Music Submission & Sync Representation Agreement

Songwriters Portal International, LLC

This Music Submission & Sync Representation Agreement (“Agreement”) is entered into by and between Songwriters Portal International, LLC, a Texas limited liability company (“Company”), and the submitting songwriter, composer, producer, publisher, artist, or rights holder (“Client”).

By submitting music, metadata, audio files, or related materials through the Company platform or services, Client agrees to the following terms and conditions.

1. Purpose

The purpose of this Agreement is to allow Company to review, present, market, pitch, and attempt to secure synchronization licensing, placement, promotional, and related opportunities for Client’s submitted music catalog.

Company acts as a non-exclusive intermediary and representative for music licensing opportunities unless otherwise agreed in writing.

2. Non-Exclusive Representation

Client grants Company a non-exclusive right to:

• Review submitted music
• Include submitted music in Company catalogs
• Pitch submitted music to music supervisors, advertising agencies, film studios, television productions, streaming platforms, brands, media buyers, music libraries, and licensing partners
• Create secure streaming links and presentation pages
• Share metadata and promotional information related to submitted works

Client retains ownership of all copyrights unless separately assigned in writing.

3. Client Warranties

Client represents and warrants that:

• Client owns or controls all rights necessary to submit and license the music.
• Client has full authority to enter into this Agreement.
• Submitted music does not knowingly infringe upon copyrights, trademarks, rights of publicity, contractual rights, or other intellectual property rights.
• All co-writers, producers, performers, publishers, and rights holders have been properly disclosed and authorized.
• Any samples, loops, or third-party materials used in the recordings are properly licensed and cleared.

3a. Co-Writer Authorization

Client represents and warrants that:

• All co-writers, producers, publishers, performers, and rights holders associated with submitted works have been fully disclosed;
• Ownership percentages are accurate;
• Client has obtained all necessary permissions and authorizations required to submit the music for licensing consideration;
• No additional approvals are required for Company to pitch the submitted music for synchronization opportunities.
• Client agrees to indemnify and hold harmless Company from disputes arising from inaccurate ownership information or unauthorized submissions.

4. Submission Requirements

Client agrees to provide accurate metadata when available, including:

• Song title
• Songwriter names
• Publisher information
• PRO affiliation
• ISRC/ISWC codes, if available
• Contact information
• Genre, mood, tempo, and lyrical themes
• Ownership percentages

Client acknowledges inaccurate information may delay or prevent licensing opportunities.

5. Licensing & Negotiation

Company may submit music for consideration, negotiate licensing opportunities, coordinate communications, and facilitate deal discussions.

No license shall be finalized without approval from Client unless separately authorized in writing.

6. Commission

If Company successfully secures a licensing opportunity involving Client’s submitted music, Client agrees to pay Company a commission equal to:

Commission applies only to opportunities directly introduced or negotiated by Company.

7. Payments

Client agrees to:

• Promptly report payments received related to Company-introduced opportunities
• Provide reasonable accounting documentation upon request
• Company retains the commission fee of 18% upfront upon payment from Client.

8. No Guarantee

Company does not guarantee placements, licensing deals, revenue, exposure, publishing contracts, or commercial success. Music licensing decisions are controlled by third parties outside Company’s control.

9. Term & Termination

This Agreement begins upon submission of music and continues until terminated by either party. Either party may terminate this Agreement upon written notice.

Termination shall not affect pending negotiations, executed licenses, or commissions owed on opportunities initiated prior to termination.

10. Content Removal

Client may request removal of submitted music from Company systems and catalogs, subject to active submissions, pending negotiations, and archival or legal retention requirements.

11. Limitation of Liability

Company shall not be liable for indirect damages, lost profits, lost opportunities, consequential damages, or unauthorized third-party sharing beyond Company’s reasonable control.

12. Indemnification

Client agrees to indemnify and hold harmless Company, its owners, affiliates, contractors, employees, and partners from claims arising from copyright disputes, ownership disputes, infringement claims, unauthorized submissions, or breach of warranties under this Agreement.

13. Digital Delivery & Security

Client acknowledges that music may be delivered electronically through streaming pages, secure links, downloadable assets, email submissions, and cloud-based systems.

While Company uses reasonable security measures, no online system can guarantee absolute protection against unauthorized copying or distribution.

14. Confidentiality

Company may treat unpublished music and business information as confidential where reasonably appropriate. Client agrees not to disclose confidential licensing negotiations or buyer information without authorization.

15. Independent Contractor Relationship

Nothing in this Agreement creates employment, partnership, joint venture, or agency authority beyond the licensing representation described herein.

16. Governing Law

This Agreement shall be governed by the laws of the State of Texas, United States of America.

17. Electronic Acceptance

Client agrees that electronic submissions, checkbox acknowledgements, digital signatures, and online acceptance mechanisms constitute legally binding acceptance of this Agreement.

18. Entire Agreement

This Agreement constitutes the complete understanding between the parties regarding submitted music and supersedes prior discussions related to such submissions.