Public Performance License

This Public Performance License Agreement (“License”) is between Stockmusic.net (“Stockmusic.net”), and <Customer name> (“You”). By purchasing this license, when combined with a valid invoice, You agree to be bound by the following terms and conditions of this License.

Your usage of the audio Track is subject to your acceptance of these License terms, Stockmusic.net’s Terms of Use (“Terms of Use“), and your payment of the applicable License fee. Your use of the Track indicates your acceptance of these terms and the Terms of Use.

1 – Definitions:

Track: A specific piece of recorded audio available for license and download from Stockmusic.net, including its musical composition

Artist: The creator and/or copyright holder of the Track.

Presentation: A public performance that includes this Track, either as a standalone music performance, or mixed with other media elements like sound effects or voice-over.

Derivatives and Derivative Work(s): a new Track or musical work created from this Track, that has been transformed or edited, and/or mixed, recorded or performed with other instruments or vocals to the music.

2 - Your Rights to the Track:

1. Public Performance Rights: You may play the Track as: (i) background “on-hold” music through your business telephone system; and/or (ii) background music in a public setting where a crowd of people may gather, including bars, restaurants, retail locations, theaters, and other public areas.
2. This License includes public performance rights, so you do not have to report your use of the Track under this License to any public performance organization (“PRO”). However, you are still responsible for any fees you may owe to a PRO under any previous or existing agreement you may have with that PRO.
3. Usage Limits: You may use the Track in an unlimited number of Presentations without purchasing an additional License.
4. Modifications to the Track: You may modify the Track solely for the purpose of synchronizing the Track effectively to the Presentation. Modification of the Track is limited to the following:
   1. Clipping or cropping the Track for length
   2. Fade-in/Fade-out to accommodate audio transitions
   3. Looping and repeating sections of the Track
   4. Applying audio effects to emulate environmental or playback conditions, like reverb, echo, feedback, etc. or modifying tone with an equalization device.
   5. Mixing additional audio effects or audio clips or voice overs to the Track.
   6. The above modifications may be made and the structure of the music may change by these modifications, however the original composition must remain distinctly recognizable.

3 - Restrictions to Your Use of the Track:

You may not use the Track except as permitted above. You may not:

1. License Transfer: This License is non-transferable and non-sublicensable, meaning that you cannot transfer or sub-license this Track to anyone else.
2. Claim ownership or authorship of the Track, or any Derivatives of the Track created or otherwise, represented under this agreement.
3. Sell, use, or otherwise make the Track or any Derivatives available on digital and/or physical media (e.g. in CDs, audio streaming service, or as digital downloads).
4. You may not resell the Track as part of any competing product such as music compilation or music library.
5. Create a new Derivative Work and claim it as your product or as your music song, even if it has been transformed or edited.
6. Claim copyright, representation or ownership through YouTube’s Content ID, or any other such system
7. Combine the Track with an audio/visual production, such as an online video, game, TV show, or podcast.

4 – Copyright and Ownership:

This is a license to use the Track, and you do not own nor have obtained any ownership rights in the Track or any Derivative Works, current or future. You may not claim that you are the original creator of the Track or any part of the Track. All rights not granted to you under this License are reserved by Stockmusic.net.

5 – Term:

Except for Stockmusic.net’s right to withdraw the Track under Section 9 “Withdrawal”, this License is perpetual and you may use this Track indefinitely.

6 – Territory:

There are no territory boundaries or political boundaries on the usage of the Track. Usage of the Track is allowed world-wide.

7 – Attributions:

If you use the Track in an audio or visual Presentation, you may provide credit to the Track artist and to stockmusic.net by using the following format:

[Track Name]
[Artist’s Name]
Provided by StockMusic.net

Attribution is not a requirement, but highly encouraged and appreciated.

8 – Withdrawal:

Stockmusic.net takes extreme precaution to ensure all our audio is fully cleared for licensing. However, on rare occasions, copyright issues can arise. If Stockmusic.net becomes aware of any problem with the rights to the Track, it may require you to do one or more of the following:

1. Remove or replace the Track in the Presentation(s).
2. Stop use of all Presentations that use the Track.
3. Use best efforts to ensure that anyone using the Presentation stops using it.

If this situation occurs, Stockmusic.net will make commercially reasonable efforts to inform you of the situation and our recommendations.

If You are presented with a notice of copyright infringement from any third party, including from YouTube Content ID, either legitimate or or ill-legitimate, You are required to report it to Stockmusic.net. Stockmusic.net will advise You on what further actions to take.

In the case where you receive a Take Down Notice (“Take Down Notice“) from Stockmusic.net, You may request Stockmusic.net to either: (a) refund your payment of the License Fee in the equivalent number of Credits (as defined in the Terms of Use); or (b) provide you with a replacement track.

9 - DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY:

STOCKMUSIC.NET PROVIDES THE TRACK “AS IS” AND DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ALL IMPLIED WARRANTIES OF MERCHANTABILITY, PERFORMANCE, AND FITNESS FOR A PARTICULAR PURPOSE.

STOCKMUSIC.NET DOES NOT REPRESENT OR WARRANT THAT THE TRACK WILL MEET YOUR REQUIREMENTS.

STOCKMUSIC.NET WILL NOT BE LIABLE TO YOU FOR ANY PUNITIVE, INDIRECT, CONSEQUENTIAL, SPECIAL, OR INCIDENTAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE AGREEMENT, EVEN IF IT HAS BEEN ADVISED OF THE POSSIBILITIES OF SUCH DAMAGES. STOCKMUSIC.NET’S SOLE AND EXCLUSIVE REMEDY TO YOU IS REFUNDING YOU THE LICENSE FEE OR PROVIDING YOU WITH A REPLACEMENT TRACK.

10 – Indemnification:

You will defend, indemnify, and hold harmless Stockmusic.net and its affiliates, licensees, officers, directors, employees, and agents from all and against all third-party claims, damages, costs and expenses, including attorneys’ fees (“Claims”), arising out of or in connection with (a) your use of the Track outside of the scope of this License; and (b) any other actual or alleged breach by you of this License.

11 - Termination for Breach:

Stockmusic.net will terminate and revoke this License, effective immediately upon written notice to you if: (a) you use the Track outside of this License; (b) if it does not receive the License fee; or (c) you otherwise breach this License. Upon termination, you must immediately stop all uses of the Track and delete all copies of the Track. Failure to comply with Stockmusic.net’s request to remove or stop use of the Track may constitute willful infringement under the Copyright Act. All sections of this license except section 2 “Your Rights to the Track” will survive termination of this License.

12 – Taxes:

All License fees are exclusive of taxes, which are your responsibility.

13 - Miscellaneous:

This is an independent contractor relationship, and no joint venture, partnership, employment, or agency relationship is formed under this License. This License represents the entire agreement between you and Stockmusic.net with respect to the Track and supersedes all prior discussions and understandings. Modifications to this License will not be binding unless you and Stockmusic.net agree in writing. You may not assign this License without Stockmusic.net’s prior written consent, and Stockmusic.net may assign this License in its sole discretion. If you breach this License, Stockmusic.net will be entitled to an injunction without bond to restrain your breach. If any part of this License is deemed unenforceable, the remainder of the License will remain intact. This License is governed by the laws of the state of Delaware, without regard to choice of law provisions, and you agree to the exclusive jurisdiction and venue of the state and federal courts in Delaware.

Last Updated: November 22, 2023