Licence Agreement

PRODUCTION BLANKET LICENCE AGREEMENT

This non-exclusive licence agreement is entered into effective ________________202[ ] between:

Antenna Music Limited of Edgecombe, Amberley, Stroud, Gloucestershire GL5 5AB (“Antenna”) and
________________ of ____________________________________ (“Licensee”).

WHEREAS:

Antenna owns and controls all rights in and to the sound recording(s) (“Recording(s)”) and musical composition(s) embodied in the Recording(s) (“Composition(s)”) referred to in the Schedule attached hereto; and
Licensee is engaged in the production, distribution and exploitation of television productions (“Production(s)”); and
Licensee wishes to synchronise the Recording(s) and Composition(s) within the soundtrack of the Production(s) referred to in the Schedule attached hereto and Antenna has agreed to license such right to Licensee upon the following terms and conditions.

IT IS HEREBY AGREED as follows:

In consideration of the payment of £1, Antenna hereby grants to Licensee the non-exclusive right and licence to synchronise the Recording(s) and Composition(s) in timed relation with the visual images of the Productions for transmission on all platforms of television (including via the internet and mobile devices), and whether such platforms are free or pay and including any on-demand or so-called near-on-demand services worldwide in perpetuity and for such non-broadcast uses as specified in the Schedule attached hereto.
This agreement does not authorise or permit any use of the Recording(s) or Composition(s) not expressly set forth herein and for the avoidance of doubt does not include the right, without limitation: (a) to add to, remix or in any way change the fundamental character of the Recording(s) or Composition(s) other than for timing purposes; (b) to use the title or subtitle of the Recording(s) or Composition(s) as the title of any Production; (c) to use the story of the Recording(s) or Composition(s); (d) to exploit any audio-only products embodying the Recording(s) or Composition(s); (e) to re-record the Composition(s); (f) change the title of any Recording(s) or Composition(s); or (g) to make any other use of the Recording(s) or Composition(s) not expressly authorised hereunder.
This agreement does not confer the right or licence to perform in public or broadcast the Recording(s) or Composition(s). Performance of the Recording(s) and Composition(s) in the exhibition of the Productions is subject to clearance by performing right societies in accordance with their customary practices and the payment of their customary fees.
Licensee shall ensure that broadcasters submit music cue sheets to the relevant collection society (with a copy to Antenna) so that Antenna can receive prompt payment of revenues owing for use of the Recording(s) and Composition(s) in the Productions. Licensee shall also promptly send Antenna full details of all broadcast and/or other usage relating to the relevant Productions on at least a quarterly basis.
Antenna (as publisher) of the Composition(s) will be entitled to collect the so-called “publisher’s share” of PRS and equivalent revenue and the writer(s) will be entitled to collect the so-called “writer’s share” of PRS and equivalent revenue.
Antenna (as owner) of the Recording(s) will be entitled to collect the so-called “label share” of PPL and/or VPL and equivalent revenue and the musicians and producers will be entitled to collect the so-called “performer share” of PPL and/or VPL and equivalent revenue.
Licensee agrees to include a suitable credit in the name of Antenna, and its approved trademarks and logos, wherever music credits are given, subject to the practices of the relevant broadcaster.
Upon request, Licensee will supply to Antenna a digital copy of any Production embodying the Recording(s) and Composition(s) within 7 days of such request.
Antenna warrants that it has the right to grant to Licensee all the rights granted in this agreement.
Nothing contained herein shall be deemed to constitute a partnership or joint venture between the parties hereto.
The licence herein granted may not be transferred or assigned by Licensee, in whole or in part, without Antenna’s prior written consent.
Licensee will indemnify and hold Antenna harmless from any and all claims, liabilities, losses, damages and expenses, including but not limited to legal expenses, arising from any breach of Licensee’s warranties, representations or covenants under this agreement or in any way resulting from or connected with Licensee’s use of the Recording(s) or Composition(s) otherwise than as expressly licensed hereunder.
Antenna may terminate this agreement immediately by giving Licensee written notice of termination, if (a) Licensee has failed to cure any material breach of or default under this agreement within 30 days after it receives written notice (email to suffice) setting out the nature of the breach or default; or (b) Licensee enters into liquidation (other than a voluntary liquidation for the purposes of amalgamation, reconstruction or reorganisation), receivership or administration; or (c) Licensee permanently ceases trading; or (d) Licensee is declared bankrupt or enters into an Individual Voluntary Arrangement or other arrangement with creditors.
This licence shall constitute the entire agreement between the parties hereto and no amendment shall be made to this agreement other than in writing and signed by the parties hereto.
No party that is not a party to this agreement will acquire any rights pursuant to it whether by virtue of the Contracts (Rights of Third Parties) Act 1999 or otherwise.
The validity, construction and effect of this agreement, and any and all modifications thereof, shall be governed by the Laws of England. The parties submit to the exclusive jurisdiction of the English courts.

IN WITNESS WHEREOF, the parties hereto hereby execute this agreement as of the date first written above.

______________________________

For and on behalf of

ANTENNA MUSIC LIMITED

_______________________________

For and on behalf of

[LICENSEE]

Recordings / Compositions:

Specify Recordings and Compositions

Productions:

Specify Productions and any cutdowns and trailers.

Non-broadcast uses: