Specific conditions to be read in conjunction with the general terms and conditions
Contract to grant SKIMLAB certain powers and licence to use and reproduce the Images
This contract (hereinafter referred to as the “Contract”) is signed when the Designer as defined below clicks on the “accept the seller contract on Jweel” option on the SKIMLAB managed website: “http:// www.jweel.com”.
SKIMLAB, société par actions simplifiées au capital de 17250€, immatriculée au Greffe du Tribunal de Commerce de Strasbourg, et dont le siège social est sis 8, avenue Dante, 67000 STRASBOURG, France, TVA Intracommunautaire n° FR26 793 191 347 ci-après dénommée " SKIMLAB "
On one side,
Le Créateur, tel qu’identifié lors de son inscription et après l'ouverture d'une boutique sur JWEEL.COM, conformément à la section Modalité d’inscription du Créateur du présent Contrat, ci-après désigné « Le Créateur »,
Hereinafter referred to collectively as the “Parties” and each individually as “Party”.
- SKIMLAB has dreamt up the creation and operation of a website offering a personalised 3D conception and production service. Based on a design, image or drawing supplied, in 3D or not, made using SKIMLAB free applications or uploaded on SKIMLAB servers (hereinafter referred to as the “Image”), SKIMLAB will have a concrete object made, for example, and without this list being exhaustive: jewellery pieces, miniatures, key holders... (hereinafter referred to as the “Object”).
- SKIMLAB also makes a catalogue of 3D images (hereinafter referred to as the “Catalogue”) available to potential Customers through the website “http:// www.jweel.com” (hereinafter referred to as the “Website”);
- SKIMLAB also enables his partners to embed or present part of the Site, (in particular the Catalogue) into their own website, in order to promote the Service and Objects printing.
- The Designer, who establishes contact with SKIMLAB to have an Object made based on an Image, wishes to authorise SKIMLAB to reproduce the Image in its Catalogue and grants SKIMLAB the authority to manage all aspects of its commercial relationship with potential Customers in order to sell the right to use its Image. Potential customers can also buy the right to use the Designer’s Image available in the Catalogue and have SKIMLAB create an Object based on this Image.
Subject and Duration of the Contract
Right of reproduction and use
The aim of this Contract is to determine the conditions according to which the Designer of an Image authorises SKIMLAB to reproduce it in the Catalogue and to have a real Object made based on this Image.
Through this Contract, the Designer authorises SKIMLAB to reproduce the Image annexed to this Contract in the Catalogue and, as a consequence, to circulate it on its Website and on his partners Website and allow access and downloading of the Image in accordance with article L 122-5 of the French Intellectual Property Code.
Grant of Powers
The aim of this Contract is also to determine the conditions according to which the Designer grants SKIMLAB, who accepts, the power to manage, in its name and on its behalf, all aspects of its commercial relationship with potential Customers, i.e.:
- Establishing contact with potential Customers who wish to buy the right to use the Designer’s Image in order to have SKIMLAB create an Object based on this Image. This contact is established by reproducing the Image in the Catalogue, thus offering potential Customers the possibility of buying the right to use the Image;
- Management of the financial aspect of the commercial relationship with the end Customer, i.e. the collection, on behalf of the Designer, of the amount corresponding to the purchase by the end Customer of the right to use the Image;
- Payment by SKIMLAB to the Designer of a percentage of the price paid by the end Customer to purchase the right to use the Image.
This Contract is signed for an initial duration of 6 months and shall be renewed automatically for an additional period of 6 months, except if the Designer or SKIMLAB decide to remove the Image from the Catalogue in accordance with the provisions of sections Designers’ Rights and Obligations and SKIMLAB's Rights and Obligations below.
Designers’ Rights and Obligations
The Designer declares and guarantees that it has full power to enter into this Contract.
With regards to the right of reproduction and use
- The Designer guarantees that he is the original author of the Image or that he holds exclusive copyrights over Images sent. If this is not the case, the Designer risks legal proceedings by SKIMLAB or the eventual purchaser(s) of Objects sold by SKIMLAB, as well as by the Image’s original author(s).
- If an Image represents an architectural monument, work, person, object or brand protected by specific copyrights (Intellectual Property Code, Image and ownership rights, Civil Code, design and model rights, registered trademarks), it is the Designer’s responsibility to obtain the necessary approval from the holders of these rights for the free dissemination, use and exploitation of this Image.
- Images must not be commercial or promotional in character.
- The Designer undertakes not to propose any Image which, in particular, is harmful, violent, obscene or paedophilic or, in a more general sense, contravenes current laws and regulations. The Image proposed by the Designer must not infringe the rights of any third parties, in particular intellectual property and privacy rights.
- The Designer guarantees that the Image’s medium does not contain any IT programme designed or liable to damage or intercept an IT system or nominative data and information.
With regards to the grant of powers
- Through this Contract, the Designer grants SKIMLAB the power to manage, in its name and on its behalf, all aspects of its commercial relationship with potential Customers, as specified in section Subject and Duration of the Contract.
- The Designer must simply specify the price in return for which it wishes to grant potential Customers the right to use its Image.
- The Designer also grants SKIMLAB the authority to manage its financial relationship with the end Customer.
- The Designer may, at any time, and without justification, remove its Images from the Catalogue. This can be done through the shop management interface, in the User dashboard. The deletion is immediate. The elimination of one or more Images will not, however, cancel nor have any effect upon the eventual sale of Objects concluded by SKIMLAB based on this Image before receipt of the request. Any transaction carried out before the elimination request will thus remain unchanged.
- The Designer may at any time terminate this Contract by deleting his Shop and all Images presented in it. Those Images will be removed from the Website Catalogue, but they will remain available for the Designer in his private space. The Designer must ask for all payment due before deleting his Shop. The Designer therefore loses the Designer status to fall back to a simple User.
SKIMLAB's Rights and Obligations
SKIMLAB reserves the right to refuse any Image which, due to its content or for any other reason, which SKIMLAB is not required to justify, it deems unsuitable for inclusion in the Catalogue.
SKIMLAB reserves the right to exclude an Image or a Designer and thus refuse it access to all or part of the Website’s services.
SKIMLAB does not, at any time, hold rights over the Image provided by the Designer. In this vein, the Designer, when adding its Image to his public Shop on JWEEL.COM, recognises expressly that the Website and its administrators are not responsible for any improper use which may be made of the Images or Objects reproduced based on these Images.
SKIMLAB is an intermediary acting on behalf of the Designer in managing its commercial relationship with potential Customers, allowing the Designer to assign the right to use its Image. SKIMLAB's actions are limited to putting the Designer in contact with potential Customers and managing these commercial relationships.
Scope of the licence
The Designer grants SKIMLAB a non-exclusive, international and non-transferable licence to use, reproduce and publish the Image and to produce Objects based on this Image, in any form or representation, by any process, both current and future, and for any recipient, for the duration of this Contract.
More specifically, the licence granted under this Contract confers upon SKIMLAB the following rights:
- The right to reproduce the Image in its Catalogue [on any graphic, magnetic, optical, digital or electronic medium, whether current or future] and in any other condensed or extended form;
- The right to reproduce the Image in the form of an Object in any modified, condensed or extended form.
- The right to adapt the Image in terms of size, colour, etc.
- The right to use the Image to manufacture an Object by any process.
Scope of the Power
SKIMLAB acts on behalf of the Designer to manage its commercial relationship with potential Customers and with the end Customer. Its role is to establish contact between the Designer and an end Customer allowing the Designer to sell the end Customer the right to use its Image.
SKIMLAB will manage all financial aspects of the commercial relationship between the Designer and the end Customer.
In carrying out its task as intermediary, SKIMLAB undertakes to act in the Designer’s interests and in accordance with its instructions with regard to the set price for the use of its Image.
Nevertheless, SKIMLAB has no results-based obligation towards the Designer and carries out its task in accordance with the limits set out in sectionSKIMLAB's responsability this Contract
Designers’ Registration Modality
L’inscription du Créateur sur la liste des créateurs pour SKIMLAB, simultanément à la création de son espace de vente personnal, dénommé "Boutique" sur le Site et ci-après, permet la constitution de sa Boutique à partir des informations délivrées sur le formulaire prévu à cet effet. Le Créateur est libre de choisir pour chacune des Images enregistrées sur le Site, celle(s) qu’il souhaite voir reproduite(s) dans sa Boutique et sur le Catalogue, en choisissant ajoutant à sa Boutique les Images qu'il souhaite voir diffusées sur le Catalogue et dans sa Boutique.
The Image sent by the Designer will be referenced in the Catalogue which SKIMLAB puts online on its website, accompanied by its name or pseudonym, with a link providing access to its personal page and its Shop.
All Designers wishing to make an Image available in the Catalogue, and thus grant SKIMLAB the power to manage their relationship with potential Customers wanting to purchase an Object produced based on the Image, must provide valid contact details upon registering on the Website to allow proceeds from the sale of an Object reproduced based on the Image to be sent. SKIMLAB shall not be responsible in the event of loss or non-receipt of payment due to the transmission of false or incorrect contact details.
Once the Image has been sent, SKIMLAB will propose it in the Catalogue, and the Object produced from this Image will be sold, where appropriate, on a non-exclusive basis, free of copyright, in accordance with article L 131-4 of the Intellectual Property Code.
SKIMLAB proposes a price to potential Customers defined in accordance, on the one hand, with the price set by the Designer for the transfer of the right to use its Image and, on the other hand, with the size and other specificities of the Object to be manufactured based on the Images appearing in the Catalogue.
Through some specific commercial aggreement, SKIMLAB may define a sales price below the public price as shown on the Site.
On this basis, the Designer receives remuneration from the end Customer, with SKIMLAB as an intermediary, payment being made via SKIMLAB. SKIMLAB does not deducts any remuneration on the price set by the Designer for the right to use its Image.
The Designer is automatically credited on its account for each assignment of the right to use its Image(s) based on the price set by the Designer for the right to use its Image(s). SKIMLAB will transfer the amounts calculated on demand (by mail firstname.lastname@example.org, or via the user interface on the Website), and only to a Paypal account or bank transfer (For designers in SEPA zone).
SKIMLAB does not provide the Designer with any guarantees as regards the selection of the Designer’s proposed Image by an end Customer.
As a consequence, SKIMLAB may not in any way be held responsible for any direct, accessorial, indirect or immaterial damages suffered by the Designer due to use or non-use of the Image, even if the Parties have been informed of the possibility of such damage.
Upon termination of this Contract, SKIMLAB must restrict the Images access to the only Website account of the Designer.
Information – Warning
The Designer recognises that, through this Contract, it has been informed that the sale of rights pertaining to the use of its Image to produce Objects based on this Image is liable to establish the Designer in the capacity of trader, as per article L121-1 of the French Code of Commerce. This requires compliance with certain specific obligations, such as registration in the Trade and Companies Register (Registre du Commerce et des Sociétés), the keeping of private accounts, payment of VAT and other applicable taxes and duties, and adherence to rules regarding invoicing.
As a consequence, the Designer undertakes, in particular, to meet all fiscal and social obligations linked to the sale of its Images.
Applicable law and jurisdiction
The present Terms and Conditions are subject to French law.
The parties will endeavour to resolve any disagreements which may arise between them concerning the interpretation, partial or total execution or non-performance of these general terms and conditions in an amicable fashion.
If the parties are unable to settle their disagreement amicably, the said disagreement will be submitted to a mediator from the Professional Chamber of Mediation and Negotiation (Chambre Professionnelle de la Médiation et de la Négociation - CPMN), due to its professional, independence, neutrality and impartiality guarantees. To submit the case, one of the parties should give the mediator the authority to organise a meeting which the other party must attend within one month of the request. To organise this meeting, the mediator will send a registered letter with acknowledgement of receipt to each of the parties. The parties will share the costs of involvement of the mediator between them in an equitable manner and undertake to participate in at least one meeting with the mediator, seeking to resolve the dispute using the most appropriate solution, with his/her agreement. If the parties cannot come to an agreement, this arbitration clause will be reputed as honoured.
If the parties cannot come to an agreement, this arbitration clause will be reputed as honoured.
With no amicable agreement being found, the disagreement will be brought before the competent jurisdiction of the Strasbourg Appeal Court.Last update: Octobre 1st at 8:13 PM