A&R TERMS AND CONDITIONS
BY APPLYING FOR THE ROLE OF A RECORD UNION A&R, YOU AGREE TO AND ACCEPT THESE TERMS AND CONDITIONS. IF YOU DO NOT ACCEPT THE TERMS AND CONDITIONS, YOU MAY NOT BECOME A RECORD UNION A&R.
These Terms and Conditions apply to and give access to use the www.recordunion.com website (the “Website”), including the use of any content, information, products and/or services. The Terms and Conditions also apply to any and all services individually under this Agreement.
Please read these Terms and Conditions carefully as they affect your rights and liabilities under the law. This is a legal agreement (the “Agreement”) between you and Record Union (“Record Union”, “we” or “us”). If you do not agree to these Terms and Conditions, please do not register and apply. If you have any questions regarding the Agreement, send us an email to firstname.lastname@example.org
The Website and service is operated by Record Union, a company based in Sweden with registered address Gamla Brogatan 26, 111 20 Stockholm Sweden.
Record Union offers Artists, not limited to, services of digital distribution on digital music stores for sale by downloading, streaming and similar. Record Union also provides the Artist with a possibility to promote themselves and their music on the Website.
“A&R” shall mean Artist and Repertoire, a talent scout also overseeing the artistic development of Artists.
“Artist” shall mean any person or persons whose performances are embodied in the Recordings.
“Services” shall mean any and all services Record Union offers Artists who have signed up on the Website.
“Composition/Compositions” shall mean the musical works, with or without lyrics, which has been subject to recording when recording the Recordings.
“E-Music File/E-Music Files” shall mean a digital copy of an audio (only) recording of a performance of a musical work by you or the Artist, with or without lyrics, which has been converted, coded and compressed to a digital format supported by Record Union.
“End User/End Users” shall mean a person who/which purchases an E-Music File from any of the Record Union Retail Partners or visits the Record Union Website or Retailers Websites for this purpose.
“Recording/Recordings” shall mean any and all audio recordings that you submit to Record Union upon your acceptance of this Agreement by uploading on the Record Union Website as well as any other audio recordings that you choose to submit thereafter by uploading on the Record Union Website.
“Record Union Retail Partner/Record Union Retail Service” shall mean, without limitation, any and all, now known or future, digital internet consumer stores (such as Spotify, iTunes, Deezer and Amazon) and/or any other digital retailers of music which Record Union has, from time to time, entered into a licensing agreement with regarding the sale and/or streaming of E-Music Files embodying the Recordings pursuant to the provisions of this Agreement. This applies on a “per Recording” basis.
“Website” shall mean the website (www.recordunion.com) or any other sub-domains.
“Territory” shall mean the world, or per Recording specified territory if applicable.
“Email invite Tool” shall mean an invitation service provided by Record Union on the Website, where you may send invites to recipients.
“Gross Receipts” shall mean the total sum, excluding VAT, received by Record Union per Recording sold. We are entitled to benefit from any deductions which have been made toward Record Union by the Retail Services. The percentage co-relates to the percentage of Record Union, whether that is expressed or calculated in its sublicensing agreements with the Record Union Retail Partners.
“Record Union Trademarks” shall mean any trademarks used by Record union or registered by Record Union.
You will need to fill out an application to be able to become a Record Union A&R. The application should include information about you and why you should become an A&R. The application may only be sent through our Website, after you have created a user account. If your application has been denied, you may re-apply after two weeks. Record Union reserves the right to, for any reason or purpose, deny you to become a Record Union A&R.
GRANT OF RIGHTS
The rights granted in this Agreement include the possibility to be a Record Union A&R. You will act as an ambassador for Record Union and have the following rights
- The non-exclusive right to market and/or otherwise promote our Services to Artists throughout the Territory.
- Access to the Email invite Tool.
- Being able to offer distribution deals, such as a one-year free distribution per Artist on their first release, on all platforms, to Artists and bands via the Email Invite Tool.
- Access to the A&R Roster and account, where you can, but are not limited to, overview all the Artists you have recruited, the amount of royalty this has generated to you and if an Artist you have recruited has released music.
- A Royalty share, as calculated below.
When you are approved as an A&R and have registered on the Website, you will receive a unique code. You may provide this code to any Artist you promote the Services to, which will give the Artist one (1) UPC-code free of charge, when the Artist registers on the website. If you do not provide the Artist with this code, you will not receive Royalties from the Artist’s Gross Receipts.
You may not in any way enter into agreements on behalf of Record Union and you may not in any way or at any time present yourself as a representative of Record Union. Each of the Parties will remain independent of each other. Nothing in this Agreement constitutes an agency, employment, company or joint venture relationship of any kind between the Parties.
You enter into agreements with Artists on your own behalf. For this purpose, you may use Record Union’s trademarks on business cards reproduced from the layout provided by Record Union. The layout of the business card will be provided to you by Record Union, in PDF format. You may only use this for purposes under this Agreement.
The rights granted to you under this Agreement are personal. You may not appoint sub-agents or other representatives without Record Union’s prior written consent. If Record Union grants permission to use sub-agents and representatives, you are solely responsible for them and all their payments and actions.
You may only use your own and/or Record Union Trademarks when fulfilling your rights granted in this Agreement. This is limited to the term of this Agreement. You shall not use any other trademark or product name together with the Record Union trademarks nor shall you register any trademark that may resemble the Record Union trademarks or names.
You do not have the right whatsoever to acquire any property rights in the Record Union trademarks. All such rights shall remain with Record union.
In cases of any type of infringement, you shall immediately discontinue any and all use of Record Union trademarks. Record Union may at any time terminate, remove or disable access to your account in cases of infringement.
We will at all times ensure that the Website and its services are available to you. If the service would be interrupted, Record Union will without delay correct the interruptions. We reserve the right to, at any time and without prior notice to you, suspend access to the Website to the extent needed to correct errors, for security reasons, upgrades, updates and required maintenance of the software or hardware.
We assume no liability for any errors, delays or interruptions that might occur in the Website, if these are not attributable to Record Union.
Record Union has entered into licensing agreements with Retail Service Partners. The purpose of this is to distribute the Artist’s Recordings and provide all services associated with the distribution, including but not limited to, delivery and sales for downloading and streaming. The agreements Record Union enter with Retail Services shall determine the terms on which the Artist’s Recordings are sold or made available. Which Retail Services Record Union has entered into agreements with might vary from time to time. Therefore, Record Union cannot guarantee the sale and/or exploitation of the Recordings in any particular Retail Store and assumes no liability if your Artist’s Recordings are not made available in a particular Retail Service.
Record Union assumes no liability for any interruptions or any suspensions of access in the Retail Service, in whole or in part.
Record Union offers you a Royalty share of the Gross Receipts for every Artist you recruit. The percentage of Royalties you can earn depends on your total number of recruited Artists. Only Artists who have published Recordings counts for the level of Royalty shares. For any and all services under this Agreement the following applies.
- Record Union shall pay you a Royalty rate of 2,5% of the Gross Receipts if you have recruited up to 10 (1-9) Artists who have published Recordings through our Website.
- Record Union shall pay you a Royalty rate of 5% of the Gross Receipts if you have recruited between 10-25 Artists who have published Recordings through our Website.
- Record Union shall pay you a Royalty rate of 7,5% of the Gross Receipts if you have recruited over 25 (26 -) Artists who have published Recordings through our Website.
- You agree that our Royalty payments will be subject to the conditions, reductions and pro rating provisions as agreed in each sublicense agreement with the Record Union Retail Partners.
- Your right to Royalties follows on the date when Record Union receives payment for your recruited Artist’s sold Recording, and is calculated out of the amount we actually receive. You hereby agree that, in some cases and according to each sublicensing agreement, the Record Union Retail Partners will only pay Royalties to Record Union in the case the total amount exceeds a certain amount and that your payment might be subject to these limitations.
- The Recordings will be sold to End Users at a price determined by Record Union and Record Union Retail Partners in our own discretion.
If an Artist does not use the unique code submitted by Record Union to you when registering at the Record Union Website, you will not be entitled to any Royalties from the Artist.
It can take up to 90 days before the Record Union Retail Partners send us sales reports regarding the sales of your recruited Artist. Since your Royalties are calculated from the sales reports, this delay also applies to you. Payments will be credited to your Record Union Royalty account within 30 days after we have received the sales reports.
Once payment has been credited, you will be able to request a withdrawal of royalties from the account. Record Union will then pay the requested amount to your PayPal account within five days.
Payment of royalties can only be made to a PayPal account. Unfortunately, we cannot make any payments by any other payment method. It is solely your responsibility to notify Record Union if your PayPal account has changed, by making the appropriate changes to your Record Union royalty account settings. If you do not provide valid payment information, your service may be disconnected or interrupted and any royalty payments due will be withheld until you can provide valid payment information.
You are responsible for any bank fees, currency exchange fees or other charges related to withdrawals or payments of royalties to you. Record Union may deduct such fees and charges from any royalties owed to you.
When accounting royalties to you, Record Union is entitled to issue an invoice on your behalf and in your name on the basis of a so called “self-billing system”. Such invoice will be subject to your approval. However, such approval should be seen as given if you do not object the invoice, in written, within five days from the date of issue.
Any royalty payable will include any taxes and other public fees, which Record Union is required to deduct or pay by law when paying royalties to you.
You agree and warrant the following.
- You have reached the age of 18.
- You have not entered into any agreement which may conflict with this Agreement.
- You shall not commit any act which might prejudice or damage the reputation of Record Union or Record Union Retail Partners or might inhibit, restrict or interfere with the exploitations of the Recordings.
- you shall not attempt to introduce any viruses, trojan horses, spyware, cancelbots or other malicious code into the Website.
When you register at the Website, you will be asked to create a password. You must keep this password confidential. You are responsible for all activities and orders that occur or are submitted under your password. Notify us immediately if you suspect or know that someone is using your password.
If Record Union has reason to believe that that there’s a misuse of your password and likely to be a breach of security on the Website, the Retail Service and the Website, we might ask you to change your password. If you do not, we might suspend your account and terminate your access immediately and without notice to you.
You shall indemnify and hold harmless Record Union, Record Union Retail Partners or any of their affiliates (including any directors, members, employees and other representatives) from and against any and all claims, losses, damages, liabilities, costs and expenses, including, without limitation, legal expenses and reasonable counsel fees, arising out of any breach or alleged breach by you of the above warranties and representations and/or use of the Recordings or Materials as permitted hereunder.
If a claim is made, Record Union shall have the right, in addition to its other rights and remedies, to withhold payment of any monies due hereunder in an amount reasonably related to the claim and potential expenses.
PROHIBITED USES & TERMINATION
You may not use our site, services or brand for any unlawful purpose or for the following reasons.
- In any way that is or have the purpose to be unlawful or fraudulent.
- For the purpose to harm or attempt to harm people in any way.
You may not in any way as a Record Union A&R, through our website and with our brand, conduct or promote material as follows.
- Sending invites to unknown, irrelevant recipients or “spamming”.
- Be obscene, offensive, hateful or inflammatory.
- Promote sexually explicit or violent material.
- Promote discrimination based on race, sex, religion, nationality, disability or sexual orientation.
- Promote, advocate or assist in any illegal activity
- Threaten, harass, upset, embarrass, alarm any other person or invade in their privacy.
- Impersonate any person.
Record Union reserves the right to determine the nature of your conduct and if it has breached the above in any way. If we find that a breach has been made, we take such and any action we deem as appropriate.
We may take actions like, but not limited to, immediately, temporary or permanently remove your account and withhold any or all Royalties you might have earned.
We fully exclude any liability from breaches of this Agreement which you may have made.
TERM AND TERMINATION
This Agreement may be immediately terminated by written notice by any Party if the other Party breaches the Agreements and fails to remedy such breach in full within seven (7) days from written notice requiring remedy.
We reserve the right to reject or remove your account. This applies for any conduct which damages or may potentially damage Record Union. We are in cases of damage or potential damage entitled to terminate your access to the Retail Service and/or Website immediately and without notice.
At the Termination of this Agreement, regardless of the cause, you shall destroy all printed materials and other promotion materials in your possession carrying the Record Union Trademarks, including any business cards.
You are not entitled to any indemnity, post Term Royalties or other compensation upon the termination of this Agreement.
We reserve the right to amend, discontinue or terminate the Website and services and this Agreement, at any time without notice. We also reserve the right to not enter into, or terminate, an Artist’s Agreement with an Artist of yours.
Record Union reserves the right to, without limitation, reject or remove, from the Retail Services and Website, the Artist’s account and any Recordings or other materials that your Artist submits to Record Union under the Agreement between Record Union and the Artist, without prior notice to you.
We will not be held responsible for any delay or failure in providing you the services or any kind of loss that were not caused by a breach on our part in accordance with this Agreement, if this is because of actions beyond our reasonable control.
We assume no liability for indirect or consequential damages, loss of data or other inconveniences caused in any way by the use of the Retail Service, the Website or the sale and exploitation of the Recordings, by any temporary or permanent errors in the Services, unless caused by intent or gross negligence of Record Union. The obligation of Record Union to pay damages, in the absence of intent or gross negligence by Record Union, shall be limited to 1 000 USD.
Record Union may assign its rights and obligations under this Agreement, in whole or in part, to any third party without your prior written consent. You are not entitled to assign any of your rights and obligations under this Agreement, in whole or in part, without the approval of Record Union.
You agree that Record Union may use your personal data, submitted by you when you register on the Website, without limitation. The may include the use for sale or marketing purposes in the whole Territory during the Term.
We are not responsible or liable for failures in providing any of our services, if they are caused by an event outside our control (“Force majeure”). Force Majeure means an event beyond our control which prevents us from complying with any of our obligations under this Agreement, including but not limited to
- Fires, earthquakes, tidal waves, floods, war, hostilities, invasion, embargo, revolution, civil war, riot, strikes, lock outs, acts or threats of terrorism, commotion, failures of public or private telecommunication networks, third party force majeure and an epidemic.
In an event of Force Majeure, Record Union should contact you as soon as reasonable, to notify of this and if possible, estimate when due fulfilment can be expected.
The Terms and Conditions shall be in accordance with the laws and jurisdiction of Sweden. Disputes arising out of, or in connection with this Agreement, shall be settled by the court of Stockholm as first instance.
You agree to indemnify us against any claims, liabilities, damages, losses or expenses that may have occurred as a result of you breaching anything under this Agreement or against any third party.
If any part of this Agreement or application of it shall be declared or deemed void, invalid or unenforceable, in whole or in part for any reason, it shall be deleted and the remaining provisions, if any, shall continue in full force and effect.
The Terms and Conditions are effective from the time you apply as an A&R. By visiting and using our Website and services you agree, and assure that you are of age to agree, to be bound by our terms and conditions. Any changes to the terms and conditions are effective from the time it is revised and posted. If necessary, we will notify you of these changes via email.