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Exclusive License Agreement Music
1. Parties: Identification of the licensor (rights holder) and licensee, including full legal names and addresses
2. Background: Context of the agreement, including brief description of the musical works and the parties' intentions
3. Definitions: Detailed definitions of key terms used throughout the agreement, including 'Musical Works', 'Territory', 'Term', 'Net Revenue', etc.
4. Grant of Rights: Specific rights being granted, scope of exclusivity, and territorial limitations
5. Term and Termination: Duration of the agreement, renewal options, and circumstances for early termination
6. Payment Terms: License fees, royalty rates, payment schedules, accounting periods, and audit rights
7. Obligations of the Licensor: Licensor's warranties, obligations to maintain rights, and delivery of materials
8. Obligations of the Licensee: Licensee's commitments regarding exploitation, marketing, and reporting
9. Quality Control: Standards for use of the musical works and approval processes
10. Intellectual Property Protection: Provisions for protecting the licensed rights and handling infringement
11. Representations and Warranties: Standard warranties regarding ownership, right to license, and non-infringement
12. Confidentiality: Protection of confidential information exchanged during the agreement
13. General Provisions: Standard boilerplate clauses including notices, assignment, governing law, and dispute resolution
1. Sub-Licensing Rights: Include when licensee needs right to grant sub-licenses to third parties
2. Digital Distribution: Include specific terms for digital platform distribution and streaming services
3. Synchronization Rights: Include when license covers use of music in audiovisual productions
4. Performance Rights: Include specific terms for public performance rights if not handled by collecting societies
5. Marketing and Promotion: Include detailed marketing obligations when specific promotional activities are required
6. Territory-Specific Terms: Include when agreement covers multiple territories with different requirements
7. Minimum Performance Requirements: Include when setting specific revenue or usage targets
8. Artist Approval Rights: Include when original artist retains certain approval rights over usage
9. Data Protection: Include detailed GDPR compliance terms when personal data processing is involved
1. Schedule A - Licensed Musical Works: Comprehensive list of all musical works covered by the agreement, including composers, publishers, and registration numbers
2. Schedule B - Territory: Detailed definition of territorial scope, including any excluded territories or special provisions
3. Schedule C - Royalty Rates: Detailed breakdown of royalty rates for different types of use and revenue streams
4. Schedule D - Reporting Templates: Standard forms for usage reports and royalty calculations
5. Schedule E - Technical Delivery Requirements: Specifications for audio files, metadata, and other technical requirements
6. Appendix 1 - Approval Procedures: Detailed procedures for obtaining necessary approvals for usage
7. Appendix 2 - Marketing Guidelines: Guidelines for marketing and promoting the licensed works
8. Appendix 3 - Sub-Licensing Terms: Standard terms for any permitted sub-licensing arrangements
Authors
Musical Works
Sound Recordings
Master Rights
Publishing Rights
Territory
Term
Effective Date
Commencement Date
Exclusive Period
Licensed Rights
Net Revenue
Gross Revenue
Permitted Uses
Digital Distribution
Streaming
Download
Synchronization Rights
Mechanical Rights
Performance Rights
Collective Management Organization
Royalty Rate
Accounting Period
Marketing Materials
Intellectual Property Rights
Copyright
Related Rights
Confidential Information
Force Majeure
Business Day
Quarter
Year
Affiliate
Sub-License
Digital Service Provider
Platform
Music Publishing Rights
Performing Rights Society
Mechanical Rights Society
Publishing Share
Writer's Share
Music User
Distribution Channel
Technical Specifications
Metadata
Quality Standards
Release
Commercial Release
Marketing Plan
Promotional Use
Payment Terms
Reporting Period
Licensed Product
Assignment
Governing Law
Recitals
Definitions
Grant of Rights
Exclusivity
Territory
Term
Royalties
Payment Terms
Accounting and Audit
Delivery Obligations
Quality Control
Approval Rights
Sub-Licensing
Intellectual Property
Warranties and Representations
Indemnification
Confidentiality
Non-Competition
Performance Obligations
Marketing and Promotion
Credit and Attribution
Moral Rights
Technical Requirements
Digital Distribution
Collecting Society Rights
Termination
Force Majeure
Assignment
Notices
Entire Agreement
Severability
Waiver
Amendment
Governing Law
Jurisdiction
Dispute Resolution
Data Protection
Compliance with Laws
Third Party Rights
Further Assurance
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