Preamble

KNPB Media B.V. (hereinafter “KNPB”) offers web storage to Content Owners (hereinafter “Content Owner”) for the purpose of making films, videos and other software (“material”) available online for downloads against payment on websites under several domains (hereinafter “KNPB domains”). The present Terms & Conditions /Agreement shall regulate the contractual relationship between Content Owner and KNPB. KNPB has the right to alter and / or modify these Terms & Conditions at any time without prior notice. By registering as a Content Owner on www.contentden.com Content Owner confirms that he has read and understood these Terms & Conditions and declares that he agrees to their application.

I. Scope of Service

1. Content Owner has the possibility to make available material for download worldwide to users of websites under KNPB domains. Content Owner only has to upload his material on KNPB servers. Users of websites under KNPB domains can download Content Owner`s material for private purposes.

2. The material is pushed and promoted by KNPB webmasters in order to generate fee based downloads of the material. For this service KNPB only charges Content Owner a percentage of the price the user pays per download (see VI.).

II. Registration

In order to use the service of KNPB Content Owner has to register and create an account. Content Owner has to provide the necessary information. After registration KNPB will check Content Owner´s information and activate Content Owner`s account. In case the information provided by Content Owner cannot by verified KNPB has the right to refuse account activation.

III. Use of Service

1. Within the scope of these Terms & Conditions Content Owner is allowed to upload material on www.contentden.com and make it available for download to users of websites under KNPB domains.

2. Content Owner may at any time delete his material using his account under www.contentden.com. This however does not hinder the use of material already downloaded and has no influence on the links and advertisements posted on third party websites. Such links and advertisements may still exist although Content Owner has deleted his material. KNPB has no influence on this.

3. KNPB is entitled to check Content Owner`s material and reject it in case it is of deficient technical quality and / or meets one or more of the following criteria:

a) It damages or destroys software or hardware and, in particular which contains malicious code such as computer viruses.
b) It infringes intellectual property rights.
c) It satisfies the elements of libel, slander or defamation.
d) It contains personal material without the consent of the affected party or without legal permission.
e) It is racist, glorifies violence or war, trivializes violence or incites sedition.
f) It incites hatred against sections of the population or against a national, racial, religious or ethnic group, invites violent or capricious acts against such groups or attacks human dignity of other persons by insulting, maliciously ridiculing or defaming sections of the population or one of the above-referenced groups.
g) It offends human dignity, for instance by displaying dying or severely physically or mentally ill persons.
h) It contains pornographic depictions involving children or minors in inappropriate, sexually suggestive positions or sexual abuse.
i) It is obviously apt to constitute a grave risk to the development of children and minors or their upbringing as responsible members within the community, taking into account the particular influence of the medium of dissemination.

IV. Rights of Use of Material

1. In order to perform its services KNPB needs Content Owner`s permission to use the material Content Owner has uploaded on KNPB servers or provided otherwise to KNPB. By agreeing to the application of these Terms & Conditions Content Owner grants KNPB the worldwide non-exclusive right:

a) to make available for download Content Owner`s material to users of websites under KNPB domains for private purposes against payment.
b) to make reproductions of Content Owner`s material.
c) to encode Content Owner`s material and create unlimited numbers of preview pictures, videos, thumbnails or screenshots regarding Content Owner`s material.
d) to split Content Owner`s material into sequences of any size and length and make these available to users of websites under KNPB domains for private purposes.
e) to create cover pictures and additional information regarding Content Owner`s material.
f) to make available for download the material listed under c), d) and e).
g) to make available for free download to users of websites under KNPB domains the material described under c), d) and e) for private purposes.
h) to furnish affiliated external Webmasters and other service providers to KNPB with the material listed under c), d) and e) for the purpose of promoting Content Owner`s material.
i) to place Content Owner`s material next to advertisements and other commercial promotion.
j) to alter and / or modify Content Owner`s material if such modification or alteration is necessary because of technical circumstances, for instance data processing or data transfer.

2. The rights granted under IV.1. shall depend on the duration of this contractual relationship (see IX.).

3. In case KNPB has to make any other use of Content Owner`s material in order to perform its service, KNPB will ask Content Owner`s permission to do so beforehand.

4. Content Owner guarantees that he holds all rights necessary for the use and the exploitation of his materials on websites under domains of KNPB. Content Owner further guarantees that he is in the position to dispose of and transfer these rights effectively. This especially includes the right of making available material online.

V. Intellectual Property and other Rights

1. KNPB respects intellectual property and other rights and expects Content Owner to respect such rights, too. In case Content Owner becomes aware of possible violations and/or infringements of intellectual property and other rights on websites under KNPB domains KNPB ask Content Owner to inform KNPB thereon.

2. In case Content Owner infringes rights mentioned under V.1. KNPB is entitled to right exclude Content Owner from using www.contentden.com and delete any infringing material.

VI. Payment

1. For every completely downloaded gigabyte of Content Owner`s material Content Owner will earn a point in KNPB system. Within a period of one month Content Owner collects points and at the end of the period the points will be cashed out from a pool of money. This pool consists of net sales of subscription memberships for websites under KNPB domains minus the commissions KNPB pays the Webmasters who have achieved the subscription memberships. In case no affiliated external Webmasters are involved, there is no extra commission to be paid. 50 % of this pool is distributed to Content Owner proportional to the points he has accumulated.

2. At any time Content Owner may check his account on www.contentden.com how many points he has accumulated and how many gigabytes of his material have been successfully downloaded. At the end of the period of one month Content Owner may request payment. He receives a pdf voucher, indicating the amount of gigabyte downloaded and the represented amount of money. The amount of money is then transferred to his bank account.

3. Before not having accumulated points equivalent to least 100 € Content Owner cannot request transfer of his credit to his bank account.

VII. Deletion of Material

KNPB is allowed to delete material Content Owner has uploaded on your www.contentden.com account that KNPB has not already rejected if this material violates these Terms & Conditions, especially in the cases listed in III.3., and /or the law. Content Owner will be notified that such infringing material has been detected on his account and that the access to this material has been blocked for a period of thirty days. Within this period Content Owner may make objections against the blocking. If no objections are made the material will permanently be deleted.

VIII. Liability

1. KNPB assumes no liability for any infringements of the rights of third parties, especially intellectual property rights, caused by the material Content Owner has uploaded. In case KNPB is held liable for damages of a third party caused by such infringing material Content Owner has to keep KNPB indemnified against any such claims.

2. KNPB assumes no liability for any damages caused to Content Owner by third parties using Content Owner`s material stored on websites under KNPB domains contrary to the respective Terms & Conditions and / or in unlawful or abusive ways.

3. KNPB assumes no liability for the security and safety of the material Content Owner has uploaded on www.contentden.com. Consequently KNPB cannot be held liable for the loss of Content Owner`s material.

4. Apart from VIII. 1, 2 and 3 KNPB`s liability and the liability of the persons KNPB employs in performing its obligations is limited to breaches of contractual duty with intent or gross negligence. This is however not the case for damages of life, body and health as well as claims based on the infringement of rights, which are vital to you according to the purpose of the contract and/or breaches of duties whose compliance shall enable the proper execution of the contract and on whose compliance the contacting party regularly relies and may rely (cardinal duties). The liability for the infringement of cardinal duties is limited to foreseeable and typical damages.

IX. Duration and Termination

1. This contractual relationship has no limitation in time.

2. Both parties are free to terminate this contractual relationship without reason at any time by written notice (email) within a period of thirty days.

3. KNPB may terminate this contractual relationship with immediate effect and with good reason by written notice. A good reason is deemed for instance in case Content Owner infringes these Terms & Conditions or the law.

X. Final Provisions

1. These Terms & Conditions shall be governed by the law of the Kingdom of the Netherlands. U.N. CISG is excluded.

2. The exclusive jurisdiction for any legal dispute arsing in connection with these Terms & Conditions and the use of websites under KNPB domains is Kerkrade, the Netherlands, to the extent permitted by the law.

3. The invalidity of one provision of the Terms & Conditions has no influence on the validity of the other provisions. The invalid provision shall be replace by a provision, which comes the closest to the parties` economic intent.