Terms of service.

1. Distribution Services:

Distributor agrees to provide distribution services for the Artist's music recordings ("Music") to various digital service providers ("DSPs") as outlined in this Agreement. Distributor will submit the Music to major DSPs for digital distribution, including but not limited to streaming platforms and online music stores.

2. Music Sync Library:

Artist agrees that by entering into this Agreement, Artist grants Distributor the non-exclusive right to include the Music in Distributor's music sync library ("Sync Library"). Distributor will make commercially reasonable efforts to seek synchronization opportunities for the Music in movies, commercials, TV shows, and other media productions ("Sync Opportunities"). Artist acknowledges that inclusion in the Sync Library does not guarantee placement in any Sync Opportunities. Revenue generated from Sync Opportunities shall be shared according to the terms outlined in this Agreement.

3. Distribution, Catalog Sale, and Recovery Fee:

In consideration for the services provided by Distributor, Artist agrees to pay a 15% fee on net revenue generated from:

  • Music Distribution: Earnings from streaming, downloads, and sales.

  • Catalog Sales: If Distributor facilitates a sale of Artist’s catalog.

  • Recovered Royalties: Any missing royalties or unclaimed earnings identified and collected through the Catalog Accelerator (CACC).

This 15% fee shall be deducted before payments are made to the Artist.

If Distributor recovers unclaimed funds through the CACC, Artist acknowledges that an additional contract must be signed for authorization. The 15% fee will also apply to recovered amounts, but only on funds successfully recovered.

4. Additional Licensing Arrangements:

Any additional licensing arrangements beyond the distribution services provided under this Agreement shall be discussed and agreed upon separately between the parties.

6. Catalog Accelerator (CACC) & Additional Social Playlist Services:

As part of this Agreement, Artist may opt to participate in Social Playlist’s Catalog Accelerator (CACC) program, which provides a comprehensive suite of services designed to enhance catalog value, maximize royalties, and optimize revenue streams. These services include:

  • Royalty Audits: Ensuring accurate payment collection from DSPs, PROs, and neighboring rights organizations.

  • Split Analysis: Identifying and correcting issues with ownership splits.

  • Territory Re-claim: Recovering rights in underexploited territories.

  • Black Box Mediation: Resolving disputes over unclaimed royalties.

  • Sync Licensing & Placement: Securing high-value placements in film, TV, and digital media.

  • Digital Marketing & Playlist Promotion: Expanding audience reach and engagement.

  • International Royalty Collection: Maximizing collections across 40+ global territories.

  • Neighboring Rights Administration: Ensuring proper tracking and distribution of performance royalties.

Artists who wish to access CACC services must submit an additional request and agree to the associated service terms.

7. Term of Agreement:

The term of this Agreement shall be for a period of three (3) years commencing on the effective date ("Initial Term"). Following the Initial Term, this Agreement shall automatically renew for successive one (1) year periods ("Renewal Term(s)") unless terminated by either party as provided herein.

8. Termination:

Either party may terminate this Agreement after the first year of the Initial Term upon providing written notice to the other party, provided that reasonable grounds for termination exist and there are no unrecouped amounts owed by the Artist. Such termination shall become effective ninety (90) days after the date of written notice. Additionally, termination shall not be permitted if the Catalog Accelerator (CACC) process is still ongoing and unfinished. Termination may only take effect once the CACC process is completed and all recovered amounts are accounted for.

If the Artist elects to terminate the Agreement before completion of the CACC process, all recovered funds thereafter will be retained by the Distributor and will no longer be paid to the Artist after the 90-day termination window.

Regardless of termination, Distributor's 15% fee shall remain in effect on all revenues derived from the Music, Catalog Sales, and any recovered royalties, no matter where the Artist takes the catalog or which distributor is used thereafter.

9. Effects of Termination & Buyout Clause:

Upon termination of this Agreement, all rights granted to Distributor under this Agreement shall immediately revert to Artist. However, if the Artist terminates before the completion of the CACC process, Distributor shall retain ownership of any recovered funds thereafter, and the Artist shall no longer be entitled to payments after the 90-day termination window.

Distributor may continue to distribute the Music during the remaining term of the Agreement. Artist retains the right to move the Music to another distributor of Artist's choice after termination, subject to any applicable terms and conditions.

10. Buyout and First Right of Refusal:

As part of the Catalog Accelerator (CACC) program, Distributor works to enhance the value of the Artist’s catalog through various optimization strategies. If the Artist decides to sell their catalog at any point after participating in the CACC program or participated in our Distribution program, the Distributor shall have the First Right of Refusal to purchase the catalog at fair market value as determined by an independent third-party valuation.

  1. Valuation Increase Clause: If the Distributor's efforts through the CACC program have increased the catalog's valuation, the updated valuation shall be used as the basis for sale negotiations.

  2. Exclusive Negotiation Period: The Artist must provide Distributor with written notice of any intent to sell and allow the Distributor a 90-day exclusive period to make an offer before entertaining external buyers.

  3. Buyout Option: If Distributor chooses not to proceed with the purchase, the Artist may sell to a third party. However, the Distributor’s 15% fee shall remain in effect on all future revenues generated from the catalog, including sales, licensing, and royalties.

  4. Sale Notification Requirement: If the Artist proceeds with an external sale, they must notify Distributor within seven (7) days of the sale and ensure that the 15% fee is accounted for in the sale terms.

This clause ensures that Distributor maintains a vested interest in the catalogs they have helped optimize and ensures fairness in the event of a sale.

Upon early termination of this Agreement, all rights granted to Distributor under this Agreement shall immediately revert to Artist. However, Artist acknowledges that Distributor may continue to distribute the Music during the remaining term of the Agreement. Artist retains the right to move the Music to another distributor of Artist's choice after termination of this Agreement, subject to any applicable terms and conditions. Effects of Termination to include that if an artist leaves before the Catalog Accelerator (CACC) process is complete, all recovered funds thereafter would belong to the Distributor and would no longer be paid to the artist after the 90-day window.

10. Survival:

Notwithstanding termination, provisions of this Agreement that by their nature extend beyond termination, including but not limited to payment obligations, representations and warranties, and confidentiality obligations, shall survive such termination and remain in effect.

11. Representations and Warranties:

Artist represents and warrants that Artist owns or controls all necessary rights in and to the Music and has the authority to grant the rights and licenses herein. Artist further represents that the Music does not infringe upon any third-party intellectual property rights. Artist agrees to indemnify, defend, and hold harmless Distributor from and against any claims, damages, liabilities, costs, and expenses arising out of any breach of these representations.

12. Grant of Authority:

Artist grants Distributor the authority to act on their behalf for all matters related to the Catalog Accelerator (CACC) process, including but not limited to royalty audits, metadata corrections, revenue recovery, and negotiations with third-party entities. Distributor shall have the right to execute necessary documentation, submit claims, and facilitate transactions required to optimize and recover the Artist’s earnings under the CACC program.

The Artist acknowledges that this authorization is essential for the effectiveness of the CACC and agrees not to interfere with or revoke this authority while participating in the program. Any attempt to bypass or disrupt Distributor’s efforts shall be deemed a breach of this Agreement and subject to appropriate remedies, including but not limited to financial penalties and retention of recovered fund