Music Song Split Agreement

MUSIC SONG SPLIT AGREEMENT

This Music Song Split Agreement ("Agreement") is made effective as of by and between Party A Name: Entity Type: Individual Corporation LLC Other with principal address: (hereinafter "Party A"); and Party B Name: Entity Type: Individual Corporation LLC Other with principal address: (hereinafter "Party B"). Party A and Party B are sometimes referred to herein collectively as the "Parties" and individually as a "Party."

RECITALS

WHEREAS, the Parties have collaborated on the creation, composition, lyric, melody, production, and/or arrangement of a musical composition and sound recording currently titled (the "Composition");

WHEREAS, the Parties desire to allocate and record their respective ownership interests, shares of publishing and master revenue, and administrative responsibilities with respect to the Composition and any derivative works thereto; and

WHEREAS, the Parties wish to set forth their agreements regarding credit, administration, payment, accounting, audits, and other matters related to exploitation of the Composition.

NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, the Parties agree as follows:

1. DEFINITIONS

1.1 "Composition" means the musical work identified in this Agreement, including lyrics, melody, arrangement and any derivative works, and includes the underlying musical composition and associated sound recordings as applicable.

1.2 "Writers" means the individuals or entities listed in the Split Schedule who contributed to the Composition and who are allocated the ownership percentages set forth herein.

1.3 "Net Receipts" means gross amounts actually received by a Party in respect of exploitation of the Composition less bona fide third-party deductions customarily taken in the music industry (e.g., collection society retained fees, taxes, and agreed third-party commissions).

2. OWNERSHIP AND SPLITS

2.1 The Parties agree that ownership of the Composition shall be allocated among the Writers in accordance with the Split Schedule set forth below. Each Party hereby acknowledges and confirms the percentage interest allocated to them as of the Effective Date.

Split Schedule (Allocation of Copyright Shares)

Writer 1:

Writer 2:

Additional Writers (if any)

2.2 The Parties agree that the percentages set forth above represent the entire division of the musical and publishing shares of the Composition. Each Party covenants that they will execute any further instruments reasonably required to record or perfect the ownership interests allocated herein.

3. REPRESENTATIONS AND WARRANTIES

3.1 Each Party represents and warrants that (a) it is the sole owner of the rights it purports to grant herein or is duly authorized to act on behalf of such owner, (b) the Composition is original and does not infringe the rights of any third party, (c) there are no existing agreements or encumbrances that would conflict with the rights granted herein, and (d) it will not execute any agreement inconsistent with the allocations set forth in this Agreement without the prior written consent of the other Party.

3.2 Each Party shall indemnify, defend and hold harmless the other Party from and against any liabilities, losses, damages, costs and expenses (including reasonable attorneys' fees) arising from any breach of the foregoing representations and warranties.

4. ADMINISTRATION, ROYALTIES, AND ACCOUNTING

4.1 Administration. Unless otherwise agreed in writing, Party A shall be responsible for registering the Composition with performing rights organizations and mechanical rights licensing bodies on behalf of the Writers. If Party B is to administer, indicate below:

4.2 Royalties. Royalties, advances, and other monies received in respect of the Composition shall be distributed according to the Split Schedule after deduction of customary third-party fees. Distribution frequency:

4.3 Accounting. The administering Party shall deliver written statements and any payments due to the other Party within 60 days following the end of each accounting period unless otherwise agreed in writing. Each Party shall have the right to request a commercially reasonable explanation of items appearing on an accounting statement.

5. CREDIT, CREDITS AND ATTRIBUTION

5.1 Credit. The Parties agree to credit the Writers on all official releases and promotional materials in substantially the form: "Written by [writer credits]" in accordance with industry practice. Parties shall mutually agree on the specific credit language prior to release.

6. MECHANICAL, SYNCHRONIZATION AND PERFORMANCE RIGHTS

6.1 Each Party shall be entitled to its pro rata share of mechanical, synchronization, master, performance, neighboring and other royalties as allocated in the Split Schedule. Any grant of exclusive rights or assignment of the Composition shall require the prior written consent of all Parties holding an affected interest.

7. TAXES AND WITHHOLDING

7.1 Each Party shall be responsible for payment of any taxes arising from payments made to them under this Agreement and shall provide any required tax documentation to the other Party upon reasonable request.

8. AUDIT RIGHTS

8.1 Each Party shall have the right, once in any twelve (12) month period upon reasonable prior notice, to examine the books and records of the administering Party to verify amounts due under this Agreement. Any such audit shall be conducted during normal business hours and at the auditing Party's expense unless the audit reveals underpayments in excess of five percent (5%) of amounts due, in which case the administering Party shall reimburse the reasonable cost of the audit and promptly pay any underpayment with accrued interest.

9. TERM AND TERMINATION

9.1 Term. This Agreement shall commence on the Effective Date and shall continue in perpetuity with respect to ownership allocations and royalty entitlements, unless the Parties otherwise mutually agree in writing.

9.2 Termination for Cause. A material breach by one Party that is not cured within thirty (30) days after written notice by the non-breaching Party shall entitle the non-breaching Party to terminate this Agreement with respect to future cooperation, without affecting accrued rights.

10. NOTICES

10.1 All notices, requests, consents and other communications required or permitted under this Agreement shall be in writing and delivered to the addresses set forth below or to such other address as either Party may designate by written notice to the other. Notice is effective upon personal delivery, confirmed overnight courier, or three (3) business days after deposit in the U.S. mail, postage prepaid.

11. AMENDMENT, WAIVER, AND COUNTERPARTS

11.1 Amendment. This Agreement may be amended only by a written instrument signed by all Parties.

11.2 Waiver. Failure to enforce any provision shall not constitute a waiver of that provision or any other provision.

11.3 Counterparts; Electronic Signatures. This Agreement may be executed in counterparts and by electronic signature (including typed name sent by email), each of which shall be deemed an original and all of which together shall constitute one and the same instrument.

12. GOVERNING LAW

12.1 This Agreement shall be governed by and construed in accordance with the laws of the state of without regard to its choice-of-law rules. The Parties submit to the exclusive jurisdiction of the state and federal courts located in the chosen state for disputes arising out of this Agreement.

13. ENTIRE AGREEMENT

13.1 This Agreement constitutes the entire understanding between the Parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements and understandings, whether written or oral, relating to the same subject matter.

14. SEVERABILITY

14.1 If any provision of this Agreement is held to be invalid or unenforceable under applicable law, such provision shall be construed and enforced to the maximum extent permitted by law, and the remainder of this Agreement shall remain in full force and effect.

15. MISCELLANEOUS

15.1 Assignment. No Party may assign its rights or obligations under this Agreement without the prior written consent of the other Party, except to an affiliate or successor in interest in connection with a sale of substantially all of such Party's assets.

15.2 Further Assurances. Each Party agrees to execute and deliver such further documents and instruments and to take such further actions as may be reasonably necessary to effectuate and implement the intent of this Agreement.

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