This Agreement (the "Agreement"), is made effective as of June 1, 2020 by and between Vocalist ("The Vocalist" / "Licensor") and Purchaser ("you" / the "Licensee"). The agreement grants you EXCLUSIVE/NON EXCLUSIVE rights to the vocal track entitled TRACK TITLE (the "vocal track") and defines the terms and conditions of the Licensee's use, and rights granted. The terms and conditions defined are in consideration for the Licensee's payment of $PRICE (the "License Fee").
1. This Agreement is not valid until the License Fee has been paid. The rights within this agreement granted to Licensee by The Vocalist are dependent upon Licensee's payment of the License Fee.
1. The Licensee will receive the vocal track via email, to the email address the Licensee provided to Licensor.
1. The Term of this Agreement shall be fifteen (15) years and this license shall expire on the fifteenth (15) year anniversary of the Effective Date.
1. The vocalist grants the Licensee the right to use the Vocal Track in the preparation of one (1) new song. Licensee may create the new song by recording/producing his/her written instrumental music under the Vocal Track and/or by incorporating portions of the Vocal Track into pre-existing instrumental music written, produced and/or owned by Licensee. The new song or piece of instrumental music created by the Licensee which incorporates some or all of the Vocal Track shall be referred to as the "new song”.
1. The license is nontransferable and is for the sole purpose of creating a new song. The vocal track cannot be resold.
2. If the license purchased DOES NOT grant Exclusive rights than Licensee aknowledges that the Agreement is Non-Exclusive and the vocalist may continue to license the vocal track upon the same, or similar terms as this Agreement.
3. It is understood that the vocal track may have already been licensed to multiple parties. As such the Licensee is prohibited from registering the vocal track, or new song, with any content identification system. Doing so may cause other licensor's of the vocal track to wrongfully receive copyright infringement notices.
1. The Licensee may offer the new song as a free download up to # times
2. The Licensee may sell the new song in both digital and physical form up to # copies.
3. The Licensee may upload the new song to streaming platforms (Spotify, Pandora, Apple Music, etc..) and may be streamed up to # times in total across all streaming platforms.
4. The new song can be played across # radio stations.
5. The new song can be synchronized to audio/visual works such as film, television shows, advertisements, video games, accompanying website music, movie, etc.
6. The vocalist ALLOWS/DOESN'T ALLOW the Licensee to publicly perform the new song.
7. The Licensee MAY NOT sell, offer as free download, or upload to streaming platforms the vocal track itself, as in, the state it was delivered to the Licensee.
1. Unless granted written permission by the vocalist, the Licensee may not use the vocal track to produce, and sell, vocal samples in the form of a vocal sample pack(s) or other type of product that sells samples created from the vocal track.
1. The vocalist is, and shall remain, the sole owner of all rights, and interest in the vocal track including all copyrights to the sound recording. The vocalist owns the lyrics and any musical components recorded by the vocalist.
2. The Licensee owns any musical works or components of the new song that were written or composed solely by the Licensee.
3. The licensee does not own the master or sound recording rights in the new song. The Licensee has been licensed the right to use the vocal track in a new song and to commercially exploit from the new song based on the terms and conditions within this agreement.
4. The vocalist and Licensee agree that the new song ownership is split evenly between vocalist and Licensee:
Vocalist owns 50% of publishing share and 50% or writers share.
Licensee owns 50% of publishing share and 50% of writers share.
5. Vocalist is entitled to 50% of all royalties that are generated from sales of the new song on digital retailers (such as iTunes), through physical sales (such as Compact Disks) and on online streaming services (such as Spotify). This includes 50% of non-interactive digital transmissions royalties (ie: SoundExchange), and/or if applicable, 50% of neighboring rights royalties.
6. Both parties are responsible for communicating with one another in order to set up the handling of mechanical royalty distribtuion.
1. The vocalist chooses that their name, or stage name, MAY/MAY NOT be used in the title of the new song. Appropriate credit is in the form of: New Song (feat. Vocalist)
2. The vocalist has the responsibility of informing the Licensee of the correct name to use in the title if different from the vocalist's username.
3. If Licensee is informed of failure to provide credit, Licensee must use reasonable efforts to correct immediately.
1. Upon violation of any of the terms and conditions of this agreement, the vocalist will provide written notice to Licensee.
2. Licensee has ten (10) days from its receipt of written notice to correct any violations. The Licensee's failure to correct violations within ten (10) days shall result in Licensee's default of it's obligations, and its violation of this agreement. Under the Licensor's discretion, the agreement, and the Licensee's rights of this agreement may be terminated without refund.
3. If the Licensee goes over the limits expressed in paragraph (F - Usage Limits) of this agreement, the Licensee has ten (10) days to purchase a new license from vocalist that ensures compliance with the use of the vocal track. If Licensee does not purchase new license within ten (10) days, Licensee shall be liable to the vocalist in the amount equal to any and all monies paid, collected by, or received by Licensee, or any third party, on its behalf from the moment Licensee exceeded the limit onward.
This agreement shall be governed by and interpreted in accordance with the laws of State, Country applicable to agreements entered into and wholly performed in said State, without regard to any conflict of laws principles.