to suspend or delete the account in the event of suspected misuse of registrations or account details. Before or after taking such action (but in any event in good time before permanently deleting any Account Data), we will attempt to notify you and give you the opportunity to express your views (unless we are not re- quired and/or authorized to do so under applicable law or the requirements of any governmental authority). We will not be liable for any loss or damage resulting from unauthorized use of your account.

15.6 The Provider shall not be liable for disruptions that occur in connection with programs, systems, websites, etc., or for any resulting restrictions on use and other consequences for the Customer (including loss of data) that are not part of the Services or that are beyond the reasonable control of the Provider, e.g. hardware or software problems of the Customer or disruptions to data trans-mission networks, server failures due to power outages or unlawful interference by third parties,e.g. hackers, etc. The provider is not responsible for damages, losses or impairments caused by such disruptions.

15.7 T he provider is not responsible for the content, legality and functionality of third-party websites to which the provider provides links in connection with the services. The exclusive liability lies with the providers of such websites.

16. Availability of services, force majeure

16.1 The Provider does not guarantee the uninterrupted availability, functionality and compatibility of the Provider's services. From time to time, the provision of the Services may be delayed due to scheduled or unscheduled maintenance or due to factors beyond the Provider's control, and the Provider's failure to make the Services available in such event or events shall not constitute a breach of the contractual agreement with the Customer. The Provider will attempt to minimize the resulting downtime or unavailability of the Services and limit it to periods of least usage.

16.2 In the event that a force majeure event prevents the provider from providing the agreed services, the provider is not obliged to provide the services for the duration of the force majeure event. A "force majeure event" in this sense is an "external event caused by elementary forces of nature or by the actions of third parties, which is unforeseeable according to human insight or experience, which cannot be prevented or rendered harmless by economically acceptable means, even with the utmost care that can reasonably be expected in the circumstances, and which cannot be accepted by the operating company due to its frequency".

16.3 If such a force majeure event lasts longer than three (3) months, the customer is entitled to ter- minate the contract with the provider.

17. Final provisions

17.1 The contractual relationship and all services offered shall be governed solely by the law of the Federal Republic of Germany, excluding any references to other legal systems and excluding the UN Convention on Contracts for the International Sale of Goods.

17.2 The customer may only offset claims against the provider or assert a right of retention if his coun- terclaim is undisputed or has been legally established.

17.3 The possible invalidity of individual provisions of these Terms of Use shall not affect the validity of the remaining provisions.

17.4 For all disputes arising from or in connection with the contractual relationship, the parties submit to the non-exclusive jurisdiction of the courts in Cologne, Germany.