Voice Recording Release Agreement

VOICE RECORDING RELEASE AGREEMENT

This Voice Recording Release Agreement ("Agreement") is entered into as of by and between (hereinafter "Producer") and (hereinafter "Releasor").

WHEREAS

WHEREAS, Producer intends to capture, record, produce and exploit audio recordings of Releasor's voice, statements, performances and related material (collectively, "Recordings") for use in connection with Producer's business activities and promotional efforts; and

WHEREAS, Releasor has the full legal capacity and authority to grant the rights and licenses set forth herein and wishes to grant such rights to Producer under the terms and conditions of this Agreement; and

WHEREAS, the parties desire to set forth the scope, compensation, confidentiality and other material terms governing the creation and use of the Recordings.

PARTY CONTACT INFORMATION

SCOPE OF WORK

Releasor will provide voice recordings, readings, spoken performances, and related vocal material as reasonably requested by Producer during recording sessions described below. Details and deliverables are set forth in the Scope of Work field.

GRANT OF RIGHTS

Releasor hereby irrevocably grants and assigns to Producer and its successors, licensees and assigns, on a worldwide, perpetual, royalty-free basis, the exclusive right to record, reproduce, edit, adapt, distribute, publicly perform, broadcast, sublicense and otherwise exploit the Recordings in any and all media now known or hereafter devised. Releasor waives any moral rights or other rights of attribution or integrity in the Recordings to the extent permitted by law.

PAYMENT TERMS

As full compensation for the rights granted and services rendered, Producer shall pay Releasor the amounts and on the schedule set forth below. All payments shall be in US dollars unless otherwise agreed in writing.

Releasor shall be responsible for any taxes applicable to amounts paid hereunder unless otherwise required by law; Producer may withhold taxes as required by applicable law.

TERM AND TERMINATION

This Agreement shall commence on and shall continue until , unless earlier terminated in accordance with this Section.

Either party may terminate this Agreement for material breach by the other party if the breaching party fails to cure such breach within days after receipt of written notice specifying the nature of the breach. Upon termination, Producer's rights in any Recordings created prior to termination shall survive and remain fully licensed as set forth herein unless otherwise agreed in writing.

CONFIDENTIALITY

The parties acknowledge that in the course of performance they may receive Confidential Information. Each party shall hold Confidential Information in confidence and shall not disclose it to any third party except as required to exercise rights granted under this Agreement or as required by law. Confidential Information does not include information that (a) is or becomes generally available to the public other than by breach of this Agreement, (b) is independently developed without use of the other party's Confidential Information, or (c) was known to the receiving party prior to disclosure.

The obligations in this section shall survive termination or expiration of this Agreement for a period of unless a longer period is required by applicable law.

REPRESENTATIONS, WARRANTIES AND INDEMNIFICATION

Releasor represents and warrants that Releasor is the sole author and owner of the voice performances granted hereunder or otherwise has full authority to grant the rights granted herein; that the Recordings and Releasor's grant will not violate or infringe the rights of any third party; and that no prior agreements conflict with the rights granted to Producer. Releasor shall obtain any necessary releases from third parties appearing in the Recordings.

Each party shall indemnify, defend and hold harmless the other party and its officers, directors, employees and agents from and against any third-party claim, loss, liability or expense (including reasonable attorneys' fees) arising out of breach of such party's representations, warranties or obligations under this Agreement.

LIMITATION OF LIABILITY

EXCEPT FOR A PARTY'S INDEMNIFICATION OBLIGATIONS OR A BREACH OF CONFIDENTIALITY, NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR EXEMPLARY, PUNITIVE, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL EITHER PARTY'S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT EXCEED THE TOTAL AMOUNTS PAID OR PAYABLE BY PRODUCER TO RELEASOR UNDER THIS AGREEMENT.

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to its conflicts of laws principles. The parties irrevocably submit to the exclusive jurisdiction of the state and federal courts located in that state for resolution of any dispute arising out of this Agreement.

ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings, negotiations and discussions, whether oral or written. Any amendment or modification must be in writing and executed by both parties.

MISCELLANEOUS

If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions shall continue in full force and effect. No waiver of any breach shall be deemed a waiver of any other breach. Headings are for convenience only and shall not affect interpretation.

The parties acknowledge that they have read and understand this Agreement, have had the opportunity to seek independent counsel, and agree to be bound by its terms.

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