Purchase Agreement 

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This Agreement is made by You  (hereinafter "the BUYER") and ANGEL BUTLER, individually known as JADED  (hereinafter "the SELLER").

This Agreement contains the entire understanding between the SELLER and the BUYER.

This Agreement allows the BUYER to exclusively lease Musical composition(s) created by the SELLER and create a new composition or anything of the BUYER’s discretion and publicly display and/or sell any finished product using the Musical composition(s) for commercial use at the BUYER’s own discretion. 

The BUYER's obligations under this Agreement are joint and several. All references to the BUYER include all members of the group inclusively and each member individually unless specified. In the event that any part of this Agreement is found to be invalid or unenforceable, this is a reminder that every part of this Agreement shall remain valid and enforceable. 

This Agreement is not associated with any company or a third party and is only the BUYER and the SELLER. The SELLER cannot and will not modify the contract after being shown, explained, and executed to and with the BUYER unless agreed upon.

The BUYER warrant that they are under no disability, restriction, or prohibition with respect to his right to execute this Agreement and perform its terms and conditions. 

Any Agreement to waive one or more provisions of this agreement or any failure by one or both parties to enforce a provision of this agreement shall not constitute a waiver of any other portion or provision of this agreement.

This Agreement shall be deemed to have been made in the State of Pennsylvania and shall be interpreted and governed by the laws of that state.  Should any portion of this Agreement be found to be invalid or unenforceable, it shall not affect the balance of this Agreement.

If any disputes or differences whatsoever shall arise between either party in connection with this Agreement, they shall be submitted to arbitration in the State of Pennsylvania, in accordance with the laws, rules, and regulations of that state.


DEFINITIONS

  1. "Musical composition(s)" - (also referred to as "instrumental, property, AND/OR beats) original piece or work of music created by the SELLER

  2. "Sample(s)" - (also referred to as: "cleared/uncleared samples) pieces of music used in a Musical composition not created or owned by the SELLER.


NOW, THEREFORE, in consideration of the conditions and covenants contained in this Agreement, the parties agree as follows:


This fee is solely for excluding leasing of set Musical composition(s) and is separate from music royalties 
Musical composition(s) being sold is on an “as is” basis making no warranties or refunds of the purchase.

The BUYER purchases set Musical composition(s) at their own risk. The SELLER, nor affiliates, are liable for any direct, indirect, incidental, or consequential damages even if either party has been advised of the possibility of such damages or inability to use set Musical composition(s). 

Upon execution of this Agreement, the SELLER will provide the BUYER with the following: 
set Musical composition(s) in “.wav” format
track out/stems of set Musical composition(s) [if applicable] 
detailed description of set Musical composition(s) [if applicable] (BPM, Key, Title, Sample [if used]) 


DURATION:

The duration of this Agreement shall be indefinite after execution of this Agreement (unless breaching in Agreement).


PERMISSIONS/OBLIGATION

The BUYER agrees to pay the SELLER, in full, the amount requested.

The BUYER is granted the right in any way seen fit with set Musical composition(s) with no obligation to the SELLER. 

The BUYER is NOT allowed to resell set Musical composition(s) or allow ownership set Musical composition(s) to another third party without the SELLER’s permission.

The SELLER is NOT entitled to use set Musical composition(s) at their own discretion, including reselling Musical composition(s) to third parties, without the BUYER's explicit consent.

If a third party wants to utilize works utilizing set Musical composition(s), the BUYER is obligated to inform the SELLER and include the SELLER in any way applicable. 


ROYALTIES

Upon purchase, royalties are an ongoing factor/fee in paying the SELLER for set Musical composition(s). The BUYER is obligated to pay the SELLER these royalties unless stated otherwise

PLEASE NOTE royalties are generated by a host of different sources and that the BUYER or company in association with royalty payment of the BUYER is responsible for giving the SELLER percentage of royalties. 

The SELLER is entitled to AT LEAST 10% of royalties and profit generated from works downloads, sales, or any other source of income containing set Musical composition(s). 

If set Musical composition(s) is a part of a project, mixtape, extended play (EP), or album, the SELLER is only to receive royalties from the individual song(s) containing set Musical composition(s).


SAMPLE CLEARANCE

Musical composition(s) may or may not include uncleared samples not legally owned by the SELLER. 

In the case there is an uncleared sample used in set Musical composition(s), the BUYER or company in association with the BUYER may have to legally grant permission of the respected owner of the uncleared Sample(s) to utilize, sell, or commercially use the Musical composition(s). 

The SELLER is under no obligation to personally clear any Sample(s) used in set Musical composition(s) and will not be held accountable in any legal dispute regarding any finished works utilizing set Musical composition(s).


INTELLECTUAL PROPERTY AND CONFIDENTIALITY

The BUYER will retain an exclusive interest in and ownership of intellectual property rights concerning set Musical composition(s) and expressly reserves all rights not expressly granted under this Agreement. 

The SELLER recognizes that set Musical composition(s) are under exclusive leasing of the BUYER. 

The SELLER agrees not to disclose or reveal any information specifically about the BUYER’s activity or information that was not previously known with set Musical composition(s) to a third party or to the general public. 


NOTICES

Any notice required to be given pursuant to this Agreement shall be sent via email. 

Any breach in the agreement made by the BUYER  will result in the BUYER being notified of the violation made and what actions will be made by the SELLER.

Either party that may change the address to which notice or payment is to be sent by written notice to the other party


PRODUCER CREDIT

The BUYER is obligated to acknowledge that set Musical composition(s) is/are not created by BUYER and will give full credit solely to the SELLER. 

In the case set Musical composition(s) are co-produced by both the SELLER and a third party, the BUYER is required to give credit to both parties respectively.

Producer Credit: 
"Song" produced by ___. 
“Song (prod. by ___)”. 
Production by ___. 


TERMINATION

Any breach, negligent act or omission, intentional misconduct, or breach of this Agreement will result in termination of this and may result in legal action.

The SELLER has the authority to terminate the set Agreement for any reason seen fit. Termination of this Agreement will be accompanied by an additional contract

The Buyer will be notified of the violation by the Buyer made via email and informed what actions will be made by the SELLER before any actions are made. 

In the case of termination of this Agreement, all parts of this Agreement shall be null and void and the remaining stock and all rights pertaining to Musical composition(s) shall be returned to the CLIENT.


DELIVERY SCHEDULE

The SELLER agrees to send set Musical composition(s) to the BUYER via email immediately after execution of this Agreement.

The BUYER will be contacted and notified of any delays.


Seller Information: 
Legal Name: Angel Butler
Artist/Producer Name: Jaded 
Phone Number: 412-537-6402
Email: contactjaded@sevencity.co


After payment execution of this Agreement, this contract is final. The BUYER  has agreed to all rules, regulations, and obligations stated in this contract. It is the Buyer's responsibility to notify the SELLER if any concerns arise within 7 days after execution of this Agreement.