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The Music Buyout Agreement is a crucial legal instrument used in Switzerland when a party wishes to acquire complete ownership of musical works, including all associated rights and future revenue potential. This document is particularly relevant in scenarios involving commercial music usage, such as advertising campaigns, film productions, or corporate branding, where the purchaser requires unrestricted use of the music. The agreement must carefully navigate Swiss copyright law requirements, especially regarding moral rights which cannot be fully waived under Swiss legislation. It typically includes comprehensive details about the musical works being transferred, payment terms, usage rights, warranties, and specific provisions required under Swiss law. The document serves as a permanent transfer of rights and must be drafted to ensure enforceability within the Swiss legal system while also considering international copyright implications.

1. Parties: Identification of the rights holder(s) and the purchaser, including full legal names and addresses

2. Background: Context of the agreement, including description of the musical work(s) and the parties' roles

3. Definitions: Key terms used throughout the agreement, including 'Musical Work', 'Rights', 'Territory', and 'Term'

4. Rights Transfer: Detailed specification of rights being transferred, including composition, arrangement, recording, and exploitation rights

5. Scope of Use: Defines how the purchaser can use the music, including territory, duration, and types of media

6. Payment Terms: Purchase price, payment schedule, and any additional compensation arrangements

7. Delivery: Requirements for delivery of master recordings, sheet music, or other materials

8. Warranties and Representations: Seller's guarantees regarding ownership, originality, and right to transfer

9. Moral Rights: Acknowledgment of moral rights under Swiss law and extent of their assertion/waiver

10. Indemnification: Parties' obligations to protect each other from third-party claims

11. Termination: Circumstances under which the agreement may be terminated and consequences

12. Governing Law and Jurisdiction: Confirmation of Swiss law application and jurisdiction for disputes

13. General Provisions: Standard clauses including notices, entire agreement, and amendment procedures