MASTER USE AND SYNCHRONIZATION LICENSE
This Agreement on {approximateDate}, between {Name} on behalf of him/herself and on behalf of {publisher}, a publishing company registered with {publishersPro} (collectively hereafter the “Licensor”) and Flow Nonfiction LLC (the “Licensee") shall serve to define the terms of use for the Master Recordings and Compositions in connection with the television program Small Business Revolution: Main Street (the “Program”) in various episodes.
THE MASTERS AND COMPOSITIONS
Any reference in this agreement to “Masters” shall be inclusive of master recordings of the songs listed below, as performed by {artist}:
{song1}
{song2}
Any reference in this agreement to the “Compositions” refers to the the original songs recorded on the Masters as listed above.
LICENSED USE, MASTER RECORDINGS
Licensor grants to Licensee and its agents and assignees the irrevocable non-exclusive right and license to use excerpts of the Masters for Background usage in and in connection with the Program/Series in any and all media whether now known or hereafter devised, in the Market and Territory for the Term, in any and all languages, as well as in advertising, publicity, and promotion of the Program/Series.
LICENSED USE, SYNCHRONIZATION
Licensor grants to Licensee and its agents and assignees the irrevocable non-exclusive right and license to synchronize the Compositions with other AudioVisual assets comprising the Program, and to distribute and broadcast the Program containing the Compositions in any and all media, whether now known or hereafter devised, in the Market and Territory for the Term, in any and all languages, as well as in advertising, publicity, and promotion of the Program/Series.
LICENSE FEE
Licensor grants the rights herein for the sum of {fee}, to be paid within 14 days upon execution of this agreement.
REPRESENTATIONS
Licensor represents and warrants that:
It exclusively owns or controls all copyright in the Master and that it owns or controls all other rights necessary to enter into and to fully perform this Agreement, and that no consents or releases from any person(s), or of any third person or entity are or will be required. Licensee’s use of the Master and the inclusion of them in the Program will not violate rights of any kind or nature whatsoever of any person, firm, corporation, association, society or other entity.
b) It exclusively owns or controls all copyright in the Compositions and that it owns or controls all other rights necessary to enter into and to fully perform this Agreement, and that no consents or releases from any person(s), or of any third person or entity are or will be required. Licensee’s use of the Master and the inclusion of the same in the Program will not violate rights of any kind or nature whatsoever of any person, firm, corporation, association, society or other entity.
b) Licensor agrees to indemnify and hold harmless Licensee and any person claiming under Licensee, and the officers, directors, shareholders and employees thereof, and Licensee’s licenses, affiliates, distributors, and assign from and against any liabilities, losses, claims, demands, costs (including without limitation reasonable attorneys’ fees) and expenses aris- ing in connection with any breach or alleged breach by Licensor of this Agreement or of any of the above representations or warranties.
NAME AND LIKENESS
Licensee shall have the right to publish, advertise, announce and use in any manner or medium, the name, sobriquet, biography and photographs or other likenesses of Licensor in connection with any exercise by Licensee of its rights hereunder.
MISCELLANEOUS
a) As of this writing, final episodes have yet to be locked; therefore, nothing herein shall require Licensee to use the Master(s) in the Program/Series.
b) Licensee may assign its rights and obligations hereunder as it deems appropriate.
c) This License Agreement constitutes the entire agreement and complete understanding of the parties, and cannot be modified except by a written instrument signed by Licensee and Licensor. All prior or contemporaneous promises, understandings, and agreements, oral or written, are merged into and included in this written instrument. No officer, employee, or rep- resentative of Licensee has made any representation or promise, express or implied, in connection with this agreement or the subject matter hereof which is not contained herein.