These Terms of Use (“Terms”) are entered into by and between KollektivX Ltd. (“Company”, “We”), incorporated and registered in Cyprus, and an individual (“User”, “You”) accessing the Platform “KollektivX”, the Website located at www.kollektivx.com (“Website”) or other products or services that have linked to these terms (collectively referred to as “Platform”).
The Company offers the unique platform “KollektivX” that allows You to create projects for joint purchases of the Items, their subsequent digitization and sale. The Company is not a seller of the Items.
If You are under the minimum age to give consent or enter into a contract in Your jurisdiction, then You may not use or access the Platform at any time or in any manner.
We reserve the right to change or modify these Terms at any time and based on our sole discretion. If We make changes to these Terms, a respective notice of such changes shall be provided, or the “Last Revised” date at the top of these Terms shall be changed. If You do not agree with any amendments of these Terms, You must stop using the Platform.
Cut means 1/100th interest in the Project.
Item means physical media (such as vinyl records, CDs, cassettes, box sets, DVDs, Blu-ray, or other products for which User may create Projects on the Platform) offered for sale on the marketplace.
Koin means currency of the Platform, 1 Koin = 1.00 Euro.
Project means an offer for joint purchase of the Item, containing information about the release, divided into 100 Cuts. Project implementation includes moderation (including checking for availability of a digital copy), collection of the Koins, purchase of the Item from the seller, delivering the Item to the Sound Technician, checking the quality of the Item by the Sound Technician, digitizing the Item, providing a digital copy of the Item to the Contributors, reselling the Item after the Contributors’ votes.
Archival Copy means creation of an archival sound digital copy, made on hi-fi equipment, corresponding as much as possible to the original in high resolution, including post-production, preparation of media for digitization (cleaning, washing, etc.), file slicing, file processing and tagging, hires copying of covers.
Contributor means the User who has purchased Cut in the Project.
Founder means the Contributor who created the Project.
Souns Technician means a person who extracts digital audio information from the Items. The Sound Technician is an employee of the Company acting on the Company’s behalf.
The Company provides You with various content and communication services, including, but not limited to, the capability to post information on a web page and participate in web-based discussions. We offer the unique platform “KollektivX” that allows You to create projects for the joint purchase of physical media that are not available digitally for their subsequent digitization and sale.
Some portions of the Platform will be free of charge, others may cost money or have other requirements. The requirements or fees for any portion of the Platform will be clearly explained and separately agreed to when You implement those portions, if any.
The Company is not a seller of the Items and does not provide any delivery or payment services. The Company grants the right to use the Platform, provides audio archival services and acts solely as an intermediary in relations with the sellers of the Items and delivery services. The cost of the Project, which is specified in Terms, is not the Company's remuneration. The Company's remuneration consists solely of the cost of the license to use the Platform and the cost of the audio archival services. When You use the Platform to buy Koins, create Projects, obtain Archival Copies etc., third parties such as PayPal, Discogs and others may charge fees. We will try to notify You in advance of such fees. Please review PayPal's terms of use, Discogs' terms of use, and the terms of use of the other services and review the fees they charge for various activities. The Company is not responsible for third-party commissions.
PLEASE NOTE THAT YOU MAY OWN A DIGITAL COPY OF THE ITEMS AS LONG AS YOU OWN THE PHYSICAL MEDIA. YOU ARE SOLELY RESPONSIBLE FOR COPYRIGHT COMPLIANCE. You must not use the Archival Copy for any other purposes except for Your own personal enjoyment, study and research. Any unauthorized use of copyright protected material (including by way of reproduction, distribution, modification, adaptation, public display, public performance, preparation of derivative works, making available or otherwise communicating to the public) may constitute an infringement of third-party rights. Any such infringements may also result in civil litigation or criminal prosecution by or on behalf of the relevant rights holder.
You gain access to use the Platform by self-registration with Your username, email, password, country of residence. You can manage Your account settings (e.g., username and password). You may change Your password at any time.
You must keep Your account credentials confidential and not share them with anyone else. You will promptly notify the Company if You become aware of any compromise of Your account credentials.
The Company may suspend Your access to the Platform if You breach these Terms or if Your actions risk harm to other users, the security, availability, or integrity of the Platform. Where practicable, the Company will use reasonable efforts to provide You with prior notice of the suspension.
The use of the Platform functions and the calculation of the Project cost is carried out in Koins. 1 Koin equals to 1.00 Euro. The Koins are not digital currency or electronic means of payment. The term is used solely for the convenience of the Platform Users. All payments are made in Euros.
Purchase of Koins is carried out through the PayPal system or other payment service as may be offered by the Platform. After selecting the number of Koins, You will be redirected to the PayPal website (or such other payment service website) to validate Your applicable account and presented with a billing agreement. After committing to the billing agreement, the Koins will be credited to the User's personal account on the Platform.
All payment services are third-party systems not affiliated with the Company. You may be required to have an account to use the system and we recommend You to read such services’ terms of use.
To start fundraising for the purchase of an Item, You need to create a Project.
The Project is created by the Founder filling in the information about the Item in the corresponding section of the Platform and paying for a certain number of Cuts in the Project as will be offered on the Platform at that time.
After a Project is created by the Founder, the Project goes through moderation. As a result of moderation, the Project can be rejected without providing any reasons. If the Project is rejected as a result of moderation, the Koins will be returned to the Founder's personal account in full. For example, the grounds for rejection of the Project may be the availability of a digital edition of the Item, or inconsistency with the rules of the Platform.
During the moderation phase, the Company may change the description of the quality of the Item in the Project, as specified when the Founder created the Project, if there is a reason to believe that the stated quality does not correspond to the actual state of the Item.
After moderation, the Project opens and Users (Contributors) can purchase Cuts in the Project.
The maximum cost of the Project is formed (including maximum shipping cost and maximum possible taxes) at the Project’s creation.
The collection of Koins for the purchase of the Item is made on the basis of the maximum cost of the Project.
The actual cost of the Project is determined at the stage of purchase the Item from the seller.
The difference between the money raised and the actual money spent on the Project will be returned to the Contributors after the Item is resold.
The Company has the right to use the difference between the cost of the Project paid by the Contributors and the funds actually spent on the Project to cover additional expenses incurred during the implementation of the Project.
The cost of the Project consists of the cost of the Item, shipping cost, shipping taxes, the cost of the Archival Copy(if any), the Company's commission and insurance, and may include other fees as the Company will notify You.
If the Project does not raise the required number of Koins within the time period set forth on the Project's web-page, the Project is closed and the Koins are returned to the accounts of the Contributors.
If the Item is withdrawn from sale, the Project is closed and the Koins are returned to the accounts of the Contributors.
If the collection of Koins for the Project is completed, and the Item was purchased but lost in transit, the Company provides a full refund of Koins to the accounts of the Contributors.
If the Item is of inadequate quality, there are two options, one of which is chosen by a vote of the Contributors:
You can refund money deposited by You on the Platform via the application system.
You can have only one active withdrawal request.
The Company may reject User's withdrawal request if there is no technical possibility to carry out the transfer, or if the amount of funds specified by the User in the request does not correspond to the possible amount for withdrawal by the User.
All payment transactions related to the Platform are made via PayPal or other payment service as may be offered by the Platform. Please read the PayPal terms of use and terms of other payment services and review the fees charged by them for various activities.
The Company may charge a fee for processing the refund application. The amount of the Company's fee will be indicated additionally on the Platform.
The Company provides audio archival services. The Company uses commercially reasonable efforts to get the best possible Archive Copy for the certain quality of the Item. The Company is not responsible for the quality of the Archival Copy meeting any of Your expectations.
The Company may insert identifiers in the metadata accompanying the digital copy of the Item that uniquely identifies it as the copy You received from the Company.
The Platform allows You to create a wantlist and keep track of the Items You are interested in. You may use methods provided by the Platform, including by providing credentials for access to other systems, to generate a wantlist. You consent to the use of Your data from other systems. The Company will not use Your personal data that is not necessary for creation of the wantlist or informing You of the Items You are interested in.
Some wantlist subscription options to keep track of the Items will be free, others may cost money or have other requirements. The requirements or fees for any part of wantlist subscription will be clearly explained and separately agreed to when You use such parts, if any.
When You create the wantlist, You agree to receive the information about the Item on Your wantlist in accordance with the free wantlist subscription option.
The Company serves as an intermediary for the purchase between Users and sellers. The Company is not responsible for the availability of the Item from the seller, the quality of the Item, the delivery of the Item, or the conformity of the Item to Your expectations. We try to minimize Your risk by establishing an insurance fund for the Project, but the Company is not responsible for any damage caused to You.
The purchase of the Item specified in the Project may be made at any seller's offer, from any seller of terms and conditions (quality and cost) no worse than those specified in the Project.
The Company makes no warranty that the Item will be purchased for the benefit of Project Contributors, that the Item will be delivered to the Sound Technician, or that the Item will be delivered in proper quality.
The Company serves as an intermediary for the purchase between Users and a postal (delivery) service. The Company is not responsible for the availability of the Item from the seller, the quality of the Item, the delivery of the Item, or the conformity of the Item to Your expectations. We try to minimize Your risk by establishing an insurance fund for the Project, but the Company is not responsible for any damage caused to You.
Shipping costs will vary depending on the origin, destination, weight, dimensions, and any signature confirmation or insurance applied to the package.
The Company serves as an intermediary for the purchase between Users and buyers. The Company is not responsible for the actions of the buyer, for the timeliness of payment for the Item to buyers, for the buyer's claims against the Item.
The Company may offer the Contributors to sell the Item.
The Company determines ten (10) options for the cost of the Item and puts the question of selling the Item to the Contributor for voting. The number of votes is proportional to the number of Cuts.
If the Item has not been sold in thirty (30) days, the Company initiates a second vote, reducing the cost.
Remuneration. You must pay a fee for using the Platform, information about which is posted on the Platform. The fee is a percentage of the cost of the Item, the cost of delivery, the cost of Archival Copy, and is included in the cost of the Project. The Сompany also receives remuneration for the audio archival services.
Taxes. You are responsible for payment of all taxes imposed by governmental authorities resulting from these Terms or use of the Platform, whether such taxes are imposed now or later. Being subject to withholding tax by any government, the User will reimburse us for such withholding tax.
Grant of License. Unless otherwise indicated the Company hereby grants the User a non-exclusive, non-transferable, non-sublicenseable and revocable license for the Platform to access and make personal use of the Platform and solely in accordance with the information published in these Terms describing the capabilities, features, operation and use of the Platform.
Restrictions. License is subject to the Terms and does not include or allow to: (a) provide access to, distribute, sell or sublicense the Platform to a third party, (b) use the Platform on behalf of, or provide any product or service to, third parties, (c) use the Platform to develop a similar or competing product or service, (d) scrape, data mine, reverse engineer, decompile, disassemble or seek to access the source code from the Platform, except to the extent expressly permitted by the applicable law (and then only with prior notice to the Company), (e) modify or create derivative works of the Platform or copy any element of the Platform (other than authorized copies of the software), (f) remove or obscure any proprietary notices on the Platform or otherwise misrepresent the source of ownership of the Platform, (g) publish benchmarks or performance information about the Platform, (h) interfere with the Platform’s operation, circumvent its access restrictions or conduct any security or vulnerability test of the Platform, (i) transmit any viruses or other harmful materials to the Platform, (j) engage in any fraudulent, misleading, illegal or unethical activities related to the Platform, or (l) use the Platform to store or transmit material which contains offensive, violent, pornographic, adult, obscene, illegal, defamatory, discriminatory, derogatory, inappropriate, or racially or morally offensive topics or content.
Copyrights and trademarks. Unless otherwise noted, all materials, including without limitation, logos, brand names, images, designs, photographs, video clips and written and other materials that appear as part of our Platform are copyrights, trademarks, service marks and/or other intellectual property whether registered or unregistered owned, controlled or licensed by the Company. Nothing on our Platform should be construed as granting, by implication, estoppel or otherwise, any license or right to use any intellectual property displayed or used on our Platform, without the prior written consent from the Company.
Ownership. The Company does not grant any rights or licenses not expressly set out in these Terms. Except for use rights in these Terms, the Company and its licensors retain all intellectual property and other rights in the Platform, the Website and related the Company technology, templates, formats and dashboards, including any modifications or improvements to these items made by the Company. Except as expressly provided in these Terms, the Platform may not be copied, modified, reproduced, republished, posted, displayed, transmitted, sold, offered for sale, redistributed or disclosed in any way, and the User may not make any derivative works of the Platform, without our prior written consent.
Links. We may provide links to other websites or resources. Because We have no control over such websites and resources, You acknowledge and agree that the Company is not responsible for the availability of such external websites or resources, and do not endorse and are not responsible or liable for any content, advertising, products, or other materials on or available from such websites or resources. You further acknowledge and agree that We shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such third-party website or resource.
You will own all User Data. This User Data promotes the growth of information (i.e., music, literary, etc.) related to the sale of the Items. You may only contribute content which is in the public domain (i.e., expired copyright or public from inception) or otherwise available through a CC0 “No Rights Reserved” license, or content for which You are the rights holder. Certain content may also be contributed if it complies with applicable fair use and/or quotation standards. Subject to the Terms You (for itself and all of its Users) grant the Company a worldwide, non-exclusive, limited term license to access, use, process, copy, distribute, perform, export, and display User Data, created by or for You, only as reasonably necessary (a) to provide, maintain and update the Platform; (b) to prevent or address service, security, support or technical issues; (c) as required by law; and (d) as expressly permitted in writing by You. Use of the Platform includes Your ability to upload, post, transmit or otherwise make available data and content. Any data, content or materials that You create within or submit to the Platform are considered the User Data.
You represent and promise to the Company that the User Data submitted by You on or through the Platform: (i) is owned by You, or You otherwise have the right to grant the license set forth herein; (ii) does not infringe the rights of any third party, including any intellectual property rights, rights of confidential information or rights in privacy; (iii) does not imply any affiliation, endorsement, approval or cooperation by the Company or any artist, band, label, entity or individual without express written consent from such individual or entity; and (iv) shall comply with all applicable laws and these Terms. You agree to pay for all royalties, fees, and any other monies owing any person or entity by reason of any User Data submitted by You on or through the Platform.
You agree not to transmit through the Platform any User Data which, in the Company’s reasonable opinion:
The Company may reject, refuse to post or delete any User Data for any or no reason, including User Data that in our sole judgment breaches these Terms or which may be offensive, illegal or breach the rights of any third party, or harm or threaten the safety of any third party. The Company is under no obligation to You or any other person to oversee, monitor or moderate User Data. The Company may at our option, moderate and review User Data to ensure that it complies with these Terms.
If You cease using the Platform, You confirm that the Company is entitled to continue using User Data and may continue to display username along with User Data pursuant to the rights granted above.
If You exercise the right for erasure or deletion of personal information pursuant, (i) User Data will be anonymized by having the username replaced by a generic, and (ii) the Company is entitled to continue using this anonymized user-generated content pursuant to the rights granted above.
Limited Warranty. OUR PLATFORM AND OUR WEBSITE IS OPERATED BY US ON AN "AS IS," "AS AVAILABLE" BASIS, WITHOUT REPRESENTATIONS OR WARRANTIES OF ANY KIND. The Platform may be temporarily unavailable for scheduled maintenance or for unscheduled emergency maintenance, or because of other causes beyond our reasonable control. The Platform, Confidential Information and all other information and materials are provided “AS IS” and without warranty of any kind. THE COMPANY AND ITS LICENSORS EXPRESSLY DISCLAIM ALL WARRANTIES, EITHER EXPRESS OF IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NONINFRINGEMENT. THE COMPANY DOES NOT WARRANT THAT THE PLATFORM WILL MEET REQUIREMENTS, THAT THE OPERATION OF THE PLATFORM WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS IN THE PLATFORM WILL BE CORRECTED. YOU ASSUME THE ENTIRE RISK AS TO THE AVAILABILITY, RESULTS AND PERFORMANCE OF THE PLATFORM. FURTHERMORE, THE COMPANY DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE PLATFORM OR RELATED DOCUMENTATION IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, CURRENTNESS, OR OTHERWISE. NO ORAL OR WRITTEN REPRESENTATIONS MADE BY THE COMPANY OR AN AGENT THEREOF SHALL CREATE A WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF THIS WARRANTY.
Exception. Because some jurisdictions do not allow the exclusion or limitation of implied warranties, some or all of the above limitations may not apply to You. To the extent that we may not, as a matter of applicable law, disclaim any implied warranty, the scope and duration of such warranty will be the minimum permitted under such applicable law.
Disclaimer. IN NO EVENT IS THE COMPANY LIABLE FOR ANY DAMAGES CAUSED BY YOUR ACTS OR OMISSIONS. THE COMPANY IS NOT RESPONSIBLE FOR ANY USER DATA DISTRIBUTED BY YOU THROUGH THE PLATFORM. FOR THE AVOIDANCE OF DOUBT, THE COMPANY WILL HAVE NO LIABILITY TO USER OR TO ANY THIRD PARTY FOR ANY CONTENT, DATA OR INFORMATION UPLOADED ONTO OR DOWNLOADED OR THROUGH THE PLATFORM, OR IF CONTENT, DATA OR INFORMATION IS LOST, CORRUPTED OR EXPOSED TO UNINTENDED THIRD PARTIES.
The content shared on the Platform does not reflect our opinion or view on any subject matter. We shall not be responsible for the opinions or views expressed by the other users of the Platform and opinions of the other users in the form of User Data.
Indemnity. You agree to defend, indemnify, and hold the Company, its officers, directors, employees, agents, licensors, licensees, suppliers, and affiliates harmless from and against any claims, actions, or demands, liabilities, costs, and settlements, including, without limitation, legal and accounting fees, resulting from, or alleged to result from, Your violation of the Terms or the representations and warranties therein, or relating to or arising from use of the Platform and any content, products, or services obtained on or through the Website. You shall cooperate as fully as reasonably required in the Company’s defense of any such claim. The Company reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by You shall not in any event settle any matter without the prior written consent from the Company. You agree to reimburse the Company any costs or fees related to its enforcement of these Terms, including, without limitation, the expert fees and attorney fees regularly charged by the experts and legal counsel chosen by the Company. Because some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, the above limitation may not apply to You.
Revisions and Errors. The Company does not warrant that any materials on the Platforms are accurate, complete or current. The Company may make changes to the materials contained on the Platform at any time without notice. However, the Company makes no commitment to update the materials.
Total liability. THE TOTAL LIABILITY OF THE COMPANY, ITS SUPPLIERS AND DISTRIBUTORS, FOR ANY CLAIMS UNDER THESE TERMS, INCLUDING FOR ANY IMPLIED WARRANTIES, IS LIMITED TO THE AMOUNT YOU PAID US TO USE THE PLATFORM.
These Terms are effective upon User’s use of the Platform or until otherwise terminated as set forth herein.
Either party may terminate these Terms at any time for any reason upon thirty (30) days’ notice to the other party, provided fees that are outstanding will become immediately due and payable.
Upon expiration or termination of these Terms, access to the Platform will cease. At the disclosing party’s request upon expiration or termination of these Terms, the receiving party will delete all of the disclosing party’s Confidential Information (excluding User Data, which is addressed in Section 4). User Data and other Confidential Information may be retained in the party’s standard backups after deletion but will remain subject to these Terms confidentiality restrictions.
All representations, warranties, covenants, and agreements contained herein and all related rights to indemnification shall continue in full force and effect following the date hereof.
The Company has no other obligation with respect to updating, improving, maintaining, or making available the Platform. The Company reserves the right at any time to modify, suspend, or discontinue providing the Platform or any part thereof, or modify prices for all or part of the Platform, in its sole discretion with or without notice. However, the Company will use commercially reasonable efforts to notify You of modification, suspension, or discontinuance of the Platform or change in prices either by sending an email to the email address provided with registration. All of these changes shall be effective upon their posting on the Platform or by direct communication unless otherwise noted. If You object to any such changes, Your sole recourse will be to cease use of the Platform. Continued use of the Platform following the notice of any such changes will indicate User’s acknowledgement of agreement to such changes. YOU AGREE THAT THE COMPANY WILL NOT BE LIABLE TO USER’S OR ANY OTHER PARTY FOR ANY TERMINATION OF ACCESS TO THE PLATFORM.
From time to time, the Company may issue new releases, revisions, or enhancements to the Platform available to You free of charge or for a fee. New releases, revisions, or enhancements may be licensed only to the extent that You hold a valid license to use the Platform being updated or upgraded, and You may use them only in accordance with the Company’s then-current terms and conditions, and any additional license terms that may accompany them.
The Company reserves the right at any time to modify these Terms in its sole discretion. The Company will use commercially reasonable efforts to notify You of any change to these Terms either by sending an email to the email address provided with registration or by a posting on the Platform. These, as amended, will be effective upon posting of any amended terms on the Platform. You agree to be bound by these Terms, as modified.
Governing Law, Jurisdiction and Venue. These Terms are governed by the laws of Cyprus. The jurisdiction and venue for actions related to these Terms will be the courts located in the Republic of Cyprus.
Notices. All notices to a party shall be in writing and shall be made either via email or conventional mail.
Entire Agreement. These Terms constitute the parties’ entire agreement regarding its subject matter and supersedes any prior or contemporaneous agreements regarding its subject matter. In these Terms, headings are for convenience only and “including” and similar terms are to be construed without limitation.
Waivers and Severability. Waivers must be signed by the waiving party’s authorized representative and cannot be implied from conduct. If any provision of these Terms is held invalid, illegal or unenforceable, it will be limited to the minimum extent necessary so the rest of these Terms remains in effect.
Force Majeure. Neither party is liable for any delay or failure to perform any obligation under these Terms (except for a failure to pay fees) due to events beyond its reasonable control, such as a strike, blockade, war, act of terrorism, riot, Internet or utility failures, refusal of government license or natural disaster.
Subcontractors. The Company may use subcontractors and permit them to exercise the Company’s rights, but the Company remains responsible for their compliance with these Terms and for its overall performance under these Terms.
Independent Contractors. The relationship between the parties shall not be construed to be that of employer and employee, nor constitute a partnership, joint venture or agency of any kind. Neither party shall have any right to enter into any contracts or commitments in the name of, or on behalf of, the other party, or to bind the other party in any respect whatsoever.
Language version of the Terms. Where the Company has provided with a translation of the English language version of the Terms, and/or any other documentation, the User agrees that the translation is provided for convenience only and that the English language versions will govern.
Open Source. The Platform may incorporate third-party open source software as listed in the documentation or by the Company upon request. To the extent required by the open source software license, that license will apply to the open source software on a stand-alone basis instead of these Terms.
If You have any questions or concerns about the Platform, Your registration, or anything else, please follow the Contact us link on the Website, or send us an email to contact@kollektivx.com.
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