Licenses.

This Limited Edition License Agreement (the "Agreement") is made effective as of the date of purchase (the "Effective Date") by and between the vocalist who recorded and published the vocal on Vokaaly, identified by their legal name on your license certificate ("The Vocalist" or "Licensor"), and the person identifying themselves at the time of purchase ("Licensee" or "You"). It grants certain rights to the purchased vocal track (the "Vocal Track") in consideration for the price paid at checkout (the "License Fee").

Vokaaly operates the marketplace where the vocal is sold: it processes the payment, delivers the files, and issues your license certificate with a unique License ID. The license itself is granted by the Vocalist.

By purchasing, downloading, or using the Vocal Track, you agree to be bound by the terms of this Agreement.

This Agreement automatically applies to all vocals you purchase on vokaaly.com with a clear "Limited Edition" label.

Your license certificate, downloadable from your Purchases after checkout, states the exact terms of your vocal, including the choices made by the Vocalist. If anything on this page differs from your certificate, the certificate prevails.

1. License Fee & Grant of Rights

This Agreement is contingent upon the full payment of the License Fee. The rights granted herein to the Licensee by the Licensor (Vocalist) are strictly dependent upon the successful processing and receipt of said payment.

Subject to the terms and conditions of this Agreement, the Licensor hereby grants to the Licensee a non-exclusive, limited edition and perpetual license to use the Vocal Track for the sole purpose of creating one (1) new musical work (the "New Song").

The Licensee acknowledges that this is a Limited Edition License. The Licensor may continue to license the Vocal Track to third parties under similar terms, up to the number of licenses set for this vocal (between 2 and 100, shown on the vocal page as copies left). Once that number is reached, the Vocal Track is no longer offered for sale.

This grant includes the right to synchronize, reproduce, and distribute the Vocal Track as part of the New Song across all platforms worldwide.

2. Term, Delivery & Territory

The Term of this Agreement shall be perpetual, commencing on the Effective Date and continuing indefinitely, provided the Licensee remains in compliance with all obligations set forth herein.

The Licensor shall deliver the Vocal Track via a secure digital download. The Licensee is responsible for maintaining a backup of the provided files.

The rights granted under this Agreement are valid throughout the universe (worldwide), across all media and platforms currently known or hereafter developed.

3. Permitted Use & Production Details

The Licensee may create the New Song by producing original instrumental music around the Vocal Track or by incorporating the Vocal Track into pre-existing instrumental music owned or licensed by the Licensee.

The Licensee is permitted to edit, pitch-shift, time-stretch, and apply effects to the Vocal Track to fit the creative needs of the New Song, provided such modifications do not violate the restrictions in Section 4.

This license is limited to the creation of one (1) New Song. Use of the Vocal Track in separate musical projects requires the purchase of a new license.

4. General Restrictions & Usage Prohibitions

The Licensee shall not sell, sublicense, or distribute the raw vocal stems as a standalone product or as part of any vocal library, sample pack, or AI training dataset.

This license is strictly personal to the Licensee. The Licensee may not assign its rights under this Agreement to any third party without the express written consent of the Licensor.

The Licensor reserves the right to continue to use and license the Vocal Track to other parties, within the Limited Edition cap described in Section 1.

Content ID: each Vocalist chooses whether the New Song may be registered with content identification systems (e.g., YouTube Content ID), and the choice is printed on your license certificate. Where it is prohibited, the Licensee may not register the New Song with any such system, as it might lead to copyright claims against other authorized users. Where it is allowed, the Licensee may register the New Song, ensuring it does not interfere with the rights of the Licensor.

5. AI & Synthetic Voice Implementation

Each Vocalist chooses whether the Vocal Track may be used with AI, and the choice is printed on your license certificate. Where AI use is prohibited, the Licensee may not use the Vocal Track, or any portion thereof, to train artificial intelligence (AI) models, voice synthesis/cloning technologies, or machine learning systems, and any attempt to create a synthetic version of the Licensor's voice is a material breach. Where it is allowed, the Licensee may use the Vocal Track for AI-related processing, provided such use is limited to the creative production of the New Song and not for standalone synthesis.

The Licensee shall not use the Vocal Track to produce vocal samples for sale or distribution in the form of a sample pack, regardless of the level of processing applied to the original stems.

6. Ownership & Intellectual Property Rights

The Licensor remains the sole owner of all rights, title, and interest in and to the original Vocal Track, including the sound recording copyright, lyrics, and underlying composition recorded by the Licensor.

The Licensee shall own the copyright to the New Song as a derivative work, encompassing the instrumental music and any additional elements composed solely by the Licensee.

Ownership of the final New Song (Master Recording) is split as follows: the Licensee owns 100% of the Master Recording rights and 100% of the Publishing/Writer's share. The Licensor waives all future royalty claims except as required by law.

For the avoidance of doubt, the Vocalist owns 0% of the publishing and writer's share of the New Song, but retains full ownership of the original raw stems and lyrics provided.

7. Credit, Metadata & Communication

Credit follows the format chosen by the Vocalist and printed on your license certificate, for example: New Song (feat. Vocalist Name). If the Vocalist chose to remain anonymous, no credit is required or permitted in any public-facing metadata, artwork, or promotional material.

Where credit is required, the Licensee must include it in the metadata of all digital distribution platforms (Spotify, Apple Music, etc.) and in the descriptions of video-sharing platforms (YouTube, TikTok, etc.).

If the Vocalist asked to be notified, the Licensee agrees to notify the Licensor via Vokaaly upon the official release of the New Song, providing links to the published work. Otherwise, formal notification is not required, though the Licensor encourages the Licensee to share the final project.

8. Violation, Breach & Termination

Any violation of the terms of this Agreement shall give the Licensor the right to terminate the license. The Licensor must provide written notice of the violation to the Licensee.

Upon receipt of such notice, the Licensee has ten (10) days to correct the violation. Failure to do so shall result in the automatic termination of all rights granted under this Agreement without refund.

Upon termination, the Licensee must cease all distribution of the New Song.

9. Refunds, Reversals & Disputes

In the event that the License Fee is refunded, reversed, or disputed, whether voluntarily or otherwise, this Agreement shall immediately terminate, and all rights granted to the Licensee under this Agreement shall automatically revert to the Licensor.

The Licensee shall cease all use, distribution, and exploitation of the Vocal Track and delete all copies in their possession or control.

10. Governing Law & Legal Jurisdiction

This Agreement shall be governed by the laws of the Vocalist's jurisdiction, as stated on your license certificate, applicable to agreements entered into and wholly performed in said territory.

Any disputes shall be settled in the courts of said jurisdiction, and both parties consent to the personal jurisdiction of such courts.

11. Indemnification

The Licensee agrees to indemnify and hold the Licensor harmless from and against any and all claims, losses, damages, costs, and expenses arising out of any breach of this Agreement by the Licensee or the unauthorized use of the Vocal Track.

12. Relationship & Entire Agreement

This Agreement constitutes the entire understanding between the parties and supersedes all prior agreements. This Agreement does not create a partnership, joint venture, or employment relationship.

13. Assignment & Transfer

The Licensee may not assign or transfer its rights under this Agreement to any third party without the prior written consent of the Licensor. Any unauthorized assignment shall be void.

This Full Rights Buyout Agreement (the "Agreement") is made effective as of the date of purchase (the "Effective Date") by and between the vocalist who recorded and published the vocal on Vokaaly, identified by their legal name on your license certificate ("The Vocalist" or "Licensor"), and the person identifying themselves at the time of purchase ("Buyer" or "You"). It grants certain rights to the purchased vocal track (the "Vocal Track") in consideration for the price paid at checkout (the "License Fee").

Vokaaly operates the marketplace where the vocal is sold: it processes the payment, delivers the files, and issues your license certificate with a unique License ID. The license itself is granted by the Vocalist.

By purchasing, downloading, or using the Vocal Track, you agree to be bound by the terms of this Agreement.

This Agreement automatically applies to all vocals you purchase on vokaaly.com with a clear "Full Rights" label, and to every exclusivity offer accepted by a Vocalist and paid for through Vokaaly.

Your license certificate, downloadable from your Purchases after checkout, states the exact terms of your vocal, including the choices made by the Vocalist. If anything on this page differs from your certificate, the certificate prevails.

1. Creation & Submission of Vocal Content

The Vocalist (Licensor) hereby agrees to independently create, perform, and submit original vocal materials, which may include but are not limited to lyrics, lead vocals, background harmonies, ad-libs, and individual dry/wet stems (collectively referred to as the "Vocal Content"), for availability and commercial acquisition on the Platform.

The Vocalist explicitly warrants that all submitted content is 100% original, wholly owned by them, free of any uncleared third-party samples, interpolations, or encumbrances, and entirely suitable for a complete and unhindered full rights transfer upon the execution of a sale.

2. Role of the Platform & Transaction Infrastructure

The Platform operates strictly as a secure digital marketplace and intermediary infrastructure, facilitating the listing, marketing, payment processing, secure content delivery, and the generation of legally binding documentation between the Vocalist and the Buyer.

The Platform itself does not claim any ownership, copyright, or financial interest in the Vocal Content. Its role is exclusively administrative, providing the following services:

• • End-to-end secure transaction processing and fraud prevention
• • Encrypted and secure delivery of high-quality audio files
• • Automated generation and registration of this License Agreement
• • Digital signature integration binding both parties to these terms
• • Maintenance of a permanent, cryptographically secure License Verification System

3. Automated Execution & Digital Certification

Upon the successful processing and clearing of the Buyer's purchase payment, the transaction is automatically executed, and the transfer of rights is formalized without further delay through the issuance of the license certificate.

This transaction is legally certified through:

• • The digitally generated and time-stamped license certificate
• • A digital signature securely associated with the Vocalist's verified account profile
• • A unique, permanent, and untamperable license identification number (License ID)

The License ID is permanently recorded within the Platform's centralized database and may be used at any time by the Buyer, distributors, or legal entities to verify the authenticity of the transaction through the Platform's verification system.

This digital certification constitutes absolute and irrefutable proof of the transaction and the complete transfer of rights.

4. Triggered Transfer of Full Rights

The successful completion of the payment process automatically triggers an immediate, binding, absolute, and irreversible transfer of rights from the Vocalist to the Buyer.

The parties agree that no additional written agreements, physical signatures, email confirmations, or verbal consents are required beyond the Platform's automated certification system to validate this transfer.

5. Total Assignment of Intellectual Property

The Vocalist irrevocably, unconditionally, and absolutely assigns, transfers, and conveys to the Buyer 100% of all rights, title, and interest in and to the Vocal Content, including but not limited to:

• • Full ownership of the sound recording (Master Rights)
• • Full ownership of the lyrics, melody, and underlying musical composition (Publishing Rights)
• • 100% of the Writer's share and Publisher's share of performance royalties
• • All neighboring rights, performer rights, and equitable remuneration rights
• • All exploitation, distribution, and monetization rights in any and all media

This transfer is granted on a worldwide, perpetual, exclusive, and irrevocable basis, extending through the full duration of copyright protection and any future extensions or renewals thereof.

6. Work-for-Hire Equivalent Structure

To the maximum extent permitted by applicable copyright laws within the relevant jurisdiction, the Vocal Content shall be considered a "work made for hire" specially commissioned by and for the Buyer.

In the event that the Vocal Content does not qualify as a work made for hire under applicable law, the total and irrevocable assignment of all rights described in Section 5 shall nonetheless produce the exact same legal effect, granting the Buyer absolute ownership.

7. Exclusive Ownership by Buyer

Immediately following the completion of the transaction, the Buyer becomes the sole, absolute, and exclusive owner of the Vocal Content and any derivative works resulting from its use.

The Buyer may freely use, edit, remix, pitch-shift, distribute, publicly perform, monetize, sub-license, or resell the content, whether in whole or in part, without any limitation, restriction, or obligation to notify or compensate the Vocalist.

8. Irrevocable Waiver of Rights & Compensation

The Vocalist explicitly, knowingly, and irrevocably waives:

• • Any and all rights to demand future royalties, mechanicals, or recurring backend payments
• • Any claim to publishing income, performance royalties, or sync licensing fees
• • Any claim to ownership, co-authorship, or joint authorship of the derivative works
• • Any right to approve, restrict, or review the Buyer's usage of the Vocal Content

Both parties agree that all compensation due to the Vocalist is strictly limited to the single, one-time flat-fee payment processed through the Platform at the time of purchase.

9. Moral Rights & Identity Usage

To the fullest and most absolute extent permitted by law, the Vocalist waives all moral rights (droit moral) or similar rights regarding the Vocal Content, including the right to be identified as the author and the right to object to derogatory treatment of the work.

Furthermore, the Vocalist grants the Buyer the unrestricted, perpetual right to use the Vocalist's voice, professional identity, artist name, and likeness, whether modified, synthesized, or unaltered, in connection with the commercial exploitation of the Vocal Content.

10. Exclusivity & Uniqueness Guarantee

Once the transaction is complete, the Vocal Content becomes a unique and exclusively held asset of the Buyer.

To protect the exclusivity of this asset, the Vocalist is permanently and strictly prohibited from:

• • Reusing, redistributing, or re-uploading the same recordings to any platform or service
• • Licensing similar, alternative, or derivative versions of the same vocal performance
• • Recreating substantially identical performances, melodies, or lyrics for the purpose of resale

11. Buyer Freedom & Commercial Rights

The Buyer is granted absolute and unrestricted commercial rights, allowing them to:

• • Release the Vocal Content across all digital service providers, streaming platforms, and physical mediums
• • Monetize the content without any revenue caps or limitations
• • Register the work with performing rights organizations (PROs) and content identification systems (e.g., YouTube Content ID) as the sole owner
• • License, assign, or resell the work to third-party record labels, publishers, or agencies
• • Use the content in synchronization for film, television, video games, advertisements, or any other media

12. Post-Sale Restrictions on Vocalist

The Vocalist may not retain any copies of the Vocal Content for the purpose of commercial exploitation after the sale is finalized.

Any unauthorized reuse, unauthorized distribution, public performance, or independent monetization of the Vocal Content by the Vocalist constitutes a severe material breach of this Agreement and may result in immediate legal action and liability for damages.

13. Authenticity & Verification System

Each transaction governed by this Agreement is cryptographically tied to a verifiable License ID, which is securely stored within the Platform's centralized system.

Third parties, including digital distributors, record labels, and rights management organizations, may confirm the validity and scope of this license by verifying the License ID directly through the Platform.

Only licenses that are registered, active, and verifiable within the Platform's database shall be considered authentic, binding, and legally enforceable under this system.

14. Originality & Legal Warranty

The Vocalist represents, warrants, and guarantees that:

• • The Vocal Content is fully original and does not infringe upon the copyrights, trademarks, or intellectual property rights of any third party
• • No third-party rights, clearances, or permissions are required for the Buyer to fully exploit the Vocal Content
• • The Vocalist has the full legal authority, capacity, and right to enter into this Agreement and transfer all rights unconditionally

15. Indemnification

The Vocalist agrees to fully indemnify, defend, and hold harmless the Buyer, as well as the Platform and its affiliates, against any and all claims, liabilities, damages, losses, and legal costs (including reasonable attorney's fees) arising from:

• • Any claim of copyright infringement or unauthorized use of third-party intellectual property
• • Any breach of the warranties, representations, or restrictions outlined in this Agreement
• • The inclusion of any unauthorized third-party content within the submitted Vocal Content

16. One-Time Compensation Model

The parties acknowledge and agree that the payment processed through the Platform represents the full, final, and complete compensation for the rights granted herein.

No additional royalties, backend participation, milestone payments, or future financial obligations of any kind shall be owed to the Vocalist under any circumstances, regardless of the commercial success of the Vocal Content.

17. Legal Acknowledgment

By intentionally uploading, listing, and completing the sale of the Vocal Content through the Platform, the Vocalist acknowledges, understands, and agrees that each transaction results in a permanent, legally binding, and irrevocable transfer of all rights, continuously validated through the Platform's automated certification infrastructure.

18. Refunds, Reversals & Disputes

In the event that the License Fee is refunded, reversed, or disputed, whether voluntarily or otherwise, this Agreement shall immediately terminate, and all rights granted to the Buyer under this Agreement shall automatically revert to the Licensor.

The Buyer shall cease all use, distribution, and exploitation of the Vocal Track and delete all copies in their possession or control.

19. Governing Law

This Agreement, and all matters arising out of or relating to it, shall be governed by, construed, and enforced in accordance with the laws of the United States, without regard to its conflict of laws principles.

20. Entire Agreement

These terms represent the full, complete, and final agreement between the Vocalist and the Buyer regarding the subject matter herein, superseding all prior or contemporaneous understandings, agreements, or communications, whether written or verbal, relating to the transactions conducted through the Platform.