Licenses

This Non-Exclusive License Agreement (the “Agreement”) sets forth the terms under which Casper Stang (the “Producer” or “Licensor”) grants a non-exclusive license to the purchaser (the “Licensee”) to use the musical instrumental identified in the applicable checkout page, invoice, receipt, order confirmation, or other written transaction record (the “Beat”).

By purchasing, accepting, downloading, or otherwise using the Beat under a Non-Exclusive License, Licensee agrees to be bound by this Agreement.

The applicable transaction record shall identify the Beat, Licensee, purchase date, License Fee, and any additional files or services included in the purchase.

1. License Fee and Effective Date

The license becomes effective upon full payment of the applicable license fee (the “License Fee”).

The License Fee is a one-time payment for the rights expressly granted under this Agreement. No rights are granted until payment has been received in full.

Unless otherwise agreed in writing, all payments are final and non-refundable.

2. Delivery

The Beat will be delivered as a high-quality stereo WAV file.

An MP3 file may also be provided at Producer’s discretion.

Multitrack stems or trackouts are not included unless specifically stated in the applicable transaction record or purchased separately as an add-on.

Any stems or trackouts supplied remain subject to all terms and restrictions of this Agreement and do not grant Licensee any additional ownership or usage rights.

3. Term and Territory

This license is valid for ten (10) years from the date of purchase and applies worldwide.

Upon expiration of the license, Licensee must obtain a renewal or other written authorization from Producer to continue commercially exploiting the New Song.

4. Grant of License

Subject to full payment of the License Fee and compliance with this Agreement, Producer grants Licensee a limited, worldwide, non-exclusive, non-transferable license to incorporate the Beat into one (1) new original song or instrumental composition (the “New Song”).

Licensee may:

• record vocals, lyrics, melodies, and other original musical elements over or around the Beat;
• modify the Beat’s arrangement, length, tempo, or pitch as reasonably necessary to create the New Song;
• mix and master the Beat together with Licensee’s own recordings and musical contributions; and
• commercially release and exploit the resulting New Song subject to the limits contained in this Agreement.

This license applies only to the New Song. A separate license is required to use the Beat in another song, alternate composition, or separate commercial release.

Producer retains the unrestricted right to license the Beat to other parties on a non-exclusive basis.

5. Commercial Usage Rights

Subject to the terms of this Agreement, Licensee may commercially exploit the New Song within the following limits:

Audio Streaming

Up to 500,000 monetized audio streams.

Paid Downloads and Physical Sales

Up to 2,000 paid digital downloads and/or physical copies in total.

Free Downloads

Unlimited.

Music Videos

Up to one (1) monetized music video and one (1) non-monetized music video.

Video Streams

Up to 100,000 monetized video streams and 500,000 non-monetized video streams.

Radio Broadcasting

The New Song may be broadcast on up to two (2) terrestrial or satellite radio stations.

Live Performances

For-profit live performances are permitted. Non-profit live performances are unlimited.

If the New Song exceeds any applicable usage limit, Licensee must obtain an upgraded, renewed, or otherwise separately agreed license from Producer before further exploitation beyond that limit.

6. Digital Distribution

Licensee may distribute the New Song through digital distributors, streaming platforms, record labels, and other legitimate music distribution services, subject to the limits of this Agreement.

This includes distribution to services such as Spotify, Apple Music, YouTube Music, Amazon Music, and similar platforms.

Licensee may not distribute, sell, upload, or otherwise make available the Beat by itself, or in a form substantially similar to the Beat as originally delivered.

The Beat must be incorporated into the New Song before commercial distribution.

7. Content Identification and Automated Copyright Claims

Because the Beat is licensed on a non-exclusive basis and may lawfully be used by multiple licensees, Licensee may not register the Beat or New Song with YouTube Content ID, Meta Rights Manager, or any similar automated copyright identification, fingerprinting, claiming, or rights-management system without Producer’s prior written permission.

Licensee may use a distributor, record label, or digital aggregator to distribute the New Song, provided that any Content ID or similar automated claiming functionality is disabled unless otherwise approved in writing by Producer.

Licensee shall not issue or cause copyright claims, takedowns, strikes, or other ownership claims against Producer or any other party lawfully authorized by Producer to use the Beat.

8. Synchronization Rights

The music-video rights expressly granted under Section 5 are the only synchronization rights included in this license.

Licensee may not synchronize, or authorize another party to synchronize, the Beat or New Song with film or television productions, commercials or advertising, branded content, video games, trailers, apps, paid promotional campaigns, or any other audiovisual production without Producer’s prior written permission.

Any such use requires a separate synchronization agreement or written authorization from Producer.

9. Ownership of the Beat

Producer remains the sole owner of all rights, title, and interest in and to the original Beat, including the Beat’s sound recording and Producer’s interest in the underlying musical composition.

Nothing in this Agreement constitutes a sale, assignment, or transfer of ownership of the Beat to Licensee.

Licensee receives only the limited rights expressly granted under this Agreement.

Licensee may not sell, assign, sublicense, transfer, lease, lend, share, or otherwise exploit the Beat separately from the New Song.

Licensee may provide the Beat and, where applicable, stems or trackouts to musicians, vocalists, producers, recording engineers, mixing engineers, mastering engineers, or other collaborators solely as reasonably necessary to create the New Song.

10. Ownership of the New Song Master

Subject to Producer’s continuing ownership of the Beat and Licensee’s compliance with this Agreement, Licensee may own and control the master sound recording of the New Song, including Licensee’s newly recorded vocals and other original elements.

For clarity, ownership of the New Song master does not transfer ownership of the Beat to Licensee and does not permit Licensee to exploit the Beat separately from the New Song or outside the scope of this Agreement.

Producer does not receive a royalty from Licensee’s master-recording income under this standard Non-Exclusive License unless otherwise agreed in writing.

Producer’s composition, publishing, performance, and mechanical rights are separate and remain fully applicable.

11. Composition and Publishing

Producer shall own fifty percent (50%) of the underlying musical composition embodied in the New Song.

The remaining fifty percent (50%) shall be allocated to Licensee and/or any additional songwriters participating on Licensee’s side of the New Song.

The addition of other songwriters, vocalists, producers, or collaborators by Licensee shall not reduce Producer’s 50% ownership interest unless Producer expressly agrees otherwise in writing.

If the New Song is registered with a performing rights organization, collection society, publisher, publishing administrator, mechanical rights organization, or similar organization, Licensee must accurately identify Producer as a co-writer and ensure that Producer’s 50% ownership interest in the composition is correctly reflected.

Producer retains the right to register and administer Producer’s own interest in the New Song.

Nothing in this Agreement transfers or waives Producer’s writer’s share, publisher’s share, performance royalties, mechanical royalties, or other income attributable to Producer’s 50% interest in the composition.

12. Mechanical Rights

To the extent that the Beat contains a musical composition written or controlled by Producer and embodied in the New Song, Producer grants Licensee the mechanical rights reasonably necessary to reproduce and distribute the New Song within the limits of this Agreement.

All mechanical royalties attributable to Producer’s ownership interest in the underlying composition remain payable in accordance with applicable law, collection-society rules, and industry practice.

Nothing in the License Fee constitutes a buyout or waiver of Producer’s mechanical royalty rights.

13. Credit

Licensee shall use reasonable efforts to credit Producer in connection with the New Song wherever production and songwriting credits are customarily displayed.

Production credit shall substantially appear as:

Produced by Casper Stang

Producer shall also receive appropriate songwriting credit reflecting Producer’s ownership interest in the underlying composition.

Licensee shall use reasonable efforts to correct any missing or inaccurate credit promptly after becoming aware of it.

14. Prohibited Uses

Licensee may not:

• use the Beat in more than one New Song;
• sell, redistribute, sublicense, or otherwise make the Beat or stems available as standalone audio;
• claim authorship or ownership of the Beat;
• register the Beat as Licensee’s own work;
• use the Beat or New Song for unauthorized synchronization purposes;
• register the Beat or New Song with an automated Content ID or copyright-claiming system without written permission;
• use the Beat in connection with unlawful activity; or
• transfer this license to another person or entity without Producer’s prior written consent.

15. Samples and Third-Party Material

The Beat may contain royalty-free samples, loops, sounds, or other third-party material lawfully available to Producer for use in musical productions.

Where Producer knowingly incorporates material requiring additional third-party clearance for commercial release, Producer shall disclose this to Licensee where reasonably practicable.

Unless expressly agreed otherwise in writing, Licensee is responsible for obtaining any additional clearances required specifically as a result of Licensee’s modification of the Beat or addition of third-party material to the New Song.

Producer makes no representation regarding third-party material introduced into the New Song by Licensee or Licensee’s collaborators.

16. Non-Exclusive Nature of License

Licensee acknowledges that this is a non-exclusive license.

Producer may license the same Beat to other artists, producers, songwriters, companies, or third parties.

Other licensed songs may therefore contain the same Beat or elements of the Beat.

Unless expressly agreed otherwise in writing, a subsequent exclusive license or sale of exclusive rights in the Beat shall not invalidate a valid Non-Exclusive License granted before that transaction. Licensee may continue exploiting the New Song during the remaining term of this Agreement and subject to its usage limits.

17. Producer’s Termination Option

For a period of three (3) years following the Effective Date, Producer shall have the option to terminate this license upon written notice to Licensee.

If Producer exercises this option, Producer shall refund Licensee an amount equal to two hundred percent (200%) of the License Fee originally paid.

Following payment of that amount and receipt of Producer’s termination notice, Licensee shall cease further exploitation of the New Song and remove it from commercial distribution within a commercially reasonable period.

18. Breach

If either party materially breaches this Agreement, the non-breaching party shall provide written notice describing the breach.

Licensee shall have five (5) business days after receipt of notice to cure a breach capable of being cured.

If Licensee fails to cure the breach within that period, Producer may terminate the license and pursue any remedies available under applicable law.

Any exploitation of the Beat or New Song materially outside the rights granted by this Agreement constitutes unauthorized use.

19. Representations and Warranties

Producer represents that Producer has the authority to grant the rights expressly granted under this Agreement, subject to any disclosed third-party material.

Licensee represents that any lyrics, vocals, recordings, samples, compositions, or other material added by Licensee are either owned by Licensee or properly authorized for use.

Each party shall be responsible for claims resulting from material supplied or rights violated by that party.

The Beat is otherwise licensed “as is.” Producer makes no guarantee regarding the commercial performance, suitability, success, streaming performance, placement, or profitability of the Beat or New Song.

20. No Transfer or Sublicensing

This license is personal to Licensee and may not be assigned, transferred, or sublicensed without Producer’s prior written consent.

This does not prevent Licensee from entering into ordinary distribution, label, publishing administration, management, or other music-industry arrangements concerning the New Song, provided those arrangements remain subject to Producer’s rights and do not purport to transfer ownership of the Beat or grant rights exceeding this Agreement.

21. Modifications and Separate Agreements

Any modification, waiver, upgrade, extension, additional synchronization permission, change in ownership split, or other variation of this Agreement must be agreed to in writing by Producer.

Email or another written electronic communication from Producer is sufficient for this purpose.

Where Producer and Licensee enter into a separate written agreement concerning the same Beat or New Song, that agreement shall control to the extent it expressly conflicts with this Agreement.

22. Governing Law and Jurisdiction

This Agreement shall be governed by and interpreted in accordance with the laws of Norway, without regard to conflict-of-law principles.

Any dispute arising out of or relating to this Agreement shall be subject to the courts of Oslo, Norway, unless otherwise required by applicable mandatory law.

23. Entire Agreement and Acceptance

This Agreement, together with the applicable checkout page, invoice, receipt, order confirmation, or other written transaction record, constitutes the entire agreement between Producer and Licensee concerning the Non-Exclusive License.

If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in effect to the fullest extent permitted by law.

Licensee acknowledges and accepts this Agreement by purchasing the Non-Exclusive License, electronically accepting these terms, downloading or receiving the Beat pursuant to the transaction, or otherwise exercising the rights granted under this Agreement.

This Exclusive License Agreement (the “Agreement”) sets forth the terms under which Casper Stang (the “Producer” or “Licensor”) grants an exclusive license to the purchaser (the “Licensee”) to use the musical instrumental identified in the applicable checkout page, invoice, receipt, order confirmation, or other written transaction record (the “Beat”).

By purchasing, accepting, downloading, or otherwise using the Beat under an Exclusive License, Licensee agrees to be bound by this Agreement.

The applicable transaction record shall identify the Beat, Licensee, purchase date, License Fee, and any additional files or services included in the purchase.

1. License Fee and Effective Date

The license becomes effective upon full payment of the applicable license fee (the “License Fee”).

The License Fee is a one-time payment for the rights expressly granted under this Agreement. No rights are granted until payment has been received in full.

Unless otherwise agreed in writing, all payments are final and non-refundable.

2. Delivery

The Beat will be delivered as a high-quality stereo WAV file.

Unless otherwise specified in the applicable transaction record, multitrack stems or trackouts will also be provided with the Exclusive License where available.

Any files supplied remain subject to all terms and restrictions of this Agreement and do not constitute a transfer of ownership of the Beat.

3. Term and Territory

This license is granted worldwide and in perpetuity, subject to the terms of this Agreement.

4. Grant of Exclusive License

Subject to full payment of the License Fee and compliance with this Agreement, Producer grants Licensee an exclusive, worldwide license to incorporate the Beat into one (1) new original song or instrumental composition (the “New Song”).

Licensee may:

• record vocals, lyrics, melodies, and other original musical elements over or around the Beat;
• modify the Beat’s arrangement, length, tempo, or pitch as reasonably necessary to create the New Song;
• mix and master the Beat together with Licensee’s own recordings and musical contributions;
• commercially release, distribute, reproduce, publicly perform, promote, and otherwise exploit the resulting New Song; and
• exploit the New Song without limitations on streams, sales, downloads, music videos, radio broadcasts, or live performances.

Following the Effective Date, Producer shall not grant any new license to another party to create a new song using the Beat.

5. Previously Granted Licenses

Licensee acknowledges that the Beat may have been licensed to other parties on a non-exclusive basis before the Effective Date.

Any valid license granted before the Effective Date shall remain valid according to its original terms.

Producer shall have no obligation to terminate, revoke, repurchase, or otherwise interfere with any previously granted license.

Accordingly, the exclusivity granted under this Agreement applies on a go-forward basis from the Effective Date.

6. Commercial Usage Rights

Subject to this Agreement, Licensee may commercially exploit the New Song without predetermined limitations on:

• audio streams;
• digital downloads;
• physical sales;
• free downloads;
• music videos;
• video streams;
• radio broadcasting; and
• live performances.

These unlimited commercial usage rights apply only to the New Song and do not permit Licensee to distribute or exploit the Beat separately.

7. Digital Distribution and Content Identification

Licensee may distribute the New Song through digital distributors, streaming platforms, record labels, and other legitimate music distribution services.

Because no new licenses to the Beat will be issued following the Effective Date, Licensee may register the New Song with YouTube Content ID, Meta Rights Manager, or similar automated copyright identification systems, provided such registration does not improperly claim, block, monetize, remove, or otherwise interfere with:

• Producer’s own authorized uses of the Beat; or
• any New Song created pursuant to a valid license granted before the Effective Date.

Licensee shall be responsible for resolving erroneous automated claims against Producer or any prior authorized licensee promptly after receiving notice of such claim.

Licensee may not register or claim ownership of the standalone Beat itself.

8. Synchronization Rights

Licensee may synchronize the New Song with music videos and other audiovisual content created primarily to promote Licensee or the New Song.

Any synchronization of the New Song in connection with third-party film or television productions, commercials or advertising, branded content, video games, trailers, apps, or other commercial audiovisual productions requires Producer’s prior written approval unless otherwise expressly agreed in writing.

Any applicable composition or publishing income attributable to Producer’s ownership interest remains payable to Producer.

9. Ownership of the Beat

Producer remains the sole owner of all rights, title, and interest in and to the original Beat, including the Beat’s sound recording and Producer’s interest in the underlying musical composition.

This Agreement grants an exclusive license and does not constitute a copyright assignment, work-for-hire arrangement, or buyout.

Licensee may not sell, redistribute, sublicense, upload, distribute, or otherwise exploit the standalone Beat independently from the New Song.

10. Ownership of the New Song Master

Subject to Producer’s continuing ownership of the Beat and Licensee’s compliance with this Agreement, Licensee may own and control the master sound recording of the New Song, including Licensee’s newly recorded vocals and other original elements.

Ownership of the New Song master does not transfer ownership of the original Beat to Licensee.

Producer does not receive a royalty from Licensee’s master-recording income under this standard Exclusive License unless otherwise agreed in writing.

Producer’s composition, publishing, performance, and mechanical rights remain separate and fully applicable.

11. Composition and Publishing

Producer shall own fifty percent (50%) of the underlying musical composition embodied in the New Song.

The remaining fifty percent (50%) shall be allocated to Licensee and/or any additional songwriters participating on Licensee’s side of the New Song.

The addition of other songwriters, vocalists, producers, or collaborators by Licensee shall not reduce Producer’s 50% ownership interest unless Producer expressly agrees otherwise in writing.

If the New Song is registered with a performing rights organization, collection society, publisher, publishing administrator, mechanical rights organization, or similar organization, Licensee must accurately identify Producer as a co-writer and ensure that Producer’s 50% ownership interest in the composition is correctly reflected.

Producer retains the right to register and administer Producer’s own interest in the New Song.

Nothing in this Agreement transfers or waives Producer’s writer’s share, publisher’s share, performance royalties, mechanical royalties, or other income attributable to Producer’s 50% interest in the composition.

12. Mechanical Rights

To the extent that the Beat contains a musical composition written or controlled by Producer and embodied in the New Song, Producer grants Licensee the mechanical rights reasonably necessary to reproduce and distribute the New Song.

All mechanical royalties attributable to Producer’s ownership interest in the underlying composition remain payable in accordance with applicable law, collection-society rules, and industry practice.

Nothing in the License Fee constitutes a buyout or waiver of Producer’s mechanical royalty rights.

13. Credit

Licensee shall use reasonable efforts to credit Producer in connection with the New Song wherever production and songwriting credits are customarily displayed.

Production credit shall substantially appear as:

Produced by Casper Stang

Producer shall also receive appropriate songwriting credit reflecting Producer’s ownership interest in the underlying composition.

Licensee shall use reasonable efforts to correct any missing or inaccurate credit promptly after becoming aware of it.

14. Restrictions

Licensee may not:

• sell, redistribute, sublicense, or otherwise make the standalone Beat or stems available as standalone audio;
• claim authorship or ownership of the original Beat;
• register the original Beat as Licensee’s own work;
• use Content ID or similar systems to interfere with Producer or previously authorized licensees;
• transfer ownership of the Beat itself to another party; or
• represent this Exclusive License as an assignment or buyout of Producer’s copyrights.

Nothing prevents Licensee from entering into ordinary record label, distribution, publishing administration, management, or other music-industry arrangements concerning the New Song, provided those arrangements remain subject to Producer’s rights under this Agreement.

15. Samples and Third-Party Material

The Beat may contain royalty-free samples, loops, sounds, or other third-party material lawfully available to Producer for use in musical productions.

Any rights granted under this Agreement with respect to third-party material shall be limited to the rights Producer is legally permitted to grant.

Where Producer knowingly incorporates material requiring additional third-party clearance for the intended commercial exploitation of the New Song, Producer shall disclose this to Licensee where reasonably practicable.

Licensee is responsible for obtaining any additional clearances required specifically as a result of Licensee’s modification of the Beat, addition of third-party material, or intended use of the New Song beyond the rights granted under this Agreement.

Producer makes no representation regarding third-party material introduced by Licensee or Licensee’s collaborators.

16. Exclusivity

From the Effective Date onward, Producer shall cease offering or granting new licenses to the Beat.

Producer may retain archival copies of the Beat and may use excerpts of the Beat or New Song for reasonable portfolio, credit, promotional, and professional-reference purposes, provided such use does not constitute licensing the Beat to another artist for the creation of a competing commercial song.

Previously granted licenses remain unaffected as described in Section 5.

17. Breach and Termination

If either party materially breaches this Agreement, the non-breaching party shall provide written notice describing the breach.

The breaching party shall have thirty (30) days after receipt of written notice to cure a breach capable of being cured.

If the breach is not cured within that period, the non-breaching party may terminate this Agreement and pursue any remedies available under applicable law.

Except in the event of termination for breach, this Exclusive License continues in perpetuity.

18. Representations and Warranties

Producer represents that Producer has the authority to grant the rights expressly granted under this Agreement, subject to previously granted licenses and any disclosed third-party material.

Licensee represents that any lyrics, vocals, recordings, samples, compositions, or other material added by Licensee are either owned by Licensee or properly authorized for use.

Each party shall be responsible for claims resulting from material supplied or rights violated by that party.

The Beat is otherwise licensed “as is.” Producer makes no guarantee regarding the commercial performance, suitability, success, streaming performance, placement, or profitability of the Beat or New Song.

19. No Assignment of the Beat

This Agreement does not assign Producer’s copyright ownership in the Beat.

Licensee may enter into agreements concerning the New Song with record labels, distributors, publishers, administrators, managers, and other legitimate music-industry partners, provided those agreements remain subject to Producer’s rights under this Agreement.

Any proposed transfer or assignment of the Exclusive License itself requires Producer’s prior written consent, unless otherwise agreed in writing.

20. Modifications and Separate Agreements

Any modification, waiver, additional synchronization permission, change in ownership split, transfer, or other variation of this Agreement must be agreed to in writing by Producer.

Email or another written electronic communication from Producer is sufficient for this purpose.

Where Producer and Licensee enter into a separate written agreement concerning the same Beat or New Song, that agreement shall control to the extent it expressly conflicts with this Agreement.

21. Governing Law and Jurisdiction

This Agreement shall be governed by and interpreted in accordance with the laws of Norway, without regard to conflict-of-law principles.

Any dispute arising out of or relating to this Agreement shall be subject to the courts of Oslo, Norway, unless otherwise required by applicable mandatory law.

22. Entire Agreement and Acceptance

This Agreement, together with the applicable checkout page, invoice, receipt, order confirmation, or other written transaction record, constitutes the entire agreement between Producer and Licensee concerning the Exclusive License.

If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in effect to the fullest extent permitted by law.

Licensee acknowledges and accepts this Agreement by purchasing the Exclusive License, electronically accepting these terms, downloading or receiving the Beat pursuant to the transaction, or otherwise exercising the rights granted under this Agreement.