Digital Distribution Addendum

DIGITAL DISTRIBUTION ADDENDUM

Last Updated: 05 August, 2023

Welcome to the CD Baby Digital Distribution Addendum between you and CD Baby. This Digital Distribution Addendum is part of and incorporates the terms of the CD Baby Artist Agreement, and contains additional terms and conditions under which CD Baby offers the Digital Download and Distribution Service and the Digital Performance Rights Administration Service.

1. ADDITIONAL AUTHORIZATION:

While selling Your Content on the Website is nonexclusive (meaning you have the right to sell your music and videos directly), the rights granted by you to us under this Digital Distribution Addendum are exclusive with respect to serving as your authorized representative for distributing Your Content to third party distributors for online redistribution, because online retailers (e.g., iTunes, Amazon, etc.) will refuse content that may be delivered by multiple parties.

2. ADDITIONAL GRANT:

In addition to the rights granted in the CD Baby Artist Agreement, you hereby grant to us the exclusive right (as explained below), and to our Licensees the nonexclusive right, during the Term and throughout the Authorized Territory, to:

  • (a) Reproduce, supply, publicly perform, communicate to the public, make available, publicly display, promote, sell, distribute, synchronize (for use on Licensee platforms) and deliver Your Content and Art Tracks as Digital Masters to purchasers and resellers who may use such Digital Masters in accordance with usage rules approved by us and pursuant to any limitations imposed by your distribution preferences (e.g., only Digital Master Sales);
  • (b) (b) Use and authorize others to license the use and sale of Your Content and Art Tracks in connection with all manner of phone services, such as, but not limited to, sales or licenses of Your Content as downloads (including, without limitation, downloads to cell phones) and for use as ringtones (including mastertones) and ringback tones;
  • (c) Reproduce, distribute, market, publicly perform, promote, sell and deliver Your Content as Digital Masters or otherwise, including, without limitation, by
    • (i) allowing the burning of compact disc and DVD copies of any of Your Content (to the extent not expressly prohibited by you),
    • (ii) delivering, reproducing and publicly performing Your Content on a through-to-the-audience basis on physical devices (e.g. digital jukeboxes) and
    • (iii) transmitting, storing, downloading, and subsequently retrieving Your Content to and on digital storage devices, including smartphones and other devices (e.g., iPods, USB drives, digital jukeboxes etc.);
  • (d) Use and authorize others to allow copies of Your Content to be distributed as so-called “conditional” downloads, whether tethered to a device, time limited, play limited or otherwise;
  • (e) “Stream” and authorize others to “stream” Your Content on-demand as part of an Internet radio service, on a multichannel video programming distribution service, or via any other interactive distribution platform or technology, whether now known or hereafter developed, or as part of a noninteractive service;
  • (f) Modify, alter, adapt, transform, remix and otherwise create derivative works of Your Content alone or in combination with other sounds and sound recordings (e.g. DJ mixes), including by means of
    • (i) recombination and manipulation of Your Content to produce a new or modified sound recording,
    • (ii) mashups that combine elements of Your Content with other sound recordings to produce a new or modified sound recording,
    • (iii) compilations and playlists of Your Content that produce new or modified sound recordings, and/or
    • (iv) the addition of new musical and other performances to Your Content to produce new or modified sound recordings (created on, after or before the date hereof), including by changing the tempos, melodies, rhythm, lyrics and harmonies thereof;
  • (g) Reproduce, distribute, and publicly display visual elements of Your Content (e.g., album cover artwork, images, etc.) in connection with the promotion, advertisement, sale, and distribution of Your Content as contemplated in this Agreement;
  • (h) Create and authorize others to create fingerprints of Your Content for purposes of audio recognition, which shall remain the property of CD Baby and/or its third party partners; and
  • (i) Use and authorize others to license the use of any album related artwork, photos, liner notes, metadata and other material related to, but not including, your sound recordings and video content that you have provided to CD Baby in perpetuity; and
  • (j) Fully sublicense (through single or multiple tiers) any of the foregoing rights or any of the other rights that CD Baby or Licensees are authorized to exercise pursuant to this Agreement.

3. PAYMENTS TO YOU:

  • (a) Wholesale rates. For digital content resold through our Licensees (including, by way of example and not limitation, iTunes, Amazon.com, eMusic, Rhapsody, and other partners), we will pay you an amount equal to ninety-one percent (91%) of the net wholesale price actually received by us from our Licensees for the sale or other licensed uses of your Digital Masters (the “License Fee”) net of Tax. Distribution fees owed to CD Baby by any entity with whom CD Baby has entered into a contractual relationship that are not received or collected by CD Baby (e.g., as a result of the other party’s failure to perform under a contract) are not included within the calculation set forth in this Section4(a).
  • (b) Payment Terms. CD Baby will make payment to you in accordance with the policies and procedures set forth in Artist Agreement

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