# FOSTER HOUSE STUDIOS — WAV NON-EXCLUSIVE BEAT LICENSE **License tier:** WAV (Premium Non-Exclusive) **License fee:** €70 EUR (paid in full at issuance) **Catalog reference:** FHS-[FHS CATALOG #] **Date of issuance:** [SIGN DATE] --- ## 1. PARTIES **1.1 Licensor.** ALEKSANDAR TONCEV, sole proprietor trading as **Foster House Studios** (hereinafter "FHS", "Licensor", or "Producer"), with principal place of business at [LICENSOR ADDRESS], Berlin, Germany. Contact: hello@fosterhousestudio.com. Professional name "Alek" / "Alekology". **1.2 Licensee.** [LICENSEE NAME] ("Licensee", "Artist"), reachable at [LICENSEE EMAIL]. Licensee represents that they are at least 18 years of age and have the legal capacity to enter this agreement. **1.3 Effective date.** This agreement takes effect on [SIGN DATE] ("Effective Date") and continues for the Term defined in Section 9. --- ## 2. THE BEAT **2.1 Identification.** The instrumental musical composition and master recording licensed under this agreement (hereinafter the "Beat") is identified as follows: - **Title:** [TRACK TITLE] - **FHS catalog number:** FHS-[FHS CATALOG #] - **BPM:** [BPM] - **Key:** [KEY] - **Audio files delivered:** - One (1) WAV file, 24-bit / 44.1 kHz (or higher native session rate), **untagged** (no producer voice tag) - One (1) MP3, 320 kbps, **untagged** - **Date of delivery:** [DELIVERY DATE] **2.2 No stems.** The WAV tier does NOT include stems, multitracks, or session files. Stems are an EXCLUSIVE-tier deliverable. Licensee may purchase a "stems-only add-on" separately at a price set by Licensor, but the WAV License Fee alone does not include stems. **2.3 No tag.** Because the WAV tier delivers an untagged master, Licensee bears heightened responsibility for the attribution obligations in Section 5. Removal of attribution metadata from the final release is a material breach (Section 11). --- ## 3. GRANT OF LICENSE Subject to full payment of the License Fee and Licensee's continued compliance with this agreement, Licensor grants Licensee a **non-exclusive, non-transferable, non-sublicensable** license to use the Beat as follows: **3.1 Permitted uses.** - **(a)** Record original vocal performance(s), top-line(s), and/or additional musical contributions over the Beat to create a new derivative musical work (the "New Song"). - **(b)** Distribute the New Song commercially via digital service providers (DSPs) including but not limited to Spotify, Apple Music, Amazon Music, YouTube Music, Tidal, Deezer, SoundCloud, Bandcamp, and any successor or equivalent streaming service. - **(c)** Distribute the New Song as a digital download. - **(d)** Press and sell the New Song on physical formats — CD, vinyl, cassette, USB — up to the cap in Section 4. - **(e)** Perform the New Song live, including for-profit live performances, festivals, tours, and live-streamed concerts, with no cap on the number of live performances. - **(f)** Upload one (1) music video (monetized or non-monetized) featuring the New Song to YouTube, Vimeo, Instagram, TikTok, or equivalent platforms. The video MUST credit the Producer per Section 5. Monetization revenue counts toward the master royalty split in Section 6. - **(g)** Broadcast the New Song on up to **two (2) radio stations** (terrestrial AM/FM, internet radio, or DSP-hosted radio shows). Radio plays do not count toward the stream cap in Section 4. - **(h)** Use the New Song in podcasts where the New Song is the subject of discussion (review, interview, music podcast intro/outro) — this carve-out does NOT extend to general sync use, see Section 7. **3.2 Prohibited uses.** Licensee MAY NOT: - **(a)** Re-sell, re-license, sub-license, lease, give away, trade, or transfer the Beat itself (whether as WAV, MP3, or any other format) to any third party. The license is personal to Licensee. - **(b)** Use the Beat or the New Song in any **synchronization** context — film, television, advertising, commercial, branded content, video game, app — without first obtaining a separate written sync license from Licensor. See Section 7. - **(c)** Register the underlying instrumental composition with any PRO or copyright office as Licensee's sole work or under a name that omits the Producer. The Producer must be credited as 50% co-author of the composition (see Section 8). - **(d)** Claim authorship or ownership of the Beat itself, in whole or in part. - **(e)** Strip, alter, or omit the Producer attribution required by Section 5 from any release metadata, video description, or liner notes. - **(f)** Use the Beat in any work that promotes hate speech, incitement of violence, terrorism, child exploitation, or content unlawful under the laws of the Federal Republic of Germany or the territory of distribution. --- ## 4. STREAM AND SALES CAP **4.1 Cap.** This WAV license is capped at: - **100,000 online audio streams** across all DSPs combined; - **3,000 paid downloads or physical units** (CD / vinyl / cassette / USB) combined; - **one (1) music video** (per Section 3.1(f)); - **two (2) radio stations** (per Section 3.1(g)). For-profit live performance is permitted with no numerical cap. **4.2 What "cap" means.** Once any one of the caps above is reached or exceeded, this license **automatically expires** in respect of the New Song. Within thirty (30) days of receiving notice from Licensor, Licensee must either: - **(a)** Take down the New Song from all distribution platforms; OR - **(b)** Upgrade to the UNLIMITED (€250) tier by paying the difference between this License Fee and the UNLIMITED tier's then-current price; OR - **(c)** Negotiate an EXCLUSIVE / CUSTOM agreement directly with Licensor. EXCLUSIVE is **subject to availability** — i.e. Licensor has not already sold EXCLUSIVE rights to another party. **4.3 Tracking.** Licensee agrees to provide, upon Licensor's written request (no more than twice per calendar year), a good-faith stream / view / sales report drawn from their distributor dashboard. Licensor reserves the right to verify via public Spotify-for-Artists, YouTube Analytics, or DSP partner data. --- ## 5. ATTRIBUTION **5.1 Mandatory credit.** Licensee MUST credit the Producer in EACH of the following ways: - **(a) In the song title or artist field metadata** on every DSP: append `(Prod. by Alek)` or `(Prod. by Foster House Studios)` to the track title on release. Example: `"Track Name (Prod. by Alek)"`. - **(b) In the producer / composer metadata** submitted to the distributor (DistroKid, TuneCore, CD Baby, AWAL, etc.): list **"Aleksandar Toncev"** as Producer and as Composer. - **(c) In any accompanying music video description, social-media release post, and printed liner notes (if any):** include the phrase `"Produced by Alek / Foster House Studios"`. **5.2 PRO / metadata registration.** When registering the New Song with a PRO (GEMA, ASCAP, BMI, SACEM, PRS, etc.) or with a digital distributor, Licensee must list **"Aleksandar Toncev"** as a co-writer / composer at the 50% share defined in Section 8. --- ## 6. ROYALTY SPLIT ON STREAMING AND SALES INCOME **6.1 Master royalties (sound recording income).** For the WAV tier, the New Song's master recording income (DSP streaming royalties, download sales, physical sales, video monetization, neighboring rights where applicable) is split **fifty percent (50%) to Licensee, fifty percent (50%) to Licensor**. **6.2 Mechanism.** The split applies to the New Song as a whole. Because Licensee is the registered distributor of the New Song, Licensee shall remit Licensor's 50% share on a calendar-quarter basis, within forty-five (45) days of the close of each quarter, via SEPA bank transfer or PayPal to an account nominated by Licensor. **6.3 Industry context.** A 50/50 master split is on the producer-favorable side of the indie WAV-lease market. Industry surveys (Heate, Tunecore Beat Licensing 101, Ari's Take Producer Splits) indicate non-exclusive WAV leases commonly settle in the 30–50% producer range when there is a master backend at all; many WAV leases offer no backend and a higher upfront fee instead. Licensor has elected a low-fee / equal-backend model. --- ## 7. SYNCHRONIZATION — EXPRESSLY EXCLUDED **7.1 No sync rights.** THIS LICENSE EXPRESSLY EXCLUDES ALL SYNCHRONIZATION RIGHTS. The Beat and the New Song may NOT be paired with moving image or used in any audiovisual production, including but not limited to: - Feature films, short films, documentaries - Television (broadcast, cable, streaming) — including incidental, theme, or background use - Advertisements and commercials of any length, in any medium - Branded content, sponsored social posts, corporate videos - Video games, mobile applications, software - Audiobooks, theatrical productions - Trailers, promotional reels, opening/closing credits - AI-generated video, deepfakes, NFTs paired with moving image **7.2 Sync inquiries.** Any party (Licensee or a third party) wishing to use the Beat or the New Song for synchronization must contact Licensor directly at sync@fosterhousestudio.com to negotiate a separate Synchronization License. The €70 WAV License Fee does NOT include sync rights of any kind. Sync fees are negotiated case-by-case and typically substantially exceed the License Fee. **7.3 Music videos and podcasts.** The carve-outs for music videos (Section 3.1(f)) and music-podcast use (Section 3.1(g)) are NOT considered sync for the purposes of this agreement, provided the use is performed by Licensee, does not feature third-party intellectual property requiring clearance, and does not constitute paid promotional placement for a third-party product or service. --- ## 8. PERFORMANCE RIGHTS AND PUBLISHING **8.1 Composition co-ownership.** The underlying musical composition of the Beat is, and remains, the intellectual property of Aleksandar Toncev. The New Song is a derivative composition. The composition of the New Song shall be registered with PROs and collecting societies at the following split: - **Aleksandar Toncev (Producer):** 50% - **[LICENSEE NAME] (Songwriter / Artist):** 50% **8.2 PRO registration.** Each party is responsible for registering their own share with their own PRO. Licensor is affiliated with GEMA. Licensee shall register the New Song with their PRO of choice and list Licensor's share and Licensor's PRO accurately. Failure to register the Producer's share correctly entitles Licensor to back-collect missed royalties directly from the relevant PRO. **8.3 No advance, no recoupment.** Performance royalties paid by PROs flow directly to each party from their respective PRO and are not subject to Section 6's quarterly remit mechanism. --- ## 9. TERM AND RENEWAL **9.1 Initial term.** This license runs for **two (2) years** from the Effective Date. **9.2 Auto-renewal.** Provided Licensee remains in good standing AND has not exceeded any cap defined in Section 4, this license automatically renews for successive two-year periods at no additional charge. Renewal stops as soon as a cap is exceeded (per Section 4.2) or as soon as Licensor sells EXCLUSIVE rights to the Beat to another party (in which case all WAV / BASIC licensees remain in good standing for the existing New Songs they have already released, but no NEW recordings may be made — see Section 10.3). **9.3 Termination by notice.** Either party may terminate this license with thirty (30) days' written notice. Termination by Licensee requires take-down of the New Song from all distribution channels within the notice period unless Licensee has already paid out all earned royalties under Section 6, in which case the New Song may remain available on a passive (no-promotion) basis until the natural end of the then-current term. --- ## 10. TERRITORY AND OWNERSHIP **10.1 Territory.** **Worldwide.** **10.2 Master ownership.** Licensor retains full ownership of the master recording of the Beat. Licensee owns the master recording of the New Song (the combined work of Beat + vocals), subject to Licensor's 50% master-income share under Section 6 and Licensor's right to continue licensing the Beat non-exclusively to other artists until such time as Licensor sells the EXCLUSIVE rights to the Beat. **10.3 Non-exclusivity, explicitly.** This is a NON-EXCLUSIVE license. Licensor retains the right to license, sell, and distribute the Beat to any number of other artists, on any tier, in any territory, until such time as Licensor sells the EXCLUSIVE rights to the Beat. If and when EXCLUSIVE rights are sold to another party, all previously released New Songs based on this WAV license may continue to be exploited under the terms of this license (consistent with BeatStars / Airbit market convention, where prior non-exclusive licensees retain their rights to existing released works), but no new recordings or releases may be made using the Beat after the EXCLUSIVE sale date. --- ## 11. TERMINATION FOR BREACH **11.1 Material breach.** Licensor may terminate this license immediately, with written notice, if Licensee: - **(a)** Fails to pay any sum due under this agreement; - **(b)** Strips or omits the Producer attribution required by Section 5; - **(c)** Attempts to use the Beat for sync purposes without a separate sync license (Section 7); - **(d)** Re-sells, sub-licenses, or transfers the Beat (Section 3.2(a)); - **(e)** Misrepresents authorship of the Beat or composition; - **(f)** Materially breaches any other provision and fails to cure within fourteen (14) days of written notice. **11.2 Effect of termination.** On termination for breach, Licensee must within thirty (30) days take down the New Song from all platforms and destroy all copies of the Beat files in their possession. Termination does not refund the License Fee and does not extinguish accrued royalty obligations under Section 6 for the period during which the New Song was lawfully exploited. --- ## 12. WARRANTIES **12.1 Licensor warrants** that the Beat is original to Licensor or properly licensed/cleared by Licensor, and that Licensor has the right to grant this license. **12.2 Licensee warrants** that any vocal, lyric, or additional musical contribution they record over the Beat is original to Licensee or properly cleared, and that the New Song does not infringe any third-party rights. --- ## 13. INDEMNIFICATION Each party indemnifies the other for losses arising from a breach of its own warranties in Section 12. --- ## 14. GOVERNING LAW AND JURISDICTION This agreement is governed by the laws of the **Federal Republic of Germany**. Exclusive jurisdiction lies with the competent courts of **Berlin, Germany**. --- ## 15. ENTIRE AGREEMENT This document, together with any duly issued amendments signed in writing by both parties, constitutes the entire agreement between the parties regarding the Beat and supersedes any prior representations. --- ## 16. SIGNATURES **LICENSOR — Foster House Studios** Aleksandar Toncev Signature: ____________________________ Date: [SIGN DATE] **LICENSEE** [LICENSEE NAME] Email: [LICENSEE EMAIL] Signature: ____________________________ Date: [SIGN DATE] --- > **DISCLAIMER — NOT LEGAL ADVICE.** > This document is a template prepared for use by Foster House Studios. It is not legal advice and does not constitute the formation of a lawyer-client relationship. Before relying on this template for any commercial transaction, both parties should have the document reviewed by qualified legal counsel admitted in the relevant jurisdiction. Foster House Studios accepts no liability for any use of this template outside of its own first-party transactions.