Terms of Service

1. Acceptance of Terms

These Terms of Service ("Terms") govern your access to and use of Cherry Song, a digital marketplace operated at cherrysong.online (the "Platform"), where songwriters list original musical works for license and buyers purchase the rights to use those works.

By creating an account, browsing the catalog, uploading a song, or completing a purchase, you agree to be bound by these Terms. If you do not agree, you must not use Cherry Song.

2. Eligibility

You must be at least 18 years old to create an account on Cherry Song. By registering, you confirm that:

• You are legally able to enter into binding contracts in your jurisdiction
• All information you provide during registration is accurate and current
• You will keep your account information up to date

3. Accounts

You are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account. Notify us immediately at cherrysongs57@gmail.com if you suspect unauthorized access.

Each user may register as either a Songwriter (to upload and sell songs) or a Buyer (to purchase song licenses). One account is permitted per individual or business entity.

4. Songwriter Warranties and Representations

By uploading content to Cherry Song, each songwriter ("Licensor") represents, warrants, and guarantees that:

• They are the sole original author of the submitted work, or have obtained written permission from all co-authors to license the work on the terms offered on this platform.
• The submitted work does not infringe any copyright, trademark, moral rights, right of publicity, privacy right, or any other intellectual property or proprietary right of any third party.
• Where the work contains samples, loops, or elements sourced from third parties, the Licensor has obtained all necessary clearances permitting commercial sub-licensing of those elements.
• The Licensor has full legal authority to enter into licensing agreements and to grant the rights described in any license issued through this platform.
• All information provided during the upload process, including ownership declarations, is accurate and truthful.

Breach of any of these warranties may result in immediate account suspension, removal of content, and legal action.

Cherry Song reserves the right to review, approve, reject, or remove any submitted song at its sole discretion, including after it has been published, if a violation is discovered.

5. Co-written Works

Where a submitted work was created by more than one author, the uploading songwriter represents and warrants that they have obtained the prior written consent of all co-authors to list, license, and receive payment for the work through Cherry Song. Cherry Song is not responsible for any disputes between co-authors regarding revenue sharing or licensing decisions. Such disputes are solely the responsibility of the parties involved.

6. Sample and Third-Party Content Policy

Cherry Song requires all songwriters to disclose whether their submitted works contain samples, loops, beats, or other elements sourced from third parties. Songwriters who upload works containing third-party elements must confirm that all such elements are licensed for commercial sub-licensing.

Cherry Song accepts no liability for copyright infringement arising from the use of uncleared samples or third-party content in licensed works. Full legal responsibility for clearance rests with the uploading songwriter.

Cherry Song reserves the right to remove any work from the platform at any time if a credible copyright claim is received, without prior notice to the songwriter or refund to the buyer.

7. For Buyers

When you purchase a song license through Cherry Song, you are entering into a direct licensing agreement with the songwriter, facilitated by the Platform. Your rights are defined by the specific license type purchased (Exclusive or Non-Exclusive), as detailed in Section 8.

You agree to use purchased songs only within the scope of the license granted, and not to resell, sublicense, or redistribute the original audio files themselves as standalone products.

8. Buyer License Terms

Upon completing a purchase through Cherry Song, the buyer ("Licensee") receives a license to use the purchased musical composition subject to the following terms:

• Non-Exclusive License: The buyer receives a worldwide, perpetual, non-exclusive license to record, reproduce, distribute, and publicly perform the composition commercially. The songwriter retains the right to license the work to other parties.
• Exclusive License: The buyer receives sole worldwide, perpetual rights to the composition. The song is permanently removed from the Cherry Song marketplace upon purchase. The songwriter may not license the same composition to any other party after the sale is completed.
• The license covers the musical composition (melody and lyrics) only. Master recording rights are separate and remain with whoever produced the final recording.
• Licenses are non-refundable once files have been accessed or downloaded.
• Buyers may not resell, sub-license, or transfer their license to a third party without prior written consent from Cherry Song.

In all cases, the songwriter retains the moral right to be credited as a co-writer of the composition, regardless of license type, unless otherwise agreed in writing between the parties.

9. Payments & Fees

All transactions on Cherry Song are processed in Nigerian Naira (₦), with automatic currency conversion displayed for international users for convenience only — actual charges are processed in Naira.

Cherry Song retains a platform commission of 10% on each completed sale. Songwriters receive the remaining 90%, paid out to their verified bank account following a completed transaction, subject to standard payout processing times.

Payments are processed via Paystack. Cherry Song does not store your full card details.

10. Prohibited Content

You may not upload, sell, or distribute through Cherry Song any content that:

• Infringes on another person's copyright or intellectual property
• Contains hate speech, harassment, or discriminatory content
• Promotes violence, illegal activity, or self-harm
• Is sexually explicit or exploits minors in any way
• Contains malware or attempts to compromise the Platform's security

Violations will result in immediate content removal and may result in permanent account termination and referral to relevant authorities where applicable.

11. Disputes

Disputes between buyers and songwriters (such as ownership claims, undelivered files, or quality concerns) should first be reported through the Platform's dispute system, accessible from your account dashboard. Cherry Song will review submitted evidence and aim to resolve disputes within 7 business days.

Cherry Song's decision on marketplace disputes is final with respect to access to the Platform, but does not limit either party's right to pursue independent legal remedies.

12. Platform Role and Liability Limitation

Cherry Song operates exclusively as a marketplace facilitator. Cherry Song is not a party to any licensing agreement between songwriters and buyers, and does not itself own, author, or claim any rights in the works listed on this platform.

Cherry Song does not independently verify the ownership claims made by songwriters. While we require all uploaders to confirm their rights ownership, Cherry Song cannot guarantee the accuracy of such claims and accepts no liability for copyright infringement resulting from false or inaccurate ownership representations made by songwriters.

Buyers are advised to conduct their own due diligence before commercially releasing works licensed through this platform. Cherry Song strongly recommends that buyers register acquired licenses with the appropriate performing rights organizations in their territory.

In the event of a copyright dispute, Cherry Song will cooperate fully with rights investigations and will suspend access to disputed content pending resolution, but cannot be held liable for damages arising from licenses issued in good faith based on songwriter representations.

To the maximum extent permitted by law, Cherry Song is not liable for any indirect, incidental, or consequential damages arising from your use of the Platform, including disputes over song ownership, quality, or licensing terms between users.

13. Governing Law

These Terms of Service and all licenses issued through Cherry Song are governed by and construed in accordance with the laws of the Federal Republic of Nigeria, including the Copyright Act 2022 (as amended).

For international users, licenses issued through Cherry Song are recognized as valid commercial licenses under Nigerian copyright law and are intended to be enforceable in the buyer's jurisdiction to the fullest extent permitted by applicable local law.

Any disputes arising from these terms or from licenses issued through this platform shall first be submitted to Cherry Song for mediation. If mediation fails, disputes shall be resolved through the courts of competent jurisdiction in Nigeria.

14. Termination

Cherry Song reserves the right to suspend or terminate any account that violates these Terms, with or without prior notice. You may also close your own account at any time by contacting support. Termination does not affect the validity of licenses already sold prior to account closure.

15. Changes to These Terms

We may update these Terms from time to time to reflect changes in our practices or for legal reasons. Material changes will be communicated via email or a notice on the Platform. Continued use of Cherry Song after changes take effect constitutes acceptance of the updated Terms.

16. Contact

If you have questions about these Terms, reach us at:

Email: cherrysongs57@gmail.com
Platform: cherrysong.online