Terms of Service
This Agreement (“Agreement”) constitutes a legally binding contract between you, the individual or entity (“Client” or “you”), and Hankad Music LLC, a Wyoming limited liability company (“Hankad Music LLC,” “us,” “our,” or “we”). This Agreement governs your access to and use of the Hankad Music LLC website located at hankad.io (“Site”), including all its subdomains, and all associated applications, products, platform/technical integrations, subscriptions, application programming interfaces (“APIs”), graphics, audio, video, images, and any other content displayed on or accessed through Hankad Music LLC, whether via the Site or a third-party platform (each, a “Service,” and collectively, the “Services”).
BY ACCESSING, USING, JOINING, SIGNING UP, VISITING, PURCHASING FROM, SUBSCRIBING TO, SECURING LICENSES THROUGH, OR OTHERWISE INTERACTING WITH ANY HANKAD MUSIC LLC SERVICE, YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY ALL TERMS AND CONDITIONS CONTAINED HEREIN. IF YOU DO NOT AGREE TO THESE TERMS, YOU MAY NOT ACCESS OR USE THE SERVICES.
1. Background and Scope of Agreement
Hankad Music LLC is a music services company dedicated to providing digital distribution and related ancillary services. Hankad Music LLC facilitates the delivery of digital content (“Client Content”) from Clients (including, but not limited to, artists, record labels, and other rights holders) to various Digital Service Providers (“DSPs”) worldwide. DSPs are entities specializing in the resale, display, streaming, public performance, or other exploitation of sound and/or audiovisual recordings and their underlying musical compositions.
Pursuant to this Agreement, Client grants Hankad Music LLC exclusive rights to distribute Client Content as specified herein. This Agreement, including the incorporated Terms Summary displayed on the last page, represents the entire understanding between the Parties (collectively, the “Agreement”).
2. Age and Eligibility
You must be at least eighteen (18) years of age, or the age of majority in your jurisdiction, whichever is higher, to create an account with Hankad Music LLC and use the Services. By accessing or using the Services, you represent and warrant that you meet this age requirement. If you are under the age of majority, you may only use the Services with the express consent and supervision of a parent or legal guardian who agrees to be bound by these Terms of Service. Hankad Music LLC reserves the right to terminate accounts of users who do not meet these age requirements.
3. Privacy Policy
Your use of the Services is also governed by Hankad Music LLC’s Privacy Policy, located at hankad.io/privacy-policy . The Privacy Policy details how Hankad Music LLC collects, uses, stores, and discloses your personal information. By accepting this Agreement, you acknowledge that you have read and understood Hankad Music LLC’s Privacy Policy, and you consent to the data practices described therein.
4. Distribution by Hankad Music LLC
(a) Exclusivity of Distribution. Client expressly agrees that, unless explicitly and mutually specified otherwise in a written addendum or the Terms Summary, this Agreement grants Hankad Music LLC exclusive rights during the Term (as defined in Section 6) and throughout the Territory (as defined in Section 4(c)) for the distribution of Client Content via all digital and electronic distribution means and media, whether now known or hereafter developed.
Client hereby grants Hankad Music LLC the exclusive, worldwide right and license to:
Create, reproduce, and compile digital/electronic copies of Client Content.
Distribute, sell, stream, publicly perform, publicly display, synchronize, sublicense, and otherwise exploit Client Content via electronic, digital, and mobile platforms during the Term. This includes, but is not limited to, the right to make Client Content available for download, streaming, and use in user-generated content (UGC) across all DSPs.
Client shall not, during the Term and within the Territory:
License or attempt to license Client Content to any DSP without Hankad Music LLC’s prior express written approval.
Directly contact, solicit, or engage in any business relationship with DSPs concerning the Client Content distributed by Hankad Music LLC.
Client warrants that all pre-existing relationships with DSPs related to Client Content must be fully disclosed to Hankad Music LLC upon entering this Agreement. Failure to disclose or any breach of this exclusivity clause may result in immediate termination of this Agreement and forfeiture of associated royalties, in addition to other remedies available to Hankad Music LLC.
(b) Digital Service Providers (DSPs). Hankad Music LLC agrees to use commercially reasonable efforts to distribute and license Client Content to DSPs that sell, distribute, transmit, stream, perform, or otherwise exploit sound and/or audiovisual recordings. Hankad Music LLC shall:
Solicit and service DSPs on Client’s behalf.
Secure encoding of Client Content in required formats.
Process delivery of Client Content to DSPs.
Collect income from DSPs for repayment to Client, subject to the terms of this Agreement.
Hankad Music LLC does not guarantee placement or acceptance of Client Content on any specific DSP, nor does it guarantee any minimum level of exploitation or revenue. DSPs retain sole discretion over content acceptance, display, and monetization.
(c) Territory. The Territory for distribution and all granted licenses under this Agreement is worldwide (“Universe”).
(d) Publishing, Compositions, and Intellectual Property. Client hereby grants Hankad Music LLC an exclusive, worldwide license during the Term to reproduce, distribute, publicly perform, publicly display, adapt, and otherwise exploit the musical compositions and lyrical content embodied in the Client Content. This license is granted solely for the purpose of administering publishing rights, collecting publishing royalties (including, but not limited to, mechanical, performance, and synchronization royalties), and facilitating the monetization of Client Content across all platforms (including UGC platforms) on Client’s behalf.
Client acknowledges that certain music publishing royalties (e.g., performance royalties) may be paid directly to songwriters by Performing Rights Organizations (“PROs”) (e.g., ASCAP, BMI, SESAC, MCSK, KAMP, PRISK), provided songwriters comply with PRO requirements. Hankad Music LLC is not responsible for Client’s non-compliance with PRO requirements or for any delays in royalty payments from PROs.
(e) Publishing Administration. Hankad Music LLC provides publishing administration services automatically for all Client Content distributed under this Agreement, unless Client provides written notification to Hankad Music LLC of an existing exclusive publishing administration agreement with another publisher for specific compositions. This service is a distinct offering, and Client explicitly retains all ownership rights, title, and interest in and to their underlying musical compositions and lyrics. Hankad Music LLC’s role is solely to administer, register, license, and collect publishing royalties pursuant to the exclusive license granted in Section 4(d).
(f) Synchronization Licensing. Should Client desire specific, direct synchronization licensing opportunities beyond general DSP exploitation, the Parties may elect to enter into a separate, mutually agreed-upon synchronization licensing agreement.
(g) Neighboring Rights Collection. Should Client desire the collection of neighboring rights royalties (performance rights for sound recordings), the Parties may elect to enter into a separate, mutually agreed-upon neighboring rights collection agreement.
(h) Marketing. Hankad Music LLC will use commercially reasonable efforts to promote Client Content. However, Hankad Music LLC does not guarantee any specific DSP placements, playlist inclusions, or promotional outcomes. Client must supply all necessary promotional materials as requested by Hankad Music LLC. Hankad Music LLC may, at its sole discretion, create or utilize additional marketing tools or strategies for Client Content.
5. Client Content
(a) Definition. “Client Content” refers to all sound recordings, video recordings (including short-form and long-form), artwork, metadata (including, but not limited to, titles, artist names, genres, ISRC codes, UPC codes, and composer information), and any other materials delivered by Client to Hankad Music LLC during the Term.
(b) Delivery. Client must deliver Client Content to Hankad Music LLC via Hankad Music LLC’s online Management System (hankad.io) upon execution of this Agreement or as otherwise instructed. All Client Content must strictly adhere to Hankad Music LLC’s technical and content specifications, including proper copyright notices. Hankad Music LLC will confirm successful delivery in writing.
(c) Modifications by DSPs. Client acknowledges and agrees that DSPs may, at their sole discretion, modify Client Content metadata (e.g., genre categorization, artist name display, cover art presentation), or reformat audio/video files to meet their specific technical specifications or content guidelines. Hankad Music LLC distributes Client Content “as is” but cannot control or guarantee DSP-specific alterations.
(d) Storage. Client is solely responsible for maintaining backup copies of all Client Content. Hankad Music LLC may store Client Content files for the purpose of distribution during the Term but is under no obligation to retain or return Client Content post-Term.
(e) Updates. Client must ensure that all Client Content is final and complete before submission. Requests for changes, modifications, or updates to Client Content must be submitted exclusively via the hankad.io Management System. Hankad Music LLC cannot guarantee DSP compliance with changes requested after initial submission, and such changes may incur additional administrative fees or delays.
(f) Takedowns. A takedown request for legitimate reasons (e.g., removal due to updated versions, genuine error, or valid copyright claim) may incur an administrative fee of €29.90 per product, payable by Client. However, Hankad Music LLC reserves the right to waive this fee at its discretion for initial legitimate requests. Client expressly agrees to reimburse Hankad Music LLC for any and all legal fees, damages, or costs incurred by Hankad Music LLC related to Claims (as defined in Section 9) or takedown requests arising from Client’s breach of this Agreement, infringement of third-party rights by Client Content, or any fraudulent activity by Client.
(g) DSP Specifications. Hankad Music LLC will provide guidance and assistance to Client in meeting DSP technical and content requirements. However, Hankad Music LLC does not guarantee approval or acceptance of Client Content by any DSP.
(h) Content Rejection and Removal. Hankad Music LLC reserves the right, at its sole discretion, to refuse to distribute, remove, or take down any Client Content at any time, for any reason, including but not limited to: content that violates these Terms of Service, is deemed inappropriate, infringes upon third-party rights, or poses a legal or reputational risk to Hankad Music LLC or its partners. This right applies even if content initially passed automated checks or was previously distributed.
6. Term and Termination
Initial Term: This Agreement shall commence on the Effective Date and continue for an initial term of Three (3) years.
Renewal: The Agreement shall automatically renew for successive one (1) year periods (“Renewal Term”) unless either Party provides written notice of termination to the other Party at least sixty (60) days prior to the end of the then-current Initial Term or any Renewal Term. Termination Notice must be sent exclusively via Hankad Music LLC’s designated contact page on the Site or as otherwise specified in Section 21.
Termination for Cause by Hankad Music LLC: Hankad Music LLC may terminate this Agreement immediately upon written notice to Client if:
Client breaches any material term of this Agreement, including, but not limited to, exclusivity violations (Section 4(a)), intellectual property warranties (Section 8), or fraudulent activity (Section 7(g)).
Client engages in any misconduct that, in Hankad Music LLC’s sole discretion, harms Hankad Music LLC’s reputation, business, or relationships with DSPs.
Client fails to cure a breach of the exclusivity clause (Section 4(a)) within twenty (20) days of receiving written notice from Hankad Music LLC.
Effect of Termination: Upon termination, Hankad Music LLC will use commercially reasonable efforts to remove Client Content from DSPs within ninety (90) days. Hankad Music LLC shall pay Client any outstanding royalties due, subject to any offsets or deductions permitted by this Agreement, within ninety (90) days following the final accounting period after content removal.
Survival: The following Sections shall survive any termination or expiration of this Agreement: 5 (Fees, Royalties, and Accounting – for outstanding balances), 6 (Audit Rights), 7 (Client Warranties and Representations), 8 (Intellectual Property Ownership), 9 (Indemnification), 10 (Digital Millennium Copyright Act (DMCA) Policy), 11 (Confidentiality), 12 (Disclaimer of Warranties), 13 (Limitation of Liability), 14 (Third-Party Services Disclaimer), 15 (Force Majeure), 18 (Governing Law and Jurisdiction), 19 (Dispute Resolution), 20 (Miscellaneous), and 22 (Terms Summary).
7. Fees, Royalties, and Accounting
(a) Royalty Details. Hankad Music LLC shall pay Client eighty percent (80%) of the net royalties actually received by Hankad Music LLC from DSPs attributable to the exploitation of Client Content. “Net royalties” means the gross royalties received by Hankad Music LLC from DSPs, less any and all applicable payment processing fees, bank charges, and legally mandated taxes (including, but not limited to, any applicable withholding taxes).
Payment Threshold: A minimum balance of €50 (Fifty Euros) is required for Client to request a payment.
Standard Fees: Hankad Music LLC may assign ISRC codes for €0.75 (Seventy-Five Euro Cents) per code and UPC codes for €1.00 (One Euro) per code. These fees, if incurred, will be deducted from Client’s future royalty earnings.
(b) Royalty Calculation and Data. Royalties are calculated by DSPs based on their respective terms and are subject to currency exchange rates at the time of conversion. Mechanical royalties may be paid directly to Client’s publisher or PRO, or via Hankad Music LLC’s publishing administration service, if applicable and elected by Client. Client acknowledges that real-time streaming data provided through the Hankad Music LLC Management System is an estimate and not a guarantee of final earnings.
(c) Accounting Statements and Payment. Accounting statements detailing Client’s earnings will be made available electronically via the Hankad Music LLC Management System on a monthly basis, generally by the 1st of each month. Payments to Client, once requested and the €50 threshold is met, will be issued within thirty (30) business days of the invoice submission (which must be submitted by the 5th of the month for same-month processing). Client acknowledges that a 15.82% withholding tax may apply to certain earnings, as mandated by law, and will be deducted prior to payment. Client is solely responsible for all other taxes (e.g., income tax, VAT) applicable to their earnings and for fulfilling all tax obligations in their jurisdiction. Hankad Music LLC does not provide tax advice.
8. Audit Rights
Client may, at their sole expense, audit Hankad Music LLC’s books and records pertaining to Client’s earnings under this Agreement. Such audit must be conducted by an independent certified public accountant, upon reasonable prior written notice (not less than thirty (30) days), and occur no more than once every twelve (12) months. The audit must take place during Hankad Music LLC’s regular business hours at its principal place of business. No audit may be conducted more than six (6) months after the issuance of the relevant accounting statement. Client agrees to keep all information obtained during any audit strictly confidential.
9. Client Warranties and Representations
Client hereby represents and warrants to Hankad Music LLC that:
Ownership and Control: Client is the sole and exclusive owner or has obtained all necessary rights, licenses, and permissions for all Client Content delivered to Hankad Music LLC, including, but not limited to, master recordings, underlying musical compositions, lyrics, artwork, and any samples or third-party intellectual property embodied therein. Client has the full right, power, and authority to enter into this Agreement and grant the licenses herein.
No Infringement: The Client Content, and Hankad Music LLC’s exploitation thereof as permitted by this Agreement, does not and will not infringe upon, violate, or misappropriate any intellectual property rights (including copyright, trademark, privacy, or publicity rights) or any other rights of any third party.
No Encumbrances: The Client Content is free and clear of any liens, encumbrances, or claims that would interfere with the rights granted to Hankad Music LLC.
Clearances: Client has obtained all necessary licenses, permissions, and consents from all artists, producers, songwriters, composers, publishers, and any other third parties whose contributions or intellectual property are embodied in the Client Content.
No Defamation/Illegality: The Client Content is not defamatory, obscene, libelous, or otherwise illegal, nor does it violate any applicable laws or regulations.
Compliance with Laws: Client shall comply with all applicable laws, rules, and regulations, including, but not limited to, those related to copyright, privacy, and data protection.
No Fraudulent Activity: Client shall not engage in, or authorize any third party to engage in, any fraudulent activity, including, but not limited to, illegal streaming manipulation (e.g., bots, artificial streams, or any activity intended to inflate streaming numbers or royalty earnings). Any such activity by Client or any third party acting on Client’s behalf will result in immediate investigation, potential termination of Services, forfeiture of all associated payments, and Hankad Music LLC’s right to recover any damages, chargebacks, or fines incurred as a result of such manipulation. Hankad Music LLC reserves the right to report such activity to relevant authorities and DSPs.
10. Intellectual Property Ownership
Client retains all ownership rights, title, and interest in and to the Client Content, including all copyrights, trademarks, and other intellectual property rights, subject only to the limited, exclusive licenses granted to Hankad Music LLC herein for the purpose of distribution, monetization, and promotion of the Client Content during the Term. Hankad Music LLC acknowledges Client’s full ownership of their intellectual property.
11. Indemnification
Client shall indemnify, defend, and hold harmless Hankad Music LLC, its affiliates, officers, directors, employees, agents, and licensors from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys’ fees and costs) arising out of or in connection with any third-party claim, demand, or action (“Claim”) alleging:
Client’s breach of any warranty, representation, or covenant made in this Agreement.
Infringement, violation, or misappropriation of any intellectual property rights or other rights of any third party by the Client Content or Hankad Music LLC’s exploitation thereof.
Any fraudulent activity, illegal streaming manipulation, or other unlawful conduct by Client or any third party acting on Client’s behalf related to the Client Content.
Any payments due to third parties (e.g., producers, featured artists, licensors) related to the Client Content, for which Client is solely responsible.
Hankad Music LLC shall provide Client with prompt written notice of any such Claim and shall reasonably cooperate with Client, at Client’s expense, in the defense of such Claim. Client shall have sole control over the defense and settlement of any Claim, provided that Client shall not settle any Claim in a manner that imposes any obligation or liability on Hankad Music LLC without its prior written consent.
12. Digital Millennium Copyright Act (DMCA) Policy
Hankad Music LLC respects the intellectual property rights of others and expects its Clients to do the same. In accordance with the Digital Millennium Copyright Act (DMCA) (17 U.S.C. § 512) and other applicable laws, Hankad Music LLC has adopted a policy of responding to notices of alleged copyright infringement that comply with the DMCA and other applicable laws.
(a) Notification of Alleged Infringement. If you believe that your copyrighted work has been copied and is accessible through the Services in a way that constitutes copyright infringement, you may submit a written notification of claimed infringement to Hankad Music LLC’s designated Copyright Agent. Your notification must include substantially the following:
A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site.
Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit Hankad Music LLC to locate the material.
Information reasonably sufficient to permit Hankad Music LLC to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted.
A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law.
A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
(b) Designated Copyright Agent.
Hankad Music LLC Copyright Agent
Email: copyrights@hankad.io
Please note: This email address is for copyright infringement notifications only. All other inquiries will be disregarded.
(c) Counter-Notification. If you believe that material you posted on the Services was removed or access to it was disabled by mistake or misidentification, you may submit a written counter-notification to Hankad Music LLC’s Copyright Agent. Your counter-notification must include substantially the following:
Your physical or electronic signature.
Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled.
A statement under penalty of perjury that you have a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled.
Your name, address, and telephone number, and a statement that you consent to the jurisdiction of the Federal District Court for the judicial district in which the address is located, or if your address is outside of the United States, for any judicial district in which Hankad Music LLC may be found, and that you will accept service of process from the person who provided the initial notification of infringement.
(d) Repeat Infringers Policy. Hankad Music LLC reserves the right to terminate the accounts of Clients who are repeat infringers of copyright or other intellectual property rights.
13. Confidentiality
Client acknowledges that during the course of this Agreement, Client may obtain Confidential Information belonging to Hankad Music LLC. “Confidential Information” includes, but is not limited to, Hankad Music LLC’s proprietary software, algorithms, business models, financial data (other than Client’s own royalty statements), technical specifications, internal operational details, marketing strategies, and any other non-public information designated as confidential or which, by its nature, should be understood to be confidential. Client agrees to protect Hankad Music LLC’s Confidential Information with the same degree of care Client uses to protect its own confidential information, but in no event less than reasonable care. Client shall not disclose or use Hankad Music LLC’s Confidential Information for any purpose other than as necessary to perform its obligations under this Agreement, unless expressly authorized in writing by Hankad Music LLC or required by law. If legally compelled to disclose Confidential Information, Client shall provide Hankad Music LLC with prompt prior notice, if legally permissible, to allow Hankad Music LLC to seek a protective order or other appropriate remedy.
14. Disclaimer of Warranties
THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT ANY WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. HANKAD MUSIC LLC HEREBY EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND WARRANTIES ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE. HANKAD MUSIC LLC DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. HANKAD MUSIC LLC MAKES NO WARRANTIES OR REPRESENTATIONS REGARDING THE ACCURACY, COMPLETENESS, RELIABILITY, OR TIMELINESS OF ANY CONTENT OR DATA AVAILABLE THROUGH THE SERVICES, INCLUDING, BUT NOT LIMITED TO, STREAMING DATA OR ROYALTY ESTIMATES.
15. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL HANKAD MUSIC LLC, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATING TO THE USE OF, OR INABILITY TO USE, THE SERVICES.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, HANKAD MUSIC LLC’S TOTAL CUMULATIVE LIABILITY FOR ANY AND ALL CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE SERVICES, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR OTHERWISE, SHALL NOT EXCEED THE TOTAL AMOUNT OF ROYALTIES ACTUALLY PAID BY HANKAD MUSIC LLC TO CLIENT PURSUANT TO THIS AGREEMENT IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
HANKAD MUSIC LLC SHALL NOT BE LIABLE FOR ANY DAMAGES, LOSSES, OR CLAIMS ARISING FROM:
DSPs’ ACTIONS: Any actions, omissions, or policies of DSPs, including but not limited to content rejection, removal, or changes to metadata or formatting.
INTERNET/TECHNOLOGY ISSUES: Interruptions or errors in internet service, technological failures, or data loss not directly caused by Hankad Music LLC’s gross negligence.
CLIENT’S CONTENT: Any issues arising from the quality, legality, or infringement of Client Content.
FRAUDULENT ACTIVITY: Any damages or losses incurred by Client due to fraudulent activity, including streaming manipulation, whether by Client or third parties.
16. Third-Party Services Disclaimer
Hankad Music LLC utilizes and integrates with various third-party services, including Digital Service Providers (DSPs), payment processors (e.g., Payoneer), and Performing Rights Organizations (PROs). Client acknowledges that Hankad Music LLC has no control over, and is not responsible for, the actions, policies, or failures of any such third-party services. Client’s use of any third-party service in connection with the Services is solely at Client’s own risk and is subject to the respective terms and conditions, privacy policies, and other agreements of those third parties. Hankad Music LLC disclaims all liability for any damages or losses arising from Client’s use of, or inability to use, any third-party services.
17. Force Majeure
Hankad Music LLC shall not be liable for any delay or failure to perform its obligations under this Agreement if such delay or failure is caused by an event beyond its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargoes, fires, floods, earthquakes, pandemics, epidemics, or other public health crises, strikes, power outages, internet service provider failures or delays, governmental acts or regulations, or any other event beyond Hankad Music LLC’s reasonable control. In the event of such a delay, Hankad Music LLC’s performance shall be excused for the period of the delay.
18. Governing Law and Jurisdiction
This Agreement shall be governed by and construed in accordance with the laws of the State of Wyoming, United States of America, without regard to its conflict of laws principles.
The Parties irrevocably agree that any legal action or proceeding arising out of or relating to this Agreement shall be brought exclusively in the state or federal courts located in Wyoming. Each Party hereby consents to the personal jurisdiction of such courts and waives any objection to the laying of venue in such courts.
19. Dispute Resolution
Any dispute, controversy, or claim arising out of or relating to this Agreement, or the breach, termination, or invalidity thereof, shall first be attempted to be resolved through good faith negotiations between the Parties. If the Parties are unable to resolve the dispute within thirty (30) days, either Party may initiate mediation. If mediation is unsuccessful, the Parties agree to submit the dispute to binding arbitration administered by the American Arbitration Association (“AAA”) in accordance with its Commercial Arbitration Rules. The arbitration shall take place in Wyoming. The arbitrator’s decision shall be final and binding, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.
20. Miscellaneous
(a) Entire Agreement. This Agreement, including the Terms Summary, constitutes the entire agreement between Client and Hankad Music LLC regarding the Services and supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Services.
(b) Amendments. Hankad Music LLC reserves the right to modify or amend these Terms of Service at any time. We will notify you of any material changes by posting the updated Agreement on the Site or via email. Your continued use of the Services after such notification and the effective date of the changes constitutes your express acceptance of the revised Agreement. For significant material changes, Hankad Music LLC may, at its discretion, require explicit re-acceptance (e.g., clicking “I Agree”) upon your next login.
(c) Severability. If any provision of this Agreement is found to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect.
(d) Assignment. Client may not assign or transfer this Agreement or any of its rights or obligations hereunder without the prior written consent of Hankad Music LLC. Hankad Music LLC may assign or transfer this Agreement, in whole or in part, without restriction.
(e) No Waiver. No waiver by Hankad Music LLC of any term or condition set forth in this Agreement shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of Hankad Music LLC to assert a right or provision under this Agreement shall not constitute a waiver of such right or provision.
(f) Relationship of the Parties. Nothing contained in this Agreement shall be construed as creating any agency, partnership, joint venture, or other form of joint enterprise, employment, or fiduciary relationship between the Parties.
(g) Headings. The headings in this Agreement are for convenience only and shall not affect its interpretation.
21. Contact Information
For any questions regarding these Terms of Service, please contact us at:
Email: hello@hankad.io
22. Terms Summary
This Terms Summary provides a brief overview of key provisions. In case of any conflict, the full terms of the Agreement shall prevail.
Royalties: 80% of net royalties (after DSP deductions, processing fees, bank charges, and applicable taxes).
Payment Threshold: €50 required for payment.
Term: Initial Three (3) years, auto-renewing for successive One (1) year periods.
Tax: Client acknowledges potential 15.82% withholding tax on earnings. Client is solely responsible for all other taxes.
Exclusivity: Worldwide, exclusive for distribution and publishing administration license of Client Content.
Territory: Worldwide.
Client IP Ownership: Client retains all ownership of their IP (masters, compositions, lyrics); Hankad Music LLC receives a limited, exclusive license for distribution, monetization, and publishing administration.
Fraudulent Activity: Strict policy against illegal streaming manipulation, leading to immediate investigation, termination, forfeiture/recovery of funds, and potential reporting to authorities/DSPs.
Governing Law: Laws of the State of Wyoming, United States of America.
DMCA: Policy for copyright infringement notifications and counter-notifications in accordance with DMCA.
Disclaimer of Warranties: Services provided “AS IS” without express or implied warranties.
Limitation of Liability: Liability capped at royalties paid in the preceding 12 months.
Third-Party Services: Hankad Music LLC not responsible for DSPs or other third-party actions/failures.
Age: Users must be 18+ or have parental consent.
Privacy: Use governed by Privacy Policy (incorporated by reference).