UNLIMITED NON-EXCLUSIVE LICENSE AGREEMENT

 

 

Shrapnel Sound Studio LLC dba Shrapnel Beats, the licensor ("Seller"), in exchange for payment in the Shrapnel Beats webstore and in accordance with the terms stated in this Agreement, grants the purchaser (“Buyer”) rights as defined below in the copyrighted musical composition once their payment is completed.  As of May 05, 2022, anyone who uses the website and/or purchases a beat from the Shrapnel Beats website store-front automatically agrees to the terms in this non-exclusive license agreement.

 

SELLER’S WARRANTY

 

The Beat is a copyrighted composition and master recording created by the Seller, who warrants that it contains only sounds created by the Seller or properly licensed to the Seller, and contains no samples that require third-party copyright clearance or licensing.

 

BEAT RIGHTS GRANTED TO BUYER

 

The Seller grants to the Buyer limited, non-transferable rights to use the Beat in the production of one new musical composition and master recording (“New Song”). The Buyer shall create the New Song by combining the Beat with substantial new elements including lyrics, instrumental tracks, vocals, samples, or other sounds owned by or properly licensed to the Buyer.

Buyer is granted an unlimited non-exclusive license to the beat (named above) until 1,000,000 streams are reached, then contract must be re-negotiated.  It is up to the Buyer to contact the Seller once 1,000,000 streams have been reached so new contract terms can be discussed.

 

BEAT RIGHTS RETAINED BY SELLER

 

The Seller retains full copyright ownership of the Beat. The Buyer may not loan, rent, share, upload, or resell the Beat. Buyer may not re-assign rights to the Beat, in whole or in part, to any party.  Seller retains the right for monetization on all beats sold to Buyer.

Following the execution of this Agreement, the Seller may continue to transfer or license any and all rights to the Beat to any other parties for any purpose, exclusively or non-exclusively. Previous licensees of the Beat will retain their license rights in full as per Seller’s agreement with them.

 

PERMITTED USES OF THE NEW SONG

 

Buyer has the right to perform, record, reproduce, distribute, stream, and sell the New Song worldwide in unlimited quantities in perpetuity, subject only to the limitations described below.

 

• The Buyer may use the New Song as an audio track in the creation of one music video. Buyer

may upload this video to YouTube and other services, however, monetization on YouTube is

NOT PERMITTED.

 

• The use of the New Song in film, television, video games, jingles, and commercials is licensed

separately, and such synchronization uses ARE NOT PERMITTED.

 

COPYRIGHT AND ROYALTIES

 

The ownership of the copyrights in the New Song and the master sound recording are split as follows:

Composition Copyright (“Songwriter/Publishing”): 50% to the Buyer and 50% to the Seller

Master Sound Recording Copyright: 95% to the Buyer and 5% to the Seller

 

It is the Buyers responsibility to add the necessary information into the Performing Rights Organization (PRO) when finishing their new song.

 

Information for PRO (ASCAP)

Stephen Michael Shatzer – IPI# 560635847 (50% Share)

 

The Seller shall receive, in the percentages above, income of any kind and from any source resulting from the exploitation of both copyrights ("Seller's Royalties").

The Buyer must disclose the Seller’s copyright ownership percentages (“split sheet”) to the Buyer’s record label, aggregator, distributor, and publisher. If the Buyer registers the New Song with any copyright authority worldwide (i.e. United States Copyright Office) or with any Performing Rights Organization worldwide (i.e. ASCAP), the Buyer must disclose the Seller’s ownership percentages as listed above.

The Buyer is required to forward all Seller's Royalties to the Seller, and to inform the above parties to forward all Seller's Royalties directly to the Seller in a timely manner.

 

INDEMNITY

 

The Buyer agrees to fully indemnify and hold harmless the Seller (and Seller’s officers, agents, and employees) of and from any and all claims, demands, losses, causes of action, damage, lawsuits, judgments, including attorneys' fees and costs, arising out of or relating to the Buyer’s breach or alleged breach of any term, representation, or warranty of this agreement, including but not limited to the Buyer’s use or alleged use of unlicensed or improperly licensed material in the creation of the New Song and the master sound recording.

 

SELLER CREDIT

 

The Buyer shall credit the producer (Seller) in media releases by hashtags #ShrapnelBeats and/or adding the link Beats by Shrapnel Beats in the description where applicable.  This goes for YouTube, Soundcloud, Facebook, Twitter, Tiktok, Instagram, and any other major platforms where your music is uploaded to.

 

 

DELIVERY OF THE BEAT

 

The Seller shall deliver the Beat in an untagged master WAV file + tracked out (Multitracks) .WAV files.  .MP3 will be delivered if requested.

 

ENFORCEMENT

 

This Agreement shall be governed and enforced under the laws of the State of Arkansas, United States, in which Shrapnel Sound Studio LLC is registered.

 

ACCEPTANCE OF THIS AGREEMENT

 

By purchasing the beats made by Shrapnel Beats, the parties agree to be mutually bound by the terms of this Agreement.

 

Shrapnel Sound Studio LLC dba Shrapnel Beats

Stephen Shatzer