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Merchandising License

­ZapSplat Merchandising License Agreement

Last Updated: 18 February 2026

This Merchandising License Agreement (“Agreement”) is a legal agreement between ZapSplat Pty Ltd, operator of ZapSplat.com (“Licensor”), and the Licensee.

This Agreement governs the use of sound effects, royalty-free music, and other audio content licensed under this Merchandising License (“Audio Recordings”).

This Merchandising License is separate from and independent of the ZapSplat Standard License and grants additional rights not included in the Standard License.

  1. Definitions

Audio Recordings means any sound effect, audio recording, royalty-free music file, musical recording, loop, ambience, or other audio content made available by Licensor and licensed under this Agreement.

Product means a single physical product into which the Audio Recordings are embedded, incorporated, or integrated in hardware or physical form.

Embedded Form means the Audio Recordings are permanently integrated into a physical product in such a way that the Audio Recordings cannot be separately accessed, extracted, downloaded, or reused independently from the Product.

  1. Grant of License

Subject to payment of the applicable license fee, Licensor grants Licensee a non-exclusive, worldwide, perpetual license to incorporate the Audio Recordings into a single physical product (“Product”) and to manufacture, reproduce, distribute, sell, and otherwise exploit an unlimited number of units of that Product.

This license permits unlimited production runs, quantities, and distribution of the licensed Product.

This license applies only to the specific Product for which the license was purchased.

Any additional product, including but not limited to different products, new product lines, modified products, revised editions, or products incorporating the Audio Recordings in a different form, configuration, or context, shall require the purchase of a separate Merchandising License.

Each individual Audio Recording used in a Product requires its own separate Merchandising License unless otherwise agreed in writing by Licensor.

All rights not expressly granted are reserved by Licensor.

Ownership of the Audio Recordings remains with Licensor at all times.

  1. Permitted Uses

This Merchandising License permits use of Audio Recordings embedded into physical products including, but not limited to:

  • Toys and Games: Including electronic toys, plush toys, dolls, educational toys, handheld games, board games with integrated audio components, and interactive play devices.
  • Books with Sound Chips: Including children’s books, greeting cards, novelty books, educational books, and printed publications containing embedded audio playback modules.
  • Consumer Electronics and Devices: Including alarm clocks, novelty electronics, appliances, gadgets, interactive consumer devices, and electronic products incorporating embedded audio.
  • Promotional and Novelty Products: Including promotional merchandise, corporate giveaways, marketing products, branded merchandise, and novelty items containing embedded audio.
  • Machines, Equipment, and Installations: Including arcade machines, amusement machines, kiosks, exhibition displays, vending machines, interactive installations, and similar equipment.
  • Decorative, Apparel, and Household Products: Including clothing, wearable items, home décor, ornaments, seasonal decorations, novelty apparel, and household products incorporating embedded audio components.
  • Other Physical Products: Any other physical product incorporating the Audio Recordings in Embedded Form as an integrated component of the Product.
  1. Restrictions

Licensee may not:

Use the Audio Recordings in more than one Product without obtaining additional Merchandising Licenses.

Sell, sublicense, share, distribute, transfer, assign, or otherwise make the Audio Recordings available as standalone files or in any extractable form.

Allow the Audio Recordings to be extracted, accessed, or reused independently from the Product.

Claim ownership of the Audio Recordings.

Use the Audio Recordings in any unlawful, defamatory, misleading, or fraudulent manner.

Use the Audio Recordings in a manner that competes directly with Licensor, including redistribution as part of any audio library, collection, or archive.

  1. Intellectual Property Rights

All Audio Recordings remain the sole and exclusive property of Licensor.

This Agreement grants only the limited license rights expressly stated and does not transfer ownership, copyright, or any intellectual property rights to Licensee.

Licensee acquires no ownership rights in the Audio Recordings.

  1. No Attribution Required

Licensee is not required to provide attribution or credit to Licensor when using the Audio Recordings under this Merchandising License.

  1. Warranty and Liability

The Audio Recordings are provided “as is” without warranties of any kind, express or implied, including but not limited to warranties of merchantability or fitness for a particular purpose.

Licensor shall not be liable for any indirect, incidental, consequential, special, or punitive damages arising from the use of the Audio Recordings.

Licensor’s total aggregate liability under this Agreement shall not exceed the license fee paid by Licensee.

  1. Term and Termination

This Agreement is perpetual unless terminated.

Licensor may terminate this Agreement immediately if Licensee breaches any of its terms.

Upon termination, Licensee must cease manufacturing new units of the Product incorporating the Audio Recordings. Licensee may continue to distribute and sell existing inventory manufactured prior to termination.

  1. Transfer and Assignment

This license is non-transferable, non-assignable, and may not be sub-licensed without prior written consent from Licensor.

  1. Payments, Taxes and Refund

All payments made under this Agreement are final. Licensor is under no obligation to provide a refund, and any refunds are granted solely at Licensor’s discretion. Refunds will not be issued if the Audio Recordings have already been incorporated into a released or publicly distributed Product.

Licensee is solely responsible for all applicable taxes, duties, or other governmental charges arising from their use, distribution, or sale of the Product. This includes, but is not limited to, income tax, corporate tax, or sales tax in their jurisdiction. Licensor will charge Goods and Services Tax (GST) only to companies registered in Australia, in accordance with Australian tax law.

By purchasing this license, Licensee acknowledges and agrees that they are responsible for calculating, reporting, and remitting any taxes on the sales or profits generated from the Product, and that Licensor bears no liability for Licensee’s tax obligations.

  1. Governing Law

This Agreement shall be governed by and interpreted in accordance with the laws of Queensland, Australia

The parties submit to the exclusive jurisdiction of the courts of Queensland, Australia.

  1. Entire Agreement

This Agreement constitutes the entire agreement between Licensor and Licensee relating to the Merchandising License and supersedes any prior agreements, communications, or understandings relating to its subject matter.

No amendment to this Agreement shall be valid unless made in writing and agreed by Licensor.

Contact:

Email: support@zapsplat.com

ZapSplat Pty Ltd, Eugenia Road, Forest Glen, QLD 4556, Australia

ABN: 62 662 583 306

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Merchandising license covers usage in physical products (Toys, books, greeting cards, etc.).

Merchandise License Details. Contact us for more information.

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Merchandising license covers usage of this sound in physical products not covered by our standard license agreement inlcuding but not limited to:

  • Toys and physical games (including any sound-mdule or electronic toy)
  • Books and greeting cards with audio
  • Any physical product or device that plays or stores a sound
  • Promotional or branded merchandise with embedded auddio
  • Eductaional or learning devices with sound buttons
Merchandise License Details. Or contact us for more information.

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