|1. Licensee and its assigns shall have the worldwide
and non-exclusive right to use TeleVideo Production Music Library described in this agreement, in
synchronization with other audio/or visual elements added by Licensee in any market area for
broadcast or non-broadcast purpose with only the following restrictions:
a. Licensee shall not duplicate the TeleVideo
Production Music Library by itself in whole or in part, in any medium, tape, disc or otherwise,
and resell, license, lease or in any other way use or transfer the music to any other party.
b. This license does not grant Licensee the
right to authorize others to perform the Music (as contrasted with the synchronization rights
granted in the first paragraph above) in live, public presentations, or in broadcast by means of
free television, cable satellite, or such other transmission, now known or to be developed. And,
Licensee is responsible for obtaining authorization for such performances from the performing
rights societies in the performance territory.
c. Licensee must obtain the prior written
consent of TeleVideo Music to reproduce and repackage the Music with additional recorded
instrumentation and or vocals and release it as part of a commercially available audio
d. Licensee must obtain performance rights
for radio and television broadcasts through BMI. Publisher credit on all cue sheets should be
listed as TeleVideo Production Co., Inc. Licensee is not responsible for any additional fee for
such use as described in this subparagraph
1.(d) or the previous subparagraph 1(b),
unless Licensee is the producer of the live performance or the broadcaster, in which case Licensee
would be responsible to the relevant performing rights society but not to TeleVideo Music.
2. TeleVideo Production Music Library
has no rights to claim to fees paid to Licensee when Licensee's use of the TeleVideo Production
Music Library is a use permitted by the license and not prohibited by paragraph 1 above.
3. TeleVideo Production Co., Inc. warrants
that it is the holder of the copyright in the Music and/or has right to the Music and it has
authority to enter into this license and grant Licensee the rights accorded under the license.
4. While Licensee by this license
acquires the physical property [ compact disk (s) or download music file (s) ] embodying the music
and the license as described in this license to use, TeleVideo Production Music Library. Licensee
does not acquire any ownership rights in the Music, the recording, or any underlying copyrights.
5. In the event Licensee violates any terms
of this license, as described in Paragraph1, this license immediately shall be revoked and
any former or subsequent unauthorized use of TeleVideo Production Music Library by Licensee will
constitute an infringement of the rights of TeleVideo Production Co., Inc., including copyright
6. By using the TeleVideo Production Music
Library, Licensee agrees to indemnify and hold TeleVideo Production Music Library and its parent
company, agents, dealers, distributors, and employees free and harmless from any and all claims,
suits, liability, loss, damage, judgments, cost , expense, and attorney's fees that might be
incurred by reason of Licensee's breach or claim of breach of (a) this license; or (b) any
agreement between license and a third party concerning the TeleVideo Production Music Library
7. The terms shall be governed by the laws
of the State of Pennsylvania. Any action under this license shall be filed by the
complaining party within the jurisdiction of the State of Pennsylvania, County of York and both
parties consent to in personas jurisdiction of that court.
8. This agreement shall be binding on
TeleVideo Production Co., Inc. and Licensee and their respective successors and assigns.
9. No modification of this license
shall be binding unless in writing and signed by both parties.
10. The term of this license shall be in
accordance with Federal copyright laws.
11. This license shall become effective
upon receiving the Licensee's purchase of the Production Music and made no later than the date
under the payment terms agreed to between the Licensee and TeleVideo Production Music Library and
it's authorized agents.