SoundSeam Terms of Service

To access certain features of the Services, you must create an account. You agree to:

• Provide accurate, current, and complete information during registration.
• Maintain the security of your account credentials and notify us immediately of any unauthorized use at [email protected].
• Update your account information to keep it accurate.

You are responsible for all activities under your account. We reserve the right to suspend or terminate your account if we suspect fraudulent activity, violation of these Terms, or other misuse.

2.1 User Content

You may upload, post, or share music files, beats, samples, stems, metadata, or other materials (“User Content”) through the Services. You represent and warrant that:

• You own or have the necessary rights, licenses, or clearances to upload, license, and sell your User Content, including any third-party samples, vocals, or copyrighted material.
• Your User Content does not infringe on the intellectual property, privacy, or other rights of any third party.
• Your User Content complies with all applicable laws, these Terms, and industry standards (e.g., proper clearance of samples or loops).
• You have obtained all necessary permissions for any third-party contributions (e.g., co-producers, vocalists) included in your User Content.

2.2 License to SoundSeam

By uploading User Content, you grant SoundSeam a non-exclusive, worldwide, royalty-free, sublicensable, and transferable license to use, host, store, reproduce, modify (e.g., for formatting or creating previews), distribute, perform, and display your User Content solely to provide, operate, and promote the Services (e.g., showcasing beats in your store, creating promotional previews, or marketing the platform). This license terminates when you delete your User Content or account, except for backups, promotional materials already in use, or legal obligations.

2.3 SoundSeam’s Intellectual Property

The Services, including all software, designs, trademarks, and content (excluding User Content), are owned by SoundSeam or its licensors and are protected by copyright, trademark, and other intellectual property laws. You may not copy, modify, distribute, or reverse-engineer any part of the Services without our prior written consent.

3.1 Payments

If you sell beats or services, you must enroll in SoundSeam Payments, as outlined in our Connected Account Agreement. You agree to provide accurate payment information (e.g., PayPal email) and comply with third-party payment processor terms (e.g., PayPal, Stripe).

3.2 Fees

SoundSeam charges a 5% platform fee for free plan users and 0% for Pro plan users, as disclosed in our pricing documentation. You are responsible for any additional fees imposed by payment processors (e.g., transfer or currency conversion fees). Fees are deducted before payouts are distributed.

3.3 Refunds and Disputes

All sales are final unless otherwise specified in your license agreement with buyers. You are responsible for handling customer disputes related to your beats. SoundSeam may mediate disputes but is not liable for resolving them.

You agree to use the Services in compliance with all applicable laws and these Terms. You will not:

• Upload or share User Content that is unlawful, defamatory, obscene, or infringing.
• Engage in fraudulent activities, such as misrepresenting ownership of beats or manipulating sales data.
• Use the Services to distribute malware, spam, or other harmful content.
• Attempt to bypass security measures, hack, or interfere with the Services.
• Harass, threaten, or impersonate other users or SoundSeam staff.
• Use automated tools (e.g., bots, scrapers) to access or extract data from the Services without permission.
• Sell or distribute beats without proper copyright clearance or licensing rights.

Violation of these rules may result in account suspension, termination, or legal action.

5.1 License Types

When selling beats, you may offer non-exclusive or exclusive licenses, as defined by your license agreements. You are responsible for setting clear terms, including usage rights, royalty splits, and restrictions (e.g., commercial use, streaming limits). SoundSeam provides tools to generate PDF license agreements, but you must ensure their legal enforceability.

5.2 Copyright and Clearance

You represent and warrant that all beats and User Content are free of third-party claims, including uncleared samples, vocals, or copyrighted material, unless explicitly authorized. You are solely responsible for obtaining sample clearances, mechanical licenses, or permissions for any third-party content included in your beats.

5.3 Royalties and Revenue Sharing

You are responsible for distributing any royalties or revenue shares owed to co-producers, vocalists, or other contributors to your beats, as agreed in your contracts with them. SoundSeam is not responsible for managing or enforcing these agreements but may withhold payouts in cases of suspected fraud or disputes, pending resolution.

5.4 Stem Delivery

If you offer stems (individual audio tracks) for your beats, you must deliver them to buyers within 48 hours of purchase, unless otherwise specified in your license terms. Failure to deliver stems may result in refunds or account penalties.

5.5 Tagging Requirements

All beats uploaded for sale must include an audible producer tag (e.g., “Produced by [Your Name]”) in the free or preview versions to prevent unauthorized use. You may choose to remove tags from purchased versions, as specified in your license terms.

5.6 Promotional Use by Buyers

Buyers of non-exclusive licenses may use your beats for promotional purposes (e.g., social media, demos) without additional fees, unless restricted by your license terms. Exclusive license buyers receive full rights as defined in your agreement, and you may not resell the same beat under an exclusive license to another party.

5.7 SoundSeam’s Role

SoundSeam acts as a marketplace facilitator and is not a party to license agreements between you and buyers. We provide tools for transactions, license generation, and analytics but are not liable for disputes, copyright claims, or breaches of license terms.

When you sell beats, you set the license terms (e.g., exclusive, non-exclusive) for buyers. You are responsible for:

• Ensuring your license terms are clear, enforceable, and compliant with applicable laws.
• Providing buyers with auto-generated PDF licenses, as facilitated by the Services.
• Resolving any disputes arising from license agreements directly with buyers.

SoundSeam is not a party to license agreements between you and buyers but provides tools to facilitate transactions.

You may terminate your account at any time by contacting us at [email protected]. Upon termination, you will lose access to your account and any unpaid earnings may be forfeited, subject to our Connected Account Agreement.

SoundSeam may suspend or terminate your account or access to the Services at our discretion, with or without notice, for reasons including:

• Violation of these Terms or other policies.
• Fraudulent or illegal activity.
• Harm to SoundSeam, other users, or the public.
• Failure to resolve copyright or licensing disputes.

Sections of these Terms that by their nature should survive termination (e.g., intellectual property, disclaimers, limitation of liability) will remain in effect.

The Services are provided “as is” and “as available” without warranties of any kind, whether express or implied, including warranties of merchantability, fitness for a particular purpose, or non-infringement. SoundSeam does not warrant that:

• The Services will be uninterrupted, error-free, or secure.
• User Content or transactions will meet your expectations.
• Third-party services (e.g., PayPal, Stripe) will perform without issues.
• Beats or licenses sold through the Services are free of third-party claims.

You use the Services at your own risk, and SoundSeam is not responsible for the actions or content of other users.

To the fullest extent permitted by law, SoundSeam, its affiliates, officers, directors, employees, or agents will not be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, data, or goodwill, arising from or related to your use of the Services, even if advised of the possibility of such damages.

Our total liability for any claim arising from these Terms or the Services will not exceed the greater of $100 or the amount you paid us in the 12 months preceding the claim. Some jurisdictions do not allow the exclusion or limitation of liability, so these limits may not apply to you.

You agree to indemnify, defend, and hold harmless SoundSeam, its affiliates, officers, directors, employees, and agents from any claims, liabilities, damages, losses, or expenses (including reasonable attorneys’ fees) arising from:

• Your User Content or use of the Services.
• Your violation of these Terms or applicable laws.
• Your infringement of any third-party rights, including intellectual property rights.
• Disputes between you and other users or buyers, including copyright or licensing disputes.

11.1 Governing Law

These Terms are governed by the laws of the State of California, USA, without regard to its conflict of law principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

11.2 Dispute Resolution

Any disputes arising from these Terms or the Services will be resolved through binding arbitration in San Francisco, California, administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. You agree to waive your right to a jury trial or to participate in a class action. The arbitrator’s decision will be final and binding, subject to limited judicial review.

Before initiating arbitration, you must first attempt to resolve the dispute informally by contacting us at [email protected]. If the dispute is not resolved within 30 days, either party may proceed to arbitration.

Exceptions: Claims for injunctive relief or intellectual property disputes may be brought in state or federal courts in San Francisco, California, and you consent to the exclusive jurisdiction of such courts.

We may update these Terms to reflect changes in our Services or legal requirements. If changes are material, we will notify you via email, through the Services, or by updating the “Last Updated” date. Continued use of the Services after changes constitutes acceptance of the updated Terms.

13.1 Entire Agreement

These Terms, along with our Privacy Policy and Connected Account Agreement, constitute the entire agreement between you and SoundSeam regarding the Services.

13.2 Severability

If any provision of these Terms is found to be unenforceable, the remaining provisions will remain in full effect.

13.3 Waiver

Our failure to enforce any provision of these Terms does not constitute a waiver of that provision or any other rights.

13.4 Assignment

You may not assign these Terms without our prior written consent. SoundSeam may assign these Terms in connection with a merger, acquisition, or sale of assets.

13.5 Force Majeure

SoundSeam will not be liable for any delay or failure to perform due to causes beyond our reasonable control, such as natural disasters, wars, or technical outages.

For questions or concerns about these Terms or the Services, contact us at:

SoundSeam Technologies, Inc.
Email: [email protected]