Master Recording and Synchronization Rights Agreement
This Agreement is between Musical Artist, hereafter referred to as “Licensor”, and Production Company, hereafter referred to as “Licensee”.
1. Licensor warrants and represents that Licensor is the owner of valid United States copyrights in the musical compositions listed in Attachment A. Licensor acknowledges that Licensor is the sole writer of each of the original musical compositions listed in Attachment A. Licensor warrants and represents that Licensor has the right to allow Licensee to use the master recordings of the same musical compositions in the manner specified in this Agreement. Licensor further warrants and represents that Licensor has the right to grant the license and all rights covered in this Agreement.
2. Licensor grants to Licensee the nonexclusive, irrevocable right, privilege and license, to use the master recordings of the above named and copyrighted musical compositions in synchronism or timed-relation with the following video, television program, motion picture or film (hereafter referred to as the “visual image”):
Name of the Film
The method of usage and transmission of the visual image shall be: in all forms of motion picture, film, television broadcast of any kind, videocassette and any other formats or transmissions of said visual image whether currently in existence or later created or discovered, including advertising and promotion of the visual image.
3. This license is granted upon the express condition that the recording is to be used solely in synchronism or timed-relation with the above listed visual image. No sound recordings produced or licensed under this license are to be manufactured, sold, licensed or used separately or apart from the visual image. The visual image shall not be used, transmitted or exhibited except as specifically noted in this Agreement.
4. If the method of usage and transmission of the visual image is one that is not subject to performing rights granted to any performing rights society, then this Agreement shall constitute a valid performing rights license from the Licensor to the Licensee.
If the method of usage and transmission of the visual image is one that is subject to performing rights granted to any performing rights society, then the exercise of recording rights granted in this license are subject to the broadcaster having a valid performing rights license. Licensee shall have no claim against Licensor if the broadcaster which Licensee intends to broadcast through does not have, or is unable to obtain a valid performing rights license.
5. This license is granted for the geographic territory of the World.
6. The term of this license shall be for as long as the copyrights in the musical compositions remain valid and in force. At the end of this period, all rights given from the Licensor to the Licensee shall terminate, including the right to make or authorize any use or distribution whatsoever of said recordings of the musical composition, subject to those rights which the Licensee may then be able to obtain with regard to public domain compositions.
7. For the rights granted in this Agreement, Licensee shall pay compensation to Licensor at the rate of 1% of the film’s net per musical composition for compositions, up to a total of $5000 US per song used in the completed project. This total compensation shall be paid entirely as deferred compensation. Such deferred compensation shall be payable only if all expenses and costs of any kind incurred in connection with the Picture are first recovered in full by Licensee. If Licensee never receives full reimbursement of all expenses and costs incurred in connection with the Picture, then Licensor shall never receive the stated deferred compensation. Licensor understands that the possibility exists that Licensor may never receive any portion of the stated deferred compensation, and Licensor expressly agrees to these terms. If Licensee receives full reimbursement for all expenses and costs incurred in connection with the Picture, Licensor shall receive the stated deferred compensation in a manner proportionate to all other persons who are entitled to deferred compensation. While Licensee shall be obligated to pay such deferred compensation once all expenses and costs incurred by Licensee in connection with the Picture have been fully reimbursed, the actual frequency of the payment of such deferred compensation shall be at the discretion of Licensee. The failure of Licensor to receive compensation because Licensee has not been fully reimbursed for its expenses and costs shall not be grounds to terminate or revoke the rights granted by Licensor to Licensee in this Agreement.
8. Licensee shall inform Licensor of the necessary format and technical requirements for the master recordings. Should Licensor fail to deliver master recordings that are satisfactory to Licensee, Licensee may either require Licensor to supply new master recordings that are satisfactory, or Licensee may cancel a portion of this Agreement and adjust fees due to Licensor accordingly, whichever Licensee so chooses.
9. Licensor indemnifies and shall hold Licensee harmless from all loss, damage or expense (including legal expenses and attorney’s fees) arising out of, or connected with any claim by a third party which is inconsistent with any of Licensor’s promises or warranties in this Agreement, or by reason of any adjudication invalidating the copyright in the musical compositions.
10. Licensee may assign this Agreement without the written consent of the Licensor, but only to the extent necessary or advisable to properly effect the distribution, exhibition or transmission of the visual image. This Agreement shall be binding upon the heirs, legal representatives, successors and assigns of the parties. The execution of this Agreement by Licensee shall constitute and is accepted by Licensor as full compliance with all obligations of Licensee to Licensor, statutory and otherwise, which arise from or are connected with Licensee’s use of the musical compositions as stated in this Agreement.
11. Licensee shall give Licensor credit in the credit section of the visual image. While Licensee shall endeavor to give such credit in the form noted in Attachment A, Licensee reserves the right to edit such credit as may be necessary due to space limitations or other production constraints.
12. The persons signing below guarantee that they are authorized to sign this Agreement on behalf of the parties, and bind the parties to all terms of this Agreement.
ALL TERMS ACCEPTED AND AGREED
Date: ______Date ______
LICENSEELICENSOR
Print NamePrint Name
______
By ______X
on behalf of the corporationon behalf of the Musical Artist or Band
Social Security
Number______
Address
______
______
AContract - 1
ATTACHMENT A
Album Title:______
Songs for Consideration:______
______
______
______
Performed by:______
Courtesy of:______
From the album:______
Written by:______
Publishing company:______
Other: ______
Name of Production Company
Contact Person
Address
Email
Phone
Attachment A - 1