Fill and Sign the 12514 Canadian Free Trade Agreement Cfta Buyandsell Form

-1- 7.15 Form: Audio/Video Streaming/Downloading License Agreement DateName Name of CompanyAddress City, State Zip Dear ____________________: XYZ Recording Corporation ("XYZ") hereby provides [Name of Company] ("You") with the following [sample] [track] of [Name of music video(s) and/or audio sound recording(s)] (the "Materials"), based on the following: You are granted a non-exclusive, non- transferable, revocable, limited license during the Term (as defined below) to (a) completely and accurately encode, store and transmit the Materials as a video and/or audio stream, as applicable, only over the World Wide Web portion of the Internet via the Web site currently located at www. _______________ ("Online Service"). You are authorized to copy to the Online Service servers such copies of the Materials as are reasonable necessary solely for the purpose of facilitating the efficient transmission of the Materials from initiation through to the listener as provided herein. [FOR STREAMING ONLY:] [The Materials must at all times be offered and streamed to end users via the Online Service in such manner so that the Materials cannot be downloaded, stored and/or redistributed by the end user.] [FOR DIGITAL DOWNLOADS: [The Materials shall be offered to end users as a digital download.] -2- You shall secure permission, and will pay all amounts due, for any third party content or rights not owned and controlled by XYZ necessary for You to perform the activities specified or contemplated herein with respect to the Materials, and You will hold XYZ harmless from claims alleging your use of the Materials infringes a third party right. Except for the limited license set forth herein, XYZ expressly reserves all other rights in and to the Materials. The term of this license shall commence upon execution by the parties and will remain effective, unless terminated by XYZ on 10 days advance notice, for [___] months (the "Term"). New York law applies to the interpretation of this letter. [FOR TRACKING/REPORTING: You shall provide written monthly reports no later than 15 days after the end of each month detailing the total number of listeners and/or viewers of the Materials and the average time duration of such access to the Online Service.] You agree to furnish to XYZ on a regular basis during the Term, promptly upon XYZ's request and immediately upon expiration or termination of the agreement reflected in this letter, all Materials both as originally provided to You and as modified by or on behalf of You to enable You to perform hereunder When signed below, this letter (the "Agreement") will constitute a valid & binding agreement between the XYZ Recording Corporation and [Name of Company]. Any subsequent modifications to this Agreement by either party shall not be effective unless in writing and signed by the parties, and either party's performance under this Agreement shall -3- constitute acceptance of the terms of this Agreement with or without the acknowledgement below. If you agree to the terms stated above, please indicate your acceptance by signing in the space provided below. Sincerely yours, XYZ Recording Corporation By: _________________________ Name: _______________________ Title: ________________________ ACCEPTED AND AGREED TO BY: [Name of Company] By: ___________________________ Name: _________________________ Title: __________________________