Free Digital Distribution and Royalty Agreement, version 2.0

Contract number: {{contract_number}} Date: {{contract_date}}

Parties

1. RetLabel Studios, a brand of REAL8 (REAL8 Business Group), Vinkeniersweg 4, 9506 Grimminge (Geraardsbergen), Belgium, with its music studio in Lisbon, Portugal, email retlabelstudios@real-8.com, phone +32 456 99 50 62, website retlabelstudios.com, represented by Reggie Duisterhof, hereinafter "RetLabel";

and

2. {{artist_legal_name}}, performing as "{{artist_name}}", residing at / established at {{artist_address}}, {{artist_postcode}} {{artist_city}}, {{artist_country}}, date of birth {{artist_birthdate}}, email {{artist_email}}, phone {{artist_phone}}, hereinafter the "Artist". If the Artist is a band or group, the person signing confirms that they are authorised to sign for all members;

together the "Parties".

1. Purpose

1.1 The Artist wants RetLabel to deliver selected releases to digital music services and shops such as Spotify, Apple Music, iTunes, YouTube Music, Amazon Music, Deezer, TIDAL, TikTok, Instagram and Facebook, and other services listed in the RetLabel Studio (the "Stores").

1.2 RetLabel does this free of charge. In return, the income the Stores pay for these releases is shared as set out in article 6.

1.3 This agreement applies only to the releases listed in the Release Schedule (Annex B). Each release is added to the Release Schedule when the Artist chooses "Distribute via RetLabel" in the RetLabel Studio and confirms it. Other music of the Artist is not covered.

2. Definitions

• Release: a single, EP or album with its recordings (masters), artwork and metadata, as listed in the Release Schedule.
• Stores: the digital services and shops RetLabel delivers to, directly or through its distribution partner.
• Distribution partner: the service RetLabel uses to deliver Releases to the Stores (at the date of this agreement: DistroKid).
• Gross Receipts: all amounts the Stores actually pay for the Releases and that RetLabel actually receives from its distribution partner, after the deductions the Stores and the distribution partner make themselves (for example taxes withheld at source).
• Wallet: the Artist's balance in the RetLabel Studio.

3. Rights

3.1 The Artist keeps ownership of the recordings, compositions and artwork. Nothing in this agreement transfers ownership to RetLabel.

3.1a The Artist keeps their moral rights: to be credited as author or performer and to object to changes that harm their honour or reputation. RetLabel delivers the Release as supplied and credits the Artist as entered in the RetLabel Studio.

3.2 For each Release in the Release Schedule, the Artist grants RetLabel, for the term of article 8, an exclusive licence for digital distribution: to deliver the Release to the Stores (through its distribution partner), to let the Stores make it available, to collect the Gross Receipts, and to use the Artist's name, likeness, artwork and excerpts to promote the Release.

3.3 Exclusive means that during the term the Artist does not deliver the same Release to the Stores in another way (for example through another distributor or a second DistroKid account), because the Stores would reject or remove duplicates. The Artist remains free to release other music elsewhere.

3.4 The Artist may also make the Release available on the RetLabel Platform under the Artist Agreement.

4. Obligations of the Artist

4.1 The Artist delivers, through the RetLabel Studio:

a. lossless audio masters (WAV or FLAC, at least 16-bit / 44.1 kHz) of commercial quality; b. artwork of at least 3000 × 3000 pixels that meets the Stores' rules (no URLs, prices, logos of Stores, or misleading text); c. complete and correct metadata: titles, artist names, featured artists, songwriters (legal names), producers, genre, language, release date, explicit content.

4.2 The Artist warrants that:

a. they own or control all rights in each Release, including the rights of co-writers, producers, featured artists, musicians and any samples, and that no other party has already distributed the Release to the Stores; b. cover songs are only submitted when marked as such, so that the mechanical licence required in some countries can be arranged; c. the Release does not infringe any rights of third parties and is not unlawful; d. they have reached the age of majority in their country of residence (and are at least 18), or a parent or legal guardian co-signs this agreement; e. they are not subject to sanctions that would make payments to them unlawful.

4.3 The Artist does not use or buy artificial streams, bots or other manipulation for the Releases. Stores may remove Releases and withhold income in such cases; RetLabel may then also withhold the Artist's share of that income and end this agreement.

4.4 The Artist indemnifies RetLabel against claims by third parties, the Stores or the distribution partner that result from a breach of article 4.2 or 4.3, including reasonable costs.

5. Obligations of RetLabel

5.1 RetLabel reviews each Release and delivers it to the Stores the Artist selected, usually within 10 working days after approval. For the best results, the Artist submits Releases at least 4 weeks before the planned release date.

5.2 RetLabel arranges the UPC and ISRC codes if the Artist has none, adds the Store links to the Artist's page on the Platform when the Release is live, and keeps the Artist informed of the status in the RetLabel Studio.

5.3 RetLabel can not guarantee that a Store accepts a Release, the release date at a Store, playlist placement or any income. Stores may refuse or remove Releases under their own rules.

5.4 RetLabel does not charge any fee for the distribution. Optional paid services (such as promotion campaigns) are only provided under a separate order.

6. Royalties and payment

6.1 Split. RetLabel credits the Artist's Wallet with 70% of the Gross Receipts of the Releases; RetLabel keeps 30% as the label share. If the Artist was introduced to RetLabel by a partner, RetLabel shares its 30% with that partner; the Artist's 70% does not change. A different split only applies if it is written in Annex A.

6.2 Statements. The Stores report income with a delay, usually 2 to 3 months. RetLabel adds the income to the Wallet within 30 days after receiving the report from its distribution partner, with a statement per month showing per Store, country and recording the Gross Receipts and the Artist's share.

6.3 Payout. The Artist can request a payout from the Wallet as soon as the available balance is at least €10, by bank transfer (SEPA), PayPal, Wise, Remitly or another method offered in the RetLabel Studio, to an account in the Artist's name. RetLabel pays within 30 days of the request. Fees of the payment service may be deducted and are shown before the Artist confirms. Income received in another currency is converted to euros at the rate used by the distribution partner or the bank. Before the first payout RetLabel may ask for proof of identity, as required by anti-money-laundering rules.

6.4 Taxes. The amounts include any VAT due. The Artist is responsible for declaring the payouts in their country and for any taxes and contributions on them. Taxes withheld by Stores or the distribution partner at source (for example United States withholding tax) reduce the Gross Receipts. If the distribution partner needs tax information (such as a tax residency form), the Artist provides it through the RetLabel Studio; without it, higher withholding may apply. RetLabel does not give tax advice.

6.5 Audit. The Artist may ask once a year for an explanation of a statement; RetLabel then shows the underlying report of the distribution partner for the Artist's Releases.

7. Changes and takedowns

7.1 Changes. The Artist can ask at any time in the RetLabel Studio to change the metadata or artwork of a Release (Stores do not allow changes to the audio). RetLabel carries this out within 10 working days. Stores may take additional time.

7.2 Removal during a term. During a term (article 8) a Release stays in the Stores. It is removed earlier only (a) at the Artist's request because of a legal or rights problem with the Release, (b) when both Parties agree, (c) under article 7.3, or (d) under article 8.4. The Artist can always choose to end the distribution at the end of the current term (article 8.3).

7.3 RetLabel may remove a Release from the Stores if it reasonably believes that the Release infringes rights of others, breaks the law or Store rules, or involves artificial streams. RetLabel informs the Artist with the reasons, and the Artist can object in the RetLabel Studio.

7A. Rights disputes

7A.1 If a third party claims rights in a Release (for example a co-writer, producer, sample owner, record label or collecting society), whether directly, through a Store or through the distribution partner, and RetLabel reasonably considers the claim credible, RetLabel informs the Artist without delay with the content of the claim.

7A.2 While the claim is open, RetLabel may hold the Artist's share of the income of that Release from the date of the claim. Held income is shown in the RetLabel Studio; it is not lost and is not paid to anyone until the claim is settled. Income of the Artist's other Releases is not affected. Stores or the distribution partner may also hold or withhold income under their own rules; RetLabel can only pass on what it actually receives.

7A.3 The Artist may send proof of their rights through the RetLabel Studio. The Artist and the claimant settle the dispute between them, by agreement, mediation or a court; RetLabel does not decide on the merits.

7A.4 The held income is released to the Artist when the claim is withdrawn, when the parties agree, when a court or mediator decides in the Artist's favour, or when the claimant has not started legal proceedings or mediation within 90 days of the claim. It goes to the rights owner in the share that a written agreement, a mediator or a court assigns to them. If the claim is upheld, RetLabel may remove the Release from the Stores. Article 4.4 applies only if the Artist breached article 4.2 or 4.3.

8. Term and termination

8.1 Start. This agreement starts when both Parties have signed it. Each Release is distributed for a term of one year from its release date in the Stores.

8.2 Renewal request. At least 30 days before the end of a term, RetLabel asks the Artist in the RetLabel Studio and by email whether to renew the distribution of that Release for another year, or to end it. If the Artist does not answer within 14 days, RetLabel sends a reminder.

8.3 The Artist's choice.

a. Renew: the Release stays in the Stores for another term of one year, on the terms of this agreement. b. End: RetLabel removes the Release from the Stores at the end of the term. c. No answer: the Release stays in the Stores for another year, and the Artist may then end its distribution at any time with 30 days' notice, without cost.

The Artist can change their choice until the end of the term.

8.4 Ending early. Either Party may end this agreement, or the distribution of a Release, immediately in case of a serious breach by the other Party that is not fixed within 14 days of a written notice. The Artist may also end the distribution of all Releases with 30 days' notice if RetLabel changes the split in article 6.1 to the Artist's disadvantage. RetLabel may end the distribution of a Release at the end of a term with 30 days' notice.

8.5 This agreement as a whole ends when no Release is in the Stores any more under it, or when a Party ends it under article 8.4.

8.6 After the end, the Artist's share of income that the Stores report later for the period before the takedown is still credited to the Wallet and paid out. Store playlists and statistics of a removed Release cannot be restored by RetLabel. Articles 4.4, 6, 7A and 10 keep applying.

9. Personal data

REAL8 processes the Artist's personal data as controller, to perform this agreement, to make payouts and to meet legal obligations, in line with the GDPR and the privacy policy. To deliver Releases, RetLabel shares the necessary data (names, metadata, recordings) with its distribution partner and the Stores, some of which are established outside the European Economic Area (for example in the United States). Such transfers are only made with the safeguards of the GDPR, such as the European Commission's Standard Contractual Clauses. The Artist can exercise their data protection rights by email to retlabelstudios@real-8.com.

10. Liability, law and other provisions

10.1 RetLabel is not liable for decisions, outages or payment delays of Stores or the distribution partner, nor for indirect damage. RetLabel's total liability under this agreement is limited to the higher of €500 and the Artist's share paid out in the 12 months before the event, except in case of intent or gross negligence.

10.2 This agreement may be signed electronically in the RetLabel Studio (Regulation (EU) No 910/2014, eIDAS), or printed, signed by hand and uploaded. Each Release added to the Release Schedule is confirmed electronically by the Artist.

10.3 If a provision is invalid, the other provisions remain in force. This agreement is written in English; translations are for convenience only. Before signing, the Artist may ask RetLabel or the partner who introduced them to explain any provision, and may take independent advice.

10.4 This agreement is governed by Belgian law. The Parties first try to solve a dispute together and may propose online mediation in English; neither Party is obliged to accept it. Otherwise disputes go to the competent courts of Ghent, Belgium (division Oudenaarde), without affecting the mandatory protection a consumer has under the law of their country of residence, or rights under international conventions on copyright and related rights.

Annex A: Artist details

Annex B: Release Schedule

The Release Schedule is kept in the RetLabel Studio. Each line shows the release title, type, UPC, release date, Stores and the date the Artist confirmed it, and is printed in the PDF of this agreement.