Terms and Conditions
Last Updated: 2022-12-21
By visiting our website (www.OnChainMusic.com) and/or using the
services, as defined below, you agree and accept to comply with these Terms and
The following sets forth the Terms and Conditions of
use (“Terms and Conditions”). Please read carefully. If you do not agree with
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
Projects: Audiovisual work where you are combining
Content with video.
1. Acceptance of the Terms
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
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
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
8. Grant of Rights
to the Terms and Conditions hereof and solely during the Term and throughout
the Territory, OnChain Music grants you the following limited rights:
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;
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:
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;
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
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
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
You can monetize by collecting revenue from ads on
YouTube as long as you comply with the following:
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
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
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
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.
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
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
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.
not upload, post, or transmit to or distribute or otherwise publish through the
Website any materials that:
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;
inhibit any other user from using and enjoying the Website;
or encourage conduct that would constitute a criminal offense or give rise to
civil liability; or
a virus or other harmful component, advertising of any kind, or false or
misleading indications of origin or statements of fact.
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.
maximum extent permitted by applicable law, you agree to defend, indemnify and
hold OnChain Music, its directors, officers, employees, agents, and affiliates
(collectively, “OnChain Music indemnitees”) harmless from any and all claims,
liabilities, costs, and expenses, including reasonable attorneys’ fees, arising
in any way from your use of the website, or any music or content, in violation
against the OnChain Music indemnitees.
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
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
OnChain Music Legal Affairs
St. Suite G,
Santa Monica, CA
Email: [email protected]
19. Governing Law
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
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
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.