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1. Parties: Identification of the licensor (rights holder) and licensee, including full legal names and addresses
2. Background: Context of the agreement, establishing ownership of the musical works and purpose of the license
3. Definitions: Detailed definitions of key terms used throughout the agreement, including 'Musical Works', 'Territory', 'License Period', etc.
4. Grant of Rights: Specific rights being granted, including reproduction, distribution, and public performance rights
5. Territory and Duration: Geographic scope of the license and its term, including any renewal provisions
6. Payment Terms: License fees, royalties, payment schedule, and accounting requirements
7. Warranties and Representations: Licensor's warranties regarding ownership and right to license the music
8. Usage Restrictions: Limitations on how the licensed music can be used
9. Quality Control: Standards for reproduction and use of the licensed music
10. Reporting Requirements: Details of usage reports and royalty statements required
11. Termination: Circumstances under which the agreement can be terminated and consequences
12. Confidentiality: Protection of confidential information shared between parties
13. Governing Law and Jurisdiction: Specification of Hong Kong law and jurisdiction
14. General Provisions: Standard boilerplate clauses including notices, assignment, and entire agreement
1. Sub-Licensing Rights: Include when licensee is permitted to grant sub-licenses to third parties
2. Digital Rights Management: Include for digital distribution, specifying technical protection measures
3. Synchronization Rights: Include when music will be used in audiovisual productions
4. Moral Rights: Include specific provisions regarding moral rights under Hong Kong law
5. Marketing and Promotion: Include when specific marketing rights or obligations are part of the deal
6. Territory Restrictions: Include detailed territory restrictions for specific markets or regions
7. Audit Rights: Include detailed audit provisions for high-value or complex licensing arrangements
8. Insurance Requirements: Include when specific insurance coverage is required from either party
1. Schedule 1 - Licensed Musical Works: Comprehensive list of all musical works covered by the license, including composers, publishers, and ownership details
2. Schedule 2 - Payment Structure: Detailed breakdown of fees, royalty rates, and payment calculations
3. Schedule 3 - Technical Specifications: Technical requirements for music delivery, format specifications, and quality standards
4. Schedule 4 - Territory Details: Detailed breakdown of territorial scope, including any specific market restrictions or requirements
5. Schedule 5 - Reporting Ƶ: Standard forms for usage reporting and royalty calculations
6. Appendix A - Copyright Registrations: Details of copyright registrations for the licensed musical works
7. Appendix B - Prior Licenses: List of any existing licenses that may affect the current agreement
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