Music distribution agreement, United States

MUSIC DISTRIBUTION AGREEMENT

(Non-Exclusive Digital Distribution — United States)

This Music Distribution Agreement (the "Agreement") is made as of the Effective Date between:

Artist / Label / Rights Owner: ______________________________

Address: _____________________________________________

(the "Artist"), and

Distributor: ________________________________________

Address: _____________________________________________

(the "Distributor").

1. Delivered Content

Artist will deliver to Distributor the sound recordings, artwork, and associated metadata described in Schedule A (the "Content") for distribution under this Agreement.

2. Appointment

☐ Non-exclusive — Artist may also distribute the Content through other distributors or directly. ☐ Exclusive — Distributor is the sole authorized distributor of the Content for the Term and Territory below.

Artist appoints Distributor to reproduce, deliver, and make the Content available for digital sale and streaming through digital service providers ("DSPs") such as Spotify, Apple Music, YouTube Music, Amazon Music, and other similar platforms, on the terms of this Agreement.

3. Territory and Term

Territory: ______________________________

☐ Rolling term, terminable by either Party on ______ days' written notice ☐ Fixed term of ______ from the Effective Date

4. Ownership

Artist retains full ownership of all copyrights, including the sound recording copyright and, where applicable, the underlying composition, in the Content. No transfer of ownership occurs under this Agreement; Distributor receives only the rights necessary to distribute the Content as set out herein.

5. Revenue Share and Accounting

Distributor Fee / Commission: _________________________

Payment Schedule (e.g., monthly, quarterly): _________________________

Minimum Payout Threshold: _________________________

Distributor shall provide Artist with periodic sales and streaming statements showing gross revenue, deductions, and net amounts payable, and shall remit payment in accordance with the schedule above, in United States Dollars unless otherwise agreed.

6. Metadata and Rights Management

Artist is responsible for the accuracy of all metadata (writer credits, ISRC/UPC codes, ownership splits, PRO affiliation) supplied to Distributor. Distributor may register the Content with content-identification systems (e.g., YouTube Content ID) on Artist's behalf solely to identify and collect revenue due to Artist. Artist remains solely responsible for registering the underlying composition with the applicable PRO (ASCAP, BMI, SESAC, or GMR) and mechanical licensing collective (e.g., The MLC) to collect performance and mechanical royalties separate from this Agreement.

7. Takedowns and Removal

Artist may request removal of the Content from all or specific DSPs upon written notice, subject to each DSP's own processing timelines. Distributor may remove Content that is subject to a valid third-party rights claim, DSP policy violation, or applicable law, and will notify Artist promptly.

8. Representations and Warranties

• Artist warrants that it owns or controls all rights in the Content necessary to grant this license, that the Content does not infringe any third party's rights, and that all sample clearances and collaborator agreements (including split sheets) necessary for distribution are in place.

• Artist warrants that any co-writers, performers, or producers with an ownership interest have consented to the distribution arrangement described herein.

9. Indemnification

Artist shall indemnify and hold harmless Distributor from third-party claims arising out of a breach of Artist's warranties in this Agreement. Distributor shall indemnify Artist for claims arising from Distributor's gross negligence or willful misconduct in performing its distribution obligations.

10. Term, Termination, and Catalogue Removal

Either Party may terminate this Agreement in accordance with Section 3. Upon termination, Distributor shall cease new deliveries and use commercially reasonable efforts to have the Content taken down from DSPs within a reasonable period, and shall account for and pay any revenue earned prior to and during the wind-down period.

11. Governing Law and Jurisdiction

Governing State: ______________________________

This Agreement shall be governed by the laws of the State identified above, without regard to its conflict of laws principles. The Parties consent to the exclusive jurisdiction of the state and federal courts located in that State.

12. General

• Entire Agreement: This Agreement, together with any Schedules, constitutes the entire agreement between the Parties.

• Amendment: Any amendment must be in writing signed by both Parties.

• Assignment: Neither Party may assign this Agreement without the other's prior written consent, except to a successor in a merger, acquisition, or sale of substantially all assets.

• Notices: All notices shall be delivered in writing to the addresses set out above or as otherwise updated by a Party in writing.

• Counterparts: This Agreement may be executed in counterparts, including electronic signatures.

SCHEDULE A — DELIVERED CONTENT

Release Title(s): _______________________ Release Date(s): _______________________

Track List / ISRC(s): _______________________________________________________________

Artwork / UPC: _______________________________________________________________________

SIGNATURES