General Terms & Conditions iGrooveNext Accounts
Publishing digital items
This agreement is made between:
Customer (owner of iGrooveNext accounts)
(Customer) on its own behalf and on behalf of all present and future subsidiaries, affiliates and parent companies that control the customer, are controlled by, or with which the customer jointly exert a control function.
and
Contractor (hereafter named iGroove or iGrooveNext)
iGroove AG
Bahnhofplatz 10
8853 Lachen/SZ
Contract object:
iGroove provides you with a professional online sales portal, which is specialized in dealing with music and it’s marketing. This agreement defines the responsibilities and obligations between the Customer and the Contractor.
iGrooveNext adds the respective music and phonograms in appropriate Internet portals (see separate Online Shop list) and takes over with their partners, monitoring and marketing of these phonograms due to the following Terms and Conditions.
The recordings for the purposes of these Conditions of Use are sound recordings and combined audio / video recordings (e.g. music videos), which the customer transmits after the approval of this agreement. iGrooveNext reserves the right to reject a release at its own discretion, especially if these recordings violate criminal law or affect third-party rights.
iGrooveNext shall be entitled to make available for sale to consumers, encrypted or unencrypted D-master and in different formats and to transmit it to the Internet portals selected by the customer. Delivery and sale can be made via the internet, web radio, kiosks, point of sale at listening stations, mobile, wireless, satellite-based or similar players, including all electronic devices, such as personal computers, mobile phones, audio equipment for home entertainment area, portable audio players and other devices. The end user must be granted the right (if and when applicable), to save the D-Master for the purpose of updating data or to save a backup copy on a removable storage media.
When ordering digital products via iGroove.ch, via SMS or via widget, the consumer receives after purchasing an item a download link that leads to the download of the purchased item. For safety reasons this link will be available for only 3 downloads and may not be used thereafter.
Clips: Extract from a D-Master with a playing time of 30 seconds (or in some cases longer) to pre-listen for evaluation purposes to promote the sale of licensed content in form of D-Master, sound recordings and other formats.
iGrooveNext is also entitled to the transfer rights in whole or in part to third parties. The customer transfers iGrooveNext irrevocable, worldwide and for the duration of the contract, the non-exclusive right to use the phonograms or accompanying materials to sell all or in part, reproduce, distribute and otherwise use, or using all tools and media and in all online stores (e.g. iTunes) to use or not interactive in interactive / streaming services that are available at the time the contract is concluded or will be in the future to adjust.
The customer must ensure that in case he employs other distribution companies, that the songs are not transmitted simultaneously from different providers to the same online shops. Once iGrooveNext transmitted the images for sale to the selected online stores, the customer has responsibility to ensure that third parties do not transmit to the same online shops.
The client agrees to provide true and complete information. For Minor customers, these Terms of Use may only be accepted by the legal representatives or otherwise authorized to represent. The client also undertakes to inform iGrooveNext about the changes of all, for the necessary for completion of the contract personal data, in particular name, first name, address, email, phone number immediately.
Income & Credits
Credits of net income are received on the 5th of each month on the customers iGrooveNext account. Once the payment has been credited to the account, the total amount or any part of amounts can be withdraw. Bank charges or other costs incurred in the course of this transaction fees are payable by the customer.
The settlement includes all income received before settlement date by iGrooveNext. Payments of more than CHF 30.00 can be withdraw at any time directly in the online account of the customer. The payments will be paid via bank account or PayPal. When closing your Artist / merchant account the balance be paid within 7 days after the last date of invoice. Bank fees or other costs incurred in this transaction fees will be charged to the customer.
The customer agrees to these Terms and connections for musicians Accounts expressly agree that iGrooveNext is authorized to collect any applicable taxes or any costs incurred in connection with the services of iGrooveNext directly from the iGrooveNext customer account.
The original settlements are submitted to the client online.
Revenue from the sale of music on iTunes, Spotify & Co. (Premium Stores): - 8% commission
iGroove is entitled to collect the reported amounts of revenues due to the contractual agreement income. Net revenues represent the actual cash receipts of the seller in connection with the sale of recordings. 92% of the net revenue shall be paid to the respective customers. The iGrooveNext account of the customer is also his billing account. The customer has the option to retrieve his account balance at any time. iGrooveNext is authorized to administer collective proceeds in an interest-yielding bank account and withhold all amounts earned by capital, the net revenue.
Incomes through sales of music on its own download stores and tools of the iGroove AG (Via iGroove.ch, via SMS, via widget) - 8% commission.
The Item selling prices to the consumer are defined by the client himself or herself and are incl. 8% Swiss VAT. IGrooveNext charges 8% commission on the specified article selling prices on sales that were made on the own Download Shops and tools of the iGroove AG. The iGrooveNext account of the principal is also his billing account. The customer has the option to retrieve their account balance at any time in his account.
The net income is calculated as follows:
Selling price - 8% VAT - 8% Shops fees - 8% SUISA fees - 4% transaction costs = net revenue
The customer must check statements immediately upon receipt. Potential customer claims due to faulty billing of iGrooveNext, have to be done within a year after receiving the settlement in writing, provided that the failure of the settlement is not attributable to intent or gross negligence by iGroove.
iGrooveNext does not guarantee that the customer will achieve net revenue resulting from this agreement.
Sound clips (samples for listening)
The customer does not receive remuneration for the use of clips.
Artwork, Text content, metadata:
The Customer has no claim for compensation.
Content forms and digital duplication:
To avoid any doubt it should be noted that the customer is subject to the full commitment of
a) Existence of all consents of artists and performing artists as well as all similar approvals to ensure that the evaluation may require licensing content under this treaty in individual cases,
b) To pay the fee for all transactions of digital reproduction, due to which the reproduction of musical works are entitled based on the contents on the license as well as
c) To make all payments to artists, producers and other third parties, which is based on the utilisation oft he licensed content, including cover art, metadata and other material provided claim.
It is the customer's duty to ensure that the recordings and accompanying material provided to iGroove are not subject to third-party rights and that iGroove does not violate third-party rights in fulfilling this contract and that no claims are brought against it for such a violation.
For traders of third party brands, the customer must have the express right to officially represent the goods oft he brand.
Exemption:
The customer agrees to keep the contractor indemnified against all costs, and other claims of damages, that raises from the fact that a third party complains in accordance with this agreement made and the use of licensed content infringe by the contractor.
The customer is solely responsible, in conjunction with the utilization of the underlying rights by iGroove, royalties for artists, producers and other people who were involved in the creation of shots, as well as for all payments due under a collective agreement.
The buyer has responsibility to ensure that the revenue generated under this contract is taxed properly. This also applies to any applicable foreign tax
Duration:
The term is 1 year and begins from the date of creation of the musician account. The contract extends automatically for another year unless either party terminates it by giving 30 days written notice to the end of the initial term and thereafter to the end of the respective extended year. Basically, an early termination is possible at any time and in writing within a period of notice of 30 days with effect from the end of any current month.
In the event of a material breach of this contract, the breach-affected party may terminate this agreement if the other party, which has committed the violation, does not completely resolve the breach within 60 days of receipt of notification.
Suisa Charges for singles & Albums (Download):
iGroove has the right to deduct all incidental Suisa fees of the customer paying revenue.
- 8 % from official Sales price (Net)
- Minimum compensation CHF 0.11 per song, regardless of playing time
Minimum compensations on Bundles:
- up to 2 songs: CHF 0.11 per song, regardless of playing time
- 3 to 7 songs: CHF 0.09 per song, regardless of playing time
- 8 to 13 songs: CHF 0.07 per song, regardless of playing time
- 14 to 19 songs: CHF 0.065 per song, regardless of playing time
- from 20 songs: CHF 0.06 per song, regardless of playing time
Transaction fees (Credit cards, Postfinance, PayPal, SMS, etc.)
In order to cover transaction costs on third-party payment systems as well as the effort cost of own payment systems, iGrooveNext charges a transaction fee of 4% on the gross sales price of items sold.
For SMS Downloads the transaction costs of Telecom providers are higher, a transaction fee of 18% on the gross sales price of sold items will be charged.
Transfer
The customer is not entitled to transfer rights and obligations under this contract to any third party. If this agreement does not expressly provide, none of the regulations of this contract is enforceable by third parties.
Major risks
Not a violation of this agreement or liability against the other party are delays or failure of a party in fulfilling their respective obligations under this agreement to the extent that the delay or failure was cause due to circumstances outside of its influence (force majeure / act of god).
Limitation of Liability
Excluded in the maximum extent permitted by law, is the liability of the contractor for special damages, indirect or consequential damages, in particular but not limited to lost profits, lost business, lost revenue and lost goodwill.
If iGrooveNext becomes aware that this agreement shall affect or violate third party rights or criminal law, iGrooveNext is entitled to retain any credit balance of the customer account until resolution of the legal situation.
The customer shall defend and indemnify iGrooveNext and its contractors and employees from all potential claims by third parties and costs of prosecution or defense of third party rights, unless these claims are based on the performance of this contract. This exemption includes in particular legal costs, damage claims and claims for payment of license analogy or copyright infringement. iGrooveNext informs the customer immediately in the event of a claim or action is brought. The customer is obligated to defend iGrooveNext at his own expense and defend iGroove AG with it’s own specified legal counsel.
Confidential information
Neither party is entitled to disclose confidential information of the other party, including the contents of this contract, unless the party has to disclose as required by law or government, or the party that has issued the confidential information, shall provide the other party with their express consent to disclosure some information.
Changes in these General Terms and Conditions / Price List
iGrooveNext reserves the right to change these general terms and conditions of business or the price list at any time and without giving reason. The changed conditions will be sent to the user via email two weeks before they enter into effect. If the user does not terminate within two weeks after receipt of the email the changed conditions will be considered accepted. iGrooveNext will draw special attention to the importance of the two-week deadline in the email containing the changed conditions.
Place of jurisdiction
This agreement shall be governed and construed and interpreted in accordance to Swiss law. Jurisdiction is Lachen (Switzerland). The general terms and conditions of business are also applicable if the portal is used outside of Switzerland.
By creating an account on iGrooveNext and with the creation of a release you accept this agreement. By accepting this agreement (Terms and Conditions for musician accounts), you confirm that you have all license rights of publication and give your consent to the above-named conditions.
Each customer ensures and guarantees, to be eligible and able to enter into this Agreement, to meet and to be able to transfer the necessary rights and is responsible for the content of the licensed recordings and materials.
