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Version 3.1 as of February 10, 2005
DANCE-INDUSTRIES MUSIC SUBMISSION AGREEMENT
This agreement describes the legal relationship between you (an individual artist or an individual acting as the legal representative of your band) and IP comm bvba, Boomsesteenweg 690, 2610 Wilrijk, Belgium. Please read it very carefully. By selecting the I AGREE option for this Artist agreement, you indicate that you agree to be bound by all of the terms and conditions of this agreement.
Further, by submitting any music or other content to DANCE-INDUSTRIES , you indicate that you agree to be bound by this agreement.
MUSIC SUBMISSION AGREEMENT
Between IP comm bvba, Boomsesteenweg 690, 2610 Wilrijk, Belgium hereinafter called : DANCE-INDUSTRIES
AND THE ARTIST
I. REPRESENTATION AND WARRANTIES.
The term "Material" in the framework of this agreement means all material (e.g. songs and collateral material) that you submit to DANCE-INDUSTRIES . You represent and warrant that
1) the Material is your own original work, and contains no illegal sampled material and that you are the sole and exclusive holder of all the rights (e.g. copyrights) on the material, world-wide;
2) you have full right and power to enter into and perform this agreement, and have secured all third party consents necessary to enter into this agreement;
3) the Material does not and will not infringe on any third party's copyright, patent, trademark, trade secret or other proprietary rights, rights of publicity or privacy, or moral rights;
4) the Material does not and will not violate any law, statute, ordinance or regulation;
5) the Material is not and will not be defamatory, trade libellous, pornographic or obscene;
6) the Material does not and will not contain any viruses or other programming routines that detrimentally interfere with computer systems or data;
7) you agree to execute and deliver documents to DANCE-INDUSTRIES, upon our reasonable request, that evidence or effectuate our rights under this agreement.
8) all factual assertions that you have made and will make to DANCE-INDUSTRIES are true and complete.
You agree to indemnify and hold DANCE-INDUSTRIES and our customers harmless from any and all damages and costs past, present and future, including reasonable attorney's fee, arising out of, or related to your breach of the representations and warranties described in this agreement.
II SUBJECT OF AGREEMENT
You hereby, and by the act of delivering Material to DANCE-INDUSTRIES, grant to DANCE-INDUSTRIES, a nonexclusive, world-wide, royalty-free license to:
1) reproduce, distribute, publicly perform, publicly display and digitally perform the Material in whole or in part;
2) create and use samples of the Material solely for the purpose of demonstrating or promoting our or your products or services;
3) use any trademarks, service marks or trade names incorporated in the Material only in connection with your material;
4) use the name and likeness of any individuals represented in the Material only in connection with your material.
III TERMINATION
You may terminate this agreement at any time by so notifying DANCE-INDUSTRIES; the agreement will terminate upon our actual receipt of such notice. We may terminate this agreement at any time by so notifying you; the agreement will terminate upon your actual receipt of such notice or three days after we have sent a notice of termination to the e-mail address which you supply to DANCE-INDUSTRIES. Upon termination, all music and content provided during the agreement stay
part of DANCE-INDUSTRIES and DANCE-INDUSTRIES can continue to use the licenses specified in subject II.
IV OWNERSHIP
You retain ownership of the copyrights and all other rights in your songs, subject to the non-exclusive rights granted to DANCE-INDUSTRIES under this agreement. You are free to grant similar rights to others during and after the term of this agreement.
V SEVERABILITY
Should any provision of this Agreement be held unenforceable or contrary to mandatory law by a final judicial decision, then such provision shall be ineffective only to the extent of such unenforceability or invalidity and shall in no way affect the enforceability or validity of the remainder of such provision nor of the other provisions of this Agreement.
In the case referred to in the first paragraph of this article the parties shall try, in good faith, to agree upon new provisions to replace those that would have been invalidated.
VI LIMITS AND AMENDMENTS TO THIS AGREEMENT
The term "this Agreement" used herein shall include all the Appendixes, together with all subsequent written amendments.
Any amendment to this Agreement shall be in writing and shall be submitted to by you.
VII CISAC, LABELS AND OTHER THIRD PARTIES
If you are a member of a CISAC organisation ( ex. SABAM, Beeldrecht, BUMA, BURAFO, IMJV, LIRA, STEMRA, VEVAM, GESAC,
SOFAM, ALCS, ARS, ASCAP, BMI, DACS, DGA, LATINAUTOR, PRS ... ) or a label or any other third party who owns rights on your music,
you can not participate with Dance-Industries as artist as long as you don't have a permission of this organisation
to participate with DANCE-INDUSTRIES with your music.
VIII CONTENT
The artist shall indemnify DANCE-INDUSTRIES and keep DANCE-INDUSTRIES indemnified against any loss, damage, cost or expense (including legal costs on an indemnity basis) which DANCE-INDUSTRIES incurs, suffers or becomes liable for as a result of any claim or assertion (whether or not subsequently proved) that originates from the Content provided by or service provided by the artist regarding the Intellectual Property Rights or any other right of any third party that originates from the subject off this agreement.
IX JURISDICTION - GOVERNING LAW
In the case of a dispute between you and DANCE-INDUSTRIES arising out of, or in connection with, the validity, the interpretation or the performance of this Agreement, the complaining party shall notify the other party in writing of the complaint. The parties shall then try to settle this issue amicably by way of a negotiation between the responsible persons appointed by each of the parties.
Failing an agreement between the parties within a maximum of 15 days after the notification of the complaint, the case shall be submitted to the sole jurisdiction of the Courts of Leuven (Belgium).
The validity, interpretation and the performance of this Agreement shall be governed by the laws of the Kingdom of Belgium, not including the rules of conflict of laws.
© 2005 IP Comm bvba, All rights reserved.
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