September 5, 2023




THIS AGREEMENT is made on the ………… of……….20……., (hereinafter “Effective Date”)
by the Client and the Contractor (collectively referred to as the "Parties" or individually as the "Party")
and includes that Party’s successors and assigns.
In consideration of covenants and agreements contained in this Agreement, and other good and valuable
consideration, the receipt of which is hereby acknowledged, Parties agree to the following terms and
conditions and to be bound thereby:
Term: This agreement shall be valid from the Effective date for a period of 6 months.
Services: The Contractor shall provide music production services to the Client. The Contractor will
produce twelve (12) contracts at $1,500.00 USD per track, totaling to $18,000.00 USD. The Contractor
shall perform their services per this agreement, and per acceptable industry standards.
Payment: For the services rendered, the Client shall compensate the Contractor with $ 3, 000 (USD) per
month which shall be paid on or by the ___________date of the month when the payment is due.
Autonomy: Except as otherwise provided in this Agreement, the Contractor will have full control over
working time, methods, and decision-making in relation to the provision of the services per the
Agreement. The Contractor will work autonomously and not at the direction of the Client. However, the
Contractor will be responsive to the reasonable needs and concerns of the Client and comply with all the
Client rules.
Intellectual property: Contractor agrees that any intellectual property and associated rights owned,
discovered, or developed by them, solely or jointly with others, in connection with their services
performed under this Agreement, shall constitute works for hire and shall automatically, upon their
creation or discovery, become the exclusive property of the Client.
Relationship of the Parties: The relationship of the parties hereto is that of an independent contractor.
Accordingly, the Parties hereto are not deemed agents, partners, or joint venturers of the others for any
purpose due to this Agreement or the transactions contemplated thereby. Neither the Contractor nor their
personnel have any authority to create any contract or obligation, express or implied, on behalf of, in the
name of, or binding upon the Client.
Withholding, Taxes, Benefits, and Insurance: The Contractor and the Client understand that it is the
Contractor’s sole responsibility for withholding, accruing, and paying all income taxes, withholding taxes,
continued service under this Agreement taxes, social security, and other taxes and amounts required by
law for the payment made to the Independent Contractor Fee herein and all payments to their personnel if
any. Neither the Contractor nor any of his personnel is an employee or agent of the Client for any purpose
whatsoever and shall not be entitled to paid vacation days, sick days, holidays, or any other benefits
provided to the Client employees. The Independent Contractor will also be responsible for all worker’s
compensation insurance, public liability insurance, statutory insurance, and other benefits required by law
for the Contractor and the personnel, and all other benefits promised to the personnel by the Independent
Contractor, if any, arising out of or relating to this Agreement.
Non-assignment: Neither Party shall transfer or assign this Agreement without the other Party’s consent
which consent shall not be unreasonably withheld or delayed.

Indemnification. The Client agrees to indemnify, hold harmless and defend the Contractor and its
directors, officers, employees, and agents from and against any incidental, consequential, indirect, or
special damages, or for any loss of profits or business interruptions caused or alleged to have been caused
by the performance or nonperformance of the services. In the event the Contractor is held liable for any
such loss, such liability shall be limited to a refund of payments made by the Client for the services,
minus expenses paid to subcontractors or to third parties.
Confidentiality: All non-public, confidential, or proprietary information of a Party (Disclosing Party),
whether disclosed orally or disclosed or accessed in written, electronic or other form or media, and
whether or not marked, designated or otherwise identified as “confidential” in connection with this
Contract is confidential, solely for the use of performing this Contract and may not be disclosed or copied
unless authorized in advance by the Disclosing Party in writing. Upon the Disclosing Party’s request, the
other Party (Recipient Party) shall promptly return all documents and other confidential materials
received from Disclosing Party. Disclosing Party shall be entitled to injunctive relief for any violation of
this Section. This Section does not apply to information that is: (a) in the public domain; (b) known to
Recipient Party at the time of disclosure, or (c) rightfully obtained by Recipient Party on a non-
confidential basis from a third party.
Further Assurances: Each Party hereto agrees to perform any further acts and to execute and deliver any
further documents that may be reasonably necessary to carry out the provisions of this Agreement.
Force Majeure: For this Agreement, "Force Majeure" means an event which a diligent party could not
have reasonably avoided in the circumstances, which is beyond the control of a party and includes, but is
not limited to, war, riots, civil disorder, earthquake, storm, flood or adverse weather conditions, strikes,
lockouts or other industrial action, terrorist acts, confiscation or any other action by government agencies.
A Party’s failure to fulfill its obligations due to Force Majeure shall not be considered a breach of this
Agreement, provided that the Party has taken all reasonable precautions, due care, reasonable alternative
measures, and minimal delay all to carry out the terms of this Agreement.
● Either Party may terminate this Agreement, upon giving the other Party no less than 30 days’
notice in writing. If a Party wishes to terminate the contract with less than this stated period, the
other Party reserves the right to charge costs that they have already paid in advance or incurred.
● The above provision notwithstanding, the Contractor may terminate this Agreement at any time
and without notice due to failure by the Client to pay.
● The termination of this Agreement shall not discharge the liabilities accumulated by either Party.
● Any Clauses intended by the Parties or this Agreement to survive the termination of this
Agreement shall survive the termination of this Agreement by whatever cause.
Dispute resolution: Any dispute under this agreement shall be resolved through Mediation in the first
instance per the rules of the American Arbitration Association. Should Mediation fail, they shall result to
Court Costs and Attorneys’ Fees: In any action under this agreement, the prevailing Party shall be
entitled to recover costs of court and reasonable attorneys’ fees from the other Party, which fees shall be
in addition to any other relief that may be awarded.
Parties’ acknowledgments: The Parties acknowledge that they have been provided with the opportunity
to negotiate this agreement and to seek legal counsel before signing this agreement. In addition, they
acknowledge that they have the capacity to contract and enter into this agreement and that further, they
have entered into this agreement freely and voluntarily.

General provisions
● This Agreement may be amended only by the written consent of the Parties hereto.
● If any provision is held to be invalid or unenforceable, it shall not affect the validity or
enforceability of any other provision.
● This Agreement constitutes the entire agreement between the Parties. It supersedes all prior oral
or written agreements or understandings between the Parties concerning the subject matter of this
Agreement. The parties will exercise utmost good faith in this Agreement.
● Except where otherwise provided, failure by either Party to enforce any of these terms or
conditions shall not be a waiver of their right to enforce them. No waiver by either Party of any
breach of, or of compliance with, any condition or provision of this Agreement by the other Party
shall be considered a waiver of any other condition or provision or of the same condition or
provision at another time.
● This Agreement may be executed in any number of counterparts, each of which shall be an
original and all of which constitute the same instrument.
● The Article and Section headings in this Agreement are for convenience, and they form in no part
of this Agreement and shall not affect its interpretation.
● Whenever used herein, the singular number shall include the plural, and the plural number shall
include the singular.
● Any references herein to the masculine gender or the masculine form of any noun, adjective, or
possessive shall be construed to include the feminine or neuter gender and form, and vice versa.
● This Agreement shall be governed in all respects by the laws of Florida and its Courts without
regard to its conflict of law provisions.
● Any notice required herein shall be in writing and shall be deemed duly given: if delivered by
hand and receipted for by the party addressee, on the date of such receipt, if mailed by domestic
certified or registered mail with postage prepaid, on the third business day after the date
postmarked, or sent by email at the following addresses or such changed address as the Party
shall have specified by written notice, provided that any notice of change of address shall be
effective only upon actual receipt. Any notice delivered by email shall request a receipt thereof
confirmed by email or in writing by the recipient, and the effective date of such notice shall be
the date of receipt, provided such receipt has been confirmed by the recipient.
Client: _______________________________________________________________________________
Contractor: ___________________________________________________________________________
IN WITNESS WHEREOF, each of the Parties has executed this Agreement, as set forth below.
Signed by the CLIENT

Signed by the duly authorized representative of the

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