This Agreement constitutes the entire understanding between the Parties concerning the Music and supersedes all prior agreements. Any amendment must be in writing and signed by both Parties.
Exclusive License Agreement
This Exclusive License Agreement (“Agreement”) is entered into by and between Alexander Androsov (“Licensor”) and the commissioning party (“Licensee”), together referred to as the “Parties.”
1. Subject Matter
1.1 The Licensor will compose and deliver original musical work(s) as specified in the applicable order, invoice, or statement of work (the “Music”).
1.2 The Licensor grants the Licensee an exclusive, worldwide, perpetual license to use the Music only in connection with the specific project named in the order/invoice (the “Project”).
2. Scope of License
2.1 The Licensee may incorporate the Music into the Project and its direct derivatives (e.g., trailers, teasers, promotional material tied to the Project). The License includes public performance, broadcast, distribution, reproduction, and commercial exploitation of the Project containing the Music across all media, now known or hereafter devised.
2.2 The License does not permit:
selling, licensing, or distributing the Music separately from the Project;
sublicensing or allowing third-party use of the Music outside the Project without Licensor’s prior written consent.
3. Payment
3.1 The Licensee shall pay the Licensor the agreed fee set out in the order or invoice (the “Fee”).
3.2 The Fee is non-refundable and covers composition, production, delivery, and the license granted under this Agreement.
3.3 Additional uses outside the Project or additional deliverables (such as stems, alternate mixes, or re-syncs) require separate written agreement and may be subject to additional fees.
5. Credits (Mandatory)
4.1 The Licensor remains the sole author and rights holder of the Music under German copyright law. Nothing in this Agreement transfers copyright ownership.
4.2 The Licensee acquires only the rights of use expressly granted in this Agreement.
4.3 The Licensor reserves the right to collect royalties for public performance, broadcasting, or streaming of the Music through collecting societies such as GEMA. Such royalties are separate from the Fee and not the Licensee’s responsibility.
4. Authorship, Ownership & Royalties
5.1 The Licensee shall include the credit:
“Music composed by Alexander Androsov”
in all versions of the Project where credits are customary and in applicable metadata.
5.2 Omission of the required credit constitutes a material breach of this Agreement. Upon written notice from the Licensor, the Licensee must correct the omission within seven (7) days by adding the required credit to all existing and future distributions of the Project and by publishing a corrective credit statement in the same channels.
5.3 If the Licensee fails to correct the omission within this period, this shall constitute a recurring material breach, and the Licensor may revoke the License without refund and require immediate cessation of distribution of the Project containing the Music.
6. Deliverables & Format
6.1 The Licensor will deliver the Music in high-quality audio format (e.g., WAV 24-bit/48kHz) unless otherwise agreed.
6.2 Stems or alternate mixes will be provided only if agreed in writing and may be subject to additional fees.
7. Warranties & Indemnities
8.1 Either Party may terminate this Agreement for material breach if the breach is not cured within thirty (30) days after written notice.
8.2 If the License is revoked under Section 5.3 due to recurring omission of credit, the Licensee must immediately cease distribution of the Project containing the Music.
8. Termination
7.1 The Licensor warrants that the Music is original, that the Licensor has full authority to grant this license, and that the Music, to the Licensor’s knowledge, does not infringe on any third-party rights.
7.2 The Licensee shall indemnify and hold harmless the Licensor against any claims, losses, or damages resulting from the Licensee’s use of the Music beyond the scope of this Agreement or from any breach by the Licensee.
9. Governing Law & Jurisdiction
This Agreement is governed by the laws of the Federal Republic of Germany. The courts of Munich, Germany, shall have exclusive jurisdiction, unless mandatory law provides otherwise.
10. Entire Agreement
If you have any questions about this agreement, feel free to reach out before we start working together.