Direct licence

# ERRANCE — Direct License Agreement v1 Status: LAUNCH DRAFT / PRODUCT-LOCKED TERMS — v1.1 Purpose: Artist/uploader direct-license terms for ERRANCE launch catalogue Governing law: Norwegian law Operator: TBD — replace with the legal entity/person operating ERRANCE before real agreements are accepted Primary domain: `https://errance.app` > This document reflects the locked ERRANCE launch licensing model. It is the implementation authority for the product flow and acceptance logic. Final public legal wording must preserve these commercial/product terms. ## 1. Parties This agreement is between: **ERRANCE Operator** Legal name: TBD Country: Norway Contact: `artists@errance.app` and the artist, rightsholder, label, manager, or other authorized uploader accepting this agreement (“Licensor”). The person accepting this agreement must be at least 18 years old and must have authority to grant every right described below. Under-18 artist licensing is not supported at launch. ## 2. Purpose ERRANCE is a music-discovery service focused on music that is still under-discovered. The Licensor wants ERRANCE to: - store and process the submitted recording; - make it available to eligible ERRANCE listeners; - test it through staged listener exposure; - include it in individualized Rotations; - display artist/track metadata and artwork; - measure listener response; - link listeners to external services such as Spotify, Apple Music, or SoundCloud where supplied. ## 3. Non-Exclusive License The Licensor grants ERRANCE a non-exclusive, worldwide, royalty-free licence, revocable under the withdrawal process in this agreement, to use the submitted track and associated materials for the permitted ERRANCE purposes. There is no fixed lock-in period. The Licensor keeps ownership of the track and underlying rights. ## 4. Rights Granted For the duration of this agreement, ERRANCE may: ### 4.1 Store Store the original submitted master and related artwork, metadata, declarations, and technical assets. ### 4.2 Process Create technical copies necessary to operate ERRANCE, including: - normalized streaming versions; - transcoded versions; - fingerprints; - checksums; - waveforms; - technical-analysis data; - embeddings or other machine-readable analysis data; - transcripts for moderation/review where applicable. ### 4.3 Stream Stream the track on-demand to ERRANCE users in individualized listening sessions and Rotations. ### 4.4 Preview Use short excerpts/previews where needed for track discovery, artist pages, ERRANCE product surfaces, ERRANCE marketing, and promotion of the artist or track within ERRANCE-related communications. ### 4.5 Artwork and Artist Identity Display artist name, track title, artwork, supplied artist imagery, and relevant biographical/profile information. ### 4.6 Promote ERRANCE / Artist / Track Use limited excerpts, artwork, track/artist names, and screenshots or representations of the track inside ERRANCE-related marketing. This promotional right does **not** permit ERRANCE to sell or license the music for unrelated third-party advertising, brand campaigns, films, games, television, or other unrelated commercial uses without separate permission. ### 4.7 Analytics Collect and use listener-response data to operate Rotations, evaluate discovery performance, provide artist analytics, improve ERRANCE, and detect abuse/manipulation. ## 5. Royalty Model at Launch The launch licence is royalty-free. ERRANCE does not owe the Licensor a per-stream royalty under this direct launch agreement. The value exchange at launch may include: - free upload; - staged discovery exposure; - listener analytics; - external fan actions; - Founding Artist benefits where applicable. If ERRANCE later introduces a royalty/revenue-share system, that change requires a new or updated agreement and must not silently alter this agreement retroactively. ## 6. Rights the Licensor Must Control The Licensor confirms that all rights necessary for the intended ERRANCE use are directly clearable to ERRANCE, including where applicable: - master/recording rights; - rights of performers; - composition rights; - lyric rights; - co-writer interests; - publisher-controlled rights; - sample rights; - cover rights; - remix/adaptation rights; - worldwide online/on-demand exploitation rights; - storage and transcoding rights; - limited promotional rights described above. ## 7. Required Rights Declarations The Licensor must truthfully declare: - whether they control the master; - whether all performers are authorized; - the percentage of the composition they control; - the percentage of lyrics they control; - whether co-writers exist; - whether publishers exist; - whether any CMO/collecting society controls relevant Internet/on-demand rights; - whether relevant Internet rights are self-managed; - whether samples are present and cleared; - whether the track is a cover; - whether the track is a remix/adaptation; - whether worldwide rights are available; - AI status. A generic statement such as “I own this song” is not sufficient. ## 8. CMO / Publisher / Co-Writer Restrictions If TONO, PRS, ASCAP, another CMO, a publisher, co-writer, label, performer, or other rightsholder controls any right ERRANCE needs and that right has not been directly cleared to ERRANCE, the track is not launch-eligible. ERRANCE may classify the track as: - CMO_REQUIRED; - PARTIAL_RIGHTS; - REVIEW_REQUIRED; - REJECTED. Only DIRECT_CLEAR tracks receive full playback at launch. ## 9. Samples, Covers, Remixes, and Adaptations The Licensor must disclose whether the track contains samples, is a cover, is a remix, or uses another work or recording in a way requiring permission. The Licensor must have all necessary rights before the track can be DIRECT_CLEAR. ERRANCE may request documentation. ## 10. AI Disclosure The Licensor must classify the track as: - HUMAN; - AI_ASSISTED; - AI_GENERATED. The declaration must be honest. Automated systems may flag inconsistencies, but they do not determine ownership. AI-generated content is not exempt from rights obligations. ## 11. No Guaranteed Exposure Submission does not guarantee approval, Rotation placement, a particular audience size, a particular lifecycle stage, a minimum number of plays, promotion, or graduation. ERRANCE may move eligible tracks between SEED, TESTING, RISING, STABLE_ROTATION, RESTING, and GRADUATED under the applicable discovery policy. Founding Artist status does not improve Rotation ranking. ## 12. Withdrawal The Licensor may request withdrawal at any time. After a valid withdrawal request: 1. The track is immediately removed from new Rotation queues. 2. ERRANCE stops issuing new playback authorizations. 3. A playback already in progress may finish. 4. ERRANCE internal streaming must be disabled within at most one hour. 5. Saved and History may retain track metadata and external links. 6. Technical backups may remain for up to 30 days before deletion. Longer retention is permitted where reasonably necessary for an active copyright/rightsholder dispute, legal claims, fraud/security investigation, or mandatory legal obligations. Withdrawal does not erase historical audit records, listener events, accounting/payment records, or legal evidence where retention is necessary. ## 13. Copyright / Rights Complaint If ERRANCE receives a plausible rights complaint concerning the track, ERRANCE may immediately quarantine the track, stop playback, freeze operational actions where necessary, and request evidence from the Licensor. ERRANCE does not need to wait for the ordinary withdrawal period. ## 14. Licensor Warranties The Licensor warrants that: - all submitted information is accurate; - they are authorized to enter this agreement; - ERRANCE’s permitted use does not knowingly infringe third-party rights; - all required co-writers/publishers/performers/rightsholders have authorized the licensed use; - samples/covers/remixes are properly cleared; - CMO status is truthfully disclosed; - AI status is truthfully disclosed. ## 15. Fraud / Manipulation The Licensor must not falsify ownership, falsify listener activity, organize artificial listen-for-listen schemes, use bots/click farms, manipulate metadata to evade duplicate detection, or upload another artist’s recording without authorization. ERRANCE may suspend or reject accounts/tracks for credible abuse. ## 16. Artist Analytics ERRANCE may provide the artist with analytics including listeners, listens, average listened percentage, early skips, saves, repeats, artist-profile opens, external Spotify/Apple Music/SoundCloud actions, Rotation stage, countries/regions, and Graduation/Resting status. Analytics may be approximate and may exclude traffic considered fraudulent or unreliable. ## 17. Founding Artist Status Where granted, Founding Artist benefits may include permanent Founding Artist badge/status, artist analytics that may later become paid for other artists, and priority support. Founding status never changes discovery ranking or staged exposure. ## 18. Service Changes ERRANCE may change technical implementation, user interfaces, discovery algorithms, ad systems, and operational infrastructure provided such changes do not silently expand the rights granted by this licence beyond the permitted scope. Material changes to licence scope require new acceptance where legally or contractually required. ## 19. Termination by ERRANCE ERRANCE may suspend or terminate track availability for rights uncertainty, policy violation, fraud, manipulation, unlawful content, security concerns, material breach, or operational/legal necessity. Where practical, ERRANCE should provide the Licensor with a reason. ## 20. Governing Law This agreement is governed by Norwegian law. Disputes are subject to Norwegian venue/jurisdiction, except where mandatory law provides otherwise. ## 21. Acceptance Evidence ERRANCE must retain evidence of acceptance, including: - accepted licence version; - accepting user/account; - date/time; - declared rights information; - track identity; - relevant session/device evidence where appropriate and lawful. Licence versions must be immutable once accepted. ## 22. Launch Implementation Rule A track may not receive public ERRANCE playback unless: - the submission is approved; - rights status = DIRECT_CLEAR; - moderation permits playback; - the track is not withdrawn/quarantined; - the applicable worldwide launch rights are active. This rule is server-authoritative.