It's Hard To Say Goodbye (Standard Lease)
Michael Ortega
- Full Quality WAV Download
- 10 year Term of Use
- YouTube/Facebook/Instagram/Online Video
- Live Performance (non-profit)
- Film/Documentary/TV & Radio (non-profit)
- Video Game & Animation (Monetizable for profit) -By Purchasing this lease, you automatically agree to the terms and conditions bellow-
This NON-EXCLUSIVE License agreement is
- Full Quality WAV Download
- 10 year Term of Use
- YouTube/Facebook/Instagram/Online Video
- Live Performance (non-profit)
- Film/Documentary/TV & Radio (non-profit)
- Video Game & Animation (Monetizable for profit) -By Purchasing this lease, you automatically agree to the terms and conditions bellow-
This NON-EXCLUSIVE License agreement is effective as of the date of purchase as shown on your download invoice from www.MichaelOrtegaPiano.com/Licensing by and between You (“Licensee”) and Michael J. Ortega (“Licensor”). Licensor warrants that it controls rights in and to the musical work titled "It's Hard To Say Goodbye (Original)” (“Composition”) being to Licensee as of and prior to the Effective Date.
Definitions:Composition(s) : compositions owned, controlled or managed by Michael J. Ortega directly or indirectly through a subsidiary and/or a third party or so acquired (or re-acquired) by Michael Ortega and made available via Website, and their derivatives. Work(s) : Compositions. Production(s) : audio-visual or audio-only work made and owned by you, and different in nature than the Work. Examples of Productions are Films, TV and Radio broadcast. Term : a time period during which you are allowed to use the licensed Work as per the terms and conditions hereunder. Websites : all online use (accessed via a web-browser, and not, for clarity, via an application), excluding Social Media Platforms (and similar or analogous platforms not expressly referenced herein) and Video Sharing Platforms (and similar or analogous platforms not expressly referenced herein). Social Media Platforms : Instagram, Facebook, X, Twitch, and such additional platforms the Licensor shall determine in its sole and absolute discretion. Video Sharing Platform : YouTube, Vimeo, and such additional web-based video-sharing platforms as Licensor shall determine in its sole and absolute discretion. Music Platforms: Streaming sites such as Spotify, AppleMusic, Deezer, and such.
1) Ownership
The Licensor maintains 100% full rights (copyright, publishing and ownership) of the Composition, and can continue to sell it non-exclusively and/or exclusively. The Licensee has neither the right nor authority to sell or license the rights to the Composition whether in whole or part to any other party. In the event another party purchases exclusive rights to the Composition from the Licensor, the Licensee will retain non-exclusive rights under the limitations listed in this agreement and until these terms have been fulfilled.
2) Licensing Rights
The Licensor hereby grants to Licensee a non-exclusive License to use in one (1) online Video streamed in video sharing platforms such as YouTube, Facebook, Instagram, and X, embodying the composition. This contract grants rights to Live performances. The Licensor also grants the right to use the name of the composer (Michael Ortega) in connection with the advertising, publicizing or sale of the visual medium containing this composition. Any lifts and versions thereof containing the audio composition worldwide. In the event that an exclusive license is sold by Licensor to the Composition, the terms of this agreement shall be upheld.
Term: 10 Years
Territory: worldwide
Timing and number of usages: full duration use in one (1) Production.
Permitted Productions allowed:
Online Video (monetizable without content ID) Film (non-profit) Documentary (Non- profit) Radio (non-profit) School Projects Video Game (both for profit and non-profit) Animation (both for profit and non-profit)
Additional uses granted: Non-Profit Live performances only and covers of the composition without alterations to the original work.
Exceptions: If a Film, Documentary, or Radio broadcast is also shared on a video sharing platform such as YouTube, Vemo, Instagram, Tik Tok, X, and such, it is allowed to monetize the same as any other online video (without Content ID). However, In the event a project containing the composition is shared on traditional media platforms such as a Television network or Radio Station, it must comply with the non-profit rules of this agreement.
3) Synchronization Rights
The Licensor hereby grants to Licensee a non-exclusive License to copy, edit and/or loop portions of, record on film, video, digital animations, and video games (collectively, “Projects”) and use the composition in synchronization or timed relation with the productions in one (1) Project.
The Production in which you synchronize the Work is allowed to be distributed via, or otherwise made available, or hosted via:
Websites; Social Media Platforms; Video Sharing Platforms with the right to monetize the Production directly without Content ID; Television broadcast, radio broadcast, and their online equivalents; Mobile or online substitutes for traditional television or radio broadcast (e.g. mobile TV, IPTV (streaming TV or video-on-demand), streaming radio). Permitted Copies of downloaded or physical products: 10,000 copies.
4) Compensation
The Licensee shall pay the licensor $19.99 USD for the rights granted in this agreement. The payment for this license is non-refundable under any circumstances. If the licensee fails to account to the licensor, timely and complete the payments provided for hereunder, the licensor shall have the right to terminate this license upon written notice to the licensee within thirty (30) days of effective date. Such termination shall render the use of the composition with any visual medium for which monies have not been paid subject to and actionable as infringements under applicable law. The Licensee shall provide the licensor with a digital copy of the visual medium containing the composition via email to michaelortega@michaelortegapiano.com
5) Indemnification
Licensee agrees to indemnify and hold Licensor harmless from and against any and all claims, losses, damages, costs, and expenses, including, without limitation, reasonable attorneys’ fees, arising out of or resulting from a claimed breach of any of Licensee’s representations, warranties or agreements hereunder.
6) Restrictions
All sounds included are the property of the licensor and cannot be used for any purpose other than as described in this agreement. The composition cannot be used to create instrumentals for sale nor any other competitive product. The composition cannot be shared with anyone unless they are directly involved in the production of the visual medium (editors, visual engineer, etc.). Online Video that is found in violation of these restrictions may be subject to termination of its commercial rights without refund. In addition, the audio of the composition may be subject to removal with the assistance of copyright infringement enforcers. Any loss incurred with such removal is not the responsibility of the Licensor. If the licensee is unsure of the details of the commercial rights, the licensee must contact the licensor for assistance in clarifying any of these restrictions. Licensee shall not have the right to alter, adapt, change or remix the composition or music without licensor's written approval, except length changes (Cutting the length or extending the length of the composition).
You may not:
- Use the Work in a manner or context that is defamatory, obscene or demeaning or violates any rights of anyone associated with any of its Compositions or/and other third parties; Use the Work in a manner that violates any export regulations that are applicable to you;
- Use the Work to promote any infringing, illegal, or other similarly inappropriate activity;
- Download or made it available to download this Composition for any purpose other than directly specified in this License Agreement;
- Register the Production incorporating this Composition with any collection societies, public performance organization or ingest into any of the social media platforms including but not limited to YouTube and Facebook, or use content-ID with it for content matching as it may result in unlawful ownership claims;
- Use the Work for any unlawful activity or in any manner or any means which may be deemed by a reasonable person to be detrimental to the licensor and/or to the copyright owner(s) of this composition;
- Make foreign adaptations of the Composition;
- Use the title of the Work or the name of the artist and/or composer(s) except for the purposes of any required credit.
The Licensor DOES NOT grant rights to distribute the composition on music platforms with or without vocals mixed into the composition. A separate agreement must be acquired should you need additional rights other than the rights granted on this contract. Any rights not specifically granted and set forth in this license are hereby reserved by the licensor.
7) Governing Law
This License is governed by and shall be construed under the laws of the Licensor’s resident country, without regard to the conflicts of laws and principles thereof.
Dispute Resolution, Applicable Law and Jurisdiction
You hereby agree that it is in both parties' best interest that any dispute, claim or controversy arising out of, connected with or relating to this License Agreement, will not be submitted for adjudication in court/arbitration unless said dispute, claim or controversy could not be settled pursuant to the dispute resolution provisions below. Notwithstanding anything contrary herein, nothing herein shall in any way affect the right of any party (to the extent permitted by the Applicable Law as defined below) to seek interim or emergency relief in the court of competent jurisdiction, or to exercise its rights pursuant to this License Agreement. Within 5 (five) business days of receipt of a written request of a party, setting forth the subject of the dispute and the relief requested, parties will initially attempt to resolve their dispute informally by each appointing one designated representative for informal dispute resolution. Both representatives will meet, as often as they deem necessary, for the purpose of endeavoring to resolve the dispute. The representatives will cooperate in scheduling their meetings, will discuss the problem in a format left to their discretion, and attempt to resolve the dispute without the necessity of any formal proceedings. In case parties fail to resolve the dispute amicably through negotiations, any dispute arising out of or in connection with this contract, including any question regarding its existence, validity or termination, shall be referred to and finally resolved by arbitration located in Connecticut, United States.
The number of arbitrators shall be two. The seat, or legal place, of arbitration shall be the United States. The language to be used in the arbitral proceedings shall be English.
The governing law of the contract shall be the substantive law of the United States ("Applicable Law") exclusive of conflict or choice of law rules.
8) Miscellaneous
This contract is non-transferable and is limited to the Composition specified, constitutes the entire agreement between the Licensor and the Licensee relating to the Composition, and shall be binding upon both Licensor and Licensee and their respective successors, assigns, and legal representatives.
*By purchasing this License and clicking the "PAY VIA PAYPAL OR CREDIT CARD" button, you represent and acknowledge that you have read, understood, and consented to the disclosures above, and you agree to enter into a legally binding contract based on the above terms and conditions, and that clicking the "PAY VIA PAYPAL OR CREDIT CARD" button has the same legal force as your signature. The effective date of this agreement is the date on which you click the "PAY VIA PAYPAL OR CREDIT CARD" button and shown on your purchase invoice generated from www.MichaelOrtegaPiano.com/licensing