Licence Agreement with CultureLoad
Preliminary remark
(1) CultureLoad operates under www.cultureload.net a platform on which artists provide audio (e.g. music, audio books, readings), video, text or photo files (hereinafter referred to as objects) for retrieval (download) for you.
(2) You as an artist shall conclude a non-exclusive contract with CultureLoad and shall transfer all required rights to CultureLoad in accordance with the terms of this contract. The object of this contract is that CultureLoad obtains the required licences to the objects that you upload to the platform www.cultureload.net, so that CultureLoad can pass on the licence to the users on the platform.
A. Uploading by the artist
(1) You shall conclude a licence agreement with CultureLoad by uploading each object on the platform of CultureLoad. The licence agreement shall be subject to the following Standard Terms and Conditions of Business of CultureLoad, which you shall recognize expressly by clicking on the button "I accept".
(2) By registering, you affirm that the details on your identity given by you in the registration mask are correct.
(3) You guarantee that you are the sole holder of all rights, in particular of the proprietary rights of use and the author's moral rights to the objects uploaded by you.
(4) You shall guarantee in particular
that the contents and materials that are sent to CultureLoad do not infringe copyrights or other licences, trademarks, rights of personality or other third party rights;
that you will not send any illegal exhibitions, materials or contents glorifying violence, inciting racial hatred or racist, no means of propaganda or identifying characteristics of unconstitutional parties or their replacement organizations, no incitements to criminal acts, no pornographic exhibitions, materials or contents that are the subject matter of sexual abuse of children or sexual acts with animals and also no discriminatory statements or representations regarding race, gender, religion, nationality, disability, sexual orientation or age to CultureLoad;
that you do not breach any laws on the protection of young persons and no criminal laws; this shall apply in particular to the statutory regulations of sections 184 et seq. of the German Penal Code [Strafgesetzbuch (StGB)] (distribution of pornography) as well as sections 185 et seq. StGB (insult, defamation, slander);
that the objects are not subject to any digital rights management (DRM) or show electronic protection mechanisms for digital information;
that the objects do not contain any viruses, trojans, other harmful or potentially harmful elements.
(5) In case you are a member of the Society for Musical Performing Rights and Mechanical Reproduction Rights [Gesellschaft für musikalische Aufführungs und mechanische Vervielfältigungsrechte (GEMA)] in Berlin or comparable international societies, associations or clubs that assume the same or similar functions you will inform CultureLoad about it and you provide the required data before you publish an object.
(6) You shall indemnify CultureLoad against all third party claims in the event of a breach of the abovementioned duties. You shall support CultureLoad in the defence of the usage of CultureLoad by third parties; you shall bear any costs (legal representation, court fees, penalties, etc.) that arise through this.
(7) If contents of the objects uploaded by you are in breach of criminal law regulations, CultureLoad reserves the right to make criminal complaints.
(8) You shall make a backup copy of all uploaded objects. Liability for data loss shall therefore be restricted to the typical restoration expense that would have been incurred in the event of regularly making backup copies in accordance with the risk.
(9) You shall stipulate under what licence the uploaded object is to be retrievable for the users of the CultureLoad platform under the "Creative Common Licence" in case you are not a member of a collection society in the meaning of A. (5). You shall give a name to the file, allocate to it a generic category and a genre, you define keywords, a sales price within the ceiling price [compare C. (5)] and the amount of free downloads. In case the uploaded object is an image you can stipulate if it shall be offered as print (e.g. poster, canvas) additionally.
B. Licence
We would like to ask for your understanding that CultureLoad has to request the exploitation rights mentioned under B. (1) until (3) for promoting your works and for technical processing.
(1) You shall transfer to CultureLoad for each object that you upload to the platform www.cultureload.net while you have an artist account at CultureLoad, irrevocably a transferable right unlimited in time and place to use the uploaded object in its own way.
(2) The exploitation and use shall comprise in particular the right
a) to load the objects uploaded into the random access memory, into a buffer, into the cache memory and into the memory of the graphics card;
b) to copy the objects uploaded for backup purposes onto a different storage medium (e.g. streamer band);
c) to sell, rent out, lend out;
d) to distribute the objects uploaded in the WWW, in email services and in comparable networks, keep these ready for retrieval and reproduce these publicly;
e) to use the objects uploaded for use on or on the occasion of trade fairs, exhibitions, concerts, readings, private views, festivals or other official presentations and performances and competitions as well as for testing, teaching and research purposes;
f) to change, distribute and send the objects uploaded for advertising purposes;
g) to introduce and manage the objects uploaded in databases;
h) to process, alter, decompile and compile and bind the objects uploaded, safeguarding any author's copyrights, integrate or incorporate these into other software, or refashion, reduce or transfer these to other forms of work.
i) or to distribute in any other way (e.g. streaming, without saving);
(3) If you are not a member of collection society (e.g. GEMA) and you chose a Creative Commons Licence that contradicts some rights mentioned under B. (2) then the rights defined under the Creative Commons Licence count.
C. Rights and duties of CultureLoad
(1) CultureLoad shall provide you with web space in order to make available his / her own works for downloading by the user of CultureLoad. The web space for audio, image, video and text files shall be limited to 2.048 MB (= 2 Gigabyte).
(2) CultureLoad shall be at liberty to adapt the size of its account and sell to you further web space against remuneration in the future. An expansion of the web space shall only take place in the event of sufficient cover of your current account at CultureLoad or after an incoming payment via bank transfer.
(3) CultureLoad is entitled to modify the file name and the keywords, the allocation to a generic category as well as to a genre for each object uploaded.
(4) CultureLoad points out that its platform is not subject to any Digital Rights Management (DRM) and does not show any electronic protection mechanisms for digital information.
(5) CultureLoad has stipulated ceiling prices for all kind of objects. The maximum ceiling price for an audio file is 0.99 €, for a video file is 4.99 €, for an image file is 9.99 € and for a text file is 14.99 €. The ceiling price for bundles like audio books and music albums is the sum of the items’ unit prices that are part of the bundle. If you are a member of a collection society (e.g. GEMA) there is a bottom price for all works due to the fees by the collection society in case of a sale. The bottom price for works that a registered by GEMA is 0.19 € for audio files. CultureLoad shall be at liberty to adapt the maximum ceiling price und the bottom price if necessary.
(6) CultureLoad shall have the right to offer all image files that fulfill a technical minimum requirement as prints. CultureLoad shall have the right to stipulate the sales prices for prints. There are no additional costs for the artist. The artist shall have the right to exclude individual works from a distribution as print. CultureLoad clearly points out that it will not offer image files as print if the file does not fulfill the technical minimum requirement.
(7) CultureLoad is not obliged to perform services that give rise to a breach of the law by CultureLoad. CultureLoad is entitled in such cases to refuse the service and withdraw from the contract.
(8) CultureLoad reserves the right to block works uploaded in the event of complaints for the access for downloads without your prior consent until the clarification in order to avert any damage by you or CultureLoad.
(9) CultureLoad shall have the right to terminate the contract without notice on grounds provided for by statute or agreement if you have acted in breach of A. (4). CultureLoad shall in this case additionally have the right to delete all your objects downloaded from the platform without delay.
D. Remuneration
(1) CultureLoad shall pay 75 % of the gross remuneration to you for the settlement of the rights stated under B. (2) a) until h), which generates with the uploaded objects made available on the platform www.culterload.net in case of nongratuitous download (local saving, not streaming). If we also have to pay to you the VAT, we shall beforehand receive from you a notification with corresponding documentary proof. We keep the right to adjust German VAT in case of its change.
(2) CultureLoad shall pay fixed commissions for the sale of prints. You can find the current commissions on the website www.cultureload.net.
(3) You shall keep a current account at the payment services provider "Paypal" (www.paypal.com) or "Moneybookers" (www.moneybookers.com) or a bank account in Germany for the settlement of the payments. A payment by CultureLoad onto your account at "Paypal", "Moneybookers" or a bank account in Germany may only take place if your credit balance at CultureLoad amounts to 10 Euro. CultureLoad points out that the use of these payment services providers is subject to regulations on its part and namely in particular with regard to minimum outward payment as well as maximum incoming payment amounts.
E. Limitation on liability
(1) Your claims for damages or reimbursement of comparable expenses shall be in accordance with the following regulations.
(2) For damage or losses arising from the injury to life, limb or health that is based on a negligent breach of duty by CultureLoad or an intentional or negligent breach of duty of a legal representative or vicarious agent of CultureLoad, CultureLoad shall have unrestricted liability.
(3) In other respects, CultureLoad shall have unrestricted liability only in the event of the nonavailability of the guaranteed quality and for intention and gross negligence of its legal representation and vicarious agents.
(4) CultureLoad is only liable for simple negligence if a duty is breached whose observance is of particular importance for achieving the purpose of the contract (cardinal obligation). In the event of simple negligence of a cardinal obligation, the liability shall be limited to 5,000 € as well as to such damage or losses whose occurrence must typically be expected within the scope of contracts of the present type.
F. Licence
As an artist you shall at the same time be the user of the platform of CultureLoad. Inasmuch, additionally, the Standard Terms and Conditions of Business for the contractual relationship of CultureLoad shall apply to you.
G. Final provisions
(1) You may only set off against CultureLoad with counterclaims that are undisputed, disputed yet ready for a decision or confirmed by final judgement. You shall only be entitled to assert a right of retention on account of counterclaims arising from the respective contract.
(2) Informal agreements and amendments to the contract shall only be valid if made in writing. No incidental verbal agreements have been reached.
(3) This contract shall be subject exclusively to the law of the Federal Republic of Germany to the exclusion of the United Nations Convention on Contracts for the International Sale of Goods, CISG).
(4) Subject to a contrary exclusive place of jurisdiction, you shall agree with CultureLoad on Siegen as the place of jurisdiction for all legal disputes arising from or in connection with this contract.
(5) Should one provision or several provisions of the contract be or become ineffective, this shall not affect the remaining provisions of the contract. You and CultureLoad undertake for this case to replace the ineffective provision by an effective provision that approximates most closely to the economic purpose of the ineffective provision.
Effective: December 2009