General Terms and Conditions

1 General Information and Scope of these General Terms and Conditions

1.1 TALENTIR operates a platform with the main purpose of sharing and monetizing artist's or label's contents ("TALENTIR PLATFORM"). The general terms and conditions herein ("TALENTIR GTC") govern the contractual relationship regarding the use of the TALENTIR PLATFORM and TALENTIR's services between TALENTIR and the user of the TALENTIR PLATFORM ("CUSTOMER").

1.2 TALENTIR provides for CUSTOMERS the opportunity to invest in a video uploaded to specific host-providers and offered through the TALENTIR PLATFORM ("CONTENT") and to participate in the revenue stream of this CONTENT ("CONTENT REVENUE"). The revenue stream consists of e.g. (i) revenues for advertising, (ii) revenues out of host-provider's premium subscriptions and (iii) additional monetarisation such as e.g. donations of fans and (iv) viewer revenues ("REVENUE STREAM").

1.3 To participate in the REVENUE STREAM, the CUSTOMER has to buy a semi-fungible token ("SFT") created for the CONTENT the CUSTOMER wants to invest in. For every CONTENT one SFT will be created, but these SFT can be split in up to 1000000 parts; each representing a proportionate share in the REVENUE STREAM. The CUSTOMER's contractual partner for the acquisition of the SFT or parts thereof is not TALENTIR, but the label or artist named when acquiring the (part of a) SFT.

1.4 A CUSTOMER in possession of a wallet to which one or more parts of a SFT is/are assigned is called "SFT Holder".

1.5 The more parts of a SFT the CUSTOMER acquires, the higher the participation in the REVENUE STREAM.

1.6 The TALENTIR PLATFORM and services are not intended for use by individuals under the age of 18 ("Minors"). By using the TALENTIR PLATFORM and services, the CUSTOMER represents and warrants that they are not a Minor and that they have the legal capacity to enter into and form binding contracts under applicable laws. TALENTIR will not knowingly collect or solicit any information from Minors or allow them to register an account. If TALENTIR becomes aware that a Minor has provided us with personal information, we reserve the right to delete such information and terminate the Minor's account.

2 TALENTIR's Services

2.1 TALENTIR distributes the CONTENT REVENUE according to Section 4 of the TALENTIR GTC.

2.2 TALENTIR offers a reward (Auslobung according to Section 860 et seqq Austrian Civil Code ("ABGB") ) with the following content:

2.2.1 Anyone who can present a SFT or parts thereof will have the possibility to conclude a contract for participating in the CONTENT REVENUE proportionately, i.e. the more parts of a SFT of a CONTENT someone presents, the higher its participation in the CONTENT REVENUE;

2.2.2 once a SFT or a part thereof was presented to participate in the CONTENT REVENUE, the same SFT or part thereof cannot be used by another person to redeem the CONTENT REVENUE;

2.2.3 the share in the CONTENT REVENUE will be distributed according to Section 4 of the TALENTIR GTC, if it was claimed;

2.2.4 the conclusion of a contract for participating in and the claiming of the CONTENT REVENUE is only possible under the precondition that the CUSTOMER passes successfully the customer verification procedure by TALENTIR to prevent that SFTs are used for money laundering or terrorism financing purposes. TALENTIR expressly reserves the right to refuse services to a CUSTOMER, if the customer verification procedure was not completed successfully or for similar reasons.

2.2.5 the conclusion of a contract for participating in and the claiming of the CONTENT REVENUE is just only possible under the precondition that the CUSTOMER passes successfully the customer verification procedure by TALENTIR to prevent that SFTs are used for money laundering or terrorism financing purposes;

2.2.6 If there is well-founded suspicion that the CUSTOMER will use the SFT for money laundering or terrorism financing purposes, TALENTIR is allowed to refuse to conclude a contract for participating in the CONTENT REVENUE proportionately until the suspicion has been fully refuted by the CUSTOMER.

2.3 TALENTIR will send the CUSTOMER monthly settlement statements every month for the CONTENT REVENUE of the previous month.

3 Claiming of the CONTENT REVENUE

3.1 To claim the CONTENT REVENUE the CUSTOMER has to present the SFT to TALENTIR as the first person within the function "claiming of the CONTENT REVENUE" on TALENTIR PLATFORM

3.2 If a person has presented the SFT to TALENTIR and successfully claimed the CONTENT REVENUE, it is not possible any more to claim the revenue for another person.

3.3 The claiming of the CONTENT REVENUE is just possible under the precondition that the CUSTOMER passes successfully the customer verification procedure to prevent that SFTs are used for money laundering or terrorism financing purposes.

3.4 If there is well-founded suspicion that the CUSTOMER will use the SFT for money laundering or terrorism financing purposes, TALENTIR is allowed to refuse to conclude a contract for participating in the CONTENT REVENUE proportionately until the suspicion has been fully refuted by the CUSTOMER.

4 Distribution of the CONTENT REVENUE and TALENTIR's FEE

4.1 TALENTIR agrees to distribute the CONTENT REVENUE after deducting 10% fees for every distribution as remuneration for the TALENTIR's services according to Section 2 of the TALTENTIR GTC to the SFT Holder according to the following:

4.1.1 At first the CONTENT REVENUE will be determined by TALENTIR;

4.1.2 TALENTIR deducts the CONTENT REVENUE of the SFT parts which are held by the Creator from the CONTENT REVENUE to determine the so called "REMUNERATION BASIS";

4.1.3 TALENTIR deducts 10% of this REMUNERATION BASIS as remuneration for the services provided by TALENTIR according to Section 2 of the TALENTIR GTC ("TALENTIR FEE");

4.1.4 TALENTIR determines SFT Holders of the relevant CONTENT and

4.1.5 TALENTIR deducts the TALENTIR FEE of the CONTENT REVENUE and distributes the resulting amount to the SFT Holders according to their proportion of the SFT.

4.1.6 If the CUSTOMER is also an SFT Holder, TALENTIR will distribute the resulting amount in ETH to the cryptocurrency wallet address that the CUSTOMER provides when Claiming the CONTENT REVENUE. TALENTIR is also entitled to distribute the resulting amount in ETH to another cryptocurrency wallet address which is named by the CUSTOMER for this purpose.

5 Warranty

5.1 The statutory warranty rights apply to consumers.

5.2 If the CUSTOMER is an entrepreneur warranty claims of the CUSTOMER are excluded to the extent legally permissible.

6 Liability for consumers

6.1 If the CUSTOMER is a consumer, the following applies: TALENTIR shall be liable, in principle, only for damages caused intentionally or through gross negligence by TALENTIR or one of its vicarious agents (Erfüllungsgehilfen). In the case of damages caused through slightly negligence and unlawfully, TALENTIR shall be liable only:

6.1.1 for damages resulting from the violation of life, body, or health;

6.1.2 for damages to items taken over for processing, unless something different has been negotiated individually with the CUSTOMER regarding damages to items taken over for processing;

6.1.3 for damages due to the absence of a guaranteed feature;

6.1.4 for damages resulting from the violation of an essential contractual obligation (Kardinalpflicht), i.e., one that enables the proper performance of the contract and on which the user regularly relies and is entitled to rely (the essential contractual obligation in this case is the TALENTIR's Services according to Section 2 of the TALENTIR GTC), and

6.1.5 for atypical damages, i.e., damages that TALENTIR and the CUSTOMER could not have foreseen at the time of contract conclusion because the damage arose from an unforeseeable source of danger.

6.2 Furthermore, TALENTIR's liability towards the CUSTOMER is not limited by any provision of the TALENTIR GTC if the CUSTOMER is a consumer.

7 Liability for entrepreneurs

7.1 TALENTIR shall not be liable for any damages or losses suffered by a CUSTOMER in connection with the use of the TALENTIR PLATFORM or the provision of TALENTIR's services, unless TALENTIR has caused the damage or loss intentionally or due to blatantly gross negligence (krass grobe Fahrlässigkeit), or in the case of personal injury.

7.2 Limitation of liability for third-parties: TALENTIR expressly disclaim any liability for any damage or loss suffered by a CUSTOMER resulting from the use of or reliance on websites, products, or services not provided by TALENTIR. Similarly, TALENTIR is not liable for the content, availability, or performance of such third-party provided products or services. The CUSTOMER acknowledges and accepts that these products or services are used and accessed at their own risk. TALENTIR is not obligated to verify the trustworthiness and reliability of any third parties for the CUSTOMER. TALENTIR is not obligated to provide any advice or support to the CUSTOMER in any form regarding interactions with third parties.

8 Term and Termination

8.1 The contractual relationship regarding the use of TALENTIR PLATFORM and the TALENTIR's services according to Section 2 between TALENTIR and the user of the TALENTIR PLATFORM including the TALENTIR GTC ("AGREEMENT") is concluded for an indefinite period of time.

8.2 The CUSTOMER has the right to terminate this AGREEMENT by deleting the account on the TALENTIR PLATFORM

8.3 TALENTIR has the right to terminate the contract with the CUSTOMER with a notice period of 6 months

8.4 The possibility to terminate the contract for good cause is not affected.

8.5 TALENTIR has the right to terminate the contract in – but not limited to – the following cases:

8.5.1 Misuse of the Platform: If the CUSTOMER engages in fraudulent activities, unauthorized access, hacking attempts, or any other actions that compromise the security or integrity of the TALENTIR PLATFORM.

8.5.2 Illegal or Harmful Activities: If the CUSTOMER uses the TALENTIR PLATFORM for illegal purposes, including but not limited to, the distribution of prohibited content, infringement of intellectual property rights, or engaging in activities that cause harm to others.

8.5.3 Disruptive Behavior: If the CUSTOMER engages in disruptive behavior that adversely affects other users or the operation of the platform, including harassment, bullying, or any form of misconduct.

9 Miscellaneous

9.1 The CUSTOMER himself is responsible for the declaration and taxation of the CONTENT REVENUE in conformance with applicable laws. TALENTIR is under no such obligation.

9.2 The TALENTIR GTC and any business relationship hereunder shall be governed by and construed in accordance with the laws of the Republic of Austria. If the CUSTOMER is a consumer this only applies insofar as the law of their country of residence does not grant them a more favorable legal position vis-à-vis TALENTIR in the individual case.

9.3 The AGREEMENT represents the entire agreement between the Parties.

9.4 Any changes or amendments of this AGREEMENT must be made in writing in order to be valid. Clicking on a button (click-to-accept) on the TALENTIR PLATFORM fulfills the agreed written form under this AGREEMENT.

9.5 Should any provision of this AGREEMENT be or become invalid, ineffective or unenforceable as a whole or in part, the validity, effectiveness and enforceability of the remaining provisions shall not be affected thereby.

9.6 If the CUSTOMER is an entrepreneur any and all contractual and non-contractual disputes, divergences or claims arising out of the AGREEMENT shall be exclusively dealt with the court having pertinent competence for 1010 Vienna.