Terms and conditions for submitting tracks
______________________________
TERMS AND CONDITIONS: SUPPLIER OF MATERIALS FOR RELEASE ON TEN TRACKS (tentracks.co.uk)
These terms and conditions apply to non-exclusive release over tentracks.co.uk. If you are interested in non-exclusive global distribution via Ten Tracks, on sites and in countries of your chouice, then additional terms apply. Please email us for these at info@tentracks.co.uk quoting 'Global Distribution' in the title.
Welcome to tentracks.co.uk (the "Web Site"), which is owned and operated by Music Subscriptions Agency Ltd (the "Operator").
Use of and access to the Web site is subject to your compliance with the following TERMS AND CONDITIONS:
1. This website is owned and operated by Music Subscriptions Agency Limited (Registered Number SC338462) [“MSA”], having its registered office in Scotland at 38 Dean Park Mews, Edinburgh, EH4 1ED. By visiting this website or using any of the content and services that are available at www.tentracks.co.uk (collectively the "Website") you signify your agreement to (1) these terms and conditions (the "Terms and Conditions") and (2) MSA’s Privacy Policy (which can be found in the Privacy Policy section of the Website and is incorporated here by reference). You should not use the Website if you do not agree to any of these Terms and Conditions or MSA’s Privacy Policy.
2. In the Terms and Conditions the following terms shall have the following meanings: “Composition(s)” shall mean the musical works (whether with or without lyrics) performances of which are embodied in the Recording(s).
“Material” shall mean biographies, photographs, video, the Recording(s) and all other material uploaded by User to the Website.
“Expenses” shall mean all expenses actually incurred by MSA acting reasonably and in good faith that are directly and identifiably attributable to the exploitation of the rights licensed hereunder and payable to any third party operating at arms length from MSA (including without limitation any processing fees, taxes and/or royalties payable by MSA in respect of the Composition(s) but for the avoidance of doubt excluding MSA’s own overheads).
“Net Receipts” shall mean all income that is directly and identifiably allocable and attributable to the sales of the Recording(s) by MSA in accordance with the terms of these Terms and Conditions, that is received by MSA after deduction by MSA of the Expenses.
“Recording(s)” shall mean the audio only sound recording(s) that are uploaded by User to the Website in accordance with clause 3 of these Terms and Conditions.
“Rights Period” shall mean the period commencing on the date hereof and continuing for the period of twelve (12) months and continuing thereafter until terminated by either party giving the other not less than thirty (30) days written notice.
“Royalty” shall mean 60 per cent (60%) of Net Receipts for the track.
“Territory” shall mean the Universe
“User” shall mean any party who accesses or uses or opens an account with the Website.
“Third Parties” shall mean any individual or corporation other than the individual defined under "User" above.
3. By submitting Material for use on the Website, User warrants, represents and undertakes that:
3.1 User owns or controls throughout the Territory the copyright and all other rights in the Material and will continue to do so for the duration of the Rights Period;
3.2 User is and will remain during the Rights Period entitled throughout the Territory to license the rights hereby licensed to MSA;
3.3 User has the full right and authority to comply with and agree to these Terms and Conditions;
3.4 User has obtained all necessary consents of the performers and recording artists whose performances are embodied in the Recording(s);
3.5 User will ensure that MSA’s exploitation of the rights licensed hereunder shall not infringe upon or violate the rights of any third party;
3.6 The information supplied by User to MSA shall be complete and accurate in every respect;
3.7 MSA and its licensees shall not be required to make payments of any sort in respect of the exploitation of the rights hereunder other than payment of the Royalty to User (including without limitation any payments to recording artists, studios, record producers, trade unions Phonographic Performance Limited or any other industry associations) with the exception of any fees or royalties which are payable in respect of MSA’s exploitation of the Composition(s) which shall be the sole responsibility of MSA;
3.8 User shall keep User’s username and password confidential and secure;
3.9 User shall be responsible for any taxes payable in respect of monies remitted to User under these Terms and Conditions;
3.10 a. The Material shall not be offensive or defamatory;
b. User shall not use the Website to advertise other businesses without MSA’s express written permission.
4. User is entitled to submit Material for the Website subject to completing without difference, the submission procedure that is provided on the Website under the section ‘submit tracks’.
4.2 By uploading the Material to the Website, User hereby licenses to MSA throughout the Territory and for the duration of the Rights Period:
4.2.1 the non-exclusive right to store digital files of the Material and to make the Material available to third parties on the Website for downloading via the Internet; and
4.2.2 the non-exclusive right to use on the Website and in promotional material for the Website, the name, the trademark, the logo, the approved likeness and the approved biographical information of the performers and recording artists whose performances are embodied in the Recording(s); and
4.2.3 the right to sub-license to Third Parties the rights referred to in sub-clauses 4.2.1 and 4.2.2.
4.3 All rights in the Material that are not hereby licensed to MSA are hereby reserved by User.
4.4 Subject to User conforming with these Terms and Conditions MSA shall make the Material available on the Website for visitors to the Website to view, to stream and to download (as applicable) via the internet on the worldwide web.
5 Subject to User providing MSA with details of User’s bank details, MSA shall be entitled to receive the Royalty on User’s behalf and pay User which MSA shall remit to User as per terms and conditions of payment either via or not via any licensing body/ies the MSA sees to be in the interests of the User.
6 MSA shall provide User with accurate and up to date details of all monies actually received by MSA from sales of the Recording(s) and User’s share of such monies under these Terms and Conditions User shall indemnify and hold MSA harmless from any and all claims, liabilities, costs, losses, damages or expenses, including reasonable outside solicitors fees, incurred by MSA and arising from a breach or alleged breach by User of the warranties representations or undertakings by User contained in these Terms and Conditions.
7 Without prejudice to any rights or remedies that either party may have at law or otherwise under these Terms and Conditions, either party shall be entitled to terminate the Rights Period in the event that:
7.1 the other party fails to perform its material obligations hereunder and such failure is not cured within sixty (60) days after written notice thereof being given to such party; or
7.2 the other party enters into compulsory liquidation or makes any compromise for the benefit of its creditors or the other party becomes the subject of insolvency or bankruptcy proceedings.
8. MSA shall remove Material in the event that User requests any material to be removed, with a period of 30 days’ notice.
9 MSA reserves the right to remove any/all material submitted by the User for any reason.
10 MSA will under no circumstance be liable for indirect, special, or consequential damages including any loss of business, revenue, profits, or data in relation to User’s use of the Website.
11 No provision(s) contained within these Terms and Conditions will operate to exclude any liability for death or personal injury arising as result of the negligence of MSA, its employees or agents.
12 All intellectual property of MSA such as trademarks, trade names, registered designs and any other automatic intellectual property rights derived from the aesthetics or functionality of the Website remain the property of MSA.
13 By using the Website User agrees to respect the intellectual property rights of MSA and will refrain from copying, downloading, transmitting, reproducing, printing, or exploiting for commercial purpose any material contained within the Website.
14 The information is provided on the understanding that the website is not engaged in rendering advice and should not be wholly relied upon when making any related decision.
15 The information contained with the Website is provided on an as is basis with no warranties expressed or otherwise implied relating to the accuracy, fitness for purpose, compatibility or security of any components of the Website
16 MSA does not guarantee uninterrupted availability of the Website and cannot provide any representation that using the Website will be error free.
17 The Website may contain hyperlinks to websites operated by other parties. MSA does not control such websites and MSA takes no responsibility for, and will not incur any liability in respect of, their content. 18 Our inclusion of hyperlinks to such websites does not imply any endorsement of views, statements or information contained in such websites.
19 All notices to either party shall be made in writing by email. MSA shall use the email address supplied by User and User shall use the Contact Us section of the Website.
20 MSA shall be entitled but not obliged to assign the whole or a part of these Terms and Conditions to any third party.
21 The validity, construction, interpretation and effect of these Terms and Conditions and any or all modifications hereof shall be exclusively governed by the Laws of Scotland and shall be subject to the exclusive jurisdiction of the Scottish courts.
