Terms and Conditions

These terms apply to all assignments given to Syntax Motion, owner Damir Magomadow, Erlachgasse 53-57/6/2, 1100 Vienna, Austria. They apply to businesses only, as defined by the Austrian Commercial Code. We do not enter into contracts with consumers. Last updated: 9 October 2026.

They are based on the model terms for advertising agencies published by the Austrian Chamber of Commerce, Professional Association for Advertising and Market Communication (May 2026 edition), extended for production with generative artificial intelligence. The German version prevails in case of doubt: read the German terms.

1. Scope and conclusion of contract

1.1 Syntax Motion (the "agency") provides all services on the basis of these terms. They apply to the entire business relationship with the commissioning company (the "client"), even where no express reference is made to them.

1.2 The version valid at the time the contract is concluded applies. Deviations and side agreements are only effective if the agency confirms them in text form. An email is sufficient.

1.3 The client's own terms do not apply, even if known to the agency. The agency expressly objects to them.

1.4 Offers are without obligation. The contract is concluded when the client accepts an offer in text form or the agency confirms an assignment in text form.

1.5 If a provision of these terms is invalid, the remaining provisions stay in force and the invalid one is replaced by the valid provision closest to its purpose.

2. Scope of work and the client's duty to cooperate

2.1 The services to be provided follow from the offer, the order confirmation and the briefing notes. Within the framework set by the client, the agency is free in its creative decisions.

2.2 The client provides all information and materials in good time and in full. Extra work caused by incorrect, incomplete or subsequently changed information is borne by the client.

2.3 Materials supplied by the client, such as logos, product photographs, fonts, music or copy, are checked by the client for third-party rights in advance. The client warrants that they may be used for the agreed purpose and indemnifies the agency against third-party claims arising from them.

2.4 Product videos are normally built from supplied product photographs. If the material is not sufficient for the planned shots, the agency says so before production starts and proposes a solution.

3. Approvals, revisions and changes

3.1 Production runs in stages with agreed approval points, usually concept, style frames, motion tests and rough cut. The client reviews each interim delivery and approves it within three working days. Without a response within that period, the delivery counts as approved.

3.2 The number of revision rounds included per approval point is stated in the offer. Further rounds are billed by effort, announced in advance.

3.3 Changes to a step that has already been approved are additional work. The agency states the effort and the effect on the schedule before starting.

3.4 Deadlines are binding only if agreed as binding in text form. If the client's approval is delayed, the delivery date moves accordingly.

4. Fees and payment

4.1 All prices are net, plus value added tax at the statutory rate. The fee becomes due as each service is rendered.

4.2 The agency may request a deposit or instalments on account.

4.3 Cost estimates are not binding. If actual costs are likely to exceed the estimate by more than 15 percent, the agency says so in advance. An overrun of up to 15 percent counts as approved.

4.4 Invoices are payable in full within 14 days of the invoice date unless agreed otherwise. In case of default, statutory interest for business transactions applies, plus necessary reminder and collection costs.

4.5 If the client cancels or unilaterally changes an ongoing assignment, the work performed up to that point and any third-party costs incurred are payable. No usage rights arise from such payment.

4.6 The client may only set off claims that the agency has acknowledged in text form or that have been established by a court.

5. Usage rights

5.1 Upon payment in full, the client receives a non-exclusive, worldwide and unlimited right to use the delivered final version for the purpose stated in the offer.

5.2 If the offer states no different purpose, the right covers the client's own digital channels: website, social media profiles, newsletters, trade fairs and events, internal use, and paid advertising on those channels, including YouTube, Meta, TikTok and LinkedIn.

5.3 Subject to separate agreement and separate payment: television, cinema and out-of-home media, use by affiliated companies or third parties, distribution to resellers, use as a template for third-party productions, and any form of exclusivity.

5.4 Delivery covers the final version in the formats and aspect ratios agreed in the offer, plus a master file at production resolution. Open project files, single frames, models and prompt collections are not part of the delivery. They can be agreed separately against payment.

5.5 Edits and further development by the client or by third parties acting for the client require the agency's consent. Trimming to agreed ad formats and adding subtitles are excluded from this.

5.6 Any use before payment in full is based on a loan that can be revoked at any time. For unauthorised use, the client is liable for twice the fee appropriate for that use.

5.7 Drafts, concepts, sketches, style frames and variants that were not used remain the property of the agency, even after being presented.

6. Artificial intelligence, disclosure and content

6.1 The agency produces with generative artificial intelligence. It works only with services whose plans permit commercial use of the generated content and documents this for each project.

6.2 Content generated by a system without human creative input is not protected by copyright under current Austrian law. The agency therefore gives no warranty as to the scope of protection of individual AI-generated elements. Concept, selection, arrangement, editing and post-production remain protected as human work.

6.3 The agency discloses AI-generated content in line with Article 50 of Regulation (EU) 2024/1689. As standard, a note is written into the file metadata and a ready-made line is supplied for the video description. On request the agency places the note visibly in the picture. Responsibility for publication and for the disclosure required there remains with the client.

6.4 The agency does not generate recognisable likenesses of real people without their consent, and no depictions of third-party brands, logos or protected product shapes without proof of entitlement.

6.5 Whether an advertising claim is permissible, in particular under competition, trademark and administrative law, is assessed by the client. The agency owes only a broad check and points out risks it recognises.

7. Third-party services

7.1 The agency may perform services itself or engage qualified third parties, for example for direction, sound design, voice recording, post-production or filming. It selects them with care.

7.2 Where a project needs real footage, the agency works with partners from its network or uses existing material supplied by the client. Ongoing obligations towards third parties that were disclosed to the client are taken over by the client.

8. Credits and references

8.1 The agency may credit itself on advertising material it has created, without this giving rise to any payment claim by the client.

8.2 The agency may refer to the business relationship with the client's name, logo and the finished film, in particular on its website and in presentations. The client may object at any time in text form.

9. Warranty

9.1 Defects must be reported without delay, in any case within eight days of delivery, in text form and with a description of the defect. Hidden defects within eight days of discovery. Otherwise the service counts as approved.

9.2 Where a defect is reported in time and with cause, the agency will remedy it within a reasonable period. If remedy is impossible or disproportionate, the statutory rights to a price reduction or rescission apply.

9.3 The warranty period is six months from delivery. Payments may not be withheld because of complaints.

10. Liability

10.1 In cases of slight negligence the agency is not liable for damage to property or financial loss, including lost profit and consequential damage. Gross negligence must be proven by the injured party.

10.2 The agency is not liable for third-party claims arising from an advertising measure specified or approved by the client, provided the agency has met its duty to warn.

10.3 Claims for damages lapse six months after the damage becomes known, and in any case three years after the damaging event. They are limited in amount to the net value of the assignment.

11. Confidentiality and data protection

11.1 Both sides treat trade secrets, briefings and unpublished material as confidential, including after the assignment ends.

11.2 The agency uses the client's project material solely for the assignment. It is not used to train AI models and is not processed in services whose terms provide for such use, as far as this cannot be switched off.

11.3 How we process personal data is set out in our privacy policy.

12. Early termination

12.1 Either side may terminate the contract for good cause. Good cause exists in particular where one side breaches material obligations despite a written warning and a grace period of 14 days.

12.2 The agency may also terminate where performance becomes impossible for reasons within the client's sphere, or is further delayed despite a grace period.

13. Governing law and place of jurisdiction

13.1 Austrian law applies, excluding its conflict-of-law rules and the UN Convention on Contracts for the International Sale of Goods.

13.2 Place of performance is the agency's registered office. The competent court at the agency's registered office in Vienna is agreed as the place of jurisdiction. The agency may also sue at the client's general place of jurisdiction.

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