This Author Licence Agreement is concluded under Slovak copyright and civil law and is intended, in particular, to document that payments from Paddle.com Market Limited to the author are royalties for the use of an author’s work under Slovak tax law (§ 6(4) of the Income Tax Act).
Article I. Contracting Parties
1. Author (natural person):
Name and surname: Peter Parničan (also referred to as ‘Peter Parnican’ in international documents)
Permanent residence address: available on request via the Author details & contact page
Nationality: Slovak Republic
(hereinafter the “Author”)
2. Distribution Partner:
Business name: Paddle.com Market Limited
Legal form: private limited company
Registered office: Judd House, 18–29 Mora Street, London, EC1V 8BT, United Kingdom
Registration details: Company registered in the United Kingdom (Company No. 08172165)
(hereinafter the “Distribution Partner”)
The Author and the Distribution Partner are hereinafter jointly referred to as the “Contracting Parties”.
Article II. Preamble and Purpose of the Agreement
The Author is the exclusive author of audiobooks (the “Work”), which are sets of audio recordings used primarily to prepare for driving licence examinations in various countries. The Works are localised and content-adapted to the legal regulations and traffic rules of the relevant country.
As the main content input for each Work, the Author uses in particular official information and materials usually published by the competent ministry of transport or other public authority in the relevant country (laws, decrees, official guidance materials, etc.).
The Distribution Partner operates a platform enabling the distribution of digital content to end users, payment processing and the payment of fees to authors, acting as the so-called “merchant of record” towards end customers.
The purpose of this Agreement is to regulate the legal relationship between the Author and the Distribution Partner so that it is clearly demonstrable that payments made to the Author constitute licence fees for the use of an author’s work within the meaning of the Slovak Copyright Act and, from the perspective of Slovak law, are income from the use of a work under § 6(4) of Act No. 595/2003 Coll. on Income Tax.
The Contracting Parties acknowledge that their contractual relationship was primarily established by the Author’s electronic registration on the platform of the Distribution Partner and by acceptance of its General Terms and Conditions (Terms & Conditions / Master Services Agreement). This written Agreement serves to confirm the content of the licence arrangements and to specify the Author’s tax and legal regime in the Slovak Republic.
Article III. Definition of the Work
The subject of this Agreement is, in particular, the following author’s works – audiobooks (hereinafter collectively referred to as the “Work”):
- a) An audiobook intended for preparation for driving licence examinations in the Slovak Republic;
- b) Other language and content localisations of this audiobook intended for preparation for driving licence examinations in other countries, always adapted to the relevant legal regulations and traffic rules.
The Work includes all audio recordings, their arrangement into chapters and modules, as well as related textual and graphic materials created by the Author (e.g. scripts, cover images, chapter descriptions), provided they are created by the Author and relate to the above audiobooks.
The Author declares that he is the exclusive author of the Work and the holder of all economic rights in the Work and that the granting of the licence under this Agreement does not infringe the rights of any third parties.
Article IV. Subject of the Agreement – Grant of Licence
The Author grants the Distribution Partner a licence to use the Work to the extent set out in this Agreement, and the Distribution Partner accepts this licence.
The licence is granted as non-exclusive; the Author is entitled to grant licences to the Work to other entities as well.
The licence is granted:
- a) Territorially: worldwide (to the extent that the Distribution Partner is able to offer the Work through its platform);
- b) Temporally: for the duration of the economic rights to the Work, unless this Agreement is terminated pursuant to Article X;
- c) Materially: for all methods of use of the Work set out in Article V of this Agreement.
This Agreement does not transfer ownership of the Work or any economic rights to the Work to the Distribution Partner. The Author remains the exclusive holder of the economic rights to the Work.
Article V. Scope of the Licence – Methods of Use of the Work
The Author grants the Distribution Partner a licence in particular for the following methods of use of the Work:
- a) making the Work available to the public via the internet in the form of online streaming or other digital playback, including via a website or mobile/desktop application;
- b) providing the possibility of temporary or permanent download of the Work in the form of digital files, according to the technical and commercial rules of the Distribution Partner’s platform;
- c) enabling access to the Work via an end-user account established on the Distribution Partner’s platform;
- d) using reasonable parts of the Work (short samples, previews) for marketing, promotional and informational purposes in connection with the sale of the Work;
- e) technical processing of the Work (encoding, encryption, splitting into parts, storage on servers and content delivery networks – CDNs) necessary for the distribution of the Work through the Distribution Partner’s platform;
- f) storing the Work on the servers of the Distribution Partner and its technical subcontractors for the duration of this Agreement.
The Distribution Partner is entitled to grant end users a licence to use the Work to the extent usual for digital audiobooks, in particular for personal, non-commercial listening, without the right of further distribution, resale or public communication of the Work.
The Distribution Partner is not entitled to modify the content of the Work (substantive changes to the text, changes to the audio recordings) without the Author’s prior consent, except for necessary technical adjustments (e.g. volume adjustment, file format conversion).
Article VI. Author’s Remuneration and Distribution Partner’s Consideration
For the grant of the licence under this Agreement, the Author is entitled to a licence fee (royalties), calculated as a share of the revenues from the sale or making available of the Work to end users via the Distribution Partner’s platform.
The basis for calculating the Author’s licence fee is the revenue recorded in the Distribution Partner’s system (e.g. payout reports), which reflects the number of sales of the Work, the price and other related data.
After deduction of all fees and commissions of the Distribution Partner, determined by its own terms and conditions (including payment processing fees and taxes charged to end customers), the amount due to the Author as net licence remuneration is determined.
The Distribution Partner is remunerated exclusively through its standard fees and commissions applied to the sale of digital content on its platform. The Author is not obliged to pay the Distribution Partner any additional fee or remuneration beyond this mechanism.
The licence fee is paid to the Author by bank transfer to the Author’s bank account held with a bank or financial institution (e.g. Revolut), as notified by the Author to the Distribution Partner via his user account or another agreed method.
The Contracting Parties acknowledge and expressly agree that the Author’s licence fee constitutes income from the use of a work under § 6(4) of the Slovak Income Tax Act, and is not salary, not income from dependent work, not income from a trade and not income from business.
Article VII. Tax and Social Security Provisions
The Author is obliged to assess and fulfil his tax obligations in his state of tax residence, in particular in the Slovak Republic, in accordance with the legal provisions governing the taxation of income from the use of a work (§ 6(4) of the Income Tax Act).
The Distribution Partner is not liable for the Author’s tax obligations in the Slovak Republic or in any other state. At the Author’s request, the Distribution Partner may provide the Author with appropriate documents (e.g. overviews of amounts paid, payout reports) for the purpose of proving the origin of income to tax authorities or financial institutions (e.g. banks, payment service providers).
The Contracting Parties acknowledge that, under Slovak law, income from the use of a work (passive author’s income) is generally not subject to mandatory health and social insurance contributions; the decisive factor is always the current wording of the relevant legislation.
Article VIII. Declarations and Warranties of the Author
The Author declares and warrants that he is the exclusive author of the Work and holds all economic rights in the Work necessary to grant the licence under this Agreement.
The Author further declares that the Work does not infringe any copyright or other rights of third parties and does not contain unlawful content. In the event that third parties assert claims against the Distribution Partner due to an infringement of their rights by the Work, the Author undertakes to provide cooperation to the Distribution Partner in defending against such claims.
The Author undertakes to inform the Distribution Partner without undue delay of any fact that could affect the validity or scope of the rights granted under this Agreement.
Article IX. Liability and End-User Complaints
The Distribution Partner is responsible for the technical making available of the Work to end users within the scope of its own terms and conditions and in accordance with the functionality of its platform (payment processing, management of user accounts, access to purchased content).
The Author is responsible for the content of the Work, in particular for the factual correctness and up-to-dateness of information, where the Work contains an interpretation of legal regulations or other rules.
End-user complaints concerning the technical availability of the Work are handled primarily by the Distribution Partner under its terms and conditions; in justified cases, a refund may be provided via the Distribution Partner’s mechanisms.
Article X. Term and Termination of the Agreement
This Agreement is concluded for an indefinite period as of the date of its signature (or electronic acceptance).
The Author is entitled at any time to request the Distribution Partner to cease distribution of the Work via its platform. The Distribution Partner is obliged to remove the Work from its offer within a reasonable period in accordance with its terms and conditions.
The Distribution Partner is entitled to terminate this Agreement and/or withdraw the Work from distribution, in particular where the Work or the Author violates the platform’s terms and conditions, legal regulations or the rights of third parties.
Termination of this Agreement does not affect the rights of end users who acquired a licence to use the Work before the termination of distribution.
Article XI. Personal Data Protection
The Author acknowledges that the Distribution Partner processes his personal data (in particular identification and contact data and bank details) for the purposes of managing the contractual relationship, paying licence fees and fulfilling statutory obligations in the field of accounting and taxation.
The Distribution Partner undertakes to handle the Author’s personal data in accordance with the applicable data protection legislation (in particular GDPR and the relevant national legislation).
Article XII. Final Provisions
This Agreement serves as documentation to prove the nature and origin of the Author’s income to tax authorities, banks and payment service providers, in order to demonstrate that such income represents licence fees for the use of an author’s work.
The legal status of the Author, the nature of his income and his tax and social security obligations are assessed exclusively under the legal system of the Slovak Republic (in particular the Copyright Act and the Income Tax Act). Commercial and technical aspects of the cooperation that are not regulated by this Agreement are governed by the governing law and terms set out in the Distribution Partner’s General Terms and Conditions (Master Services Agreement), which the Author has accepted.
This written version of the Agreement is drawn up in a single counterpart, which is retained by the Author for record keeping.
In [Place], on [Date of signature]
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Peter Parničan
(Author)
Confirmation of Relationship with the Distribution Partner
The Author hereby solemnly declares and confirms that the contractual relationship with the Distribution Partner (Paddle.com Market Limited) was concluded electronically on [Insert date of registration with Paddle] by accepting the General Terms and Conditions (Terms & Conditions / Master Services Agreement).
The current wording of the Distribution Partner’s terms is available at:
https://www.paddle.com/legal/terms
This written Agreement is drawn up as a physical record of the content of the above legal relationship for the purposes of Slovak tax and legal records.
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(Author’s signature confirming the accuracy of this information)