Artist Rights Grant Agreement — Bailar

Version: v1.0-2026-04-16

This Artist Rights Grant Agreement ("Agreement") is a binding legal contract between you ("Artist," "you," or "your") and Bailar LLC, a Florida limited liability company with its principal place of business in Miami-Dade County, Florida ("Bailar," "we," "us," or "our"). By submitting a recorded musical work (a "Submitted Song") through the artist submission portal at bailar.site/artists and electronically signing this Agreement, you accept and agree to be bound by every provision below.

Read this Agreement carefully. It grants Bailar broad, perpetual, worldwide rights in the Submitted Song, including rights to modify it, create AI-generated derivatives of it, and distribute it to players of the Bailar application (the "App") and related services. You receive in-app attribution and promotional benefits as described in Section 4, but no monetary compensation. If any provision is unclear, consult an attorney of your choosing before signing.

1. Definitions

"Submitted Song" means each audio recording, together with the underlying musical composition (melody, lyrics, arrangement, and production), that you upload through the bailar.site/artists submission flow.
"App" means the Bailar mobile and web applications and any successor or companion products owned or operated by Bailar, including without limitation the Bailar Rhythm Game, training levels, streaming features, and associated server infrastructure.
"Bailar Services" means the App together with Bailar's websites, social media channels, marketing materials, partner integrations, and any other products or services offered by Bailar or its affiliates now or in the future.
"Derivative Work" means any modification, adaptation, remix, edit, stem isolation, tempo or pitch adjustment, beat-map, AI-generated transformation, or other work based upon the Submitted Song.
"Rights Holders" means every person or entity that holds any copyright, neighboring right, performance right, mechanical right, sync right, master right, publishing right, or moral right in the Submitted Song, including co-writers, featured and non-featured performers, producers, engineers, session musicians, sample owners, publishers, labels, and collection societies.

2. Grant of Rights

2.1 License

You hereby grant Bailar, effective on the date of your electronic signature below ("Effective Date"), a non-exclusive, worldwide, royalty-free, fully paid-up, sublicensable, transferable, perpetual, and irrevocable (except as provided in Section 7) license in and to the Submitted Song to:

Reproduce the Submitted Song in any medium now known or later developed, including digital storage on Bailar's servers, third-party content delivery networks, and end-user devices;
Publicly perform and publicly display the Submitted Song, including through streaming playback inside the App during rhythm game levels;
Distribute the Submitted Song through the Bailar Services, including to end users of the App and on Bailar's own marketing channels;
Analyze the Submitted Song using automated, algorithmic, machine-learning, and artificial-intelligence tools for purposes including but not limited to tempo detection, beat-map generation, key detection, structural segmentation, feature extraction, and training data for Bailar's internal rhythm-scoring and recommendation models;
Modify the Submitted Song and create Derivative Works, including trimming, fading, looping, tempo-adjusting, pitch-shifting, stem-separating, remixing, and creating AI-generated derivatives (for example, an alternate slowed-down or stripped-down version used for a beginner rhythm level);
Distribute the Derivative Works on the same terms as the Submitted Song itself;
Use the Submitted Song and Derivative Works in Bailar's promotional and marketing materials for the Bailar Services, including social media posts, advertising, app-store previews, and press coverage, whether the Submitted Song is featured in isolation or as part of a compilation; and
Sublicense any of the foregoing rights to Bailar's vendors, partners, hosting providers, content delivery networks, analytics providers, and any successor or assignee of Bailar in whole or in part.

2.2 Name, Image, and Likeness

You grant Bailar the right to use your performing name, stage name, band name, logo, biography, selected photographs, and social-media handles that you provide through the submission form, in connection with the attribution and promotion of the Submitted Song on the Bailar Services. This is the limited use necessary to credit you publicly; Bailar will not endorse or imply your endorsement of third-party products without a separate written agreement.

2.3 No Transfer of Ownership

You retain ownership of the copyright in the Submitted Song. This Agreement grants a license only, not an assignment. You remain free to license, distribute, sell, or otherwise exploit the Submitted Song on any other platform or through any other channel, simultaneously with Bailar's use hereunder.

3. Scope of Permitted Modification and AI Use

You specifically acknowledge and consent that the license in Section 2 includes the right for Bailar to:

Extract audio features (tempo, beat positions, onset times, spectral content) and store them indefinitely, including after you revoke this Agreement under Section 7;
Train, fine-tune, or otherwise improve Bailar's internal AI and ML systems using the Submitted Song or features derived from it;
Generate AI-derived audio content inspired by, or based upon, the Submitted Song, including genre-matched derivatives used for procedurally-generated levels;
Substantially alter the Submitted Song's duration, tempo, key, arrangement, or mix for use at specific training levels; and
Use and distribute the Submitted Song and any Derivative Works without separately seeking your further consent for each specific use.

4. Attribution and Benefits to Artist

4.1 Credit

In exchange for the rights granted above, and in consideration of which you enter this Agreement, Bailar will:

Display your artist display name and handle on the results screen shown to players at the end of each rhythm game session that uses the Submitted Song;
Maintain a public artist profile page at bailar.site/artists/{handle} listing the Submitted Song together with the social, streaming, and website links that you provide;
Render your credit as a tappable element inside the App that links players to your artist profile page; and
Credit you by display name and handle in any marketing material that features the Submitted Song in isolation (meaning the Submitted Song is the focal musical element of that material; credit is not required when the Submitted Song appears only as one of many in a compilation reel, montage, or background loop).

4.2 No Monetary Compensation

You expressly acknowledge and agree that you receive no monetary consideration, royalty, advance, revenue share, or other payment under this Agreement. The attribution, promotion, and discoverability benefits described in Section 4.1 constitute the sole and sufficient consideration for the rights you grant in Section 2. You agree not to claim or assert any mechanical, performance, sync, streaming, or other royalty against Bailar or any sublicensee for use of the Submitted Song within the scope of this Agreement.

4.3 Future Revenue Streams

If Bailar elects to introduce a revenue-sharing or paid-feature model that incorporates artist-submitted songs in the future, Bailar may, at its sole discretion, offer you the opportunity to opt in to such a program under a separate written agreement. Nothing in this Agreement creates any obligation on Bailar to introduce, offer, or include any Artist in any future paid program.

5. Artist Representations and Warranties

You represent and warrant to Bailar that, on the Effective Date and continuously thereafter:

You are at least 18 years of age (or the age of legal majority in your jurisdiction, if higher) and have full legal capacity to enter this Agreement;
You are the sole owner of all right, title, and interest in and to the Submitted Song, or you have obtained, and can promptly produce upon request, written authorization from every Rights Holder sufficient to grant all of the rights you purport to grant in Section 2;
The Submitted Song does not and will not infringe upon, misappropriate, or violate any copyright, trademark, right of publicity, right of privacy, moral right, or any other intellectual property, proprietary, contract, or personal right of any third party;
The Submitted Song does not contain any uncleared sample, interpolation, quotation, or substantially similar reproduction of any third-party musical work or sound recording;
The Submitted Song does not contain defamatory, obscene, unlawful, or discriminatory content;
You have not entered into any exclusive recording or publishing agreement that would prevent you from granting the rights set out in Section 2 (an exclusive agreement with a label or publisher may prohibit this grant; it is your responsibility to confirm);
All information you provide through the submission form (including your identity, contact information, profile links, song metadata, and ownership representations) is true, accurate, and complete; and
If the Submitted Song is a collaboration, you have obtained the agreement of every co-creator to be bound by this Agreement and to the attribution terms in Section 4, and you are authorized to execute this Agreement on their behalf.

6. Indemnification

You agree to indemnify, defend, and hold harmless Bailar, its affiliates, officers, employees, contractors, sublicensees, and agents from and against any and all claims, demands, actions, suits, proceedings, losses, damages, liabilities, judgments, settlements, costs, and expenses (including reasonable attorneys' fees and court costs) arising out of or related to (a) any actual or alleged breach by you of any representation, warranty, or covenant in this Agreement; (b) any claim by a Rights Holder or other third party asserting that the Submitted Song or your grant of rights herein infringes or violates their rights; or (c) your gross negligence or willful misconduct in connection with this Agreement.

Bailar will provide you with prompt written notice of any claim for which it seeks indemnification, and reasonable cooperation at your expense. You may not settle any claim that imposes any obligation or admission on Bailar without Bailar's prior written consent, which will not be unreasonably withheld.

7. Term and Revocation

7.1 Term

This Agreement commences on the Effective Date and, except as provided in Section 7.2, continues in perpetuity.

7.2 Artist Revocation

You may revoke the license granted in Section 2 with respect to prospective use of the Submitted Song in the App by providing Bailar with written notice, via email to legal@bailar.site, referencing the Submitted Song and your artist handle. Revocation takes effect 30 days after Bailar's receipt of the notice ("Revocation Effective Date"). Following the Revocation Effective Date, Bailar will remove the Submitted Song from new releases of the App at Bailar's next ordinary release cycle and will cease using the Submitted Song in new marketing materials.

7.3 Carve-outs from Revocation

You acknowledge and agree that revocation under Section 7.2 does not require Bailar to, and Bailar has no obligation to:

Recall, delete, or otherwise retrieve copies of the Submitted Song or any Derivative Works that have already been cached, downloaded, or stored on end-user devices or third-party systems prior to the Revocation Effective Date;
Delete audio features, beat-maps, model weights, or other technical data that were extracted from the Submitted Song prior to the Revocation Effective Date and that do not constitute the Submitted Song itself; or
Withdraw, recall, or amend any marketing material, advertisement, or archived social-media post that was published prior to the Revocation Effective Date.

7.4 Bailar Termination

Bailar may, at its sole discretion, remove the Submitted Song from the Bailar Services at any time, with or without reason, and without liability to you. Such removal by Bailar terminates the license in Section 2 prospectively, but does not affect Sections 5, 6, 7.3, 8, 9, and 10, all of which survive.

8. Moral Rights Waiver

To the maximum extent permitted by applicable law, you irrevocably waive and agree not to assert against Bailar, its affiliates, licensees, or successors any "moral rights," "droit moral," rights of integrity, rights of paternity (other than the attribution benefits expressly conferred by Section 4), rights of withdrawal, rights of disclosure, and any analogous rights in any jurisdiction, with respect to the Submitted Song and any Derivative Works. You acknowledge that this waiver is necessary for Bailar to exercise the modification, AI-analysis, and derivative-work rights described in Sections 2 and 3. Where local law does not permit full waiver, you consent to the fullest extent permitted and agree not to exercise any un-waivable right in a manner that would frustrate Bailar's exercise of the license.

9. Per-Right Toggles

The submission form presents you with three toggles — allow AI analysis, allow modification, and allow distribution in the App — that default to "on." Disabling a toggle at the time of submission modifies the license granted in Section 2 by removing the corresponding right as follows:

Disabling allow AI analysis removes the rights in Section 2.1(d) (automated analysis and ML training) and Section 3 (AI-derived content).
Disabling allow modification removes the rights in Section 2.1(e) (modification and creation of Derivative Works) and Section 2.1(f) (distribution of Derivative Works).
Disabling allow distribution in the App terminates the submission: Bailar will not accept a submission where distribution within the App is not permitted, as this is the core purpose of the Bailar Services.

If you disable a toggle, you must confirm your selection at the time of submission. Your selection is preserved in Bailar's records together with the version of this Agreement that you accepted, and binds both parties.

10. General Provisions

10.1 Entire Agreement

This Agreement, together with the Bailar Privacy Policy and Terms of Service, constitutes the entire agreement between you and Bailar concerning the Submitted Song and supersedes all prior and contemporaneous communications, whether oral or written.

10.2 Electronic Signature

You agree that your typed full legal name, together with the timestamp and IP address captured by Bailar's submission system, constitutes your electronic signature on this Agreement and is legally equivalent to a handwritten signature, in accordance with the federal Electronic Signatures in Global and National Commerce Act (E-SIGN), the Uniform Electronic Transactions Act (UETA) as adopted by Florida, and any other applicable electronic-signature law.

10.3 Versioning

Each submission is bound to the version of this Agreement in effect on the Effective Date of that submission, as identified by the "Version" field above. Future amendments apply only to submissions made after the amendment's effective date and do not retroactively alter the rights or obligations of submissions made under prior versions.

10.4 Governing Law and Venue

This Agreement is governed by the laws of the State of Florida, United States of America, without regard to its conflict-of-laws principles. Any action arising out of or related to this Agreement must be brought exclusively in the state or federal courts located in Miami-Dade County, Florida, and you consent to the personal jurisdiction and venue of those courts.

10.5 Dispute Resolution

Before filing any claim, you agree to attempt to resolve the dispute informally by contacting Bailar at legal@bailar.site and providing a written description of the dispute and proposed resolution. If the dispute is not resolved within 60 days of such notice, either party may file a claim in the courts identified in Section 10.4.

10.6 Assignment

You may not assign, transfer, or delegate this Agreement or any rights or obligations under it without Bailar's prior written consent. Bailar may freely assign this Agreement to any affiliate or to a successor in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets. Any assignment in violation of this Section 10.6 is void.

10.7 Severability

If any provision of this Agreement is held invalid or unenforceable by a court of competent jurisdiction, the remaining provisions will remain in full force and effect, and the invalid or unenforceable provision will be reformed to the minimum extent necessary to render it valid and enforceable.

10.8 Waiver

No waiver by either party of any breach or default under this Agreement will be considered a waiver of any subsequent breach or default. A waiver is effective only if in writing and signed by the waiving party.

10.9 Independent Contractors

Nothing in this Agreement creates any partnership, joint venture, agency, fiduciary, or employment relationship between you and Bailar. You and Bailar are independent contractors.

10.10 Notices

Notices to Bailar under this Agreement must be sent in writing to legal@bailar.site. Notices to you will be sent to the contact email address you provided through the submission form.

10.11 Headings

Section headings are included for convenience only and do not affect the interpretation of this Agreement.

11. Acknowledgment and Signature

By checking the acceptance box on the Bailar artist submission form, typing your full legal name in the signature field, and clicking "Submit," you acknowledge that:

You have read this Agreement in its entirety and understand it;
You have had the opportunity to consult with an attorney of your choosing before signing;
You represent and warrant that you own or have authority over the Submitted Song as described in Section 5;
You grant Bailar the license described in Section 2 (as modified by any per-right toggles you selected under Section 9); and
Your typed name, together with the timestamp and IP address captured by Bailar, constitutes your binding electronic signature on this Agreement.

Contact

Questions about this Agreement should be directed to legal@bailar.site. Technical questions about the submission portal should be directed to artists@bailar.site.

Bailar LLC · Miami-Dade County, Florida · bailar.site