PRODUCTION, MUSIC SYNC, MASTER USE & VIDEO LICENSE AGREEMENT

This agreement (the Agreement) is entered into as of May 11, 2015 (the Effective
Date) by _________ LLC (the Licensee) with principal offices at ______________, and
______ ________ (the Composer/Producer) with an address at ____________.
Licensee and Composer/Producer shall each be referred to as a Party or collectively be
referred to as the Parties.
For good and valuable consideration, the receipt and adequacy of which is hereby acknowledged,
the Parties agree as follows:
1.
Production: The Composer/Producer shall produce a recording of a pre-exisint
musical composition titled __________ (the Song) written by Composer/Producer. That
recording shall be hereafter referred to as the Recording and shall be includive of the Song.The
Recording will feature the vocal performance of Ms. __________ (Artist) who is featured in
the movie titled ____________ (the Movie). The recording shall take place on a date and
time and at a location approved by Licensee.
Since the Composer/Producer is retaining rights in the Recording, she needs to have a separate
agreement with the Artist so the Composer/Producer and the Artist know their respective rights
and obligations with regard to the use of the Recording outside of the movie.
2.

Non-exclusive License.

(a)
Composer/Producer hereby grants to Licensee a non-exclusive license to use the
Recording, including the Song, in the Movie in any manner determined exclusively by Licensee,
and to distribute the Movie in all media now known or hereby developed, throughout the world
(the Territory) for the duration of the Term (as defined below), as well as in advertising,
publicity, and promotion of the Movie.
Since this is a non-exclusive license, the Composer/Producer retains the right to use the
Recording, including the Song, outside of the movie and retain all the income. In this case, the
Composer/Producer even retained the right to license the Song and Recording for use in
another movie.
(b)
Licensee shall be permitted to edit or modify the Recording or perform post-production
mastering alterations to the Recording without the prior written consent of Composer/Producer.
Nothing in this Agreement requires the Licensee to use the Recording in the Movie and the
Licensee may use the Recording in whole or in part in Licensees sole discretion. All rights in

and to the Movie shall be owned solely by Licensee, and Composer/Producer shall have no rights
therein.
3.
Video.
Composer/Producer hereby grants to Licensee the non-exclusive right to use the Recording,
inclusive of the Song, in a video to promote the Movie (the Video), and to distribute the Video
in all media now known or hereby developed, throughout the world (the Territory) for the
duration of the Term (as defined below).
In this case, the Licensee movie producer wanted to make a video including the Recording
to promote the Movie.

5.

Publicity.

Licensee shall have the right to publish, advertise, announce and use the Composer/Producers
name, approved likeness and bio in connection with Licensees exploitation of the Movie or the
Video.
6.

Consideration.

As complete and exclusive consideration for the services rendered and the rights granted to
Licensee hereunder, Licensee is obligated to pay Composer/Producer the sum of __________
($____) (the Composer/Producer Fee). The Composer/Producer Fee includes her travel to and
accommodations in New York City. Composer/Producer hereby acknowledges that Licensee has
paid the Composer/Producer Fee in full.

In this case the Composer/Producer had traveled from L.A. to New York and recorded
the Song for the Licensee filmmaker and the Licensee had already paid her fee by the
time I was asked to do the paperwork.

7.

Term.

All licenses and rights granted in this Agreement shall commence on the Effective Date and
extend for the duration of the copyrights in the Recording, the Song and the Video.
8.

Limitations.

Composer/Producer reserves all of its right title and interest in the Recording and the Song not
expressly granted herein.
9.

Credit.

Licensee shall accord Composer/Producer screen credit in the Movie, substantially as set forth
below, with respect to the Recording and the Song:
[Name of Song]
Words and Music by ________
Performed by [Artist]
Copyright (P) 2015
Produced and arranged by ________
The foregoing credit shall appear in the main credit roll in the Movie. All other aspects of such
credit, including size and placement, shall be determined by Licensee.
10.

Cue Sheet.

Licensee agrees to prepare an accurate music cue sheet for the Movie and the Video and file the
cue sheet with ASCAP, with a copy provided to Composer/Producer, within 30 days after
completion of the Movie.
In this case, ASCAP was the Producer/Composers PRO.
11.

Notices.

Notice in regard to this Agreement shall be delivered by certified mail at to each Party at the
addresses listed above or to a new address provided by either Party.
12.

Representation and Warranty.

Composer/Producer and the Composer/Producer represent and warrant that Composer/Producer

is the sole author of the Song, that the Song is completely original and contains no samples or
other third party created content; that there are no liens or encumbrances on the Song and that
Composer/Producer and the Composer/Producer have the full right, power and authority to enter
into this Agreement and to grant the rights agreed to be granted hereunder.
13.

Indemnity.

Composer/Producer and the Composer/Producer shall at all times indemnify and hold harmless
Licensee from and against any and all third party claims, damages, liabilities, costs and expenses,
including legal expenses and reasonable counsel fees, arising out of breach by Composer/
Producer or the Composer/Producer of any warranty, representation or agreement made by them
herein.
14.

Miscellaneous.

Notwithstanding any provision of this Agreement to the contrary, nothing herein shall be
construed to create a partnership or joint venture between the Parties, to authorize either Party to
act as agent for the other, to permit either Party to undertake any agreement for the other, or to
use the name or identifying mark of the other, all except as it is specifically provided herein.
Neither Party shall be construed for any purpose to be an employee subject to the control or
direction of the other. This Agreement is binding upon and shall inure to the benefit of the
Parties respective successors and assigns. Licensee may not assign any rights or obligations
under this Agreement without the express written consent of Composer/Producer, which shall not
be unreasonably withheld or delayed. This Agreement contains the entire understanding of the
Parties relating to the subject matter hereof and supersedes any prior understanding or
agreements. This Agreement may not be modified or amended except in writing signed by each
of the Parties. This Agreement shall be governed by and construed in accordance with the laws
of the State of New York, without giving effect to its principles of conflicts of laws. This
Agreement can be signed in counterparts.
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the
day and year first written above

Composer/Producer

_______________ LLC

___________________

___________________________
Authorized Signatory
Name: ______________________
Title: _______________________