Last updated: Jul 12, 2019.
Accepting this Agreement, [Name Last Name], (hereinafter referred to as «Rightholder»), [Address], [TIN], taking into consideration the provisions of B2B Terms and terms which it contains, grants CINE-BOOKS Entertainment Limited (hereinafter referred to as «Platform») the right to distribute all the products, which are posted by Rightholder on the Platform, on the terms specified in this Agreement.
Accepting this Agreement, [Company Name], registration / company number , having an office at [Company Address], represented by [Name Last Name], [Position] (hereinafter referred to as «Rightholder»), taking into consideration the provisions of B2B Terms and terms which it contains, grants CINE-BOOKS Entertainment Limited (hereinafter referred to as «Platform») the right to distribute all the products, which are posted by Rightholder on the Platform, on the terms specified in this Agreement.
Platform – is a place, where Literary Right Holders can propose by posting as Digital Content their works – books/stories, including but not excluding otherwise, scripts etc. – for creating a Product, their fans – vote for the works, participate in crowdfunding and consume Digital Content and Products, Content-Producers – film them for their own money or for the money of investors or put them on crowdfunding, and Investors – finance Product creating.
Rightholder - are Literary Rightholders, Content Producers, Investors.
NOW THEREFORE, on the day of its signing _____«__» ______ this Agreement is entered into on the following:
1.1. Rightholder grants the Platform right to distribute all the Products, in respect of which Rightholder gave permission, by all available channels (restrictive clause: N/A) and instruments by granting access to them during the validity of this Agreement worldwide.
1.1.1. While uploading the Product onto the Platform Rightholder selects the conditions for posting and distribution the Product on the Platform: Personal (Branded) and/or Premium channel. In case of permission to include the work to the Premium channel and distribution on a paid basis - Rightholder agrees that the Platform can set alternative prices for work other than those specified by Rightholder.
1.1.2. In case of distribution of the Product on a paid basis - Rightholder agrees not to distribute it for free on any other sources.
1.2. The Platform can use services of sub-distributors, as well as services of the third parties, which it attracts at its own discretion for the purposes of this Agreement.
1.3. Rightholder agrees that the Platform can use internal currency during the Product distribution, the denomination of which is set by the Platform.
1.4. Rightholder agrees that the Product should not be pornographic, contain excessively violent scenes or other unacceptable content.
The Platform is granted exclusive or non-exclusive right (as the case may be) to distribute the Product as provided below.
2.1. The Platform has exclusive right to distribute the Product in the case of:
- Rightholder has purchased the Work, on the basis of which was created the Product ready for consumption, though the Platform;
- In case of selection of such an option by a Rightholder while uploading the Product onto the Platform;
- In other cases not listed above, if there is no specific clause between the parties.
2.2. If a Product ready for consumption was uploaded onto the Platform, the Platform distributes it on non-exclusive terms.
2.3. Exclusive distribution means that the Product should be distributed according to the exclusive terms, so it must be removed from any other sources. Within any other sources, only fragments, selected as screenshots, or promotional materials can be published.
2.4. Non-exclusive distribution means that Rightholder reserves the right to distribute Product via any other distribution channels subject to the term of clause 1.1.2. above herein.
3.1.Platform undertakes the following obligations:
3.1.1. Interaction with all the Platform members, processing and execution of orders for subscriptions, individual purchase, etc. ;
3.1.2. Invoicing, counting, and distribution of income;
3.1.3. Acceptance of payment for Product use from the end user on the conditions of a subscription, individual purchase, or on other conditions provided by the Platform.
3.1.4. Distribution of income (in the form of royalties or fixed amount) to each of the Platform members in the manner and amount determined by agreement of the parties;
3.1.5. Providing the technical possibility of withdrawing funds using the methods provided for by the Platform;
3.1.6. Delivery and handling returns;
3.1.7. Сreation and placement of advertising materials, promotion, and sale of the Product (selected by the representatives of the Platform according to the internal criteria) using all available instruments chosen by the Platform independently, either use the services of sub-distributors or attracting third parties.
3.1.8. Maintenance of the Platform.
3.2. Rightholder undertakes the following obligations:
3.2.1. Assistance to the Platform in promotion of the Product to increase sales;
3.2.2. Participation in promotional events held by the Platform;
3.2.3. Promotion of his channel and Product on the Platform;
3.2.4. Acting in good faith, taking no actions aimed at an artificial increase of the number of votes during the voting for the Product or at an artificial increase of the number of viewings which affect the billing.
3.2.5. Notify the Platform in case of detection of technical malfunctions of the Platform.
4.1. Unless otherwise agreed by Rightholder and the Platform, payments made to Rightholder and to the other members of the Platform, are calculated by the Platform automatically in accordance with the proportions, placed on the Platform by the link: https://cine-books.com/platform/royalties-and-fees. Payments to the members are calculated from the Net Receipts. The Platform reserves the right to change the terms and the amount of royalties accrued to the Platform members and distribution fees, notifying users about changes. If Rightholder doesn’t refuse the new terms, they come into effect automatically.
4.2. Considering clause 1.1.1., Rightholder accepts and agrees that the Platform independently negotiates with sub-distributors - taking into account the principles of reasonable sufficiency and economic feasibility - about the final sale price of the Product, which may be different from the price that Rightholder indicates in his profile. In this case, the reward of Rightholder is carried out according to the model specified in clause 4.1. of this Agreement, considering the sale price stipulated by the sub-distributor.
4.3. The end user Product fee is set by the Platform and sub-distributors at their reasonable discretion, based on the proposed service/or subscription package and conditions of the local market where the offer is made for sale, as well as to maximize gross receipts. Platform and sub-distributors may offer end-users free trial access to the proposed service/or subscription package for promotional purposes.
4.4. The Platform has no obligation to effect payment in any month in which the total amount the Rightholder is owed is less than $100 USD. Amounts under $100 USD will be retained and accumulated with amounts accruing in subsequent months until 30 days after the end of the month in which the total amount payable comes to exceed $100 USD. Accumulated amounts shall not accrue any interest.
4.5. All payments with the Author Rightholder performs independently and is personally liable for them. In the case Rightholder has purchased the rights to the work through the Platform, and if Rightholder has an obligation to pay royalties to the author, Rightholder entrusts the Platform to make such payments.
4.6. If the Author chooses a Royalty-based model of compensation for the work rights, during conclusion of the Digital publishing agreement, the Product is distributed only on the paid basis.
4.7. In the case when the Author chooses the model of compensation for the rights to work Free or Fixed fee during conclusion of the Digital publishing agreement, the Product is distributed on the paid basis or free.
4.8. The parties accept and agree that earnings data update is carried out not in real-time conditions, but with a certain delay for reasonable period due to the technical protocol of the Platform.
4.9. Rightholder can choose a convenient way to withdraw funds from those indicated in the personal Cabinet on the Platform.
4.10. Rightholder is solely responsible for payments of any and all charges, fees etc. while making withdrawals from Rightholder's account on the Platform imposed by any third-party financial service.
4.11. The Platform determines the mechanism and procedure for accruing revenues to the Platform participants, notifying them through the Personal Cabinet, either by posting relevant information on the Platform or through e-mail.
4.12. The Platform reserves the right to change the methods of accruing revenue and withdrawal of funds depending on internal changes on the Platform, notifying Rightholder in fifteen (15) days.
4.13. Payment of taxes, each party undertakes to carry out independently, carrying independent responsibility for the full payment of taxes.
5.1. Reports on the amount of distribution of the Product may be available to all Platform members involved in the process of creating and distributing of the Product on the Platform.
5.2. The financial report is available to all the parties involved in the creation of the Product (Author, Rightholder, Investor).
5.3. Calculations and display of reports in relation to any amount(s) received by the Platform from any Platform`s sub-distributor(s) and/or other Platform`s distribution partners will be available for the Rightholder only upon actual receipt of the said amounts by the Platform to its bank account.
6.1. For non-performance or improper performance of obligations hereunder the contractual party is liable in accordance with the procedure provided applicable law.
6.2. In case of violation of clause 3.2.4. of this Agreement, the Product may be withdrawn from the voting, the number of votes and/or views of the Product may be reset at the Platform’s discretion.
6.3. In case of violation of clause 1.4. of this Agreement, the Product may be deleted at the discretion of the Platform.
7.1. The Parties agree to use their best efforts to settle any dispute arising from the interpretation or performance in connection with this Agreement through negotiations.
7.2. Disputes and disagreements under this Agreement shall be resolved in the manner stipulated by the current legislation of the Republic of Cyprus.
8.1. This Agreement enters into force upon signature and ends with the end of registration on the Platform.
8.2. Access to the Product for distribution is granted by Rightholder for a year. In the case Rightholder does not block access within 24 hours from the date following the end of the specified period, the right to distribute the Product is considered extended for the following year. At the same time, the parties accept and agree that the right of distribution cannot go outside the bounds of the period of validity of the rights granted by the primary subject of the right to Rightholder.
9.1. In cases not covered by this Agreement, the Parties are governed by B2B Terms and business practices.
9.2. Communication under this Agreement is carried out by the parties in a personal Cabinet on the Platform, as well as through electronic correspondence.
9.3. The definitions and terms used in this Agreement shall be understood as it is stipulated in the branch of law, as well as in other branches in which this Agreement is valid.