MISSION ARTICLES

SOUND · Version 3.0

Silver Spring, Maryland · Ratification Draft — pending AAB + Board vote

Last revised: July 6, 2026

New here? Read “How the money works” — a plain-language guide to how artists get paid. The Articles below are the binding version.

PREAMBLE

SOUND was founded on the conviction that the people who make music deserve to live on it — not on fractions of a penny extracted from a system designed to obscure how little they receive. These Articles exist to make that conviction legally binding, publicly verifiable, and resistant to the erosion that has destroyed every similar commitment made by every comparable platform before us.

They are not vague aspirations — they are binding operational commitments. They define what SOUND will be, what SOUND will do, and what SOUND will never do — permanently, in writing, and binding upon ratification by the signatures below.

ARTICLE I — PUBLIC BENEFIT PURPOSE

SOUND will be incorporated as a Public Benefit Corporation under the laws of the State of Delaware. The specific public benefit purpose of SOUND is:

• To maximize the share of streaming revenue that flows directly to recording artists and songwriters, using a transparent, publicly audited payment model.
• To create a sustainable, ad-free environment in which human-made music is the sole content and artists retain full ownership of their work.
• To demonstrate that a music platform can be financially viable while paying artists fairly, compensating employees well, and extracting no surplus for shareholders.

This public benefit purpose supersedes any duty to maximize financial return to equity holders. It is the primary purpose of the corporation and shall be treated as such in all decisions of the board, the officers, and the founder.

ARTICLE II — THE MAXIMUM RETURN DISTRIBUTION MODEL

All subscription and premium tier revenue received by SOUND in any calendar month shall be allocated as follows:

• Statutory PRO and publishing royalties are deducted as a mandatory pass-through. These are the CRB-set rate owed to ASCAP, BMI, SESAC, and the Mechanical Licensing Collective (currently 15.3% of revenue). SOUND retains none of this amount; it is remitted in full and is therefore subtracted before the Artist Pool is calculated.
• Operating costs are deducted next. Operating costs include: employee compensation (base salary and benefits only), infrastructure and technology services, legal and compliance fees, CPA and audit fees, payment processing fees, and any other documented cost required to operate the platform.
• The remainder — the Artist Pool — is distributed using the User-Centric Payment Method described below: each subscriber's share of the pool flows only to the artists that subscriber streamed, adjusted for the Founding Artist Multiplier described in Article III. The fees of subscribers who stream nothing in a given month are shared across all artists in proportion to their qualifying streams, and disclosed as a separate line in that month's report.
• There is no cap on the Artist Pool. There is no minimum reserve withheld beyond one month's documented operating costs. There is no management fee, platform margin, or owner draw extracted from the Artist Pool.

User-Centric Payment Method

Each subscriber's monthly fee is allocated only to the artists that subscriber actually listened to during that month, in proportion to their listening. SOUND does not use a pro-rata pool that allocates subscriber fees to artists the subscriber never heard. The user-centric method is a permanent feature of the MRD model and may not be changed without a unanimous vote of the Artist Advisory Board.

Voluntary Tipping

Fans may voluntarily tip an artist directly (Article IX). Tips are paid in addition to stream-based earnings and are never carved out of the Artist Pool. SOUND retains only the actual payment-processing cost and adds no platform fee. SOUND does not operate a fan-directed reallocation of subscription fees: a subscriber's fee is distributed solely by the user-centric method above.

ARTICLE III — FOUNDING ARTIST MULTIPLIER

Artists who sign direct licensing agreements with SOUND during the Founding Period — defined as the first six (6) months following the public launch of the platform — shall receive a permanent stream multiplier of 1.05x for the lifetime of the artist's catalog on SOUND. Within each subscriber's user-centric allocation, every qualifying stream from a Founding Artist's catalog is counted as 1.05 streams when that subscriber's monthly fee is divided among the artists they streamed.

The multiplier adjusts only the distribution of an individual subscriber's own fee among the artists that subscriber played; it does not transfer revenue away from other artists or from the Artist Pool. Where a subscriber streamed both a Founding Artist and a non-Founding Artist, the Founding Artist receives a proportionally larger share of that subscriber's fee; where their audiences do not overlap, the multiplier has no effect on either artist's earnings.

The Founding Artist Multiplier is a recognition of the risk these artists accept by licensing to an unproven platform. It cannot be reduced or revoked while the artist's catalog remains on SOUND.

ARTICLE IV — RADICAL FINANCIAL TRANSPARENCY

SOUND shall publish a complete Monthly Financial Report no later than fifteen (15) calendar days following the end of each calendar month. The report shall include:

• Total subscription revenue received
• Total operating costs, itemized by category
• Artist Pool total (revenue minus operating costs)
• Total qualifying streams across all artists
• Calculated per-stream rate for that month
• All individual salary ranges (by role, not by name)
• Any material one-time expenses exceeding $5,000
• Statement of any capital raised, debt incurred, or equity issued
• Founder's Property company expenditures for the month (see Article XI)
• Employee Community Bonus Pool balance and any distributions made (see Article VIII)

Monthly Financial Reports shall be reviewed by an independent Certified Public Accountant and published publicly at a designated URL accessible without login or payment. They shall remain permanently archived and publicly accessible.

SOUND's Royalty Engine — the software that calculates artist payments — shall be maintained as an open-source project, publicly available on GitHub, from the platform's public launch forward. The published code shall be the code used in production.

ARTICLE V — CONTENT INTEGRITY

The SOUND platform shall maintain the following absolute content standards:

• No advertising of any kind. SOUND shall not accept payment from any party in exchange for the placement, promotion, or recommendation of any content, artist, brand, or message.
• No payola. Placement on any SOUND-operated surface (curated playlists, editorial recommendations, home screen features) shall be based solely on listener behavior and editorial judgment. No placement may be purchased, directly or indirectly.
• No AI-generated music. SOUND shall not host, distribute, or pay royalties on music generated by artificial intelligence without a verifiable human authorship attribution meeting the standard to be defined in SOUND's Content Policy.
• No bot traffic. SOUND shall employ continuous technical and audit measures to detect and exclude artificially inflated stream counts from royalty calculations. Artists found to engage in stream manipulation shall be suspended pending review.
• Open catalog, no quality gate. Listing on SOUND is open to every artist who holds the rights to their work. SOUND shall not condition catalog access on subjective judgments of artistic quality, genre, popularity, or commercial potential — that is the gatekeeping SOUND exists to end. Submissions are screened solely against objective integrity criteria: verifiable rights and the human-authorship standard above, and basic technical validity — no silence, spam, or duplicate or infringing uploads. Whether a work is surfaced to listeners is earned through listener behavior and editorial judgment under the no-payola standard above; whether a work is listed is open to all. Because each subscriber's fee reaches only the artists they actually played (Article II), catalog that no one streams can never reduce another artist's earnings — it carries only a platform storage cost, which SOUND manages operationally and never by charging artists to be heard.
• No free tier. Access to SOUND's catalog requires an active paid subscription.

ARTICLE VI — ARTIST RIGHTS AND DIRECT LICENSING

SOUND shall offer direct licensing agreements to artists and their representatives. No label intermediary shall be required as a condition of distribution on SOUND. The standard artist licensing agreement shall include:

• Artist retention of full copyright ownership. SOUND acquires no rights in master recordings beyond a non-exclusive license to stream the work on its platform.
• Thirty (30) days' notice to terminate the license agreement, after which SOUND shall remove the artist's catalog within five (5) business days.
• No equity grants to labels or distributors as a condition of licensing. SOUND shall not offer equity, revenue guarantees, minimum advance payments, or preferred streaming treatment to major record labels or their affiliates.
• Artist access to monthly stream data for their own catalog, available in real time through the artist dashboard.
• The right to curate. Artists may publish their own playlists — their work alongside the music that inspires them, other artists included — surfaced on their artist page and to their superfans. As on every SOUND surface, inclusion is by the curator's own judgment and can never be purchased (Article V).
• Anti-retaliation protection. No artist who publicly criticizes SOUND, advocates for changes to its model, or files a dispute under Article XV shall have their catalog removed, their streams penalized, or their placement reduced in retaliation. Violation of this provision by any SOUND employee or officer constitutes grounds for immediate termination.

ARTICLE VII — ARTIST ADVISORY BOARD

SOUND shall maintain an Artist Advisory Board (AAB) composed of no fewer than five (5) and no more than nine (9) working musicians, songwriters, or music industry professionals who do not work for SOUND. AAB members serve two-year terms and are nominated by existing artists on the platform and approved by a majority vote of the current AAB.

Veto Powers

The Artist Advisory Board holds irrevocable veto power over the following decisions:

• Any change to the Maximum Return Distribution formula
• Any change to the user-centric payment method
• Any change to the content standards described in Article V
• Any equity offering, merger, or acquisition that requires a vote under Article XVI
• Any amendment to Articles II, III, V, VI, X, or XVI

A veto is exercised by a majority vote of the AAB. Any vetoed decision is null and void and may not be re-submitted for reconsideration for twelve (12) months.

ARTICLE VIII — EMPLOYEE COMPENSATION AND BONUS POOL

Living Wage Floor

Every employee of SOUND, regardless of location, shall earn a base salary of no less than 150% of a credible local living-wage benchmark for a single adult in their place of residence — the MIT Living Wage Calculator (livingwage.mit.edu) for employees in the United States, and a comparable independent benchmark (such as the Global Living Wage Coalition / Anker methodology) for employees elsewhere — updated each January 1. SOUND shall review and adjust salaries annually to ensure this floor is met everywhere it employs people.

SOUND does not employ people who must work a second job to cover basic living expenses. This is not a goal. It is a design constraint.

Standard Work Week

Every SOUND employee works a standard week of thirty-two (32) hours. This is not a benefit or a pilot program — it is a permanent structural commitment. The standard is not lower: deadlines shall be met, the platform shall maintain continuous availability, and there is zero tolerance for security breaches, data leaks, or unauthorized access — not as a goal, but as a non-negotiable operating standard. Performance is evaluated against clearly defined goals, not hours logged.

Roles that require continuous coverage — including operations, security monitoring, and infrastructure — shall be staffed with sufficient personnel to maintain full availability through shift scheduling, rather than by requiring any individual to work beyond their standard hours. SOUND will hire the headcount necessary to honor this commitment. Overwork is not a SOUND value. Rest and recovery are treated as essential to the quality of the work and the wellbeing of the people doing it.

Role-Based Salary Ranges

The following national salary ranges govern compensation by role. All figures are annualized base salary in USD as of the adoption of these Articles. These floors and ceilings are not fixed in perpetuity: under the Annual Adjustment provision below, every range rises automatically each January 1 — floor and ceiling together — so 'stated floor' and 'stated ceiling' always mean the current, inflation-adjusted figures, never the original numbers frozen in time. The ranges are reviewed annually by the Board of Directors with input from the Artist Advisory Board. No role may be paid below its current floor, and no role may be paid above its current ceiling without an amendment to this Article.

Role	Level	Annual Range (USD)
Customer Support Coordinator	Entry	$72,000 – $82,000
Junior Artist Relations	Entry	$76,000 – $86,000
Junior Marketing / Community Manager	Entry	$74,000 – $84,000
QA Engineer	Mid	$90,000 – $105,000
Senior Artist Relations	Mid	$95,000 – $108,000
Finance / Accounting	Mid	$90,000 – $108,000
Music Licensing Manager	Mid	$100,000 – $118,000
Marketing Lead	Mid	$92,000 – $108,000
DevOps / Infrastructure Engineer	Senior	$108,000 – $125,000
Backend Engineer	Senior	$115,000 – $130,000
Desktop App Developer (Electron)	Senior	$115,000 – $130,000
Head of Security & Compliance	Senior	$118,000 – $140,000
Product / UX Designer	Senior	$115,000 – $130,000
CTO / Lead Architect	Chief	$175,000 – $200,000
Chief Creative & Community Officer	Chief	$175,000 – $200,000

Benefits

All full-time employees receive:

• Comprehensive health insurance (medical, dental, vision) with 100% of employee premium paid by SOUND
• Employer-paid short-term and long-term disability insurance, so that a serious illness or injury is covered by insurance rather than left to fall on the employee or on SOUND's cash reserves
• Fourteen (14) days of paid vacation, accruing from date of hire, increasing to twenty-one (21) days after two years of service
• Ten (10) paid holidays per year plus the employee's birthday
• Up to twelve (12) weeks of paid parental leave
• A retirement savings plan (such as a 401(k)) with an employer contribution; the plan type, contribution, and vesting are set in the employee handbook and may be improved but not eliminated
• A home office setup stipend of $2,000 upon hire, renewable every three years

Annual Adjustment

All salary ranges shall be reviewed each January 1 and adjusted upward by the greater of: (a) the change in the U.S. Consumer Price Index for Urban Consumers (CPI-U) for the preceding twelve months, or (b) the change in the relevant local MIT Living Wage figure. Salary ranges shall never be adjusted downward.

In addition to adjusting the ranges, each employee's individual base salary shall be increased each January 1 by no less than that same factor — the greater of the CPI-U or the relevant local living-wage change — so that no employee's real compensation erodes over time. This annual adjustment is a floor beneath every salary, not a ceiling: it does not limit additional merit or promotion increases a role may earn.

Non-Fraternization

To protect artists from conflicts of interest and abuses of power, and to keep the workplace free of relationship-based conflicts, no SOUND employee, officer, or director may be in a romantic, sexual, or dating relationship with (a) any artist licensed to the SOUND platform, or (b) any other SOUND employee, officer, or director. This applies regardless of seniority, reporting line, or whether the relationship predates the employment.

Anyone who is in, enters, or begins such a relationship must disclose it promptly to the Board of Directors. Continued employment at SOUND is incompatible with such a relationship; the affected person may not remain employed by SOUND and will need to seek employment elsewhere. SOUND shall apply this provision uniformly across all roles and shall consult qualified employment counsel on its implementation to ensure it is enforced consistently and in compliance with applicable law.

Financial Independence

The same conflict-of-interest and abuse-of-power concerns apply to money. No SOUND employee, officer, or director may have a financial relationship or entanglement with (a) any artist licensed to the SOUND platform, or (b) any other SOUND employee, officer, or director. Prohibited financial relationships include, without limitation: lending money to or borrowing money from such a person; investing in, co-owning, or holding any financial stake in their business, catalog, or earnings; serving as their manager, agent, producer, or paid representative; guaranteeing their debts; or entering any joint business venture or shared financial obligation with them. Ordinary arm's-length transactions at the public price — for example, buying an artist's merchandise or a concert ticket — are not prohibited.

Anyone who has, enters, or discovers such a financial relationship must disclose it promptly to the Board of Directors. A financial stake in an artist whose royalties, placement, or Founding Artist status SOUND controls may never coexist with employment: the entanglement must be fully unwound, or the person must leave SOUND. Financial entanglements between employees must likewise be disclosed and resolved. SOUND shall apply this provision uniformly across all roles and shall consult qualified employment counsel on its implementation to ensure it is enforced consistently and in compliance with applicable law.

Founder Compensation

The founder's annual base salary is $250,000. This figure is fixed at the time of adoption of these Articles and is subject to the same annual CPI adjustment described above. The founder's salary is disclosed in every Monthly Financial Report by name, not merely by role, as a matter of public accountability.

The founder is a full-time employee of SOUND and receives the same standard benefits as every other full-time employee under this Article — comprehensive health insurance, disability coverage, paid vacation and holidays, parental leave, the retirement plan with employer contribution, and the home-office stipend — on the same terms and with no enhancement. The base salary and the one-time property benefit described in this section are the only respects in which the founder's compensation differs from the standard employee package.

In addition to base salary, the founder's compensation includes a one-time property benefit — SOUND's funding of a single residential property for the founder, governed by Article XI. It stands in place of the equity premium, exit bonus, and profit distributions a founder of a comparable company would receive: the founder takes no bonus, no equity premium above their founding stake, no profit distribution, and no payment from the Employee Community Bonus Pool. It is deferred until SOUND can afford it, and is disclosed as a compensation line item, separate from operating costs, in the Monthly Financial Report. Any deviation requires a two-thirds vote of the Board of Directors and full disclosure in that month's Report.

Employee Community Bonus Pool

SOUND shall maintain an Employee Community Bonus Pool (the "Bonus Pool") funded exclusively by voluntary contributions made by artists and listeners who choose to tip SOUND as a platform. These contributions are entirely optional and are separate from subscription fees, artist royalties, and voluntary artist tips.

• One hundred percent (100%) of all SOUND tip contributions are deposited into the Bonus Pool. SOUND does not deduct any administrative fee from these contributions beyond the actual payment processing cost charged by SOUND's payment processor.
• The Bonus Pool is distributed to SOUND employees at the joint discretion of the Artist Advisory Board and the Board of Directors. Distribution frequency, eligibility criteria, and individual allocation shall be determined by that joint decision, documented in writing, and disclosed in the Monthly Financial Report.
• The founder of SOUND is categorically and permanently ineligible to receive any payment from the Bonus Pool, in any form, under any circumstances.
• No SOUND employee, officer, board member, or AAB member shall solicit, encourage, or pressure artists or listeners to contribute to the Bonus Pool. Organic, platform-provided information about the Bonus Pool is permitted; directed solicitation is not.
• The Bonus Pool balance, all contributions received, and all distributions made shall be reported in full in each Monthly Financial Report.

ARTICLE IX — ANCILLARY ARTIST SERVICES

SOUND may offer the following services to artists and listeners at operational cost only. In no case shall SOUND earn a margin, commission, or profit on these services beyond the documented cost of providing them.

Merchandise

SOUND may operate a merchandise platform allowing artists to design and sell physical goods (apparel, accessories, physical media) through print-on-demand fulfillment partners (e.g., Printful, Printify). The price to the buyer shall reflect only: the fulfillment partner's cost, applicable shipping, and payment processing fees. SOUND keeps no commission. Artists set retail prices above those costs and retain the full margin.

Direct Fan Tipping

Listeners may tip artists directly through the SOUND platform. 100% of the tip reaches the artist minus the actual payment processing fee charged by SOUND's payment processor. SOUND does not impose any additional fee, hold, or deduction.

Fan Community and Club Subscriptions

Artists may offer fan community boards and fan club subscriptions through SOUND. Artists set the subscription price. SOUND retains only the actual payment processing cost. No platform fee is charged.

Sync Licensing

SOUND may facilitate connections between artists and sync licensing opportunities (film, television, advertising). Any administrative cost to SOUND is passed through transparently. SOUND shall not negotiate sync terms on behalf of artists without explicit written authorization and shall not earn a brokerage commission.

ARTICLE X — PROHIBITION ON ADVERTISING AND MANIPULATION

SOUND shall never:

• Accept payment of any kind in exchange for the display of advertising to its subscribers
• Accept payment in exchange for favorable algorithmic, editorial, or curatorial treatment of any content, artist, or third-party product
• Share user listening data with any third party for advertising, targeting, or marketing purposes
• Allow any record label, distributor, or rights holder to purchase influence over SOUND's recommendation systems, content policies, or payment model

Violation of this Article by any officer or director shall constitute grounds for immediate removal from their position by a majority vote of the remaining board, independent of any employment contract terms.

ARTICLE XI — FOUNDER'S PROPERTY

This Article governs the one-time property benefit defined in Article VIII: a single residential property and its land, in Kentucky, whose acquisition SOUND funds once.

Acquisition, deferral, and ownership

The acquisition requires a two-thirds vote of the Board of Directors, is capped at the amount the Board approves and discloses, and is reported as a founder-compensation line item — separate from operating costs — in the Monthly Financial Report. It does not recur. The Board shall not approve it until SOUND has reached sustained operating break-even with its full operating reserve in place, and shall revisit the matter within three (3) years of public launch; if funding it would impair SOUND's operations, its reserve, or artist payouts, the Board shall defer it further and disclose the deferral. It is never funded from capital raised to launch SOUND or to pay artists. Once acquired, the Property is the personal property of the founder in full — SOUND holds no ownership interest, equity, lien, or other claim on it, at acquisition or ever — and the founder's right to own, expand, and pass it on is permanent and unaffected by any change in role, including removal, resignation, or retirement.

SOUND's use of the Property

While the founder serves SOUND, the Property may serve as SOUND's principal place of business. This is a permission to use, not a property interest: SOUND acquires no ownership stake, leasehold, or lien by using it. Any incremental business-use cost — a proportionate share of utilities, connectivity, insurance, or improvements made specifically for business use — is reimbursed to the founder at actual documented cost, with no markup, and itemized in the Monthly Financial Report; no rent or use fee beyond that reimbursement is paid, so the arrangement confers no profit on the founder and no claim for SOUND. The Property is not a SOUND venue and hosts no public or ticketed events, and SOUND funds are spent in connection with it only for bona fide, documented business use — itemized each month, with a zero-dollar entry when none was spent. The designation ends automatically on the founder's departure for any reason, after which SOUND establishes a principal place of business in its own name.

ARTICLE XII — EMPLOYEE SEVERANCE

SOUND is committed to treating every person who works here with dignity, including at the end of their employment. The following severance provisions apply to all employees of SOUND, including the founder.

Standard Severance

Any employee whose employment is terminated by SOUND — for any reason other than documented gross misconduct as defined below — shall receive:

• A minimum of six (6) months of base salary continuation at the employee's salary at the time of separation
• One (1) additional month of base salary for each full year of service with SOUND, up to a combined maximum of twelve (12) months total
• Continuation of all health insurance benefits (medical, dental, vision) through the full severance period, with SOUND continuing to pay 100% of the employee premium
• Acceleration of any unvested equity or profit-sharing rights earned through the date of separation

Severance payments shall be made on SOUND's standard payroll schedule. The employee may elect to receive the full severance as a lump sum in lieu of salary continuation, subject to approval by the Board of Directors.

Founder Severance

In the event of the founder's departure from SOUND — whether by resignation, removal by the board and AAB under Article XVI, or permanent incapacitation — the founder shall receive the same severance terms as any other employee, calculated based on the founder's salary at the time of separation and years of service.

Additionally and without exception, the founder retains full personal ownership of their residential property. SOUND makes no claim on that property — now, upon the founder's departure, or at any point in the future — regardless of any company funds that were expended on SOUND-related events at the property. Such expenditures are treated as operating expenses, not as creating any ownership or lien interest for SOUND.

Gross Misconduct Exception

Severance shall not be paid in cases of termination for documented gross misconduct, defined exclusively as: criminal fraud against SOUND or its artists or subscribers; deliberate violation of Article X (Prohibition on Advertising and Manipulation); or deliberate falsification of the Monthly Financial Report. Alleged gross misconduct must be documented in writing and approved by a two-thirds vote of the Board of Directors before severance is withheld. An employee who disputes a gross misconduct finding may seek independent arbitration.

Disclosure

All severance payments made by SOUND shall be disclosed in the Monthly Financial Report for the month in which they are paid, identified by role (not by name).

ARTICLE XIII — WHISTLEBLOWER PROTECTION

SOUND depends on a culture of honesty. Any employee, artist, or listener who reports a good-faith belief that SOUND has violated these Articles — to the Board of Directors, the Artist Advisory Board, or any regulatory or legal authority — is protected from retaliation in any form.

Protected Conduct

The following conduct is protected under this Article:

• Reporting or threatening to report a suspected violation of these Articles to internal leadership, the Board of Directors, the AAB, or any external body
• Participating in any investigation of a suspected violation
• Refusing to carry out an instruction that the person reasonably believes would violate these Articles
• Publicly criticizing SOUND's practices in good faith, whether or not the criticism is ultimately found to be correct

Prohibited Retaliation

SOUND shall not, directly or indirectly, terminate, demote, reduce the compensation of, remove from the platform, or otherwise harm any person in retaliation for engaging in protected conduct. Any such action taken within twelve (12) months of a protected disclosure shall be presumed retaliatory, with the burden on SOUND to demonstrate by clear and documented evidence that the action was taken for an independent, non-retaliatory reason.

Anonymous Reporting

SOUND shall maintain a confidential reporting channel — accessible to all employees, artists, and subscribers — through which anyone may report a suspected violation of these Articles without disclosing their identity. Reports submitted through this channel shall be reviewed by the Board of Directors and the AAB jointly within thirty (30) days.

ARTICLE XIV — USER DATA PRIVACY

SOUND collects only the data necessary to operate the platform. User data is not a product. It is not sold, licensed, or shared with any commercial third party for any purpose beyond operating SOUND's core services.

Data Minimization

SOUND shall collect the minimum personal data required to: authenticate user accounts, process subscription payments, calculate and distribute royalties, and deliver music to subscribers. SOUND shall not collect data for behavioral profiling, advertising targeting, or any purpose beyond platform operation.

User Ownership

Listening history, playlist data, and usage patterns belong to the user. Users may request a complete export of their personal data at any time. Users may request permanent deletion of their data, and SOUND shall complete that deletion within thirty (30) days of the request, except for data required by law to be retained.

No Third-Party Data Sharing

SOUND shall not sell, license, share, or transfer user personal data to any third party for commercial purposes. Data shared with service providers (payment processors, infrastructure providers) shall be limited to what is operationally required and governed by data processing agreements that prohibit secondary use.

Transparency

SOUND's data practices shall be described in plain language in a publicly accessible Privacy Policy. Any material change to that policy shall be disclosed to subscribers no less than thirty (30) days before it takes effect, and shall require a new affirmative consent where the change involves a new category of data collection or use.

ARTICLE XV — ARTIST ROYALTY DISPUTE RESOLUTION

Artists have the right to verify what they are paid. This Article establishes the process by which any artist may formally dispute a royalty calculation and obtain an independent review.

Right to Dispute

Any artist licensed to SOUND may file a formal royalty dispute within ninety (90) calendar days of the Monthly Financial Report in which the disputed payment was made. Disputes must identify the specific month and payment in question and describe the basis for the artist's belief that the calculation was incorrect.

Internal Review

Upon receipt of a dispute, SOUND's finance team shall review the calculation and provide a written response within fifteen (15) business days. If the artist accepts the response, the dispute is closed. If the artist does not accept the response, they may escalate to independent audit.

Independent Audit

An artist who escalates a dispute is entitled to an independent audit of their royalty calculation for the month in question. SOUND shall bear the full cost of the audit. The independent auditor shall be a Certified Public Accountant with no prior relationship to SOUND, selected by mutual agreement or, failing agreement within ten (10) business days, appointed by the American Institute of Certified Public Accountants. The audit shall be completed within thirty (30) calendar days of the auditor's appointment.

The result of the independent audit is final and binding. If the audit identifies a calculation error, SOUND shall correct the error and pay any underpayment within fifteen (15) business days, with interest at the federal short-term rate from the date the original payment was due.

No Retaliation

An artist who files a dispute under this Article is protected by Article XIII (Whistleblower Protection). Filing a dispute shall have no effect on an artist's placement, stream weighting, or catalog status on SOUND.

ARTICLE XVI — THE FOUNDER'S PERMANENT COMMITMENT

XVI.1 — No Sale

SOUND shall never be sold to, merged with, or acquired by any entity — public or private, for-profit or non-profit — without a two-thirds affirmative vote of the Artist Advisory Board and a two-thirds affirmative vote of verified subscribers who have held active subscriptions for at least six (6) consecutive months.

In any proposed acquisition, the acquiring party must agree in writing, before any vote is held, to maintain all Mission Articles in full force as conditions of the acquisition. A proposed acquisition that would eliminate or suspend any Article shall be deemed automatically rejected and may not be put to a vote.

XVI.2 — Dissolution Preference to Winding Down

In the event that SOUND becomes financially insolvent or the founder and board determine that the platform cannot continue to operate, SOUND shall pursue orderly dissolution rather than acquisition by an entity unwilling to honor these Articles. Dissolution proceeds, after satisfaction of debts and obligations, shall be distributed as follows: first to final artist royalty payments owed; second to employees for any outstanding earned compensation and severance; third to any remaining operating obligations; and finally to equity holders on a pro-rata basis. SOUND shall not be sold as a going concern to a buyer who will not commit to these Articles.

XVI.3 — Founder Succession and Community Governance

The founder intends to serve SOUND for as long as they are able and willing to do so effectively. The founder acknowledges that:

• The community of artists and listeners who build SOUND with the founder are its ultimate stakeholders
• The founder may be removed from leadership by a two-thirds vote of the Artist Advisory Board combined with a two-thirds vote of the Board of Directors, without cause
• In the event of the founder's removal, resignation, or permanent incapacitation, a Successor Selection Committee shall be formed comprising: three AAB members, two board members not employed by SOUND, and two artist representatives selected by random draw from artists who have been on the platform for at least one year
• Any successor leader shall be bound by these Articles in full. No succession process shall be used to amend or suspend any Article

XVI.4 — The Founder's Personal Commitment

The following statement is entered into this charter as a permanent record of the founder's personal intent:

This statement is not legally binding in the sense of creating an enforceable contractual obligation on the founder personally, but it is entered into the charter as a public record of the values and intentions under which SOUND was founded, and as a statement the founder has made voluntarily, in writing, to every artist, listener, and employee who places their trust in this company.

RATIFICATION

This Third Version is submitted for ratification. It takes effect only upon a two-thirds vote of the Artist Advisory Board and a two-thirds vote of the Board of Directors, recorded by the signatures and dates below. Upon ratification it supersedes and replaces Version 2.0 in all respects.

Founder / Chief Executive Officer	Date
Chair, Artist Advisory Board	Date
Independent CPA (Certified Public Accountant)	Date
________________________________________	________________________________________
________________________________________	________________________________________

SOUND · Mission Articles (Version 3.0, ratification draft) · Silver Spring, Maryland