Client Recording Form

Client Recording Form

This Client Recording Agreement (the Agreement) is entered into as of Date: by and between Client Name: and Producer Name: .

WHEREAS

WHEREAS, Client desires to participate in recorded sessions (audio and/or video) to be performed, captured and produced by Producer under the terms set forth below;

WHEREAS, Producer has the equipment, technical personnel and production expertise required to perform the recording services described herein and desires to obtain the rights to use the resulting recordings as set forth in this Agreement;

WHEREAS, the parties intend by this Agreement to set forth their respective duties, compensation and the allocation of intellectual property rights in connection with the recordings.

Scope of Recording Services

Recording Details — Date: Start Time: End Time:

Grant of Rights

Client hereby irrevocably grants to Producer and Producer's licensees, successors and assigns a perpetual, worldwide, royalty-free, transferable and sublicensable right and license to record, reproduce, distribute, display, perform, modify, adapt and otherwise use the recordings created under this Agreement (the Recordings) in any media now known or hereafter developed. This grant includes the right to edit, combine with other material, and create derivative works for commercial and promotional purposes without further approval or compensation beyond that set forth in Payment Terms.

Payment Terms

Overdue payments shall accrue interest at a rate of % per month on the unpaid balance, calculated monthly and compounded. Producer may suspend delivery or use of Recordings until amounts due are paid in full.

Term and Termination

Term Start Date: Term End Date:

Either party may terminate for material breach if the breaching party fails to cure within the notice period specified above. Termination shall not relieve Client of payment obligations for services already performed or for non-cancellable production expenses incurred by Producer prior to termination.

Confidentiality

Each party shall maintain in confidence all Confidential Information disclosed by the other party in connection with this Agreement. "Confidential Information" includes non-public commercial, technical and production information, but excludes information that is or becomes publicly known through no fault of the receiving party, independently developed without use of Confidential Information, or lawfully received from a third party. Confidentiality obligations shall continue for a period of three (3) years following termination, except that obligations with respect to trade secrets shall survive for as long as such information remains a trade secret.

Client expressly authorizes Producer to use Client's name, likeness and performance contained in the Recordings in connection with the exploitation of the Recordings worldwide for any purpose, including advertising and promotion, unless Client declines below.

Decline promotional use (checking this box limits Producer's right to use name/likeness for promotional purposes but does not affect Producer's rights to use the Recordings in finished works as expressly granted above).

Warranties; Authority

Client represents and warrants that Client has full authority to enter into this Agreement and to grant the rights granted herein, that the performance and exploitation of the Recordings as contemplated will not violate the rights of any third party, and that Client is at least 18 years of age or, if a minor, that a legal guardian executes this Agreement on Client's behalf. Client further warrants that no prior commitments exist that would restrict Producer's use of the Recordings as granted.

Client confirms majority and authority

Indemnification

Each party shall indemnify, defend and hold harmless the other party and its officers, directors, employees and agents from and against any and all claims, losses, liabilities, damages, costs and expenses (including reasonable attorneys' fees) arising out of any breach of that party's representations, warranties or obligations under this Agreement or arising from the use of the Recordings in a manner inconsistent with the rights granted herein.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the jurisdiction specified above, without regard to its conflict of laws rules.

Entire Agreement

This Agreement constitutes the entire understanding between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, representations and understandings, whether oral or written. Any amendment or modification must be in writing and signed by authorized representatives of both parties.

Notices

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