Our Guidelines
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01. Commissioning
We can be commissioned for one-off or project-based tasks.
We submit an offer to our business partners, hereinafter referred to as partners, which they can accept in writing; our offers are non-binding beforehand.
Alternatively, we accept orders from our partners by means of a textual declaration or by commencing our activities. By commencing our activities, we accept the (partial) order that we have started to execute.
If adjustments become necessary during the course of our work, we shall mutually agree on the necessary changes within reasonable limits and submit corresponding supplementary offers to our partners.
02. Contents
We are brand consultants and therefore service providers. If we promise our partners a certain outcome in individual cases, we assure them that we will keep this promise on time and as agreed.
If we recognize that it is not possible to provide the service on time or as agreed, we will contact the partner immediately and inform them of the reason for and duration of the delay.
03. Cooperation
Our services are based on a dynamic process that requires ongoing coordination with our partners. We present ideas and (interim) results as early as sensible and possible. Deviating ideas and change requests must be expressed immediately by our partners so that we can meet deadlines and budgets.
The appointment of persons responsible for the project by our partners is crucial for this. For our part, we always designate clearly responsible persons.
We are entitled to make our activities dependent on advance payments or the settlement of outstanding invoices.
04. Appointments
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Appointments are a matter of course, but if an appointment is so important that the service to be provided by us would be worthless in the event of a delay (fixed-date transaction), our partners must inform us of this before placing the order. We shall only agree such a fixed-date transaction expressly and in writing.
05. Remuneration
Our quotations and prices are always net amounts. If the legal requirements are met, value added tax will be added. Unless otherwise agreed in individual cases, our remuneration is due upon performance of the respective individual service and invoicing.
Necessary travel expenses (means of transportation, accommodation and expenses) are to be reimbursed separately, but we always agree on traveling with our partners before the start of the trip.
06. External Services
We shall only have services promised by us performed by third parties (subcontractors) with the prior consent of our partners.
If our partners require services that we have not undertaken to provide ourselves (third-party services), we shall provide support in the selection of suitable third parties.
The commissioning of third-party services in our own name and for our account shall only take place if we have given our prior written consent. In this case, our partners shall indemnify us internally against all claims for remuneration and other obligations.
07. Rights of Use
We transfer the rights of use associated with our work results to our partners within the scope of the agreed purpose of the assignment upon payment of remuneration. The scope of the rights of use in terms of time and content as well as the type of use granted in each case shall result from the purpose of our assignment, unless expressly agreed otherwise.
Our partners may modify our work results within this framework and publish or utilize them in an edited form. We shall only object to any editing or use if our moral rights are not only insignificantly impaired or if such impairment is imminent. The transfer of rights of use to third parties or sublicensing to third parties may also take place within this framework.
We cannot guarantee that our work results are eligible for intellectual property rights.
Our partners shall ensure that we may dispose of the items and rights provided or made available to us without infringing the rights of third parties. Within the scope of the agreed purpose of our assignment, we shall check whether our work results intended for publication can be used as planned.
If we recognize that rights of use to third-party services are desirable or necessary, we shall inform our partners of this and, if necessary, support them in acquiring them.
If our partners do not implement our designs, the rights of use shall remain with us.
08. Planning Services
We are brand consultants and only take on the strategic, conceptual and creative part. Planning services such as technical planning and implementation must be entrusted to appropriate specialists; we cannot assume responsibility for this.
09. Liability
If we violate our obligations towards our partners, we assume responsibility for this. In this respect, we maintain public liability insurance with a sum insured of EUR 10,000,000.00 per insured event for personal injury and property damage and a maximum annual benefit of EUR 20,000,000.00, as well as financial loss liability insurance with a sum insured of EUR 2,000,000.00 per insured event and a maximum annual benefit of EUR 5,000,000.00.
We are liable to our partners insofar as damages are typically associated with our commissioning and are foreseeable. Insofar as the risk typical of the assignment is covered by one of the aforementioned insurances, we limit our liability to the benefit of the insurance. Should the insurer be exempt from compensation, we shall provide our own compensation up to the amount of insurance cover.
We shall be liable without limitation for damage to life, body and health, for all cases of gross negligence, intentional or fraudulent action and for the breach of obligations, compliance with which is of particular importance for the achievement of the purpose of our assignment.
Beyond this, we, our legal representatives and our vicarious agents shall not be liable.
If our assignment involves special risks to life, limb and health or the risk of particularly high financial losses, it is the duty of our partners to inform us of this before placing the order so that we can take appropriate precautions or take this into account when accepting the order.
We shall not be liable for damage caused by the infringement of third-party rights if our partners use work results beyond the agreed purpose or in a modified form and the infringement is based on the other use or the modification. The same applies if the rights of third parties are infringed by the use of materials, rights etc. provided to us by our partners.
Our partners themselves are responsible for the advertisability of their products and services and the admissibility of their factual statements in this regard.
10. Self-promotion
We are entitled to refer to the services provided for our partners (name, company, type and scope of the order, performance results, quotes) and to name them as reference customers in our self-promotion.
After consultation with our partners, we may attend events in whose conception or implementation we have participated and make recordings of them and also use them for our own advertising.
11. Further Rules
We exclude any conflicting terms with these Guidelines. Only German law applies to our relationships with our partners. In case of doubt, the German version of these Guidelines (https://www.martinetkarczinski.de/de/leitlinien) takes precedence over the English version.
General Terms and Conditions (GTC)
for the use of the AI-supported content application “be.yond hub”
01. Subject matter of the contract
01.1
Martin et Karczinski GmbH (hereinafter referred to as “the provider”) provides the customer with an AI-supported content tool (“be.yond hub”) based on a retrieval-augmented generation model (RAG model). Content uploaded by the customer (“input data”) is used in a retrieval stage to subsequently generate generative suggestions (“AI output”) via connected foundation models (currently Fal.ai, OpenAI, Claude via AWS Bedrock, Perplexity).
01.2
The tool is used exclusively for the creation of brand-compliant content (e.g., brand visuals, key visuals, mood boards, social media posts, digital content) within the scope of the respective offer.
02. Services provided by the provider
02.1
The provider operates a platform that integrates several foundation models via API interfaces. These are operated on AWS servers in Frankfurt/M. in compliance with the GDPR.
02.2
During generation, customer requests are temporarily processed via the connected API servers. Processing is therefore also subject to the terms and conditions of the respective API providers. The customer acknowledges that these third-party terms and conditions (e.g., from Fal.ai, OpenAI, Claude via AWS Bedrock, Perplexity) apply to use.
02.3 The provider undertakes to use the input data provided by the customer exclusively for the purpose of providing the agreed services. Use for training models for third parties is excluded.
3. Rights and obligations of the customer
03.1
The customer remains the owner of all rights to their input data.
03.2 The customer warrants that they own all necessary rights of use and exploitation of the uploaded content and that its use within the scope of the contract does not infringe any third-party rights. This includes in particular:
• Copyrights (texts, photos, videos, designs, music, voice recordings),
• Personal rights of persons depicted or speakers,
• Trademark, design, or other property rights of third parties,
• No conflicting rights reservations against text and data mining (§ 44b UrhG or international equivalents).
03.3
In the case of copyright-protected works, the customer is responsible for ensuring that there are no rights reservations against commercial text and data mining (§ 44b UrhG, internationally comparable regulations). In particular, it must be ensured that the image rights (e.g., consent of persons depicted, authors, architects) are available for images, the necessary rights are available for music/spoken language, and the appropriate licenses are available for third-party content (logos, designs, works of art, etc.).
03.4
The customer shall indemnify the provider against all claims by third parties asserted on the basis of a breach of the aforementioned obligations.
03.5
The provider reserves the right to block the content in question and to assert claims for damages or indemnification in the event of a breach of the above obligations.
04. Use of AI output
04.1
The legal protection of AI output has not yet been conclusively clarified. Under current law, AI-generated content does not generally enjoy copyright protection. Protection can only exist if there is sufficient original intellectual creation through human contributions by the provider or the customer.
04.2
The provider will make creative contributions through curated prompts, selection processes, and manual post-processing, which—depending on the scope—may give rise to copyright or competition law protection.
04.3 However, the provider does not guarantee the legal protectability or exclusive usability of the AI output. The customer is obliged to check in each individual case whether additional property rights (e.g., trademark or design protection) are advisable.
05. Transparency obligations and obligations under the European AI Act
05.1
The customer is advised that the content generated within the scope of the application is created in whole or in part with the support of artificial intelligence (AI). All content generated by the application (“AI output”) must therefore be labeled as AI-supported, unless this is obvious. The following applies to image, audio, and video content: The customer undertakes to adopt and retain the metadata or watermarks provided by the provider for labeling the AI output without modification.
05.2
If the customer uses the AI output in business transactions or vis-à-vis end users, they must inform them that the content is AI-supported. This applies in particular to publications in social media, influencer marketing, content marketing, search engine marketing, email & CRM, retail & POS, performance marketing, PR, events, partnerships & co-branding, as well as other media formats.
05.3
The customer agrees that the provider may maintain technical documentation on the functionality, data processing, and interfaces of the application and make it available to the competent supervisory authorities upon request. The customer undertakes to provide the provider with all information necessary for such documentation or any official proceedings without delay.
05.4
The provider operates an internal monitoring system to record and evaluate malfunctions, security-related incidents, and legal violations in connection with the application. The customer undertakes to notify the provider immediately if they discover any violations of applicable law, security risks, or violations of fundamental rights when using the AI output. Such reports can be made by email to report@metk.de.
05.5
If the European AI Act, subordinate guidelines, or the practice of supervisory authorities result in additional or amended transparency, documentation, or reporting obligations, the Provider is entitled to amend this section accordingly. The Customer will be informed of any significant changes at least four weeks in advance.
06. Performance disruptions, availability, and liability
06.1
The provider shall endeavor to ensure that the application is available without interruption as far as possible. However, as the application is based on external AI models and cloud services (including Fal.ai, OpenAI, Claude via AWS Bedrock, Perplexity), the provider does not guarantee the permanent availability and accuracy of the application or the underlying services.
06.2
Delays, restrictions, or failures caused by technical malfunctions, maintenance work, or service failures on the part of third-party providers shall not entitle the customer to any claims for reduction, compensation, or withdrawal, unless the provider has acted with intent or gross negligence.
06.3
The provider's liability for debtor default, initial impossibility, breach of primary and secondary obligations, and for all claims for damages, regardless of the legal basis, is limited to intent and gross negligence. In cases of simple negligence, the provider shall only be liable for damages resulting from the breach of essential contractual obligations (cardinal obligations), limited to the typically foreseeable damage.
The provider shall only be liable for data loss if the customer has backed up their data to an appropriate extent.
06.4
No liability shall be assumed for the legal protectability or enforceability of the AI output, nor for damages resulting from insufficient clarification of rights by the customer.
06.5
Liability under the Product Liability Act and for damages resulting from injury to life, limb, and health remains unaffected.
07. Data protection
07.1
The use and processing of the content provided by the customer is carried out exclusively for the purpose of fulfilling the contract. All personal data is treated in accordance with the GDPR and BDSG and is only used within the scope of the be.yond hub application.
07.2
The input data is stored exclusively on AWS servers in Frankfurt/M. During generation, requests are temporarily processed via the API servers of the respective foundation models. The customer acknowledges that this processing is beyond the provider's immediate sphere of influence.
07.3
The customer is solely responsible for the data protection-compliant use and release of their content, especially in the case of images of persons and sensitive data.
08. Secrecy and confidentiality
Both parties undertake to treat all business and trade secrets that become known to them in connection with the use of the application as strictly confidential.
09. Term, termination, blocking
The contract runs for an indefinite period, unless a specific term has been agreed, and can be terminated by either party with six weeks' notice to the end of the month. In the event of breaches of duty, the provider is entitled to block access immediately and terminate the contract without notice.
10. Right to make changes
10.1
The provider reserves the right to make technical changes or adjustments to the application or the General Terms and Conditions if this is necessary for the further development of the offer or due to legal requirements. The customer will be informed in advance of any significant changes.
10.2
The customer acknowledges that the legal framework for AI applications, copyright, and data protection is developing dynamically. The provider is entitled to adapt these General Terms and Conditions if this becomes necessary due to new legal requirements, official orders, or supreme court rulings. The customer will be notified of any changes in good time.
11. Final provisions
11.1
Amendments and additions to this contract must be made in writing.
11.2
Should any provision of these GTC be or become invalid, the validity of the remaining provisions shall remain unaffected. German law shall apply, excluding the UN Convention on Contracts for the International Sale of Goods.
11.3
The place of jurisdiction for all disputes is – to the extent permissible – the registered office of the provider (Munich).