Takedown Services — General Terms & Conditions

§ 1 Scope of Application

1. These General Terms and Conditions (hereinafter "GTC") apply to all services provided by nebty GmbH (hereinafter "nebty" or "Contractor") in the area of website takedowns, social media takedowns, and ad takedowns (hereinafter collectively "Takedown Services") to companies, legal entities under public law, or special funds under public law (hereinafter "Client").

2. Deviating, conflicting, or supplementary terms and conditions of the Client shall only become part of the contract if nebty has expressly agreed to their validity in writing.

§ 2 Subject Matter of Services

1. nebty provides Takedown Services on behalf of the Client. The objective is the removal or blocking of infringing or fraudulent content, in particular:

• Websites and domains (e.g., fake shops, phishing pages)
• Social media profiles and posts
• Online advertisements (e.g., on ad networks or marketplaces)

2. The specific scope of services shall be determined by the respective individual order or framework agreement between the parties.

§ 3 Power of Attorney and Authority to Act

1. By placing an order, the Client grants nebty the express power of attorney to act in the Client's name and on the Client's behalf vis-à-vis third parties to enforce the takedown. Third parties in this context include, but are not limited to:

• Hosting providers
• Domain registrars and registries
• Content delivery network operators (CDN)
• Social media platforms
• Ad networks and advertising platforms
• Other technical service providers (e.g., backend or email providers)
• Security assessment organizations (e.g., Google Safe Browsing, Microsoft SmartScreen, Netcraft)

2. The Client warrants that it is authorized to grant this power of attorney and that the reported content actually infringes its rights. nebty shall not be liable for damages arising from inaccurate information provided by the Client.

3. The power of attorney shall remain valid for the duration of the contractual relationship and may be revoked by the Client at any time in writing. Revocation shall not affect the obligation to pay for takedowns already successfully completed.

§ 4 Definition of Success

1. A takedown is deemed successful when the affected content is no longer accessible from a standard web browser within the European Union and the United States of America.

2. A successful takedown also includes, in particular:

• Inclusion of the domain or URL on a recognized security blacklist (e.g., Google Safe Browsing, Microsoft SmartScreen), provided that access to the content is effectively blocked for the majority of end users as a result
• Suspension or deletion of a social media profile or post by the respective platform
• Deactivation or removal of an online advertisement by the respective ad network

3. Verification of success shall be performed and documented by nebty for the Client.

§ 5 Fees and Billing

1. Only successful takedowns will be invoiced. No fees shall be charged for unsuccessful takedown attempts.

2. The fee per takedown shall be determined by the respective individual order, framework agreement, or the price list of nebty valid at the time of order placement.

3. Invoices are due for payment within 14 days of receipt without deduction, unless otherwise agreed.

4. All prices are quoted exclusive of applicable statutory value-added tax (VAT).

§ 6 Remediation Guarantee

1. nebty guarantees the lasting effect of a successfully completed takedown. Should the same content become accessible again under the same domain within 4 weeks after the documented takedown success, nebty shall take renewed action at no additional charge to re-enforce the takedown.

2. This guarantee applies exclusively to the same domain or the same content under an identical URL or identical profile. New domains, new profiles, or substantially altered content do not give rise to a guarantee claim but constitute a new order.

3. The Client shall notify nebty without undue delay upon becoming aware of the content reappearing.

§ 7 Client's Obligations to Cooperate

1. The Client shall provide nebty with all information and documents required for the execution of the takedown in a timely and complete manner. This includes, in particular:

• Evidence of the affected trademark, copyright, or other intellectual property rights
• Links to the disputed content
• Any existing correspondence with platforms or providers, if available

2. Delays or additional effort resulting from insufficient cooperation by the Client shall not be attributable to nebty.

§ 8 Liability

1. nebty shall be liable without limitation for damages resulting from injury to life, body, or health, as well as in cases of intent and gross negligence.

2. In cases of slight negligence, nebty shall only be liable for the breach of material contractual obligations (cardinal obligations). In such cases, liability shall be limited to the foreseeable, contract-typical damage.

3. nebty does not guarantee the success of individual takedown measures, as the outcome depends significantly on the cooperation of third parties (providers, platforms, etc.). Pursuant to § 5, the Client shall only owe remuneration for demonstrably successful takedowns.

§ 9 Confidentiality

1. Both parties undertake to treat all confidential information of the other party obtained in the course of the cooperation as strictly confidential and to use it solely for the purpose of fulfilling the contract.

2. This obligation shall survive the termination of the contractual relationship.

§ 10 Term and Termination

1. The term of the contractual relationship shall be determined by the respective individual order or framework agreement.

2. The right to extraordinary termination for good cause shall remain unaffected.

3. Termination must be in writing (email shall suffice).

§ 11 Final Provisions

1. The laws of the Federal Republic of Germany shall apply, excluding the UN Convention on Contracts for the International Sale of Goods (CISG).

2. The exclusive place of jurisdiction for all disputes arising from or in connection with this contractual relationship shall be Munich, Germany.

3. Should individual provisions of these GTC be or become invalid, the validity of the remaining provisions shall remain unaffected. In place of the invalid provision, a valid provision shall be deemed agreed that comes closest to the economic purpose of the invalid provision.

4. Amendments and supplements to these GTC must be in writing. This shall also apply to the waiver of this written form requirement.