THIS IS A LEGAL LICENSE AGREEMENT (THE “AGREEMENT”) BETWEEN NICKOSHIRO.COM (“NickOshiro.com”) AND [Customer Name], [CUSTOMER FULL ADDRESS and phone] (“LICENSEE”) ON [DATE]. THIS LICENSE AGREEMENT APPLIES TO THE FOLLOWING DRUM TRACK DOWNLOAD VIA NICKOSHIRO.COM’S WEBSITE: [DRUM TRACK NAME] (“drum track”) ID: [DRUM TRACK ID]
1. License and Restrictions
a NickOshiro.com grants to Licensee, for the Term of Use a non-exclusive, nontransferable right to use, edit and synchronize the Licensed Drum Track as part of a song, and to manufacture, distribute, sell or share the song in any commercial use.
b Licensee may sell or license the Master Recording and/or any Composition containing this drum track or parts of it without paying additional royalties to NickOshiro.com and its agents or assignees.
c Licensee may use the drum track as part of the song, provided that the drum track is not separated from the song. Any use of the drum track apart from a song requires an exclusive license agreement from NickOshiro.com.
d Nothing contained in this Agreement shall be deemed to grant Licensee the right to manufacture, distribute, sell or share this drum track, parts of this drum track or samples of this drum track by itself.
e Licensee shall not make the licensed drum track available in any medium in a manner intended to allow or invite persons to download the drum track alone or extract the drum track from the song.
f Licensee shall not use the drum track in any unlawful manner.
In consideration of the grant of the license contained in this Agreement, Licensee agrees to pay to NickOshiro.com the amount set forth in the invoice or order receipt.
3. Cancellation on Payment failure
NickOshiro.com reserves the right, in its sole discretion, to revoke the license if payment is not made in full or if the payment transaction was reversed as a result of a credit card dispute.
4. NickOshiro.com’s Credit
Licensee agrees to provide credit, where technically feasible and in accordance with customary industry practice, in the following manner: “Drum tracks by NickOshiro.com”. When credit is given over the web, it should be linked to: www.NickOshiro.com
5. Royalties and Additional
Fees Licensee is exempt from paying NickOshiro.com any additional licensing fees or royalties aside from the pre-determined license rates on www.NickOshiro.com as long as used according to this agreement.
6. NickOshiro.com’s Warranty
NickOshiro.com represents and warrants that: (i) it has all necessary rights and authority to enter into and perform this Agreement; (ii) Licensee’s use of the drum track in its original form, and when used in accordance with this Agreement, will not infringe upon the rights of any third party, including copyrights and rights of privacy or publicity.
7. Your Warranty to Us
Licensee warrants that Master Recording and/or any Composition that contains this drum track does not violate any law or infringe upon or violate the rights, including without limitation all copyright rights, of any individual or entity. If Licensee is not the rightful owner of the song, then they warrant to NickOshiro.com that they have the necessary and required permission/license from the rightful owner to re-record, edit and/or modify the Master Recording and/or Composition. Licensee agrees to indemnify NickOshiro.com and its agents or assignees and hold them free and harmless from and against any and all claims, liabilities, costs, losses, damages or expenses, including but not limited to, reasonable attorney fees and court costs, arising out of any failure or breach by Licensee with respect to its warranties as set forth in this Agreement.
8. Breach and Termination
In the event of a Breach by Licensee, NickOshiro.com may, at its sole discretion, terminate this Agreement and revoke any licenses granted herein. Such termination shall take effect immediately upon notice to Licensee, and Licensee shall immediately (i) cease using the drum track in any Media and in any manner; (ii) destroy or delete all copies containing the licensed drum track. No action of either party, other than express written waiver, may be construed as a waiver of any provision of this Agreement. A delay on the part of either party in the exercise of its rights or remedies will not operate as a waiver of such rights or remedies, and a single or partial exercise by either party of any such rights or remedies will not preclude other or further exercise of that right or remedy. A waiver of a right or remedy on one occasion will not be construed as a bar to or waiver of rights or remedies on any other occasion.