Can't Stop Us 102 BPM | D# Minor | Hip-Hop/Trap

NON-EXCLUSIVE PREMIUM LICENSE AGREEMENT

This Non-Exclusive Premium License Agreement (“Agreement”) is entered into as of [EFFECTIVE DATE] (“Effective Date”) by and between Mayu Beatz (“Producer”), and [LICENSEE NAME] (“Licensee”).

This Agreement is made in consideration of Licensee’s payment of [LICENSEE FEE] (the “License Fee”). By purchasing, downloading, or using the Beat, Licensee agrees to be legally bound by the terms of this Agreement.

1. THE BEAT

This Agreement applies to the musical composition and sound recording titled [BEAT TITLE] (“Beat”), owned exclusively by Producer. Producer will deliver the Beat to Licensee as a high-quality MP3 & WAV via email upon receipt of the License Fee.

2. GRANT OF LICENSE

Producer grants Licensee a non-exclusive, non-transferable, non-sublicensable license to use the Beat solely for the creation of one (1) new musical composition (“Song”), subject to the terms and limitations of this Agreement. All rights in the Beat remain with Producer, and this license becomes effective upon full payment of the License Fee.

No ownership rights in the Beat are transferred under this Agreement.

3. PERMITTED USES

Licensee may:

- Create and commercially release one (1) distinct musical composition incorporating the Beat (the “Song”). Alternate edits (e.g., radio edit, clean version, performance version) are permitted; however, remixes, derivative versions, or additional compositions require purchase of an upgraded license.

- Distribute the Song on all digital streaming, download, and monetized platforms

- Create up to two (2) music videos for the Song

- Perform the Song live, including ticketed performances, radio, broadcast, and streaming performances

- Use the Song for promotional, marketing, and paid advertising purposes

- Monetize the Song worldwide across all platforms, subject strictly to the limitations set forth in this Agreement

- Modify the arrangement, tempo, or pitch of the Beat solely for the purpose of incorporating it into the Song, provided that such modifications do not result in the creation of a new instrumental composition or derivative beat

All permitted uses are strictly subject to the distribution and usage limitations set forth below.

4. DISTRIBUTION LIMITS

Under this Premium License, Licensee may not exceed:

- 500,000 total monetized audio streams

- 25,000 total downloads / copies distributed

- Two (2) music videos

- Radio Broadcasting: up to 5 stations

Exceeding any limitation set forth above without first obtaining an upgraded license from Producer shall constitute a material breach of this Agreement.

Licensee must secure an upgraded license prior to exceeding any applicable cap. Retroactive upgrades after exceeding limitations do not cure prior breach unless expressly agreed to in writing by Producer.

5. TERM

This license is granted in perpetuity unless terminated due to breach.

Producer may terminate this Agreement upon written notice if Licensee fails to cure a breach within five (5) business days. Upon termination, Licensee must immediately cease distribution, exploitation, and monetization of the Song and remove the Song from all platforms.

6. ROYALTIES

This license is royalty-free to Producer except where royalties are required by law (e.g., public performance royalties collected by PROs).

Nothing in this Agreement shall be interpreted as granting Licensee any ownership interest in the Beat or Producer’s underlying composition.

7. EXCLUSIVITY

This license is non-exclusive. Producer may license the Beat to other parties at any time.

8. OWNERSHIP

Producer retains 100% ownership of the Beat, including all copyrights and publishing rights.

Licensee owns 100% of the lyrics and vocal performance embodied in the Song, subject to Producer’s retained ownership of the Beat.

Licensee shall not register, claim, or assert ownership of the Beat in whole or in part with any copyright office, distributor, publishing administrator, or other rights management entity.

Any copyright registration for the Song must expressly exclude ownership of the Beat and reflect Producer’s retained ownership interest.

9. PUBLISHING & PRO REGISTRATION

The Song shall be split:

- 50% Writer’s Share (Licensee)

- 50% Writer’s Share (Producer)

Producer retains 100% of Producer’s Publisher Share.

Producer’s PRO and IPI information shall be provided upon reasonable request and must be used when registering the Song with any Performing Rights Organization.

10. MECHANICAL ROYALTIES

Licensee shall be responsible for payment of mechanical royalties at the 100% statutory rate where applicable.

11. CREDIT

Licensee must credit Producer as: “Produced by Mayu Beatz”.

Failure to provide proper credit constitutes a material breach of this Agreement.

12. PROHIBITED USES

Licensee may not:

- Resell, sublicense, or distribute the Beat alone

- Claim ownership of the Beat

- Register the Beat or Song with any content identification, fingerprinting, or automated rights management system (including but not limited to YouTube Content ID, Meta Rights Manager, TikTok Rights Manager, Facebook Rights Manager, SoundCloud, DistroKid, TuneCore, or similar) in any manner that could generate ownership claims, revenue claims, strikes, or restrictions against Producer, other licensees of the Beat, or any third party

- Use the Beat in any unlawful, defamatory, or hateful manner

- Separate, extract, isolate, reverse-engineer, or otherwise deconstruct the Beat into multitrack stems, trackouts, session files, project files, MIDI files, or individual audio elements for any purpose whatsoever

- Use the Beat or Song to create sample packs, sound libraries, derivative instrumental works, or competing musical compositions

13. INDEMNIFICATION

Licensee agrees to indemnify, defend, and hold harmless Producer from any claims, damages, liabilities, costs, or expenses (including reasonable attorneys’ fees) arising from Licensee’s use of the Beat, breach of this Agreement, or violation of any third-party rights.

14. LIMITATION OF LIABILITY

Producer shall not be liable for any indirect, incidental, consequential, or special damages arising from this Agreement or use of the Beat.

15. GOVERNING LAW & JURISDICTION

This Agreement shall be governed by and construed in accordance with the laws of [JURISDICTION], and the parties submit to the non-exclusive jurisdiction of the courts of [JURISDICTION].

16. ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between the parties and supersedes all prior understandings. Any modification must be in writing and approved by Producer.

17. SEVERABILITY

If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.

18. CONTACT

For questions or notices regarding this Agreement, contact: support@mayubeatz.com

**BY PURCHASING THIS BEAT, LICENSEE ACKNOWLEDGES THAT THEY HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THIS AGREEMENT.**

NON-EXCLUSIVE PRO LICENSE AGREEMENT

This Non-Exclusive Pro License Agreement (“Agreement”) is entered into as of [EFFECTIVE DATE] (“Effective Date”) by and between Mayu Beatz (“Producer”), and [LICENSEE NAME] (“Licensee”).

This Agreement is made in consideration of Licensee’s payment of [LICENSE FEE] (the “License Fee”). By purchasing, downloading, or using the Beat, Licensee agrees to be legally bound by the terms of this Agreement.

1. THE BEAT

This Agreement applies to the musical composition and sound recording titled [BEAT TITLE] (“Beat”), owned exclusively by Producer. Producer will deliver the Beat to Licensee as high-quality MP3, WAV, and Track Stems via email upon receipt of the License Fee.

2. GRANT OF LICENSE

Producer grants Licensee a non-exclusive, non-transferable, non-sublicensable license to use the Beat for the creation of one (1) or more new musical compositions (“Song(s)”), subject to the terms and limitations of this Agreement. All rights in the Beat remain with Producer, and this license becomes effective upon full payment of the License Fee.

No ownership rights in the Beat are transferred under this Agreement.

3. PERMITTED USES

Licensee may:

- Create and commercially release up to three (3) distinct musical compositions incorporating the Beat, including official remixes, alternate versions, and feature versions.

- Distribute the Song(s) on all digital streaming, download, and monetized platforms

- Create an unlimited number of music videos for the Song(s)

- Perform the Song(s) live, including ticketed performances, radio, broadcast, and streaming performances

- Use the Song(s) for promotional, marketing, and paid advertising purposes

- Monetize the Song(s) worldwide across all platforms, subject strictly to the limitations set forth in this Agreement

- Modify the arrangement, tempo, or pitch of the Beat solely for the purpose of incorporating it into the Song, provided that such modifications do not result in the creation of a new instrumental composition or derivative beat

All permitted uses are strictly subject to the distribution and usage limitations set forth below.

4. DISTRIBUTION LIMITS

Under this Pro License, Licensee may not exceed:

- 2,000,000 total monetized audio streams across all Song(s)

- 200,000 total downloads / copies distributed

- Unlimited music videos

- Radio Broadcasting: up to 25 stations

Exceeding any limitation set forth above without first obtaining an upgraded license or written approval from Producer shall constitute a material breach of this Agreement.

Licensee must secure an upgraded license or written approval prior to exceeding any applicable cap. Retroactive upgrades after exceeding limitations do not cure prior breach unless expressly agreed to in writing by Producer.

5. TERM

This license is granted in perpetuity unless terminated due to breach.

Producer may terminate this Agreement upon written notice if Licensee fails to cure a breach within five (5) business days. Upon termination, Licensee must immediately cease distribution, exploitation, and monetization of the Song(s) and remove the Song(s) from all platforms.

6. ROYALTIES

This license is royalty-free to Producer except where royalties are required by law (e.g., public performance royalties collected by PROs).

Nothing in this Agreement shall be interpreted as granting Licensee any ownership interest in the Beat or Producer’s underlying composition.

7. EXCLUSIVITY

This license is non-exclusive. Producer may license the Beat to other parties at any time.

8. OWNERSHIP

Producer retains 100% ownership of the Beat, including all copyrights and publishing rights.

Licensee owns 100% of the lyrics and vocal performance embodied in the Song(s), subject to Producer’s retained ownership of the Beat.

Licensee shall not register, claim, or assert ownership of the Beat in whole or in part with any copyright office, distributor, publishing administrator, or other rights management entity.

Any copyright registration for the Song(s) must expressly exclude ownership of the Beat and reflect Producer’s retained ownership interest.

9. PUBLISHING & PRO REGISTRATION

The Song(s) shall be split:

- 50% Writer’s Share (Licensee)

- 50% Writer’s Share (Producer)

Producer retains 100% of Producer’s Publisher Share.

Producer’s PRO and IPI information shall be provided upon reasonable request and must be used when registering the Song(s) with any Performing Rights Organization.

10. MECHANICAL ROYALTIES

Licensee shall be responsible for payment of mechanical royalties at the 100% statutory rate where applicable.

11. CREDIT

Licensee must credit Producer as: “Produced by Mayu Beatz”.

Failure to provide proper credit constitutes a material breach of this Agreement.

12. PROHIBITED USES

Licensee may not:

- Resell, sublicense, or distribute the Beat alone

- Claim ownership of the Beat

- Register the Beat alone with any content identification, fingerprinting, or automated rights management system

- Register the Song(s) with any content identification, fingerprinting, or automated rights management system (including but not limited to YouTube Content ID, Meta Rights Manager, TikTok Rights Manager, Facebook Rights Manager, SoundCloud, DistroKid, TuneCore, or similar) in any manner that generates ownership claims, revenue claims, strikes, or restrictions against Producer, other licensees of the Beat, or any third party

- Use the Beat or Song(s) in any unlawful, defamatory, or hateful manner

- Use any stems, multitracks, or individual elements of the Beat to create new beats, sample packs, sound libraries, derivative instrumental works, or competing musical compositions

13. INDEMNIFICATION

Licensee agrees to indemnify, defend, and hold harmless Producer from any claims, damages, liabilities, costs, or expenses (including reasonable attorneys’ fees) arising from Licensee’s use of the Beat, breach of this Agreement, or violation of any third-party rights.

14. LIMITATION OF LIABILITY

Producer shall not be liable for any indirect, incidental, consequential, or special damages arising from this Agreement or use of the Beat.

15. GOVERNING LAW & JURISDICTION

This Agreement shall be governed by and construed in accordance with the laws of [JURISDICTION], and the parties submit to the non-exclusive jurisdiction of the courts of [JURISDICTION].

16. ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between the parties and supersedes all prior understandings. Any modification must be in writing and approved by Producer.

17. SEVERABILITY

If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.

18. CONTACT

For questions or notices regarding this Agreement, contact: support@mayubeatz.com

**BY PURCHASING THIS BEAT, LICENSEE ACKNOWLEDGES THAT THEY HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THIS AGREEMENT.**

NON-EXCLUSIVE UNLIMITED LICENSE AGREEMENT

This Non-Exclusive Unlimited License Agreement (“Agreement”) is entered into as of [EFFECTIVE DATE] (“Effective Date”) by and between Mayu Beatz, (“Producer”), and [LICENSEE NAME] (“Licensee”).

This Agreement is made in consideration of Licensee’s payment of [LICENSEE FEE] (the “License Fee”). By purchasing, downloading, or using the Beat, Licensee agrees to be legally bound by the terms of this Agreement.

1. THE BEAT

This Agreement applies to the musical composition and sound recording titled [BEAT TITLE] (“Beat”), owned exclusively by Producer. Producer will deliver the Beat to Licensee as high-quality MP3, WAV, and Track Stems via email upon receipt of the License Fee.

2. GRANT OF LICENSE

Producer grants Licensee a non-exclusive, non-transferable, non-sublicensable license to use the Beat for the creation of an unlimited number of new musical compositions (“Song(s)”), subject to the terms and limitations of this Agreement. Producer retains all ownership rights in and to the Beat.

3. PERMITTED USES

Licensee may:

- Create and commercially release an unlimited number of distinct musical compositions incorporating the Beat, including original versions, remixes, alternate versions, feature versions, and derivative versions.

- Distribute the Song(s) on all digital streaming, download, and monetized platforms

- Create an unlimited number of music videos for the Song(s)

- Perform the Song(s) live, including ticketed performances, radio, broadcast, and streaming performances

- Use the Song(s) for promotional, marketing, and paid advertising purposes

- Monetize the Song(s) worldwide across all platforms, subject to this Agreement

- Modify the arrangement, tempo, or pitch of the Beat solely for the purpose of incorporating it into the Song, provided that such modifications do not result in the creation of a new instrumental composition or derivative beat

4. DISTRIBUTION LIMITS

Under this Unlimited License, Licensee may use the Beat without numerical limits on the following:

- Total audio streams: Unlimited

- Downloads / copies distributed: Unlimited

- Music videos: Unlimited

- Radio broadcasting: Unlimited stations

5. TERM

This license is granted in perpetuity unless terminated due to breach.

Producer may terminate this Agreement upon written notice if Licensee fails to cure a breach within five (5) business days. Upon termination, Licensee must immediately cease distribution, exploitation, and monetization of the Song and remove the Song from all platforms.

6. ROYALTIES

This license is royalty-free to Producer except where royalties are required by law (e.g., public performance royalties collected by PROs).

Nothing in this Agreement shall be interpreted as granting Licensee any ownership interest in the Beat or Producer’s underlying composition.

7. EXCLUSIVITY

This license is non-exclusive. Producer may continue to license the Beat to other parties at any time.

8. OWNERSHIP

Producer retains 100% ownership of the Beat, including all copyrights and publishing rights.

Licensee owns 100% of the lyrics and vocal performance embodied in the Song, subject to Producer’s retained ownership of the Beat.

Licensee shall not register, claim, or assert ownership of the Beat in whole or in part with any copyright office, distributor, publishing administrator, or other rights management entity.

Any copyright registration for the Song must expressly exclude ownership of the Beat and reflect Producer’s retained ownership interest.

9. PUBLISHING & PRO REGISTRATION

The Song shall be split:

- 50% Writer’s Share (Licensee)

- 50% Writer’s Share (Producer)

Producer retains 100% of Producer’s Publisher Share.

Producer’s PRO and IPI information shall be provided upon reasonable request and must be used when registering the Song with any Performing Rights Organization.

10. MECHANICAL ROYALTIES

Licensee shall be responsible for payment of mechanical royalties at the 100% statutory rate where applicable.

11. CREDIT

Licensee must credit Producer as: “Produced by Mayu Beatz”.

Failure to provide proper credit constitutes a material breach of this Agreement.

12. PROHIBITED USES

Licensee may not:

- Resell, sublicense, or distribute the Beat alone

- Claim ownership of the Beat

- Register the Beat alone with any content identification, fingerprinting, or rights management system

- Register the Beat or Song with any content identification, fingerprinting, or automated rights management system (including but not limited to YouTube Content ID, Meta Rights Manager, TikTok Rights Manager, Facebook Rights Manager, SoundCloud, DistroKid, TuneCore, or similar) in any manner that could generate ownership claims, revenue claims, strikes, or restrictions against Producer, other licensees of the Beat, or any third party

- Use the Beat or Song(s) in any unlawful, defamatory, or hateful manner

- Separate, extract, isolate, reverse-engineer, or otherwise deconstruct the Beat into multitrack stems, trackouts, session files, project files, MIDI files, or individual audio elements for any purpose whatsoever

- Use the Beat or Song to create sample packs, sound libraries, derivative instrumental works, or competing musical compositions

13. INDEMNIFICATION

Licensee agrees to indemnify, defend, and hold harmless Producer from any claims, damages, liabilities, costs, or expenses (including reasonable attorneys’ fees) arising from Licensee’s use of the Beat, breach of this Agreement, or violation of any third-party rights.

14. LIMITATION OF LIABILITY

Producer shall not be liable for any indirect, incidental, consequential, or special damages arising from this Agreement or use of the Beat.

15. GOVERNING LAW & JURISDICTION

This Agreement shall be governed by and construed in accordance with the laws of [JURISDICTION], and the parties submit to the non-exclusive jurisdiction of the courts of [JURISDICTION].

16. ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between the parties and supersedes all prior understandings. Any modification must be in writing and approved by Producer.

17. SEVERABILITY

If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.

18. CONTACT

For questions or notices regarding this Agreement, contact: support@mayubeatz.com

**BY PURCHASING THIS BEAT, LICENSEE ACKNOWLEDGES THAT THEY HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THIS AGREEMENT.**