AUDIOVISUAL WORK LICENSE AGREEMENT
Sept 3rd, 2018
1.1. You, hereinafter referred to as Rights Holder under the present Audiovisual Work License Agreement, attest your explicit agreement with these Audiovisual Work License Agreement (the “License”) terms and declare that you have read them in full before freely joining them. If you, the Rights Holder, do not agree or if you are not willing to comply with any term or provision on the present License, you must not join them, nor require the licensing of audiovisual works rights held/owned by you at VIDEOCAMP.
1.2.1. The Users, by registering themselves in the platform, can become Exhibitors in order to make free public exhibitions of such works, which VIDEOCAMP can make available through a link at the VIDEOCAMP website, which will send its users to third parties platforms/websites, where those works are available aiming at the works’ disclosure, which will contribute to gather interested people who, together, will be able to make socially relevant issues to circle.
1.2.2. Since it is offered by VIDEOCAMP platform, any and all selected audiovisual work can show in the field entitled “You can also watch at:”, the indication of other internet apps, platforms and media on which is possible to access the referred work.
1.3. If the Rights Holder wants to submit one or more audiovisual works so that VIDEOCAMP can analyze them and decide if they will be offered, through the platform, in order to make free public exhibitions by the Exhibitors, under the specific licensing terms referred bellow, he should correctly fill the Rights Holder’s and Work’s Register of which the Rights Holder is the owner.
2. Rights Holder’s and Work’s Register:
2.1. The Rights Holder states that has filled all the fields of the Rights Holder’s and Work’s Register, with correct, complete and accurate information.
2.2. The Rights Holder declares to be 18 years old at least (or to be an emancipated minor), fully capable to freely consent with the present License and commit to comply with them. If the Rights Holder is not 18 years old yet (or if not emancipated) or if he/she is not fully capable, the Rights Holder must not use the VIDEOCAMP services.
2.3. If the Rights Holder is a legal entity, the person identified as its legal representative must have full powers and full legal authority and factual capacity to assign the rights in the name of such legal entity.
2.4. If the Rights Holder’s Register is filled through Facebook, the Rights Holder states that all the information provided to Facebook is accurate, complete and reliable, as well as entitles Facebook to transfer such data to VIDEOCAMP platform.
2.5. The Rights Holder undertakes to update the Rights Holder’s and Work’s Register, whenever any of the information provided on its Register undergoes any changes, within five business days from the referred change. At VIDEOCAMP’s request, at any time and for any reason, the Rights Holder undertakes to send copies of the supporting documents of such information, within three business days from the date it receives from VIDEOCAMP an e-mail requesting such documents (so that VIDEOCAMP can come to a conclusion, within five business days, from the date the referred information and documents are received, if they are reliable and able to prove the accuracy and authenticity of the information provided on the Rights Holder’s and Work’s Register, as well as the ownership of the Rights Holder over the audiovisual work specified at the referred register), otherwise VIDEOCAMP is entitled to automatically cancel the Rights Holder’s and Work’s Register, as well as to disable his/her access to VIDEOCAMP.
2.6. The Rights Holder represents and warrants that he/she has filled all the fields of the Rights Holder’s and Work’s Register with correct, complete and reliable information. He/She also represents and warrants, furthermore, to have provided technical material related to the work, required at the Rights Holder’s and Work’s Register, according to the technical specifications detailed on it. The Rights Holder also declares that he/she understands that the Rights Holder’s and Work’s Register refers exclusively to the specified audiovisual Work(s) defined by him/her in the present License as the Work on the Register to be the object of the License to VIDEOCAMP, if selected by VIDEOCAMP.
2.7. The Rights Holder represents and warrants to hold the totality of property rights (not limited to the copyright) over the works specified at the Rights Holder’s and Work’s Register required to granting this license to VIDEOCAMP (so that VIDEOCAMP, at its own discretion, and if it selects one or more works from the register, can exercise all the rights granted by the License).
2.8. The Rights Holder states that there is no legal or contractual burden, encumbrance or restriction that may affect the exercise by VIDEOCAMP by the users enrolled by VIDEOCAMP to exhibit the referred works of the license granted hereby. The Rights Holder is solely and exclusively responsible for the payment of any rights, wages and/or credits of any kind owed to natural or legal persons involved in the production or otherwise needed in the production and exploration of the works specified by him/her on the Rights Holder’s and Work’s Register, according to the license herein granted to VIDEOCAMP (except for the rights of public performance of synchronized phonograms in such works, the payment of which, by virtue of law, is due by the responsible for the public exhibition of such works, under the terms of the current Copyright Law, and not by VIDEOCAMP).
2.9. The Rights Holder ensures that this license, as well as the terms and provisions of the License, do not violate rights of any third parties and that he/she will be solely responsible for the works specified in the Rights Holder’s and Work’s Register, as well as by the consequences of its use, according to the license terms granted by him/her. Therefore, the Rights Holder exempts VIDEOCAMP and its users from any liabilities – such as labor, social security, syndical, insurance, authorial – and other obligations arising from the production and exploration of the work(s) specified in the Rights Holder’s and Work’s Register. In the event of any losses incurred by VIDEOCAMP, the Rights Holder must reimburse VIDEOCAMP in full and immediately for such losses, otherwise VIDEOCAMP will have the right to order redress from the Rights Holder due to such damages.
2.10. In the event that VIDEOCAMP or any of its users is notified or communicated by any third party (“complainant”) of any irregularity regarding the license specified in the Rights Holder’s and Work’s Register, VIDEOCAMP will preventively remove the respective work(s) from the platform, within 24 hours, until, in good faith, but at its own discretion, it has time to assess the accuracy of the complainant’s statements. VIDEOCAMP will then send a written notice to such third party, in which it will provide the Rights Holder’s full name and e-mail. Furthermore, VIDEOCAMP will send a written notice to the Rights Holder’s e-mail, notifying him/her of such third party’s notification or communication and giving the Rights Holder three business days, from the date the e-mail was sent, so that the Rights Holder shall send to VIDEOCAMP’s head office the full copy of the contracts which prove that the Rights Holder holds all the required rights to grant to VIDEOCAMP the license specified in the Rights Holder’s and Work’s Register; notwithstanding the aforesaid, VIDEOCAMP will be entitled to permanently, automatically and at any time remove the Rights Holder and its respective works from the VIDEOCAMP platform. In the event of loss of any kind for VIDEOCAMP, the Rights Holder must reimburse VIDEOCAMP in full and immediately for such losses, otherwise VIDEOCAMP will have the right to order redress from the Rights Holder due to such damages.
2.11. In the event the Rights Holder sends the supporting documents referred to in the item above to VIDEOCAMP, within the specified period, VIDEOCAMP will analyze the referred contracts, within five business days, and decide, at its reasonable discretion, if the Rights Holder holds all the required rights over the License of the work(s) specified in the Rights Holder’s and Work’s Register. If VIDEOCAMP understands that the Rights Holder does not hold, in full or in part, the referred rights; if VIDEOCAMP has reasonable doubts as to the authenticity of such documents or if it understands that the irregularity alleged by a third party arises from a certain or probable violation of any attributes of the personality of one or more individuals or other third party’s rights, then VIDEOCAMP is entitled to remove permanently, automatically and at any time the work(s) specified in the Rights Holder’s and Work’s Register, whose required rights do not fully belong to the Rights Holder, or to remove the Rights Holder itself from the VIDEOCAMP platform. In the event of loss of any kind for VIDEOCAMP, the Rights Holder must reimburse VIDEOCAMP in full and immediately for such losses, otherwise VIDEOCAMP will have the right to order redress from the Rights Holder due to such damages.
2.12. The Rights Holder undertakes to inform the age restriction suggestions for certain audiences (age ratings / parental advisory) of each work specified in the Rights Holder’s and Work’s Register, in accordance with the applicable Brazilian legislation, being fully responsible for this, including before third parties.
2.13. Whenever the Rights Holder wishes to grant VIDEOCAMP a license related to an additional audiovisual work, he/she must update the Rights Holder’s and Work’s Register to include such work, as well as he/she must read, agree and re-join the Licence made available by VIDEOCAMP at www.videocamp.com, at the time such new License has been granted, since the Terms may have undergone changes in relation to the present version of the License, without prejudice to the provisions of items 7.3 and 7.5 below.
3. Selection Process of the work(s) specified in the Rights Holder’s and Work’s Register:
3.1. If the Rights Holder has duly filled the Rights Holder’s and Work’s Register, the respective work(s) will be submitted to VIDEOCAMP’s selection process and, if selected by the latter, it/they will automatically become the subject of the License.
3.2. VIDEOCAMP shall have the right, within 90 (ninety) days from the date on which the Rights Holder’s and Work’s Register is duly completed, to analyze the respective work(s) and to freely decide whether, in accordance with the following criteria, such work(s) will be included in the VIDEOCAMP platform and will be subject to this License:
- technical quality of film shooting, production, post production and completion of such work(s);
- non-offensive content of such work(s) to ethical and moral values of social groups mentioned or represented on them;
- social relevance of the subjects covered in such works;
- the capacity of such work(s) to inspire and mobilize viewers to positively change their opinions or attitudes regarding the subject(s) addressed in such work(s); and
- minimum duration of 6 minutes (applicable to Works registered by the Rights Holders as of July 1st, 2018).
3.3. VIDEOCAMP’s decision to select or not the work(s) specified in the Rights Holder’s and Work’s Register will be notified to the Rights Holder by e-mail. That decision shall not be subject to appeal. In case that/those work(s) is/are selected, it/they will automatically become the subject to this License.
4. Specific Licensing Terms:
4.1. This License shall be understood as: the free, definitive, irrevocable authorization by the Rights Holder (and not exclusive of the Rights Holder), for the entire period of copyright protection of the work(s) until they become public domain, in the form of applicable legislation, so that the work(s) specified in the Rights Holder’s and Work’s Register, if selected by VIDEOCAMP, may be offered and communicated by VIDEOCAMP to any VIDEOCAMP users, from the VIDEOCAMP platform, so that any users of VIDEOCAMP (individuals or legal entities, whether for profit or not, public or private) can use the link provided by VIDEOCAMP, according to the specifications provided by each Rights Holder in the Rights Holder’s and Work’s Register, to:
(i) promote the public exhibition of works previously registered by each Rights Holder and previously made available by them through Vimeo platform <www.vimeo.com> (according to the terms of service provided by Vimeo to its users, therefore without interference of VIDEOCAMP), in any format or media channel, in any place, in any territory of the world (except for places expressly excluded by the Rights Holder in the Rights Holder’s and Work’s Register), without charging for such exhibition, for any number of people;
(ii) view and watch the selected work(s) at VIDEOCAMP platform through the insertion by VIMEO platform (according to the terms of service provided directly by VIMEO, without interference of VIDEOCAMP); and
(iii) exceptionally in relation to the Works registered by the Rights Holder at VIDEOCAMP until July 1st 2018, items (i) and (ii) above shall also be apply to the works made available at Youtube platform.
4.2. The Rights Holder authorizes VIDEOCAMP to reproduce any excerpts of the selected work(s), provided that in a maximum time of 120 (one hundred and twenty) seconds, in promotional materials developed by VIDEOCAMP, for disclosure and promotion of the platform, by any means, to third parties.
4.3. Whenever VIDEOCAMP receives from one of its previously registered users a written request, duly completed, of 1 (one) exhibition of a work specified in the Rights Holder’s and Work’s Register (which will contain the data of the intended location for the exhibition, the number of estimated public and the period within the exhibition(s) may occur), VIDEOCAMP may allow the exhibition of the referred work for such user and will offer to the Rights Holder a field at VIDEOCAMP site where the Rights Holder will be able to keep track of which exhibitions are scheduled.
4.4. This License shall remain in force without time limit, until the Rights Holder or VIDEOCAMP decides to terminate it, which can happen at any time, through written notice to the other party, two working days in advance; the exhibitions of the works specified in the Rights Holder’s and Work’s Register, which have been previously required under the present License must be protected from the contract termination.
4.5. The License granted to VIDEOCAMP assigns to VIDEOCAMP the prerogative (but not the obligation) to insert in the work(s), before its commencement, a card freely prepared by VIDEOCAMP promoting/containing information regarding its platform or the License. VIDEOCAMP is entitled to, at its sole discretion and without any obligation to do so, upon prior provision of such materials by the Exhibitor, send to the Rights Holder photographic or audiovisual material that evidence one or more exhibitions of the work(s) specified in the Rights Holder’s and Work’s Register and subject to individual authorizations provided by third parties. The Rights Holder, hereby, undertakes not to make any use of such photographic or audiovisual material, under the penalty of redress for any losses and damages arising from such unauthorized use and other penalties provided for in this License.
4.6. The Rights Holder acknowledges and agrees that the work(s) specified in the Rights Holder’s and Work’s Register, at VIDEOCAMP's discretion may not be hosted at VIDEOCAMP's website, but at any third-party websites expressly indicated to the Rights Holder in the Rights Holder’s and Work’s Register, in which case the Rights Holder, before licensing one or more works for VIDEOCAMP, shall have freely agreed to the terms and conditions of contracting the said third party website(s) and must have made available such work(s) at those website(s), so that VIDEOCAMP can offer to its users a link to the referred work(s). The Rights Holder acknowledges and agrees that VIDEOCAMP is not allowed and shall not interfere with the content of such third-party website(s); VIDEOCAMP doesn’t have participation or interference on the contractual instruments prepared by third-party websites, and the Rights Holder exempts VIDEOCAMP from any responsibility arising from the use of the work(s) specified in the Rights Holder’s and Work’s Register by VIDEOCAMP users or by third-parties at third-parties websites, which also applies in the event that the Rights Holder expressly informs in the Rights Holder’s and Work’s Register about the eventual existence of third-party websites where such work(s) may be freely viewed by any person.
4.7. The License granted to VIDEOCAMP, in any hypothesis, includes the VIDEOCAMP’s prerogative to present each work specified in the Rights Holder’s and Work’s Register, separately or in conjunction with other audiovisual works selected by VIDEOCAMP, with or without a review, synopsis and critics, freely prepared by VIDEOCAMP, being the prerogative of VIDEOCAMP: to use, in whole or in part, data related to the respective work(s) included by the Rights Holder in the Rights Holder’s and Work’s Register; and to offer to its users the tools through which they can review, evaluate, rank and freely criticize such works at VIDEOCAMP platform, which may have visibility for the general public, without VIDEOCAMP having to exercise any type of control over these comments and critics and without being in any way held responsible for such comments and critics, regardless of their content.
5. Content Restrictions
5.1. The Rights Holder acknowledges and agrees that he/she won’t be authorized to license to VIDEOCAMP any audiovisual works that:
- violate intellectual property rights or other third-party rights;
- violate any law; or
- contain scenes that, taking into account the context of the respective audiovisual works where such scenes are inserted: (i) are of explicit sex or pornography or of extreme violence; (ii) promote or in any way incite discrimination of race, gender, creed or religion; (iii) may be harmful or offensive to minors or, in any way, incite any type of offense against minors; and/or (iv) show cruel treatment or violence against animals.
6. Liability, applicable law and jurisdiction
6.1. In the event that the Rights Holder is held liable or prosecuted, whether judicially or extra-judicially by any third party, as a result of alleged violation of rights directly or indirectly related to the availability and exhibition of work(s) specified in the Rights Holder’s and Work’s Register, under the terms of this License, or somehow related to the production or to the content of such work(s), or to the rights ownership inherent to them, the Rights Holder undertakes to take actions, directly and at its own expense, in order to settle such disputes, whether they are pecuniary duties, covenants or restrictive covenants, taking all the measures for the solution of the respective problem, under penalty of duty to compensate VIDEOCAMP for any damages to the latter or to its users, including those arising from the defense or sponsorship of the Rights Holder’s interests, whether in court or outside court, including attorney's fees, reasonable court costs, judicial or extrajudicial agreements/settlements. In the event of lawsuits against VIDEOCAMP, its successors and assignees, VIDEOCAMP, at its discretion, can present its own defense directly, in which case the Rights Holder must indemnify VIDEOCAMP, its successors and/or assignees for all legal costs incurred by virtue of such actions, as well as the costs related to agreements or any amounts paid to terminate such matters, provided that, in the event of settlements, these, at the discretion of VIDEOCAMP, may be negotiated jointly by the Rights Holder and VIDEOCAMP.
6.3. VIDEOCAMP reserves the right to, at any time, cease to offer the VIDEOCAMP platform and, in this case, unilaterally and immediately revoke any license related to the work(s) specified in the Rights Holder's and Work’s Register; such decision will not be considered as damage or loss to the Rights Holder, provided that VIDEOCAMP notifies the Rights Holder, if it decides to discontinue the tool at any time. In addition, VIDEOCAMP may cancel the Rights Holder’s access to VIDEOCAMP, as well as to delete the work(s) specified in the Rights Holder’s and Work’s Register, in case the Rights Holder violates the License or any terms and provisions of the present License without ceasing such violation within two business days, from the day he/she receives a notice or email from VIDEOCAMP requiring the cessation of such violation.
6.4. By adhering to the present License, the Rights Holder undertakes to observe and comply with the applicable Brazilian Legislation, regardless the location and country from which the Rights Holder is using VIDEOCAMP services (except if the Rights Holder accesses the services from a country other than Brazil, whose legislation makes obligatory - and not optional - the application of that country’s legislation upon its relationship with VIDEOCAMP, in which case this latter legislation shall apply) and elects the judicial courts of São Paulo, in the State of São Paulo, Brazil, as the only competent jurisdiction to hear and resolve disputes arising from this License.
7. Communications and General Provisions
7.1. All communications and notices to the Rights Holder will be made through the e-mail email@example.com or, at VIDEOCAMP’s discretion, by correspondence with proof of shipping to the address specified in the Rights Holder’s and Work’s Register.
7.2. All communications and notices to VIDEOCAMP will be made through e-mails sent by the Rights Holder to “firstname.lastname@example.org”, filling the subject line with the expression “WORK RIGHTS HOLDER” and sending the same e-mail message to the “Management Team of VIDEOCAMP Platform”.
7.3. VIDEOCAMP can modify this License at any time, provided that, if it makes one or more changes, since such changes are not related to the license extension provided for on Clause 4 above, the Rights Holder must be notified, so that he/she can access the updated version of the License, through a link that will be provided by VIDEOCAMP.
7.4. The rights and obligations arising from this License can’t be assigned or licensed by the Rights Holder but may be assigned and licensed to third parties by VIDEOCAMP.
7.5. Nothing in this instrument may be understood as a guarantee granted by VIDEOCAMP or an obligation enforceable against VIDEOCAMP to promote the continuity of the provision of any feature, or the access to its platform. Any aspects of VIDEOCAMP, whether related to its existence, availability, usability, features or characteristics, may be modified or terminated at any time, at VIDEOCAMP’s sole discretion, and may also be suspended or discontinued; VIDEOCAMP will not be liable for any of those actions. It is hereby confirmed that such alterations, exclusions or the platform extinction can occur at any time, without prior notice to Users, Rights Holders or Exhibitors.
8. Data Storage:
8.1. IN ACCORDANCE WITH THE PROVISIONS HEREIN, THE RIGHTS HOLDER EXPRESSLY MANIFESTS, THROUGH THE CONSENT WITH THE PRESENT LICENSE, HIS/HER PERMISSION TO VIDEOCAMP STORE, WITHOUT TIME LIMITATION, DURING ALL THE TIME WHILE THE LICENSE IS IN FORCE, THE DATA PROVIDED WHEN THE REGISTERS AND LICENSING INTENTIONS WERE COMPLETED. VIDEOCAMP IS ALSO HEREBY AUTHORIZED TO USE AND PROCESS SUCH DATA, AS WELL AS ANY INFORMATION ABOUT THE WORK, WHICH HAVE BEEN PROVIDED AT THE TIME OF THE RIGHTS HOLDER’S AND WORK’S REGISTER, DURING THE SELECTION PROCESS OF AUDIOVISUAL WORKS OR AT ANY TIME.
8.2. THE DATA COLLECTED WILL BE STORED AND USED BY VIDEOCAMP ONLY FOR THE PURPOSE OF MAINTENANCE OF THE PLATFORM ACTIVITIES AND ALSO FOR:
- DISCLOSURE OF THE WORK SPECIFIED IN THE RIGHTS HOLDER’S AND WORK’S REGISTER ON THE SITES, MAILINGS OR SOCIAL NETWORKS OF VIDEOCAMP (CREATORS OF THE VIDEOCAMP PLATFORM) AND OF THEIR PARTNERS OF ANY OF THOSE INSTITUTIONS; AND
- COMMUNICATIONS ABOUT NEW THIRD PARTY WORKS AVAILABLE AT VIDEOCAMP, ABOUT NEW SERVICES OR OPPORTUNITIES OFFERED BY VIDEOCAMP OR ABOUT EVENTS AND ACTIVITIES CARRIED OUT BY VIDEOCAMP OR ITS PARTNERS.
8.3. VIDEOCAMP UNDERSTANDS THE IMPORTANCE OF PRESERVING THE PRIVACY, HONOR AND IMAGES OF THE PARTIES DIRECTLY OR INDIRECTLY INVOLVED IN THE PLATFORM ACTIVITIES. VIDEOCAMP HEREBY ADOPTS THE FOLLOWING MEASURES AND SECURITY PROCEDURES IN RELATION TO THE DATA COLLECTED:
- PERIODIC UPDATE OF THE SITE SERVERS AND APPLICATIONS;
- USER ACCESS PASSWORD CRYPTOGRAPHY; AND
- MULTILEVEL ACCESS CONTROL.
The Rights Holder undertakes to comply with the present License and, therefore, checks the field below, confirming its acceptance:
9. Field of Adhesion to the License
9.1. I agree to fully comply with the present License and represent and warrant to have correctly completed the Rights Holder’s and Work’s Register: [ ]