Fill and Sign the Agreement Musical Form

License Agreement for Reproduction and Sale of Musical Compositions in Designated Area This license agreement is made ________________ (date) , between ________________ (Name of Composer) , of ______________________________________ (street address, city, state, zip code) , hereinafter called Composer, and ________________ (Name of Publisher) , a corporation organized and existing under the laws of the state of ______________, with its principal office located at __________________________________ (street address, city, state, zip code) , referred to herein as Publisher. Whereas Composer is the creator of and owner of all rights in musical compositions identified below; and Whereas, Publisher desires to sell sheet tapes, disks, compact disks, and recordings, and subsidiary rights to such music in ________________ (countries or geographic area) , hereinafter called the licensed territory. Now, therefore, for and in consideration of the mutual covenants contained in this Agreement, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows: I. Grant of Right Composer grants to Publisher the sole and exclusive right during the continuance of this Agreement to reproduce copies in any form by any means and to publish and sell in any and all countries of the licensed territory, but not elsewhere, all or any of the following music, musical compositions, numbers, and works (the compositions ): ________________________________ (description of compositions) . Composer also assigns to Publisher all the copyrights in the compositions (including all rights of whatever nature existing under them) and the right to register the copyrights in the name of Publisher or any designee of Publisher throughout the licensed territory for the term of this Agreement. II. Royalties With respect to the compositions under this Agreement Publisher agrees to pay Composer the following royalties: A. With respect to regular piano copies (and arrangements in which not more than five instruments are included) sold and paid for in the licensed territory, a royalty of $_________ per copy; B A royalty of $_________ per copy of orchestrations in any form sold and paid for in the licensed territory; C. If the compositions are published in any folio or composite work, a payment of $_________ for each composition; D. Folios and composite works as referred to in the preceding paragraph shall be deemed to include any publication of 10 or more compositions within the same volume or binding; and E. An amount equal to _____% of: 1. All net receipts of Publisher in respect of any licenses issued authorizing any person or organization to manufacture records, tapes, compact disks, or other mechanical or electronic means for reproducing any of the compositions, to use any of the compositions in synchronization with motion pictures, or to reproduce the compositions for broadcasting purposes; and 2. Any and all receipts of Publisher from any other source or right, now known or which may later come into existence, with respect to the compositions. III. Accounting Publisher shall render ________________ (e.g. quarterly) accountings to Composer so long as any royalties are payable by reason of this Agreement. Royalty statements shall be accompanied by remittance of any amounts due, all such remittances to be made in United States currency unless otherwise designated by Composer. IV. Motion Picture and Television Productions A. Publisher may grant to producers of motion pictures and television programs nonexclusive world rights for the performance of the compositions throughout the entire world on the condition that the motion pictures and television programs are produced, recorded, and processed in the licensed territory, and on the further condition that any receipts accruing from performances in other than the licensed territory shall be paid directly to Composer or any designee of Composer. B. Conversely, Composer may grant to producers of motion pictures and television programs nonexclusive world rights for the performance of the compositions throughout the entire world provided that such motion pictures and television programs are not produced, recorded, or processed in the licensed territory, and provided further that any receipts accruing from performances in the licensed territory shall be paid directly to Publisher or any designee of Publisher. C. No other licensing of any rights whatever can be made in the licensed territory except by Publisher. Composer agrees that Composer will not ship or otherwise import into the licensed territory any copies of the compositions for the term of this Agreement. V. Sublicenses Publisher shall have the right to license any of the rights conferred by this Agreement to any third party it shall designate; provided, however, that such third party and Publisher shall be jointly and severally liable for the payment of all royalties relating to the rights so licensed. VI. Protection of Copyright Publisher shall have the right and authority, but not the obligation, at its sole cost and expense to deal with, enforce, and protect all right to the compositions and the copyrights in them in the licensed territory. ________ % of any recovery made by Publisher as a result of Publisher's exercising such right, after deduction of expenses, shall be paid to Composer. Composer agrees to execute any instruments required for Publisher's prosecution of any action for infringement. VII. Term The term of this Agreement shall be for a period of ____ years, commencing from the date of this Agreement. VIII. Warranty and Indemnity Composer warrants and represents that Composer has the sole right and authority to confer the rights granted in this Agreement and covenants to indemnify Publisher against any claim, demand, or recovery finally sustained in any suit that may be brought against Publisher by reason of any violation of proprietary right or copyright. IX. Severability The invalidity of any portion of this Agreement will not and shall not be deemed to affect the validity of any other provision. If any provision of this Agreement is held to be invalid, the parties agree that the remaining provisions shall be deemed to be in full force and effect as if they had been executed by both parties subsequent to the expungement of the invalid provision. X. No Waiver The failure of either party to this Agreement to insist upon the performance of any of the terms and conditions of this Agreement, or the waiver of any breach of any of the terms and conditions of this Agreement, shall not be construed as subsequently waiving any such terms and conditions, but the same shall continue and remain in full force and effect as if no such forbearance or waiver had occurred. XI. Governing Law This Agreement shall be governed by, construed, and enforced in accordance with the laws of the State of __________. XII. Notices Unless provided herein to the contrary, any notice provided for or concerning this Agreement shall be in writing and shall be deemed sufficiently given when sent by certified or registered mail if sent to the respective address of each party as set forth at the beginning of this Agreement. XIII. Attorney’s Fees In the event that any lawsuit is filed in relation to this Agreement, the unsuccessful party in the action shall pay to the successful party, in addition to all the sums that either party may be called on to pay, a reasonable sum for the successful party's attorney fees. XIV. Mandatory Arbitration Any dispute under this Agreement shall be required to be resolved by binding arbitration of the parties hereto. If the parties cannot agree on an arbitrator, each party shall select one arbitrator and both arbitrators shall then select a third. The third arbitrator so selected shall arbitrate said dispute. The arbitration shall be governed by the rules of the American Arbitration Association then in force and effect. XV. Entire Agreement This Agreement shall constitute the entire agreement between the parties and any prior understanding or representation of any kind preceding the date of this Agreement shall not be binding upon either party except to the extent incorporated in this Agreement. XVI. Modification of Agreement Any modification of this Agreement or additional obligation assumed by either party in connection with this Agreement shall be binding only if placed in writing and signed by each party or an authorized representative of each party. XVII. Assignment of Rights The rights of each party under this Agreement are personal to that party and may not be assigned or transferred to any other person, firm, corporation, or other entity without the prior, express, and written consent of the other party. XVIII. Counterparts This Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original, but all of which together shall constitute but one and the same instrument. XIX. Compliance with Laws In performing under this Agreement, all applicable governmental laws, regulations, orders, and other rules of duly-constituted authority will be followed and complied with in all respects by both parties. XX. Necessary Acts and Further Assurances The parties shall at their own cost and expense execute and deliver such further documents and instruments and shall take such other actions as may be reasonably required or appropriate to evidence or carry out the intent and purposes of this Agreement or to show the ability to carry out the intent and purposes of this Agreement. XXI. In this Agreement, any reference to a party includes that party's heirs, executors, administrators, successors and assigns, singular includes plural and masculine includes feminine. WITNESS our signatures as of the day and date first above stated. ________________________ (Name of Publisher) ________________________ By: _________________________ (P rinted Name of Composer) (P rinted Name & Office in Corporation) ________________________ ________________________ (Signature of Composer) (Signature of Officer)