The Music Distribution © 2022 | Todos los derechos reservados
POLICIES AND CONDITIONS
Thank you very much for choosing THE MUSIC DISTRIBUTION as your Digital Music Distributor. We hope you enjoy our service and achieve great success in your music career. Please read these terms very carefully as they constitute a binding agreement between you (in these terms, the end user), and us (in these terms, THE MUSIC DISTRIBUTION and they come into effect upon registering on the platform, available at https : //distribucion.themusicdistribution.com (hereinafter, the Platform).
THE MUSIC DISTRIBUTION services will be provided in accordance with:
“Customer”: refers to any individual who accesses or makes use of a digital music service (DMS).
“Digital distribution”: means the transfer by any means of data transmission or communication, through the Internet, online radios, kiosks, mobile, wireless, satellite and similar communication systems, whether known or existing in the future, of the content of the end user, in multiple digital formats including, but not limited to, clips, permanent downloads, subscriptions, broadcasts, time-out downloads, ringtones, ringtones, ring back tones and any other medium.
“Digital Music Service” : means any digital medium, such as music download portals, music and video streaming services, mobile music platforms, digital (and terrestrial) radio stations, television networks and mobile networks ( each one a “DMS”, example: Apple iTunes, Spotify, Tidal, Google Play, etc.), which allows Clients to buy and / or listen to the End User Content.
“End user” : that is you (hereinafter, the end user), who is an artist, composer, author, producer, agent (including owners of royalties or Royalties), owner of rights or others authorized and authorized to exploit certain musical themes (including composition and recording) and to use the platform, the API platform, or portions thereof.
“End User Content” : indicates all intellectual property works (including, but not limited to, musical works, recordings, video clips, ringtones, real tones, lyrics, logos, covers and photos) in respect of which the end user has the necessary exploitation rights, including related rights.
“Platform”: refers to the digital music distribution platform available at https://distribucion.themusicdistribution.com or its designated subdomain.
“Service”: is the service that we provide through the Platform, to make the content of the End User available in digital music services (here, Digital Distribution Services).
Therefore, these are the rights and obligations of each of us:
General conditions; Access and use of the Services
2.2 For informational purposes, the features of the Platform include, among others:
- Upload of end-user content to the platform for availability in digital music services.
- Selection of digital music channels, territories and services where end users want their content to be available.
- Optional services, including quality control, distribution, updates, and warehousing.
- Direct payment of the corresponding fees for contracting services.
- Hosting of end-user content.
- Qualification, transformation and transmission to Digital Music services.
- Updating of releases distributed to Digital Music services.
- Content removal.
- Assignment of codes (ISRC, UPC, ISWC).
- Access sales and usage reports of End User Content on Digital Music Services.
- Request payment of royalties generated by End User Content.
- Administer and manage related rights.
However, we reserve the right to include new functionality or remove any of the features of the Service, to change the characteristics, design, appearance or presentation of the Platform and the Service, in which case, if you are not satisfied with the resulting Platform, You can terminate such relationship on the terms described in this document.
2.3 In addition, you agree to have all the necessary rights with respect to your content to exploit it through the platform and, therefore, grant us the administration of your content as you request it from time to time, in the terms described in Section 6. This right and authorization are granted exclusively for those Digital music services in which you decide to make their content available through our service; This means that if you use the Service to make your content available on a specific digital music service, you cannot make the same content available on the same digital music service using a different service and platform.
What can and cannot be done
Use of the Platform
3.1 By registering and uploading your content to the platform, you basically assume the following obligations:
- You must use the platform diligently and upload information and content whose rights belong to you or for which you are authorized by the owner of the respective rights.
- You must provide all the information necessary to use the Service, which we will request while you use the service.
- You must pay all applicable fees for the Services provided by Us, as described below.
- You must indicate through the Platform if your material contains “explicit” content. The term “explicit” refers to content that evokes sexual, racist, violent or other connotations.
- You must not carry out illegal activities through the Platform or the Services, or take actions that could harm any party, including Us.
3.2 You agree to use the Platform diligently and, therefore, to:
- not grant access to the Platform to any third party or to employees who, due to their location in the company, should not reasonably access the Platform;
- not access the source code of the Platform;
- not disclose to any third party the information obtained through the Platform;
- not allow the use or public access to the Platform (including, among others, via the Internet).
- not use the Platform to upload content that you do not own or for which you do not have an explicit license to exploit commercially.
- not reproduce the Platform, neither in whole nor in part, for any purpose;
- not copy and / or distribute the Platform, in whole or in part, in any way;
- not create any form of “frame” or “mirror” of the Platform (or any part of it) on any other server, wireless device or resource on the Internet;
- not transfer the Platform to third parties;
- not assign, sell, resell, rent, lease, grant, sublicense, subcontract or transfer in any way the Platform and / or the service to any third party, nor authorize or designate a third party to do so;
- not modify the Platform or provide any person with the means to do the same; This includes creating derivative works and translating, disassembling, recompiling, altering, destroying or reverse engineering the Platform or attempting to do so, unless expressly permitted by applicable regulation;
- not circumvent the technological protection measures incorporated in the Platform.
Loading and storing your content
3.4 After registration, you can upload your content (including sound recordings and audiovisual works, photographs, images and other related content) to your personal account, for later Digital Distribution.
3.5 You may only upload content to the Platform that you own or have permission from the rights holders in writing, and you may not upload any content whose rights are held by third parties. We may ask you to provide us with all necessary registration documents, contracts and certificates to confirm that you own the rights to your content and we reserve the right to ask you not to transfer content from a specific author or producer, or we may also remove any of your content of the platform as long as we have the legal conviction that it does not belong to you.
3.6 As specified above, you may not, under any circumstances, upload or upload content that may be harmful, threatening, illegal, confidential, defamatory, harassing, obscene, indecent, and fraudulent, that violates privacy rights, incites hatred or includes texts of a racist, ethnic or other nature, that is against, hinders or limits any individual, in any way, or that exposes us or third parties to any damage and / or liability of any kind.
3.7 You may not upload any private or false information of any third party, including but not limited to postal addresses, email addresses and telephone numbers.
3.8 You are not allowed to upload content that may infringe copyright law or third-party trademark property.
3.9 As specified above, you are free to exploit your content, directly or through third parties, to Digital Music Services that are not selected or available on the Platform.
4.1 By using the Service, you will receive 90.00% of the net profits (deducting expenses and taxes) that we receive from digital music services, for the exploitation of its content. If applicable, you authorize us to deduct the sales commission percentage 10% from the net income received by us from digital music services.
The aforementioned service fees, the sales commission percentage and the payment threshold are available on the Platform, in the “My Account> Prices” section.
4.2 All payments and associated claims: (i) will be made through the corresponding section “Sales-> Balances” of the Platform; (ii) it will be done in the currency that we indicate; and (iii) it will be paid through PayPal or by bank transfer to the account you indicate. If any authority imposes a tax, levy, or fee on you, you agree to pay that amount or provide exemption documentation.
Payment of an invoice will not prevent us from later contesting the amounts invoiced in accordance with the rights included herein. We may recover the amounts you owe us by withholding such amounts from you for any future payments due and notifying you.
4.3 If a Digital Music Service deducts any amount relating to any past contingency, overpayment or termination in relation to its content or an investigation by us reasonably demonstrates that any of your income for any prior month should have been less, we may, upon termination such investigation and at our sole discretion, provide a revised sales report for the applicable month (s) and deduct the corresponding amount from future payments, which you acknowledge and agree to.
4.4 Therefore, you expressly and irrevocably authorize us to collect all income from the exploitation of your content through the platform, including, but not limited to, copyrights, performance and recording rights, rights relating to the phonographic producer, any tax established by law for private copies, or for any other concept, without limitation. To this end, we may ask you to sign a specific authorization letter requested by the corresponding Representation Rights Organization, which you agree to provide to us as soon as requested.
4.5 We reserve the right to change in the future the price of the service, the percentage of the sales commission or the minimum payment threshold, in which case the new terms will be notified to you no less than thirty (30) days before the date. effective and will be applicable to future income.
4.6 We may decide not to charge you initially for the use of the Service and any optional services, however, you authorize us to deduct the corresponding amounts from your future payments.
In the event that after one year from the beginning of the contractual relationship, you have distributed your content on a credit basis, without having generated enough sales to refund the outstanding balance, we reserve the right to request the payment of the outstanding balance.
4.7 Audits: We will maintain accurate and complete account records, including all documentation you need to calculate and verify the fees payable to you, in connection with the performance of our agreement. During the course of our relationship and three years thereafter, with prior written notice, but in no case less than 30 calendar days in advance, a certified and trustworthy accounting firm, appointed by you, will have the right to examine those records at any time during our regular business hours at the location where such records are normally kept. You will have the right to audit your records only once a year.
Duration and end of the contract
In case of termination, you must make payment of all outstanding amounts within a maximum period of five (5) days from the date of notification, or otherwise, we will transfer any remaining positive balance, whatever the case. Before requesting termination, you must remove the Content from the DMS using the “Remove” functionality that is available to you within the Platform. Furthermore, in the event of termination, you authorize us to suspend your account, block access to your account, and delete all files and information uploaded by you to the platform. Termination will not affect the accumulated rights and obligations of the parties on the termination date.
5.2 Additionally, we may terminate our relationship and service, provided that:
- In the event of breach of any term or condition established by us (here or in any other document accepted by you) and said breach is not remedied within two (2) days after the date of notification by us;
- In the event that no outstanding balance is paid under Section 4.7, we will have the right to terminate the relationship and suspend the service.
- If you become the subject of any proceeding related to your liquidation or insolvency (whether voluntary or involuntary) that is not dismissed within sixty (60) calendar days;
- If you infringe our Intellectual Property Rights;
- If you violate our Anti-Fraud Policy.
- In case you commit any illegal activity using the platform or the service.
5.3 In all cases, all costs owed for any service provided by us up to the termination date must be paid by you.
Regardless of the termination of the service, you and we agree to keep the contracts signed by us with third parties in force prior to receiving notice of termination in the event that the contracts with such third parties continue in force.
Intellectual Property Rights
6.2 When you upload or upload any of your content to our servers through the platform, you acknowledge the following:
- That we are authorized to manage, directly or through third parties, your content (including recordings, videos, compositions, covers, etc.) through digital music services selected by you, worldwide and for the duration of our relationship (including section 5.4);
- Who owns and / or controls all rights in and in reference to its content and / or has the right and full ability to upload its content and exploit it according to the terms described in this document;
- That its content does not infringe the copyright or any other rights of third parties.
- That we are authorized during the Term of the agreement to license synchronization of your Content to third parties for the whole world.
6.3 If any of Your Content uses any type of so-called “copyright license” and said content was created or developed by a person (including artists and producers) who is not associated with any society for the collective management of rights (such as, among others, SACEM in France, MCPS in the United Kingdom, SGAE in Spain, GEMA in Germany, etc.) in any country in the world, and in compliance with section 4.4 above, you authorize us to claim on your behalf, when applicable, the society for the collective management of rights of each country, any royalty, encumbrance, rights, etc. that Digital Music Services have paid in respect of such content.
6.4 You must indicate through the Platform the name of the record label (associated with the phonographic producer) for each release or phonogram that you intend to distribute in any country in the world using the platform (phonographic producer that is associated with any Collective Management Company (CMO), such as SCPP in France, PPL in the UK, AGEDI in Spain, CAPIF in Argentina, etc.). On the other hand, if any of your content is distributed using any “Name of public seal” available on the platform, you accept, in accordance with the provisions of section 4.4 above, that you authorize us to:
You authorize and facilitate the transmission on your part and the acquisition by us of the following rights: Reproduction Rights, Public Communication Rights, of its contents (sound recordings or music videos) distributed using the platform.
Claim on its behalf, as appropriate, the Collective Management Company (CMO) of each country, any rights, encumbrances, obligations, etc. that they have collected with respect to such content.
7.2 In this anti-fraud policy, we have implemented a 3 Strikes policy; therefore, please read the policy carefully, as we will be very strict in enforcing it.
Warranty. Limitation of liability
9.2 You will assume all responsibility and will defend, indemnify and hold us and a third party – if any – exempt from liability for the use of the platform and the service.
9.3 Our liability under or in connection with the platform and the service (including damages) whether due to negligence, breach of contract or otherwise will be limited to the value of the fees paid by you to us during the 12 months prior to the claim.
9.4 We will not be liable for any loss, whether it arises directly or indirectly from: (a) earnings, (b) savings, (c) goodwill, (d) reputation, (e) income, (f) anticipated savings, ( g) business or opportunity or (h) any other economic loss; nor any loss or damage, indirect, consequential or incidental of any nature, regardless of whether it arises from breach of contract, warranty, tort, strict liability, negligence or otherwise, or even if the possibility of such loss or damage, or if such loss or damage could have been reasonably foreseen.
9.5 We respect the rights of others (including copyrights, image and personality rights, etc.) and we expect our clients to do the same. In accordance with the European Directive on liability of Internet service providers, we will respond quickly to remove or disable access to material uploaded by users of the platform and / or the service that alleges that the rights of third parties are infringed.
Others / Various
10.1 Non-assignment: You may not assign your account or any interest in it to any third party (including companies in the same group), without our prior written consent.
10.2 Severability: If any provision of this agreement is found to be invalid or unenforceable, that provision will be enforced to the fullest extent permitted, and the other provisions of this agreement will remain in effect.
The Music Distribution
10.6 Confidentiality: in the event that we provide you with any type of information (including, but not limited to, platform statistics, performance KPIs, marketing material, etc.), you agree to treat such information as confidential and under no circumstances It must be used (neither for your benefits, nor for third parties), to disclose them, nor be transmitted, nor made public by you without our prior written agreement.
10.7 Law and jurisdiction: This Agreement will be governed by and construed in accordance with the laws of the United States. Any dispute, controversy or claim that arises, related to this contract and any subsequent modification of this contract, including, without limitation, its formation, validity, binding effect, interpretation, execution, breach or termination, as well as extra-contractual claims, will be remitted and finally they will be determined by arbitration. The arbitral tribunal shall consist of a single arbitrator. The place of arbitration will be Los Angeles (United States). The language to be used in the arbitration proceedings will be English. However, if local regulations establish some kind of limitation depending on the nature of the End User,