Terms of Use

1. Introduction

Welcome to 1604ENT, a music distribution company that allows independent artists and record labels to distribute their music to digital platforms worldwide. These terms of use (the “Agreement”) govern your use of our website and services, including our music distribution services (the “Services”). By using our Services, you agree to be bound by this Agreement. If you do not agree to be bound by this Agreement, you may not use our Services.

2. Registration and Account

In order to use our Services, you must create an account (the “Account”).

i. You agree to provide accurate and complete information when creating your Account, and to update your information as necessary to keep it accurate and complete.

ii. You are responsible for maintaining the confidentiality of your Account login information, and for all activities that occur under your Account. 

iii.  You should not share your account information with anyone else unless it is allowed in clause (2.iv)

iv. In the case of a group or a corporate entity, you may share your login details with other authorized members.

v. You agree to immediately notify us of any unauthorized use of your Account or any other breach of security.

vi. We reserve the right to decline account creation or cancel or suspend any existing account at our discretion.

3. Release and Release Artwork

i. You are allowed to upload Release and Release Artwork to the Service, as long as they are in the formats specified on the website.

ii. Before uploading any Release or Release Artwork, it is crucial to obtain all necessary licenses, permissions, approvals, and consents (including moral rights consents and waivers) from any person who has or may have any right, title, or interest in the Release or Release Artwork. 

This includes all owners or licensees of any intellectual property rights or other rights related to the Release or Release Artwork, performers on the Release, and anyone referred to or identified in the Release or Release Artwork.

These licenses, permissions, approvals, and consents are required to enable us to exercise all of the rights granted to us under this agreement for the intended purposes.

4. Appointment

By appointing us and our service partners (including our licensees), you authorize us to act as your non-exclusive agent. 

This appointment enables us to distribute your Releases and Release Artworks to digital services that will make them available to their End Users for streaming or downloading purposes.

Also, we are authorized to collect all royalties income that is generated from this distribution on your behalf.

5. License

You provide us with an irrevocable, non-exclusive, worldwide license that allows us to reproduce and distribute your Releases and Release Artworks to Digital Services. This license further enables us to make your Releases and Release Artworks available to their End Users for streaming or downloading purposes.

In addition, we have the right to reproduce, advertise, and publicize the names, photographs, and likenesses of any writers, producers, creators, performers, artists, or other individuals associated with your Releases, as per the information provided by you. This license is also sub-licensable.

6. Restrictions

You are strictly prohibited from accessing or using the Service or the Website for any purpose other than what is allowed under this agreement. You must also not allow anyone else to do so.

You must not attempt to de-compile, disassemble, or reverse engineer the Service or the Website, nor try to determine any source code, algorithms, methods, or techniques used or embodied in them. Copying any features, functions, graphics, or interfaces of the Service or the Website is also not allowed.

Using the Service or the Website in a way that may cause damage to them, or to our reputation, brand, or that of our service partners (including our licensees) is strictly prohibited. 

You must not interfere with anyone else’s use of the Service or the Website, nor attempt to access content that is not available to you and is uploaded by other users of the Service or the Website.

You must not use the Service or the Website for any unlawful purpose or in breach of any applicable law.

7. Upload Fee, Commission and Royalty Payment

Every music upload through our platform is completely FREE and there is no limit to number of releases, Hence the following terms apply:

i. You give Us and Our service partners (including our licensees) permission to:

• collect all Income generated from the distribution of Your Releases as described in this agreement; and
• deduct our 10% Commission from that Income and pay the Net Receipts to You (provided that the minimum balance exceeds $100).

ii. You acknowledge that Income may be generated from the distribution of Your Releases as described in this agreement even after this agreement has ended. Therefore, the authority granted by You under clause (i) will remain in effect until there is no more Income generated from the distribution of Your Releases as described in this agreement.

iii. We have the right to stop paying Net Receipts to You if We suspect that a Release has been involved in fraudulent, abnormal or infringing streaming or downloading activities (Fraudulent Activities). If We believe that the Net Receipts are the result of Fraudulent Activities, You agree to forfeit all Net Receipts revenues and may result in account termination.

8. Warranties

Each party affirms that it has the necessary authority to agree to and carry out its obligations under this agreement.

You make the following representations and warranties to Us:

• You either own all Intellectual Property Rights in the Releases and Release Artworks or have the right to upload them to the Service and grant the rights and licenses specified in clauses 4 and 5.
• Uploading the Releases and Release Artworks to the Service, reproducing and distributing them, and allowing Us and our service partners (including our licensees) to exercise the rights you have granted them in this agreement will not infringe on the Intellectual Property Rights or other rights of any person.
• You have obtained all required licenses, permissions, approvals, and consents necessary for the purposes of this agreement, including performers’ protection consents, moral rights waivers, and consents, before uploading the Releases and Release Artworks to the Service.
• You have not entered into any agreement, arrangement, or understanding with any person or granted any rights or licenses that conflict with the rights and licenses granted to Us under this agreement.
• None of the Releases or Release Artworks contain any defamatory, obscene, offensive, abusive, pornographic, threatening, or racist material, promote any illegal acts, or breach any laws.
• All information provided to Us regarding the subject matter of this agreement is truthful, accurate, and not misleading.

9. Limitation of Liability

i. You agree to indemnify Us and Our service partners (including Our licensees) from any damage, loss (including reasonable legal costs and expenses) or liability suffered or incurred by any Indemnitee as a result of:

• Your breach of this agreement;
• Any incorrect, misleading, or inaccurate warranties given by You in this agreement; or
• Any claim that the reproduction or distribution of a Release or Release Artwork by an Indemnitee, as contemplated by this agreement, infringes the rights, including the Intellectual Property Rights, of any person (Third Party Claim).

ii. We will notify You as soon as possible and within one month of any Third Party Claim made against Us or any other Indemnitee. Without prejudice to any other rights We may have regarding a Third Party Claim, We may, by notice to You:

Terminate this agreement;

• Suspend payment of Net Receipts to You until the Third Party Claim is resolved.

iii. We and Our service partners (including Our licensees) are not liable to You for any infringement of Your Intellectual Property Rights in the Releases or Release Artworks by any person, including any Digital Service or any End User, to the extent permitted by law.

iv. To the extent permitted by law, neither We nor Our service partners (including Our licensees) are liable to You for any loss of profit, income, or opportunity, or for any special, indirect, or consequential loss or damage. Our aggregate liability (and that of Our service partners, including Our licensees) to You is limited to the Commission received by Us in the calendar year in which the liability arose.

v. Our liability for any loss or damage arising out of this agreement is proportionally reduced to the extent that Your or any other person acting on Your behalf’s act or omission (deliberate or negligent) contributed to the loss or damage incurred.

10. Intellectual Property Rights

Provided that you comply with this agreement, we allow you to use the Service and Website for the purposes set out in this agreement.

You acknowledge that all content available on the Service and Website is protected by copyright, trademarks, patents, or other proprietary rights and laws. This content either belongs to us or has been licensed to us for use. 

You agree not to challenge or assist anyone else in challenging our or our licensors’ rights to the intellectual property in the Service or Website during or after the term of this agreement.

You are not permitted to copy, reproduce, modify, republish, upload, post, transmit, or distribute any part of the Service or Website by any means.

We respect the intellectual property rights of others, and we expect you to do the same. If you become aware of any unauthorized use of any part of the Service or Website, you must inform us promptly and provide us with full details of the unauthorized use. We may take appropriate action as we see fit.

11. Termination 

This agreement will become effective upon the verification and creation of Your Account and will continue until it is terminated by either You or Us with a 30-day notice, or unless otherwise terminated in accordance with this agreement.

Either party (Terminating Party) may immediately terminate this agreement by providing notice to the other party, without prejudice to any other rights that the party may have to terminate this agreement, if:

• The other party fails to remedy a breach of this agreement within 1 week after receiving notice from the Terminating Party specifying the breach and asking the other party to remedy it.
• An Insolvency Event occurs in respect of the other party.

We may terminate this agreement immediately by giving notice to You, without prejudice to any other rights that We may have to terminate this agreement, if:

• You violate Your obligations under clause 3ii or clause 6.
• We reasonably suspect that You have been subjected to and/or involved in Fraudulent Activities.
• Any warranty given by You under clause 8 is false, misleading, or inaccurate.

The termination of this agreement does not prejudice any rights accrued by a party before the termination date.

Within 30 days after the termination of this agreement, We will request the removal of Your Releases and Release Artwork from their services.

The clauses that survive termination or expiration of this agreement are 2i, 6i, 7ii, 9, 10, 11, 12 and together with any other clauses that are expressly or by their nature intended to survive termination or expiration of this agreement.

12. General Terms

These are the general terms that govern the use of the Service and the Website. We shall not be held responsible for any delay or failure to perform any obligation under this agreement due to causes beyond our control. You acknowledge that we employ third-party vendors, service providers, and hosting partners to provide the hardware, software, networking, storage, and related technology necessary to run the Service and the Website. Any failure on our part to enforce or exercise a right provided in these terms does not imply a waiver of that right.

In the event that any provision of these terms is found to be invalid or unenforceable, the remaining provisions shall remain in effect. These terms of service, together with our privacy policy, constitute the entire agreement between you and us, superseding any previous agreements, written or oral, between you and us.

We may send notices to your listed contacts in the Account, while you may send notices to us at support@1604ent.com. Notices sent by email are considered received at the time of sending unless the sender receives an automated notification that the email was not delivered.

We may amend this agreement from time to time by posting an updated version on the Website and providing notice to you. The amendments will become effective 30 days after such notice unless you terminate this agreement by notifying us at any time before the Amendment Date. Your continued use of the Service after the Amendment Date constitutes acceptance of the amendments.

We enter into this agreement on our own behalf and as a trustee for the Indemnitees, and the provisions of this agreement may be enforced by us on behalf of and for the benefit of the Indemnitees. You may not assign or transfer this agreement or any of your rights or obligations under it without our prior written consent. We may assign or transfer this agreement or any of our rights or obligations under it without your prior written consent.

If a dispute arises in connection with this agreement that cannot be settled through negotiation, the parties shall submit to mediation in accordance with the then-current Mediation Rules adopted by the Resolution Institute. This clause does not apply if either party initiates legal proceedings for urgent interlocutory relief.

13. Privacy

When You register and use the Service, You agree that Your personal information will be handled, used, and disclosed by Us in accordance with Our privacy policy (which may be updated from time to time) and is considered a part of this agreement.

If You provide personal information belonging to others, You warrant that You have informed all relevant individuals that their information will be provided to Us for the purpose of this agreement and obtained their necessary consent for Us to receive it.

To fulfill Our obligations and exercise Our rights under this agreement, We may need to share some of Your personal information with our service partners. In such cases, Your personal information will be handled in accordance with the privacy policy available on the website at {Privacy Policy}.

We will comply with the General Data Protection Regulation (GDPR) and any other privacy laws or requirements applicable to Us.

14. Streaming Fraud Penalties

i. Overview:

In response to industry-wide efforts to combat artificial streaming and enhance royalty systems, starting January 1, 2024, Digital Service Providers (DSPs) have implemented measures to penalize fraudulent streaming activities.
ii. Penalty Structure:

Any user found engaging in artificial streaming, copyright infringement, or trademark infringement will incur a penalty of $20 per track per month.

iii. Alignment with DSP Policies:

These penalties align with the updated policies introduced by DSPs and are designed to maintain fairness, transparency, and the integrity of the streaming ecosystem.
iv. Incorporation into Monthly Statements:

Charges will be applied for songs removed or excluded from royalty calculations due to fraudulent plays, and the associated penalty will be reflected in the user’s monthly account statement.

v. Cooperation and Compliance:

Users are required to refrain from engaging in any activities that violate the terms and policies of all streaming platforms. This includes, but is not limited to, employing third-party promotions or any other methods aimed at artificially boosting stream counts.

vi. Consequences of Non-Compliance:

Users who fail to cover the imposed penalty for streaming fraud may face the removal of their content from various stores and the permanent disabling of their account. In cases where fraudulent streaming activities are detected, strict measures will be taken, and accounts found engaging in streaming fraud may be subject to severe consequences.

15. Amendment to Terms:

We reserve the right to amend these terms and conditions, including the Streaming Fraud Penalties section, to reflect changes in industry practices or legal requirements. Users will be notified of any amendments, and continued use of our Services after the effective date constitutes acceptance of the updated terms.