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LICENSE AGREEMENT

Last update: 24.01.2022
This License agreement is offer and accession agreement (hereinafter the “Agreement”) is executed BY AND BETWEEN:
MEDIACUBE WORLDWIDE LTD
, represented by the director Spyros Plati, acting under the Charter (hereinafter referred to as the “MEDIACUBE”),
and
[username] (referred to as the “User”)


WHEREAS
:
MEDIACUBE is the copyright holder and owner of the Mediacube Pay platform, as well as other services related to it, and provides assistance in the monetization of intellectual property objects.
The user is the creator or copyright holder of various intellectual property objects.
in consideration of the mutual covenants and agreements contained in this Agreement, it is hereby agreed as follows:


1 INTERPRETATION

In this Agreement, unless the context otherwise requires, the following words and expressions shall have the following meanings:
1.1. Mediacube Pay is a service located at:
https://pay.mediacube.co/

1.2. Studio is a service located at:
https://studio.mediacube.network/home
1.3 All other terms in this Agreement are used in the meaning specified in the agreement posted at:
https://assist.mediacube.network/l_rus/knowledge_base/item/188226?sid=35362


2. LICENSE

2.1. The User grants MEDIACUBE the rights to use the Content under the terms of an exclusive license for the entire duration of this Agreement in the territory of countries around the world.
2.2. The rights under the Agreement are granted for use exclusively on the YouTube platform (Platform).
2.3. MEDIACUBE has the right to grant the rights to the Content by sublicense Google Inc. and its affiliates.
2.4. MEDIACUBE pays the User a license fee in accordance with the Agreement.
2.5. MEDIACUBE, in accordance with the rules of the Platform, has the right to use the Content in the following ways:
- copying, storage, inclusion in databases;
- modification, creation of fragments, framing, creation of new individual works from fragments of content;
- conversion to any electronic format;
- providing and making available to the public, public display, providing the User with the opportunity to view/listen to Content interactively at their request from anywhere and at any time;
- translation of Content into any languages of the world, duplication, dubbing, subtitling of Content in any languages of the world and further use of such Content in the ways provided for by this Agreement; real-time broadcast (online broadcast);
- providing the ability to upload/download Content;
- analysis and creation of algorithms, formation of statistical data based on Content;
- advertising and announcing access to User Content, including using content owned by the MEDIACUBE, as well as advertising and announcing content owned by the MEDIACUBE, using User Content solely for the purpose of traffic exchange; using advertising materials in conjunction with Content, including the use of Sponsored Streaming;
- use of Content in a paid subscription;
- placement of the MEDIACUBE logo when using Content in order to inform Users about the MEDIACUBE;
- use of the Content in the ways described in the Terms of Use of the Platform (including in combination with other content);
- prohibition or permission to use the Content in whole or in part to third parties, including the prohibition to use the Content in the ways provided for in this Agreement.
2.6. The granting of rights, payment of remuneration, as well as the procedure for the execution of the Agreement are also regulated by the agreement specified in cl. 1.2.
2.7. The User understands and agrees that all rights granted by MEDIACUBE are necessary for further monetization. MEDIACUBE undertakes not to use the rights except for the purposes of monetization on the YouTube platform.


3. GUARANTEES

3.1. The User guarantees that he really has copyright and related rights to the Content, and that the rights transferred in accordance with clause 2 of this Agreement are free from claims of third parties.
3.2. MEDIACUBE guarantees that the rights transferred to it in accordance with clause 2 will be used only within the framework of this Agreement.
3.3. MEDIACUBE guarantees that when using the Content, its distortions or other actions capable of harming the User will not be allowed.
3.4. The Parties acknowledge that they enter into this Agreement relying on the unconditional validity and truthfulness of the guarantees given in this clause.


4. RIGHTS AND OBLIGATIONS

4.1. MEDIACUBE
4.1.1. the right to make changes to the terms of the Agreement unilaterally and post a new version of the Agreement in the Personal Account. The User undertakes to monitor such changes independently.
4.1.2. it is not entitled to make changes to clauses 5.5, 5.6 and 9.1 of the Agreement without the consent of the User.
4.1.3. has the right to terminate the Agreement unilaterally by notifying the User. The date of termination will be the date of receipt of the notification.
4.1.4. is obliged to provide technical and informational support of the User.


4.2. User
4.2.1. Bears the rights and performs the duties in accordance with the agreement specified in clause 1.3.
4.2.2. Has the right to terminate the Agreement by sending a notification 30 days before the date of termination.


5. CONSIDERATION

5.1. Payments are made in US dollars. The Currency of the Agreement is US Dollars.
5.2. MEDIACUBE pays remuneration to the User by crediting it to the User's account in Mediacube Pay.
5.3. In order to pay the remuneration, the User must register with Mediacube Pay.
5.4. After registering using Mediacube Pay in the Personal Account User with the help of the Profile Balance, gets access to tracking the amounts of remuneration.
5.5. Link to the YouTube channel in respect of which Income is generated:
[channel link]
5.6. MEDIACUBE credits to the Profile Balance:
5.6.1. ___% of Ads Revenue;
5.6.2. ___% of YouTube Premium revenue;
5.6.3. ___% of AdsClaimedViewsrevenue;
5.6.4. ___% of YouTube Premium Claimed Views revenue;
5.6.5. ___% of Sponsorships;
5.6.6. ___% of Superchat.
5.7. Remuneration is calculated solely on the basis of the Platform's reporting and (or) on the basis of concluded MEDIACUBE contracts with third parties.
5.8. The terms of crediting are specified in the Personal Account and depend on the tariff chosen by the User, but no later than the last day of the month following the reporting one.
5.9. Payment of Income to the User is made by clicking the button in the Personal Account of Mediacube Pay called "Withdraw to account" within 10 (ten) banking days.
5.10. All expenses related to bank transfer (bank commissions for transfer, conversion, etc.), as well as expenses incurred by MEDIACUBE as a result of making a transfer using electronic payment systems, fees, taxes are deducted from the User's remuneration. All taxes established by the legislation of User registration are paid by the User in the state of his registration independently.


6. MISCELLANEOUS

6.1. Notices

Any notification pursuant to the present Agreement shall be delivered by registered courier, fax or email and shall be deemed as dispatched on the date actually received.


6.2. Confidentiality

The Parties shall keep strict confidence on financial, commercial and other kind of information received from each other further to the execution hereof and shall take all necessary precautions to avoid divulgence of the obtained information, it being understood that such information may be disclosed to the tax and other competent authorities of the relevant countries for the Parties, as well as to their professional legal advisers and accountants.


6.3. Severability

The unenforceability or invalidity of any clause, sub-clause, section or provision of this Agreement shall not affect the enforceability or validity of the rest of this Agreement.


6.4. Part of the Agreement

The User Agreement located at the address indicated below is an integral part of the Agreement and everything that is not regulated by the Agreement is governed by the User Agreement. Link:
https://assist.mediacube.network/l_rus/knowledge_base/item/188226?sid=35362

6.5. New conditions

This Agreement is a complete and exhaustive document regulating the relations of the Parties on the issues of Content monetization. From the moment of acceptance of this Agreement, all previous oral and written Agreements between the Parties are deemed invalid and/or terminated (including any public offers, additional agreements and other agreements related to the provision of services to the User). Using Studio means that the User agrees to all the terms of the Agreement. The current version of this Agreement is posted in the User's Personal Account.

7. GOVERNING LAW

7.1. This Agreement shall be governed by and construed in accordance with the laws of the Republic of Cyprus.
7.2. All disputes are subject to consideration at the location of MEDIACUBE.


8. LANGUAGES

This Agreement is executed in 2 (two) originals in the Russian and English language. In case of a discrepancy the English version shall prevail.


9. DURATION

9.1. The Agreement comes into force from the moment of User acceptance and is valid for 1 (one) month.
If the User does not notify MEDIACUBE of its intention to terminate the Agreement 30 days before its expiration date, it will be extended for the next 2 month under the same conditions.


IN WITNESS WHEREOF,
the User accepted the terms of the Agreement on the date specified above..
Date of joining - [date]

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