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1. Parties: Identification of the licensor (rights holder) and licensee, including full legal names and addresses
2. Background: Context of the agreement, including confirmation of ownership/control of the musical works
3. Definitions: Defined terms including 'Musical Works', 'Territory', 'Term', 'Net Revenue', and other key concepts
4. Grant of Rights: Specific rights being licensed exclusively, including reproduction, distribution, and public performance rights
5. Territory and Term: Geographic scope of the license and duration of the agreement
6. Exclusivity Provisions: Scope and nature of exclusivity, including any carve-outs or reservations
7. Financial Terms: License fees, royalties, payment terms, accounting, and audit rights
8. Obligations of the Parties: Specific duties of both licensor and licensee, including promotion and exploitation requirements
9. Quality Control: Standards for use of the musical works and approval requirements
10. Representations and Warranties: Statements of fact and promises by both parties, particularly regarding ownership and rights
11. Term and Termination: Duration, renewal provisions, and grounds for early termination
12. Effect of Termination: Consequences of agreement ending and wind-down provisions
13. Confidentiality: Protection of confidential information exchanged during the relationship
14. Governing Law and Jurisdiction: Confirmation of Swiss law application and dispute resolution provisions
15. General Provisions: Standard boilerplate clauses including assignment, notices, and entire agreement
1. Sub-licensing Rights: Include when licensee is permitted to grant sub-licenses to third parties
2. Digital Rights Management: Include for digital distribution of music, specifying technical protection measures
3. Minimum Performance Requirements: Include when setting specific exploitation or revenue targets for the licensee
4. Creative Control: Include when licensor wants specific control over how music is used or modified
5. Marketing Commitments: Include when specific marketing obligations are required of the licensee
6. Collection Society Arrangements: Include when dealing with collective rights management
7. Synchronization Rights: Include if licensing includes right to use music in audiovisual works
8. International Revenue Provisions: Include for cross-border revenue collection and currency conversion
1. Schedule 1 - Licensed Musical Works: Detailed list of all musical works covered by the agreement, including composers and recordings
2. Schedule 2 - Royalty Calculations: Detailed methodology for calculating royalties and license fees
3. Schedule 3 - Reporting Templates: Standard forms for financial and usage reporting
4. Schedule 4 - Technical Delivery Requirements: Specifications for delivery of musical works and associated materials
5. Schedule 5 - Approved Sub-licensees: If applicable, list of pre-approved sub-licensees
6. Appendix A - Copyright Registration Details: Details of copyright registrations for licensed works
7. Appendix B - Prior Licenses and Encumbrances: List of any existing licenses or restrictions on the musical works
Musical Works
Compositions
Sound Recordings
Master Rights
Publishing Rights
Territory
Term
Effective Date
License Fee
Net Revenue
Gross Revenue
Royalties
Licensed Rights
Exclusive Period
Intellectual Property Rights
Copyright
Related Rights
Collection Society
Digital Distribution
Physical Distribution
Streaming
Download
Public Performance
Broadcasting Rights
Synchronization Rights
Mechanical Rights
Performing Rights
Sub-licensing
Marketing Material
Promotional Use
Quarter
Accounting Period
Advance
Minimum Guarantee
Release
Commercial Release
Distribution Channels
Digital Service Providers
Affiliate
Confidential Information
Force Majeure
Exploitation
Usage Data
Metadata
Technical Specifications
Quality Standards
Payment Terms
Reporting Period
Business Day
Material Breach
Grant of Rights
Exclusivity
Territory and Term
License Fee
Royalties
Payment Terms
Accounting and Audit Rights
Delivery Obligations
Quality Control
Exploitation Requirements
Sub-licensing
Intellectual Property Rights
Warranties and Representations
Assignment
Confidentiality
Term and Termination
Force Majeure
Governing Law
Jurisdiction
Dispute Resolution
Entire Agreement
Severability
Notices
Collection Society Rights
Marketing and Promotion
Technical Requirements
Moral Rights
Non-Competition
Indemnification
Insurance
Reporting Requirements
Record Keeping
Amendment
Waiver
Further Assurance
Music and Entertainment
Digital Media
Broadcasting
Film and Television Production
Advertising
Gaming Industry
Digital Streaming Services
Event Management
Music Publishing
Content Licensing
Legal
Business Affairs
Intellectual Property
Rights Management
Licensing Operations
Content Acquisition
Royalties and Finance
Digital Distribution
Music Publishing
Business Development
Legal Counsel
Music Rights Manager
Licensing Director
Business Affairs Manager
Copyright Administrator
Head of Music Publishing
Contracts Manager
IP Rights Manager
Digital Rights Director
Music Business Development Manager
Content Acquisition Manager
Music Supervisor
Royalties Manager
Legal Operations Manager
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