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Distribution Terms of Agreement

This agreement is between Red Stick Communications & Media, Llc United States Casper, WY, 82609 5830 E. 2nd St. Ste 8 & Contracting party (Copyright holder)
Definitions:
The contractual partner owns the exclusive rights to evaluate and distribute the contractual content (audio and video recordings including video clips and other related content) including the so-called "metadata" (detailed product information) and all the rights to promote and distribute these images and content, like serving brands, Flags and naming rights, artwork, logos and photos to distribute the content through Red Stick Communications & Media by the way of non-physical digital distribution, public access and distribution in cooperation with third-party service providers, download, and streaming portals. The Contracting Party reserves the right to run the contractual content by itself, or by its Contracting Party’s websites (e.g., artist & label website, Bandcamp, etc.) to make available for listening either through downloading or streaming.

Conditions Term: Month to Month from the Date of signing. Thereafter the agreement is automatically renewed for one further month until one of the parties terminates the agreement 20 days before the date entered in this agreement.

Territory: Worldwide Right: Exclusive Format: Digital Music / YouTube Fingerprints to claim Audio rights


Accounting:
Monthly (billing), after billing within 30 days (payment). Any sums due of less than $100 (one hundred dollars usd) shall be carried forward to the next statement. Split: 80% In consideration for the services provided by Red Stick Communications & Media hereunder, Red Stick Communications & Media shall be entitled to a fee of twenty percent (20%) of net receipts. As used herein, “net receipts” shall mean all amounts collected by Red Stick Communications & Media from the exploitation of the material hereunder, after deduction of any sales taxes and third party costs incurred in connection with such exploitation.
General This agreement shall be subject to the laws of United States of America, and the district court of Wyoming shall be the court of competent jurisdiction (including any additional agreements). Changes and additions to the present contract require writing to their effectiveness. Besides this agreement, no other issues are agreed between the parties. Any modification or amendment of this agreement needs to be agreed in written form (e-mail) to become binding to both parties. If individual provisions of this agreement are or become ineffective or in case the agreement is incomplete, the effectiveness of the remaining provisions shall not be affected. It is agreed that the ineffective clause shall be replaced by an effective clause that corresponds as closely as possible in meaning and objective to the ineffective clause. In the case of gaps, provisions shall be agreed upon corresponding in content and objective to those that would have been agreed upon, had the contractual partners thought of the issues in advance.
Acceptance of these digital terms will act as a binding contract before access is given to distribution platform.

User name and password will be provided via email with a copy of these terms attached
Access to our distribution portal there after will further validate acceptance of these terms.


Appendix A

Grant of Rights Contracting Party herewith grants to Red Stick Communications & Media that Contracting Party owns the master rights by all tracks submitted to Red Stick Communications & Media and described in the metadata. Under this agreement, Contracting Party passes the exclusive rights to Red Stick Communications & Media as follows, while expressively reserving any other rights than specifically set forth below:
1. Right to digitally transmit and sell masters to end users in the format of digital downloads, streaming’s, master ringtones, ring back tones, all forms of mobile downloads and streaming’s via all third-party websites in relationship with Red Stick Communications & Media.
2. . Right to publish all relevant additional information (text and graphics information) of masters to end user via third party websites in digital format (metadata) for the sole purpose of sales of such master files.
3. Right to publicly perform, broadcast and advertise master files in so-called “pre-listening” digital format for the sole purpose of generating sales to end users. All such pre-listening files will be made available for listening only and in low reasonable resolution to end users and downloading of such files will be technically rendered impossible.
4. . For the sole purpose of promoting Contracting Party’s´ music, Red Stick Communications & Media is expressively allowed to provide any of Contracting Party’s´ products to any third party free of any charge, for instance for online radio streaming’s or podcasts.
5. . Contracting Party expressively under this agreement excludes any right to Red Stick Communications & Media to do remixes, edits or alterations of master tracks, graphic files, video clips or any other copyright protected materials provided by the label. Warranty Contracting Party warrants and represents that it owns or controls the rights to transmit, sell and broadcast master files as digital downloads over the internet in the territory and therefore has the right to grant these rights to Red Stick Communications & Media. Furthermore, Contracting Party warrants its sole responsibility towards all recording artists and any other royalty participants resulting from sales of the master files via downloads. Also, it is in Contracting Party’s´ sole responsibility to pay all costs, having incurred before delivery of master files to Red Stick Communications & Media. This includes artist royalties, studio costs, engineer costs and sample clearance fees concerning master files. Both parties agree to hold each other blameless from any loss and damage arising from any claim brought by any third party against the parties concerning Red Stick Communications & Media business of selling digital music as download files to third party platforms. Contracting Party expressively indemnifies Red Stick Communications & Media from any claims or liabilities, should any inconsistency be claimed by third parties regarding the rights that Contracting Party passed to Red Stick Communications & Media by grant of rights, as set in this agreement In such case, Contracting Party agrees to Red Stick Communications & Media herewith reserving the right to withhold any money paid to Contracting Party, consistent with such claim.
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