Terms & Conditions
Version: 01.04.2023
These General Terms and Conditions (“Terms”) apply to the use of the digital music distribution, platform, administration and accounting services provided by KAMA PRO GbR, Brandhof 10, 79227 Schallstadt, Germany (“KAMA PRO”, “we”, “us”).
1. Scope and Formation of Contract
1.1 These Terms apply to all users of the platform and services offered by KAMA PRO, including in particular artists, labels, producers and other rights holders (“User”).
1.2 By registering a user account, ordering a service or using the platform, the User accepts these Terms.
1.3 Where additional terms, pricing plans, service descriptions, order confirmations or individual agreements apply to specific services, such terms shall become part of the contractual relationship.
1.4 Individual agreements between KAMA PRO and the User shall prevail over these Terms in the event of any conflict.
2. Nature of the Services
2.1 KAMA PRO operates a technical music distribution, platform, administration and accounting service.
2.2 Users may provide their own sound recordings, audiovisual content, artwork, metadata and other related materials through the platform and instruct KAMA PRO to arrange their digital distribution, monetization, administration and accounting.
2.3 Distribution may include, in particular, streaming services, download platforms, social media platforms, UGC services, video platforms and other digital service providers (“DSPs”).
2.4 KAMA PRO may use external distributors, aggregators, technical service providers, payment providers and other subcontractors in order to provide the services.
2.5 KAMA PRO is not the User’s record label, music publisher, artist manager, booking agent or producer.
2.6 In the ordinary course of providing its platform and distribution services, KAMA PRO does not commission the User to create or provide artistic or journalistic works or services for KAMA PRO.
2.7 KAMA PRO does not guarantee any particular number of streams, revenues, reach, playlist placements, chart positions, release dates or any other commercial or artistic result.
3. User Account and Registration
3.1 A user account is required to access certain functions of the platform.
3.2 The User must provide complete, accurate and up-to-date information when registering and throughout the term of the contractual relationship.
3.3 KAMA PRO may request information and documentation including, in particular, the User’s full legal name, company name, address, identity, legal form, tax residence, tax identification number, VAT identification number, bank details and beneficial ownership information.
3.4 Login credentials must be kept confidential and protected against unauthorized access.
3.5 The User must inform KAMA PRO without undue delay if the User becomes aware of any unauthorized use of the User’s account.
4. Content Provided by the User
4.1 “Content” within the meaning of these Terms includes, in particular, sound recordings, master recordings, music videos, artwork, artist names, label names, logos, metadata, ISRC, UPC and EAN data, lyrics, credits and other materials required for distribution and monetization.
4.2 The User is responsible for all Content and information provided by the User.
4.3 The User represents and warrants that the User holds all rights, consents, licenses and authorizations required for the distribution, monetization and other contractual use of the Content.
4.4 This includes, where applicable, all necessary rights and consents from artists, performers, producers, labels, master rights holders, photographers, designers and other contributors or rights holders.
4.5 The User may not provide any Content whose use would violate applicable law, third-party rights or the policies of any DSP or distribution partner used by KAMA PRO.
5. Ownership of Rights
5.1 All rights in the Content provided by the User remain with the User or the respective rights holders.
5.2 Use of the KAMA PRO platform does not constitute a sale or transfer to KAMA PRO of ownership in master recordings, copyrights, neighboring rights or other intellectual property rights.
5.3 KAMA PRO does not purchase the music rights provided by the User.
5.4 KAMA PRO does not acquire master rights, copyrights, neighboring rights or other ownership rights in the Content provided by the User.
5.5 Any grant of rights or authorizations to KAMA PRO is made solely for the purpose of carrying out the distribution, monetization, administration and accounting services instructed by the User.
6. Rights Required for Distribution
6.1 For the duration of the relevant distribution engagement, the User grants KAMA PRO such non-exclusive, worldwide and purpose-limited rights and authorizations as are necessary to store, technically process, encode, reproduce, transmit, distribute, make available to the public and monetize the Content through DSPs.
6.2 KAMA PRO may pass on the rights required for these purposes, to the extent necessary, to distribution partners, aggregators, technical service providers and DSPs used by KAMA PRO, or grant such parties corresponding sublicenses or usage authorizations.
6.3 Any such grant or onward transfer of rights shall be limited to what is necessary for the contractual distribution, monetization, administration and accounting of the Content.
6.4 All rights that are not expressly granted or required for the provision of the services remain with the User or the respective rights holders.
6.5 The granting of these usage authorizations does not constitute an acquisition by KAMA PRO of the underlying Content or rights.
6.6 The grant of rights serves solely to enable KAMA PRO and the distribution partners and DSPs used by KAMA PRO to technically and legally carry out the distribution and monetization instructed by the User.
7. No Commissioning of Artistic Services
7.1 In the ordinary course of using the platform, KAMA PRO does not commission the User to create, produce or provide artistic or journalistic works or services for KAMA PRO.
7.2 The User provides Content owned or controlled by the User and instructs KAMA PRO to provide technical distribution, monetization, administration and accounting services in relation to such Content.
7.3 Use of the platform does not establish any employment, production, record label, management, agency or other relationship under which the User is required to create or provide artistic or journalistic works or services for KAMA PRO.
7.4 KAMA PRO does not acquire the Content provided by the User or the underlying rights. Any rights or authorizations granted to KAMA PRO are solely for the purpose of carrying out the distribution, monetization, administration and accounting services instructed by the User.
7.5 The KAMA PRO Commission constitutes the remuneration for the distribution, platform, administration and accounting services provided by KAMA PRO to the User.
7.6 Artist Shares allocated and paid to the User are based on revenues reported by DSPs and distribution partners from the use of the Content provided by the User. They do not constitute remuneration for the creation of an artistic or journalistic work or the provision of an artistic or journalistic service by the User on behalf of KAMA PRO.
8. Distribution Partners and DSPs
8.1 KAMA PRO may use external distribution partners, aggregators and other service providers to carry out distribution.
8.2 The User acknowledges that DSPs and distribution partners apply their own technical requirements, content policies, remuneration models, anti-fraud measures and accounting systems.
8.3 KAMA PRO cannot guarantee that any release or other Content will be accepted, published or continuously made available by any particular DSP.
8.4 DSPs or distribution partners may, in particular, reject, suspend, demonetize or remove Content or delay its delivery.
8.5 KAMA PRO shall not be liable for decisions or measures taken by DSPs or distribution partners unless caused by KAMA PRO’s own fault.
9. Revenues and Accounting
9.1 DSPs and distribution partners may remit revenues resulting from the use or monetization of Content in aggregated payments to KAMA PRO or to a distribution partner used by KAMA PRO.
9.2 Such payments may include revenues attributable to multiple Users, Content items, releases, territories, DSPs and accounting periods.
9.3 KAMA PRO allocates the revenues reported by distribution partners and DSPs to the relevant user accounts and Content based on the accounting, usage and metadata available.
9.4 The reports and accounting data made available by the relevant DSPs and distribution partners shall generally form the basis of such allocation and accounting.
9.5 Delays, subsequent corrections or changes to accounting data by DSPs or distribution partners may result in corresponding delays or corrections by KAMA PRO.
9.6 KAMA PRO is not required to pre-finance amounts that have not yet been reported or paid by a DSP or distribution partner.
10. KAMA PRO Commission and Other Fees
10.1 KAMA PRO receives the commission stated in the relevant pricing plan, offer or user account for its distribution, platform, administration and accounting services (“KAMA PRO Commission”).
10.2 The KAMA PRO Commission may be structured as a percentage of the revenues allocated to the User, as a fixed fee, or as a combination of different fees.
10.3 The KAMA PRO Commission constitutes the remuneration for the services provided by KAMA PRO to the User.
10.4 KAMA PRO may deduct the agreed Commission and any other agreed fees directly from the amount allocated to the User during the accounting process.
11. Artist Share
11.1 “Artist Share” means the amount allocated to the relevant User based on the accounting data provided by DSPs and distribution partners after deduction of the agreed KAMA PRO Commission and any permitted fees, chargebacks, corrections, reserves and legally required deductions.
11.2 The Artist Share will be credited to the User’s account and made available for payout in accordance with these Terms.
11.3 Crediting an Artist Share requires that the underlying accounting data is available and can be clearly allocated to the relevant User.
11.4 KAMA PRO does not acquire any rights in the underlying Content as a result of receiving, allocating, crediting or paying out an Artist Share.
11.5 The economic remuneration received by KAMA PRO for its own services consists of the agreed KAMA PRO Commission and any separately agreed fees.
12. Payouts
12.1 Payouts are made in accordance with the payout cycles and minimum payout thresholds stated on the platform or in the relevant pricing plan.
12.2 A payout requires, in particular, that the underlying revenues have actually been accounted for and that the information required for allocation is available.
12.3 KAMA PRO may withhold payouts for as long as required identity, tax, banking, rights or other compliance information remains outstanding.
12.4 The User is responsible for providing complete and accurate bank or payment details.
12.5 Costs charged by banks, payment providers, currency conversion providers or similar service providers may be deducted from the payout amount where agreed or legally permissible.
12.6 Failed or misdirected payouts caused by incorrect payment details provided by the User shall not be borne by KAMA PRO unless KAMA PRO is at fault.
13. Corrections, Chargebacks and Negative Balances
13.1 DSPs and distribution partners may subsequently correct revenues that have already been reported or paid.
13.2 This applies in particular to refunds, chargebacks, fraud deductions, accounting errors, manipulation, rights infringements or subsequent corrections to streaming or usage data.
13.3 KAMA PRO may allocate such corrections to the relevant user account and offset them against existing or future Artist Shares.
13.4 Any resulting negative balance may be offset against future revenues.
13.5 Where the User has already received amounts that are subsequently lawfully reclaimed by a DSP or distribution partner, KAMA PRO may reclaim the corresponding amount from the User or offset it against future balances.
14. Taxes and Tax Information
14.1 Each User is generally responsible for properly declaring and paying taxes on amounts allocated and paid to the User in accordance with the tax laws applicable to the User.
14.2 The User must provide KAMA PRO with all information and documentation required for KAMA PRO to comply with its own statutory tax, reporting, documentation, withholding or remittance obligations.
14.3 KAMA PRO may request, in particular, information and evidence concerning the User’s legal name or company name, address, tax residence, legal form, tax identification number and, where applicable, tax residence certificates or comparable documentation.
14.4 KAMA PRO may, and where required by law shall, withhold legally required taxes or charges from payouts and remit them to the competent authorities.
14.5 Where the User is entitled to a reduced or zero rate of withholding tax under a double taxation treaty, exemption procedure, relief procedure or other applicable legal provision, KAMA PRO may require the relevant supporting documents before applying such treatment.
14.6 The User must notify KAMA PRO without undue delay of any change to the User’s tax residence or any other information relevant to the User’s tax treatment.
15. Artificial Streaming, Fraud and Manipulation
15.1 Any manipulation of streaming, download, view, click, usage or accounting data is prohibited.
15.2 Prohibited conduct includes, in particular, artificially generated streams, bots, click farming, stream farming, automated plays, incentivized streaming, purchased plays and any other method used to artificially influence usage figures.
15.3 The User may not engage service providers where it is apparent, or reasonably should be apparent, that such service providers generate artificial or otherwise non-compliant usage.
15.4 The User must reasonably cooperate with KAMA PRO in investigating any substantiated suspicion of fraud or manipulation.
16. Measures in Cases of Fraud, Manipulation and Other Violations
16.1 Where there is a substantiated suspicion of fraud, manipulation, infringement of rights or another material violation, KAMA PRO may temporarily suspend affected Content, suspend distribution, initiate takedowns and reasonably withhold payouts.
16.2 KAMA PRO may require the User to provide appropriate evidence concerning chain of title, identity, the source of certain usage or other information required to clarify the matter.
16.3 Amounts that a DSP or distribution partner does not pay, cancels, reclaims or offsets due to fraud, manipulation, rights infringement or other violations do not give rise to a payout claim by the User against KAMA PRO.
16.4 KAMA PRO may offset corresponding charges against existing or future balances of the User.
16.5 In the event of serious or repeated violations, KAMA PRO may suspend the User’s account or terminate the contractual relationship for cause.
17. Rights Claims and Takedowns
17.1 Where KAMA PRO or a distribution partner receives a complaint regarding a potential infringement of rights, KAMA PRO may suspend the affected Content, pause distribution or arrange for its removal until the matter has been resolved.
17.2 The User must provide appropriate evidence of the User’s rights upon request.
17.3 KAMA PRO may reasonably withhold payouts to the extent necessary to secure specific repayment claims, damages claims or other risks relating to a rights complaint.
17.4 Users may request takedowns of their Content in accordance with the procedure provided by KAMA PRO.
17.5 Actual removal by DSPs may be delayed due to technical or contractual processing times.
18. Optional Marketing and Additional Services
18.1 KAMA PRO may offer additional services such as marketing, promotion, consulting, content services or other services.
18.2 Such services are provided only upon separate engagement.
18.3 Unless expressly agreed otherwise, no particular commercial or artistic result is guaranteed.
19. Platform Availability
19.1 KAMA PRO uses reasonable efforts to maintain appropriate technical availability of the platform.
19.2 Continuous and uninterrupted availability cannot be guaranteed.
19.3 Maintenance, security measures, technical faults and outages or restrictions affecting hosting, payment, distribution or other third-party providers may result in temporary limitations.
19.4 KAMA PRO may modify platform functions for technical, security-related, legal or objectively justified commercial reasons, provided that the legitimate interests of Users are appropriately taken into account.
20. Term and Termination
20.1 Unless a pricing plan or individual agreement provides for a different term, the contractual relationship continues for an indefinite period.
20.2 The User may terminate the contract in accordance with the termination rules stated on the platform or in the applicable pricing plan.
20.3 KAMA PRO may terminate the contract subject to reasonable notice.
20.4 The right of either party to terminate for cause remains unaffected.
20.5 Cause may exist in particular in the event of serious rights infringements, fraud, manipulation, false identity information, repeated DSP violations, material payment defaults or other material contractual breaches.
21. Consequences of Termination
21.1 Following termination of the distribution relationship, KAMA PRO will arrange for the removal or transfer of the relevant Content from distribution to the extent technically and contractually possible.
21.2 Revenues generated before termination but reported later by DSPs or distribution partners will continue to be processed in accordance with these Terms.
21.3 Existing chargebacks, negative balances and other legitimate counterclaims may continue to be offset after termination.
21.4 Removal of Content from DSPs may take a certain amount of processing time even after termination.
21.5 Provisions which by their nature are intended to survive termination shall remain in force.
22. Intellectual Property of KAMA PRO
22.1 All rights in the KAMA PRO platform, software, database structure, designs, trademarks, logos and other proprietary content remain with KAMA PRO or the respective licensors.
22.2 The User receives only such rights of use as are necessary for the contractual use of the platform.
22.3 Reproduction, modification, distribution, making available to the public or other use beyond the intended use of the platform is prohibited without prior consent from KAMA PRO, unless otherwise permitted by law.
23. Indemnification
23.1 To the extent permitted by law, the User shall indemnify KAMA PRO against justified third-party claims arising from Content, information or conduct provided or caused by the User that infringes third-party rights or breaches the User’s contractual representations and warranties.
23.2 The indemnification includes reasonable and necessary legal defense costs.
23.3 KAMA PRO shall inform the User of corresponding claims and, where reasonably practicable, provide the User with an opportunity to participate in the defense.
24. Liability
24.1 KAMA PRO shall have unlimited liability in cases of intent and gross negligence and for damages resulting from injury to life, body or health.
24.2 In cases of a slightly negligent breach of a material contractual obligation, KAMA PRO’s liability shall be limited to the foreseeable damage typical for the contract.
24.3 Material contractual obligations are obligations whose fulfillment is essential for the proper performance of the contract and on whose compliance the User may regularly rely.
24.4 In all other respects, liability for slight negligence is excluded to the extent permitted by law.
24.5 Mandatory statutory liability provisions remain unaffected.
25. Data Protection
25.1 Personal data is processed in accordance with applicable data protection laws and KAMA PRO’s privacy policy.
25.2 Where necessary for contractual performance, personal data may be transferred to distribution partners, DSPs, payment providers, identity verification providers, hosting providers and other service providers used by KAMA PRO.
26. Amendments to These Terms
26.1 KAMA PRO may amend these Terms where there is an objective reason to do so, including changes to the services offered, technical processes, legal requirements or requirements imposed by DSPs or distribution partners.
26.2 Amendments will be communicated to the User in an appropriate manner.
26.3 Where required by law, the User’s consent will be obtained before an amendment takes effect.
26.4 Amendments that materially alter the contractual balance to the detriment of the User shall not be deemed accepted solely by continued use where applicable law requires express consent.
27. Communications
27.1 Contract-related notices may be sent electronically, in particular by email or through the User’s account.
27.2 The User is responsible for keeping the User’s contact information up to date.
27.3 Notices shall be deemed received when sent to the most recently provided email address or made available in the User account, to the extent legally permissible.
28. Governing Law and Jurisdiction
28.1 These Terms are governed by the laws of the Federal Republic of Germany, excluding the United Nations Convention on Contracts for the International Sale of Goods (CISG).
28.2 Where the User is a consumer, any mandatory consumer protection provisions of the country of the User’s habitual residence shall remain unaffected by the choice of law to the extent required by law.
28.3 To the extent legally permissible, the place of jurisdiction for disputes arising out of or in connection with the contractual relationship shall be KAMA PRO’s registered place of business.
29. Final Provisions
29.1 If any provision of these Terms is or becomes wholly or partially invalid or unenforceable, the validity of the remaining provisions shall remain unaffected.
29.2 Any invalid or unenforceable provision shall be replaced by the applicable statutory provisions.
29.3 Side agreements and individual contractual arrangements remain unaffected.
© KAMA PRO GbR – All rights reserved
These General Terms and Conditions (“Terms”) apply to the use of the digital music distribution, platform, administration and accounting services provided by KAMA PRO GbR, Brandhof 10, 79227 Schallstadt, Germany (“KAMA PRO”, “we”, “us”).
1. Scope and Formation of Contract
1.1 These Terms apply to all users of the platform and services offered by KAMA PRO, including in particular artists, labels, producers and other rights holders (“User”).
1.2 By registering a user account, ordering a service or using the platform, the User accepts these Terms.
1.3 Where additional terms, pricing plans, service descriptions, order confirmations or individual agreements apply to specific services, such terms shall become part of the contractual relationship.
1.4 Individual agreements between KAMA PRO and the User shall prevail over these Terms in the event of any conflict.
2. Nature of the Services
2.1 KAMA PRO operates a technical music distribution, platform, administration and accounting service.
2.2 Users may provide their own sound recordings, audiovisual content, artwork, metadata and other related materials through the platform and instruct KAMA PRO to arrange their digital distribution, monetization, administration and accounting.
2.3 Distribution may include, in particular, streaming services, download platforms, social media platforms, UGC services, video platforms and other digital service providers (“DSPs”).
2.4 KAMA PRO may use external distributors, aggregators, technical service providers, payment providers and other subcontractors in order to provide the services.
2.5 KAMA PRO is not the User’s record label, music publisher, artist manager, booking agent or producer.
2.6 In the ordinary course of providing its platform and distribution services, KAMA PRO does not commission the User to create or provide artistic or journalistic works or services for KAMA PRO.
2.7 KAMA PRO does not guarantee any particular number of streams, revenues, reach, playlist placements, chart positions, release dates or any other commercial or artistic result.
3. User Account and Registration
3.1 A user account is required to access certain functions of the platform.
3.2 The User must provide complete, accurate and up-to-date information when registering and throughout the term of the contractual relationship.
3.3 KAMA PRO may request information and documentation including, in particular, the User’s full legal name, company name, address, identity, legal form, tax residence, tax identification number, VAT identification number, bank details and beneficial ownership information.
3.4 Login credentials must be kept confidential and protected against unauthorized access.
3.5 The User must inform KAMA PRO without undue delay if the User becomes aware of any unauthorized use of the User’s account.
4. Content Provided by the User
4.1 “Content” within the meaning of these Terms includes, in particular, sound recordings, master recordings, music videos, artwork, artist names, label names, logos, metadata, ISRC, UPC and EAN data, lyrics, credits and other materials required for distribution and monetization.
4.2 The User is responsible for all Content and information provided by the User.
4.3 The User represents and warrants that the User holds all rights, consents, licenses and authorizations required for the distribution, monetization and other contractual use of the Content.
4.4 This includes, where applicable, all necessary rights and consents from artists, performers, producers, labels, master rights holders, photographers, designers and other contributors or rights holders.
4.5 The User may not provide any Content whose use would violate applicable law, third-party rights or the policies of any DSP or distribution partner used by KAMA PRO.
5. Ownership of Rights
5.1 All rights in the Content provided by the User remain with the User or the respective rights holders.
5.2 Use of the KAMA PRO platform does not constitute a sale or transfer to KAMA PRO of ownership in master recordings, copyrights, neighboring rights or other intellectual property rights.
5.3 KAMA PRO does not purchase the music rights provided by the User.
5.4 KAMA PRO does not acquire master rights, copyrights, neighboring rights or other ownership rights in the Content provided by the User.
5.5 Any grant of rights or authorizations to KAMA PRO is made solely for the purpose of carrying out the distribution, monetization, administration and accounting services instructed by the User.
6. Rights Required for Distribution
6.1 For the duration of the relevant distribution engagement, the User grants KAMA PRO such non-exclusive, worldwide and purpose-limited rights and authorizations as are necessary to store, technically process, encode, reproduce, transmit, distribute, make available to the public and monetize the Content through DSPs.
6.2 KAMA PRO may pass on the rights required for these purposes, to the extent necessary, to distribution partners, aggregators, technical service providers and DSPs used by KAMA PRO, or grant such parties corresponding sublicenses or usage authorizations.
6.3 Any such grant or onward transfer of rights shall be limited to what is necessary for the contractual distribution, monetization, administration and accounting of the Content.
6.4 All rights that are not expressly granted or required for the provision of the services remain with the User or the respective rights holders.
6.5 The granting of these usage authorizations does not constitute an acquisition by KAMA PRO of the underlying Content or rights.
6.6 The grant of rights serves solely to enable KAMA PRO and the distribution partners and DSPs used by KAMA PRO to technically and legally carry out the distribution and monetization instructed by the User.
7. No Commissioning of Artistic Services
7.1 In the ordinary course of using the platform, KAMA PRO does not commission the User to create, produce or provide artistic or journalistic works or services for KAMA PRO.
7.2 The User provides Content owned or controlled by the User and instructs KAMA PRO to provide technical distribution, monetization, administration and accounting services in relation to such Content.
7.3 Use of the platform does not establish any employment, production, record label, management, agency or other relationship under which the User is required to create or provide artistic or journalistic works or services for KAMA PRO.
7.4 KAMA PRO does not acquire the Content provided by the User or the underlying rights. Any rights or authorizations granted to KAMA PRO are solely for the purpose of carrying out the distribution, monetization, administration and accounting services instructed by the User.
7.5 The KAMA PRO Commission constitutes the remuneration for the distribution, platform, administration and accounting services provided by KAMA PRO to the User.
7.6 Artist Shares allocated and paid to the User are based on revenues reported by DSPs and distribution partners from the use of the Content provided by the User. They do not constitute remuneration for the creation of an artistic or journalistic work or the provision of an artistic or journalistic service by the User on behalf of KAMA PRO.
8. Distribution Partners and DSPs
8.1 KAMA PRO may use external distribution partners, aggregators and other service providers to carry out distribution.
8.2 The User acknowledges that DSPs and distribution partners apply their own technical requirements, content policies, remuneration models, anti-fraud measures and accounting systems.
8.3 KAMA PRO cannot guarantee that any release or other Content will be accepted, published or continuously made available by any particular DSP.
8.4 DSPs or distribution partners may, in particular, reject, suspend, demonetize or remove Content or delay its delivery.
8.5 KAMA PRO shall not be liable for decisions or measures taken by DSPs or distribution partners unless caused by KAMA PRO’s own fault.
9. Revenues and Accounting
9.1 DSPs and distribution partners may remit revenues resulting from the use or monetization of Content in aggregated payments to KAMA PRO or to a distribution partner used by KAMA PRO.
9.2 Such payments may include revenues attributable to multiple Users, Content items, releases, territories, DSPs and accounting periods.
9.3 KAMA PRO allocates the revenues reported by distribution partners and DSPs to the relevant user accounts and Content based on the accounting, usage and metadata available.
9.4 The reports and accounting data made available by the relevant DSPs and distribution partners shall generally form the basis of such allocation and accounting.
9.5 Delays, subsequent corrections or changes to accounting data by DSPs or distribution partners may result in corresponding delays or corrections by KAMA PRO.
9.6 KAMA PRO is not required to pre-finance amounts that have not yet been reported or paid by a DSP or distribution partner.
10. KAMA PRO Commission and Other Fees
10.1 KAMA PRO receives the commission stated in the relevant pricing plan, offer or user account for its distribution, platform, administration and accounting services (“KAMA PRO Commission”).
10.2 The KAMA PRO Commission may be structured as a percentage of the revenues allocated to the User, as a fixed fee, or as a combination of different fees.
10.3 The KAMA PRO Commission constitutes the remuneration for the services provided by KAMA PRO to the User.
10.4 KAMA PRO may deduct the agreed Commission and any other agreed fees directly from the amount allocated to the User during the accounting process.
11. Artist Share
11.1 “Artist Share” means the amount allocated to the relevant User based on the accounting data provided by DSPs and distribution partners after deduction of the agreed KAMA PRO Commission and any permitted fees, chargebacks, corrections, reserves and legally required deductions.
11.2 The Artist Share will be credited to the User’s account and made available for payout in accordance with these Terms.
11.3 Crediting an Artist Share requires that the underlying accounting data is available and can be clearly allocated to the relevant User.
11.4 KAMA PRO does not acquire any rights in the underlying Content as a result of receiving, allocating, crediting or paying out an Artist Share.
11.5 The economic remuneration received by KAMA PRO for its own services consists of the agreed KAMA PRO Commission and any separately agreed fees.
12. Payouts
12.1 Payouts are made in accordance with the payout cycles and minimum payout thresholds stated on the platform or in the relevant pricing plan.
12.2 A payout requires, in particular, that the underlying revenues have actually been accounted for and that the information required for allocation is available.
12.3 KAMA PRO may withhold payouts for as long as required identity, tax, banking, rights or other compliance information remains outstanding.
12.4 The User is responsible for providing complete and accurate bank or payment details.
12.5 Costs charged by banks, payment providers, currency conversion providers or similar service providers may be deducted from the payout amount where agreed or legally permissible.
12.6 Failed or misdirected payouts caused by incorrect payment details provided by the User shall not be borne by KAMA PRO unless KAMA PRO is at fault.
13. Corrections, Chargebacks and Negative Balances
13.1 DSPs and distribution partners may subsequently correct revenues that have already been reported or paid.
13.2 This applies in particular to refunds, chargebacks, fraud deductions, accounting errors, manipulation, rights infringements or subsequent corrections to streaming or usage data.
13.3 KAMA PRO may allocate such corrections to the relevant user account and offset them against existing or future Artist Shares.
13.4 Any resulting negative balance may be offset against future revenues.
13.5 Where the User has already received amounts that are subsequently lawfully reclaimed by a DSP or distribution partner, KAMA PRO may reclaim the corresponding amount from the User or offset it against future balances.
14. Taxes and Tax Information
14.1 Each User is generally responsible for properly declaring and paying taxes on amounts allocated and paid to the User in accordance with the tax laws applicable to the User.
14.2 The User must provide KAMA PRO with all information and documentation required for KAMA PRO to comply with its own statutory tax, reporting, documentation, withholding or remittance obligations.
14.3 KAMA PRO may request, in particular, information and evidence concerning the User’s legal name or company name, address, tax residence, legal form, tax identification number and, where applicable, tax residence certificates or comparable documentation.
14.4 KAMA PRO may, and where required by law shall, withhold legally required taxes or charges from payouts and remit them to the competent authorities.
14.5 Where the User is entitled to a reduced or zero rate of withholding tax under a double taxation treaty, exemption procedure, relief procedure or other applicable legal provision, KAMA PRO may require the relevant supporting documents before applying such treatment.
14.6 The User must notify KAMA PRO without undue delay of any change to the User’s tax residence or any other information relevant to the User’s tax treatment.
15. Artificial Streaming, Fraud and Manipulation
15.1 Any manipulation of streaming, download, view, click, usage or accounting data is prohibited.
15.2 Prohibited conduct includes, in particular, artificially generated streams, bots, click farming, stream farming, automated plays, incentivized streaming, purchased plays and any other method used to artificially influence usage figures.
15.3 The User may not engage service providers where it is apparent, or reasonably should be apparent, that such service providers generate artificial or otherwise non-compliant usage.
15.4 The User must reasonably cooperate with KAMA PRO in investigating any substantiated suspicion of fraud or manipulation.
16. Measures in Cases of Fraud, Manipulation and Other Violations
16.1 Where there is a substantiated suspicion of fraud, manipulation, infringement of rights or another material violation, KAMA PRO may temporarily suspend affected Content, suspend distribution, initiate takedowns and reasonably withhold payouts.
16.2 KAMA PRO may require the User to provide appropriate evidence concerning chain of title, identity, the source of certain usage or other information required to clarify the matter.
16.3 Amounts that a DSP or distribution partner does not pay, cancels, reclaims or offsets due to fraud, manipulation, rights infringement or other violations do not give rise to a payout claim by the User against KAMA PRO.
16.4 KAMA PRO may offset corresponding charges against existing or future balances of the User.
16.5 In the event of serious or repeated violations, KAMA PRO may suspend the User’s account or terminate the contractual relationship for cause.
17. Rights Claims and Takedowns
17.1 Where KAMA PRO or a distribution partner receives a complaint regarding a potential infringement of rights, KAMA PRO may suspend the affected Content, pause distribution or arrange for its removal until the matter has been resolved.
17.2 The User must provide appropriate evidence of the User’s rights upon request.
17.3 KAMA PRO may reasonably withhold payouts to the extent necessary to secure specific repayment claims, damages claims or other risks relating to a rights complaint.
17.4 Users may request takedowns of their Content in accordance with the procedure provided by KAMA PRO.
17.5 Actual removal by DSPs may be delayed due to technical or contractual processing times.
18. Optional Marketing and Additional Services
18.1 KAMA PRO may offer additional services such as marketing, promotion, consulting, content services or other services.
18.2 Such services are provided only upon separate engagement.
18.3 Unless expressly agreed otherwise, no particular commercial or artistic result is guaranteed.
19. Platform Availability
19.1 KAMA PRO uses reasonable efforts to maintain appropriate technical availability of the platform.
19.2 Continuous and uninterrupted availability cannot be guaranteed.
19.3 Maintenance, security measures, technical faults and outages or restrictions affecting hosting, payment, distribution or other third-party providers may result in temporary limitations.
19.4 KAMA PRO may modify platform functions for technical, security-related, legal or objectively justified commercial reasons, provided that the legitimate interests of Users are appropriately taken into account.
20. Term and Termination
20.1 Unless a pricing plan or individual agreement provides for a different term, the contractual relationship continues for an indefinite period.
20.2 The User may terminate the contract in accordance with the termination rules stated on the platform or in the applicable pricing plan.
20.3 KAMA PRO may terminate the contract subject to reasonable notice.
20.4 The right of either party to terminate for cause remains unaffected.
20.5 Cause may exist in particular in the event of serious rights infringements, fraud, manipulation, false identity information, repeated DSP violations, material payment defaults or other material contractual breaches.
21. Consequences of Termination
21.1 Following termination of the distribution relationship, KAMA PRO will arrange for the removal or transfer of the relevant Content from distribution to the extent technically and contractually possible.
21.2 Revenues generated before termination but reported later by DSPs or distribution partners will continue to be processed in accordance with these Terms.
21.3 Existing chargebacks, negative balances and other legitimate counterclaims may continue to be offset after termination.
21.4 Removal of Content from DSPs may take a certain amount of processing time even after termination.
21.5 Provisions which by their nature are intended to survive termination shall remain in force.
22. Intellectual Property of KAMA PRO
22.1 All rights in the KAMA PRO platform, software, database structure, designs, trademarks, logos and other proprietary content remain with KAMA PRO or the respective licensors.
22.2 The User receives only such rights of use as are necessary for the contractual use of the platform.
22.3 Reproduction, modification, distribution, making available to the public or other use beyond the intended use of the platform is prohibited without prior consent from KAMA PRO, unless otherwise permitted by law.
23. Indemnification
23.1 To the extent permitted by law, the User shall indemnify KAMA PRO against justified third-party claims arising from Content, information or conduct provided or caused by the User that infringes third-party rights or breaches the User’s contractual representations and warranties.
23.2 The indemnification includes reasonable and necessary legal defense costs.
23.3 KAMA PRO shall inform the User of corresponding claims and, where reasonably practicable, provide the User with an opportunity to participate in the defense.
24. Liability
24.1 KAMA PRO shall have unlimited liability in cases of intent and gross negligence and for damages resulting from injury to life, body or health.
24.2 In cases of a slightly negligent breach of a material contractual obligation, KAMA PRO’s liability shall be limited to the foreseeable damage typical for the contract.
24.3 Material contractual obligations are obligations whose fulfillment is essential for the proper performance of the contract and on whose compliance the User may regularly rely.
24.4 In all other respects, liability for slight negligence is excluded to the extent permitted by law.
24.5 Mandatory statutory liability provisions remain unaffected.
25. Data Protection
25.1 Personal data is processed in accordance with applicable data protection laws and KAMA PRO’s privacy policy.
25.2 Where necessary for contractual performance, personal data may be transferred to distribution partners, DSPs, payment providers, identity verification providers, hosting providers and other service providers used by KAMA PRO.
26. Amendments to These Terms
26.1 KAMA PRO may amend these Terms where there is an objective reason to do so, including changes to the services offered, technical processes, legal requirements or requirements imposed by DSPs or distribution partners.
26.2 Amendments will be communicated to the User in an appropriate manner.
26.3 Where required by law, the User’s consent will be obtained before an amendment takes effect.
26.4 Amendments that materially alter the contractual balance to the detriment of the User shall not be deemed accepted solely by continued use where applicable law requires express consent.
27. Communications
27.1 Contract-related notices may be sent electronically, in particular by email or through the User’s account.
27.2 The User is responsible for keeping the User’s contact information up to date.
27.3 Notices shall be deemed received when sent to the most recently provided email address or made available in the User account, to the extent legally permissible.
28. Governing Law and Jurisdiction
28.1 These Terms are governed by the laws of the Federal Republic of Germany, excluding the United Nations Convention on Contracts for the International Sale of Goods (CISG).
28.2 Where the User is a consumer, any mandatory consumer protection provisions of the country of the User’s habitual residence shall remain unaffected by the choice of law to the extent required by law.
28.3 To the extent legally permissible, the place of jurisdiction for disputes arising out of or in connection with the contractual relationship shall be KAMA PRO’s registered place of business.
29. Final Provisions
29.1 If any provision of these Terms is or becomes wholly or partially invalid or unenforceable, the validity of the remaining provisions shall remain unaffected.
29.2 Any invalid or unenforceable provision shall be replaced by the applicable statutory provisions.
29.3 Side agreements and individual contractual arrangements remain unaffected.
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