Terms & Conditions
These are the Terms and Conditions for the contracting of our musical ambience services (hereinafter, the "Terms").
The "Terms" will remain in effect as long as you have access to the Service. Therefore, it is important that you read them carefully.
And we also recommend you to read our privacy and cookies policy, since the use of our Service implies the acceptance of such policies.
The acceptance of these "Terms" implies the signing of a contract with one of the companies that make up the Brandtrack Group, which is governed by these Terms and by the legislation in force in each territory.
- Our services
The service provided by Brandtrack consists of the selection and execution of musical content (hereinafter, "Content") suitable for the brand and segmented by time, according to the psychographic profile and characteristics that the Client (hereinafter, the "Service") wishes to reflect in the designated commercial location(s).
We offer the following plans:
- Brandtrack Lite Service: Self-managed music platform that consists of a playback App and a monitor where you can access all the information and management control of your users.
- Brandtrack Enterprise Service: Personalized music platform according to the values of the brand and that consists of a playback App and a monitor where you can access all the information and management control of your users.
- Brandtrack Smart Service: Personalized music platform according to the values of the brand that interacts with different variables (traffic, weather, consumption rhythms, etc.) to make content changes in real time and consists of a playback App and a monitor where you can access all the information and management control of your users.
You may choose to play the Content through an APP or through a device ("Brandtrack Box").
If you opt for the APP, the payment can be monthly or annually. And if you opt for the Brandtrack Box, you can choose between the following options: a) “Add On” modality, paying monthly and acquiring the Brandtrack Box on loan; or, b) “One Shot” modality, paying only once and acquiring the Brandtrack Box as property.
Access and use of the service
When you access the Service, you will be given a password and a private and personalized username. This username, including its identification, may be withdrawn at any time in case of non-compliance with these "Terms". Try to take good care of your username and password because Brandtrack is not responsible for what a third party may do with your username and password, unless there is fault or negligence on our part.
Please note that Brandtrack, at any time, for any reason, may modify, upon notice, unilaterally, the Service, or even remove all or part of it.
It is important for you to know that by using the Services you will be giving us a non-exclusive, non-licensable, free, transferable license, for the maximum time permitted by law, with worldwide territorial character and irrevocable to use, in any form and for any purpose, any content on which you have rights and that you have made available to Brandtrack or used in the use and enjoyment of the Services, all without prejudice to the rights that may not be claimed on such content according to the legislation in force.
Terms of service
In order to provide the Service, we need you to provide us with the information corresponding to the psychographic profile of your consumers and the characteristics you wish to reflect as a brand and image, by completing the "Music Profile" form. Once completed, this form will become part of these Terms and Conditions as Annex I.
Once you have provided us with information about your brand and your consumers, Brandtrack will select the Content and make available to you a music proposal (hereinafter, "Music Proposal") to be played in the venues detailed in the "Info Players" form, which shall form part of these Terms as Annex II. We will also deliver the software or hardware, as appropriate, assigned to each playback point.
In case you decide to proceed with the APP option, the computers from which you run the Brandtrack system for the playback of the music selected and stored by Brandtrack will be at your expense, as well as the sound equipment (speakers, equalizers, among others) and any other element necessary for the use of the Service.
If you choose the BOX option, the playback terminals from which the music will be played will be provided by Brandtrack. And you will be responsible for all the sound equipment (speakers, equalizers, among others) and any other element necessary for the use of the Service.
Brandtrack will automatically update up to 30% of the music content assigned in the "Music Proposal", so that you can enjoy a service without repetition of songs.
You will be able to request to Brandtrack the changes you wish to make to the Content through the my.brandtrack administration panel. In case you have any questions you can contact the Customer Success team or an assigned Account Manager.
Modifications will be made once a week, with the exception of a request for a change due to damage to a song or due to a complaint of a notorious difference with respect to the brand profile and/or the style of music duly approved, which must be changed immediately.
Don't forget that you can only use the Service in the premises listed in the "Info Players" annex. In case you would like to add additional locations, you will have to request it to Brandtrack through the my.brandtrack administration panel.
The support for inconveniences or questions in the stores will be provided via email or Whatsapp from Monday to Friday from 9 am to 6 pm.
Service Upgrades and Enhancements
We want you to be aware that we continually update the features and functionality of the Service and reserve the right to make improvements, updates, modifications and changes as we deem appropriate in our sole discretion.
We will always use reasonable efforts to minimize Service interruptions, failures or delays and will use reasonable efforts to inform you of material changes that affect your use of the Service. But we assume no responsibility or liability for any interruption, modification, failure, delay or interruption associated with the Service.
The "Service" belongs to Brandtrack. You will be able to use it on a non-exclusive, limited and revocable basis during the term of these "Terms". And you may only use it for the purpose for which it has been expressly made available to you, but you may not, except with specific permission, commercialize it in any way, license it, sell it, or any similar or analogous action, regardless of whether or not you obtain a financial or any other kind of benefit.
The software supporting the Service, trademarks, trade names, trade dress, distinctive signs, logos, domain names and the entire contents of the website or app belong to Brandtrack and you may not use them for any purpose, or appropriate them, whether or not you access or view them on your own or privately owned devices or media.
The Terms do not give you any rights to Brandtrack's intellectual property, other than the use on the terms set forth herein to access the Service.
When you enjoy the Service, you may also legally enjoy software or other intellectual or industrial property of third parties. In that case, you also agree to comply with the same obligations that you have undertaken with respect to those belonging to Brandtrack.
Likewise, you will be granting us a limited license over all your trademarks, non-exclusive, revocable, non-transferable, non-sublicensable for the use of said trademark in communications, in general, issued by Brandtrack.
These "Terms" shall have a minimum term of twelve (12) months from the date of acceptance (hereinafter, the "Initial Term"). This term shall be automatically extended at its expiration for equal and consecutive periods of twelve (12) months, unless Brandtrack or the Customer express their will to the contrary, with a notice not less than thirty (30) days prior to the expiration date of the Initial Term.
If you choose the "no permanence" option, you will be able to terminate the Contract at any time provided that you give Brandtrack at least 30 (thirty) calendar days written notice of your decision.
If, on the other hand, you choose the "with permanence" Service option, in the event that you wish to cancel the Service before the end of the Initial Term, you will have to pay Brandtrack the amount equivalent to the remaining subscriptions until the end of the Initial Term.
- Price. Method of payment
Both the monthly price for the provision of the Service and the method of payment for the Service are detailed in the "Particular Terms and Conditions" and in the "Billing Data" form, which is part of these Terms as Annex III.
The invoicing of the Price for the Service will be made in advance of the period to which it refers. Payments must be credited within 7 days after receipt of the invoice issued by Brandtrack.
The Client may choose to contract the Service under warranty for a maximum term of 1 (one) month. In this case, the invoicing will be made in advance, but Brandtrack undertakes to return the money paid together with the corresponding credit note in the event that prior to the end of the warranty period, the Client expresses the intention not to continue with the service.
Brandtrack reserves the right to modify the rate according to our pricing policy.
Failure to pay the invoice on time will entitle Brandtrack to terminate the Service and/or charge a late payment interest of up to 4% per month.
- Technical requirements
In case you opt for the APP service:
For the correct operation of the contracted Service, each computer from which the Service will be executed must have the following minimum requirements:
- 1 GB RAM or higher.
- 10 GB of free space on the terminal computer's hard disk (if there is less than 2 GB free, the application will notify the employee).
- Intel Dual Core processor or higher.
- Windows 7 operating system or higher.
- Stable Internet connection (for installation, initial download and Content update).
- The equipment must have a sound card and external speakers connected to it.
Brandtrack software does not require internet connectivity for the playback of the Content, but please note that without internet connection we will not be able to provide you with an optimal service, as we will not be able to update the music repertoire or provide you with full support.
The audio quality of the Content will depend on the technology of the computer and audio equipment available at each establishment, location and/or branch where the Service is played and is your sole responsibility.
In case you choose the BOX service:
For the provision of the Service, Brandtrack will give you the Brandtrack Box, as a gratuitous bailment for the period during which the Service is provided or in ownership, according to the modality you have chosen, committing yourself to use them exclusively for the Service.
The Brandtrack Box will be delivered at the Client's headquarters. In case you require the delivery and installation of the Brandtrack Box in each of the branches, you will have to pay Brandtrack an additional surcharge that will be defined for each circumstance according to the location where each branch is located.
For the correct operation of the Brandtrack Box, the following external equipment is required: speakers, a power outlet, a network (Internet) at the installation site, UPS and a voltage stabilizer. All the external equipment described above must be provided by the Client.
The value of the Equipment is shown in the "Special Terms and Conditions" and in the invoice for the contracted service.
Please note that by means of these "Terms" you undertake to exercise due diligence for the safekeeping, conservation and custody of the Equipment and that you must immediately notify Brandtrack of any event and/or circumstance that may endanger the conservation of the Equipment, being liable for the consequences caused by the omission or delay in the notification.
In case of damage to the Equipment sufficient for an incorrect provision of the Service, Brandtrack will replace it in the shortest possible time from the knowledge of the damage, replacing it with one in perfect condition for the proper functioning of the Service. Once replaced, the damage will be analyzed, so that in any case, you will be responsible for partial or total damage caused by improper use of the Equipment or caused by lightning, floods, natural disasters, vandalism, fire, abuse, spillage of liquids or corrosive substances, damage caused by irregularity in the power supply, lack of UPS, voltage stabilizer or repair attempts by unauthorized personnel, theft or robbery of the Brandtrack Box. In all these cases and as long as the Brandtrack Box is less than 36 months old, the cost of new acquisition of a Brandtrack Box will be invoiced again.
Add On Mode
Brandtrack will be the owner of the Brandtrack Box and at the end of the term of the Contract, whatever the cause that motivated it, the client must make available to Brandtrack, within a maximum period of 10 calendar days, all the Boxes that have been used to provide the Service. Once made available to Brandtrack, it will collect the Brandtrack Boxes from the Client's headquarters. In the event that it is necessary to pick up any of the Boxes somewhere other than the Client's headquarters, Brandtrack may request reimbursement of the travel expenses and/or additional expenses incurred. The data of the personnel designated for the removal of the Equipment will be indicated by Brandtrack when coordinating the uninstallation. If the Customer decides not to return the Brandtrack Box, the amount of USD 120 will be invoiced as a penalty.
After 36 (thirty-six) months of life of the Brandtrack Box, in all cases Brandtrack will assume the cost of replacing the Equipment.
One Shot Mode
The Client will be the owner of the Brandtrack Box. Under this modality, the client is not obliged to return the Boxes if he decides not to continue with the service.
After 36 (thirty-six) months of life of the Brandtrack Box, in all cases the client will assume the cost of replacing it.
- Music licenses and royalty payments
For the provision of the service, you may opt for: a) a commercial music catalog; b) an alternative music catalog provided by Soundreef Ltd.; or, c) an alternative music catalog provided by Songtradr.
Brandtrack is granting you a limited, non-exclusive, revocable, non-transferable, non-sublicensable license to access the Content and use the Service and a limited, non-exclusive, revocable, non-transferable, non-sublicensable license to the content.
Under no circumstances may you make any use of the Content other than as expressly permitted in these Terms. Any license to the Content not expressly granted herein shall be deemed not granted, and such Content may not be used in any manner without the express prior written consent of Brandtrack.
You also may not modify, copy, or create derivative works based on the Service and/or the Content, and/or sell, redistribute, market, rent, and/or sublicense the same.
The Content is the exclusive property of Brandtrack and/or the authors and/or performers and/or other third party owners thereof (hereinafter, "Third Party Licensors") and is protected by copyright, trademarks and other Intellectual Property rights.
Depending on the territory, Brandtrack will be responsible for arranging with the relevant collecting societies the licenses to be able to store and reproduce the phonograms for public performance.
However, notwithstanding the foregoing, the Client shall pay directly to the relevant collecting societies the fee for "communication or public performance of phonograms", in the territories where such payment is due. It is expressly stated for the record that the Price of the Service does not include the payment of fees to such organizations and/or any other international, national, provincial or municipal taxes, fees and/or duties that may be levied on the public performance of musical works in commercial spaces. The payment of such fees and any legal consequences is your sole responsibility and under no circumstances shall Brandtrack be liable for the same.
Soundreef Ltd. catalog.
The Music Content is offered by Soundreef Ltd., an independent management entity that holds the right to sublicense to the Client the copyrights and related rights related to the commercial use of the works and recordings included in the catalog. We are committed to working with content from this catalog only.
Pursuant to the foregoing and for the legal protection of the Client in the event of a claim for payment of fees to collecting societies for the public performance of the Content in commercial spaces, if you opt for this catalog, you must enter into an agreement with Soundreef Ltd. in parallel to these "Terms", who shall be exclusively liable for any claim made by the aforementioned entities. Brandtrack shall under no circumstances be liable for the payment of royalties to such organizations and/or any other international, national, provincial or municipal taxes, fees and/or duties that may be levied on the public performance of musical works in commercial venues.
The musical content is property of Songtradr, who owns the exploitation rights of the offered catalog. Brandtrack undertakes to work with content only from this catalog, to present the client with the corresponding certificate and to provide the complete listing of each of the playlists. Brandtrack also has a record of the songs played as long as the player has an internet connection, which can be presented if necessary, as well as any additional information requested by the client.
Depending on the jurisdiction in which you use the Service, you may be required to pay fees to collecting societies for "communication or public performance of phonograms". The Price of the Service does not include the payment of royalties to such organizations and/or any other international, national, provincial or municipal taxes, fees and/or duties that may be levied on the public performance of musical works in commercial venues. The payment of such fees and any legal consequences is the sole responsibility of the Customer and under no circumstances shall Brandtrack be liable for the same.
- Limitation of Liability
We want you to know that the Services may be temporarily unavailable for technical reasons, maintenance, updates, improvements, legislative changes, administrative decisions, cases of force majeure. or for reasons beyond Brandtrack's control. In such cases, you will not be entitled to make any claim for failure to provide the Services, not even a refund of the price.
We undertake to provide the Service on the terms offered at the time of acceptance of these "Terms" but not to improve or update it. Nor do we make any warranty as to the quality or suitability of the Services for any particular purpose or that you will not be exposed to malware or other malicious software while using the Services.
Neither Brandtrack, nor the companies of its group, nor its partners, directors, managers, agents, administrators or employees are responsible for:
(i) any claim for lost profits or consequential damages; or
(ii) loss of use, content, data, business, income, or damage to property or your hardware that could have been avoided by following the instructions given by Brandtrack;
(iii) cases of force majeure, including pandemics and the stoppage or slowdown of economic activity for public health reasons; or
(iv) damage caused by third parties or third party software in your interaction with the Service.
By accepting these terms, you are assuming full liability to Brandtrack and third parties for damages of any kind, which may be generated as a result of your own actions, your dependents or third parties, related to the Service and damages resulting from the failure to comply with laws or regulations, or other illegal acts, having to compensate and hold harmless Brandtrack against any claim that may apply in the cases indicated.
- Non-compliance and termination
In case of breach of any of the obligations set forth in these Terms and Conditions, Brandtrack will proceed to terminate the Service.
The parties undertake, without limitation in time, not to disclose any trade secrets or information about the business or operations of the other party which the receiving party has received from the disclosing party in confidence and which the disclosing party treats as confidential.
- Full agreement
Upon acceptance of these Terms and Conditions, these Terms and Conditions shall constitute the entire agreement between the Parties, superseding all prior or contemporaneous communications, negotiations and proposals (oral, written or electronic) between them.
- Applicable law and jurisdiction
These Terms and Conditions shall be governed by and construed in accordance with the laws of the Country from which the Service is billed.
For all disputes that may arise in connection with these Terms and Conditions, the Parties agree to submit to the Law applicable in the Country from which the Service is billed and to the jurisdiction of the competent Ordinary Courts of the capital of the country in question, waiving any other legislation and/or jurisdiction that may correspond to them.
For more information about your contract with Brandtrack, you can write to us at email@example.com.