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Rightika Platform Agreement (Terms of Service)

Effective Date: November 1, 2024

1. Acceptance of Terms

1.1. This Platform Agreement ("Agreement" or "Terms") is a binding legal contract between you ("User," "you") and Rightika Inc., an Ontario corporation ("Rightika," "we," "us," or "our"), regarding your use of the Rightika international film marketplace and all related websites, services, and applications (collectively, the "Platform").

By accessing, registering for, or using the Platform, you agree to be bound by these Terms and our Privacy Policy and Cookie Policy, which are incorporated herein by reference.

IF YOU DO NOT AGREE TO THESE TERMS, YOU MUST NOT ACCESS OR USE THE PLATFORM.

1.2 Incorporated Policies and Agreements

These Terms of Service incorporate by reference the following policies, agreements, and legal documents, which form an integral part of these Terms:


Any additional policies, guidelines, notices, or agreements published by Rightika from time to time.
By accessing or using the Platform, you acknowledge and agree that these documents are incorporated into and form part of these Terms.
In the event of a conflict between these Terms and a specific policy, the more specific policy shall govern with respect to its subject matter.

2. Definitions

  • "Seller" (or "Licensor"): A User who uploads, submits, or lists content on the Platform for licensing to other Users.
  • "Buyer" (or "Licensee"): A User who purchases or acquires a license to Content from a Seller through the Platform.
  • "Content": Any and all films, video, motion pictures, audio, metadata, descriptions, artwork, and other materials submitted to the Platform by a Seller.
  • "License": The specific set of rights granted by a Seller to a Buyer for a piece of Content, as described in the applicable license terms set by the Seller and facilitated by the Platform.

3. Eligibility

The Platform is available only to Users who are at least 18 years old and can form legally binding contracts. By using the Platform, you represent and warrant that you meet this requirement.

4. Rightika's Role as a Platform

THIS IS A CRITICAL CLAUSE.

Rightika is an intermediary marketplace. We are not a publisher, distributor, or seller of Content.

  • (a) Rightika provides the technology and services for Sellers and Buyers to connect and transact directly with each other.
  • (b) Rightika does not own the Content listed by Sellers.
  • (c) Rightika is not a party to the License agreement between the Seller and the Buyer.
  • (d) Rightika does not guarantee the quality, legality, accuracy, or (unless explicitly stated) the rights-clearance of any Content. We do not vet all Content, but we reserve the right to remove any Content that violates these Terms or our policies.
  • (e)&160;Users are solely responsible for ensuring that any content they upload, including media assets, is properly licensed and does not infringe on third-party rights.

5. User Accounts

  • Account Creation: You must provide accurate, current, and complete information during registration and keep your account information updated.
  • Account Security: You are solely responsible for safeguarding your password and for all activities that occur under your account. You must notify Rightika immediately of any unauthorized use.

6. Seller Terms (Obligations & Warranties)

If you use the Platform as a Seller, the following terms apply to you:

  • 6.1. Seller Warranties (The Seller's Promise): You represent and warrant to Rightika and to all Buyers that:
  • (a) You are the sole and exclusive owner of the Content or, if you are not, you have secured all necessary and a-paid-up-in-full third-party rights, licenses, consents, and permissions (including for music, actors, locations, and any underlying scripts) to offer, sell, and license the Content on a worldwide basis.
  • (b) The Content does not and will not infringe upon the intellectual property, privacy, publicity, or any other right of any third party.
  • (c) The Content is not defamatory, libelous, obscene, or otherwise illegal.
  • (d) All metadata and descriptions (the "Information") you provide for the Content are accurate and not misleading.
  • 6.2. License Grant to Rightika: By uploading Content, you grant Rightika a non-exclusive, worldwide, royalty-free, sublicensable license to host, store, reproduce, display, stream, market, promote, and distribute your Content solely for the purpose of operating, improving, and marketing the Platform. This license terminates when you remove your Content from the Platform (subject to surviving licenses).
  • 6.3. License Grant to Buyer: You authorize Rightika to act as your non-exclusive agent to grant and facilitate the sale of Licenses to Buyers, based on the specific license parameters (e.g., "Personal Use," "Limited Commercial Use") you define.

7. Buyer Terms (License Purchase)

If you use the Platform as a Buyer, the following terms apply to you:

  • 7.1. License Purchase: When you purchase a License, you are acquiring a right to use the Content as specified by the Seller, not ownership of the Content itself.
  • 7.2. License Restrictions: You agree to use the Content strictly within the scope of the License you purchased. Any use outside of the licensed terms (e.g., using a "Personal Use" film in a commercial advertisement) is a breach of this Agreement and copyright infringement.
  • 7.3. No Guarantees: All Content is provided "AS IS." Rightika makes no representation or warranty about the technical quality or fitness of any Content.

8. Financial Terms

  • 8.1. Pricing: Sellers determine the price for licensing their Content.
  • 8.2. Rightika's Fees: Rightika will charge a service fee (the "subscription") base on different plans.
  • 8.3. Payment Processing: All payments are processed through a third-party payment processor (e.g., Stripe, PayPal). Rightika is not a bank or financial institution and does not store your full payment card details. By transacting, you agree to the processor's terms.
  • 8.4. Seller Payouts: Payouts to Sellers (minus our Commission) will be made according to a set scheduleNet-30 days after the end of the month of sale subject to minimum payout thresholds and a holding period for fraud prevention.
  • 8.5. Taxes: Sellers are solely responsible for reporting and remitting all applicable income taxes. Buyers are responsible for paying any applicable sales tax or VAT. Rightika will collect and remit such taxes where required by law.
  • 8.6. Refund Policy:
  • All transactions are final. Rightika will not issue refunds unless:
  • (a) The Content is technically defective (e.g., corrupt file) and cannot be replaced by the Seller.
  • (b) The Content is significantly misrepresented by the Seller's description.
  • Rightika reserves the right, in its sole discretion, to mediate disputes between Buyers and Sellers regarding refunds.

9. Public Metadata & Discovery Index

  • 9.1. Rightika operates a business-to-business discovery platform for the audiovisual industry.
    The Platform may display titles, metadata, posters, artwork, cast information, production credits, distribution information, loglines, and related descriptive information regarding motion pictures, television programs, and audiovisual works.
    Such information may be obtained from publicly available sources, industry databases, public websites, user submissions, third-party data providers, and AI-assisted research systems.
    The inclusion of any title, company, individual, or work on the Platform does not imply that:
    • (a) such content has been submitted by the applicable rights holder;
    • (b) the title is currently available for licensing or acquisition;
    • (c) Rightika has any contractual relationship with the rights holder;
    • (d) any displayed rights information is complete, current, verified, or accurate.

    Users acknowledge that all licensing availability, ownership claims, territorial rights, and exploitation rights must be independently verified with the applicable rights holder prior to any transaction.

  • 9.2. AI-Assisted Information
    Certain recommendations, title associations, company associations, rights-holder associations, market insights, classifications, and buyer matching results may be generated or assisted by automated systems and artificial intelligence technologies.
    Such outputs are provided solely for informational purposes and may contain inaccuracies, omissions, outdated information, or incorrect associations.
    Rightika makes no warranty regarding the accuracy or completeness of AI-generated or AI-assisted outputs.
    Users are solely responsible for conducting independent due diligence prior to relying upon such information.

10. Intellectual Property (IP) & Copyright Policy

  • 10.1. Rightika's IP: The Platform, its "look and feel," trademarks, logos, and code are the exclusive property of Rightika Inc.
  • 10.2. Seller's IP: The Seller retains all ownership rights to their Content.
  • 10.3. Copyright Takedown Policy: Rightika respects intellectual property rights and will respond to valid notices of alleged copyright infringement. We comply with takedown procedures (such as the DMCA in the U.S. and similar global frameworks). If you believe your copyright has been infringed, please see our Policy. We reserve the right to terminate the accounts of repeat infringers.
  • 10.4. Third-party content:All third-party content, including but not limited to film posters, images, and descriptive materials, are used under the assumption of informational and editorial use. If you are a copyright owner and believe that any content displayed on the platform violates your rights, you may request removal by contacting us. We will promptly review and remove such content where appropriate.
  • 10.5 Film Metadata & Discovery Index:

    Rightika may maintain a discovery index of film, television, and media titles compiled from publicly available industry sources, third-party databases, publicly accessible websites, user submissions, and AI-assisted research systems.

    The presence of a title on Rightika does not imply that:

    • The title has been submitted by a rights holder;
    • The title is available for licensing;
    • Rightika has a contractual relationship with any producer, distributor, sales agent, or rights holder;
    • Any rights information displayed is complete, current, or verified.

    All rights availability remains subject to confirmation by the applicable rights holder.

11. Prohibited Conduct

You agree not to:

  • Use the Platform for any illegal purpose.
  • Upload Content that you do not own or have the full rights to.
  • Scrape, data-mine, or reverse-engineer the Platform.
  • Harass other users.
  • Circumvent our payment systems or Commission structure.

12. Termination

  • Termination by You: You may close your account at any time.
  • Termination by Rightika: We reserve the right to suspend or terminate your account, without notice, if you breach these Terms, violate the law, or engage in conduct we deem harmful to the Platform or other users.
  • Effect of Termination: If your account is terminated, your Content may be removed. However, any Licenses granted to Buyers prior to termination will survive according to their terms.

13. Disclaimer of Warranties

THE PLATFORM AND ALL CONTENT ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. RIGHTIKA DISCLAIMS ALL WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

Images such as posters or promotional materials are displayed solely for identification and informational purposes and are not intended for commercial redistribution or exploitation.

Except for user-generated content and third-party materials, all platform technology and proprietary elements belong to Rightika.

Verification Badges: Rightika verifies submitted identity and company information based on available documents and verification methods. Verification does not guarantee ownership, chain of title, or legal authority over any listed rights. All parties must conduct their own due diligence before entering a transaction.

14. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT SHALL RIGHTIKA INC., ITS OFFICERS, DIRECTORS, OR EMPLOYEES, BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, (WHETHER INCURRED DIRECTLY OR INDIRECTLY), OR ANY LOSS OF DATA, USE, OR GOODWILL, ARISING OUT OF: (A) YOUR USE OF THE PLATFORM; (B) ANY CONTENT OBTAINED FROM THE PLATFORM; OR (C) ANY DISPUTE BETWEEN YOU AND ANOTHER USER.

RIGHTIKA'S TOTAL AGGREGATE LIABILITY TO YOU FOR ANY AND ALL CLAIMS SHALL BE LIMITED TO THE GREATER OF: (I) ONE HUNDRED CANADIAN DOLLARS ($100.00 CAD) OR (II) THE TOTAL COMMISSIONS PAID TO RIGHTIKA BY YOU (IF A BUYER) OR PAID BY RIGHTIKA TO YOU (IF A SELLER) IN THE SIX (6) MONTHS PRECEDING THE CLAIM.

Rightika may present publicly available information about films, including titles, metadata, and potential rights holders, strictly for informational and discovery purposes.
Such information does not constitute an offer, representation, or guarantee that any rights are available for sale.
Rightika does not represent, act on behalf of, or have any authority from any rights holder unless explicitly authorized through a formal agreement.
Any expression of interest by users is treated solely as a non-binding inquiry, and all rights availability and transactions are subject to direct confirmation by the respective rights holders.

15. Indemnification

You agree to defend, indemnify, and hold harmless Rightika Inc. from and against any and all claims, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or related to:

  • (a) Your breach of these Terms.
  • (b) (For Sellers): Any claim that your Content (or the licensing thereof) infringes upon the rights of a third party (e.g., a copyright infringement lawsuit).
  • (c) Your violation of any law or the rights of a third party.

16. Dispute Resolution, Governing Law, and Venue

  • 16.1. User-to-User Disputes: Rightika is not responsible for disputes between Buyers and Sellers. We may, at our discretion, attempt to mediate, but we are not obligated to do so.
  • 16.2. Disputes with Rightika: This Agreement shall be governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein.
  • 16.3. Venue: Any legal action or proceeding arising under this Agreement will be brought exclusively in the courts located in Toronto, Ontario, Canada, and the parties irrevocably consent to the jurisdiction of such courts.

17. General Terms

  • Changes to These Terms
    Rightika may modify, update, replace, or revise these Terms, the Privacy Policy, Copyright Policy, Seller & Distributor Agreement, and other Platform policies from time to time in order to reflect changes in our services, legal requirements, business operations, security practices, or industry standards.
    The most current version will always be available on the Platform and will become effective upon publication unless otherwise stated.
    For material changes that may significantly affect users' rights, obligations, or use of the Platform, Rightika may provide additional notice through one or more of the following methods:
    • Email notifications;
    • In-platform notifications;
    • Dashboard alerts;
    • Support tickets;
    • Prominent website banners; or
    • Other reasonable communication channels.

    Your continued access to or use of the Platform after the effective date of any updated Terms constitutes acceptance of the revised Terms.
    If you do not agree to the revised Terms, you must discontinue use of the Platform and may request account closure in accordance with our policies.
    Changes related solely to clarifications, corrections, formatting updates, security measures, metadata handling procedures, AI system disclosures, or non-material administrative updates may become effective immediately upon publication without separate notice.
  • Entire Agreement: These Terms constitute the entire agreement between you and Rightika.
  • Severability: If any provision is found to be unenforceable, the remaining provisions will remain in full force and effect.
  • Contact Us: For any questions about these Terms, please contact us at [email protected]

18. Informational Content & Third-Party Materials

  • Rightika may display film-related information including titles, descriptions, metadata, and images such as posters for informational and discovery purposes only.
  • Such content may be sourced from publicly available materials or third-party providers and remains the property of its respective copyright holders.
  • Rightika does not claim ownership of such materials and uses them strictly for informational, identification, and indexing purposes.