Terms of Service

1. Parties and acceptance

These Terms of Service ("Terms") constitute a legally binding agreement between you ("User," "Client," or "you") and Soul Music Worldwide Co., Ltd. ("SMG," "we," "us," or "our"), registered in Vietnam and headquartered at Tower A, Happy One Central, Thu Dau Mot, Binh Duong Province, Vietnam. Contact: info@soulmusic.asia.

By accessing soulmusic.asia, registering for the OMG Distribution platform at app.omgmusic.asia, or entering into a service arrangement with SMG, you accept and agree to be bound by these Terms and our Privacy Policy. If you do not agree, you must not use our website or services.

These Terms apply to the website and our publicly available content. Specific client service arrangements — including distribution agreements, royalty processing mandates and white-label infrastructure contracts — are also governed by separate written service agreements, which take precedence over these Terms where they conflict.

2. Definitions

In these Terms, the following definitions apply:

• Platform means the OMG Distribution SaaS platform accessible at app.omgmusic.asia.
• Services means music distribution, DDEX delivery, YouTube Content ID management, royalty accounting, catalog management, white-label infrastructure, and related services provided by SMG.
• Content means any audio recordings, musical compositions, metadata, artwork, or other materials submitted to SMG or the Platform by a User.
• DSP means a digital streaming platform (e.g. Spotify, Apple Music, YouTube Music, TikTok) to which SMG delivers Content.
• DDEX means the Digital Data Exchange standard for electronic delivery of music content and metadata to DSPs.
• Subscription means a recurring billing arrangement for Platform access, billed monthly or annually as selected at sign-up.

3. Platform access and account registration

To access the Platform, you must create an account by providing accurate and complete registration information. You are responsible for maintaining the confidentiality of your login credentials and for all activity that occurs under your account. You must notify us immediately at info@soulmusic.asia if you suspect any unauthorised access.

You must be at least 18 years of age and have full legal capacity to enter into a binding agreement to register. If you are registering on behalf of an organisation, you represent that you have authority to bind that organisation to these Terms.

4. Music distribution services

SMG provides digital music distribution to DSPs via DDEX-compliant delivery pipelines. By submitting Content for distribution, you represent and warrant that:

• You own or control all rights in the Content, or have obtained all necessary licences and permissions from rights holders.
• The Content does not infringe any third-party intellectual property rights, including copyright and neighbouring rights.
• The Content complies with the technical and metadata standards required by SMG and DSPs.
• You have the right to authorise distribution in the territories selected.
• The Content does not contain any material that is defamatory, obscene, or otherwise unlawful.

SMG conducts automated and manual quality control ("QC") prior to delivery. Content that fails QC checks will be returned to you with details of the issues identified. SMG reserves the right to refuse or remove Content at its discretion where it believes the Content violates these Terms or applicable law.

Release timelines are estimates. SMG is not liable for delays caused by DSP processing times, platform-specific restrictions, or QC failures resulting from incomplete or non-compliant submissions.

5. DDEX delivery

SMG uses DDEX Electronic Release Notification (ERN) standards to deliver Content and associated metadata to DSPs. You are responsible for providing metadata that is accurate, complete and consistent with the released Content, including correct ISRC codes, UPC barcodes, artist names, track titles, release dates and territory configurations.

Errors in metadata may result in delayed delivery, rejection by DSPs or incorrect royalty attribution. SMG is not liable for losses arising from metadata errors provided by the User.

6. YouTube Content ID and CMS management

Where SMG provides YouTube Content ID registration and Content Management System (CMS) operations, you grant SMG the necessary rights to register your Content with YouTube's Content ID system on your behalf. You acknowledge that:

• Content ID registration may result in claims being placed on third-party videos that use your Content.
• Disputes regarding Content ID claims are governed by YouTube's terms and dispute resolution processes, which SMG does not control.
• You remain responsible for ensuring you hold the rights to register Content with Content ID.
• SMG will administer claims in accordance with the policy settings agreed in your service arrangement.

7. Royalty reporting and accounting

SMG's LUNA Accounting platform processes DSP revenue statements and generates royalty reports in accordance with the split arrangements agreed in your service agreement. You acknowledge that:

• DSP revenue statements are typically received monthly with a lag of 60–90 days from the streaming period.
• Royalty calculations are based on the data provided by DSPs. SMG is not responsible for errors in DSP-issued statements.
• Royalty payments are made in accordance with the payment schedule agreed in your service arrangement.
• Minimum payout thresholds may apply as specified in your agreement.
• SMG does not provide tax advice. You are responsible for your own tax obligations on royalty income.

8. Catalog management

SMG maintains catalog metadata, asset organisation and release status on behalf of clients. You are responsible for providing accurate, up-to-date information for your catalog. SMG will perform ongoing metadata quality reviews but is not liable for errors arising from information you provided.

9. White-label infrastructure

SMG's white-label infrastructure services allow distributors and aggregators to operate branded distribution services using SMG's underlying systems. White-label arrangements are governed by separate white-label service agreements that specify technical scope, branding rights, operational responsibilities and SLA terms. The User operating a white-label service remains solely responsible for their own clients and for ensuring their clients' compliance with applicable laws and DSP requirements.

10. Subscriptions and payment

Access to the Platform is available on a subscription basis. Subscriptions are billed in advance on a monthly or annual cycle as selected at registration. By subscribing, you authorise SMG to charge your payment method on a recurring basis at the rate applicable to your selected plan.

• Subscription fees are non-refundable for completed billing periods, except as set out in our Refund Policy.
• Annual subscriptions are charged as a single payment covering the full year.
• SMG reserves the right to change pricing with 30 days' notice. Continued use of the Platform after a price change takes effect constitutes acceptance of the new price.
• Failure to pay may result in suspension or termination of Platform access.

11. User responsibilities and acceptable use

You agree not to:

• Submit Content to which you do not hold the necessary rights.
• Use the Platform to commit copyright infringement or assist others in doing so.
• Submit Content that is fraudulent, deceptive or designed to artificially inflate streaming numbers.
• Attempt to gain unauthorised access to any part of the Platform or SMG's systems.
• Use automated tools to scrape, extract or reproduce Platform data without prior written consent.
• Engage in activity that disrupts or interferes with Platform operations.

Violation of these obligations may result in immediate suspension or termination of your account and forfeiture of any accrued but unpaid royalties, subject to applicable law.

See our Acceptable Use Policy for full details.

12. Intellectual property

You retain all intellectual property rights in your Content. By using our Services, you grant SMG a limited, non-exclusive licence to use, store, process and deliver your Content solely for the purpose of providing the Services.

All SMG platform software, systems, branding and website content are the proprietary property of Soul Music Worldwide Co., Ltd. You may not copy, reproduce, distribute, reverse engineer or create derivative works from any SMG platform, software or website content without prior written permission.

13. Confidentiality

Each party agrees to keep confidential any non-public information disclosed by the other party in connection with the Services and to use such information only for the purposes of the arrangement. This obligation survives termination of the arrangement for a period of three years.

14. Disclaimer of warranties

The Platform and Services are provided on an "as is" and "as available" basis. SMG makes no warranties, express or implied, regarding the Platform's fitness for any particular purpose, uninterrupted availability or freedom from errors. SMG does not warrant that Content will be accepted or published by any DSP.

15. Limitation of liability

To the maximum extent permitted by applicable law, SMG's total aggregate liability to you for any claim arising from use of the Services will not exceed the total fees paid by you to SMG in the twelve months preceding the claim. SMG will not be liable for any indirect, incidental, special, consequential or punitive damages, including loss of revenue, loss of data or loss of business opportunities, even if advised of the possibility of such damages.

16. Indemnification

You agree to indemnify and hold harmless SMG, its officers, directors, employees and agents from and against any claims, liabilities, damages and expenses (including legal fees) arising from: (a) your use of the Services; (b) your Content; (c) your breach of these Terms; or (d) your violation of any third-party rights.

17. Term and termination

These Terms remain in effect for as long as you use the website or Services. Either party may terminate a service arrangement in accordance with the terms specified in the relevant service agreement. SMG may suspend or terminate your access immediately if you breach these Terms, fail to pay fees when due, or if required to do so by law.

On termination: (a) your access to the Platform will be revoked; (b) SMG will process any outstanding royalty payments owed to you after the final accounting period, subject to the terms of your agreement; and (c) your obligation to pay outstanding fees survives termination.

18. Governing law and disputes

These Terms are governed by and construed in accordance with the laws of the Socialist Republic of Vietnam. Any dispute arising in connection with these Terms that cannot be resolved by good-faith negotiation will be referred to arbitration under the Vietnam International Arbitration Centre (VIAC) rules.

19. Changes to these Terms

We may revise these Terms at any time. Material changes will be communicated by email (if you have an account) or by notice on this page with an updated "Last updated" date. Your continued use of the Services after the effective date of changes constitutes acceptance.

20. Contact

For legal enquiries or questions about these Terms, contact us at info@soulmusic.asia or through the contact page.

Soul Music Worldwide Co., Ltd.
Tower A, Happy One Central, Thu Dau Mot, Binh Duong Province, Vietnam
info@soulmusic.asia