New Music top

Last Modified: February 25, 2026

Thank you for choosing New Music top as your Digital Music Distributor!

These terms of use are entered into by and between you (“End User”, “You”, “Your”, “you”, or “your”) and New Music top, a limited liability company, organized and existing under the laws of the UK (“Company”, “We”, “Us”, “we”, or “us”), with its principal place of business located in London, UK. The following terms and conditions, together with any documents they expressly incorporate by reference (collectively, “Terms of Use”), govern Your access to and use of the platform available at distro.newmusic.top, including any content, functionality, and services offered on or through the website (the “Platform”), whether as a guest or a registered user.

Acceptance of the Terms of Use
Please read the Terms of Use carefully before using the Platform. By using the Platform or by clicking to accept or agree to the Terms of Use when this option is made available to You, You accept and agree to be bound and abide by these Terms of Use, including our Privacy Policy, Cookie Policy, Anti-Fraud Policy, GDPR, and any other document that We may post on the Platform from time to time. If You do not want to agree to these Terms of Use, You must not access or use the Platform.

This Platform is intended for individuals of legal age or with parental consent. If You are under the age of thirteen (13) years, You may not create an account and You must immediately exit the Platform. By using or registering with this Platform, You represent that You are of legal age to form a binding contract or have Your parent's consent to do so (the parent will be the contracting party for minors 13 up to the age of majority). We continuously use our best efforts to avoid violating any applicable laws and regulations regarding minors, including compliance with the Children's Online Privacy Protection Act (COPPA) and other similar laws.

Changes to the Terms of Use
We may revise and update these Terms of Use from time to time at our sole discretion. All changes are effective immediately when We post them and apply to all access to and use of the Platform thereafter. Your continued use of the Platform following the posting of revised Terms of Use means that You accept and agree to the changes. You are expected to check this page regularly to be aware of any changes, as they are binding on You.

Definitions
To facilitate the understanding of these Terms of Use, the following principal expressions will have these meanings:

“Customer”: refers to any individual that accesses or makes use of a Digital Music Service.

“Cover Song Licensing”: refers to cover song clearance services provided by Us.

“Digital Distribution”: means the transferring by any means of data transmission or communication, through the internet, internet radio, kiosks, in-store listening posts, mobile, wireless, satellite and similar communication systems, whether now known or existing in the future, of the End User Content in multiple digital formats including but not limited to clips, permanent downloads, subscriptions, streams and timeout-downloads, ring-tones and ring-back tones and any other means.

“Digital Music Service” or “DSP(s)”: means any digital outlet, such as music download portals, music and video streaming services, mobile music platforms, digital (and terrestrial) radio stations, digital (and terrestrial) television networks, and mobile networks (i.e., Apple Music, iTunes, Spotify, Tidal, Amazon, etc.), that enables Customers to purchase and/or listen to End User Content.

“End User”: means You (hereinafter, the End User), which is an artist, songwriter, author, producer, agent (including royalty recipients), rights holder, or others who are authorized and entitled to exploit certain music (including the composition and the recording) and to use the Platform, the Platform API or portions thereof.

“End User Content”: means all intellectual property works (including without limitation musical works, recordings, video clips, ring-tones, real-tones, lyrics, logos, covers, artwork, photos and any other content) as to which the End User has the necessary exploitation rights, including customary “Neighboring Rights”.

“Prohibited Material(s)”: means any content that could be harmful, threatening, unlawful, confidential, defamatory, libelous, harassing, obscene, indecent, fraudulent, infringing the rights of privacy, incites, promotes or encourages hatred based on race, religion, gender, sexual orientation, national/ethnic origin, or other identities or includes texts of racist, ethnic or other nature, that is against or hinders or limits in any way any individual, or which may expose Us or third parties to any harm or liability of any kind, including but not limited to any content that promotes or encourages fascism, nazism/neo-nazism, other forms of white supremacy/white nationalism.

“Service”: means the digital distribution and ancillary services provided by Us through the Platform, in order to make the End User Content available on Digital Music Services (here, the Digital Distribution services).

Hence, these are the rights and obligations of each of Us:

Accessing the Platform and Security
2.1 During the duration of the Terms of Use and subject to Your compliance with these Terms of Use, You have the right to access the Platform and utilize the Service provided by Us through it

2.2 For information purposes, the features of the Platform include but are not limited to:

(a) Uploading the End User Content to the Platform for its availability on Digital Music Services, (b) Selecting the channels, territories, and Digital Music Services where End Users want their content to be available, (c) Rendering optional services, including quality control, distribution, updates, and storage, (d) Paying the corresponding fees for the contracting services directly, (e) Hosting the End User Content, qualifying, transforming, and transmitting it to the Digital Music Services, (f) Updating the distributed works in Digital Music Services, (g) Taking down content, (h) Assigning codes (ISRC, UPC, ISWC), (i) Accessing sales and usage reports of the End User Content in the Digital Music Services, (j) Requesting payout of Net Income (as defined in Section 4.1) allocated in connection with the End User Content, and (k) Managing and receiving Neighboring Rights. We reserve the right to withdraw or amend the Platform, and any service or material We provide on the Platform, including, without limitation, changing the characteristics, design, appearance, or presentation of the Platform, in our sole discretion without notice. We will not be liable if, for any reason, all or any part of the Platform is unavailable at any time or for any period. From time to time, We may restrict access to some parts of the Platform, or the entire Platform, to users, including registered users. If You are unsatisfied with the resulting Platform, You can terminate the relationship in the terms described in these Terms of Use.

2.3 Furthermore, You undertake that You have all necessary rights with respect to End User Content to exploit it through the Platform and, therefore, grant Us a worldwide right to reproduce, store, transfer, and make available End User Content as requested by You at each time, in the terms described in Section 6. This right and authorization are granted on an exclusive basis for those Digital Music Services on which You decide to make End User Content available through our Service; this means that if You use the Service to make End User Content available in a specific Digital Music Service, You cannot make the same content available in the same Digital Music Service using a service different than the Service and the Platform

2.4 To access the Platform or some of its resources, You may be asked to provide certain registration details or other information. It is a condition of Your use of the Platform that all the information You provide on the Platform is correct, current, and complete. You agree that all information You provide to register with this Platform or otherwise, including, but not limited to, using any interactive features on the Platform, is governed by our Privacy Policy, and You consent to all actions We take with respect to Your information consistent with our Privacy Policy. If You choose or are provided with, a username, password, or any other piece of information as part of our security procedures, You must treat such information as confidential, and You must not disclose it to any other person or entity. You also acknowledge that Your account is personal to You and agree not to provide any other person with access to the Platform or portions of it using Your username, password, or other security information. You agree to notify Us immediately of any unauthorized access to or use of Your username or password or any other security breach. You also agree to ensure that You exit Your account at the end of each session. You should use caution when accessing Your account from a public or shared computer so that others are not able to view or record Your password or other personal information. We have the right to disable any username, password, or other identifiers, whether chosen by You or provided by Us, at any time in our sole discretion for any or no reason, including if, in our opinion, You have violated any provision of these Terms of Use. Notwithstanding anything to the contrary contained herein, access to and use of the Platform and Services are subject always to Section 11.9 below.

What You Can Do and What You Can’t Do
3.1 By registering and uploading End User Content on the Platform, You assume and undertake the following obligations:

You shall use the Platform diligently and upload information and content whose rights belong to You or for which You are authorized by the rights holder. You shall provide all the necessary information to use the Service, which We will request during the use of the Service. You shall pay all the applicable fees for the Services rendered by Us, as described below. You shall inform Us of any activity that is inconsistent with the Terms of Use. You shall indicate through the Platform if End User Content contains "explicit" content. The term "explicit" content refers to content that evokes sexual, racist, violent, or any other harmful connotations. You shall not perform illegal activities through the Platform or the Services, and/or actions that could harm or damage any party, including Us.

3.2 You undertake to use diligently the Platform and, therefore, undertake:

(a) not to grant access to the Platform to any third party or employees that does not have his/her/their own credentials to access the Platform, (b) not to access the source code of the Platform, (c) not to use the information, rules or instructions contained in the Platform for purposes different than those established in these Terms of Use, (d) not to disclose to any third party any of the information obtained through the Platform, (e) not to permit the public to access or use the Platform (including without limitation, via the internet), (f) not to use the Platform to upload content not owned by You or for which You do not have an explicit license to exploit commercially, (g) not to reproduce the Platform, in whole or in part, for any purposes; (h) not to copy and/or distribute the Platform, in whole or in part, by any manner, (i) not to create any form of “frame” or “mirror” for (any part of) the Platform on any other server or wireless or Internet-based device, (j) not to transfer the Platform to any third party, (k) not to assign, sell, resell, rent, lease, lend, sublicense, outsource or otherwise transfer the Platform and/or the Service to any third party, or authorize or appoint any third party to do so, (l) and not to modify the Platform or provide any person with the means to do the same. This includes the obligation not to create derivative works and/or to translate, disassemble, recompile, alter, destroy, or reverse engineer the Platform or attempt to do so, unless when expressly permitted by the applicable regulation; and not to circumvent the technological protection measures incorporated in the Platform.

3.3 Quicklink and Shortlink features should be used solely for promotion and redirection of End User’s music services and music catalog. Using the Quicklink or Shortlink to promote or redirect to other sites, including affiliate links, viruses, Prohibited Material, harmful or insensitive content, hateful/racist content, pornographic content, and/or other non-media related links, will be considered spam and may result in an immediate and permanent ban from the Platform and use of the Service

3.4 In general, You agree to use the Platform in a lawful and diligent manner and will not do anything forbidden by Law or by these Terms of Use. You will be liable to Us in respect of any breach of these Terms of Use, as described in Section 9.

3.5 Selected users have been granted access to a certain "portal" with synchronization and publishing administration features on the Platform. The registrations submitted there would be registered to the mechanical collection societies (HFA, MLC, etc.) and performance rights organizations under an agreement these organizations have made with Us. This "portal" on the Platform should be considered as "Exhibit A" as mentioned in the Terms of Use. This Section 3.5 only applies to certain selected users who have either applied or were recruited by Us and have opted into publishing administration contractually.

3.6 After registration, You can upload End User Content (including sound recordings and audiovisual works, photographs, images, and other related content) to Your personal account for their subsequent Digital Distribution.

3.7 You can only upload content to the Platform for which You are the owner or have the rights holders' permission in writing. You cannot lawfully upload any content whose rights are held by third parties. We may ask You to provide Us with all documents, contracts, and registration certificates necessary to confirm that You own the rights to End User Content and reserve the right to ask You not to upload content from a specific author or producer. At our own discretion, We may also remove any of End User Content from the Platform that We don't believe belongs to You.

3.8 As specified before, You cannot, under any circumstance, upload Prohibited Material(s). In the event any content uploaded to Your account contains Prohibited Material(s), We shall have the right to refuse to distribute such content or have such content “taken down” from our Platform and may result in an immediate and permanent ban from the Platform and use of the Service.

3.9 You cannot upload any private or fake information of any third party, including without reservation physical addresses, phone numbers, and/or email addresses.

3.10 You are not allowed to upload any content that may breach any domestic or international copyright law or any other intellectual property law and/or third-party brand ownership. This includes violations of domestic or international trademark law and, without exception, rights of publicity.

3.11 As We specified elsewhere herein, You are free to exploit End User Content, directly or through third parties, to Digital Music Services which are not selected or made available on the Platform.

3.12 We reserve the right to access, analyze and utilize all or part of End User Content to guarantee compliance with the Law and with these Terms of Use. We also reserve the right to delete files, data, or information uploaded by You if We deem that they are not in compliance with these Terms of Use, or if We think they are not suitable or appropriate for the Platform or the Service.

3.13 Finally, for clarification purposes, these Terms of Use do not oblige You to upload a minimum quantity of content and/or a minimum availability of it.

3.14 Enforcement Authorization; DMCA Notices. (a) To the extent permitted by applicable law and solely with respect to End User Content distributed through the Platform, You appoint Company as Your non-exclusive authorized agent for the limited purpose of communicating with Digital Music Services and other third-party platforms regarding alleged infringement of End User Content, including submitting copyright infringement notices, Digital Millennium Copyright Act (“DMCA”) takedown notices, platform complaints, and related enforcement communications (“Enforcement Actions”). This authorization applies only to rights You own or control and shall not extend to any rights or interests not legally controlled by You; (b) In connection with any Enforcement Action requested by You or undertaken by Company in reliance upon information provided by You, You represent and warrant that: (i) You are the copyright owner or are authorized to act on behalf of the copyright owner; (ii) all information, documentation, and statements You provide are true, accurate, complete, and not misleading; (iii) You have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and (iv) You understand that materially false or misleading claims may subject You to liability under applicable law, including without limitation 17 U.S.C. § 512(f); (c) Company shall be entitled to rely fully upon the information, documentation, and representations You provide and shall have no obligation to independently investigate ownership, resolve competing claims, or adjudicate underlying disputes; (d) Nothing in this Section shall obligate Company to initiate, pursue, or maintain any Enforcement Action. All Enforcement Actions are subject to Company’s sole discretion including where You are subject to investigation, restriction, suspension, or enforcement under the Anti-Fraud Policy or any other compliance policy of Company. Company’s decision to initiate or decline any Enforcement Action shall not affect its discretion regarding revenue allocation under Section 4; and (e) Any Enforcement Action undertaken by Company is performed solely as an accommodation to You and does not constitute legal advice or create any fiduciary, advisory, or professional relationship.

Fees
4.1. By using the Service, You agree to pay the fees associated with the Services selected, whether through direct billing, subscription charges, or authorized deductions from revenue allocations, as applicable.

All revenues, receipts, royalties, advances, settlements, damages, or other amounts actually received by Company from Digital Music Services or third-party partners in connection with the exploitation of End User Content (“Gross Receipts”) shall constitute revenue of Company and shall remain the sole property of Company unless and until Company elects to allocate Net Income pursuant to these Terms of Use.

Without limiting Company’s discretion under this Section, Company may determine, in its sole discretion, the portion of Gross Receipts properly attributable to End User Content and the Net Income derived therefrom.

Company may, in its sole discretion, allocate up to one hundred percent (100%) of Net Income to You.

For purposes of these Terms of Use, “Net Income” means Gross Receipts actually received by Company that Company determines, in its sole discretion, are attributable to End User Content, less licensing fees, administration fees, deductions from stores and service partners, taxes, payment processing costs, chargebacks, reversals, refunds, DSP clawbacks, reserves, offsets, risk adjustments, and any amounts retained pursuant to these Terms of Use or the Anti-Fraud Policy.

All allocations are provisional, conditional, and subject to Company’s continuing rights of withholding, reserve establishment, offset, reversal, recoupment, compliance review, and permanent retention as set forth in these Terms of Use and the Anti-Fraud Policy.

Nothing herein creates any automatic entitlement to allocation. Allocation decisions, timing, and amounts remain subject to Company’s determination in its sole discretion.

Company’s discretion under this Section is intended to permit Company to manage fraud risk, compliance obligations, third-party reversals, Platform integrity, contractual exposure, and other legitimate business risks, and shall not be construed as creating any obligation to allocate amounts that Company reasonably determines may expose it to legal, financial, operational, or reputational harm. Nothing herein shall be interpreted to require Company to maximize, prioritize, or accelerate allocation in favor of You.

Company’s revenue-sharing model does not create any ownership interest, trust, custodial, escrow, fiduciary, partnership, joint venture, or agency relationship (except as expressly stated in Section 4.5) in favor of You with respect to Gross Receipts prior to payout approval.

If a custom agreement applies to Your account, You authorize Company to deduct any agreed-upon sales commission or revenue share percentage from Net Income prior to allocation.

4.2 All payments and associated claims:

• will be reflected and processed through the corresponding “Wallet” section of the Platform;

• will be made in the currency designated by Company; and

• may be transferred via PayPal, Venmo (a PayPal service limited to United States residents), Stripe Connect (a Stripe service), ACH/Direct Deposit (via Tipalti), Manifest Payments, or such other payment processor as Company may designate.

If any authority imposes any duty, tax, levy, or fee in connection with any transfer, You agree to pay such amount or provide appropriate exemption documentation.

Any balances displayed in the Wallet are provisional allocations for informational purposes only and do not constitute earned, vested, payable, unconditionally available, or transferred funds.

No allocation shall vest, become payable, constitute payment, or be eligible for transfer unless and until approved for payout by Company in its sole discretion.

Subject always to Company’s rights under these Terms of Use and the Anti-Fraud Policy, approved payouts are processed on an on-demand basis within sixty (60) days of receipt of a valid transfer request exceeding the applicable minimum payment threshold.

Company may, at any time and in its sole discretion, delay, adjust, offset, reverse allocations, decline allocation, establish reserves, recoup overpayments, or permanently retain any portion of Gross Receipts or Net Income where Company determines that such amounts are associated with fraud, artificial streaming, infringement, breach of these Terms of Use, violation of the Anti-Fraud Policy, DSP reversals or clawbacks, legal disputes, sanctions exposure, compliance review, or other risk exposure.

There shall be no time limitation on Company’s right to withhold, retain, reserve, offset, reverse, or recoup amounts pursuant to these Terms of Use or the Anti-Fraud Policy.

Any payment transferred to You remains subject to applicable taxes (including VAT, withholding taxes, and similar obligations).

The payment of an invoice or other amounts by Company will not prevent Company from later disputing such amounts pursuant to any rights herein. Company may recoup any amounts due to it from You by withholding such amounts from any future allocations or transfers and providing notice thereof.

4.3. For U.S. federal income tax reporting purposes, Company may report as income to You amounts allocated to Your Wallet during the applicable calendar year, regardless of whether such amounts are subsequently transferred.

You acknowledge and agree that:

• such reporting reflects Company’s good-faith administrative determination under applicable tax laws;

• reporting treatment is an administrative reporting position only and does not create vesting, payment, transfer of ownership, entitlement, or unconditional access to funds prior to payout approval; and

• Company retains all rights under these Terms of Use and the Anti-Fraud Policy to withhold, reverse, offset, reserve, recoup, or permanently retain amounts notwithstanding prior allocation or tax reporting.

Allocation of Net Income for accounting or tax reporting purposes shall not constitute payment, transfer of ownership, waiver of Company’s rights, or limitation of Company’s enforcement authority.

You are solely responsible for determining and satisfying any tax liabilities arising from amounts allocated to Your account, and Company makes no representation regarding the tax treatment applicable to You.

4.4 If any Digital Music Service deducts any amount due to any past contingency, overpayment, audit finding, chargeback, clawback, refund, or similar adjustment in relation to End User Content, or if an investigation by Company reasonably demonstrates that any prior allocation should have been calculated at a lower amount, Company may, at the conclusion of such review and in its sole discretion, provide a revised sales report for the applicable month(s) and deduct, offset, reverse, or recoup the corresponding amount from future allocations or transfers, which You acknowledge and accept.

Such rights shall survive termination of these Terms of Use.

4.5 You authorize Company to collect incomes from the exploitation of End User Content through the Platform, including but not limited to author’s rights, performing rights, recording rights, neighboring rights, private copy levies, and any similar rights or remuneration streams.

To the extent permitted by applicable law and solely with respect to End User Content distributed through the Platform, You grant Company a limited, non-exclusive, revocable (in Company’s sole discretion) authorization to act, if and when Company elects to do so, as Your agent for the purpose of registering sound recordings, submitting claims, administering, collecting, receiving, and accounting for non-interactive digital performance royalties and other neighboring rights royalties, including without limitation royalties collected by SoundExchange in the United States and by foreign collective management organizations (including PPL, SCPP, GVL, and similar societies worldwide).

This authorization: (a) applies solely to rights You own or control; (b) does not extend to any share not legally controlled by You; (c) is permissive only and does not require Company to take any action; and (d) does not create any fiduciary duty, trust relationship, custodial relationship, partnership, joint venture, or continuing agency obligation.

Company shall have no duty to monitor registrations, track eligibility, pursue collections, follow up on claims, investigate underpayments, initiate enforcement proceedings, or otherwise take affirmative action with respect to neighboring rights or related royalties.

Company undertakes no duty of care, standard of performance, or obligation of best efforts in connection with neighboring rights administration. Any action Company elects to take shall be performed solely as an accommodation to You and in Company’s sole discretion.

Nothing herein shall obligate Company to register, submit claims, administer, monitor, collect, enforce, pursue, account for, recover, or otherwise take any action with respect to neighboring rights or related royalties. Company makes no representation or guarantee concerning the availability, eligibility, amount, timing, accuracy, or successful recovery of any such royalties.

Company’s decision to undertake or decline any neighboring rights activity shall not affect its revenue allocation rights under Section 4 or its enforcement discretion under Section 3.14.

4.6 Company will make any corresponding invoices and receipts, including mandatory taxes, available to You according to applicable regulations.

4.7 Company reserves the right to change and adjust the Service price, sales commission percentage, or minimum payment threshold, in which case the new terms will be notified to You not less than thirty (30) days prior to the effective date and will apply to future Gross Receipts.

4.8 Company may elect not to charge You initially for the use of the Service or optional services; however, You authorize Company to deduct such amounts from future Net Income allocations.

If, after one (1) year from the start of the relationship, You have distributed End User Content on credit without generating sufficient Net Income to satisfy the outstanding balance, Company reserves the right to demand payment of the outstanding balance.

4.9 There are no refunds for subscription fees. You may cancel Your subscription at any time via the “Billing” page of the User Portal. For Cover Song Licensing, the refund policy from EasySong.com applies:

https://www.easysong.com/about/refund-policy.aspx

Duration and Termination
5.1 The duration of our contractual relationship is initially undetermined. It shall begin when registering at the Platform and upon the explicit acceptance of these Terms of Use, and You or Us may elect to terminate the Service at any time by providing notice, in accordance with these Terms of Use, of thirty (30) days from the termination date.

In the event of termination, You must pay all outstanding amounts to Us in a maximum period of five (5) days from the notification date, or We will, as applicable and subject to Sections 4 and 7 and the Anti-Fraud Policy, transfer to You any approved and eligible Net Income balance. Prior to requesting the termination, You must remove all Content from the Digital Music Service using the “Takedown” functionality that is available to You within the Platform, subject to any distribution agreements with Digital Music Services and any applicable hold periods or compliance reviews. Moreover, in the event of termination, You authorize Us to suspend Your account, block Your access to Your account and delete all the files and information uploaded by You to the Platform. The termination shall not affect the accrued rights and obligations of the parties at the date of termination.

5.2 Additionally, We will have the right to terminate Our relationship with You and cease the Service: (a) if You become the subject of any proceeding related to Your liquidation or insolvency (whether voluntary or involuntary) which is not dismissed within sixty (60) days; (b) If You infringe our Intellectual Property Rights; (c) If You infringe our Anti-Fraud Policy, (d) if You commit any unlawful activity using the Platform or the Service, (e) if any outstanding balance is not paid as per Section 4.7; (f) If You breach any term or condition established by Us (here or in any other document accepted by You) and You fail to remedy such breach within forty-eight (48) hours of the date of notice from Us;or (g) If You breach Section 11.9 or if We reasonably believe Your use violates, is likely to violate, or causes Us to violate applicable U.S. sanctions laws.

5.3 In all cases of termination, all costs due for any Service provided by Us until the termination date, must be duly paid by You.

5.4 We will not be liable to You for damages of any kind because of the termination of our relationship in accordance with these Terms of Use. Our respective rights and obligations contained in sections that by their nature are intended to survive, will survive the termination of this relationship.

5.5 If End User intends to remove End User Content, End User must issue a Takedown, as made available on the Platform. If applicable, Takedown fees must be paid and processed prior to redistribution and/or account suspension.

Regardless of the termination of the Service, You and We agree to maintain in force those contracts signed by Us with third parties before receiving the notification of termination in the event the contracts with such third parties would be still in force.

Intellectual Property Rights
6.1 The Platform and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) are owned by Us, our licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. Nothing contained herein shall be construed as granting or conferring any property rights in the Platform or any part thereof to You. We are not granting to You, by means of this Terms of Use, the right to use our intellectual property whether for commercial or non-commercial purposes. All these rights are expressly reserved by Us and, consequently, We will retain all licensed or ownership rights to the Platform, our brands, technology, etc., together with any complete or partial copies thereof.

6.2 When You upload any of End User Content to our servers through the Platform, You are recognizing the following: (a) that We are authorized to exploit, directly or through third parties, End User Content (including the recordings, videos, compositions, artwork, etc.) through the Digital Music Services selected by You, in the entire world and during the duration of our relationship (including section 5.4); (b) that You own and/or control all rights in and to the End User Content and/or have the full right and ability to upload End User Content and exploit it in the terms described herein; (c) that End User Content does not infringe the copyrights or any other right, of any third party; (d) that We are authorized during the duration of the Terms of Use to grant to third parties master use and synchronization licenses of End User Content for the entire world and (e) We shall have the perpetual right, on a non- exclusive, gratis basis, to use the End User Content and your professional name in connection with the marketing and promotion of Company, the Platform and the Services.

6.3 If any of End User Content uses any kind of the so-called “copyleft license” and such content was created or developed by a person (including artists and producers) which are not associated to any Performing Rights Organization (such as but not limited to SESAC, BMI or ASCAP in the USA, SACEM in France, MCPS in UK, SGAE in Spain, GEMA in Germany, etc.) in any country of the world, upon the compliance of Section 4.5 above, then You authorize Us to claim on their behalf, where appropriate, to the Performing Rights Organization of each country, any royalties, levies, duties, etc. that Digital Music Services have paid in respect with such content.

6.4 You must indicate through the Platform the name of the record label (associated with the phonographic producer) for each release or phonogram that You intend to distribute in any country in the world using the Platform (phonographic producer that is associated with any Collective Management Society (CMO), as for example SCPP in France, PPL in the United Kingdom, AGEDI in Spain, CAPIF in Argentina, etc.). In contrast, if any of End User Content is distributed using any “Public Label Name” available on the Platform, You agree, in accordance with the provisions of section 4.5 above, with the following:

You authorize and facilitate the transmission by You to Us and the acquisition by Us from You of the following rights as associated with End User Content (sound recordings, compositions, music videos, etc.): (a) Reproduction Rights and/or(b) Public Communication or Public Performance Rights distributed using the Platform. You authorize Us to claim in Your name, as appropriate, to the Collective Management Society (CMO) of each country, any rights, charges, obligations, etc. that those have collected with respect to said content.

Fraud
7.1 We work very hard and invest extensive resources to avoid automated and fraudulent behaviors. For this reason, We have created a specific Anti-Fraud Policy, that is available in the footer section of this site.

When You accept these Terms of Use, You also specifically acknowledge and accept our Anti-Fraud Policy and, therefore, You accept that, among other commitments, You will not individually and will not authorize any third party to, directly or indirectly, generate automated, fraudulent, or otherwise invalid playback actions, especially in Digital Music Services.

7.2 In this Anti-Fraud Policy We have implemented a 3-strike policy. Please read this policy carefully. We will be very strict in applying it.

Privacy
8.1 Our data protection policy is described in the Privacy Policy. The Privacy Policy is part of our relationship and, therefore, when You accept these Terms of Use You are also acknowledging and accepting our Privacy Policy, and also our Cookie Policy. The Privacy Policy and our Cookie Policy are available in the Footer section of our website.

Warranty. Limitation of Liability
9.1 We cannot warrant to You that the Platform and the Service will meet Your requirements. We provide the Services and the Platform “as is” and without warranty. We disclaim all other warranties, express or implied, including the implied warranties of non-infringement, merchantability, and fitness for a particular purpose. The Platform cannot be tested in every possible operating environment, therefore We do not warrant that the functions contained in the Platform will meet Your requirements, that operation of the Platform will be uninterrupted, or that the Platform is error free. Except as set forth herein and to the extent permitted by law, all other warranties, expressed or implied, statutory or otherwise, including, but not limited to, implied warranties of merchantability, quality, and fitness for a particular purpose are excluded on the part of Us. Neither We nor any of our third-party suppliers or partners shall be liable for any injury, loss or damage, whether indirect, special, incidental or consequential nor for any lost profits, contracts, loss of data or programs, the cost of recovering such data, or incorrect, defective or faulty performance of End User Content

9.2 The Platform implements commercially reasonable administrative, technical, and organizational measures designed to safeguard information. However, You acknowledge that no internet-based service, software, or electronic storage system can be guaranteed to be completely secure. By using the Platform, You acknowledge and accept the inherent security risks of transmitting and storing information online.

9.3 You agree to defend, indemnify, and hold harmless Us, our affiliates, licensors, and service providers, and our and their respective officers, directors, employees, contractors, agents, suppliers, successors, and assigns from and against any and all claims, liabilities, damages, losses, judgments, settlements, costs, and expenses (including reasonable attorneys’ fees and costs) arising out of or relating to: (a) Your breach or violation of these Terms of Use or any agreement incorporated herein; (b) Your use of the Platform or the Service, including without limitation the End User Content; (c) any use of the Platform’s content, Service, or other services or products other than as expressly authorized in these Terms of Use, or Your use of any information obtained from the Platform; (d) any allegation that End User Content infringes, misappropriates, or otherwise violates the intellectual property, proprietary, privacy, publicity, or other rights of any third party; (e) any Enforcement Action (as defined in Section 3.14) requested by You or undertaken by Company in reliance upon information, documentation, or representations provided by You, including without limitation any claim under 17 U.S.C. § 512(f), wrongful takedown, interference with contractual or economic relations, defamation, abuse of process, or similar claims, and including any resulting loss of Gross Receipts, reversal of revenue, DSP clawbacks, penalties, settlements, or reduction in Company revenue or allocations; or (f) any dispute between You and any third party relating to ownership, control, exploitation, revenue allocation, authorship, credit, royalty entitlement, or other rights in or to End User Content.

Company shall have the right, but not the obligation, to assume the exclusive defense and control of any matter otherwise subject to indemnification by You, and You agree to cooperate fully with such defense and to reimburse Company promptly for all associated costs and expenses.

Company may withhold, offset, or recoup any amounts otherwise payable to You to satisfy or secure Your indemnification obligations under this Section.

Your indemnification obligations shall survive termination of these Terms of Use.

9.4 To the maximum extent permitted by applicable law, Company’s total cumulative liability arising out of or relating to the Platform, the Services, or these Terms of Use, whether arising in contract, tort (including negligence), strict liability, statutory violation, privacy or data protection law, misrepresentation, or otherwise, shall not exceed the greater of: (i) the total amount of fees paid by You to Company during the twelve (12) months preceding the event giving rise to the claim; or (ii) one hundred U.S. dollars (USD $100). In no event shall Company be liable for any indirect, incidental, consequential, special, punitive, or exemplary damages, including without limitation damages for lost profits, loss of goodwill, loss of data, business interruption, reputational harm, or other intangible losses, even if Company has been advised of the possibility of such damages. You hereby acknowledge that such monetary damages are sufficient for any damages that may be suffered by You in connection with the Service and specifically waive, to the maximum extent permitted by applicable law, any right to seek injunctive or equitable relief against Company.

9.5 Company implements commercially reasonable administrative, technical, and organizational measures designed to protect user data. However, no system can be guaranteed to be completely secure. Company does not warrant that the Platform will be free from security breaches, cyberattacks, unauthorized access, or other security incidents. To the maximum extent permitted by applicable law, Company shall not be liable for any unauthorized access to, alteration of, disclosure of, or loss of user data, accounts, or content unless such event results directly from Company’s willful misconduct.

9.6 We shall not be liable for any loss of, whether arising directly or indirectly, (a) profits, (b) savings, (c) goodwill, (d) reputation, (e) revenue, (f) anticipated savings, (g) business or opportunity or (h) any other like pure economic loss; nor any special, indirect, consequential or incidental losses or damages of any kind or nature whatsoever regardless of whether in each case arising from breach of contract, warranty, tort, strict liability, negligence or otherwise, even if advised of the possibility of such loss or damage, or if such loss or damage could have been reasonably foreseen.

9.7 We respect the rights of others (including copyright, image and personality rights, etc.) and expect our clients to do the same. In compliance with the European Directive on Liability of Internet Service Providers, We will respond expeditiously to remove or disable access to material uploaded by users of the Platform and/or the Service that is claimed to infringe third parties’ rights.

9.8 We shall have the right, in our discretion, to decline to allocate Net Income, retain Gross Receipts, or establish reserves in amounts that reasonably cover Your potential liability and related expenses to Us arising from any breach or alleged breach of these Terms of Use. We may offset such amounts against any Net Income allocations that would otherwise be approved for payout, or debit Your account, to satisfy Your indemnity obligations to Us.

9.9 You shall be legally responsible for any third party payments, including (i) any royalties and other income due to third party artists, authors, co-authors, copyright owners, co-copyright owners, producers, and other income participants from income generated on our Platform, or (ii) all mechanical royalties payable to publishers and/or authors or co-authors of copyrighted musical compositions from income generated on our Platform. Notwithstanding the foregoing, we shall assume no liability for any payments made to third parties pursuant to percentages You designate and/or direct us to make through Your Platform user account or that you otherwise instruct us to make to a third-party’s Platform account. Our compliance with your authorization will constitute an accommodation to You alone. The third-party payee is not a beneficiary of the payment. All payments to third-parties under Your authorization will constitute payment to You and we will have no liability whatsoever for any erroneous payment or failure to comply with Your authorization. You will indemnify and hold us harmless against any claims asserted against us and any damages, losses, or expenses we incur by reason of such payment or otherwise in connection herewith.

9.10 Company has no obligation to monitor, police, initiate, pursue, escalate, or maintain any infringement claim, DMCA notice, counter-notice response, or other Enforcement Action relating to End User Content. No duty of monitoring or affirmative enforcement is owed to You under any circumstances.

Any Enforcement Action undertaken by Company is performed entirely in its sole discretion and may be declined, suspended, withdrawn, or terminated at any time, including where ownership is disputed, documentation is insufficient, legal defenses may apply, or Company determines that pursuing such action may expose Company to legal, regulatory, financial, reputational, or operational risk.

Company does not act as Your attorney, fiduciary, or legal representative in connection with any Enforcement Action. You remain solely responsible for evaluating the merits and risks of any infringement claim and for obtaining independent legal counsel where appropriate. No course of conduct or prior assistance shall create any obligation requiring Company to undertake enforcement activities in the future.

Priority Status
10. At our discretion, We may offer you the opportunity to opt into “Priority Status” for your account on the Platform. Priority Status is governed by our Priority Status Confirmation Agreement (“PSC”). Priority Accounts will include, without limitation, the following terms:

10.1 The "Term” of your Priority Status remains active until you or we provide written notice of termination (“PA Termination Notice”).

a. If you terminate: All End User Content uploaded prior to the PA Termination Notice (“Pre-Termination EUC”) shall remain subject to this PSC, and Company shall retain the exclusive right to distribute such End User Content until December 31 of the following calendar year (the “Termination Date”).

b. If Company terminates: The Termination Date shall be the same as the date of Company’s PA Termination Notice, unless otherwise mutually agreed. For clarity, (1) you may not remove or request “takedowns” of any Pre-Termination EUC prior to the Termination Date without our prior written consent; and (2) following the Termination Date, Company will continue exclusively distributing your End User Content until you request “takedowns” through your account.

10.2 Your Obligations During the Term:

a. All Pre-Termination EUC remains governed by the PSC.

b. First Right of Refusal (FROR): Company shall have the exclusive right to distribute all End User Content you intend to release during the Term. You may distribute such content elsewhere only if: (1) You provide prior written notice; and (2) Company consents in writing, which may include reasonable conditions, holdbacks, or restrictions. If you breach the FROR, Company may issue “takedowns” to relevant third parties and redistribute the End User Content through your account.

10.3 Post-Termination First Right of Negotiation: Prior to entering into discussions with any third party regarding the distribution of any End User Content (whether currently, or yet to be, released) prior to the Termination Date, you shall provide written notice to Company. Company shall have an exclusive 15 business day period from receipt of such notice to negotiate with you in good faith.

In the event of any conflict between these Terms of Use and any applicable PSC, the PSC shall control.

Miscellaneous
11.1 Assignment: We may freely assign any or all of our rights or obligations under these Terms of Use. You may not assign, in whole or in part, nor transfer or sub-license Your rights under these Terms of Use, to any third party without our express prior written consent.

11.2 Severability: If any provision of these Terms of Use is found invalid or unenforceable, that provision will be enforced to the maximum extent permissible, and the other provisions of these Terms of Use will remain in force.

11.3 Promotion: We are not obliged to effectuate any online promotion and/or marketing of End User Content under these Terms of Use. However, We may offer complimentary promotional services which We may contract separately.

11.4 Notifications: Any notice that You or Us need to effectuate in connection with the development and performance of these Terms of Use shall be, whatever their object, by mail, digital notification (available on the “Notification” page of the Platform) or email at the addresses listed on Your account on the Platform and, to Us, to any of the following means:

New Music top

Email: support@newmusic.top

11.5 Amendments: We may amend these Terms of Use, the Anti-Fraud Policy, the Cookie Policy, the Privacy Policy, or any other legal document from time to time, in which case the new terms will supersede prior versions. Except as provided in Section 4.7 (changes to Service price, sales commission percentage, or minimum payment threshold, which require at least thirty (30) days’ prior notice), We will notify You not less than ten (10) days prior to the effective date of any other amendment and Your continued use of the Service and/or the Platform following the effective date of any such amendment may be relied upon by Us as Your consent to any such amendment. Our failure to enforce at any time any provision of these Terms of Use, the Anti-Fraud Policy, the Privacy Policy, the Cookie Policy or any other legal document does not constitute a waiver of that provision or of any other provision of our terms.

11.6 Confidentiality: In the event We provide any kind of information to You (including but not limited to statistics of the Platform, performance KPIs, marketing material, etc.) You agree to treat such information as confidential and in no event shall be utilized (for its benefits or for third parties), disclosed, transmitted to third parties or made public in any way by You without our prior written agreement.

11.7 Law and Jurisdiction:

These Terms of Use shall be construed and enforced in accordance with the laws of the United States and UK, without regard to any conflict of law provisions, and any and all legal actions in connection with these Terms of Use, Anti-Fraud Policy or our Privacy Policy shall be brought exclusively in the federal or state courts located in London County, UK. ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OF USE OR THE PLATFORM MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES; OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

11.8 All notices of copyright infringement claims should be sent to the copyright agent designated in our Copyright Policy in the manner and by the means set out therein.

11.9 You represent and warrant that you are not (a) located in, ordinarily resident in, or accessing or using the Platform or Services from any country or region subject to comprehensive U.S. and UK sanctions, including Cuba, Iran, North Korea, Syria, Sudan, and the Crimea, Donetsk, and Luhansk regions of Ukraine, or (b) listed on, owned or controlled by, or acting for or on behalf of any party listed on any U.S. and UK sanctions list (including OFAC’s Specially Designated Nationals and other sanctions lists). You will not use the Platform or Services to benefit, directly or indirectly, any such country, region, person, or entity. We may immediately suspend or terminate access, block transactions, and withhold or claw back payments if we reasonably believe your use violates, is likely to violate, or causes us to violate applicable U.S. and UK sanctions laws. You must promptly notify us of any change affecting your foregoing status and provide information we reasonably request to verify compliance.

11.10 The Platform is controlled, operated, and administered by Us from our offices within the UK. We make no representation that the content is appropriate or available for use outside the UK, and access to it from territories where it is illegal or improper is prohibited. You may not use the Platform to export any content violating UK export laws and regulations. If You access the Platform from a location outside the UK, You assume sole responsibility for compliance with all applicable U.S. and UK and local laws.

11.11 For Cover Song Licensing, the “terms of use” applying to cover song licensing through EasySong.com are incorporated herein by this reference and can be found on their site at https://www.easysong.com/about/terms-of-use.aspx

11.12 Nothing in these Terms of Use, shall be construed to limit, waive, or otherwise prejudice any rights or remedies that may not be lawfully waived or limited under applicable data protection or privacy laws, including the General Data Protection Regulation (Regulation (EU) 2016/679), the United Kingdom General Data Protection Regulation, the Data Protection Act 2018, or the California Consumer Privacy Act, as amended by the California Privacy Rights Act. All rights and obligations under these Terms of Use are subject to compliance with such applicable laws.

11.13 The Anti-Fraud Policy, Privacy Policy, Cookie Policy, and any other policies or guidelines referenced herein are incorporated into and form part of these Terms of Use. In the event of any conflict, inconsistency, or ambiguity between these Terms of Use and any such policy, these Terms of Use shall govern and control.

Such policies are intended to supplement and clarify Company’s operational practices and enforcement framework, and shall not be construed to create independent contractual rights, limit Company’s discretion, expand End User entitlements, or restrict Company’s remedies beyond those expressly set forth in these Terms of Use.

If You have any doubts or queries about these Terms of Use or any documents that govern the Platform, please contact us by email at support@newmusic.top