Participation, Usage and Contract Terms for Music Artists
This statement was translated from German. If there are any discrepancies between the translated version and the German version, the German version shall always apply.
§ 1 – The Repitched Principles
(1) Repitched is an Internet service that allows the creators of music to present their music on the Internet for commercial purposes. The artists retain all of the rights to their songs. The music artists are not bound to Repitched and there is no minimum contract terms or any obligations in terms of the nature or quality of the content of the music.
(2) The use of the services are non-exclusive which means the music artists are free to decide whether they want to commercially exploit their music and/or whether they would also like to do this independently of Repitched. The music creators are also responsible for ensuring there is no infringement on the rights of others, especially the exploitation rights of third parties that are independent of Repitched (such as record labels and collecting societies), and that the regulations of their own country are observed.
(3) Repitched provides an infrastructure which supports the presentation and commercial exploitation of music, in particular, through the sale of MP3 files to end consumers.
(4) The music artists determine the genre, quantity and quality of their songs. They represent themselves in selling their music to the end consumers. This is underscored by the fact that the music artists are given an opportunity to sell their music as downloads through their already existing presence in social media.
(5) You must first register with Repitched to use Repitched’s services as a music artist and seller. There is no fee for registering or using Repitched’s services.
(6) If the music artists opt to commercially exploit their music, they shall offer their music for purchase at a gross price of 1.00 € per individual title. Repitched supplies the musicians with the tools that enable this revenue to be collected.
(7) The music artists, functioning as sellers, must have a PayPal account to fully utilize Repitched’s services and infrastructure including the sales function.
(8) In addition, the music artists, in their capacity as sellers, agree to adopt Repitched’s General Terms and Conditions for selling MP3 files to end consumers.
(9) The principles described above regarding the distribution of music by the music artists through Repitched are designed for distribution by end users. The consumers act as distributors of the music created by the artists. This means that basically every consumer can use the services of Repitched to present and promote the artists’ song as part of their own profiles in social media by using the "share" function. Repitched even provides appropriate functions to enable a wide dissemination of the content posted in social media and on the Internet as a whole.
(10) Music artists are also able to integrate their song tab onto other websites. This allows the music offered through Repitched to be sold or listened to on their own homepage.
(11) All of the artists’ songs placed on Repitched can be offered or listened to on Repitched’s own websites.
(12) Every music artist who offers content must have the right to use the content files. In addition, every music artist using Repitched’s infrastructure shall be acutely interested in making his/her music publicly accessible or having it be made publicly accessible to the widest number of end consumers as possible.
In addition, the following conditions shall apply:
§ 2 – Adjustable Content, Accounts for Music Artists
(1) The music artists are entitled to upload music tracks and their corresponding cover images to the Repitched server through the interfaces provided by Repitched and to make them available to the end consumers through Repitched’s services and applications.
(2) The music artists decide what content, e.g. music or other files, including information and explanations, they want to upload to the Repitched server and how long they want to leave it there.
(4) Music artists are required to set up an account in order to use the services and applications that Repitched provides. To set up this account, they will need a user name, a personal e-mail address and a password. Users are required to provide truthful contact information. Moreover, the music artists are responsible for their own account. This means that they protect their account from unauthorized access and must set a password which they should keep safe from unauthorized access.
(5) Using Repitched’s services and applications in an abusive manner is prohibited. It is also not permitted to interfere with the services that affect the functional performance of the services or to access these services in any way, be it manual or automated, other than through the user interface and/or other interfaces provided by Repitched.
(6) The music artists also agree to observe the laws of the Federal Republic of Germany and to not upload any content that violates these laws. Each user agrees to observe the current child protection legislation, copyright and criminal laws and to not use the services of Repitched in an unlawful manner.
(7) Uploading or creating a link to content that is offensive, discriminatory, pornographic or which glorifies violence is prohibited. If these provisions are violated, Repitched has the right to remove any such content without giving prior notice.
§ 3 – Repitched as an Application and Autonomous Website
(1) An online presence in the form of a website is the consequence of registering with Repitched and the issuance of the information and contents required for this. This appears and can be used both as part of an application in social media and on an autonomous Repitched website.
(2) By uploading content to the Repitched server and integrating a corresponding Repitched song tab on a website, the uploaded contents become publicly accessible and can be used and consumed by end users in accordance with the law.
(3) The music artists acknowledge and agree that distribution through Repitched’s services and applications is designed in such a way that the uploaded content can be shared by the end consumer (as a multiplier). To clarify, the consumer will not receive any remuneration for this retransmission.
§ 4 – Format, Images, Banners, Logos
(1) Music and cover images may only be uploaded to the Repitched server under the following conditions:
(2) The music can only be uploaded to the Repitched server in MP3 format. At least 192 kbps, CBR, and 112-192 kbps, VBR, are recommended but are not mandatory. Streaming is always at 128 kbps for the purpose of merely listening to the music.
(3) The music artists are responsible for converting their music into MP3 format.
(4) The music will be made available to end users without DRM and is thus not copy-protected. The music artists accept that a loss of quality is an inherent part of the compression process when converting the recorded music into an MP3 format. Repitched cannot be held accountable for this as the music artists are responsible for the quality of the content.
(5) The quality of the download solely depends on the will and the decision of the music artists. The tracks are available as downloads (possibly subject to a charge) in a quality which the music artists uploaded them in. Repitched does not carry out quality control.
(6) The above shall also apply to cover images. They are also not copy-protected.
(7) The music artist must have the unlimited right to use and exploit all of the music that he/she uploads to the Repitched server. The music artist is obligated to prove that he/she is in possession of the rights to this music and must submit corresponding contracts at Repitched’s request.
(8) The music works on which the music recordings are based (composition and text) must either belong to the repertoire of a collecting society (e.g. GEMA), i.e. the rights required for usage hereunder must be obtainable from a collecting society (e.g. GEMA), or the music artist must own the rights concerned. Music recordings which are based on music works for which the music artist does not own the rights required for usage hereunder or for which said rights are not safeguarded by a collecting society (e. g. GEMA) may not be uploaded on to the Repitched server.
§ 5 – Prohibited content
(1) The music artist is not entitled to upload any content other than music recordings and the corresponding cover artwork on to the Repitched server. In particular, the music artist is not entitled to upload advertisements for his/her own and/or for third-party products onto the Repitched server.
(2) Recording artists who use the services of Repitched may not integrate infrastructure and applications into Web pages that contain illegal content or offers, or aid and abet in the dissemination of such material.
(3) Repitched may exercise its prerogative in the evaluation of such material and content on these websites. If material is observed or reported which may damage Repitched’s image, name, and/or reputation, Repitched may immediately block or remove such content without prior notice.
(4) The Repitched song tab (or parts of it) may not be integrated into websites that contain content that is pornographic, fascist, harmful to children or in any way extremist, or aid and abet in its dissemination.
(5) Repitched is also entitled to demand that the recording artist immediately remove a Repitched application from a website conflicting with the above terms. Repitched is entitled, in this case, to immediately block or remove the entire content of that recording artist (or the user acting as such) from the Repitched server.
§ 6 – Contracting Partners
§ 7 – Technical Contract Management
(1) Payment settlement with the end consumer is carried out by the contracted payment providers as well as through the online payment system provided by these.
(2) The fees due to GEMA and/or foreign collecting societies are assumed by the music artist.
(3) The music artists are responsible for paying tax on the income obtained through the use of any of Repitched’s services. The music artists shall observe the tax regulations of their country when declaring tax on the income received. Repitched shall not pay on behalf of the music artists any income, corporation or other tax incurred in conjunction with the use of Repitched.
§ 8 – Worldwide Access to the Content
(1) The music artists providing the content grant Repitched the required global authorization and licenses to execute the services and applications offered. The infrastructure provided by Repitched can be used on a non-exclusive basis. This mainly includes the non-exclusive right to store the songs on the Repitched server, and to transfer them to end consumers either in the form of free on-demand streaming (in whole or in part) and/or on demand downloading for a fee, allowing them to permanently store and privately distribute these music recordings in accordance with Section 53 of the German copyright law.
(2) In addition, the music artists accept that the above-described streaming and downloading of the music is possible throughout the world. The music artists hereby agree to this.
(3) The music artists also grant Repitched the right to make the cover images accessible provided that they can only be viewed by the end consumers and cannot be downloaded. The music artists agree to allow the cover images to be viewed around the world. Furthermore, the music artists agree that all services and applications offered by Repitched can contain advertising for third-party products (e.g. banners, links, audio, advertising, video ads).
§ 9 – Guaranteeing Ownership of the Rights and License
(1) The music artist providing the content guarantee that he/she possesses all of the rights and/or licenses acknowledged under this agreement. He/she guarantees in particular, that he/she owns all of the rights necessary to independently use the services incorporated in the content and the content of authors, ancillary copyright holders and other proprietors of rights (e.g. producers, performing artists, graphic artists, photographers, text writers, etc.). This does not include GEMA’s rights to the songs incorporated in the music recordings.
(2) The music artist also guarantees that content and its use does not breach any statutory provisions (e.g. anti-trust law, regulations on protection of minors) or government rules or orders, and that usage of the content hereunder does not infringe upon any third-party rights (e.g. copyrights, ancillary copyrights, personal rights, trademark rights, and other intellectual property rights).
§ 10 – Exemption claim
(1) The music artist releases Repitched on first demand from all claims made by third parties in connection with the contractual use of the contents submitted. The music artist shall reimburse Repitched for all legal costs incurred in connection with defending against such claims, in particular the costs of legal defense (e.g. attorney fees and court costs).
(2) In the event of the assertion of rights or claims by third parties relating to the contractual utilization of the content submitted to Repitched, Repitched is authorized to immediately block or remove the affected content from all the services and applications offered by Repitched.
§ 11 – GEMA repertoire
(1) The music artists providing the content are obliged to provide GEMA with all information pertaining to the GEMA registration of the relevant musical works (in particular, names of composers, lyricists, arrangers, publishers). The music artists guarantee the accuracy and completeness of this information.
(2) If a claim is made by GEMA against Repitched on the basis of incomplete or incorrect information, the music artist shall release Repitched on first demand from such claims.
§ 12 – Liability
(1) Repitched shall only be liable to the music artist for compensation under this agreement or otherwise if and insofar as the losses or damage are due to intent or gross negligence on Repitched’s part, or Repitched has inflicted injury to life, limb or health on the music artist due to slight negligence, or breached a cardinal duty.
(2) This limitation shall not apply to liability under mandatory product liability laws.
(3) If Repitched is liable for slight negligence under the above provisions, then its liability shall be limited to the pecuniary losses perceptible to Repitched on taking the circumstances into account when it concluded the contract, or which typically occur in cases of this kind of breach of contract.
(4) These limitations of liability shall apply to losses sustained due to intent or gross negligence on the part of Repitched’s vicarious agents.
§ 13 – Privacy
The contracting parties undertake to comply with statutory provisions on data protection.
§ 14 – Mutual Right to Cancel
(1) This Agreement may be terminated at any time by either party. The music artists may stop using the services of Repitched at any time for any reason without notice.
(2) In the case of termination of the contract on the part of the music artist, the music artist is responsible for the complete removal of his/her uploaded content from Repitched’s services. Repitched is authorised to sell music recordings and claim commission for this through its service until all content has been removed by the music artist. This contract is not deemed terminated until this occurs.
(3) The right of extraordinary termination for good cause remains unaffected.
§ 15 – Advertising and Promotion, Customer Reference
(1) Repitched works together with partner companies to display advertisements on Web pages, sub pages and within the scope of its applications and services.
(2) Repitched is entitled to name the music artist as a reference or recommendation when advertising and promoting its services, in particular in advertisements, on the Internet, on flyers and in information brochures. The music artist is in no way entitled to remuneration in this context. A fortiori, the music artist is not entitled to be named in campaigns Repitched undertakes for the purpose of advertising, promotion and marketing.
§ 16 – Scope of Contract, Place of Contract
(1) These terms and annexes are the content of the legal relationship between the parties and replaces and supersedes any previous agreements between the parties regarding its subject matter, including usage relationship. Ancillary agreements, including verbal agreements have not been made. Changes or supplements to this Agreement (including this clause) shall be made in writing.
(2) If any provision of this Agreement is invalid or unenforceable, then the validity or enforceability of any remaining provisions shall remain unaffected.
(3) The laws of the Federal Republic of Germany shall apply. It is clear to all participants and music artists using the services of Repitched that the commission collected by Repitched shall always accumulate in Germany. For the collection of the commission, the music artists shall receive a commission invoice applicable under German law.
(4) The purchase agreements between music artists and their customers for the downloading of music are always concluded in Germany since the infrastructure provided by Repitched is available in Germany and the uploaded content is transferred in Germany to the end users. This shall apply even if the data is transferred to a computer that is located outside of Germany. In this sense Repitched provides a data display available in Germany that can be accessed by users and customers throughout the world. The place of contract conclusion and implementation remains, in every possible case, Germany.