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1. COMPANY INFORMATION

1.1

CBA is organised as a private limited company and is established at the address Dubai World Trade Centre, One Central, The Offices 4, 8th floor. Dubai, UAE.

CBA can be contacted by phone +45 9111 6646, +971 585590040 or by e-mail info@cba.as

 

2. DEFINITIONS

CBA GLOBAL FZE

Means CBA, Dubai World Trade Centre, One Central, The Offices 4, 8th floor. Dubai, UAE.

Customer

Means the natural or legal person who purchases services from CBA under an agreement to which these terms and conditions are attached or forms part of the contractual basis.

Agreement

Means the agreement to which these terms and conditions are attached or forms part of the agreement basis.

Content

Means any content – regardless of form – that CBA delivers to the Channel, including but not limited to videos, texts, audio, other literary works, etc.

Channel

Means the YouTube channel that CBA creates and manages on behalf of the customer and to which CBA delivers Content.

Start date

Means the date specified in accordance with the individual agreement between CBA and the Customer, when the Channel obtains full financing and CBA notifies the owners of the Channel.

Channel creation

Means the benefits specified in clause 4.1.

3. PRICES AND PAYMENT

3.1

Price and payment deadlines are stated in the individual agreement between CBA and the Customer.

 

3.2

All prices are in USD unless another currency is explicitly stated.

 

3.3

All prices include VAT and other taxes, unless otherwise expressly stated. However, the total price is always disclosed to customers.

3.4

All payment must be efficient and no setoff can be made unless this is individually agreed or stated in mandatory law.

4. CREATION AND DEVELOPMENT OF THE CHANNEL

4.1

CBA develops a concept for the Channel, creates the Channel on YouTube and makes the technical settings and preparations necessary for the Channel to be ready for administration by CBA after its creation.

 

4.2

The channel creation and CBA’s services in general appear from and are settled in accordance with the Agreement with the individual Customer.

5. ADMINISTRATION OF THE CHANNEL

5.1

CBA is obligated to deliver and the Customer is obliged to receive this delivery of administration of the Channel, including payment from YouTube regarding the Channel.

This terms apply as long as CBA delivers Content to the Channel.

This condition does not preclude a consumer from exercising his legal right to terminate agreements on current services.

 

6. CONTENT FOR THE CHANNEL

6.1

Delivery of Content from CBA to the Channel only constitutes a transfer of non-exclusive usage rights, which are necessary to upload the Content in question to the Channel, and these rights are subject to license payment as specified and defined in the Agreement. Under no circumstances does CBA transfer any other rights to the Customer. CBA never transfers ownership of Content.

 

6.2

Upon termination of CBA’s obligations to deliver Content to the Channel, CBA may remove all Content from the Channel.

7. TERMINATION

7.1

The Customer may only terminate the Agreement no earlier than 2 years after the Start Date and with a notice of 3 months – including delivery of administration, Content, etc. – and only if customers with a total of more than 50% of the ideal ownership shares to the Channel notify termination to CBA in agreement.

If the Customer is a consumer, the Customer has special rights in order to fulfil legal requirements regarding the consumer’s right to terminate agreements on ongoing services. See below.

 

7.2

If the Customer or another customer at CBA for the same Channel justifiably terminates the delivery of Content or administration and operation of the Channel, and if the consequence is that CBA must cease delivery of these services to the Channel, CBA is entitled to terminate immediately and without notice all exposures relating to the Channel.

This provision only regulates the relationship if the Customer or another customer justifiably terminates the Agreement or services inextricably linked to the Agreement. This provision does not give a separate right to make such a termination in addition to what otherwise applies in the Agreement or mandatory law.

 

7.3

CBA is obliged to deliver and the Customer is obliged to receive contents, ie. Content, as well as administration and operation to the Channel for 2 years from the Start Date. During this period, the Agreement is irrevocable, with the exception of termination pursuant to clauses 7.2, 8.2 and 8.3.

After the first 2 years, the current benefits continue indefinitely until one of the parties to the agreement justifiably terminates the Agreement. After 2 years from the Start Date, CBA may terminate the Agreement without notice.

 

8. SPECIAL CONSUMER CONDITIONS – INCLUDING THE RIGHT OF WITHDRAWAL

8.1

The provisions of this section 8 only apply if the Customer is a consumer in relation to CBA and the Agreement.

 

8.2

If the Customer is a consumer, the Customer may terminate the delivery of all current deliveries or services to the Channel with 1 month’s notice until the end of a month, when 5 months have elapsed after the conclusion of the Agreement in accordance with the terms set out in the Agreement.

 

8.3

If the Customer is a consumer and has entered into the Agreement over the Internet, the Customer has a 14-day right of withdrawal. The right of withdrawal is exercised according to the following rules:

The right of withdrawal is exercised by sending an unequivocal notice of the exercise of the right of withdrawal to the CBA. In order for the Customer to bear the burden of proving to have given the notice, the CBA recommends that the Customer send an e-mail to info@cba.as. The customer can use the standard form in the Consumer Contracts Act appendix 3 , which CBA has given to the Customer prior to the conclusion of the Agreement.

CBA does not commence delivery before the expiry of the right of withdrawal, and therefore there is no requirement for partial payment for services pursuant to section 25 of the Danish Consumer Contracts Act.

 

9. ABANDONED IDEAL SHARES OF THE CHANNEL

9.1

Certain consumer customers may choose to give up their ideal ownership interests in the Channel. If this happens, CBA may distribute the stated nonprofit ownership interests among the Channel’s other owners, including the Customer, in proportion to the individual ownership interests. Such a distribution will result in a higher share in profits, but also a higher share in current costs in accordance with the Agreement.

The customer shall not pay consideration for and may not object to receiving non-profit ownership interests under this provision.

 

10. TRANSFER OF NON-PROFIT SHARES OF THE CHANNEL

10.1

The customer may freely transfer its non-profit shares of the Channel to third parties together with the Customer’s rights and obligations under the Agreement, provided that CBA can lawfully deliver to the new owner in accordance with the Agreement. In that case, the Customer must provide the new owner’s name, address, contact information and to CBA. The other owners of the Channel have the same right.

 

10.2

If CBA can not legally maintain the Agreement with the new owner of the non-profit shares of the Channel designated by the Customer, the Customer is obliged not to transfer his non-profit shares to him.

 

10.3

The CBA must be informed of an intended transfer no later than 14 days before the transfer is intended to be completed, so that the CBA has the opportunity to object to illegal transfers.

11. DEFICIENCIES

11.1

The customer can object to defects in CBA’s services in accordance with the general rules applicable to the Agreement.

 

11.2

To the extent that the Agreement contains delivery of goods, including digital goods, subject to Danish law, the general rules of the Purchase Act apply to the extent that these are not validly deviated from in the Agreement.

 

11.3

Lack of timely payment from the Customer always constitutes a significant defect, and CBA can counteract this by withholding access and right of disposal over the Channel, by withholding shares of operating profit from the Channel, or in other ways in accordance with the legal rules applicable to the Agreement.

12. LIMITATIONS OF LIABILITY AND DISCLAIMERS

12.1

The CBA shall not be liable for any delay or failure to fulfil obligations under the Agreement if it is due to circumstances beyond the control of the CBA and which the CBA did not or should not have foreseen, including, but not limited to, force majeure, war, terrorism, fire, rebellion , strike, lockout or other serious labor market related discrepancies, changing tax regulations, riots, earthquakes, floods, explosions or other natural phenomena.

The rights and obligations which accrue to or are incumbent on the CBA under this provision are extended by a period corresponding to the period during which the situation has lasted. If such a situation persists for more than 90 calendar days, the Agreement may be terminated, in accordance with clause 7.1, with written notice of 1 month until the end of a month.

 

12.2

CBA is not responsible if relationships with YouTube, Google or any other third party with significant influence on the YouTube platform prevent the delivery of CBA’s services.

 

12.3

CBA makes no guarantees and assumes no responsibility for whether the Channel makes an operating profit or loss. CBA develops a concept based on a business idea that is not guaranteed, and the Customer chooses to bear the risk that the Channel will be successful.

13. COMPLAINTS AND OBSOLESCENCE

13.1

The Customer must complain about deficiencies immediately, and it is the Customer’s responsibility to carry out such an inspection as is required by normal good business practice.

 

13.2

If the Customer is a consumer, the Customer has the rights that follow from the mandatory law applicable to the Agreement. No part of the Agreement shall be construed as an attempt to evade statutory consumer rights.

14. CONSUMER COMPLAINTS BOARD

14.1

If the Customer is a consumer, the Customer may lodge a complaint with the following special consumer complaint bodies:

Center for Complaint Resolution and the Consumer Complaints Board
– Address: Toldboden 2, 8800 Viborg
– Website: Center for Complaint Resolution and the Consumer Complaints Board

ODR (Online Dispute Resolution) – EU consumer complaint portal for online commerce
– Website: ODR (Online Dispute Resolution) – EU consumer complaint portal for online commerce

 

15. JURISDICTION

15.1

The Agreement is subject to Danish law and Danish jurisdiction, unless otherwise expressly stated in the Agreement.

 

15.2

Any dispute or claim that may arise in connection with the Agreement, including disputes concerning the existence, breach, termination or invalidity thereof of the Agreement, may be brought by each party before the relevant competent courts.

 

15.3

Jurisdiction is the Court in Aalborg, unless the relevant law – in Danish law, the Code of Judicial Procedure – specifies another mandatory jurisdiction.