COMMON USE LICENSE AGREEMENT
This Music License Agreement is made and entered into as of the date of grant set forth below
between __________ (the “Owner”) and ________ (the
“Licensee”).
WHEREAS, the Owner owns the copyright, publishing rights and all other related rights in and
to certain songs, (hereinafter “SONGS”)
WHEREAS, the Licensee desires to obtain certain rights to the Songs and Composer’s
performance of those Songs for use in any purpose.
NOW, THEREFORE, in consideration of the promises, conditions, covenants and warranties
herein contained, the parties agree as follows:
GENERAL TERMS:
The mechanical, synchronization, and performance rights granted to the Licensee within
the Agreement include right to re-record, duplicate and release the Work as a part of a
production in whatever medium(s) necessary i.e. Youtube, Zoom Video, video tape,
Film, CD-ROM, DVD.
If the music is used in software such as a video game application or other software
product, the music will be “embedded” with the intention that the end user of the
software or is unable to extract or use the music on its own; right to use the music as a
soundtrack “synced” with visual images as part of a production; and right to use the
music as part of the public viewing or broadcast of a production(including but not
limited to TV shows, videos, DVDs, websites, podcasts, multimedia presentations, and
films.
The Licensor grants Licensee an exclusive perpetual license to use the Work herein.
RIGHTS NOT INCLUDED IN THIS AGREEMENT:
The rights granted to the Licensee do not permit the Licensee to claim ownership or
authorship of the music represented under this Agreement.
The Licensor maintains all intellectual property rights with regard to the marketing and
sales of all tracks and any infringement thereof is punishable by law.
LICENSE
Owner shall give license to Licensee to use any music under its administration is the manners as
required.
LICENSE RESTRICTION
Unless the prior consent is obtained from Owner, the license granted to Licensee shall only be
limited to the licensed contents, shall not sub-license or transfer the licensed content to any
third party.
INDEMNIFICATION
You agree to indemnify and hold Licensor, its affiliates, parents, subsidiaries, employees,
directors, officers, successors, assigns, distributors, investors, lenders, and anyone else
associated with the Licensor, harmless from, and against, any and all claims, liabilities, costs,
damages, or expenses (including attorney’s fees), asserted against the Licensor arising out of
the use of the Music.
FEES
The Licensee agree to pay the Licensor a one-time fee of ___. The Licensee will
not owe any future additional royalties or fees to the Licensor for future use of the represented
tracks within the terms of this Agreement.
ARBITRATION
Any controversy, claim or dispute arising out of or relating to this Agreement, shall be settled
solely and exclusively by binding arbitration in ( state Name). Such arbitration shall be
conducted in accordance with the then prevailing commercial arbitration rules of the American
Arbitration Association. Each Party shall bear its own attorney’s fees and expenses. The parties
agree to abide by all decisions and awards rendered in such proceedings.
NOTICES
The address of each party hereto as set forth below shall be the appropriate address for the
mailing of notices, checks and statements, if any, hereunder. All notices shall be sent via
certified or registered mail and shall not be deemed received or effective unless and until
actually received or effective unless and until actually received. Either Party may change their
mailing address by written notice to the other.
APPLICABLE LAW
All disputes arising from or in connection with this Agreement or its performance shall be
resolved through friendly consultation between the parties hereto. In the event that no
agreement can be reached through consultation, either party may bring a legal action to other
party intermediate Court, (State Name). The execution, performance, and interpretation of this
Agreement and disputes resolution shall be governed by the laws of the (State Name).
TERMINATION OF THE AGREEMENT
This Agreement shall be subject to termination at the election of Composer, in the event that
the Owner fails to begin Songs within one year of the date on which all parties have signed this
Agreement, by written notice given by Owner within 30 days of the running of that one year
period. Upon termination or expiration of this Agreement, Owner shall remove the songs from
the site as soon as it is commercially feasible. Termination or expiration of this Agreement shall
not extinguish any Composer’s obligations under this Agreement (including, but not limited to
Owner to pay royalties) which by their terms continue after the date of termination or
expiration.
ENTIRE AGREEMENT
This Agreement contains the entire agreement and understanding of the parties with respect to
the subject matter hereof and supersedes and replaces all prior discussions, agreements,
proposals, understandings, whether orally or in writing, between the parties related to the
subject matter of this Agreement. This Agreement may be modified, changed or amended only
in a written agreement that is duly executed by authorized representatives of the parties. If any
provision(s) hereof is deemed to be illegal or unenforceable by a court of competent
jurisdiction, the enforceability and effectiveness of the remainder of the Agreement shall not
be affected and this Agreement shall be enforceable without reference to the unenforceable
provision(s).
IN WITNESS WHEREOF, the parties have caused this License Agreement to be executed this day
and year ___
Owner
By: _________
Name: ____
Licensee
By: _________
Name: __________
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