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Digital
Distribution Amendment #2: Revenue-Sharing: 60% Labels/40% HolyHipHop.com (Effective: February 1, 2005)
- Non-Exclusive Digital Distribution, Non-Exclusive Digital Music
Initiatives (e.g. RingTones, Film Licensing), Holy Hip Hop Mobile and Non-Exclusive Direct CD Sales Program.
Dear
Ministers of the Gospel:
The objectives of
non-exclusive digital distribution are: (1) world-wide proliferation of the Gospel through
Holy Hip Hop for those who are unable to buy cd's or who no longer
use cd's to listen to music; (2) residual income stream for Partner Labels
without any costs; and (3) enhanced exposure via the Internet for
the entire genre. Each minister will have song samples for
listening. The tracks will be
listed by name and available for digital distribution sales,
ringtones, and any digital music royalty offering including
Labels/Artist's Recordings via the worldwide web.
The Earnings/income split percentage is 60% for Labels and 40% for HolyHipHop.Com. This adjustment was necessary
to expand the scope of services to add Direct CD Sales for Ministers
of the Gospel (also at: $0.00 cost to the Label), so
as to ensure that Labels always receive the majority income and the
40% for HolyHipHop.com is to compensate for increased administration,
marketing and promotional expense online and via HolyHipHop.com's
alliances and related partners, at no out-of-pocket cost to Label. As a digital distribution partner,
you will
become a part of our growing family of over 60 Labels committed to
digital distribution and marketing through HolyHipHop.Com and its
alliance partners.
Thank you very much
for your participation, faith and patience. May God Bless You
Always. If you agree with the foregoing, please sign up now
(download copy), retain a copy for your files and return to us a
copy as soon as possible via mail to: HolyHipHop.Com;P.O. Box
1023; Pine Lake, GA 30072, along with
four (4) copies of
each retail-ready cd to be considered for distribution by
HolyHipHop.com (e.g. complete packaging (bar-codes not required)-cd's
should look as if they could be retailed in a traditional store with
good artwork and good sound production). All instructions and steps are
in the attached Agreement. Note: CD's can be older or newer titles.
All entries will be considered.
Again, please be
absolutely sure that all cd's are of Christian ministry and contain
no foul language, curse words (including the 'N' Word) and that CD's
are of Retail-Ready, Quality Artwork, Production and Sound, as
incomplete packages or packages violating these guidelines are
ineligible for participation.
Sincerely,
Ronnie Rolon,
Content Manager
Internet Distribution/Holy Hip Hop Mobile, HolyHipHop.com |
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AGREED AND ACCEPTED - Digital Distribution Agreement
Note: If the 'Sign-Up Now'Button directly above does not connect
you to the Digital Distribution Agreement, you can print this entire web-page
and use the Agreement form directly below.
Effective: February 1, 2005
Non-Exclusive Digital Distribution Amendment #2: Revenue-Sharing: 60% Labels/40%
HolyHipHop.com (Effective: February 1, 2005) - Digital Distribution, Digital
Music Initiatives (e.g. RingTones) and Direct CD Sales Program and
Synchronization Film licensing.
Dear Holy Hip Hop Minister of the Gospel:
The objectives of non-exclusive digital distribution are: (1) world-wide
proliferation of the Gospel through Holy Hip Hop for those who are unable to buy
cd's or who no longer use cd's to listen to music; (2) residual income stream
for Partner Labels without any costs; and (3) enhanced exposure via the Internet
for the entire genre. Each minister will have song samples for listening. The
tracks will be listed by name and available for digital distribution sales,
ringtones, and any digital music royalty offering including Labels/Minister's
Recordings via the worldwide web.
The Earnings/income split percentage is 60% for Labels and 40% for
HolyHipHop.Com. This adjustment was necessary to expand the scope of services to
add Direct CD Sales for Ministers of the Gospel (also at: $0.00 cost to the
Label), so as to ensure that Labels always receive the majority income and the
40% for HolyHipHop.com is to compensate for increased administration, marketing
and promotional expense online and via HolyHipHop.com's alliances and related
partners, at no cost to Label. As a digital distribution partner, you will
become a part of our growing family of over 60 Labels committed to digital
distribution and marketing through HolyHipHop.Com and its alliance partners.
Important Note:
1. All CD's submitted for Digital Distribution must be packaged - Retail Ready,
meaning all Artwork and Packaging must be completed as if the CD were ready to
be sold in a retail store. Four (4) copies of each CD to be distributed should
be mailed in with the signed Agreement.
2. Any music submitted that is found to contain: Foul language (i.e. curse
words, the N-Word, etc.) and is not focused on advancing the Gospel of Jesus
Christ and Spreading the Word of GOD will be discarded.
Sincerely,
Ronnie Rolon
General Manager
HolyHipHop.com Global Distribution
RE: DIGITAL MUSIC DELIVERY SIGN UP AGREEMENT
This Agreement, when executed by the parties, will constitute a license
agreement ("Agreement") between
("Label/Minister") and HolyHipHop.Com ("Company"), with reference to the
following: Company offers a non-exclusive distribution opportunity for sale and
marketing of sound recordings for Internet subscription purchase by
consumers over the Internet through HolyHipHop.Com�s digital distribution agreement, digital music initiatives (e.g. Ringtones, etc.) and also for
Internet Catalogue Distribution direct cd sales (non-exclusive). Company will
exercise commercially reasonable efforts to market and promote availability of
licensed recordings for non-exclusive digital subscription and internet
catalogue direct cd sales via HolyHipHop.com world-wide, at no cost to any label
or Minister. Label/Minister owns or has the rights to distribute the master
sound recordings referred to in the Addendum attached and any additional Addenda
added by agreement of the parties from time to time (hereinafter, "Licensed
Recordings").
The parties agree as follows:
1. GRANT OF LICENSE
1.1 Licensed Recordings. Label/Minister hereby grants to Company a non-exclusive
right and license during the Term of Grant throughout the Territory to make,
cause or otherwise effect Digital Audio Transmissions and Digital Phonorecord
Deliveries, as well as cd�s for purchase via Internet Catalogue of the Licensed
Recordings to paid subscribers and direct purchasers via the Internet, as well
as Film Synchronization Licensing. The
Licensed Recordings hereunder shall include, on a non-exclusive basis, sound
recordings the rights to which Label/Minister has acquired or has a right to
distribute during the Term of this Agreement.
1.2 Reserved Rights. All rights and licenses not expressly granted to Company
hereunder are reserved by Label/Minister. Ownership of the Licensed Recordings
and Licensed Artwork shall remain 100% and solely with Label/Minister or its
licensors.
2. DELIVERY
Label/Minister shall deliver to Company CD's of each Licensed Recording for
internet distribution; related artwork for use by Company in connection with the
marketing and promotion of the Licensed Recordings. Label/Minister warrants and
represents that it has all right, title and interest in the Licensed Recordings
and is authorized to grant such rights under this Agreement.
3. TERRITORY:
The Territory shall be within and outside of the United States, on a
non-exclusive basis, meaning that Label/Minister may continue to market and sell
via the Internet or alternative means, simultaneously, so as to advance market
positioning globally for the Label/Minister.
4. TERM OF GRANT:
The Term of Grant shall commence upon the date of execution and shall endure,
unless otherwise mutually agreed between Company and Label/Minister.
5. CONSIDERATION
Royalties. Company shall pay to Label/Minister 60% of Net Revenues paid to the
Company, which shall include Label/Minister's proportionate share of
non-exclusive direct cd sales/Internet Distribution and Net Subscription Program
Revenues derived from Digital Phonorecord Deliveries embodying the Licensed
Recordings. For purposes hereof, Net Subscription Program Revenues and Internet
Distribution revenues shall mean net revenues derived from subscription program
income or direct cd sales, ringtones or any form of digital music sales program
employed by Company utilizing Label/Minister's Recordings, whether paid by
individuals or by any other entities, on their behalf, earned and paid to
Company through subscriptions and downloads or direct cd sales of the Licensed
Recordings ("Net Subscription Program Revenues") on a quarterly basis during a
calendar year. Label agrees and understands that it shall be solely responsible
for payment, out of its 60% net revenue share, of all monies due to its
Ministers, publishers or third parties with an interest in the Licensed
Recordings. THIS AGREEMENT INCLUDES ALL OF THE TERMS AND CONDITIONS SET FORTH
INTHE ADDENDUM(S) AND THE STANDARD TERMS AND CONDITIONS ATTACHED HERETO,WHICH
ARE INCORPORATED HEREIN BY THIS REFERENCE. No specific result from this
Agreement is guaranteed. HOLYHIPHOP.COM DISCLAIMS ALL OTHER WARRANTIES, EXPRESS
OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTIBILITY AND
FITNESS FOR A PARTICULAR PURPOSE. ROYALTIES SHALL BE PAID OUT, ONCE
LABELS/MINISTER�S ACCOUNT REACHES A MINIMUM OF: $25.00 (TWENTY-FIVE US.
DOLLARS).
6. INDEMNIFICATION
Label/Minister shall defend, indemnify and hold harmless Company (including all
officers, partners, agents, directors and employees of Company), from and
against any copyright infringement or third party claims, losses, damages or
expenses, which arise out of Label/Minister�s acts or omissions under this
Agreement, including the person or organization listed below who receives the
payment of royalties to pay all third parties contracted by Licensor for its
recordings provided under this Agreement for digital download and catalogue
distribution.
7. ASSIGNMENT
Company may assign this Agreement or any of its rights hereunder to any third
party or to any subsidiary, affiliated or controlling corporation of the
assigning party, or to any party acquiring a portion of the assets or stock of
the assigning party, and such an assignment shall not constitute a breach
hereunder.
8. DISPUTE RESOLUTION
Any disputes regarding this Agreement or the rights or responsibilities of
either party hereunder shall
be first negotiated in good faith in a Christianly spirit. In the event such
disputes remain unresolved, the parties agree to submit to binding arbitration,
under the rules of the American Arbitration Association in Atlanta, Georgia.
9. SYNCHRONIZATION LICENSE
Label/Minister hereby grants to Company and its successors, licensees and
assigns, the non-exclusive right to record the Composition in any manner,
medium, form or language, in each country of the Territory (as defined below) in
synchronization for timed relation with the Picture, and to make copies of such
recordings in connection with the exploitation of the Picture. Label/Minister
also hereby grants to Company and its successors, licensees and assigns, the
non-exclusive and irrevocable right and license, in perpetuity, to publicly
perform for profit or non-profit, and to authorize others to so perform, the
Composition as part of the exhibition or other exploitation of the Picture, and
in any and all advertising or other publicity for the Picture, in the Territory,
in any and all media now known or hereafter devised, including, without
limitation, theatrical exhibition, television exhibition (including, without
limitation, free, pay, cable and satellite television) and by means of
videograms (which include, without limitation, videocassettes and videodiscs).
Label/Minister also grants to Company the perpetual, non-exclusive right to use
and to license others to use Label/Minister's name in connection with Company's
exploitation of the Picture; provided that such use is not in the form of a
product or service endorsement without Label/Minister's prior written consent in
each instance.
AGREED AND ACCEPTED
___________________________
Authorized Label/Minister Executive
___________________________
Date
___________________________
HolyHipHop.Com
___________________________
Date
DELIVERIES REQUIRED BY LABEL TO IMPLEMENT DIGITAL DISTRIBUTION:
(A) The following information shall be delivered in completed form:
_____________________________________________________
Signed Minister/Label Delivery Checklist
The delivery of the following items must be provided.
(1) Mailing addresses of Label/Minister
(2) Four (4) physical CD copies of each Licensed Recordings for consideration
to be globally-distributed. Each CD must be clearly marked with the full
Minister name, album title, song title and running order and timing of tracks.
Any CD�s with profanity, not of Christian character or contain the �N� Word will
be discarded, at the sole discretion of HolyHipHop.com.
(3) Artwork for each Cd must be Retail-Ready. Incomplete Artwork or Artwork not
Retail Ready will not be processed for distribution.
(4) Biographical materials (which include approved text for each Minister on the
roster and each release on the catalogue, as well as a full and complete
Label/Minister bio and any retail one-sheets).
(5) Label/Minister's/Minister's email address and website address, if any.
(6) Complete name of Label/Minister or person for all payment purposes. Upon
completion of the above checklist, this material should be immediately submitted
to HolyHipHop.Com by U.S. Mail to: HolyHipHop.com; Attn: Global Distribution;
P.O. Box 1023; Pine Lake, GA 30072. Questions: Please e-mail:
globaldistribution(@)holyhiphop.com.
Please Write Clearly and Legibly (Thank You):
Label Name: _______________________________________________________________
Name of Person or Organization That Royalties are paid to:
_________________________
Label Address: _____________________________________________________________
__________________________________________________________________
Email Address and website: ________________________________________________
_______________________________________________________________________________
Phone Number: _________________________________________________________________
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