Music License Agreement

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Phone: {{phone}}

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MUSIC LICENSE AGREEMENT

This Music License Agreement ('Agreement') is made and entered into effective as of this {{day}} day of {{month}}, {{year}} (the 'Effective Date'), by and between:

**Licensor:** {{licensor_name}}, with a principal place of business at {{licensor_address}} (hereinafter referred to as 'Licensor').

**Licensee:** {{licensee_name}}, with a principal place of business at {{licensee_address}} (hereinafter referred to as 'Licensee').

1. Licensed Musical Work

The Licensor hereby grants to the Licensee a non-exclusive, non-transferable license to use the musical work(s) identified below (hereinafter referred to as the 'Licensed Work'):

**Title:** {{song_title}}

**Artist/Composer:** {{artist_composer}}

**Publisher (if applicable):** {{publisher}}

**ISRC (if applicable):** {{isrc_code}}

**Description of Work:** {{description_of_work}}

2. Grant of Rights

Subject to the terms and conditions of this Agreement, the Licensor grants the Licensee the following rights with respect to the Licensed Work:

**a) Permitted Use:** To reproduce, distribute, publicly perform, and/or synchronize the Licensed Work solely in connection with {{permitted_use_description}}.

**b) Territory:** Worldwide / {{territory}}.

**c) Term:** The term of this license shall commence on the Effective Date and continue for a period of {{license_term_years}} years / {{license_term_months}} months, unless terminated earlier as provided herein. The license may be renewed upon mutual written agreement of both parties.

**d) Exclusivity:** Non-exclusive. The Licensor retains all rights to license the Licensed Work to other parties.

3. License Fee and Royalties

In consideration for the rights granted herein, the Licensee shall pay the Licensor as follows:

**a) Upfront Fee:** A one-time upfront fee of {{upfront_fee_amount}} ({{upfront_fee_currency}}) due upon the signing of this Agreement.

**b) Royalties:** A royalty of {{royalty_percentage}}% of the Licensee's gross revenue derived directly from the Permitted Use of the Licensed Work. Royalties shall be calculated and paid {{payment_frequency}} (e.g., quarterly) within {{days_for_payment}} days of the end of each {{payment_period}}.

**c) Reporting:** The Licensee shall provide the Licensor with detailed statements of accounts demonstrating the calculation of royalties, within {{days_for_reporting}} days of the end of each royalty period.

4. Warranties and Representations

**a) Licensor's Warranties:** The Licensor represents and warrants that it is the sole owner or has the full right and authority to grant the rights herein granted in the Licensed Work and that the Licensed Work does not infringe upon any copyright or other proprietary right of any third party.

**b) Licensee's Warranties:** The Licensee represents and warrants that it will use the Licensed Work strictly in accordance with the terms of this Agreement and will not use the Licensed Work in any manner that is defamatory, illegal, or infringes upon the rights of any third party.

5. Indemnification

**a) Licensor's Indemnification:** The Licensor agrees to indemnify, defend, and hold harmless the Licensee from and against any and all claims, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of any breach of the Licensor's warranties or representations hereunder.

**b) Licensee's Indemnification:** The Licensee agrees to indemnify, defend, and hold harmless the Licensor from and against any and all claims, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of any use of the Licensed Work by the Licensee not authorized by this Agreement or any breach of the Licensee's warranties or representations hereunder.

6. Termination

This Agreement may be terminated by either party upon written notice if the other party materially breaches any of its obligations hereunder and fails to cure such breach within {{cure_period_days}} days after receipt of written notice thereof. Upon termination, all rights granted to the Licensee hereunder shall immediately revert to the Licensor.

7. Governing Law and Dispute Resolution

This Agreement shall be governed by and construed in accordance with the laws of {{governing_law_jurisdiction}}. Any dispute, controversy, or claim arising out of or in connection with this Agreement, including its existence, validity, or termination, shall be resolved by arbitration in accordance with the rules of the {{arbitration_institution}}.

8. Entire Agreement

This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior discussions, negotiations, and agreements, whether oral or written.

Signature

IN WITNESS WHEREOF, the parties hereto have executed this Music License Agreement as of the Effective Date.

**LICENSOR**

_____________________________

By: {{licensor_signatory_name}}

Title: {{licensor_signatory_title}}

Date: {{licensor_signature_date}}

**LICENSEE**

_____________________________

By: {{licensee_signatory_name}}

Title: {{licensee_signatory_title}}

Date: {{licensee_signature_date}}