EXCLUSIVE LICENSE AGREEMENT
This Exclusive License Agreement (“Agreement”) is made and shall be effective as of the date of the last party’s signature (the “Effective Date”) by and between:
Licensor:
Mark Worthington
markworthingtonmusic@gmail.com
(“Licensor”)
Licensee:
(“The Licensee”)
The Licensee’s details will be provided below upon signature.
1. Grant of License
The Licensor hereby grants to the Licensee an exclusive, worldwide license to use the licensed music as described below (the “Work”) for the purposes set forth in this Agreement. This license shall be exclusive in perpetuity, meaning that no other party may use the Work in the manner described herein. The “Work” refers to a musical composition that is to be created by the Licensor in accordance with the specifications agreed upon by both parties.
2. Work Details
The title and any further specifications of the Work will be determined at the time of completion of the music. For purposes of this Agreement, the “Work” shall include any and all sound recordings and compositions that the Licensor creates and delivers to the Licensee, regardless of title or final form.
3. Scope of License
The Licensee is granted the right to:
— Use, reproduce, distribute, display, perform, and otherwise exploit the Work in all media, whether now known or hereafter devised, including, without limitation, television, film, video, internet, digital platforms, and physical media.
— Modify, adapt, and create derivative works based on the Work, including but not limited to remixing, editing, and sampling.
— Sub-license or transfer the rights granted in this Agreement to third parties as necessary for the exploitation of the Work, subject to the terms of this agreement.
— Use the work in connection with any commercial or non-commercial project, including advertising, marketing, promotion, or any other purpose.
4. Exclusivity
This license is granted exclusively to the Licensee, meaning that the Licensor will not grant any further rights to the Work to any other third party, nor will the Licensor will not grant any further rights to the Work to any other third party, nor will the Licensor exploit the Work in the same manner or similar manner during the term of this Agreement.
5. Territory
This Agreement applies worldwide, and the Licensee has the right to use the Work in any and all countries or territories.
6. Term
This Agreement shall be in effect in perpetuity, meaning that the rights granted herein will continue indefinitely unless terminated in writing as provided in this Agreement.
7. Compensation
In exchange for the right granted under this Agreement, the Licensee agrees to pay the Licensor the following:
— License Fee: A one-time fee of $1000 (the “License Fee”). The Licensee acknowledges that the fee is non-refundable once paid.
8. Credit
The Licensee agrees to give the Licensor appropriate credit as the creator of the Work whenever and wherever the Work is used. The credit should appear as follows: Mark Worthington
9. Ownership
The Licensor retains ownership of the underlying copyright in the Work. However, the Licensee is granted the exclusive rights to use and exploit the Work as outlined in this Agreement. This Agreement does not transfer ownership of the Work to the Licensee but rather grants the Licensee a limited, exclusive license to use the Work in the specified manner.
10. Warranties and Representations
The Licensor warrants that they have full rights and authority to grant the license described in this Agreement and that the Work does not infringe upon any third-party rights, including intellectual property rights, and is free from any liens or encumbrances. The Licensee warrants that the use of the Work will comply with all applicable laws, rules, and regulations.
11. Indemnity
The Licensee agrees to indemnify and hold harmless the Licensor from any and all claims, damages, losses, liabilities, and expenses arising out of the Licensee’s use of the Work, including, but not limited to, any claims related to intellectual property infringement, defamation, or violation of any laws.
12. Termination
This Agreement shall remain in effect in perpetuity unless terminated by mutual written consent of both parties or in the event of a breach by either party that is not cured within [30] days after written notice of such breach. Upon termination, the Licensee’s right to use the Work shall cease, but any sublicenses granted prior to termination shall remain in effect.
13. Confidentiality
Both parties agree to keep the terms of this Agreement and any confidential information shared in the course of the relationship confidential and not disclose it to any third parties without prior written consent, except as required by law or in connection with the enforcement of this Agreement.
14. Miscellaneous
- Amendments: This Agreement may only be amended in writing, signed by both parties.
— Severability: If any provision of this Agreement is found to be invalid or unenforceable, the remainder of the Agreement shall remain in full force and effect.
— Entire Agreement: This Agreement represents the entire understanding between the parties with respect to the subject matter hereof and supersedes all prior agreements or understandings, whether written or oral.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date on which the Licensee signs below:
Licensor:
