Published October 1st, 2024

THSM Community License Terms

• This Non-Exclusive, Non-Transferable License Agreement (the Agreement) between JC6Beats (the Producer) and the THSM Community Member (the Licensee) downloading this Digital Product (the Beat), sets forth the terms and conditions of the Licensee's use, and the rights granted in, the Beat

• The Agreement has an Effective Date defined as the date of the first registered order by the Licensee containing the Beat

• The Term of this License is ONE (1) year and shall expire on the first (1st) anniversary of the Effective Date

• The Producer hereby grants the Licensee a limited Non-Exclusive, Non-Transferable license and the right to incorporate, include and or use the Beat in the preparation of ONE (1) song or to incorporate the Beat into a new piece of instrumental music created by the Licensee. Licensee may create the new song or new instrumental music by recording his/her written lyrics over the Beat and/or by incorporating portions/samples of the Beat into pre-existing instrumental music written, produced and/or owned by Licensee

• The new song or piece of instrumental music created by the Licensee which incorporates some or all of the Beat shall be referred to as the "New Song"

• Permission is granted to the Licensee to modify the arrangement, length, tempo, or pitch of the Beat in preparation of the New Song for public release

• Licensee acknowledges and agrees that any and all rights granted to the Licensee in the Beat pursuant to this Agreement are on a Non-Exclusive and the Producer shall continue to license the Beat upon the same or similar conditions as this Agreement to other potential third party licensees

• The New Song may be used for any promotional purposes

• The Licensee may perform the New Song publicly, both for profit or non-profit. The New Song might be played on ONE (1) terrestrial or satellite radio stations

• The Licensee may use the New Song in synchronization with ONE (1) audiovisual work no longer than FIVE (5) minutes in length (a Video). In the event that the New Song itself is longer than FIVE (5) minutes in length, the Video may not play for longer than the length of the New Song. The Video may be broadcast on any television network or uploaded to the Internet for digital streaming and/or free download by the public. Producer grants no other synchronization rights to Licensee

• The Licensee may make the New Song available for sale in physical and/or digital form and sell FIVE HUNDRED (500) downloads/physical products and are allowed TWO HUNDRED FIFTY THOUSAND (250.000) monetized audio streams, ONE (1) monetized video stream, TWO HUNDRED FIFTY THOUSAND (250.000) non-monetized video streams, and are allowed unlimited free downloads

• For clarity and avoidance of doubt, the Licensee does NOT have the right to sell the Beat in the form it was delivered to the Licensee. The Licensee must create a New Song (or instrumental as detailed above) for its rights under this provision to a vest. Any sale of the Beat in its original form by Licensee shall be a material breach of this Agreement and the Licensee shall be liable to the Producer for damages

• The Producer is and shall remain the sole owner and holder of all rights, title, and interest in the Beat including all copyrights to and in the sound recording and the underlying musical compositions written and composed by Producer. Nothing contained herein shall constitute an assignment by Producer to Licensee of any of the foregoing rights. Licensee may not, under any circumstances, register or attempt to register the New Song and/or the Beat

• For the avoidance of doubt, Licensee does not own the master or the sound recording rights in the New Song. You have been licensed the right to use the Beat in the New Song and to commercially exploit the New Song based on the terms and conditions of this Agreement

• Notwithstanding the above, you do own the lyrics or other original musical components of the New Song that were written or composed solely by you

• Licensee hereby agrees and acknowledges that it is expressly prohibited from taking any action(s) and from engaging in any use of the Beat or New Song in the manners, or for the purposes, set forth below:

  • The rights granted to Licensee are NON-TRANSFERABLE and that Licensee may not transfer or assign any of its rights hereunder to any third-party

• The Licensee shall not synchronize, or permit third parties to synchronize, the Beat or New Song with any audiovisual works EXCEPT as expressly provided for and pursuant previously for use in ONE (1) Video. This restriction includes, but is not limited to, use of the Beat and/or New Song in television, commercials, film/movies, theatrical works, video games, and in any other form on the Internet which is not expressly permitted herein

• The Licensee shall not have the right to license or sublicense any use of the Beat or of the New Song, in whole or in part, for any so-called "samples"

• Licensee shall not engage in any unlawful copying, streaming, duplicating, selling, lending, renting, hiring, broadcasting, uploading, or downloading to any database, servers, computers, peer to peer sharing, or other file-sharing services, posting on websites, or distribution of the Beat in the form, or a substantially similar form, as delivered to Licensee. Licensee may send the Beat file to any individual musician, engineer, studio manager or other people who are working on the New Song

• THE LICENSEE IS EXPRESSLY PROHIBITED FROM REGISTERING THE BEAT AND/OR NEW SONG WITH ANY CONTENT IDENTIFICATION SYSTEM, SERVICE PROVIDER, MUSIC DISTRIBUTOR, RECORD LABEL OR DIGITAL AGGREGATOR (for example TuneCore or CDBaby, and any other provider of user-generated content identification services). The purpose of this restriction is to prevent you from receiving a copyright infringement takedown notice from a third party who also received a non-exclusive license to use the Beat in a New Song. The Beat has already been tagged for Content Identification (as that term is used in the music industry) by Producer as a pre-emptive measure to protect all interested parties in the New Song. If you do not adhere to this policy, you are in violation of the terms of this License and your license to use the Beat and/or New Song may be revoked without notice or compensation to you

• As applicable to both the underlying composition in the Beat and to the master recording of the Beat: (i) The parties acknowledge and agree that the New Song is a "derivative work", as that term is used in the United States Copyright Act; (ii) As applicable to the Beat and/or the New Song, there is no intention by the parties to create a joint work; and (iii) There is no intention by the Licensor to grant any rights in and/or to any other derivative works that may have been created by other third-party licensees

• The licensee shall be deemed to have signed, affirmed and ratified its acceptance of the terms of this Agreement by virtue of its download of the Beat and its electronic acceptance of its terms and conditions at the time Licensee first made such download

• Licensee shall have the right to use and permit others to use Producer's approved name, approved likeness, and other approved identification and approved biographical material concerning the Producer solely for purposes of trade and otherwise without restriction solely in connection with the New Song recorded hereunder. Licensee shall use best efforts to have Producer credited as a "producer" and shall give Producer appropriate production and songwriting credit on all compact discs, record, music video, and digital labels or any other record configuration manufactured which is now known or created in the future that embodies the New Song created hereunder and on all cover liner notes, any records containing the New Song and on the front and/or back cover of any album listing the New Song and other musician credits. The licensee shall use its best efforts to ensure that Producer is properly credited and Licensee shall check all proofs for the accuracy of credits, and shall use its best efforts to cure any mistakes regarding Producer's credit. In the event of any failure by Licensee to issue the credit to Producer, Licensee must use reasonable efforts to correct any such failure immediately and on a prospective basis. Such credit shall be in the substantial form: "Produced by JC6Beats”

• Licensor shall have the option, at Licensor's sole discretion, to terminate this License at any time within THREE (3) months of the date of this Agreement upon written notice to Licensee. Upon Licensor's exercise of the option, Licensee must immediately remove the New Song from any and all digital and physical distribution channels and must immediately cease access to any streams and/or downloads of the New Song by the general public

• The licensee shall have five (5) business days from its receipt of written notice by Producer and/or Producer's authorized representative to cure any alleged breach of this Agreement by Licensee. Licensee's failure to cure the alleged breach within five (5) business days shall result in Licensee's default of its obligations, its breach of this Agreement, and at Producer's sole discretion, the termination of Licensee's rights hereunder.

• If Licensee engages in the commercial exploitation and/or sale of the Beat or New Song outside of the manner and amount expressly provided for in this Agreement, Licensee shall be liable to Producer for monetary damages in an amount equal to any and all monies paid, collected by, or received by Licensee, or any third party on its behalf, in connection with such unauthorized commercial exploitation of the Beat and/or New Song.

• Licensee recognizes and agrees that a breach or threatened breach of this Agreement by Licensee give rise to irreparable injury to Producer, which may not be adequately compensated by damages. Accordingly, in the event of a breach or threatened breach by the Licensee of the provisions of this Agreement, Producer may seek and shall be entitled to a temporary restraining order and a preliminary injunction restraining the Licensee from violating the provisions of this Agreement. Nothing herein shall prohibit Producer from pursuing any other available legal or equitable remedy from such breach or threatened breach, including but not limited to the recovery of damages from the Licensee. The Licensee shall be responsible for all costs, expenses or damages that Producer incurs as a result of any violation by the Licensee of any provision of this Agreement. Licensee' obligation shall include court costs, litigation expenses, and reasonable attorneys' fees.