This Terms of Use Agreement (“Agreement”) is a binding contract between you (“User,” “Artist,” or “Fan”) and Noir (“Company,” “We,” “Us,” or “Our”). By creating an account, uploading content, purchasing content, or otherwise using the Noir platform, you acknowledge that you have read, understood, and agree to be bound by the terms of this Agreement.
1.1 By accessing or using Noir, you agree to comply with all terms, conditions, and policies referenced in this Agreement.
1.2 If you do not agree with these terms, you must discontinue use of the platform immediately.
2.1 You must be at least 18 years old or have legal parental/guardian consent to use Noir.
2.2 Artists must provide accurate information and represent themselves truthfully.
3.1 Artists affirm that they own or control all necessary rights to any music, artwork, metadata, or other materials uploaded to Noir.
3.2 Artists grant Noir a limited, non-exclusive license to host, display, and sell uploaded content solely within the platform for the purpose of distribution to fans.
3.3 Artists retain all ownership rights to their music.
4.1 Fans receive a license for personal listening use only.
4.2 Redistribution, re-uploading, or commercial use of purchased music is strictly prohibited unless explicitly permitted by the Artist.
5.0 Credits & Credit Wallet
Noir uses a credit-based system. To purchase music or subscribe to an artist, fans must first
buy credits and then use those credits on the platform. Credits have no cash value outside Noir and
cannot be transferred or redeemed for cash (except where required by law).
Credit Purchases
When you buy credits, you authorize Noir (through third-party payment partners) to charge your selected payment method.
Your available credit balance will be displayed in your account. Prices, credit bundles, and promotions may change at any time.
Credits: Final Sale
All credit purchases are generally final and non-refundable, except where required by law or where Noir
explicitly approves a refund in writing. If you believe there is an error with a credit purchase, contact us immediately.
5.1 Direct Music Sales (Using Credits)
Fans may use credits to purchase songs/releases from an artist. Artists receive 100% of their music sales revenue
from Noir, minus any processing fees charged by payment partners.
5.2 Subscription Revenue (Using Credits)
Noir offers an optional monthly subscription feature for fans to support artists using credits. Subscription credits are charged
monthly on the subscription schedule.
Under this model:
5.3 Payouts
All payouts are processed securely through third-party partners such as Stripe. Noir does not store banking information,
SSNs, or tax IDs.
Artist+ is an optional premium upgrade available to verified artist accounts. Artist+ provides enhanced tools and monetization features designed to give artists greater control, visibility, and collaboration capabilities on the platform.
Artist+ Features May Include:
Certain monetization features — including revenue splits for collaborators — may require an active Artist+ subscription.
To receive revenue through splits, collaborators must:
If a collaborator does not meet these requirements, their allocated percentage may not be payable until compliance is completed.
Noir is a platform built to support authentic artist ownership. The upload of fully AI-generated music or content created entirely by artificial intelligence systems is prohibited.
Artists must own or control all creative rights to content uploaded. Content that is materially generated by AI without meaningful human authorship may be removed at Noir’s discretion.
Noir reserves the right to investigate, remove, or suspend accounts that upload AI-generated works that violate this policy.
Remixes and cover songs are permitted on Noir only if the uploading artist has obtained proper authorization from the original rights holder(s).
For remixes:
For cover songs:
Failure to secure proper rights may result in content removal, revenue forfeiture, or account suspension.
Noir provides an optional synchronization licensing service (“Noir Sync”) through which artists may elect to submit sound recordings and compositions (collectively, “Works”) for consideration in audiovisual media, including but not limited to film, television, commercials, advertisements, video games, trailers, and digital content.
By submitting any Works to Noir Sync, the Artist grants Noir a non-exclusive, worldwide right, during the applicable term of participation, to administer, pitch, market, license, and otherwise exploit such Works in connection with synchronization opportunities.
This includes, without limitation, the right for Noir to:
Ownership & Publishing:
Artists retain one hundred percent (100%) ownership of their master recordings and one hundred percent (100%)
of the writer’s share of their compositions. By participating in Noir Sync, the Artist authorizes Noir to
administer and control one hundred percent (100%) of the publisher’s share of the submitted Works solely for the
purpose of synchronization licensing and related administration during the applicable term.
Revenue Split (Sync Fees):
Unless otherwise agreed in writing, all upfront synchronization licensing fees secured through Noir shall be allocated as follows:
Noir’s share constitutes a service and facilitation fee in connection with sourcing, negotiating, and administering sync opportunities.
Backend Royalties:
Any public performance, broadcast, or backend royalties generated from synchronization placements shall be collected
through applicable performing rights organizations (e.g., ASCAP, BMI, SESAC). The Artist shall retain one hundred
percent (100%) of the writer’s share, and Noir shall be entitled to the publisher’s share where applicable.
Term & Participation:
Participation in Noir Sync constitutes a minimum commitment period of two (2) years from the date of submission.
During this period, submitted Works may not be withdrawn from Noir Sync, except in the event of a material breach
by Noir that remains uncured following written notice.
Following the initial two (2) year period, the Artist may discontinue participation in Noir Sync upon reasonable written notice; however, any licenses secured, negotiated, or initiated during the active term shall remain subject to Noir’s revenue participation and publishing administration rights for the duration of such licenses.
Scope Protection:
Any synchronization opportunity that arises directly or indirectly from Noir’s efforts, introductions, submissions,
or relationships shall remain subject to Noir’s participation, even if finalized outside the platform or after
termination of participation.
No Guarantee of Placement:
Submission to Noir Sync does not guarantee selection, licensing, or revenue. Placement decisions are made solely
by third-party clients and partners.
Rights Clearance:
The Artist represents and warrants that all submitted Works are fully cleared for synchronization use, including
all master and publishing rights. Noir shall have no obligation to verify ownership and may remove or reject
content at its discretion.
Noir reserves the right to modify, suspend, or discontinue Noir Sync at any time.
Users agree not to:
7.1 Noir may suspend or terminate accounts for violating this Agreement or for any behavior that harms the integrity of the platform.
7.2 Artists may request account deletion at any time, except during active payout periods.
8.1 All branding, website design, tools, code, and platform features belong exclusively to Noir.
8.2 Users may not copy or replicate any part of the platform’s design, functionality, or architecture.
9.1 Basic account information is stored securely by Noir.
9.2 Sensitive data (SSN, ID, tax forms, and banking information) is processed exclusively through secure partners such as Stripe and is never stored by Noir.
Noir may update or revise these Terms at any time. Continued use of the platform constitutes acceptance of updated terms.
This Agreement shall be governed by and interpreted according to the laws of the State of California, without regard to conflict-of-law principles.
For questions regarding these Terms, please contact:
info@noirmusic.shop
The Noir platform, including all services, features, and content, is provided on an “as is” and “as available” basis without warranties of any kind, whether express or implied.
Noir expressly disclaims all warranties, including but not limited to:
Noir does not guarantee that:
To the fullest extent permitted by law, Noir shall not be liable for any indirect, incidental, consequential, special, or punitive damages, including but not limited to:
In no event shall Noir’s total liability exceed the greater of:
You agree to indemnify, defend, and hold harmless Noir, its officers, directors, employees, affiliates, and partners from and against any claims, damages, losses, liabilities, and expenses (including legal fees) arising from:
Any dispute arising out of or relating to these Terms or the use of the platform shall be resolved exclusively through binding arbitration in the State of California.
You agree to waive any right to:
Arbitration shall be conducted in accordance with the rules of the American Arbitration Association.
Noir reserves the right to suspend accounts, withhold payouts, or reverse transactions in cases of suspected fraud, chargebacks, policy violations, or legal disputes.
Noir may delay or hold payments while investigating potential violations.
Users are solely responsible for all applicable taxes related to earnings received through Noir.
Noir does not provide tax advice and may report earnings to applicable tax authorities as required by law.
Noir shall not be liable for any failure or delay in performance caused by events beyond its reasonable control, including but not limited to: