General Terms and Conditions of Use Applicable to the Gulliveo Website (www.gulliveo.com)

1. General Information

1.1. Information on Gulliveo: GMS Gulliveo Media Services GmbH, having its registered office at Feringa Str. 6, 85774 Unterföhring, Germany (hereinafter referred to as “Gulliveo”, “we” and “us”) is a company which operates a global on-line portal (hereinafter referred to as “Platform”) whose purpose consists in brokering licence contracts between sellers and purchasers in the field of international trade with film and television rights. On this Platform, it is in particular possible to offer audio-visual materials as well as, if applicable, additional services for processing any contents for which licences have already been obtained for sale and purchasers will be able to download such contents after having concluded a purchase contract on the Platform.

Any and all users who registered on the Platform shall additionally be subject to the provisions under the Brokerage and Service Agreement, a copy of which is available at Gulliveo_Brokerage-and-Service-contract_2.1.

The present General Terms and Conditions of Use include any and all provisions which apply to the website as well as to the services and the contents which we provide to users of our Platform who decided not to register as users (hereinafter also referred to as “you” and “your”). You should read these General Terms and Conditions of Usage carefully since they describe, amongst other things, existing restrictions of our liability towards you and since they regulate the agreement between you and us. In the case where you do not agree to these General Terms and Conditions of Use, you shall not be entitled to make use of the website, its contents or the services.

Apart from the above, it is necessary to point out that any and all services provided by Gulliveo are exclusively intended for entrepreneurs in terms of section 14 BGB [Bürgerliches Gesetzbuch – German Civil Code], and not for consumers in terms of section 13 BGB.

1.2. Acceptance of these General Terms and Conditions of Use: By calling off the website at www.gulliveo.com and/or exploring any services or contents presented on the website, you agree to and accept these General Terms and Conditions of Use. Apart from the above, several services shall be subject to certain supplementary provisions which shall in each case be published on the website and which shall be of the essence with respect to these General Terms and Conditions of Use (together with any other appendices or exhibits which are included in these General Terms and Conditions of Use based on referrals or links).

1.3. Amendments of these General Terms and Conditions of Use: We reserve the right to modify and amend our General Terms and Conditions of Use from time to time; we will inform you about the respective amendments in due time. Any such amendments shall be considered to be accepted by you if we do not receive a written objection to them within the period of time provided for by law or if you continue to make use of the website, the services or the contents after we published the amended version of our General Terms and Conditions of Use. For this reason, we recommend you to regularly visit our website and to carefully read the currently valid version of our General Terms and Conditions of Use since these are legally binding on you.

 

2. Copyrights, Trademark Rights and Other Intellectual Property Rights

2.1. Contents and Services: Any and all contents and services presented on the website, including any contents and services offered by any registered users, that is, any and all texts, logos, trademarks, graphics, art works, sound files, music and software programs (including any access software programs), shall be protected through copyrights, moral rights, registered patterns, patents, trademarks and distinguishing marks, patterns rights, mask work rights, data base rights, trade secrets, data protection and non-disclosure rights as well as through any other similar rights (hereinafter also referred to as “Protection Rights”). Gulliveo is either the owner or a licensee of all the Protection Rights which exist in relation to the website as well as to its contents or services. In this respect, any and all rights remain with us.

In the case where any rights are granted by third parties, the respective rights shall be reserved to such third party (even in the case where the respective contents or services are not expressly indicated as legally protected or as registered, this shall not be considered a waiver by Gulliveo of the respective

intellectual property rights in relation to the contents or services as a whole or in parts). Even if trademarks, names and logos were not expressly indicated as legally protected or as registered, this shall not be considered a waiver by Gulliveo of the respective intellectual property rights in relation to the respective trademarks, names and logos. Without having obtained a prior written approval from us, you shall have no right whatsoever to reproduce, copy, publish on websites or in any other place, reproduce, send, record, transmit and process any contents, materials or parts thereof and you shall have no right whatsoever to actually violate or to try and violate our Protection Rights or any protection rights licensed to us and/or owned by any third party. The same shall apply to both ideas and concepts on which the website or their respective contents and services are based, even in the case where these are not protected on the basis of the law.

An express written approval must be obtained from us for any and all reproduction of contents or services as a whole or to a partial extent.

2.2. Notification of and Complaints About any Violations of Ancillary Copyrights: In the case where you have reason to believe that any materials on the website violate any copyrights of which you are the owner or for which you are responsible, you may refer to the employee in charge at the company’ legal department:

GMS Gulliveo Media Services GmbH
Feringastr. 6
85774 Unterföhring
Telephone +49 89 99 21 60 21
Fax +49 89 9921 6000

info@gulliveo.com
www.gulliveo.com

 

2.3. Trademarks of GMS Gulliveo Media Services GmbH: In terms of these General Terms and Conditions of Use, the term “trademark(s)” shall refer to any and all customary or registered trademarks, logos, service marks, trade names, internet domain names and other indications of the origin which Gulliveo makes use of already or which they make use of in the future. The following shall apply to these Trademarks:

2.3.1. No provision contained in the present Agreement shall grant you any right to use any of the Gulliveo Trademarks or may be interpreted in a way that any such right is granted, unless these rights are expressly granted on the basis of these General Terms and Conditions of Use.

2.3.2. You hereby agree to refrain from using any Gulliveo Trademarks in any way which would cause damage to either those Trademarks or to Gulliver, which would denounce them or which would present them in a negative way.

2.3.3. Apart from that, you hereby also agree to refrain from objecting to or challenging in any other way (such as, including but not limited to, by court proceedings or any other measures) the validity of any such Gulliveo Trademark or any Trademarks which were asserted by Gulliveo and you agree not to support any other natural or legal persons with or encourage them to do so.

2.3.4. You hereby agree not to use any Gulliver Trademarks or any variants thereof (including variants containing a wrong spelling) as domain names or, irrespective of the top-level domain, as a part of the domain name or as a meta tag, keyword or any other types of program codes or data.

2.3.5. You shall have no right at any time, without having obtained a prior written approval from Gulliveo, to accept or use any words or signs which are similar to the Trademarks owned by Gulliveo or which might be mixed up with them.

2.3.6. The layout of and the impression created by Gulliveo websites, including any and all page headings, individually designed graphics, button symbols and scripts, must be considered to be a trade dress and/or a Gulliveo Trademark or service mark which may not be totally or partially copied, imitated or used without having obtained a prior written approval from Gulliveo.

2.3.7. Any and all other trademarks, product names and company names or logos which are presented or used on the Gulliveo website are the property of the respective owners. Any references to products, services, procedures or any other

information through trade names, trademarks, manufacturers, suppliers or in any other way shall not necessarily represent their approval, support or recommendation by Gulliveo, unless Gulliveo expressly declared that this is the case.

2.3.8. You shall have no right whatsoever to use any trademarks, logos, images or any other protected graphics created by Gulliveo for the purpose of establishing a link to Gulliveo websites, unless you previously obtained the express written approval from Gulliveo for doing so.

2.3.9. Without having obtained the prior written approval from Gulliveo in this respect, you shall not be entitled to embed the Gulliveo website or any Gulliveo images through hotlinking or framing processes.

 

3. Limitation of Liability

3.1. Exclusion of Warranty for Defects This website and the contents created by Gulliveo are provided without granting any warranty for defects. Gulliveo, its subsidiaries, managing directors and employees, content providers, agencies and associated companies exclude any contractual or statutory warranty to the extent to which this is legally admissible, in particular any warranty as to marketability, a satisfying level of quality and the fitness for any specific purpose. Gulliveo does not assume any liability whatsoever for damage of any kind resulting from the use of this website, of any Gulliveo contents or the non-availability of this website. In particular, Gulliveo does not accept any liability for loss of earnings as well as any direct, indirect, ancillary and consequential damage and for any punitive damage. Apart from the above, the company does not assume any responsibility for any functions available on this website or included in its materials being unimpaired and functioning without any defects. The overall costs for maintenance, recovery or correction works which you cause due to using this website or any Gulliveo contents shall be entirely borne by you; Gulliveo does not bear any costs in this respect. We do not grant any warranty according to which both the website and the contents from Gulliveo are free from any viruses and other elements having damaging or destructive characteristics and functions.

3.2. Liability for Damage: Gulliveo, their managing directors, partners, employees or authorised representatives shall not be liable, in any case, to direct, atypical, indirect or consequential damage or any other damage of any kind, including loss of use, loss of earnings or loss of data, irrespective of whether based on a contract or any tort (including, but not limited to, negligence) or based on any other reason, which are caused by or in relation to the use of this website, to the use of any Gulliveo services and/or contents or to the use of any materials which are included in or which can be accessed through this website, including any damage which can be attributed to or which is caused by the fact that any user relied on information provided by Gulliveo or which result from any mistakes, omissions, disruptions, the deletion of any files or e-mails, errors, defects, viruses, delays in operations or transmissions or any other failures, irrespective of whether or not it is possible to attribute them to events of force majeure, the failure of any communication channels, theft, destruction or any unauthorised access to documents, programs or services provided by Gulliveo. In no case shall the total amount of liability on the part of Gulliveo, irrespective of whether based on contractual obligations, warranty, torts (including, but not limited to, negligence, irrespective of whether active, passive or attributable), product liability, strict liability in tort or any other reason for liability which results from the use of this website or in relation to the use of this website, exceed the amount of remuneration which you paid to Gulliveo for the purpose of having access to and being entitled to use this website, on the condition that any such remuneration has actually been paid.

3.3. Other Liability: Gulliveo shall take any and all reasonable measures to guarantee the exactness, correctness and the reliability of Gulliveo contents; however, the company does not grant any guarantees in this respect and it does not assume any liability for the exactness, the correctness and the reliability of Gulliveo contents.

Gulliveo offers a search function on its website. The company expressly excludes any responsibility whatsoever for the contents or for the availability of information which are indicated in the search index or in the directory. Apart from the above, Gulliveo does not accept any liability in relation to directory or search result completeness or exactness.

In some countries, the exclusion and/or the restriction of statutory warranty or liability for certain categories of damage is not admissible on the basis of the law. For this reason, several or all of the above restrictions may not be applicable to you to the extent to which this is prohibited or abolished on the basis of state or national laws.

4. Data Protection

The protection of both your personal data and your privacy is very important to Gulliveo. For more information about how the company collects, uses and, if applicable, transfers any personal data, please refer to our Data Protection Declaration https://www.gulliveo.com/Data-Protection-Information.

5. Final Provisions

5.1. Severability Clause: Each and every provision under these General Terms and Conditions of Use must be interpreted on a separate and independent basis. Should any provision under these General Terms and Conditions of Use be totally or partially invalid or non-executable, this shall not affect the validity of the remaining provisions under these General Terms and Conditions of Use. In this case, the respective provision shall only be restricted to the extent to which this is absolutely necessary or be deleted and substituted by any valid provision which comes as close as possible to the purpose of these General Terms and Conditions of Use so that the remaining provisions under these General Terms and Conditions of Use are not affected by this and remaining fully in force.

5.2. Place of Jurisdiction and Contractual Language: This Agreement shall be subject to the laws of the Federal Republic of Germany and must be interpreted in compliance with these laws. Any and all actions and legal disputes resulting from this Agreement or in any way relating to it shall be exclusively brought before a court in Germany, unless you are no entrepreneur in terms of section 1 HGB [Handelsgesetzbuch – German Commercial Code]. The language to be used for this contractual relationship shall be German. In the case where any contract versions or parts thereof are additionally executed in any other language, the German version shall prevail in the case of uncertainties or deviations.