• $1500. One Time Setup (plus admin/maintenance)
  • Music/Video Distribution
  • Unrestricted Dashboard Access
  • Manage and Distribute Multiple Project Releases for Label Roster (up to 5 artists as Described on Home Page)

Label Set Up information

investor:

primary contact for marketing & promotions:

primary contact for distribution:

manager:

This agreement is between UPD, a Georgia Corporation (Hereinafter referred to as “Discloser/Company”), and (Hereinafter referred to as “Disclosee /Individual”) agrees on this day of ,20 as folows :

Agreement Not to Disclose Confidential Information

The Disclosee, acknowledges that the Company intends to disclose confidential information and intellectual property owned by Company, so that the Individual may review said materials to ascertain the nature of the business opportunity. Individual agrees that the confidential information includes Company’s trade secrets, sales and profit figures, possibly a buyer and client list, the relationships with contractors, or suppliers, and opportunities for new or developing business; in addition to the concept itself, and the licensing agreements currently in place. The confidential information may be contained in written materials such as computer hardware and software, disks, documents, files, drawings and organizational specifications. Individual will not use or disclose to any other person or entity any confidential information or materials (either written or unwritten) for any reason unless contracted to do so by Company.

Information in the public domain, information generally known in the trade and information that the Individual could potentially acquire completely independently of his/her services for Company is not considered to be confidential.

Reasonableness
The Individual acknowledges that the restrictions in this agreement are reasonable and necessary to protect Company and its confidential information.

Governing Law
This agreement will be governed by and construed in accordance with the laws of the state of Georgia. The Individual understands that any violation of the aforementioned clauses of this agreement shall deem the Company to pursue legal recourse due to the Individual’s breach of contract. In the event of a breach of this agreement, the aggrieved party is entitled to an injunction forthwith. Damages according to the laws of the state of Georgia, and legal fees, will be added to any recovery and/or relief granted by the court.

Entire Agreement

This agreement, constitutes the entire agreement and understanding of the parties with respect to the subjects matter hereof and is intended as the parties’ final expression and complete and exclusive statement of the terms thereof, superseding all prior or contemporaneous agreements.

(Print Business Name)
(Print Name of Authorized Signatory)
(Signature of Authorized Signatory)
(Address)
(City, State, Zip)
(Phone)
(Fax)

UPD

(Print Name of Authorized Signatory)
(Signature of Authorized Signatory)

Non-circumvention and Non-disclosure Agreement

In consideration for the mutual promises contained herein, the undersigned parties, intending to be legally bound on this day of 20 , hereby irrevocably agree not to attempt to circumvent, avoid, or bypass the other party directly or indirectly, to avoid payment of fees, commissions, or profits in connection with the methods of financing, buyers, sellers, projects, potential investors and/or brokers, business affairs and systems, process information, trade secrets, technical information, customer lists, and other proprietary information (collectively "Information") which are valuable, special, and/or unique assets of the other party.

The parties will not in any manner solicit or accept any business from any source, nor their affiliate, which source was made available through any party to this agreement without the express permission of the party who made available the source.

The parties will maintain complete confidentiality regarding each others’ business sources and/or their affiliates, and will disclose such business sources only to the parties named pursuant to the express written permission of the party who made available the source.

The parties will not in any way whatsoever circumvent or attempt to circumvent each other, or any of the parties involved in any of the transactions the parties are desirous of entering into, and do to the best of their abilities assure the other party that the transaction codes established will not be affected.

The parties will not disclose any of the names, addresses, telephone, telefax, telex and/or email numbers or any contacts by any party to any third party, and that they each recognized such contacts as the exclusive property of the respective parties, and that they will not enter into any direct negotiations or transactions with such contacts revealed by the other party.

That in the event of breach of this Agreement or circumvention of any party to this Agreement by any other party, directly or indirectly, the non-breaching or circumvented party shall be entitled to monetary damages including, without limitation, damages equal to the maximum amount it should release from such transaction, plus any and all expenses, including but not limited to, all legal costs and expenses incurred to the damaged party to recover the lost revenue or other damages.

This Agreement is valid for any and all transactions between parties hereto and is enforceable in any Canada court, US court, or under any law in the Universe and the parties hereby accept any such jurisdiction.

Accepted and agreed by:

Disclose
Signature
Print name

Discloser - UPD

Its Authorized Signatory

1. Term and Territory

a. The term of this Agreement shall be for one (1) year (the “Initial Term”). The Initial Term shall automatically renew for successive one (1) year periods (the “Renewal Term”). The Initial Term and Renewal Term(s), if any, are collectively referred to as the “Term.” Either party may terminate this Agreement during the Term subject to the provisions outlined in the Terms and Conditions (Sections 2-15) below.

b. The territory for this Agreement shall be the world (the “Territory”).

Revenue Shares

Licensee shall pay Licensor the following percentage of “Revenue” as defined in the Agreement:
Labels clients will receive Ninety Percent (90%) of all revenue received. Artist program participants will rev share as follows:

For Revenue received for full Master downloads and for “Streaming” of Masters:
eighty Percent (80%) For Revenue received for Music Videos.

For Revenue received for Music Videos. eighty Percent (80%)

For Revenue received for Ring Tones, True Tones and Ring Back Tones:
eighty Percent (80%) If applicable subject to an Addendum,

For Revenue received for synchronization/licensing: eighty Percent (80%)

For Revenue received from physical Distribution fifty Percent (50%)

For all other sales not included above:
(by way of example only, “wallpapers” or images, tangible merchandise, sponsorship opportunities and other Revenue generated as a result of strategic partnerships) eighty Percent (80%)

I/We have received copy of the Terms and Conditions (Sections 1-15), of the agreement and do hereby agree with the term and territory and revenue percentagesoutlined herein as well as the received Terms and Conditions The Parties are considered to have entered into this Agreement on the date of registration hereto.