♪ Wiseband
YO SALES AND USE CONDITIONS
conditions updated on and applicable for the accounts submitted or renewed from July, 27th 2011

DESCRIPTION : Sell your music online

WISEBAND website is a service proposed by SAS DARGENT Music.
WISEBAND is an internet service that allows artists and labels to distribute and sell their music on different streaming and downloading platforms as well as on their own website.
WISEBAND also allows artists and labels to sell products such as CDs, vinyls or other derived products called merchandising.
- « Artist » : user who owns a Wiseband account free or paying in order to sell his music directly to his fans and/or to distribute on the Platforms.
- « Fan » : any identified internet user with a verified email address who follows one or several Artists. Fans do not have access to the management part of the Artist accounts.
- « Cart » : virtual space in which the fan places articles in order to buy them or download them for free.
- « Platforms » : download and/or streaming platforms on which the music of the Artists who entrusted the distribution to Wiseband are available. The list of the available platforms is updated on Wiseband’s website.
- « User » : any internet user with access to the Wiseband console via his email address and his password in order to manage the account of an Artist or a Label.
- « Seller » : any person, physical or moral, Artist or Label, Wiseband account holder free or paying who uses the Wiseband console to sell or distribute his music.
- « Service » : sale and distribution of music on the Platforms as well as the offered fonctionnalites in the Wiseband console.
- « Site » : internet interface edited by Wiseband. The site proposes different services (see point « Service »).
- « Wiseband » : designate SAS Dargent Music, editor of the website.
- « BAND.FM » : internet domain where Artists and Labels can publish, due to Wiseband, their shops, videos, concerts and music.

CONVENTIONS

The present use conditions are immediately accepted by the User from the moment he signs up online on the site. Any update of these conditions will be notified to the User at the time of his connection by the form of a « pop-up » asking the acceptance of the latest update, with direct access to the update of the use conditions themselves. The Company reserves the right to modify them at any moment, it being specified that these general conditions of use prevail, except special conditions issued or stipulated accepted by the Company, over all other documents and conditions.

DURATION

The use of the Service by the Artists is made without any commitment of duration. Removal for the Artist’s website of the links to the BAND.FM or the configuration of his account on the administration console of the site allows the Artist to stop all sales through Wiseband and this at any time. In the case where the Artist would have entrusted Wiseband the exploitation of the authorised works with the Platforms or with any other intermediary, the effective termination of the service can only take place after the effective removal of the works from the platforms, independent delay of Wiseband.

OFFER

Wiseband proposes 3 different subscriptions described below.
Wiseband also offers an annex service of merchandise, allowing the fabrication of albums in CDs as well as in vinyls or of derived products, without the need of owning a Wiseband account.

FREE ACCOUNT

The subscription to this account is free. The free account allows users to create a BAND.FM Artist page and tosell items including access to the downloading of files which are hosted by the WIseband website, within the limitof 1Go. With the free account, the Seller receives the amount of the order directly on their Paypal or Stripeaccount and no commission is applied by Wiseband. For distribution sales on download and streaming platforms, Wiseband applies a commission of 9% of the net amounts paid by the platforms.

ARTIST ACCOUNT

The subscription to an Artist account is offered for € 49 ATI per year or by monthly debit of 4.99 € ATI.
This subscription includes:
- The possibility of creating 3 BAND.FM pages for a single Artist. Available links towards the Artist’s website and the option of selling items and downloadable content hosted on the Site.
- Storage limit of 10 GB.
- Customer support by electronic chat in the Wiseband console or by email.
- Digital distribution on Platforms of titles or albums offered for sale at the request of the Artist.
- Distribution is subject to specific conditions described in the “Digital Distribution” paragraph.

PREMIUM ACCOUNT

The subscription to a Premium account is offered for 390€ ATI per year or by monthly debit of 39€ ATI.
This subscription includes:
- Sales management of several artists from the account.
- Unlimited number of BAND.FM pages.
- Unlimited file storage.
- Unlimited digital distribution on Platforms and without any uploading fees.
- Personalized assistance by chat, email or phone.
- The possibility of entrusting WISEBAND with shipments and stock management.
- Full access to customization options, a project manager who will ensure optimal sales and use of the tools available on the site.
- The ability to import external sales data (from a physical or digital external distributor).

PRICE

The Seller freely sets the price of downloads and items sold. The fixed price is the price paid by the buyer, plus any calculated shipping costs.
The Seller agrees to provide any buyer, upon request, with a valid invoice for payments by check, wire transfer or to his Paypal or Stripe account directly collected by himself.
Wiseband provides all buyers with a valid invoice for all purchases received by Wiseband.

DOWNLOADS

Files are hosted by the Site.
Wiseband guarantees the protection of the public URL address of files hosted on its servers (the files cannot be read or downloaded outside the windows and tools provided by the Site).
The files offered for download and hosted by the Site are initially checked virus-free by Wiseband. However, Wiseband cannot be held responsible by the Seller or the buyers for any damage caused by or during the downloading of files.
Questions and complaints from buyers on the content or quality of the downloaded files are transmitted to the Seller by Wiseband.The Seller agrees to respond to buyers and must be able to submit a copy to Wiseband proving the response effort.
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SALE OF CDs AND ITEMS BY CORRESPONDENCE

Wiseband provides accessible online stores by:
- a purchase link to share
- a shop to be inserted in the Artist's website
- a BAND.FM page
The Seller is responsible to the Buyer for the mailing and proper delivery of the items purchased, except when he entrusts the management of orders to Wiseband.
The Seller must pay the shipping costs necessary for delivery without surcharge to the buyer. If necessary, he must also make the necessary declarations to the competent customs service.
There are two possibilities for calculating shipping costs:
- Fixed shipping costs, regardless of the number of items purchased;
- Shipping costs that are proportional to the number of items purchased; calculated according to the postal rates on departure from France or the Seller's country, on the day of payment of the order.
The weight of the items is calculated by default as indicated in the Site administration console, but can be set for each item in the item options;
Buyers have a right of withdrawal equal to 14 (fourteen) days, and do not have to provide any justification. In accordance with the provisions of the Consumer Code relating to distance selling in France, buyers may therefore request a refund of their purchase (except downloads) after returning the items purchased in their original packaging. The Seller and/or Wiseband have 14 (fourteen) days from the date of the reception to proceed to the refund.
The refund will be made with the same method of payment used by the buyer.
In case of an exchange or a refund, the Buyer bears the shipping costs incurred.
The Seller agrees to update, on the administration console of his account on the Site, the sending of the orders he has made. Sales accounting by Wiseband does not take into account orders received and not validated as "sent" in the Site administration console.
The sale of pre-order items may be subject to prior agreement by Wiseband to allow payment to the Seller for sales of such pre-order items prior to shipment.
The Artist (except free account) can entrust Wiseband with the collection by Paypal, Credit Card, transfer or check. A commission of 9% of the sales received is taken by Wiseband when the sales are booked on the 15th of the following month, including the bank transaction fees applied by the financial services offered.
With a free account, the Artist can collect sales on his Paypal or Stripe account, or by transfer and check, and takes care of shipping and after-sales service with the fans. In this case, no commission is charged by Wiseband (Paypal or Stripe transaction fees apply).

PREPARATION AND SHIPPING OF ORDERS BY WISEBAND

The Artist with a Premium account can entrust the preparation and shipping of orders to Wiseband, which in this case applies an additional charge of € 2 per order + 50 cents per item shipped, in addition to shipping costs, deducted from sales. actually incurred for the expedition. An invoicing of the commission on sales of 15% of the price excluding VAT of items sold excluding postage is available as an option. In the case of stock management, no stock entry fees are charged, stock issues excluding online orders are charged € 3 + 50 cents per storage unit + actual shipping costs.
With the Premium account, the Seller can also entrust Wiseband with the sale on the Amazon and FNAC marketplaces.
The Seller provides Wiseband with a stock of products for sale; these items remain the property of the Seller. Wiseband guarantees the Seller, subject to providing the value of each item in stock, a guarantee against deterioration and loss of stock.

DIGITAL DISTRIBUTION

Copyright
The User guarantees that any file deposited on the Site such as: recordings, illustrations, videos, images, metadata, etc. (this list being non-exhaustive) does not infringe on copyright, right trademarks, advertising law, neighboring rights or any other right of any third party.
Digital copyright In the event that the Artist entrusts Wiseband with the digital distribution of his music, this distribution is made at the price and conditions specified by each Platform.
The posting on the Platforms chosen by the Seller incurs no costs and is effective between 2 and 10 days after the validation of the distribution by the Seller, it is also limited to one single for Free accounts.
A metadata modification fee of € 10 including tax is charged for any modification of a distribution after its validation by the Seller.
The net revenues collected by Wiseband are paid by the Company to the Seller as soon as they are recorded in the Wiseband console, after deduction of the commission relating to the chosen subscription (9% for artist accounts and 15% for premium accounts) and possibly mechanical reproduction rights (SDRM) for direct sales to fans.
A distribution contract is provided for each reference distributed. This contract does not include any commitment of duration or exclusivity, apart from the impossibility for the Artist to have the same album distributed on the platforms by another distributor.
Each request to modify metadata and price for an album or single already sent to the Platforms, not requiring a withdrawal and then a return to the platforms, is billed at € 10 including tax (the modification process being mainly manual on the Platforms). These fees are increased to € 50 when the modification concerns the name of the main artist, as this results in a modification of the profiles on the platforms. In the event that the request requires the withdrawal and return of a single or album, a new distribution will be requested.
There is no charge for removing a single or album from the Platforms.

REMUNERATION OF THE ARTIST

Collection by the Artist:
The Artist can choose to be paid by check, bank transfer or directly to their Paypal or Stripe account.
No commission is taken by Wiseband in this case.
Collection by Wiseband: For payments by credit card and Paypal on the Site, Wiseband takes a minimum commission of 0.3 €.
The Company is legally responsible for the sale and deducts the applicable VAT as well as the Company's HT commissions from the revenue from the sales generated.
The Company takes care of the declaration of sales to the tax office.
The Seller is paid at choice:
- On presentation of invoice (by email) (self-employed, association, company) plus VAT if subject to tax.
- In royalties
* Seller whose tax domicile is in France: after deduction of social taxes (CSG, CRDS) paid to URSSAF.
* Seller whose tax domicile is abroad: after deduction of withholding taxes provided for by international agreements between France and the Seller's country of residence for individuals.
The revenue generated will be available on the Site (sales revenue - commission) and may be recovered in whole or in part and at any time by the Artist at his sole discretion.

RESPONSIBILITIES AND GUARANTEES

Responsibility of the Company:
In the event of non-compliance with these conditions, Wiseband disclaims all liability in the event of fraudulent use of the aforementioned rights and obligations. To this end, Wiseband uses all means to detect such practices and undertakes to permanently exclude from the Site any User having recourse to any fraudulent activity.
Wiseband cannot be held responsible for changes caused by the use of its codes or windows within the Seller's site. The codes and windows provided by Wiseband are designed for use with most display and browser configurations, but may conflict with other codes found on the Seller's pages.
Fraudulent activities:
Any non-compliant use of the Site will be penalized.
Any fraudulent use that does not comply with the conditions of use of the digital distribution Platforms is sanctioned by a temporary or permanent exclusion from the Site. Wiseband reserves the right to identify the Artist with the injured parties and / or the competent authorities. Wiseband may demand and give notice to the Artist to reimburse all payments obtained fraudulently. In the event of fraudulent use, pending reporting or payment income may be withheld by Wiseband. These deductions can be returned to the platforms at their request.
Fraudulent uses:
- Use of artificial streaming,
- Exploitation of music or other content for which the copyright, recording right or any other type of right is not authorized for the Seller.
This list is not exhaustive.
The contract can then be terminated automatically by Wiseband, without formality or formal notice.
Seller's guarantees:
The Seller declares and guarantees to be at least 18 years old. The User guarantees to have the capacity and the right to enter into this agreement within the meaning of article 1145 of the Civil Code.
The Seller undertakes not to make any fraudulent use of the Site or the Platforms, as defined by each Platform by its terms of use.

SECURITY

Music and video files (mp3, mp4, way, flly) are hosted by the Site in a space not accessible from the internet. Downloading a file (purchased or donated) is made from a temporary file generated by our program, and accessible only after identifying yourself by your email address and password. Music broadcast by the Site for fans to listen to is in HTML5 and can be downloaded by Users. The music available for direct listening on the internet is in the form of 60-second extracts, except in the case where the User sets up a complete listening in the Wiseband console, for all or part of the music uploaded to his Wiseband account.
Access to downloads by buyers is unlimited by entering their email address and password, and may be limited to a duration or to a number of downloads set by the Seller. Wiseband monitors the frequency of access to identify abuses, in particular by the distribution by a Buyer of his username and password. Wiseband can contact buyers directly to obtain explanations on the increase in access, and possibly block the download in the event of obvious abuse.
The Site allows the sale of downloads from widgets and modules appearing on community sites or the internet pages of various services. Apart from the modules published by the Seller, Wiseband refrains from any sale from other sites without obtaining the prior consent of the Seller.
The Seller undertakes to protect access to the Site administration console with his login and password, keeping it confidential and renewing his password at each request from Wiseband.
Wiseband cannot be held responsible by the Seller or any other third party for the uses made of works resulting from the settings made on the administration console of his account following an unauthorized use of his login and password.
User passwords are stored by Wiseband exclusively in an encrypted format that prevents access by third parties.

USE OF PERSONAL DATA

The Seller has a right of information, opposition, access and rectification to data concerning himself. His right is exercised by sending a letter to the address of the Company's head office, or by email to the following address: contact@wiseband.com.
Confidentiality of email addresses:
The Artist may freely use the contact details of fans and buyers registered on the Site. The Seller undertakes to respect the choice of subscription made by the buyer to his newsletters, to propose unsubscribing on each email sent to fans, and to ensure that access to the list of his fans retrieved in his Wiseband console is protected.
Wiseband refrains from any use by itself or by a third party of the contact details of buyers and fans collected by the Services offered - other than for managing the user's account and tracking orders.
Wiseband may restrict the Artist's access to emails from fans registered on the Site for the Seller in the event of non-compliance with these conditions.

CONTRACT TERMINATION

In the event that the Seller does not renew its subscription, the Wiseband account changes to free status, which limits certain functions. However, sales transmitted by the Platforms or generated by Wiseband stores continue to be credited to the Seller's account and added to the Seller's balance.
The User can terminate his contract with Wiseband without notice. In the event of a distribution in progress on the platforms, it is advisable to wait until the withdrawal of the platforms is effective before any possible closure of the Seller's account so that all related sales are posted to the Seller's account.
Wiseband may terminate its contract with the Seller at any time without notice in the following cases:
- Fraudulent activities mentioned above,
- Failure or delay in delivery of items to buyers,
- Poor quality of the files to download,
- Sale of articles or downloads that are prohibited or for which the User does not have reproduction or marketing rights,
- Misuse of the contact details of fans and buyers (spam, etc.), etc.
This list is not exhaustive.

These conditions of use are subject to French law. In the event of a dispute, the competent courts will be those of Angers, Maine et Loire. However, in the event of a dispute arising out of a conflict relating to these conditions, we encourage the establishment of a mediation process before any recourse to arbitration or opening of the dispute before the competent courts.
Wiseband
Wiseband
SAS DARGENT MUSIC Limited Company capital 20 000€
Rue Nationale 85140 Sainte Florence
France
RCS Nantes 805246535
TVA FR13805246535

tel:+33.2.85.52.13.52