Basic Lease — License Agreement
License Terms · Tier 1
Basic Lease — License Agreement
Parties
This non-exclusive license ("Agreement") is between Afterwave Sound Inc. ("Licensor"), the rightsholder of the J.Redd catalog, and the purchaser ("Licensee"). The Agreement is effective on the date payment is received.
Grant of Rights
Licensor grants Licensee a non-exclusive, non-transferable, worldwide license to use the licensed beat ("Composition") in one (1) new derivative musical work ("New Song") created by Licensee.
Permitted Uses
Distribute the New Song through digital streaming platforms.
Up to 50,000 combined streams, downloads, and physical/digital sales.
Up to 2,500 physical copies (CDs, vinyl, USB).
One (1) non-monetized music video, capped at 500,000 views across all platforms.
For-profit live performances at venues with capacity under five hundred (500) attendees and where the Licensee’s performance fee for the engagement is under five hundred U.S. dollars (USD $500); larger venues or higher performance fees require upgrade to Premium or Exclusive.
Personal social media use (Instagram Reels, TikTok, YouTube Shorts) — non-monetized.
File Delivery
MP3 (320 kbps)
Tagged WAV (24-bit / 48kHz)
Restrictions
This license is non-exclusive. Licensor retains the right to license the Composition to other Licensees.
Licensee may not transfer, sublicense, or resell this Agreement.
Licensee may not register the Composition (or the New Song) with any Performing Rights Organization claiming sole authorship of the underlying instrumental.
Stems are not included in the Basic tier.
Broadcast/sync uses require an upgraded license.
Credit
Licensee must include the credit "Prod. J.Redd" in all metadata, liner notes, and visible song credits.
Term
This Agreement is valid for ten (10) years from the date of purchase unless renewed or upgraded. If the license is not renewed, Licensee shall not commence any new distribution of the New Song. Releases already active on streaming platforms at the time of expiration may remain available, subject to the Permitted Uses caps. Licensee may renew or upgrade at any time via licensing@jredd.io. Licensor will provide email reminder notice at least ninety (90) days prior to expiration at the address on file with Licensee’s order.
Ownership
Licensor retains all underlying copyrights to the Composition. The New Song is jointly held: Licensee owns the recorded performance (master) of the New Song; Licensor retains the underlying instrumental composition.
Refunds
Due to the digital nature of the product, all sales are final once the download has been delivered.
Publishing & PRO Rights
The underlying instrumental Composition is a co-authored musical work. Licensor is credited as a fifty percent (50%) songwriter and publisher of any New Song embodying the Composition. Licensee shall identify J.Redd/ Afterwave Sound Inc. (Publisher; IPI #00706374937; affiliated with BMI) as a 50% co-writer and publisher on (i) any split sheet, (ii) Licensee’s distributor metadata, (iii) any Performing Rights Organization registration, and (iv) the U.S. Mechanical Licensing Collective registration where applicable. Licensee shall not register the New Song as a sole-authored work. Failure to comply constitutes a material breach.
Mechanical Royalties
Licensee shall ensure that Licensor receives Licensor’s fifty percent (50%) mechanical-royalty share for all interactive and non-interactive uses of the New Song, whether collected through Licensee’s distributor, the U.S. Mechanical Licensing Collective, or applicable foreign collecting societies. Licensee shall provide Licensor with the ISRC, ISWC, distributor name, and release date of the New Song within thirty (30) days of first commercial release.
Content ID & YouTube CMS
Licensor may enroll the Composition in YouTube Content ID or comparable rights-management systems. If a Licensee video incorporating the Composition is auto-claimed, Licensor will release the claim within five (5) business days of Licensee’s submission, to support@jredd.io, of (i) the order ID, (ii) the YouTube video URL, and (iii) the YouTube channel name. Licensor retains the right to monetize, via Content ID or otherwise, any use of the Composition that is unlicensed or that exceeds the scope of this Agreement.
Representations & Warranties
Licensor represents and warrants that (i) it owns or controls all rights necessary to grant this license; (ii) the Composition is original to Licensor and does not, to Licensor’s knowledge, infringe any third-party copyright, trademark, or other proprietary right; and (iii) the Composition does not incorporate any uncleared third-party sample. Licensee represents and warrants that (i) Licensee is at least 18 years of age (or the age of majority in Licensee’s jurisdiction) and has authority to enter this Agreement; and (ii) the vocals, lyrics, and additional material contributed by Licensee to the New Song are original to Licensee or properly licensed.
Indemnification
Licensor shall defend, indemnify, and hold harmless Licensee from third-party claims alleging that the underlying Composition (excluding any vocals, lyrics, or material added by Licensee) infringes a copyright, subject to the limitations of liability set forth in the Terms of Service. Licensee shall defend, indemnify, and hold harmless Licensor from third-party claims arising out of (i) the New Song’s vocals, lyrics, or additional material; (ii) Licensee’s use of the Composition beyond the scope of this license; or (iii) Licensee’s breach of any obligation hereunder. Licensee’s indemnification obligation is not capped.
AI & Training-Data Restrictions
Licensee shall not, and shall not permit any third party to, submit, upload, or use the Composition, the New Song, or any stem or derivative thereof as training data for any artificial-intelligence or machine-learning model, including generative-audio, voice-cloning, or music-composition systems, without Licensor’s prior written consent. Licensor expressly reserves all rights with respect to text-and-data-mining exceptions under EU Directive 2019/790 and equivalent legislation.
Basic License v1.0 · Afterwave Sound Inc.
Premium Lease — License Agreement
License Terms · Tier 2
Premium Lease — License Agreement
Parties
This non-exclusive license ("Agreement") is between Afterwave Sound Inc. ("Licensor"), the rightsholder of the J.Redd catalog, and the purchaser ("Licensee"). The Agreement is effective on the date payment is received.
Grant of Rights
Licensor grants Licensee a non-exclusive, non-transferable, worldwide license to use the licensed beat ("Composition") in one (1) new derivative musical work ("New Song") created by Licensee, with broader distribution and monetization rights than the Basic tier.
Permitted Uses
Distribute the New Song through digital streaming platforms.
Up to 250,000 combined streams, downloads, and physical/digital sales.
Up to 10,000 physical copies (CDs, vinyl, USB).
One (1) monetized music video, capped at 2,000,000 views across all platforms.
Paid live performances permitted.
Full social media use including monetized content.
Use of provided stem files for mixing, remixing, and creative arrangement.
File Delivery
MP3 (320 kbps)
Untagged WAV (24-bit / 48 kHz)
Full stem package (individual track WAVs: drums, bass, melody, FX as applicable)
Restrictions
This license is non-exclusive. Licensor retains the right to license the Composition to other Licensees.
Licensee may not transfer, sublicense, or resell this Agreement.
Sync placement (film, TV, advertising) requires a separate sync clearance.
Broadcast radio play above 100,000 cumulative impressions requires upgrade to Exclusive.
Credit
Licensee must include the credit "Prod. J.Redd" in all metadata, liner notes, and visible song credits.
Term
This Agreement is valid for ten (10) years from the date of purchase unless renewed or upgraded. If the license is not renewed, Licensee shall not commence any new distribution of the New Song. Releases already active on streaming platforms at the time of expiration may remain available, subject to the Permitted Uses caps. Licensee may renew or upgrade at any time via licensing@jredd.io. Licensor will provide email reminder notice at least ninety (90) days prior to expiration at the address on file with Licensee’s order.
Ownership
Licensor retains all underlying copyrights to the Composition. Licensee owns the recorded performance (master) of the New Song; Licensor retains the underlying instrumental composition.
Refunds
Due to the digital nature of the product, all sales are final once the download has been delivered.
Publishing & PRO Rights
The underlying instrumental Composition is a co-authored musical work. Licensor is credited as a fifty percent (50%) songwriter and publisher of any New Song embodying the Composition. Licensee shall identify J.Redd/ Afterwave Sound Inc. (Publisher; IPI #00706374937; affiliated with BMI) as a 50% co-writer and publisher on (i) any split sheet, (ii) Licensee’s distributor metadata, (iii) any Performing Rights Organization registration, and (iv) the U.S. Mechanical Licensing Collective registration where applicable. Licensee shall not register the New Song as a sole-authored work. Failure to comply constitutes a material breach.
Mechanical Royalties
Licensee shall ensure that Licensor receives Licensor’s fifty percent (50%) mechanical-royalty share for all interactive and non-interactive uses of the New Song, whether collected through Licensee’s distributor, the U.S. Mechanical Licensing Collective, or applicable foreign collecting societies. Licensee shall provide Licensor with the ISRC, ISWC, distributor name, and release date of the New Song within thirty (30) days of first commercial release.
Content ID & YouTube CMS
Licensor may enroll the Composition in YouTube Content ID or comparable rights-management systems. If a Licensee video incorporating the Composition is auto-claimed, Licensor will release the claim within five (5) business days of Licensee’s submission, to support@jredd.io, of (i) the order ID, (ii) the YouTube video URL, and (iii) the YouTube channel name. Licensor retains the right to monetize, via Content ID or otherwise, any use of the Composition that is unlicensed or that exceeds the scope of this Agreement.
Sync & Broadcast
Sync placements (film, television, advertising, video games, branded content) require a separate written sync clearance from Licensor. Sync requests shall be submitted to sync@jredd.io. Sync fees are negotiated per use; Premium Licensees receive a fifteen percent (15%) discount off Licensor’s then-current sync fee schedule. Broadcast radio play above 100,000 cumulative impressions requires upgrade to Exclusive.
Stem Use Restrictions
Stem files are licensed solely for Licensee’s internal creative use in producing the New Song. Licensee shall not redistribute, resell, share, or upload stem files (in whole or in part) to any sample library, marketplace, file-sharing platform, or third party.
Representations & Warranties
Licensor represents and warrants that (i) it owns or controls all rights necessary to grant this license; (ii) the Composition is original to Licensor and does not, to Licensor’s knowledge, infringe any third-party copyright, trademark, or other proprietary right; and (iii) the Composition does not incorporate any uncleared third-party sample. Licensee represents and warrants that (i) Licensee is at least 18 years of age (or the age of majority in Licensee’s jurisdiction) and has authority to enter this Agreement; and (ii) the vocals, lyrics, and additional material contributed by Licensee to the New Song are original to Licensee or properly licensed.
Indemnification
Licensor shall defend, indemnify, and hold harmless Licensee from third-party claims alleging that the underlying Composition (excluding any vocals, lyrics, or material added by Licensee) infringes a copyright, subject to the limitations of liability set forth in the Terms of Service. Licensee shall defend, indemnify, and hold harmless Licensor from third-party claims arising out of (i) the New Song’s vocals, lyrics, or additional material; (ii) Licensee’s use of the Composition beyond the scope of this license; or (iii) Licensee’s breach of any obligation hereunder. Licensee’s indemnification obligation is not capped.
AI & Training-Data Restrictions
Licensee shall not, and shall not permit any third party to, submit, upload, or use the Composition, the New Song, or any stem or derivative thereof as training data for any artificial-intelligence or machine-learning model, including generative-audio, voice-cloning, or music-composition systems, without Licensor’s prior written consent. Licensor expressly reserves all rights with respect to text-and-data-mining exceptions under EU Directive 2019/790 and equivalent legislation.
Premium License v1.0 · Afterwave Sound Inc.
