General Conditions - Terms and Conditions for Producers - Promoter's charter

Terms and Conditions for Artists

 

It is firstly pointed out that:

Akamusic manages / operates the web site www.akamusic.com. This portal enables artists to publish their music and offers users the opportunity of discovering these artists and their music.

The Akamusic programme is an on line programme available world wide for the use of artists and producers of all nationalities.

When an artist has issued 10,000 shares (Album) / 3.000 shares (Single), which means that the total sum of money received is 50,000 € (Album)/ 15,000 € (Single), Akamusic will use this budget to:

  • produce recordings of the artist
  • edit and send out collector CDs.

After the studio recording of the CD in question, the artist will be entitled to a share of the net revenue generated by the sales.

Furthermore, the following terms and conditions have been read and agreed :



    1. Definitions


      Acceptance and Registration:

      The moment at which the artist has given / indicated his or her agreement to the contract and is officially registered on the site www.akamusic.com having sent the registration form;

      The contracts:

      The conditions of use, the present terms and conditions, the production contract as well as the publishing contract

      The Artist:

      The artist – performer, composer, lyricist, whether or not a group of artists, composers or lyricists

      AKAMUSIC :

      The company under Belgian law AKAMUSIC SA

      Visitor :

      Any visitor to the web site of AKAMUSIC or to related web pages that may be connected / attached to it, including the Artists’ web page and the downloading portal

      Member:

      A registered user

      Producer:

      A member that wants to invest shares of 5€ in one or more artists and who has indicated / demonstrated acceptance of / agreement to the conditions relating to the status of Producer

      Share:

      It is a declaration / mark of confidence in the success of an artist as well as the transfer of 5€ in order to obtain a limited edition of the single / album of the artist that has reached the Deal

      Deal:

      Moment at which the investment in an artist has reached 15,000 / 50,000 €

      Title:

      A piece of music that is or will be recorded by the Artist, with the aim of creating one or more recordings, in accordance with the contracts

      Track:

      Part of the Master that contains the recording the Artist’s performance of a particular title, whether or not it is a test, an incomplete recording or one that has been refused by AKAMUSIC, as specified in paragraph 2.2 of the Artist’s contract.

      “Demo” tracks:

      The tracks recorded on the Demo.

      Master:

      An analogue or digital medium for images and / or sound and / or information, made up of one or more tracks, for which the Title and the Artist are specified in the contract based on which the original recording has been reproduced

      Recording:

      Any fixing of sound and / or image and / or information or any combination of these, made with the intention of (or appropriate to the goal of) creating reproductions

      Reproduction:

      A copy of one or more recordings as recorded on the Master, or parts of these, with the aim of distributing, in the form of gramophone records, musical cassettes, compact discs and similar laser media players, mini discs and other MO disks, DCC, CD-i, CD-ROM, CD-Video, DVD, VHS, HD-DVD, Blu-Ray, UMD and any other sound and or image medium available given the present state of knowledge, but not limited to Internet and / or to other methods of distribution on line and mobile communication such as “UMTS”, and any recording and reproduction techniques that are as yet unknown

      Distribution:

      Any communication to the public as well as any reproduction of recordings done in any currently known or unknown way or form including the sale, delivery or any other type of addition to the reproduction market of a recording in any form whatsoever, including leasing and hire to the public as well as distribution (electronic or other) via Internet, or generally on line, or via mobile means of communication such as UMTS, broadcast or re-broadcast by cable, satellite, telephone, radio and television, currently known or as yet unknown means, or achieved by making the recording public by any other means at all, including importing, offering and storing reproductions of any type.

      Downloading portal :

      An AKAMUSIC web page listing the artists that have recorded a CD. Visitors are able to download CD tracks from this web page

      Net revenue:

      The revenue received by AKAMUSIC resulting from distribution and from any agreements with third parties, less all the related costs and taxes.

      Artist’s page :

      The Artist’s personal page. This page is only accessible to the Artist by means of a password and a “login”. Artists can modify their profile, upload images, songs and videos through this page

      Artist’s profile :

      The Artist’s profile accessible to AKAMUSIC users

      Artist’s balance:

      Overview of the earnings of an Artist on AKAMUSIC.


    1. The purpose of the present contract

      The present contract applies to all the activities that the Artist may undertake on the Akamusic web site, in particular on the “Profile” page that he or she will use to attract Producers with the aim of reaching the deal of 15,000 / 50,000 €. After having reached the deal, Akamusic and the Artists will complete and sign the artist’s contract and the publishing contract.

      The rights and obligations of the parties that result from this contract / agreement are linked with the general terms and conditions of use.




    1. Duration

      1. The conditions will stay / be in force and will be effective while the Artist participates in the/ Akamusic programme in accordance with the Terms and Conditions and the Contracts. However, the end / termination of the Artist’s participation will end Akamusic authorisations and the transfer of rights to Akamusic. In addition the rights / duties that remain / survive the termination of the Artist’s participation, by their very nature, will remain in force and continue to be effective.

      1. Any modifications to these terms and conditions of use are expressly indicated on the web site and notified in writing by e-mail to Akamusic’s registered users. If a user does not raise any objections / contest these modifications (or one or more) within a period of two weeks following receipt of the notification, these modifications will then be considered to have been accepted by the user. If there are any modifications made to the general terms and conditions, the user will be separately informed / made aware of the right he or she has to object and of the legal / judicial consequences of remaining silent.

      1. The present special terms and conditions take precedence over all other terms and conditions relating to the Artist, if applicable.

      1. If the “Artist” is made up of more than one individual (group), the undersigned confirms that he or she will complete the registration form on behalf of and with the permission / authority of and for all the members of the group. In addition, the members of the group should then include one contact person for these individuals on the registration form, followed by the names of the individual members of the group.


    1. The Artist’s personal details

      1. The Artist must have reached the age of 18 in order to participate in the Akamusic programme. In this regard Akamusic is authorised / reserves the right to ask for further information or documents at its sole discretion. The Artist will provide this information / document to Akamusic after receiving the request to do so.

      1. The Artist guarantees that his or her participation in the Akamusic programme does not infringe any law or any applicable regulations but also that he or she will ensure that Akamusic is free and unencumbered by any claims and will compensate Akamusic for any demands / claims or damages resulting from these claims.

      1. The Artist must complete the registration form accurately and without any deceit. At its sole discretion and at any time Akamusic is authorised, but not required, to check the information provided on the registration form.

      1. Akamusic is not responsible with regard to any incorrect, inaccurate, illegal information and / or any actions and consequences that may arise from it relating to the age of the Artist or to other details and personal information provided by the Artist on the registration form.


    1. The Artists’ rights before the deal

      After acceptance and registration and before reaching the deal, the Artist will have the following rights :

      1. The Artist will create his or her own profile page, which will be based on the standard format for Akamusic artist profile pages. On this profile page, the Artist will include his or her biography, including photos, text, logos and other information and details with the aim of promoting the Artist. The Artist is not authorised to include advertising banners or third party advertising on his or her profile page. In addition, the Artist will upload the Demo destined for streaming onto his or her web page in accordance with the instructions given by Akamusic. The profile page will respect the regulations relating to profile pages as laid down in section 8.

      1. The Artist may withdraw from the Akamusic programme at any time. If the Artist wants to withdraw, he or she should inform Akamusic immediately in writing by sending an e-mail to info@Akamusic.com.

      1. The Artist will have “complete career freedom” and is authorised to make contractual commitments / contract with off-line record companies, managers and agents will however strictly respect the clauses contained in the contracts signed with Akamusic


    1. The Artist’s rights after having reached the deal

      1. After having reached the deal, Akamusic will finance the activities listed below up to the limit of the budget/ an amount of 15,000 / 50,000 € :

        1. The tools necessary for completing the studio recording of a CD, which includes the advice of an A&R manager, a producer, a studio, mixing and mastering ;

        1. Limited editions of the CD ;

        1. Sending the limited editions of the CD to the Artist’s producers by post. Akamusic will exclusively devote the total recording, production and distribution budget to financing the costs incurred, without exceeding the total amount of the deal.  (15,000 / 50,000 €).

      1. The Artist will write and compose all the tracks as he or she so wishes and will have complete artistic freedom concerning the text and the composition, subject to the conditions outlined in section 7.5. The Artist is also authorised to decide which tracks will be recorded for the CD, in accordance with the production contract.

      1. The Artist will have “complete career freedom” and is authorised to make contractual commitments / contract with record companies, managers and agents in accordance with the contracts signed with Akamusic.

      1. The Artist’s Producers will receive a limited edition of the CD.

      1. The Artist is authorised to buy the standard versions of the CD from Akamusic at a reduced price per copy. This price is currently set at 5€ - but may change if there are any changes in the costs and / or exchange rates. Akamusic reserves the right to modify this price at its sole discretion.

      1. The net revenues generated by the sales of music will be fairly shared between the Artists, all the Producers concerned and Akamusic. The Artist has the right to 40% (forty percent) of all the net revenues from music sales. This includes sales of downloads and physical media as well as any royalties received by Akamusic in respect of licences granted on the master with a view to the use of the Artist’s recordings. This rule applies to sales realised through the web site www.Akamusic.com as well as those realised through licensed third parties.

      1. The remuneration due to the Artist on the basis of the present section are credited to the “Artist’s balance” on Akamusic at the end of each four month calendar period. An overview of all revenue is available on the Artist’s preview page.

      1. At any time and on condition that the “Artist’s balance” has a value of over 1€, an artist may withdraw money from his or her “Artist’s Balance” and transfer it to his or her own bank account or credit card. An artist may withdraw money by clicking on the “Pay Out” button situated on his or her preview page. The cost of withdrawal is 1€ for each withdrawal. The money will be transferred within 4 weeks following the request.

      1. The parties agree to all payments being made in euro.

      1. The Artist acknowledges through the present terms and conditions that he or she will be entirely responsible for any taxes occurring as a result of any remuneration received from Akamusic.

        Furthermore as a result of the present terms and conditions the Artist agrees to compensate and guarantee Akamusic, its managers, directors, shareholders, employees, agents, subsidiaries and affiliates with regard to any demands, any tax retained at source on capital; any losses, any liability proceedings and any costs borne (including lawyer’s fees) that may be “directed” against Akamusic by any third party as a consequence of or emanating from the fact or related to the use made of the web site by the Artist.

    1. Artist’s obligations after having reached the deal

      1. Once the deal has been reached, the Artist is no longer authorised to withdraw from the Akamusic programme and may not be released from his or her obligations, which includes the recording obligations mentioned in section 7 b, except in the event of force majeure. Akamusic alone is authorised to decide whether the Artist may be released from his obligations or whether the recording could and will be postponed without prejudice to Akamusic.

      1. Within a period of 12 months after the deal has been reached, the Artist will make a studio recording of the CD exclusively with Akamusic. At its sole discretion but after having discussed it with the artists, Akamusic must name / fix / organise a studio, a producer and an A&R manager for the Artist and will bear the resulting costs in accordance with section 6.

      1. Once the deal has been reached, the Artist will co-operate and sign all the necessary documents, in particular the production contract and the publishing contract in order to realise or officialise the contracts and the allocation of the distribution, reproduction and publishing rights.

      1. The Artist will provide Akamusic with the repertoire for the CD album/single, which will be exclusively written and composed by the artist. The track(s) may not be cover versions. The repertoire will be given to Akamusic at the latest (1) month after the deal has been realised.

      1. The Artist will refrain from writing and / or composing texts with expressly racist, violent, harassing, indecent, discriminatory, offensive, or arbitrary or illegal content. If the Artist infringes the obligations outlined in this section, Akamusic has the right to refuse to record the track(s) concerned and to ask the Artist to provide, within a reasonable period of time, one or more new tracks or may end the Artist’s participation in the Akamusic programme, without Akamusic being held liable.


      1. The artist will accept that the recorded pieces be sold WITHOUT DRM (Digital Rights Management).


    1. Methods with regard to the profile page

      1. In order to be able to include the biography and the demo as described in section 5 on his or her profile page located on the www.Akamusic.com web site, the Artist will choose a password at the time of registration. This password will be strictly personal and confidential. The Artist is solely responsible for maintaining the confidentiality of this password. The Artist will not reveal the password to third parties, nor provide third parties with access to the web page with the aim of including or changing any information contained thereon.

      1. For the streaming the Artist will include the demo on his or her profile page in accordance with Akamusic’s instructions.

      1. The Artist is solely responsible for the content of his or her profile page. The Artist will refrain from including any photograph or text with pornographic, racist, violent, harassing or arbitrary or illegal content. In addition, the Artist will refrain from making any insulting, indecent, discriminatory, offensive comments and from making any arbitrary or illegal comments. Akamusic may at any time delete / remove any photograph or any text that does not comply with the present section without incurring liability.

      1. The Artist will immediately inform Akamusic if he or she suspects any unauthorised use or access to his or her password.

      1. The Artist may not include any commercial banners or third party advertising on his or her web page either before or after having completed / reached the deal.


    1. Protection of intellectual property rights

      1. The Artist agrees not to infringe any intellectual property rights with regard to trademarks, commercial names, registered trademarks, copyright owned by Akamusic and in particular the programme and the web site and in addition will not distribute, modify, reproduce or use trademarks, plans / models and copyrights in another way.

        2. All the trademarks and registered trademarks, probably protected by third parties and mentioned in the Internet offer, are fully subject to the clauses / provisions of the legislation in force concerning ownership.

      1. All the rights concerning the Demo, including the intellectual property rights and related rights, will belong to the Artist.

      1. Apart from the Artist’s rights as mentioned in section 9.2, Akamusic is authorised to include the Demo in the Artist’s profile in such a way that visitors may listen to the streamed Demo tracks. Through the present terms and conditions and whenever necessary, the Artist explicitly agrees to / acknowledges that Akamusic has unlimited permission / authorisation to include Demo tracks on the Artist’s profile page in line with the targeted / desired goals.

      1. All the rights concerning the tracks on the CD single/album, including the intellectual and industrial property rights (such as the copy) as well as the related rights and rights to the Master, will be exclusively transferred to Akamusic in accordance with the terms and conditions of the production contract. In addition, reproduction and distribution will be in accordance with the production contract.

      1. All the publishing rights with regard to the tracks on the CD single /album will be exclusively transferred to Akamusic in accordance with the terms and conditions of the publishing contract.

      1. Through the present terms and conditions and whenever necessary, the Artist explicitly agrees to / acknowledges that, free of charge, Akamusic has unlimited permission / authorisation to use his or her name, his or her Artist’s name, his or her portrait and biography as well as any other personal detail that may be relevant or useful in connection with the Akamusic programme and in promoting the Akamusic programme. This permission / authorisation will cease if and as soon as the Artist withdraws from / abandons the Akamusic programme before the deal has been realised. If the deal has been reached and the CD has been recorded, Akamusic will be authorised to make unlimited use, free of charge, of the name, the Artist’s name, his or her portrait, and biography and any other personal detail that may be relevant / useful with regard to distributing the CD tracks in the broadest sense, i.e. throughout the entire world and for an indeterminate period.


    1. Guarantees and compensation

      1. The Artist will act in such a way as not to infringe the contracts in any way whatsoever.

      1. The Artist guarantees that he or she holds all the rights in full to the Demo tracks and guarantees that he or she will compensate Akamusic and will ensure that Akamusic is free and unencumbered by any third party claim in respect of this right.

      1. The Artist guarantees that he or she is fully authorised / able to sign the contracts and that he or she will compensate Akamusic and will consider it innocent in relation to any claims / demands made by third parties concerning this authorisation / ability.

      1. The Artist will not infringe sections 7 and 8 and he or she will compensate Akamusic and ensure that Akamusic is free and unencumbered by any third party claims / demands in respect of these sections.

      1. Each party will compensate the other party for any third party claims resulting from serious negligence or intent under the control of the compensating party while undertaking any of the activities covered by the terms and conditions and / or contracts.

      1. Akamusic will not be held liable should its web site (www.Akamusic.com) or associated web sites (e.g. that of the artist) not be accessible, regardless of why these web sites are not accessible.


    1. Responsibility

      1. The parties are responsible to each other for any damages that may result from their failure to respect the terms and conditions, in spite of their other rights and subject to the terms of these terms and conditions.

      1. Subsequent to the failure to respect the terms and conditions, the parties will only be held liable if the applicant party validly and immediately informs the other party in writing of the failure and sets a reasonable period of time for it to be remedied and that after this period of time the defaulting party has still not remedied the failure to respect its obligations.


    1. Termination

      1. Until the deal has been reached, the Artist is authorised to withdraw from the Akamusic programme and consequently to terminate the terms and conditions and / or the contracts at any time and for any reason, as dealt with in section 5.

      1. Akamusic has the option of ending the Artist’s participation in the Akamusic programme, with immediate effect and without formal notice or legal intervention being required and without any other legal responsibility towards the Artist in the following situations / following cases which are not limited to the following :

        2. - If the Artist or his or her statutory representative(s) have not filled in the registration form honestly / without deception;

        - If the Artist’s profile page contains any photograph or text that does not comply with section 8. Before the termination and at its sole discretion, Akamusic will decide whether deleting the specific photographs or texts concerned could prevent the aforementioned termination, again without Akamusic being held liable;

        - If the tracks written or composed by the Artist contain texts or compositions in breach of section 7;

        - If the defaulting Artist has been informed of his or her failure and continues to be in breach after having been informed / given formal notice to fulfil his or her obligations within a reasonable period of time;

        - As a matter of urgency, in accordance with the relevant statutory clauses / provisions.

      1. The termination of the Artist’s participation in the Akamusic programme will render the transfer of rights to Akamusic and Akamusic’s rights under licence null and void.


    1. Force Majeure

      1. Neither party will be responsible for any delay in executing its obligations or any default in relation to these obligations under the terms and conditions as a result of force majeure.

      1. The parties will immediately inform the other party in writing should a case of force majeure affect the Akamusic programme or the Artist’s participation in the programme. If the force majeure situation lasts more than 30 (thirty) days, the parties will consult with regard to whether it is anticipated that the force majeure will be resolved within a reasonable period of time. Should it not be possible to predict this, the parties are authorised to terminate the terms and conditions and / or the contracts, in accordance with the legislation and applicable regulations, without the liability of either party being called into question.



    1. Applicable laws / legislation and jurisdiction

        The present terms and conditions are subject to Belgian legislation and the competent courts will be those in the legal district of Brussels.



    1. Additional clauses

      1. Should any of the individual clauses / provisions in these terms and conditions of use be or became null and void or ineffective and / or conflict with legal provisions / clauses, it would in no way affect the validity of any of the other conditions of use. The clauses / provisions that are null and void / ineffective will be replaced by the parties to the contract with clauses / provisions that better fulfil the economic objectives of the former ones in an effective legal manner. This will apply proportionally to any clauses and provisions that may be in breach.