Free Music License Agreement Creator - Create Online

MUSIC LICENSE AGREEMENT

This Music License Agreement (the "Agreement") is made and entered into as of [Date], by and between [Licensor's Full Name] ("Licensor") and Homenick Inc. ("Licensee"), collectively the "Parties."

1. License Grant

1.1. Licensed Work

The Licensor hereby grants to the Licensee a non-exclusive, worldwide, royalty-bearing license to use the musical composition "Harmony Groove" (the "Licensed Work") solely for the purposes of Synchronization in the background of promotional videos and advertisements for the Licensee's products and services.

1.2. Restrictions

The Licensee is prohibited from copying, distributing, or publicly performing the Licensed Work separately from the promotional videos and advertisements in which the Licensed Work is Synchronized. The Licensee is expressly prohibited from sublicensing or transferring the rights granted under this Agreement to any third party. The Licensee shall prominently display the Licensor's name and credit information for the Licensed Work in all promotional materials and advertisements containing the Licensed Work.

2. Royalties and Payment

2.1. Royalty Rate

The Licensee shall pay to the Licensor a royalty of [Royalty Rate] percent (%) of the Licensee's gross revenue derived directly from the exploitation of the promotional videos and advertisements, including but not limited to sales, rentals, advertising revenue, and other sources directly resulting from the usage of the Licensed Work (the "Royalty").

2.2. Payment Terms

Payments shall be made on a quarterly basis within thirty (30) days following the end of each calendar quarter. The Licensee shall provide the Licensor with a detailed royalty statement, including a description of the usage of the Licensed Work and the calculation of the Royalty due to the Licensor, with each payment. All payments shall be made in United States Dollars.

2.3. Audit Rights

Upon reasonable notice, the Licensor or its designated representative shall have the right to audit the books and records of the Licensee relating to the usage of the Licensed Work and the calculation of the Royalty.

3. Representations and Warranties

Licensor represents and warrants that it is the sole owner of the Licensed Work and has full power and authority to enter into this Agreement, and that the Licensed Work does not infringe upon or violate any copyright, trademark, or other intellectual property rights of any third party.

4. Indemnification

The Licensee shall defend, indemnify, and hold harmless the Licensor from and against any and all claims, damages, liabilities, costs, and expenses, including reasonable attorney's fees, arising out of or in connection with the Licensee's use of the Licensed Work, except for any claims arising from the Licensor's breach of its representations and warranties under this Agreement.

5. Term and Termination

This Agreement shall commence on the Effective Date and continue for a term of [Term] years, unless terminated earlier by either Party upon written notice if the other Party breaches any material term or condition of this Agreement and fails to cure such breach within thirty (30) days after receipt of written notice of such breach.

6. Governing Law and Jurisdiction

This Agreement shall be governed by and construed in accordance with the laws of the United States and the State of [State], without regard to its conflict of law principles. Any dispute arising out of or in connection with this Agreement shall be settled by binding arbitration in [Arbitration Venue] pursuant to the rules of the American Arbitration Association, and judgment upon the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof.

7. Miscellaneous

7.1. Entire Agreement

This Agreement constitutes the entire understanding between the Parties and supersedes all prior and contemporaneous agreements, understandings, and negotiations, whether written or oral, relating to the subject matter hereof.

7.2. Amendments and Waivers

This Agreement may not be amended or modified except in writing and executed by both Parties. No waiver by either Party of any provision of this Agreement shall be deemed a waiver of any other provision or any subsequent breach of the same provision.

7.3. Counterparts

This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first above written.

____________________________ ____________________________
[Licensor's Full Name] Homenick Inc.
Licensor Licensee