PUBLIC OFFER

regarding the sale of digital content, granting of licenses and transfer of proprietary intellectual property rights to musical works, songs, arrangements, beats, melodies, lyrics and other intellectual property objects

Effective date: September 22, 2025

1. General Provisions

1.1. This Offer governs the sale of digital content, granting of non-exclusive licenses for the use of copyright objects and other intellectual property objects, as well as the transfer of proprietary intellectual property rights in cases where an Exclusive purchase is made.

1.2. This Offer has been developed in accordance with the Civil Code of Ukraine, the Law of Ukraine “On Copyright and Related Rights”, the Law of Ukraine “On Electronic Commerce”, the Law of Ukraine “On Consumer Protection” and other legislative and regulatory acts of Ukraine governing the relevant legal relations.

1.3. The owner of the Website and the business entity carrying out the sale of digital content and granting the relevant rights to use such content is:

Individual Entrepreneur Yelizaveta Volodymyrivna Maksymenko

hereinafter referred to as the “Provider”.

1.4. This Public Offer constitutes an adhesion contract. The Buyer accepts its terms in full by taking actions indicating acceptance of the offer, including placing and paying for an order on the Website.

1.5. Upon proper acceptance of this Offer, an agreement concluded in electronic form arises between the Provider and the Buyer.

1.6. Payment for the relevant Work, license or other digital content constitutes the Buyer’s full and unconditional acceptance of the terms of this Offer, including the terms concerning the scope of permitted use, restrictions, copyright, Content ID and other automated content identification systems.

1.7. The Provider has the right to amend the terms of this Offer by publishing a new version on the Website.

The new version applies to legal relations arising after it enters into force, unless otherwise expressly provided by law or agreed upon in writing by the parties.

1.8. Agreements concluded before the effective date of a new version of this Offer shall be governed by the version in force at the time the relevant agreement was concluded, unless otherwise provided by law or a separate agreement between the parties.

2. Terms and Definitions

2.1. Website

The website soundscraft.com, through which the Provider sells digital content, grants licenses and carries out other activities provided for by this Offer.

2.2. Work

A copyright object or other intellectual property object placed or offered for purchase on the Website, including a musical work, song, arrangement, beat, melody, lyrics, musical composition or other digital material.

2.3. Digital Content

Files and materials in digital form, including MP3, WAV, STEMS, MIDI, projects, demos, instrumental versions, arrangements, beats, melodies, lyrics and other materials specified on the page of a particular product.

2.4. Premium License

A non-exclusive license to use the relevant Work under the terms defined by this Offer and the page of the relevant product.

The Premium License does not provide for the transfer of proprietary rights to the Work itself to the Buyer and does not deprive the Provider of the right to use the Work independently or grant corresponding rights to other persons, unless otherwise stated on the page of the relevant Work.

2.5. Exclusive

The purchase of a Work under which proprietary intellectual property rights to the relevant Work are transferred to the Buyer to the extent specified in this agreement, taking into account Premium Licenses that were properly granted to other persons before the Exclusive was sold.

2.6. Licensee

The Buyer to whom a Premium License has been granted.

2.7. Licensed Work

A Work in respect of which the Buyer has been granted a Premium License.

2.8. Final Composition

A musical composition created by the Buyer using the Licensed Work as a musical foundation, including a composition with added vocals, lyrics, additional musical parts or other creative elements.

2.9. Work Page

The page of the relevant product on the Website, which specifies the title, price, type of purchase, available files, format, terms of use and other characteristics of the relevant Work.

The terms specified on the Work Page constitute an integral part of the relevant agreement.

3. Subject of the Agreement

3.1. The Provider offers the Buyer the purchase of digital content and/or rights to use the relevant Work under the terms specified in this Offer and on the page of the relevant Work.

3.2. Depending on the particular Work, the Buyer may be offered:

a) Premium License — a non-exclusive license to use the Work;

b) Exclusive — transfer of proprietary intellectual property rights to the Work to the extent specified in this agreement.

3.3. The type of purchase, price, list of available files and other special terms are specified on the page of the relevant Work.

3.4. If the special terms on the page of the relevant Work differ from the general terms of this Offer, such special terms shall apply to the relevant Work to the extent that they directly regulate its price, contents, type of license, term, territory or specific methods of use.

4. Premium License

4.1. In the event of purchase of a Premium License, proprietary intellectual property rights to the Work itself are not transferred to the Buyer.

The Buyer is granted a non-exclusive right to use the Work under the terms of this Offer.

4.2. The Premium License is granted worldwide.

4.3. The Premium License is granted for the entire term of validity of the proprietary copyright in the relevant Work, unless another term is expressly specified on the page of the relevant Work.

4.4. The Premium License allows the Buyer to use the Work to create one Final Composition.

4.5. Within the same Final Composition, the Buyer may create versions, edits, radio edits, extended versions, instrumental versions, acoustic versions, remixes, live versions and other derivative versions, provided that such versions constitute variations of the same Final Composition.

4.6. The Buyer of a Premium License has the right to:

4.7. The Buyer has the right to provide the Final Composition to distributors, music platforms, advertising agencies, video platforms, publishers and other parties within the ordinary use of the Final Composition.

Such provision does not constitute a transfer to third parties of rights to the Licensed Work itself.

4.8. If the page of the relevant Work specifies that MP3, WAV and/or STEMS are provided, the Buyer shall receive the corresponding files in the specified formats.

4.9. The Premium License does not grant the Buyer the right to:

4.10. Transfer of STEMS, WAV, MP3 or other files to a contractor, sound engineer, producer, studio, distributor or other specialist engaged by the Buyer is permitted exclusively for work on the Final Composition and does not grant such person an independent right to use or distribute the Work.

4.11. Quantitative limitations regarding streams, views, listens, copies or income from the Final Composition shall not apply unless otherwise expressly stated on the page of the relevant Work.

5. Exclusive and Transfer of Proprietary Rights

5.1. In the event of purchase of an Exclusive, proprietary intellectual property rights to the relevant Work are transferred to the Buyer in full, to the extent that they may be transferred under the legislation of Ukraine, taking into account rights properly granted to third parties before the Exclusive was sold.

5.2. The Buyer shall acquire, in particular, proprietary rights to:

5.3. The Buyer’s exclusive right extends to the Work to the extent that proprietary rights belong to the Provider and may be transferred in accordance with the legislation of Ukraine.

5.4. The sale of an Exclusive does not terminate or cancel Premium Licenses that were properly granted to third parties before the Exclusive was sold.

5.5. The Buyer of an Exclusive acquires proprietary rights to the Work subject to all valid Premium Licenses granted before the Exclusive was sold.

5.6. After the sale of an Exclusive, the Provider:

5.7. The Provider is not obliged to demand the removal, blocking or cessation of use of Final Compositions that were lawfully created and published by Buyers on the basis of Premium Licenses before the sale of the Exclusive.

5.8. The Buyer of an Exclusive does not acquire the right to demand cessation of lawful use of the Work by persons who were granted Premium Licenses before the sale of the Exclusive.

5.9. After the sale of an Exclusive, the Work may remain on the Website as archived material, a demo, example of work, portfolio material or information about a previously sold Work, but without the possibility of a new purchase or licensing, unless otherwise agreed with the Buyer of the Exclusive.

6. Moral Rights and Authorship

6.1. Moral rights of the author are not transferable and remain with the author in accordance with the legislation of Ukraine.

6.2. Transfer of proprietary rights to the Work does not constitute transfer of the author’s moral rights.

6.3. Unless otherwise expressly stated on the page of the relevant Work or in a separate written agreement, the Buyer may use the Final Composition under their own name or pseudonym.

6.4. Use of the Final Composition under the Buyer’s name or pseudonym does not in itself constitute a transfer of the author’s moral rights in the Licensed Work.

6.5. Matters concerning co-authorship, authorship, producer, publishing and other credits shall be determined according to the actual creative contribution of the relevant persons and the applicable legislation of Ukraine, unless otherwise expressly agreed by the parties.

7. Content ID, Meta Rights Manager and Automated Identification Systems

7.1. A Premium License does not grant the Buyer the right to claim exclusive rights to the Licensed Work itself and does not grant the right to interfere with the use of the same Work by other persons who have lawfully obtained a Premium License.

7.2. A Buyer with a Premium License may not register the Licensed Work itself, its individual elements, STEMS or other source materials in YouTube Content ID, Meta Rights Manager, digital fingerprinting systems or similar systems in a manner that results or may result in automatic blocking, removal, monetization, claims or other restrictions against Final Compositions of other lawful licensees of the same Work.

7.3. The Buyer has the right to monetize the Final Composition on digital platforms and use the rights-protection tools provided by such platforms in relation to the Buyer’s own creative contribution and/or own sound recording, provided that such registration does not create unlawful claims against other lawful licensees of the Licensed Work.

7.4. If registration of the Final Composition in an automated identification system requires a particular fragment or Work to be excluded from fingerprinting, the Buyer undertakes to ensure such exclusion to the extent technically possible within the relevant system.

7.5. A Buyer with a Premium License may not use Content ID, Meta Rights Manager or similar systems to submit claims against other persons who lawfully use the same Work.

7.6. If, as a result of a violation of this section, an automated claim, blocking, removal, redirection of monetization or other restriction is imposed on another lawful licensee, the Buyer undertakes to take the necessary measures to cancel such restriction within a reasonable period.

7.7. The provisions of this section do not deprive the Buyer of rights belonging to the Buyer in relation to their own original creative contribution, own sound recording or other objects lawfully owned by the Buyer.

8. Mandatory Attribution and Credits

8.1. In the event of purchase of a Premium License, the Buyer is obliged to properly credit the authors and creators of the Licensed Work in accordance with this section.

8.2. The attribution obligation applies to public use of the Final Composition, including:

8.3. If the Final Composition is created using a purchased beat or other instrumental or song, the Buyer must credit the author of the instrumental, lyrics, melody or song in full, depending on the purchased material, on social media in the following format:

Instrumental by @harlandkasten

or, if the platform does not support the “@” symbol:

Instrumental by Harland Kasten

8.4. On streaming and other music platforms where authors, producers or other contributors to the creation of a musical work can be credited, the Buyer must, depending on the functionality of the relevant platform, specify:

Arranger / Music Production: Harland Kasten

8.5. Where the Final Composition is created using a Work for which the relevant creative contributions belong to the persons specified below, the Buyer must use the following credits:

Credits / Authors and Creators:

Lyrics / Songwriter: Harland Kasten, Yelizaveta Maksymenko or Harland Kasten, Yelizaveta Maksymenko

Composer: Harland Kasten

Arrangement: Harland Kasten

Music Producer / Produced by: Harland Kasten

8.6. If the technical capabilities of a particular platform do not allow all of the above credits to be specified separately, the Buyer must provide the available credits to the fullest extent possible and provide the remaining credits in the platform’s description, information field or another location provided by the platform.

8.7. Attribution and credits in accordance with this section do not constitute a transfer of the author’s moral rights to the Buyer and do not change the scope of proprietary rights granted under the Premium License.

8.8. The obligation to provide attribution and credits is an essential condition of the Premium License.

8.9. Improper attribution or failure to provide mandatory credits does not automatically terminate the Premium License, but constitutes a breach of the agreement and gives the Provider the right to demand correction of such breach, proper attribution and apply other remedies provided by this Offer and the legislation of Ukraine.

8.10. If the Buyer discovers that authorship or credits on an already published Final Composition have been incorrectly stated or omitted, the Buyer undertakes to correct the relevant information within a reasonable period after receiving the relevant request from the Provider.

9. Procedure for Concluding the Agreement

9.1. This Offer constitutes a public proposal to conclude an agreement on the terms specified herein.

9.2. Acceptance of the Offer consists of actions by the Buyer indicating acceptance of its terms, including placing an order and making payment for the relevant product or license.

9.3. The agreement shall be deemed concluded upon confirmation of successful payment for the relevant order, unless another moment is expressly provided by law or the terms of the particular product.

9.4. The agreement is concluded in electronic form and has legal force in accordance with the legislation of Ukraine.

9.5. The Buyer confirms that, prior to making payment, the Buyer had the opportunity to review the text of this Offer, the terms of the relevant Work, its price, digital content included and terms of use.

9.6. Information regarding the order, payment, electronic correspondence, account data, payment documents and technical records of the Website may be used by the parties as evidence of the conclusion and performance of the agreement in accordance with the legislation of Ukraine.

10. Price and Payment Procedure

10.1. The price of each Work, Premium License, Exclusive or other digital content is stated on the Website.

10.2. The price may vary depending on the Work, type of license, file package, permitted methods of use and other terms.

10.3. Payment is made online through the payment systems available on the Website.

10.4. The payment currency is determined by the payment system and/or the Website.

10.5. The Buyer’s payment obligation shall be deemed fulfilled upon confirmation of successful payment by the relevant payment system or upon receipt of the funds by the Provider.

10.6. The Provider has the right to change the prices of Works before the Buyer makes payment.

A price change after payment does not affect an agreement already concluded.

11. Provision of Digital Content

11.1. Access to purchased digital files is provided after confirmation of successful payment through the functionality of the Website.

11.2. The list of files is determined by the page of the relevant Work and may include MP3, WAV, STEMS and other formats.

11.3. Digital content shall be deemed provided to the Buyer from the moment the Buyer is actually granted access to the files or the ability to download them.

11.4. If the Buyer does not receive paid digital content due to a technical error, the Buyer shall contact the Provider at:

support@soundscraft.com

and provide the order number and proof of payment.

11.5. In the event of a confirmed technical error, the Provider shall, within a reasonable period, restore access to the purchased content or resolve the relevant technical issue.

11.6. The Provider shall not be responsible for the inability to access digital content caused by malfunction of the Buyer’s equipment, software, Internet connection or third-party services, where such malfunction does not depend on the Provider.

12. Conformity of Digital Content

12.1. The Provider supplies the Buyer with digital content in the format and composition specified on the page of the relevant Work.

12.2. Before making payment, the Buyer is obliged to review the description of the Work, available formats, demonstration materials and other characteristics specified on the Website.

12.3. If digital content has a material discrepancy with the stated characteristics or was not properly provided due to circumstances for which the Provider is responsible, the Buyer has the rights provided by this Offer and the applicable legislation of Ukraine.

12.4. The creative characteristics, sound, genre specifics and other subjective characteristics of the Work are determined by the demonstration materials and description on the page of the relevant Work.

13. Refunds

13.1. Refunds for digital goods are not provided under this Offer and the legislation of Ukraine.

13.2. Due to the digital nature of the content, after the Buyer has actually been provided access to the digital files, a refund shall not be provided.

13.3. If paid digital content has not been provided to the Buyer or has a discrepancy for which the Provider is responsible, the Provider shall primarily remedy such discrepancy or provide the digital content again, where possible.

13.4. If remedying the discrepancy or re-providing the digital content is impossible, is not carried out within the period established by law, or does not comply with the requirements of applicable law, the Buyer shall have the rights provided by the applicable legislation of Ukraine.

14. Intellectual Property

14.1. All proprietary rights to the Works, until their proper transfer or the granting of the relevant license, remain with the Provider and/or other rights holders to the extent of their respective rights.

14.2. Purchase of a Premium License does not make the Buyer the owner of proprietary copyright in the beat, arrangement, melody, lyrics or other Licensed Work itself.

14.3. The Buyer receives only those rights and to the extent expressly provided by the Premium License.

14.4. Purchase of an Exclusive provides for the transfer of proprietary rights in the manner and scope defined by Section 5 of this Offer, taking into account previously granted Premium Licenses.

14.5. Moral rights of the author are not transferred to the Buyer.

14.6. Without the relevant Premium License or transfer of proprietary rights, copying, reproduction, distribution, sale, transfer, publication, licensing or other use of the Work is prohibited, except where expressly permitted by the legislation of Ukraine.

15. Rights and Obligations of the Provider

15.1. The Provider has the right to:

15.2. The Provider undertakes to:

16. Rights and Obligations of the Buyer

16.1. The Buyer has the right to:

16.2. The Buyer undertakes to:

17. Warranties Regarding Rights to the Work

17.1. The Provider warrants that, at the time of granting a Premium License or transferring proprietary rights, the Provider has the necessary scope of rights and authority to conclude the relevant agreement within the scope of the information stated on the Website.

17.2. If there are restrictions, special terms, third-party rights, third-party materials or other circumstances affecting the permitted scope of use of a particular Work, such restrictions may be specified on the page of the relevant Work.

17.3. The Buyer does not acquire more rights than those belonging to the Provider and capable of being transferred in accordance with the legislation of Ukraine.

17.4. In the event of third-party claims regarding rights to a Work, the parties undertake to cooperate in good faith to establish the factual circumstances and legality of the use of the relevant content.

18. Copyright and Prohibitions

18.1. The materials of the Website, including Works, demos, final versions, songs, arrangements, beats, melodies, lyrics, images, logos, audio previews, graphic elements and other materials, are protected in accordance with the legislation of Ukraine.

18.2. Prior to purchasing the relevant Work or obtaining the relevant license, unauthorized copying, saving, publication, transfer, sale, licensing or other use of the Work is prohibited, except as provided by law.

18.3. Violation of the terms of a Premium License or Exclusive constitutes grounds for applying remedies provided by law.

18.4. The Provider has the right to demand cessation of unlawful use of the Work, removal of unlawfully distributed materials, cessation of claims in automated identification systems, compensation for damages and application of other remedies in accordance with the legislation of Ukraine.

19. Liability of the Parties

19.1. The parties shall be liable for failure to perform or improper performance of their obligations in accordance with this Offer and the applicable legislation of Ukraine.

19.2. The Buyer shall be responsible for unlawful copying, distribution, resale, licensing, transfer or other use of digital materials in violation of the terms of this Offer.

19.3. In the event of violation by the Buyer of the terms of a Premium License or the terms of an Exclusive purchase, the Provider has the right to demand cessation of such violation and apply other remedies provided by law.

19.4. The Provider shall not be liable for interruptions in the operation of third-party payment systems, hosting providers, Internet providers, digital platforms, streaming services, social networks or other third-party services, where such circumstances do not depend on the Provider.

19.5. The Provider does not guarantee acceptance, approval, absence of blocking or monetization of the Final Composition by third-party platforms, including Spotify, YouTube, Meta, Apple Music, distributors and other services, where the relevant decision is made independently by such platforms.

20. Force Majeure

20.1. The parties shall be released from liability for failure to perform or improper performance of their obligations if such failure resulted from force majeure circumstances that arose after conclusion of the agreement and which the parties could not have foreseen or prevented by reasonable measures.

20.2. Such circumstances may include, in particular, military actions, missile attacks, terrorist acts, fires, natural disasters, major accidents, prolonged power outages, cyberattacks, large-scale technical failures and other circumstances that objectively make performance of obligations impossible.

20.3. The existence of force majeure circumstances does not deprive the Buyer of rights expressly provided by mandatory provisions of the legislation of Ukraine.

21. Dispute Resolution

21.1. The parties shall attempt to resolve all disputes and disagreements through negotiations.

21.2. The Buyer may contact the Provider at:

support@soundscraft.com

for pre-trial resolution of the matter.

21.3. If a dispute cannot be resolved through negotiations, it shall be resolved by the competent court in accordance with the legislation of Ukraine.

21.4. The legal relations between the parties shall be governed by the legislation of Ukraine, unless otherwise established by mandatory legal provisions applicable to the particular legal relationship.

22. Amendments to the Offer

22.1. The Provider has the right to amend this Offer.

22.2. A new version of the Offer enters into force upon its publication on the Website, unless otherwise specified in the new version itself.

22.3. A new version of the Offer does not automatically change the terms of agreements concluded before it enters into force.

22.4. For agreements already concluded, the version of the Offer in force at the time the agreement was concluded shall apply, unless otherwise provided by law or a written agreement.

23. Electronic Documents and Evidence

23.1. The parties recognize the legal validity of electronic documents, messages, order confirmations, payment documents, email correspondence and other electronic data created or received during the conclusion and performance of the agreement, to the extent permitted by the legislation of Ukraine.

23.2. The Buyer agrees to receive information related to the order, payment, access to digital content and performance of the agreement in electronic form.

23.3. The parties agree that data from the information systems of the Website, payment systems and electronic correspondence may be used to confirm the fact of an order, payment, provision of access to digital content and other circumstances relating to performance of the agreement.

24. Final Provisions

24.1. If any provision of this Offer is declared invalid or inapplicable, this shall not affect the validity of the remaining provisions of the Offer, unless otherwise follows from the nature of the relevant provision.

24.2. The invalidity of an individual provision does not mean the invalidity of the agreement as a whole if the agreement may exist without such provision.

24.3. If a particular matter is not expressly regulated by this Offer, the parties shall be guided by the applicable legislation of Ukraine.

24.4. The Buyer’s payment confirms that the Buyer:

24.5. All matters not regulated by this Offer shall be governed by the applicable legislation of Ukraine.

25. Contact Information

Individual Entrepreneur: Yelizaveta Volodymyrivna Maksymenko

Website: soundscraft.com

Email: support@soundscraft.com

Effective date of this version: September 22, 2025




Payment Processing & Western Bid Terms

Payment Processing

This store is integrated with the Western Bid™ e-commerce platform, and Western Bid, Inc. acts as the Merchant of Record for all purchases made through this store using the Western Bid payment system.

Therefore, when making a payment through Western Bid, “WESTERN BID” may appear as the payee on your PayPal account or on your credit or debit card statement.

Payment Availability

The Western Bid payment service supports payments via PayPal, credit cards, and debit cards.

Payment Settlement Times

The time required for payment settlement depends on the payment method selected by the Buyer:

Digital Products and Services

All products and services purchased through this store are provided in digital form.

No physical goods are shipped. Therefore, no customs duties, import charges, shipping fees, brokerage fees, or other costs related to the physical importation of goods apply to digital products and services purchased through this store.

By completing a purchase, the Buyer acknowledges that the purchased digital product or service will be delivered electronically in accordance with the terms specified on the relevant product or service page.

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