Codebase Media UG (haftungsbeschränkt) offers online applications for film editors, post-productions and other customers on EditingTools.io.
Customers would like to use the services of EditingTools.io for their own film productions and/or for other business or private purposes. To enable customers to use Premium Tools and Machine-Learning Tools, customers are granted access to Premium & AI Tools in accordance with and subject to these Terms and Conditions.
1.1 These General Terms and Conditions (hereinafter "GTC") of Codebase Media UG (haftungsbeschränkt) (hereinafter "Codebase Media UG"), shall apply to all contracts for the delivery of data not located on a physical data carrier, which are produced and provided in digital form for a consumer or entrepreneur (hereinafter "customer") (digital content). The inclusion of the Customer's own terms and conditions is hereby objected to, unless otherwise agreed.
1.2 Consumer in the sense of these GTC is any natural person who enters into a legal transaction for purposes that can be attributed predominantly neither to his commercial nor his independent professional activity. Entrepreneur within the meaning of these GTC is a natural or legal person or a partnership with legal capacity, which acts when concluding a legal transaction in the exercise of their commercial or independent professional activity.
1.3 The subject of the contract may be — depending on the service description of the seller — (a) the purchase of digital content by way of a one-time delivery, (b) the acquisition of software licences (perpetual or time-limited), or (c) the purchase of digital content by way of ongoing delivery (hereinafter "subscription contract"). In the case of the Subscription Agreement, Codebase Media UG undertakes to supply the customer with the contractually owed service for the duration of the agreed contract term at the contractually owed time intervals.
2.1 To conclude a contract for the services of Codebase Media UG on EditingTools.io, the customer must first create a user account. Registration may be completed either by providing an e-mail address and password, or by signing in via one of the supported third-party services: Google (Google LLC), Apple (Apple Inc.), or Adobe (Adobe Inc.). Users within an Enterprise Account may additionally use a company-provided Single Sign-On (SSO) solution. When using a third-party login, the respective terms of service and privacy policies of that provider apply in addition. A customer may create multiple user accounts, provided each account is linked to a distinct, valid e-mail address or third-party account and is not used abusively. The customer must then enter a billing address and payment information. Thereafter, a summary of the order will be displayed for review. If the Customer, after agreeing to these Terms and Conditions and the Service Description, clicks on the Order button, the Agreement will be completed when the subsequent page is successfully loaded and a subscription number is provided.
2.2 Before binding submission of the order via the online order form, the customer can continuously correct his entries using the usual keyboard and mouse functions. In addition, all entries are displayed again in a confirmation window before the binding submission of the order and can also be corrected there using the usual keyboard and mouse functions.
2.3 The contract may be concluded in German or English. Orders are processed exclusively via the EditingTools.io website.
2.4 The order processing and contacting usually take place by e-mail and automated order processing. The customer has to make sure that the e-mail address he has given for order processing is correct, so that e-mails sent by Codebase Media UG can be received under this address. In particular, when using SPAM filters, the customer must ensure that all emails sent by Codebase Media UG or by third parties commissioned by Codebase Media UG to process the order can be delivered.
2.5 Codebase Media UG reserves the right to refuse customer requests to conclude a contract. In this case, a corresponding message will be displayed during the purchase process.
3.1 The agreement is concluded for an indefinite period. Either party may terminate the Agreement at any time with effect from the end of the current billing period.
3.2 If the parties agree on a fixed term, the term shall automatically end on the agreed date.
3.3 Codebase Media UG is entitled to temporarily suspend the customer's access to the products after prior written notice (email is sufficient), if
a) the e-mail address used for registration does not exist, is obviously invalid, or belongs to a provider of temporary or disposable e-mail addresses (so-called "temp-mail services"). The use of such addresses poses a security risk, as third parties may gain access to account data. Codebase Media UG reserves the right to maintain an internal list of known temp-mail domains and to reject registrations or deactivate accounts accordingly
c) the address of the customer does not exist or is invalid.
d) the customer uses a fraudulent, lost, stolen, blocked or unauthorized means of payment.
e) the Customer commits a serious, persistent, imminent or repeated material breach of these Terms and Conditions.
3.4 The statutory right of termination for cause remains unaffected.
4.1 The Customer shall pay a basic fee for the use of Premium Tools. For the use of AI Tools, a usage-dependent flat fee is due as specified upon conclusion of the agreement. The amount of the flat fee results from the respective item description.
4.2 Machine Learning Requests (marked with the note AI-Tool) and API Requests are billable in terms of clause 9.1 if (1.) the request has been successfully submitted and (2.) a valid response has been received in accordance with the Documentation. Server errors will be considered a valid response only if they occur due to errors on Customer's part, including the use of incorrect, incompatible or insufficient content that does not comply with the technical requirements of the service description or documentation provided.
4.3 All amounts are inclusive of value added tax.
4.4 Invoices will be sent exclusively in digital form as pdf files by e-mail to the invoice e-mail address provided by the customer. If such an address is not provided, the invoices can be retrieved by the customer on the website.
4.5 For products with a fixed base price, payment is due at the beginning of each billing period.
4.6 In the case of payments in countries outside the European Union, further costs may be incurred in individual cases for which Codebase Media UG is not responsible and which are to be borne by the customer. These include, for example, costs for the transfer of funds by credit institutions (e.g. transfer fees, exchange rate fees).
4.7 If payment by bank transfer is agreed, the payment is due immediately after the conclusion of the contract, unless the parties have agreed on a later due date.
4.8 In the event that the customer falls into arrears with a due payment, Codebase Media UG is entitled to block the customer's access to the products following a written reminder (e-mail is sufficient) and a grace period of three (3) working days. The suspension applies to all accounts associated with the customer. Access will be restored promptly, and at the latest within three (3) working days of full settlement of all outstanding amounts. During a suspension for payment default, existing subscription obligations continue to run; AI Credits and other services are not accessible during this period but do not expire solely due to the suspension. In the event of repeated payment default (more than twice within twelve months), Codebase Media UG is entitled to terminate the contractual relationship with immediate effect.
4.9 Sales of digital content and subscriptions via EditingTools.io are generally processed through Paddle.com Market Ltd (hereinafter "Paddle") acting as Merchant of Record. Paddle is a company registered in England and Wales (Companies House No. 08172165) with its registered office at 15 Frederick Road, Edgbaston, Birmingham, B15 1JD, United Kingdom. Paddle acts as the contracting party for payment processing and is responsible for processing payments, issuing invoices, and remitting applicable taxes (including VAT). Payments are subject to Paddle's Terms of Use and Privacy Policy, available at https://www.paddle.com/legal/terms. Codebase Media UG remains the contact for general product enquiries, complaints, and withdrawal declarations.
4.10 In exceptional cases, payment processing is handled by Stripe Payments Europe, Ltd. (hereinafter "Stripe"). Stripe is a company incorporated in Ireland with its registered office at 1 Grand Canal Street Lower, Grand Canal Dock, Dublin, D02 H210, Ireland. In these cases, Stripe acts as payment service provider; Codebase Media UG remains the contractual partner of the customer. The processing of payment data by Stripe is subject to Stripe's Terms of Service, available at https://stripe.com/en/legal/ssa, and Stripe's Privacy Policy at https://stripe.com/en/privacy.
4.11 Special Terms for the Pro Subscription: The EditingTools.io Pro Subscription provides access to enhanced features and premium tools not available to free users. The Pro Subscription is offered as an automatically renewing subscription in the following billing cycles: (a) monthly, (b) yearly, and (c) in exceptional cases quarterly (3 months) or semi-annually (6 months) by individual arrangement. Payment is due at the beginning of each billing period, and the subscription renews automatically for the same term unless the customer cancels before the end of the current period. By providing payment information, the customer authorises the relevant payment service provider (Paddle or Stripe) to charge the payment method automatically at the start of each billing period until cancellation. Additionally, EditingTools.io offers a Pro Day Pass, which can be purchased on a per-day basis without a subscription (Pro upgrade without ongoing commitment). The Pro Subscription is activated immediately upon successful payment and grants instant access to premium features; activation constitutes full delivery of digital content within the meaning of § 356 para. 5 BGB. A refund may exceptionally be issued only if the subscription remained completely unused and no premium feature was accessed. Once a premium feature has been used, all payments for the Pro Subscription are non-refundable; in particular, no refunds, partial refunds, or credits will be provided for: (a) partial use of the subscription period, (b) downgrades during an active subscription term, or (c) unused features. The customer may cancel the subscription at any time via their account settings. Cancellation prevents future billing but does not result in a refund for the current billing period; Pro access is retained until the end of the current billing cycle. By subscribing to the Pro Subscription, the customer confirms having read and accepted these terms.
5.1 Codebase Media UG endeavours to maintain high availability of its products but provides no guarantee of uninterrupted or error-free service. Planned maintenance, technical faults, server outages, and events beyond Codebase Media UG's control (force majeure, third-party provider failures, network issues, etc.) may cause temporary interruptions.
5.2 Scheduled maintenance downtime will be communicated to customers via the website where possible. No right to advance notice exists.
5.3 Codebase Media UG shall not be liable for any damages suffered by the customer as a result of temporarily being unable to use the service — irrespective of whether the unavailability is due to maintenance, technical faults, or other causes. This applies in particular to lost profits, data loss, or other indirect damages. Mandatory statutory liability provisions (in particular for intent and gross negligence) remain unaffected.
5.4 In the event of service unavailability, the customer has no right to a refund, credit, or other compensation for the period of unavailability, unless such unavailability is caused by intent or gross negligence on the part of Codebase Media UG.
6.1 If, according to the content of the contract, Codebase Media UG is owed not only the delivery of digital content but also its processing according to certain specifications of the customer, the customer must provide Codebase Media UG with all content required for the processing, such as texts, images or graphics in the file formats, formatting, image and file sizes specified by Codebase Media UG and grant him the necessary rights of use for this. The customer is solely responsible for the procurement and acquisition of rights to this content. The customer declares and assumes responsibility that he has the right to use the content provided to Codebase Media UG. In particular, he shall ensure that no rights of third parties are violated by this, especially copyrights, trademark rights, and personal rights.
6.2 The customer indemnifies Codebase Media UG from claims of third parties, which these may assert against Codebase Media UG in connection with an infringement of their rights by the contractual use of the customer's content by Codebase Media UG. In this context, the customer also assumes the reasonable costs of the necessary legal defense, including all court and attorney fees in the statutory amount. This does not apply if the customer is not responsible for the infringement. In the event of a claim by a third party, the customer is obligated to provide Codebase Media UG immediately, truthfully and completely with all information necessary for the examination of the claims and a defense.
6.3 Codebase Media UG reserves the right to refuse processing orders if the content provided by the customer for this purpose violates legal or official prohibitions or offends common decency. This applies in particular to the transfer of anti-constitutional, racist, xenophobic, discriminatory, offensive, youth endangering and/or glorifying violence content.
6.4 Codebase Media UG grants the customer a non-exclusive, worldwide right to use and adapt the products generated on EditingTools.io as part of other products.
6.5 All rights with respect to the Content, Processed Content and/or Customer Training Data shall remain with Customer. However, the Customer grants Codebase Media UG the non-exclusive worldwide right to use the Content, Processed Content and/or the Customer Training Data solely for the purpose of providing the Services to the Customer. In particular, Customer grants Codebase Media UG the right to temporarily store, modify, process, translate and transfer the Content, Processed Content and/or Customer Training Data and to sublicense the foregoing rights to any subcontractors to the extent necessary to perform the Services set forth in the Agreement.
6.6 Codebase Media UG does not claim any copyrights to the analyses created by the customer using the products. In the event that any analysis prepared by Customer using the Products is deemed to be copyrighted, Codebase Media UG grants to Customer, with the preparation of such analysis, all exclusive, transferable, sublicensable, worldwide perpetual rights to use the analysis without restriction for all existing or future uses, including the right to modify the analysis and to prepare derivative works.
7.1 Unless otherwise stated in the description in the online store of Codebase Media UG, Codebase Media UG grants the customer the non-exclusive, locally and temporally unlimited right to use the provided content for private as well as for business purposes.
7.2 A transfer of the contents to third parties or the creation of copies for third parties outside the scope of these GTC is not permitted, unless Codebase Media UG has agreed to a transfer of the contractual license to the third party.
7.3 All rights to the software developed for EditingTools.io, the underlying databases, generators, icons, logos, images and all other content are owned by Codebase Media UG, unless other authors and creators are expressly named.
7.4 Licence restriction for business and B2B customers: Companies, traders, and other legal entities (B2B customers) are not permitted to purchase a single-user licence or a single-user subscription. B2B customers may only acquire a Team Licence or Team Subscription. This applies to both Pro Subscriptions and software licence purchases. A breach of this provision entitles Codebase Media UG to terminate the relevant contract with immediate effect without refund. Whether a purchase qualifies as a B2B purchase is determined by the information provided during registration or the checkout process (in particular, the provision of a VAT identification number or company name).
The transfer of the contents takes place exclusively in electronic form via download from the website EditingTools.io
Codebase Media UG does not assume any liability for the correctness of the offered services, analyses, transcriptions, and availability of the service.
Consumers have a right of withdrawal in accordance with the following provisions, whereby a consumer is any natural person who enters into a legal transaction for purposes that can predominantly be attributed neither to his or her commercial nor to his or her independent professional activity:
You have the right to revoke this contract within fourteen days without giving any reason.
The revocation period is fourteen days from the day of the conclusion of the contract.
To exercise your right of withdrawal, you must send us
Codebase Media UG (haftungsbeschränkt)
Im Mediapark 5
c/o editingtool.io
50670 Cologne, Germany
Email: contact (at) editingtools . io
by means of a clear statement (for example, with an e-mail or a letter sent by mail) about your decision to revoke this contract. For this purpose, you can use the attached model withdrawal form, which, however, is not mandatory.
To comply with the withdrawal period, it is sufficient to send a notice of exercise of the right of withdrawal before the expiry of the withdrawal period.
If you revoke this contract, we must refund all payments we have received from you, including delivery costs (with the exception of additional costs resulting from the fact that you have chosen a type of delivery other than the cheapest standard delivery offered by us), without undue delay and at the latest within fourteen days from the day on which we received the notification of your revocation of this contract. For this repayment, we will use the same means of payment that you used in the original transaction, unless expressly agreed otherwise with you; in no case will you be charged for this repayment.
We may refuse repayment until we have received the goods back or until you have provided proof that you have returned the goods, whichever is the earlier. You must return or hand over the goods to us without undue delay and in any case no later than within fourteen days from the day on which you notify us of the revocation of this contract. The deadline is met if you send the goods before the expiry of the period of fourteen days.
You bear the direct cost of returning the goods.
The right of withdrawal expires prematurely pursuant to § 356 para. 5 BGB as soon as any of the following conditions is met — provided the customer has expressly agreed that performance begins before expiry of the withdrawal period and has acknowledged that this consent results in the loss of the right of withdrawal:
a) Software download: As soon as the customer downloads a software file or digital licence.
b) Use of AI Credits: As soon as the customer uses AI Credits or submits a machine-learning request.
c) Pro Subscription activation: As soon as the Pro Subscription is activated and the customer gains access to premium features.
The customer expressly consents to these conditions during the checkout process and confirms their understanding that the right of withdrawal is thereby forfeited.
If the customer purchases in the course of their commercial or independent professional activity (B2B purchase), no statutory right of withdrawal applies. This applies regardless of whether a download, subscription, or AI Credits are purchased.
If you wish to cancel the contract, they can fill out the following form and send it back to us via the above address by email or by mail.
To: Codebase Media UG (haftungsbeschränkt), Im Mediapark 5, c/o editingtool.io, 50670 Cologne, Germany, contact (at) editingtools . io
I/we (*) hereby revoke the contract concluded by me/us (*) for the purchase of the following goods (*)/the provision of the following service (*),
_____________________________________________________
_____________________________________________________
Ordered on (*) ___________ / received on (*) _________________
_______________________________________________________
Name of consumer(s)
_______________________________________________________
Address of consumer(s)
_______________________________________________________
Signature of consumer(s) (paper notice only)
_________________________
Date
(*) Delete as applicable
The statutory liability for defects shall apply.
Codebase Media UG is neither obliged nor willing to participate in a dispute resolution procedure before a consumer arbitration board. In case of complaints, please contact us at the address given in the imprint.
13.1 General terms and conditions of the customer do not become part of the agreement, unless Codebase Media UG has expressly agreed in writing.
13.2 Amendments to this contract and all ancillary agreements, including the service description, the main part of this contract and any appendices, must be made in writing. This also applies to the cancellation of this written form clause.
13.3 This Agreement shall be governed exclusively by the laws of the Federal Republic of Germany, excluding the UN Convention on Contracts for the International Sale of Goods and conflict of laws provisions. If the customer is a consumer within the meaning of Section 13 of the German Civil Code (BGB), mandatory statutory consumer protection provisions under the law of the state in which the consumer has his habitual residence shall remain unaffected.
13.4 Exclusive place of jurisdiction for all disputes arising from or in connection with this agreement is Germany, provided that the contracting parties are merchants, the customer has no general place of jurisdiction in Germany or in another EU member state, his permanent place of residence was moved abroad after these General Terms and Conditions came into force or the place of residence or habitual abode is unknown at the time the action is brought.
14.1 User accounts that have been inactive for an uninterrupted period of 36 months (3 years) may be deleted by Codebase Media UG. Inactivity is defined as the absence of any login, tool usage, or payment activity during this period.
14.2 Prior to deletion, the customer will be notified by e-mail to the registered address at least 30 days in advance and invited to log in to prevent deletion. If the customer does not respond within the specified period, the account will be permanently deleted.
14.3 Upon deletion of an account, all AI Credits, unused subscription time, and any other balances associated with the account will be forfeited irrevocably. No refund or transfer to another account is available. The customer acknowledges and expressly agrees to this.
14.4 The above provisions apply equally where an account is deleted at the customer's request or as a result of termination under these GTC.