General Terms and Conditions of
hl-studios GmbH

All supplies, services and offers of the hl-studios GmbH (in the following referred to as “HL”) are exclusively carried out on the basis of these General Terms and Conditions, even if they have not been explicitly accepted again for each single supply, service and offer. In addition, these General Terms and Conditions apply in the context of an ongoing business relationship – even without explicit inclusion – for all future work orders, offers, supplies and services of HL. Furthermore, the contractor agrees to comply with both the code of conduct and environmental policy of hl-studios. Terms and conditions of the contractual partner, which differ from these Terms and Conditions, will not be acknowledged. Such differing terms and conditions used by the contractual partner will also not become subject term of a contract or agreement with HL, if HL fails to explicitly object to such differing terms and conditions. Any changes or amendments agreed between the parties in relation to these General Terms and Conditions must be made in writing in order to become effective.

 

Services by hl-studios / offsetting / retention

Cost estimates made by HL are not binding.

HL has the right to engage third parties to perform its obligations under the contract/agreements. HL is liable for default of such third parties only within the limits set by statutory laws and regulations. HL has the right to select third parties at its sole discretion.

The contractual partner has no right to offset claims he might have against HL against claims by HL, unless such claims of the contractual partner are undisputed by HL or have been established as legally binding by a court. The contractual partner has no right of retention, that is not based on the same contractual relationship.

 

Use rights and copyrights / assignment

Unless otherwise agreed, the contractual partner acquires the basic rights of use regarding the ordered contents for the purpose and to the extent as stipulated by the contract/agreement. The assignment of additional use rights requires a separate agreement.

The contractual partner acquires the use rights, which are to be transferred, only after the full payment of the contractually agreed compensation.

The assignment of copyrights to a third party requires HL’s consent in writing. Any modification or rearrangement of the contents developed by HL requires the prior consent of HL.

Layouts, designs, etc., provided by HL only serve for demonstrational purposes and shall not be used by the contractual partner for other purposes. 

HL is generally not obligated to release the developed contents in raw data format to the contractual partner.

 

Liability

HL as well as its vicarious agents or legal agents are liable to the contractual partner for breach of duties, which are no substantial contractual obligations, only in case of gross negligence or willful misconduct. Exempted hereof are claims due to harm suffered in relation to life, body or health. Liabilities for potential indirect damages are excluded.

HL does not assume the clarification of rights of individuals or objects displayed on pictures, etc. , unless a correspondingly signed release-form is presented to the contractual partner.

The contractual partner represents and warrants that he has assumed for HL the clarification of all possible rights third parties might have concerning the delivered objects, templates, images or parts of images or models that have been provided to HL in order to develop the contents. The contractual partner will indemnify HL and hold HL harmless against all third party claims which are based on the images of delivered objects, templates, images or parts of images or models given.

 

Acceptance / notice of defects

Notice of defects by the contractual partner must be given in writing and must be received by HL no later than two weeks after delivery of the contents which are to be developed. After this deadline the contents delivered by HL shall be deemed as being accepted as free from any defects.

Where the deadline of two weeks is to be considered as unreasonably short in an individual case, instead a reasonable deadline applies.

 

Final provisions

The law of the Federal Republic of Germany shall apply, also in case of deliveries to a foreign country. Supplements to the contract/agreement or to these general terms and conditions require written form in order to become effective. The possible invalidity or ineffectiveness of one or multiple terms/clauses of these General Terms and Conditions are without prejudice regarding the effectiveness of the remaining terms/clauses. The parties are obligated to replace the invalid terms/clauses with respective valid terms/clauses, which from economic and legal perspectives come as close as possible to the intended content of the original term/clause. Place of delivery and court of jurisdiction is Erlangen, Germany.

 

Environmental guidelines

Scope 
Our environmental guidelines apply for all the locations and areas of hl-studios. We also require that our suppliers, whether companies or freelancers, save resources and behave in an environmentally friendly manner. 

Communication 
Management, every executive but also every individual employee feels responsible for communicating the guidelines and the associated measures and regulations to all employees, colleagues and suppliers. 

In particular, this means:
-    We comply with environmentally relevant requirements and laws. We undertake to comply with the relevant laws and regulations and with the conditions imposed on us regarding environmental protection and, furthermore, to attain our own objectives.
 
-    In the design and furnishing of our premises, we respect environmentally sound practices and techniques.

-    We view environmental protection and the economical use of natural resources as our social obligation.
 
-    We orientate ourselves to the guiding principle of sustainable management.

-    We avoid environmental impacts such as refuse, sewage, emissions and noise or keep them as low as possible. 

-    When selecting our suppliers and service providers, we ensure compliance with environmental protection.

-    We promote environmental awareness among our employees to protect the environment together in all areas of the company and to use raw materials and energy sparingly.

-    We work actively towards achieving a balance between ecology and economy to leave behind a liveable environment for our children.

 

Code of conduct

 

Scope 
Our code of conduct applies for all the locations and areas of hl-studios. We also require that our suppliers, whether companies or freelancers, comply with the principles of our code. 

Communication 
Management, the executives, but also every individual employee feels responsible for communicating the code and the associated requirements to all employees, colleagues and suppliers. 

Law 
hl-studios expresses its commitment to the applicable law of the countries in which we are active, complies with this and also demands this from its suppliers. In case of doubt or lack of knowledge, we always apply at least German law.

Corporate citizenship 
hl-studios demonstrates civic engagement. We get involved in the communities in which we are active with positive contributions. We support our families and provide possible parent-friendly working models.

Integrity and anti-corruption 
hl-studios orientates its actions towards generally accepted ethical values and principles, particularly integrity, honesty, respect for human dignity, openness and non-discrimination on the grounds of religion, world view, gender and ethnicity. We strictly oppose corruption and bribery. We promote transparency, acting with integrity and responsible management and control in the company.   

Freedom of assembly and free collective bargaining 
hl-studios respects employees' legal right to freedom of assembly and free collective bargaining and recognizes these.

Forced labor 
No form of force including forced labor may be used. Particularly vulnerable groups (e.g. children and youth) receive special attention.

Remuneration 
Remuneration including salaries, overtime and additional benefits is carried out at least to the amount determined in the applicable law or is above this. The remuneration granted for full employment must be sufficient to fulfill the employee's basic needs. 

Working hours 
Provided that the national regulations do not set any lower maximum working hours and except in the event of extraordinary circumstances in the company, we do not demand that our employees complete a standard working week of more than 48 hours per week or total weekly working hours of more than 60 hours (including overtime) on a regular basis. Employees are granted at least one free day in every 7-day period. 

Child labor 
Child labor is not used. Provided that the local laws do not set a higher age limit, no persons shall be employed who are still of compulsory school age or younger than 15 years (excluded from this are school interns completing an internship for a limited period of time with their parents' written consent). Employees under the age of 18 may not be employed for dangerous activities. In case of the involvement of children and youth as photographic models or actors/actresses, we comply with the German Youth Protection Act (JuSchG) and demand the consent or the presence of the parent or guardian.

Non-discrimination 
In all decisions on employment, including recruitment and promotion, remuneration, fringe benefits, training, redundancies and dismissals, we treat all our employees strictly according to their skills and qualifications. 

Harassment 
Our employees are not exposed to any corporal punishment or other physical, sexual, psychological or verbal harassment or abusive action whatsoever. 

Health protection and occupational safety 
We promote our employees' health through sport and health activities, as well as healthy nutrition. To prevent accidents and personal injuries, we provide safe and healthy working conditions that fulfill the applicable legal provisions as the minimum criteria. 

Environment 
hl-studios uses environmentally friendly practices, which we improve continuously, at all locations. We fulfill the provisions and standards on environmental protection that concern our respective locations, and handle natural resources responsibly.