GENERAL LICENSE & BUSINESS CONDITIONS

1.Basic license "Lifetime-Licence""

1. 1.1The basic license for a ProTraxx is called a Lifetime-Licence and is valid for one (1) project with the corresponding project name including follow-up films (the image content is identical, but cut differently). With the purchase of the Lifetime-Licence PHONOGEN grants the right of use without any time, location, or language restrictions:

   1. a.on the use of ProTraxx for the production of a Work used for advertising, educational and entertainment purposes, on all types of distribution channels, publications or other forms of distribution as well as all corresponding forms of making available such as unlimited download or streaming, whether existing or future, unless the manner of use, distribution or application of the Work is expressly restricted in the following (GLC sec. 1.2a / 1.2b).

   2. b.to the unlimited mechanical reproduction of the ProTraxx for production purposes and whatever usage is within the scope of the licensed distribution unless restrictions are expressly stated below in the following (GLC sec. 1.2a / 1.2b).

   3. c.to the purchase of the extension options UPGRADE 1-3 at the moment of purchase of the basic license (ProTraxx) or a later date.

   4. d.to unlimited download of ProTraxx via weblink (full version without an audio watermark) for downloading as WAV file (44.100Hz, OdBFS) from the PHONOGEN user account (My Licenses).

   5. e.to shorten, cutdown, slow down, accelerate or edit the ProTraxx with speech within the scope of synchronization/production, as well as to technically adapt, convert, save and compress and/or decompress the format within the scope of synchronization - where necessary. Modifications made within the scope of the licensed synchronization may not result in any new rights of use. The license holder is liable in the case of any infringement.

   6. f.to use the ProTraxx for industry-standard reference advertising provided the work is referenced as follows Music by PHONOG3N.COM

2. 1.2The Lifetime-Licence as a basic license does NOT include:

   1. a.the commercial use, publication, or other usages of the Work for advertising purposes on the distribution channels (IP)TV/movie/cinema advertising, in-flight entertainment ads, in-stream ads (pre-, mid-, post-roll), out-stream ads, ad-games/metaverse, commercial advertising using download/streaming, advertising through blockchain/NFT usages (e.g. TV/cinema advertising spot, in-flight entertainment ads, in-stream spots on YouTube/OTT/IPTV/APPs, in-feed Facebook/Instagram/TwitterX/TikTok timeline advertising, sponsor spots in games/metaverse, image films on commercial USB sticks, advertising spots when downloading web content, NFT marketplace advertising). The removal of these restrictions is subject to the UPGRADE 2 extension option. Where there is no explicit restriction, the use of the Work as in the basic license (Lifetime-Licence) is also permitted and covered for commercial advertising purposes.

   2. b.the commercial use, publication, or other use of the Work for entertainment purposes on the distribution channels (IP)TV, movie/cinema, streaming (OTT), in-flight entertainment systems, games/consoles as well as all corresponding forms of making the Work available (download, physical media, etc.) for such purposes that generate income (monetization) such as paywall / paid content / in-stream ad revenues / TV movie rights / sponsoring / product placement. The removal of these restrictions is subject to the UPGRADE 3 extension option. Where there is no explicit restriction, the use of the Work in the basic license (Lifetime-Licence) is also permitted and for commercial entertainment purposes.

   3. c.the use and distribution of an isolated ProTraxx without synchronization to a moving image or work (e.g. use as a pure audio jingle) or publication of the ProTraxx only as music composition or music recording.

   4. d.the use and distribution without naming the origin of the music as follows: Music by PHONOG3N. The naming must also take place in UPGRADE 1-3 and must be clearly legible for at least 5 seconds in one of the four corners of the picture. Alternatively, the legal notice can be used for games/apps or in the opening/closing credits of documentaries and feature films.

   5. e.the use and distribution without naming a contact person and the license holder as well as failing to specify the intended purpose of the project (work) in the checkout of the online store (project description). At least the following must be given: film length, the project & customer name, distribution area (COUNTRIES), intended use, a short description of the film content including director, producer and contact details in case of agency relationships (e.g. advertising agency, production company, etc.).

   6. f.any form of sale, transfer, or the making available of the ProTraxx as an audio file to third parties (without reference to the Work in synchronization), whether in whole or in part.

   7. g.any use of the ProTraxx in connection with immoral, racist, violence-glorifying, personality-infringing, or otherwise illegal content, in whatever media form, or for the dissemination of extreme political and/or religious world views.

   8. h.changing the musical composition on which the ProTraxx is based (Work) without the intention of producing a recognizable synchronization with moving images.

   9. i.removing the watermarks or other embedded identification features within the tracks.

   10. j.edit, filter, resynthesize parts of the composition or add a vocal part or additional instruments or other audio tracks to, or otherwise process, any part from the Composition.

   11. k.manufacture, apply, publish or otherwise make available a "sound-a-like" to use or to sell.

   12. l.uploading the ProTraxx or the Work (synchronization with moving images) to databases to assert legal or economic claims (e.g. Content-ID YouTube).

2.UPGRADE 1-3: Extension options for the Lifetime-Licence

1. 2.1UPGRADE 1 (Exclusivity)

   1. a.Upgrade 1 requires the purchasing of the Lifetime-Licence.

   2. b.With UPGRADE 1, the license holder acquires the right to remove a ProTraxx that has never been licensed before from the online platform for a period of (4) or twelve (12) month(s) and thereby excluding third parties for the selected duration and to use the ProTraxx exclusively for the corresponding duration (ProTraxx is marked with "Exclusive").

   3. c.In addition, UPGRADE 1 gives the license holder the right to remove an already licensed ProTraxx from the online platform for a period of four (4) or twelve (12) month(s). This prevents further licensing to third parties (e.g. blocking the sale to competitors during the climax of a campaign). However, the rights of users who already use ProTraxx within the scope of their basic license (Lifetime-Licence) remain reserved. There is no precedence over either license holder.

   4. d.The UPGRADE 1 extension option can only be extended by the entitled license holder before its expiry date for a further protected period of (4) or twelve (12) month(s) in the user account (My Licenses). Without the extension, the option (UPGRADE1) will expire and the ProTraxx will then be sold in the online store of PHONOGEN at a considerably reduced price, as far as the ProTraxx is/was marked with "Exclusive". The maximum duration of the exclusivity over a ProTraxx available via UPGRADE 1 is 2 years.

   5. e.The UPGRADE PERIOD is 4 months (120 days) or 12 months (365 days), beginning on the date of purchase.

   6. f.A ProTraxx marked "Exclusive" can be reserved for an initial release, even if it is still in clarification with the customer. For this purpose, ProTraxx(s) can be reserved on request (info@phonogen.com) for up to 5 days free of charge without obligation to purchase (this service is without guarantee).

   7. g.NOT covered by Upgrade 1 and which is also prohibited, is the extension option of the UPGRADE 1 beyond the maximum duration of 2 years. It is the responsibility of the license holder to purchase the UPGRADE 1 in such a way that the maximum duration of 2 years is not exceeded. PHONOGEN will not give any refunds for purchases of UPGRADE 1 that exceed this period.

2. 2.2UPGRADE 2 (Advertising)

   1. a.UPGRADE 2 requires the acquisition of the Lifetime-Licence and extends the rights of use for the UPGRADE DURATION in a selected area of distribution.

   2. b.Available areas of distribution are named COUNTRIES. The UPGRADE DURATION is always one year or 365 days, starting from the purchase of the upgrade.

      c.UPGRADE 2 permits the license holder to use the Work for commercial advertising purposes on the distribution channels excluded in the Lifetime-Licence (GLC sec. 1.2.a) and extends the rights of use for the UPGRADE DURATION in the selected countrys in terms of location, time, material and media accordingly. These are; (IP)TV/movie/cinema advertising, in-flight entertainment ads, in-stream ads (pre-, mid-, post-roll), out-stream ads, ad-games/metaverse, commercial advertising using download/streaming, advertising through blockchain/NFT usages (e.g. TV spots, commercial advertising in airline entertainment systems, in-stream spots on YouTube/OTT/IPTV/App, in-feed Facebook/Instagram/TwitterX/TikTok timeline advertising, sponsor spots in games, image films on commercial USB sticks, advertising spot when downloading web content, NFT marketplace advertising).

   3. d.GLC Sec. 2.2. h refers to rights reserved for distribution via in-flight entertainment systems.

   4. e.With UPGRADE 2, the license holder selects one or more countries in which the extended advertising reach. The basic setting is set to 1 (one) COUNTRY. The COUNTRIES have to be specified in the checkout of the online store (project description).

   5. f.Before the UPGRADE PERIOD expires, the license holder may extend the UPGRADE 2 option for each country by one additional UPGRADE PERIOD in the user account (My Licenses). The new UPGRADE PERIOD begins for each country when the existing UPGRADE PERIOD expires. The new PERIOD begins for each country when the existing UPGRADE PERIOD expires.

   6. g.Worldwide: UPGRADE 2 offers a "WORLDWIDE" option for the UPGRADE DURATION of one (1) year or 365 days, starting at the time of purchase. By selecting this option, UPGRADE 2 is valid for the UPGRADE DURATION in all countries worldwide. It is recommended to select this option if you require 5 or more countries.

   7. h.In-flight entertainment systems: Distribution of the Work in so-called in-flight entertainment systems on national or cross-border public transport imperatively requires the option "WORLDWIDE" when choosing the distribution area.

   8. i.UPGRADE 2 extension options with different UPGRADE DURATION and COUNTRIES can run side by side. The license holder must independently supervise running times and scope within the selected countries. .

   9. j.When an UPGRADE 2 extension option expires, the restricted rights of use and distribution from the underlying Lifetime-Licence automatically apply to all previously selected countries. The license holder must independently supervise running times and scope within the selected countries.

   10. k.UPGRADE 2 does NOT cover and it is prohibited to use ProTraxx under the UPGRADE 2 expansion option without prior payment of the fees when purchasing the UPGRADE 2 at a later time than the Lifetime-Licence or when extending it for another UPGRADE TIME. The fee(s) must be paid by credit card immediately before the planned use in the online store.

3. 2.3UPGRADE 3 (Entertainment)

   1. a.The use of a ProTraxx or film for entertainment purposes requires the purchase of a Lifetime-Licence.

   2. b.UPGRADE 3 serves to extend (buyout) the rights of use which are to be bilaterally negotiated in individual cases, and permits the commercial use of the Work for entertainment purposes via the distribution channels excluded in the Lifetime-Licence (GLC sec. 1.2.b), in particular in the area of feature films/series and documentary/educational films, and generally for games on stationary or mobile devices (e.g. computer games, browser games, apps, consoles, cell phone games, data/device storage, etc.), which generate income (monetization) through use. The rights of use of the Work for entertainment purposes, which are not explicitly mentioned in the bilateral agreement/extension, are already granted within the Lifetime-Licence.

   3. c.UPGRADE 3 permits the license holder to use, publish and distribute a work based on a ProTraxx for general entertainment purposes and to publish the work on the agreed distribution channels.

   4. d.in UPGRADE 3, conditions, duration, and distribution area (COUNTRIES) of the extended licensing are to be negotiated bilaterally on a case-by-case basis.

   5. e.Bilateral negotiations will commence before or after completion of the ordering process of the Lifetime-Licence(s). We recommend starting the bilateral negotiations beforehand. ProTraxx(s) can be reserved on request (info@phonogen.com) for up to 5 days free of charge without obligation to purchase (the service is without guarantee).

   6. f.After the negotiated UPGRADE 3 extension option expires, the restricted rights of use and distribution from the underlying Lifetime-Licence automatically reapply to the bilateral agreements (buyout) that fall outside the scope of application. The license holder must independently monitor the duration and scope of validity within the selected distribution area.

   7. g.UPGRADE3 does NOT cover and it is prohibited to use ProTraxx under the UPGRADE 3 expansion option without prior payment of the upgrade fees. The Upgrade 3 becomes legally valid only if the following 3 criteria are met: 1. the Lifetime-Licence(s) has/have been purchased, 2. a written contract (buyout) has been concluded between PHONOGEN and the Licensee and the additional remuneration has been paid against a separate invoice, 3. the Upgrade 3 has been symbolically ordered in the store. In the user account (My Licenses) the price for the option UPGRADE 3 is therefore set to Euro 0.-. For clarification, it is noted that the actual remuneration to be paid will result from the bilateral negotiation.

1.General Information

1. 1.1Rino F. Meyer distributes under PHONOGEN.COM (hereafter referred to as 'PHONOGEN') rights of use, distribution, and exploitation (hereinafter referred to as 'rights of use') of musical compositions and musical recordings (hereinafter collectively referred to as 'Musical Compositions').

2. 1.2PHONOGEN offers these musical compositions exclusively under the brand 'ProTaxx' for licensed download from the PHONOGEN online shop at the address www.phonogen.com, according to the General License Conditions (GLC).

3. 1.3The license covers exclusively the use of ProTraxx (henceforth referred to as "Work") for synchronisation purposes with moving images in the context of the production of cinematic, audiovisual works including coherent sequel films, viral films, corporate films, image films, film product presentations (POS), entertainment films, feature films, educational and documentary films, cultural & teaching films, entertainment programs of all kinds, series, or as video content on websites, main and micro websites, video portals, as well as online games, browser games or similar as well as all measures to promote the Work itself.

4. 1.4The basic license according to the General License Conditions (GLC) is called Lifetime-Licence and regulates the type and scope of the rights of use of ProTraxx or the Work.

5. 1.5The rights of use explicitly excluded in the basic license may be extended utilizing UPGRADE 1 (exclusivity), UPGRADE 2 (use for advertising purposes), or UPGRADE 3 (use for entertainment purposes) extension options.

6. 1.6If there is no extension option to the basic license for the specific use, the usage is not covered by corresponding rights of use and is prohibited. PHONOGEN reserves the right to make written agreements to the contrary. Any written agreements to the contrary between PHONOGEN and Licensee are reserved.

2.Legal notice

1. 2.1ProTraxx offered by PHONOGEN are protected by Swiss copyright law and/or the applicable law in Switzerland and abroad.The granting of rights by the applicable General License & General Business Condition (GLC & GBC) is subject to the condition of full payment of the contractually owed fees and any applicable compensation to collecting societies (such as SUISA, GEMA, etc.), unless the works are offered free of GEMA or SUISA.

2. 2.2Composers may, with the exception of distribution, freely dispose of their musical compositions in accordance with the rights of use, distribution and exploitation set forth mentioned here and may, among other things, also offer them for private consumption or publish them as musical works in identical or modified form. The copyright and personal rights of the of the author always remain with the composer.

3. 2.3ProTraxx that are free of domestic or foreign copyright society rights and free of third-party rights (musicians, composers, etc.) are marked as "ROYALTY-FREE" on the online platform. Music compositions that are registered with a domestic or foreign copyright protection society (e.g. GEMA, SUISA, AKM, SACEM, etc.) will be marked as "GEMA/SUISA-liable" on PHONOGEN with a red background and three stars (e.g. ProTraxx 100_000_000***). This status is displayed in the audio player of the respective ProTraxx and on the final invoice. In this case, additional separate fees shall be paid to the respective collecting societies, depending on the type and scope of use. PHONOGEN assumes no liability in the case that ProTraxx marked "GEMA/SUISA-liable" are used without special permission from the copyright protection societies. The customer is responsible for obtaining the necessary rights of use and the licensee is liable for any breach of conduct.

4. 2.4PHONOGEN uses content ID systems to track violations of the law on internet portals such as YouTube, Facebook, TikTok. In no event shall PHONOGEN accept any responsibility to monitor or ensure such Content ID systems or any other actual or legal arrangements to monitor or ensure Licensee's exclusivity rights, if any. All sound recordings (ProTraxx) can be monetized automatically by PHONOGEN. The Licensee shall not be entitled to the monetization and shall not be entitled (GLC Section 1.2 l) to any remuneration resulting from such monetization. In the special case of a buyout (Upgrade 3), automatic monetization may be excluded if the corresponding buyout provision so allows it in the individual case. In this case, the customer must forward the corresponding link of his channel to PHONOGEN so that it can be transmitted to the content ID system as an authorized user (so-called "whitelisting"). If the customer fails to report the link or does not report it prior to use, the video in question will be claimed. PHONOGEN will have the claim lifted only after the link has been reported. The customer is responsible for reporting links. Any liability of PHONOGEN for restrictions of use based on a failure to report or other misconduct of the Customer is excluded.

5. 2.5According to Swiss copyright law, authors are entitled to be named. In the case of the dubbing of musical compositions, within the context of the production of films, in particular advertisements, requires the naming. If, however, the rights of use of the parties involved are named in the work then the rights of use of ProTraxx (usually the composer) must also be named. The customer must carry out the necessary research in a timely and independent manner. In any case, at least the following mentioning must be given: Music by PHONOG3N.COM.

6. 2.6Violation of these General License & Business Conditions (GLC & GBC) is eligible for prosecution under civil and/or criminal law and will lead to the withdrawal of all existing licenses and access to online accounts.

3.Registration and requirements for use

1. 3.1The license purchaser requires suitable internet access and appropriate online technology for downloading and using the ProTraxx. The license purchaser must have ready the necessary software installations etc. at his or her own expense and risk.

2. 3.2The license purchaser must register on the PHONOGEN website and provide a user name, e-mail address, and password. Whilst registering, the license purchaser must accept the current version of the General License & Business Conditions (GLC & GBC) without reservation. PHONOGEN reserves the right to reject registrants or users and to refuse the registration process or to block users without providing a reason.

3. 3.3With the registration the following user data is collected: user name, e-mail address. The personal data (title, surname, first name, street, city, postal code, country, phone number) are recorded during the initial order process, whereby the billing address provided will be saved in the customer profile as personal data. Changes or variations of the personal data are to be made by the user in the user account (Personal Information) on the PHONOGEN website or to be communicated in writing or by e-mail (info@phonogen.com) to the address indicated for this purpose on the PHONOGEN website.

4. 3.4The registration process ends with the sending of a confirmation link to the specified e-mail address. This verifies the e-mail address provided and allows a password to be set on the PHONOGEN website. The confirmation link for setting the password is to be verified by the registering person within the set time limit. After successful verification and setting of the password, the registration is completed and the client receives an unlimited user account including customer profile at PHONOGEN.

5. 3.5The user's created password serves as digital identification of the customer and must not be made available to third parties. It is the responsibility of the user to ensure appropriate security by choosing a suitable password. If there is reason to suspect that unauthorized persons have obtained knowledge of the customer's password, the customer must change his or her password immediately in the user account (Personal Information). PHONOGEN is free from all liability related to the misuse of passwords and any resulting consequences and damages. The customer is liable for all actions in connection with the use of the password.

6. 3.6Minors require the explicit written consent of a parent or legal guardian to use the services offered by PHONOGEN.

7. 3.7Registered users or license holders can cancel their user account with PHONOGEN at any time. Lifetime-Licence(s) already granted at the time of termination of account will continue to be valid, selected UPGRADE 1 and/or UPGRADE 2 and/or UPGRADE 3 options will continue to run until the end of the selected term, at which point they will expire. They cannot be renewed after cancellation. Upon cancellation, the account is made inactive, but not deleted.

4.Conclusion of contracts & reservation, delivery, prices

1. 4.1PHONOGEN offers the option of pre-listening to each ProTraxx as an audio sample in full length in excerpts via audio stream or downloading as a test version to insert into the respective project as a trial. All ProTraxx are secured with an audio watermark for this purpose. This prevents the use of the ProTraxx without a corresponding basic license. The customer agrees not to use ProTraxx in any case without the conclusion of a license agreement.
   Upon request (info@phonogen.com) PHONOGEN can reserve a ProTraxx or its possible exclusivity (ProTraxx marked "Exclusive") or for other reasons for up to 5 days for customers without obligation to purchase. This service is free of charge. PHONOGEN assumes no liability.

2. 4.2ProTraxx (Lifetime-Licence), as well as UPGRADE 1-3 options, are ordered by selecting and adding them to the shopping cart. The shopping cart can be corrected until the order process is complete.

3. 4.3Within the framework of the ordering process, the customer must provide his or her billing address plus the contact data of the license holder. Furthermore, the customer is obliged to specify the actual project for which the license is to be granted (project description). At least the following must be be left: Film length, the project & client name, distribution area (COUNTRIES), intended use, a brief description of the film content including director, producer and contact details in the case of agency relationships (e.g. advertising agency, production company, etc.). In addition, the customer must assign a project name (when clicking on the shopping cart for the first time), under which the licensing is identifiable within the data bank system. Furthermore, the billing address and license holder must be entered correctly and completely. Both fields must be filled in, even if the billing address and the licensee are the same parties.

4. 4.4The order process is explained legally when selecting and accepting the selected Lifetime-Licence with or without extension options in the shopping cart. The user will then be informed of the corresponding implications of the acceptance declaration to be clicked on. With the submission of the declaration of acceptance by the Licensee, the ordering process is completed and the Customer hereby confirms that he has read and agrees to the General License Conditions and the General Business Conditions (GLC & GBC).

5. 4.5The contents of the confirmed shopping cart will be transmitted to PHONOGEN in the form of an offer. A corresponding offer from PHONOGEN will be submitted to the customer within the finalisation of the ordering process.

6. 4.6 The prices quoted on the PHONOGEN online platform apply at the time of completion of the order process as well as following discounts:

   1. a. if Euro 1349.- are exceeded during the ordering process, PHONOGEN grants a 3% discount.

   2. b.if Euro 2’649.- are exceeded during the ordering process, PHONOGEN grants a 4% discount.

   3. c.if Euro 5'549.- are exceeded during the ordering process, PHONOGEN grants a 5% discount.

   4. d.temporary discount promotions can be announced spontaneously via PHONOGEN communication.

7. 4.7Upon payment by the customer, the offer is accepted by PHONOGEN and a valid license agreement is generated, incorporating these General License & Business Conditions (GLC & GBC), the information collected during the ordering process (user data & project data), and the invoice for the acquired rights of use for ProTraxx based on this information. A web link for the invoice and a download link of the WAV file is displayed to the license holder in the web browser. Phonogen will then send the license holder a confirmation (email), confirming that the user data and project data have been transferred to the user account along with the invoice and information provided during the ordering process. At this point, the license rights to ProTraxx are now considered granted under the applicable General License & Business Conditions (GLC & GBC)

8. 4.8It is the responsibility of the client to have available the resources necessary for the download and the intended use of the WAV file. In addition, it is the customer's responsibility to secure the downloaded file against loss and to ensure lawful use within the General License & General Business Conditions (GLC & GBC). It is strongly recommended to make copies. The right to receive the delivery in any other form (e.g. CD, USB-Stick, etc.) does not exist.

9. 4.9Within the PHONOGEN user account (My licenses), the license holder can view, manage, extend, and/or download the type and range of purchased licenses and extension options also at a later point in time. The invoice can be viewed in the user account (My orders).

5.Breach of contract by the customer

1. 5.1If the customer significantly violates the General License & Business Conditions (GLC & GBC) or abuses the licensing rights of use, PHONOGEN is entitled to block the customer's account. PHONOGEN is entitled to block the Customer's account. PHONOGEN reserves the right to take civil and criminal action in the event of any violation of the General License & General Business Conditions (GLC & GBC) or legal provisions and, in particular, to claim damages and/or lost profits. PHONOGEN may block the user account and the associated services until the facts of the case have been clarified. PHONOGEN may inform the customer of the reason for the block, but is not obliged to do so.

2. 5.2In the event of an infringement of obligations or rights of third parties committed by the customer, the customer frees PHONOGEN from all responsibility or claims made by the third party. This indemnification also include reimbursement of PHONOGEN's legal costs.

6.Warranty and liability

1. 6.1PHONOGEN guarantees that the selected ProTraxx will be made available for download via web link and sent to the user's specified e-mail address. PHONOGEN assumes no liability or guarantee for the actual download or the suitability of the licensed ProTraxx for the customer's particular purpose. Regarding the UPGRADE 1 extension options, PHONOGEN only guarantees the temporary deactivation of ProTraxx on the online platform and the corresponding removal from the online platform within the scope of the selected exclusivity (UPGRADE 1). The license rights of any previous, non-exclusive users within the scope of their Lifetime-Licence remain reserved. These ProTraxx are NOT marked "Exclusive".

2. 6.2The ProTraxx (WAV file) must be downloaded immediately after the receiving of the web link and the ProTraxx must be checked for completeness and correlation with the audio sample on the PHONOGEN online platform.

3. 6.3In the event of a defect download of the ProTraxx, the customer's warranty claims are limited to a renewed delivery of the web link via the web link in the user account (My Licenses). If the replacement delivery fails again, the customer has neither the right to a reduction of the license fee nor to withdraw from the contract.

4. 6.4PHONOGEN accepts no liability either for the unlimited availability of the online platform or for the unlimited access to the user account. PHONOGEN rejects any liability arising from the transmission of data via e-mail, internet, or other data distribution channels. In addition, PHONOGEN declines all liability for damages, consequential damages, or lost profits due to technical problems and malfunctions that may arise from the transmission of defective content via the Internet. Users must acknowledge that there is no absolute protection against harmful content on the Internet and that PHONOGEN does not guarantee that the online platform, master audio files, and customer data are permanently protected against all eventualities including data theft. It is the responsibility of each user to protect themself or their systems in a suitable manner and to take appropriate precautions.
   In all other respects, any further liability of PHONOGEN is excluded to the extent permitted by law.
   In any case, PHONOGEN's liability shall be limited to the maximum amount of the license fee paid by the Licensee to PHONOGEN for the respective licensing giving rise to the dispute.

5. 6.5The exclusivity described in these General License & General Business Conditions (GLC & GBC) corresponds to that which PHONOGEN can grant to the Licensee. However, PHONOGEN does not warrant, and cannot guarantee, that a third party could possibly upload content acquired from PHONOGEN through streaming services or music stores (Apple Music, Spotify, etc.) synchronized to images without PHONOGEN's consent. PHONOGEN cannot be held accountable for such conduct by third parties, and any liability of PHONOGEN in this regard is fully excluded.

7.Cancellation

The customer can no longer cancel the basic license agreement after the successful receiving of the web link with the ProTraxx without an audio watermark. With the successful download of the ProTraxx without an audio watermark, there is no way to prevent the use of the ProTraxx, which is why the right of cancellation of the Lifetime-Licence expires with the download of the ProTraxx. Extension options must be revoked within 14 days provided that the rights of use have not yet been used. The revoking party must have evidence of this. The revocation must be declared to PHONOGEN.COM, Rino F. Meyer, Breitingerstrasse 31, 8002 Zurich, Switzerland (info@phonogen.com). The cancellation can be made without justification.

8.Privacy

PHONOGEN treats all customer data as strictly confidential. Personal license data is only collected, stored, and processed for the purpose of licensing and processing. We do not pass on any license data stored with us to third parties unless the customer has expressly agreed to a transfer to third parties. The data protection regulations of PHONOGEN apply to data collected and processed from the customer outside of the licensing and its processing. By using the website, the user agrees to the privacy policy. A Cooke banner indicates this.

9.Terms of payment

1. 9.1For the invoice amount to be paid is decisive: Total Lifetime-Licence and costs of the extension option(s) UPGRADE 1 and UPGRADE 2 at the time of completion of the order process or on the occasion of the extension on the PHONOGEN online platform. Upgrade 3 excepted: this will be billed independently by bilateral agreement and will be issued with Euro 0. To make things clear, the actual remuneration to be paid shall result from the bilateral negotiation.

2. 9.2The total amount to be paid is to be understood in EURO and is currently charged without a VAT surcharge (currently 7.7%). However, we expressly reserve the right to charge VAT on licenses and extension options and may charge VAT at any time in the future.

3. 9.3The customer is liable for all license fees arising from the use of the user account. This also applies in cases of misuse, regardless of whether or not the customer is at fault.

4. 9.4The delivery is carried out against prepayment. The payment systems listed on the order page, including credit cards, are accepted. The payment is usually collected by the respective service provider (Stripe.com). The General Terms and Conditions of the relevant payment service apply in addition to the General License & Business Conditions (GLC & GBC) of PHONOGEN.

5. 9.5When purchasing at a later date than the Lifetime-Licence or extending for an additional term of the UPGRADE 1, UPGRADE 2 and UPGRADE 3 upgrade options, use of the ProTraxx as specified in the upgrade options is NOT permitted without prior payment of the upgrade fees.

6. 9.6The paid invoice of the license fees (Lifetime-Licence) and upgrade fees (UPGRADE 1-3) together with the audio file without an audio watermark (ProTraxx) are considered as confirmation to distribution channels (e.g. TV stations) that the license rights have been granted by PHONOGEN.

7. 9.7In case of use and distribution of ProTraxx without the corresponding coverage by extension option(s) (Upgrade 1-3), the Licensee shall be fully liable. PHONOGEN is entitled to block the user’s account and to claim damages, lost profits, and any default interest.

10.Jurisdiction and Applicable Law

1. 10.1The courts of Zurich shall have exclusive jurisdiction over any disputes arising in connection with the use of PHONOGEN's products and the General License & Business Conditions (GLC & GBC) .

2. 10.2Swiss law applies to all facts in their entirety, excluding rules and regulations governing of the conflict of laws rules of private international law.