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JGM
JGM, Solicitor
Category: Law
Satisfied Customers: 10917
Experience:  30 years as a practising solicitor.
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Heands of agreement

Resolved Question:

Hi,  I have a Heads of Agreement that has been changed regarding an audio book. Can someone help please.


 


There are a couple of things that the licensee needs to ask but I just want to know if its ok. Does the licensee have any claim on my copyright for my book either directly or indirecty.


 


 


Heads Of Agreement


 


This agreement is made as of the            Dec 2013 between


Anthony Gavali  (known as the licensee) of (Your Address)


and


Darragh J Brady trading as Kusha Deep Music Publishing (known as The  Licensor) 41 Chichester Place Kemp Town Brighton Bn2 1ff UK


 


For good and valuable consideration, the receipt and sufficiency of which is acknowledged, the parties agree as follows:


 


1.


Licensor hereby gives the right to the licensee to use the music listed in the appendix below for the following;


 


1.a Consider Use on and in relation to the audio book


 


which includes all formats known and unknown at the time of signing this document.


 


b. To promote the named audio book across the digital and terrestrial platforms without hindrance.


 


2.  The Licensor will compose and master 2 (two) new musical pieces to aid the scenes in the audio book. The ‘Bridge Song’ copyright will be owned 50% (fifty per cent) by the licensor and the licensee. Both are to be credited for this song. Titles listed in the appendix


.


 


3. The Licensee promises to fully credit Licensor on all titles listed in the appendix, inside the book  in the Acknowledgements Section and on the artwork outside of CD box sets, promotional press releases in relation to the Audio book Please specify in what capacity am I to credit you in promotional press releases regards XXXXX XXXXX audio.


 


 


4. The Licensor promises to only communicate through the Licensee with regard to issues regarding any third parties who are in negotiations to license the work for film or TV adaption


 


5. The Licensee will inform PRS and other collections agencies the rights to these titles have been granted and the licensee will incur no costs to him as a result of the audio book release.


 


6.


 


The Licensor also hereby gives the rights to the Licensee, 


 


 (a) The Rights To Reproduce the music for the audio book Touch Not The Horse which will include,  ALL MEDIA, NOW OR HEREAFTER DEVISED, INCLUDING, BUT NOT LIMITED TO, ALL FORMS OF TV (FREE TV, BASIC CABLE TV, PAY/SUBSCRIPTION TV), ALL FORMS OF HOME VIDEO, NON-INTERACTIVE INTERNET, IN CONTEXT ADS AND PROMO RIGHTS AND NON-THEATRICAL RIGHTS SUCH AS SHIPS-AT-SEA, IN-FLIGHT, EDUCATIONAL, ETC. WORLDWIDE IN PERPETUITY.THEATRICAL EXHIBITION FOR PROFIT IS EXCLUDED. To reproduce the Music, in whole or in part, and to offer such reproductions for download, but only in respect of and to facilitate the promotion of the music.


 


 


 


(b)  To synchronise the Music, in whole or in part, with visual images and motion pictures in connection with the Film and Promotion, but after full consent from the Licensor, which consent shall not be unreasonably refused


 


(c)  To otherwise exploit the Music, in whole or in part, in any manner and in any media whatsoever in connection with the Promotion, now known or hereafter created subject to the approval of the Licensor. 


 


(d)  To offer for download an edited version of the Music which shall be no more than 30 seconds in duration (the “ Edited Version ”).


 


(e)  To permit any other party to exercise any of the rights granted by Licensor, provided all parties are in agreement and not to unreasonably withhold consent.


 


7.  Licensor hereby represents and warrants that: (i) the Music is original and Licensor owns all rights related thereto; (ii) Licensor has the right to enter into and perform this Agreement (without the consent of any other party); (iii) the terms of this Agreement will not contravene any other agreement to which Licensor may be a party; and (iv) Licensor is a member of PRS/MCPS


 


8. The Licensee will admit that he is of sound mind and judgement to enter into this agreement at the time of signing.


 


9. The territory shall be for the world.


 


10. The period of this agreement shall be until the parties agree otherwise.


 


11. Any termination shall be made in writing, though shall not affect any agreements entered into with third parties prior to the date of termination.


 


12. The Licensee agrees to pay for the use of the musical titles listed in the appendix, the one time fee of £2500


 


13. The Licensor agrees to deliver master release copies of the titles listed below to the Licensee for the completion of the audio book.


 


14. The Licensor agrees to help the Licensee with any issues that may arise in the artistic field of compilation and final product production. 


 


 


Appendix 


 


Music Titles © + ℗ Kusha Deep Music 2013 except Bridge Song


 


1.You Kill Me  / written, produced and performed by Darragh J Brady


 


2.Safe In Your Arms / written, produced and performed by Darragh J Brady


 


3.Bridge Song / Lyrics © 2012 by Anthony Gavali  music written, produced and performed by Darragh J Brady


 


4.Hell Song / written, produced and performed by Darragh J Brady

Submitted: 3 years ago.
Category: Law
Expert:  JGM replied 3 years ago.
Thank you for your question.

Are you not the licensee and are you asking if the licensor has any claim on your copyright to the audio book for which the licensor is providing the music?

Customer: replied 3 years ago.


Hello,


 


I'm the Licensee (Anthony Gavali) The licensor / Darragh Brady is providing the music 4 songs for my audio book. Is the agreement clear and does Darragh Brady the licensor have any claim to my copyright on my book or audio book either directly or indirectly. There are a couple of questions that the licensor needs to clarify but is the agreement clear.


 


Thanks

Expert:  JGM replied 3 years ago.
The agreement appears to be "home made" and poorly drafted but is adequate and does not in any way allow the licensor to have any claim to the copyright in the audio book.
Customer: replied 3 years ago.

Thanks for the answer. I what way is the agreement poor. When you say adequate I assume it will stand up in a court of law.

Expert:  JGM replied 3 years ago.
For good and valuable consideration, the receipt and sufficiency of which is acknowledged, the parties agree as follows:

The licensor promises....

The period of this agreement shall be until the parties agree otherwise.

These are examples of poor drafting. It will do but there are better styles.
JGM, Solicitor
Category: Law
Satisfied Customers: 10917
Experience: 30 years as a practising solicitor.
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