NFT-Gated License Agreement

REMI BLAZE — END-USER LICENSE AGREEMENT (NFT-GATED)

Last updated: August 2026

This agreement covers plugins whose license is gated by an NFT token. Some are Exclusive (available only through the token); others are Dual (token-exclusive first, then sold commercially). The distribution model is set per plugin and shown at the time of minting.

IMPORTANT — READ CAREFULLY BEFORE MINTING, INSTALLING, OR USING THIS SOFTWARE.

By minting, purchasing, or otherwise acquiring the NFT token ("Token") associated with this software ("Software"), you ("User", "Token Holder") agree to be bound by the terms of this End-User License Agreement ("Agreement"). If you do not agree to these terms, do not mint the Token or install the Software.

This Software is developed and published by Empellex Inc., a corporation incorporated under the laws of the Province of Ontario, Canada, operating under the brand name "Remi Blaze" ("Developer", "Licensor", "we", "us").

THE BLAZE SUMMARY (IN PLAIN TERMS)

Ownership: You own the Token; we own the code. The Deal: As long as this NFT is in your wallet, you can use the plugin to make music, sell your tracks, and keep 100% of your royalties. The Limit: You can't resell the plugin, crack it, or use it to train AI models. The Transfer: If you sell the NFT, you lose the license. Delete the plugin so the next holder can use it.

This summary is for convenience only. The full terms below govern.

1. LICENSE GRANT, DISTRIBUTION MODEL, AND TIERED ACCESS

(a) The Developer grants the current verified holder of the Token a non-exclusive license to install and use the Software on any number of computers that the Token Holder personally owns or controls.

(b) The license is tied to ownership of the Token, not to any individual person. "Token Holder" means the wallet address that holds the Token on the designated blockchain at the time of verification.

(c) You may use the Software for any purpose, including personal, educational, and commercial music production. You may use the Software to create, produce, mix, and master audio content and release that content commercially. No royalties or additional fees are owed to the Developer for audio content created with the Software.

(d) Distribution Model. The Software is distributed under one of the following models, as designated by the Developer per plugin:

EXCLUSIVE — This Software is available solely through NFT Token ownership. No alternative purchase or distribution channel is authorized. The Token is the only means of obtaining a license to use this Software.

DUAL — This Software is initially available exclusively through NFT Token ownership during an exclusivity period set by the Developer. After the exclusivity period ends, the Developer may distribute this Software through additional channels (including commercial sale) under separate license terms. Token Holders retain their license regardless of whether the Software becomes available through other channels. Commercial purchasers receive a separate license (the Commercial License) and are not governed by this Agreement.

The applicable Distribution Model, and any exclusivity period for Dual plugins, is designated by the Developer per plugin and communicated at the time of minting.

(e) Tiered Access Rights. The scope of your license depends on the specific Token tier held in your verified wallet:

INDIVIDUAL PLUGIN TOKEN — Grants access to one specific plugin only.

BLAZE PASS (GOLD) — Grants "Dual" access. You receive early exclusivity for all new NFT-gated releases. Following the Exclusivity Period, the Developer may offer the Software for commercial sale. Your license remains valid regardless of commercial availability. Gold holders receive access to all plugins released under the Dual distribution model.

BLAZE PASS (PLATINUM) — Grants "Vault" access. This is a lifetime license for all NFT-gated plugins, including "Exclusive" releases that are permanently gated and will never be offered for commercial sale. Platinum holders also receive all Dual-release software included in the Gold tier, plus priority access to future Vault releases.

The Developer may introduce additional Token types or tiers at their discretion. The scope of access for each Token type is determined by the Developer and communicated at the time of minting.

(f) Blockchain Anchor. Token ownership verification is conducted exclusively on the Base blockchain. It is the Token Holder's responsibility to ensure their Token is held in a compatible wallet on this network.

2. TOKEN OWNERSHIP AND WALLET VERIFICATION

(a) To access and use the Software, you must verify ownership of the Token by connecting your wallet through the Developer's website or verification system. The verification process reads your wallet's Token holdings on the Base blockchain. No private keys, seed phrases, wallet funds, or financial details are accessed, collected, or stored during this process.

(b) If you cannot verify Token ownership (e.g., the Token has been transferred, the wallet is inaccessible, or the blockchain is unreachable), your license to use the Software is suspended until verification can be completed.

(c) The Developer is not responsible for wallet security, lost private keys, compromised accounts, or blockchain network issues that prevent verification.

3. TOKEN TRANSFER AND LICENSE PORTABILITY

(a) Unlimited Transfer. The Token may be freely transferred, sold, gifted, or traded to any other wallet address without restriction and without approval from the Developer. There are no limits on the number of times the Token may be transferred.

(b) Automatic License Transfer. When the Token is transferred to a new wallet address, the license to use the Software transfers automatically to the new Token Holder. No action by the Developer is required.

(c) Revocation on Transfer. Upon transferring the Token, the previous holder's license to use the Software is immediately and automatically terminated. The previous holder must permanently delete all copies of the Software from all devices in their possession or control. Continued use of the Software after transferring the Token constitutes a breach of this Agreement.

(d) No Transfer Fees from Developer. The Developer does not charge any fee for Token transfers. However, standard blockchain network fees (gas fees) apply to all on-chain transactions and are the sole responsibility of the sender.

(e) Smart Contract Royalties. Secondary sales of the Token are subject to a 5% royalty directed to the Developer via the smart contract (ERC-2981). This royalty funds continued development of the Remi Blaze Plugin Suite. The royalty percentage is set in the smart contract at deployment and is visible on-chain. The smart contract is the authoritative source for the royalty rate. The Developer reserves the right to set a different royalty percentage for future Token mints, but existing smart contract terms remain immutable for Tokens already minted.

(f) Marketplace Compliance. If you list the Token for sale on a secondary marketplace, you are responsible for ensuring the marketplace honors the smart contract royalty. Attempting to circumvent, bypass, or avoid royalty payments through off-chain sales, wrapper contracts, or marketplace workarounds is a violation of this Agreement.

4. RESTRICTIONS

You may NOT:

(a) Reverse-engineer, decompile, disassemble, or attempt to derive the source code of the Software, in whole or in part, by any means.

(b) Modify, adapt, translate, or create derivative works based on the Software.

(c) Remove, alter, obscure, or tamper with any copyright notices, trademarks, branding, or proprietary markings in the Software.

(d) Redistribute the Software in any form, including modified, repackaged, or bundled with other software. The Software may only be obtained through the Developer's official channels using valid Token verification.

(e) Share, distribute, or make available the Software installer, binary, or any component thereof to individuals who do not hold a valid Token.

(f) Attempt to circumvent, bypass, disable, or interfere with the Token verification, wallet connection, or access-gating mechanism.

(g) AI and Machine Learning Prohibition. You are strictly prohibited from using the Software, its underlying code, its user interface, or any audio output generated by the Software (including factory presets, processed audio, and raw waveforms) for the purpose of training, fine-tuning, or developing any artificial intelligence, generative audio model, neural network, or machine learning dataset. You may not use the sonic characteristics of the Software to create synthetic datasets or competing algorithmic tools. Use of the Software's output in a commercial musical composition is permitted and encouraged, but use of that output to replicate, clone, or derive the Software's processing characteristics is a material breach of this Agreement.

(h) Claim authorship of the Software or misrepresent its origin.

(i) Use the Software in any way that violates applicable laws or regulations.

Notwithstanding Section 4(a), the discovery of intentional "Easter Eggs," hidden features, or "Secret Modes" through the Software's intended user interface is permitted and encouraged.

5. INTELLECTUAL PROPERTY

The Software is licensed, not sold. The Token grants a license to use the Software — it does not transfer any ownership of the Software's intellectual property.

The Software, including all code, graphics, original character designs (including the "Fire Head" character), user interface designs (including "Midnight" UI skins), logos, trademarks (including but not limited to "Remi Blaze" and the plugin name), factory presets, sample content, and documentation, are and remain the exclusive property of the Developer. All rights not expressly granted are reserved by the Developer.

Ownership of the Token does not grant any rights to the Software's source code, branding, trademarks, or intellectual property beyond the license to use the Software as described in this Agreement.

All trademarks, service marks, and trade names are the property of the Developer and may not be used without prior written permission.

6. NO REFUNDS

All Token transactions on the blockchain are final and irreversible. The Developer does not offer refunds for Token mints or secondary market purchases.

If the Software is materially defective and the Developer is unable to resolve the issue, the Developer may, at their sole discretion, offer a replacement, credit toward future releases, or other accommodation. The Developer is not obligated to do so.

7. SERVICE AVAILABILITY, SUNSET, AND LEGACY BUILD

(a) The Developer will make reasonable efforts to maintain the Token verification infrastructure and download service. However, the Developer does not guarantee uninterrupted availability of the verification system, website, or download servers.

(b) Verification Continuity. In the event that the Developer elects to permanently discontinue the Token verification infrastructure ("Sunset"), the Developer will provide a Legacy Build of the Software to all verified Token Holders. The Legacy Build will be stripped of on-chain gating requirements to ensure existing musical projects remain functional in perpetuity. Notification of a Sunset event and instructions for claiming the Legacy Build will be communicated through the Remi Blaze website and official community channels.

(c) While the Token's primary utility is as an access key to the Software, the Software itself may be updated, modified, or improved over time. The Token grants a license to use the Software in its current and future versions (subject to Section 13), not a claim to any specific version or feature set.

(d) The Developer is not liable for temporary or permanent unavailability of third-party services including blockchain networks, wallet providers, NFT marketplaces, or hosting infrastructure.

(e) Your existing copy of the Software continues to function regardless of verification service availability. The verification requirement applies only to initial download and updates.

8. NO WARRANTY

THE SOFTWARE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

THE DEVELOPER DOES NOT WARRANT THAT THE SOFTWARE WILL BE ERROR-FREE, UNINTERRUPTED, SECURE, OR COMPATIBLE WITH ANY PARTICULAR HARDWARE, SOFTWARE, OR OPERATING SYSTEM CONFIGURATION.

THE DEVELOPER MAKES NO REPRESENTATIONS OR WARRANTIES REGARDING THE VALUE, UTILITY, OR TRANSFERABILITY OF THE TOKEN, NOR REGARDING THE CONTINUED AVAILABILITY OF ANY BLOCKCHAIN NETWORK OR NFT MARKETPLACE.

THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE SOFTWARE IS WITH YOU.

FOR USERS IN THE EUROPEAN UNION: THIS DISCLAIMER DOES NOT AFFECT YOUR STATUTORY RIGHTS UNDER APPLICABLE EU CONSUMER PROTECTION LAWS.

9. LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL EMPELLEX INC. (THE "LICENSOR") BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA OR OTHER INFORMATION, FOR BUSINESS INTERRUPTION, LOSS OF CRYPTOCURRENCY OR DIGITAL ASSETS, OR FOR LOSS OF PRIVACY) ARISING OUT OF OR IN ANY WAY RELATED TO THE USE OF OR INABILITY TO USE THE SOFTWARE OR TOKEN, EVEN IF THE LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

NOTWITHSTANDING ANY DAMAGES THAT YOU MIGHT INCUR, THE ENTIRE LIABILITY OF THE LICENSOR UNDER ANY PROVISION OF THIS AGREEMENT AND YOUR EXCLUSIVE REMEDY FOR ALL OF THE FOREGOING SHALL BE LIMITED TO THE AMOUNT ACTUALLY PAID FOR THE TOKEN AT THE TIME OF ORIGINAL MINTING.

THE DEVELOPER IS NOT LIABLE FOR LOSSES ARISING FROM BLOCKCHAIN NETWORK FAILURES, SMART CONTRACT VULNERABILITIES, WALLET COMPROMISES, FAILED TRANSACTIONS, GAS FEE FLUCTUATIONS, OR CRYPTOCURRENCY VALUE CHANGES.

IN JURISDICTIONS THAT DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE LICENSOR'S LIABILITY SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

10. INDEMNIFICATION

You agree to indemnify, defend, and hold harmless the Developer and any affiliates, officers, agents, and licensors from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising out of or related to:

(a) Your use or misuse of the Software or Token.

(b) Your violation of any term of this Agreement.

(c) Your violation of any applicable law or regulation, including securities regulations, anti-money laundering laws, or tax obligations related to cryptocurrency transactions.

(d) Any claim that your use of the Software infringes or violates the rights of any third party.

(e) Your distribution of the Software to any unauthorized party.

This indemnification obligation shall survive the termination of this Agreement.

11. REGULATORY DISCLAIMER

The Token is a digital access token that grants a license to use specific software. The Token is not intended to be, and shall not be construed as, a security, investment contract, financial instrument, or any form of regulated financial product.

The Developer makes no guarantees regarding the future value of the Token. Purchasing or minting the Token should not be considered an investment. The Token's sole utility is to verify access to the licensed Software.

You are solely responsible for determining and complying with any tax obligations arising from the minting, purchase, sale, or transfer of the Token in your jurisdiction.

12. TERMINATION

This Agreement is effective as long as you hold the Token. Your rights under this Agreement terminate automatically when you transfer the Token or if you fail to comply with any of its terms.

Upon termination: - You must immediately cease all use of the Software. - You must permanently delete all copies of the Software from all devices in your possession or control. - You are not entitled to any refund, compensation, or reimbursement.

The Developer may also terminate this Agreement if you materially breach any of its terms. The Developer may, at their sole discretion, blacklist a specific Token or wallet address from the verification system in cases of fraud, abuse, or material breach.

Sections 4, 5, 8, 9, 10, 11, and 14 shall survive any termination of this Agreement.

13. UPDATES AND SUPPORT

The Developer may, at their sole discretion, provide updates, patches, or new versions of the Software. Token Holders may download updates through the same verification process used for the initial download.

The Developer is under no obligation to provide technical support, but may offer it through the channels listed on the Developer's website.

Major version upgrades (e.g., v1.x to v2.0) may require an additional Token mint or purchase at the Developer's discretion. The Developer will communicate upgrade terms in advance.

14. GOVERNING LAW AND DISPUTE RESOLUTION

This Agreement shall be governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to its conflicts of law provisions.

Any dispute arising under or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts located in Toronto, Ontario, Canada, and you hereby consent to the jurisdiction of such courts.

FOR USERS IN THE EUROPEAN UNION: Nothing in this Agreement affects your rights under applicable EU consumer protection legislation, including the right to seek remedies in the courts of your country of residence.

15. ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between you and the Developer regarding the Software and the Token, and supersedes all prior or contemporaneous agreements, representations, warranties, and understandings.

If any provision of this Agreement is held to be unenforceable, the remaining provisions shall remain in full force and effect.

The Developer's failure to enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision.

16. THIRD-PARTY TRADEMARKS AND NOTICES

AAX, Avid, and Pro Tools are trademarks or registered trademarks of Avid Technology, Inc. in the U.S. and other countries.

VST is a registered trademark of Steinberg Media Technologies GmbH.

Apple, Audio Units, GarageBand, Logic Pro, and macOS are trademarks of Apple Inc., registered in the U.S. and other countries and regions.

Microsoft and Windows are trademarks of the Microsoft group of companies.

All other product names, company names, and logos are trademarks or registered trademarks of their respective owners. Their use is for identification and compatibility purposes only and does not imply any affiliation with, endorsement by, or sponsorship from their owners.

This Software incorporates third-party open-source components. Their full license texts are available at https://remiblaze.com/open-source/ and are provided as THIRD_PARTY_LICENSES.txt with the distribution.

17. CONTACT

For questions about this license, Token verification, or access issues: Website: https://remiblaze.com/ Email: support@remiblaze.com

NFT LICENSE