Promise Me Artist License Terms

Your completed order identifies the artist, one new song incorporating Promise Me (the New Song), authorized versions, composition split, delivery files, payment and delivery details. These terms become part of your agreement when both parties sign the order adopting this version. An inquiry, preview, download of these terms or website visit does not grant a license. The license begins only after both parties sign, payment clears and Apollo can lawfully supply the agreed rights and files.

The signed order, these terms and the signed composition and delivery schedules form the agreement. A signed variation controls only the provisions it expressly changes. It cannot override third-party rights or mandatory law. Future website updates do not change an existing signed agreement.

The $199 fee is separate consideration for the license. It is not an advance against, deduction from or credit toward the master royalty. Refund and correction rights below and any mandatory legal rights still apply. Stems, engineering and other services are included only when separately described and priced in the signed order. No invoice is issued until the customer-specific scope and composition split are agreed and the order is signed.

You may distribute, sell, stream and monetize the New Song as audio, perform it live, and use it in your own organic artist music videos and release promotion. Routine technical distribution is allowed. Clean, explicit, radio and live-performance edits may be listed as versions of the same song.

Additional songs or artists’ releases, materially different remixes outside the agreed versions, brand advertising, third-party film/TV/game synchronization and music-library sublicensing require prior written permission. Royalty accounting does not authorize an excluded use. You may not resell or distribute the instrumental by itself as a competing beat, sample, loop, sound pack or reusable source material.

For a New Song combining Ashton Baranda’s original music with the artist’s newly written lyrics or melody, Apollo’s opening offer is 50% of the New Song composition for the original music and 50% for the new lyrics/melody. This is a proposed negotiated allocation, not an automatic entitlement. Every actual writer and necessary rights controller must agree to the final schedule before the customer license is signed or payment is taken. Whole-composition interests in that schedule total 100%.

Performing, distributing or buying a license alone does not create a writing share. Instrumental-only use, additional writers, pre-existing lyrics/melodies and materially different contributions require their own agreed allocation. Identify the actual writers and any publishers or administrators. Ashton remains the credited composer of his original music; writer payment rights and publisher administration follow the signed rights arrangements and collection-society rules.

Composition performance, mechanical and other publishing income is separate from the 5% recording royalty. The license fee and master royalty do not buy out, recoup or establish the composition split. Each party must provide accurate registration information and cooperate on consistent registrations and required composition licensing.

Credit “Produced by Ashton Baranda” in release metadata where supported and in customary release descriptions. Correct omitted credit prospectively after notice where reasonably possible. Added vocals, lyrics, performances and other material must be cleared by you, and you are responsible for your release expenses.

Do not enroll a reference in YouTube Content ID or another service that claims third-party uploads without Apollo’s prior written, provider-specific approval and verified eligibility. Check optional and automatic distributor features before release. Ordinary distribution and eligible monetization of your own videos are assessed separately. A certificate or Apollo approval cannot override a platform’s rules or an upstream license. Cooperate promptly to correct erroneous claims against authorized uses. Do not imply that sample creators endorse your release or credit them as featured artists without permission.

Covered Masters means the named New Song incorporating Promise Me and its authorized versions. Changing a title, ISRC, distributor, label or release package does not remove the same recording from this definition. Other recordings need a separately signed schedule.

Use the recording revenue allocated under the applicable exploitation contract before commissions charged to recording-rights recipients, participant divisions or cost recoupment. A commission withheld at source remains in this pre-commission base. Source statements must support the calculation. The base excludes a streaming platform’s overall subscription or advertising turnover that was never allocated or payable as recording revenue.

Included sources are streams, downloads, physical and direct recording sales, recording-side social/video monetization, the master-use portion of synchronization and other master licenses, recording-owner neighboring-rights receipts, and attributable nonrefundable master advances, guarantees and master-sale proceeds. Income from an unauthorized use remains accountable without authorizing it, waiving breach or allowing duplicate recovery.

Count each economic receipt once at its first entry into the accounting chain. Later remittances of the same money among distributor, label, artist and other recipients are not new receipts. Allocate bundled master/composition fees, albums, multi-song advances and acquisitions reasonably and consistently with supporting records. Obtain Apollo’s written approval of the covered-master allocation before the commitment. An entire signing bonus or unrelated song is not automatically included.

Do not deduct distribution, payment-processing, collection or management commissions; artist, label, producer or performer shares; recording, mixing, mastering, manufacturing, video, marketing, legal or subscription costs; overhead, income taxes, reserves or unrelated losses. Artist or label cost recoupment does not delay this royalty.

Composition/publishing income, performer-only statutory allocations, live appearance fees, ticket sales, merchandise, endorsements and unrelated career income are outside this master base. A featured-artist payment direction needs a separate agreement specifying whether it is additional or credited; none is imposed here.

Example: $1,000 of recording revenue followed by a $100 distributor fee still produces a $50 royalty. A 5% split of the remaining $900 pays $45, leaving $5 due.

On later receipts, credit only the corresponding royalty already accrued on the same economic amount, once, and no more than the covered amount actually applied. This adjusts the later receipt; it does not cancel or defer unpaid royalty on the original advance. If only the artist’s fraction of a gross receipt recoups the advance, the remainder stays accountable. A downstream advance merely remitting previously counted funds is not counted again when matching records support it.

No credit is available for a different advance, the $199 fee or production/marketing costs. A master sale does not buy out the royalty without an express signed amendment. For example, a $1,000 included advance creates $50 royalty. If $600 later recoups that same included advance, credit its $30 once; unpaid original royalty remains due. If only $120 of a $600 gross receipt recoups it, credit $6 and account for $24 on the remaining $480.

Reporting starts in the quarter of first commercial exploitation or a covered advance, whichever occurs first. Deliver statements and remaining payment within 45 days after each calendar quarter-end, including zero-activity statements thereafter. No invoice, minimum balance, profitability threshold or stream count is required. No zero statements are required before that start.

Each statement must identify the Covered Masters and ISRCs, source and revenue type, territory and usage where available, currency/conversion, pre-commission gross, permitted exclusions, allocations, advance credits, royalty accrued, direct payments actually received by Apollo, corrections and balance due. Show withheld fees for reconciliation without deducting them from the royalty base. Provide relevant distributor/label/collection statements with unrelated private information redacted. Explain missing detail, supplement promptly and pay all calculable undisputed sums on time.

Direct payments credit the same royalty dollar-for-dollar only when received by Apollo. Reconcile all covered sources and any gap between a net platform split and the agreed gross royalty. Pay in USD using the collector’s documented actual conversion without markup, or the agreed published conversion benchmark in the order if no conversion occurred.

Supply required payment and tax information securely. Legally required withholding from Apollo’s payment is not a deduction from the royalty base; discharge that portion only by documented lawful remittance for Apollo and provide the required certificate. No tax gross-up is created unless separately agreed.

Routine distribution or bookkeeping changes require notice, not consent, when master control and the responsible obligor remain unchanged; they do not change the royalty base. Affiliates receive no special exception. You remain responsible unless Apollo signs an express substitution releasing you. A split invitation or payment direction is not a release. A nonsignatory label is not automatically bound.

A new collaborator, label share or recoupment arrangement cannot dilute these terms without signed agreement. Label signing alone triggers no payment; only covered, properly allocated receipts do. A later exclusive arrangement or master sale does not silently cancel the royalty.

Apollo initially pays the audit cost. You reimburse reasonable documented audit costs if underpayment exceeds both 5% of correctly payable royalties for the audited period and $500, or intentional concealment is established. Every established underpayment remains payable regardless of that threshold. Statement objections may be raised within three years after a complete statement and supporting information are received, subject to applicable law and fraud, concealment or tolling exceptions.

For another material payment, reporting or use breach, give written particulars and 30 days to cure where cure is possible. Undisputed amounts remain payable during a good-faith dispute. Uncured material breach may support termination of affected exploitation rights under applicable law. A compliant release is not subject to arbitrary withdrawal or an improper automated claim.

Accrued obligations, later receipts from prior exploitation, records and audit duties survive termination. Continuing authorized exploitation remains royalty-bearing. Accounting for unauthorized use does not grant permission or duplicate monetary recovery.

California law governs, excluding its conflict-of-law rules, except for non-waivable protections that apply in another jurisdiction. A dispute may be brought in a California court with proper jurisdiction unless mandatory law requires another forum. No compulsory arbitration or class-action waiver is created by these terms.

Send written notices to contact@apollomusicacademy.online for Apollo and to the notice email in the signed order for the Licensee. Notices take effect upon receipt; keep delivery evidence and notify the other party of changed details. Either party may supply an additional postal notice address in writing.

Changes require a written agreement signed by both parties identifying the provision changed. Electronic signatures and counterparts may be used to the extent permitted by law. Mandatory statutory rights remain unaffected. If a provision is unenforceable, the remaining provisions continue to the extent permitted by law.