Terms & Conditions

THE PARTIES:

On the one part, UMW RECORDINGS, INC. S.A.S., a simplified joint-stock company organized under the laws of the Republic of Ecuador, with Taxpayer Registry Number 0993391921001 and a registered address at Av. Francisco de Orellana, Guayaquil 090512, Ecuador, which operates the UMW Core Platform and provides music distribution and catalog administration Services, hereinafter referred to as “UMW” or the “Distributor.” On the other part, the natural person or legal entity that creates an Account, accepts an Order, or uses a purchased Service, acting on its own behalf or through sufficient authority, hereinafter referred to as the “Client.”

UMW and the Client may be referred to collectively as the “Parties” and individually as a “Party.”

RECITALS:

• UMW provides technological, operational, and administrative Services for the delivery of sound and audiovisual recordings to digital Platforms, the management of Metadata, the reconciliation of reports, and other services identified in an Order;
• The Client wishes to use only the Services activated in its Order, retains ownership of its rights, and assumes the obligation to demonstrate its chain of authorization;
• The Parties recognize the legal validity of data messages, electronic acceptance, and digital evidence, provided that the relevant act, version, person, and integrity of the document can be identified;
• No advertising page, commercial demonstration, or plan name replaces the Order or expands the purchased Services.

In consideration of the foregoing, the Parties agree to be bound by the following clauses.

Legal reading note: These Terms are organized into contractual Parts. A Plan Order supplements them by establishing the price, period, limits, and Services actually purchased. These Terms govern the relationship between UMW and persons who use UMW Core or purchase music distribution, catalog administration, or another Service identified in a Plan Order. These Terms do not, by themselves, govern UMW Song Assets publishing administration, a white-label project, production access to the API, or a royalty advance. Those Services require a specific agreement.

‍FIRST.— GENERAL DEFINITIONS.

The following definitions apply:

• “Account” means an authenticated individual or business registration in UMW Core;
• “Order” means the immutable document or screen identifying the Service, price, currency, term, Commission, limits, renewals, and accepted Add-Ons;
• “Service” means the specific service activated through an Order;
• “Phonographic Content” means sound or audiovisual recordings, cover artwork, associated materials, and files submitted for distribution;
• “Metadata” means titles, names, roles, identifiers, credits, territories, dates, labels, and other descriptive or rights-related information;
• “Platforms” means digital Services, social networks, stores, video Services, and other enabled destinations;
• “DSP” means a digital service provider that receives, publishes, monetizes, reports on, or removes content;
• “Net Revenue” means amounts actually received and attributable to the Client after expressly permitted deductions;
• “Available Balance” means the reconciled amount that satisfies the requirements for withdrawal;
• “Affected Royalties” means amounts specifically connected to a claim, reversal, fraud matter, external instruction, or error;
• “Add-On” means a feature not automatically included, such as Content ID, UGC monetization, UMW Protect, mastering, marketing, or synchronization;
• “Business Client” means a label, company, catalog owner, agency, white-label business, or organization purchasing the Service for an economic activity;
• “Consumer” means a person protected by mandatory consumer laws when purchasing or using the Service as the final recipient.

‍SECOND.— WHO PROVIDES THE SERVICE.

The provider is UMW RECORDINGS, INC. S.A.S., a company organized in Ecuador, with RUC 0993391921001 and a registered address at Av. Francisco de Orellana, Guayaquil 090512, Ecuador. In these documents, the company is referred to as UMW or UMW Recordings. Geographic identification: cantonal DPA 0901 and parish DPA 090150. In this sentence, DPA means Political-Administrative Division. It does not mean a data processing agreement.

Contact information:

• account and support: Contact Support;
• agreements: Contact Legal;
• royalties and payments: Contact Finance;
• privacy: Contact Privacy;
• Personal Data: Contact DPO;
• fraud: Report Fraud;
• copyright and DMCA: Submit DMCA Claim.

‍THIRD.— WHAT UMW IS AND IS NOT.

UMW is a music distribution and catalog Services company.

UMW:

• receives recordings and Metadata;
• performs technical and compliance checks;
• prepares deliveries;
• transmits content to enabled Platforms;
• imports reports;
• calculates statements;
• manages payment requests.

UMW is not Spotify, Apple Music, YouTube, Amazon Music, TikTok, or another consumer Platform.

UMW does not sell:

‍FOURTH.— SEPARATE SERVICES.

• streams;
• playlist placements;
• commercial results;
• government copyright registrations;
• ISO certifications.

UMW may operate through its own relationships or through authorized third-party infrastructure. The appearance of a Platform on the website identifies a potential delivery destination. It does not necessarily represent a direct contractual relationship, sponsorship, or approval by that Platform.

4.1. DISTRIBUTION FOR ARTISTS AND LABELS.

Plans published by UMW—including, for example, Artist Basic, Pro Music, Ultimate Premium, or Record Label—allow the purchase of specific distribution features.

The name of a plan is not sufficient to determine its terms.

The Plan Order must display the applicable:

• price;
• period;
• limits;
• Commission;
• destinations;
• renewals;
• Add-Ons.

4.2. UMW SONG ASSETS.

UMW Song Assets is UMW’s publishing division.

It administers compositions, not master recordings, and requires a Publishing Order and annexes accepted by both Parties.

4.3. WHITE-LABEL AND API.

A white-label Platform or production access to the API is purchased through a B2B agreement.

The end users of a white-label Client maintain their commercial relationship with that Client unless a document expressly provides otherwise.

‍FIFTH.— DOCUMENTS FORMING THE AGREEMENT.

4.4. ADD-ONS.

Ordinary artist-withdrawal rules do not make UMW the direct payer of a white-label Client’s users.

YouTube Content ID, UGC monetization, advances, marketing, synchronization, UMW Protect, mastering, and other tools are included only when they are identified in an Order, addendum, or purchase screen and accepted by the Client.

‍SIXTH.— HOW THE AGREEMENT IS ACCEPTED.

The agreement consists of the documents displayed or directly linked before acceptance:

1. the Plan Order or negotiated addendum;
2. the specific Service agreement, when one exists;
3. these Terms;
4. the Royalties and Payments Policy;
5. the Anti-Fraud Policy;
6. the Acceptable Use Rules;
7. other documents expressly incorporated.

The Plan Order prevails over these Terms only with respect to the price, period, Commission, limits, catalog, destinations, and Add-Ons it identifies. The Privacy Policy governs the processing of personal data. A data processing agreement governs when UMW acts as a Processor for a Business Client. An advertising page, mockup, comparison, or FAQ does not modify an accepted Order.

The agreement is entered into when the Client:

1. can open and retain the applicable documents;
2. completes the Account and Order information;
3. selects an unpreselected checkbox or signs through a verifiable mechanism;
4. confirms the Order or activates the Service.

UMW retains:

• the User;
• UTC date and time;
• version;
• language;
• Order;
• IP address or equivalent evidence;
• hash;
• acceptance event.

The Client receives a downloadable copy. Browsing, remaining silent, or continuing to use the Platform does not, by itself, constitute acceptance of a material amendment.

‍SEVENTH.— WHO MAY OPEN AN ACCOUNT.

Contractual acceptance is separate from consent to:

• non-essential cookies;
• marketing;
• biometric processing;
• another optional purpose.

Those choices are requested through separate, unpreselected, and revocable controls. An authenticated Client may review:

Account → Privacy and Security → Privacy and Acceptance History

‍EIGHTH.— THE PLAN ORDER.

The history displays:

• the document or purpose;
• version;
• date;
• action;
• available copy.

The technical record may be used to reconstruct the event. It does not correct a screen that provided insufficient information or replace the Client’s valid consent.

An ordinary Account is intended for persons who are at least eighteen (18) years old and have legal capacity to enter into an agreement. A person acting for an artist, label, company, catalog, estate, or collective represents that they have authority to do so.

UMW may request:

• identification;
• RUC, registration, or company documents;
• appointment or authorization of the representative;
• tax information;
• proof of ownership of the payment Account;
• agreements with artists, producers, or licensees;
• documents relating to master recordings, compositions, samples, or cover artwork.

The Account must remain registered in the name of the actual Account holder. Buying, selling, renting, or lending verified Accounts is prohibited.

‍NINTH.— HOW A RELEASE ENTERS UMW CORE.

Before charging the Client, UMW must display:

• the seller’s legal name and RUC;
• the unique Order identifier;
• the name and period of the plan;
• the price, currency, subtotal, taxes, charges, and total;
• renewal terms and cancellation procedure;
• the Commission applicable to master recording revenue;
• limits on artists, labels, users, releases, or catalog, when applicable;
• included features;
• destinations or categories of destinations;
• withdrawal methods and rules;
• included support;
• Add-Ons and third-party Services;
• the payment processor that will receive financial data;
• a link to the Cancellations and Refunds Policy.

When information does not appear in the Order, it is not incorporated merely because it appears in a screenshot or commercial section. The contractual checkbox must identify the Order and the accepted versions.

‍TENTH.— UMW SCAN AND HUMAN REVIEW.

The final button must state:

Confirm and Pay [currency] [total]

Ambiguous buttons such as Continue, Submit, or Activate will not be used to initiate a charge.

UMW separately records:

‍ELEVENTH.— STATUSES VISIBLE TO THE CLIENT.

1. acceptance of the Order;
2. the result of payment authorization;
3. issuance of the receipt or invoice.

A declined payment is not recorded as a completed purchase.

Depending on the type of release, the Client must upload:

‍TWELFTH.— PENDING CORRECTIONS AND DOCUMENTS.

• the audio master in an accepted format;
• final cover artwork;
• the release title and track titles;
• each artist’s name and role;
• composers, lyricists, producers, and participants;
• label, phonographic copyright, and composition copyright information;
• language, genre, explicit-content status, and territories;
• the requested date;
• existing ISRCs, UPCs, or other identifiers;
• rights documentation when necessary.

UMW Core creates an internal record. Uploading files does not mean they have been approved or delivered.

UMW may use UMW Scan and other tools to detect:

• duplicate audio or Metadata;
• matches with known content;
• incompatible cover artwork or names;
• indications of material generated or altered using artificial intelligence;
• missing fields;
• fraud or circumvention patterns;
• risks communicated by a Platform.

A tool may generate an alert, but a final decision involving rejection, termination, or loss of funds will not be based exclusively on an automated output. The human review team examines the relevant elements. Technical approval does not certify ownership or prevent a subsequent claim. When a tool uses artificial intelligence to process personal data, UMW will apply the information, registration, risk, impact, security, auditing, and Data-Subject rights obligations described in the Privacy Policy.

‍THIRTEENTH.— IDENTIFIERS.

‍FOURTEENTH.— RIGHTS THE CLIENT MUST CONTROL.

The UMW Scan brand will not be used to conceal the actual nature of the technology.

Depending on the features available in UMW Core, a release may appear as:

• Draft: not yet submitted;
• In Review: undergoing technical or compliance review;
• Action Needed: the Client must correct Metadata, cover artwork, audio, or other information;
• Documents Needed: evidence of identity, authority, or rights is required;
• Approved: approved for preparation of delivery;
• Processing or Delivery in Progress: the package is being prepared or transmitted;
• Delivered: sent through the applicable route;
• Published: the Platform reported availability or UMW confirmed it;
• Rejected: UMW or the Platform did not accept the delivery;
• Error: a technical issue remains pending;
• Update Requested: a correction is being processed;
• Takedown Requested or Removed: a removal request or confirmation exists.

The labels may be adapted in the interface, but they must not conceal who made the decision or whether the delivery actually reached the Platform.

‍FIFTEENTH.— LIMITED LICENSE TO DISTRIBUTE.

The notice must identify:

• the release;
• the issue;
• the requested action;
• a response channel.

When a draft remains without the requested correction or documentation for thirty (30) days, UMW may close it or reject it administratively.

This does not:

‍SIXTEENTH.— PLATFORM DELIVERY AND DECISIONS.

• transfer rights;
• convert payments belonging to another person into UMW property;
• convert royalties belonging to another person into UMW property.

The Client may create a new delivery after correcting the issue, unless a suspension remains in effect. An approaching release date does not require UMW to omit its controls.

‍SEVENTEENTH.— YOUTUBE CONTENT ID AND UGC MONETIZATION.

UMW may assign or transmit UPCs and ISRCs when included in the Service. When the Client migrates an identical release, the Client must provide the existing identifiers to preserve its history when permitted by Platform rules. An ISRC identifies a recording. It does not establish ownership. A UPC identifies a product or release. It does not register copyright ownership. An ISWC relates to a composition and is assigned by the competent entity, not by UMW Recordings in its role as distributor.

‍EIGHTEENTH.— PRICES, CHARGES, AND INVOICING.

The Client retains ownership of its content and represents that it controls the necessary authorizations relating to:

• the master recording;
• the composition and lyrics;
• performances;
• name, likeness, and voice;
• cover artwork, photographs, and video;
• samples, beats, loops, and interpolations;
• remixes, covers, translations, or adaptations;
• content created or modified using artificial intelligence;
• requested territories and periods.

When several persons participate, the Client must retain:

• agreements;
• split sheets;
• licenses;
• authorizations.

UMW may request those documents before or after delivery when a reasonable risk arises.

During the Service, the Client grants UMW a limited, non-exclusive license to:

• store the content and make technical copies;
• convert formats;
• deliver the content and Metadata;
• make the content available through the selected destinations;
• display cover artwork, titles, artists, credits, and excerpts;
• transmit identifiers;
• process updates and removals;
• receive related reports and revenue;
• authorize the Platform or technical provider to perform those actions.

‍NINETEENTH.— RENEWAL AND CANCELLATION.

The license does not, by itself, authorize UMW to:

• sell the master recording;
• appropriate the composition;
• clone voices;
• train generative models using the music;
• grant synchronization licenses;
• exploit the artist’s identity in products unrelated to the Service.

UMW prepares deliveries with reasonable care, but each DSP controls:

• final validation;
• publication date and Territory;
• association with artist profiles;
• Metadata normalization;
• availability;
• monetization;
• price or format;
• grouping of versions;
• detection of invalid activity;
• reporting;
• removal.

The requested date is not guaranteed. The Client must submit the release sufficiently in advance and respond to correction requests.

‍TWENTIETH.— CATALOG CONTINUITY.

Content ID is not automatically activated by purchasing distribution or subscribing to Pro Music, unless an Order expressly provides otherwise. UMW reviews eligibility.

The following master recordings are ordinarily ineligible:

• master recordings subject to non-exclusive rights;
• broadly licensed leased beats;
• samples without exclusivity;
• shared-library music;
• public-domain content without an exclusive contribution;
• commonly available loops;
• generic meditation recordings;
• material concerning which third parties may submit legitimate claims.

Activation may be subject to a separate Commission or additional terms. The Client is responsible for claims submitted through its catalog and must release erroneous claims.

‍TWENTY-FIRST.— ROYALTY REPORTS.

UMW charges only the amount and frequency displayed in the Order. Fees imposed by a bank or processor and not charged by UMW are governed by that third party. Invoices or receipts are issued in accordance with applicable law. The Client must keep its tax information current. A failed payment may result in suspension of future features after notice and a reasonable opportunity to correct the issue. A failed payment does not authorize the forfeiture of unrelated legitimate royalties. The payment screen must identify the active processor. Information necessary to authorize the Transaction is processed by that processor in accordance with its role.

‍TWENTY-SECOND.— PAYMENT REQUESTS.

UMW retains:

• the transaction reference;
• amount;
• currency;
• status;
• Order;
• invoice;
• information necessary for support, accounting, and fraud prevention.

UMW will not request any of the following through email, chat, or an ordinary form:

‍TWENTY-THIRD.— COMMISSIONS AND DEDUCTIONS.

• a password;
• PIN;
• CVV;
• authentication token;
• banking credential;
• complete payment card number.

Under Billing → Payment History, each Transaction must display:

• the Order;
• date;
• amount;
• currency;
• status;
• processor;
• reference;
• available invoice or receipt;
• any related refund.

A subsequent price change does not alter the historical record.

The applicable billing frequency—monthly, annual, or otherwise—is stated in the Order.

‍TWENTY-FOURTH.— RESERVES AND EXTERNAL INSTRUCTIONS.

For Consumers, UMW will provide any required advance notice identifying:

• the date;
• plan;
• expected amount;
• cancellation mechanism.

Cancellation prevents the next renewal when requested within the applicable period.

It does not automatically reverse:

• Services already performed;
• instructions already transmitted to a Platform.

‍TWENTY-FIFTH.— FRAUD AND CLAIMS.

Music does not remain available after cancellation merely because of a general promise on the website.

Continuity exists only when the Order expressly includes a permanence or Legacy arrangement identifying:

• the post-cancellation Commission;
• access or the method for receiving statements;
• the payment method;
• update and takedown rules;
• eligible content;
• grounds for termination.

Even under such an arrangement, availability may end because of:

• a rights conflict;
• fraud;
• related non-payment;
• an order or instruction from an authority or DSP;
• closure of the delivery route;
• technical impossibility.

‍TWENTY-SIXTH.— UPDATES AND REMOVALS.

When UMW voluntarily terminates a route without an urgent reason, it will facilitate a reasonable migration.

Platform usage does not immediately become an Account balance.

The ordinary process is:

1. receipt of the report file and, when applicable, the funds;
2. matching the information to the UPC, ISRC, Account, and period;
3. currency conversion and normalization;
4. incorporation of source adjustments or reversals;
5. application of the Commission and authorized deductions;
6. publication of the reconciled statement.

UMW endeavors to import and display monthly reports received around the end of the month, ordinarily on the 30th or 31st. A late report is incorporated when received. It is not estimated as though funds had already been received.

‍TWENTY-SEVENTH.— SUPPORT.

Withdrawals are governed by the Royalties and Payments Policy.

Operational methods may include:

• PayPal;
• Payoneer;
• bank transfer.

The Client must have:

• a sufficient Available Balance;
• verified identity and payment beneficiary information;
• complete tax information;
• an enabled payment method;
• no valid reserve affecting the requested amount.

‍TWENTY-EIGHTH.— USE OF UMW CORE.

UMW ordinarily processes complete and eligible requests around the 30th day of the following month. This is not a guarantee that the bank will credit the funds on that same date.

The applicable Commission is the Commission stated in the Plan Order. UMW will not deduct a different percentage because an advertising page changes.

‍TWENTY-NINTH.— PLATFORM OWNERSHIP.

Only the following may be deducted:

1. the contractual Commission;
2. applicable taxes or withholding;
3. a previously disclosed and accepted external cost;
4. the actual payment-method charge disclosed before withdrawal;
5. an adjustment or reversal attributable to the same revenue;
6. a liquidated, due, documented, and contractually eligible setoff obligation.

UMW will not deduct:

• estimated damages;
• future legal expenses;
• general internal costs;
• disputed debts lacking a valid basis.

‍THIRTIETH.— PRIVACY.

A Platform, distribution provider, bank, or authority may withhold or reverse funds. UMW will distinguish such an External Hold from an Internal Reserve.

Unless prohibited, an Internal Reserve notice must identify:

• the case;
• the release, period, and amount;
• the general reason;
• the information required;
• the next review date;
• the method for challenging the measure.

The measure must be limited to the related content and funds whenever they can be technically separated. A review concerning two tracks does not, by itself, authorize the freezing of an entire catalog.

Artificial streaming, falsification of identity or documents, impersonation, misleading Metadata, nonexistent rights, and abuse of Content ID may result in:

• an investigation;
• rejection;
• removal;
• a reserve;
• termination.

The Anti-Fraud Policy governs:

• evidence;
• response periods;
• the response procedure;
• appeals.

Failure to respond may prevent verification, but it does not, by itself, constitute an admission of fraud.

‍THIRTY-FIRST.— AVAILABILITY AND TECHNICAL CHANGES.

The Client may request corrections or takedowns through the dashboard or support.

The request must identify:

• the release;
• UPC;
• ISRC;
• Platform;
• requested change;
• reason.

UMW transmits the instruction through the available route. UMW cannot guarantee that every Platform will execute the instruction simultaneously.

For a migration, the Client must coordinate:

• UPC;
• ISRC;
• audio;
• Metadata.

UMW does not guarantee preservation of playlists, links, followers, or statistics controlled by the Platform.

Support tickets may be submitted at any time.

Unless a signed SLA provides otherwise, ordinary human support is provided during Business Days in Ecuador and prioritized as follows:

1. security issues or compromised access;
2. payments or removed catalogs;
3. release dates or blocked deliveries;
4. ordinary corrections;
5. general inquiries.

A 24/7 statement may describe availability of the form or technical system. It does not guarantee an immediate human response.

Access is personal and limited to the applicable plan.

The following conduct is prohibited:

• sharing credentials outside the authorized team;
• accessing another person’s Account;
• circumventing roles or limits;
• extracting data in bulk without authorization;
• testing vulnerabilities without permission;
• altering statuses, balances, or reports;
• automating harmful traffic;
• using the production API without approved credentials and an agreement.

The Client must immediately report any unrecognized access.

UMW or its providers retain rights in:

• UMW Core;
• software;
• design;
• documentation;
• trademarks;
• proprietary materials.

Client feedback does not transfer the Client’s music, voice, likeness, or catalog to UMW.

UMW processes personal data in accordance with the Privacy Policy.

Acceptance of these Terms does not constitute consent to:

• optional advertising;
• non-essential cookies;
• biometric processing;
• model training.

When a white-label Platform processes personal data on behalf of its Client, the Parties must execute the applicable data processing agreement.

The Client may exercise the rights to:

• information;
• access;
• rectification;
• updating;
• deletion;
• objection;
• suspension;
• portability;
• withdrawal of consent;
• human review when applicable.

UMW Core provides:

• Request and Download My Data;
• Submit a Complaint to the DPO.

A structured download may include JSON or CSV files within a ZIP archive, as well as PDF documents when useful for readability.

A direct portability request will be performed when legally and technically appropriate, subject to proportionate verification and prior explanation of its effect on:

• the Account;
• catalog;
• pending payments;
• records that must be retained.

Verónica Gabriela Salazar Castro, Personal Data Protection Officer, receives complaints at Data Protection Officer. Contacting the DPO first may facilitate a resolution, but it is optional and does not prevent the Client from filing a complaint directly with the Superintendency for Personal Data Protection or pursuing another competent remedy.

Maintenance, incidents, provider changes, DSP delays, or route closures may occur.

UMW will communicate material incidents when reasonably possible.

‍THIRTY-SECOND.— SUSPENSION AND TERMINATION.

An availability percentage, recovery time, service credit, or guaranteed support commitment exists only in a signed SLA.

UMW will apply proportionate measures. When an issue can be corrected, the notice will identify the required action and applicable period.

UMW may act immediately in response to:

• serious fraud;
• false documents;
• a clearly unauthorized catalog;
• a security threat;
• circumvention of a suspension;
• an order from an authority or Platform;
• an immediate risk of loss.

Upon termination, UMW will communicate, when applicable:

‍THIRTY-THIRD.— REFUNDS.

• the status of the catalog;
• removal or migration requests;
• pending reports;
• specific reserves;
• the final balance;
• personal data or records that must legally be retained.

Termination of an Account does not convert its legitimate, undisputed royalties into UMW property.

Payments for plans or Services are governed by the Cancellations and Refunds Policy. UMW does not apply an automatic no-refund rule merely because the Client logged into the Account.

‍THIRTY-FOURTH.— LIABILITY.

The assessment considers:

• the Consumer’s rights;
• work performed;
• delivery to a DSP;
• configuration completed;
• disclosed external costs.

Royalties are not refunds and remain separate from a dispute concerning the price of a plan.

UMW is responsible for:

• providing the Service with reasonable care;
• maintaining records;
• accounting for funds received.

UMW does not guarantee:

• DSP acceptance;
• an exact release date;
• continued availability;
• streams;
• playlist placement;
• rankings;
• minimum revenue;
• artistic success.

‍THIRTY-FIFTH.— THIRD-PARTY CLAIMS AND INDEMNIFICATION.

In B2B relationships and to the extent permitted by law, liability for direct damages is limited to the amount paid for the affected Service during the preceding twelve (12) months.

The limitation does not apply to:

• fraud;
• willful misconduct;
• gross negligence;
• misappropriation of funds;
• confirmed payment obligations;
• matters that cannot legally be limited.

The Client is responsible for claims caused by unauthorized content or materially false information provided by the Client.

‍THIRTY-SIXTH.— GOVERNING LAW AND DISPUTES.

UMW will:

• notify the Client of the claim;
• permit reasonable participation;
• share available information;
• refrain from accepting a settlement imposing additional liability on the Client without authorization, unless legally required.

The Client is not responsible for acts attributable to UMW. UMW is correspondingly responsible for uses made outside the authorization it received.

The laws of Ecuador govern, without depriving a Consumer of mandatory protections applicable in the Consumer’s place of residence.

The complaining Party will first submit a written notice identifying:

• the Account;
• relevant facts;
• supporting evidence;
• the requested resolution.

Consumers may contact:

‍THIRTY-SEVENTH.— CHANGES.

• the Office of the Ombudsman;
• competent administrative authorities;
• courts of competent jurisdiction.

General acceptance does not impose arbitration. A business agreement may contain an arbitration clause when the clause is complete and specifically accepted. The prior communication process described in this Section applies to contractual disputes between the Parties.

‍THIRTY-EIGHTH.— FINAL PROVISIONS.

It is not a condition for:

• filing a complaint or report;
• exercising a personal data protection right;
• contacting a consumer protection authority;
• requesting urgent relief.

Material changes involving price, Commission, renewal, licensing, payments, reserves, liability, or disputes will be communicated at least thirty (30) days in advance and will not be applied retroactively. UMW will request new acceptance when required by law or by the nature of the change.

Each version will be archived with:

‍THIRTY-NINTH.— EVIDENCE OF THE ORDER AND PAYMENT.

• the date;
• a summary;
• its hash.

The agreement does not create:

• a partnership;
• artistic representation;
• an employment relationship;
• a general agency relationship between UMW and the Client.

‍FORTIETH.— ACCOUNT CENTER AND TRACEABILITY.

When a provision cannot be enforced, the remaining provisions remain in effect. Failure to exercise a right does not constitute a waiver.

The following provisions survive termination:

• accounting;
• pending payments;
• ownership;
• privacy;
• confidentiality;
• claims;
• dispute resolution.

‍FORTY-FIRST.— CONTRACTUAL CONTACT.

UMW must be able to reconstruct a purchase using:

• identity and Account;
• immutable Order;
• legal document versions;
• UTC date and time;
• affirmative action;
• hash;
• amount, currency, and taxes;
• processor and transaction reference;
• payment result;
• receipt or invoice;
• copy delivered.

A simple accepted=true field, a screenshot without context, or an isolated banking reference does not replace the complete Case File.

Depending on the Client’s relationship with UMW, UMW Core must keep the following accessible:

• agreements and Orders;
• Privacy and Acceptance History;
• Payment History;
• royalty statements and reports;
• refund requests;
• data downloads;
• submitted complaints.

The histories may not be used to retroactively alter a document, Order, or Transaction. Each event retains its own version and date.

UMW RECORDINGS, INC. S.A.S.
Av. Francisco de Orellana
Guayaquil 090512
Ecuador
Terms
‍+593 96 801 6285

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