Overview

Mercury will provide podcast hosting and support for members wishing to grow and monetise their podcasts.

Opting In

There is no fixed term to this agreement.

Opting in begins at the date of this agreement.

Upon opting in, the Member has a 14 day grace period during which they reserve the right to withdraw at any time, and any fees paid to Mercury will be refunded.

If no content has been launched on and/or imported to Mercury by the Member after 30 calendar days from the date of opting in, the agreement will be terminated.

Podcast Host

The Member must use the chosen podcast host of Mercury.

Only content launched on and/or imported to Mercury will be covered by this agreement. This specifically excludes any other podcasts involving, in any capacity whatsoever, any individual involved in any capacity whatsoever with the Member.

In the event the chosen podcast host service becomes unviable and/or unfit for purpose, Mercury reserves the right to select another provider at its discretion.

Any material changes to the podcast host service will be communicated clearly and appropriately to the Member by Mercury.

Administration

It is the sole responsibility of the Member to create, manage and distribute any content covered by this agreement.

It is the sole responsibility of the Member to administer and maintain adequate user access controls for their content. If Mercury is required to perform any necessary administrative updates, it will do so within seven calendar days of a written request by the Member.

Mercury will ensure the provision of a podcast service which is fit for purpose for the duration of this agreement.

Mercury will ensure the provision of appropriate communication channels with the Member, and respond to all contact in a timely and appropriate manner.

Mercury is not liable for any loss or damage caused by service disruptions, including but not limited to server outages, connectivity issues, and user errors.

Costs

Mercury is responsible for paying all podcast network hosting fees for the duration of this agreement.

Mercury is responsible for covering all network-level marketing & PR costs, but has no minimum financial obligation to promote the podcast network, any of its Members or any content covered by this agreement.

Mercury may agree to cover additional costs on an ad hoc basis, at its discretion.

Mercury is responsible for any costs pertaining to the ongoing administration of the podcast network, but is not liable for any costs relating to the development or production of any content covered by this agreement, unless otherwise agreed in writing between the parties.

Any and all mutually agreed to costs relating to use of Mercury, unless specified above, are the responsibility of the Member. This includes any costs incurred from opting in to, or termination of, this agreement.

Ownership of Content

The Member maintains full rights over all content produced and/or distributed on Mercury.

Mercury has the right to use any content produced and/or distributed by the Member throughout the duration of this agreement for its own promotional purposes in any way Mercury deems appropriate or necessary.

The Member understands that Mercury bears no responsibility for the legal disposition of the content of the Podcast and that it is the responsibility of the Member to obtain any rights and releases for the material recorded as part of the podcast, if it is legally necessary. The Member agrees to hold harmless and indemnify Mercury and its officers, directors, agents and employees from and against claims, damages, losses and expenses, including but not limited to legal fees, arising out of or resulting from the negligence or misconduct of the Member in connection with the recording of the Podcast described in this Agreement. In addition, the client agrees to reimburse Mercury for any legal expenses incurred by Mercury arising from legal actions regarding the content of the Podcast that is recorded by the Member. Such expenses must be itemised by Mercury and presented to the Member as an invoice, payable within thirty (30) calendar days from the date of receipt by the client.

Mercury reserves the right to remove any material they deem inappropriate or incompatible with the values of the organisation. Should this occur the Member will be sent a written explanation via email within fourteen (14) days. Should the Member make repeated attempts to upload inappropriate content their account will be terminated.

Inappropriate content may include, but is not limited to:
Hateful, prejudiced, or inciteful language,
Content encouraging or endorsing acts of aggression, self-harm, or terrorism,
Content that promotes illegal and dangerous activity,
Content that infringes on, challenges, or expresses a clear desire to challenge the freedom, free will, and human rights of any other individual or group of individuals.

Revenue

The Member permits Mercury to seek revenue opportunities on behalf of any content covered by the terms of this agreement. Revenue opportunities may include, but are not limited to:

Commercials,
Sponsored content,
Product placement,
Network wide marketing campaigns,
Other promotional campaigns.

Any revenue generated directly by Mercury on content covered by this agreement will be split 70/30 in favour of the Member.

Any revenue generated directly by the Member on content covered by this agreement, where campaign administration is required, will be split 90/10 in favour of the Member.

Any revenue generated directly by the Member on content covered by this agreement, where campaign administration is not required, will be split 100/0 in favour of the Member.

Any revenue generated for content covered by this agreement will be paid directly to Mercury.

Mercury will distribute payments to the Member in an appropriate and timely manner, according to the frequency and value of payments received.

Where an advertising or sponsorship campaign has been active across multiple podcasts from multiple Members, 70% of the revenue will be distributed proportionately to participating clients as determined by Mercury.

The Member is entitled to keep 100% of any monetisation generated by any other means, for any other content or creative endeavours not covered within this agreement.

Media Law & Copyright

Mercury requires all Members to ensure that their podcasts comply with Media Law requirements including adhering to Defamation/Libel, Contempt of Court and Privacy Laws.

No commercial music can be used in podcasts. If Members wish to use music, it must be sourced from non-commercial music libraries or be an original composition made specifically for the podcast.

Insurance

The Member must have adequate insurance in place for all of their podcasting activities.

Mercury accepts no liability for the activities of the Member.

Termination of Agreement

Both parties have the right to terminate this agreement at any point.

If either party wishes to terminate , a minimum 60 calendar days notice period must be given in writing via email. The day of receipt of the email (according to the timestamp in the email heading) will be considered day one of the notice period.

If the Member violates any of the terms within this agreement, Mercury reserves the right to terminate this agreement with immediate effect.

All content covered by this agreement, and hosted on the Mercury platform, will be removed after 30 days from the date of termination. The Member is liable for any and all administration and costs associated with migrating their content to a new hosting platform, or to a new account on the same hosting platform.

Members are entitled to any and all due earnings up to and including the date of termination, to be paid by Mercury as per the terms of this agreement.

Changes to Terms of Service

Mercury reserves the right to update these terms of service at any time.

Mercury will notify all members in advance of any changes to its terms of service.

If The Member issues a notice of termination, the terms of service applicable on the date the termination notice was received by Mercury shall apply for the remainder of the notice period, irrespective of any future changes to the terms of service, until the agreed date of termination.