Effective Date: December 22, 2020
These Producer-Specific Terms (“Producer Terms”) are incorporated by reference into the End User License Agreement and Terms of Service (“EULA”) available at lum.fm/terms. These Producer-Specific Terms are between Live Undiscovered Music, Inc. (“LÜM”) and you, an individual user (“you”), and govern your activities as a Producer on the Service. Capitalized terms used but not defined in these Producer Terms have the meanings given to them in the EULA.
BY POSTING A BEAT TO THE SERVICE, YOU AGREE THAT YOU HAVE READ, UNDERSTOOD AND AGREE TO BE BOUND BY THE EULA AND THESE PRODUCER TERMS. IF YOU DO NOT AGREE TO THE TERMS OF THE EULA AND THESE PRODUCER TERMS, THEN YOU MAY NOT POST ANY BEATS TO THE SERVICE.
1 - License Agreement
The licensing of your Beats will be governed by a license agreement (the “License Agreement”) to be entered into between you and another user of the Service (the “Licensee”). If a Licensee accepts the terms of a License Agreement, then you are bound to the terms of that License Agreement for the Term of such License Agreement and such terms cannot be modified with respect to that Licensee for the applicable Beat absent mutual agreement between you and the Licensee. However, you are free to modify the terms of future License Agreements for a specific Beat, and nothing obligates you to provide identical terms to different Licensees.
2 - Representations and Warranties
You represent and warrant to LÜM that: (i) you own or control the rights in and to the Beat and that the Beat contains only original material; (ii) you have all necessary rights and authority to grant the rights, permissions and authorizations contained in the EULA and each License Agreement you enter into on behalf of yourself and any other third parties whose rights are administered by you; (iii) the use of the Beat as authorized in each License Agreement you enter into will not violate or infringe the intellectual property or other protected rights of third parties; and (iv) LÜM and each Licensee who is a party to a License Agreement entered into with you will not be required to obtain any other authorizations, consents, licenses, or permissions from or make any payments to any third party, for the exercise of the rights granted in the EULA, these Producer Terms or the License Agreement.
3 - Indemnification
- You will defend, indemnify and hold LÜM, its officers, directors, employees, and agents, harmless from and against all claims, demands, liabilities, causes of action, costs and expenses (including reasonable out-of-pocket attorneys’ fees) arising out of or related to your breach or alleged breach of your representations and warranties in Section 2, any claim by a Licensee arising from the License Agreement entered into between you and the Licensee, or any use or exploitation of a Beat as authorized in the EULA or a License Agreement.
- You will defend, indemnify and hold a Licensee who is a party to a License Agreement with you harmless from and against all claims, demands, liabilities, causes of action, costs and expenses (including reasonable out-of-pocket attorneys’ fees) arising out of or related to your breach or alleged breach of your representations and warranties in Section 2, any claim by a Licensee arising from the License Agreement entered into between you and the Licensee, or any use or exploitation of a Beat by a Licensee as authorized in a License Agreement entered into by you and such Licensee.