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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
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