About Deadbeat Music Library

Deadbeat Music Library sells original audio recordings and other related materials, in addition to products and services that may be added to the Catalog in the future, for use in music production. The Catalog is intended solely for creative interpretation, sampling, reworking, and interpolation. Any Deadbeat Music Library product is governed by the following basic license.

DEADBEAT MUSIC LIBRARY - BASIC END-USER LICENSE AGREEMENT

Recitals:

1.           Whereas Deadbeat Music Library (herein, “DML”) creates downloadable products which comprise our Catalog of Works (“the Catalog”), in the form of original audio recordings and other related materials, in addition to products and services that may be added to the Catalog in the future. 
2.           Whereas DML owns the copyright, trademarks, and all other related rights in and to all audio recordings (“Composition(s)”) contained in the Catalog and has exclusive right to license, copy, make, and/or sell the Composition(s).
3.           Whereas in exchange for payment of the license fee associated with the applicable Composition(s), DML agrees to grant a license to the purchaser (“Licensee”) authorizing use of the Composition according to the terms and conditions of this agreement.

1.            Grant of License and Rights1.1         DML hereby grants, in accordance with the terms and conditions of this agreement, a non-exclusive, non-transferable, perpetual license to distribute, transmit, and/or perform the Composition(s) in combination with other sounds in new music productions (“Recording(s)”), each of which shall be considered a “derivative work” in accordance with the terms used in the United States Copyright Act of 1976. 
2.           Ownership of Work

   2.1         Licensee acknowledges that DML is the sole and exclusive owner of the Composition(s) and Licensee agrees to not use or distribute any Composition in isolation or as source material for any other form of sample or composition, regardless of whether or not the Composition has been modified, pursuant to the terms herein.

    

   2.2         Licensee agrees to not: (a) sell, sublicense, or distribute any Composition in a manner considered competitive to DML as outlined above (“About Deadbeat Music Library”); (b) sell, sublicense, or distribute any Composition in addition to other sample packs or collections; (c) sell, loan, share, lend, rent, lease, sublicense, assign, or transfer any Composition to a third party except as incorporated into a Recording; or (d) use the name, image, or likeness of DML, the Composition’s artist(s), producer(s), or writer(s) in any way without the applicable express written consent.

    

   2.3         Unauthorized use or distribution of any portion of the Catalog is illegal and may subject the user or distributor to monetary damages. Licensee assumes liability for any damage resulting from any violation of this Agreement, including any infringement of copyright(s) or other proprietary rights.

    

   2.4         This license does not allow Licensee to grant or distribute any sublicenses of any kind, except as outlined in Paragraph I.1.1 above.

3.           Commercial Use
   

   3.1          Licensee shall not sell, license, or otherwise commercially exploit any Recording containing any portion of a DML Composition via a third-party “Major Record Label” or “Qualifying Independent Label” (both as defined below) without first: (a) contacting DML to obtain formal clearance of the Composition or portion of Composition for use in the Recording; (b) ensuring that the Composition owner(s) is/are credited as co-producer(s) in any and all liner notes (in all configurations digital, physical or otherwise) of any singles, albums, or other commercial exploitations and future derivative works of the Recording.

    

   3.2          Licensee acknowledges that additional fees may be necessary in order to obtain formal clearance of the Composition or portion of Composition for use in the Recording. Any license issue fee, royalty agreements, minimum royalties, and/or additional provisions shall be negotiated in good faith and without undue delay.

    

   3.3          As used herein:

   1. “Major Record Label” shall mean a record label or company which: (a) is a parent or subsidiary of, or is legally affiliated with, one of the major distributors in the United States (e.g. Universal Music Group, Sony Music Entertainment, Warner Music Group); (b) which is a parent or subsidiary of, and/or is affiliated with, one of the so-called “indie” distributors which provide national distribution (which “indie” distributors presently include, without limitation, Ryko, Caroline, InGrooves, The Orchard, Rounder, Kobalt/AWAL, BMG, ADA and E1) and/or; (c) whose records are distributed by any such “major” or “indie” record label, company or distributor including, without limitation, Company’s own record label.
   2. “Qualifying Independent Label” shall mean any record label or company not included in the definition of Major Record Label as provided in Paragraph III.3.3(i) above which has distributed any single, album and/or master recording which has exceeded an aggregate of One Hundred Thousand (100,000) streams on Apple Music, Spotify and YouTube in any given calendar month, or greater than an aggregate of One Million (1,000,000) streams on Apple Music, Spotify and YouTube in total.

    

4.           General

   4.1          This Agreement constitutes the entire agreement of the Parties and supersedes all prior communications, understandings and agreements relating to the subject matter hereof, whether oral or written.

    

   4.2          No modification or claimed waiver of any provision of this Agreement shall be valid except by written amendment signed by authorized representatives of the Parties.

    

   4.3          If any provision or provisions of this Agreement shall be held to be invalid, illegal, unenforceable or in conflict with the laws of the United States or internationally, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby.

    

5.            Indemnification

   5.1          DML (Licensor) shall indemnify and hold the purchaser (Licensee) harmless from any and all claims, liabilities, and costs, losses, damages or expenses arising from third-party claims concerning a breach of copyright directly related to the Composition and the underlying master recordings. 

    

   5.2          Licensee shall indemnify and hold the Licensor harmless from any and all claims, liabilities, and costs, losses, damages or expenses arising from third-party claims concerning a breach of copyright related to the use, sale, transmission, performance, and/or duplication of any Recording by the Licensee which contains any portion of a Composition.