Music Distribution Terms

These Music Distribution Terms of Use ("Terms") set out the conditions under which TAEON Branding Agency Pte. Ltd. ("Company", "we", "us") provides music, video and content distribution-related services through SOUND.RADAR and any related brands, websites, portals, application forms, emails, quotations, invoices or other channels operated or designated by the Company.

These Terms are not an individual distribution agreement. They are general terms that apply to customers who use the Company's music distribution services. Project-specific terms, quotations, accounting terms, fees, service scope, territories, platforms, schedules, additional costs and other commercial conditions are governed by separate application forms, quotations, order forms, email confirmations, invoices, admin approvals or separate agreements.

If there is any inconsistency between translations of these Terms, the English version prevails to the extent permitted by applicable law. These Terms supplement the SOUND.RADAR Terms of Service for distribution customers.

1. Purpose and Scope

1. These Terms set out the basic rights, obligations, responsibilities and service conditions between the Company and customers using the Company's music distribution services.

2. These Terms may apply to the following services:

• Digital distribution of sound recordings and music videos;
• Registration and delivery support for albums, singles, EPs and video content;
• Delivery of content to music platforms, digital service providers, stores, streaming services, video platforms and other outlets;
• Metadata review and registration support;
• Submission and management of artwork, audio files, video files and release information;
• Distribution status, revenue, usage or platform reporting;
• Operational support for takedown, correction, removal, transfer, redelivery or similar requests;
• Other distribution-related services separately provided or notified by the Company.

3. The specific scope of services may vary depending on the customer's application, plan, quotation, order, individual approval or separate agreement.

4. These Terms are general conditions for the Company's distribution services. If a separate agreement with a particular label, artist, rights holder, partner or platform applies, that separate agreement may prevail to the extent of any conflict.

2. Operator and Brand Structure

1. The operator of the services is TAEON Branding Agency Pte. Ltd..

2. Unless expressly stated otherwise, SOUND.RADAR, GRAFF RECORDS and THE UNIT LABEL are service names, brand names or project brands operated, managed or used by TAEON Branding Agency Pte. Ltd..

3. If a customer requests music distribution services through a website, application form, email, representative, quotation, invoice, proposal or other channel under the name of GRAFF RECORDS or THE UNIT LABEL, such request will be treated as an engagement of or service request to TAEON Branding Agency Pte. Ltd. for music distribution services.

4. Unless a separate legal entity or independent contracting party is expressly identified, GRAFF RECORDS and THE UNIT LABEL are interpreted under these Terms as sub-brands or service brands of TAEON Branding Agency Pte. Ltd..

5. In these Terms, the "Company" means TAEON Branding Agency Pte. Ltd. and, where the context requires, includes SOUND.RADAR, GRAFF RECORDS, THE UNIT LABEL and the related brands, services, systems, representatives or channels operated by the Company.

3. Definitions

• Service — the music, video, content distribution and related services provided by the Company.
• Customer — any individual, company, label, management company, agency, artist, rights holder or authorised representative who applies for or uses the Service.
• Content — any sound recording, video, artwork, image, text, metadata, lyrics, artist name, logo, photograph, biography, copyright and rights-holder information and related materials submitted by the Customer or intended for distribution.
• Recording — any sound recording, master recording, album, single, EP, remix, instrumental, audio for video or other audio content submitted for distribution.
• Platform — any streaming service, download store, video platform, social platform, digital service provider, content-identification system, rights-management system or other third-party service through which Content may be distributed or used.
• Metadata — artist names, track/album/version titles, release dates, genres, languages, songwriter/composer/arranger/performer/producer and rights-holder information, ISRC, UPC, lyrics, copyright notices and other information required for platform registration.
• Revenue — amounts related to the use of Content paid, reported or credited by platforms, partners, accounting entities or other third parties to the Company or the Customer.

4. Nature of the Service

1. The Company delivers, registers, manages or distributes Content submitted by the Customer to Platforms within the scope requested by the Customer.

2. The Company does not guarantee that Content will be accepted, displayed, maintained, recommended, playlisted, charted, monetised or achieve any particular result on any Platform.

3. Platforms may have their own review standards, operational policies, content guidelines, rights-verification procedures, territory restrictions, technical specifications and accounting policies. The Company does not control Platform decisions or policy changes.

4. The Company may use external distribution partners, technology providers, platforms, accounting systems, cloud infrastructure, data processors or other third parties to provide the Service.

5. Distribution status, revenue reports, platform data, analytics or estimated timelines are based on information available at the relevant time and may change due to corrections, delays, reprocessing or accounting adjustments by Platforms or partners.

5. Application and Approval

1. The Customer must apply for distribution services in the manner designated by the Company.

2. The Company may reject an application or request additional verification if: the Customer's identity, rights or application information requires verification; the submitted Content does not meet Company or Platform standards; rights ownership is unclear or disputable; false information, errors, duplicate submissions or improper Metadata are identified; there is a risk of violating law, Platform policy, these Terms or operating policies; or the Company reasonably determines it cannot provide the Service.

3. Receipt of an application or issuance of a quotation does not guarantee provision of the Service; final approval or separate confirmation may be required.

4. Upon request, the Customer must provide identity/corporate/rights verification, tax and payment information, proof of authority, copyright evidence, contracts, licences or other materials.

6. Customer Ownership and Grant of Distribution Rights

1. The Customer represents and warrants that it owns or has valid authorisation for all rights necessary for the Content, including copyrights, neighbouring rights, trademarks, publicity and image rights, performer rights, phonogram-producer rights, video, editing, distribution, transmission, performance, reproduction and derivative rights.

2. The Customer grants the Company the rights necessary to reproduce, transmit, distribute, provide, register, encode, format, store, display, promote, identify, manage, account for, request removal of, verify rights in, submit to Platforms and otherwise use the Content as reasonably necessary to provide the Service.

3. The grant of rights is limited to the purpose of providing the Service. These Terms do not transfer copyright or ownership of the Content to the Company.

4. Unless otherwise provided in a separate agreement, application form, quotation, order form or arrangement, these Terms alone do not grant the Company exclusive ownership of the Customer's Content.

5. The Customer acknowledges that the Company and Platforms may use submitted artist names, logos, photographs, artwork, biographies, album and track information, video thumbnails and other materials for distribution, display, management, promotion and accounting of the Content.

7. Content Delivery and Metadata

1. The Customer must submit Content per the formats, deadlines, quality standards, file specifications and Metadata forms designated by the Company.

2. The Customer represents that all information submitted is accurate, complete and up to date.

3. The Customer must accurately submit: artist/track/album/version titles; release dates, genres, languages, territories; copyright owner, phonogram producer, performer and credit information; ISRC/UPC identifiers; lyrics, artwork, videos, thumbnails, descriptions; rights/territory/term restrictions, exclusivity and existing distribution information; and other information required for registration or accounting.

4. The Company is not responsible for delays, rejections, removals, accounting errors, rights disputes or Platform actions caused by incorrect information, incomplete materials, improper Metadata or omitted rights restrictions submitted by the Customer.

5. The Company may review submitted materials for format, quality, rights, Metadata or Platform suitability. Such review or approval does not relieve the Customer of its rights and warranty obligations.

8. Content Standards and Rejection

1. The Company may reject Content or request correction, hold, suspension or removal of already-distributed Content that: has unclear rights ownership; infringes or may infringe third-party rights; includes false, exaggerated or misleading Metadata or artwork; may violate Platform policies, style guides or content guidelines; contains illegal, hateful, violent, obscene, defamatory, fraudulent, phishing, malicious or otherwise inappropriate material; involves duplicate submissions, artificial version splitting, keyword abuse or search manipulation; requires but lacks rights evidence for public-domain, cover, remake, sample, remix, karaoke, tribute or soundalike content; is materially low quality or unsuitable for commercial distribution; or is otherwise determined unsuitable by the Company or a Platform.

2. The Company's rejection, hold, takedown request or suspension does not create any obligation to compensate the Customer.

3. The Company is not responsible for a Platform's decision to reject, restrict, remove, hide, territory-limit, revenue-limit or sanction Content or accounts.

9. Platform Policy Compliance

1. The Customer must ensure all Content and use of the Service comply with applicable laws, Platform terms, community guidelines, content/copyright/advertising/accounting/chart policies and the Company's operating policies.

2. The Company is not responsible for damages caused by Platform policy changes, review delays, registration rejections, removals, revenue limitations, territory restrictions, account limitations, accounting holds or data corrections.

3. The Company may request additional materials, rights evidence, corrected materials or confirmations where required by a Platform or partner.

4. If the Customer does not provide requested materials, or they are insufficient, the Company may hold or suspend the Service.

10. Fraudulent Practices and Artificial Streaming

1. The Customer must not, directly or through any third party: generate artificial streams, downloads, views, saves, searches, follows or ad impressions using bots, macros, automation, click farms, streaming farms, fake accounts or VPN abuse; engage in repeated manual clicking, repeated plays, proxy usage or reward-driven users; use fake purchases, fake receipts, false campaigns, fake rewards or artificial fan activity to manipulate performance; manipulate search through Metadata, names, images, keywords, genres or credits; improperly manipulate charts, recommendation algorithms, rankings, advertising, accounting or rights-identification systems; or bypass, disrupt, abuse or exploit Platform or Company systems.

2. If fraudulent or suspected fraudulent activity is identified, the Company may hold, restrict, suspend or terminate the Service or request removal of Content.

3. The Company is not responsible for any revenue hold, recoupment, deduction, invalidation or removal by a Platform or partner due to fraudulent activity.

4. The Customer is responsible for any losses, costs, claims, sanctions or disputes incurred by the Company, Platforms, partners or third parties from fraudulent activity.

11. Accounting and Reports

1. Revenue, accounting methods, payment standards, fees, schedules, minimum thresholds, currencies, taxes and deductions are governed by the Customer's application, quotation, order form, invoice, separate notice or individual agreement.

2. The Company may provide accounting statements or reports based on materials received from Platforms, partners or accounting entities.

3. Platform or partner reports may be delayed, corrected, reprocessed, cancelled, recouped, deducted, held or otherwise adjusted.

4. The Company may adjust accounting amounts due to Platform/partner data corrections, accounting delays, tax deductions, exchange-rate changes, payment holds, fraud determinations, rights disputes, third-party claims, payment errors or other reasons.

5. The Company may request tax information, payment account details, corporate information, identity-verification materials or other payment-related materials per applicable law, tax regulations, Platform policy, payment-institution requirements or internal compliance.

6. If the Customer does not provide required payment information, or there are rights/fraud/tax/legal/sanctions concerns, the Company may hold accounting or payment.

7. Reports are based on information supplied by Platforms or partners; the Company does not guarantee the accuracy, completeness or timeliness of third-party source data.

12. Accounting Objections and Record Review

1. If the Customer believes an accounting statement contains a clear error, it may raise an objection within a reasonable period.

2. If the Company finds the objection reasonably based, it may review the statement within the scope of information received from, or verifiable through, Platforms, distribution partners, accounting entities or internal systems.

3. If an error is confirmed, the Company may correct it or adjust it in a future accounting period.

4. The Company is not required to provide internal materials, trade secrets, third-party contract terms, other customers' information or materials subject to confidentiality or disclosure restrictions.

5. If a review by an accounting firm, external professional or separate audit is required, its procedure, scope, timing, cost allocation and materials are governed by an individual agreement, separate arrangement or operating policies.

6. Prior accounting statements may change due to post-period adjustments, recoupments, holds, deductions, tax withholdings, exchange-rate adjustments, fraud determinations or rights disputes.

13. Taxes and Deductions

1. The Customer is responsible for taxes, filings, withholding taxes, VAT, sales taxes, duties and other public charges arising from use of the Service, distribution of Content or receipt of Revenue.

2. The Company may deduct taxes, fees, refunds, chargebacks, withholdings, payment fees, currency-exchange costs or other amounts required by law, Platform policy, payment-institution requirements or partner accounting standards.

3. Upon request, the Customer must provide tax forms, taxpayer/business/corporate information, payment account information or other information required for payment.

14. Modifications, Takedowns and Removals

1. The Customer may request correction, removal, suspension, takedown or transfer of Content per the Company's procedures.

2. The Company may forward the request to the relevant Platform or partner or provide reasonable support, but the processing time and result depend on Platform/partner policies and systems.

3. The Company may hold, restrict, suspend or request removal of Content without the Customer's request if: an infringement claim or rights dispute is raised; the Content violates law, Platform policy, these Terms or operating policies; the Customer does not provide required rights/materials/tax/payment information; fraud, artificial streaming, accounting manipulation or Platform abuse is suspected; or there is a risk of legal, financial or reputational harm to the Company, a Platform, a partner or a third party.

4. After takedown or suspension, some information may remain for a period in Platform/partner systems, caches, search results, third-party services or user libraries.

15. Channel and Video Platform Services

1. If the Customer applies for distribution, management or monetisation services related to video/social platforms, channels, profiles, pages or other online accounts, the Customer may be required to provide access rights, administrator rights, credentials or Platform approval.

2. The Customer must ensure all Content within such channels or accounts complies with these Terms, Platform policies, rights-holder agreements and applicable law.

3. The Company does not guarantee channel or account performance, advertising revenue, content exposure, subscriber growth, recommendation exposure, monetisation approval or outcomes from Platform policy changes.

4. If access rights provided by the Customer are insufficient or discontinued, the Company's ability to provide the Service may be limited.

16. Promotion and Use of Materials

1. The Company may use artist names, logos, photographs, album images, track information, biographies, video thumbnails, descriptions, links and release information submitted by the Customer for distribution and promotion of Content.

2. With the Customer's consent or within the scope necessary to provide the Service, the Company may use distribution facts, artist names, release names, links, campaign examples or publicly available results in portfolios, press releases, proposals, service descriptions, internal reports or marketing materials.

3. If the Customer requests confidentiality of specific materials, the Company may reasonably accommodate it, except for information already public or displayed on Platforms.

17. Rights Claims and Dispute Handling

1. If any infringement notice, copyright/trademark/image-rights claim, publishing/sample/contract/revenue-split dispute or other third-party claim is raised regarding the Customer's Content, the Company may hold, restrict, suspend or request removal of the Content.

2. The Company is not a party to disputes between the Customer and third parties regarding rights ownership, revenue splits, contract performance, credits, copyright registration or publishing accounting.

3. Upon request, the Customer must provide rights evidence, contracts, licences, consents, sample-clearance materials, publishing information, tax information or other materials needed to address a dispute.

4. The Company is not responsible for any revenue hold, recoupment, deduction or invalidation resulting from a rights dispute.

18. Customer Representations and Warranties

The Customer represents and warrants that: it has the legal authority and capacity to accept these Terms and apply for the Service; it owns or controls all rights, permissions, consents, licences and authorisations required for the Content; the Content and information submitted are not false and are accurate and complete; the Content does not infringe any third-party copyright, neighbouring right, trademark, image right, publicity right, privacy right, reputation, trade secret or other right; the Content does not violate law, Platform policy, these Terms or operating policies; the Customer is solely responsible for amounts, royalties, fees, taxes or accounting obligations owed to artists, writers, composers, producers, performers, sample owners, video producers, photographers, designers, managers, labels, publishers or other rights holders; and the Customer will complete any copyright registration, publishing clearance, sample clearance, cover-song licence, video/image rights clearance, lyric-use permission, performer consent and other clearance required for distribution.

19. Disclaimers

1. The Company does not guarantee: registration or acceptance on any particular Platform; display in any particular country, region or store; any specific release date or processing time; any particular number of streams, downloads, sales, chart position, playlist inclusion or recommendation exposure; completeness of Platform reports, accounting materials or third-party data; continuity of Platform policies, fees, accounting methods, territorial limitations, algorithms or review standards; or absence of rights disputes, fraud determinations, accounting holds, removals or account restrictions.

2. The Company is not responsible for acts, errors, delays, outages or policy changes of Platforms, partners, payment institutions, cloud services, telecommunications networks, payment processors, tax authorities, rights-management organisations or other third parties.

3. The Company is not responsible for losses caused by errors or omissions in Content, Metadata, rights/tax/payment information or promotional materials submitted by the Customer.

20. Limitation of Liability

1. To the extent permitted by law, and except for the Company's wilful misconduct or gross negligence, the Company is not liable for indirect, special, consequential, punitive or incidental damages, business losses, reputational harm, data loss, lost opportunities or loss of expected revenue arising out of or relating to use of or inability to use the Service.

2. To the maximum extent permitted by law, the Company's total liability to the Customer will not exceed the amounts actually paid by the Customer to the Company for the relevant Service.

3. This section does not apply to liability that cannot be limited under applicable law.

21. Customer Indemnity

1. If the Customer breaches these Terms, or if the Customer's Content or materials cause any third-party claim, rights dispute, Platform sanction, accounting recoupment, fine, cost, damage or legal expense, the Customer must defend, indemnify and hold harmless the Company and its officers, employees, agents, partners, affiliates and service providers.

2. The Customer's indemnity obligations survive termination of the Service.

22. Service Restrictions and Termination

1. The Company may restrict, hold, suspend or terminate the Customer's use of the Service if: the Customer violates these Terms, law, Platform policy or operating policies; submits false or inaccurate materials; fails to pay fees, taxes or other amounts; the Content is subject to rights disputes, infringement claims, suspected fraud or Platform-sanction risk; the Customer interferes with normal operation; or the Company reasonably determines it cannot continue providing the Service.

2. Restriction, hold, suspension or termination does not affect existing payment obligations, accounting adjustments, recoupments, rights disputes or indemnity obligations.

3. Revenue, recoupments, corrected statements, rights disputes, tax adjustments and takedown requests arising after termination may continue to be processed.

23. Privacy and Data Processing

1. The Company may process personal data of customers, representatives, rights holders, artists, payees, fans or other related persons in connection with the Service.

2. Details of personal-data processing are governed by the Company's Privacy Policy, data-processing documents (see DPA) and applicable law.

3. If the Customer provides personal data of third parties, the Customer must have a lawful basis and any required consent to provide such data.

4. Before submitting sensitive information, minors' information, payment information, identity documents, contracts or other sensitive materials, the Customer must follow the Company's request or instructions.

24. Confidentiality

1. The Customer must not disclose the Company's non-public information, system information, pricing policies, partner information, operating methods, accounting data, technical materials or internal materials without the Company's prior consent.

2. The Company uses the Customer's non-public Content, accounting, rights, contract and account materials only as necessary to provide the Service, comply with law, protect rights and respond to disputes.

3. Confidential information does not include information that is already public, was lawfully possessed by the recipient, was lawfully obtained from a third party, or must be disclosed under law, court order, regulator request, Platform request or partner requirement.

25. Compliance and Sanctions

1. The Customer must comply with all applicable laws on export controls, economic sanctions, anti-money laundering, anti-bribery, taxation, copyright, data protection, consumer protection, advertising and Platform use.

2. The Customer must not use the Service for any illegal or improper purpose and must not provide or promise improper benefits to any government agency, public official, Platform representative or third party.

3. The Company may hold provision of the Service or payment if it suspects a violation of law, sanctions, anti-money-laundering rules, anti-bribery rules or Platform policy.

26. Changes to These Terms

1. The Company may amend these Terms due to changes in law, the Service, Platform policies or operational needs.

2. The Company will notify changes through the Service, website, email or another reasonable method.

3. Continued use after the effective date of amended Terms is deemed acceptance.

4. For a material change unfavourable to the Customer, the Company may provide a reasonable prior-notice period.

27. Miscellaneous

1. If any provision becomes invalid, illegal or unenforceable, the remaining provisions remain effective.

2. The Company's failure to immediately exercise a right is not a waiver.

3. The Customer may not assign, transfer or encumber any rights or obligations without the Company's prior consent.

4. The Company may transfer all or part of its rights or obligations in connection with service operations, organisational changes, business transfers, mergers, divisions, affiliate transfers or partner changes.

28. Governing Law and Separate Distribution Partner Conditions

1. These Terms are governed by and interpreted in accordance with the laws of the Republic of Singapore.

2. Any dispute arising out of or relating to these Terms or the Service is subject to the exclusive jurisdiction of the courts of Singapore.

3. However, if a specific distribution partner, Platform, rights holder, accounting entity or separate agreement imposes separate governing law, jurisdiction, procedures, accounting standards, audit procedures, content standards or distribution conditions, those separate agreements or partner conditions may prevail within their applicable scope.

4. The Customer acknowledges that the Company's music distribution services may interface with third-party Platforms, distribution partners, accounting entities or rights-management systems, and that such third parties' policies, terms, review standards, accounting standards and legal requirements may affect distribution and accounting of Content.

5. This section does not change the governing law of the Company's public Terms; it clarifies the scope of separate distribution agreements or specific partner conditions where they apply.

29. Contact

TAEON Branding Agency Pte. Ltd. · UEN 202602171W · 9 Raffles Place, #29-05, Republic Plaza, Singapore 048619 · Email: contact@taeon.one