Musique Couture, Erichsen & Skwarc GbR, Almstadtstraße 9-11, 10119 Berlin
1. Subject Matter
1.1 Musique Couture offers consulting and other services around the topic “music”. These General Terms and Conditions apply, in their respective current version, to any and all agreements concluded with Musique Couture, irrespective of the form of such agreement, be it oral, in writing or in textform.
1.2 For certain services Special Terms and Conditions apply, which are agreed on between the parties separately.
1.3 These General Terms and Conditions as well as any Special Terms and Conditions agreed on apply exclusively. General terms and conditions of the contractual partner do not apply. Musique Couture explicitly objects against any similar clauses of the contractual partner as far as his terms and conditions deviate from these General Termans and Conditions and any Special Terms and Conditions agreed on between the parties.
1.4 Musique Couture does not offer their services to consumers within the meaning of section 13 of the German Civil Code.
2. Obligations of Musique Couture
2.1 Musique Couture will fulfill its contractual duties to the best of its knowledge and belief. Depending on the individual agreement between the parties, Musique Couture is obligated to deliver comprehensive consultancy services.
2.2 Except from booking services, Musique Couture will bring in touch its contractual partners and the artists and will make non-binding suggestions with regard to the agreements to be concluded between the parties brought in touch. Musique Couture’s suggestions in this regard have not been legally reviewed. Contractual negotiations and the conclusion of the agreement, just as the execution of any such agreement, are left to the parties of any such agreement.
2.3 Insofar as Musique Couture makes suggestions with regard to the music to be played, such suggestion only comprises the naming of titles and artists. Any transfer or grant of rights in such music does not take place, unless explicitly agreed otherwise in writing.
3. Obligations of the Contractual Partner
3.1 The contractual partner shall fulfill its contractual duties to the best of its knowledge and belief. This includes in particular, but not limited to, the payment of the agreed remuneration in due time and the timely and qualitatively adequate performance of participatory actions.
3.2 If the contractual partner engages artists on the basis of Musique Couture’s suggestions, he will make his own arrangements with the artists with regard to availability, unless explicitly agreed otherwise between the parties. Should the contractual partner be in need of alternative suggestions due to non-availability of the initially suggested artist, he will inform Musique Couture of such need via email or in writing.
3.3 The contractual partner is responsible for the clearing of any rights with regard to music he uses on the basis of Musique Couture’s suggestions. Musique Couture will support him and perform preparatory acts. The contractual partner will indemnify Musique Couture and hold Musique Couture harmless against any claims by third parties and costs incurred in connection with such claims including legal costs, to which Musique Couture is exposed due to an (alleged) infringement by the suggested music used by the contractual partner without full rights clearing. Musique Couture will immediately inform the contractual partner in writing of such claims and involve him in the defence against the claims.
4.1 It is clarified that Musique Couture is not liable for the infringement of intellectual property rights by the music used on the basis of suggestions made by Musique Couture. Rights clearing is not part of the contract.
4.2 Clause 4.1 shall apply mutatis mutandis to the availability of artists suggested by Musique Couture.
4.3 Musique Couture is liable for damages caused to the contractual partner by intent or by gross negligence. Furthermore, Musique Couture is liable for any damage caused to the contractual partner resulting from the absence of a guaranteed quality of the object of performance, resulting from a negligent breach of material contractual obligations (Kardinalpflichten), resulting from a culpable injury to health, body or a person’s life, or for which liability is provided for under the German Product Liability Act (Produkthaftungsgesetz), in accordance with the statutory provisions.
4.4 Material contractual obligations are those contractual obligations whose fulfilment is essential for the proper execution of the contract and whose compliance the contractual partner may regularly rely on, and whose breach endangers the fulfilment of the purpose of the contract.
4.5 In the event of a breach of a material cardinal obligation, the liability, insofar as the damage is based merely on slight negligence and does not affect health, body or a person’s life, shall be limited to the typical and foreseeable damage that must expected within the framework of the provision of services such as the contractual services.
4.6 In all other respects liability is excluded. This applies both to the liability of Musique Couture and to that of its vicarious agents (Erfüllungsgehilfe), irrespective of the legal basis of the liability.
4.7 The use of the object of performance in a legally compliant manner is the sole responsibility of the contractual partner.
4.8 The parties agree that the obligation to pay levies to the artists’ social insurance (Künstlersozialkasse – KSK) applies to the contractual partner. The contractual partner shall indemnify Musique Couture against all claims of the artists’ social insurance (KSK) and any related financial disadvantages arising from any claim by the artists’ social insurance (KSK) against Musique Couture upon first demand. This may include reasonable legal costs.
5.1 Musique Couture is entitled to refer to the contractual relationship with the contractual partner on its website when providing references for advertising purposes. This right shall continue to apply after termination of the contractual relationship. Musique Couture may also use the logo and company of the contractual partner for the aforementioned purpose.
5.2 The contracting parnter shall refer to Musique Couture in a suitable form during the presentation of its service in which Musique Couture has participated. This includes references in social media such as tags, hashtags and metadata or credits in the film credits.
6. Remuneration, Payment Conditions
6.1 The agreed remuneration shall be net plus statutory value added tax, unless otherwise agreed. The agreed remuneration does not include licensing costs.
6.2 If a flat-rate remuneration has been agreed, Musique Couture may, unless otherwise agreed, demand an advance payment of 50% of the agreed remuneration immediately after placing the order.
6.3 The contractual partner shall receive an invoice for all agreed payments.
6.4 If the contractual relationship is terminated prematurely by the contractual partner, the following shall apply:
6.4.1 If a time-based remuneration has been agreed, Musique Couture is entitled to remuneration for the time already spent.
6.4.2 If a flat rate remuneration has been agreed, Musique Couture may demand a partial amount of the flat rate amount corresponding to the services already provided. In this case, the contractual partner retains the right to prove that less than the invoiced services have been provided.
6.5 Musique Couture shall be entitled to invoice the costs and expenses incurred in connection with the performance of the contract separately. Within Berlin and Potsdam, the agreed remuneration shall cover incidental expenses (travel costs, travel expenses, other similar expenses). If services outside these regions are necessary, the travel costs for a first class train ticket or an economy class flight ticket as well as taxi journeys to and from the place of deployment shall be borne by the contractual partner plus other expenses. In the case of a time-based remuneration, travel times shall be invoiced reduced by 50% of the respective time fee.
7.1 If the contractual partner is a merchant (Kaufmann), legal entity under public law or a special fund under public law, the place of jurisdiction for all legal disputes arising directly or indirectly from the contractual relationship between Musique Couture and the contractual partner shall be Berlin, Germany. The same applies if the contractual partner has no general place of jurisdiction in the Federal Republic of Germany.
7.2 The law of the Federal Republic of Germany shall apply exclusively (excluding the United Nations Convention on Contracts for the International Sale of Goods). If the contractual partner is a consumer, the mandatory consumer protection provisions that apply in the country in which the contractual partner has his habitual residence shall also apply if they offer him further protection.
7.3 In the event that any individual term of these General Terms and Conditions should be invalid, the validity of the remaining terms shall not be affected thereby. The invalid term shall be replaced by the statutory provisions.
Last updated: July 2019