License Agreement

Independent Film

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  Permitted Content: You are an individual wishing to license one master recording and composition embodied therein (“Musical Work”, as defined in the attached Standard Terms and Conditions) for the creation of an independent film or trailer, outside of a formal film studio system, either short or feature length.

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  Non-Permitted Content: The creation of any film being funded and/or released by a formal film studio, or any commercial use relating to a business, non-profit, product or service. Total project budget may not exceed $300,000 USD (in line with SAG Ultra Low Budget Productions).

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  # of Spots: Full duration use in One (1) film or trailer

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  Usage: Film Festival, Unpaid Web

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  Lifespan: Perpetual

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  Notes: If your film should be picked up for distribution, or shown outside of the confines of a film festival, please contact creative@marmosetmusic.com.

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  Cost: $299.00

Small Business

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  Permitted Content: You are an individual wishing to license one master recording and composition embodied therein (“Musical Work”, as defined in the attached Standard Terms and Conditions) for the creation of an audiovisual work or photo slideshow on behalf of a client or agency, either for advertising, company highlights, award show, or reel purposes.

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  Non-Permitted Content: This license covers the permitted content above and usage listed below, dependent on the size of the end client (total # of employees). For proper coverage, please purchase the correct tier of click license applicable to your client.

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  # of Spots: Single (1) video use, does not include cutdowns/edits/lifts/versions

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  Usage: Unpaid Web

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  Lifespan: Perpetual

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  Notes: For usage that falls outside the terms described in the terms above please reach out to creative@marmosetmusic.com

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  Cost:

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    1 - 20 employees: $315.00

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    21 - 50 employees: $525.00

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    51 - 100 employees: $750.00

Non-Profit

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  Permitted Content: Permitted Content: You are an individual wishing to license one master recording and composition embodied therein (“Musical Work”, as defined in the attached Standard Terms and Conditions) for the creation of an audiovisual work or photo slideshow that highlights a registered non-profit organization or it’s initiatives and services. A company is considered a Non-Profit only if it is registered with the government as an eligible and official Non-Profit Organization. In the U.S.A., for example, a Non-Profit is designated by the IRS as a 501(c).

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  Non-Permitted Content: End client cannot be a person or organization engaged in for profit business. Video content may not contain any product advertisements or endorsements.

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  # of Spots: Single (1) video use, does not include cutdowns/edits/lifts/versions

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  Usage: Unpaid Web

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  Lifespan: Perpetual

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  Notes: For usage that falls outside the terms described in the terms above please reach out to creative@marmosetmusic.com

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  Cost:

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    1 - 20 employees: $150.00

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    21 - 50 employees: $250.00

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    51 - 100 employees: $365.00

Wedding Film License

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  Permitted Content: You are an individual wishing to license one master recording and composition embodied therein (“Musical Work”, as defined in the attached Standard Terms and Conditions) for the creation of a film or photo slideshow that covers the wedding day or similar event, for that couples’ use and for promotion on your website or social media, so long as there is no ad spend.

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  Non-Permitted Content: This license does not cover promotional films or advertisements for a businesses related to weddings (e.g. event designer, a venue, the florist, photographer or videographer).

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  # of Spots: Single (1) video use, does not include cutdowns/edits/lifts/versions

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  Usage: Physical Units, Unpaid Web

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  Lifespan: Perpetual

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  Cost: $99.00

Podcast

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  Permitted Content: You are an individual or team part of a content studio or business, wishing to license one master recording and composition embodied therein (“Musical Work”, as defined in the attached Standard Terms and Conditions) to use within an audio only Podcast.

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  Non-Permitted Content: Not for use for podcasts created by a content studio/business employing more than 50 people.

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  # of Spots: One (1) audio only “podcast” episode/use

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  Usage: Podcast

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  Lifespan: Perpetual

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  Cost:

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    Single Use: $85.00

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    Series Use: $260.00

Individual Creator License

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  Permitted Content: You are an individual (not a registered LLC or other business entity) wishing to license one master recording and composition embodied therein (“Musical Work”, as defined in the attached Standard Terms and Conditions) for the creation of an audiovisual work for individual, personal use only.

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  Non-Permitted Content: May not be used in conjunction with business owned or operated accounts as well as paid, promoted or sponsored media.

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  # of Spots: Single (1) video use, does not include cutdowns/edits/lifts/versions

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  Usage: Unpaid Web

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  Lifespan: Perpetual

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  Notes: This license does permit non-exclusive monetization of videos, however it excludes brand sponsorships or branding. The "Revenue Generating" option DOES allow for branded, sponsored, or other forms of content created in conjunction with a video or account engaged in revenue generating activities. The "Revenue Generating" option DOES NOT cover any content promoted or "pushed" through a media purchase (e.g. YouTube pre-roll, Facebook or Instagram sponsored posts). If you have any questions, please reach out to support@marmosetmusic.com

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  Cost: $69.00

Student

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  Permitted Content: You are an individual wishing to license one master recording and composition embodied therein (“Musical Work”, as defined in the attached Standard Terms and Conditions) for the creation of student film or an audiovisual project.

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  Non-Permitted Content: Not for use by educational entities for promotional use. Does not include Film Festival distribution (please reach out for a quote).

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  # of Spots: Single (1) video use, does not include cutdowns/edits/lifts/versions

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  Usage: Exhibit/Installation, Unpaid Web

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  Lifespan: Perpetual

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  Cost: $49.00

Event

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  Permitted Content: Permitted Content: You are an individual wishing to license one master recording and composition embodied therein (“Musical Work”, as defined in the attached Standard Terms and Conditions) for the creation of an audiovisual work or photo slideshow for use within a live “performance”, to be shown on a single (1) day.

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  Non-Permitted Content: Does not apply to end clients or organizations exceeding the tier sizes outlined below. Distribution is limited to live/event usage, does not include any live streaming or other Web/Digital distribution.

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  # of Spots: Single (1) video or presentation use, does not include cutdowns/edits/lifts/versions

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  Usage: Event

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  Lifespan: Single (1) Day

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  Notes: For usage that falls outside the terms described in the terms above please reach out to creative@marmosetmusic.com

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  Cost:

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    1 - 20 employees: $55.00

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    21 - 50 employees: $105.00

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    51 - 100 employees: $155.00

Showreel

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  Permitted Content: Permitted Content: You are an individual wishing to license one master recording and composition embodied therein (“Musical Work”, as defined in the attached Standard Terms and Conditions) for the creation of an audiovisual work or photo slideshow on behalf of yourself or your employer - an agency employing less than 25 people - for the purpose of showcasing a compilation of past work, including branded content.

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  Non-Permitted Content: Non-Permitted Content: Does not apply to agencies exceeding 25 employees, standalone branded works, advertisements, or director’s cuts

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  # of Spots: Single (1) video use, does not include cutdowns/edits/lifts/versions

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  Usage: Industrial, Unpaid Web

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  Lifespan: Perpetual

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  Cost: $79.00

IMPORTANT: The licenses above incorporate the Standard Terms and Conditions set forth below.
If you have any questions regarding the appropriate licensing option for use of Musical Works on a podcast, slideshow or film, or if your particular circumstances are not addressed in any of the options above, please contact us via email at creative@marmosetmusic.com.

CLICK THROUGH LICENSE AGREEMENT - STANDARD TERMS AND CONDITIONS

You are entering into a license agreement with Marmoset LLC (“Marmoset”) to license from Marmoset (”Licensee”, “you” or “your”) one (1) sound recording (“Master”) and one (1) underlying musical composition embodied in the Master (the Master and the composition embodied thereon and any part(s) thereof shall hereinafter be referred to individually and collectively as the “Musical Work”) owned or controlled by Marmoset. The license agreement is comprised of this document, together with the applicable single Standard License you selected (as defined below), and an invoice (“Invoice”) rendered to you in connection with the transaction referred to above (collectively, the “License Agreement”) and constitutes a binding agreement between you and Marmoset.

1. Conditioned upon receipt of payment in full from you of the applicable licensing fee (“Fee”), Marmoset grants you the right to synchronize the Musical Work in your production (“Production”) solely for the single use, territory, term, scope and other parameters you selected from our website specified in the Invoice and which is a single Standard License available as a click-through license by Marmoset on its website. For avoidance of doubt and for purposes of clarity, the available Standard Licenses for selection by the click-through process is attached to this License Agreement and the terms contained therein are incorporated herein by reference. The license granted by Marmoset to you in respect of the Musical Work is a nonexclusive, non-transferable, single purpose license and is subject to the terms and conditions of this License Agreement.

2. The license granted to you does not authorize or permit any use of the Musical Work not expressly set forth in this License Agreement. The terms of this License Agreement are limited to the use of the Musical Work in synchronization with your Production only as authorized by Marmoset in accordance with the terms of the single Standard License selected by you and subject in all respects to the restrictions set forth therein and without limiting the foregoing, does not include the following rights and you may not use the Musical Work: (a) to advertise goods or services in any means or by any manner now or hereafter known, (b) on television, in motion pictures (except as explicitly set forth in the Independent Film License section of the Standard License, provided you have selected same), in video games, in webisodes or on the radio; (c) for any unlawful activity or in any manner or any means which may be deemed by a reasonable person to be detrimental to Marmoset and/or to the copyright owner(s) of the Musical Work; (d) on phonorecords, (e) on any premium streaming service, whether interactive or on demand and/or (f) in any manner not specifically enumerated herein or with respect to which no grant of rights is specified. Furthermore, you may not (i) alter the fundamental character of the music or the lyrics of the Musical Work; (ii) parody the music or the lyrics of the Musical Work; (iii) make foreign adaptations and/or translations of the music and/or lyrics of the Musical Work; (iv) use the story of the Musical Work or dramatically depict the Musical Work; (v) use the title of the Musical Work or the name of the artist and/or songwriter(s) except for the purposes of any required credit, and/or (vi) otherwise alter, edit or remix the Musical Work. This license shall not transfer to you nor shall you assert any ownership interest whatsoever (including, but not limited to, copyright, trademark, and/or goodwill) in or to the Musical Work. In no event shall the Musical Work be featured separately from the approved use, or be offered or provided in or as a non-linear, downloadable, or alterable file. You expressly acknowledge and agree that no right of public performance of the Musical Work is granted under this License Agreement and you shall be responsible for securing all necessary public performance licenses and paying all public performance fees. Marmoset reserves all rights not expressly granted under this License Agreement.

3. You have the right to use or refer to the name(s) of the author(s) and performer(s) of the Musical Work in the credits, and in any promotions, advertisements and publicity of the Production. In this regard, you agree upon our request, to accord credit in substantially the same manner as you accord credit to all other participants in the Production.

4. This License Agreement shall terminate automatically and immediately upon Licensee’s insolvency, assignment for the benefit of creditors, the appointment of a receiver or the breach by you of any of the provisions of this License Agreement. Marmoset shall have the right to obtain injunctive relief as a result of any use by you of the Musical Work after termination of this License Agreement in addition to any other rights and remedies available, including without limitation pursuing an action at law for copyright infringement in the Musical Work.

5. If the applicable Standard License permits you to use the Musical Work in synchronization with your Production on the Internet or any other online or interactive device or distributed media, you shall use your best efforts to ensure that users may not copy, capture or download the Musical Work either alone or as synchronized with your Production.

6. Marmoset represents and warrants that it has the right and authority to enter into this License Agreement with you and grant you the rights herein granted. Notwithstanding the preceding sentence, you acknowledge and agree that in granting you these rights, Marmoset is relying on the rights it has received from the copyright proprietors of the Musical Work.

7. Licensee shall defend, indemnify and hold harmless Marmoset, its affiliates and their respective directors shareholders, officers, members, agents, employees successors and assigns and the copyright proprietors of the Musical Work, from and against any and all liability, damages and loss, costs and expenses (including without limitation attorneys’ fees and costs), arising from or related to your breach of this Agreement or your unauthorized use of the Musical Work.

8. Except as specified herein, Marmoset makes no warranty, express or implied, regarding the musical work, including without limitation any implied warranties of merchantability or fitness for a particular purpose or noninfringement. Except for any liability which cannot by law be excluded or limited, neither Marmoset nor any third party copyright proprietor shall be liable to you for indirect, incidental, special or consequential damages arising out of, or relating to the use of the musical work, whether frames as a breach of warranty, in tort, in contract, or otherwise. In no event shall Marmoset’s or any third party copyright proprietor’s liability for any claim arising from the use of the musical work exceed the fees stated in the invoice, regardless of the number or type of claims.

9. This License Agreement sets forth the entire agreement and understanding between you and us with respect to the subject matter hereof and supersedes all prior agreements and understandings, if any, whether oral or written pertaining thereto. This License Agreement may not be changed or modified, or any covenant, representation, warranty or provision hereof waived, except by an agreement in writing, signed by the party against whom enforcement of the change, modification or waiver is sought, and not otherwise. This Agreement shall inure to the benefit of and be binding on the parties, their successors and assigns, except that the license issued to you pursuant to this License Agreement is personal to you and you may not assign or transfer this License Agreement or any of the rights granted to you and any such assignment shall be void ab initio.

10. The validity, interpretation and legal effect of this agreement shall be governed by the laws of the state of Oregon applicable to contracts entered into and performed entirely within the state of Oregon. You agree that the state and federal courts located in Multnomah County, Oregon shall have the exclusive jurisdiction over claims or disputes arising under or otherwise in connection with this agreement, and you hereby submit the jurisdiction of such courts. Notwithstanding the foregoing, we and our assignees, successors and designees may seek injunctive or other equitable relief in any jurisdiction to enforce the terms of this agreement and our rights hereunder.