Distribution Agreement

1. Introduction

This Distribution Agreement ("Agreement") is entered into between RevoMusic ("Company", "we", "us", "our") and the individual or entity ("Artist", "you", "your") who submits musical content through the RevoMusic platform.

By using RevoMusic's services and/or submitting content for distribution, you acknowledge that you have read, understood, and agree to be bound by the terms and conditions outlined in this Agreement.

2. Definitions

• "Content" — refers to all audio recordings, musical compositions, lyrics, artwork, metadata, and associated materials submitted by the Artist through the RevoMusic platform.
• "Platforms" — refers to digital music services, streaming platforms, download stores, and any other outlets to which RevoMusic distributes the Content.
• "Territory" — refers to worldwide distribution unless otherwise specified by the Artist.
• "Revenue" — refers to all income generated from the streaming, downloading, licensing, or other monetization of the Content across all Platforms.
• "Net Revenue" — refers to Revenue after deduction of applicable platform fees and taxes.

3. Grant of Rights

By submitting Content through RevoMusic, you grant RevoMusic a non-exclusive, worldwide license to:

1. Distribute, deliver, and make available your Content to Platforms globally.
2. Reproduce, transmit, and publicly perform the Content as necessary for distribution purposes.
3. Use your name, likeness, biographical information, and artwork for promotional purposes related to the distribution of your Content.
4. Collect Revenue on your behalf from Platforms and disburse your share in accordance with the terms herein.
5. Enroll your Content in content recognition systems (such as YouTube Content ID) to identify and monetize unauthorized uses.

You retain 100% ownership of your masters and publishing at all times. This Agreement does not constitute a transfer of copyright or ownership.

4. Artist Representations & Warranties

By submitting Content, you represent and warrant that:

1. You are the sole and rightful owner of, or have all necessary rights, licenses, and permissions to submit and distribute the Content.
2. The Content is original and does not infringe upon the intellectual property rights of any third party, including but not limited to copyrights, trademarks, patents, trade secrets, or rights of publicity/privacy.
3. You have obtained and will maintain all necessary clearances for any samples, interpolations, covers, or third-party content included in your submissions.
4. The Content does not contain any material that is defamatory, obscene, illegal, or otherwise objectionable under applicable law.
5. You are at least 18 years of age or have obtained consent from a parent or legal guardian.
6. All metadata provided (titles, credits, lyrics, etc.) is accurate and complete.

5. Revenue Share & Payments

Revenue generated from the distribution of your Content shall be shared between the Artist and RevoMusic as follows:

1. Free Plan: Content is hosted on RevoMusic only. No distribution to external Platforms; no revenue share applies.
2. Pro Artist Plan: 85% of Net Revenue to Artist / 15% to RevoMusic.
3. Label Plan: 90% of Net Revenue to Label / 10% to RevoMusic.

Payment Schedule:

• Revenue is calculated on a monthly basis.
• Payments are disbursed quarterly (every 3 months) via bank transfer to the account designated by the Artist.
• Minimum payout threshold: ₹100 INR (or equivalent in your local currency).
• If the balance does not meet the minimum threshold, it rolls over to the next payment cycle.
• RevoMusic is not responsible for delays or fees imposed by your bank or payment provider.

6. Distribution & Delivery

1. RevoMusic will use commercially reasonable efforts to deliver Content to Platforms within 7-21 business days of submission.
2. RevoMusic does not guarantee acceptance of Content by any specific Platform. Each Platform has its own content policies and may reject, delay, or remove Content at its sole discretion.
3. You may select specific Platforms for distribution or opt for distribution to all available Platforms.
4. RevoMusic will generate ISRC codes and UPC/EAN barcodes for your releases at no additional cost.

7. Content Standards & Removal

RevoMusic reserves the right to refuse, remove, or suspend distribution of Content that:

• Violates any term of this Agreement.
• Infringes upon third-party intellectual property rights.
• Contains misleading metadata or fraudulent information.
• Is the subject of a valid DMCA takedown notice or copyright dispute.
• Violates applicable laws or Platform-specific guidelines.

You may request removal of your Content at any time through your dashboard or by contacting support. Takedown requests will be processed within 5-10 business days, though some Platforms may take longer to process removals.

8. Indemnification

You agree to indemnify, defend, and hold harmless RevoMusic, its officers, directors, employees, and agents from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorney's fees) arising out of or related to:

1. Your breach of any representation, warranty, or obligation under this Agreement.
2. Your Content or its distribution, including any claim of intellectual property infringement.
3. Your use of the RevoMusic platform or services.

9. Limitation of Liability

To the maximum extent permitted by law:

1. RevoMusic shall not be liable for any indirect, incidental, special, consequential, or punitive damages.
2. RevoMusic's total aggregate liability shall not exceed the total fees paid by you to RevoMusic in the 12 months preceding the claim.
3. RevoMusic is not responsible for any actions or omissions of Platforms, including their failure to properly report or pay Revenue.

10. Term & Termination

1. This Agreement becomes effective upon your first submission of Content and remains in effect for the duration of your active subscription.
2. Either party may terminate this Agreement with 30 days written notice.
3. Upon termination, RevoMusic will initiate removal of your Content from all Platforms. You acknowledge that complete removal may take up to 30 days due to Platform processing times.
4. Any Revenue earned prior to termination will be paid according to the regular payment schedule.
5. Sections related to indemnification, limitation of liability, and governing law shall survive termination.

11. Privacy & Data Protection

RevoMusic collects and processes personal data in accordance with our Privacy Policy. By using our services, you consent to the collection, use, and processing of your data as described therein. We will never sell your personal data to third parties.

12. Modifications

RevoMusic reserves the right to modify this Agreement at any time. Material changes will be communicated via email or through the platform dashboard with at least 30 days notice. Your continued use of the services after such notice constitutes acceptance of the modified terms.

13. Governing Law & Dispute Resolution

1. This Agreement shall be governed by and construed in accordance with the laws of India.
2. Any dispute arising from this Agreement shall first be attempted to be resolved through good-faith negotiation between the parties.
3. If negotiation fails, disputes shall be settled by binding arbitration in accordance with the Arbitration and Conciliation Act, 1996, with the seat of arbitration in New Delhi, India.
4. The language of arbitration shall be English.

14. Entire Agreement

This Agreement constitutes the entire agreement between you and RevoMusic with respect to the subject matter hereof and supersedes all prior agreements, understandings, negotiations, and discussions, whether oral or written. No amendment to this Agreement shall be effective unless in writing and signed by both parties (or communicated as described in Section 12).