This Digital Music Distribution Agreement (hereinafter, "the Agreement," "the Contract," or "these Terms") establishes the comprehensive terms, conditions, rights, and obligations that shall govern the contractual relationship between DRAIKOTUNE MUSIC DISTRIBUTION (hereinafter, "Draikotune," "the Distributor," "the Platform," "the Company," or "we"), acting as a digital music content distribution intermediary, and the end user, whether such user is an artist, performer, composer, music producer, independent record label, or any entity with legitimate rights over musical works (hereinafter, "the User," "the Artist," "the Rights Holder," "the Licensor," or "you").

This document constitutes a legally binding agreement that exhaustively and comprehensively regulates all aspects related to the distribution, commercialization, exploitation, royalty management, copyright, intellectual property, and other elements inherent to the commercial relationship established between both parties. The acceptance of this Agreement, whether through electronic signature, digital acceptance, continued use of the services, submission of content for distribution, or any other unequivocal manifestation of will, implies full knowledge, complete understanding, and total acceptance of each and every clause, term, condition, restriction, limitation, and obligation established herein.

IMPORTANT: THIS AGREEMENT BECOMES VALID AND BINDING AT THE MOMENT YOU SUBMIT ANY RELEASE FOR DISTRIBUTION. By sending your music content for distribution through our platform, you automatically accept and agree to be bound by all terms and conditions contained in this Agreement. The act of submitting content for distribution constitutes your explicit acceptance of this contractual relationship, regardless of whether you have previously read or acknowledged these terms. You acknowledge that the submission of any musical content to our distribution system is an affirmative action that binds you to this Agreement immediately and irrevocably for the duration of the distribution period and as otherwise specified herein.

DRAIKOTUNE MUSIC DISTRIBUTION is a specialized technological platform for the digital distribution of music content across multiple streaming platforms, digital download services, and online music services worldwide. The company operates under a business model based on intermediation between music content creators and digital distribution platforms, facilitating access for independent artists and record labels to the international digital music market. We serve as an authorized aggregator and distributor, maintaining partnerships with major digital service providers (DSPs) and continuously expanding our distribution network to provide comprehensive global coverage for musical content.

This Agreement has been designed to protect the legitimate interests of both parties, establish a clear and transparent legal framework for the commercial relationship, precisely define the responsibilities of each party, regulate the economic aspects of music distribution, safeguard intellectual property rights, establish effective dispute resolution mechanisms, and ensure compliance with applicable laws and regulations. All provisions contained in this document must be interpreted in good faith, in accordance with general principles of international contract law, and in strict adherence to current regulations regarding copyright, intellectual property, digital commerce, data protection, and consumer rights.

The relationship between Draikotune and the User is strictly that of an independent contractor arrangement. Nothing in this Agreement shall be construed to create a partnership, joint venture, agency, employment, or franchise relationship between the parties. Neither party has the authority to bind the other or to contract in the name of or create liability against the other in any way or for any purpose. Each party shall be solely responsible for all taxes, withholdings, and other statutory or contractual obligations of any kind.

For the purposes of this Agreement, the following terms shall have the meanings set forth below, and shall be interpreted in the specific context of the digital music industry and content distribution on electronic platforms. These definitions are integral to understanding your rights and obligations under this Agreement:

2.1. SERVICES PROVIDED BY DRAIKOTUNE

Draikotune agrees to provide comprehensive digital music distribution services to the User, subject to the terms and conditions of this Agreement and the specific features included in the User's selected Subscription Plan. The services provided by Draikotune include, but are not necessarily limited to, the following core offerings and functionalities:

2.2. USER RESPONSIBILITIES AND OBLIGATIONS

In consideration for the distribution services provided by Draikotune, the User acknowledges and agrees to fulfill the following responsibilities and obligations, which are essential for the proper functioning of the distribution relationship and the protection of all parties' interests:

2.3. PLATFORM DISCRETION AND LIMITATIONS

The User acknowledges and agrees that while Draikotune will use commercially reasonable efforts to deliver Musical Content to Digital Platforms and facilitate distribution as described in this Agreement, certain aspects of the distribution process are subject to factors beyond Draikotune's control:

The User expressly acknowledges that Draikotune acts solely as a distribution intermediary and has no control over Digital Platform decisions, policies, or operations. Draikotune's obligations are limited to using reasonable efforts to deliver content and information to platforms in accordance with their requirements, collect available royalty data, and provide reporting and support as specified in this Agreement. Draikotune makes no warranties or guarantees regarding platform acceptance, content performance, streaming numbers, royalty amounts, or any other outcomes that depend on factors controlled by Digital Platforms or determined by market forces and listener behavior.

3.1. SUBSCRIPTION PLAN STRUCTURE AND SELECTION

Draikotune offers multiple Subscription Plans designed to accommodate different user needs, from individual independent artists to professional labels and enterprises. Each plan includes specific features, limitations, and pricing structures. The User selects their desired Subscription Plan during account registration or may upgrade or downgrade their plan through their account dashboard subject to availability and the terms specified in this Agreement.

Current Subscription Plans include, but are not limited to:

3.2. BILLING, PAYMENT TERMS, AND SUBSCRIPTION RENEWAL

Subscription fees are billed according to the billing cycle selected by the User, which may be monthly or annual depending on the plan and options available. Annual billing typically offers a discount compared to monthly billing. All fees are billed in advance for the upcoming subscription period unless otherwise specified.

Payment is processed automatically using the payment method on file in the User's account. The User authorizes Draikotune to charge the payment method on file for all applicable fees, including recurring subscription fees, overage charges for exceeding plan limits (such as additional artist fees on Labels Plans), one-time fees for special services, and any other charges agreed upon by the User. The User is responsible for ensuring that payment information remains current and valid, and must promptly update payment information if a payment method expires or becomes invalid.

Subscriptions automatically renew at the end of each billing period unless the User cancels the subscription before the renewal date. The renewal charge will be at the then-current subscription rate, which may differ from the initial subscription rate if pricing has been updated. Draikotune reserves the right to change subscription pricing with reasonable advance notice, typically 30 days for existing subscribers. Users who do not wish to continue at the new pricing may cancel their subscription before the renewal date.

CRITICAL NOTICE REGARDING SUBSCRIPTION NON-RENEWAL: If you do not renew your subscription before the expiration date, your account will be AUTOMATICALLY DOWNGRADED TO THE STARTER PLAN. This downgrade has significant implications for your distributed content and available features:

To avoid disruption to your distribution and maintain your content across all artists and platforms, YOU MUST RENEW YOUR SUBSCRIPTION before it expires. We strongly recommend enabling auto-renewal and maintaining valid payment information to prevent unintentional service interruptions. You will receive email notifications prior to your subscription expiration date reminding you to renew, but it is ultimately your responsibility to ensure timely renewal. Draikotune is not responsible for content takedowns, revenue loss, or other consequences resulting from failure to renew your subscription.

If your account is downgraded due to non-renewal and content is taken down, you may upgrade your plan at any time to regain access to multi-artist support and Content ID Services. However, re-uploading previously taken-down content may require a new distribution process, new ISRC/UPC codes may be assigned (unless you specifically request to maintain previous codes), and as noted above, previous platform performance metrics typically cannot be restored.

3.3. FAILED PAYMENTS AND ACCOUNT SUSPENSION

If a payment fails for any reason (insufficient funds, expired card, payment processor error, etc.), Draikotune will attempt to re-process the payment and will notify the User of the failure. The User will have a grace period (typically 7-14 days) to update their payment information and complete the payment before service interruptions occur.

If payment is not received within the grace period, Draikotune reserves the right to: (a) suspend access to the User's account and Platform features, (b) cease processing new uploads or distribution requests, (c) suspend royalty payments until the account is brought current, and/or (d) initiate content takedowns from Digital Platforms. After an extended period of non-payment (typically 30-60 days), the account may be terminated and all content removed from distribution.

Users remain responsible for all unpaid fees even if their account is suspended or terminated. Draikotune may pursue collection of unpaid fees through available legal means, and users agree to reimburse Draikotune for reasonable costs of collection including attorney fees where permitted by law.

3.4. PLAN CHANGES AND MODIFICATIONS

Users may upgrade their Subscription Plan at any time through their account dashboard. Upgrades take effect immediately, and the User will be charged a prorated amount for the remainder of the current billing period at the new plan rate. The next billing cycle will be charged at the full new plan rate.

Users may downgrade their Subscription Plan, but downgrades typically take effect at the end of the current billing period rather than immediately. This allows the User to continue enjoying the benefits of their current plan until paid through. Users should carefully consider the implications of downgrades, particularly regarding artist limitations, Content ID Services, and feature availability as described above in Section 3.2.

Draikotune reserves the right to modify, discontinue, or introduce new Subscription Plans at any time. Existing subscribers will be notified of plan changes and will generally be allowed to continue on their current plan terms for the remainder of their subscription period, though Draikotune may require migration to new plans at renewal time. Material changes to existing plan terms that negatively impact subscribers will be communicated with reasonable advance notice.

3.5. REFUND POLICY

Subscription fees are generally non-refundable. This reflects the immediate delivery of distribution services and the resources committed by Draikotune upon content ingestion and platform delivery. However, Draikotune may, at its sole discretion, consider refund requests under exceptional circumstances such as: (a) technical failures that prevent service delivery through no fault of the User, (b) duplicate charges due to processing errors, or (c) other situations where a refund is deemed appropriate.

Refund requests must be submitted in writing through the appropriate support channels within 30 days of the charge in question. Draikotune will review refund requests on a case-by-case basis and will respond within a reasonable timeframe. Approved refunds will be processed to the original payment method within 10-15 business days.

Users are not entitled to refunds due to: (a) dissatisfaction with streaming numbers or royalty amounts, which are determined by listener behavior and platform algorithms beyond Draikotune's control, (b) content rejection by Digital Platforms, particularly when rejection is due to the User's failure to comply with content policies or quality standards, (c) User's change of mind after subscribing or distributing content, (d) account termination due to User's violation of this Agreement, or (e) User's failure to understand plan limitations or features before subscribing.

4.1. USER RETENTION OF RIGHTS AND OWNERSHIP

FUNDAMENTAL PRINCIPLE: DRAIKOTUNE NEVER TAKES OWNERSHIP OF YOUR MUSIC. You retain 100% ownership of all master recordings, compositions, and other intellectual property rights in your Musical Content. This Agreement grants Draikotune only the limited distribution rights necessary to provide the services described herein, and these rights revert to you fully upon termination of the distribution relationship.

The User retains all right, title, and interest in and to their Musical Content, including without limitation all copyrights, neighboring rights, moral rights (to the extent waivable), and other intellectual property rights. Nothing in this Agreement shall be construed as a transfer of ownership of the Musical Content from the User to Draikotune. The User maintains the right to exploit their Musical Content through other channels, enter into other distribution agreements (subject to avoiding conflicts that would violate platform exclusivity requirements), license their content for synchronization or other uses, and otherwise exercise all rights of ownership.

Draikotune does not claim, and will never claim, any ownership interest in your music, lyrics, compositions, recordings, or any other creative elements of your Musical Content. Our role is strictly limited to acting as a distribution service provider, facilitating the availability of your content on Digital Platforms while you retain complete ownership and control over your intellectual property.

4.2. LIMITED LICENSE GRANTED TO DRAIKOTUNE

By submitting Musical Content for distribution through the Platform, the User grants to Draikotune a limited, non-exclusive, worldwide license to:

This license is granted solely for the purpose of providing the distribution services described in this Agreement. The license is non-transferable (except to sublicense to Digital Platforms as described above), and terminates upon takedown of the Musical Content from distribution or termination of this Agreement, except that sublicenses to Digital Platforms may continue for a reasonable period necessary to effectuate content removal from such platforms.

This license does not grant Draikotune any right to modify the creative content of the Musical Content (beyond technical encoding/formatting), create remixes or derivative works for commercial release, license the content for synchronization uses, or otherwise exploit the content beyond the scope of digital platform distribution.

4.3. USER REPRESENTATIONS AND WARRANTIES REGARDING CONTENT RIGHTS

By submitting Musical Content for distribution, the User represents, warrants, and covenants that:

These representations and warranties shall survive indefinitely, even after termination of this Agreement or removal of content from distribution. If any of these representations or warranties is or becomes untrue, the User must immediately notify Draikotune and request takedown of the affected content.

4.4. DRAIKOTUNE'S CONTENT RESPONSIBILITY DISCLAIMER

CRITICAL NOTICE: DRAIKOTUNE IS NOT RESPONSIBLE FOR THE CONTENT YOU DISTRIBUTE. We are a technology platform providing distribution services, and we do not curate, editorialize, or control the creative content of Musical Content submitted by Users. You are solely responsible for all content you submit for distribution, and you bear all risk associated with such content.

Draikotune makes no representations or warranties regarding the User's Musical Content, including without limitation:

If Draikotune becomes aware of potential rights violations, policy violations, or other issues with Musical Content (whether through our own observation, platform notifications, third-party complaints, or otherwise), we reserve the right to: (a) investigate the issue, (b) request additional information or documentation from the User, (c) temporarily suspend distribution while the issue is investigated, (d) permanently remove content from distribution, and/or (e) terminate the User's account if violations are serious or repeated. However, the exercise or non-exercise of these rights does not create any duty or obligation on Draikotune's part to monitor, police, or curate content.

4.5. PROCEDURE FOR INTELLECTUAL PROPERTY CLAIMS

Draikotune respects the intellectual property rights of others and expects Users to do the same. If you believe that content distributed through our Platform infringes your intellectual property rights, please notify us in accordance with the following procedure:

Users who submit false or fraudulent intellectual property claims may be subject to liability for damages, including costs and attorney fees, under applicable laws including the Digital Millennium Copyright Act (DMCA) and similar international laws.

4.6. PROHIBITED CONTENT

The following types of content are strictly prohibited from distribution through the Platform:

Distribution of prohibited content may result in immediate content removal, account suspension or termination, forfeiture of royalties, and potential legal action. This list is not exhaustive, and Draikotune reserves the right to determine, in its sole discretion, whether content is prohibited.

5.1. ROYALTY STRUCTURE AND CALCULATION

The User is entitled to receive royalties generated from the exploitation of their Musical Content on Digital Platforms, subject to the terms and deductions specified in this Agreement. Royalty calculations are based on the revenue received by Draikotune from Digital Platforms, which varies by platform, territory, usage type, and other factors outside of Draikotune's control.

Draikotune's standard royalty split is [X]% to the User and [Y]% retained by Draikotune as a distribution service fee, where the specific percentages depend on the User's Subscription Plan. For example: Starter Plan users may receive 85% of net revenues; Professional Plan users may receive 90% of net revenues; Labels Plan users may receive 92% of net revenues. These percentages are subject to change and the current royalty split for each plan is clearly displayed on the Platform's pricing page.

"Net revenues" means the actual revenue received by Draikotune from Digital Platforms, after deduction of any platform fees, payment processing fees, currency conversion fees, withholding taxes, or other deductions imposed by platforms or payment processors. Digital Platforms typically remit revenues to distributors on a net basis after taking their own platform fees (which can range from 0% to 30% or more depending on the platform and revenue type). The User's royalty share is calculated from the net amount received by Draikotune.

Different revenue types may be subject to different calculation methodologies:

5.2. ROYALTY REPORTING AND PAYMENT SCHEDULE

Draikotune provides regular royalty statements showing accumulated revenues, stream counts, and other relevant performance data. Reporting is typically updated monthly as data becomes available from platforms, though there is generally a 2-3 month lag between the period in which streams occur and when finalized royalty data is available.

Royalty payments are made according to the following schedule: [Specify payment schedule - e.g., "quarterly basis within 60 days after the end of each calendar quarter," "monthly if balance exceeds $50," etc.]. Payments are subject to a minimum payment threshold of $[X] (e.g., $50 or $100). If the User's accumulated royalty balance is below the minimum threshold, payment will be rolled over to the next payment period until the threshold is reached.

Payments are made via the payment method specified by the User in their account settings, which may include: direct deposit/bank transfer, PayPal, wire transfer, or other available payment methods. Payment processing fees may apply and may be deducted from payment amounts. International payments may be subject to currency conversion at prevailing exchange rates, and the User bears the risk of exchange rate fluctuations.

It is the User's responsibility to maintain accurate payment information and ensure that their selected payment method is capable of receiving payments. If a payment fails due to incorrect payment information, closed accounts, or other issues with the User's payment method, Draikotune will make reasonable efforts to notify the User and obtain corrected information, but is not responsible for delayed payments resulting from the User's failure to maintain current payment information. Unclaimed payments may be forfeited after an extended period (typically 2-3 years) as may be required by applicable law.

5.3. TAX RESPONSIBILITIES

The User is solely responsible for all taxes applicable to royalty payments received, including income taxes, value-added taxes, withholding taxes, and any other taxes or governmental charges. Draikotune does not provide tax advice and does not make tax filings on behalf of Users.

Depending on the User's location and applicable tax treaties, royalty payments may be subject to withholding taxes. Users may be required to provide tax documentation (such as W-9 forms for US persons, W-8BEN forms for non-US persons, or similar documents) to establish their tax status and withholding obligations. Failure to provide required tax documentation may result in application of backup withholding or other maximum withholding rates.

For users earning above certain thresholds (e.g., $600 USD for US users), Draikotune may be required to report payments to tax authorities and provide tax forms such as Form 1099-MISC or similar documents. Users are responsible for ensuring that all reported income is included in their tax filings.

5.4. ROYALTY DISPUTES AND DISCREPANCIES

Draikotune makes every reasonable effort to accurately report and pay royalties based on the data provided by Digital Platforms. However, errors or discrepancies may occasionally occur due to: platform reporting errors, delayed or revised data from platforms, fraudulent streaming activity detected and reversed by platforms, currency conversion fluctuations, or other factors.

If the User believes there is an error in their royalty reporting or payments, they must notify Draikotune in writing within 90 days of the statement date in question. The notice must include specific details of the alleged discrepancy, supporting documentation if available, and any other relevant information. Draikotune will investigate reported discrepancies in good faith and will make corrections if warranted. However, Users acknowledge that discrepancies often result from factors beyond Draikotune's control, and resolution may require coordination with Digital Platforms.

Draikotune is not responsible for discrepancies caused by: platform calculation errors or policy changes, fraudulent streaming activity subsequently detected and reversed, territorial restrictions that prevent streams in certain regions, content removal or suspension by platforms, or User errors in metadata that affect revenue attribution. In such cases, Draikotune will assist in communicating with platforms where possible but cannot guarantee resolution or recovery of disputed amounts.

Failure to dispute royalty statements within the 90-day period shall constitute acceptance of such statements as accurate and final. Users waive any right to dispute royalty statements or payments after the expiration of this period except in cases of fraud or material error.

5.5. FRAUDULENT STREAMING AND ROYALTY FORFEITURE

Users are strictly prohibited from engaging in or facilitating artificial streaming manipulation, including but not limited to: use of bots or automated systems to generate fake streams, purchase of streams from click farms or fraudulent services, streaming fraud schemes involving reciprocal or coordinated streaming, creation of playlists designed primarily to generate artificial streams, or any other method of artificially inflating stream counts or revenue.

Digital Platforms employ sophisticated fraud detection systems and regularly audit for suspicious streaming patterns. When fraudulent activity is detected, platforms typically: reverse the fraudulent streams, recover any royalties paid for such streams (often by deducting from future royalties), penalize the content by reducing its visibility or removing it from algorithmic playlists, and may ban the content or artist permanently from the platform.

If fraudulent streaming is detected in connection with a User's content, whether by Draikotune or by Digital Platforms, Draikotune reserves the right to: (a) withhold payment of any royalties suspected to be generated from fraudulent activity, (b) recover previously paid royalties by deducting from future payments, (c) charge the User for any penalties or chargebacks imposed by platforms, (d) immediately remove the affected content from distribution, (e) suspend or terminate the User's account, and (f) pursue legal action for damages.

The User acknowledges that engaging in streaming fraud not only violates this Agreement but also violates platform terms of service and may constitute criminal fraud in some jurisdictions. The User agrees to indemnify Draikotune for any losses, penalties, legal fees, or other costs arising from streaming fraud associated with the User's content.

6.1. TERM OF AGREEMENT

This Agreement becomes effective when the User creates an account or submits content for distribution (whichever occurs first), and continues until terminated by either party in accordance with the provisions of this Section VI. The User's Subscription Plan will renew automatically according to the selected billing cycle (monthly or annual) unless cancelled before the renewal date.

Individual releases remain in distribution for as long as: (a) the User maintains an active subscription plan that supports the release, (b) the release complies with all applicable terms and platform policies, (c) the User has not requested takedown, and (d) this Agreement remains in effect. Different releases may have different distribution periods depending on when they were submitted and whether they have been taken down or re-uploaded.

6.2. VOLUNTARY CONTENT TAKEDOWN BY USER

Users may request voluntary takedown of their Musical Content at any time by submitting a takedown request through the Platform's takedown interface or by contacting support. Takedown requests should specify: (a) which release(s) or track(s) to remove, (b) whether to remove from all platforms or specific platforms, and (c) the desired effective date for the takedown (note that takedowns typically cannot be made effective immediately due to platform processing times).

Once a takedown request is submitted, Draikotune will process the request and notify Digital Platforms to remove the content. Processing times vary by platform but typically range from 24 hours to 4 weeks. Users should continue to monitor platform availability and notify Draikotune if content remains available after the expected removal date. However, some platform caching or technical delays may cause content to appear for extended periods even after takedown processing is complete.

Important considerations regarding voluntary takedowns:

Given these significant consequences, Users should carefully consider before requesting takedowns and ensure they have legitimate reasons for doing so (such as rights disputes, remastering, or legitimate strategic reasons). Draikotune recommends leaving content in distribution whenever possible to maintain catalog continuity and platform performance.

6.3. INVOLUNTARY TAKEDOWN BY DRAIKOTUNE OR PLATFORMS

Draikotune reserves the right to remove User content from distribution without prior notice if:

Where practical and legally permissible, Draikotune will attempt to provide notice and opportunity to cure before implementing involuntary takedowns. However, in cases involving serious violations, urgent legal requirements, or platform-initiated removals, immediate takedown without prior notice may be necessary.

Users affected by involuntary takedowns may request reinstatement by addressing the underlying issue and demonstrating compliance. However, reinstatement is at Draikotune's sole discretion and is not guaranteed. Repeated violations may result in permanent content removal and account termination.

6.4. ACCOUNT TERMINATION BY USER

Users may terminate this Agreement and close their account at any time by submitting a termination request through the Platform or by contacting customer support. Account termination requests should be submitted at least 30 days before the next subscription renewal date to avoid being charged for another billing period. Subscription fees are non-refundable, so terminating mid-cycle will not result in a prorated refund for the unused portion of the subscription period.

Upon account termination by the User:

Users should download and retain copies of any important data (including royalty reports, sales data, and analytics) before terminating their account, as access to such data will not be available after account closure.

6.5. ACCOUNT TERMINATION BY DRAIKOTUNE

Draikotune reserves the right to terminate a User's account and this Agreement, with or without prior notice, for any of the following reasons:

Upon termination by Draikotune:

6.6. SURVIVAL OF TERMS

Certain provisions of this Agreement survive termination or expiration of the Agreement, including but not limited to:

7.1. WARRANTIES AND REPRESENTATIONS

Each party represents and warrants to the other that:

The User makes the additional representations and warranties set forth in Section 4.3 regarding content rights and ownership.

7.2. DISCLAIMER OF WARRANTIES

EXCEPT AS EXPRESSLY PROVIDED IN SECTION 7.1, DRAIKOTUNE MAKES NO WARRANTIES OR REPRESENTATIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, REGARDING THE PLATFORM, SERVICES, OR ANY OTHER ASPECT OF THE RELATIONSHIP ESTABLISHED BY THIS AGREEMENT. DRAIKOTUNE SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

Without limiting the generality of the foregoing, Draikotune does not warrant or guarantee:

10.1. ENTIRE AGREEMENT

This Agreement, together with any supplementary terms, policies, and guidelines referenced herein or made available on the Platform, constitutes the entire agreement between the parties regarding the subject matter hereof and supersedes all prior or contemporaneous agreements, negotiations, representations, and proposals, whether written or oral. No amendment, modification, or waiver of any provision of this Agreement shall be effective unless in writing and signed by both parties (or, for modifications initiated by Draikotune, unless provided in accordance with Section 10.2).

10.2. AMENDMENTS AND MODIFICATIONS

Draikotune reserves the right to modify, amend, update, or replace any provision of this Agreement at any time. Material changes to this Agreement will be communicated to Users via email notification to the address on file, and/or by posting a notice on the Platform, typically with at least 30 days advance notice before the changes take effect. Continued use of the Platform or services after the effective date of modifications constitutes acceptance of the modified terms. If you do not agree to the modified terms, your sole remedy is to terminate your account before the effective date of the modifications.

10.3. SEVERABILITY

If any provision of this Agreement is found by a court of competent jurisdiction or arbitrator to be invalid, illegal, or unenforceable, such finding shall not affect the validity, legality, or enforceability of the remaining provisions, which shall remain in full force and effect. The invalid, illegal, or unenforceable provision shall be modified to the minimum extent necessary to make it valid and enforceable while preserving the intent of the parties to the greatest extent possible.

10.4. WAIVER

No waiver of any provision of this Agreement shall be deemed or shall constitute a waiver of any other provision, nor shall any waiver constitute a continuing waiver. No waiver shall be binding unless executed in writing by the party making the waiver. Draikotune's failure to enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision.

10.5. ASSIGNMENT

This Agreement is personal to the User and may not be assigned, transferred, or delegated by the User without the prior written consent of Draikotune. Any attempted assignment in violation of this provision shall be void. Draikotune may assign, transfer, or delegate its rights and obligations under this Agreement without restriction, including in connection with a merger, acquisition, corporate reorganization, or sale of assets.

10.6. RELATIONSHIP OF THE PARTIES

The parties are independent contractors. This Agreement does not create a partnership, joint venture, agency, employment, or franchise relationship. Neither party has authority to bind the other or to contract in the name of or create liability for the other.

10.7. NOTICES

All notices required or permitted under this Agreement shall be in writing and shall be deemed given when: (a) delivered personally, (b) sent by confirmed facsimile or email to the address provided, (c) sent by certified or registered mail, return receipt requested, or (d) sent by recognized overnight courier service. Notices to Draikotune should be sent to the contact information provided on the Platform. Notices to the User will be sent to the email address or physical address on file in the User's account.

10.8. FORCE MAJEURE

Neither party shall be liable for any failure or delay in performance under this Agreement due to circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, pandemics, strikes, or shortages of transportation, facilities, fuel, energy, labor, or materials. The affected party shall provide prompt notice of any force majeure event and shall use reasonable efforts to minimize the impact of such event.

10.9. FINAL ACCEPTANCE AND ACKNOWLEDGMENT

BY USING THE DRAIKOTUNE PLATFORM, SUBMITTING CONTENT FOR DISTRIBUTION, COMPLETING ACCOUNT REGISTRATION, OR OTHERWISE ACCESSING OR USING OUR SERVICES, YOU ACKNOWLEDGE AND AGREE THAT:

This Digital Music Distribution Agreement represents the complete legal framework governing the relationship between Draikotune Music Distribution and all users of our platform. By proceeding with our services, you affirm your acceptance and understanding of all terms contained herein.