The Platform Host and its service providers grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable right to access and make use of the Platform and the Platform Services. The right granted to you does not include any license or permission to use the Platform Service or any part thereof for the benefit of any third party, or to resell or make any derivative use of the Platform or any Platform Service or any part thereof.

All rights not expressly granted to you in these Terms of Use, the Distributions Conditions and the Publishing Conditions are reserved and retained by the Platform Host or its licensors, suppliers, publishers, rights holders, or other content providers.

You may not misuse the Platform or the Platform Services. You may use the Platform Services only as permitted by the Terms of Use, the Distribution Conditions and the Publishing Conditions and in accordance with all applicable laws. Without limiting any other rights the Platform Host has at law and under these Terms of Use, the Distribution Conditions and the Publishing Conditions, the access and use rights granted by the Platform Host under these Terms of Use terminate if you do not comply with this Section 5.

For the purposes of these Terms of Use, your account (“Account”) means the account you use to access and/or use any Platform Service.

You may need your own Account to use certain Platform Services, and you may be required to be logged into your Account and have a valid payment method associated with it. Your Account is not a data storage facility for Record Releases, Composition Releases, Marketing Materials, Metadata (as those terms are defined in the Distribution Conditions and Publishing Conditions) or other information that you may wish to retain. The Platform Host reserves the right to delete any Record Releases, Composition Releases, Marketing Materials and/or Metadata at any time without notice.

You are responsible for maintaining the confidentiality of your Account and password. Except to the extent caused by the Platform Host’s breach of these Terms of Use, you are responsible for all activities that occur under your Account regardless of whether the activities are authorised by you or undertaken by you, and the Platform Host is not responsible for unauthorised access to or use of your password or your Account. You should take all necessary steps to ensure that your password is kept confidential and secure and should inform the Platform Host immediately if you have any reason to believe that your password has become known to anyone else, or if your password is being, or is likely to be used in an unauthorised manner. You must ensure that the details you provide to the Platform Host are correct and complete as well as inform the Platform Host of any changes.

If the Platform Host has any concerns with your Account, or activity relating to your Account, or if you are in breach of applicable laws, these Terms of Use, the Distribution Conditions or the Publishing Conditions, the Platform Host reserves the right to take action, including without limitation by:

The action the Platform Host elects to take, any notice you may receive and any opportunity to rectify will vary depending on the Platform Service, the circumstances and the Platform Host’s reasonable assessment of relevant factors. Any action taken in accordance with (a)-(b) above may, result in suspension or termination of other Platform Services.

At any time, you may, in accordance with these Terms of Use, the Distribution Conditions and the Publishing Conditions cease using any Platform Service, terminate your Account or any Platform Service.

The Platform may contain links to other websites (“Linked Sites”), which are not operated by the Platform Host. the Platform Host has no control over the Linked Sites and accepts no responsibility for them or for any loss or damage that may arise from your use of the Linked Sites. Your use of the Linked Sites will be subject to the terms of use and service contained within each such Linked Sites (if any).

The Platform Host’s privacy policy, which sets out how the Platform Host will use your information, can be found at https://www.gyrostream.com/legal/privacy-policy. By using the Platform, you consent to the privacy policy and warrant that all data provided by you is accurate.

Access to the Platform is provided to you on the basis that you must not misuse the Platform. Accordingly, you must not do any of the following:

You acknowledge that breaching this prohibitions clause may constitute a criminal offence and, if breached, the Platform Host may report any such breach to the relevant law enforcement authorities or other affected parties and disclose your identity to them.

The Platform Host will not be liable for any loss or damage caused by a distributed denial-of-service attack, viruses or other technologically harmful material that may infect your computer equipment, computer programs, data or other proprietary material due to your use of the Platform or to your downloading of any material posted on it, or on any Linked Sites.

To the extent permitted by law, you indemnify, release and hold harmless the Platform Host from and against any damage, loss (including reasonable legal costs and expenses) or liability suffered, or incurred by, or arising from, or in connection with a breach by you of the prohibitions contained in this clause 5. You agree to reimburse the Platform Host on demand at any time with respect to any damages, loss, liability or claim or payment to which the foregoing indemnity applies and the Platform Host may withhold sums due to you under these Terms of Use, the Distribution Conditions or the Publishing Conditions in an amount reasonably consistent with the Platform Host’s likely liability under such claim for which you would be responsible.

The intellectual property rights in all software, the Platform Services and the Platform made available to you on or through the Platform remain the property of the Platform Host or its licensors and are protected by intellectual property laws and treaties around the world. the Platform Host and its licensor (where appropriate) reserve all such rights. You may store, print and display the content supplied solely for your own personal use. You are not permitted to publish, manipulate, distribute or otherwise reproduce, in any format, any of the content or copies of the content supplied to you or which appears on the Platform nor may you use any such content in connection with any business or commercial enterprise without the Platform Host’s consent.

The Platform Host provides the Platform and the Platform Service on an “as is” and “as available” basis and does not represent or warrant that the Platform or the Platform Service will be free from interruptions, be free from inaccuracies or errors, be free of viruses or other harmful components, meet your requirements or operate in the confirmation or with the hardware or software that you use.

The Platform Host makes no representations or warranties other than those made expressly in these Terms of Use, the Distribution Conditions and the Publishing Conditions and, to the extent permitted by law, hereby expressly disclaims any and all warranties, including (without limitation) warranties of fitness for a particular purpose.

The Platform Host will not be responsible for: (i) losses arising from the unavailability of, or your inability to use the Platform or any Platform Service, (ii) losses that are not directly caused by any breach on the Platform Host’s part; (iii) any business loss, loss of sales, profits, revenue, contracts, anticipated savings, data, goodwill or wasted expenditure; (iv) any indirect or consequential losses including (without limitation) losses arising out of the cost of replacement, or recovery or recoupment of any investment made by you in connection with these Terms of Use, the Distribution Conditions and the Publishing Conditions, even if the Platform Host has been advised of the possibility of such costs or damages; or (v) any delay or failure to comply with the Platform Host’s obligations under these Terms of Use, the Distribution Conditions and the Publishing Conditions if the delay or failure arises from any cause which is beyond the Platform Host’s reasonable control.

To the extent permitted by law, the Platform Host’s liability in connection with the Platform and any Platform Services is limited at the Platform Host’s option to either:

You may link to our home page, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval or endorsement on the Platform Host’s part where none exists. You must not establish a link from any website that is not owned by you. The Platform must not be framed on any other site. The Platform Host reserves the right to withdraw linking permission without notice.

Except where expressly stated to the contrary all persons (including their names and images), third-party trademarks and content, services and/or locations featured on the Platform are in no way associated, linked or affiliated with the Platform Host and you should not rely on the existence of such a connection or affiliation. Any trademarks/names featured on the Platform are owned by the respective trademark owners. Where a trademark or brand name is referred to it is used solely to describe or identify the products and services and is in no way an assertion that such products or services are endorsed by or connected to the Platform Host.

The Platform Host reserves the right in its absolute discretion at any time and without notice to amend, remove or vary the Terms of Use, the Distribution Conditions, the Publishing Conditions, the Platform and/or the Platform Services.

When you use the Platform of any Platform Service, you are communicating with the Platform Host electronically. The Platform Host will communicate with you electronically in a variety of ways, such as by e-mail or communications on the Platform. You consent to receive communications from the Platform Host electronically and agree that communications that the Platform Host provide to you electronically satisfy any legal requirement that such communications be in writing.

The laws of the State of Queensland govern these Terms of Use and any dispute of any sort that might arise between the parties. Any dispute relating in any way to these Terms of Use will only be adjudicated in the courts of the State of Queensland. Each party consents to the exclusive jurisdiction and venue in these courts.

If any part of the Terms of Use is unenforceable (including any provision in which we exclude our liability to you) the enforceability of any other part of the Terms of Use will not be affected and all other clauses remain in full force and effect. So far as possible where any clause/subclause or part of a clause/subclause can be severed to render the remaining part valid, the clause must be interpreted accordingly. Alternatively, you agree that the clause must be rectified and interpreted in such a way that closely resembles the original meaning of the clause/subclause as is permitted by law.

The Platform Host operates a complaints handling procedure which we will use to try to resolve disputes when they first arise, please let us know if you have any complaints or comments. Complaints should be sent to support@gyrostream.com.

Dated: 25 September 2024

If you create an Account on the Platform and comply with these Distribution Conditions, then you may access the Digital Distribution Service from time to time.

You appoint the Distributor and its Service Providers as your non-exclusive agent within the Distribution Territory and grant the Distributor and its Service Providers an irrevocable, non-exclusive, sublicensable licence within the Distribution Territory to:

You grant to the Distributor and its Service Providers the right to do all things necessary and convenient within the Distribution Territory to provide the Digital Distribution Service, including (without limitation):

The Distributor will obtain your prior written consent in respect of each of the following:

The Distributor shall not be responsible for administering mechanical licensing on your behalf. You will be responsible for obtaining and paying for mechanical, public performance or other clearances and licences from rights holders of the musical composition as embodied in a Record Release which are necessary for the exploitation of the Record Release.

You authorise the Distributor and its Service Providers to:

You acknowledge and agree that:

The following Record Releases are prohibited from the Digital Distribution Service:

The following Record Releases may be rejected from the Digital Distribution Service:

If the Distributor has reason to suspect that any Record Release Delivered to the Distributor by you may constitute a breach of any of (a)-(d) above, then the Distributor may immediately and without notice remove the Record Release from the Digital Distribution Service.

The Distributor reserves the absolute right to remove from the Digital Distribution Service any Record Release, Marketing Materials or Metadata Delivered to the Distributor for any reason whatsoever immediately without notice.

You represent and warrant to the Distributor and each of its Service Providers that:

Each above representation and warranty is a separate representation and warranty, without its scope or meaning being limited or governed by any other. You acknowledge that the Distributor will provide the Digital Distribution Service in reliance on the above representations and warranties.

You authorise and consent to the Distributor engaging any sub-agent, sub-contract or other third-party provider to perform any of its obligations or exercise any of its rights under these Distribution Conditions.

You or the Distributor may at any time for any reason immediately terminate your use of the Digital Distribution Services by giving written notice to the other party.

You acknowledge and agree that Distribution Income derived during your use of the Digital Distribution Service may be collected by the Distributor after the termination of your use of the Digital Distribution Service. Accordingly, notwithstanding the termination of the Digital Distribution Service for any reason, the authority granted by you under clauses 3.1(b) and 4 will survive until all Distribution Income derived during your use of the Digital Distribution Service has been collected and distributed.

To the extent permitted by Law, you indemnify, release and hold harmless the Distributor and its Service Providers from and against any damage, loss (including reasonable legal costs and expenses) or liability suffered or incurred by or arising from or in connection with:

You agree to reimburse the Distributor and/or its Service Providers on demand at any time with respect to any damages, loss, liability or claim or payment to which the foregoing indemnity applies and the Distributor and/or its Service Providers may withhold sums due to you under these Distribution Conditions in an amount reasonably consistent with the Distributor’s and/or its Service Providers’ likely liability under such claim for which you would be responsible.

The Distributor provides the Digital Distribution Service on an “as is” and “as available” basis and does not represent or warrant that the Digital Distribution Service will be free from interruptions, be free from inaccuracies or errors, be free of viruses or other harmful components, meet your requirements or operate in the confirmation or with the hardware or software that you use.

The Distributor makes no representations or warranties other than those made expressly in these Distribution Conditions and, to the extent permitted by law, hereby expressly disclaims any and all warranties, including (without limitation) warranties of fitness for a particular purpose.

To the extent permitted by Law, the Distributor’s liability is limited (at the Distributor’s option) to either resupplying the Digital Distribution Service or paying the cost of resupplying the Digital Distribution Service.

The Distributor will not be responsible for:

To the extent permitted by Law, neither the Distributor nor its Service Providers are liable to you for any infringement of your Intellectual Property Rights in any Record Release by any third party.

The following definitions apply in these Distribution Conditions unless the context otherwise requires:

Account means the online account opened by you to access the Platform.

Average Bank Retail Spot Rate means the average of the retail foreign spot exchange rates offered by the Commonwealth Bank of Australia, the National Australia Bank Limited, Westpac Banking Corporation and the Australia and New Zealand Banking Group Limited at a singular point in time.

Business Day means between the hours of 7:00 am and 7:00 pm AEST on a day that is not a Saturday, Sunday or public holiday in Brisbane in the State of Queensland.

Digital Distribution Service means the digital distribution of Record Releases by distributing a Record Release through a Digital Service Provider that will make the Record Release available to End Users via downloading and streaming services.

Digital Service Providers means music downloading and streaming services and organisations that make Record Releases available to End Users.

Distribution Charges means the distribution charges specified in clause 3.2 as amended from time to time.

Distribution Territory means territory nominated by you to the Distributor (provided that if you fail to nominate a territory, then you shall be deemed to have selected the entire world).

Deliver means the upload or introduction of a Record Release to the Platform or otherwise where such Record Releases have been actually received by the Distributor via such delivery method as reasonably required by the Distributor and otherwise in accordance with the Distributor’s submission requirements consisting of the guidelines and technical requirements in effect at the time of Delivery and as updated from time to time.

End User means any person who accesses a Record Release through a Digital Service Provider in an online format for their personal use.

Intellectual Property Rights means intellectual property rights conferred on a party or recognised at law in any territory throughout the world including any rights associated with copyright, trademarks, business names, patents, innovation concepts, semiconductor rights, formulae, trade secrets, methods, inventions and any other results of intellectual activity in any field of industry or endeavour, whether or not registered or registerable and includes any right to register those rights, whether created before or after the date of these Distribution Conditions.

Distribution Income means all royalties and other revenue collected by the Distributor or its Service Providers on your behalf in connection with clause 2 of these Distribution Conditions.

Law means, with reference to any applicable jurisdiction, any statute, regulation, bylaw or a provision of a statute, regulation, or bylaw and includes, without limitation, any statutory rule, or ruling by a statutory body.

Marketing Materials means any applicable artwork, biographies, likeness, photographs, production parts, bonus video content/tracks and any other marketing materials, sound recordings and audio-visual recordings otherwise created in connection with the promotion, marketing and/or exploitation of a Record Release.

Metadata means the digital information conveying information regarding any Record Release including (without limitation) the artist's names, songwriters’ details, biographies, the title of the Record Release, descriptions of the Record Release, lyrics, pricing information, concert information, music genre and other information.

Net Distribution Receipts means the balance of all Distribution Income received by the Distributor on your behalf after deduction of any:

Record Release means a music sound recording or music video recording including:

Service Providers means any third-party provider or sub-agent that is directly or indirectly engaged by the Distributor for you or on your behalf in connection with these Distribution Terms, including (without limitation) Digital Service Providers.

Streaming Fraud means engaging in activities that fraudulently, artificially or abnormally increase, manipulate or distort the volume of streaming or downloading of a Record Release including (without limitation) through the use of bots, click-farms, imposters, hacked accounts, and fake profiles.

If you create an Account on the Platform and comply with these Publishing Conditions, then you may access the Publishing Service from time to time.

You appoint the Publisher and its Service Providers as your non-exclusive agent within the Publishing Territory and grant the Publisher and its Service Providers an irrevocable, non-exclusive, sublicensable licence within the Publishing Territory to:

You grant to the Publisher and its Service Providers the right to do all things necessary and convenient within the Publishing Territory to provide the Publishing Service to you, including (without limitation):

The Publisher will obtain your prior written consent in respect of each of the following:

You authorise the Publisher and its Service Providers to:

You acknowledge and agree that:

The following Composition Releases are prohibited from the Publishing Service:

The following Composition Releases may be rejected from the Publishing Service:

If the Publisher has reason to suspect that any Composition Release Delivered to the Publisher by you may constitute a breach of any of (a)-(d) above, then the Publisher may immediately and without notice remove the Composition Release from the Publishing Service.

The Publisher reserves the absolute right to remove from the Publishing Service any Composition Release, Marketing Materials or Metadata Delivered to the Publisher by you for any reason whatsoever immediately without notice.

You represent and warrant to the Publisher and each of its Service Providers that:

You authorise and consent to the Distributor engaging any sub-agent, sub-contract or other third-party provider to perform any of its obligations or exercise any of its rights under these Publishing Conditions

You acknowledge and agree that Publishing Income derived during your use of the Publishing Service may be collected by the Publisher after the termination of your use of the Publishing Service. Accordingly, notwithstanding the termination of the Publishing Service for any reason, the authority granted by you under clauses 2.1(c) and 3 will survive until all Publishing Income derived during your use of the Publishing Service has been collected and distributed.

To the extent permitted by Law, you indemnify, release and hold harmless the Publisher and its Service Providers from and against any damage, loss (including reasonable legal costs and expenses) or liability suffered or incurred by or arising from or in connection with:

The Publisher provides the Publishing Service on an “as is” and “as available” basis and does not represent or warrant that the Publishing Service will be free from interruptions, be free from inaccuracies or errors, be free of viruses or other harmful components, meet your requirements or operate in the confirmation or with the hardware or software that you use.

The Publisher makes no representations or warranties other than those made expressly in these Publishing Conditions and, to the extent permitted by law, hereby expressly disclaims any and all warranties, including (without limitation) warranties of fitness for a particular purpose.

To the extent permitted by Law, the Publisher’s liability is limited (at the Publisher’s option) to either resupplying the Publishing Service or paying the cost of resupplying the Publishing Service.

The Publisher will not be responsible for:

To the extent permitted by law, neither the Publisher nor its Service Providers are liable to you for any infringement of your Intellectual Property Rights in any Composition Release by any third party.

The following definitions apply in these Publishing Conditions unless the context otherwise requires:

Average Bank Retail Spot Rate means the average of the retail foreign spot exchange rates offered by the Commonwealth Bank of Australia, the National Australia Bank Limited, Westpac Banking Corporation and the Australia and New Zealand Banking Group Limited at a singular point in time.

Business Day means between the hours of 7:00 am and 7:00 pm AEST on a day that is not a Saturday, Sunday or public holiday in Brisbane in the State of Queensland.

Collection Society means any statutory, voluntary or other organisation that collects and distributes royalties on behalf of the owner of a Composition Release for the use of such Composition Release.

Composition Release means a musical composition including

Deliver means the upload, introduction or delivery of a Composition Release to the Publisher or otherwise where such Composition Release has been actually received by the Publisher via such delivery method as reasonably required by the Publisher and otherwise in accordance with the Publisher’s submission requirements consisting of the guidelines and technical requirements in effect at the time of Delivery and as updated from time to time.

Intellectual Property Rights means intellectual property rights conferred on a party or recognised at law in any territory throughout the world including any rights associated with copyright, trademarks, business names, patents, innovation concepts, semiconductor rights, formulae, trade secrets, methods, inventions and any other results of intellectual activity in any field of industry or endeavour, whether or not registered or registerable and includes any right to register those rights, whether created before or after the date of these Publishing Conditions.

Marketing Materials means any applicable artwork, biographies, likeness, photographs, production parts, bonus video content/tracks and any other marketing materials, sound recordings and audio-visual recordings otherwise created in connection with the promotion, marketing and/or exploitation of a Composition Release.

Metadata means the digital information conveying information regarding any Composition Release including (without limitation) the artist's names, songwriters’ details, biographies, the title of the Composition Release, descriptions of the Composition Release, lyrics, pricing information, concert information, music genre and other information.

Net Publishing Receipts means the balance of all Publishing Income received by the Publisher after deduction of any:

Record Release means a music sound recording or music video recording including:

Publishing Charges means the publishing charges specified in clause 3.2 as amended from time to time.

Publishing Income means all royalties and other revenue collected by the Publisher or its Service Providers on your behalf in connection with clause 2 of these Publishing Conditions.

Publishing Service means the publishing of Composition Releases by collecting royalties and other revenue from the use of a Composition Release through a Publishing Administrator that will administer the collection of such royalties from various Collection Societies.

Publishing Administrator means a royalties collection administrator that administers the collection of royalties from the use of a Composition Release from various sources including (without limitation) Collection Societies.

Service Providers means any third-party provider or sub-agent that is directly or indirectly engaged by the Publisher for you or on your behalf in connection with these Publishing Conditions, including (without limitation) Publishing Administrators.

Publishing Territory means territory nominated by you to the Publisher (provided that if you fail to nominate a territory, then you shall be deemed to have selected the entire world).