TrackOut Unlimited License
The exact terms you accept at checkout. Your beat and order date, from your Lemon Squeezy order, stand in for the bracketed reference below.
TRACKOUT UNLIMITED LICENSE AGREEMENT SchoenerBeats — schoenerbeats.com LICENSE CERTIFICATE — This executed copy is issued to the Licensee named below; verify it any time at schoenerbeats.com/verify with the License ID. Licensee: completed automatically on purchase Email: completed automatically on purchase Order: completed automatically on purchase Order date: completed automatically on purchase License ID: assigned on purchase (SB-<order number>) This Non-Exclusive TrackOut Unlimited License Agreement (the "Agreement") is entered into and effective as of the date of the Lemon Squeezy order through which it was purchased (the "Effective Date"), by and between SchoenerBeats, of Frankfurt am Main, Germany (the "Producer" or "Licensor"), and the individual or entity identified as the purchaser of record on that Lemon Squeezy order (the "Artist," "Licensee," or "You"). The Lemon Squeezy order confirmation and receipt email evidence the Licensee's identity, the Effective Date, and payment of the License Fee. This Agreement sets forth the terms and conditions of the Licensee's use of, and the rights granted in, the Producer's instrumental music file entitled "the SchoenerBeats beat shown on the page you came from" (the "Beat"), in consideration for the Licensee's payment of eighty ($80) US Dollars (the "License Fee"). 1. GRANT OF LICENSE. In return for payment of the License Fee, the Producer grants the Artist a non-exclusive, non-transferable license to use the Beat to create one (1) new recording (the "Track"), and to commercially release the Track throughout the world, subject to the terms and limits set out below. 2. MERCHANT OF RECORD. The Beat is sold through the Producer's store at schoenerbeats.com, with Lemon Squeezy, LLC acting as the Producer's authorized reseller and merchant of record for the transaction. Lemon Squeezy processes payment, handles any applicable sales tax or VAT, and delivers the licensed files and this Agreement on the Producer's behalf. This license, and all rights and obligations in the Beat, are granted directly by the Producer to the Artist; Lemon Squeezy is not a party to this Agreement and grants no rights in the Beat. 3. FILES DELIVERED. The Producer shall deliver the Beat as high-quality MP3, WAV, and individual track stems (the "TrackOut"). 4. TERM. This license is for a term of ten (10) years from the Effective Date (the "Term"). After the Term, the license shall automatically end. The Artist will be required to extend the Term by paying an additional fee at the Producer's then-current rates, or by taking such other steps as required by the Producer. 5. SCOPE OF USE. The Artist's permitted use during the Term includes: (a) unlimited for-profit downloads, physical sales, and digital sales of the Track; (b) unlimited audio streams of the Track via subscription and ad-supported streaming services; (c) unlimited video streams of the Track on user-generated content platforms such as YouTube; (d) unlimited music videos for the Track, which may be monetized; (e) play on up to four (4) terrestrial or internet radio stations; (f) unlimited for-profit and non-profit public performances of the Track. Permission is NOT granted to modify the arrangement, length, tempo, or pitch of the Beat in preparation of the Track; classic mixing and mastering within reasonable limits (EQ, compression, saturation, levels), including standard mixing of the individual stems, are granted. 6. BROADCASTING RIGHTS. Broadcasting rights granted under this license are strictly limited to the radio stations and music videos specified in Section 5. All other broadcasting and synchronization rights are expressly reserved by the Producer, including but not limited to: television broadcast, film, advertising, video games, theatrical productions, satellite radio rotation beyond the permitted stations, streaming-service algorithmic radio (e.g., Apple Music Radio, Spotify Radio), and use as background music in any commercial venue or broadcast medium. Use of the Track in any reserved context requires a separate sync license from the Producer. 7. MODIFICATION OF THE BEAT. The Beat is delivered as a finished creative work bearing the Producer's name in credit. The Artist acknowledges that the Producer's professional identity and reputation are tied to the integrity of the released version. Accordingly, modification of the Beat is restricted as follows: classic mixing and mastering operations within reasonable limits (EQ, compression, saturation, level adjustments) are permitted, including standard mixing of the individual stems; however, any modification that materially alters the character, arrangement, length, tempo, or pitch of the Beat — or any extreme or distortive application of mixing/mastering tools that has the same effect — is prohibited. The released Track must remain recognizable as containing the Producer's Beat as originally delivered. 8. MODIFICATION BREACH REMEDY. Upon any modification breach pursuant to Section 7, the Artist shall: (i) immediately, and in any event within fourteen (14) days of notice from the Producer, remove the affected Track from all distribution, streaming, and broadcast platforms worldwide; (ii) cease all further use of the Beat; and (iii) pay to the Producer the agreed liquidated damages of one hundred ($100) US Dollars as Vertragsstrafe pursuant to §§ 339-345 BGB. Payment of the Vertragsstrafe shall not constitute consent to continued use, cure of the breach, or waiver of any of the Producer's rights. This license shall terminate automatically upon the breach, and any continued exploitation of the Track or the Beat after termination shall constitute copyright infringement. 9. PUBLISHING. The Producer shall have a fifty percent (50%) share of the publishing in the Track and shall receive publishing income directly from the applicable collection society. The Artist agrees to register the Producer's interest, on the Producer's behalf, at the collection society in the Artist's home territory (e.g., GEMA in Germany). The Artist retains ownership of any original lyrics or creative elements he/she solely composed for the Track. The Producer and the Artist shall each administer their respective shares. Any sync licenses for the Track must be pre-approved in writing by the Producer. 10. NEIGHBORING RIGHTS. The Producer shall have the right to receive neighboring rights income as a performer on the Track directly from the applicable collection society (e.g., GVL in Germany). The Artist agrees to register the Producer's interest accordingly. 11. PRODUCER WARRANTIES. The Producer warrants and represents that: he is the owner of the copyright in the Beat; he has the right to enter into this Agreement and to grant all rights granted herein; the Beat does not contain any third-party samples or infringing material; all necessary consents under law are granted to the Artist; he waives any moral rights with respect to commercial exploitation of the Track within the limits of this Agreement; and all necessary publishing licenses will be made available to the Artist free of charge for non-monetized advertising and promotion of the Track. 12. ARTIST WARRANTIES. The Artist warrants and represents that: he/she has the right to enter into this Agreement; the Track shall not infringe the rights of any third party; and he/she shall comply with all obligations and limitations set out in this Agreement. 13. CREDIT. The Artist agrees to credit the Producer on all metadata, packaging, and promotional materials for the Track as follows: "Produced by SchoenerBeats". 14. CONTENT IDENTIFICATION RESTRICTION. The Artist is expressly prohibited from registering the Beat and/or the Track with any content identification system, distributor, aggregator, record label, or rights administration service (including but not limited to YouTube Content ID, DistroKid, CDBaby, TuneCore, or any equivalent provider). Any registration in violation of this clause shall constitute a material breach of this Agreement and may result in immediate termination of this license without notice or compensation. 15. INDEMNIFICATION. The Artist agrees to indemnify the Producer and hold him harmless from all claims, losses, and expenses, including reasonable legal fees, arising from any breach of the Artist's warranties, representations, or obligations under this Agreement, or from the Artist's use of the Track or Beat outside the scope of this license. 16. SAMPLES. The Beat does not contain any third-party samples — there is nothing to clear. The Artist shall indemnify the Producer from all losses and costs arising from any (false) claims from third parties concerning sample clearance. 17. OWNERSHIP. The Producer shall retain ownership of the copyright in the master and the underlying composition of the Beat, and shall have the right to grant separate non-exclusive licenses of the Beat to other artists. The Artist owns the lyrics and any other original creative elements he/she solely composed for the Track. 18. RESALE PROHIBITION. The Artist may not sell, sublicense, transfer, or distribute the Beat, the stems, or any individual stem, in its original form or in any substantially similar form. The rights granted under this Agreement are non-transferable and non-assignable. 19. TERMINATION. The Artist acknowledges that the License Fee is non-refundable. If the Artist fails to comply with any obligation under this Agreement, the Producer shall have the right, upon notice to the Artist, to terminate this license. Upon termination, all rights granted shall revert to the Producer, and any further use of the Beat or Track by the Artist shall constitute copyright infringement. 20. ELECTRONIC ACCEPTANCE. The Artist's completion of the Lemon Squeezy order and payment of the License Fee constitutes the Artist's signature, acceptance, and ratification of all terms and conditions of this Agreement, with the same legal effect as a written signature. 21. ENTIRE AGREEMENT. This license constitutes the entire agreement between the parties and supersedes all prior agreements, whether oral or written. 22. LANGUAGE. This Agreement is executed in English. In the event of any translation into another language for the convenience of the Artist, the English version shall be the controlling version in any conflict of interpretation. 23. GOVERNING LAW AND JURISDICTION. This Agreement shall be construed in accordance with the laws of Germany. The parties agree that the exclusive jurisdiction and venue for any dispute arising under or relating to this Agreement shall be the courts of Frankfurt am Main, Germany.