Music Licensing Agreement

This agreement is between Melodicloud (“Licensor “, “us”) and you (“Licensee”, “you”). By accepting the terms and conditions contained within this agreement, you enter into a binding and legally enforceable contract and agree to the following:

  1. Definitions: In this agreement, the following definitions are used:
  1. Recording: The sound recording(s) detailed in the Licensed Recording(s) section of this agreement.
  2. Synchronisation: The permanent inclusion of the Recording within or alongside another medium/media.
  3. Production: The audio-visual project or media that contains the synchronised Recording, including episodes or variations which share the same title.
  4. Non-exclusive: The copyright contained within the Recording remains the property of the original copyright owner.
  5. Non-transferable: The terms contained within this agreement cannot be transferred to any individual, third party or other business except in cases where a Production is created on behalf of a single end client.
  1. Synchronisation, Performance & Mechanical Rights: By obtaining a license from us, you are granted a non-exclusive, non-transferable synchronisation license to use the Recording in a single Production for the Term of this license. You agree to report any applicable public performance of the Recording to the appropriate Performing Rights Organisation (‘PRO’).
  2. License Options: On commencement of this agreement, you agree to pay us a one-time fee for each Recording and to use the Recording within the terms of the License Option selected by you. If the Production or use of the Recording exceeds the limitations of the License Option, you must obtain the correct license to cover this usage.
  1. Creator License: This license allows you to use the Recording in a Production that has no commercial value and does not advertise, market, or promote brands, products, or services. Permitted uses include:
  • monetised personal, educational or student video broadcast on social media platforms including Facebook and YouTube.
  • background music embedded into personal or non-profit websites.
  • personal, educational or student film, video, theatrical productions at film festivals or shown to a non paying audience.
  • non-profit downloads and physical copies of the Production (e.g. personal, educational or student projects).
  1. Professional License: This license allows you to use the Recording in a Production that has commercial value and advertises, markets, or promotes brands, products, or services via online, local, or regional channels. Permitted uses include:
  • monetised video and online advertising broadcast on social media platforms including Facebook and YouTube.
  • background music embedded into business or commercial websites.
  • presentations and videos produced for a single end client (e.g. promotional video, wedding video, corporate presentation).
  • background music used for commercial live events, trade shows, seminars, exhibitions, and business presentations.
  • background music used for telephone on-hold systems within a single organisation at up to 5 locations nationally.
  • background music used in a public area within a single organisation at up to 5 locations nationally (e.g. business premises, shops, spas, gyms, bars, and restaurants).
  • up to 10000 paid downloads or physical copies of the Production. (e.g. promotional content, commercial apps, games, software, audiobooks, DVDs, and portable storage devices).
  • radio or television programmes and series broadcast locally or regionally.
  • radio or television advertisements broadcast locally or regionally.
  • films or theatrical productions shown to a paying public audience broadcast locally or regionally.
  1. Producer License: This license allows you to use the Recording in a Production that has commercial value and advertises, markets, or promotes brands, products, or services via online, national, or worldwide channels. Permitted uses include:
  • monetised video and online advertising broadcast on social media platforms including Facebook and YouTube.
  • background music embedded into business or commercial websites.
  • background music used for telephone on-hold systems within a single organisation at unlimited locations worldwide.
  • background music used in a public area within a single organisation at unlimited locations worldwide (e.g. business premises, shops, spas, gyms, bars, and restaurants).
  • video on demand (VOD), premium streaming and subscription services.
  • unlimited paid downloads and physical copies of the Production. (e.g. promotional content, commercial apps, games, software, audiobooks, DVDs, and portable storage devices).
  • radio or television programmes and series broadcast nationally or worldwide.
  • radio or television advertisements broadcast nationally or worldwide.
  • films or theatrical productions shown to a paying public audience broadcast nationally or worldwide.
  1. Limitations: In addition to, all other terms contained within this agreement you also agree to the following limitations of use:
  1. You must not claim ownership through submission of the Recording to any content detection system (e.g. YouTube Content ID).
  2. You must not sell, sub-license, resell or give away the Recording on its own or as part of a Recording only format (e.g. CD, album).
  3. You must not create derived works from the Recording and claim it as your own but can edit the Recording to the requirements of the Production by cutting, stretching, looping etc.
  4. You must not use the Recording for website or e-card templates etc. that are sold or given away for free.
  1. Term: The duration of this license agreement is in perpetuity. You will have Synchronisation Rights for the lifetime of the Production.
  2. Territory: The Production can be marketed and distributed worldwide, unless otherwise stated by the terms of the selected License Option.
  3. Credits: Credits are not a requirement of this agreement, but we encourage and appreciate any credit given to the composer of the Recording and our website.
  4. Warranty: Melodicloud.com makes no warranty or representation, whether express or implied, except that it is the copyright owner, is the agent for or has been given authority by the copyright owner to grant the rights contained within this agreement.
  5. Limitation of Liability: You acknowledge and agree that we will not be liable for any loss or damage arising out of or resulting from our provision of any Recording licensed under this agreement, or any breach of any terms of this agreement by you. Any liability by us shall be limited to the original cost of the license.
  6. Availability: Melodicloud.com makes no warranty or representation whether express or implied, that the Recording provided by us will always be available and reserve the right to update, modify or suspend licensing of the Recording from our website without notice.
  7. Indemnity: You agree to indemnify, defend, and hold us harmless against any and all claims (including third party claims), demands, actions, suits, legal expenses, and damages (including indirect or consequential loss) resulting in any way from:
  1. You or your representatives use of the Recording.
  2. Any breach of the terms of this license agreement by you or any of your representatives.

You also agree that this clause (11) will survive the termination of this agreement.

  1. Termination: Melodicloud.com reserves the right to terminate this license agreement immediately if any of the material terms of this License are breached by you or the license fee is reversed or refunded. Upon termination, you agree to cease use of and delete the Recording from any computer, media, or storage device.
  2. Severability: You acknowledge the uncertainty of the law with respect to certain provisions of this agreement and agree that this agreement will be construed in a manner that renders its provisions valid and enforceable to the maximum extent possible under applicable law. To the extent that any provisions of this agreement are determined by a court of competent jurisdiction to be invalid or unenforceable, such provisions will be deleted from this agreement or modified to make them enforceable and the validity and enforceability of the remainder of such provisions and of this agreement will be unaffected.
  3. Governing Law: This agreement is governed by the law of England and Wales and is subject to the exclusive jurisdiction of the courts of England and Wales.

Last Revised: 06 April 2020