4. In full consideration of the rights granted herein by Licensor to Licensee, Licensee agrees to pay Licensor the sum of _______. Licensee expressly agrees that the terms of the License granted under this Agreement shall be valid only AFTER Licensee has made payment in full for the License Fee to Licensor and such payment has been cleared. Any use by Licensee of the License granted under Section 1 without completing full payment of the License Fee shall constitute a material breach of this Agreement.

5. Licensor warrants that Licensor has the right to enter into this Agreement and to grant to Licensee each and every right granted to Licensee herein and that the use of the Master Recording hereunder will not violate the rights of any third party

6. The right to utilize the Master Recording in any device intended for the reproduction of sound alone, including, but not limited to, phonograph records or pre-recorded tapes or discs is expressly excluded by Licensor from the license granted to Licensee hereunder, and such rights are expressly reserved by Licensor.

7. RIGHTS NOT INCLUDED IN THIS AGREEMENT
The rights granted to the Licensee do not permit the Licensee to:
(1) claim ownership or authorship of the music represented under this Agreement;
(2) transfer, share or sub-lease this License Agreement with any other party;
(3) copy or duplicate the Master Recording except for use in the Licensee’s production;
(4) permit any other individual or third party the right to use Master Recording in place of the Licensee;
(5) resell, trade, or exploit for profit the Master Recording outright or as part of other music and/or audio-related collections, in part or in whole, to any other individual or party

8. The Licensor maintains all intellectual property rights with regard to the marketing and sales of all tracks and any infringement thereof is punishable by law.

9. Any other rights in and to the Master Recording not expressly granted to Licensee in this Agreement are reserved by Licensor.

7. This instrument constitutes the entire agreement between Licensor and Licensee and cannot be altered, modified, amended or waived, in whole or in part, in any way, except by written instrument signed by the parties hereto. This Agreement shall be governed by and interpreted in accordance with the laws of the Ukraine.

COPYRIGHT OWNER   Signature

LICENSEE   Signature