Music Library Agreement

Hello, thank you for using Ledo's Free Music Library! Ledo Music's Free Music Library is a service provided to you by Ledo Music B.V., a Dutch company with its office at Koninginneweg 9 in Hilversum, The Netherlands and Chamber of Commerce registration number 76130975.

This Free Music Library End User License Agreement (the “Free Music Library License Agreement”) sets out the terms and conditions which apply to your usage, as an end user, of any music you download and license from Ledo's Free Music Library (“Free Music Library”). Throughout this Free Music Library License Agreement, “us” “our”, “we” and “Ledo” refers to Ledo Music B.V.; and “you” or “your” refers to you.

This Free Music Library License Agreement is in addition to, part of, and governed by our General Terms and Conditions, our Privacy Policy, our Community Guidelines and any other terms specifically referenced in one or more of these documents. This is a legal agreement between Ledo Music and you.

In the event of a conflict between this Free Music Library License Agreement and the terms and conditions found in any other agreement between you and Ledo, including without limitation the General Terms and Conditions, Privacy Policy and the Community Guidelines, this Free Music Library License Agreement shall control only with respect to your usage of the music you have downloaded and licensed from the Free Music Library, unless otherwise agreed between you and us in writing.

Capitalized terms used but not defined in this Free Music Library License Agreement will have the meaning(s) ascribed thereto in the General Terms and Conditions.

Please read the following terms of conditions carefully before downloading and using any music from the Free Music Library, as this Free Music Library License Agreement sets out details of any restrictions and limitations upon your usage of any music available in the Free Music Library as well as details of the permitted use types such music may be used for.

1. ACCEPTANCE OF AND CHANGES TO THE FREE MUSIC LIBRARY LICENSE AGREEMENT

  • By downloading any Free Music Library Content from the Free Music Library and/or by clicking that you agree to the Free Music Library License Agreement, you acknowledge that you have read, understood and accepted this Free Music Library License Agreement and agree to be bound by it. If you don't agree with or cannot comply with this Free Music Library License Agreement, then do not download and use any Free Music Library Content.
  • If you download and/or use any Free Music Library Content as an authorized representative for an artist, group or band or of a company, organization, or other entity, then “you” includes you and that artist, group, band, company, organization or other entity, and you represent and warrant that you are authorized to represent and bind that artist, group, band, company, organization or other entity to this Free Music Library License Agreement, and that you agree to this Free Music Library License Agreement on that artist, group, band, company, organization or other entity's behalf. In case you represent any artist, band, group or company you shall be bound to the applicable local civil laws of legal representation, in which case you indemnify us against any claims or damages arising out of any conflict with the persons or parties you represent(ed).
  • We reserve the right, in our sole discretion, to change any of the terms and conditions in this Free Music Library License Agreement or change, suspend, or discontinue the Free Music Library, including without limitation, the availability of any feature or content (including any Free Music Library Content), at any time. Specifically, we reserve the right to change the financial terms and pricing, including but not limited to, the right to start charging you for any Free Music Library Content licenses. For every such material change in the terms and conditions we shall notify you upfront and you shall have the option to accept the new terms and conditions or discontinue the usage of the Free Music Library Content. However, the version of the Free Music Library License Agreement in effect on the date you download a particular item of Free Music Library Content shall remain in effect as applicable to your usage of that particular item of Free Music Library Content regardless of any subsequent modification we may make to this Free Music Library License Agreement.
  • 2. DESCRIPTION OF THE FREE MUSIC LIBRARY

  • The Free Music Library is a music library which allows you to discover, stream, source and, subject to agreeing to this Free Music Library License Agreement, obtain non-exclusive, perpetual and worldwide, royalty-free licenses to use and/or synchronize fully cleared original sound recordings including underlying compositions (“Free Music Library Content”) you select and download from the Free Music Library with certain types of audio and audio-visual content published by you or on your behalf during the Publication Period.
  • “Publication Period” means in relation to each item of Free Music Library Content you download from the Free Music Library, a period of six (6) months starting on the day you download the respective item of Free Music Library Content.
  • You may only use and/or synchronize Free Music Library Content for the types of content (“Permitted Use Types”) as specified for each item of Free Music Library Content at the time of downloading and only in content type(s) as published by you or on your behalf during the Publication Period. By default, all Free Music Library Content is available for use in social media posts that do not include any form of advertisement only. A selection of Free Music Library Content is available for wider Permitted Use Types, as indicated for each individual item of Free Music Library Content available. The possible Permitted Use Types are:
    • Social Media – No Ads;

    • Social Media – Including Ads;

    • Other Media – No Ads; and

    • Other Media – Including Ads.

  • When you download an item of Free Music Library Content from the Free Music Library, you will be provided with a license receipt that includes a basic overview of the license terms, including Publication Period, an overview of the Permitted Use Types and certain information about the item of Free Music Library Content licensed (i.e., artist and track name) (“License Receipt”).
  • The assortment of Free Music Library Content and the applicable Permitted Use Types for each item of Free Music Library Content may vary from time to time and you are aware and accept that the Free Music Library Content that is available at a certain moment might not be available at a later stage or not for the same Permitted Use Types.
  • 3. GRANT OF LICENSE

  • Subject to the limitations set forth below and upon you agreeing to and accepting this Free Music Library License Agreement and selecting an item of Free Music Library Content to download, we hereby grant to you, and you hereby accept, a free, non-exclusive, non-transferable, perpetual, worldwide limited right and license to use and/or synchronize the item of Free Music Library Content selected in audio and/or audio-visual content of the Permitted Use Type(s) published by you or on your behalf during the Publication Period (“Free Music Library License”).
  • The Free Music Library License granted herein is granted to you upon the express condition that each item of Free Music Library Content licensed is to be used solely in audio and/or audio-visual content of the Permitted Use Types indicated for such item of Free Music Library Content at the time of download and on the Transaction Overview and only in audio and/or audio-visual content published by you during the Publication Period. No copies or reproductions of any Free Music Library Content licensed may be made except as part of the making of copies and reproductions of the derivative work(s) created in substantially its entirety. No copies or reproductions of any item of Free Music Library Content licensed are to be made, sold, manufactured, licensed, exhibited, publicly performed, digitally transmitted or otherwise used and separately from the derivative work(s) created in substantially its entirety.
  • The Free Music Library License granted herein allows you to edit and cut the item of the Free Music Library Content licensed to match it to the content you wish to include it in.
  • The Free Music Library License granted herein does not allow you to: i) use the Free Music Library Content for any other purpose then expressly stated herein; ii) create a remix using Free Music Library Content; iii) change the lyrics or the fundamental character or integrity of Free Music Library Content; iv) create so-called “Art Track” videos consisting of Free Music Library Content in combination with artwork (and metadata) only or so-called “lyric videos” using Free Music Library Content in combination with only featuring the lyrics of such Free Music Library Content; v) combine with, include or use any Free Music Library Content in connection with any obscene, defamatory, illegal, pornographic material or in relation to products and services that relate to firearms, drugs, pornography, tobacco, politics and religion or otherwise than in accordance with normal standards of decency and our Community Guidelines; or vi) the right to claim any ownership of or monetization rights to any Free Music Library Content uploaded and identifiable by any recognition or tracking software on any User-Generated-Content Platform.
  • Notwithstanding the Free Music Library License granted herein, for any secondary public performance usage (such as, but not limited to: Radio or TV broadcasts) of any item of Free Music Library Content, public performance- or mechanical rights organizations for copyrights or neighboring rights may demand a remuneration from the person or entity ultimately responsible for publicly performing or reproducing such item. Generally, broadcasting organizations or online platforms have obtained such license. However, in case you are the party ultimately responsible for broadcasting, streaming or reproduction of the item, such as, but not limited to, performing or reproducing the item on your own website or platform, you are aware and acknowledge you shall be liable to obtain such additional license(s) from the public performance and/ or mechanical rights organization and this Free Music Library License does not (and cannot) cover such usage.
  • This Free Music Library License Agreement and any Free Music Library License granted herein to you is personal to you and such agreement or license may not be transferred, sub-licensed and/or assigned to any other party.
  • After selecting a certain item of Free Music Library Content for download and accepting the Free Music Library License Agreement, you may download a copy of the item of Free Music Library selected from the Free Music Library in mp3 format.
  • You agree, where reasonably possible, to credit the artist or display and/or include the credit text that was provided to you on the License Receipt when using any Free Music Library Content in any of your audio and/or audio-visual content.
  • For the avoidance of doubt, any Free Music Library License provided hereunder does not allow you to claim or monetize the item of Free Music Library Content licensed as used in any of your audio and/or audio-visual content and made available on any of the so-called “User-Generated-Content Platforms”, including but not limited to YouTube as such claim or monetization is reserved by the owners of such item.
  • All rights in and to any item of Free Music Library Content licensed not expressly granted to you pursuant to this Free Music Library License Agreement are expressly reserved by and to us and the rights holder(s) of such item of Free Music Library Content.
  • 4. YOUR WARRANTIES AND REPRESENTATIONS; INDEMNIFICATION

  • You represent and warrant to us that: i) you have the legal capacity, right and authority to enter into this Free Music Library License Agreement and to carry out the terms and provisions of this Free Music Library License Agreement; ii) you are in full and complete compliance with this Free Music Library License Agreement; iii) all information provided by you in connection with this Free Music Library License Agreement is complete and correct in all respects; iv) you will not use any Free Music Library Content in any way which infringes or violates any applicable law, rule or regulation or the rights of any third party, including, without limitation any intellectual property rights; and v) you will not use any Free Music Library Content for anything other than the Permitted Use Types or in any content published by you or on your behalf after the end of the Publication Period.
  • You agree to indemnify and hold harmless, and upon our request, defend Ledo, our affiliates and licensors, and our and their officers, agents, investors, shareholders, representatives, past and present employees, partners, directors, controlling persons, advisors and permitted assigns at your own cost and expense from any and all liability, harm, damages, costs (including attorney's fees and legal and court costs), expenses, allegations, claims and legal action of any kind at any time or of any sort that may arise from: i) a breach or alleged breach by you of any of your obligations, representations and/or warranties under this Free Music Library License Agreement, including but not limited to your use of any Free Music Library Content other than in accordance with the Permitted Use Types and beyond the Publication Period; ii) any copy, reproduction, publication, exhibition, public performance, digital transmission, or other use, commercialization or exploitation of any Free Music Library Content by you; or iii) a violation of any law or regulation applicable to your use of any Free Music Library Content.
  • 5. OUR WARRANTIES AND REPRESENTATIONS; LIMITATION OF LIABILITY

  • We represent and warrant that, so far as we are aware, we have the right, power and authority to enter into this Free Music Library License Agreement and to carry out the terms and provisions of this Free Music Library License Agreement applicable to us.
  • Unless expressly stated otherwise in this Free Music Library License Agreement and to the extent permitted by law, we do not give any other representation, warranty, guarantee or recourse, express or implied, and we hereby exclude all terms, representations and warranties that might otherwise be implied into this Free Music Library License Agreement.
  • To the fullest extent permitted by law in no event will Ledo, its officers, shareholders, employees, agents, directors, subsidiaries, affiliates, successors, assigns, suppliers or licensors be liable for: i) any indirect, incidental, special, exemplary, punitive or consequential damages or losses; or ii) any loss of use, data, goodwill, business, or profits (whether direct or indirect), arising out of or in relation to this Free Music Library License Agreement or your usage of any Free Music Library Content, regardless of whether such damages or losses could have been foreseen or prevented. In no event shall our total aggregate liability arising out or in connection with this Free Music Library License Agreement exceed one-hundred Euro (€100).
  • 6. TERMINATION

  • We may immediately terminate this Free Music Library License Agreement and/or restrict, terminate, or suspend your usage of any Free Music Library Content licensed hereunder, your User Account and/or Team Profiles you belong to or have access to, in the event of any breach by you of this Free Music Library License Agreement, or any other agreement between you and us.
  • Upon termination of this Free Music Library License Agreement, all rights granted to you hereunder in any Free Music Library Content shall immediately cease and terminate and you shall immediately terminate your usage of any Free Music Library Content licensed to you hereunder.
  • Termination of this Free Music Library License Agreement shall not affect any rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination, including the right to claim damages in respect of any breach of this Free Music Library License Agreement which existed on or before the date of termination.
  • All provisions intended to survive termination of this Free Music Library License Agreement shall continue to do so.
  • 7. MISCELLANEOUS

  • This Free Music Library License Agreement, together with the General Terms and Conditions, Privacy Policy and Community Guidelines applicable to the Ledo Services generally, contains the parties' entire understanding and supersedes any prior or contemporaneous correspondence, agreements or understandings regarding the subject matter herein, unless otherwise agreed between you and us in writing.
  • Should any provision of this Free Music Library License Agreement be held invalid or unenforceable for any reason or to any extent, such invalidity or unenforceability shall not in any manner affect or render invalid or unenforceable the remaining provisions of this Free Music Library License Agreement, and the application of that provision shall be enforced to the extent permitted by law.
  • Any failure by us to enforce this Free Music Library License Agreement or any provision thereof shall not waive our or the applicable third-party beneficiary's right to do so.
  • We will not be liable for a curable breach of this Free Music Library License Agreement unless you provide us with written notice specifying the alleged breach that we confirm receipt of, and we fail to cure such breach within ninety (90) days thereafter.
  • We will not be liable for any delay or failure in performance resulting from acts or occurrences beyond our reasonable control, including, without limitation, (and whether similar or dissimilar) acts of God, acts of war, terrorism, riot, fire, flood, or other disaster or other natural occurrence, acts of government, strike, lockout, or power or Internet failure.
  • We may direct all notices and communications to you via the email address associated with your User Account and/or via your dashboard account on the Ledo Services. All notices to us shall be sent to us at legal@ledomusic.is or to our address indicated here below.
  • You may not assign, transfer or delegate any of your rights or obligations hereunder without our prior written consent. We may assign, delegate, pledge, encumber, sublicense and otherwise transfer this Free Music Library License Agreement and/or any or all of our rights and obligations in order to operate the Free Music Library and/or the Ledo Services. This Free Music Library License Agreement will be binding on and inure to the benefit of the parties and their respective assigns and successors in interest.
  • This Free Music Library License Agreement shall be governed by and subject to the laws of The Netherlands and any dispute regarding these Distribution Terms shall be submitted to the exclusive jurisdiction of the court of Amsterdam, The Netherlands, or any higher court as relevant.
  • CONTACT US

    If you have any questions concerning this Free Music Library License Agreement, your usage of the Free Music Library or any Free Music Library Content or the Ledo Services in general, we would be happy to hear from you. Please contact us on: support@ledomusic.is.

    Ledo Music B.V
    Koninginneweg 9
    1217 KP, Hilversum
    The Netherlands