Digital Music Licensing Agreement

1. Parties

This Agreement is between Epic Music Space, LLC ("EMS"), the Artist (the party who uploaded the Song), and the License Holder (the party who purchased the License). By completing a license purchase you agree to be bound by this Agreement.

2. What a License Is

A Digital Music License is a limited, non-transferable, non-exclusive contractual right that entitles the License Holder to receive a pro-rata share of the Net Streaming Revenue generated by the specified Song during the License Term.

• The License does not convey copyright ownership, mechanical rights, synchronization rights, or any other intellectual property right.
• The License does not represent equity, debt, or any security in any entity.
• The License Holder may not reproduce, distribute, publicly perform, or create derivative works from the Song.

3. Revenue Participation

The Artist Revenue Share Percentage (set by the Artist at the time of listing) is divided equally among all licenses issued for that Song.

Example: If an Artist sets a 10% revenue share and issues 100 licenses, each license holder receives 10% ÷ 100 = 0.1% of Net Streaming Revenue per quarter.

Net Streaming Revenue means gross streaming royalties received by EMS or the Artist, less platform fees (currently 15%) and applicable withholding taxes.

4. Payout Schedule

Revenue payouts are made quarterly (March 31, June 30, September 30, December 31) for the preceding quarter, subject to a minimum payout of $5.00 USD. Amounts below the threshold roll over to the next quarter.

5. License Term

Unless revoked for cause (see Section 7), licenses are perpetual for as long as the Song generates trackable streaming revenue on supported platforms.

6. No Guarantees

EMS and the Artist make no guarantee of streaming revenue. Revenue may be zero. Past streaming performance does not indicate future results. License Holders acknowledge they may receive no revenue distributions.

7. Revocation

EMS may revoke a License with 30 days' notice and a full refund of the original purchase price if: (a) the Song is found to infringe third-party rights; (b) the Artist requests delisting due to contractual obligations with a label; or (c) required by law.

8. Non-Transferability

Licenses may not be sold, transferred, or assigned to third parties in Phase 1. Secondary market functionality may be introduced in a future platform version.

9. Tax Obligations

License Holders are solely responsible for any taxes owed on revenue distributions received. EMS will provide a 1099 form (or equivalent) to U.S.-based License Holders who receive $600 or more in a calendar year.

10. Governing Law

This Agreement is governed by the laws of the State of Delaware, USA. Disputes shall be resolved by binding arbitration under the rules of the American Arbitration Association.

11. AI Scoring

EMS uses an AI-powered scoring system ("EMS Score") to rank songs based on audio characteristics, engagement signals, and market demand. The EMS Score is informational only — it does not constitute an endorsement, a guarantee of revenue, or investment advice. Scores may change over time as the model and inputs evolve. License pricing is set by the Artist and is not determined by the EMS Score.

12. Contact

Legal questions: legal@epicmusicspace.com