By checking this box, you are officially agreeing to the licensing contract agreement found here in and are stating that you understand the proper permissions to utilize Listening to Smile music in a business setting.

You understand that Listening to Smile, LLC does not provide refunds and that all sales are final.

You acknowledge that unauthorized duplication is prohibited by law. All rights reserved. (C) and (P) 2023 Listening to Smile and Ian Morris.

You acknowledge that the frequency minded music by Listening to Smile is compiled for the purpose of assisting with release work and healing, sound journeys, relaxation, and meditation.

You agree that the LTS Membership and music cannot and does not contain medical/health advice. The medical/health information provided is for general information and educational purposes only and is not a substitute for professional advice. Accordingly, before taking any actions based upon such information, we encourage you to consult with appropriate professionals. We do not provide any medical/health advice. The use and reliance of any information or albums contained in Listening To Smile music is solely at your own risk.

You understand that all compositions written, recorded, and mixed by Ian Morris for Listening to Smile.

This agreement is effective on the date of purchase between Listening to Smile of Charleston, South Carolina (hereinafter referred to as “we” or “us”) and you (hereinafter referred to as "you" or affiliate). If you are not the owner of your hosting facility, an authorized  representative from your facility must also be obtained:  

RECITALS  
A. We have developed a unique system for the development, operation, management, and marketing of group Sonic Meditations using unique standards and specifications. 
B. Affiliation: Listening To Smile’s Authorized Sonic Meditation Program incorporates the use of various branded materials for which trademarks, service marks, and copyrights currently exist or are applied for. 
C. You acknowledge that you have conducted an independent investigation of the prospects for the establishment and development of Listening To Smile’s Authorized Sonic Meditation Program relative to your designated city/state; recognize that the business venture contemplated by this Agreement involves business and economic risks; and, that your financial and business success will be primarily dependent upon your personal efforts. 
D. We expressly disclaim the making of, and you acknowledge that you have not received, any estimates, projections, warranties or guarantees, express or implied, regarding potential gross sales, profits, earnings or the financial success of the development of Listening To Smile’s Authorized Sonic Meditation Program.

GRANT OF DEVELOPMENT RIGHTS  
A. We are hereby granting you the right to develop and operate the Listening to Smile’s Authorized Sonic Meditation Program subject to the terms of this Agreement. You may transfer your rights under this agreement only to a properly registered entity that is and continues to be 100% owned by you. 
B. Your status is now and will continue to be that of an independent contractor. 
C. Your continuing right to develop and operate Listening To Smile’s Authorized Sonic Meditation Program in your designated community is contingent upon compliance with the policies and procedures set forth by Listening To Smile, as well as standards of professional conduct and best practice in the field of sound healing services. Your failure to meet these requirements or to perform the professional duties of a Listening to Smile’s Authorized Sonic Meditation Program when required is grounds for Listening to Smile to terminate this Agreement. 
D. You acknowledge and agree that Listening To Smile’s Authorized Sonic Meditation Program has the right to operate with businesses within and outside your city/state under the trade name Listening To Smile Sonic Meditation. 

DEVELOPMENT FEE AND COMPENSATION  
As consideration for the rights granted by Listening to Smile in this Agreement, you agree that in  exchange for rights to use copyrighted meditation tones/music and associated branding as a participant  in Listening to Smile’s Authorized Sonic Meditation Program you will compensate Listening To Smile in the amount of $777/year. This is a one-year contract commitment. This yearly contract will be auto-renewed each year via PayPal processes (see Auto-Renewal Clause).  For the  purpose of this contract, the amount due is $777 + PayPal fees/transaction fees incurred. Contract is open for renewal and renegotiation effective a year from sign up date.  

AUTOMATIC RENEWAL  
This agreement shall automatically renew and be extended from year-to-year upon the expiration of the Affiliate Term (as extended, if extended) unless terminated by either party by written notice given to the other at least two (2) weeks prior to your termination date. If any such notice shall be given, this Agreement shall terminate on the next succeeding date that you signed this contract.
NOTE: You will be given plenty of notice on multiple occasions of your upcoming renewal date. All that  is required is communication.  

YOUR DUTIES  
1. You are to identify and market to viable referral sources in your community. 
2. You must comply with policies and procedures set forth by Listening to Smile’s Authorized Sonic Meditation Program. 
3. You must comply with all requirements of federal, state and local laws, rules and regulations relating to business operations and standards of best practice. 
4. You agree to treat as confidential all proprietary information and/or “trade secrets” relating to our operations, which we have provided to you. You agree to maintain the absolute confidentiality of all such proprietary information and/or “trade secrets” and will not disclose, copy, reproduce, sell or use any such information in any other business or in any manner not specifically authorized or approved in advance in writing by us. 

PROPER USAGE  
1. This license grants you permission to host sonic meditations or group sound healing events. These are ticketed events advertised to the public to which you keep all generated income. 
2. This license grants you permission to use our music with classes, workshops, and one-on-one sessions with clients. 
3. This license grants you permission to use our music as background music or host online meditations using platforms such as YouTube live, Facebook live, Instagram Live, your personal podcast, etc. as long as they are not a product being sold (for example, a video for an online paid membership group). You must fill out the form found in your orientation packet before utilizing any music tracks from LTS for every project that you are interested in using our music tracks in. You must await approval after the form is completed before you may begin to utilize the music in your project. Acknowledgement must  be given to Listening to Smile during the video as well as the written description. You must follow the  format for giving credit in your projects that is found in your orientation packet. All other permissions  are issued through a case-by-case basis; please email us with questions. This licensing agreement DOES NOT grant permission for use in creation of your own products to sell or distribute (DOES NOT  cover using our music with recorded guided meditations, life coaching, positive affirmations,  hypnotherapy, etc.) If you are interested in these licensing options, please contact info@listeningtosmile.com.
4. This license grants you permission to utilize a unique affiliate code that will be personalized to each affiliate for the purposes of re-selling music to clients. This can be utilized not only in the group setting but also in the online setting as well. You are only legally permitted to re-sell Listening to Smile’s music using your affiliate re-sale code, individual tracks are not for re-sale. The transaction of re-selling can only be processed through the Listening to Smile website and cannot be processed in any other means. You are not permitted to download albums or individual tracks and sell on your own. As an affiliate, you earn 30% commission on the album sales when customers use your unique affiliate code at check out on bandcamp. In addition, when using your affiliate code, each customer will receive 40% off each purchase. As a Listening to Smile Sonic Meditation affiliate, you have the ability to collaborate on custom meditation tracks and pre-made tracks for licensing (contact info@listeningtosmile.com to learn more) and receive 50% off all additional purchases.
5. This license DOES NOT allow for uploading to any online platforms or distribution in any form or fashion outside of the re-sale program structure set up by Listening to Smile Affiliate Program, (i.e., the affiliate code). All distribution is handled by Listening to Smile and its websites. 
6.Sharing music, links, and files that have been downloaded exclusively for affiliates of the Listening to Smile Member program is strictly prohibited. Those who violate this policy will be automatically terminated from the program, with no refund. We take our members' privacy and LTS security seriously and will therefore not tolerate any violations of this policy. All members are expected to abide by these guidelines to ensure the safety and integrity of Listening to Smile data. 
7. When utilizing the Listening to Smile brand and music, the affiliate agrees to only use Listening to Smile music exclusively when promoting and facilitating sonic meditations, sound events, sound baths, sound immersions, etc. unless special written permission has been issued by Listening to Smile. 
8. The affiliate agrees that when utilizing Listening to Smile music in any capacity, proper credit must be given to Listening to Smile, in this format, "Featuring the Music of Listening to Smile." This includes but not limited to your website, social media pages and advertisements, printed advertisements, and verbal recognition at any events, classes, retreats, workshops, etc. If you don’t adhere to this, that is a violation of the licensing agreement and terms for termination of the contract via Listening to Smile without refund. 
9. This license authorizes retail sales and use only. This license DOES NOT authorize you to utilize the music to create any type of programs such as corporate wellness programs or any partnerships with corporate or medical facilities. The Listening to Smile Workplace Wellness program is available to affiliates and you must contact info@listeningtosmile.com in order to have the proper licensing for these programs. 
10. At the end of this affiliate contract or early termination, you are required to cease utilizing our music in any professional, public, commercial, or private practice settings. The music at this point will only be for your private use in your home. If you fail to comply with these terms, legal action will be pursued as it will be violating copyright laws.
If any terms of proper usage are broken, it is grounds for immediate termination of your affiliation with  Listening to Smile with no refunds and cause for legal prosecution.  

DEFAULT AND TERMINATION  
This Agreement will remain in effect until terminated by you or Listening to Smile.  
You will be deemed in default under this Agreement if you breach any of the terms of this Agreement.  
Upon written notice of termination of this Agreement submitted in writing by either party, all rights  granted to you will automatically terminate. You will have no right to continue to develop or operate  any business representing Listening to Smile’s Authorized Sonic Meditation Program or to utilize any of our actual or intellectual property. We will be entitled to develop and operate Listening to Smile’s Authorized Sonic Meditation Program in your community. 
At time of termination/resignation, you must immediately cease to operate your business under this  Agreement and must not thereafter, directly, or indirectly, represent to the public or hold yourself out  as a present developer of ours.  
Nothing in this agreement will be construed by us to prevent you from operating your own healing or  wellness business after your termination as long as you do not use our name, copyrighted, or  trademarked materials.
Non-compete for a company in direct competition with Listening to Smile's music licensing program for the 18 months following a departure from this contract. 
 
INSURANCE  
Listening to Smile/Ian Morris, founder and practitioner, maintains individual liability insurance as a  wellness practitioner. Entering into a contract with Listening To Smile and/or Ian Morris does not  indicate shared liability, you nor the sponsoring facility, shall hold either responsible in the unlikely  occurrence of an incident at an event sponsored while functioning in the capacity as a participant in the  Authorized Sonic Meditation Program. Any incident shall be considered the responsibility of  the practitioner facilitating the Sonic Meditation and/or the facility sponsoring as it would be  appropriate. It is recommended that facilitating practitioners and facilities maintain and verify  appropriate insurance policies. Agreement to participation in the Authorized Sonic Meditation Program as indicated by contract signature also indicates understanding of this liability policy.  

IN WITNESS WHEREOF, the parties have executed the foregoing Agreement as of the dates written  below:  


Affiliate Signature: 

Founder/CEO: Ian Morris, Listening to Smile