Magroove For Artists Terms and Conditions
Welcome to Magroove!
2. Description of Magroove For Artists
2.1. The Platform is a hosting service. Registered Artists of the Platform may submit, upload and post audio, as well as related content, data or information (the “Content”), which will be stored by Magroove at the direction of such registered Artists, and may be shared and distributed by such registered Artists and other users of the Platform, using the tools and features of the Platform.
4. Your Magroove For Artists account
4.2. You are solely responsible for maintaining the confidentiality and security of your Credentials used for login, and you will remain responsible for all activity emanating from your account, whether or not such activity was authorized or operated by you.
4.3. If your lost access to your Credentials, or if you believe that your account has been accessed by unauthorized third parties, you are advised to notify us through firstname.lastname@example.org and should change your password at the earliest possible opportunity. We will not recover any data and/or transfer it to another account in case of Credential loss.
4.5. You may terminate your account at any time as described in the Termination section below.
5. Your use of Magroove For Artists
6. Your content
6.1. Any and all Content, including audio files, text, pictures, and other relevant data or information that you upload to Magroove For Artists ("Your Content") is generated, owned and controlled solely by you, and not by Magroove.
6.2. Magroove does not claim any ownership rights on Your Content, and you hereby expressly acknowledge and agree that Your Content remains of your sole responsibility.
6.3. You must not upload any Content to which you do not hold the relevant rights. Any unauthorized use of copyright protected material within Your Content (including by way of reproduction, distribution, modification, adaptation, public display, public performance, preparation of derivative works, making available or otherwise communicating to the public via the Platform), whether it is or becomes unauthorized at a later point, may constitute an infringement of third party rights and is strictly prohibited. Any such infringements may result in termination of your access to the Platform as described in the Termination section below, and may also result in civil litigation or criminal prosecution by or on behalf of the relevant rightsholder. If you are not sure you hold the relevant rights over the Content, please read the checklist available at artists.magroove.com for further information.
7. Grant of licenses
7.3. The licenses referred to in this section are granted separately with respect to each item of Your Content that you upload to the Platform. Licenses with respect to audio Content, and any other relevant data or information within your account, will automatically terminate when you remove such Content from your account, resulting in its deletion from Magroove’s systems and servers.
7.4. Notwithstanding the foregoing, you hereby acknowledge and agree that once Your Content is distributed to a Linked Service, Magroove is not obligated to ensure the deletion of Your Content from any servers or systems operated by the operators of any Linked Service, or to require that any user of the Platform or any Linked Service deletes any item of Your Content.
8.1. Magroove+ is a music aggregation service provided by Magroove in order to upload your Content to Digital Service Providers (“DSPs”; Streaming Services and Online Music). Should you choose to use Magroove+ aggregation service, when filling out the Upload form available on our website, Magroove will be responsible for all necessary measures in order to upload your Content to DSPs, including, without limitation, Spotify, Deezer, Apple Music (For the full list, please access artists.magroove.com). Otherwise, you can upload Content to the Platform alone without using Magroove+.
8.2. You will not be charged in respect to any costs or expenses related to the Upload of Your Content, whether or not you choose to use Magroove+ aggregation service. However, if you choose to use Magroove+, we will be responsible for collecting all royalties from downloads, streaming, and any other royalties related to Your Content uploaded through Magroove+ (the “Net Income”), and we will pay you 100% of the Net Income, keeping only the first USD 5.00 (five american dollars) generated by each release per year. Artists are allowed to retrieve their share on the Net Income after it has reached a minimum threshold of USD 50.00 (fifty american dollars).
8.3. If you choose to use Magroove+ aggregation service, you also have the option to let allow Your Content to be uploaded to Magroove’s YouTube channel if uploading and having the tickbox clicked (the tickbox you must accept states you want Magroove to spread your music (Your Content) in Magroove’s YouTube channel). By doing so, you grant us a worldwide, non-exclusive, royalty-free and fully paid license to post Your Content, including, without limitation, the rights to use, repost, monetize, transmit or otherwise distribute, publicly display, publicly perform, compile, make available and otherwise communicate Your Content to the public utilizing Magroove’s YouTube channel. In this case, we will be responsible for collecting all income arising from the monetization of Your Content on Magroove’s YouTube channel, which will be accounted for as part of the abovementioned Net Income.
8.4. In order to receive any and all payments from Magroove in regards to your percentage of the Net Income, you are required to have a PayPal account, located at www.paypal.com, and to provide Magroove with the email address associated with your PayPal Account. If you cannot obtain a PayPal Account or access to your PayPal account is lost, terminated, or otherwise revoked by PayPal, Magroove will hold any and all Net Income that has accrued for up to one year from the date that each payment was to be rendered or attempted to be rendered in accordance with Magroove's reporting and payment schedule.
9. Representations and warranties regarding Content
9.1. You hereby represent and warrant to Magroove that:
(ii) Your Content and the availability thereof on the Platform does not and will not infringe or violate the rights of any third party, including, without limitation, any intellectual property rights, performers’ rights, rights of privacy or publicity, or rights in confidential information;
(iii) Your Content, including any comments that you may post on the Website, is not and will not be unlawful, abusive, libellous, defamatory, pornographic or obscene, and will not promote or incite violence, terrorism, illegal acts, or hatred on the grounds of race, ethnicity, cultural identity, religious belief, disability, gender, identity or sexual orientation;
(iv) Your Content does not and will not create any liability on the part of Magroove, its subsidiaries, affiliates, successors, and assigns, and their respective employees, agents, directors, officers and/or shareholders.
9.2. Magroove reserves the right to remove Your Content, suspend or terminate your access to the Platform and/or pursue all legal remedies if we believe that any of Your Content breaches any of the foregoing representations or warranties, or otherwise infringes another person's rights or violates any law, rule or regulation.
10. Liability for content
10.1. You hereby acknowledge and agree that Magroove: (i) stores content and other information at the direction, request and with the authorization of its users, (ii) acts merely as a passive conduit and/or host for the uploading, storage and distribution of such content, and (iii) plays no active role and gives no assistance in the presentation or use of the Content.
10.3. You are solely responsible for all of Your Content. Magroove and its subsidiaries, affiliates, successors, assigns, employees, agents, directors, officers and shareholders hereby exclude, to the fullest extent permitted by law, any and all liability which may arise from any Content uploaded to the Platform by users, including, but not limited to, any claims for infringement of intellectual property rights, rights of privacy or publicity rights, any claims relating to publication of abusive, defamatory, pornographic, or obscene material, or any claims relating to the completeness, accuracy, currency or reliability of any information provided by users of the Platform. By using the Platform, you irrevocably waive the right to assert any claim with respect to any of the foregoing against Magroove or any of its subsidiaries, affiliates, successors, assigns, employees, agents, directors, officers or shareholders.
11. Blocking and removal of content
11.2. Please also note that individual Uploaders have control over the audio content that they store in their account from time to time, and may remove any or all audio content or other content without notice. You have no right of continued access to any particular item of content and Magroove shall have no liability in the event that you are unable to access an item of content due to its removal from the Platform, whether by Magroove or the relevant uploader.
12. Limitation of Liability
12.1. Magroove and its subsidiaries, affiliates, successors, and assigns, and their respective employees, agents, directors, officers and shareholders, shall have no liability for any loss or damage arising out of:
(a) Any action taken against you by third party rights holders with respect to any alleged infringement of such third party’s rights relating to your content or your use of the platform, or any action taken as part of an investigation by magroove or any relevant law enforcement authority regarding your use of the platform; and
12.2. Any claim or cause of action arising out of or related to your use of the platform must be notified to magroove as soon as possible.
14.1. You may terminate this Agreement, at any time, by removing all of Your Content from your account, when applicable, deleting your account, by emailing us at email@example.com, and thereafter ceasing to use the Platform.
14.2. Once your account has been terminated, any and all Content residing in your account, or pertaining to activity from your account, will be irretrievably deleted by Magroove, except to the extent that we are obliged or permitted to retain such content, data or information for a certain period of time in accordance with applicable laws and regulations and/or to protect our legitimate business interests. You are advised to save or backup any material that you have uploaded to your account before terminating your account, as Magroove assumes no liability for any material that is irretrievably deleted following any termination of your account.
15. Assignment to third parties
15.1. Magroove may assign its rights and, when permitted by law, its obligations under this Agreement, in whole or in part, to any third party and at any time, without notice, including, without limitation, to any person or entity acquiring all or substantially all of the assets or business of Magroove. You may not assign this Agreement or the rights and duties hereunder, in whole or in part, to any third party without the prior written consent of Magroove.
17. Entire agreement
18. Applicable law and jurisdiction
18.1. This Agreement is subject to the laws of the Federative Republic of Brazil, and the Parties hereby agree to submit to the exclusive jurisdiction of the courts in the city of São Paulo, state of São Paulo, Brazil, for resolution of any dispute, action or proceeding arising in connection with this Agreement.