Audiodraft Ltd (Business ID: 2334208-9) ("Audiodraft") provides this website (www.Audiodraft.com) and associated services, including providing this Music Library Challenge, as a service to its registered users ("User" or "You"), and any use thereof is subject to compliance with these Music Library Challenge Participation Rules and Your acceptance of the Audiodraft Terms of Service, as amended from time to time.
Audiodraft website www.Audiodraft.com features a Contest section that enables parties wishing to license or acquire audio productions to set up a contest and commission an audio production from the Audiodraft community. The Audiodraft platform also enables Users to source audio from certain Audio Producer(s) directly without holding a contest, including from but not limited to the Service's "Music Library" section which enables a sourcing User to license a non-winning contest entry audio production or other audio productions deemed eligible for licensing opportunities in the Music Library by Audiodraft and/or the Audiodraft community.
This Music Library Challenge ("ML Challenge") is commissioned by Audiodraft as the ML Challenge Provider ("Challenge Provider"), in compliance with these Music Library Challenge Participation Rules ("Rules") for the purpose of electing audio productions for inclusion in the Music Library. A User submitting an audio work as an entry to ML Challenge is referred to as a Participant ("Participant"), and by uploading his or her content warrants and represents that he or she agrees to these Rules and the Music Library Licensing Rules. The audio production submitted for the ML Challenge by the Participant is referred to as a production ("Production"). Participant acknowledges and agrees that Participant's Production is solely and exclusively available for licensing opportunities in the Audiodraft Music Library. For the purpose of commissioning audio productions using the Audiodraft platform, the term "Production" encompasses both the audio production's master sound recording and its underlying composition. For the purpose of managing this ML Challenge, Audiodraft is referred to as the Music Library host ("ML Host").
Participant must be a registered user of the Audiodraft service. The User's Production may be selected for licensing opportunities in the Music Library by the Audiodraft service and/or the Audiodraft community. Audiodraft expressly disclaims any guarantee or promise that a given Production in general will be placed in the Music Library. The Productions selected for the Music Library are at the sole discretion of Audiodraft and/or the Audiodraft community.
Rights in and to a Production submitted by Participant for ML Challenge participation: Participant shall retain any and all rights in and to his or her Production, subject to compliance with these Rules, until a sourcing user elects to license the Production, at which point Participant grants a license subject to the Music Library Licensing Agreement, or transfers title to the Production to ML Host. Sourcing user's design brief, comment, guidance, or any other form of collaboration, communication or input shall not give rise to a joint work or any other claim to title, right or interest in or to the Production. Participant may submit updated or modified (versions of) the Production prior to acquisition or licensing of said Production to sourcing user.
Participant acknowledges and agrees that the Production submitted for this ML Challenge is at the sole responsibility of the Participant from whom such Production originated, and that the Participant is solely responsible for any Production uploaded, posted, transmitted, stored or otherwise made available through Participant's activity. Participant represents and warrants that the Production does not violate or infringe upon any common law or statutory rights of any third party, including without limitation, contractual rights, copyrights, and rights of privacy. Participant acknowledges and agrees that no other persons, parties or entities has or have any right, title, or interest, including copyright, in or to the Production. Participant represents and warrants and agrees to cause that every party involved in making and performing of Production that such parties are under no contractual or other constraints that violates compliance of these Rules.
Participant hereby agrees to indemnify and hold harmless ML Host and Challenge Provider from and against any and all claims, damages, liabilities, costs and expenses, including legal expenses and reasonable counsel fees, arising out of any breach or alleged breach of Participant's warranty, representation or agreement, express or implied, made by Participant herein which results in a final non-appealable judgment by a court of competent jurisdiction or is settled with Participant's prior written consent, which consent shall neither be unreasonably withheld or delayed.
Challenge Provider may give feedback about the Production to the Participant during the ML Challenge. Further, Participant hereby gives Challenge Provider, for the duration of the ML Challenge, a gratis limited license to download, edit, and synchronize the Production with imagery for evaluating the Production in meeting the Challenge Provider's objectives. ML Host may eliminate a Production from the Music Library, should ML Host deem at any point, at its sole discretion, that such Production is not eligible for licensing opportunities in the Music Library.
Participant hereby agrees that, if Challenge Provider selects Participant's Production for licensing opportunities in the Music Library, Challenge Provider may use less than the entire Production, and may edit, loop, enhance, or modify the Production, provided that any such change shall not alter the fundamental character of the portion of the Production being used, and that any such change shall not give rise to any additional ownership rights or claims, including copyright, on the part of the Challenge Provider in or to the resulting modified Production.
Participant acknowledges and agrees that members/affiliates of any performance rights organization, mechanical licensing agency, or any other organization with the purpose of licensing, collecting and distributing income from the performance and/or duplication of compositions ("Collection Society"), are eligible to participate in the ML Challenge provided that any submitted Production by Participant is not registered with, or in any way represented or controlled by Participant's Collection Society, and/or is not governed by Participant's Collection Society membership/affiliation agreement. Examples of such Collection Societies include but are not limited to: ASCAP, The Harry Fox Agency, BMI, SESAC, and BUMA. Further, Participant represents and warrants that the submission of Participant's Production to the ML Challenge, and, if subsequently selected for licensing opportunities in the Music Library, the licensing of said Production to a sourcing user will not violate the terms of any publishing agreement to which Participant is legally bound. Furthermore, Participant waives any and all mechanical license fees or royalties which otherwise may be payable as a result of the duplication and/or streaming of the Production, and Participant waives any performance right fees or royalties otherwise payable as the result of any public performance of the Production.
The foregoing notwithstanding, members of TEOSTO may submit Productions encompassed by their TEOSTO music author agreement, subject to the conditions that (1) the submitted Production has not been previously released, distributed, licensed or publicly performed, and (2) the submission and/or licensing of said Production to Contest/Challenge Provider will not violate the terms of any publishing agreement to which the Participant is legally bound.
Participation in the ML Challenge is free of charge for Participant.
ML Host shall have the right to make copies of the Production and make the Production available to the public on websites and commercials related to ML Host where actions by the ML Host are carried out solely for its marketing purposes.
For any questions related to these Rules, please contact: