general terms and conditions
A. General part
Article 1. Definitions
a. General terms and conditions: General Terms and Conditions of the Foundation Stichting CineCrowd, version January 2019, which the Special provisions form part of;
b. Special provisions CineCrowd – Donor: the terms and conditions that exclusively apply to the (legal) relationships between CineCrowd and the Donor
c. Special provisions CineCrowd – Project Holder: the terms and conditions that exclusively apply to the (legal) relationships between CineCrowd and the Project Holder;
d. Campaign: the campaign that is placed by the Project Holder on the Website Project, for which during a term recorded in advance Donations are acquired for the implementation of a Project;
e. CineCrowd: the Foundation Stichting CineCrowd, established in Amsterdam;
f. CineCrowd fee: a fee of 10% to be calculated over the total amount of Donations, which accrue to CineCrowd as payment for the Services provided by it;
g. Crowdfunding: a form of (public) financing by a large number of financiers;
h. Services: The services to be offered by CineCrowd, consisting of:
- offering access to the Website
- offering access to the Project Holders account, including the possibilities for use of the Project Holders account
- offering a technical platform on which the Project Holder can present the Project and attract Donors
- supporting and advising (potential) Project Holders
- offering access to the Donors account, including the possibilities for use of the Donors account
- the management of Donations for the benefit of the Project of the Project Holder, on the basis of a power of attorney granted under Section 60 Book 3 of the Civil Code.
Insofar as these general terms and conditions mention “Services”,
the parts of the Services are intended separately as well as jointly;
i. Target Amount: the target amount of Donations for a Project, which target amount is recorded in advance by the Project Holder. The Target Amount will be made known in the Campaign;
j. Donor: the natural person of 18 years of age or older, or the legal entity that has its own account on the CineCrowd website and that donates, has donated, or will donate money for the benefit of a Project;
k. Donation: A financial contribution by a Donor to a Project in the form of a donation, or as the case may be in exchange for symbolic non-financial consideration;
l. Donors account: the access key for the benefit of the Donor to the services of CineCrowd, consisting of a combination of a user name, email address and password, which are provided by CineCrowd to the Donor;
m. Users: The joint indication for users of the Website, being the Donor and the Project Holder;
n. Agreement: every agreement between (i) CineCrowd and the Project Holder, between (ii) CineCrowd and the Donor;
o. Project: the audio-visual, or as the case may be film project of the Project Holder, as described on the Website and regarding the financing of which a Campaign is set up by the Project Holder;
p. Project Holder: the natural person of 18 years of age or older, or the legal entity, who/which has concluded an Agreement with CineCrowd related to the Project for which a Campaign is conducted;
q. Project Holder account: the access key for the benefit of the Project Holder to the services of CineCrowd, consisting of a combination of a user name, email address and password, which are provided by CineCrowd to the Project Holder;
r. Project Page: the page on the Website on which the Project Holder presents his/her Project by means of a Campaign;
s. Project Plan: the plan of the Project Holder in which the Project Holder sets out the manner in which the Project can be implemented;
t. Website: the website of CineCrowd http://www.CineCrowd.nl, http://www.CineCrowd.be and http://www.Cin...
Article 2. Applicability of the General Terms and Conditions
2.1 These General Terms and Conditions consist of:
A. a general part (articles 1 up to and including article 8),
B. a part that exclusively applies to the (legal) relationships between
CineCrowd and the Project Holder (the Special provisions of CineCrowd – Project Holder, articles 1 up to and including 4),
C. a part that exclusively applies to the (legal) relationships between CineCrowd and the Donor (the Special provisions CineCrowd – Donor, articles 1 and 2)
2.2 These General Terms and Conditions apply to all applications, offers and agreements between CineCrowd and Project Holders as well as between CineCrowd and Donors, unless expressly agreed otherwise in writing between parties. Other (General) Terms and Conditions of the Project Holder or Donor or of other users of the Website do not apply.
2.3 Verbal announcements, promises or arrangements will have no legal effect unless these are confirmed in writing.
2.4 If one or more provisions of these General Terms and Conditions become null and void or are voided, the remaining provisions will remain in full force.
Article 3. Agreement
3.1 The offers and tenders from CineCrowd are completely without obligation and can be revoked by CineCrowd at any time prior to and promptly after the entering into effect of the Agreement.
3.2 The Project Holder and the Donor will be obliged to provide the following information upon the request from CineCrowd:
- if the Project Holder and/or the Donor is/are a legal entity:
a. a copy of an extract from the Chamber of Commerce (not older than 3 months), and
b. a copy of an identity document of one or more persons authorised to sign, depending on the statement on the extract (for a ‘person authorised to sign independently’: 1 identity document, for ‘a director jointly authorised to sign with other director(s)’: 2 identity documents).
- if the Project Holder and/or the Donor is/are a natural person:
c. a copy of a valid proof of identity (passport or residence permit, not a driving licence) + a copy of a bank statement with home address.
d. if the Project Holder and/or Donor is/are a natural person who is younger than 18 years of age: permission in writing from parents/legal representatives of the Project Holder and/or the Donor for entering into an Agreement.
3.3 CineCrowd retains the right to require a review report from a chartered accountant registered in the Netherlands or from an AA accountant with regard to the creditworthiness of the Project Holder, if CineCrowd deems this necessary for the substantiation of the accountability of CineCrowd to the Donor(s) who support or wish to support a project.
Article 4. Donations and payments
4.1 Natural persons, provided that they are 18 years of age or older, as well as legal entities, can donate money via a personal account with CineCrowd for the benefit of a Project.
4.2 The Donation concerns a donation within the meaning of Sections 175 up to and including 188, Book 7 of the Civil Code.
4.3 In conformity with Section 175, subsection 2, Book 7 of the Civil Code, a donation made by a Donor to the Project Holder, will be regarded as accepted by the Project Holder if the Project Holder has not rejected this Donation promptly after having taken note of the Donation.
4.4 Payment on account of the Donation to a Project will be transferred to the bank account of CineCrowd. The Users grant an irrevocable power of attorney to CineCrowd under Section 60 Book 3 of the Civil Code, to take receipt of the Donations on behalf of the Donor for the benefit of a Project in its account and to manage these during the term of the Campaign, subject to the terms and conditions of the Agreement concluded with the Project Holder and subject to these General Terms and Conditions, either (a) to pay these to the Project Holder, or (b) to transfer these back to the Donor, or (c) to have these be for the benefit of another Project on the Website.
4.5 CineCrowd will pay the Donations to a Project Holder when the Target Amount has been achieved, the duration of the Campaign has expired and the Agreement between CineCrowd and the Project Holder has been signed.
4.6 The paid Donations cannot be claimed back or withdrawn by the Donor, unless the Target Amount of the Project has not been completely achieved.
4.7 If at the end of the Campaign at least 80% of the Target Amount has been achieved, the Project Holder must inform the Donors and CineCrowd in writing (including by email) of whether, and if this is the case in what manner, the Project can still be implemented within the parameter of the received Donations. Within five working days after receipt of the proposal in writing from the Project Holder the Donor can state to CineCrowd whether the Donor:
(a) wishes to maintain the Donation to the Project on the basis of this proposal;
(b) wishes to receive the Donation back:
In the event of choice (b) CineCrowd will ensure that the wish of the Donor will be executed within 7 days.
4.8 If, after the completion of the procedure described in article 4.7, the Target Amount is and remains achieved for at least 80%, the actual amount achieved will apply as the Target Amount of the Project and CineCrowd will proceed with the payment of the Donations to the Project Holder.
4.9 If, at the end of the Campaign less than 80% of the Target Amount is achieved, the power of attorney granted by the Project Holder to CineCrowd as described in article 4.4 will end and no obligation will be vested any longer in CineCrowd to pay the Donation to the Project Holder. In such an event CineCrowd will transfer the Donation back to the Donor within 7 days, minus administrative costs of € 0.70 as payment for the Services of CineCrowd.
Article 5. Provision of service and liability of CineCrowd
5.1 The Services of CineCrowd exclusively contain the Services as described in article 1 under (h). CineCrowd exclusively offers a communication platform within which Project Holders and Donors can be brought into contact with each other. However, CineCrowd does not substantively regulate the communication between Project Holder(s) and Donor(s). CineCrowd therefore has at the most very limited control over the quality, safety, regularity, integrity, or accuracy of the (various parts of the) mutual rights and obligations existing between the Project Holder and the Donor on the basis of the Agreement.
5.2 The Project Holder, the Donor, or other users of the Website of CineCrowd will indemnify CineCrowd and will keep CineCrowd indemnified against all claims by third parties for compensation of damage related to the mutual rights and obligations existing between the aforesaid parties and between the aforesaid parties and CineCrowd on the basis of any Agreement or other legal relationships.
5.3 Under no circumstances will CineCrowd be liable for the manner in which Project Holders, Donors, or others make use of the Services provided by CineCrowd. The Project Holders, the Donors, or others will in particular indemnify CineCrowd against claims by third parties related to the content of the files, data and/or materials that are made available by CineCrowd on its Website.
5.4 CineCrowd will not be liable for any damage that has arisen resulting from the non-functioning, or not properly functioning of the facilities of its Website, unless there is an intentional act or gross negligence on the part of CineCrowd.
5.5 If CineCrowd is liable as a result of a failure to be attributed to it, this liability will be limited to direct and demonstrable property damage that is directly related to the failure and will be limited to the maximum amount covered by the liability insurance of CineCrowd. If and insofar as the liability insurance of CineCrowd does not offer cover for the damage concerned, the liability on the part of CineCrowd will be limited to an amount of € 2,500,000. Liability for any form of indirect damage or consequential loss is excluded at any time.
5.6 CineCrowd will be entitled, without any prior notification, to (temporarily) put the Website out of operation, or to restrict the use thereof, without having to provide any reason for this and without any right to compensation arising towards CineCrowd due to this.
5.7 CineCrowd does not guarantee that the Website will be accessible at any time and without interruptions or breakdowns.
5.8 In addition to the other remedies (at law) that are available to CineCrowd, CineCrowd will be entitled to restrict the activities executed by the Project Holder or the Donor related to CineCrowd, to temporarily or permanently discontinue and/or delete and/or keep deleted a Project Holder account or Donator account, to delete the files, data and/or materials, to inform the users of the Website of the activities, to issue a warning and to refuse to provide Services to the Project Holder or to the donor or other users of the Website in particular, but not limited to, if the Project Holder/Donor/other user(s) of the Website:
- act in conflict with the General Terms and Conditions and/or in conflict with these Special provisions;
- CineCrowd is not able to verify or identify any data that the
Project Holder/Donor/other user(s) of the Website provide to CineCrowd;
CineCrowd is of the opinion that the acts of the Project Holder/Donor/other user(s) of the Website can cause damage to other users of the Website or to CineCrowd. CineCrowd will not be liable for this in any manner whatsoever.
6.1 It is possible that the Website contains references to third parties' websites (for example by means of a hyperlink, banner or button). CineCrowd has no control whatsoever over or influence whatsoever on the content and the policy of these websites. On these websites you will fall under the (privacy) rules of the website concerned. CineCrowd therefore will not be responsible for the content and working method of these websites and therefore does not accept any liability whatsoever for these websites.
6.2 CineCrowd does not provide personal data to third parties without permission from the person concerned and CineCrowd uses personal data in accordance with its Privacy Statement as published on the Website.
Article 7. Content and intellectual property rights
7.1 Subject to the applicability of the provisions of these General Terms and Conditions the Users will in principle retain the copyrights and other intellectual property rights that accrue to the Users with regard to the files that are made available by the Users via the Website.
7.2 The Users acknowledge and agree that by making files, data and/or (audio-visual) materials available to CineCrowd (which inter alia means in these provisions: the uploading thereof), the Users automatically provide CineCrowd with:
a. a free of charge, unencumbered, worldwide, non-exclusive licence (i) to use, reproduce, disseminate and publish the files, data and/or (audio-visual) materials related to the Services and (ii) to use and reproduce the files, the data and/or (audio-visual) materials (and to permit third parties to use and reproduce these) in whatsoever media for marketing and/or promotional purposes related to the provision of service of CineCrowd;
b. the right to delete any files, data and/or (audio-visual) materials made available by the Users from the servers of CineCrowd and from the Service of CineCrowd, intended or unintentional, and for any reason whatsoever and also without any reason, without CineCrowd being liable in any manner whatsoever towards the Users.
7.3 The Users guarantee towards CineCrowd that
a. the uploaded information and data and files are correct and accurate and not misleading;
b. the granting of rights described in article 7.2 does not infringe any rights of third parties, including copyrights, related rights, trademark rights, or any other intellectual property rights with regard to the protection of privacy;
c. the files, data and/or (audio-visual) materials referred to in article 7.2 are not in conflict with any law, rule, regulation, or other applicable rules and regulations;
d. the files, data and/or (audio-visual) materials referred to in article 7.2 do not contain any viruses, Trojan horses, worms, bots, or other software that can damage a computerised work or data, or can make these unusable or inaccessible, or can delete or appropriate these.
7.4 Below follows a (non-exhaustive) list of content that the Users may not make available on the Website in any event (whereby all this will be at the discretion of CineCrowd):
- content that is discriminating related to personal appearance, race, religion, gender, culture, origin, or can otherwise be called hurtful;
- content that incites violence against and/or harassment of another or others and/or that results in, or is the result of, exploitation or misusing others;
- content that is in conflict with accepted moral principles or good taste, is violent or contains a link to pornographic material or pornographic websites;
- content whereby personal data is made available;
- content whereby illegal activities are encouraged or committed;
- content whereby chain letters, junk email or spanning is involved;
- content whereby passwords or other information that can be traced back to persons can be requested for commercial or illegal activities;
- content whereby commercial activities are involved without prior permission in writing from CineCrowd, such as adverts, lotteries, competitions or pyramid schemes;
- content whereby a photo or image is included of another person without this person's permission.
7.5 The Users indemnify CineCrowd against claims by third parties towards CineCrowd,
instituted related to the provisions of article 7.3 and 7.4. In the event of failure to comply with the provisions of article 7.3 and 7.4, the party that has uploaded the data or the (audio-visual) material on the Website in conflict with the articles referred to, will be liable for the damage ensuing therefrom for CineCrowd.
Article 8. Termination of the agreement / claiming back a paid Donation
8.1 If and insofar as there is one or more of the circumstances below, CineCrowd can terminate the Agreement concluded with the Project Holder by means of a registered letter to the Project Holder, with immediate effect and without judicial intervention and can claim back from the Project Holder the Donations already paid to the Project Holder:
- The production of the Project/the film has stopped, whether or not temporarily, for a reason other than force majeure on the part of the Project Holder and it is not reasonably foreseeable that the production will be resumed in the near future;
- CineCrowd can demonstrate that the Project Holder has provided incorrect or incomplete data to CineCrowd for acquiring the Donations;
- CineCrowd can demonstrate that the Project Holder has used the Donations for purposes other than for the benefit of the financing of the direct production costs of the Project;
- Also after notice of default the Project Holder does not fulfil the obligations ensuing from the Agreement concluded between the Project Holder and CineCrowd.
8.2 If, after the occurrence of one or more of the circumstances referred to in article 8.1, it is not stated within a reasonable period set out by CineCrowd
in what manner the Project will be continued, or the Project Holder has not remedied the noticed defects within a reasonable period set out by CineCrowd, CineCrowd will be entitled to terminate this Agreement and will be entitled not to proceed with the payment of the Donations to the Project Holder, or as the case may be will be entitled to claim back from the Project Holder the Donations already paid to the Project Holder.
8.3 In addition to the provisions of this article, CineCrowd will be in any event entitled to terminate this Agreement with immediate effect and without judicial intervention and not to proceed with the payment of the Donations, or as the case may be to claim back from the Project Holder the Donations already paid to the Project Holder, if one of the following events occur:
- moratorium is granted to the Project Holder;
- the Project Holder is declared bankrupt or goes into liquidation;
- the Project Holder (as a person) dies;
- the Project Holder goes into liquidation as a legal entity;
- the Project Holder, as a natural person, is placed under guardianship;
- the Project Holder, without any valid ground, refuses or is incapable of continuing or completing the Project (with the exception of force majeure).
8.4 If and insofar as CineCrowd wishes to make use of one or more of the rights described in this article, CineCrowd will inform the Project Holder of this by registered letter.
Article 9. Other provisions; applicable law
9.1 The law of the Netherlands applies to these General Terms and Conditions. Any disputes ensuing from an Agreement will only be submitted to the court with competent jurisdiction in Amsterdam, with the exclusion of any other court.
B. Special provisions CineCrowd – Project Holder
Article 1. Account
1.1 To be able to make use of the Service(s) of CineCrowd, the Project Holder must open a personal account in the manner as described on the Website.
1.2 The registration costs for a Project placed on the Website amount for the Project Holder as a one-off payment that cannot be claimed back of € 75 excluding VAT.
1.3 The Project Holder and CineCrowd will enter into a separate Agreement with regard to the Crowdfunding for the Project.
1.4 The Project Holder guarantees towards CineCrowd that the information that the Project Holder provides to CineCrowd is complete, truthful and correct, including the personal data of the Project Holder such as the name and email address.
1.5 The Project Holder will be personally responsible for the secrecy of the password of the Project Holders account and will not provide third parties with access to the Project Holders account.
1.6 The Project Holder will be personally liable for all damage that arises due to the fact that third parties make unauthorised use, or use without permission, or use without the knowledge the Project Holder, of the Project Holders account.
C. Special provisions CineCrowd – Donor
Article 1. Account
1.1 To be able to make use of the Service(s) of CineCrowd, the Donor must open a personal account in the manner as described on the Website.
1.2 The Donor can terminate his/her account at any required time. The termination of an account will not result in any right to the return of (a) Donation(s).
1.3 The Donor guarantees towards CineCrowd that the information that the Donor provides to CineCrowd is complete, truthful and correct, including the personal data of the Donor such as the name and email address.
1.4 The Donor will be personally responsible for the secrecy of the password of the Donors account and will not provide third parties with access to the Donors account.
1.5 The Donor will be personally liable for all damage that arises due to the fact that third parties make unauthorised use, or use without permission, or use without the knowledge the Donor, of the Donors account.
1.6 The Donor grants an irrevocable power of attorney to CineCrowd under Section 60 Book 3 of the Civil Code, to take receipt of the Donation(s) on behalf of the Donor for the benefit of a Project in the CineCrowd account and to manage these during the term of the Campaign, subject to the terms and conditions of the Agreement concluded with the Project Holder and subject to these General Terms and Conditions, either (a) to pay these to the Project Holder, or (b) to transfer these back to the Donor, or (c) to have these be for the benefit of another Project on the Website.
1.7 The Donor states to be familiar with and to agree to the CineCrowd fee (being 10% of all Donations to a project) being for the benefit of CineCrowd.
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