Terms & Conditions 

THESE STANDARD TERMS & CONDITIONS (the “Agreement”) constitute a legal agreement by and between you (“Artist”) and dane.zone (“Producer”) governing your use of Producer’s Masters and/or Compositions (each as defined below). By using this website and/or downloading Masters and/or Compositions from the website, you agree to be legally bound by this Agreement.

1. License. Producer owns and controls the master recording(s) (“Master(s)”) embodying the musical composition(s) with the titles listed in the applicable downloadable file ( “Composition(s)”). For the Term, Producer grants to Artist a worldwide, non-transferable, non-assignable, non-exclusive license (the “License”) to: (i) add new elements to each Composition for the purposes of creating derivative composition(s) (“New Composition(s)”) to be embodied in new master recording(s); and (ii) add new elements and record and synchronize vocals and/or instruments to such Master to create new master recording(s) that embody the New Composition ( “New Master(s)”). Each New Master and the corresponding New Composition embodied therein are referred to herein as “New Track(s).”

2 Term. New Tracks that are created from files downloaded from the online folders labeled “One Shots” may be used in perpetuity, and New Tracks that are created from files downloaded from the online folders labeled “Loops” and “Compositions” may be exploited by Artist until such New Track has reached One Million ($1,000,000) cumulative streams across Apple Music, Spotify, TIDAL, YouTube, and the like (the “Term”). New Tracks may be used solely in connection with: (A) a release in single format, for inclusion in a mixtape or compilation of music bundled together (e.g., EP or album); and (B) any public performance, including, without limitation, at a live performance (e.g., concert, festival, nightclub, and the like), on terrestrial or satellite radio, and/or on the internet via third-party streaming services (e.g., Apple Music, Spotify, TIDAL, YouTube, and the like). Any use by Artist of a Master after the Term shall constitute an infringement of Producer’s copyright. The parties acknowledge and agree that each New Track is a “derivative work,” as that term is used in the United States Copyright Act; (ii) there is no intention by the parties to create a joint work; and (iii) there is no intention by Producer to grant any rights in and/or to any other derivative works that may have been or will be created. Artist shall not use or exploit any Masters separately from the corresponding New Track (i.e., as a standalone instrumental without additional vocals and/or instruments added by Artist). Artist must create a New Track for Artist’s rights in this Agreement to vest. Any sale of a Master in its original form by Artist shall constitute an infringement of Producer’s copyright.

2. License Fee. The License is granted for and in consideration of the fee ascribed to the applicable file downloaded from the website, or, if no such fee is listed on, or required by, the website, then the License is a gratis license (the “License Fee”). If a fee is required as aforesaid, then all rights granted to Artist by Producer hereunder are conditional upon Artist’s timely payment of any applicable License Fee. If the License Fee is not paid within thirty (30) days of the date of the original download of the applicable file, then this Agreement shall expire.

3. Royalty. If Artist commercially exploits a New Master that is created, in whole or in part, from files downloaded from the online folders labeled “One Shots,” then the License is a royalty-free license. If Artist commercially exploits a New Master that is created, in whole or in part, from files downloaded from the online folders labeled “Loops” or “Compositions,” then Artist shall pay to Producer, in respect to files downloaded from the online folders labeled “Loops,” twenty-five percent (25%), and in respect of files downloaded from the online folders labeled “Compositions,” fifty percent (50%), of Net Income from any exploitation of a New Master. As used herein, “Net Income” shall mean gross income received by or credit to Artist from any and all sources, less only reasonable, documented, third-party, out-of-pocket recording costs actually incurred by Artist in connection with the New Master. Artist may not transfer, sell, assign, license, or lease any Master or New Track to a third-party recording label or distributor (other than to a digital aggregator in connection with an independent release) without Producer’s prior written approval and negotiation of a new agreement. Pursuant to an irrevocable letter of direction, Artist shall instruct SoundExchange (or any other applicable third party) to account directly to Producer at the same time and subject to the same conditions pursuant to which it accounts to Artist for the New Track.

4. Accounting. Accountings of any royalties payable to Producer hereunder shall be made by Artist to Producer within ninety (90) days following the semi-annual accounting periods which end on June 30 and December 31 of each calendar year together with payment of accrued royalties, if any, earned by Producer during such preceding accounting period. Producer shall have the right, at its own cost and expense, to examine Artist’s books and records with respect to such statements. Artist shall have no obligation to make available any such books and records more than once with respect to each statement rendered hereunder, or more than once during any calendar year.  

5. New Compositions. The parties agree that if Artist creates, in whole or in part, a New Composition from files downloaded from the online folders labeled “One Shots,” then Producer shall retain no publishing or other songwriting interest in or to such New Composition. If Producer creates, in whole or in part, a New Composition from files downloaded from the online folders labeled “One Shots” or “Compositions,” then Producer shall own an undivided twenty-five percent (25%) in respect to files downloaded from the online folders labeled “Loops,” and fifty percent (50%) in respect of files downloaded from the online folders labeled “Compositions,” of each New Composition. Accordingly, when or if Artist registers the copyright in a New Composition with the U.S. Copyright Office, and when or if Artist registers a New Composition with Artist’s performance rights organization, then Artist must include the proper copyright ownership information and songwriter splits. Upon Producer’s request, Artist agrees to enter into a standard split sheet for each New Composition, confirming Producers’ share of authorship of the New Composition as set forth above. For the avoidance of doubt, the foregoing copyright and songwriter split in the New Compositions is only with respect to such New Composition and any derivatives thereof; Artist shall not own or participate in any copyright or songwriter shares of other compositions derived from, based on, or including the Composition.  

6. Mechanical Royalties. Each New Composition shall be hereinafter referred to as a “Controlled Composition.” Producer agrees to issue or cause to be issued, as applicable, to Artist, mechanical licenses in respect of Producer’s interest in each Controlled Composition that is embodied in a New Track. Artist will pay mechanical royalties at one hundred percent (100%) of the minimum statutory rate, without any cap of that rate on United States and Canada sales. The mechanical royalty rate for mechanical licenses for uses outside the United States and Canada will be the rate prevailing on an industry-wide basis in the country concerned as of the Effective Date. 

7. Credit. Artist shall give Producer a production credit, including, without limitation: (a) on labels, liner notes, back covers, and inner sleeves of records embodying a New Master; (b) in the metadata field in any format that allows for metadata field encoding of a New Master; (c) in chryon graphics and screen credits for audiovisual works embodying a New Master; and (d) on social media network pages and YouTube descriptions and the like in posts or uploads about or related to a New Master. All credit given to Producer pursuant to this paragraph shall be in substantially the following form: “Produced by ___________” and shall appear immediately after the title of the applicable New Master. Artist agrees to use reasonable efforts to promptly (and immediately with respect to digital) correct any failures to include the foregoing credit upon receiving notice from Producer of any such failures. Each New Track shall include Producer’s designated “sound mark” or so-called “producer tag” (the “Sound Mark”), as such term is customarily defined in the music industry; Company or any of its designees shall not have the right to edit, replace or remove the Sound Mark from any New Track without the express prior written approval of Producer.

8. Warranties and Representations, Indemnities. Producer warrants and represents that: (i) it owns and controls the Masters and the Compositions and all rights therein, under copyright and otherwise, throughout the world; and (ii) it has the right and power to enter into and fully perform this Agreement. Artist warrants and represents that: (i) it has the right and power to enter into and fully perform this Agreement; and (ii) no selections, materials, ideas, or other properties furnished or selected by Artist and embodied or contained in or used in connection with any New Master or any New Composition shall violate or infringe any common-law or statutory right of any person or entity; (iii) he or she is over the age of eighteen (18); and (iv) if a Master embodies a sample of which Artist has been informed, then Artist shall bear the responsibility, at Artist’s sole cost and expense, for clearing such sample for use in connection with the resulting New Track. Each party shall indemnify and hold harmless the other and the other’s licensees from and against any and all claims, damages, liabilities, costs, and expenses, including, without limitation, reasonable outside legal fees and court costs, arising out of any breach or alleged breach by such party of any warranty or representation made by such party in this Agreement or any other act or omission by such party.

9. Miscellaneous. This Agreement does not need to be signed by Artist and automatically becomes valid and active with any of the following: use of the website, click-through agreement, payment of any applicable License Fee, and downloading any files from the website. This Agreement contains the entire agreement of the parties relating to the subject matter hereof and it supersedes and replaces any prior and contemporaneous agreements, whether oral or written, relating to the same. No change or termination of this Agreement will be binding upon either party unless such change or termination is made by an instrument signed by each party. A waiver by either party of any provision of this Agreement in any instance shall not be deemed to waive it for the future. In the event of any suit or proceeding arising from or based upon this Agreement by either party against the other, the prevailing party shall be entitled to recover legal fees and court costs incurred in connection with such action. This Agreement shall be deemed made in and shall be construed in accordance with the laws of the state of Georgia. A court or tribunal in the state of Georgia shall determine any action or suit pertaining to or arising out of this Agreement, except that the parties may institute a suit or action for a provisional remedy such as an injunction in any court having jurisdiction thereof. THE PARTIES ACKNOWLEDGE AND AGREE THAT THEY HAVE BEEN ENCOURAGED TO SEEK COUNSEL OF THEIR CHOOSING TO REPRESENT AND ADVISE THEM WITH RESPECT TO THE NEGOTIATION, LEGAL MEANING, AND EFFECT OF THIS AGREEMENT, AND THAT THEY HAVE EITHER BEEN SO REPRESENTED OR HAVE KNOWINGLY AND VOLUNTARILY WAIVED SUCH RIGHT.