Sound Up - Participation Terms

Hey! We’re excited that you’re interested in applying for our Sound Up. This year, Sound Up will continue with a phased program. Upon closing of the application timeline, we will select up to ten (10) applicants to join us for a 1-week in-person program (Phase 1). Upon successful completion of the 1-week in-person session, those ten (10) selected participants will be invited to take part in our virtual production-focused program, scheduled to take place over 4 to 5 weeks, (Phase 2). The 2022 training will then culminate in two months spent on the creation and submission of a full pilot episode of your show funded by Spotify. Phase 1 and Phase 2 are collectively defined as (the “Program”). Please review the Program requirements carefully and confirm your ability to make the time commitment before submitting an application. Before you get started, we’ve put together a few Terms & Conditions (T&Cs) that we need you to review and agree to. The details of the Program and the T&Cs are below - but we wanted to be clear about one important point upfront: ownership. As between you and Spotify, the intellectual property rights in your show remain with you, the applicant. If you wish to license, distribute, publish or commercialize your show in any way within six (6) months of completion of the Sound Up Program, we ask that you provide Spotify, or any of its affiliates, an opportunity to license your show first, before discussing any commercial terms with another party. By participating in the Program, you acknowledge that there may be entries or ideas that are similar in nature or may be similar to pre-existing or current creative concepts being worked on by Spotify. The Program is operated by and on behalf of Spotify USA, Inc. of 4 World Trade Center, New York, New York 10007. References in these T&Cs to “Spotify”, “we” or “us” should be taken to relate to Spotify USA, Inc. By entering the Program, you will be agreeing to these T&Cs.

The Terms and Conditions

1. Eligibility: In order to participate in the Program, you must: (a). live in the United States; (b). be 18 years or older (or the age of majority in your state or country of residence); (c). identify as a BIPOC creator (Black, Indigenous and People of Color), (d). be legally and physically able to participate in the Program, and, to be able to travel to and participate in the Program (as outlined in Section 5); (e). have the power to enter a binding contract with us and not be barred from doing so under any applicable laws; and (f). be fully vaccinated (including having received any booster vaccination(s), to the extent eligible) and willing to undergo COVID-19 testing for any in-person aspects of the Program; Officers, directors, employees and advisory board members (and their immediate families and members of the same household) of Spotify and its respective affiliates, subsidiaries, contractors, agents, and advertising and promotional agencies as well as previous Sound Up winners and those in active commercial discussions or workstreams with Spotify are not eligible to participate. If you have actively engaged in employment discussions with Spotify within six (6) months of this application, please let us know within your application. 2. Application: You must submit a valid, complete application. Applicants for the non-fiction genre will be asked to submit a nonfiction show idea that adheres to the parameters set forth herein. Applicants for the fiction genre will be asked to create a small suite of deliverables in response to a generalized creative prompt to test their creativity and story development skills. Applications must be completed by April 8, 11:59pm ET. To apply, visit https://soundup.byspotify.com and follow the instructions. Each applicant may apply only once.

3. The application process. We’ll review all applications and contact a select number for interviews. If selected, you’ll need to respond within the time period specified by us and be willing to participate in two (2) video interviews, approximately thirty (30) minutes each. During the interview process, we’ll assess applications on the basis of several characteristics that we think are important in a show. These might include strength of the idea, potential, and passion for the show. From this pool of applicants, we’ll select up to ten (10) to attend the Program.

4. The Immersive Course (Phase 1). During the 1-week immersion course (“Immersive Course”), you’ll have the opportunity to work on developing your show ideas. The Immersive Course will be a combination of virtual and in-person training. Each day, the in-person component of the Immersive Courses will run approximately 8 hours a day, and may also include after-hours social engagements, including networking events, press interaction and interviews as well as mentoring opportunities. After completion of this part of the program, participants will have 8 weeks to submit a 2-3 minute audio trailer and a pitch document. If you are unavailable and/or unwilling to attend and fully participate in the entirety of the Immersive Course, you are ineligible to enter the Program.

5. The Virtual Course (Phase 2). During Phase 2, participants must attend live online sessions each week as well as watch recorded sessions and complete weekly assignments for the next 4 to 5 weeks. Participation during Phase 2 is estimated at 8-10 hours a week. If you are unavailable and/or unwilling to attend and fully participate in the entirety of the VirtualCourse, you are ineligible to enter the Program. 6. Show Support. Spotify will fund the production of pilot episodes for each participant, through a third-party production company, provided their commitment to complete the Program. Up to 2 participants will also be provided with an exclusive opportunity to pitch their shows for a commercial agreement with Spotify, or one of its affiliates. Participants will be expected to execute a separate production agreement with the third-party production partner.

7. Travel and Accomodation for the Phase 1, Immersive Course. Participants who live outside the Los Angeles area will be provided with transportation (one economy class, roundtrip airfare) to and from Los Angeles and hotel accommodation during the Immersive Course, provided we are able to gather in person. Hotel accommodation will be offered to all participants, even if local to Los Angeles. All travel, meals and accommodations details will be determined by Spotify, at our discretion.

8. The selection process is managed entirely at our discretion, and we are not obligated to select any particular number of applicants to be invited to participate in any phase of the Program. If at any time during the selection process, we determine, in our sole discretion, the need to modify or cancel the Program, including shifting to an all virtual-phased program, then we’ll have the right to modify or cancel the Program without further obligation from us.

The really legal stuff

9. Your Participation: By participating in the Program, you: (a). grant us a license (the “License”) to use any images, video, name and/or likeness supplied by you or captured as part of your participation in the Program, or any elements of your Application (including submitted pitch ideas) on the Spotify Service and in any and all marketing and promotional materials including but not limited to in digital media, broadcast, out of home, presentations, industry submissions and discussions and on social media platforms now existing or hereafter developed (including, without limitation, on Facebook, Twitter, Instagram, Vine, Snapchat, Tik,Tok and Pinterest). The License is so we can discuss and promote the Program and your participation in it for editorial and commercial purposes, such as to promote the Spotify brand, with or without a third party sponsor (“Promotional Purposes”). You agree that the License is fully-paid and royalty-free, transferable, sub-licensable, perpetual and worldwide. You agree to assist in Promotional Purposes as a condition of your participation in the Program; (b). represent and warrant that your application and any submitted content or show material is true and accurate in all respects and is your own original work and, as such, you’re the sole and exclusive owner and rights holder of your application, show idea or any other materials, and you have the right to participate in the Program and grant all required licenses. You agree (i) not to submit any application or other material that (A) infringes any third-party rights, including without limitation, copyright, trade mark, patent, trade secret, privacy, publicity or confidentiality obligations; or (B) otherwise violates any applicable law; and (ii) that you’re not bound by any conflicting obligations or conditions; (c). indemnify, defend and hold harmless Spotify and its licensees, assigns, successors, parents, subsidiaries and affiliates and each of its respective employees, officers, directors, shareholders, contractors, agents and representatives, from and against any and all known or unknown, anticipated or unanticipated, third party claims, damages, liabilities, judgments, liens, costs and expenses, including reasonable outside attorney’s fees, arising out of my breach of any representation, warranty or covenant made in these T&Cs; (d). acknowledge that we and our business partners actively engage in the development, production, acquisition and distribution of shows and other content (collectively, “Content”), including without limitation Content that may be similar or identical to your ideas and that other people may have previously submitted Content to Spotify that is similar or identical to your show idea(s). You agree that you will not be entitled to any compensation or credit in connection with, and will not have any other legal, equitable or other recourse in respect of, the use by Spotify of any Content similar or identical to your show idea(s) or any component thereof that is or has been developed independently of your participation in the Program. You hereby waive any claim or right of action against any Spotify in connection with any such use; (e). agree to be bound by these T&Cs and by all applicable decisions of Spotify and the panel of judges; (f). ACKNOWLEDGE THAT BY ATTENDING THE PROGRAM (I) YOU CONFIRM YOUR AWARENESS OF THE HIGHLY CONTAGIOUS NATURE OF COVID-19 AND (II) THAT SUCH EXPOSURE OR INFECTION MAY RESULT IN INJURY, ILLNESS, DISABILITY, OR DEATH, AND (III) YOU VOLUNTARILY ASSUME THE RISK OF ATTENDING THE DINNER, INCLUDING EXPOSURE AND INFECTION FROM CORONAVIRUS AND ANY RESULTING INJURIES, LOSSES, OR EXPENSES; (g). agree that under no circumstances shall your application, your participation in the Program or anything in these T&Cs be construed as an offer or contract of employment with Spotify; and (h). agree that by submitting an application or participating in the Program, you (including on behalf of your heirs, personal representatives, guardians and assigns) voluntarily and knowingly release, waves and discharges us (including each of our group companies and each of their respective successors, and the directors, officers, employees and assigns of each of the foregoing) and all people and entities involved in the development or execution of the Program (together the “Released Parties”) from and against any and every kind of claim, demand, liability or cause of action of whatever kind or nature, known or unknown, that the applicant ever had, now has or might in the future have arising in any way from or related to the Program, including (but not limited to) any incorrect or inaccurate capture of, damage to, or loss of applications or any other human or technical errors of any kind relating to applications to the Program.