Terms of Service

These Terms of Service (the “Terms”) are a binding agreement between you and Codex Collective LLC, a Colorado limited liability company (“Codex Collective,” “urTrax,” “we,” “us,” or “our”). They govern your access to and use of the urTrax websites, applications, music marketplace, subscriptions, downloads, artist tools, and related services (collectively, the “Service”).

By creating an account, buying or selling content, starting a subscription, or otherwise using the Service, you agree to these Terms and the policies incorporated into them. If you do not agree, do not use the Service.

If you use urTrax for a company, band, label, collective, or other organization, you represent that you have authority to bind that organization. “You” then includes both you and that organization.

People of all ages may be able to access age-appropriate parts of urTrax, subject to local law and the following rules:

• If you are old enough under the law where you live to consent to online services and personal-data processing, you may create your own listener account.
• If you are below the applicable digital-consent age, a parent or legal guardian must create or manage your access, provide any legally required verifiable consent, and supervise your use.
• Users under 18 may not independently open an artist seller account, enter payout agreements, receive payouts, or make purchases unless a parent or legal guardian completes the transaction and accepts responsibility.
• We may limit features, visibility, communication, purchases, uploads, or data collection based on age, location, or our inability to verify consent.

urTrax provides tools through which listeners may discover, access, and purchase music and related digital content offered by independent artists and other rights holders. Availability varies by country, device, account type, and artist permissions. We may add, modify, suspend, or discontinue features, but changes do not limit rights that cannot lawfully be waived.

Unless expressly stated otherwise, purchasing digital music gives you a personal, non-exclusive, non-transferable license to access and use that content for private, noncommercial purposes. It does not transfer copyright or authorize redistribution, resale, public performance, synchronization, sampling, training an artificial-intelligence system, or creation of derivative works.

Membership begins with a paid first period: new members are charged $1.99 through Stripe Checkout for their first 30 days, and the subscription then renews automatically at $2.99 every 30 days until cancelled. The introductory amount applies once per account and may be denied where reasonable account, device, internet-address, network, or fraud-prevention signals indicate abuse. You can cancel at any time through the billing portal; access continues to the end of the period you have paid for. Accounts that began a free trial before the introductory price replaced it keep that trial to its end and then renew at $2.99 every 30 days.

The urTrax membership price is US$2.99 every 30 days, plus applicable taxes, unless a different localized price or promotional price is shown before purchase.

By subscribing, you authorize urTrax and Stripe to charge the payment method you provide every 30 days until cancellation. Your subscription automatically renews unless you cancel before the next billing date. You can cancel through your account settings or by contacting rob@urtraxapp.com. Cancellation stops future renewals and normally takes effect at the end of the paid billing period.

Subscription charges are nonrefundable, and we do not provide credits for partial billing periods, unused time, or forgotten cancellations, except where required by law or expressly stated at purchase. Nothing in these Terms limits mandatory cancellation, refund, cooling-off, or consumer rights applicable where you live.

We will provide legally required notice of material price changes. If you do not accept a new price, you may cancel before it takes effect.

Artists set or approve the prices for their content, subject to platform rules and applicable law. Before checkout, urTrax will display the price, currency, applicable taxes when calculable, and any material purchase conditions.

Digital-content purchases are generally final and nonrefundable once delivery or access begins, except where the content is defective, materially misdescribed, unavailable, purchased without authorization, or a refund is otherwise required by law. In locations where immediate digital delivery requires consent to waive a statutory cancellation right, we will request that consent during checkout.

We may cancel or reverse a transaction reasonably suspected to involve fraud, error, sanctions violations, illegal activity, infringement, or breach of these Terms.

Payment processing and artist payouts are provided by Stripe and may be subject to additional Stripe terms, identity checks, prohibited-business rules, geographic limitations, and reserves. Stripe payment-processing costs on an eligible music sale are borne by urTrax out of membership revenue and are not deducted from the artist share. You authorize us and Stripe to exchange transaction, identity, tax, fraud-prevention, and payout information as necessary to provide these services.

urTrax does not store complete payment-card numbers when payments are processed by Stripe. Availability of payment methods and payouts depends on Stripe support and applicable law in your location.

urTrax charges artists a platform fee equal to 0% of the applicable music or merch sale amount. urTrax takes no commission from an artist sale, and there is no separate seller subscription. urTrax is funded by member subscriptions rather than by a share of artist sales.

Selling through the Service requires an active urTrax membership, on the same terms as any other member. Membership is charged separately from a purchase and is not a fee on a sale.

urTrax pays the payment-processing costs of an artist sale out of urTrax membership revenue rather than deducting them from the artist share, so the full sale amount is attributable to the artist on that sale. Artists remain responsible for their own taxes, and a sale that is refunded, disputed, charged back, or reversed is unwound together with the artist proceeds attributable to it. Currency conversion and reserves may still apply to a payout where Stripe or applicable law requires them.

We will not apply any future platform fee to sales completed before that fee takes effect. Any change affecting new transactions will be disclosed in advance as required by law.

Payout timing depends on successful payment, Stripe availability, identity verification, fraud screening, reserves, banking networks, weekends, holidays, disputes, and applicable law. References to “instant payouts” mean that eligible sellers may request or receive an accelerated payout when supported by Stripe; they do not guarantee immediate availability in every country or transaction.

We or Stripe may delay, withhold, offset, reverse, or reserve funds where reasonably necessary to address refunds, chargebacks, fraud, infringement claims, negative balances, sanctions, legal process, or violations of these Terms. We will provide notice where legally permitted and reasonably practicable.

Artists are responsible for accurate payout and tax information and for taxes arising from their sales and payouts. urTrax may collect, report, or withhold amounts when required by law.

You retain ownership of content you upload. By uploading or submitting music, artwork, names, metadata, descriptions, or other material (“Artist Content”), you grant urTrax a worldwide, non-exclusive, royalty-free license to host, store, reproduce, transcode, format, stream, transmit, display, distribute, promote within the Service, and make technical copies of Artist Content solely to operate, secure, market, and improve the Service and fulfill user purchases. This license lasts while the content is available through urTrax and for a reasonable period afterward for backups, legal compliance, completed purchases, and user access rights.

You represent and warrant that:

• you own or control all rights needed to upload, stream, sell, and license the Artist Content;
• you have obtained all permissions and paid or will pay all obligations involving performers, producers, publishers, labels, collecting societies, samples, beats, artwork, trademarks, and other contributors;
• the content and its metadata are accurate and do not infringe or violate another person’s rights or any law;
• you will not manipulate streams, purchases, rankings, memberships, or the milestone count; and
• you are authorized to provide payout and tax information for the seller.

If you voluntarily provide suggestions or feedback, you grant us a perpetual, worldwide, non-exclusive, royalty-free right to use it without compensation or attribution. This does not give us ownership of your music or other Artist Content.

You may not use urTrax to:

• upload, sell, distribute, or access content you do not have the right to use;
• engage in fraud, artificial streaming, payment manipulation, money laundering, sanctions evasion, or deceptive conduct;
• distribute malware, scrape the Service without permission, bypass access controls, probe vulnerabilities without written authorization, or disrupt infrastructure;
• impersonate others or misrepresent affiliation, identity, ownership, sales, or popularity;
• exploit, groom, sexualize, endanger, or solicit personal information from a child;
• publish unlawful threats, nonconsensual intimate material, child sexual abuse material, or content promoting terrorism or criminal exploitation;
• harass, stalk, dox, discriminate unlawfully, or invade another person’s privacy;
• use purchased or streamed content for unauthorized commercial use, redistribution, model training, or rights extraction; or
• violate export-control, sanctions, consumer-protection, privacy, intellectual-property, or other applicable laws.

We respect intellectual-property rights and respond to valid notices under our Copyright Policy. We may remove or restrict allegedly infringing material and terminate repeat infringers in appropriate circumstances. Knowingly submitting a materially false complaint or counter-notice may create legal liability.

The Service may rely on or link to third-party services, including Stripe. Their services are governed by their own terms and privacy policies. We are not responsible for third-party services beyond responsibilities that applicable law assigns to us.

You may stop using urTrax at any time and may request account deletion. We may suspend, restrict, or terminate access if we reasonably believe you violated these Terms, created risk or legal exposure, failed verification, maintained a negative seller balance, or used the Service fraudulently or unlawfully.

Where appropriate, we will provide notice and an opportunity to appeal by emailing rob@urtraxapp.com. Immediate action may be taken when needed to protect children, users, rights holders, funds, systems, or legal compliance.

Termination does not eliminate payment obligations, licenses necessary to honor completed purchases, or provisions that by their nature should survive.

We work to provide a reliable Service, but music, accounts, downloads, payment methods, and features may occasionally be unavailable. To the maximum extent permitted by law, the Service is provided “as is” and “as available.” We disclaim implied warranties of merchantability, fitness for a particular purpose, noninfringement, and uninterrupted or error-free operation.

We do not guarantee audience size, sales, income, discoverability, chart placement, continuous availability, permanent storage, or payout speed. Some jurisdictions do not permit certain disclaimers, so they apply only to the extent lawful.

To the maximum extent permitted by law, Codex Collective and its members, officers, employees, contractors, and affiliates will not be liable for indirect, incidental, special, consequential, exemplary, or punitive damages; lost profits, revenue, data, goodwill, or opportunities; or unauthorized access not caused by our failure to use legally required care.

To the maximum extent permitted by law, our total liability arising from the Service will not exceed the greater of: (a) amounts you paid directly to urTrax during the 12 months before the event giving rise to the claim; or (b) US$100.

These limitations do not apply to liability that cannot lawfully be excluded or limited, including applicable liability for fraud, willful misconduct, gross negligence, death or personal injury caused by negligence, or mandatory consumer rights.

If you use urTrax as an artist, seller, label, business, or on behalf of an organization, you will defend, indemnify, and hold harmless Codex Collective and its affiliates from third-party claims, damages, and reasonable costs arising from your Artist Content, your breach of Sections 8–11, your taxes, or your violation of another person’s rights. This obligation does not apply to the extent a claim was caused by our own unlawful conduct and does not apply where prohibited by consumer law.

These Terms are governed by the laws of Colorado and applicable United States federal law, without regard to conflict-of-law principles. Courts located in El Paso County, Colorado, will have jurisdiction over disputes, except where applicable consumer law gives you the right to bring a claim elsewhere.

Before filing a claim, you and urTrax agree to attempt informal resolution for at least 30 days after written notice. Send notices to rob@urtraxapp.com and the mailing address in the Legal Center. This requirement does not prevent either party from seeking urgent injunctive relief or using an eligible small-claims procedure.

You are responsible for complying with local laws applicable to your use, uploads, purchases, and sales. We may restrict availability in locations where operating, paying sellers, or offering content would violate law or create unreasonable compliance risk. Mandatory local consumer and privacy protections remain unaffected.

We may update these Terms. We will post the revised version and update the effective date. For material changes, we will provide additional notice when required, such as by email or an in-product message. Changes apply prospectively. Continued use after the effective date constitutes acceptance where permitted by law.

These Terms and incorporated policies are the entire agreement concerning the Service. If a provision is unenforceable, it will be limited to the minimum extent necessary and the remainder will continue. Our failure to enforce a provision is not a waiver. You may not assign these Terms without our consent; we may assign them in connection with a merger, financing, reorganization, sale of assets, or by operation of law, subject to applicable notice requirements.