N1BW CREATOR DISTRIBUTION AGREEMENT
Version 1.1 — Effective August 25, 2026
This Agreement is organized in two parts. Part One sets out the general terms that apply to all content you distribute on N1BW. Part Two sets out additional terms specific to each content category — Movies, Complete Seasons, Ongoing Seasons and Works of Prose Fiction. If a term in Part Two conflicts with a term in Part One, the Part Two term controls for content in that category.
PART ONE — GENERAL TERMS
1. What This Agreement Is
This Creator Distribution Agreement (this “Agreement”) is between you (“you”) and N1BW, Inc., a Delaware corporation (“N1BW,” “we,” “us”).
This Agreement governs content constituting a Movie, Series, or Work of Prose Fiction that you created yourself or otherwise already own (“Completed Projects”).
It does not govern collaborative projects created on N1BW, which are covered by the Participation Agreement.
As used here:
2. Accepting This Agreement
You accept this Agreement by clicking “I Agree” before your first upload of any Content.
We record the version of this Agreement that you accepted, your account identifier, and the date and time of acceptance.
Your acceptance covers every Title you upload afterward. You will not be asked to accept again unless we make changes to this Agreement, in which case we will request your acceptance of the modified version of this Agreement before your next upload.
We may refuse to accept new uploads and may remove your Content from the Platform if you do not accept any new or modified version of this Agreement that we present to you.
By accepting this Agreement, you also accept and agree to be bound by the General Terms. To the extent that the General Terms conflict with this Agreement, this Agreement controls with respect to Completed Projects.
You confirm that you are at least 18 years old and have legal authority to enter into this Agreement, either on your own behalf or on behalf of the entity you represent.
3. You Own Your Content
As between you and us, you keep ownership of all rights in everything you upload to the Platform.
Nothing in this Agreement is a work-for-hire arrangement or transfers ownership of your Content to N1BW.
The license you grant us is non-exclusive. Nothing in this Agreement limits your rights to distribute, license, and monetize your Content anywhere else, on any terms, at any time, except that you cannot grant exclusive rights that conflict with our rights under this Agreement.
4. The License You Grant Us
4.1 Distribution License
You grant N1BW a non-exclusive, worldwide, royalty-free license, for the period your Content is available on N1BW plus the wind-down period described in Section 8, to:
Additionally, you consent to our commercial use of your name, likeness, biography, and other aspects of your persona to promote your Completed Project and to promote N1BW.
4.2 Continuing License for Completed Paid Transactions
If you withdraw any Content from the Platform, you grant N1BW a perpetual, irrevocable, worldwide license to host, store, reproduce, transcode, stream, publicly perform, and publicly display any Content that you withdraw solely to Users who purchased continuing access to it before it was withdrawn.
The license in this Section 4.2 survives any termination of this Agreement.
However, it does not permit new Paid Transactions, new rentals, promotion, or any other use of your Content following withdrawal.
This Section does not require N1BW to maintain access to Content that was made available free of charge.
4.3 Sublicensing
We may sublicense the rights in this Section to our infrastructure and service providers — content delivery networks, encoding and hosting vendors, payment processors, and application distributors — solely to facilitate our operation of the Platform and related activities.
4.4 Artificial Intelligence Training
We will not use your Content to train generative artificial intelligence models, and we will not sublicense your Content to any third person for that purpose.
However, you acknowledge and understand that we will not be liable to you or be deemed to have breached this Agreement if a third person accesses or uses your Content for that purpose without our consent or cooperation.
5. What You Promise Us
You represent and warrant to us that:
These representations apply separately to each item of your Content that you upload, whether or not you are asked to confirm them again at the time of upload.
You acknowledge and agree that we may remove any of your Content from the Platform, without notice, if we determine in our sole discretion that it does not conform to the requirements described above or would otherwise be likely to harm the value or reputation of N1BW or the Platform.
6. AVAILABILITY, PRICING, AND REVENUE SHARE
6.1 Creator Choice: Free or Paid
For each Title, you may elect to make the Title available:
You may change that election for future access through Platform functionality we make available, subject to any continuing rights of Users who previously completed Paid Transactions.
6.2 Pricing for Paid Titles
If you elect paid transactional access, you may select the retail price of the applicable Title or item of Content between $1.99 and $19.99, using price points supported by the Platform.
We may establish or modify the specific permitted price points within that range.
We may also establish reasonable rules governing bundles, promotions, rentals, permanent unlocks, and other transaction formats.
6.3 Tickets and Other Transaction Mechanisms
N1BW may, but is not required to, permit Users to complete Paid Transactions by spending tickets.
If tickets are offered, we will set the price of each ticket and may offer tickets in bundles incorporating volume discounts, promotional discounts, complimentary tickets, or other pricing structures.
We may alternatively permit Users to complete Paid Transactions through direct payment or another payment mechanism.
The Creator-selected retail price under Section 6.2 remains the applicable title price regardless of the technical transaction mechanism, subject to Platform-supported pricing and promotions.
6.4 The Split; Minimum Per-Transaction Payment
For each month, you will receive 70% of Monthly Net Transactional Revenue attributable to your Content.
For Movies and Episodes, your share will in no event be less than $0.10 per applicable Paid Transaction.
Promotional, complimentary, free, or otherwise no-charge access is not a Paid Transaction and does not generate a minimum payment or revenue share under this Section.
6.5 How Net Transactional Revenue Is Calculated
“Net Transactional Revenue” means amounts attributable to Paid Transactions involving your Content, less reasonable allocable costs.
Where tickets are used, we may determine the value attributable to a Paid Transaction using the weighted average amount actually paid for tickets over a reasonable trailing period.
Where direct payment or another mechanism is used, we may use the amount actually paid or otherwise attributable to the Paid Transaction.
We may deduct reasonable costs allocable to Paid Transactions, including:
Making Content available free of charge does not itself generate Net Transactional Revenue.
6.6 Payment
Approximately 45 days after each calendar month in which Paid Transactions occur, we will generate a statement showing applicable Paid Transactions, Net Transactional Revenue, applicable deductions, and amounts payable to you.
We will send you that statement, accompanied by payment through Stripe or another payment processor designated by N1BW, subject to tax withholdings, reserves, minimum payment requirements, and onboarding requirements.
Before we can send funds, you must complete payout onboarding, including identity verification and tax documentation — Form W-9 for United States persons, or the applicable Form W-8 for non-United States persons.
Payout onboarding is not required to upload or publish Content.
Earnings accrue to your account whether or not onboarding is complete; we simply cannot disburse them until it is.
Earnings that remain unclaimed for three years are handled in accordance with applicable unclaimed property law.
We may withhold taxes in our reasonable discretion.
We disburse earnings once your accrued balance exceeds $50; below that amount, the balance carries forward.
We may hold a reserve of up to 10% of your earnings for up to 90 days against anticipated refunds and chargebacks.
If you disagree with any statement, you must notify us within 12 months of the statement date. You waive any objections to any statement that you do not make within 12 months.
6.7 Refunds and Chargebacks Arriving After Payment
If a refund, chargeback, or fraud reversal is processed after we have already paid you for the underlying Paid Transaction, we may offset that amount against your future earnings.
If your account balance is negative when this Agreement ends, we may invoice you for the outstanding amount if it exceeds $100, and you will pay any such invoice promptly.
6.8 What We Do Not Promise
We do not guarantee any revenue, audience size, number of views, level of promotion, catalog placement, or continued availability of the service or of any feature.
7. Content Review
We may review uploaded prose, metadata, artwork, audio, and video using automated systems, human reviewers, or both.
Review is a policy screen only. It is not a determination that you hold the rights to the Content, and it does not shift responsibility for rights clearance to us.
Your representations in Section 5 apply regardless of whether Content passed review.
We may hold, reject, restrict, age-gate, demonetize, or remove Content that violates our policies, violates applicable law, or exposes N1BW to legal risk.
We may also act on copyright complaints, trademark complaints, right of publicity complaints, and other legal notices.
Where we remove Content for legal or rights-related reasons, the continuing license in Section 4.2 does not apply and Users who purchased access may lose it.
In that event, we may refund affected Users through the applicable payment or transactional mechanism, and the refunded amounts are treated as refunds under Section 6.
If you believe a moderation decision was made in error, you may request review by emailing distribution@n1bw.com.
8. Withdrawal, Removal, and Termination
8.1 Withdrawing Your Content
You may withdraw any Title from N1BW at any time.
Withdrawal removes the Title from the catalog for new access or Paid Transactions.
It does not affect Users who previously purchased continuing access, who retain that access under the continuing license in Section 4.2 for as long as N1BW operates the service.
Active Movie rentals play out their remaining viewing window.
Withdrawal takes effect within a reasonable technical period of up to 14 days, to allow cache expiry, content delivery network propagation, and removal from device applications.
8.2 If You Leave N1BW
If you close your account or this Agreement terminates, we will keep your Titles available in the catalog for 90 days following the termination date, unless you direct us otherwise or unless removal is required under Section 7.
At the end of that period the Titles are withdrawn on the terms in Section 8.1 but subject to Section 4.2.
8.3 Removal by N1BW
We may remove Content or terminate this Agreement at any time, in our discretion, upon notice to you.
8.4 After Withdrawal or Termination
Earnings accrued before withdrawal remain payable to you on the normal schedule, subject to the withholding, reserve, and offset provisions in Section 6.
Our distribution and promotional license ends, except for the continuing license in Sections 4.2 and 8.2 and except as stated in the following paragraph.
Our license to promotional materials already created — trailers, clips, and artwork used in marketing that has already been distributed — continues for 12 months. We will not create new promotional materials after withdrawal.
We may retain archival copies of your Content for purposes of accounting, tax, dispute resolution, enforcement, and legal compliance.
9. Indemnification
You will defend, indemnify, and hold harmless N1BW, its affiliates, and their respective officers, employees, and agents from any losses, damages, and reasonable attorneys’ fees incurred in connection with any third-party claim that alleges any facts, conditions, or circumstances that would constitute your breach of this Agreement, including, but not limited to, any of the representations in Section 5.
We will notify you promptly of any such claim.
You may control the defense with counsel reasonably acceptable to us, and we may participate at our own expense, except that you will be responsible for our legal fees and other expenses if you do not promptly engage counsel and vigorously defend the applicable claim.
You may not settle any claim in a manner that imposes obligations on us without our written consent.
10. Disclaimers and Limitation of Liability
The Platform and all services under this Agreement are provided “AS IS.”
To the maximum extent permitted by law, we disclaim all implied warranties, including warranties of merchantability, fitness for a particular purpose, and non-infringement.
Our total liability to you under this Agreement will not exceed the greater of the total amounts paid or payable to you in the 12 months preceding the claim, or $100.
We are not liable for indirect, incidental, consequential, or punitive damages, or for lost profits or lost revenue.
Nothing in this Section limits liability that cannot be limited under applicable law.
11. Governing Law and Dispute Resolution
Governing law. This Agreement is governed by the laws of the State of California applicable to contracts entered into and performed in California. This choice of law applies in arbitration as well as in court.
Informal resolution first. Before initiating arbitration, you agree to contact us at legal@n1bw.com and to allow 30 days for us to resolve the dispute without resorting to arbitration or litigation.
Binding arbitration. Any dispute arising out of or relating to this Agreement will be resolved by binding individual arbitration administered by JAMS under its Streamlined Arbitration Rules and Procedures, before a single arbitrator, seated in Los Angeles County, California. Judgment on the award may be entered in any court of competent jurisdiction.
Class action waiver. Disputes will be arbitrated only on an individual basis. Neither party may bring claims as a plaintiff or class member in any class, collective, consolidated, or representative proceeding. If this class action waiver is found unenforceable as to a particular claim, that claim will be resolved in court rather than in arbitration, and the remainder of this Section continues to apply to all other claims.
Public injunctive relief. Nothing in this Section limits either party’s right to seek public injunctive relief in a court of competent jurisdiction. Any claim for public injunctive relief is severable from the arbitration provisions of this Section.
Coordinated claims. If 25 or more claimants file arbitration demands raising substantially similar claims and represented by the same or coordinated counsel, the demands will be administered in staged batches of 50 individual arbitrations in a bellwether process. If all claims are not resolved after the initial batch of 50 arbitrations, a second batch of 50 claims may be selected for resolution by individual arbitration. No batch of claims will be subject to arbitration until the previous batch has been resolved in full. The process of batched individual arbitration will continue until all claims are resolved. Applicable limitations periods are tolled for claims held in later batches.
Other exceptions. Either party may bring an individual claim in small claims court, and either party may seek injunctive relief in court to protect its intellectual property rights.
Opt-out. You may opt out of arbitration by notifying us in writing at legal@n1bw.com within 30 days of first accepting this Agreement. Opting out does not affect any other provision of this Agreement.
12. General
Independent contractors. Nothing in this Agreement creates a partnership, joint venture, employment, or agency relationship.
Assignment. You may not assign this Agreement without our written consent, except to a successor to all or substantially all of your business or to an entity you control. You acknowledge that, if you assign or exclusively license your rights in any of your Content, your assignee or exclusive licensee will receive those rights subject to our rights under this Agreement. We may assign this Agreement to an affiliate or to a successor to our business.
Changes. We may update this Agreement. For material changes, we will request your acceptance of the updated version before your next upload. Non-material changes take effect upon posting.
Notices. We will send notices to the email address associated with your account. You will send notices to legal@n1bw.com, with a copy to N1BW, Inc., Attention: Legal, at the mailing address designated by N1BW.
Severability. If any provision of this Agreement is held unenforceable, the remainder continues in full force and effect.
Entire agreement. This Agreement, together with the General Terms, constitutes the entire agreement between you and N1BW regarding distribution of your Completed Project on N1BW.
Survival. Sections 3, 4.2, 5, 6 as to accrued amounts, 8, 9, 10, 11, and 12, and the applicable provisions of Part Two, survive termination of this Agreement.
PART TWO — CONTENT-CATEGORY TERMS
The following terms apply in addition to Part One for content in each category. Where they conflict with Part One, they control for content in that category.
13. Movies
If you elect to offer a Movie through paid transactional access, the Movie will be offered as a rental unless the Platform supports and you select another permitted transaction format.
For a standard rental, a User who rents a Movie must begin playback within 30 days of the Paid Transaction and then has 48 hours from the start of playback to finish watching.
Access ends at the earlier of the expiry of the 48-hour viewing window or the expiry of the 30-day start period.
A rental that expires without being watched remains a completed Paid Transaction and is included in the determination of Net Transactional Revenue under Section 6.
If you elect to make a Movie available free of charge, these rental provisions do not apply.
14. Series and Works of Prose Fiction
You may elect to make Episodes of a Series or Works of Prose Fiction available either free of charge or through paid transactional access.
If offered through paid transactional access, Episodes and Works of Prose Fiction will ordinarily be sold as permanent unlocks unless the Platform supports and you select another permitted transaction format.
A User who purchases a permanent unlock retains access for as long as N1BW operates the service, subject to Sections 4 and 8.
15. Complete Seasons
A Complete Season must be complete before you upload it.
You upload the finished Complete Season as a whole; you may not release a Complete Season to Users one Episode at a time as Episodes are produced.
So that a Complete Season launches as a complete work, we may hold it from publication until every submitted Episode has completed processing and policy review.
This hold will not exceed 30 days from submission of the final Episode without written notice to you explaining the reason for the delay.
You may determine whether Episodes of the Complete Season are offered free of charge or through paid transactional access, subject to the Platform functionality and pricing rules described in Section 6.
16. Ongoing Seasons
An Ongoing Season has no defined end.
You may add Episodes to it over time, and the completeness requirement in Section 15 does not apply.
For Ongoing Seasons, each Episode you add is a separate upload for purposes of Section 5, and your representations there apply to it from and after the time that you add it.
The Complete Season launch hold in Section 15 does not apply to Ongoing Seasons.
You may determine whether each Episode is offered free of charge or through paid transactional access, subject to the Platform functionality and pricing rules described in Section 6.
N1BW, Inc.
By clicking “I Agree,” you accept and agree to be bound by this Agreement and confirm that you have read and understood it.