CALVENDO Verlag GmbH
[literally: CALVENDO Publishing House Inc.]
Ottobrunner Straße 39
(hereafter designated: “CALVENDO”)
Sample Street 1 A
11111 Author City
(hereafter designated: “Author”)
1.1 CALVENDO markets your images and texts as calendars (calendars, Easel Calendars (table calendars) etc.) Flipart products (e.g. poster books, Easel Flipart (stand-up mini posters)) and if applicable, further print and digital formats. You create input; wecontrol the production and marketing systems. This makes everything simple and fast.
1.2 CALVENDO demands no uploading fees or cost sharing. The upload is free. You earn from the first copy of printed material sold. You determine the price. You will also be involved in the profits related to digital formats. The calculation of your payment is checked each year by an accountant, and is transparent.
1.3 CALVENDO simply gives you the right to create and market calendars, Flipart products and other such printed and digital products. You may make further use of your images, texts and other such content at any time. That is fair.
1.4 CALVENDO requires a common basis for its cooperation; hence this Contract of Publication. We have formulated it simply to help the partnership process.
2.1 CALVENDO offers an online platform that enables creative persons to publish and market images and texts and other such content in a qualitatively appealing form, online and offline, that means various print formats (e.g. wall decorations, calendars, poster books (“Flipart products”)) and digital formats as products (hereafter designated “Content Products”).
2.2 The subject matter of this Contract of Publication is the reproduction and circulation of Content Products, such as the images, content and texts contained therein and granting of non-exclusive author rights to the content they contain, for the best possible utilization by CALVENDO on the author’s behalf.
2.3 The author shall provide CALVENDO with created Content Product (hereafter designated “Work”) already uploaded by means of the online platform for publication and comprehensive utilization. CALVENDO undertakes to make payments to the author for realized sales of his/her Works uploaded by him and to manage the billing of the payment.
3.1 The author grants CALVENDO the non-exclusive irrevocable, spatially unlimited, transferable right and license to market the Work, and the images and texts and other such content (hereafter designated “Content”) and - where available – any supplementary information necessary for imprint and product description, the in print form or digital form, directly or via third parties, in all print and digital formats and via all available marketing avenues and digital marketing media. Also included, among others, are the rights
(i) to the reproduction and distribution of the Works, or the images contained therein (publishing rights), for example as calendars (calendars, table calendars, pocket calendars etc.) hardcover, softcover, book and/or in magazines, newspapers and other collected works, in all formats such as Print on Demand; (ii) to copy and distribute the Works, or the contents contained therein, through electronic data carriers (electronic offline rights); (iii) to store the Works and the contents contained therein, in databanks and thereby to put them at the disposal of other users who may then via mobile or non-mobile devices and via any of these transmission methods, store, and/or download and/or restore and use them interactively either individually or any way they like; (iv) to carry out advertising, marketing, transfer, promotion, distribution, sale and other digital or non-digital availability of the Works and the contents contained therein, also to Social Media channels; (v) to change, expand and develop the Works and the contents contained therein and this adaption of the Work to be used, copied, distributed and exploited by oneself. If the author enables third parties (trade or end-customers) to access images, calendar, Content Products and the related content, in his/her personal profile content for personalization or individualization, the user concedes to these third parties also the processing rights mentioned in this Clause 3; (vi) the right to grant German or foreign language licenses nationally and internationally; (vii) the right to complete or partial conditional publication and republication, e.g. in newspapers and magazines, on electronic data storage devices or over Online platforms etc.; (viii) the right to merchandise, that is to say, the right to commercial evaluation of the Works and the content contained therein, through production and sale of the wares and/or the provision of services of all kinds using events, names, titles, charts, figures or other such items related to the Work and the contents contained therein.
3.2 The author is aware that CALVENDO, as publishing house under statutes, could be granted remuneration claims through contractual arrangements and distribution plans from copyright collection societies such as e.g. VG-Wort. Provided therefore that the transfers of rights are necessary, they will take place herewith.
3.3 Further, the author concedes to CALVENDO and any other CALVENDO User the non-exclusive, irrevocable, spatially unrestricted, Third Party transferable and licensable rights for unknown types of use at the time of conclusion of this contract of publication. New Uses will be adequately remunerated according to §§ 31a, 32c, Copyright Act.
3.4 The granting of these rights applies to all editions and print runs and for all marketing channels, in particular for retail book trades, auxiliary markets, book clubs, open and restricted user circles and/or online platforms.
3.5 The right to grant user rights to Third Parties ends with the termination of the contractual relationship. Existing license agreements are not affected.
3.6 The Author has the right to limit where and when Work is sold so long as this limit does not hinder an already concluded User contract with a Third party and that the execution of the limit is possible for CALVENDO. The limit applies only in the future and can be created on the User Profile through the link “Sale limitations”.
3.7 In order to ensure optimal marketing, the author grants CALVENDO, the right to carry out at their discretion all Marketing and Sales promotion activities with regards to the sale of Works, especially Work or parts of a Work used for advertising made available at reasonable or reduced prices. For such Marketing or Sales promotion activities, CALVENDO does not owe any payment or owes a reduced payment. The author may withdraw permission for the use of his/her Work for Marketing and Sales promotion activities at any time.
3.8 If an Author makes use of images to create their own Work, and has the authority of another author to do so, this user will retain this authority as protection of the author and their rights, therefore will neither delete nor clear nor make indecipherable any of the content.
3.9 CALVENDO undertakes to mention the names of authors of Works on its products in an appropriate manner.
So long as the created Works of an Author have to do with wall decorations (calendars etc.) that are not delivered wholly as Print PDFs, Works created by the author must fulfill the following conditions:
Format: JPG, color depth: 24 bit/RGB or gray level images, data compression: 80% or better (Quality Category 10 or better). The file extension must be “.jpg”. To create their Wall Decorations, authors working with CMYK images must only use their local layout program and the PDF upload function. Local file names may not contain any spaces, special characters or diacritical marks in foreign languages.
Format: Resolution: CALVENDO products are printed with at least 150 DPI and maximum 300 DPI. Projects with images whose resolution would not reach such a printing quality, cannot be published.
Recommended image sizes (height x width):
DIN A2 Portrait format: 7016 x 4961 pixels
DIN A2 Landscape format: 4961 x 7016 pixels
DIN A3 Portrait format: 4961 x 3508 pixels
DIN A3 Landscape format: 3508 x 4961 pixels
DIN A4 Portrait format: 3508 x 2480 pixels
DIN A4 Landscape format: 2480 x 3508 pixels
DIN A5 Portrait format: 2480 x 1748 pixels
DIN A5 Landscape format: 1748 x 2480 pixels
International format (300 mm x 300 mm, = 12 × 12 inches): 3543 x 3543 pixels
Minimum image sizes (Height x width):
DIN A2 Portrait format: 4961 x 3508 pixels
DIN A2 Landscape format: 3508 x 4961 pixels
DIN A3 Portrait format: 3508 x 2480 pixels
DIN A3 Landscape format: 2480 x 3508 pixels
DIN A4 Portrait format: 2480 x 1748 pixels
DIN A4 Landscape format: 1748 x 2480 pixels
DIN A5 Portrait format: 1748 x 1240 pixels
DIN A5 Landscape format: 1240 x 1748 pixels
International format (300 mm x 300 mm, = 12 × 12 inches): 1772 x 1772 pixels
The image sizes listed here are net sizes, i. e. they do not include the necessary cropping margin of 3 mm for each edge!
File sizes: Individual image files should not exceed a size of 20 MB (JPG) and complete PDF layouts may not be larger than 100 MB.
5.1 In order not to jeopardize the entire program and therewith the other users and authors, CALVENDO is not obligated to publish any Works.
5.2 To make the CALVENDO publishing program as attractive and suitable as possible to its target groups, CALVENDO checks the Work from the aspects of legality, technical realization, completeness of the accompanying information (title, product description, etc.) - thematic classification in the publishing program and the general quality impression.
5.3 CALVENDO will make every effort to notify authors of test results within a month of release requests. No claim exists for execution of the test.
5.4 If a test should show that the Work possesses the characteristics defined in this Agreement and CALVENDO’s Terms and Conditions, and that it fits in with CALVENDO’s publishing program, CALVENDO shall select the Work for publication, usually furnishing it with an ISBN number and EAN number, and offer it for sale. With the release, comes a binding contract of publication signed for the Work. If a test shows that a Work cannot be released for publication for certain reasons, CALVENDO shall notify the author of these reasons and may grant him a second opportunity for improvement. If an author should make two unsuccessful, subsequent attempts at improvement of a specific Work, he/she will not be allowed further improvement opportunities. An author whose work is rejected in a total of five individual projects in succession (i.e. after 15 unsuccessful submissions) can be deleted from the platform by CALVENDO.
6.1 CALVENDO undertakes to remunerate an author for each realized sale of the said author’s Work in print format. A sale is deemed to have been realized when the customer and/or dealer have deposited the purchase price in CALVENDO’s account and when CALVENDO has not needed to create a credit note between the customer and/or dealer regarding said Work exemplar within 12 months (e.g. return of defective product). If in this case the Author was already remunerated, then the amount paid will be either paid back by the author or settled on account through future payments as CALVENDO chooses.
6.2 CALVENDO undertakes to involve the author in the revenue from the products according to the CALVENDO Payment Tables for printed and/or digital products.
6.3 CALVENDO undertakes to perform the billing of revenues from sales of Works to users and end users or to outsource this to a third party.
6.4 The payment is calculated for Works in print format as a percentage share of accrued net receipts for the Work. The exact calculation is given in the CALVENDO Payment Tables valid at the time at which the user ratifies the agreement.
6.5 For certain products, the author can influence the size of the attainable payment through his pricing. The possible prices and their effect on the payment can be ascertained from the CALVENDO Payment Tables for Authors.
6.6 Billing of payment is performed quarterly, first after payment of the amounts charged to the dealer and/or end- customer for the sale.
6.7 Should sales reports required for billing a distribution partner arrive late at CALVENDO, the author will be billed at the latest in the quarter following receipt of the required billing. The billing will also be delayed until the following quarter if a minimum net payment of €30.00 is not achieved. Irrecoverable debts and cancellations, payment in excess for an earlier period as well as legal fees from the implementation of this Agreement shall be deducted from the payment.
6.8 CALVENDO is not obligated to make payments if the rights accorded by this Agreement could not be exercised, e.g. if it is ascertained that the exercise of the rights would harm the rights of a third party.
6.9 Apart from the sales income allotment of a third party in which the author has a share, (e.g. middleman, promoter, catalogue operator and publisher delivery), and which is involved in the successful negotiation of such Works, CALVENDO is entitled to withhold commission of an appropriate amount, based likewise on the CALVENDO Payment Tables.
6.10 Should CALVENDO terminate this Agreement because an author is in breach of his warranties and guarantees, CALVENDO shall be entitled to delete the author’s (user’s) account and its contents. With the deletion, the author will lose his claim to all payments not yet made to him on the deleted content.
7.1 The author guarantees and ensures that he/she owns all the required rights to the Work and that he has at his disposal all rights according to this Agreement, especially to be able to grant rights to the uploaded images and contents including the title wordings. If the Author is a foreign national or uploads any content under foreign legislation, the Author guarantees and ensures that this content may also be used under German law in accordance with this Agreement.
7.2. The author is obligated to take heed of any user restriction information of images and other such content in the accompanying information or product description. Use of the content material contrary to the use instructions contained in the accompanying information and restrictions is in breach of the utilization references.
7.3 The author guarantees and ensures that neither the exercise of his rights in accordance with this Agreement, nor the material contained on the images, their sale or their marketing of used texts in the form of Works infringe on or violate the intellectual property rights, copyrights or other rights of an individual or legal person (or alternatively, of other legal entities).
7.4 The Author exempts CALVENDO, its proxies, Managers, employees, affiliated companies, subcontractors and all other authors who use his Works or contents therein to create additional Content Products to the greatest lawful extent with regard to all demands, liability claims, damages, actions or actionable claims (including corresponding attorney fees), arising from a breach of the assurances, guarantees or duties of the author as elucidated in this Agreement. Moreover, CALVENDO is entitled to commission an attorney of its choice at its own expense to defend and settle such demands or actions. The Author is aware that in the case of rights violations of his/her uploaded images, texts or other such content, such as Content Products, a complete recall throughout the whole Internet (e.g. search engines, Online retail catalogues, Social Media platforms) is not likely in most cases. CALVENDO only has control over its own platform in this respect. If content is distributed on Third Party platforms, CALVENDO will strive to support the author with regards to a possible necessary recall of the content.
7.5 As long as an image, text or other such content is uploaded by a user consists entirely or partly of elements contained in design creation software (e.g. fonts), the user shall give his assurance that he has the rights required by the user conditions according to the user conditions of the specific software, to incorporate these elements in the Work uploaded by him as well as to their use according to this Agreement.
7.6 Presently, on CALVENDO the use of images, whose copyrights belong to VG Bild-Kunst, is only allowed with a prior special agreement with VG Bild-Kunst. VG Bild-Kunst protects the copyrights of the members of Professional Group I. The author therefore gives his/her assurance that he is not a member of the VG Bild-Kunst Professional Group I (artists) and will not use any of these images for which VG Bild-Kunst is protecting copyrights or CALVENDO will notify the membership in VG Bild-Kunst or rather the use of images whose copyrights lie with VG Bild-Kunst. Notification is given thus by email to: firstname.lastname@example.org by stating the username and the title or working title of your project. In this case validation is only possible when CALVENDO arrives at a corresponding special agreement with VG Bild-Kunst. CALVENDO has no obligation to transact such a special agreement with VG Bild-Kunst and is able to deny validation to said user and his/her images. Search capabilities for artists with copyrights at VG Bild-Kunst can be found at www.bildkunst.de.
8.1 User compensation claims for damage are excluded. CALVENDO is especially not liable for damages that might arise from any errors, delays or transmission interruptions caused by malfunctions of the technical systems and platform, improper contents, loss or deletion of data, viruses or any other cause, which might arise in some other manner at the author’s workplace. User claims for damages resulting from injury to life, body or health, and liability for other damages based on intentional or grossly negligent dereliction of duty by CALVENDOS, its legal representatives or vicarious agents are exceptions to this. The stated limitations are also applicable to CALVENDOS’ legal representatives and vicarious agents if claims are asserted directly against them.
8.2 Any liability of CALVENDO deriving from this Agreement is limited to the payment amount owed to the author in terms of this Agreement over a 12-month period prior to enforcement of the respective claim.
9.1 CALVENDO shall take on the responsibility for the organization, production and marketing of said Works via the CALVENDO Internet platform and promote the marketing of the Works. CALVENDO is not obligated to utilize any rights granted.
9.2 CALVENDO shall bill all transactions involving authors’ content punctually and pass on all revenue owed to him.
9.3 CALVENDO may interrupt or cancel a publication at any time.
10.1 The author may remove a Work from the platform by deleting his account and/or deactivating images and Works in this account. However, Works uploaded in the past cannot/may not be deactivated if a removal of a contract already concluded with a Third Party is not possible, or if a removal on such grounds is not possible for CALVENDO.
10.2 CALVENDO may make changes to the platform or delete/upload functions as it sees fit.
10.3 CALVENDO may delete the account of an author who violates CALVENDO’s rules, e.g. its Terms and Conditions. As a consequence, all content uploaded by the author will be deleted, other than the author’s already-uploaded images and contents or Content Products of the author that do not meet CALVENDO’s conditions of use linked to Content Products of another user (other users).
10.4 Upon deletion of an account (see Clauses 5.4, 10.3) all individual author data no longer required for processing the contractual relationship for example, payment of remuneration claims, is erased.
11.1 This contract is subject to German law, excluding the United Nations Convention on the International Sale of Goods (The UN Purchase Law, AKA the CISG, AKA Vienna UN Sales Convention) of April 11, 1980.
11.2 If the author is a merchant, a legal person under public law or a special fund under public law, Munich, Germany shall be the sole place of jurisdiction.
11.3 The author confirms expressly that he/she has read, and accepts, the determinations of (a) the Agreement at hand, (b) the Terms and Conditions of CALVENDO, (c) the CALVENDO Payment Table and (d) all additional agreements, which, by express reference, have become an integral part of the Agreement at hand.
11.4 Should CALVENDO neglect to assert a right stemming from any provision of this Agreement, this should not be viewed as a waiver of any provision or right.
11.5 CALVENDO is entitled to transfer this Agreement to another party without the author’s consent, provided that the said party pledges to remain bound by the provisions of the Agreement.
11.6 Should a provision or provision section of any of the provision(s) of this Agreement be wholly or partly ineffective, then the parties - or if the parties fail to reach agreement, then a competent court - must replace the ineffective provision(s) or provision sections with one or several effective provisions that reflect the content of the ineffective provisions or provision sections as accurately as possible.