TERMS AND CONDITIONS OF SERVICE

EFFECTIVE DATE: Decemeber 28, 2024

PLEASE READ THESE TERMS AND CONDITIONS OF SERVICE CAREFULLY.

This legally binding agreement (“Agreement”) is made between Cherry Street Music Group, a music services company operating under the laws of Alberta, Canada (hereinafter referred to as “Company,” “we,” “our,” or “us”) and the individual or entity engaging our services (hereinafter referred to as “Creator,” “Client,” or “you”).

WHEREAS, the Company provides comprehensive talent management services and proprietary solutions for content creators and influencers;

WHEREAS, the Client wishes to engage the Company's services;

NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows:

1. DEFINITIONS AND INTERPRETATION

1.1. In this Agreement, unless the context otherwise requires, the following terms shall have the following meanings:

"Platform" means the Cherry Street Music Group web platform and portal where creators can submit videos and track performance;

"Sounds" means any musical compositions, tracks, or audio content owned by Cherry Street Music Group and made available through the Platform;

"SoundShare" means the revenue sharing program for specific sounds as designated by Cherry Street Music Group;

"Creator" means any individual or entity who uses the Platform to submit videos, use Sounds, or participate in the SoundShare program;

"Video Content" means any video content submitted by Creators through the Platform;

"Royalties" means the monetary compensation earned from the use of Sounds in Video Content;

"VIP Program" means the custom sound creation service offered by Cherry Street Music Group with negotiated royalty splits;

2. PLATFORM SERVICES AND SOUND USAGE

2.1. Platform Services. Cherry Street Music Group provides:

(a) A platform for submitting and tracking video performance;

(b) Access to royalty-free and revenue-sharing Sounds;

(c) Custom sound creation services through the VIP Program;

(d) Performance analytics and royalty tracking;

(e) Royalty distribution services.

2.2. Sound Usage Rights:

(a) All Sounds available on the Platform are owned by their respective composers, with Cherry Street Music Group managing the rights;

(b) Creators may use Sounds under the following categories:

- Royalty-free: No revenue sharing required;

- SoundShare: Revenue sharing based on predetermined terms;

- VIP Custom Sounds: Custom negotiated royalty splits.

3. VIDEO SUBMISSION AND DATA COLLECTION

3.1. Video Submission. Creators may submit videos through the Platform that:

(a) Use authorized Sounds from the Platform;

(b) Comply with YouTube's community guidelines;

(c) Can be accurately tracked for performance metrics.

3.2. Data Collection and Analytics:

(a) The Platform collects and tracks:

- Video view counts;

- Performance metrics;

- Revenue generation;

- Royalty calculations.

(b) Creators can access their performance data through their dashboard;

(c) Data collection is limited to videos submitted through the Platform.

4. ROYALTIES AND PAYMENTS

4.1. Royalty Structure:

(a) Royalty-free Sounds: No royalty payments required;

(b) SoundShare Sounds: Revenue sharing based on predetermined splits;

(c) VIP Custom Sounds: Custom negotiated royalty splits.

4.2. Payment Terms:

(a) Royalties are calculated based on verified video performance;

(b) Payments are processed only for monetized content;

(c) No royalties will be paid for content that has been removed or demonetized;

(d) Cherry Street Music Group reserves the right to withhold payments for any violations of these terms.

5. CONTENT GUIDELINES AND RESTRICTIONS

5.1. Content Requirements:

(a) Creators maintain creative freedom in their content creation;

(b) Content must comply with YouTube's community guidelines;

(c) Cherry Street Music Group is not responsible for content removal or demonetization by YouTube.

5.2. Platform Rights:

(a) Cherry Street Music Group reserves the right to:

- Remove access to Sounds;

- Terminate accounts for violations;

- Modify royalty terms with notice;

- Update platform features and services.

6. PARTNERSHIPS AND DISTRIBUTION

6.1. DistroKid Partnership:

(a) Cherry Street Music Group partners with DistroKid LLC for music distribution;

(b) Sound availability may be subject to DistroKid's terms and conditions;

(c) Distribution channels and availability may vary by region.

6.2. Global Operations:

(a) Services are available worldwide;

(b) Payment methods and processing times may vary by region;

(c) Creators are responsible for compliance with local laws and regulations.

7. TERMINATION AND MODIFICATIONS

7.1. Account Termination:

(a) Creators may terminate their account at any time;

(b) Outstanding royalties will be paid according to payment terms;

(c) Sound usage rights terminate upon account closure.

7.2. Platform Modifications:

(a) Cherry Street Music Group may modify these terms with notice;

(b) Continued use of the Platform constitutes acceptance of modified terms;

(c) Material changes will be communicated via email or Platform notification.

8. CONTACT INFORMATION

For any questions or concerns regarding these terms, please contact:

Cherry Street Music Group

Email: info@cherrystreetmusic.com

Effective Date: June 2, 2025

Cherry Street Music Group

By engaging our Services, you acknowledge that you have read, understood, and agree to be bound by all terms and conditions contained in this Agreement.