Unlimited WAV LEASE

THE LICENSE AGREEMENT is made by and between Licensee (hereinafter referred to as the “Licensee”) and Knock Voltage (“Songwriter”) (hereinafter referred to as “Licensor”). Licensor warrants that it controls the mechanical rights in and to the copyrighted musical work entitled (beat title) ( hereinafter referred to as “Composition”) as of and prior to the date written above. The Composition, including the music thereof, was composed by Knock Voltage, the Licensor.

All licenses are non-refundable and non-transferable.

Master Use. The Licensor hereby grants to Licensee a non-exclusive license (this “License”) to record vocal synchronization to the Composition partly or in its entirety and substantially in its original form (hereinafter referred to as “Master Recording”).

Mechanical Rights. The Licensor hereby grants to Licensee a non-exclusive license to use Master Recording in the reproduction, duplication, manufacture, and distribution of phonograph records, cassette tapes, compact disc/disk, digital downloads, other miscellaneous audio and digital recordings, and any lifts or versions thereof (hereinafter collectively referred to as “Recordings”) worldwide for the pressing or selling of an unlimited number of such Recordings or any combination of Recordings, conditional upon payment from Licensee to Licensor a sum of Thirty US dollars ($30.00), receipt of which is confirmed. Additionally, Licensee shall be permitted to distribute unlimited free internet downloads or streams. This license allows unlimited monetized audio streams to sites like Spotify.

Performance Rights. The Licensor hereby grants to Licensee a non-exclusive license to use the Master Recording in unlimited non-profit performances, shows, or concerts. Licensee may receive compensation from performances with this license.

Synchronization Rights. The Licensor hereby grants limited synchronization rights for One (1) music video streamed online for unlimited video streams total on all sites. A separate synchronization license will need to be purchased for distribution of video to Television, Film, or Video Game.

Broadcast Rights. The Licensor hereby grants to Licensee broadcasting rights to unlimited radio stations.

Credit. Licensee shall acknowledge the original authorship of the Composition appropriately and reasonably in all media and performance formats using the name Knock Voltage in writing where possible.

Consideration. In consideration for the rights granted under this agreement, Licensee shall pay to Licensor a sum of Thirty US dollars ($30.00), payable to Knock Voltage, receipt of which is hereby acknowledged. If Licensee fails to account to the Licensor, timely complete the payments provided for hereunder, or perform its other obligations hereunder, including having insufficient credit and/or bank balance, the Licensor shall have the right to terminate license upon written notice to Licensee. Such termination shall render the recording, manufacture, and/or distribution of Recordings for which payment has not been made subject to and actionable infringements under applicable law, including, without limitation, the United States Copyright Act, as amended.

Indemnification. Accordingly, Licensee agrees to indemnify and hold Licensor harmless from and against any and all claims, losses, damages, costs, expenses, including, without limitation, attorney’s fees, arising of or resulting from a claimed breach of any Licensee’s representations, warranties or agreements hereunder.

Audio Samples. 3^rd party sample clearance is the responsibility of the Licensee.

Miscellaneous. This license is non-transferable and is limited to the Composition specified above, does not convey or grant any right of public performance for profit, constitutes the entire agreement between the Licensor and the Licensee relating to the Composition, and shall be binding upon both the Licensor and the Licensee and their respective successors, assigns, and legal representatives.

Governing Law. This license is governed by and shall be construed under the law of the United States of America.

Term. This license is executed between the Licensor and the Licensee to be effective for all purposes as of the Effective Date first mentioned above.

Shares:

With respect to the publishing rights and ownership of the underlying composition embodied in the New Song, the Licensee, and the Producer hereby acknowledge and agree that the underlying composition shall be owned/split between them as follows:

The Licensee shall own Fifty percent (50%) of the writer’s share.

The Licensor, Knock Voltage, shall own Fifty percent (50%)of the writer’s share.

The Licensee shall own Fifty percent (50%) of the publishing rights.

The Licensor, Knock Voltage, shall own Fifty percent (50%) of the publishing rights.

In the event that Licensee wishes to register his/her interests and rights to the underlying Composition of the Recordings with their Performing Rights Organization (“PRO”), Licensee must simultaneously identify and register the Producer’s share and ownership interest in the composition to indicate that Producer wrote and owns 50% of the Composition in the Recordings and as the owner of 50% of the Publisher’s share of the Recordings.

Right to Accounting:

In consideration of the rights granted to Artist by Producer and all services rendered by producer in connection with the above License, Producer reserves the right to an accounting of the royalties that have accrued and will accrue in the future from use of the above License. Notwithstanding the foregoing, if the Artist fails to provide and accurate account to Producer for any compensation including the above License, this is considered a material breach of contract.

Right to Audit:

In consideration of the rights granted to Artist by Producer and all services rendered by Producer in connection with the above License, Producer reserves the right to audit Artist’s books and records as it pertains to the royalties that have accrued and will accrue in the future from the use of the above License. Such an audit can be conducted by a Certified Public Accountant or Attorney. This audit shall be conducted where the Artist keeps the books and records with reasonable notice by the Producer. Any monies found to be owed to the Producer shall be paid within 30 business days of the audit. Notwithstanding the foregoing, if the Artist fails to provide the Producer the right to audit the books or records related to the above License, this is considered a material breach of contract.

Force Majeure:

In consideration of the rights granted to Artist by Producer and all services rendered by producer in connection with the above License, Producer reserves the right by reasonable notice to Artist, to suspend the operation of the Agreement and its obligations hereunder for the duration of any contingencies by reason of which Producer is hampered in its delivery or its performance becomes impossible, impracticable, or there is a frustration of purpose. For example, unforeseen circumstances, labor disagreements, catastrophe, destruction of Producer equipment, and etc.

Right to Termination:

In consideration of the rights granted to Artist by Producer and all services rendered by Producer in connection with the above License, Producer shall have the option, exercisable at any time by notice to Artist:

(i) to suspend Producer’s obligations to Artist hereunder during period of default and/or

(ii) to terminate this Agreement without any further obligation to Artist hereunder.

Producer reserves the right by reasonable notice to Artist, to suspend the operation of this Agreement and its obligations hereunder for the duration of any contingencies by reason of which the Artist fails to fulfill any of the obligations herein, within limiting Producer’s rights.