Terms and Conditions
Last Updated: 2022-12-21
Content: A certain piece of recorded sound (music, sound effect, and otherwise) available for license from OnChain Music (including, as applicable, the musical composition embodied therein).
References to “we”, “us” and “our” refer to OnChain Music. Any references to “you” and “your” refer to you, as a user of the Website.
Per-Use License: A single use, one time license which grants clearance for mediums other than the internet, blockchain, and the metaverse.
Projects: Audiovisual work where you are combining Content with video.
1. Acceptance of the Terms and Conditions
These Terms and Conditions are a legally binding agreement between you and OnChain Music, LLC (“OnChain Music”). The agreement governs your use of the Website (including mobile versions), your use of OnChain Music content available on the Website (“Content”) and the services operated by OnChain Music (the “Services”). By using the Website or Services, you represent and warrant that you are at least 16 years of age.
2. Purchase of License or Subscription
By purchasing a license or subscription (either Starter, Personal, or Business), OnChain Music grants you the limited, non-exclusive, non-transferable right and license to modify (subject to restrictions) and use Content in accordance with the Terms and Conditions.
3. Term and Territory
The term and territory for any subscription, when used on the internet, blockchain, or in the metaverse, is in perpetuity, and throughout the Universe.
The term and territory for a per-use license depends on the clearances you select during the check-out process.
4. Subscription and Licensing Terms
The rights granted by purchasing a subscription or license is for personal and non-commercial use only. Any unauthorized use or use otherwise not in compliance with these Terms will result in immediate termination of the license rights granted herein. When you purchase a license or subscription, you hereby agree to pay OnChain Music a license fee according to the pricing on our website. The Subscriptions, which are available to review on the Website, offer different benefits, including the number of YouTube channels which can be cleared, access to certain features and services, and the number of social media platforms which the Content can be used on.
5. Use of Content
Subscriptions only cover the usage of music for the internet, blockchain, and the metaverse. Use of Content for other mediums, including, but not limited to advertising, commercials, promotions, trailers, TV shows, Films, or any public performances require a separate license which can be purchased on a per-use basis using the Website checkout process. The Terms and Conditions shall survive termination or expiration of your use of the Website, the Services, or your Subscription.
You may download and temp the Content into your Projects just for internal use. Any usage outside of this requires a subscription or license. All rights not expressly granted to you by OnChain Music are hereby reserved. You may not sublicense or assign the use of the Content for standalone distribution.
In connection with your use of the Content, you agree that you will not make available, distribute, resell, or perform the Content separately from which the Content has been incorporated.
6. YouTube Content ID and Clearing Channels of Copyright Claims
You can only clear YouTube channels while you have an active subscription with OnChain Music. Videos that you upload to YouTube must be done when your subscription is currently active. If videos are uploaded to YouTube after your subscription ends, OnChain Music reserves the right to monetize on your channel(s).
If you cancel your subscription, you are still permitted to upload the music to the cleared YouTube channels during the remainder of your subscription. Upon expiration of your subscription, any licenses and cleared channels you have in your account will expire.
You hereby acknowledge that OnChain Music is and remains the owner of all right, title and interest in the Content, including without limitation any copyrights therein. The Content is protected by and subject to the copyright laws of The United States of America and international copyright laws. This license is non-exclusive and OnChain Music retains the right to sell licenses of the Content to third parties at its sole discretion.
8. Grant of Rights
Subject to the Terms and Conditions hereof and solely during the Term and throughout the Territory, OnChain Music grants you the following limited rights:
(a) the limited right to use Content for the purpose of assessing whether to use and/or synchronize the Content in a production on a non-exclusive basis;
(b) you shall have the right to use and/or synchronize the Content in a production solely for the purpose of assessing the commercial appeal of such use provided that you shall have no right to commercially exploit the production embodying the Content unless and until you comply with each of the following obligations:
(i) you shall report to OnChain Music its use and/or synchronization of any Content during the Term no later than thirty (30) days following such use and/or synchronization;
(ii) depending on the usage, you shall either sign up for a subscription, or pay for a single-use license on the checkout page;
All rights not granted above are expressly reserved to OnChain Music and nothing in the foregoing grant of rights shall be deemed to convey any ownership interest in the Content.
9. Subscription Fees; Renewals; and Cancellations
The monthly or annual fee that you pay depends on which subscription you have. The fees may change at any time, but we will send you a notification prior to you being charged for any increase in the fee.
The subscription fee will automatically renew each billing cycle unless you cancel before the renewal date. We will renew your subscription automatically using the credit card we have on file for you. If you wish to cancel, you may email us at [email protected] or by going to your subscription page, and cancelling there. Refunds will not be made for cancelled subscriptions.
If you have not used any of the services within a 14-day period after signing up, and you wish to receive a refund, contact us, and we may offer a partial or full refund.
10. Monetization on Third Party Platforms
You can monetize by collecting revenue from ads on YouTube as long as you comply with the following:
(i) Add your YouTube channel to the “cleared channels” or “AllowList” while your subscription is active. If your subscription is cancelled or we are unable to collect the fee from you, any licenses you have will expire and you will no longer be able to upload Content to YouTube without triggering a copyright claim.
If, for any reason, you do not correctly clear your channel, or OnChain Music monetizes one of your channels in error, you may email us at [email protected]. Please provide as much information as you can about the claim so we may investigate and look into the issue.
If we have reason to believe that the music you upload is unlicensed, OnChain Music has the right to monetize on your YouTube channel(s).
OnChain Music is under no obligation to reimburse you and has no responsibility if you do not correctly follow the steps to clear your channel prior to uploading Content to YouTube, or any third-party sites.
11. Termination; Account Transfers
At any time, we may decide to change or modify the services or content, or terminate your account without any notice to you. You may be entitled to a prorated refund, unless we believe that your actions violate the Terms and Conditions. OnChain Music will not be liable to you, or any third party, for any claims for damages that are related to the restriction or termination of your account.
You are not allowed to transfer your account to anyone else. If we believe there is any fraud or abuse, we will take the necessary actions to restrict access or terminate your account immediately.
12. Addendums; Modifications to Terms
OnChain Music, from time to time, may update, change, or amend the Terms and Conditions without advance notice to you. While we may send out an email to notify you of any changes, by continuing to use the Website and/or Services, you agree to these modifications in advance of any notifications.
13. Music Cue Sheets
Any Content used in a public performance must be listed on a cue sheet, which must be sent to ASCAP, BMI, SESAC, or any other applicable performing rights society (collectively known as Performing Rights Organizations, or “PROs”). The cue sheet must be submitted within thirty (30) days of initial airdate.
You acknowledge that Content that is distributed through mediums, which are not owned by you, have a blanket license with the PROs. If they do not, a separate performance fee must be paid to the Writers and Publishers.
14. Uploading Content
You agree that you own and/or control 100% of all the copyrights, or have the legal authority or administrative right(s) for any music that you upload to the Website. The music uploaded will not infringe upon the intellectual property rights of any third party.
You shall not upload, post, or transmit to or distribute or otherwise publish through the Website any materials that:
(i) are protected by third-party copyright, or other proprietary or intellectual property right, or derivative works thereof, except as provided herein or without first obtaining permission from us;
(ii) restrict or inhibit any other user from using and enjoying the Website;
(iv) constitute or encourage conduct that would constitute a criminal offense or give rise to civil liability; or
(v) contain a virus or other harmful component, advertising of any kind, or false or misleading indications of origin or statements of fact.
Disclaimer of warranties. The website, including, without limitation, all content, music, functions, materials and services, is provided “as is,” without warranty of any kind, either express or implied, including without limitation any warranty regarding information, data, data loss, or uninterrupted access, any warranties concerning the availability, accuracy or usefulness of content or information, and any warranties of title, non-infringement, merchantability or fitness for a particular purpose. OnChain Music does not warrant that the website or the functions, features, content or services contained thereon will be timely, secure, uninterrupted, or error free, or that defects will be corrected. OnChain Music makes no warranty that the website will meet users’ requirements. No advice, results, content or information, whether oral or written, obtained by you from OnChain Music or through the website shall create any warranty not expressly made herein. If you are dissatisfied with the website, your sole remedy is to discontinue using the website. OnChain Music does not endorse, warrant or guarantee any products or services offered or provided by or on behalf of third parties on or through the website. OnChain Music is not a party to, and does not monitor, any transaction between users and third-party providers of products or services without the direct involvement of OnChain Music.
In no event shall either party be liable to the other party for consequential, special, indirect, incidental, punitive, or exemplary damages, any costs or expenses in connection with the replacement of any products, goods, materials, or services bought or sold through the website or the services, or any other losses, lost profits, loss of data, or opportunity costs, whether in contract, tort, negligence, strict liability or otherwise, even if the other party has been advised of the possibility of such damages.
Some jurisdictions prohibit the exclusion or limitation of liability for consequential or incidental damages, so the above limitations may not apply to you. Please consult the laws in your jurisdiction.
In no event shall either party be liable to the other party for any amounts in excess of one hundred dollars ($100.00). This limitation of liability is cumulative and not per incident (i.e., the existence of more than one (1) claim will not enlarge this limit). Any claim or cause of action arising out of or relating to your use of the services or the content or our relationship with you, regardless of theory, must be brought within one (1) year after the occurrence of the event giving rise to the claim or cause of action or be forever barred.
OnChain Music Legal Affairs
1417 11th St. Suite G,
Santa Monica, CA 90401
Email: [email protected]
19. Governing Law
These Terms and Conditions shall be governed by and construed in accordance with the Laws of the State of California and the jurisdiction of any dispute hereunder shall be with the United States Court, located in Los Angeles, California.
20. Entire Agreement
These Terms and Conditions constitutes the entire agreement between you and OnChain Music with respect to the subject matter hereto and may not be amended except by an agreement in writing executed by the parties hereto. If there are any inconsistences between the Website and these Terms and Conditions, these Terms and Conditions will prevail.
By clicking the ‘I agree to the Terms and Conditions’ checkbox on the registration sign up form, I represent and acknowledge that:
(i) I intend this act to be my legal signature and shall be deemed consent to be bound by these Terms and Conditions, and shall be effective as an original signature for all purposes.
(ii) I have read, understood, and consented to the disclosures above, and I agree to enter into a legally binding contract based on the above Terms and Conditions.