ProducerLoops.com – Terms of Service
This is a legally binding agreement between you and ProducerLoops (the Business) stating the terms that govern your uploading products, descriptions, images, files and other resources (collectively referred to as “Resources”) to ProducerLoops.com (the Site) through the Provider Interface (“PI”) and by FTP to the ProducerLoops Server(s).
This agreement, together with all of ProducerLoops’ rulesand policies collectively constitute the ongoing "Agreement" between you and ProducerLoops. Keeping your account open and/or continuing to use the Provider Interface (“PI”) will be deemed to constitute your acceptance of these terms of service and the conditions set out in this legally binding agreement.
Duration of Agreement
To continue indefinitely until either party serves notice to terminate the arrangement by not less than two (2) months notice in writing to the other party. Termination notices will be sent by email.
Updates
When an update is made to this agreement, an announcement will be made available in your “PI” and you will be asked to confirm that you have accepted the new conditions.
Non-Exclusive Worldwide Rights
You hereby grant ProducerLoops a non-exclusive worldwide right to sell and market your product(s) as downloads at ProducerLoops.com.
Royalty Commissions
ProducerLoops pays a 50% Royalty Commission based on the Sales Amount after deduction of VAT (15 % Sales Tax) and affiliate payouts. ProducerLoops will not deduct Payment Processing Fees, MCPS fees or hosting costs.
Prices
All prices on the Site are inclusive of VAT (15 %). The prices you enter into the “PI” must include VAT. You will receive 50% (half) of the sale price excluding VAT and affiliate payouts.
Sales Reporting
All sales information will be reflected in your “PI” within seconds of order completion. ProducerLoops have worked hard to provide REALTIME sales statistics. You can view on-screen sales reports by day, week, month or search between two dates. The reports show the sale value AND the commission generated, with totals at the bottom. You willalways know how much you are owed. Finally, you can export your sales information to .CSV file for import into your accounting system or excel.
Email Confirmations
A sale confirmation email will be sent within seconds of a customer completing the order process for one or more of your items. This email will display the sale price and your commission. For more details about the sale, simply login to your “PI”.
Billing System (Coming Soon)
ProducerLoops are currently working on an innovative billing system. Soon, you will be able to send an invoice to ProducerLoops from within your “PI”. You will be able to add your own purchase order number and special instructions. Please observe the current system until this is officially released. ProducerLoops will post an update in your “PI” when the billing system is complete, complete with full instructions.
Statements
ProducerLoops will email you a monthly statement by the 10th working day of each month, showing your sales data and commissions generated during the previous calendar month. All statements will show prices in POUNDS STERLING (£). The statement will be sent to the email address you specify in your “PI”. ProducerLoops is an ecologically conscientious business and therefore, no paperwork will be sent in the post.
Invoicing ProducerLoops
Upon receipt of the ProducerLoops’ monthly statement you agree to send (or email) an invoice to ProducerLoops. Your invoice will be in the same currency as the ProducerLoops’ statement. ProducerLoops will pay invoices in Pounds Sterling (£) as your commission is calculated in this currency.
VAT Registered in the United Kingdom (U.K.)
You can add VAT to your invoice if you are VAT-registered and trading in the United Kingdom . However, your invoicemust include the VAT-breakdown and your company’s VAT number. Failure to provide this information could result in delayed payment.
VAT Registered in the European Union (E.U.)
ProducerLoops are VAT registered. TheirVAT number is GB 851 1258 45. If you are in the EU and VAT registered then you are required to enter your VAT ID into your “PI” (under the “Modify Profile”section). No VAT will be paid for E.U. companies/individuals who are VAT registered.
Payment Terms
ProducerLoops will pay all invoices within 30-days, by PayPal (all) or Bank Transfer ( UK only). All invoices will be paid inPounds Sterling (£). If you are outside of the UK, then PayPal will convert the payment into your own currency.
PayPal Fees
ProducerLoops will pay your invoice in full. However, you accept that ProducerLoops are not responsible for any PayPal fees or banking fees you incur when receiving payment.
Alternative Payment Method for UK Providers
If you are in the United Kingdom, then ProducerLoops can send payment by Bank Transfer. Please include bank details and payment information on your invoice.
Promotion
ProducerLoops will promote and market your products to its customers directly and from time to time they will enter into reciprocal agreements with 3rd parties and affiliates to enhance product awareness. ProducerLoops may also offer customers incentives to use their services again. You will have the absolute and exclusive “right” to set your own prices and there is an option on every product page to include or not include a product in global discounts.
Provider Interface (“PI”)
ProducerLoops’ Content Providers get access to their own Provider Interface (“PI”). Your “PI” is an extremely powerful content management tool that allows you to add products to the Site, edit existing products, change prices and access and export sales reports. All of the “PI” sales reporting features synchronize to ProducerLoops’ sales database in real-time, so the second a sale is made at ProducerLoops.com, it will be shown instantly in your “PI”. You are solely responsible for maintaining the confidentiality and security of your “PI”logins and passwords. Furthermore, you should not reveal your “PI” information to anyone else or use anyone else's “PI”.
Adding Products Through Your “PI”
You can submit the following products details through your “PI”:
- Product Name
- Product Thumbnail Image (Browse to upload)
- Short Description
- Full Description
- Main Product Image (Browse to upload)
- Add to Main Category
- Add to unlimited additional categories
- SKU
- Search Keywords (Site)
- META description (For Search Engines)
- Page Title (For Search Engines)
- Select a File from your own Product Folder (Products Over 100MB)
- Browse and Upload Product Files (100MB Maximum)
- Short Description (plain text only)
- Detailed Description (choice of HTML or WYSIWYG editor)
- Selling Price (£)
- Retail Price (£) – (If different)
- Audio (Add up to 20 MP3s for every product)
- Software Serial Numbers - Upload file or enter manually (For plug-ins & software)
- Upsells (cross-promote similar products at the Site to enhance customer experience)
”PI” & FTP - Terms of Submission
The ProducerLoops “PI” offers interactive features that allow you to, amongst other things, submit promotional text, images and audio files, for use in product descriptions. These promotional submissions will be accessible and viewable by customers of the Site.
You represent and agree that these submissions shall not infringe or violate the rights of any other party or violate any laws, contribute to or encourage infringing or otherwise unlawful conduct, or otherwise be obscene, objectionable or in poor taste, and that you have obtained all necessary rights, licenses and clearances. Moreover, you hereby grant ProducerLoops a worldwide, royalty-free, non-exclusive license to use promotional materials on the Site and in marketing, and in relation to Products, without any compensation or obligation to you.
Your “Products” Folder at ProducerLoops.com
After you have created an account (by clicking "I Agree" at the bottom of this agreement), the ProducerLoops.com server will automatically create a secure Product Folder at the ProducerLoops.com server(s). This folder is created specifically for your products and only your products. The creation of this folder is automated.
After the creation of your FTP account they will become available in your profile. You will be able to upload large files (over 100MB) by FTP to your own Product Folder. Although your Product Folder is ideal for files that are 100MB+ you can actually use it for any product files regardless of size, so if you find FTP uploading the easiest way to go, then no problem.
Your product files are not accessible by other providers, or end-users. Only you and ProducerLoops have access to your product files. Password protection and read/write permissions are set so that no-one but you and ProducerLoopscan see or access your files. Furthermore, customers will be sent encrypted download links. Your Product Folder should be used for your Product Files ONLY. MP3s can be uploaded through your “CP” (INVENTORY>FILES) by “Browsing” your computer’s hard drive or specifying a URL, which will upload the files to a general folder on the ProducerLoops server(s).
Recommended FTP Software
It is necessary to use an FTP client to upload large files ofover 100MB to ProducerLoops’ server(s). ProducerLoops recommends using Filezilla which is an “Open Source" FTP client. It is free of charge and can be downloaded here.
Acceptance Policy
When you submit product(s) through your “PI” they will enter a “pending” status until ProducerLoops have had chance to manually screen the submission(s). This Screening Process is necessary to ensure that only high quality products are made available at the Site. Your product(s) will be launched providing they meet the standards required. You will receive an email stating whether your submission was accepted or rejected once ProducerLoops have evaluated the submission.
Rejected Submissions
ProducerLoops reserves the right to reject a submission for any reason. In particular, if the product image(s), MP3(s) or the productitself are not of a high enough standard to be published at the Site, then ProducerLoops will reject the submission.
ProducerLoops reserves the right to remove outbound links and to modify your product descriptions, upsells, images, and to delete any material accordingly, at any time in its sole discretion without notice or liability. An explanation will be emailed to you upon request.
ProducerLoops makes no guarantee that your products will be posted on the Site and you accept that ProducerLoops will not be held responsible or accountable for any lost time in the event that a product is rejected.
Amendments to Term of Service
ProducerLoops reserves the right to make amendments to the appearance of your product pages(s) before they are published on the Site (for continuity purposes), however, the basic “downloadable product” file(s) andyour price(s) will not be modified without your prior consent. Modifications will generally be cosmetic (look-and-feel), text and marketing-related.
Terms of Uploading
By uploading Material to the ProducerLoopsserver(s) through your “PI” and by FTP, you are categorically representing and coveting that you have the absolute right to do so. That you own the copyright, title, and interest in the material and/or any associated trademarks, or you are expressly authorized to do so by the individual or entity which does possess the rights title and interest in the Material, that you are eighteen years of age or older and that you are mentally competent to enter into a contractual agreement. If any disputes to ownership are brought to the Site’sattention the Material will be temporarily suspended from the site without notice, you will be notified of the claim and you will be responsible to resolve the claim and show proof to the Site that you have the absolute right to publish the Material on the Site.
BE ADVISED by accepting these terms and/or uploading any materials to ProducerLoops.com (the Site) you are agreeing to a legally binding contract between yourself and ProducerLoops. You should read all of these terms carefully as they affect your rights and you will be held to these terms in the event any disputes arise from your use of the Site. If you do not understand what your rights and obligations are, then please consult a solicitor, barrister, lawyer, attorney, manager or any other qualified representative for clarification.
Ownership
ProducerLoops does not retain or acquire any ownership rights of any audio, video, “Pictures, images, descriptionsor any and all other files (collectively the Material) submitted by you the user. You retain all ownership rights.
Legal Disputes
ProducerLoops is a website built specifically for the purpose of selling legal (“Legal”) downloads from reputable music software and sample developers worldwide. Therefore, you are required to upload “legal” products to the Site. PLEASE BE ADVISED that your continuing use of the service is deemed as confirmation that you have the legal right to upload the content submitted through the Provider Interface (“PI”) and to the ProducerLoops’ server(s) by FTP and that it is devoid of any copyrighted content owned by third-parties and you implicitly understand that ProducerLoopsshall have absolutely no liability if it is discovered that the content is not legally owned by you, and that you will be held accountable for any and all costs that arise in the event of any legal disputes.
You acknowledge that ProducerLoops shall retain the right without notice to you, to forward a copy of this agreement to any relevant parties in the event of a legal dispute. In the event of a copyright dispute you grant ProducerLoops the right to discuss matters concerning your use of the ProducerLoops.com website (and sales made) with any relevant third-parties, without notice to you, and you accept that you will be held financially accountable for any and all financial losses incurred by ProducerLoops.
You accept that in the event of legal action being taken against ProducerLoops concerning a copyright dispute thatyou will be required to fully reimburse ProducerLoops for any and all legal costs incurred, not limited to, but including legal fees, legal damages, travel costs and any other costs or compensations that are incurred.
Legal Content
If you are not sure if your product(s)is/are 100% legal and copyright clear then do NOT use the “PI” or post material on the Site as you will be held financially responsible for the legal consequences and costs incurred by you and ProducerLoops. If you are selling a Sample CD or Sample Pack, then please make sure that no “copyrighted” material was used in any part of the product, whether edited, effected or otherwise. Here are some examples of what you cannot do:
1.) Sampling factory presets from synthesizers is copyright infringement.
2.) Reprocessing loops from sample collections is copyright infringement.
3.) Sampling from recordings that are less than 50 years old is copyright infringement. For sound recordings, the duration or term of copyright is 50 years from the end of the calendar year in which the recording was first released.
4.) Sampling certain software instruments is also copyright infringement. ProducerLoops strongly suggests that you check which software was used to create the samples/loops/patches and that you check the license agreement of the software used to ensure you are not infringing any license agreements.
Enforcement of Terms
ProducerLoops reserves the right to take steps that are reasonably necessary or appropriate to enforce and/or verify compliance withany part of this Agreement (Including but not limited to ProducerLoops’ right to cooperate with any legal process relating to your use of the Service and/or Products, and/or a third party claim that your use of the Service and/or Products is unlawful and/or infringes such third party's rights).
You agree that ProducerLoops has the right, without liability to you, to disclose any Registration Data and/or Account Information to law enforcement authorities, government officials, and/or a third party, as ProducerLoops believes is reasonably necessary or appropriate to enforce and/or verify compliance with any part of this Agreement (Including but not limited to ProducerLoops’ right to cooperate with any legal process relating to your use of the Site and/or Uploaded content, and/or a third party claim that your use of the Service and/or Products is unlawful and/or infringes such third party's rights).
Chargebacks
ProducerLoops have integrated advanced and secure fraud-prevention measures into the Site. These fraud checks reduce the possibility for fraud at the Site. Fraud checks and systems implemented to protect the Site include the following:
- Customers must enter their registered card address when ordering or payment will not be processed and download links will not be sent.
In the event that a sale for your product(s) is charged back by the customer’s Credit Card issuer, then ProducerLoops will file a dispute with its Payment Service Provider (PSP). If the PSP can not recover the funds (for whatever reason) then ProducerLoops will cover their portion of the chargeback accordingly. However, a sum equivalent to the royalty commission you received for the product(s) sold in the disputed transaction will be debited in the Sales Reports section of your “PI” and marked with a negative amount (example -£10.00). ProducerLoops will be happy to forward proof of Chargebacks on request.
Refunds
ProducerLoops have a very clear set of Terms and Conditions for customers, who must agree to the terms before they order. Customers know they cannot get a refund for downloadable goods.ProducerLoops will challenge all refunds accordingly. However, in the event that you advertise a product and put incorrect data into the advert, then the product is “not as described”. It is only in this instance that a customer has a legitimate and legal right to get a refund. In this event, ProducerLoops will process the refund and a new line in your sales reports will reflect this and a negative value equivalent to the amount of commission you received for the sale will be immediately applied in your “PI”. ProducerLoops will email you a full explanation on request.
Disclaimer of Warranties, Liability Limitations
ProducerLoops does not guarantee, represent, or warrant that your use of the service will be uninterrupted or error-free, and you agree that from time to time ProducerLoops may suspend or completely remove the service for indefinite periods of time, or cancel the service at any time, without notice to you.
In no case shall ProducerLoops, its owner, employees, affiliates, agents, be liable for any direct, indirect, incidental, punitive, special, or consequential damages arising from your use of any of the services or for any claim related in any way to your use of the services, including, but not limited to, copyright infringement, any errors or omissions, any loss or damage of any kind incurred as a result of your providing content (or products) posted, transmitted, or otherwise made available via the service, even if advised of their possibility. Because some states or jurisdictions do not allow the exclusion or the limitation of liability for consequential or Incidental damages, in such states or jurisdictions, ProducerLoops’ liability shall be limited to the extent permitted by English Law.
ProducerLoops shall use reasonable efforts to protect information submitted by you in connection with the services, but you acknowledge and accept that your submission of such information is at your sole risk, and ProducerLoops disclaims any and all liability to you for any loss or liability relating to such information in any way.
Technical Difficulties
ProducerLoops’ hosting company offer 99.95% Uptime. However, you recognize that at any time and for any reason theSite may encounter technical difficulties or cease to function and ProducerLoops shall not be liable to you or anyone else for any disruption(s)in service. The Site does however represent that all efforts will be made to remedy disruptions as soon as practicable and everything possible will be done to minimize the length and/or breadth of disruptions. The Site makes no guarantees or warranties as to the effectiveness of the technology or to the reach of the audience.
Security
Although “managed” daily security updates will be carried out by ProducerLoops’ hosting company, ProducerLoops can not represent or guarantee that the service will be totally free from loss, corruption, attack, viruses, interference, hacking, or other security intrusion and ProducerLoops disclaims any liability relating thereto. ProducerLoops warrants that they will endeavour to maintain their securities and technologies to the best of their abilities.
Waiver and Indemnity
By using the service, you agree to indemnify and hold ProducerLoops, its owner, employees, affiliates, agents, with respect to any claims arising out of your breach of this agreement, your use of the service,or any action taken by ProducerLoops as part of its investigation of a suspected violation of this agreement or as a result of its finding or decision that a violation of this agreement has occurred. This means that you cannot sue or recover any damages from ProducerLoops, its owner, employees, affiliates, agents, as a result of its decision to remove or refuse to process any information or content, to warn you, to suspend or terminate your access to the service, or to take any other action during the investigation of a suspected violation or as a result of ProducerLoops conclusion that a violation of this agreement has occurred. This waiver and indemnity provision applies to all violations described in or contemplated by this agreement.
Notices
ProducerLoops may send you notice with respect to the Service by sending an email message to the email address listed in your “PI”,by sending a letter via postal mail to the contact address listed in your ProducerLoops Profile, or by a posting on the Site. Notices shall become effective immediately.
Governing Law
The laws of England and Wales govern these Terms and your use of the Provider Interface and Site. Your use of the Service may also be subject to other local, national, or international laws. You expressly agree that exclusive jurisdiction for any claim or dispute with ProducerLoops or relating in any way to your use of the Service resides in the courts of England and Wales .
Miscellaneous
This contract and the Terms of Service set out above constitute the entire agreement between you and ProducerLoops and govern your use of the Service, superseding any prior agreements between you and ProducerLoops.
If any part of these Terms of Service is held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect.
ProducerLoops' failure to enforce any right or provisions in these Terms of Service will not constitute a waiver of such provision, or any other provision of these Terms of Service. If any provision of this Agreement is found by a court of competent jurisdiction to be invalid, the other provisions will remain in full force and effect. ProducerLoops will not be responsible for failures to fulfil any obligations due to causes beyond its control.