Terms and Conditions

General terms and conditions of PMG Presse-Monitor GmbH & Co. KG for the creation and utilisation of digital press reviews

 

C. Options within the License Agreement

7.  PMG Article Options (Additional Purchase of Images etc.)

While purchasing an article in the context of the license agreements, the Client may additionally acquire the rights to objects in connection with the article, for example to the following objects:

–       PMG Digital: images as well as the entire page, the article or extracts in the original layout;

–       PMG Rights: images.

The respective availability of rights will be published in the Presse-Monitor System. If the Client purchases the rights to an object in connection with an article, the provisions of those T&Cs which are applicable to the purchase of the relevant article are also applicable to the purchase and the rights acquired (if a Client purchases, for example, an image in connection with an article and if it has selected the option PMG Archiving Rights, with the purchase of the article it also automatically acquires the archiving rights to the image, as given in paragraph 8).

8.  PMG Archiving Rights

Within the scope of the license agreements PMG Digital and PMG Rights, the Client may also select the option PMG Archiving Rights. If the Client selects this option, the Client automatically acquires, with the purchase of the article (see paragraph 3.2), the following rights to the article, to the extent that these are available (the availability will be published in the Presse-Monitor System).

PMG shall grant the Client the non-exclusive right limited in time to digitally archive articles that the latter uses or has used, on the basis of a license agreement PMG Digital and/or PMG Rights in its digital press review, and to keep said articles in a database available for (full-text) research and access (right to archive) to the extent specified below. This right to archive shall include in particular a non-exclusive, non-transferable right limited in time and restricted in content to reproduce and internally distribute; the right is unlimited in geographical scope, unless a restriction is published in the Presse-Monitor System at the time of the purchase. The Client shall have the right to archive only to the following extent:

8.1.    Content to be archived – The Client shall only be permitted to archive articles that it uses or has used legally in a digital press review pursuant to the license agreement PMG Digital or PMG Rights, respectively. This shall also cover articles that have been reproduced only in extract form in the digital press review; they may be archived in full.

8.2.    Readership group and number of readers – The Client shall only be permitted to make the archived articles and/or its press review archive accessible to the readers belonging to the agreed readership groups of the license agreement PMG Digital and/or PMG Rights, respectively; this shall include compliance to the relevant agreed number of readers. The Client must take all possible and technically reasonable care to ensure compliance to this obligation (e.g. by using a password-protected area). If the readership groups / numbers of readers change within the scope of the license agreement, this change shall also simultaneously apply to the PMG Archiving Rights without any need for a specific addendum. The Client shall also check at least once per calendar year that the number of archive readers does not exceed the number of readers agreed in the license agreement. Upon request, the Client shall inform PMG how many readers have or have had access to the archived articles or the press review archive, respectively.

8.3.    No passing on to third parties – Neither the Client nor the readers may enable third parties to gain access to the press review archive and/or archived articles. Moreover, the Client and readers are not entitled to give third parties any access, whether direct or indirect, to PMG’s service. Third parties for the purpose of this provision are all those not covered by the agreed readership groups.

8.4.    Centralised archiving – The Client shall be obliged to centralise the archiving in such a way that the readers have access to one Client specific press review archive. Further (sub) archives shall not be permitted. Interim saving of articles from the central archive by individual readers shall be permitted only to such extent that the individual reader is authorised to temporarily store a maximum of twenty (20) articles from the Client’s press review archive simultaneously on the end device designated by the Client, and where applicable to print them out for internal purposes without being associated with any more extensive rights to print or publish. Articles temporarily saved in this way must be deleted after three (3) days at the latest. The reader shall not be authorised to create any further databases on the device being used, in which articles from the archive are permanently saved.

8.5.    Archiving for intended purpose only – The Client shall not be permitted to utilise the archived articles in any way other than for internal information purposes.

8.6.    Archiving period and duty to delete – The right to archive relates in each instance to the individual article and is limited to a period of ten (10) calendar years. The ten-year period begins on 1st January of the year following the year in which the article to be archived first appeared in the Client’s digital press review and ends on 31st December of the tenth (10th) year. If the license agreement PMG Digital or PMG Rights, which is the basis upon which the archiving right is founded, is terminated within the ten-year period, this shall not lead to any shortening of the archiving period in respect to the articles already archived. At the end of the archiving period, all articles to which the expiry of the relevant deadline relates must be completely deleted from the Client’s database. In addition to the central archive database, the duty to delete shall extend also to all of the readers’ devices on which in each instance archived articles have been temporarily stored. PMG must be notified of the complete deletion of any article, for which the archiving period has expired, in text form (i.e. letter, fax or e-mail) in each instance within fourteen (14) days of the end of the archiving period.

8.7.    Audit rights – The Client shall upon request permit PMG to have an independent auditor bound by a duty of non-disclosure, who may involve technical assistants, to check the manner and scope of the saved articles for compliance with the obligations and provisions of the contract. PMG bears the costs, unless they are to be assumed by the Client by way of compensation.

9.  PMG Additional Services

Within the scope of the license agreements PMG Digital and PMG Rights, further additional services may be agreed upon.

D. General provisions (Part Two)

10.  The Client’s General Obligations

In addition to the obligations already mentioned, the following general obligations apply to the Client as well:

10.1.    Prohibition of editing and/or modifying articles – The content of the articles which are downloaded or self-digitised may not be changed, shortened, summarised or edited in any other way. The prohibition on editing and modifying also applies to the heading, sub-heading and the author.

10.2.    Mandatory provision of notes on intellectual property rights and origin – The Client shall be obliged to mark all articles that are passed on to the readers and/or are subject matter of archiving with the relevant notes on intellectual property rights and origin. The articles are in particular to be marked with the following details: the author, the data source from which the article originates, the date of publication and, if applicable, the article’s title.

10.3.    Responsibility for compliance with contractual obligations by the readers – The Client shall be obliged to obligate the readers to whom it makes the digital press reviews accessible within the license agreement PMG Digital and/or PMG Rights, or who have access to archived articles or its press review archive within the PMG Archiving Rights, to comply with the relevant obligations to which it itself is subject pursuant to its contract with PMG, including these T&Cs. To this end the Client shall take suitable technical and other measures to ensure compliance with the contractual terms, in particular the restrictions in respect of the usage and archiving rights, insofar as this is technically feasible. The Client shall be responsible for the misconduct of these readers as it shall be for its own.

11.  Commissioning Service Providers

11.1.    The Client may itself carry out certain actions which it is authorised to perform by the contract, which in turn is subject to these T&Cs (see paragraph 2), or may commission one or more service providers (‘Service Provider’) to render certain services, for as long as the Client is authorised by a license agreement PMG Digital and/or PMG Rights; these being:

11.1.1 creating digital press reviews for the Client and delivering these digital press reviews to the Client by:

–  downloading the required articles from the Presse-Monitor System solely for the respective Client and delivering these articles in the form of a digital press review solely to the respective Client; and/or

–  self-digitising the required articles solely for the respective Client and licensing these self-digitised or otherwise legally obtained articles via the Presse-Monitor System for the respective Client and solely delivering these articles to the respective Client in the form of a digital press review, whereas the Service Provider shall not be permitted, solely based on this commissioning, to utilise, archive or otherwise store the articles, which it downloaded or licensed for the respective Client,

11.1.2 technical storage of the digital press reviews, which were delivered to the Client, solely for the respective Client so that the Client is able to make these digital press reviews available Client internally both on screen, for instance via the Client intranet and e-mail, and in printed form to the  agreed readership groups and the respective number of readers, whereas the Service Provider shall not be permitted, solely based on this commissioning, to create a database (including a research tool) with the digital press reviews, which it saved for the respective Client, and/or articles, which it utilised in these digital press reviews, or otherwise utilise these articles for itself, for third parties or otherwise and/or

11.1.3 technical storage of one digital voucher copy of each article, which was utilised in the digital press reviews of the Client which were delivered to the Client, solely for the respective Client for a period of twelve (12) months, whereby the Service Provider shall not be permitted, to create a database (including research functions) with the digital voucher copies or otherwise utilise these digital copies for itself, for third parties or otherwise on the basis of this commissioning.

Insofar as the Client has acquired an additional PMG Archiving Right, he may also commission the Service Provider to perform the technical archiving of the articles utilised in the digital press reviews which were delivered to it, solely for it, whereby the Service Provider shall not be permitted, to utilise the articles which it archived for the Client, and/or the database in which the articles are made available specifically to the Client for full text research and download, for itself, for third parties or otherwise on the basis of this commissioning.

11.2.    Each and every commissioning of a Service Provider shall require PMG’s prior written approval. Revocable consent shall be deemed granted for those Service Providers named in the contract subject these T&Cs (cf. paragraph 2). In the event that a commissioned Service Provider exceeds the use rights, which are granted in the context of its commission, PMG shall be entitled to revoke the consent to the commission of the Service Provider after unsuccessful expiration of a set remedy period (which was declared to the Client) vis-à-vis the Client.

11.3.    Within the scope of their commission and solely for the purpose thereof, Service Providers shall be given the same rights vis-à-vis PMG as are granted to the Client for the services, for which they were commissioned by the Client, insofar as these rights are necessary to render the services, for which they were permitted to be and were commissioned by the Client.

11.4.    The right for each respective Client, according to paragraph 11.1 to:

–  download articles from the Presse-Monitor System, to self-digitise articles and to deliver articles to the respective Client in form of a digital press review (c.f. paragraph 11.1.1);

–  technically store the digital press review (c.f. paragraph 11.1.2);

–  technically archive one digital copy (c.f. paragraph 11.1.3); and to technically archive and/or store the articles used in digital press reviews (c.f. paragraph 11.1 sentence 2),

only entitles the Service Provider to perform actions for the respective Client.

Any form of use of a copy of an article, which is created during the provision of services for the respective Client within the use of the rights of the Client, regardless of whether temporary or permanent, regardless of the technical process and whether simultaneously or successively, for itself and/or for other clients of the Service Provider is excluded. The Service Provider shall, for instance, not be permitted to use a copy of an article, which is created within the context of these actions, multiple times, i.e. additionally for itself, other clients or third parties.

The Service Provider shall also not be permitted to use a copy of an article, which is created within the course of these actions, for other purposes than its services for the respective Client in accordance with the commissioning by the respective Client. The Service Provider shall, for instance, not be permitted to:

–  store or (further) duplicate the copy of the article for itself, other clients or third parties, even if it, the other clients or third parties are permitted to store or copy the respective article based on other grounds;

–  pass on the copy of the article to other clients or third parties, even if the other clients or third parties are permitted to utilise the respective article based on other grounds, or

–  utilise the copy of the article for a search based on search terms for itself, other clients or third parties, even if it, the other clients or third parties are permitted to utilise the respective article for such a search based on other grounds.

11.5.    The Client shall be permitted to grant Service Providers technical access to PMG’s range of products and services, i.e. to the Presse-Monitor System, only to the extent necessary for providing the commissioned services. The use of the log-in data designated for access by the Service Provider, is only permitted for employees of the Service Provider and only for the performance of the services commissioned by the respective Client. The use of the Presse-Monitor System by or with the support of Bots or other software designed for automatic access is prohibited.

11.6.    The Client is obliged to obligate the commissioned Service Providers to comply with the obligations to which the Client is subject pursuant to its contract with PMG, including to these T&Cs. In the event that the commissioned Service Provider does not adhere to the obligations, to which the Client is subject and to which adherence the Client has to urge the commissioned Service Provider, PMG shall be entitled to revoke the consent to the commission of the Service Provider after unsuccessful expiration of a set remedy period (which was declared to the Client) vis-à-vis the Client. The Client shall be responsible for the commissioned Service Providers’ misconduct as it shall be for its own.

12.  Indemnification against Breach of Copyright or other Intellectual Property Rights

12.1.    If a third party makes claims against the Client due to conflicting copyrights or other intellectual property rights based on the contractually correct use of articles, PMG undertakes to indemnify the Client from said claims on first written request, unless otherwise agreed below.

12.2.    The claim for indemnification is only given if the Client notifies PMG without delay and in writing of such third-party claims. The right will be forfeited if the Client makes any statements in court proceedings and/or agrees to a settlement without the prior written approval of PMG.

12.3.    PMG shall not be permitted to refuse to give written approval for statements in court proceedings and/or an agreement to a settlement without cause. In the event of a legal dispute between the third party and the Client, PMG shall be entitled to appoint a lawyer of its own choice and at its expense to handle the case, and to issue this lawyer with instructions for the lawsuit. For the legal dispute with third parties asserting claims regarding copyrights and other intellectual property rights, the Client shall provide PMG with the necessary documents and shall participate in the proceedings in good faith.

12.4.    If when electronically warned by PMG to cease distributing a specifically named article with immediate effect, the Client does not immediately delete said article, the indemnification by PMG shall not apply in this respect. On request, licence fees shall be reimbursed to the Client. All further, possibly existing claims of the Client are excluded.

13.  Liability

13.1.    PMG and its employees shall not be liable for any damages incurred by the Client within the framework of this contract. This shall apply in particular to archiving, which is carried out by the Client solely in its own interest and is implemented within the Client’s area of risk. In relation to the accuracy of the archived articles’ content at the time of archiving and/or in respect of any loss of validity due to the passing of time any and all liability is likewise excluded.

13.2.    The exclusion of liability shall not apply in the event of intent or gross negligence on the part of PMG or any of its legal representatives or vicarious agents, in the event of fraudulent concealment, injury to life, body or health, breach through minor negligence of a material contractual obligation (cardinal duty), claims under the German Product Liability Act or breaches of a guarantee, in particular relating to a guaranteed quality. In such cases PMG shall be liable within the legally stipulated scope. For losses due to a breach through minor negligence of a material contractual obligation (cardinal duty), the obligation to pay compensation shall be limited to the foreseeable damages for a contract of this type. In the remaining exceptional cases PMG shall be liable to the full extent.

13.3.    All claims shall expire after one (1) year unless they are based on wilful intent or gross negligence or on one of the other exceptional circumstances specified in paragraph 13.2.

13.4.    To the extent that liability is excluded, this shall also extend to personal liability on the part of PMG’s employees, workers, staff, representatives and vicarious agents.

14.  Payment, Invoicing and Statements

The payment is based on the contract, to which these T&Cs are applicable (see paragraph 2), and the current prices applicable at the time of licensing, which are published in the Presse-Monitor System. The prices set out in the contract and in the Presse-Monitor System are net prices and do not include the legally applicable value added tax. The Client will receive a detailed invoice every month. The invoice amount is due fourteen (14) days after receipt of the invoice.

15.  Contract Term, Termination and Blocked Access

15.1.    The license agreements PMG Digital and PMG Rights are both concluded for an indefinite period of time. Each contract can be terminated by giving notice in writing with a notice period of four (4) weeks to the end of a month.

15.2.    If the Client breaches its obligations arising from the contract with PMG, in particular through any unauthorised use of PMG’s products and services and/or the Presse-Monitor System, breach of copyright or false reporting of reader numbers, PMG shall be entitled to terminate the contract without notice and block access to the Presse-Monitor System with immediate effect if PMG has previously admonished the Client for this breach of contract and the Client has nevertheless failed to fulfil its contractual obligation within two (2) weeks. In cases of a significant breach, especially in the event of repeated breach of the same contractual obligations, of ceasing to make payments due to inability to pay or of insolvency proceedings being opened against the Client or an application being made to open such proceedings, prior admonishment by PMG shall not be necessary. PMG reserves the right to assert further claims (particularly for disclosure of information or for damages).

15.3.    PMG reserves the right to block inactive accounts after expiry of three (3) months after the last access to the Presse-Monitor System.

16.  Client Support

For any technical queries telephone support is available to the Client during normal business hours (Monday to Thursday 7 a.m. to 5 p.m., Friday 7 a.m. to 4 p.m.; excluding public holidays in the federal state of Berlin).

17. Data Protection

17.1.  PMG collects, processes and uses the Client’s data and that of the employees named by it as well as the data of its Service Provider and the employees thereof notified to it to establish, execute and terminate the contractual relationship with the Client. PMG stores the Client’s purchase histories only to the extent and for as long as is necessary for execution of the contractual relationship and the billing process. If the invoices issued by PMG have not yet been paid, or if there are any disagreements regarding the sums due, the purchase histories may be stored for evidence purposes. Furthermore, PMG shall be permitted to collect, process and utilise purchase histories on an anonymised basis permanently for statistical purposes.

17.2.  If the Client agrees (or if the employees named by it agree) to receive advertising information by e-mail newsletter, PMG collects, processes and uses the respective e-mail addresses for this purpose.

17.3.  The Client and the employees named by it as well as its Service Provider and the employees thereof notified to it can request information about the stored data at any time. The consent of the Client and the employees named by it can be revoked with effect for the future at any time (by letter, fax or e-mail). The revocation should be addressed to:

PMG Presse-Monitor GmbH & Co. KG
Markgrafenstr. 62, 10969 Berlin, Germany
Fax: +49 30 28493-200
E-Mail: datenschutz@presse-monitor.de

18. Confidentiality

The Client undertakes to treat the login details (user name, password) confidentially, and shall take precautions to prevent misuse. PMG shall not be held liable for damages incurred by the Client due to loss or misuse of the login details.

19. Final Provisions

19.1.  The place of performance and exclusive place of jurisdiction for all disputes arising from or in connection with this contract shall be Berlin; PMG shall nevertheless be entitled to take legal action against the Client at the place where the Client’s registered office is located.

19.2.  The contract and its interpretation shall be governed by the substantive laws of the Federal Republic of Germany. The application of the provisions of the German conflict of laws rules, insofar as they refer to any foreign legal system, the UN Convention on Contracts for the International Sale of Goods (CISG) and any other conventions on the law of the purchase of goods are excluded.

19.3.  Should any individual provisions of this contract be or become wholly or partially invalid, the validity of the remaining provisions shall be unaffected by this. The contractual partners agree at this point that in such event the invalid provision shall be replaced by a provision that comes as close as possible to the economic purpose of the invalid provision. The same shall apply to any omissions in the contract.

General Terms and Conditions for the extension of PMG Archiving Rights

1. Applicability

1.1.These general terms and conditions (“T&Cs”) apply to every contract, including any addendum, between PMG Presse-Monitor GmbH & Co. KG (“PMG”) and the client (“Client”) relating to the extension of PMG archiving rights for archived articles (“PMG Archiving Rights Extension”).

1.2.Any changes to these T&Cs that are required due to PMG’s technical or operational requirements and are considered reasonable, taking into appropriate account the interests of the Client, shall be notified to the latter by PMG in text form (i.e. letter, fax or e-mail) without delay. The changes shall come into force unless the Client serves notice of termination in text form within six (6) weeks of receipt of this notification. PMG shall specifically point out this consequence to the Client in the notification of change.

1.3. Unless otherwise specified, only these T&Cs are applicable and, taking priority over these T&Cs, the contract between PMG and the Client, separately concluded in text form, shall apply.

1.4. Any contradictory or deviating conditions, especially any general terms and conditions of the Client shall be binding only if PMG has expressly agreed to these in text form.

1.5. Oral agreements made prior, during and/or following the conclusion of a contract must be confirmed in text form by PMG in order to be valid.

2. Conclusion of Contract, Text Form and Amendments

2.1.By accepting PMG’s offer to extend PMG archiving rights for certain articles and a certain number of readers, the contract, including these T&Cs, is concluded.

2.2.The contract must be concluded in text form. A waiver of this requirement for text form must also be made in text form. Any supplements and subsequent amendments and additions must be in text form to be valid.

2.3. The Client shall be obliged to keep the data required for the implementation of the contract, as given to PMG at the time of the conclusion of the contract (e.g. company, invoice address, contact details) up to date and to inform PMG without delay of any changes.

3. Extension of the archiving right
Within the framework of the PMG Archiving Rights Extension Contract, PMG grants the Client the non-exclusive right, limited in time and content, without geographical limitation to archive certain articles for a further period of ten (10) calendar years, and to keep said articles for this purpose in a database available for (full-text) research and retrieval (extended archiving right). In particular, this extended archiving right includes a simple, non-transferable right, limited in time and content, to copy and disseminate the articles internally.
The Client receives the extended archiving right for an article with the conclusion of the PMG Archiving Rights Extension Contract for the extension of the archiving right for this article (cf. Section 2.1).

4. Scope of the extended archiving right
The Client shall have the extended archiving right only to the following extent:

4.1. Client– Only those that conclude or have concluded a PMG Digital and/or PMG Rights Licensing Contract with PMG can be a Client, i.e. a party to the PMG Archiving Rights Extension Contract. The identity of the client of the Licensing Contract and the Archiving Rights Contract must be the same as that of the Client of the Archiving Rights Extension Contract. Changes to the legal entity of the client of the Licensing Contract also apply to the PMG Archiving Rights Extension Contract.

4.2. Content to be Archived– The Client shall only be permitted to archive articles that it has used legally on the basis of the Licensing Contract for the production of an internal press review in digital or printed form and which he has lawfully archived on the basis of the PMG Archiving Contract. This shall also cover articles that have been reproduced only in extract form in the digital press review; they may be archived in full.

4.3. Readership group and number of readers – The Client shall only be permitted to make the archived articles accessible to the readers belonging to the contractually agreed readership group of the PMG Digital and/or PMG Rights Licensing Contract respectively, this is limited to the number of readers contractually agreed to in the PMG Archiving Rights Extension Contract. The Client must take all possible care and technically reasonable care to ensure compliance with this obligation (e.g. using a password-protected area). If the readership group changes within the scope of the licence contract, this change shall also simultaneously apply to the PMG Archiving Rights Extension Contract, without any need for a specific addendum. If the number of readers changes within the scope of the Licensing Contract, the following shall apply: An increase does not lead to an increase in the agreed upon number of readers under the PMG Archiving Rights Extension Contract; a decrease may lead to an automatic reduction in the agreed upon number of readers under the PMG Archiving Rights Extension Contract, in such cases when and to the extent (without adjusting the remuneration pursuant to Section 5) that the following provision continues to be complied with: The number of readers agreed to within the framework of the PMG Archiving Rights Extension Contract may not exceed the number of readers within the framework of the Licensing Contract. The Client shall check at due intervals that the number of readers does not exceed the number of readers contractually agreed upon in the contracts. On request, the Client shall inform PMG how many readers have or have had access to archived articles as per the Archiving Rights Extension Contract.

4.4. No passing on to third parties – Neither the Client nor the readers may enable third parties to gain access to the press review archive and/or the archived articles. Furthermore, the Client and readers are not entitled to give third parties any access, whether direct or indirect, to the PMG service. Third parties for the purpose of this provision are all those that are not covered by the contractually agreed readership groups.

4.5. Centralised archiving – The Client shall be obliged to centralize article archiving, which is performed on the basis of a PMG Archiving Rights Contract and a PMG Archiving Rights Extension Contract, in such a way that the readers have access to one Client-specific press review archive. Further (sub)archives shall not be permitted. Interim saving of articles from the central archive by individual readers shall be permitted only to such extent that the individual reader is authorised to temporarily store a maximum of twenty (20) articles from the Clients’ press review archive simultaneously on the end device designated by the Client and where applicable to print them out for internal purposes, without being associated with any more extensive rights to print or publish. Articles temporarily saved in this way must be deleted at the latest after three (3) days. The reader shall not be authorised to create any further databases on the device being used in which articles from the archive are permanently saved.

4.6. Archiving for intended purpose only – The Client shall not be permitted to utilise the archived articles in any way other than for internal information purposes.

4.7. Obligation to label – The Client shall be obliged to label all archived articles as a “PMG file” by adding “All rights reserved. Copyright [or “©”] PMG Presse-Monitor GmbH & Co. KG” via the archiving procedure. This coding must be implemented in such a way that it cannot be removed from the respective article but only deleted altogether with the article.

4.8. Extended archiving period and deletion requirement – The extended archiving right relates in each case to the individual article and is limited to a period of ten (10) calendar years. The ten-year period begins on 1^st January of the year following the year in which the archiving right ended on 31^st December on the basis of the PMG Archiving Rights Contract and ends on 31^st December of the tenth (10th) year. If the PMG Archiving Rights Extension Contract is terminated within the ten-year period, this shall not lead to any shortening of the archiving period in respect of articles that have already been archived. At the end of the archiving period, all articles to which the expiry of the relevant deadline relates must be completely deleted from the Client’s database. In addition to the central archive database, the duty to delete shall extend also to all of the readers’ devices on which in each instance archived articles have been temporarily stored. If no Archiving Rights Extension Contract is in place at this time, PMG must be notified of the complete deletion of any article, for which the archiving period has expired, in text form (i.e. letter, fax or e-mail) in each case within fourteen (14) days of the end of the archiving period.

4.9. Audit rights – The Client shall, upon request, permit PMG to have an independent auditor bound by a duty of non-disclosure, who may involve technical assistants, to check the manner and scope of the saved articles for compliance with the obligations and provisions of the contract. PMG bears the costs unless they are to be assumed by the Client by way of compensation.

5. Payment / Invoicing/ Settlement
The payment is based on the contract to which these T&Cs are applicable (see Section 2.1). The prices quoted are net prices and do not include the legally applicable value added tax. The Client will receive a detailed invoice. The invoice amount is due fourteen (14) days after receipt of the invoice.

6. Contract Term, Termination

6.1. The PMG Archiving Rights Extension Contract is concluded for an indefinite period and can be terminated by giving notice in text form with a notice period of four (4) weeks to the end of a month, independent of the PMG Digital or PMG Rights Licensing Contract and the PMG Archiving Rights Contract.

6.2.The PMG Archiving Rights Extension Contract ends – without requiring termination – at the latest when the PMG Digital or PMG Rights Licensing Contract ends.

6.3. For the sake of clarity, it is agreed that neither the termination nor the end of the PMG Archiving Rights Extension Contract shall affect the obligation to make payment or the limitation of the scope of the extended archiving rights.

6.4. If the Client breaches its obligations from the PMG Archiving Rights Extension Contract with PMG, in particular due to breach of the copyright or false reporting of reader numbers, PMG is entitled to terminate the Archiving Rights Extension Contract and the PMG Digital and/or PMG Rights Licensing Contract, including an Archiving Rights Contract, without notice and to block access to the Presse-Monitor System with immediate effect if PMG has previously admonished the Client for this breach of contract and the Client has nevertheless failed to fulfil its contractual obligation within two (2) weeks. In the case of serious breach, especially in the event of repeated breach of the same contractual obligations, ceasing to make payments due to inability to pay or of insolvency proceedings being opened or an application being made to open such proceedings against the Client, a prior admonishment from PMG shall not be required. PMG reserves the right to assert further claims (particularly for disclosure of information or for damages).

7. Data Protection

7.1. PMG collects, processes and uses the Client’s data to establish, execute and terminate the contractual relationship with the Client. PMG stores the Client’s purchase histories, only to the extent and for as long as it is necessary for the execution of the contractual relationship and the billing process. If the invoices issued by PMG have not yet been paid or there are disagreements regarding the sums due, the purchase histories may be saved for evidence purposes. Furthermore, PMG shall be permitted to collect, process and utilise the purchase histories on an anonymised basis permanently for statistical purposes.

7.2. If the Client agrees to receive advertising information by e-mail newsletter, PMG collects, processes and uses its data for this purpose. The Client can request information about the stored data at any time and revoke its consent at any time with effect for the future (by letter, fax or e-mail). The revocation should be addressed to:

PMG Presse-Monitor GmbH & Co. KG
Markgrafenstr. 62, 10969 Berlin, Germany
Fax: +49 (0) 30 28493-200
E-mail: datenschutz@presse-monitor.de

8. Final provisions

8.1.The following sections of the “General Terms and Conditions of PMG Presse-Monitor GmbH & Co. KG for the Creation and Utilisation of Digital Press Reviews” (as of 01.05.2018) also apply: Section 11 (The Client’s General Obligations), Section 12 (Commissioning of Service Providers), Section 14 (Indemnification Against Breach of Copyrights or other Intellectual Property Rights), Section 15 (Liability), Section 18 (Client Support), Section 20 (Confidentiality) and Section 21 (Contract amendments) .

8.2.Amendments and additions to these T&Cs must be in text form in order to be valid. The respective requirements regarding the form also apply to a change in the applicable form requirement.

8.3. The place of performance and exclusive place of jurisdiction for all disputes arising from or in connection with this contract shall be Berlin; nevertheless, PMG shall also be entitled to take legal action against the Client at the place where the Client’s registered office is located.

8.4. The contract, including its interpretation, shall be governed by the substantive laws of the Federal Republic of Germany. The application of the provisions of the German conflict of laws rules, as they refer to any foreign legal system, as well as the uniform UN Convention on Contracts for the International Sale of Goods (CISG) or any other conventions on the law on the purchase of goods are excluded.

8.5. Should any individual provisions of this contract be or become wholly or partially invalid, the validity of the remaining provisions shall be unaffected by this. The contractual partners agree at this point that in such event, the invalid provision shall be replaced by a provision that comes as close as possible to the economic purpose of the invalid provision. The same shall apply to any omissions in the contract.

 Last updated: 14/09/2022

Terms and Conditions for PMG MediaMeter

General terms and conditions of PMG Presse-Monitor GmbH & Co. KG for the use of PMG MediaMeter

PMG Presse-Monitor GmbH & Co. KG – General Terms and Conditions for the Use of PMG MediaMeter

1. Applicability
1.1.These general terms and conditions (“T&Cs PMG MediaMeter” or “T&Cs” for short) apply to every contract, including any addendum, between PMG Presse-Monitor GmbH & Co. KG (“PMG”) and the client (“Client”) relating to the use of the PMG MediaMeter media monitoring and analysis tool (“PMG MediaMeter”) based on the press database of the Presse-Monitor System (“PMG Database”), including the provision/delivery of the results of the media monitoring and analysis (including the license for its use).

1.2. Any changes to these T&Cs that are required due to PMG’s technical or operational requirements and are considered reasonable, taking into appropriate account the interests of the Client, shall be notified to the latter by PMG in text form (i.e. letter, fax or e-mail) without delay. The changes shall come into force unless the Client serves notice of termination in text form within six (6) weeks after receipt of this notification. PMG shall specifically point out this consequence to the Client in the notification of change.

1.3. Unless otherwise specified, only these T&Cs are applicable, and taking priority over these T&Cs, the separately concluded written contract between PMG and the Client shall apply.

1.4. Any contradictory or deviating conditions, especially any general terms and conditions of the Client shall be binding only if PMG has expressly agreed to these in text form.

1.5. Oral agreements made prior, during and/or following the conclusion of a contract must be confirmed in text form by PMG in order to be valid.

2. Conclusion of Contract, Written Form and Amendments

2.1.By providing the completed and signed PMG MediaMeter order form, the Client makes a binding offer to enter into the contract. PMG can accept this offer by providing a confirmation or the login data for PMG MediaMeter, as a result of which the contract, including these T&Cs, is concluded.

2.2. Any addenda and later amendments or additions to the contract must be in text form to be valid.

2.3. The Client shall be obliged to keep the data required for the implementation of the contract, as given to PMG at the time of the conclusion of the contract (e.g. company, invoice address, contact details) up to date and to inform PMG without delay of any changes.

3. PMG MediaMeter, Data Sources, Availability

3.1.Upon conclusion of the contract, PMG shall enable the Client access to PMG MediaMeter and send it the login data required for the use of PMG MediaMeter. The Client’s access to PMG MediaMeter shall be via PMG’s website. Using PMG MediaMeter, the Client shall be able to:
– Select print media, online editions and other sources of information from the PMG database (“Data Sources”) and by using selected topics, use them for media monitoring and analysis purposes;
– Display the results of its media monitoring and analysis (“PMG MediaMeter Results”) on the screen (e.g. in the form of graphical representations and hit lists);
– In addition, display the corresponding text excerpts from articles from the PMG Database on the screen; and
– Download the PMG MediaMeter Results (without text excerpts) and use them extensively.

PMG MediaMeter Results are saved in PMG MediaMeter for a maximum of 455 days. If a topic is deleted or modified by the Customer, any PMG MediaMeter Results saved for this topic are automatically deleted.

3.2. Additional services may be agreed within the scope of the contract underlying these T&Cs (see Section 2.1); these T&Cs shall apply thereto accordingly.

3.3. The available data sources are constantly updated. PMG reserves the right to open up new access to individual Data Sources or – if the publisher or content suppliers close down Data Sources or no longer make them available to PMG – to withdraw them from the Presse-Monitor System. In the event of a Data Source being withdrawn, the Client is not entitled to extraordinary termination of its contract with PMG.

3.4. PMG endeavours to keep the PMG MediaMeter available 24 hours a day without interruption. However, due to the nature of technology and the Internet, this cannot be guaranteed. PMG also reserves the right to limit or temporarily suspend operating hours for technical reasons. PMG shall attempt to limit the frequency and duration of any such temporary interruptions or limitation.

3.5. From their publication date, full texts are generally available in the PMG Database for media monitoring and analysis using selected topics for a period of thirty one (31) consecutive days, starting on the day of publication.

4. Use of PMG MediaMeter
The Client shall have the right of use of PMG MediaMeter only to the following extent:

4.1.Number of users – The Client may only make PMG MediaMeter available to the contractually agreed number of users.

4.2. Number of topics – The Client may only use a maximum of the contractually agreed number of topics at the same time.

5. Rights of Use to PMG MediaMeter Results 

5.1. Within the scope of the contract, PMG shall grant the Client the non-exclusive and non-transferable, geographically unrestricted right, unlimited in time and content to:
– Display the MediaMeter Results as well as the corresponding text excerpts from articles from the PMG Database on its screen; and
– Use the PMG MediaMeter Results (without text excerpts) to the following extent:
– Download from PMG MediaMeter;
– Replicate use for internal business purposes (e.g. provision on screens via the Client’s intranet or by e-mail or as a print out);
– External circulation (e.g. publishing on a website on the Internet and/or dispatch in electronic newsletters by e-mail);
– Disclosure to third parties for duplication and use by the latter for third party internal and/or external purposes, including for commercial purposes (e.g. the sale of media monitoring and/or analysis services).
Only the Client or the third parties are responsible for changes in content, shortening, summaries or other editing or modifications to the PMG MediaMeter Results by the Client or third party and for their own additions, which Clients or third parties provide to the PMG MediaMeter Results. Circulation of the PMG MediaMeter Results via websites/newsletters, on/in which politically and/or religiously extreme content and/or content which glorifies violence or is pornographic and/or otherwise morally offensive can be accessed, is not permitted.

5.2. No right to the use of articles – Apart from the on-screen display of text excerpts, articles (and the tables and graphics as well as caricatures and images used in them) from the PMG Database are not subject to the rights of use. Any further use of articles is inadmissible and requires a separate agreement (e.g. PMG Digital and/or PMG Rights).

5.3. Should a full-text view be agreed in the context of additional services, the Client’s right is restricted to viewing the full text of the article on the screen. Any further use, in particular the downloading, duplication and/or circulation of articles is inadmissible and requires a separate agreement.

6. General Obligations of the Client
In addition to the obligations already stated, the following general obligations apply to the Client:

6.1.Responsibility for compliance with the contractual obligations by users – The Client shall be obliged to oblige the persons to whom it makes login data accessible within the framework of the contract to comply with the relevant obligations to which it itself is subject pursuant to its contract with PMG, including these T&Cs. The Client shall be responsible for the misconduct of these persons as it shall be for its own.

6.2. Audit rights – The Client shall, upon request, permit PMG to have an independent auditor bound by a duty of non-disclosure, who may involve technical assistants, to check the manner and scope of the use of PMG MediaMeter for compliance with the obligations and provisions of the contract. PMG bears the costs, unless they are to be assumed by the Client by way of compensation.

7. Use of PMG MediaMeter for Test Purposes (Test Mode)
Insofar as PMG grants the right to learn about PMG MediaMeter during a test mode application, these T&Cs apply accordingly, insofar as they are applicable to such a test mode. Contrary to Section 2, the contract for the test mode, including these T&Cs, is concluded with the activation of the test account by the Client. Unless agreed otherwise, the test mode ends after fourteen (14) days.

8. Indemnification against Breach of Copyright or Other Intellectual Property Rights

8.1.If a third party makes a claim against the Client due to conflicting copyright or other intellectual property rights based on the contractually correct use of PMG MediaMeter or PMG MediaMeter Results, PMG undertakes to indemnify the Client from said claims upon first written request, unless otherwise agreed below.

8.2. The claim to indemnification is only given if the Client notifies PMG without delay and in writing of such third party claims. The right lapses if the Client makes any statements in court proceedings and/or agrees to a settlement without the written approval of PMG.

8.3. PMG shall not be permitted to refuse to provide written approval for statements in court proceedings and/or an agreement to a settlement without good cause. In the event of a legal dispute between the third party and the Client, PMG shall be entitled to appoint a lawyer of its own choice and at its expense to handle the case, and to issue this lawyer with instructions for the conduct of the case. For the legal dispute with third parties asserting claims regarding copyright and other intellectual property rights, the Client shall provide PMG with the necessary documents, and shall participate in the proceedings in good faith.

9. Liability

9.1.PMG and its employees shall not be liable for any damages incurred by the Client within the framework of this contract.

9.2. The exclusion of liability does not apply in the event of intent or gross negligence on the part of PMG or any of its legal representatives or vicarious agents of PMG, in the event of fraudulent concealment, injury to life, body or health, breach through minor negligence of a material contractual obligation (cardinal duty), claims under the German Product Liability Act or breaches of a guarantee, in particular relating to a guaranteed quality. In such cases, PMG shall be liable within the legally stipulated scope. For losses due to a breach based on a minor negligence of a material contractual obligation (cardinal duty), the obligation to pay compensation shall be limited to the foreseeable damages for a contract of this type. In the remaining exceptional cases listed in this Section 9.2, PMG shall be liable to the full extent.

9.3. All claims shall expire after one (1) year, unless they are based on willful intent or gross negligence or on one of the other exceptional circumstances specified in Section 9.2.

9.4. To the extent that liability is excluded, this shall also extend to personal liability on the part PMG’s employees, workers, staff, representatives and vicarious agents of PMG.

10. Remuneration / Invoicing / Settlement
The payment is based on the contract to which these T&Cs are applicable (see Section 2.1). The prices quoted are net prices and do not include the legally applicable value added tax. The Client will receive a monthly invoice. The invoice amount is due fourteen (14) days after receipt of the invoice.

11. Contract Term, Termination, Blocked Access
All contracts concluded on the basis of these T&Cs are, unless specified otherwise in the contract, concluded for an indefinite period and can be terminated by giving notice in text form with a notice period of four (4) weeks’ notice to the end of a month. The partial termination of an additional service is permitted by giving notice in text form with a notice period of four (4) weeks’ notice to the end of a month.

If the Client breaches its obligations arising from the contract with PMG, in particular due to use of the PMG MediaMeter contrary to the agreement, breach of copyright on articles or false reporting of reader numbers, PMG shall be entitled to terminate the contract without notice and to block access to PMG MediaMeter with immediate effect if PMG has previously admonished the Client for this breach of contract and the Client has nevertheless failed to fulfil its contractual obligation within two (2) weeks. In the case of a serious breach, especially in the event of repeated breach of the same contractual obligations, of ceasing to make payments due to inability to pay or of insolvency proceedings being opened or an application being made to open such proceedings against the Client, prior admonishment by PMG shall not be necessary. PMG reserves the right to assert further claims (particularly for disclosure of information or for damages).

12. Customer Support
For any technical queries, telephone support is available to the Client during normal business hours (Monday to Thursday 9 a.m. to 5 p.m., Friday 9 a.m. to 4 p.m. – excluding public holidays in the federal state of Berlin).

13. Data Protection

13.1.PMG collects, processes and uses the Client’s data to establish, execute and terminate the contractual relationship with the Client. PMG stores the Client’s usage history, only to the extent and for as long as it is necessary for the execution of the contractual relationship and the billing process. To the extend invoices issued by PMG have not yet been paid or if there are any disagreements regarding the sums due, the usage histories may be stored for evidence purposes. Furthermore, PMG shall be permitted to collect, process and utilize the usage histories on an anonymized basis permanently for statistical purposes.

13.2. If the Client agrees to receive advertising information by e-mail newsletter, PMG collects, processes and uses its data for this purpose. The Client can request information about the stored data at any time and revoke its consent at any time with effect for the future (by letter, fax or e-mail). The revocation should be addressed to:

PMG Presse-Monitor GmbH & Co. KG
Markgrafenstr. 62, 10969 Berlin, Germany
Fax: +49 (0)30 28493-200
E-Mail: datenschutz@presse-monitor.de

14. Confidentiality
The Client undertakes to treat the login details (user name, password) confidentially, and shall take precautions to prevent misuse. PMG shall not be held liable for damages incurred by the Client due to loss or misuse of the login details.

15. Final Provisions

15.1.Amendments and additions to these T&Cs must be in text form in order to be valid. The respective requirements regarding the form also apply to a change in the applicable form requirement.

15.2. The place of performance and exclusive place of jurisdiction for all disputes arising from or in connection with this contract shall be Berlin; nevertheless, PMG shall also be entitled to take legal action against the Client at the place where the Client’s registered office is located.

15.3. The contract, including its interpretation, shall be governed by the substantive laws of the Federal Republic of Germany. The application of the provisions of the German conflict of laws rules, insofar as they refer to any foreign legal system, the uniform UN Convention on contracts for the International Sale of Goods (CISG) or any other conventions on the law on the purchase of goods are excluded.

Should any individual provisions of this contract be or become wholly or partially invalid, the validity of the remaining provisions shall be unaffected by this. The contractual partners agree at this point that in such event the invalid provision shall be replaced by a provision that comes as close as possible to the economic purpose of the invalid provision. The same shall apply to any omissions in the contract.

Last updated: 14/09/2022