Distribution Agreement

The following terms comprise an agreement between Your Labels (hereinafter referred to as “Distributor”), and The Highest Producers (here in after referred to as “Company”) under which Company shall distribute any sampling libraries or related products, as produced by Distributor, worldwide according to the terms below.

Term

This agreement is effective since the launch of the first product and lasts at least twelve months from the date of its receipt. The notice period is three months.

Exclusivity

Distributor grants Company non-exclusive right to all material created by the Distributor, and all material commissioned by Distributor from third parties on a work-for-hire basis, that is intended to be sold, or could be sold, as a digital audio product including (but not limited to) drum kits, loop kits, sample libraries, VST programs and beat tapes, for the term described above ( hereinafter referred to as “Content” ). Distributors may sell or license any recordings or digital audio material to a third party for the purpose of reselling as a sample library. The distributor is free to pursue musical and sample-library deals with third parties, which are considered to be outside the scope of this agreement.

Territory

This agreement is for worldwide distribution, without any territorial restrictions.

Ownership

Company has the rights to resell all products Distributor sends to Company. The distributor still owns the Content 100% and can select to terminate the relationship at any time, subject to a one (1) month notice period. Company will have an unencumbered right to exploit the Content in any way it sees fit, including (but not limited to) the selling of physical or downloadable product thehighestproducers.com and our partners, licensing to third parties and inclusion in promotional items.

Warranty

Distributor warrants that all Content is delivered to Company unencumbered, without any claim by a third party. Distributor further warrants that all Content is of Distributor’s own creation, or has been created by parties the Distributor has commissioned on a work-for-hire basis. Distributors will at no point include material in the Content that infringes upon the copyright of any other entity. The distributor agrees to be subject to the Indemnification Clause, found in this agreement.

Compensation/Commission

For Content sold as a downloadable product on thehighestproducers.com, Distributor shall receive a royalty rate of 50% of the gross revenue received by Company for the product ( Sample Pack ) and 70% for Exclusive Instrumentals. The price of Content shall be mutually agreed, though Company is free to discount and bundle products as well as making them available through subscription services at its discretion. Royalties will be based on gross income from sales of products containing Content, subject to the terms and limitations above, with no prior deductions. Royalties will be paid on a monthly basis, no later than the tenth (10th) day of every subsequent month. Payments will be sent via PayPal . The distributor will be covering any withdrawal PayPal fees.

Credits

Distributor will supply to Company, in a timely fashion, the appropriate credits for the Distributor and subcontractors to be named on the product. The company will make the best efforts to correctly include the credits on each product containing the Content, however, failure to do so will not be considered a material breach of this agreement.

Jurisdiction

Legal action undertaken pertaining to this agreement must be brought in Nantes, France.

Opportunity To Review

Distributor and Company acknowledge that they have read this agreement, understand its content and are willing to be bound by its terms. This Distribution Contract is the complete and exclusive statement of the agreement between Distributor and Company, and supersedes all prior written and oral communications and agreements relating to the subject matter hereof. In the event that a provision of this agreement is determined to be invalid, the parties agree that the remaining portions of this agreement shall remain valid, and further agree to substitute a valid provision that most closely approximates the intent and economic effect of the invalid provision in lieu of such invalid provision.