NON-DISCLOSURE AGREEMENT.

by | Jul 17, 2023 | Agreements

NON-DISCLOSURE AGREEMENT.

This Non-disclosure Agreement (hereinafter referred to as the “Agreement”) is made and entered on this ____ day of _____ 2021 (the “Effective Date”), between _________________, Contact Info: ____________________ (hereinafter referred to as the “Client”), and _________________, Contact Info: __________________ (herein referred to as the “Freelancer”).

NOW THEREOF, in consideration of the mutual covenants and promises made by the Parties hereto, the Parties covenant and agree as follows:

  1. TERM.

The initial term of this Agreement shall be for a period ________ [Weeks/Months/Years], commencing on the Effective Date herein.

  • SCOPE.
    • The Freelancer shall be hired as a “Ghostwriter” to write the Client’s lyrics for his music. The Client shall provide the specific details to be included in the lyrics. The Client shall be entitled to request for edits and corrections to the lyrics until they are satisfactory.
    • The Freelancer shall not outsource for purpose of this Agreement without the Client’s prior written consent.
  • PAYMENT.

The Freelancer shall be paid Twenty Five Dollars ($25) per 16 bars or an equivalent of 1 minute of lyrics. Payment shall be made upon delivery of the lyrics to the Client and all edits and corrections have been made and approved.

  • COPYRIGHTS/LIABILITY
    • The Client shall own all the copyright and intellectual property rights to the music produced using the lyrics written by the Freelancer based on the terms of this Agreement. The Freelancer acknowledges and understands that once they have handed over the lyrics to the Client, they shall forfeit their intellectual, proprietary and copyrights over the lyrics and/or the music that shall be produced using the lyrics. The Freelancer shall not lay any legal claim or rights to the lyrics and/or the music during the term of this Agreement or upon the termination/cancellation of this Agreement.
    • The Freelancer shall not on their own or for a third-party, during the term of this Agreement and/or upon termination/cancellation thereof, sell, pass of, or publish the lyrics and/or music featuring the lyrics covered under this Agreement.
    • The Client shall be liable for all the content published and/or produced using the lyrics covered under this Agreement. The Client shall have the responsibility of checking the lyrics and ascertaining that they do not infringe on any copyrights before the completion of the project. The Freelancer shall not, during the term of this Agreement or/and upon the termination/cancellation, be held liable for copyright/proprietary infringement issues arising from the use of the lyrics.
  • NON-DISCLOSURE.

For the purpose of this Agreement, “Confidential Information” means any and all information relating to the lyrics covered under this Agreement and the identity of the Client, as well as the fact that the Freelancer has been contracted as a “Ghostwriter” for the Client, and any other information disclosed as confidential covered herein. Confidential information also includes all information or material that has or could have commercial value that has been disclosed by the Client to the Freelancer to use while developing concepts for the lyrics for the Client’s music. The Freelancer cannot share the confidential information or the concept covered under this Agreement with the general public and/or a third party without the Client’s prior written consent. No other right or license, whether expressed or implied, in the Confidential Information is granted to the Freelancer hereunder.

  • ASSIGNMENT/WAIVER.
    • This Agreement shall be binding upon and inure to the benefit of the Client and the Freelancer and their respective successors and assigns, provided that the Freelancer may not assign any of their obligations under this Agreement without the Client’s prior written consent. 
    • The waiver by either party of any breach or failure to enforce any of the terms and conditions of this Agreement at any time shall not in any way affect, limit, or waive such party’s right thereafter to enforce and compel strict compliance with every term and condition of this Agreement.
  • FORCE MAJEURE.

The failure on the part of the Freelancer to perform their obligation under this contract will not be considered as default if such failure is the result of natural calamities, acts or God, Covid-19, extreme adverse disasters and circumstances beyond the control of the parties. The Freelancer shall inform the Client of such inconveniences promptly.

  • TERMINATION/CANCELLATION.

The Parties acknowledge that either Party can terminate/cancel this Agreement by providing a ______ Day written Notice on the same. The Client can at any time and without notice terminate/cancel this Agreement if the Freelancer violates any of the terms herein and/or fails to provide satisfactory lyrics even after one edit request.

  • MODIFICATION.

This Agreement contains the entire Agreement between the Parties relating to the subject matter hereof and supersedes any and all prior agreements or understandings, written or oral, between the parties related to the subject matter hereof.  No modification of this Agreement shall be valid unless made in writing and signed by both parties hereto.

  1. GOVERNING LAW AND JURISDICTION.

This Agreement shall be governed by and construed in accordance with the laws of __________ [State/Country]. Exclusive jurisdiction and venue shall be in ____________ [State/Country].

IN WITNESS WHEREOF, this Agreement has been executed by the parties as of the Effective Date.

CLIENT: _____________            _________________________           ___________

                    (SIGNATURE)                  (NAME)                                             (DATE)

FREELANCER: _____________        ________________________          ___________

                                (SIGNATURE)                      (NAME)                                   (DATE)

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