Terms & Conditions

Item 1

You have written, recorded and produced the sound recording(s) submitted (the Recordings). We would like to market and distribute the Recordings on a promotional basis on radio and other media for your benefit on the terms and conditions set out below.

Item 2

You grant to Hit 40 UK Limited (us) a non-exclusive worldwide licence to manufacture and distribute the Recordings in all physical formats and to reproduce and to communicate the Recordings to the public on any platform by means of all media now or hereafter known (including by way of broadcasting and downloads in any form) in perpetuity and you waive any so-called moral rights you may have in respect of the Recordings and the underlying songs and lyrics.

Item 3

You agree that the distribution and communication to the public of the Recordings by us is of significant promotional benefit to you, and you acknowledge that we are incurring costs in carrying out this distribution which we are not seeking to recover from you. You therefore agree that no royalties shall be payable to you in respect of our use of the Recordings EXCEPT THAT we agree not to offer the Recordings for direct sale to the public by any means or permit any third party to do so without first agreeing with you an appropriate royalty in respect of such sales.

Item 4

You agree to be responsible for all payments that may be due to third parties in respect of our use of the Recordings and the exploitation of our rights (including without limitation payments to other band members, producers, engineers and songwriters) PROVIDED THAT in the event the Recordings are offered for direct sale to the public we undertake and agree to pay or to procure the payment of the record royalties payable pursuant to paragraph 3 above and the payment of all mechanical royalties that may be due on standard industry terms.

Item 5

You grant us all consents that may be necessary for us to exploit the Recordings as permitted hereunder and the right to use your names, professional name(s), approved photographs and approved biographical material in connection with our use of the Recordings. We agree to give you all appropriate credits in connection with our use of the Recordings subject always to standard industry practices.

Item 6

We shall use all reasonable endeavours to distribute or communicate to the public each of the Recordings that is delivered to us in the agreed format but it may not be possible for us to achieve this in respect of all the Recordings. You agree that nothing contained in this Agreement shall constitute an undertaking by us to release or distribute any of the Recordings and if for any reason we are unable to do so you will not be entitled to make any claim in respect of loss of opportunity to enhance your reputation or for loss of publicity or for any other reason. In the event we have not either distributed or communicated to the public any Recording in some form within six (6) months of delivery to us you may send us a written notice requesting such distribution, and in the event we fail to effect any form of distribution within the next following one (1) month all rights in that Recording shall automatically and without further formality revert to you. Such reversion of rights shall be your sole remedy in respect of such lack of distribution.

Item 7

You warrant that:

Item 7.1

you are fully entitled to enter into this Agreement and you are not presently under any recording, publishing or other agreement which may conflict with the grant of rights in this Agreement nor will you enter into any such conflicting agreement;

Item 7.2

you are not a member of PRS or any other collecting society;

Item 7.3

the musical compositions and lyrics underlying the Recordings are 100% written by you or you together with others who are similarly able to give all the warranties contained in this paragraph 8;

Item 7.4

the recordings and the underlying compositions do not contain any samples of any kind;

Item 7.5

you are over 18; and

Item 7.6

you have been advised to take professional and expert legal advice on the terms of this Agreement.

Item 8

You shall at our request sign such additional documents and do such further things as we may reasonably request to give effect to the grant of rights in this Agreement.

Item 9

This Agreement contains the entire understanding of the parties relating to its subject matter and supersedes any previous arrangements or understandings between the parties whether oral or written. A modification of this Agreement shall only be effective if in writing and signed by or on behalf of both parties hereto.

Item 10

Nothing in this Agreement creates or shall be deemed to have created a partnership or a joint venture or a contract of employment between the parties. Neither party shall do anything to bind the other to any contract or to pledge the credit of the other party or to bind it to any obligation, commitment or liability nor shall represent itself as able to do so.

Item 11

This Agreement shall be governed by and read and construed in accordance with the laws of England and Wales and the parties hereto submit to the exclusive jurisdiction of the High Court of England for the settlement of any disputes arising hereunder.