Maluso Music Terms of Use

Introduction:

Maluso Music (“Maluso”, “we”, “us”, “our”) is a digital music streaming service that facilitates the sale and purchase of music in Africa. We aim to expose national and regional talent to the world, at the same time as compensating authors for the content they create. For you the music audience, our goal is to maximise your buying experience by presenting you with music that features the best of Africa. Maluso conducts an honest and transparent business with zero tolerance of corruption and theft. By signing up with Malusomusic.com you are entering into a binding contract with our company in Malawi. Your agreement with us includes these Terms and Conditions of Use (“Terms”). If you don’t agree with these Terms, then please don’t use the Service. By accepting the terms and conditions set out here you are entering into a binding contract with Maluso Music, click “agree” to confirm your acceptance of the agreements.

We understand that, along with culture and region, music varies from person to person; hence we offer choice and the opportunity to customize your account, bringing your most preferred music first. By signing up and creating a user account, you can purchase songs as well as access certain features such as, subscribing to favourites so that the content is presented according to your preference. Through the account, we will alert you on the new releases of your favourite artists and will keep you updated on any new Maluso Music developments.

1. Payment terms and your rights

Maluso has a payment that works on credit top up basis. As a prospective buyer of the songs, you will have to open an account. With the account, you are able to top up with international money cards and local mobile money and banks. All the songs have a standard price which is set by Maluso Music. The songs and the Maluso service is licensed, for instance, you are only granted the right to freely listen to the songs you’ve purchased but are not granted ownership. As such, by entering into this contract, you are promising to not redistribute or transfer songs for commercial purposes. Likewise, by using the Maluso service, you are promising that every registration information provided is both true and accurate. If a user provides fraudulent or misleading information they shall be persecuted.

When using our service, please adhere to our rules and encourage other users to do so. Maluso respects intellectual property rights and we expect you to do the same. This means, for example, that the following is not permitted:

  1. Copying, “ripping”, recording, or making available to the public any part of the Maluso Services or content delivered to you through malusomusic.com, or otherwise any making use of the Maluso Service which is not permitted under these Terms
  2. Reverse-engineering, disassembling or creating derivative works based on the Maluso Services or any part thereof
  3. Renting or leasing of any part of our website
  4. Manipulating Malusomusic.com by using a script or other automated process
  5. Removing or altering any copyright, trademark or other intellectual property notices contained on or provided through the Malusomusic.com

Be thoughtful about what you make public on Maluso. Your password protects your user account, and you are solely responsible for keeping your password confidential and/or secure. You are responsible for all use of your username and password on our website. If your username or password is lost or stolen, or if you believe there has been unauthorised access to your account by third parties, please notify us immediately and change your password as soon as possible.

Please be respectful of Malusomusic.com and other users of the service. Do not engage in any activity on our website or upload Content, including registering and/or using a username, which is or includes material that is:

  1. Offensive, abusive, defamatory, pornographic or obscene
  2. Illegal, or intended to promote or commit an illegal act of any kind, including but not limited to, violations of intellectual property rights, privacy rights or proprietary rights
  3. Includes personal data of third parties or is intended to solicit such personal data
  4. Includes malicious content such as malware, trojan horses or viruses, or otherwise interferes with other user’s access to the Maluso service
  5. Intended or does harass or bully other users
  6. Misleading, fraudulent, false, deceptive, or misleading
  7. Involves the transmission of unsolicited mass mailing (“spam”), junk mail, chain letter, or similar, including through the Maluso inbox
  8. Interferes with Maluso Music, tampers with or attempts to probe, scan, or test for vulnerabilities in the service or Maluso’s computer systems or network, or breaches any of Maluso’s security or authentication measures,
  9. Conflicts with the Agreement, as determined by Maluso. You agree that Maluso may also reclaim your username for any reason.

2. TERMINATION

2.1 Termination for Convenience

Either party shall have the right to terminate this Agreement at any time for convenience by giving to the other a prior Three (3) Months’ notice.

2.2 Termination for Breach

If either of the Parties commits a breach of any material obligation imposed on it in terms of this Agreement (hereinafter the “Defaulting Party”), and fails to remedy such breach within a period of 30 (thirty) days from the date on which written notice is given to the Defaulting Party by the other Party (hereinafter the “Aggrieved Party”) requiring the Defaulting Party to remedy the breach, then the Aggrieved Party shall be entitled to terminate this Agreement on the expiry of such written notice and the Aggrieved Party shall be entitled to hold the Defaulting Party liable in damages as a result of such termination.

3. AUTOMATIC TERMINATION IN CERTAIN CIRCUMSTANCES

3.1 If any law is passed for the de-establishment of any party so as to render this Agreement impossible to perform.

3.2 In the event of any changes in and or re-organization of MALUSO MUSIC which may have a material implication on the operations of this Agreement, rendering the implementation thereof to be impossible.

4. EFFECT OF TERMINATION

4.1 Any termination of the agreement in whole or in part however occasioned shall not affect any accrued rights or liabilities of either party, nor shall it affect the coming into force or continuance in force of any provision hereon which is expressly or by implication intended to come into or continue in force on or after such termination.

4.2 In the event of termination CLIENT shall be entitled to payment of all monies collected on behalf of CLIENT by MALUSO MUSIC.

5. CONFIDENTIALITY

5.1 The Parties acknowledge that during the course of this Agreement they may have access to financial, legal, marketing, technical and other knowledge and information pertaining to each other’s business affairs as necessary under this Agreement (hereinafter referred to as “Confidential Information”).

5.2 Each Party agrees to keep the Confidential Information confidential and agrees that it shall not without the prior written consent of the owner of the Confidential Information, disclose such Confidential Information either directly or by its representatives, employees and/or agents, to any person or in any manner whatsoever, in whole or in part. The Parties agree that the Confidential Information shall not be used by the Parties or their representatives, employees and/or agents other than in connection with this Agreement. Moreover the Parties shall be responsible for any breach of this clause by their representatives, employees and/or agents.

5.3 The Parties agree that the Confidential Information shall so remain until such information becomes part of public domain through no fault or breach of this Agreement or the same is required by a body mandated under law to request for the same.

5.4 For the purpose of this clause ‘Confidential Information” means:

5.4.1 In respect of Information provided in documentary form or by way of a model or in other tangible form, Information which at the time of provision is marked or otherwise designated to show expressly or by necessary implication that it is imparted in confidence;

5.4.2 In respect of Information that is imparted orally, any information that the Disclosing Party or its representatives informed the Receiving Party at the time of disclosure was imparted in confidence and which is reduced to writing, marked 'confidential' and sent to the Receiving Party within 30 days of the original disclosure;

5.4.3 Any Information that a reasonable person would consider to be of a confidential nature;

5.4.4 In respect of Confidential Information imparted orally, any note or record of the disclosure;

5.4.5 Any copy of any of the foregoing

6. ASSIGNMENT

Neither party shall assign or otherwise transfer any of its rights under this Agreement or any interest herein without the prior written consent of the other party and any such attempted assignment or transfer without the other party’s consent shall be void and of no effect.

7. GOVERNING LAW

This agreement shall be governed by the Laws of Malawi.

8. WAIVER

The waiver by either party of any breach of any of the provisions of this agreement shall not be construed as a waiver of any succeeding breach of the same or other provisions, nor shall delay or omission on the part of the aggrieved party to exercise or avail itself of any right, power or privilege that it has, or may have hereunder operate as a waiver of any breach or default by the other party.

9. NOTICES

Any notice, request or consent required or permitted to be given or made pursuant to this agreement shall be in writing. Any such notice, request or consent shall be deemed to have been given or made when delivered in person to an authorized representative of the party to whom the communication is addressed, or when sent by registered mail, telegram or facsimile to such party

Notices will be deemed to be effective as follows:

9.1 In the case of personal delivery, on delivery.

9.2 In the case of registered mail, seven days from the date of registration, subject to the confirmation of the sender.

9.3 In the case of telegrams, facsimiles e-mail 24 hours from the date of the confirmed transmission.

9.4 A Party may change its address for notice hereunder by giving the other Party notice of such change pursuant to this clause.

10. GENERAL

10.1 This Agreement constitutes the entire Agreement between the Parties and supersedes any previous Agreement or relationship in respect of the same matter.

10.2 A variation of this Agreement is valid only if it is in writing and signed by or on behalf of each Party.

10.3 Except where this Agreement provides otherwise, the rights and remedies contained in it are cumulative and not exclusive to rights or remedies provided by law. The failure by either Party to enforce at any time or for any period any one or more of the terms or conditions of this Agreement shall not be a waiver of them or of the right at any time subsequently to enforce all terms and conditions of this Agreement.

10.4 If any provision of this Agreement is declared by any judicial or other competent authority or an arbitrator appointed hereunder to be void, illegal, or otherwise unenforceable, the Parties shall amend that provision in such reasonable manner as achieves the intention of the Parties without illegality.

Maluso Music and the Artist agree on the following:

Maluso Music is a digital music download service that facilitates the sale and purchase of music in Africa. We aim to expose national and regional talent to the world, at the same time as compensating authors for the content they create. Maluso conducts an honest and transparent business with zero tolerance of corruption and theft. By accepting the terms and conditions set out here you are entering into a binding contract with Maluso Music, click “agree” to confirm your acceptance of the agreement.

This Agreement is made between Maluso Music a limited liability company incorporated in accordance with the Laws of Malawi and having its registered office at Area 3, Lilongwe, P.O.BOX 2557 and You the ARTIST (hereinafter referred to as the “CLIENT” which expression shall except where the context otherwise provides include its successors and assigns) of the other part. 

Whereas:

  1. Maluso Music is duly licensed to operate an online music download platform and a value added service in Malawi
  2. Maluso has developed its own website known as malusomusic.com
  3. Maluso has agreed to offer the CLIENT a solution of selling their music online through the website of malusomusic.com
  4. The Artist is desirous that Maluso Music facilitates the collection of its various receivables (the “Receivables”) from third parties (the “Third parties”) that wish to procure the CLIENT’s services through Maluso Music.
  5. The parties confirm that they have the  authority and the capacity to enter into and give effect to this Agreement.  

 

NOW THIS AGREEMENT WITNESSETH AS FOLLOWS:  

1. OBLIGATIONS AND RIGHTS

    1. Maluso Music has the right to accept or reject the account created by CLIENTs, the songs or albums uploaded by the CLIENT or reversing the songs already uploaded.Maluso
    2. Music has the right to determine a standard price for both songs and albumsMaluso music will collect money from third parties registered on the website and transfer to the
    3. CLIENT’s respective bank or mobile money account. Of the songs and albums sold, 70% of the amount going to the CLIENT shall be less the following:
      1. 3% charges for the distributor on songs and albums sales
      2. 3% charges of the mobile money charges when the sales are being made
      3. 2% Bank charges for wiring the funds to the CLIENT respective account
      4. For Malawian artists only, 10% goes to COSOMA. Of which 7% the CLIENT gets the agreed amounts from Cosoma after considering other parties that contributed to the composition of the songs this is in accordance with the laws of Malawi.
    4. The requisition for funds by the CLIENT shall be made after a minimum of $10 (Ten Dollars)
    5. Maluso shall transfer the funds to respective CLIENTs account within 30 days of requisition
    6. Maluso Music will not be held reliable for what happens with the songs or albums downloaded by the third party
    7. In cases of hacking or system shutdown Maluso Music shall not be reliable to the damages
    8. Maluso shall not be part of damages caused by the CLIENT to the third parties through the content of the materials submitted by the CLIENT to Maluso Music
    9. Maluso Music has the right to remove content of the CLIENTs if it is deemed necessary
    10. An CLIENT can change a distributor after 30 days
    11. If the CLIENT wants to get out of a contract they are required to delete their account on Malusousic.com
    12. The information provided by the CLIENT must be true, accurate and complete.
    13. The CLIENT is obliged by law to only post songs that have been produced or created by them and songs where they have ownership. Any copyright infringements will be heavily prosecuted.
    14. By posting songs and albums on the website, the CLIENT is giving Maluso the right to redistribute their album artwork and music, on radio stations for instance, for promotional basis.

Be thoughtful about what you make public on Maluso. Your password protects your user account, and you are solely responsible for keeping your password confidential and/or secure. You are responsible for all use of your username and password on our website. If your username or password is lost or stolen, or if you believe there has been unauthorised access to your account by third parties, please notify us immediately and change your password as soon as possible.

 

Please be respectful of Malusomusic.com and other users of the service. Do not engage in any activity on our website or upload Content, including registering and/or using a username, which is or includes material that is:

 

  1. Offensive, abusive, defamatory, pornographic or obscene
  2. Illegal, or intended to promote or commit an illegal act of any kind, including but not limited to, violations of intellectual property rights, privacy rights or proprietary rights
  3. Includes personal data of third parties or is intended to solicit such personal data
  4. Includes malicious content such as malware, trojan horses or viruses, or otherwise interferes with other user’s access to the Maluso service
  5. Intended or does harass or bully other users
  6. Misleading, fraudulent, false, deceptive, or misleading
  7. Involves the transmission of unsolicited mass mailing (“spam”), junk mail, chain letter, or similar, including through the Maluso inbox
  8. Interferes with Maluso Music, tampers with or attempts to probe, scan, or test for vulnerabilities in the service or Maluso’s computer systems or network, or breaches any of Maluso’s security or authentication measures,
  9. Conflicts with the Agreement, as determined by Maluso. You agree that Maluso may also reclaim your username for any reason.

 

2. TERMINATION

2.1 Termination for Convenience

Either party shall have the right to terminate this Agreement at any time for convenience by giving to the other a prior Three (3) Months’ notice.   

2.2 Termination for Breach

If either of the Parties commits a breach of any material obligation imposed on it in terms of this Agreement (hereinafter the “Defaulting Party”), and fails to remedy such breach within a period of 30 (thirty) days from the date on which written notice is given to the Defaulting Party by the other Party (hereinafter the “Aggrieved Party”) requiring the Defaulting Party to remedy the breach, then the Aggrieved Party shall be entitled to terminate this Agreement on the expiry of such written notice and the Aggrieved Party shall be entitled to hold the Defaulting Party liable in damages as a result of such termination.

 

3. AUTOMATIC TERMINATION IN CERTAIN CIRCUMSTANCES

3.1 If any law is passed for the de-establishment of any party so as to render this Agreement impossible to perform.

3.2 In the event of any changes in and or re-organization of MALUSO MUSIC which may have a material implication on the operations of this Agreement, rendering the implementation thereof to be impossible.   

 

4. EFFECT OF TERMINATION

4.1 Any termination of the agreement in whole or in part however occasioned shall not affect any accrued rights or liabilities of either party, nor shall it affect the coming into force or continuance in force of any provision hereon which is expressly or by implication intended to come into or continue in force on or after such termination.

4.2 In the event of termination CLIENT shall be entitled to payment of all monies collected on behalf of CLIENT by MALUSO MUSIC.

 

5. CONFIDENTIALITY 

5.1 The Parties acknowledge that during the course of this Agreement they may have access to financial, legal, marketing, technical and other knowledge and information pertaining to each other’s business affairs as necessary under this Agreement (hereinafter referred to as “Confidential Information”).

5.2 Each Party agrees to keep the Confidential Information confidential and agrees that it shall not without the prior written consent of the owner of the Confidential Information, disclose such Confidential Information either directly or by its representatives, employees and/or agents, to any person or in any manner whatsoever, in whole or in part. The Parties agree that the Confidential Information shall not be used by the Parties or their representatives, employees and/or agents other than in connection with this Agreement. Moreover the Parties shall be responsible for any breach of this clause by their representatives, employees and/or agents.

5.3 The Parties agree that the Confidential Information shall so remain until such information becomes part of public domain through no fault or breach of this Agreement or the same is required by a body mandated under law to request for the same.

5.4 For the purpose of this clause ‘Confidential Information” means:

5.4.1 In respect of Information provided in documentary form or by way of a model or in other tangible form, Information which at the time of provision is marked or otherwise designated to show expressly or by necessary implication that it is imparted in confidence;

5.4.2 In respect of Information that is imparted orally, any information that the Disclosing Party or its representatives informed the Receiving Party at the time of disclosure was imparted in confidence and which is reduced to writing, marked 'confidential' and sent to the Receiving Party within 30 days of the original disclosure;

5.4.3 Any Information that a reasonable person would consider to be of a confidential nature;

5.4.4 In respect of Confidential Information imparted orally, any note or record of the disclosure;

5.4.5 Any copy of any of the foregoing

 

6. ASSIGNMENT 

Neither party shall assign or otherwise transfer any of its rights under this Agreement or any interest herein without the prior written consent of the other party and any such attempted assignment or transfer without the other party’s consent shall be void and of no effect.

 

7.GOVERNING LAW

 This agreement shall be governed by the Laws of Malawi.

8. WAIVER

The waiver by either party of any breach of any of the provisions of this agreement shall not be construed as a waiver of any succeeding breach of the same or other provisions, nor shall delay or omission on the part of the aggrieved party to exercise or avail itself of any right, power or privilege that it has, or may have hereunder operate as a waiver of any breach or default by the other party.

9. NOTICES

Any notice, request or consent required or permitted to be given or made pursuant to this agreement shall be in writing.  Any such notice, request or consent shall be deemed to have been given or made when delivered in person to an authorized representative of the party to whom the communication is addressed, or when sent by registered mail, telegram or facsimile to such party

Notices will be deemed to be effective as follows:

9.1 In the case of personal delivery, on delivery.

9.2 In the case of registered mail, seven days from the date of registration, subject to the confirmation of the sender.

9.3 In the case of telegrams, facsimiles e-mail 24 hours from the date of the confirmed transmission.

 9.4 A Party may change its address for notice hereunder by giving the other Party notice of such change pursuant to this clause.

 

10. GENERAL

10.1 This Agreement constitutes the entire Agreement between the Parties and supersedes any previous Agreement or relationship in respect of the same matter.

10.2 A variation of this Agreement is valid only if it is in writing and signed by or on behalf of each Party.

10.3 Except where this Agreement provides otherwise, the rights and remedies contained in it are cumulative and not exclusive to rights or remedies provided by law. The failure by either Party to enforce at any time or for any period any one or more of the terms or conditions of this Agreement shall not be a waiver of them or of the right at any time subsequently to enforce all terms and conditions of this Agreement.

10.4 If any provision of this Agreement is declared by any judicial or other competent authority or an arbitrator appointed hereunder to be void, illegal, or otherwise unenforceable, the Parties shall amend that provision in such reasonable manner as achieves the intention of the Parties without illegality.