Terms of Service

Effective Date: April 13, 2026 | Last Updated: April 13, 2026

1. Agreement to Terms

These Terms of Service ("Terms") are a binding agreement between you and iGroove AG, Churerstrasse 135, CH-8808 Pfäffikon SZ, Switzerland ("iGroove", "we"), governing your use of the Label OS platform at app.labelos.com, including APIs and white-label portals (the "Service").

By creating an account or using the Service, you agree to these Terms and our Privacy Policy.

These Terms apply from the date you first accept them (or first use the Service, whichever occurs first) until your account is terminated in accordance with Section 10 (the “Term”).

B2B-only. The Service is offered exclusively to businesses and professional users acting in the course of trade, business, craft, or profession. The Service is not offered to consumers, and we do not enter into contracts with private persons for personal or household purposes. If you do not meet this requirement, you must not use the Service.

If you act on behalf of an organisation, you confirm you have authority to bind it.

Definitions

• “Customer” means the legal entity (business) that enters into these Terms with iGroove.
• “Authorised Users” means individuals the Customer authorises to access and use the Service under the Customer account (e.g., employees, contractors, and invited users such as artists or collaborators where enabled).
• “Customer Data” means data, content, and materials submitted to the Service by or on behalf of Customer and/or generated through Customer’s use of the Service (excluding aggregated/anonymised analytics as described in these Terms).

2. The Service

Label OS provides operational infrastructure for independent record labels, including royalty processing, revenue analytics, artist portals, deal modelling, and release management.

The Service is currently offered as a free beta. During the beta, the Service is provided "as is" without service-level commitments.

We may modify, suspend, or discontinue the beta at any time with reasonable notice.

We may also suspend or restrict access immediately (with or without notice) where we reasonably believe it is necessary to: (i) protect the security, integrity, or availability of the Service; (ii) comply with law or requests from authorities; or (iii) prevent or address abuse, fraud, or violations of these Terms.

We will give you at least 30 days' notice before transitioning to a paid model.

If and when the Service is offered on a paid model, your use may be subject to additional commercial terms (e.g., an order form, pricing page, or payment terms) provided to you at the time of purchase. In case of conflict between such commercial terms and these Terms, the commercial terms will govern for the relevant paid model.

3. Your Customer Account

You represent and warrant that you are using the Service in a professional (non-consumer) capacity and that you have the legal capacity and authority to enter into these Terms (including, where applicable, authority to bind the Customer).

You are responsible for keeping your credentials secure and for all activity under your account. Notify us immediately at [email protected] if you suspect unauthorised access.

You are responsible for ensuring that your Authorised Users comply with these Terms. You are responsible for all activities conducted through your account and by your Authorised Users.

4. Acceptable Use

You may use the Service for your internal business operations as an independent label.

You shall not:

• resell or redistribute access to the Service (except to your Artist Users via the white-label portal);
• reverse engineer or attempt to extract source code from the Service;
• use the Service to store or transmit unlawful content;
• interfere with the Service's integrity or circumvent security measures;
• engage in or facilitate fraudulent streaming activity.

You will comply with applicable laws and regulations in connection with your use of the Service, including (where applicable) data protection laws and laws relating to intellectual property rights.

5. Your Data

You own your data. We do not claim ownership of anything you upload or create in the Service ("Customer Data"). You grant us a licence to host and process Customer Data to operate the Service.

Data protection roles. The parties acknowledge that: (i) Customer is typically the controller of personal data contained in Customer Data, and (ii) iGroove typically processes such personal data on Customer’s behalf as a processor. Where required by applicable law, the parties will enter into a data processing agreement (DPA) governing such processing. iGroove remains a controller for certain platform-level processing (e.g., account administration, authentication, security logs, and service communications), as described in the Privacy Policy.

You may export your data at any time. After account termination, we keep data available for export for 30 days, then delete it subject to legal retention requirements (e.g. 10-year retention for financial records under Swiss law).

We may use aggregated, anonymised data for analytics and product improvement. Such data will never identify you, your label, or any individual artist.

Backups and legal holds. Backups may retain limited Customer Data for a shorter additional period. We may retain data longer where required to comply with law, resolve disputes, enforce agreements, or protect our rights.

6. White-Label Artist Portals

When you invite artists to a branded portal, you remain the data controller for their personal data. iGroove processes that data on your behalf. You are responsible for having a legal basis to share artist data through the portal.

Authorised Users under Customer’s account. Individuals you invite to access the Service (including artists) are “Authorised Users” under your Customer account. They may be required to accept these Terms (or an end-user acceptable use policy) as part of onboarding, but they do so on behalf of and for the benefit of the Customer’s use of the Service. You remain responsible for its Authorised Users’ access and use.

7. Intellectual Property

The Service (software, design, documentation) is and remains the property of iGroove AG. These Terms grant you only a limited, non-exclusive right to use the Service for the duration of the term. If you provide feedback or feature suggestions, we may freely use them without obligation to you.

Branding / white-label. Where the Service enables a white-label portal, Customer may use the Service to present Customer branding (e.g., name, logo, colours and domain) to its users as configured in the Service. Customer may also publicly state that its portal and/or service is “Powered by Label OS”, provided that such statement is truthful, used in accordance with any brand usage guidelines we provide, and does not imply endorsement or partnership beyond the use of the Service. Except for these limited rights, these Terms do not grant Customer any right to use iGroove’s or Label OS’s trademarks, logos, or branding.

8. Disclaimer of Warranties

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE". WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

Revenue estimates and forecasts displayed in the Service are based on third-party data and should not be relied upon as the sole basis for financial decisions.

The Service may provide outputs such as forecasts, indicators, anomaly flags, and suggestions. Such outputs are decision-support tools and do not constitute financial, legal, or accounting advice.

9. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IGROOVE SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES. OUR TOTAL LIABILITY SHALL NOT EXCEED THE GREATER OF (A) THE FEES YOU PAID US IN THE 12 MONTHS BEFORE THE CLAIM OR (B) CHF 1,000.

Nothing in these Terms excludes liability for fraud, gross negligence, wilful misconduct, or for liability that cannot be limited or excluded under applicable law.

10. Indemnity

You will defend, indemnify, and hold harmless iGroove, its affiliates, and their respective officers, directors, employees, and agents from and against any third-party claims, damages, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to: (i) Customer Data (including any allegation that Customer Data infringes or misappropriates intellectual property rights or violates privacy or other rights), (ii) Customer’s or its Authorised Users’ use of the Service in violation of these Terms or applicable law, or (iii) Customer’s breach of its obligations relating to invitations and access for Authorised Users (including artists) and the legal basis to share data through the white-label portal.

iGroove will: (a) promptly notify you of the claim, to the extent legally permitted; (b) reasonably cooperate with you, at your expense; and (c) allow you to control the defence and settlement, provided that you may not settle any claim in a way that admits fault or imposes obligations on iGroove without iGroove’s prior written consent, which consent will not be unreasonably withheld.

11. Confidentiality

Each party (“Receiving Party”) may receive non-public information from the other party (“Disclosing Party”) relating to the Service, business operations, customers, pricing, roadmaps, security, or other matters that a reasonable person would consider confidential (“Confidential Information”). The Receiving Party will: (i) use Confidential Information only to perform under these Terms, (ii) not disclose it to any third party except to its employees, contractors, and professional advisors who need to know and are bound by confidentiality obligations at least as protective as these Terms, and (iii) protect it using reasonable measures.

Confidential Information does not include information that the Receiving Party can demonstrate: (a) is or becomes public through no fault of the Receiving Party, (b) was lawfully known to the Receiving Party without restriction before receipt, (c) is independently developed without use of Confidential Information, or (d) is lawfully received from a third party without restriction.

The Receiving Party may disclose Confidential Information to the extent required by law or a valid order, provided it gives prior notice where legally permitted and reasonably cooperates in seeking confidential treatment.

12. Termination

Either party may terminate with 30 days' written notice. We may terminate immediately if you materially breach these Terms and do not cure the breach within 15 days of notice. Upon termination, you have 30 days to export your data, after which we may delete it.

Effect of termination. Upon termination or expiration, your right to access and use the Service will cease. Sections intended to survive (including Intellectual Property, Disclaimer, Limitation of Liability, and Governing Law) will survive termination.

13. Changes to These Terms

We may update these Terms from time to time. We will notify you at least 14 days before changes take effect. Continued use after the effective date means you accept the updated Terms.

If you do not agree to an update, your sole remedy is to stop using the Service and/or terminate in accordance with Section 10 before the changes take effect.

14. Governing Law

These Terms are governed by Swiss law (excluding conflict-of-laws rules and CISG). Disputes are subject to the exclusive jurisdiction of the courts in Pfäffikon SZ, Switzerland.

Nothing in these Terms limits liability or rights that cannot be excluded under applicable law.

15. Miscellaneous

Entire agreement. These Terms (together with any documents incorporated by reference) constitute the entire agreement between the parties regarding the Service and supersede all prior or contemporaneous agreements or understandings on that subject.

Severability. If any provision of these Terms is held invalid or unenforceable, the remaining provisions will remain in full force and effect.

Waiver. A party’s failure to enforce any provision is not a waiver of its right to do so later. Any waiver must be in writing.

Assignment. Customer may not assign or transfer these Terms without iGroove’s prior written consent, except to an affiliate or in connection with a merger, acquisition, or sale of substantially all assets, provided the assignee agrees in writing to be bound by these Terms. iGroove may assign these Terms to an affiliate or in connection with a merger, acquisition, corporate reorganisation, or sale of substantially all assets.

Force majeure. Neither party will be liable for delays or failures to perform due to events beyond its reasonable control.

Notices. We may provide notices to Customer via email, in-product notifications, or by posting updates to the Service. Notices to iGroove must be sent to [email protected] (or another address we designate).

16. Contact

iGroove AG, Churerstrasse 135, CH-8808 Pfäffikon SZ, Switzerland

Email: [email protected]