Terms & Conditions

These terms of use are entered into by and between you (“End User”, “You”, “Your”) and Lost Hills, LLC, a limited liability company organized and existing under the laws of the United States (“Company”, “We”, or “Us”), with its principal place of business located in Los Angeles, California, USA. The following terms and conditions, together with any documents they expressly incorporate by reference (collectively, “Terms of Use”), govern Your access to and use of the platform available at https://www.losthills.io, including any content, functionality, and services offered on or through the website (the “Platform”), whether as a guest or a registered user.

Acceptance of the Terms of Use

Please read these Terms of Use carefully before using the Lost Hills Platform. By accessing or using the Platform, or by clicking to accept or agree to the Terms of Use when this option is presented to You, You acknowledge and agree to be bound by these Terms of Use, including our Privacy Policy, Cookie Policy, Anti-Fraud Policy, GDPR Regulations, and any other documents that We may post on the Platform from time to time. If You do not agree to these Terms of Use, You must not access or use the Platform.

This Platform is intended for individuals who are of legal age or have parental consent. If You are under the age of thirteen (13) years, You are not permitted to create an account and must immediately exit the Platform. By using or registering with this Platform, You represent that You are of legal age to form a binding contract or have obtained Your parent’s consent to do so (with the parent acting as the contracting party for minors aged 13 up to the age of majority). We are committed to adhering to all applicable laws and regulations concerning minors, including compliance with the Children’s Online Privacy Protection Act (COPPA) and other similar laws.

Lost Hills: Changes to the Terms of Use

We may revise and update these Terms of Use at our sole discretion. All changes take effect immediately upon posting and apply to all subsequent access to and use of the Platform. By continuing to use the Platform after revised Terms of Use are posted, you accept and agree to the changes. Please check this page regularly to stay informed of any updates, as they are binding on you.

Definitions

To facilitate the understanding of these Terms of Use, the following key terms will have the meanings defined below:

Customer: Refers to any individual who accesses or uses a Digital Music Service.
Cover Song Licensing: Refers to the cover song clearance services provided by Lost Hills.
Digital Distribution: Involves the transfer of data through various means such as the internet, internet radio, kiosks, in-store listening posts, mobile, wireless, satellite, and similar communication systems. This includes formats like clips, permanent downloads, subscriptions, streams, timeout-downloads, ring-tones, and ring-back tones.
Digital Music Service: Any digital platform that allows Customers to purchase and/or listen to music, such as music download portals, music and video streaming services, mobile music platforms, digital (and terrestrial) radio stations, digital (and terrestrial) television networks, and mobile networks (e.g., Apple Music, iTunes, Spotify, Tidal, Amazon, etc.).
End User: Refers to You, the End User, which includes artists, songwriters, authors, producers, agents (including royalty recipients), rights holders, or others authorized to exploit certain music (both compositions and recordings) and use the Platform or its API.
End User Content: All intellectual property works (including musical works, recordings, video clips, ring-tones, real-tones, lyrics, logos, covers, and photos) for which the End User holds the necessary exploitation rights, including customary “Neighboring Rights”.
Service: The service provided by Lost Hills through the Platform, enabling the distribution of End User Content on Digital Music Services (referred to as Digital Distribution Services).

Rights and Obligations

The following outlines the rights and obligations of both parties:

Accessing the Platform and Security

2.1 Access Rights

During the Duration, and subject to Your compliance with these Terms of Use, You are granted the right to access the Platform and use the Service provided by Lost Hills.

2.2 Platform Features

For informational purposes, the Platform includes the following features (but is not limited to):

Uploading Content: End Users can upload their content to the Platform for distribution to Digital Music Services.
Selecting Distribution Options: Choose channels, territories, and specific Digital Music Services for content availability.
Optional Services: Access quality control, distribution updates, and storage services.
Direct Payments: Pay for contracted services directly through the Platform.
Hosting and Transmission Host, qualify, transform, and transmit End User Content to Digital Music Services.
Content Updates: Update distributed works in Digital Music Services.
Content Takedown: Remove content from distribution.
Assigning Codes: Allocate ISRC, UPC, and ISWC codes to content.
Access Reports: View sales and usage reports of End User Content on Digital Music Services.
Royalties: Request payment of royalties generated by End User Content.
Neighboring Rights: Manage and receive neighboring rights.

Lost Hills reserves the right to withdraw or amend the Platform and any services or materials provided on it, including changes to characteristics, design, appearance, or presentation, at our sole discretion without notice. We will not be liable if any part of the Platform is unavailable at any time or for any period. Periodically, we may restrict access to some parts or the entire Platform, including to registered users. If You are dissatisfied with the Platform, You may terminate the relationship as described in these Terms of Use.

2.3 Content Rights

You confirm that You hold all necessary rights to the End User Content to exploit it through the Platform. You grant Lost Hills a worldwide right to reproduce, store, transfer, and make available the End User Content as requested by You, as detailed in Section 6. This authorization is exclusive for Digital Music Services chosen by You, meaning that You cannot make the same content available on the same Digital Music Services through other services.

2.4 Registration and Security

To access the Platform or some of its resources, You may need to provide registration details or other information. It is a condition of Your use of the Platform that all information You provide is correct, current, and complete. By providing information, You agree it is governed by our Privacy Policy, and You consent to actions we take with respect to Your information consistent with our Privacy Policy.

If You are provided with a username, password, or other security information, You must treat this information as confidential and not disclose it to any other person or entity. Your account is personal to You, and You agree not to provide any other person with access to the Platform using Your credentials. Notify us immediately of any unauthorized access to or use of Your security information. Ensure that You exit Your account at the end of each session and exercise caution when accessing Your account from public or shared computers to prevent unauthorized viewing or recording of Your password or personal information. We reserve the right to disable any username, password, or other identifier at any time in our sole discretion, for any reason, including if You have violated any provision of these Terms of Use.

What You Can Do and What You Can’t Do

3.1 Your Obligations

By registering and uploading End User Content on the Platform, you agree to the following obligations:

Use the Platform Responsibly: Upload only information and content that you own or have explicit permission to use. Provide all necessary information requested during service use.
Payment of Fees: Pay all applicable fees for the services provided by us.
Report Inconsistencies: Inform us of any activity that violates the Terms of Use.
Mark Explicit Content: Indicate if your content contains “explicit” material, which includes sexual, racist, violent, or otherwise harmful content.
Legal Compliance: Avoid illegal activities or actions that could harm any party, including us.

3.2 Platform Usage Guidelines

When using the Platform, you agree to:

Restricted Access: Do not grant access to unauthorized third parties or employees without their own credentials.
Source Code: Do not access the Platform’s source code.
Appropriate Use: Use information, rules, or instructions from the Platform only as outlined in these Terms of Use.
Confidentiality: Do not disclose information obtained through the Platform to third parties.
Public Access: Do not allow public access to the Platform.
Content Ownership: Upload only content you own or have explicit commercial exploitation rights for.
Reproduction: Do not reproduce, copy, distribute, frame, or mirror any part of the Platform.
Transfer and Modification: Do not transfer, sell, rent, lease, sublicense, or modify the Platform. Avoid creating derivative works or reverse engineering the Platform.

3.3 Quicklink and Shortlink Usage

Use the Quicklink and Shortlink features solely for promoting and redirecting to your music services and catalog. Do not use them to promote or redirect to:

Non-media-related sites
Affiliate links
Harmful or insensitive content
Hateful or racist content
Pornographic content

Violating this policy may result in a permanent ban from the service.

3.4 General Usage Conduct

Lawful Use: Use the Platform lawfully and diligently, adhering to these Terms of Use.
Liability: You will be liable to us for any breach of these Terms, as detailed in Section 9.

3.5 Portal Access for Selected Users

Certain users have access to a specific “portal” with synchronization and publishing administration features. Registrations submitted here will be registered with mechanical collection societies and performance rights organizations as per our agreements. This section applies to users who have opted into a publishing administration contract.

3.6 Content Upload

After registration, you can upload End User Content, such as sound recordings, audiovisual works, photographs, images, and related content, to your personal account for digital distribution.

3.7 Content Ownership Verification

Upload only content that you own or have written permission to use. We may request documents to verify your rights to the content and may remove content if we believe it doesn’t belong to you.

3.8 Prohibited Content

Harmful or threatening
Unlawful or confidential
Defamatory or libelous
Harassing or obscene
Indecent or fraudulent
Infringing on privacy rights
Inciting hate or racism
Limiting or hindering any individual
Exposing us or third parties to harm or liability

3.9 Private and Fake Information

Do not upload private or fake information of any third party, including physical addresses, phone numbers, or email addresses.

3.10 Intellectual Property Compliance

Do not upload content that breaches copyright, trademark, or any other intellectual property laws.

3.11 Exploitation of End User Content

You are free to exploit your content through digital music services not available on the Platform.

3.12 Content Review and Removal

We reserve the right to review and analyze your content to ensure compliance with the law and these Terms of Use. We may delete any content that we find unsuitable or inappropriate.

3.13 Content Quantity

These Terms of Use do not require you to upload a minimum quantity or maintain a minimum availability of content.

Fees

4.1 Service Fees and Net Income

By using our Service, you agree to pay the corresponding fees for the contracted Services. You will receive 100% of Net Income from the exploitation of End User Content through Digital Music Services unless otherwise agreed upon. Net Income is defined as all income received after deducting licensing fees, administration fees, deductions from stores and service partners, and taxes. If a custom agreement is applicable, you authorize us to deduct a sales commission from the Net Income at an agreed-upon percentage.

4.2 Payments and Claims

Be processed through the “Wallet” section of the Platform.
Be made in the currency specified by us.
Be payable via PayPal, Venmo (for U.S. residents), Bank Transfer (a Stripe service), and Manifest Payments to your designated account.

If any authority imposes a duty, tax, levy, or fee, you agree to pay that amount or provide exemption documentation.

Payments of generated sales fees will be made on a “on demand” basis within sixty (60) days of receiving a payment request from you, provided the due amount exceeds the minimum payment threshold. We may withhold any payment for an additional twenty-four (24) months if we suspect fraudulent activity or contravention of these Terms of Use or the Anti-Fraud Policy. Any payment you receive from us will be subject to all applicable taxes, including VAT and withholding taxes.

We reserve the right to dispute any invoiced amounts after payment and may recoup amounts due by withholding them from future fees, with notice provided.

4.3 Adjustments and Deductions

If any Digital Music Service deducts an amount due to a contingency, overpayment, or investigation related to End User Content, we may provide a revised sales report and deduct the corresponding amount from future payments, which you acknowledge and accept.

4.4 Collection Authorization

You expressly and irrevocably authorize us to collect all income from the exploitation of End User Content through the Platform. This includes author’s rights, performing and recording rights, and any levy established by law for private copies. We may request you to sign a specific authorization letter of direction as required by the relevant Performing Right Organization, which you agree to provide promptly.

4.5 Invoices and Receipts

We will make all corresponding invoices and receipts, including mandatory taxes, available to you in accordance with applicable regulations.

4.6 Price Changes and Adjustments

We reserve the right to change the Service price, sales commission percentage, or minimum payment threshold. You will be notified of any changes at least thirty (30) days prior to the effective date, and these changes will apply to future income.

4.7 Initial Fees and Outstanding Balance

We may choose not to charge you initially for the use of the Service and optional services. However, you authorize us to deduct the corresponding amounts from your future payments. If, after one year from the start of our relationship, you have distributed End User Content on credit without generating enough sales to pay back the outstanding balance, we reserve the right to request payment of the outstanding balance on demand.

4.8 Refund Policy

There are no refunds for subscription fees. However, you can cancel your subscription at any time via the “Billing” page of the “User Portal” on the Platform. For Cover Song Licensing, the refund policy from EasySongLicensing.com applies: Easy Song Licensing Refund Policy.

5.1 Contract Duration and Termination Rights

The duration of our contractual relationship is initially undetermined. It begins when you register on the Platform and explicitly accept these Terms of Use. Either party may terminate the Service at any time by providing a thirty (30) day notice in accordance with these Terms of Use.

Upon termination, you must pay all outstanding amounts within five (5) days from the notification date, or we will transfer any positive balance to you, whichever applies. Before requesting termination, you must remove all Content from the Digital Music Service using the “Takedown” functionality available on the Platform. Additionally, you authorize us to suspend your account, block your access, and delete all files and information you uploaded to the Platform. Termination does not affect accrued rights and obligations up to the termination date.

5.2 Termination by Us

If you become subject to any liquidation or insolvency proceedings not dismissed within sixty (60) days.
If you infringe on our Intellectual Property Rights.
If you violate our Anti-Fraud Policy.
If you engage in any unlawful activity using the Platform or Service.
If any outstanding balance is not paid as per Section 4.7.
If you breach any term or condition established by us and fail to remedy such breach within forty-eight (48) hours of receiving notice from us.

5.3 Payment Obligations Upon Termination

In all termination cases, you must pay all costs due for any Service provided by us up to the termination date.

5.4 Limitation of Liability

We will not be liable to you for damages of any kind due to the termination of our relationship in accordance with these Terms of Use. Sections of these Terms of Use intended to survive termination will continue to apply.

5.5 Content Removal

If you intend to remove your Content, you must issue a Takedown request as made available on the Platform. Applicable Takedown fees must be paid and processed before redistribution and/or account suspension.

Regardless of the termination of the Service, both parties agree to maintain contracts signed with third parties before the termination notification, provided those contracts remain in force.

Intellectual Property Rights

6.1 Platform Ownership

The Platform, along with all its contents, features, and functionality—including but not limited to information, software, text, displays, images, video, audio, and the design, selection, and arrangement thereof—is owned by Lost Hills, our licensors, or other material providers. This content is protected by U.S. and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. This agreement does not grant you any property rights in the Platform or its components. Lost Hills retains all ownership and licensed rights to the Platform, our brands, technology, and any copies thereof. All rights are expressly reserved.

6.2 End User Content

Authorization to Exploit: We are authorized to exploit your End User Content (including recordings, videos, compositions, artwork, etc.) globally through the Digital Music Services you select, for the duration of our relationship.
Ownership and Rights: You own or control all rights to the End User Content and have the authority to upload and exploit it as described.
Non-Infringement: The End User Content does not infringe on the copyrights or other rights of any third party.
Synchronization Licenses: We are authorized to grant synchronization licenses for the End User Content worldwide during the agreement duration.

6.3 Copyleft License Content

If your End User Content uses a copyleft license and was created by individuals not associated with any Performing Rights Organization (such as SESAC, BMI, ASCAP, SACEM, MCPS, SGAE, GEMA, etc.), you authorize Lost Hills to claim royalties, levies, duties, and other payments from these organizations on behalf of the creators, where applicable.

6.4 Record Label Information

You must specify the name of the record label associated with the phonographic producer for each release or phonogram you intend to distribute via the Platform. This includes producers associated with any Collective Management Society (e.g., SCPP in France, PPL in the UK, AGEDI in Spain, CAPIF in Argentina). If End User Content is distributed under a “Public Label Name” available on the Platform, you agree to the following:

Rights Authorization: You authorize us to acquire from you the Reproduction Rights and/or Public Communication or Public Performance Rights associated with the End User Content distributed via the Platform.
Claims on Your Behalf: You authorize Lost Hills to claim, as appropriate, from the Collective Management Society of each country, any rights, charges, obligations, and collections related to the said content.

Fraud Prevention

7.1 Commitment to Anti-Fraud Measures

At Lost Hills, we dedicate substantial efforts and resources to prevent automated and fraudulent activities. To support this commitment, we have established a comprehensive Anti-Fraud Policy, accessible in the footer section of our website.

By accepting these Terms of Use, you also acknowledge and agree to our Anti-Fraud Policy. This means you commit to not engaging in, nor allowing any third party to engage in, any automated, fraudulent, or otherwise invalid playback actions, particularly concerning Digital Music Services.

7.2 Enforcement of Anti-Fraud Policy

Our Anti-Fraud Policy includes a strict 3-strike system. We urge you to read this policy thoroughly, as we will rigorously enforce it.

Privacy

8.1 Data Protection Commitment

Our commitment to data protection is outlined in our Privacy Policy, which forms a part of our contractual relationship. By accepting these Terms of Use, you also acknowledge and agree to our Privacy Policy and Cookie Policy. Both policies are available in the footer section of our website.

Warranty and Limitation of Liability

9.1 No Warranties

We cannot guarantee that the Platform and the Services will meet your expectations. Except as explicitly stated in these Terms of Use, we provide the Platform and Services “as is” without any warranties. We disclaim all other warranties, whether express or implied, including those of non-infringement, merchantability, and fitness for a specific purpose. Given the diverse operating environments, we do not guarantee that the Platform’s functions will meet your needs, that it will operate without interruption, or that it will be error-free. To the extent permitted by law, all implied warranties, including those of merchantability, quality, and fitness for a specific purpose, are excluded. Neither we nor our third-party suppliers or partners are liable for any indirect, special, incidental, or consequential damages, including lost profits, contracts, data, programs, or costs associated with data recovery or defective performance of End User Content.

9.2 Indemnification

You agree to defend, indemnify, and hold harmless Lost Hills, our affiliates, licensors, service providers, and our and their officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising from your violation of these Terms of Use or your use of the Platform. This includes, but is not limited to, End User Content, any unauthorized use of the Platform’s content, services, and products, or any information obtained from the Platform.

9.3 Limitation of Liability

Our liability for any damages arising from or related to the Platform and the Services, whether due to negligence, breach of contract, or otherwise, is limited to the total fees you paid to us in the 12 months preceding the claim. You acknowledge that monetary damages are adequate compensation for any loss you might suffer related to the Service, and you waive any right to seek injunctive relief or damages beyond those specified in this section.

9.4 Exclusion of Certain Damages

We are not liable for any direct or indirect losses, including but not limited to, loss of profits, savings, goodwill, reputation, revenue, anticipated savings, business opportunities, or any other pure economic losses. We also disclaim liability for any special, indirect, consequential, or incidental damages, regardless of how they arise—whether from breach of contract, warranty, tort, strict liability, negligence, or otherwise—even if advised of the possibility of such damages or if such damages could have been reasonably foreseen.

9.5 Compliance with Rights and Laws

We respect the rights of others, including copyright, image, and personality rights, and we expect our clients to do the same. In compliance with the European Directive on Liability of Internet Service Providers, we will promptly respond to and remove or disable access to material uploaded by users that is claimed to infringe on third-party rights.

Priority Accounts for Lost Hills

At Lost Hills, we may offer you an exclusive Priority Account that provides enhanced features and benefits. By accepting a Priority Account, you agree to the terms outlined below, in addition to our standard Terms of Use.

10.1 Account Term

Initial Term: Your Priority Account will begin with a one (1) year initial period.
First Rolling Period: After the initial year, there will be a mandatory rolling period ending on December 31 of the same calendar year. For example, if your account starts on May 1, 2023, it will continue until December 31, 2024. To avoid an automatic extension, you must notify us in writing by March 1, 2024 (60 days before the end of the initial term). If you miss this deadline, the term will automatically extend to December 31, 2025.

The mandatory rolling period ensures that all Priority Accounts align with our calendar year (January 1 - December 31).

10.2 Extensions

After the first rolling period, your Priority Account will automatically renew for one (1) year unless you notify us in writing at least sixty (60) days before the end of the current term that you do not wish to renew.

10.3 First Right of Refusal

Upon releasing your initial music, Lost Hills will have the first right of refusal for any subsequent music releases during your Priority Account term. This means you must release new music on our platform unless:

You submit a written request to release with a third party.
We approve this request in writing, specifying any conditions, holdbacks, or restrictions.

Thank you for choosing Lost Hills. Your satisfaction and success are our top priorities.

Miscellaneous

11.1 Assignment

We may freely assign any or all of our rights or obligations under these Terms of Use. You may not assign, transfer, or sublicense your rights under these Terms of Use to any third party without our express prior written consent.

11.2 Severability

If any provision of this Agreement is found to be invalid or unenforceable, that provision will be enforced to the maximum extent permissible, and the other provisions of this Agreement will remain in force.

11.3 Promotion

We are not obliged to perform any online promotion or marketing of End User Content under these Terms of Use. However, we may offer complimentary promotional services which you may contract separately.

11.4 Notifications

Any notice that you or we need to effectuate in connection with the development and performance of these Terms of Use shall be delivered by mail, digital notification (available on the “Notification” page of the platform), or email to the addresses listed on your account on the platform and, to us, through any of the following means:

11.5 Amendments:

We may update these Terms of Use, the Anti-Fraud Policy, the Cookie Policy, the Privacy Policy, or any other legal document periodically. Any new terms will replace previous versions. We will notify you at least ten (10) days before any amendments take effect. Your continued use of the Service and/or the Platform after the effective date will be considered your consent to the new terms. Our failure to enforce any provision of these Terms or related policies at any time does not waive our right to enforce that provision or any other provisions in the future.

11.6 Confidentiality:

If we provide you with any information (including but not limited to platform statistics, performance KPIs, marketing materials, etc.), you agree to keep this information confidential. You must not use, disclose, transmit, or make this information public without our prior written consent.

11.7 Law and Jurisdiction:

This Agreement is governed by the laws of the United States. Any dispute arising under, out of, or related to this contract, including its amendments, interpretation, performance, breach, or termination, shall be resolved through arbitration in accordance with the WIPO Arbitration Rules. The arbitration will be conducted by a single arbitrator in New York, New York, and the proceedings will be in English. If local laws limit arbitration for the End User, disputes will be resolved by the courts in New York City. You agree to the jurisdiction of these courts. Any claim related to these Terms or the Platform must be filed within one (1) year after it arises, or it will be permanently barred.

11.8 Copyright Infringement Notices:

All copyright infringement claims should be directed to the copyright agent designated in our Copyright Policy, following the procedures outlined therein.

11.9 Platform Use:

The Platform is operated from our offices in the United States. We do not guarantee that the content is appropriate or available outside the U.S., and access from territories where it is illegal is prohibited. You are responsible for compliance with U.S. and local laws if you access the Platform from outside the U.S.

11.10 Cover Song Licensing:

The Terms of Service for cover song licensing through EasySongLicensing.com are incorporated by reference and can be found at Easy Song Licensing Terms of Use.

If you have any questions about these Terms or our Services, please contact us at contact@losthills.io.

These Terms were last updated on March 25th 2024.

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