THIS AGREEMENT between the undersigned parties is for the non-exclusive distribution of certain Master Recordings as listed in Schedule 1 and the performances embodied therein, in accordance with the terms and conditions itemized below.
You guarantee that you have the authority to provide non-exclusive distribution rights and that no other person, firm or corporation has any right, title or interest in or to the Master or any copy or duplicate. Additionally, you guarantee that you have not done or will do anything which is inconsistent with our complete distribution of said Master and said performances.
This Agreement shall continue in perpetuity until either you or us serves written notice on the other terminating the Term of the agreement giving the other thirty (30) days written notice. In the event that such notice is confirmed, within 30days, the related Records shall be taken down from the music store. Even if a record sale is cancelled, Morgeez still reserves the right to allow the music to be up on the Morgeez Music Distribution platform, but for free streamings only.
You further guarantee:
In connection with the recording of the Master, all costs of recording, musicians’ fees, and royalties to any artists and arrangers have been paid in full by you and that you will be solely responsible for all above-stated royalties. Additionally, you will indemnify us against any losses, damages, costs or claims of any parties resulting from the services of the artists and musicians whose performances are embodied on said Master recordings.
There are no liens, encumbrances and/or obligations in connection with the Master or with the performance not specifically set forth.
You hereby agree to "drop ship" (if necessary or if required) an initial shipment of 100 units within 21 days of the date of this AGREEMENT and, to the best of your ability, will continue to supply us with records when demand from retail outlets warrants. The address of such shipping delivery location shall be officially communicated to you in writing only by an authorized representative of Morgeez Records..
You will prepay any and all shipping and handling for all record shipments. It will be your responsibility to pay the shipping and handling on any returns or unsold merchandise.
The term "records", as used in this AGREEMENT, shall mean all transcriptions, duplications, encoding or any other method used to duplicate the performance, now known or to be later utilized, including, but not limited to: compact discs, phonograph records, audio cassette tapes, digital audio tapes, DVD or any and all other digital delivery methods that now exist or may come into being.
For the term of this AGREEMENT, you hereby assign, transfer and grant to us all rights to distribute in the Worldwide without any limitation in and to the Master, all copies, and all performances embodied therein, including but not limited to:
The non-exclusive distribution of the Master, all duplicates, and all the performances, edited, excerpted, altered in any manner or by any means whatsoever for the term of this AGREEMENT.
The non-exclusive and perpetual right in the Worldwide Territory to distribute, advertise, sell and otherwise deal in records manufactured from the Master or to refrain therefrom, upon such terms and conditions as we may decide, including the right to use and control all such records and the performances embodied therein.
The non-exclusive right in the Worldwide Territory to use and publish and to permit others to use and publish the names, likenesses and photographs of all persons who performed in the recording of the Master, in connection with the sale of records produced from the Master.
The right to distribute copies of the Master in markets inside the WorldwideTerritoy and to act as negotiator in securing licensing of the Master in presently unsecured territories.
In full consideration of all the terms and provisions to be performed by you and for all the rights granted to us, we agree to pay you the amount of 75% in monetary value for each record sold and paid for in the Worldwide Territory. For records of the Master sold and paid for within the Worldwide Territory, we agree to pay you 75% of all funds received by us. No payment shall be paid for records returned or those records that remain unsold and returned by us to you. You agree to obtain all necessary mechanical licenses from the copyright owners of the compositions embodied on the Master and to pay mechanical license fees which may become due by the sale of records manufactured from the Master.
We will be allowed to add to the label or any other packaging that the records are distributed by us.
You further agree that for the duration of this AGREEMENT you will not permit these artists to record for third parties the same compositions embodied within the Master.
We will compute royalties under this AGREEMENT in the Morgeez Music Distribution Portal and statistics of transaction history made accessible to you through you via your user account. And you are therefore warrants to request payment of your income once your sales income is up to $50.00 as of 75% due to you.
You further grant to us the right of first refusal to distribute the follow-ups to this release, under the same terms as set forth in this agreement, and that you will provide said follow-ups within thirty (30) days after receiving notice from us. We must accept or reject these follow-ups within thirty (30) days after receipt of the Master.
GOVERNING LAW: This agreement shall be governed by the laws of South Africa and Gauteng under the exclusive jurisdiction of the Johannesburg courts. Arbitration and Mediation shall be also considered by both parties as alternative methods of dispute resolution should it be deemed appropriate according to the circumstances and agreed by both parties