1. Relationship with Royalty.works
Royalty.works's main business is providing an online database with license agreements platform and related services. For the avoidance of doubt: Royalty.works is solely acting as a service provider. Royalty.works is not responsible for publishing your company’s security transactions or related information on the Platform. Royalty.works does not have control of nor assumes the liability for the registration of your company security transactions on the Platform and any and all related information transmitted via or placed on the Platform. Use of the Platform is entirely at the User's own risk.
2. Applicability
2.1 The use of the Platform as provided by Royalty.works to the User is subject to the Terms of Use. The Terms of Use apply to all Users of the Platform. In order to use the Platform, the User must firstly agree to the Terms of Use. By using the Platform the User understands and agrees that Royalty.works will treat the use of the Platform as acceptance of the Terms of Use from that point onwards.
2.2 These Terms of Use will remain in full force and effect as long as the User uses the Platform and in the event of termination of any membership, registration, service or feature, the User will still be bound by its obligations under these Terms of Use, including any limitations of liability.
3. Use of the Platform
3.1 The User is allowed to use the Platform in accordance with these Terms of Use.
3.2 The User is not allowed to use the Platform in such a manner that the offered information or underlying software can be affected, the use of other visitors can be interrupted and/or can put the functioning of the Platform in a hazardous situation. Furthermore it is not allowed to (a) systematically replicate substantial parts of the Platform, either by printing them on paper, or by storing them in an automated system, or in any other way; (b) remove or alter any information and/or other parts of the Platform, or using the Platform in any way other than that set out in these Terms of Use; (c) use the Platform or parts of the site for creating publications or providing other kinds of services that are in competition with the site (whether online or via other media); (d) use the Platform for unlawful purposes.
3.3 In his use of the Platform, the User must act with due observance of these the Terms of Use and all applicable laws and regulations which are relevant for the use of the Platform.
3.4 Subject to all rights of Royalty.works under these Terms of Use or applicable law, Royalty.works is entitled to deny the User access to the Platform, if the User uses the Platform in a manner that is not in accordance with the Terms of Use or applicable law.
3.5 Royalty.works shall make reasonable efforts to offer the User an uninterrupted access to the Platform. However, Royalty.works can at all times temporarily place (certain parts of) the Platform out of use to remove any failures or to conduct maintenance. In such cases, Royalty.works will inform the User by placing information in this context on the Platform.
3.6 Royalty.works may alter the appearance of the Platform from time to time. In order to be sure that the User has access to the most recent version of the Platform, the User is advised to use the 'refresh' button on its browser on every occasion that the User visits the Platform.
3.7 Royalty.works reserves the right to make changes to the Terms of Use from time to time, for example to address changes to the law or regulatory changes or changes to functionality offered through the Platform. The User will be notified of any change of the Terms of Use by placing information in this context on the Platform. In case the User does not agree with the amended Terms of Use, the User must inform Royalty.works within thirty days after notification. The continued use of the Platform after the date the amended Terms of Use are notified to the User will constitute the acceptance of these amended Terms of Use by the User.
4. Limitation of liability
4.1 Royalty.works does not guarantee the actual availability of the Platform and accepts no liability for the inability to use the Platform. In no case Royalty.works is liable for damages, including but not limited to (i) the loss of profit, (ii) direct or indirect damage, (iii) loss of sales, (iv) loss of income, (v) loss of goodwill, (vi) loss of software or data, (vii) losses that occur during negotiations, (viii) loss of profit opportunities, (ix) loss of the use of computer hardware, computer software or computer data, (x) loss of time by management or other employees, (xi) the inability to exercise any voting right attached to the securities, or (xii) any other losses, suffered directly or indirectly, related to or arising from or in connection with any failure of performance, error, omission, interruption, defect, delay in operation or transmission, computer virus, non-¬accessibility of the Internet by the User, any system failure or any other technical failures, except in case of gross negligence or willful misconduct of Royalty.works. In that case, the liability of Royalty.works will be limited to the direct damage, if any, of the User.
4.2 Royalty.works is not liable for the failure to (timely) pass on or receive messages, data, powers of attorney, or the casting of or having cast any voting rights attached to shares. Royalty.works is not liable for the acts or omissions of the User within the Platform or for the acts or omissions of any other party. The User shall hold Royalty.works harmless against all possible claims by any third party in connection with the use of the services on the Platform (including but not limited to casting of votes attached to the shares by the User).
4.3 The content of the pages published and composed by Royalty.works is derived from sources that are considered reliable. Royalty.works cannot guarantee the accuracy or the completeness of information, facts, opinions, forecasts, results and other related information transmitted to or published on the Platform. Royalty.works accepts no liability for damage arising from the use of or reliance on information made available by or on behalf of Royalty.works. Royalty.works accepts no liability for losses or damage incurred as a result of the use of any information on the Platform. The User should take appropriate measures to verify the accuracy and completeness of the information on the Platform. The information provided by Royalty.works is the property of its suppliers. The copying, republishing or redistributing of the information, whether performed with the help of caching, iframing or similar methods, is forbidden at all times without the prior written consent of Royalty.works.
4.4 The Platform contains links to other sites in order to give the User access to information and services that may be useful to the User. Royalty.works does not own these sites, nor does it endorse the content, information, goods or services supplied therein, and therefore accepts no responsibility or liability for any losses or damage incurred by the User as a result of using these sites.
4.5 Royalty.works is unable to exercise any control over the security or the content of the information that is transmitted on the network or via the service. Royalty.works hereby rejects any liability for sending or receiving incorrect or unlawful information of whatever nature.
5. Copyright and ownership rights
5.1 The copyright and other intellectual and industrial property rights of all the material on the Platform is either owned by royalty.works or has obtained a license from the owners for use on the Platform. The User is permitted to use the site and parts thereof as set out in these Terms of Use.
5.2 The Platform contains trademarks, including the Royalty.works trademark. All trademarks on the site are owned either by royalty.works or Royalty.works has obtained a license from the owners for use on the Platform. The User may not replicate any of these intellectual or industrial property rights or use them in any way other than described in these Terms of Use.
6. Processing of personal data
6.1 The User agrees to the processing of the personal data by Royalty.works provided in relation to the use of the Platform. The processing of personal data of the User will be done in accordance with the Privacy Policy of Royalty.works, which can be found on the Platform. The Privacy Policy forms an integral part of these Terms of Use.
7. General provisions
7.1 If it appears that compliance with any of the Terms of Use is not possible, this shall not affect the validity of the remaining provisions. Royalty.works may, under these Terms of Use, defer the validity of its rights but without loss thereof. Royalty.works may allow others to execute its obligations, or allocate these Terms of Use and related notices and instructions to others without providing notification thereof.
7.2 Use of this site is subject solely and exclusively to the laws of the Netherlands. The applicability of any other legal system is expressly rejected. Any disputes shall in the first instance be dealt exclusively by the competent court in Amsterdam.
8. Definitions
8.1 Royalty.works is an online platform offering a database of license agreements;
8.2 the User: means any user of the Platform;
8.3 the Term of Use: these terms of use, as well as the changes and additions thereto in accordance with clause 5.4, and all documents that are part of these Terms of Use by reference; and
8.4 Platform: the platform of Royalty.works which is accessible via https://royalty.works/