NON-EXCLUSIVE LICENSE AGREEMENT

Effective Date: January 16, 2026
Version: v1.0

This Non-Exclusive Master License Agreement (“Agreement”) is entered into by and between New House Records, including its affiliated publishing entity New House Music Publishing LLC (“Licensor”), and the individual or entity purchasing, downloading, or otherwise using the Master (“Licensee”).

By purchasing, downloading, accessing, or using the Master, Licensee agrees to be bound by the terms of this Agreement.

1. DEFINITIONS

“Master” means the original sound recording made available by Licensor, including any instrumental recording, beat, or production.

“Composition” means the underlying musical composition embodied in the Master, excluding any new lyrics or musical elements added by Licensee.

“Derivative Work(s)” means any musical composition and/or sound recording created by Licensee that incorporates or is derived from the Master, including recordings with added vocals or additional musical elements.

“Net Master Royalties” means gross master recording income actually received from exploitation of a sound recording, less distributor fees only.

2. GRANT OF LICENSE

Subject to Licensee’s compliance with this Agreement, Licensor grants Licensee a non-exclusive, non-transferable license to:

a) Use the Master for the purpose of creating Derivative Works;

b) Exploit Derivative Works commercially and non-commercially, including distribution via digital streaming platforms, downloads, performances, audiovisual uses, and promotional uses;

c) Release an unlimited number of Derivative Works, with no caps on streams, sales, or revenue.

This license is granted worldwide and for the full term of copyright, unless earlier terminated pursuant to this Agreement.

3. OWNERSHIP

3.1 Original Master and Composition

Licensor retains one hundred percent (100%) ownership of the original Master and the underlying Composition embodied therein. This Agreement does not constitute a sale, assignment, or transfer of ownership.

3.2 Derivative Works

Licensee shall own or control the newly created sound recording of each Derivative Work, subject to Licensor’s royalty participation rights set forth herein. No ownership interest in any Derivative Work is conveyed to Licensor other than the rights expressly stated in this Agreement.

4. PUBLISHING ROYALTY PARTICIPATION

Licensor shall be entitled to fifty percent (50%) of the publishing royalties generated by each Derivative Work.

Licensee shall:

a) Register each Derivative Work with the applicable performing rights organization(s);

b) Accurately reflect Licensor’s writer and publisher shares as follows (unless otherwise stated in writing):

• Writer’s Share: 50% – Licensor

• Publisher’s Share: 50% – New House Music Publishing LLC

Failure to properly register publishing splits shall constitute a material breach of this Agreement.

5. DERIVATIVE MASTER ROYALTY PARTICIPATION

Licensor shall be entitled to fifty percent (50%) of all Net Master Royalties derived from exploitation of each Derivative Work.

5.1 Distribution and Payment

Licensee shall effectuate Licensor’s participation through distributor-level automated revenue splits wherever such functionality is available.

Where distributor-level splits are unavailable, Licensee shall account to Licensor quarterly and remit all amounts due within thirty (30) days following the close of each calendar quarter.

5.2 SoundExchange (U.S. Digital Performance Royalties)

For U.S. non-interactive digital audio transmissions (including, without limitation, Pandora, SiriusXM, and iHeartRadio), Licensee shall register each Derivative Work with SoundExchange in accordance with SoundExchange’s role-based royalty structure.

Licensee shall:

a) Register Licensor as a SoundExchange Rights Owner with a fifty percent (50%) ownership interest in the applicable sound recording;

b) Register Licensee as a Featured Artist on the applicable sound recording;

c) Register any additional performers or contributors as Non-Featured Musicians and/or Vocalists, as applicable; and

d) Ensure that all SoundExchange registrations, metadata, and role designations accurately reflect the royalty participation set forth in this Agreement.

Licensee acknowledges that SoundExchange distributes royalties based on role designation and shall not designate any other party as the sole SoundExchange Rights Owner of any Derivative Work. Licensee agrees that failure to properly register or maintain accurate SoundExchange information shall constitute a material breach of this Agreement.

6. REGISTRATION RESPONSIBILITIES

Licensee shall be solely responsible for:

a) Registering Derivative Works with distributors, digital platforms, and rights organizations;

b) Assigning ISRCs to Derivative Works;

c) Ensuring accurate royalty splits and metadata.

Licensor shall have no obligation to administer or register any Derivative Works.

7. CREDIT

Where production credits are customarily included, Licensee shall accord Licensor the following credit:

“[Credit listed in License Notice included with purchase]”

8. PROHIBITED USES

Licensee shall not:

a) Claim ownership of the original Master or Composition;

b) Resell, sublicense, or redistribute the Master as a standalone file;

c) Use the Master in violation of applicable law;

d) Falsely register ownership interests inconsistent with this Agreement.

9. REPRESENTATIONS AND WARRANTIES

Each party represents that it has the right to enter into this Agreement and perform its obligations hereunder.

Licensor makes no guarantee of commercial success or royalty generation.

10. TERMINATION

This Agreement shall automatically terminate upon Licensee’s material breach, including failure to properly account for or pay royalties.

Upon termination, Licensee shall cease all new exploitation of the Master; previously released Derivative Works may remain available subject to continued royalty obligations unless otherwise notified.

11. LIMITATION OF LIABILITY

To the fullest extent permitted by law, Licensor shall not be liable for indirect, incidental, or consequential damages arising from use of the Master.

12. GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of New York, without regard to conflict-of-law principles.

13. ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements or understandings.

14. ACCEPTANCE

By purchasing, downloading, accessing, or using the Master, Licensee acknowledges that they have read, understood, and agree to be bound by this Agreement.