Offer Glossary

Effective date:  October 6th, 2020

This Offer Glossary (“Offer Glossary”) is incorporated into our Terms of Use by reference and apply to the use of our Services.  Terms not defined in this Offer Glossary have the meanings given to them in the Terms of Use.  In the case of any conflict between this Offer Glossary and the Terms of Use, the terms of this Offer Glossary will prevail.  Indify may update this Offer Glossary at any time in Indify’s sole discretion; if we do, we will place a notice on our site located at https:://www.indify.io, send you an email, and/or notify you by some other means.  Updates will apply to any future Offers entered into after the effective date of such updates.

What are the terms I need to understand with respect to Offers made on the Indify platform?

• “Advance” – the amount that Partners will provide to Artists as funding to aid in the production, distribution, or other exploitation of an Artist’s Assets.
• “Term” – the number of months from the date the Offer is accepted by the Artist that Partners (and Team Members, as applicable) will be entitled to receive a Split, regardless of when or whether the applicable Advance is recouped by such Partner.
• “Marketing Amount” – the amount that Partners may provide to Artists to aid in the marketing or promotion of an Artist’s Assets.
• “Assets – The specific sound recordings, musical compositions, and/or other intellectual property assets that an Artist identifies to Partners and Team Members as eligible for consideration under an Offer and against which Partners and Team Members may receive a Split in exchange for either an Advance (in the case of Partners) or services rendered (in the case of Team Members).  For the avoidance of doubt and unless otherwise expressly agreed by a Partner and an Artist (and a Team Member, as applicable), Assets do not include any derivative works, Artist merchandise, other musical works or sound recordings owned by the Artist that are not expressly included in the Offer as Assets, and any remixes that are not authorized in writing by the Artist.
• “Split” – the amount of funds you will receive as a percentage of (i) total funds received by Indify (if you are a Partner or an Artist) or (ii) cash apportioned to an Artist’s Split (if you are a Team Member), in each case, after applicable deductions, including amounts that are deducted by Indify as payment for rendering the Services, for monetization of the applicable Assets.
• “before recoupment” – your Split before Partner has been paid back 100% of the applicable Advance.
• “after recoupment” – your Split after Partner has been paid back 100% of the applicable Advance.