Terms of Service and End User License Agreement

PRESS PLAY ECOSYSTEM TERMS OF SERVICE AND END USER LICENSE AGREEMENT (EULA) Effective Date: 06/01/2026 Last Updated: 06/01/2026 OPERATED BY: Song Mates, Inc. 126 W. Van Buren Street Columbia City, Indiana 46725 Email Contacts: support@songmates.com legal@songmates.com privacy@songmates.com copyright@songmates.com dmca@songmates.com artists@songmates.com billing@songmates.com press@songmates.com partnerships@songmates.com investors@songmates.com SECTION 1 ACCEPTANCE OF TERMS Welcome to the Press Play Ecosystem. These Terms of Service and End User License Agreement ("Terms") govern access to and use of all websites, mobile applications, software, APIs, services, content, and technologies owned, operated, licensed, or controlled by Song Mates, Inc. ("Song Mates," "Press Play," "Company," "we," "our," or "us"). These Terms apply to, without limitation: • Press Play • Press Play Mosaic • Press Play Radio • Press Play Studio • Press Play Fantasy • Root Note • SongStory • Day Stream • Hookstreams • Future applications • Future mobile applications • Future APIs • Future websites • Future artist tools • Future fan engagement products • Future software products (collectively, the "Platform"). By accessing, browsing, downloading, installing, registering for, creating an account on, purchasing from, uploading to, or otherwise using any portion of the Platform, you acknowledge that you have read, understood, and agree to be legally bound by these Terms. If you do not agree to these Terms, you may not access or use the Platform. SECTION 2 ELIGIBILITY You must be at least thirteen (13) years of age to use the Platform. If you are under the age of eighteen (18), you represent that your parent or legal guardian has reviewed and agreed to these Terms on your behalf. You represent and warrant that: • all information you provide is accurate; • you have the legal capacity to enter into binding agreements; • your use of the Platform does not violate any applicable law; • you are not prohibited from using the Platform under applicable law. SECTION 3 ACCOUNT REGISTRATION Users may be required to create an account to access certain Platform features. You agree to: • provide accurate information; • maintain current information; • maintain the confidentiality of login credentials; • immediately notify Press Play of unauthorized access. You are solely responsible for all activity occurring under your account. Press Play reserves the right to suspend, restrict, verify, or terminate any account at any time where permitted by law. SECTION 4 END USER LICENSE AGREEMENT (EULA) Subject to your compliance with these Terms, Song Mates grants you a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to access and use the Platform solely for its intended purposes. This license does not transfer ownership of any software, content, technology, intellectual property, or other assets. All rights not expressly granted are reserved by Song Mates. SECTION 5 PLATFORM OWNERSHIP The Platform and all associated technology, including but not limited to: • software; • source code; • object code; • databases; • algorithms; • recommendation systems; • Root Note relationship mapping systems; • artist influence mapping systems; • metadata structures; • data compilations; • interfaces; • workflows; • graphics; • branding; • logos; • trademarks; • trade dress; • audio; • video; • content; • documentation; • APIs; • business methods; • proprietary processes; • trade secrets; are the exclusive property of Song Mates and are protected by United States and international intellectual property laws. No ownership rights are granted to any user. SECTION 6 ARTIST PROTECTION Press Play exists to support artists, musicians, creators, and fans. Users acknowledge that music, recordings, lyrics, compositions, artwork, photographs, videos, performances, names, logos, likenesses, voices, and creative works available through the Platform are protected by copyright, trademark, publicity, and other intellectual property laws. Unless expressly authorized by the applicable rights holder, users may not: • reproduce content; • redistribute content; • publicly perform content; • commercially exploit content; • broadcast content; • synchronize content with video; • create derivative works; • sell content; • sublicense content; • train artificial intelligence systems using content; • create datasets from content; • clone artist voices; • create deepfakes; • create synthetic artist performances; • tokenize content; • mint NFTs based on content; • otherwise exploit content outside the permissions expressly granted by the Platform. Violation of this section may result in immediate account termination, forfeiture of platform privileges, legal action, recovery of attorney fees, and referral to rights holders and law enforcement authorities. SECTION 7 MUSIC PURCHASE LICENSE When a fan purchases music through the Platform, the fan receives a limited personal-use license. The purchase of music does NOT transfer: • copyright ownership; • master recording ownership; • publishing ownership; • synchronization rights; • commercial rights; • trademark rights; • publicity rights; • derivative rights. Purchased music may be downloaded and may be shared within the Press Play ecosystem where Platform functionality permits. Purchased music may NOT be: • uploaded to third-party platforms; • redistributed outside Press Play; • sold; • licensed; • broadcast; • publicly performed; • used to train AI systems; • used for commercial purposes without permission from the rights holder. SECTION 8 PROHIBITED CONDUCT Users may not: • violate laws; • violate copyrights; • violate trademarks; • violate rights of publicity; • harass users; • impersonate others; • submit fraudulent information; • scrape Platform data; • harvest artist data; • harvest fan data; • use automated bots; • engage in data mining; • reverse engineer Platform software; • decompile Platform software; • bypass security measures; • circumvent payment systems; • manipulate rankings; • manipulate recommendations; • create fake engagement; • create fake accounts; • engage in invite-code fraud; • engage in payment fraud; • engage in chargeback abuse; • distribute malware; • conduct unauthorized security testing; • attempt to obtain unauthorized access. SECTION 9 ANTI-AI, DEEPFAKE, AND VOICE CLONING RESTRICTIONS Without express written authorization from Song Mates and the applicable rights holder, users may not: • use Platform content for AI training; • use Platform content to create datasets; • use Platform content for machine learning; • create embeddings from Platform content; • clone artist voices; • create synthetic artist performances; • create deepfake content depicting artists; • create AI-generated impersonations of artists; • use Platform content to train foundation models, large language models, or similar systems. These restrictions are material conditions of access to the Platform. SECTION 10 USER CONTENT, FAN CONTENT, AND ARTIST CONTENT Users retain ownership of content they create and upload to the Platform. Such content may include: • music • recordings • lyrics • videos • photographs • artwork • profile content • comments • reviews • audio commentary • video commentary • messages • social posts • livestream content By uploading content to the Platform, you grant Press Play a limited, non-exclusive, worldwide license to host, store, reproduce, display, transmit, distribute, format, optimize, and otherwise use such content solely for operation, promotion, maintenance, security, and functionality of the Platform. The license granted herein is limited to Platform operations and does not transfer ownership of content to Press Play. Artists retain ownership of: • master recordings • compositions • lyrics • artwork • trademarks • logos • likenesses • publicity rights • branding except to the extent expressly licensed under a separate Artist License Agreement. Users represent and warrant that they possess all rights necessary to upload and distribute content through the Platform. SECTION 11 ARTIST WARRANTIES Artists uploading content represent and warrant that: • they own the content OR possess all rights necessary to upload the content; • all licenses, permissions, consents, and approvals required for Platform use have been obtained; • content does not infringe copyrights, trademarks, publicity rights, privacy rights, contractual rights, or other legal rights; • content does not violate applicable laws; • content is not subject to restrictions that would prevent Platform use. Press Play reserves the right to request documentation verifying ownership or licensing rights. Failure to provide requested documentation may result in content removal or account suspension. SECTION 12 MARKETPLACE SERVICES Press Play provides technology and marketplace services only. Artists, creators, vendors, promoters, and other sellers are solely responsible for: • products offered; • content offered; • pricing; • descriptions; • fulfillment; • taxes; • warranties; • legal compliance; • customer support obligations. Press Play is not the seller of artist merchandise, artist subscriptions, artist content, artist services, artist experiences, or artist products unless expressly stated otherwise. Press Play makes no guarantees regarding: • artist performance; • artist availability; • merchandise quality; • event fulfillment; • content availability; • user satisfaction. SECTION 13 PAYMENTS, STRIPE, AND PROCESSING Payments may be processed through Stripe or successor payment providers. By using paid features, users agree to comply with all applicable payment processor terms and policies. Press Play does not store complete payment card information. Artists acknowledge that payouts may be subject to: • payment processing fees; • fraud reviews; • chargeback investigations; • compliance reviews; • reserve requirements; • regulatory obligations. Press Play may temporarily delay payouts where reasonably necessary to investigate: • fraud; • abuse; • suspicious activity; • chargebacks; • intellectual property disputes; • legal claims. SECTION 14 ARTIST PAYOUTS Except where otherwise disclosed, artist earnings generated through: • music sales; • merchandise sales; • tips; • paid experiences; • artist subscriptions; • digital products; • ticket sales; shall be paid directly to the artist's connected Stripe account. Press Play currently retains a ten percent (10%) platform fee from applicable transactions. Artists may elect to absorb or pass through applicable fees where permitted by Platform functionality and applicable law. Press Play reserves the right to modify fees, payout schedules, payout thresholds, reserve requirements, and payment procedures upon reasonable notice. SECTION 15 SUBSCRIPTION PROGRAMS The Platform may offer: • fan subscriptions; • artist subscriptions; • premium memberships; • VIP memberships; • creator subscriptions; • future subscription products. Subscription fees are generally non-refundable unless required by law. Subscription benefits may change from time to time. Press Play reserves the right to modify subscription offerings, features, pricing, and benefits. SECTION 16 INVITE CODE PROGRAM Press Play may offer artist support programs, referral programs, invite-code programs, affiliate programs, revenue-sharing programs, and similar promotional programs. Participation in such programs is subject to additional rules published by Press Play. Fraudulent activity, self-referrals, manipulation, fake accounts, or abuse of promotional systems may result in: • account suspension; • loss of earnings; • program disqualification; • account termination. SECTION 17 COPYRIGHT POLICY Press Play respects intellectual property rights. Users may not upload content unless they possess all rights necessary to do so. Press Play reserves the right to remove content that allegedly infringes: • copyrights; • trademarks; • publicity rights; • privacy rights; • contractual rights; • proprietary rights. Press Play may investigate complaints and take action without prior notice. SECTION 18 DMCA COPYRIGHT COMPLIANCE If you believe content on the Platform infringes your copyright, you may submit a written notice containing: • identification of the copyrighted work; • identification of the allegedly infringing material; • sufficient information for location of the material; • contact information; • a statement of good-faith belief; • a statement under penalty of perjury; • a physical or electronic signature. DMCA Notices shall be sent to: DMCA Agent Song Mates, Inc. 126 W. Van Buren Street Columbia City, Indiana 46725 Email: dmca@songmates.com Press Play may remove allegedly infringing material upon receipt of a valid notice. SECTION 19 COUNTER-NOTIFICATION PROCEDURE Users who believe content was removed in error may submit a counter-notification consistent with applicable copyright law. Press Play reserves the right to restore content where legally appropriate. SECTION 20 REPEAT INFRINGER POLICY Press Play maintains a repeat infringer policy. Accounts associated with repeated violations may be: • suspended; • restricted; • permanently terminated. Press Play reserves sole discretion in determining repeat infringement status. SECTION 21 ANTI-SCRAPING AND DATA HARVESTING Users may not: • scrape data; • harvest user information; • harvest artist information; • copy metadata; • copy recommendation data; • copy Root Note relationship data; • use bots to collect content; • build databases from Platform content; • extract content for machine learning purposes. Unauthorized collection of Platform data constitutes a material breach of these Terms. SECTION 22 TRADE SECRET PROTECTION The Platform contains confidential and proprietary information including: • business methods; • workflows; • recommendation systems; • monetization systems; • fan engagement systems; • Root Note structures; • algorithms; • analytics systems; • software architecture; • future product plans. Such information constitutes confidential and proprietary information and may also constitute trade secrets under applicable law. Unauthorized use, disclosure, reproduction, or exploitation is prohibited. SECTION 23 ROOT NOTE, SONGSTORY, AND PLATFORM INTELLECTUAL PROPERTY Root Note, SongStory, Day Stream, Press Play Studio, Press Play Radio, Press Play Fantasy, Mosaic, and related technologies are proprietary products of Song Mates. Relationship maps, influence trees, artist connections, metadata structures, recommendation systems, workflows, taxonomies, and platform architecture are protected intellectual property. No user acquires ownership rights through Platform use. SECTION 24 ACCOUNT SUSPENSION, RESTRICTION, AND TERMINATION Press Play reserves the right, in its sole discretion and to the fullest extent permitted by law, to suspend, restrict, disable, remove, investigate, or terminate any account, content, transaction, payment, feature, or Platform access at any time. Reasons may include, without limitation: • violation of these Terms; • copyright infringement; • trademark infringement; • fraud; • chargeback abuse; • payment disputes; • harassment; • hate speech; • impersonation; • account sharing; • bot activity; • scraping; • artificial intelligence misuse; • deepfake creation; • voice cloning; • security concerns; • legal compliance requirements; • suspicious activity; • violation of artist rights; • violation of fan rights; • actions harmful to the Platform, its users, artists, business partners, or reputation. Press Play shall not be liable for any losses resulting from account suspension, restriction, investigation, or termination. SECTION 25 FRAUD PREVENTION AND SECURITY REVIEWS Press Play reserves the right to investigate any activity believed to involve: • payment fraud; • account fraud; • invite-code manipulation; • money laundering; • unauthorized access; • identity theft; • copyright infringement; • artificial intelligence misuse; • marketplace abuse. During an investigation, Press Play may: • delay payouts; • place holds on funds; • suspend account features; • restrict withdrawals; • request identity verification; • request ownership documentation; • cooperate with payment processors; • cooperate with law enforcement authorities; • cooperate with rights holders. Users agree to provide information reasonably requested during investigations. SECTION 26 INJUNCTIVE RELIEF Users acknowledge that violations of these Terms may cause irreparable harm to: • Song Mates; • Press Play; • artists; • rights holders; • licensors; • users. Such harm may not be adequately compensated through monetary damages alone. Accordingly, Press Play shall be entitled to seek temporary, preliminary, and permanent injunctive relief, equitable relief, specific performance, and other appropriate remedies without the requirement of posting bond where permitted by law. SECTION 27 INDEMNIFICATION You agree to defend, indemnify, and hold harmless: Song Mates, Inc., Press Play, Press Play Radio, Press Play Studio, Press Play Fantasy, Press Play Mosaic, Root Note, SongStory, Day Stream, Hooksies, and each of their officers, directors, shareholders, managers, employees, contractors, affiliates, successors, assigns, licensors, partners, agents, and representatives from and against any claims, demands, actions, liabilities, losses, damages, judgments, settlements, penalties, fines, costs, and expenses, including reasonable attorney fees and expert fees, arising out of or related to: • your use of the Platform; • your content; • your purchases; • your sales; • your conduct; • your violation of these Terms; • your violation of laws; • your violation of third-party rights; • your misuse of Platform content; • your misuse of artist content; • your misuse of fan content. SECTION 28 DISCLAIMER OF WARRANTIES THE PLATFORM IS PROVIDED ON AN "AS IS," "AS AVAILABLE," AND "WITH ALL FAULTS" BASIS. TO THE MAXIMUM EXTENT PERMITTED BY LAW, SONG MATES DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION: • MERCHANTABILITY; • FITNESS FOR A PARTICULAR PURPOSE; • NON-INFRINGEMENT; • TITLE; • ACCURACY; • RELIABILITY; • SECURITY; • AVAILABILITY; • QUIET ENJOYMENT; • UNINTERRUPTED OPERATION; • ERROR-FREE OPERATION. PRESS PLAY DOES NOT WARRANT THAT: • THE PLATFORM WILL ALWAYS BE AVAILABLE; • THE PLATFORM WILL BE ERROR FREE; • CONTENT WILL ALWAYS BE ACCESSIBLE; • ARTISTS WILL CONTINUE TO PARTICIPATE; • SALES WILL OCCUR; • REVENUE WILL BE GENERATED; • ANY USER WILL ACHIEVE COMMERCIAL SUCCESS. SECTION 29 LIMITATION OF LIABILITY TO THE MAXIMUM EXTENT PERMITTED BY LAW, SONG MATES SHALL NOT BE LIABLE FOR: • INDIRECT DAMAGES; • INCIDENTAL DAMAGES; • SPECIAL DAMAGES; • EXEMPLARY DAMAGES; • PUNITIVE DAMAGES; • CONSEQUENTIAL DAMAGES; • LOST PROFITS; • LOST REVENUE; • LOST BUSINESS OPPORTUNITIES; • LOSS OF GOODWILL; • LOSS OF DATA; • LOSS OF CONTENT; • LOSS OF USE. THIS LIMITATION APPLIES REGARDLESS OF THE THEORY OF LIABILITY, INCLUDING CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, STATUTE, OR OTHERWISE. TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE TOTAL AGGREGATE LIABILITY OF SONG MATES SHALL NOT EXCEED THE GREATER OF: ONE HUNDRED U.S. DOLLARS ($100 USD) OR THE TOTAL AMOUNT PAID BY THE USER TO PRESS PLAY DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM. SECTION 30 CLASS ACTION WAIVER TO THE MAXIMUM EXTENT PERMITTED BY LAW, ALL CLAIMS MUST BE BROUGHT IN AN INDIVIDUAL CAPACITY. USERS WAIVE THE RIGHT TO PARTICIPATE IN: • CLASS ACTIONS; • COLLECTIVE ACTIONS; • REPRESENTATIVE ACTIONS; • MASS ARBITRATIONS; • PRIVATE ATTORNEY GENERAL ACTIONS. NO CLAIM MAY BE COMBINED WITH THE CLAIM OF ANOTHER PERSON. SECTION 31 JURY TRIAL WAIVER TO THE MAXIMUM EXTENT PERMITTED BY LAW, ALL PARTIES KNOWINGLY, VOLUNTARILY, AND IRREVOCABLY WAIVE ANY RIGHT TO A JURY TRIAL. SECTION 32 MANDATORY ARBITRATION Any dispute, controversy, or claim arising out of or relating to: • the Platform; • these Terms; • purchases; • subscriptions; • content; • artist relationships; • user relationships; • intellectual property disputes; shall be resolved through binding arbitration administered by the American Arbitration Association ("AAA"). Arbitration shall be conducted on an individual basis. The arbitrator shall have exclusive authority to resolve disputes regarding interpretation, enforceability, formation, and applicability of these Terms. SECTION 33 GOVERNING LAW These Terms shall be governed by and construed under the laws of the State of Delaware, without regard to conflict-of-law principles. Nothing herein shall waive rights afforded to consumers under mandatory consumer protection laws that may apply in their jurisdiction. SECTION 34 ATTORNEY FEES AND COST RECOVERY In any action, arbitration, proceeding, investigation, or dispute arising from or relating to these Terms, the prevailing party shall be entitled to recover: • reasonable attorney fees; • expert witness fees; • investigative costs; • arbitration fees; • court costs; • collection costs; • enforcement costs. This provision shall survive termination of these Terms. SECTION 35 NO PARTNERSHIP OR AGENCY Nothing contained in these Terms shall create: • a partnership; • a joint venture; • an agency relationship; • an employment relationship; • a fiduciary relationship between Press Play and any user. Users act solely on their own behalf. SECTION 36 FORCE MAJEURE Press Play shall not be liable for delays, interruptions, failures, or inability to perform caused by events beyond its reasonable control, including: • acts of God; • natural disasters; • internet outages; • cyberattacks; • labor disputes; • governmental actions; • power failures; • war; • terrorism; • epidemics; • pandemics. SECTION 37 ASSIGNMENT Users may not assign or transfer rights or obligations under these Terms without prior written consent. Song Mates may freely assign or transfer these Terms, in whole or in part, in connection with: • mergers; • acquisitions; • financings; • restructurings; • asset sales; • corporate transactions. SECTION 38 SEVERABILITY If any provision of these Terms is determined to be invalid, illegal, or unenforceable, the remaining provisions shall remain in full force and effect. SECTION 39 SURVIVAL The following provisions shall survive termination: • Intellectual Property Rights • Artist Protection • Copyright Policy • DMCA Provisions • Trade Secret Protection • Indemnification • Disclaimer of Warranties • Limitation of Liability • Arbitration • Attorney Fees • Governing Law • Survival • Any provision which by its nature should survive termination. SECTION 40 CONTACT INFORMATION Song Mates, Inc. 126 W. Van Buren Street Columbia City, Indiana 46725 General Support: support@songmates.com Legal Notices: legal@songmates.com Privacy Requests: privacy@songmates.com Copyright Notices: copyright@songmates.com DMCA Notices: dmca@songmates.com Artist Support: artists@songmates.com Billing Support: billing@songmates.com Press & Media: press@songmates.com Partnerships: partnerships@songmates.com Investor Relations: investors@songmates.com SECTION 41 ENTIRE AGREEMENT These Terms constitute the entire agreement between the user and Song Mates regarding use of the Platform and supersede all prior understandings, communications, negotiations, and agreements relating to the subject matter herein. SECTION 42 ELECTRONIC ACCEPTANCE By creating an account, clicking "I Agree," purchasing content, uploading content, accessing the Platform, or otherwise using any portion of the Platform, you acknowledge that: • you have read these Terms; • you understand these Terms; • you agree to these Terms; • your electronic acceptance constitutes a legally binding agreement. END OF TERMS OF SERVICE AND END USER LICENSE AGREEMENT