AGENCY AGREEMENT between the ARTIST / ITELLECTUAL PROPERTY OWNER (open agreement to view in a new window HERE)
SIBEE LIMITED (Sibee.co.uk)
© Copyright SiBee Ltd 2008 - 2017
This document is subject to the SiBee Ltd’s standard confidentiality and nondisclosure terms and condition. If you have not had sight of these a copy will be made available on request. Do not continue to scroll down this document unless you agree to be bound by these terms. Your attention in particular is drawn to paragraph ‘1a-1d’ below
1) DISCLOSURE OF THE INFORMATION
1a) You shall not disclose any of the information contained within this document to any person other than your professional advisers who are directly concerned with assisting you in your consideration of the offer and whose knowledge of the information is required for this purpose.
1b) You shall use all reasonable endeavours to prevent the disclosure of any of the information to any person except those mentioned in paragraph
1c) You shall use all reasonable endeavours to procure that each person to whom disclosure of any information is made pursuant to paragraph 4.1 complies with all the terms of this undertaking as if that person was a party to this undertaking.
1d) You shall not make any copies or reproduce the information in any form without the prior approval of SiBee Ltd in writing.
2a) The Principal is the author and performer of the music and lyrics and the owner of all intellectual property rights subsisting in a Master Recording Sample that is manufactured by the Principal and sent to the Agent according to the terms of this agreement.
2b)The Principal wishes to appoint the Agent, as its non-exclusive agent to manufacture copies of the Master Recording Sample and Compilation Albums, the promotion of those by a direct, non-exclusive, royalty-free license from the Principal to the End-users allowing commercial use of the copies of the Master Recording Sample and Compilation Albums.
3) DEFINITIONS AND INTERPRETATION
The definitions and rules of interpretation in this clause apply in this agreement.
3a) Commencement Date shall be the date these terms were agreed to by the parties as logged by the form submission
3b) Commission: any monies received upon sale of copies of the Master Recording Sample and Compilation Albums and including without limitation payments of all manufacturing, advertising, travelling and other reasonable expenses of the Agent.
3c) Compilation Album: a group of MP3 files manufactured by the Agent using some or all of the Tracks from the Master Recording Sample.
3d) Control: the ability to direct the affairs of another, whether by virtue of contract or otherwise.
3e) End-user: (also Licensee) any person or business engaged by the Agent to play copies of the Master Recording Sample(s) and Compilation Album(s) on their premises according to the terms of this contract.
3f) Intellectual Property: any patent, copyright, moral rights, registered design, unregistered design right, trade mark, or other industrial or intellectual property owned or used by the Principal subsisting worldwide in respect of the Master Recording Samples or any part thereof .
3g) Regulations: laws and regulations applicable in the Territory in relation to the Master Recording Sample and Compilation Albums.
3h) Master Recording Sample: the compact disc, or other media format of high reproduction quality, manufactured by the Principal and containing not less than one or more Tracks.
3i) Territory: Worldwide, excluding: NONE
3j) Track: each of the specified musical compositions contained in the Master Recording Sample or their copies contained in the Compilation Album.
3k) Year: the period of 12 months from the Commencement Date and each consecutive period of 12 months thereafter during the period of this agreement.
3.2 References to clauses and schedules are to the clauses of and schedules to this agreement.
3.3 Headings are for convenience only and shall be ignored in interpreting this agreement.
3.4 Words in the singular shall include the plural and vice versa.
3.5 A reference to one gender shall include a reference to the other genders.
4a) The Principal hereby appoints the Agent as its non-exclusive agent to manufacture, promote, sell copies and allow access to of the Master Recording Sample and/or Compilation Albums in the Territory on the terms of this agreement and the Agent hereby accepts the appointment on those terms.
4b) The Principal is free to actively market the Master Recording Sample or solicit any orders for the Master Recording Sample in the Territory.
5) AGENT’S OBLIGATIONS
The Agent undertakes and agrees with the Principal at all times during the Term of this agreement:
5.1 To act towards the Principal conscientiously and in good faith and not to allow its interests to conflict with the duties that it owes to the Principal under this agreement.
5.2 Except as authorised by the Principal, not to act in a way, which may incur any liabilities on behalf of the Principal.
5.3 To carry out its agency in such manner as it thinks best to promote the interest of the Principal.
5.4 To use reasonable endeavours to promote and sell copies of the Master Recording Sample and Compilation Albums in the Territory with all due care and diligence, to seek to improve the Principal’s goodwill in the Territory and, without prior reference to the Principal, to negotiate, conclude and enter into contracts for the sale of copies of Master Recording Sample and Compilation Album’s.
5.5 To act in accordance with sound commercial principles in its relations with End-Users in the Territory and to do nothing, which the Principal could reasonably see as being prejudicial to its goodwill or commercial interests.
5.6 To describe itself in all contracts for the sale of the copies of the Master Recording Sample and Compilation Album, in all associated advertising and promotional material and sub-licenses as an “authorised sales agent” of the Principal.
5.7 To maintain at its own expense appropriate offices and administration facilities and systems as may be necessary for the effective performance of its duties under this agreement.
5.8 To employ a sufficient number of suitably qualified dedicated personnel to ensure the proper fulfilment of the Agent’s obligations under this agreement.
5.9 To keep the Principal fully informed of its activities concerning the promotion and sale of copies of the Master Recording Sample and Compilation Albums.
5.10 To issue sub-licenses to the End-Users for the public performance of the tracks, according to the terms and in the format specified in Schedule 1.
5.11 To take such reasonable action as the Principal may from time to time request to seek to collect the debts owing to the Principal by the End-Users in the Territory.
5.12 Not without prior reference to the Principal (and then only acting strictly on the Principal’s express instructions) on behalf of the Principal to take part in any dispute or commence or defend any court or other dispute proceedings or settle or attempt to settle or make any admission concerning any such proceedings.
5.13 To indemnify the Principal against any liabilities incurred by the Principal as a result of the Agent breaching any law from time to time in force in the Territory.
6) PRINCIPAL’S UNDERTAKINGS
The Principal undertakes and agrees with the Agent during the term of this agreement:
6.1 To act at all times in its relations with the Agent dutifully and in good faith.
6.2 To supply to the Agent at the Principal’s own expense the Master Recording Sample with information and such technical, market or any other promotional support as the Agent may from time to time reasonably require for the purposes of compiling, promoting and selling of copies of the Master Recording Sample and Compilation Albums and to enable it properly and efficiently to discharge its duties under this agreement.
6.3 To supply the Agent with electronic and hard copies of all graphics associated with the Master Recording Sample as specified in clause 6.4. Subject to its rights thereunder to authorise the Agent to sub-license copies of the Master Recording Sample and Compilation Albums and reproduce the associated graphics on its behalf by the Agent under this agreement.
6.4 Graphics Associated with the Master Recording Sample, the Compilation Albums and marketing products.
a) The Principal may provide the Agent with high quality electronic or hard copies of all graphics associated with the Master Recording Sample
b) The Principal will authorise the Agent to manufacture copies of the submitted graphics, subject to the provisions of clause 4.3 of the Agreement.
c) The Agent will reserve a right to reject the graphics provided by the Principal and, at its own expense, will be able to create and supply such graphics as it thinks fit.
d) Where the graphics are not provided by the Principal, the Principal will authorise the Agent to create graphics for the album label and the presentation case at the Agent’s own expense.
e) All intellectual property rights within any graphics created by the Agent will remain the property of the agent.
6.5 To authorise the Agent to incorporate the Agent’s branding, logo and contact details on the produced copies of the Master Recording Sample and Compilation Albums and other connected sales and marketing products.
6.6 Promptly and efficiently to deal with any complaint, dispute or after-sales enquiry relating to copies of the Master Recording Sample and Compilation Albums raised by a customer in the Territory.
7) INTELLECTUAL PROPERTY
7.1 The Agent acknowledges that the Principal’s rights to the Intellectual Property, used in relation to the Master Recording Sample and Compilation Albums, and the Principal’s goodwill connected with that, are the Principal’s property.
7.2 The Agent accepts that:
(a) it is only permitted to use the Intellectual Property for the purposes of and during the term of this agreement and only as authorised by the Principal hereunder;
(b) other than to that extent, it has and shall have no right to use or to allow others to use the Intellectual Property or any part of it. It shall not seek to register any Intellectual Property on behalf of the Principal without the Principal’s express consent;
(c) it shall not use any trademarks, trade names which resemble the Principal’s trademarks, trade names and which would therefore be likely to confuse or mislead the public or any section of the public;
(d) it shall not do or omit to do, or authorise any third party to do or to omit to do, anything which could invalidate or be inconsistent with the Intellectual Property; and
(e) it shall make a statement in any advertising material and promotional literature produced by or for it in connection with Compilation Albums as to the ownership of any relevant Intellectual Property used or referred to therein.
7.3 The Agent shall notify the Principal of:
(a) any actual, threatened or suspected infringement in the Territory of any Intellectual Property of which the Agent becomes aware; and
(b) any claim by any third party, of which it becomes aware, that the importation or sale of the Master Recording Sample into or in the Territory infringes any rights of any other person.
7.4 The Agent shall, at the request and expense of the Principal and on a full indemnity basis (but not otherwise), take all such steps during the term of this agreement as the Principal may reasonably require to assist the Principal in maintaining the Intellectual Property as valid and effective, or to take or defend any court or other dispute proceedings concerning intellectual property matters.
8) SALES OF AND ALLOWING PUBLIC PERFOMANCE OF COPIES OF THE MASTER RECORDING SAMPLE AND COMPILATION
8.1 All sales and rentals of copies of Master Recording Sample and/or Compilation Albums by the Agent on behalf of the Principal shall be on the terms and conditions for the sale or rental agreed between the Agent and the Principal from time to time.
8.2 The Agent shall, in the course of dealing with End-Users for copies of the Master Recording Sample and/or Compilation Albums, bring to their notice the Principal’s terms and conditions referred to in clause 8.1
8.3 The Agent shall not, without the Principal’s prior written consent, make or give any representations, warranties or other promises concerning any Compilation Albums, copies of Master Recording Sample and the Licenses, beyond those contained in the agreed standard terms and conditions referred to in clause 8.1
8.4 The Agent shall not become the owner of the Master Recording Sample nor of any other goods or promotional material delivered from the Principal to the Agent.
9.1 In full consideration of all payments due to the Principal, the Agent shall pay the Principal
a) £1.80 (or an equivalent in US Dollars) for each album or pro-rata proportion in the case of compilation albums, upon the completed sale of the copies of the Master Recording or Compilation Albums to the End-User. AND
b) A share of 10% of all membership revenue received by the agent, where the end user has been allowed access to the agent’s full catalogue of music. The 10% revenue share is to be share between the principals and distributed in proportion to the relative number of end user downloads.
c) The Principal hereby waives any right to any other form of consideration, including without limitation, mechanical royalties, advances, license fees, residuals or other forms of compensation.
9.2 The Agent shall be responsible for all reasonable expenses in manufacturing and promoting copies of the Master Recording Sample and/or Compilation Albums in the Territory and, subject to paying the Principal the payments specified in clause 7.1, will retain the proceeds of sales as its Commission.
9.3 A Commission shall become due to the Agent upon the clearance of the sale of copies of the Master Recording Sample and/or Compilation Albums. Where the relevant sale contract between the End-User and the Agent provides for payment of the price by instalments, a proportionate part of the Commission shall become due to the Agent as soon as such instalments are received by the Agent from the End-Users, that proportion being equivalent to the proportion which such instalments bear to the total contract price.
9.4 The payments due from the Agent to the Principal shall be made half yearly by no later than 14 days from the end of the 2nd and 8th calendar month in which it became due, unless the amount due is less than £50.00 (or its equivalent in US Dollars) in which case those payments will be paid no later than 14 days from the end of the next 2nd or 8th payment month in which the aggregate level of payments reached £50.00 (or its equivalent in US Dollars).
9.5 The Principal shall designate a paypal email for such payments, as specified in their website form submission. In the event that the Principal is more than one person, the payments for all persons representing the Principal will be directed to one designated email to be distributed to each such person according to a separate agreement reached between the parties representing the Principal.
10.1 If the email address designated for payments provided for in clause 9.1, is no longer active and/or is changed; as soon as reasonably possible but not later than once a Year, the Principal shall provide the Agent the details of new addresses compliant with the provisions in clause 9.5
10.2 In an event that the Principal has not complied with the provision in clause 10.1, the payments will be kept by the Agent until such time when the Agent is notified by the Principal. If the Principal fails to notify the Agent within 6 (six) years from the date on which the payment was due, the payments will be classed as unclaimed and the ownership in them will irrevocably transfer to the Agent.
10.3 For the purposes of confirming the amount due to the Principal, where the amount due to the Principal is above the pay-out threshold as detailed in paragraph 9.4;
(a) the Agent shall, within 14 days after the end of each 6 month period, send to the Principal an email specifying the number of Tracks and their description as sold by the Agent on behalf of the Principal during that period, along with details of the total number of downloads of the Principal’s tracks made by members with full catalogue access and the percentage that number represents of all member downloads during the period, with details of the percentage of pooled membership revenue as detailed in paragraph 9.1.b.
(b) the Principal shall, within 14 days of receipt of such e-mail, send to the Agent an e-mail confirming receipt;
(c) the Principal and the Agent agree that such correspondence shall be conducted via electronic mail and to/from the designated e-mail addresses as specified in the website form submitted with acceptance of thos agreemnt's terms and conditions.
(d) If the Principal is more than one person, one designated e-mail address should be chosen by the Principal for the purposes of communication with the Agent.
11) ADVERTISING AND PROMOTION
The Agent shall be responsible for the advertising and promotion of the copies of the Master Recording Sample and Compilation Albums in the Territory.
12) COMPLIANCE WITH LAWS AND REGULATIONS
12.1 The Principal warrants to the Agent that:
(a) the Principal is the sole author (or joint authors) of the Composition and Sound Recording and/ or has secured all rights in the Master Recording Sample necessary to grant the Agent rights hereunder and permit the lawful exercise of the rights hereunder, including all samples, excerpts, recordings, lyrics, rhythms and melodies, without the Principal or the Agent having to pay any moneys to any third parties, which include but are not limited to royalties, compulsory license fees or other payments.
(b) they are not registered with any mechanical royalty collecting societies which may include but are not limited to: MCPS/PRS, PPL and their affiliate companies worldwide (for the purpose of example only: ASCAP, Harry Fox, SIAE, GEMA, etc) and the Principal undertakes not to become a member of any such society or allow the tracks submitted to the Agent to be registered with any such society, company or organisation for the duration of this agreement.
(c) the contents of the Master Recording Sample and all associated graphics, unless such graphics is provided by the Agent under the terms specified in clause 6.4, do not infringe copyright, trademark, publicity rights, moral rights, common law rights, or any other right of any third party or is otherwise illegal or constitute but not limited to defamation, invasion of privacy or pornography.
(d) provided that the Agent complies with its obligations under this agreement and, subject to the clause 11.2., the Master Recording Sample may at the date of this agreement be lawfully sold in the Territory.
12.2 The Agent shall comply with all Local Regulations concerning marketing and sale, and with all and any conditions binding on it in any licences, registrations, permits and approvals.
13) PRODUCT LIABILITY
13.1 The Agent shall, immediately after it becomes aware of a matter, which may result in a claim (whether against the Agent or only against the Principal):
(a) give notice to the Principal of the details of the matter;
(b) afford access to the Principal and permit copies to be taken of any materials, records or documents as the Principal may require to take action under clause 13.1(c);
(c) allow the Principal the exclusive conduct of any proceedings and take whatever action as the Principal shall direct to defend or resist the matter, including the use of professional advisers nominated by the Principal; and
(d) not admit liability or settle the matter without the prior written consent of the Principal.
13.2 The Agent undertakes to maintain appropriate, up-to-date and accurate records to enable the recall of any of the copies of the Master Recording Sample and Compilation Albums. These records shall include records of deliveries to End-Users (including details of delivery date, name and address of customer, and telephone number and e-mail address if available).
13.3 The Agent shall, at the Principal’s cost, give such assistance as the Principal may reasonably require for the purpose of recalling as a matter of urgency any quantities of copies of the Master Recording Sample and Compilation Albums from the market.
14) DURATION AND TERMINATION
14.1 This agreement shall come into effect on the Commencement Date and shall continue in force for an initial term of three months and indefinitely thereafter until terminated by either party giving prior written notice in accordance with clause 14.3 to expire on or after the expiry date of the initial term.
14.2 The parties to this agreement may give notice to each other in writing terminating this agreement with immediate effect if:
(a) the Agent or the Principal commit any serious breach of any of the terms of this agreement and that breach (if capable of remedy) is not remedied within fifteen (15) working days of notice being given requiring it to be remedied; or
(b) an order is made or a resolution is passed for the winding up of the Principal, or an order is made for the appointment of an administrator to manage the affairs, business and property of the Principal, or such an administrator is appointed or documents are filed with the court for the appointment of an administrator or notice of intention to appoint an administrator is given by the Principal or by a qualifying floating charge holder (as defined in paragraph 14 of Schedule B1 to the Insolvency Act 1986), or a receiver or manager or administrative receiver is appointed in respect of all or any of the Principal’s assets or undertaking or circumstances arise which entitle the Court or a creditor to appoint a receiver or manager or administrative receiver or which entitle the Court to make a winding-up or bankruptcy order, or the Agent takes or suffers any similar or analogous action in consequence of debt, or an arrangement or composition is made by the Principal with its creditors or an application to a court for protection from its creditors is made by the Principal; or
(c) the Agent ceases, or threatens to cease, to carry on business; or
(d) the Agent or the Principal purport to assign its rights or obligations under this agreement.
14.3 For the purposes of clause 14.1, the notice period shall be not less than three months, and for the purpose of this clause, the length of this agreement is the aggregate of the initial term of the agreement and any subsequent period of this agreement. The end of the period of written notice need not coincide with the end of a calendar month.
15) EFFECTS OF TERMINATION
15.1 Termination of this agreement, however caused, shall be without prejudice to any rights or liabilities accrued at the date of termination.
15.2 On termination of this agreement for any reason:
(a) if and to the extent that the Commercial Agents (Council Directive) Regulations 1993 (as from time to time amended) apply, and provided that the Agent gives notice of its intention as required thereunder, the Agent shall, unless any of the circumstances mentioned in Regulation 18 of those Regulations applies, have the right to be compensated as provided in Regulation 17 of those Regulations.
(b) the Agent shall cease to promote, market, advertise or sell the copies of the Master Recording Sample and Compilation Albums;
(c) the Agent shall immediately cease to describe itself as an agent of the Principal and cease to use all trademarks, trade names and brand names of the Principal; and
(d) the Agent shall at the Principal’s expense within 30 days make reasonable endeavours to return to the Principal the Master Recording Sample.
(e) the Agent shall at its own expense dispose of the all stocks of the Compilation Albums containing material from the Master Recording Sample (other than any for which it has accepted orders from customers before the date of termination), samples and any advertising, promotional or sales material relating to the Compilation Albums then in the possession of the Agent.
(f) the end user, having purchased the principle’s music for the purpose of royalty free public performance shall continue to own the right of public performance granted with the purchase, notwithstanding termination. All sub-licenses initially issued to the End-Users by the agent prior to the date of termination for the public performance of the tracks, in accordance with clause 5.10, shall remain unaffected and the rights granted under such sub-licenses shall continue and be renewable by the agent without limit of time.
15.3 For the avoidance of doubt, the provisions of clause 9 shall, notwithstanding termination, continue in force in relation to all sales of the albums and Compilation Albums where the sale has been concluded before the date of termination.
15.4 Termination shall not affect the operation of clauses 7.1, 7.2 and 16, which shall remain in full force and effect.
15.5 In an event of the Principal terminating this Agreement, the Agent will reserve the right to claim all such costs and expenses, which could reasonable be attributed to such termination.
15.6 Subject as herein provided and to any rights or obligations accrued prior to termination, neither party shall have any further obligation to the other under this agreement.
15.1 The Agent agrees that it shall at all times (both during the term of this agreement and after its termination) keep confidential, and shall not use (other than strictly for the purposes of this agreement) and shall not, without the prior written consent of the Principal, disclose to any third party any Confidential Information, unless the information:
(a) was public knowledge or already known to the Agent at the time of disclosure; or
(b) subsequently becomes public knowledge other than by breach of this agreement; or
(c) subsequently comes lawfully into the possession of the Agent from a third party.
16.2 To the extent necessary to implement the provisions of this agreement (but not further or otherwise), the Agent may disclose the Confidential Information to any End-Users or prospective End- Users, to any relevant governmental or other authority or regulatory body, and to any member of the same group of companies, and to any employees of the Agent or of any of the above, provided that before any such disclosure the Agent shall make those persons aware of its obligations of confidentiality under this agreement and shall use reasonable endeavours to obtain a binding undertaking as to confidentiality from all such persons.
16.3 All documents and other records (in whatever form) containing Confidential Information supplied to or acquired by the Agent from the Principal shall be returned promptly to the Principal on termination of this agreement or destroyed and no copies shall be kept.
17) FORCE MAJEURE
17.1 The obligations of each party under this agreement shall be suspended during the period and to the extent that that party is prevented or hindered from complying with them by any cause beyond its reasonable control, including (insofar as beyond such control but without prejudice to the generality of the foregoing expression) strikes, lock-outs, labour disputes, act of God, war, riot, civil commotion, terrorism, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm, difficulty or increased expense in obtaining workmen, materials, goods or raw materials in connection with the performance of this agreement.
17.2 In the event of either party being so hindered or prevented, the party concerned shall give notice of suspension to the other party as soon as reasonably possible, stating the date and extent of the suspension and its cause, and the omission to give such notice shall forfeit the rights of that party to claim suspension. Any party whose obligations have been suspended as aforesaid shall resume the performance of those obligations as soon as reasonably possible after the removal of the cause and shall so notify the other party. In the event that the cause continues for more than six months, either party may terminate this agreement by giving the other party 30 days’ notice.
18) ENTIRE AGREEMENT
This agreement constitutes the entire understanding between the parties with respect to the subject matter of this agreement and supersedes all prior agreements, negotiations and discussions between the parties relating to it.
Save as expressly provided in this agreement, no amendment or variation of this agreement shall be effective unless in writing and signed by a duly authorised representative of each of the parties to it.
The Agent shall not (without the prior written consent of the Principal) assign, transfer, charge or deal in any other manner with this agreement or its rights under it or part of it, or purport to do any of the same, nor sub-contract nor appoint sub-agents or delegates of any or all of its obligations under this agreement.
21) FREEDOM TO CONTRACT
The parties declare that they each have the right, power and authority and have taken all action necessary to execute and deliver, and to exercise their rights and perform their obligations under this agreement.
The failure of a party to exercise or enforce any right under this agreement shall not be deemed to be a waiver of that right, nor operate to bar the exercise or enforcement of it at any time or times thereafter.
If any part of this agreement becomes invalid, illegal or unenforceable, the parties shall in such an event negotiate in good faith in order to agree the terms of a mutually satisfactory provision to be substituted for the invalid, illegal or unenforceable provision which as nearly as possible gives effect to their intentions as expressed in this agreement. Failure to agree on such a provision within six months of commencement of those negotiations shall result in automatic termination of this agreement. The obligations of the parties under any invalid, illegal or unenforceable provision of the agreement shall be suspended during such a negotiation.
24) RIGHTS OF THIRD PARTIES
No term of this agreement shall be enforceable under the Contracts (Rights of Third Parties) Act 1999 by a third party, but this does not affect any right or remedy of a third party which exists or is available apart from under that Act.
Any notice required to be given pursuant to this agreement shall be in writing and shall be given by delivering the notice by hand at, or by sending the same by prepaid first class post (airmail if to an address outside the country of posting) to the address of the relevant party set out in this agreement, or such other address as either party notifies to the other from time to time. Any notice given according to the above procedure shall be deemed to have been given at the time of delivery (if delivered by hand) and when received (if sent by post).
26) GOVERNING LAW AND JURISDICTION
This agreement shall be governed by and construed in accordance with English law and each party hereby irrevocably submits to the jurisdiction of the English Courts.
This agreement has been entered into on the date stamped on submission of the form with boxed checked agreeing to this agreement’s terms and conditions.
Schedule 1. License from the Agent to its customers (the end user)
NON EXCLUSIVE COPYRIGHT LICENSE FOR PUBLIC PERFORMANCE
Date issued: day / month / year
Date expires: day / month / year
Licensor: SiBee Limited a Company Registered in England and Wales with a Company Number
06467331 with a Registered Office at 14 Balcarres Road, Ashton, Preston, Lancashire PR2 2BT Unitied Kingdom
Licensee: Sample company
Premises: Sample address
The Music: All music purchased or legitimately acquired from www.sibee.co.uk
The Licensor named above guarantees that, at the date of signing this non-exclusive license, the Licensor is acting as an authorised sales agent for all the artists/bands in the SiBee Records Repertoire, listed within SiBeerecords.com, who in turn hold without limitation all intellectual property rights subsisting worldwide in the listed Tracks. The Licensor holds a Master Licence enabling it to sub-license the Tracks, Royalty Free, to the Licensor’s customers to publicly perform the Tracks at the above mentioned Premises until day / month / year.
This License is non-assignable and DOES NOT provide the Licensee, with a right to use the Tracks (or allow someone else to use the Tracks) for any uses or purpose not stipulated in this License. The use of the Tracks must be confined to the Premises specified above. You will indemnify, save, hold harmless and defend SiBee Ltd from and against any and all claims, demands, damages, liabilities and all reasonable expenses against or suffered by SiBee Ltd With respect to any matter that arises as a result of a breach of
this agreement by the Licensee.
_____________________ SiBee Limited
Signed by Simon Boardman for and on behalf of SiBee Limited (The agent)