Terms & Conditions

1. SoundTrade and these terms

Soundtrade SRL (“SoundTrade”), CUI 50974804, registration number J2024045979006, Șos. Nordului nr. 62B, sc. C, et. 2, ap. 2E, Sector 1, Bucharest, Romania, operates the investor mobile app. These terms concern access to the app, its music catalogue, eligible licence purchases and disposals, account records, Pies, royalties, wallet and support.

Each Asset has documents identifying the relevant recording or work, participating economic rights, percentage, permitted uses, territory, duration, income basis, deductions, transfer conditions and parties. These documents remain available for reference. Your Buy and Sell instructions operate within that recorded scope under the authorization in these terms; SoundTrade automatically records each completed transaction and provides its confirmation without asking you to sign or accept a separate transaction agreement. Accepting these app terms alone does not execute a trade or change an existing licence. Mandatory law and rights you cannot legally waive continue to apply.

2. Eligibility and your account

The investor app is for individuals aged 18 or older acting in their own name. Access to deposits, purchases, sales and withdrawals may require identity, residence, payment and other eligibility checks. Availability depends on the country and the services and authorised providers actually enabled there.

Provide accurate, current information; use your own account; protect your credentials; and tell SoundTrade promptly about suspected unauthorised access or material changes to your details. An Asset Manager who also uses the investor app remains subject to the separate Asset Manager and Asset agreements, including restrictions concerning that manager’s own Assets.

3. What you acquire

When a purchase is completed under the applicable Asset document, you acquire a licence giving you the stated economic participation in eligible income from the specified Asset. The covered revenue streams, including any master, composition or neighbouring-rights income, exist only to the extent that the Asset document identifies them and the source holder can validly grant them. The applicable percentage and income base may be affected by earlier artist, distributor or other obligations disclosed for that Asset. You do not acquire an interest in SoundTrade itself, or an independent right to exploit, distribute or license the music to someone else.

Any licence to a third party concerning the Asset is arranged through SoundTrade under the accepted Asset documents and any consent required from affected holders. The licence does not give you independent use of the music, lyrics, artwork, name or image of an artist. Moral or personal rights are not transferred. Neither the app display nor SoundTrade’s review absolutely guarantees the source holder’s title, future revenue or a buyer for your licence.

4. Who sells or intermediates

In an initial offer, Soundtrade SRL obtains the rights needed from the original holder under the documented source arrangement and sells the defined licence to you. In a later eligible transfer, the existing holder transfers the licence directly to the new holder; SoundTrade acts as intermediary for eligibility checks, documents, required consents, settlement records and the disclosed service fee. The parties and SoundTrade’s exact role are identified again before each transaction.

A holder cannot transfer a greater percentage, broader right, wider territory or longer term than the holder validly acquired. A later transfer may require a source holder’s consent. Earlier completed transactions remain governed by their own accepted documents; a new version of these terms does not rewrite them.

5. Offers, bids and confirmation

Before you submit an instruction, the app must show the Asset, licence scope, relevant percentage or Units, total amount, fees, price method and any reservation of funds. Execution remains subject to the published Asset conditions, available funds, eligible holdings, other participants and any required source-holder consent. A displayed valuation or current price is not a promise that an instruction will execute at that amount.

By accepting these terms, you give SoundTrade a standing authorization to execute the Buy and Sell instructions you subsequently submit from your authenticated account, within the displayed Asset scope, quantity, price or limit, total amount and fees. You do not need to read, sign or separately accept a new agreement for each such instruction. A completed wallet purchase debits the executed amount, including the disclosed buyer fee, and records the acquired Units; a completed sale records the transferred Units and the seller proceeds after the disclosed fee. Merely accepting these terms does not debit your wallet or submit an order.

A Buy instruction executes only against available eligible offers and may be filled partly. A Sell instruction offers eligible Units for matching; submitting it does not guarantee an immediate buyer or immediate proceeds. An unmatched sale remains an open order until filled or cancelled under the applicable order conditions. Only completed quantities change holdings and settlement balances; an unfilled quantity is not a completed transaction.

For newly prepared opening auctions, the current product rule is a seven-day scheduled period, a minimum 5% increase over the leading bid and a possible five-minute extension after a late bid. The frozen terms shown for that Asset control; an older auction may retain its accepted duration. A winning bid alone does not complete the licence if acceptance, valid payment or other required conditions remain outstanding.

SoundTrade automatically creates and retains the effective transaction record and confirmation, including the applicable Asset scope, parties, quantity, price, fees, currency and execution time, and makes them available in your account. This confirmation records execution; it does not require another signature or acceptance. Unused or released reservations return to the appropriate available balance. An incomplete, rejected or failed payment does not by itself transfer a licence.

6. Fees, deposits and withdrawals

SoundTrade or its payment partner may withhold, declare and remit taxes and contributions from royalty income and proceeds from sales, assignments or licensing of rights following listing only where and to the extent required by law, according to the income type and beneficiary's tax status. The statement separately identifies the gross amount, legal basis, withholding rate, amount withheld and net payment. This is not automatic withholding on all income or beneficiaries and does not change either the payer's statutory duties or your other tax obligations.

The current SoundTrade fee schedule for an investor is:

• Deposit: no SoundTrade deposit fee. A payment provider may charge a separately displayed processing or currency-conversion fee.
• Purchase: 0.5% of the amount you choose to spend, included within that amount rather than added above it.
• Later sale of your eligible licence: 2% of the gross sale amount, shown before confirmation.
• Withdrawal from an investor account: 0.5% of the requested amount. Any external provider cost must be displayed separately.
• Ordinary royalty administration: 1.5% of the contractual amount available for distribution, after the Asset-specific income base and authorised deductions are determined.

The app shows the applicable fee, tax treatment, currency and net amount for each operation before you confirm it. SoundTrade fees include any VAT due on those fees; external provider charges and any conversion are separately identified. A fee is charged only on the portion actually completed where an instruction is partly fulfilled. Current account values are shown in EUR; any payment required in another currency must have its conversion rate and date disclosed before confirmation.

The wallet is an interface for recording available, reserved, pending and disputed amounts under the actual payment-provider arrangement. It is not, by its name alone, a bank account with SoundTrade. No interest or deposit-protection promise arises merely from a displayed balance. Withdrawals require an eligible, verified recipient and may remain pending while the provider and SoundTrade complete required checks. A cancelled or rejected withdrawal returns its held amount according to the applicable payment flow.

7. Royalties and timing

By accepting the app terms, the investor authorises SoundTrade to receive, reconcile and distribute amounts attributable to their contractual participation. This authorisation does not replace the mandate required from the holder of the recording rights.

Direct society collection is restricted to the percentages allocated to SoundTrade under valid source agreements and co-owners' percentages covered by their separately accepted mandates; it excludes percentages held by the Asset Manager. Registering repertoire is not a claim over the entire Asset, and collection begins only when the paying organisation accepts the required documents and instructions. Your app-term acceptance does not grant SoundTrade another holder's rights or automatically include publishing or performers' personal rights outside the identified Asset scope.

Royalties actually received by SoundTrade from PPL or other collecting organisations shall be allocated to the relevant Asset and entitled beneficiaries, including co-owners and app investors, according to the applicable rights and ownership periods. These amounts shall be distributed through SoundTrade under the contractual royalty distribution conditions and timetable, following reconciliation of receipts and application of tax obligations. The same SoundTrade administration fee of 1.5% applies as for royalties received through the Asset Manager and distributor. The calculation base is the net revenue attributable to the beneficiary’s rights after distributor and/or collecting organisation fees, where applicable. VAT treatment remains as specified in the applicable agreement. The SoundTrade fee shall be separately itemised in the statement and shall not be charged twice on the same amount for the same administration. Statements shall identify the source, period, receipt, deductions, beneficiary’s percentage and net amount.

A licence may entitle you to a defined portion of income generated after the Asset’s offer begins. Income earned before that point is not allocated to a new buyer merely because the buyer later acquires a licence. Actual income depends on reporting, collection, the Asset’s rights and prior obligations, and the period in which you held the licence.

Under the current ordinary rule, a holding becomes eligible after 60 days; once eligible, its relevant holding period is counted from acquisition. If all relevant holdings are below that threshold, the special allocation follows the size and duration of each holding. The Asset document and recorded calculation explain its income base, permitted deductions and any exception.

Managers ordinarily report and remit income every six months. The planned annual distribution to eligible holders is by 30 April for the preceding period, subject to the applicable Asset calendar, receipt, verification and any legally required withholding. A delayed or disputed source payment cannot be represented as money already available to withdraw. You can review the relevant statement and payment status in the app.

A later correction to an earlier royalty period is normally allocated to the holders eligible for that Asset and original earning period, even if a holder later sells or requests account closure. For a final closure with a separate, express release identifying the covered Asset and historical market holdings, the closing holder’s otherwise attributable share of a positive correction first submitted after closure for a period ending before closure is instead allocated pro rata among the other holders eligible for that same Asset and original earning period, according to their eligible interests, if the governing Asset documents and applicable law permit it. This applies only to market royalties. SoundTrade receives none of the redirected share; if there is no other eligible holder, this rule does not redirect it.

8. Third-party payments and SoundTrade’s response

The Asset Manager, distributor, collecting society or other independent payer remains responsible for its own reporting, collection and payment obligations. A failure by one of them can delay or reduce income. SoundTrade does not guarantee that an independent third party will perform, or insure royalties it fails to pay, unless SoundTrade expressly assumes such an obligation or mandatory law requires it. A reported but uncollected amount is not shown as available to withdraw.

If a payment due for an Asset is materially late or missing, SoundTrade will check the information available to it, ask the responsible party for the report or payment, inform affected holders of the material issue and its status, and use reasonable, documented contractual and legal measures available to it. Depending on the facts and the accepted Asset agreement, these may include formal notice, a pause on new Asset operations, recovery of the debt, or replacement of the manager and collection route where the required conditions and permissions are met. Neither recovery nor its timing is guaranteed.

Amounts actually collected or recovered are reconciled and allocated to entitled holders under the applicable Asset documents; one holder’s entitlement is not used to settle another person’s debt without a valid legal basis. This clause does not limit SoundTrade’s responsibility for its own obligations or conduct, including the handling and distribution of amounts it has received, nor any mandatory consumer right or liability for a person for whom SoundTrade is responsible under law.

9. Pies and referrals

A Pie is a selection of individual Assets. Copying another person’s Pie creates your own independent selection; its creator cannot operate your account or alter a licence you already acquired. Each component remains subject to its own price, availability and Asset document. The app should show the planned allocation and any handling of an unavailable component before you confirm.

When the referral programme is activated, you may activate either or both of two independent campaigns. Each has its own permanent invitation link. Only a new account created through a campaign’s link is attributed to that campaign; an invitation cannot later be moved between links. Neither link has a three-month qualification deadline.

• One-time €100 campaign: you may share this link without a limit. Any five distinct people who did not previously have a SoundTrade account and create a new account through this link must each make qualifying deposits totalling at least €100 and then invest at least €100 from those deposited funds in completed rights purchases. A separate payment for a purchase does not satisfy this condition. They need not be the first five people who register through the link. Once SoundTrade confirms the fifth qualifying person, it applies one €100 investment credit within seven days, provided five people remain eligible at award. If a person ceases to qualify before award, another eligible invitee may replace them and the seven-day period runs from the replacement’s confirmation. The credit is awarded only once per account.
• 5% lifetime campaign: from the first new person who joins through this separate link, the inviter becomes eligible for 5% of SoundTrade’s verified profit attributable to that person for the lifetime of the eligible referral. It is a portion of SoundTrade profit, not of the invited person’s investment return. People invited through the €100 link do not also generate this 5%.

Rewards go to the inviter only and depend on verified, completed real transactions and the campaign rules displayed when the programme opens. Credits awarded under either campaign may be used only for investments on SoundTrade and cannot be withdrawn as cash. The current demo awards no spendable wallet credits or cash; posting and reversals require the payment and legal programme to be activated. A referral link, credit or public Pie is not a recommendation or a guarantee of income.

10. Risks and limits

The value of a licence can fall, income can be lower than past reports or zero, and you may be unable to find an eligible buyer. Rights disputes, incomplete reports, delayed or missing payments, changes in distribution, permitted expenses and currency movements can affect value and income. SoundTrade’s automated valuation, song activity and Hype Movements are information, not a guaranteed sale price or personalised financial advice.

SoundTrade may review, pause or end the availability of an Asset after a documented decision. Ending new transfers does not, by itself, erase an effective licence or income already due. The applicable legal documents and continuity procedure govern what happens next.

11. Security and fair use

Do not use false identities, someone else’s account, artificial bids, coordinated manipulation, or non-public information to obtain an improper advantage. SoundTrade may investigate, reject a suspect instruction or restrict affected functions where justified by evidence and law. A security hold on a withdrawal is distinct from a restriction on Asset activity.

Restrictions must be recorded and proportionate, with a way to ask for review where appropriate. A suspected breach does not automatically transfer your licence or all your funds to SoundTrade. Existing obligations and any legitimate claims are handled through the applicable process.

12. Asset consents and changes

By accepting these terms, you expressly consent in advance to Soundtrade SRL (“SoundTrade”) assigning or transferring its rights and obligations acquired under this agreement, in full or in relation to the transferred business activity, to any third party acquiring the SoundTrade platform, its business or the associated operating or administration rights, including through a sale, merger, reorganisation or transfer of assets. The transferee shall assume the contractual obligations associated with the transferred rights, including recordkeeping, reporting, administration and payment obligations towards rightsholders and beneficiaries. To the extent permitted by law, the transfer shall not require further consent, a new signature or individual approval from you. SoundTrade shall notify you of the new operator’s identity, the effective transfer date and its contact details. The transfer shall not, in itself, reduce your percentages, amounts due, safeguards or other contractual rights, or increase the agreed fees. Accrued rights and liabilities remain subject to this agreement and applicable law. A transfer complying with this clause is an exception to any contractual provision requiring renewed acceptance solely because the operator’s identity changes.

If you are separately invited as an original rights holder, you must review and accept the exact Asset agreement for your own percentage through the authorised process. An Asset Manager cannot accept on your behalf merely by managing the Asset. This is separate from accepting investor-app terms.

Investor voting is currently unavailable. Its absence is not consent to a new licence, distributor change, reinvestment or reduction of an existing holder’s entitlement. Where a law or accepted agreement requires an individual’s approval, that approval must be obtained separately. A future voting feature requires a reviewed legal and product process before it becomes available.

SoundTrade will identify and notify you of material changes to these app terms in advance where required. A new version does not retroactively change a completed transaction or an accepted Asset agreement. If a change requires fresh acceptance, access to affected future services may depend on it, while existing rights and applicable consumer protections remain intact.

13. Cancellation, refunds and account closure

The app will show whether an uncompleted instruction can be cancelled and what happens to any reserved amount. A completed licence cannot be erased merely by deleting the app or disputing a payment; a correction, refund or reversal requires the applicable documents, verified payment evidence and legal process. Nothing in these terms is a blanket waiver of a statutory withdrawal, refund or other consumer right that applies to the particular service.

You may request account closure through the published support process. Closure can be delayed or limited where active licences, unpaid amounts, disputes or legal record-keeping duties need to be resolved. It does not extinguish a valid licence or royalty already earned. The Privacy Policy explains separate personal-data rights and retention.

Before final closure, SoundTrade must review and settle identified balances and royalty claims. Accepting these app terms or requesting closure does not release any past-period royalty entitlement. Any direction to redistribute a later-discovered correction requires your separate, recorded acceptance of the exact closure release for the specific request and listed market holdings. That release does not cover a correction already submitted before closure, an amount already due or disputed, a different Asset or contractual-rights royalties. If the release or required Asset-level authority is absent, closure alone is not consent to redistribution.

14. Privacy, complaints and disputes

Personal-data processing is described in a separate Privacy Policy. Accepting app terms is not consent to optional marketing or to processing that legally requires a separate choice.

For a problem with an account, Asset, payment or licence, contact SoundTrade through the Support section or at contact@sound-trade.com and include the relevant transaction reference. SoundTrade will acknowledge the complaint, investigate it and provide a reasoned response under the applicable complaints procedure. You remain free to use any competent regulator, alternative dispute-resolution body or court available under mandatory law.

Romanian law governs this agreement, subject to applicable EU law and mandatory protections of your country of residence. No term forces a consumer to bring a claim only in Bucharest where a mandatory jurisdiction rule gives another option. SoundTrade remains responsible for its own legally attributable breaches; the commercial risk of an Asset does not remove that responsibility.