Terms of Service

Please read Section 15. It requires most disputes to be resolved by individual arbitration and waives class actions, unless you opt out within 30 days.

1. Acceptance

These Terms of Service ("Terms") are an agreement between you and Overland Music Group LLC, a Delaware limited liability company ("Overland," "we," "us"). They govern your use of overlandmusicgroup.com, app.overlandmusicgroup.com and our client portal (the "Services"). By creating an account or using the Services, you agree to these Terms and acknowledge our Privacy Policy. If you use the Services for a company, label or artist, you confirm you have authority to bind that party, and "you" includes it.

2. Eligibility

You must be at least 18 and able to form a binding contract. If an artist is under 18, a parent or legal guardian must create and manage the account and accepts these Terms on the minor's behalf. You may not use the Services if you are barred from doing so under U.S. law, including sanctions laws.

3. Accounts and security

You must give accurate information and keep it current. Keep your password confidential and do not share your account. You are responsible for activity under your account unless it results from our failure to secure the Services. Tell us promptly at legal@overlandmusicgroup.com if you suspect unauthorized access. We may require additional verification before granting access to statements or payment features.

4. Relationship to your artist agreement

Using the Services does not create a distribution, license, recording, management or services relationship. That relationship exists only under a separate written agreement signed by you and Overland (your "Artist Agreement"). If these Terms conflict with your Artist Agreement, the Artist Agreement controls. Submitting an inquiry or materials through "Get in touch" does not obligate either party to sign an agreement.

5. Statements, reports and data

The portal may show royalty statements, recoupment balances, advance and payment history, streaming and sales data, and marketing reports. This information comes from distribution partners, digital service providers and our own accounting. It is provided for your convenience and may be revised as partners restate or correct their reports. The binding accounting is the statement issued under your Artist Agreement, and your audit and objection rights are those stated in that agreement. Forecasts, trend data and audience analytics are estimates, not guarantees of future income.

6. Payments

We make payments due under your Artist Agreement through a third-party payment provider, Trolley. To receive payments you must complete the provider's onboarding, including identity verification and tax forms, and you agree to Trolley's terms of service. We are not responsible for delays caused by incomplete or inaccurate payment or tax information you provide, or by the provider's or your bank's processing. We may withhold amounts where required by law, including tax withholding, or where your Artist Agreement allows.

7. Acceptable use

You agree not to:

• upload or deliver recordings, artwork, metadata or other material you do not own or have the rights to use;
• submit false or misleading metadata, credits, splits or ownership claims;
• use bots, scripts, paid or artificial streams, or any other means to manipulate streams, plays, charts or royalties;
• access accounts, statements or data that are not yours, or probe, scan or test the Services' security without our written permission;
• scrape, copy or resell data from the Services, or use it to build a competing product;
• upload malware or interfere with the Services' operation; or
• use the Services in violation of law or the rights of others.

If we reasonably believe you have violated this section, we may remove material, suspend access, or take the other steps your Artist Agreement allows.

8. Your content

You keep ownership of the recordings, artwork, photos, metadata and other material you submit ("Your Content"). You grant Overland a non-exclusive, worldwide, royalty-free license to host, store, copy, process and display Your Content only as needed to operate the Services for you and to perform your Artist Agreement. Any broader rights to exploit Your Content come only from your Artist Agreement. You confirm that you have the rights needed to grant this license and that Your Content does not infringe anyone's rights.

9. Overland's intellectual property

The Services, including their software, design, text, logos and the "Overland" name and marks, belong to Overland or its licensors. We give you a limited, revocable, non-transferable right to use the Services for their intended purpose while these Terms are in effect. No other rights are granted. If you send us feedback or suggestions, we may use them without obligation to you.

10. Copyright complaints

We respond to notices of alleged copyright infringement under the Digital Millennium Copyright Act. Send notices to our designated agent: Ben Patterson, Overland Music Group LLC, 2999 Overland Ave, Suite 123, Los Angeles, CA 90064, legal@overlandmusicgroup.com, (310) 997-0675. A notice must include the information required by 17 U.S.C. §512(c)(3). We may disable access to material and terminate the accounts of repeat infringers.

11. Confidentiality

Statements, deal terms, financial data and other non-public information in the portal are confidential. Use them only to manage your own business and share them only with your advisers, managers and representatives who need them and are bound to keep them confidential. Your Artist Agreement's confidentiality terms also apply.

12. Third-party services

The Services link to or rely on third-party services, such as digital service providers, social platforms, analytics providers and our payment provider. We do not control them and are not responsible for their content, availability or practices. Your use of them is governed by their own terms.

13. Disclaimers

The Services are provided "as is" and "as available." To the extent the law allows, we disclaim all implied warranties, including merchantability, fitness for a particular purpose, title and non-infringement. We do not promise that the Services will be uninterrupted, error-free or secure, or that data from third parties is complete or accurate. Nothing in this section limits warranties we give in your Artist Agreement.

14. Limitation of liability and indemnity

To the extent the law allows, Overland is not liable for indirect, incidental, special, consequential or punitive damages, or for lost profits, revenue or data, arising from your use of the Services. Our total liability for claims arising from the Services is limited to $100. This section does not limit our payment or accounting obligations under your Artist Agreement, or liability that cannot be limited by law, including for fraud, gross negligence or willful misconduct.

You will defend and indemnify Overland and its officers, employees and agents against third-party claims arising from Your Content, your breach of these Terms, or your violation of law or another person's rights.

15. Dispute resolution and arbitration

Informal resolution. Before starting a claim, send a written description of the dispute to legal@overlandmusicgroup.com. Both sides will try in good faith to resolve it within 60 days.

Binding arbitration. If the dispute is not resolved, it will be decided by final, binding arbitration administered by JAMS under its Streamlined Arbitration Rules, before one arbitrator, in Los Angeles County, California, or by video. The Federal Arbitration Act governs this section. The arbitrator decides questions of arbitrability, except that a court decides the enforceability of the class waiver below.

Exceptions. Either party may bring an individual claim in small claims court, or seek an injunction in court to stop infringement or misuse of intellectual property or confidential information. Disputes under your Artist Agreement follow that agreement's dispute terms. Nothing in this section waives your right to seek public injunctive relief where California law does not allow that right to be waived; such a claim will be stayed until the arbitration of any individual claims is complete.

Class waiver. Claims may be brought only individually, not as a plaintiff or class member in any class, collective or representative proceeding. If this waiver is found unenforceable for a claim, that claim goes to court, not arbitration.

Opt-out. You may opt out of this section by emailing legal@overlandmusicgroup.com within 30 days of first accepting these Terms, with your name, account email and a statement that you opt out of arbitration.

16. Governing law and venue

California law governs these Terms, without regard to conflict-of-law rules. Any matter not subject to arbitration will be heard in the state or federal courts in Los Angeles County, California, and both parties consent to their jurisdiction.

17. Termination

You may close your account at any time by contacting us. We may suspend or end your access if you breach these Terms, if required by law, or when your Artist Agreement ends, subject to any access rights that agreement gives you. Where practical, we will give notice and a reasonable chance to download your statements first. Sections 5, 8 (as to claims about Your Content), 9, 11 and 13 through 18 survive termination.

18. General

We may change these Terms by posting the updated version and changing the "Last updated" date. For material changes, we will notify account holders by email or in the portal at least 30 days before they take effect. Continued use after that date means you accept the change. These Terms, the Privacy Policy and your Artist Agreement are the entire agreement on their subject. If any provision is unenforceable, the rest remains in effect. Our failure to enforce a provision is not a waiver. You may not assign these Terms without our consent; we may assign them to a successor. If we provide a translation of these Terms, the English version controls where the two differ.

19. Notice to California users

Under California Civil Code §1789.3, California users are entitled to this notice. The Services are provided by Overland Music Group LLC, 2999 Overland Ave, Suite 123, Los Angeles, CA 90064, (310) 997-0675. We do not charge a fee to use the website or portal; fees for our services are set out in your Artist Agreement. To resolve a complaint or get more information, contact us at legal@overlandmusicgroup.com. You may also contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by phone at (800) 952-5210.

20. Contact

Overland Music Group LLC
2999 Overland Ave, Suite 123, Los Angeles, CA 90064
legal@overlandmusicgroup.com · (310) 997-0675