• These terms and conditions set out the rules for becoming a user, ordering and provision of services on the Closer Music website accessible via the website https://closermusic.com (Windows, Mac) and via the mobile app available on iOS and Android (limited functionality).

• The Service Provider is Closer Music Sp. z o.o., with its registered office in Warsaw (02-819) at ul. Puławska 366, registered in the Register of Companies of the National Court Register kept by the District Court for the Capital City of Warsaw, XIII Economic Division of the National Court Register under KRS no. 0000282021, NIP 8842624320, REGON: 020531489, share capital: PLN 624,050.00

• The terms used in these terms and conditions mean:

  1. Customer - a natural person (with full legal capacity) or legal entity who has made or intends to make a purchase of a Subscription under a selected Subscription Plan on the Site. A Customer is both a Consumer and an Entrepreneur,

  2. Consumer - in the meaning of the Act of 23 April 1964 of the Civil Code - a Customer who, as a natural person, makes a legal transaction not directly connected with his/her economic or professional activity. A Consumer, within the meaning of these Terms and Conditions, are also entrepreneurs running a sole proprietorship, executing agreements not of a professional nature arising from the subject of their activities. A Consumer within the meaning of these Terms and Conditions may only be a Customer residing in one or more of the countries being members of the European Union,

  3. Customer Account, Account - individual Customer account on the Site, containing individual Customer data and enabling use of Services provided through the Site and conclusion of Subscription Plan agreement(s),

  4. Dashboard – a special part of the platform available to logged-in users, containing selected information, in particular on: user profile, active subscription, marketing consents as well as certain available features,

  5. Entrepreneur - a Customer, using the Site for professional purposes, who is an entity (whether or not having a separate legal personality) or a natural person, running a business established in any country worldwide (including but not limited to country being a member of the European Union) except for the United States of America, Puerto Rico, the U.S. Virgin Islands, Guam, Northern Mariana Islands, or American Samoa (the “USA”),

  6. Materials - audio or audiovisual content in which part or all of the Track is used.

  7. Private use - use of the Materials for publication on the Customer's own social media channels for non-profit purposes,

  8. Service - the full range of services applicable to selected Subscription Plan provided electronically by the Service Provider to Customers to the extent specified in the Terms and Conditions. The essence of the service is to enable access via the Internet to the Site and materials available through it, through purchase of a Subscription,

  9. Subscription Agreement, Subscription, Subscription Plan - paid agreement concluded for a definite time, of the scope specified in the description of a given Subscription Agreement, enabling access to Tracks available through the Site,

  10. Track - digital content, audio file available for listening and downloading via the Site,

  11. Service Provider - the entity providing Services on the basis of these Terms and Conditions,

  12. Site - web service maintained by the Service Provider on the domain https://closermusic.com (Windows, Mac) and through the mobile application available on iOS and Android (App Store and Google Play).

  13. Social Media Platforms - e.g., YouTube, TikTok, Facebook, Instagram, Twitch.

  14. Terms and Conditions - this document and all its appendices as amended from time to time.

• The Site offers access to the Tracks via the Internet. The Site provides for the possibility of concluding paid Subscription Agreements, on the basis of which it is possible to access Tracks, i.e. to listen to them and download them for use to the extent described in the Terms and Conditions and the chosen Subscription Agreement.

• Detailed information about the Tracks, the Services and the Subscription Plan agreements can be found on the Site https://closermusic.com , as well as made available by e-mail at the Service Provider's e-mail address.

• The Customer may contact the Service Provider by phone, post and by e-mail at the addresses indicated below:

  • For matters concerning licenses and Account deletion:

  e-mail: license@closermusic.com , as well as by means of the contact form available on the Site and at the telephone number: +48 726 000 725

  • For matters concerning custom licenses and enterprise subscription:

  e-mail: enterprise@closermusic.com , as well as by means of the contact form available on the Site and at the telephone number: +48 726 000 725

  • In matters concerning Tracks:

  e-mail: artists@closermusic.com , as well as through the contact form available on the Site and at telephone number: +48 726 000 725

  • In a matter concerning the operation of the Service:

  e-mail: service@closermusic.com , as well as through the contact form available on the Service and at telephone number: +48 726 000 725

  • In other matters:

  e-mail: office@closermusic.com , as well as via the contact form available on the Service and at telephone number: +48 726 000 725

  Telephone contact at the above number can only take place from Monday to Friday (excluding public holidays in Poland) between 9:00 am and 5:00 pm CET (Central European Time).

• Orders can be placed on the Site 24 hours a day, with the exception of "Enterprise" licenses referred to in §6(2). Agreements for "Enterprise" licenses are concluded individually without the use of the Site and are tailored to the customer's needs. Orders can only be placed via the website https://closermusic.com , with the exception of Enterprise licenses referred to in §6(2), which can be enquired about via the Site or by email exchange.

• Under the executed Subscription Agreement, the Customer is entitled to use the access to the paid Service specified in the description of the Subscription for the period indicated and selected therein.

• Copying, sharing or reselling access to the Service to third parties is prohibited. It is not possible to assign the Subscription Agreement

• The Service Provider provides electronic services to Customers on the basis of agreements executed at a distance between the Customer and the Service Provider. As part of the electronic services provided, the Service Provider provides digital services and digital goods to the Customers.

• The Service Provider charges for the provision of Services to Customers in the amounts indicated in the descriptions of the Subscription Plans.

• Ownership of a Customer Account by a Customer is either free of charge or chargeable (in the case of Subscription Plan selection). A Customer Account that is not paid for assumes limited use of the resources of the Service.

• Consumers may be natural persons residing in one or more of countries being members of the European Union. Entrepreneurs may be entities or individuals running a business activity with their registered offices in any country worldwide (including but not limited to country being a member of the European Union) except for the United States of America.

• In the event that a Customer's Account is created by a person or entity who is not a resident or registered in one of the countries referred to in Section 4 above, the Service Provider may delete the Customer's Account for violation of the Terms and Conditions.

• The Service Provider is not responsible for the accuracy and reliability of the data provided during registration. The Service Provider shall act on the basis of the Customer's declaration, and in the event of doubts as to the correctness and reliability of the data, the Service Provider shall seek to clarify the situation and may take further steps, including suspension or deletion of the Customer's Account.

• In order to be able to use the Site and place an order via the Site (i.e. create a Customer Account), the Customer must meet the following technical requirements:

  1. have a properly functioning and configured computer, laptop or other device with access to the Internet,

  2. have access to mobile phone number during the registration process;

  3. have access to e-mail,

  4. use a web browser (Chrome in the latest version),

  5. use a minimum screen resolution of 1024 x 768, and 360 x 768 for mobile devices

  6. enable in the browser the possibility of saving the necessary cookies.

• In order to use the Tracks, the Customer must meet the following technical requirements:

  a. have a computer, laptop or other device with access to the Internet and loudspeakers,

  b. use a web browser (in the latest versions): Google Chrome, the Service Provider does not guarantee the correct display of the Site on other web browsers, in particular Internet Explorer and Opera Mini,

  c. use a minimum screen resolution of 1024x768, and in the case of mobile devices, a minimum screen resolution of 360x760,

  d. enable cookies in their browser.

• The essence of the Services is to enable access to the Site via the Internet. Through the Site, the Service Provider provides, inter alia, the following types of Services:

  a. Access to materials published on the Site, including in particular Tracks,

  b. Enabling payments,

  c. Tool for communication with the Service Provider,

  d. Accounts and Customer Profiles,

  e. Newsletter,

  f. Activation and deactivation of the SMS/MMS notification service.

  g. Activation and deactivation of the Newsletter service.

• To use the mobile application, the Customer must use a device with iOS latest version or android latest version.

• The Service Provider shall provide the Services in accordance with the interoperability, compatibility and functionality described in the Terms and Conditions, understood as:

  1. functionality - the ability of digital content, digital service or goods to perform their functions taking into account their intended use, the concept of functionality refers to the possible ways of using digital content or digital service,

  2. compatibility - the interoperability of digital content, a digital service or a good with hardware or software which is typically used to use the digital content, digital service or good of the same kind, without having to be transformed,

  3. interoperability - the ability of digital content, digital service or goods to interact with hardware or software other than that normally used to use the digital content, digital service or goods of the same type, the term interoperability refers to whether and to what extent the digital content or digital service can interact with hardware or software other than the hardware or software with which the digital content or digital service of the same type is normally used.

• The conclusion of the agreement for the provision of the Account Service and the Customer Profile is free of charge. The conclusion of the agreement for the provision of the Account and Customer Profile Service in this case shall take place at the time of full and correct registration on the Site. The agreement for provision of the Account and Profile Services is concluded for an unlimited period of time. If there is no activity on the Customer's Account for at least 1 year, such account could be terminated by the Service Provider.

• The Account and Profile Services is subject to a fee from the time of conclusion of the Subscription Agreement and as long as a duration of the Subscription Agreement. If setting of the Account and Profile Services is combined with the conclusion of the Subscription Agreement, the conclusion of the agreement for the provision of the Account and Profile Services in this case occurs at the time of complete and correct registration with the Service and following provision of complete and correct payment details and correct payment by the Customer for the concluded Subscription Agreement. The agreement for provision of the Account and Profile Services is concluded for an unlimited period of time notwithstanding a duration of the Subscription Agreement.

• The Newsletter agreement shall be concluded free of charge and shall be effective upon full and correct subscription to the Newsletter through the Site. The agreement shall be concluded for an indefinite period of time. The Customer may terminate the agreement for the aforementioned service at any time by completing the procedure made available by the Service Provider after pressing the "Unsubscribe" button.

• The conclusion of the agreement for the provision of the SMS/MMS notification service is free of charge and occurs at the moment of service activation through the Service. The agreement shall be concluded for an indefinite period of time. The Customer may terminate the agreement for the aforementioned service at any time by completing the procedure made available by the Service Provider after pressing the "Unsubscribe" button.

• A Customer Account enables the use of paid Services offered on the Site by the Service Provider, including in particular the display and downloading of Tracks. The Customer Account enables the conclusion of a Subscription Plan.

• Full registration of a Customer Account takes place after confirmation of account registration with a code that the Customer will receive via text message to the phone number provided during the registration process and confirmation of the e-mail address with a code that will be sent to the e-mail address provided during the registration process.

• The Site is accessible at https://closermusic.com (Windows, Mac) and to a limited extent via the mobile application available on iOS and Android.
  A description of the functionalities, with a breakdown of those available from the two tools, is indicated in the table below.

  
  

  Functionalities	WEB	APP
  Registration/setting up an account	X	X
  Standard log-in	X	X
  Password recovery	X	X
  Account deletion	X	X
  Dashboard	X	X
  Create a playlist	X	X
  Edit a playlist	X	X
  Listening to music	X	X

• Prior to the commencement of publication of materials containing Track, the Customer is obliged to indicate in the appropriate form in the Site the address(es) of the Social Media Platform(s) account(s) on which the materials will be published.

• Prior to the commencement of publication of materials containing Track, the Customer is obliged to indicate in the appropriate form in the Site the address(es) of the Social Media Platform(s) account(s) on which the materials will be published.

• The Customer is entitled to indicate account on Social Media Platform(s), in the number specified in the chosen Subscription Plan.

• In the event that the Entrepreneur publishes material containing the Track on channels and websites other than those indicated in Sectoin 19 above, as part of the sub-licensing to a third party, the Entrepreneur is obliged to paste the URL links to the places where the content will be published, i.e. to carry out a "clear content" procedure in relation to the aforementioned material.

• Customers register individual Customer Accounts on the Site.

• Individual Accounts enable Customers to use the Services provided by the Site, including the use of Tracks within an active Subscription Plan or Trial (as defined in §4.13 below).

• Registration on the Site involves completing the registration form, which requires among others providing the following data: e-mail address, mobile phone number, display name and a password to Account.

• It is not permitted to provide false data.

• It is not permissible to state in the registration form a country other than the Customer's actual country of residence or registered office.

• It is not permitted to set up a Customer Account if the residence or registered office is in a different place than the one specified in § 2.4.

• The opening of a Customer Account by means of an automated system is not permitted.

• All actions taken by Customers shall be in accordance with the applicable legal provisions and good morals.

• Each Customer undertakes:

  1. to use the provided functionalities and resources of the Site in accordance with the purpose of the Site,

  2. to comply with the law and good manners,

  3. to respect the rights and personal properties of other Customers and the Service Provider,

  4. not to act to the detriment of other Customers, Service Provider, the Site or third parties,

  5. not to make Tracks available to third parties, unless the Terms and Conditions and the concluded license expressly permit such action,

  6. to use Tracks only to the extent permitted by these Terms and Conditions and the license selected by the Customer.

• The Service Provider undertakes to take all measures to ensure correct, safe, continuous and error-free access to the Service.

• The Service Provider is not responsible for:

  1. actions taken by Customers

  2. failure to meet specific requirements of the Customer, other than those arising from the general terms and conditions of the Site, the Subscription Agreement.

  3. temporary technical errors occurring during the operation of the Site.

• The Service Provider shall not be liable for damages or any other consequences caused by the Customer's disclosure of his/her password or login to a third party.

• The Service Provider shall not be liable for any disruption in the operation of the Site system caused by technical problems in the computer hardware and software used by the Customer, as well as by Internet network failures, force majeure or unauthorized interference by third parties that prevent the Customer from using the Site.

• If an unauthorized person is notified of access to the Site, the Service Provider will take immediate steps to secure the collected data.

• The Service Provider will carry out regular backups of the data stored on the Site in order to minimize the risk of data loss through the actions of unauthorized persons or technical malfunctions.

• The Service Provider reserves the right to interfere with the Customer's Account in order to rectify irregularities in the functioning of the Site, disruptions in the functioning of the Account or in order to improve and expand the Site.

• The Service Provider has the right to make changes to the Site in connection with ongoing work on improving and modernizing the Site. In particular, the Service Provider is entitled to change the functionality of the Site. Information on changes to the functionality of the Site shall be communicated to the Customer in the manner specified in §14 below.

• It is strictly forbidden and constitutes an infringement of these Terms and Conditions to place on the Site any content or material contrary to the law or good morals/manners, in particular content that is pornographic, vulgar, defamatory, offensive to religious feelings, inciting racial, ethnic or religious hatred, promoting copyright infringement, software piracy, disseminating data breaching techniques, viruses and any other material similar in content and operation.

• The Account of a Customer who repeatedly posts or transmits content that is unlawful, inconsistent with these Terms and Conditions or content that violates the personal rights of others may be blocked or removed by the Service Provider.

• Account(s) cannot be shared. Account holder(s) can’t share his/her/their password.

• The Service Provider may use or implement any technical tools and make relevant changes to the Site to prevent non-compliance with the rules set out in these Terms and Conditions (e.g. using reCaptcha tool to prevent the Site from opening of a Customer Account by means of an automated system).

• The agreement is concluded between the Service Provider and the Customer.

• The fees shown on the Site are gross amounts and may include an applicable tax.

• The content of the agreement consists jointly of the content of the Terms and Conditions and the content of the Subscription Agreement chosen by the Customer.

• Orders may be placed via the Site using the procedure made available on the Site with an active Customer Account. The Service Provider does not allow orders to be placed by telephone, e-mail or in person, with the exception of the purchase of a customized license, which can be purchased by telephone or e-mail.

• The Subscription Agreement may be concluded for a monthly period or a yearly period. The Customer selects monthly subscription or yearly subscription during the procedure referred to in Section 6 below.

• Subscription Agreement conclusion procedure:

  1. To make a purchase, the Customer selects the Subscription he/she is interested in on the Site by clicking on the appropriate button.

  2. The Customer is then presented with information including, but not limited to: the identification of the main features of the selected Subscription, the Subscription period, the indication of the total fee.

  3. In order to complete the order, the Customer is obliged to confirm the order by clicking on the "Order and pay" button located below the order summary,

  4. Clicking the "Order and pay" button is tantamount to a declaration of the Customer's knowledge that an order entailing an obligation to pay has been placed.

  5. The agreement is concluded when the Customer pays the remuneration for the concluded Subscription Agreement,

  6. Once the Customer has placed an order, the Service Provider sends an e-mail confirming the placement of the order together with the details of the order, which include, among other things: the identification of the main features of the services ordered, the indication of the total fee including taxes, the presentation of the Customer's personal data provided in the order form.

  7. Customer may choose to automatically renew the Subscription Plan on a recurring basis. If the Customer selects a monthly Subscription, it will start on the date the Customer signs up and pays for the Subscription and will continue to automatically renew each month thereafter until the Customer terminates it before the first day of the next renewal (Subscription) period. By way of example, if the Customer signs up and pays for a Subscription on January 31, it will automatically renew on the last day of the succeeding months (such as February 28 or February 29 in a leap year) where the month doesn’t have 31 days, then March 31, April 30, and so on. By way of further example, if the Customer signs up and pays for a Subscription on September 2, it will automatically renew on the 2nd day of the month day of the succeeding months. If, however, the Customer signs up and pays for (selects) an annual subscription, it will automatically renew for additional one-year periods on the anniversary of the date that the Customer signs up and pays until he/she terminates the Subscription before the first day of the next renewal (Subscription) period. If the Customer purchases a Subscription Plan, but does not choose the option to automatically renew it, the Subscription Plan will be terminated at the end of the period for which it was purchased.

  8. A Customer who has already concluded a Subscription Agreement and has cancelled its cyclical automatic renewal before the end of the period for which the Subscription Agreement was concluded (effective as of the end of such period) will have an option to use an appropriate button to conclude a new Subscription Agreement (to purchase the Services again),

  9. The Customer has the option to pay for the Subscription Agreement without setting an automatic renewal. In this case, the Subscription Agreement is concluded each time for the respective period for which the Customer has made the respective payment (a month or a year).

• The content of the concluded agreement is recorded, secured and made available by:

  1. making these Terms and Conditions available on the Site,

  2. recording the content of the agreement in the Service's IT system,

  3. sending the message referred to in sections 5 above.

• The Service Provider shall be obliged to commence the provision of Services under the Subscription Agreement immediately after the conclusion of the agreement.

• The digital content (i.e. the Track) shall be deemed to have been delivered when:

  1. the digital content (or the means by which the digital content can be accessed or the digital content downloaded) has been made available to the Customer or to a device that the Customer has chosen for that purpose, or

  2. the Customer, or such device, has accessed it.

• Should the Customer choose the automatic renewal of the Subscription Agreement, it will renew automatically as provided in Section 6 letter g above. This means that a Subscription Agreement of an analogous nature, duration and parameters is concluded anew when the payment selected by the Customer is successfully processed. The Customer may cancel the Subscription before the automatic renewal takes place.

• The Customer who selected the Commercial Subscription Plan License or the Commercial Plus Subscription Plan License may downgrade it to the lower (downgraded) Subscription Plan. The downgrade shall be effective from the new settlement (billing) period. When making the downgrade the Customer may also change the billing cycle from monthly to the yearly or from yearly to the monthly (as the case may be). In order to make the downgrade successful, the Customer must select the Social Media Platform(s) that are to remain covered by the downgraded Subscription Plan. In the event of a ‘downgrade’ the new agreement will be concluded of a nature, duration and parameters of the downgraded Subscription Plan and the hitherto Subscription Plan (binding before the downgrade) shall terminate at the end of the hitherto settlement (billing) period.

• The Customer who selected the Personal Subscription Plan License or the Commercial Subscription Plan License may upgrade it to the higher (upgraded) Subscription Plan. The detailed rules for the upgrades are described in Appendix 2 “License” to these Terms and Conditions. When making the upgrade the Customer may also change the billing cycle from monthly to the yearly. When making the upgrade the Customer cannot, however, change the billing cycle from yearly to the monthly.

• A Customer who creates a Customer Account on the Site for the first time can try out Service in a one-time free trial (the “Trial”) before the Customer enters into a first Subscription Agreement. The Trial period is only granted once to any Customer. The Customer is not required to provide any payment method at the time they sign up for the Trial. At the end of the Trial the Customer will no longer have access to the Services unless and until they enter into a paid Subscription Agreement. The Trial is independent from any Subscription Agreement, and the Customer who participates in the Trial is not required to enter into a Subscription Agreement. If the Customer sets up a second Account with a different email address the Customer shall not be entitled to any additional free trial period. If the Customer selects “I want to skip the free trial and purchase my Subscription now” first or enters into a first Subscription Agreement without selecting the Trial (they omit it), it means they resign from the Trial period and accept that the Trial period shall not be available for them.

• Certain payment methods may not have automatic renewal options. The Customer who selects a payment method which does not enable the automatic renewal should make a payment on his/her/their own to conclude a new agreement.

• Customers from Poland:

  1. The Entrepreneur, at the payment stage in the billing data form in the Customer Account, indicates the country in which he/she is based and the NIP number. The Service Provider verifies the correctness of the NIP number. The Customer Account will not be created if the NIP number does not pass the verification,

  2. When creating a Customer Account, the Consumer indicates his/her country of residence in the registration form. The Service Provider will create a Customer Account based on the declaration made by the Consumer. The Service Provider does not verify the correctness and reliability of the information provided by the Consumer. If the Service Provider becomes doubtful about the veracity of the information provided by the Consumer, the Service Provider will seek to clarify the situation and may take further steps, including suspending or deleting the Consumer's Account.

• Customers from other countries of the European Union:

  1. When setting up a Customer Account, the Entrepreneur shall indicate the country in which he/she is established and the Tax Identification Number (TIN). The Service Provider verifies the correctness of the NIP/TIN number. In the case of a positive verification, an invoice will be issued "without VAT" in the reverse charge mechanism (the Customer taxes in the country of establishment - pursuant to Article 28b of the Act on Value Added Tax, Journal of Laws 2022.931 i.e. of 2022.04.29). In the event that the NIP/TIN does not pass the verification, the Service Provider will issue a VAT invoice with the rate applicable in Poland. Verification takes place at the time of sale, i.e. at the time of payment,

  2. When creating a Customer Account, the Consumer indicates his/her country of residence in the registration form. The Service Provider will create a Customer Account based on the declaration made by the Consumer. The Service Provider does not verify the correctness and reliability of the information provided by the Consumer. If the Service Provider becomes doubtful about the veracity of the information provided by the Consumer, the Service Provider will seek to clarify the situation and may take further steps, including suspending or deleting the Consumer's Account. Sales settled under the EU OSS VAT procedure.

• Customers being Entrepreneurs from countries other than members of the European Union and the USA shall provide with the data that is applicable to their respective jurisdictions. However, the Service Provider will not verify such data and will issue the invoice relying on the data provided by such Customer. If the Service Provider becomes doubtful about the veracity of the information provided by the Consumer, the Service Provider will seek to clarify the situation and may take further steps, including suspending or deleting the Consumer's Account. Sales are settled under the EU OSS VAT procedure.

• The Service Provider shall grant licenses to the Customer for Tracks. The conditions and types of license are described in detail in Appendix 2 “License” to the Terms and Conditions.

• In the event that Customer is interested in concluding a license to Track other than those described in the licenses above, he may contact the Service Provider directly by e-mail or a contact form in order to establish individual license conditions - "Enterprise" plan.

• The Customer agrees to pay, and hereby authorizes the Service Provider to charge the Customer, all such fees (remuneration) applicable to selected paid Subscriptions. If the Customer has signed up for a paid Subscription, the Customer will be charged, and agrees to pay, the applicable Subscription fee (remuneration), as designated by the Customer when purchasing a Subscription Plan. Payment(s) can be made, in particular, in one of the following currencies: PLN, CZK, GBP, EURO or USD. The Customer may select, in particular one of the foregoing currencies to make the payment(s). The Site displays the default currency depending on the declared location of residency:

  - Poland - PLN
  - Czech Republic - CZK
  - Great Britain - GBP
  - Other countries – EURO (default) or USD (option)

  Until the first payment is fully processed the Customer may change the currency into another one that is allowed to make payment(s).

• The Site makes available the forms of payment for an order each time specified on the Site. The Site allows forms of payments provided by the operator.

• The payment operators are:

  1. Stripe, Inc., 354 Oyster Point Blvd South San Francisco, CA, 94080- 1912 United States of America,

  2. PayU S.A., Poznań, Grunwaldzka 186, KRS:0000274399, REGON: 300523444, VAT: 7792308495

• Rules regarding payment of the Subscription Agreement:

  1. The Subscription Agreement fee is payable in advance for either the month or the year of the Subscription Agreement,

  2. The Subscription Agreement fee will be based on the Subscription Plan type purchased by the Customer,

  3. Access to the service provided under the Subscription Agreement is available upon full and correct payment made by the Customer,

  4. The Customer who intends to conclude the Subscription Agreement shall select the payment method available on the Service. The Customer shall submit payment instructions at the time the order is placed.

  5. The fee of a given Subscription Plan depends on the selected option, of the fields of exploitation and the period of time for which it is concluded and is independent of the type of music or the number of downloaded Tracks,

  6. Payment will be automatically debited from the payment medium indicated by the Customer again at the end of each successive period of the concluded Subscription Agreement (for the same period as the originally concluded Subscription Agreement), unless the Customer cancels the automatic payment for the Subscription before the end of the current Subscription Agreement in the manner indicated on the Site. The billing cycle anchor is the reference point that aligns future billing cycle dates. It sets the day of month for month and year intervals, and the month of year for year intervals. The following are examples of monthly Subscriptions with different billing cycles: (i) a monthly Subscription with a billing cycle anchor date of September 2 always bills on the 2nd day of the month, (ii) a monthly Subscription with a billing cycle anchor date of January 31 bills the last day of the month closest to the anchor date, so February 28 (or February 29 in a leap year), then March 31, April 30, and so on. The Service will be cancelled from the day after the last day of the current Subscription Agreement. The Subscription Agreement will not be automatically concluded again (in accordance with these Terms and Conditions) for a subsequent period in the event that the Customer selected means of payment has declined the transaction or the payment cannot be processed for any other reason. Until the Customer's payment is confirmed, the Subscription remains non-active, which means, in particular, inability to use some of the Service's functionalities and publish Materials by the Customer,

  7. If payment has not been automatically taken from the means of payment indicated by the Customer, the Customer has the option to make payment for subsequent periods of the concluded Subscription Agreement in the manner of his/her choice, e.g. through a procedure initiated by clicking on the appropriate button in the Customer Account.

• Subject to other provisions of this Terms and Conditions, in the event that a refund is required for a transaction made by the Customer with a payment card, the Service Provider will make the refund to the bank account assigned to the Customer's payment card.

• The Service Provider may change the fee for the Subscription Agreement, for periods not yet paid for. The Service Provider will inform the Customer of any fee changes well in advance, also indicating (where applicable) how to accept such changes. Fee changes will take effect at the beginning of the next Subscription period following the date of the fee change. If the Customer does not agree to the fee changes, the Customer has the right to reject such changes by deciding not to conclude the subsequent Subscription Agreement.

• The Service Provider is entitled to collect remuneration for publishing material containing the Track by the Customer on the Internet (monetization) when the Customer has no active and valid Subscription Plan or Trial License (as the case may be) that gives them any right to monetize such publishing at a given time.

• The Customer agrees to receive invoices electronically to the e-mail address indicated in the registration form.

• The rules for using discount codes are as follows:

  1. Only one discount code can be used for one payment for Subscription Plan,

  2. Given discount code may be used only once, unless the promotion terms and conditions regarding given code state otherwise,

  3. A discount code can be used on Platform in input field indicated by Service Provider,

  4. A discount code cannot create a situation when or where the Service Provider shall pay the Customer a difference between a fee for the Subscription Plan and the value (the amount ascribed to the voucher or the code) of the code. For avoidance of doubts the foregoing sentence means that if any amount of the discount code received in the given Subscription period exceeds the fee for such period, the surplus cannot be used and the Service Provider shall not compensate the Customer with the difference.

• Customer has the option to:

  1. remove an existing payment card – which results in the cancellation of the Subscription Plan after the period for which it was purchased (there will be no automatic renewal) – basing on terms set out in §9,

  2. update the details of an existing payment card – which results that the updated card will be used for the automatic renewal of the Subscription Plan from the new billing period (debiting from an updated card),

  3. when purchasing a new Subscription Plan using Stripe (including but not limited to a upgrade or downgrade), the Customer can make a payment with a card other than the one linked to the Customer Account, then the card used for the last payment becomes the default card for subsequent payments.

• The Service Provider may from time to time make changes to fees (remuneration) and will communicate any changes applicable to the Customer in advance. Price changes to Subscription fees (remuneration) will take effect no earlier than at the start of the Subscription period following the date of the change. By way of example, if the monthly Subscription starts on March 31 and the price change is communicated on April 10, the new price will take effect on April 30 when the renewal of the monthly Subscription is made. If the Customer does not accept the price change, the Customer may cancel the paid Subscription at any time prior to such price change, effective upon the expiry of the then-current Subscription period. Any change in the applicable VAT rate, either as a result of change in applicable tax law requirements, will be automatically applied to the next invoice (billing cycle).

• The rights set out in this §8 are available only to a Customer who is a Consumer residing in the country member of the European Union.

• Within 14 days from the date of conclusion of the Subscription Agreement, the Consumer may withdraw from the Subscription Agreement without stating any reason. The withdrawal period expires after 14 days from the conclusion of the Subscription Agreement.

• In order to exercise the right of withdrawal, the Consumer must inform the Service Provider of his/her decision to withdraw from the Subscription Agreement by an unequivocal statement. The withdrawal should be sent to the following e-mail address: license@closermusic.com . The declaration of withdrawal can be made on the form attached as Appendix 1 “Model Withdrawal Form” to the Terms and Conditions, but it is not obligatory.

• In order to comply with the withdrawal period, it is sufficient to send information concerning the exercise of the right of withdrawal before the expiry of the withdrawal period to the email address indicated above.

• In the event of withdrawal, the fee paid for the Service shall be refunded to the Consumer without delay and no later than 14 days from the date on which the Service Provider is informed of the Consumer's decision to withdraw. The payment will be refunded using the same means of payment that were used by the Consumer in the original transaction, unless the Consumer expressly agrees otherwise. Should the Consumer intends money to be refunded via wire transfer, he/she should indicated his/her bank account. In any event, the Consumer will not incur any fees in connection with this refund, subject to Section 6 below.

• The effects of withdrawal are as if the Subscription Agreement had never been concluded. In case the Consumer withdrew from the Subscription Agreement he/she is obliged to remove any content used from the database covered by the Subscription Agreement.

• The right of withdrawal shall not apply to Agreements for the provision of digital content not delivered on a tangible medium for which the consumer is liable to pay the fee, if the Service Provider has commenced performance with the express and prior consent of the Consumer, who has been informed before the commencement of performance that after the Service Provider's performance he/she will lose the right to withdraw from the Subscription Agreement, and has acknowledged this, and the Service Provider has provided the Consumer with the confirmation referred to in Article 15(1) and (2) or Article 21(1) of the Consumer Rights Act of 30 May 2014.

• A Consumer who is not a business and is domiciled in any country being a member of the European Union is entitled to terminate the Subscription Agreement at any time during the term of the Subscription in any of the following situations:

  a. In case of compelling reasons, the Consumer is entitled to terminate the Subscription Agreement at any time and with immediate effect,

  b. In the event that there are no valid reasons, with effect at the end of the month after notice of termination is given.

  The suggested way of contact in the aforementioned cases is to send an e-mail to: license@closermusic.com .

• The Customer other than referred to in Section 1 above may terminate the Subscription Agreement at any time. The Subscription Agreement shall terminate upon expiry of the period for which it was concluded.

• The Customer is entitled to give notice of termination in any documentary form, e.g. by e-mail.

• In the event of termination of the Subscription Agreement by the Consumer as referred to in Section 1 above, the Parties shall settle the amount paid by the Consumer. The Service Provider shall settle the remaining amount in proportion to the number of days of the Subscription in relation to the entire duration of the Subscription for which the Consumer who is not an Entrepreneur has paid.

• The Service Provider is entitled to terminate the Subscription Agreement with immediate effect if:

  a. The Customer grossly violates the provisions of the Terms and Conditions,

  b. The Customer uses the Tracks in a manner inconsistent with the concluded license agreement,

  c. The Customer grossly violates the provisions of generally applicable law.

• In the event of termination of the Subscription Agreement by the Service Provider, the Service Provider shall settle the fee paid by the Customer in proportion to the number of days of the Subscription in relation to the entire Subscription period for which the Customer has paid.

• Settlement of the refund of the fee paid by the Customer shall take place without delay and no later than 14 days from the date on which the Service Provider is informed of the Customer's decision of termination of the Subscription Agreement. The payment will be refunded using the same means of payment that were used by the Customer in the original transaction, unless the Customer expressly agrees otherwise. Should the Customer intends money to be refunded via wire transfer, he/she should indicated his/her bank account.

• If there is no binding Subscription Agreement, the Customer is entitled to delete his/her Customer Account at any time. To this end, the Customer should delete the account via the Site from the Dashboard or send the Service Provider an appropriate declaration in a documentary form, for example in the form of an email.

• The Service Provider may refuse to delete the Customer's Account if the Customer has violated these Terms and Conditions or the applicable laws, and retaining the Customer's data is necessary to clarify the circumstances and determine the Customer's liability.

• Removal of the Account at the request of the Customer takes place within 14 days.

• The Subscription Agreement can also be cancelled (terminated) from the next billing period by detaching the card from the Customer Account, which will prevent the Subscription from being renewed for a further Subscription Period.

• If the Customer Account is deleted at a request of the Customer or by the decision of the Service Provider, the Account and Profile Services agreement is terminated with the effect from the moment the Customer Account is deleted.

• This §10 sets out the rules of liability exclusively towards a Consumer residing in the country being the member of the European Union for non-conformity of goods and services.

• The Service Provider is obliged to provide services and digital goods in conformity with the agreement. The Service Provider has a legal obligation to provide services without defects.

• The rules concerning the liability of the Service Provider towards a Consumer residing in such country of the European Union for digital content or digital service agreements are regulated by Chapter 5b of the Act of 30 May 2014 on Consumer Rights.

• In terms of complaints, the Consumer may exercise the rights granted to him/her by the provisions of the Act of 30 May 2014 on Consumer Rights, inter alia for the non-conformity of the goods with the sales agreement.

• Digital content or a digital service is in conformity with the agreement if, in particular, the following aspect conform with the agreement:

  1. description, type, quantity, quality, completeness, functionality, compatibility, interoperability and availability of technical support and updates,

  2. suitability for the specific purpose for which they are needed by the consumer, which the consumer notified the Service Provider at the latest at the time of conclusion of the agreement and which the Service Provider has accepted,

• In addition, in order to be considered in conformity with the agreement, the digital content or digital service must:

  1. be suitable for the purposes for which the digital content or digital service of that type is normally used, taking into account applicable law, technical standards or good practice,

  2. be in such quantity and have such characteristics, including functionality, compatibility, accessibility, continuity and security, as are typical of digital content or a digital service of that kind and which the consumer may reasonably expect, taking into account the nature of the digital content or digital service and the content in advertising or on labelling,

  3. be supplied with accessories and instructions which the consumer may reasonably expect to be supplied with

  4. conform to a trial version or teaser which was made available to the Consumer by the Service Provider prior to the conclusion of the agreement.

• The Service Provider shall be liable vis-à-vis the Consumer for any lack of conformity of the digital content or digital service supplied on a continuous basis which has occurred or become apparent at the time when, in accordance with the agreement, it was to be supplied.

• The Service Provider shall be liable vis-à-vis the Consumer for any lack of conformity of the digital content or digital service with the agreement existing at the time of delivery and discovered within two years of that time. Before the expiry of the aforementioned period, the Consumer may notify the Service Provider of the discovery of the defect by sending an appropriate message via one of the communication channels referred to in §1(6).

• The Consumer is not bound by the aforementioned means of lodging a complaint. He or she may submit a complaint in any way.

• The Service Provider shall acknowledge the receipt of the complaint.

• In the event that the complaint is not accepted, the Service Provider shall inform the Consumer of this fact together with its opinion as to whether the complaint is unfounded.

• If the Service Provider does not respond to the Consumer's complaint within 14 calendar days from the date of delivery of the complaint, the Service Provider shall be deemed to have acknowledged the Consumer's complaint and his/her demand.

• The Consumer is obliged to cooperate with the Service Provider, to a reasonable extent and using the least onerous technical means (including, for example, by means of e-mail communication, telephone communication, by sending the required print-screens), in order to determine whether the non-conformity of the digital content or service with the agreement is due to the characteristics of the Consumer's digital environment.

• The Consumer is entitled to comment on any malfunctions of the Service within 14 days of the malfunction. Such comments should be submitted by e-mail sent to service@closermusic.com . The description of the irregularity should enable the Service Provider to identify the problem and correct it.

• All possible errors in the functioning of the Site, comments and information on the functioning of the Site, as well as violations of the Terms and Conditions should be reported to the Service Provider by e-mail indicated in §10(14).

• This §11 sets out the rules for liability towards all Customers who are not Consumers residing in countries being members of the European Union.

• Liability for the performance of the agreement, the provision of services and warranty towards Customers who are not Consumers is excluded in its entirety, to the fullest extent permitted by law. Liability for both damage (damnum emergens) and lost profits (lucrum cessans) is excluded.

• The Customer shall be entitled to comment on any malfunctions of the Site within 14 days of noticing the malfunction. Such comments should be submitted by e-mail sent to service@closermusic.com . The description of the irregularity should enable the Service Provider to identify the problem and correct it.

• All possible errors in the functioning of the Site, comments and information on the functioning of the Site, as well as violations of the Terms and Conditions should be reported to the Service Provider by e-mail indicated in §11(3).

• Customers' data will be used only for the purpose for which they were made available and the Service Provider undertakes not to disclose them to third parties, unless generally applicable provisions of law provide otherwise or the disclosure of personal data results from the Privacy Policy.

• Detailed Terms and Conditions on the protection of personal data can be found in the Privacy Policy document, available on the Site.

• The Service Provider reserves the right to amend the Terms and Conditions at any time for important reasons, in particular due to changes in the applicable legislation or technical and organizational changes in the way the Services are provided, as well as in the event of a change in the legal organization of the Service Provider's business.

• The Service Provider will inform Customers about the changes and their content at least 14 days before they are introduced (the “Notice of Change”). The Notice of Change is communicated to the Customer by e- mail sent to the address provided during registration. Any change in the data referred to in §1(2) and §1(6) (except for the situation, where the Service Provider is no longer the same entity, namely Closer Music Sp. z o.o.) shall not be considered as an amendment to the Terms and Conditions and therefore does not require to be communicated pursuant to the previous sentence. In the situation of a change in the data referred to in §1(2) and §1(6) the Service Provider shall update them on the Site.

• If the Customer does not oppose to the change to the Terms and Conditions in a way referred to in section 4 below, the change to the Terms and Conditions will take effect as determined in the Notice of Change.

• If the Customer does not agree to the change to the Terms and Conditions, the Customer shall inform the Service Provider about it via an e-mail or the contact form within 14 days of the Notice of Change. If the Customer informs the Service Provider as referred in the preceding sentence, the change to the Terms and Conditions will not be effective until the end of the Subscription Agreement period (the active and paid Subscription period) and the Subscription Agreement shall be deemed terminated at the end of this period. However, subject to provisions of section 5 letter e) below, a Consumer is alternatively entitled to terminate the Subscription Agreement without notice within 30 days from receiving the Notice of Change.

• In the case of an agreement concluded with a Consumer:

  1. The Service Provider shall be entitled to make a change to the digital content or digital service that is not necessary for it to comply with the agreement. The reasons justifying such a change are in particular:

     • changes in the applicable legislation,

     • technical and organizational changes in the way the Services are provided,

     • in the event of a change in the legal organization of the Service Provider's business.

  2. the Service Provider may not make a change to the digital content or digital service provided on a one-off basis.

  3. making a change to the Service will not incur costs on the part of the Consumer.

  4. the Service Provider is obliged to inform the Consumer in a clear and understandable manner about the change being made. If the change materially and adversely affects the Consumer's access to or use of the digital content or digital service, the Service Provider is obliged to inform the Consumer sufficiently in advance on a durable medium of the characteristics and date of the change and the right to terminate the agreement.

  5. in the case referred to in the second sentence of letter d above, the Consumer may terminate the agreement with an immediate effect provided however that the termination notice is delivered to the Service Provider within 30 days from the date of the said change or the notification of that change whichever takes place later.

  6. the Consumer shall not be entitled to terminate the agreement if the Service Provider has provided the Consumer with the right to retain, at no additional cost, the digital content or digital service in accordance with the agreement in an unaltered state.

• The Service Provider shall inform the Consumer residing in the country being a member of the European Union of the updates, including those relating to security, necessary for the Service to be in conformity with the agreement, and the Consumer residing in the country being a member of the European Union shall then install these updates within a reasonable time, in particular within the time indicated by the Service Provider.

• If the Consumer residing in the country being a member of the European Union fails to install the updates provided by the Service Provider in accordance with Section 1 above within a reasonable time, the Service Provider shall not be liable for the non-conformity of the Service with the agreement resulting solely from the lack of updates if:

  1. the Consumer was informed about the update and the consequences of not installing it,

  2. the failure to install or improper installation of the update was not due to errors in the installation instructions provided by the Service Provider.

• In order to resolve a dispute arising in connection with purchase(s) made on the Site, a Consumer who is not an Entrepreneur has the possibility to use the assistance of the following institutions before bringing a case in a common court:

  1. use of the permanent amicable consumer court referred to in the Act of 15 December 2000 on Trade Inspection by submitting a request for settlement of a dispute arising from a sales agreement;

  2. applying to the Voivodship Inspector of Trade Inspection with a request to initiate mediation proceedings in order to settle a dispute amicably,

  3. seek assistance from a district or municipal consumer ombudsman or a social organization whose aim is to protect consumer rights.

• Detailed information about the possibilities of out-of-court dispute resolution for Consumers and the availability of procedures is available at the offices and on the websites of institutions such as the Trade Inspection, county (municipal) consumer ombudsmen, social organizations for the protection of consumer rights, and the Office for Protection of Competition and Consumer.

No text and data mining; no machine learning analysis. You may not use any automated system (including, without limitation, any robot, spider or offline reader) to view, access or collect information from the Service. The Service Provider is the exclusive rightsholder of the recordings made available through the Service as well as the encompassing database. The Service Provider has opted out from any text and data mining (“TDM”) exceptions or its equivalents, and you may not perform on the content any form of TDM. You may further not use the content for the development of any software program, including, but not limited to, training a machine learning or artificial intelligence (AI) system or in connection with any other application of machine learning analysis or similar technologies. Without limiting the generality of the foregoing, any TDM or machine learning application for the purpose of making any commercial or non-commercial use of any results of such TDM or machine learning application is not permitted unless the non-commercial use is allowed by the Polish mandatory laws.

• In matters not regulated by these Terms and Conditions, the provisions of generally applicable law shall apply, in particular the Act of April 23, 1964 Civil Code and the Act of 30 May 2014 on Consumer Rights. The law applicable to agreements concluded with Consumers shall be Polish law, unless the law applicable to the place of residence of the Consumer regulates his/her rights in a manner more favorable to the Consumer. The governing law for agreements concluded with Entrepreneurs is Polish law. Any referral included in these Terms and Conditions to the legislation acts (regulation) or public authorities (governmental or local) that is not explicitly mentioned as the referral to the acts of non-Polish law or non- Polish public authorities shall mean the referral to the legislation acts binding in Poland including any re-enactment, modification or replacement as well as referral to public authorities in Poland.

• The competent court for disputes with Entrepreneurs is the court with jurisdiction over the Service Provider's registered office.

• These Terms and Conditions are effective as of 13 August 2025.

1. The Customer may purchase one of the three types of available Subscriptions:

• Personal Subscription Plan

• Commercial Subscription Plan

• Commercial Plus Subscription Plan

2. Each Subscription is a non-exclusive license and covers only synchronization (without territorial restriction due to the nature of the internet). No subscription shall authorize the Customer to play music in public places independently (without connection to the Materials).

3. The Service Provider shall retain full proprietary copyrights to the Tracks and these provisions are only a provisions of a license to the Customer.

4. Pursuant to §4(12) of the Terms and Conditions a Customer who creates a Customer Account on the Site for the first time can try out Service in a one-time free trial (“Trial”) before the Customer enters into a first Subscription Agreement and selects one of the available Subscriptions referred to in Section 1 above. The Trial is also a non-exclusive license and covers only synchronization (without territorial restriction due to the nature of the internet). No subscription shall authorize the Customer to play music in public places independently (without connection to the Materials). The Trial is described in detail in § 5 below.

§2
Personal Subscription Plan

• The Personal Subscription Plan is designed for Private Use.

• A Customer who has purchased the Personal Subscription Plan License may upgrade it to a higher license: the Commercial Subscription Plan License or Commercial Plus Subscription Plan License. It is possible at any time. In the moment of payment for the selected higher (upgraded) plan the in-force Subscription Agreement is terminated and a new Subscription Agreement based on the selected higher (upgraded) plan is concluded. The new, higher license will be available in the next 24 hours after payment the difference (the balance between the Commercial Subscription Plan License or the Commercial Plus Subscription Plan License, as the case may be, and the Personal Subscription Plan License, reduced however by the amount proportional to the period used in the lower hitherto license plan). Until the activation of the new selected higher (upgraded) Subscription Plan the lower hitherto plan will be available. For the purposes of setting mutual accounts between the Customer and the Service Provider, the Service Provider may set-off the mutual receivables as well as to issue relevant invoices or bills to reflect the change of the plan and its consequences. If the Service Provider charged the Customer with the difference referred in this Section 2 such operation is deemed as if the Service Provider made a set-off the mutual receivables between the Customer and the Service Provider.

• As part of the Personal Subscription Plan and during its term, the Customer may download the Tracks without quantity limitations, in various available versions (e.g. vocal version, instrumental version, stems).

• The Personal Subscription Plan License allows access to all Tracks. The License shall also allow for a part of the Track to be used in the Material, and for this purpose the Customer may cut the Track as necessary.

• A Customer who has purchased the Personal Subscription Plan License shall not receive notifications and be provided with the right to participate in closed VIP events organized or co-organized by or for the Service Provider. Such information will not appear in his/her Dashboard.

• Personal Subscription Plan Licenses shall not allow for using special promotional offers first, i.e., before public release. Such information will not appear in the Dashboard.

• The Tracks under the Personal Subscription Plan License may be used and disseminated by the Customer without territorial and time limitations, provided that the content comprising the Tracks is published during the Personal Subscription Plan. Materials published when the Customer holds the Personal Subscription Plan shall remain legal even after the end of the Subscription term.

• The Personal Subscription Plan License entitle the Customer to monetize Materials published on his/her channel on Social Media Platforms in the Dashboard.

• A Customer with the Personal Subscription Plan License may link one of his/her own accounts from each of the indicated Social Media Platforms in the Dashboard. The Materials may be disseminated only on the channels of the indicated Social Media Platforms.

• The Personal Subscription Plan License shall allow the Tracks to be used in the content intended for Private Use. Track can be used only in Materials produced by Customer.

• The Personal Subscription Plan License shall allow the Customer to use the Track in student non-commercial projects such as presentations, films, plays, applications, games, live performances, without incurring additional fees.

• A Customer who has purchased the Personal Subscription Plan License may not use the Track for commercial purposes, such as: wedding video, event or conference video, corporate or company video for internal use or intended for publication.

• A Customer who has purchased the Personal Subscription Plan License may not publish the Materials on private websites or on his/her company's websites.

• A Customer who has purchased the Personal Subscription Plan License may not publish content using the Track in podcasts posted on any service available on the Internet.

• A Customer who has purchased the Personal Subscription Plan License may not use the Track in an ICT telephone exchange system, including, but not limited to, as “music on hold”.

• The Personal Subscription Plan License shall not allow the Track to be used in digital advertisement of any kind.

• The Personal Subscription Plan License shall not allow the Track to be used in radio or television advertisements of any kind.

• The Personal Subscription Plan License shall not allow the Track to be used on Internet radios.

• The Personal Subscription Plan License shall not allow the Track to be used in social and charitable campaigns.

• The Personal Subscription Plan License shall not allow the Track to be used in applications, games, audiobooks and software.

• The Personal Subscription Plan License shall not allow the Track to be used in a sound logo.

• The Personal Subscription Plan License shall not allow the Track to be used on any streaming platform, including but not limited to: Netflix, Hulu, Amazon, Disney+, Apple+, YouTube Premium, or other platforms of: VOD, SVOD AVOD, TVOD type.

• The Personal Subscription Plan License shall not allow the Track to be used in theater productions, cinema films, television films, especially of “Indian” type or documentaries.

• The Personal Subscription Plan License shall not allow the Track to be used by broadcasting entities such as radio or television, in particular the following is prohibited: self-promotion, short and long formats, movies, programs, programmable sequences, documentaries, program series, cyclical and scheduled programs, jingles, “linear television”, broadcast programs, available on “cable” television, programs broadcast via satellite or via “IPTV”.

• The Personal Subscription Plan License shall not entitle the Customer to receive support from a dedicated Account Manager.

• The Personal Subscription Plan License does not include the right for sublicenses, except for the sublicense required by the selected Social Media Platform allowing the Material to be published on the Social Media Platform.

• The Personal Subscription Plan License does not include support by a musicologist or other person from the Service Provider supporting the Customer in selecting music.

• The Personal Subscription Plan License does not include the production of music for the project under the Customer's guidelines.

• The Personal Subscription Plan License does not include the possibility of exercising derivative rights to the Track; the Customer may not develop the Track, in particular, interfere with the Track by changing the melodic line, publishing instrumental versions with new vocals.

§3
Commercial Subscription Plan

• A Customer who has purchased the Commercial Subscription Plan License may upgrade it to a higher license: the Commercial Plus Subscription Plan License – it is possible at any time. In the moment of payment for the selected higher (upgraded) plan the in-force Subscription Agreement is terminated and a new Subscription Agreement based on the selected higher (upgraded) plan is concluded. The new, higher license will be available in the next 24 hours after payment of the difference (the balance between the Commercial Plus Subscription Plan License and the Commercial Subscription Plan License, reduced however by the amount proportional to the period used in the lower hitherto license plan). Until the activation of the new selected higher (upgraded) Subscription Plan the lower hitherto plan will be available. For the purposes of setting mutual accounts between the Customer and the Service Provider, the Service Provider may set-off the mutual receivables as well as issue relevant invoices or bills to reflect the change of the plan and its consequences. If the Service Provider charged the Customer with the difference referred in this Section 1 such operation is deemed as if the Service Provider made a set-off of the mutual receivables between the Customer and the Service Provider. The Customer can also downgrade the hitherto plan to a lower license, namely: the Personal Subscription Plan – it is possible at any time. The new license shall be available from the new settlement (billing) period.

• Under the Commercial Subscription Plan and during its term, the Customer may download Tracks from the Music Catalog without quantity limitations, in various available versions (e.g. vocal version, instrumental version, stems).

• The Commercial Subscription Plan License allows the Customer to access the entire Music Catalog. The License shall also allow for a part of the Track to be used in the Material, and for this purpose the Customer may cut the Track as necessary.

• A Customer who has purchased the Commercial Subscription Plan shall receive notifications and the right to participate in closed VIP events organized or co-organized by or for the Service Provider. He/she is not provided with the opportunity to purchase entry tickets at discounted prices.

• The Commercial Subscription Plan License shall allow for using special promotional offers first, i.e., before public release, if the Service Provider decides to make such promotions and the Customer has agreed to receive promotional notifications.

• The Tracks under the Commercial Subscription Plan License may be used and disseminated without territorial and time limitations, provided that the content comprising the Tracks is published during the Commercial Subscription Plan; the Materials published while the Customer holds the Commercial Subscription Plan shall remain legal also after the end of the Subscription term.

• The Commercial Subscription Plan License shall entitle the Customer to monetize the Materials published on his/her channels on Social Media Platforms in the Dashboard.

• A Customer with the Commercial Subscription Plan License can link up to three of his/her own accounts from each of the indicated Social Media Platforms in the Dashboard. The Materials may be disseminated only on the channels of the indicated Social Media Platforms.

• The Commercial Subscription Plan License shall also allow the Track to be used in content intended for private use.

• The Commercial Subscription Plan License permits the use of the Track in non-commercial student projects including presentations, films, plays, applications, games and live performances, without any additional fees.

• A Customer who has purchased the Commercial Subscription Plan may use the Track for commercial purposes, such as implementation of an order: wedding video, event or conference video, company or corporate video for internal use or intended for publication.

• A Customer who has purchased the Commercial Subscription Plan may not publish the Materials on private websites or on his/her company's websites.

• A Customer who has purchased the Commercial Subscription Plan may publish content using the Track in podcasts posted on any service available on the Internet, provided that they are added in the Dashboard.

• A Customer who has purchased the Commercial Subscription Plan may use the Track in an ICT telephone exchange system as “music on hold”.

• The Commercial Subscription Plan License shall not allow the Track to be used in digital advertisement of any kind.

• The Commercial Subscription Plan License shall not allow the Track to be used in radio or television advertisements of any kind.

• The Commercial Subscription Plan License shall not allow the Track to be used on Internet radios.

• The Commercial Subscription Plan License shall not allow the Track to be used in social and charitable campaigns.

• The Commercial Subscription Plan License shall not allow the Track to be used in applications, games, audiobooks and software.

• The Commercial Subscription Plan License shall not allow the Track to be used in a sound logo.

• The Commercial Subscription Plan License shall not allow the Track to be used on any streaming platform, including but not limited to: Netflix, Hulu, Amazon, Disney+, Apple+, YouTube Premium, or other platforms of: VOD, SVOD, AVOD, TVOD type.

• The Commercial Subscription Plan License shall not allow the Track to be used in theater productions, cinema films/movies, television films of any type, films/movies for streaming platforms or documentary films, or any film production.

• The Commercial Subscription Plan License shall not allow the Track to be used by broadcasting entities such as radio or television, in particular the following is prohibited: self-promotion, short and long formats, movies, programs, programmable sequences, documentaries, program series, cyclical and scheduled programs, jingles, “linear television”, broadcast programs, available on “cable” television, programs broadcast via satellite or via “IPTV”.

• The Commercial Subscription Plan License shall not entitle for the support from a dedicated Account Manager.

• The Commercial Subscription Plan License does not include the right for sublicenses, except for the sublicense required by the selected social media channel allowing the Material to be published on the social media channel.

• The Commercial Subscription Plan License does not include support by a musicologist or other person from the Service Provider supporting the Customer in selecting music.

• The Commercial Subscription Plan License does not include the production of music for the project under the Customer's guidelines.

• The Commercial Subscription Plan License does not include the possibility of exercising derivative rights to the Track; the Customer may not develop the Track, in particular, interfere with the Track by changing the melodic line, publishing instrumental versions with new vocals.

§4
Commercial Plus Subscription Plan

• A Customer who has purchased the Commercial Plus Subscription Plan License may change it to a lower license namely the Personal Subscription Plan or Commercial Subscription Plan. It is possible at any time. The new license shall be available from the new settlement period.

• Under the Commercial Plus Subscription Plan and during its term, the Customer may download Tracks from the Music Catalog without quantity limitations, in various available versions (e.g. vocal version, instrumental version, stems).

• The Commercial Plus Subscription Plan License provides access to the entire Music Catalog. The License shall also allow for a part of the Track to be used in the Material, and for this purpose the Customer may cut the Track as necessary.

• A Customer who has purchased the Commercial Plus Subscription Plan shall receive notifications and be provided with the right to participate in closed VIP events organized or co-organized by or for the Service Provider. He/she is also provided with the opportunity to purchase entry tickets at discounted prices.

• The Commercial Plus Subscription Plan Licenses shall allow for using special promotional offers first, i.e., before public release, if the Service Provider decides to make such promotions and the Customer has agreed to receive promotional notifications.

• The Tracks under the Commercial Plus Subscription Plan License may be used and disseminated without territorial and time limitations, provided that the content comprising the Tracks is published during the Commercial Plus Subscription Plan.

• Materials published when the Customer holds the Commercial Plus Subscription Plan shall remain legal also after the end of the Subscription term.

• The Commercial Plus Subscription Plan License shall entitle the Customer to monetize Materials published on the Social Media Platform(s) in the Dashboard.

• A Customer with the Commercial Plus Subscription Plan License can link up to five of his/her own accounts from each of the indicated Social Media Platforms in the Dashboard. The Materials may be disseminated only on the channels of the indicated Social Media Platforms.

• The Commercial Plus Subscription Plan License shall allow the Track to be used in the content intended for private use.

• The Commercial Plus Subscription Plan License shall allow the Track to be used in student projects such as presentations, films, plays, applications, games, live performances, without incurring additional fees.

• A Customer who has purchased the Commercial Plus Subscription Plan may use the Track for commercial purposes, such as implementation of an order: wedding video, event or conference video, company or corporate video for internal use or intended for publication.

• A Customer who has purchased the Commercial Plus Subscription Plan may publish Materials on private websites or on his/her company's websites.

• A Customer who has purchased the Commercial Plus Subscription Plan may publish the content using the Track in podcasts posted on any service available on the Internet, provided that they are added in the Dashboard.

• A Customer who has purchased the Commercial Plus Subscription Plan may use the Track in an ICT telephone exchange system, including, but not limited to, as “music on hold”.

• The Commercial Plus Plan License shall allow the Track to be used in digital advertisement of any kind.

• The Commercial Plus Subscription Plan License shall allow the Track to be used on Internet radios.

• The Commercial Plus Subscription Plan License shall allow the Track to be used in audiobooks.

• The Commercial Plus Subscription Plan License shall not allow the track to be used in applications, games and software.

• The Commercial Plus Subscription Plan License shall not allow the Track to be used in a sound logo.

• The Commercial Plus Subscription Plan License shall not allow the Track to be used on any streaming platform, including but not limited to: Netflix, Hulu, Amazon, Disney+, Apple+, YouTube Premium, or other platforms of: VOD, SVOD AVOD, TVOD type.

• The Commercial Plus Subscription Plan License shall not allow the Track to be used in theater productions, cinema films, television films, especially of “Indian” type or documentaries.

• The Commercial Plus Subscription Plan License shall not allow the Track to be used by broadcasting entities such as radio or television, in particular the following is prohibited: self-promotion, short and long formats, movies, programs, programmable sequences, documentaries, program series, cyclical and scheduled programs, jingles, “linear television”, broadcast programs, available on “cable” television, programs broadcast via satellite or via “IPTV”.

• A Customer who has purchased the Commercial Plus Subscription Plan will be assigned a dedicated Account Manager.

• The Commercial Plus Subscription Plan License includes the Customer's option to grant a sublicense, provided that the “Clear Content” procedure is applied. The “Clear Content” procedure consists in placing a link to the production containing the Track in a specially designated place in the Service – in the Subscriptions tab available in the section for logged-in Customers – Dashboard. In the case of Commercial Plus Subscription Plan Licenses, the Customer may include any number of links in the Clear Content procedure.

• The Commercial Plus Subscription Plan License does not include support by a musicologist or other person from the Service Provider supporting the Customer in selecting music.

• The Commercial Plus Subscription Plan License does not include the production of music for the project under the Customer's guidelines.

• The Commercial Subscription Plan License does not include the possibility of exercising derivative rights to the Track; the Customer may not develop the Track, in particular, interfere with the Track by changing the melodic line, publishing instrumental versions with new vocals.

§5
Trial

• The Trial is designed for Private Use.

• As part of the Trial and during its term, the Customer may download the Tracks without quantity limitations, in various available versions (e.g. vocal version, instrumental version, stems).

• The Trial License is free of charge and allows access to all Tracks. The License shall also allow for a part of the Track to be used in the Material, and for this purpose the Customer may cut the Track as necessary.

• A Customer who has purchased the Trial License shall not receive notifications and be provided with the right to participate in closed VIP events organized or co-organized by or for the Service Provider. Such information will not appear in his/her Dashboard.

• Trial Licenses shall not allow for using special promotional offers first, i.e., before public release. Such information will not appear in the Dashboard.

• The Tracks under the Trial License may be used and disseminated by the Customer without territorial and time limitations, provided that the content comprising the Tracks is published during the Trial. Materials published when the Customer holds the Trial shall remain legal even after the end of the Subscription term.

• The Trial License entitle the Customer to monetize Materials published on his/her channel on Social Media Platforms in the Dashboard.

• A Customer with the Trial License may link one of his/her own accounts from each of the indicated Social Media Platforms in the Dashboard. The Materials may be disseminated only on the channels of the indicated Social Media Platforms.

• The Trial License shall allow the Tracks to be used in the content intended for Private Use. Track can be used only in Materials produced by Customer.

• The Trial License shall allow the Customer to use the Track in student non-commercial projects such as presentations, films, plays, applications, games, live performances, without incurring additional fees.

• A Customer who has purchased the Trial License may not use the Track for commercial purposes, such as: wedding video, event or conference video, corporate or company video for internal use or intended for publication.

• A Customer who has purchased the Trial License may not publish the Materials on private websites or on his/her company's websites.

• A Customer who has purchased the Trial License may not publish content using the Track in podcasts posted on any service available on the Internet.

• A Customer who has purchased the Trial License may not use the Track in an ICT telephone exchange system, including, but not limited to, as “music on hold”.

• The Trial License shall not allow the Track to be used in digital advertisement of any kind.

• The Trial License shall not allow the Track to be used in radio or television advertisements of any kind.

• The Trial License shall not allow the Track to be used on Internet radios.

• The Trial License shall not allow the Track to be used in social and charitable campaigns.

• The Trial License shall not allow the Track to be used in applications, games, audiobooks and software.

• The Trial License shall not allow the Track to be used in a sound logo.

• The Trial License shall not allow the Track to be used on any streaming platform, including but not limited to: Netflix, Hulu, Amazon, Disney+, Apple+, YouTube Premium, or other platforms of: VOD, SVOD AVOD, TVOD type.

• The Trial License shall not allow the Track to be used in theater productions, cinema films, television films, especially of “Indian” type or documentaries.

• The Trial License shall not allow the Track to be used by broadcasting entities such as radio or television, in particular the following is prohibited: self-promotion, short and long formats, movies, programs, programmable sequences, documentaries, program series, cyclical and scheduled programs, jingles, “linear television”, broadcast programs, available on “cable” television, programs broadcast via satellite or via “IPTV”.

• The Trial License shall not entitle the Customer to receive support from a dedicated Account Manager.

• The Trial License does not include the right for sublicenses, except for the sublicense required by the selected Social Media Platform allowing the Material to be published on the Social Media Platform.

• The Trial License does not include support by a musicologist or other person from the Service Provider supporting the Customer in selecting music.

• The Trial License does not include the production of music for the project under the Customer's guidelines.

• The Trial License does not include the possibility of exercising derivative rights to the Track; the Customer may not develop the Track, in particular, interfere with the Track by changing the melodic line, publishing instrumental versions with new vocals.