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General Terms of Use

The present General Terms of Use (hereinafter referred to as the "Terms of Use") govern the registration and licensing of digital works only, in particular, of music, images, videos, audio and text files (hereinafter referred to as the "works") via the Internet portal (hereinafter referred to as the "portal") of damodo Limited (hereinafter referred to as "damodo").

§ 1 Fundamentals

  1. The use of the Portal is exclusively subject to the present Terms of Use that the user has accepted during the registration process. The user shall treat the login data entered during the registration process (user name, password) as confidential and appropriately protect them against third party access. Conflicting terms and conditions of the user do not become a part of the agreement, including in such cases in which damodo does not expressly object to them.
  2. damodo is a portal that passes on license offers made by artists to customers without making any changes or alterations therein (artists and customers are hereinafter collectively referred to as "users"). The license agreement will be directly concluded by and between the artist and the customer through the intermediation of damodo. The artist engages damodo for the settlement of payments. damodo will pass on the royalty paid by the customer to the artist after deduction of its commission; payments are effected on behalf and account of the artist.
  3. All transactions via the damodo Portal will be exclusively settled using a so-called credits system. Since the purchase of credits is exclusively handled through certain electronic payment services, each user will need an account with such a service provider cooperating with damodo (e.g., PayPal©). Further information on the settlement of payments and on the credit system is provided on the damodo website. The same applies to payments due from artists for services rendered by damodo. For certain activities described on the damodo website, e.g. the purchase of regular credits or the successful invitation of new users, a user may receive "bonus credits" (BCr.) from damodo. Basic licenses of Works can be paid with such bonus credits; in this case the artist will receive a royalty settled with bonus credits.
  4. By uploading the Works to the damodo server, the artist makes an offer with the details set forth in § 3 that damodo passes on to the customer without making any changes or alterations. By clicking the "Agree & Download" button, the customer declares its acceptance of the artist's offer and accepts the license agreement ("License Agreement"). damodo will receive the declaration of acceptance on behalf of the artist. The artist waives its right to delivery of the declaration of acceptance to him/her personally so that upon receipt by damodo, the License Agreement is directly concluded by and between the artist and the customer. However, when logging into its account, the artist will be shown the downloads of its Works.

§ 2 Registration; right of revocation for artist/consumer

  1. The licensing of Works via damodo requires registration as an artist that is subject to a charge; the artist may select one of the following options: a so-called STARTER account or a so-called PRO account. A STARTER account provides the artist with a non-variable storage capacity of 100 megabytes (in accordance with the DIN 1301 standard: 1 megabyte = 1,000,000.00 bytes) for uploading its Works. If the artist needs more storage capacity for its Works, it may sign up for a pro account that will provide a variable storage capacity for which it will be charged an additional storage fee per each 100 MB or any fraction thereof, depending on its use. The user may switch from a STARTER to a PRO account at any time.
  2. The purchase of licenses only requires registration as a customer that is free of charge. Each customer may subsequently register as an artist (with a STARTER or a PRO account).
  3. Only legal entities or individuals of full legal age may register. damodo is under no obligation to allow the registration as a customer or artist.
  4. The data to be provided by the user to damodo during the registration process must be complete and accurate. The registration of legal entities is only permissible when it is made by an individual that has power of representation. In the event of a change in the registered data after registration, the user shall provide the accurate data to damodo by promptly correcting the details in its user account.
  5. A user account that has been set up for a user is not transferable.
  6. Artists who are consumers (as defined in § 13 German Civil Code) have a right to revocation in accordance with the following Revocation Instructions:

    Right to revocation
    You may revoke your contract offer (registration) within a period of two (2) weeks, without stating reasons, in textual form (e.g., letter, fax, e-mail). This period will commence no earlier than on the day following the receipt of these instructions in textual form, however, not prior to the conclusion of the contract and not prior to compliance with our duty to provide information in accordance with § 312c par. 2 of the German Civil Code in conjunction with § 1 par. 1, 2 and 4 of the Regulation on the Duties to Furnish Information and Evidence under the German Civil Code and our duties in accordance with § 312e par. 1 sentence 1 of the German Civil Code in conjunction with § 3 of the Regulation on the Duties to Furnish Information and Evidence under the German Civil Code. Compliance with the revocation period is deemed to have occurred upon timely dispatch of the notice of revocation.

    The notice of revocation shall be sent to:

    damodo Limited
    Hasslocher Str. 7, Boehl-Iggelheim, Germany
    FAX: +49 (0) 6324 96 2222
    e-mail: support[at]damodo[dot]com

    Consequences of a revocation
    In the event of a valid revocation, the parties shall return any goods, services, or monetary amounts they may have received from each other prior to such date and, if applicable, return, restore, or refund any profits drawn or benefits enjoyed through the use of an item or right (e.g., interest). In the event that you fail to return goods, services, or money received from us, in whole or in part, or if you return goods and/or services in a deteriorated state, you will be liable for compensation. This may imply that you are liable for payment of the contractually agreed fees for the period up to the revocation notwithstanding the revocation. Compliance with any and all obligations regarding the refund and reimbursement of amounts shall be within thirty (30) days. For you, the period will commence upon the dispatch of your notice of revocation, for us, with its receipt.

    Important notes
    With regard to the service contemplated in this agreement, your right to revocation will expire prematurely, if the agreement was fully performed by both parties at your request prior to the date on which you exercise the right to revocation.

§ 3 Contents of license offer

  1. The artist grants the customer a non-exclusive, indefinite and world-wide right to use its Works for its own purposes that may not be transferred to third parties or sub-licensed. The nature and scope of the rights to use that are granted is subject to the contents of the license type selected by the artist that it attaches to its Work. There are two license types that may be selected: "basic license" and "extended license" that have the following standardized contents:

    a. Basic license
    The customer has the right to use the Work for private, non-commercial purposes only, and to reproduce it to the extent required for its use. Any use beyond this scope, in particular, the physical distribution and making of the Work or any copies or arrangements thereof available to the public (e.g., on the Internet) are not permissible.

    However, the customer is allowed to use the Work for editorial purposes, i.e., use in connection with journalistic texts prepared for publication in print or online media for the purpose of illustrating or explaining the article. The customer shall attach the following copyright notice to all copies of the Works made by it for this purpose in a fashion that is clearly perceptible for third parties:

    "© artist or user name, damodo, year"

    Preview or sample Works that are marked as such may only be used under a Basic license.
    b. Extended license
    When an extended license is granted, the customer has the following additional rights beyond the scope of a Basic license:

    • the right to reproduce the Work also for commercial purposes (e.g., for advertising);
    • the right to alter or re-arrange the Work and to make copies of such re-arranged Works;
    • the right to exhibit and to communicate, in particular, to make the Work and any arrangements thereof available on the Internet,

    excluding, however, the right to physical distribution (including, but not limited to printouts of the Work or, e.g., by providing it for download by third parties; in contrast, a mere streaming in its own website is permissible). The customer shall attach the following copyright notice to all copies of the Works and arrangements thereof made by it in a fashion that is clearly perceptible for third parties:

    "© artist or user name, damodo, year"

  2. The inclusion of the Work or copies thereof in commercial or non-commercial collections or databases of the customer or any third party is not permitted, in particular, posting in online portals that compete with damodo or pursue similar goals.
  3. The artist may revoke the rights to use for cause. Cause shall exist, in particular, if customer is in default with its payment or violates the rights to use granted. Upon revocation of the rights to use by the artist, the customer shall delete all copies of the Work. If requested by the artist or damodo, the customer shall confirm the full return and/or deletion in writing.
  4. The licensed works may only be used for legitimate purposes; in particular, the following purposes shall be excluded:

    • use as a trademark, business sign or work title or any part thereof,
    • use in connection with slanderous, libellous, defamatory, pornographic, religious and/or party political purposes,
    • use in connection with the glorification of violence and racial hatred or – with regard to the work covers – in violation of the laws protecting young people,
    • use of pictures showing persons without their prior express consent, insofar as these persons are not merely incidental to the subject of the photo.

  5. The artist may grant the customer further or deviating rights under a separate agreement between these parties. However, damodo will not accept any responsibility in this respect, in particular, not for the negotiation of the contract or the collection of fees.

§ 4 Services to be rendered by damodo

  1. damodo will make the Portal described herein available and act as an intermediary in the negotiation of license agreements between the artists and customers. damodo may make the use of the Portal and/or the scope of use of individual features contingent on certain requirements (e.g., accuracy of registration data).
  2. Since damodo has no influence on the operability of the Internet, it may not warrant that the Portal will be available without interruption. damodo may temporarily restrict the access to the Portal, if this is required in view of capacity limits, the safety or integrity of the hardware used by damodo or any data stored by it, or for the purpose of maintenance work, and if this serves the proper or improved service of the Portal. damodo shall inform the user of scheduled maintenance work via the website in advance.
  3. Following the conclusion of the license agreement by and between the artist and customer, damodo will enable the customer to promptly download the licensed Work. Upon completion of the download or if the customer refuses the download, the Work will no longer be available to the customer from the Portal, unless a new license agreement is concluded. The Works will be passed on to the customer without any changes or alterations on the part of damodo, both with regard to the file format and the file contents; thus, the artist, not damodo, is responsible for the format, contents, and quality of a Work.
  4. damodo may reject Works without giving reasons or subsequently delete them from the Portal at its own discretion. In the event that damodo should reject the posting of individual or all Works by an artist, damodo shall delete all copies of the rejected Works that it may have in its possession. Works that have already been licensed will remain available to the customer who acquired such license from the Portal during the agreed download period; beyond this, they will no longer be offered.

§ 5 Payments between damodo and the customer: royalties

  1. Customers may register with damodo free of charge. Upon the conclusion of license agreements, only the royalties due to the artist will become payable. The artist may freely determine the royalty when uploading a Work; provided, however, that a minimum amount indicated by damodo on its website shall be charged.
  2. The artist instructs damodo to collect the royalties so that the customer pays the royalties indicated in the description of the respective Work for each Work ordered by it to the artist through damodo. Payments will be made in the form of credits using a payment service provider; basic licenses of Works can be paid with bonus credits; in the latter case the artist won't receive a royalty (§ 1 par. 3). The customer may check its account statement on the Portal at any time. With regard to license agreements entered between business entities (B2B), the contact details of the parties to the contract will be visible to the other party for invoicing purposes. damodo will not issue an invoice on the account of the artist.
  3. The fees shown on the website for the Works offered by the artist and for services rendered by damodo are the final price, including value added tax, if applicable, and other price components.
  4. The royalties will become due and payable by the customer to damodo promptly upon the conclusion of the license agreement between the artist and the customer. Payments shall be effected immediately and without any deduction.

§ 6 Payments between damodo and the artist: registration fee, storage fee, commission

  1. When the artist registers, it may choose between a STARTER account and a PRO account. For a STARTER account, the artist will only pay the registration fee; a PRO account is subject to a registration fee plus a storage fee that is usage-related and will be calculated for each 100 MB of storage capacity or any fraction thereof. The amount of fees will be visible to the artist on the website during the registration with damodo. damodo reserves the right to change the fees at a later date; damodo shall notify the existing users affected by this change hereof by email by giving no less than 4 (four) weeks notice. In the event that an affected user does not agree with the price change, it may terminate its user account in accordance with the General Provisions (§ 11) at any time. Every registered user (MEMBER account) may upload works up to 50 MB without any registration or storage fee; in case of a sale the user will receive Credits and Bonus Credits equal to fully registered artists but it will not be entitled to get the corresponding amount of money paid out unless its account is upgraded to STARTER or PRO.
  2. The royalty for its Work to be determined by the artist is subject to a minimum amount that will be indicated on the damodo website. The artist hereby requests damodo to receive the royalty from the customer following the conclusion of a license agreement. Basic licenses of Works can be paid with bonus credits. damodo will issue a reminder in the event that the customer is in default with its payment. In the event that the customer should make claims under a buyer protection policy (e.g., PayPal©), damodo will make a log file available as proof of a download. damodo is not obligated to enforce the payment of outstanding amounts due to the artist in court or outside court. damodo will transfer the royalty less the commission payable by the artist to the bank account of the artist. The amount of the commission will be visible to the artist on the damodo website.
  3. The artist may view a current computation of the turnover earned from royalties on the Portal at any time. The credit balance less the commission due to damodo will be paid out by damado when the credit balance – in the form of credit points – exceeds the amount of € 50,00. The payment will be effected by the beginning of the following month. Amounts below this threshold will only paid out to the artist when the artist terminates the contractual relationship. The payment of credit balances will be handled through the online payment service provider.
  4. The statutory value added tax, as applicable, will be added to the amounts payable. Invoices for fees and commissions will only be issued by damado upon the user`s request and following receipt of the fee set forth on the website (during a maximum period of six (6) months from the due date).

§ 7 Duties of the artist

  1. The artist will send the Works offered by him/her at its own cost and risk in digital form and in the format indicated on the Portal by an interactive upload process to damodo ("Upload"). Prior to the Upload the artist will check the files for potentially harmful software (virus, Trojans, etc.) using an up–to–date anti–virus protection software.
  2. At the time the Work is uploaded, the name of the author (or a pseudonym chosen by the author: "user name"), the title, and a description of the Work will be entered. In addition, the Work will be listed in one or several categories on damodo. damodo reserves the right to subsequently correct the classification and the description of the Work provided by the artist at its own discretion.
  3. The artist grants damodo a non–exclusive, indefinite and world-wide right to use its Works, royalty–free, which damodo will need for performance of the license agreement entered with the customer. This shall include, but is not limited to the right to reproduce, distribute, publish, broadcast, and communicate, and the use of the Works for the purpose of promoting the damodo Portal in all media (e.g., on TV, on data media such as DVDs and CD–ROMs, on the Internet, in print media).
  4. With regard to Works that show persons who are clearly identifiable, the artist shall obtain the prior written consent of the depicted individuals or their guardians to the unrestricted use regarding all kinds of use granted in § 3. The same applies accordingly to Works that were photographed, filmed or recorded indoors, e.g., private homes or museums, churches, etc. or depict privately owned buildings, unless these are permanently located adjacent to public ways, streets, or squares. In this case, the consent of the holder of the right to guard the sanctity of the home ("Hausrechtsinhaber") and/or homeowner will have to be produced. With regard to Works for which the artist purports to possess such a declaration, damodo reserves the right to request the artist at any time to furnish the written consent and to verify it.

§ 8 Unlawful Works; third party rights; impermissible comments

  1. The artist is not allowed to offer Works if the offering, licensing, or acquisition of the same would infringe on third party rights (e.g., copyrights, industrial property rights), violate statutory provisions, or is unethical (e.g., pornography and works harmful to young persons, works containing signs or symbols of unconstitutional organisations). The artist assumes sole responsibility for the Works offered. damodo reserves the right to delete Works if there is evidence indicating that these violate the laws in force or the present Terms of Use.
  2. The artist represents that it has acquired any and all copyrights or other third party rights in the Works itself and in pre–existing works that are required for the contractual use (contractual relationship with damodo, license agreement with the customer) of the Works by damodo and the customer. The artists warrants that the Works are free from third party proprietary rights and that there are no other rights that would preclude or restrict the contractual use by the customer. Upon request, the artist shall answer questions about such rights and submit evidence showing the freedom from third party rights.
  3. damodo has the right not to publish all or individual Works on its Portal or to temporarily or permanently exclude them from its offering, or to suspend the artist's account, if the artist fails to provide the information or to present the evidence requested or if there are other reasons giving rise to justified doubt as to the artist's ownership of rights or the lawfulness of the Works posted by the artist.
  4. The artist represents that it is the only party authorized to dispose of the rights to use described in these Terms of Use and that it has not made any other arrangements conflicting with the rights granted under these Terms of Use. The artist has to verify this requirement, in particular, if it has concluded a collection agreement with a domestic or foreign copyright collecting society or agency. Eventually incidental dues to copyright collecting organisations shall be paid directly by the artist. Agreements with such organisations shall have no implications on damodo or the buyer. This paragraph also applies if the artist uses works of third parties in a compound work (e.g. popular background music in video works), i.e. the artist has to aquire the necessary rights to use these other works. If the artist fails to comply with this obligation and a third party or collecting society or agency asserts claims against damodo the artist will hold damodo harmless (cf. § 9).
  5. The preceding paragraphs shall apply accordingly in the event of impermissible (e.g., offending) comments by a artist.

§ 9 Indemnification

The users indemnify and hold damodo harmless from and against any claims that other users or other third parties may assert against damodo for an infringement on or violation of their rights by Works or other contents posted by the user on the Portal or due to any other form of use of the damodo Portal. In this regard, the user shall also assume the costs of any legal defence incurred by damodo, including all court and attorney fees.

§ 10 Limitation of liability

  1. damodo shall pay damages or reimburse wasted expenditures, irrespective of the legal cause (e.g., violation of a contractual duty; tort), only to the following extent:

    • In the full amount in case of intent or gross negligence, and if a guarantee was issued regarding a certain guaranteed quality;
    • in all other cases only for violation of a contractual duty that is of such material importance that the attainment of the purpose of the agreement would be jeopardized and on compliance with the same the user may therefore rely. In the aforementioned cases, damodo shall be liable for the foreseeable and typical damages, limited, however, to € 100.00 per Work, as a maximum for a total of € 1,000.00 per user and year.

  2. Statutory liability for personal injury or pursuant to the Product Liability Act remains unaffected.

§ 11 Term and termination of the contractual relationship

  1. The contractual relationship is entered for an indefinite term. Any user may terminate the contractual relationship with damodo at any time and without giving reasons without prior notice by simply deleting its user account (during beta phase by sending a notification to support[at]damodo[dot].com). In the event that the user has forgotten its login data, damodo will provide another reasonable solution for the deletion of the user account. The termination of the contractual relationship does not affect the license agreements concluded prior to the date of termination.
  2. In the event that an artist terminates the contractual relationship, the credit balance, if any, will be paid out by damodo less any commission and/or fees due to damodo, within four (4) weeks. The Works created by the artist and stored on the Portal will be deleted following the expiration of the download period for all customers that have entered into a license agreement for the respective Work. The user may not claim the return of the Works.
  3. The right of both parties to terminate the agreement prematurely for cause remains unaffected. In particular, from the perspective of damodo, cause shall exist when the user violates its duties set forth in the present Terms of Use.
  4. Notwithstanding the above terms and conditions, damodo has the right to discontinue the Portal in whole or in part or individual features and functions thereof without prior notice. The payment provision set forth in the preceding par. 2 shall apply accordingly in the event that the Portal is discontinued.

§ 12 Handling of user data

damodo hereby advises users that damodo captures, processes, uses, and in particular, transmits their data to third parties to the extent that is required for the performance of the agreement. There shall be compliance with the data protection regulations at all times. To the extent that damodo retains third parties in connection with the provision of the services, damodo has the right to disclose the data of the users to the extent required for the performance of the agreement. damodo shall bind these third parties to compliance with the applicable data protection rules and regulations.

§ 13 Final provisions

  1. There are no oral collateral agreements. Modifications or amendments to this Agreement must be in writing to be effective. Compliance with the written form requirement shall be deemed to have occurred if documents are transmitted by facsimile and via email, unless the terms and conditions provide otherwise for certain types of notices and declarations.
  2. The contractual relationship shall be exclusively governed by German law, and the UN Convention on the Sale of Goods shall be excluded.
  3. Place of jurisdiction is Ludwigshafen, to the extent the user is a merchant or is treated as such under the German Trade Code or has its place of residence abroad. damodo has the right to bring an action against the user at the user's place of jurisdiction.

damodo Limited, 69 Great Hampton Street, Birmingham B18 6EW;
German branch (correspondence address): Hasslocher Str. 7, 67459 Boehl-Iggelheim, Germany;
Managing director: Ralf Trautz