VPay Terms of Service
Effective Date: September 1st, 2025
Last Updated: September 1st, 2025
These Terms of Service (“Terms”) govern your access to and use of VPay, a royalty payout system owned and operated by Vesta Music Corporation (“Vesta,” “we,” “our,” or “us”). By using VPay, you (“you,” “your,” or “User”) agree to be bound by these Terms. If you do not agree, you may not use VPay.
1. Definitions
- “VPay” means the royalty payout system provided by Vesta Music Corporation for processing and disbursing royalties to Users.
- “User” means any artist, label, distributor, or other entity receiving payouts through VPay.
- “Royalties” means payments collected and distributed for music streams, downloads, licensing, or other forms of exploitation managed by Vesta or its partners.
- “Payment Processor” means any third-party provider (e.g., Tipalti, banks, financial institutions) engaged to execute transactions on behalf of Vesta.
2. Eligibility
- Be at least 18 years of age (or the age of majority in your jurisdiction).
- Have the legal capacity to enter into binding agreements.
- Provide accurate and complete account, tax, and payment information.
- Comply with all applicable laws, including tax reporting obligations in your country of
Residence.
3. Account Registration
- Users must create and maintain an account with accurate details (including legal name, address, and tax identification).
- You are responsible for maintaining the confidentiality of your login credentials.
- You agree to notify Vesta immediately of any unauthorized access or security breach.
4. Royalty Collection & Payouts
- Calculation of Royalties: Royalties are calculated based on reports received from digital service providers (DSPs), partners, and other authorized entities.
- Transfer of Royalties: Royalties from digital service providers (DSPs), partners, and other authorized entities are not directly sent to VPay. User has the sole responsibility to ensure that they follow the appropriate steps from their distributors to forward their royalties to VPay in order to enable payouts.
- Disbursement: VPay facilitates the transfer of royalties to your designated payment method, subject to applicable fees, withholding taxes, and processing times.
- Minimum Payout Threshold: Payments may be subject to a minimum threshold before being released.
- Timing: Vesta will use commercially reasonable efforts to process payments in accordance with standard payout schedules but cannot guarantee specific delivery dates.
- Third-Party Processors: Payments may be executed via third-party processors, and you agree to their terms where applicable.
5. Fees & Deductions
- Transaction or service fees may apply and will be disclosed prior to payout.
- Applicable taxes, withholding amounts, or government levies may be deducted from payouts as required by law.
- Vesta is not responsible for additional fees charged by your bank, payment provider, or currency exchange service.
- Royalties will be available for 12 months after first being transferred to VPay. A failure to execute any payouts will result in a deactivation of the account and the royalties will be returned to the original distributor. If no original distributor exists (or has been deactivated), the royalties will be withheld by Vesta.
- Vesta reserves the right to charge a tax registration fee ranging between $3 and $4 every time a new tax form is submitted.
6. Taxes
- Users are solely responsible for reporting and paying all applicable taxes in their jurisdiction.
- Vesta may withhold taxes where legally required and provide appropriate tax forms (e.g., 1099, W-8BEN-E).
- Users agree to receive return forms such as Form 1099-NEC and Form 1042-S in electronic form.
7. User Obligations
- You agree not to use VPay for unlawful purposes, including money laundering, fraud, or sanctions evasion.
- You agree not to provide false or misleading information.
- You agree not to interfere with the operation of VPay or attempt to gain unauthorized access to our systems.
8. Compliance & Verification
- Vesta may require identity verification (KYC), anti-money laundering checks (AML), or additional documentation.
- Failure to comply may result in suspension, withholding of funds (temporarily or permanently), or termination of service.
9. Suspension & Termination
- Vesta reserves the right to suspend or terminate your access to VPay if you breach these Terms.
- Any funds lawfully owed to you at the time of termination will be processed in accordance with these Terms, subject to legal and contractual deductions.
10. Limitation of Liability
- VPay is provided “as is” without warranties of any kind.
- Vesta shall not be liable for indirect, incidental, or consequential damages, including delays or failures in payment caused by third-party processors or banking institutions.
- In no event shall Vesta’s aggregate liability exceed the total fees paid to you through VPay in the six (6) months preceding the claim.
11. Indemnification
- You agree to indemnify and hold harmless Vesta, its affiliates, officers, employees, and partners from any claims, damages, or expenses arising out of your use of VPay, your breach of these Terms, or your failure to comply with applicable tax, financial, or legal obligations.
12. Privacy & Data Protection
- Vesta collects and processes personal data in accordance with its Privacy Policy.
- Data may be shared with third-party processors solely for payment execution and compliance purposes.
- Users have rights under applicable data protection laws (e.g., GDPR, CCPA).
- As is standard with financial products Vesta retains data for 5 years after the creation of your account or the date of your last transaction whichever is later. This is to help ensure our ability to produce financial data if asked by the appropriate US and international authorities.
13. Modifications
- Vesta may amend these Terms from time to time. Updates will be posted with a new “Effective Date.”
- Continued use of VPay after changes constitutes acceptance of the revised Terms.
14. Governing Law & Dispute Resolution
- These Terms are governed by the laws of the State of Delaware of the United States of America.
- Any disputes shall be resolved by binding arbitration or courts located in the State of Delaware of the United States of America, unless otherwise required by law.
15. Contact Information
- Vesta Music Corporation
VPay Privacy Policy
- Collection of Data: Vesta collects personal and financial information necessary to verify your identity, process payouts, comply with tax obligations, and maintain the security of VPay. This may include your name, address, bank details, tax identification, and government-issued identification documents.
- Use of Data: Your data will be used strictly for payout processing, compliance checks (such as AML/KYC), fraud prevention, account management, and improving the VPay service.
- Third-Party Sharing: Data may be shared with trusted third-party processors (e.g., payment platforms, banks, regulatory authorities) solely for payment execution, fraud detection, compliance, and tax reporting. Vesta does not sell or rent your data to advertisers or unrelated third parties.
- Data Storage & Security: Vesta uses standard encryption and access controls to safeguard your information. Data may be stored on servers located in the United States or other jurisdictions, subject to applicable laws.
- Data Retention: Personal data will be retained only for as long as necessary to provide services, comply with legal and financial obligations, resolve disputes, or enforce agreements. After this period, data will be securely deleted or anonymized. Specific terms can be found in the Terms of Service.
- User Rights: Depending on your jurisdiction, you may have the right to access, correct, delete, restrict, or transfer your personal data, as well as object to certain types of processing. Requests can be submitted to Vesta at the contact details above.
- Cookies & Tracking: If VPay is accessed through a website, cookies or similar technologies may be used to improve functionality and security. Users can control cookie preferences through their browser settings.