SONGSHOP – PUBLISHER EXCLUSIVE LICENSE AGREEMENT
(Diamond License)
BY AND BETWEEN
[Publisher Name]
(hereinafter referred to as the “Licensor”)
Email: [writer email]
AND
[User Name]
(hereinafter referred to as the “Licensee”)
Email: [user email]
RECITALS
WHEREAS, Licensor hereby grants to Licensee the semi-exclusive right to record a master recording of the musical composition entitled [Composition Name] (the “Composition”) for online and physical distribution as more particularly defined below.
WHEREAS, the Composition is being made available through SongShop.ca (“SongShop”).
Licensee agrees to and is legally bound by the following terms and conditions of this Publisher Exclusive License Agreement (the “Agreement”).
For purposes of this Agreement, “semi-exclusive” means that no additional licenses shall be granted on SongShop or any other licensing platform for the duration of this Agreement, subject to the exceptions stated herein.
1. ASSIGNMENT OF RIGHTS
1.1
Licensee is granted a worldwide, semi-exclusive, non-transferable, limited commercial right to use the Composition, subject to the restrictions and covenants of this Agreement.
1.2
Licensor reserves the right to grant licenses to major labels, artists, or other parties it deems appropriate to further the commercial success of the Composition.
1.3
Any rights granted by Licensor to third parties prior to execution of this Agreement shall remain valid under their respective agreements.
1.4
Licensee is granted a semi-exclusive, limited commercial distribution, performance, and broadcast right, subject to the following restrictions:
(i) A single, limited commercial usage on any physical and/or digital medium (album, EP, or single) (the “Master Recording”) with a maximum circulation of 2,500 units (the “Sales Cap”). Licensee may set pricing at their discretion.
(ii) Licensee agrees not to rearrange, remove, or alter any element of the Composition or use it beyond the scope of this Agreement.
(iii) Licensee must notify Licensor if sales exceed 2,500 units. Upon exceeding the Sales Cap, this Agreement terminates and the parties shall negotiate a new agreement.
(iv) Licensor retains full copyright ownership of the Composition. Licensee may not sell, sublicense, or transfer rights beyond the scope of this Agreement.
(v) Licensee may not use the Composition in TV, film, or DVD projects without written or email consent and/or a separate license. Licensee may use the Composition in promotional music videos and live social media videos. If such usage is monetized and total proceeds exceed $2,000 USD, Licensee shall pay Licensor 10% of revenues thereafter.
(vi) The following uses are prohibited without a separate exclusive license:
- Commercial advertisements
- Television broadcasts
- Video games
- Soundtracks
(vii) Licensee must credit Licensor on all physical and digital media, including CDs, streaming platforms, social media, and websites, using one of the following:
- “Music provided by [Publisher Name]”
- “Composition provided by SongShop.ca”
2. WARRANTIES
2.1
Licensee shall indemnify and hold harmless Licensor and its affiliates from any claims, damages, liabilities, costs, or expenses arising from any breach of this Agreement.
2.2
Licensee shall be liable for any loss of profits, business, revenue, or consequential damages resulting from a breach of this Agreement.
2.3
Licensor may issue warnings, suspend, or terminate this Agreement if Licensee breaches any term or provides unverifiable information.
2.4
Licensee acknowledges that no ownership or copyright interest in the Composition is transferred.
3. PAYMENT TO LICENSOR
3.1
Licensee shall pay SongShop a license fee of $49.99 USD (the “Fee”), covering the rights granted for the duration of the Term.
3.2
Licensee shall pay Licensor $0.091 USD per mechanical reproduction. Licensee must notify Licensor at least fourteen (14) days prior to release of the Master Recording via [writer_email]. All royalties and payments shall be handled by Licensor’s administration.
4. TERM AND TERMINATION
4.1
This Agreement commences upon receipt of payment and continues for [_____] months or until the Sales Cap is reached, whichever occurs first.
4.2
Licensor may terminate this Agreement immediately upon written notice if Licensee fails to remedy a breach within five (5) days.
4.3
Failure to comply with any provision shall result in termination.
5. GENERAL
5.1 Severability
If any provision is held unenforceable, the remaining provisions shall remain in full force.
5.2 Assignment
This Agreement is personal to Licensee and may not be assigned without written consent.
5.3 Jurisdiction
This Agreement shall be governed by the laws of Canada and the Province of Alberta.
5.4 Audit
Licensor may audit Licensee’s records relating solely to the Composition with thirty (30) days’ notice. If a breach is found, Licensee shall bear audit costs.
5.5 Delivery
Upon receipt of full payment, Licensor will provide download access to MP3 files, track-outs (if applicable), lyric sheets, and chord charts.
Effective Date: [Date]
By accepting this Agreement via SongShop.ca, Licensee acknowledges understanding and agrees to its legal and binding nature.
