THE TALENT CATALOG (“THE TALENT CATALOG”) wants to actively promote MEMBERS to industry producers, record labels, radio stations, management teams, performance venues, etc. and to generally provide guidance and consulting regarding MEMBERS’ musical careers and related opportunities. You (“The MEMBER”) hereby agree to the following terms and conditions with regard to your involvement with THE TALENT CATALOG:
1. GRANT OF LICENSE. MEMBER hereby grants to THE TALENT CATALOG a limited, NON-EXCLUSIVE worldwide, license to do the following with regard to the royalty-free songs (the “Songs”): To use, play or otherwise promote the Song(s) on THE TALENT CATALOG website and other resources with whom The Talent Catalog is associated.To play the Song(s) in venues, clubs or other performance opportunities. To otherwise duplicate and release the Song(s) in connection with THE TALENT CATALOG’s efforts to promote MEMBER to record labels and/or radio stations and to secure performances for MEMBER. To include the Song(s) on a multiple artist, mixed-tape CD for promotional use and/or sale. This grant shall include any derivative product or purpose. The grant shall include making the Song(s) available on the internet. MEMBER acknowledges that media available on the internet is susceptible to being recorded and copied by third parties and MEMBER agrees that THE TALENT CATALOG shall not be liable for any such copying or any other unauthorized copying before, during, or after the term of this contract. In the event any merchandise or CD’s containing the Song(s) are sold by THE TALENT CATALOG, MEMBER shall be entitled to receive eighty percent (80%) of the pro rata net profits from such sales attributable to such Song(s) (for the purpose of this agreement, “net profits” means the sale price of the merchandise or CD, minus all duplicating costs and other costs associated with the manufacture and distribution of the merchandise or CD).
2. PAYMENT. THERE IS NO UPFRONT FEE TO BE PART OF THE TALENT CATALOG. For any payment to MEMBER secured by THE TALENT CATALOG (except for merchandise sales as described above), MEMBER agrees that THE TALENT CATALOG will be entitled to receive between ten to thirty percent (10%-30%) of the gross monies due to MEMBER at the time MEMBER receives payment as follows: (a) 30% from $0.10 to $1,000; (b) 20% from $1001 to $50,000; and (c) 10% from $50,001 & up) . 3.COPYRIGHT. MEMBER warrants to THE TALENT CATALOG that it has the right to grant the license(s) granted hereunder and that the Song(s) is original, and does not infringe upon any copyright, proprietary, or personal right of any third party. Further, MEMBER agrees to hold harmless, indemnify and defend THE TALENT CATALOG and its officers, directors, and principals, from and against any losses, damages, fines and expenses (including attorney’s fees and costs) arising out of or relating to any claims that THE TALENT CATALOG’s authorized use of the Song(s) is in violation of another party’s rights or in violation of any law.
4. RELEASE. MEMBER hereby consents to the recording, use and reuse by THE TALENT CATALOG and its licensees, assigns, parents, subsidiaries, divisions, business units or affiliated entities, employees, agents, officers and directors (collectively “Releasees”) of MEMBER’s performances, actions, likeness, name, appearance and biographical materials (collectively “Likeness”) in any and all media now known or hereafter devised, throughout the universe, in perpetuity, in or in connection with furthering the purposes of this contract. MEMBER agrees that Releasees may use all or any part of his/her Likeness and may alter or modify it, regardless of whether or not MEMBER is recognizable. MEMBER further agrees that Releasees exclusively own all right, title and interest in any material (except the Song(s)) provided or produced in connection with this agreement and all rights therein and thereto including, without limitation, the right to use photos and performance recordings and MEMBER’s Likeness in any and all media now known or hereafter devised, throughout the universe, in perpetuity. MEMBER further agrees that Releasees may use MEMBER’s Likeness in connection with any promotion, publicity, marketing or advertisement for THE TALENT CATALOG or any of the Releasees in any manner whatsoever. MEMBER releases Releasees from any and all liability arising out of its use of MEMBER’s Likeness and/or associated materials. MEMBER agrees not to make any claim against Releasees as a result of the recording or use of MEMBER’s Likeness (including, without limitation, any claim that such use invades any right to privacy and/or publicity).
5. THE TALENT CATALOG OBLIGATIONS. THE TALENT CATALOG agrees to use its efforts to secure promotional and/or paid performances by MEMBER at music clubs and venues; however, it does not promise, infer nor guarantee sure and certain acceptance or success, monetary or otherwise, of the MEMBER, the Song(s), concert bookings nor product sales as a direct or indirect result of said efforts and/or endeavors hereunder.
6.NON-CIRCUMVENTION. Notwithstanding anything to the contrary in this Agreement, MEMBER agrees for itself and its affiliates and related parties that it will not engage in any transaction or disclose any confidential information that will interfere with, or deprive THE TALENT CATALOG of any business opportunities disclosed to MEMBER pursuant to this Agreement or pursuant to MEMBER’s relationship with THE TALENT CATALOG.
7. INDEPENDENT CONTRACTOR. Nothing in this Agreement shall constitute or be deemed to constitute a partnership or joint venture between the parties hereto or constitute or be deemed to constitute any party the agent or employee of the other party for any purpose whatsoever and neither party shall have authority or power to bind the other or to contract in the name of, or create a liability against, the other in any way or for any purpose.
8. TERMINATION. Either party may terminate this agreement at any time upon written notice to the other party. Any termination notwithstanding, the rights and license granted to THE TALENT CATALOG shall survive with respect to any actions taken prior to such termination.