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Updated - October 2007

This is a license agreement between MOMENTUM NETWORK, INC., doing business as premiumbeat.com (“premiumbeat”) and you, the licensor. By purchasing this license, you agree to be bound by the terms and conditions of this End User License (the “Agreement”), which are as follows:

1. Non-Exclusive License

This is a non-exclusive license, whereby premiumbeat grants you a limited right to use a certain piece of recorded music (including a musical composition) and / or sounds. The licensed piece or music shall hereby be referred to as the “Recording”.

This license is valid in perpetuity, for the World.  Once you purchase a license, you can use the Recording for as long as you want, with as many New Media projects as you want (excluding templates), with no additional payments.

In consideration of the license, you hereby agree to pay premiumbeat a certain license fee, according to our rate card.

2. New Media Project and TV/Radio Broadcast

This license allows you to use the Recording with any type of New Media Project. For the purposes of this Agreement, a New Media Project is defined as a production or project which makes use of new media or multi-media platforms, including web site background music, Podcasts, Flash animations and presentations, online tutorials, e-learning tools, telephone music-on-hold, slide-shows, website videos, corporate training videos, Powerpoint presentations, multimedia CD-Roms, promotional DVDs, software demos, video blogs and web-based online video games.

If you are unsure if your project qualifies as a New Media Project, please contact us at customerservice@premiumbeat.com.

This license also includes use of the Recording for television program broadcasting and radio program  broadcasting but does not include use of the Recording in a film, television advertising,  radio advertising, any DVD, CD or video game sold to the general public if more than 1,000 copies are produced.. In this case a master use (broadcast) license or a mass duplication (mechanical) license is required.
 
3. Personal or Professional Use

This license is for your own usage only, which can be personal or professional. You may use the Recording for your personal New Media Projects and for professional Projects you undertake for your clients or employer.

However, you may not sell, transfer, share, give away or sublease the license agreement or the Recordings to any other party. You may not resell the Recording as part of a package except as embodied within your own New Media Project. You may not resell the Recording (or otherwise make it available) within a downloadable template where someone would be able to download the sound file as a separate file, such as in e-card templates or a website templates. You may not resell the Recording (or otherwise make it available) as part of any competing product such as music compilation or music library. You may not resell the Recording (or otherwise make it available) as your music, even if it has been transformed or edited, or if you add other instruments or a voice to the music.

4. Ownership

You hereby acknowledge that premiumbeat is and remains the owner of all right, title and interest in the Recording, including without limitation any copyrights therein. The Recording is protected by and subject to Canadian and international copyright laws.

We retain the right to sell licenses of the Recording to third parties, at our discretion.

5. Limitation of Liability

premiumbeat makes no warranty or representation, express or implied, except that it warrants that it has the right to grant the license granted hereunder. The total liability of premiumbeat under this Agreement shall be limited to that part of the fee paid hereunder by you to premiumbeat for the license. You hereby agree that this license is granted to you without any other warranty or recourse.

6. General Provisions

This Agreement shall be governed by and construed according to the laws of the Province of Quebec, Canada, and the Parties hereby attorn to the jurisdiction of the courts of the judicial district of Montreal.

Nothing in the present Agreement shall be interpreted as constituting or creating a joint venture or partnership between the Parties.

This Agreement shall be to the benefit of and bind the respective heirs, executors, administrators and assigns of the Parties hereto.

If any part of this Agreement shall be determined to be invalid or unenforceable by a court of competent jurisdiction or any other legally constituted body having jurisdiction to make such determination, the remainder of this Agreement shall remain in full force and effect.