Terms of service

Terms of the Liccium Services, offered by Liccium B.V., v.0.1

1. Terms of Service

These general terms and conditions ("Terms") apply to the use of the services offered on Liccium.app (collectively the "Liccium Services"). With "Liccium Services", we mean the services provided by the Liccium B.V.

Liccium B.V. only offers services to businesses and professionals in the B2B relationship. The rights of consumers are not restricted by these provisions.

1.2 With Liccium Services, professional content creators and rightsholders can generate and manage content-derived identifiers (ISCC codes).

Public declarations using the Liccium Services allow to bind product metadata, rights, licences, verifiable credentials – to the ISCC.

1.3 The duration of these Terms begins when you accept them and remains in effect until either your subscription concludes or you stop using the Liccium Services permanently, whichever occurs last.

2. Amendments

2.1 We reserve the right to update these Terms in response to technical advancements, legal developments, or modifications to the Liccium Services. Any revised Terms will be posted on the websites of the Liccium Services with a clearly marked "last updated" date. Should changes be made, we will seek your consent to ensure your continued use of the Liccium Services.

2.2. Should there be any changes, you are responsible for informing third parties with whom you've entered into licence agreements by means of declarations using the Liccium Services. If these changes impact your customers, it's imperative to obtain their consent.

2.3 Liccium Services are currently available as an invite-only alpha version. Nevertheless, declarations are possible, valid and persistent, even if the software itself is still being modified.

2.4 Liccium B.V. reserves the right to change, discontinue or otherwise adjust the fees and features associated with your subscription. We may also propose that you purchase a new subscription that is similar to your previous expiring subscription. We will give you at least a thirty (30) days' notice of any changes to the applicable fees and charges or the introduction of new fees and charges and ask for your consent. If you do not wish to continue your subscription with the new fees or features, you may cancel your subscription. If you accept the new subscription, its terms and conditions will apply during the renewal period and thereafter, together with these Terms.

3. Your Contract with Liccium B.V.

In concluding an agreement with Liccium B.V., users can choose between different plans, which are subject to the conditions of these Terms. All plans allow you to generate content-derived identifiers, manage metadata, and make public declarations of metadata. The Premium, Pro and Enterprise plans enhance the functionality of the Liccium Services with an increased storage of media assets, custodial and bulk declarations, and the use of additional plugins, which allow you to provide industry specific metadata for your content.

4. Liability

4.1 Without prejudice to any other provisions of these Terms, the Liccium Services are provided "as is" and "subject to availability” without any warranties that may be provided for in these Terms.

4.2 Liccium BV makes no warranties or guarantees, even implied. This includes warranties of merchantability or fitness for particular purposes.

4.3 The Liccium Services are hosted on servers controlled by Liccium B.V. Any data you upload, including content of all media types and metadata, may be deleted by Liccium B.V. in case you cease to use the Liccium Services. On request, you will be able to export and download all data you provided. This provision does not affect the public data that you published on a blockchain or third party hosting servers, such as IPFS. This data will be persistently accessible to the public and cannot be deleted.

4.4 The liability for damages is expressly limited to the contract value. The contract value is the total amount that you have paid to Liccium BV within the last twelve (12) months prior to the event giving rise to the claim.

5. Indemnification

5.1 You agree to defend, indemnify and hold Liccium B.V. harmless from and against all third party claims, liability, damages and costs (including, without limitation, attorneys' fees) arising out of or related to any of the following: (a) the use of the Liccium Services by you or your authorised users; (b) breaches of these Terms by you or your account administrator(s) or your authorised users; (c) the infringement by you or your authorised users of any intellectual property or other right of any person or entity; and (d) the nature and content of any Customer Data processed by the Liccium Services.

6. Right of Use

6.1 Right of Use.

You represent and warrant that you are of legal age and capable of agreeing to these Terms.

6.2 If you agree to these Terms on behalf of an organisation or legal entity, you represent and warrant that you have the right and authority to do so.6.3. If Liccium has previously prohibited you from using the Liccium Services, you may not re-register for the Liccium Services.

7. Intellectual Property

7.1 The websites of the Liccium Service contain intellectual property, including software, which is protected by copyright, trademark and other laws. As a User, you will comply with all applicable copyright and other laws and any additional copyright notices or restrictions contained on the websites.

All present and future intellectual property or other proprietary rights are and shall at all times remain the sole and exclusive property of Liccium BV.

7.2 If you use the Liccium Services to licence your works or other assets to third parties, you may use the trademark/business name "Liccium" in this context and display it on your websites and own promotional materials. Any other use of the trademark/business name for other purposes is not permitted.

7.3 You may not licence, sub-license or use the Liccium Services or the documentation of the Liccium Services provided by Liccium BV ("Documentation") in any way other than expressly permitted by Liccium B.V.

8. Your Obligations as a User

8.1 Legal Compliance

When using the websites or the Liccium Services, you must not commit any acts or transmit any information that violate any laws or other regulations.

In the event of violations of the law you may be excluded from using the Liccium Services without notice.

In particular, without limitation, it is prohibited to

• falsely claim creatorship or rightsholdership in your declaration. It is strictly prohibited to pass off protected works of third parties as your own property or impersonate another natural or legal person,

• provide licence links (URLSs) within the metadata of works or assets that infringe the rights of third parties with your licences. This expressly includes infringements of the right to one's own image, third-party copyrights, trademark, patent or other intellectual property rights.

• provide links (URLSs) within the metadata of works or assets that lead third parties to third-party services and websites infringing third party intellectual property, such as piracy sites,

• upload works and assets to the Liccium Services that are pornographic, discriminatory, offensive, defamatory, inciting, violent or entice violence, threatening, harassing or defamatory.

If you become aware of any third-party content that violates the above restrictions, please contact us immediately at the following e-mail address: [e-mail].

8.2 Thumbnails can serve as an optional, publicly viewable asset preview. As part of the declaration process, you can decide to make thumbnails of the assets publicly accessible. Depending on your choice, thumbnails generated from the digital media files (not the uploaded digital media assets themselves) may be permanently stored on immutable and persistent peer-to-peer hosting and/or Liccium servers. The thumbnails have a physical resolution of 128 pixels for the larger side of the image.

9. Generating ISCC

Liccium Services are using software to generate content-derived identifiers, based on the International Standard Content Code (ISCC), which is currently a Draft International Standard at ISO (ISO/DIS 24138). ISCC is an identification system for digital assets (including encodings of text, images, audio, video or other content across all media-sectors), a content-derived identifier, using cryptographic and similarity-preserving hashes to create a unique ID for each digital asset.

You are aware of and understand that:

• ISCC codes are generated using open source software

• The generation or declaration of an ISCC code in itself does not make any statement or claim about authorship or ownership of the identified content

• any user, system, or machine with access to the digital asset may also independently generate an identical or similar ISCC code from the identical or similar asset.

Liccium B.V. is not liable for the software developed by third parties or damages or claims resulting from faults, mistakes and bugs contained within.

10. Asset and Metadata Management

10.1 Liccium Services offers a digital platform for you to input metadata associated with your work or asset.

Inputting third-party personal data without proper consent or justification, or in violation of legal norms such as moral rights, trademarks, patents, or intellectual property rights, is strictly forbidden. Liccium BV retains the authority to revoke your access to the services without prior notice if there's a violation or credible suspicion of infringing third-party rights.

Should you identify any content that breaches these stipulations, please promptly notify us at: [e-mail].

A persistent link (URL) is generated by the Liccium Services to the metadata (“Metadata URL”).

10.2 Based on your specific agreement with Liccium B.V., the company reserves the right to store your assets and metadata on its servers. These assets and metadata can be deleted upon your request. Notably, Liccium B.V.'s servers are owned by Amazon.com, Inc. and are situated in Frankfurt/M., Germany.

If you have a distinct agreement with Liccium B.V. to utilise Liccium Services on-premise, you'll be responsible for your data storage, eliminating the need to upload content to Liccium B.V.'s servers. In such instances, the terms of your specialised agreement with Liccium B.V., termed the "Liccium Virtual Machine Service," will be in effect.

11. Declarations

11.1 Liccium Services facilitate the declaration of the ISCC code and a URL on a blockchain, that points to metadata in a JSON format.

11.2 To publicly declare, you'll digitally authenticate a blockchain transaction using your non-custodial wallet.

This action records the ISCC code and the URL to the metadata onto an immutable public blockchain. It's essential to note that you maintain control of the wallet and are solely responsible for covering declaration costs using the chosen blockchain network's cryptocurrency.

11.3 Declarations enable users, automated systems, and third-party applications to discover, identify, and authenticate the declaration, and to access the provided metadata.

The metadata encompassed in a Declaration is publicly accessible. It may be continuously hosted on immutable and persistent peer-to-peer servers, irrevocably linked in blockchain transactions, and integrated into smart contracts on public blockchain networks as a part of this service.

It's crucial to understand that once a Declaration is made, the data becomes irreversible and cannot be removed from publicly accessible blockchains. While Declarations can't be revoked or deleted, they can be modified or updated. However, the original Declaration will always be retained in the asset's history.

11.4 Liccium B.V. reserves, as part of the preprocessing service, the right to generate all necessary assets for the service and the right to change and amend and create assets and metadata as necessary for the service. This includes saving versions of the original assets in differently edited versions (i.e., in case of images: cropping), this right is solely restricted for the purposes to enable a best possible search of the original file and the allocation of assets on platforms and Social Media such as Instagram where files are typically and automatically edited and amended (“Matching”).

11.5 Should you wish for a removal of data, please send a request specifying the assets with their ISCC code individually by sending an e-mail Address to [e-mail]. We may request further documentation about rights ownership in the course of removal.

12. Termination

12.1 Your Termination

You have the option to terminate your agreement and thereby close your account by providing Liccium B.V. with a written notice ten (10) days in advance. This can be done by sending an email to [e-mail].

Upon termination, your data will be deleted from our servers, you have the possibility to download your data before this date.

Declarations will remain valid and persistent on public blockchain networks.

12.2 Termination by Liccium B.V.

If you act in breach of contract, in particular if you (a) are late with payments owed (b) you or an authorised user of your account breach any provision of these terms and conditions, (c) insolvency proceedings or similar proceedings are initiated or conducted against you, Liccium BV may, without prior notice, (i) block your account and your use of the Liccium Services, (ii) terminate your account, and (iii) use all other legal remedies available to Liccium BV.

In the event of termination, the following will apply: (a) you will continue to owe all debts due, (b) licences and rights of use relating to the Website, the Liccium Services and intellectual property will cease to be available to you and will terminate, (c) the obligation on the part of Liccium B.V. to provide services to you will cease with immediate effect.

13. Data Protection

Liccium B.V. will use user data and content only as necessary to provide the Liccium services. Liccium BV may share user data and content with third-party service providers as necessary to provide the Liccium Services, such as hosting and storage providers. Any third-party service providers will be required to protect user data and content in accordance with this policy.

You have the right to access, correct, and delete your personal data at any time. You can contact us by sending an e-mail to [e-mail]

Please see our Data Protection Policy in detail here, https://liccium.com/privacy-policy/

14. Jurisdiction and Venue

14.1 The Contract between you and Liccium B.V. is subject to Dutch Law, to the express exclusion of the rules of private international law.

14.2 All disputes arising in connection with the present agreement, or further agreements resulting therefrom, shall be settled in accordance with the Arbitration Rules of the Netherlands Arbitration Institute (NAI). The place of arbitration shall be Amsterdam (the Netherlands). The proceedings shall be conducted in English.

14.3 Any court proceedings in the Netherlands before, during or after the arbitration will - to the extent allowed by law - exclusively be dealt with by the Amsterdam District Court or the Amsterdam Court of Appeal, whichever has jurisdiction, following proceedings in English before the Chambers for International Commercial Matters (Netherlands Commercial Court, which consists of the NCC District Court, the NCC Court in Summary Proceedings and the NCC Court of Appeal). The NCC Rules of Procedure (see www.ncc.gov.nl) apply to these proceedings. This clause is not intended to exclude Supreme Court appeal.

Contact

Liccium B.V. B0erhaavelaan ninty9, two334 EG Leiden E-mail: i nfo @ liccium. com