STANDARD LICENSE AGREEMENT

This AGREEMENT (the "Agreement"), made and entered into as of                      (“Effective Date"), is by and be- tween                                                                                                           (hereinafter “Licensor”) on the one hand, and DistributeKings.com (collectively hereinafter “Distribute Kings” or "Licensee"). Licensor and Distribute Kings will be collectively referred to as “the Parties” for the purpose of this Agreement.

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  Licensor has various rights to a library of master sound recordings (“Masters”) and underlying compositions (“Compositions”), video recordings embodying said Masters (“Videos”)[collectively “Library”] and the associated cover artwork (“Artwork”)[collectively “Licensed Works”], including the rights to license said Licensed Works to third parties, such as Distribute Kings;
  
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  Licensor is engaged in the music industry business, including providing rights to its licensees to use any and all of Library for the following purposes: (i) physical and digital distribution; (ii) use on websites, and as streaming audio and downloadable digital files on the internet; (iii) embed on digital music files, compact discs, vinyl phonograph records, DVDs, and other media formats and configurations; (iv) record, dub, synchronize and fix in synchronization or timed relation with visual images, including but not limited to mo- tion pictures, television, video; (v) remix, edit, and alter same; (vi) add or modify lyrics; (vii) duplicate and make copies; (viii) couple with other audio recordings; (ix) "sample" same, and combine with other recordings: and (x) use as background music, incidental music in television and radio, theatrical and oth- er productions.
  
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  Distribute Kings owns and operates a DJ record pool business, including the Distribute Kings platform. (collectively “the Platform”), which (i) distributes and otherwise makes available various audio and video recordings, as well as the associated artwork (“Works”) to Distribute Kings subscribers and users, i.e., DJs (“Distribute Kings Users”) for limited purposes, including permanent digital download, streaming, and public performance, and (ii) is consid- ered to be a valuable promotional and marketing tool by various rights holders and music industry profes- sionals, including record labels, artists, managers, and agents.
  
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  Over the years, various rights holders, e.g., major and independent record labels, have provided Distribute Kings with copies of or permitted access to various works, and have entered or wish to enter agreements with Distribute Kings regarding the same so that the Works (and extended versions thereof) may be distributed, promot- ed, marketed and performed by Distribute Kings and Distribute Kings Users via the Distribute Kings Platform.
  
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  Both parties wish to enter a written agreement whereby Distribute Kings shall be provided continued access to the Library and a non-exclusive license of the Licensed Works pursuant to which Distribute Kings may distribute and make Licensed Works available for use, including permanent downloads and streaming, by Distribute Kings Users on the Platform, as well as additional uses by Licensee, including but not limited to the creation, promotion, and marketing of extended versions of the Licensed Works (“Extended Mixes”) at no cost or fee to Licen- sor subject to the terms, conditions, and restrictions of this Agreement, as set forth below.
  

In consideration of the mutual covenants and conditions contained herein, the parties hereby agree as follows:

1. Licensed Works. The Licensed Works covered by this Agreement are all of those contained in Licensor’s Library during the Term of this Agreement, and made available to Distribute Kings via Licensor’s digital data feed.
2. Term and Termination.
3. The rights granted by Licensor to Licensee hereunder shall be for a period of one (25) year ("Li- cense Term") unless terminated earlier pursuant to this Section, specifically, this Agreement shall be subject to termination (i) at the election of Licensor with thirty (30) days written notice to Licensee; and (ii) at the election of either party where there has been a default performance of any material covenant or condition and such de- fault has continued for a period of thirty (30) days after written notice specifying the same has been provided to the alleged party in default.

DISCLAIMER: All music & images placed on Distribute Kings website are for promotional use only, By ordering this service you are giving up any rights to have your song streamed & downloaded to the public. We do not pay any royalties or fees to you or anyone representing you for placing your music & photos on distributekings.com or any other website or social media outlet representing Distribute Kings. Distribute Kings has a no-refund policy. 

1. Upon termination or expiration of this Agreement, Licensee shall remove the Licensed Works from the Platform as soon as it is commercially feasible. Notwithstanding the foregoing, Licensee shall have the right to remove and/or replace all of Licensed Works with other songs and continue reproducing, distributing and exploit- ing the Platform without Licensed Works.
2. Termination or expiration of this Agreement shall not extinguish any of Licensor’s or Licensee’s in- tellectual property rights or obligations, which continue after the date of termination or expiration Not- withstanding the foregoing, for the avoidance of doubt, if this Agreement is terminated or expires, the rights granted to Licensee in Section 4 also terminate.
3. A party shall not be deemed to be in breach of any of the obligations hereunder unless and until it shall have been given specific written notice from the other party by certified or registered mail, return receipt requested, of the nature of such breach and shall thereafter fail to commence the cure of such breach within thirty (30) days after receipt of such written notice.
4. Territory. The territory covered by this license shall be the Universe and all parallel universes, if any (the "Territory").
5. Grant of Rights.
6. Licensor grants to Licensee a non-exclusive, worldwide license to reproduce, transmit, distribute, pro- mote market, and otherwise use and make available the Licensed Works solely via the Platform for permanent digital download, digital streaming, broadcast and/or non-broadcast, and/or public performance purposes by Distribute Kings Users during the License Term, subject to the terms, conditions and restrictions contained herein, and further provided that Distribute Kings Users are not permitted to distribute the Licensed Works in any way whatsoever.
7. Licensee shall be permitted to edit and/or remix the Licensed Works, or any part thereof, as

required for its intended usage, specifically to create Extended Mixes (which shall be encompassed in “Licensed Works”) and make Extended Mixes available to Distribute Kings Users via the Platform, subject to the terms and conditions here- in. Any alteration or modification by Licensee of the Licensed Work, including but not limited to Extended Mixes, in addition or change of any lyrics.

1. Licensee shall use best efforts to credit the Licensed Works and Extended Mixes in all exhibition and ex- ploitation on the Platform as directed by Licensor.
2. Obligations and Restrictions.
3. During the Term, Licensee will be responsible for obtaining any and all rights, licenses, clearances and approvals necessary to exercise its rights hereunder (other than those included in Licensor’s Grant of Rights) including mechanical royalties, performance fees, or clearance fees (if any).
4. Notwithstanding the foregoing, Licensee shall have no right to resell copies of Licensed Works in phys- ical, digital or any format whatsoever.
5. To the extent that Licensor has acquired rights to any compositions in Library or that are otherwise subject to this Agreement, Licensor agrees to provide Distribute Kings with a royalty-free, irremovable license to said composi- tions consistent with Section 4 above, or further agrees that Distribute Kings may sublicense such works at the same rates that may be set forth in any agreement conveying said rights to Licensor or on a MFN basis.
6. Licensor shall maintain and control the operation of the Library, but reserves the right, at its sole dis- cretion, to change, modify, add, or remove portions of the Library and/or to vary suspend or discontinue any aspect thereof at any time, as determined in Licensor's sole reasonable business judgment, and Distribute Kings agrees to promptly comply with any take down notices issued by Licensor. The Library, or portions thereof, is protected by copyright or other intellectual property rights, and shall not be copied or duplicated without the express written consent of Licen- sor.
7. Distribute Kings shall maintain and control the operation of the Platform, but reserves the right, at its sole discre- tion, to change, modify, add, or remove portions of the Platform and/or to vary suspend or discontinue any aspect thereof at any time, as determined in Distribute Kings’s sole reasonable business 

judgment. The Platform, or portions thereof, is protected by copyright or other intellectual property rights, as an original work and shall not be copied or duplicated without the express written consent of Distribute Kings.

6. Warranties and Representations.
7. Licensor warrants and represents that: (i) it has the right to enter into this Agreement and has not en- tered into any other agreement that would interfere with your grant of rights hereunder; (ii) it is under no disability, restriction or prohibition, whether contractual or otherwise, with respect to its right to execute this Agreement and to grant the rights granted hereunder; (iii) it has obtained from the owners of Licensed Works in the Library sufficient to grant the rights to Licensee hereunder (excluding the rights to any compositions embodied in the Licensed Works, the clearance of which is Distribute Kings’s sole responsibility); (iv) all information provided by Licensor herein and during the Term hereof shall be accurate, complete and not misleading in any material respect; and (v) it shall not, except to the ex- tent expressly permitted in writing by Distribute Kings, copy or otherwise duplicate directly or indirectly any portion of the Plat- form including without limitation, any of the information, trademarks, logos, designs, graphics, systems or otherwise contained therein for any purpose, and shall not use any software that enables the copying or duplication of such materials.
8. Distribute Kings warrants and represents that: (i) it has the right to enter into this Agreement and has not entered into any other agreement that would interfere with your grant of rights hereunder; (ii) not under any disability, restric- tion or prohibition, whether contractual or otherwise, with respect to its right to execute this Agreement; (iii) all infor- mation provided by Licensee herein and during the Term hereof shall be accurate, complete and not misleading in any material respect; (iv) it shall only use the Works for the purposes set forth in Paragraph 5 above, as determined by Licensee, in accordance with the terms of this Agreement; (v) it shall not, except to the extent allowed by Licensor hereunder and solely in connection with its authorized use of the Library, copy or otherwise duplicate directly or indi- rectly any portion of the Library including without limitation, any of the information, trademarks, logos, designs, graph- ics, systems or otherwise contained therein for any purpose, and shall not use any software that enables the copying or duplication of such materials; (vi) it shall abide by all copyright notices, information, or restrictions applicable to any Licensor's materials or otherwise published on the Library; and(vii) Licensee will comply with all requirements of the applicable performing rights societies as set forth hereunder.
9. Indemnity.
10. Distribute Kings shall indemnify, save and hold Licensor, its licensees, successors, assigns, employees, officers, di- rectors, representatives and counsel harmless from any and all damages, 

liabilities, costs, losses and expenses (includ- ing costs and reasonable attorney's fees) arising out of or connected with any third-party claim, demand or action which is inconsistent with any of the warranties, representations or covenants made by Licensee hereunder, provided such claim has been reduced to a final adverse judgment by a court of competent jurisdiction or is settled with your prior written consent (not to be unreasonably withheld or delayed). Licensor shall have the right to participate in the defense of any claim, demand, or action with counsel of its choice, at its sole cost and expense. Notwithstanding the foregoing, Licensee shall notify Licensor within five (5) days of any such claim, demand, or action against Licensee. Licensee shall have the right, at its sole expense, to participate in the defense thereof with counsel of its choice, pro- vided, however, Licensor shall have the right at all times, in its sole discretion, to retain and resume control of such ac- tion and proceedings.

1. Licensor shall indemnify, save and hold Distribute Kings, its licensees, successors, assigns, employees, officers, di- rectors, representatives and counsel harmless from any and all damages, liabilities, costs, losses and expenses (includ- ing costs and reasonable attorney's fees) arising out of or connected with any third-party claim, demand or action which is inconsistent with any of the warranties, representations or covenants made by Licensor hereunder, provided such claim has been reduced to a final adverse judgment by a court of competent jurisdiction or is settled with your prior written consent (not to be unreasonably withheld or delayed). Distribute Kings shall have the right to participate in the de- fense of any claim, demand, or action with counsel of its choice, at its sole cost and expense. Notwithstanding the foregoing, Licensor shall notify Distribute Kings within five (5) days of any such claim, demand, or action against Licensor. Licen- sor shall have the right, at its sole expense, to participate in the defense thereof with counsel of its choice, provided, however, Licensee shall have the right at all times, in its sole discretion, to retain and resume control of such action and proceedings.
2. Confidentiality and Publicity.
3. All information relating to each party’s business activities and financial affairs (regardless of whether received prior to, during, or after the Term of this Agreement), including without limitation the terms and conditions of this Agreement, will constitute “Confidential Information.” Each party receiving Confidential Information (the “Receiv- ing Party”) will hold all Confidential Information of the party disclosing Confidential Information (the “Disclosing Party”) in the strictest confidence and will protect all Confidential Information of the Disclosing Party. Accordingly, during and after the Term, the Receiving Party will not disclose or otherwise disseminate any Confidential Information of the Disclosing Party to any third party, and the Receiving Party will not use any Confidential Information of the Dis- closing Party for its own purpose or benefit.

8. Notwithstanding anything to the contrary contained in Section 8.a above, a Receiving Party will have no obligation with respect to Confidential Information that: (a) is in the public domain through no direct or indirect act of such Receiving Party; (b) was in the possession of or independently developed by such Receiving Party with- out any restriction on use or disclosure prior to its disclosure by the Disclosing Party; or (c) is received from a third party without any restriction on use or disclosure and without violation of any obligation to the Disclosing Party. If the Re- ceiving Party is required to disclose any Confidential Information of the Disclosing Party by law, governmental regula- tion, court order, or other legal process, such Receiving Party may do so provided that it provides the Disclosing Party prompt advance written notice of the apparent obligation to make the disclosure so that the Disclosing Party may seek a protective order or other comparable relief and that the Receiving Party takes such other reasonable steps, at the expense of the Disclosing Party, to protect the confidentiality of the Confidential Information, as may be request- ed by the Disclosing Party. Furthermore, each party may disclose Confidential Information to such party’s and its affil- iates’ officers, managers, directors, general partners, employees, outside counsel, accountants, financial and busi- ness advisors, and consultants who have a legitimate need to know such Confidential Information and who agree to be subject to the terms and conditions of these confidentiality obligations.
9. Notwithstanding anything to the contrary herein, each party shall be permitted to use the other’s pre-approved logo(s) and publish in summary form the nature of the parties’ relationship, for the sole purpose of ad- vertising its services on its website, platform, app, or social media. However, for the avoidance of doubt, each party shall not disclose the other’s Confidential Information without the express written consent of the Disclosing Party.
10. Limitation on Liability. Notwithstanding the foregoing, each party shall not be liable for any indirect, special, puni- tive or consequential damages, including but not limited to loss of anticipated profits, in connection with or arising from this Agreement and shall not be liable for any loss, damage, claim or liability arising from or related to any soft- ware program, data errors, digital transmission errors, failures, interruptions or delays, regardless of cause.
11. Notices. Any and all notices that the parties are required or desire to be sent hereunder shall be in writing and sent to the addresses first indicated above or at such other addresses as the parties may indicate by depositing same, registered or certified mail, return receipt requested, postage prepaid, in an official depository under the ex- clusive care and control of the United States Postal Service. Notices shall be deemed given when sent except for no- tice of change of address, which shall only be effective from the date of receipt thereof.

11. Assignment. Neither party shall have the right to assign this Agreement to any party, including with whom they shall merge, consolidate, or which acquires a substantial, interest in its assets or business without the express written consent of the other party. Notwithstanding the foregoing, Licensee shall have the limited right to assign this Agree- ment to any party with whom they shall merge, consolidate, or which acquires a substantial, interest in the assets of Licensee's business, provided such person or entity agrees to assume all of Distribute Kings’s obligations (in writing).
12. Arbitration. Any controversy, claim or dispute arising out of or relating to this Agreement, shall be settled solely and exclusively by binding arbitration administered by a single arbitrator in San Diego, California. Such arbitration shall be conducted in accordance with the then prevailing commercial arbitration rules of the American Arbitration Associa- tion. Each party shall bear its own attorneys fees and expenses. The parties agree to abide by all decisions and awards rendered in such proceedings. Such decisions and awards rendered by the arbitrator shall be final and conclusive. All such controversies, claims or disputes shall be settled in this manner in lieu of any action at law or equity; provided however, that nothing in this Section shall be construed as precluding the bringing of an action for injunctive relief or other equitable relief. The prevailing party shall be entitled to an award of attorneys’ fees.
13. Miscellaneous. The parties intend that this be the final expression of their agreement and a complete and exclusive statement of its terms, and that no extrinsic evidence whatsoever may be introduced in any judicial, administrative, or other legal proceeding involving this Agreement. This license is binding upon and shall inure to the benefit of the respective successors or assigns of the parties hereto. This Agreement may not be modified, amended, or terminated except by an instrument in writing, signed by the parties. If any provision of this Agreement, or the application thereof to any person, place, or circumstance, shall be held by a court of competent jurisdiction to be invalid, unen- forceable, or void, the remainder of this agreement and such provisions as applied to other persons, places, and circumstances shall remain in full force and effect. The validity, interpretation, enforceability, and performance of this Agreement shall be governed by and construed in accordance with the law of the State of California. Each party hereto has participated equally in the preparation and negotiation of this Agreement, and each party hereto hereby unconditionally and irrevocably waives to the fullest extent permitted by law any rule of interpretation or construction requiring that this Agreement be interpreted or construed against the drafting party. Each party hereto agrees to execute and deliver such additional documents and instruments, and to perform such additional acts as may be reasonably necessary or appropriate to effectuate the intent, purpose, and provisions of this Agreement. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

THE PARTIES HEREBY enter into this Agreement as of the date first above written, acknowledge that they have had the opportunity to consult with independent counsel, and the signatories hereto represent 

that by signing below, they are authorized to execute and deliver this Agreement and to obligate the respective parties.