HomeMy WebLinkAbout20-0825 Global Music Rights J 1
ELGIN
THE CITY IN THE SUBURBS
August 25, 2020
TO: Rick Kozal
FROM: Butch Wilhelmi, Cultural Center Director
SUBJECT: Global Music Rights License
Attached is a license agreement with Global Music Rights with the city of Elgin. GMR is
a new music licensing company similar to ASCAP, BMI and SESAC. The agreement
covers all city departments and has been negotiated to the extent possible by the city's
legal department (opinion attached also).
Once the agreement is fully executed, I will begin the payment process. As it stands, the
plan is to split the fee evenly between Parks, Hemmens and the City Manager's Office.
Please let me know if you have any questions.
The Hemmens Cultural Center 45 Symphony Way Elgin, Illinois 60120-5558
Phone: 847-697-3616 1lemmens.ore Fat: 847-931-5940
s
' City of Elgin Memorandum
VIA E-MAIL
Date: August 21, 2020
To: Butch Wilhelmi, Cultural Center Supervisor
From: Michael R. Gehrman, Assistant Corporation Counsel
Subject: 2020 Global Music Rights License
Attached pursuant to your request please find an agreement which I have renegotiated, redrafted
and had signed by Global Music Rights.
You should review the agreement to confirm that it corresponds to your wishes and understanding.
Note that pursuant to our conversation,this version of the draft agreement represents the final form
to which Global Music Rights will agree (including but not limited to all dates).
As we discussed, Global Music Rights agreed to extend the overdue grace period from 30 days to
45 days; however, it would not agree to specifically exclude attorney's fees, other than to simply
make a reference to a requirement that the city pay all reasonable collection costs. Also, as we
discussed, this appears unlikely to become an issue since the agreement only requires a one-time
payment of$2,000.
Also pursuant to your inquiry, Global Music Rights confirms that they will accept payment by
credit card. Note that payment requirements are based on population, and the agreement provides
for an annual payment of$2,000.
Once signed, you should return the signed agreement to Jonathan Suits at
jonathan.suits@globalmusicrights.com and provide a copy to Kim Dewis for her records.
MRG
MRG/vlm
Attachment
cc: Christopher J. Beck(via e-mail w/attachment)
Approved:
V W
William A. Cogley
DocuSign Envelope ID:7FOF08E6-6029-4C89-847E-DA5864E2E58C
PUBLIC PERFORMANCE OF MUSIC LICENSE AGREEMENT
This Agreement,including any attached and referenced schedules(the"Agreement"),is hereby made and entered into
this 4th day of August, 2020, by and between Global Music Rights, LLC, a Delaware limited liability company,
located at 1100 Glendon Avenue,Suite 2000,Los Angeles,California 90024(hereinafter referred to as"Company"),
and the City of Elgin, Illinois, a municipal corporation, with offices located at 150 Dexter Court Elgin, IL 60124
(hereinafter referred to as"Licensee").
NOW, THEREFORE, for good and valuable consideration, the sufficiency of which is hereby mutually
acknowledged,Company and Licensee agree as follows:
1. Definitions
a. "Compositions" shall mean the musical compositions in which Company controls the right to
license (alone or in combination with third party(ies), in each case depending on the percentage
share of ownership that Company controls for the specific composition)public performances to the
extent such rights are controlled by Company during the Term in the Territory. As used herein,
Compositions shall only refer to the share(whether full or partial)of the compositions represented
by Company.
b. "Effective Date"shall mean July 111,2020.
c. "Events"shall mean any activity or function wholly or primarily sponsored,promoted or conducted
by or under the auspices of Licensee, including but not limited to festivals, carnivals, farmers
markets,fairs,dances,social events,and athletic events.
d. "License Fee"shall be the total amount paid for all Licensed Premises and Events, calculated on
an annual basis pursuant to the Rate Schedule due to Company by Licensee in exchange for the
rights granted to Licensee herein.
e. "Licensed Premises"means any locations owned or operated by Licensee and any location which
has been engaged by Licensee for an Event. Licensed Premises shall include but not be limited to
recreational facilities, community centers, parks, swimming pools, buildings, hospitals, zoos,
athletic facilities, airports, streets, and shopping centers operated, owned, or engaged for use by
Licensee.
L "Rate Schedule"shall mean the document at Schedule A.
g. "Term" shall mean the Initial Term (as defined below) in addition to any Renewal Periods (as
defined below).
h. "Territory"shall mean the United States,its territories and possessions.
2. Rights Grant
(a) Company grants,and Licensee accepts,the non-exclusive right to perform publicly,or cause to be performed
publicly solely at Licensee's Licensed Premises and Events in the Territory, non-dramatic renditions of the
Compositions during the Term. Licensee agrees that this Agreement,and any amendments or extensions, is for any
partial or full share of the Compositions represented by Company and that Licensee will not rely on a license from a
third party that purports to grant a license to Licensee in the whole of a Composition based on the partial shares of
such Composition offered by any third party.
(b) Company shall have the right to withdraw from this license, at any time upon written notice, the right to
publicly perform any Composition(s) if (i) Company no longer controls the right to publicly perform any
Composition(s);or(ii)if a lawsuit has been brought or threatened regarding any such Composition(s).
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3. Term
(a) The Agreement shall be for an initial term of one (1)year("Initial Term"), commencing on the Effective
Date and continuing thereafter in full force and effect for additional succeeding terms of one(1)year each("Renewal
Period(s)"),unless terminated by either party.
(b) Either party shall have the right to terminate this Agreement as of the last day of the Initial Term or as of the
last day of any Renewal Period(s) upon giving written notice to the other party in accordance with the terms of
paragraph 9 below at least thirty (30) days prior to the commencement of the immediately subsequent Renewal
Period(s).
(c) Notwithstanding anything to the contrary contained herein, Company shall have the right to terminate this
Agreement: (i) at any time upon written notice to Licensee in the event that Licensee is adjudicated bankrupt, or a
petition in bankruptcy is filed with respect to Licensee, or Licensee is declared or becomes insolvent; or (ii) upon
thirty(30)days written notice to Licensee in the event that any law,rule,decree,or other enactment having the force
of law,by any authority,whether federal,state,local,territorial or otherwise,shall result in substantial interference in
Company's operation or any substantial increase in the cost of conducting its business. Company shall refund to
Licensee any applicable License Fees paid in advance.
4. Limitations of Rights
(a) This license does not convey the right to publicly perform the Compositions by broadcast,telecast,cablecast,
transmission by wire,or other electronic transmissions(including,but not limited to,by satellite,the Internet or on-
line service)to persons or locations outside of the Licensed Premises.This limitation applies unless and to the extent
otherwise expressly permitted by the Agreement.
(b) Company shall have the right, at its election and without limitation, to assign any of Company's rights
hereunder, in whole or in part, to any person, including, without limitation, to a parent company, affiliate or
subsidiary. Company shall also have the right to assign or sublicense any of its rights hereunder to any of its licensees
in order to effectuate the purposes hereof. Licensee may assign,without written consent of Company,its rights under
this Agreement to any person or entity owning or acquiring a substantial portion of the stock or assets of Licensee.
Licensee shall not have the right to transfer or assign this Agreement nor the rights granted herein without the written
consent of Company except as set forth in the immediately preceding sentence. No permitted assignment by Licensee
shall relieve Licensee of its respective obligations hereunder, provided, however, that assignee may accept the
obligations of assignor upon written notice to Company.
(c) This license is limited to non-dramatic renditions of the Compositions. To clarify, this license does not
include the right to perform dramatico-musical works, either in whole or in substantial part, and it does not include
the right to use the Compositions in any context that constitutes the exercise of"grand performance rights,"as defined
as the right to perform a copyrighted musical composition that is also accompanied by one or more of the following:
drama,scenery,narration,storyline,script,costumes,dance and dancers,props,dialogue,pantomime,actors,or plot.
(d) This license does not convey the right to publicly perform the Compositions:(i)by means of any third party
background music service providers licensed by Company; (ii)by any other services delivered by digital means or
otherwise that are licensed by Company;or(iii)by coin-operated phonorecord players("Jukeboxes"),as defined by
the Copyright Act in 17 U.S.C. § 116.
(e) This license does not authorize performances; (i) at any congress, convention, trade show, exposition or
similar activity presented by Licensee or on the Licensed Premises unless it is presented or sponsored solely by and
under the auspices of Licensee,takes place entirely on the Licensed Premises,and is not open to the general public;
(ii)at any permanently situated theme or amusement park owned or operated by Licensee;(iii)by or at any colleges
or universities;or(iv)at any professional sports events taking place on the Licensed Premises.
(f) This license is limited to the Territory.
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5. License Fees
(a) In consideration for the rights granted herein,Licensee shall pay to Company the applicable License Fee as
calculated pursuant to the Rate Schedule on an annual basis. A copy of the current Rate Schedule is attached
hereto,and incorporated herein,as Schedule"A".
(b) Notwithstanding anything to the contrary contained in this Agreement, upon sending of written notice to
Licensee in accordance with the terms of paragraph 9 below,Company shall have the right to adjust the rates set forth
in the Rate Schedule. In the event that Licensee's License Fee increases as a result of such adjustment to the Rate
Schedule, Licensee shall have the right to terminate the Agreement as of the date such increase is to take effect,
provided that Licensee gives Company written notice of such termination in accordance with the terms of paragraph
9 below,not later than thirty(30)days after receipt of Company's notice of such increase to Licensee.
(c) Company shall have the right to impose a late payment charge of one and one-half percent(1.5%)per month,
or the maximum rate permitted by law,whichever is less, on any payment by Licensee that is more than forty five
(45)days past due per the terms of paragraph 6(a)below and Schedule A.Company shall have the right to impose a
$25.00 service charge for each unpaid or dishonored check,draft or other means of payment submitted to Company
by Licensee. Subject to and in accordance with applicable state law, in the event that Company incurs any expenses
in connection with the collection of any amounts past due to Company,Licensee shall be responsible for reimbursing
Company for any such reasonable,documented,out-of-pocket,third-party expenses.
(d) In the event that Company is determined by the taxing authority or courts of any state,territory or possession
in which Licensee conducts its operation to be liable for the payment of sales,use,business use,gross receipts or other
tax that is based on the amount of Company's fees from Licensee,then Licensee shall reimburse Company,within
thirty(30)days of notification therefor,for Licensee's pro rata share of any such tax derived from fees received from
Licensee.
(e) Licensee warrants and represents that Licensee has the right to enter into this Agreement and to satisfy its
obligations hereunder to Company including pay the License Fees pursuant to the Rate Schedule.
6. Reports and Payment
(a) Licensee shall deliver the License Fee and a report for the Initial Term in a computer readable format to
Company within thirty(30)days of the full execution of this Agreement.The License Fee and an updated annual report
(as described in paragraph 6(b) below) for each Renewal Period shall be due within thirty (30) days of the
commencement of such Renewal Period.
(b) The annual reports shall include:
(i) Licensee's population based on the most recent U.S.Census data;
(ii) The License Fee due for the applicable 12-month period.
7. Right to Verify Reports
(a) Upon thirty(30)days prior written notice to Licensee,Company shall have the right to examine,by its duly
authorized representatives,during customary business hours,the books and records of Licensee to such extent as may
be reasonably necessary and lawful to verify any and all payments,statements,computations and reports rendered and
accountings made or required hereunder. All data and information brought to Company's attention as a result of any
examination shall be treated as confidential.
(b) Should any such examination reveal that Licensee has underpaid Company any License Fee obligation,
Licensee shall pay to Company(i)the amount of such underpayment and(ii)a finance charge on the balance
shown due of one and one-half percent(1.5%)per month,or the maximum rate permitted by law,whichever is less,
from the date(s)the License Fees should have been paid pursuant to this Agreement and(iii) solely in the
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event that such examination reveals that Licensee has underpaid Company any License Fee obligation by five
percent(5%)or more, any reasonable, documented, third-party, out-of-pocket costs incurred by Company
to undertake such examination.,subject to and in accordance with applicable state law. 'Be amounts payable
pursuant to the preceding sentence shall be due within thirty(30)days notice from Company of the additional fees
due.
8. Breach or Default
(a) Licensee shall not be entitled to recover damages or to terminate the Agreement by reason of any breach by
Company of its material obligations,nor shall Company otherwise be deemed in default or breach of this Agreement
by reason of any such breach, unless Company is given written notice thereof by Licensee and same is not cured
within thirty(30)days after receipt of such notice. In the event Licensee terminates the Agreement pursuant to this
paragraph and has any outstanding unpaid License Fees for the Term prior to the effective date of such termination,
Licensee shall pay to Company any such unpaid License Fees.
(b) Company shall not be entitled to recover damages or to terminate the Agreement by reason of any breach by
Licensee of its material obligations,nor shall Licensee otherwise be deemed in default or breach of this Agreement
by reason of any such breach, unless Licensee is given written notice thereof by Company and same is not cured
within thirty(30)days after receipt of such notice. This right to terminate shall be available in addition to any and all
other remedies that Company may have, including but not limited to the right to institute legal action for copyright
infringement as permitted by the Copyright Act under 17 U.S.C.§501.
9. Notices
All notices required or permitted to be given by either patty hereto to the other shall be deemed provided if sent by
first class U.S.Mail,return receipt requested,or generally recognized expedited service(e.g.,FedEx or UPS)to the
addresses set forth herein.Company and Licensee shall notify the other in writing in the event of any address change
hereunder.
10. Confidentiality
(a) Subject to and in accordance with applicable state law,both parties acknowledge that the terms set forth in
this Agreement and the non-public information provided by the parties to one another in the negotiation and carrying
out of this Agreement(collectively,the"Confidential Information")are strictly confidential and both parties agree to
keep the Confidential Information strictly confidential and to not disclose the Confidential Information to
any third party without the prior written consent of both parties unless in response to legal action,and then upon prior
written notice of five (5) business days and opportunity to respond to such legal process and protect Confidential
Information,if permitted by law.The parties acknowledge that the Confidential Information is of great value to each
party and if disclosed to third parties without the express written consent of the parties would cause irreparable
harm. Accordingly,the parties agree that any breach or threatened breach of this confidentiality provision by either
of them shall entitle the breaching party, in addition to any legal remedies available to it, to apply to a court of
competent jurisdiction to enjoin any breach or threatened breach of this Agreement. The parties' obligations under
this paragraph shall survive the expiration or termination of this Agreement. Both parties agree that after the Tenn of
this Agreement,each party will destroy the Confidential Information provided by the other party if the providing party
provides written notice requesting the receiving party to do so. Nothing herein contained, however, shall
prevent Company from using such information for the purpose of licensing or collecting fees from Licensee
for performances of the Compositions at the Licensed Premises.
(b) Nothing in subparagraph 10(a) above shall be construed to countermand, obviate or supersede Licensee's
obligations under applicable state law(including the Illinois Freedom of Information Act(5 ILCS 140/1,et seq.,as
applicable).
11. Miscellaneous
(a) Licensee is an Illinois government entity and as such the terms and conditions of this Agreement are binding
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on Licensee to the extent authorized under applicable Illinois state law.
(b) This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter
hereof and supersedes and cancels any and all previous and contemporaneous discussions, negotiations, covenants,
agreements,commitments,representations,warranties and writings of any kind with respect thereto,all of which have
been and are merged and integrated into,and are superseded by,this agreement. No modification,amendment,waiver,
termination or discharge of this Agreement shall be binding upon Company unless confirmed by a written instrument
signed by an authorized officer of Company, or binding upon Licensee unless confirmed by a written instrument
signed by Licensee or Licensee's representative. A waiver by either party of any term or condition of this Agreement
in any instance shall not be deemed or construed as a waiver of such term or condition for the future or of any
subsequent breach thereof. Except as otherwise specifically set forth in this Agreement, all rights, options and
remedies in this agreement shall be cumulative and none of them shall be in limitation of any other remedy,option or
right available to either party. The headings of the paragraphs hereof are for convenience only and shall not be deemed
to in any way affect the scope or meaning of this Agreement or any portion thereof.
(c) Each and every provision of this Agreement shall be considered severable,and if for any reason any provision
or provisions herein are determined to be indefinite, invalid, contrary to any applicable existing or future laws or
otherwise legally unenforceable,that shall not impair the operation or effect of any other portion of this Agreement,
and any portion of this Agreement found to be unenforceable shall be severed, and the balance of the provisions of
this Agreement shall remain in full force and effect.
(d) This Agreement may be executed in one or more counterparts,each of which shall be deemed an original.
PDF and/or electronic signatures shall be binding for all purposes.
GLOBAL MUSIC RIGHTS F GIN
Emio zizza /
Prin"NiWee by, R and G.Koza,City Mana r
E..,.a �'�."' Attest:
NsIm""FID10D.-
General Counsel
Title City rferk
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SCHEDULE A:
LOCAL GOVERNMENTS & MUNICIPALITIES
RATE SCHEDULE
License Fee for each year shall be as follows:
LICENSEE POPULATION ANNUAL FEE
(based on most recent Us Census data)
1- 100,000 $850
100,001 - 250,000 $2,000
EE250,001 - 500,000 $3,500
500,001—over* $4,500
*Plus $500 for each additional 100,000 population
For illustration purposes only, if Licensee has a population of 125,000, the License Fee
shall be$2,000.
**Please note that, pursuant to paragraph 6(a), payment for the Initial Term is due within thirty
(30) days of the full execution of the Agreement, and payment for any Renewal Term is due
within thirty (30) days of the commencement of such Renewal Term**
This schedule is incorporated and made part of the Agreement.
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NOTI E TO AI sr. a
PROPRIETORS-Alaska law(Alaska Star.§45.45.500 et seq.)requires Global information hotline is 310-209-6444.(3)Notice that Company is in compliance with state and federal
Music Rights("Company"),a"performing rights society"as defined under the same statute,to provide law and with orders of courts having jurisdiction over rates and terms of royalties and the licensing for
you with the following information,in writing,at the time ofthe offer or within seventy-two(72)hours public performance of eapyrighted non-dramatic musical works,and(4)Notice that Company will make
prior to the execution ofany contract for the payment ofroyalties to Global Music Rights:(1)A schedule available,upon your written request and at your sole expense,the most current available listing of the
ofthe rates and terms ofroyalties under the contract,including any sliding scale,discounts,or reductions copyrighted musicalworks in Company's repertory.Any request for the most current list ofthe Company
in rates on any basis for which you may be eligible,and any scheduled increases or decreases in rates repertory should be addressed to:Global Music Rights,1100 Glendon Ave.Suite 2000,Los Angeles,CA
during the term ofthe contract;Be advised that the rates and terms of Company's performance rights 90024.Alternatively,Company's repertory may be accessed at http://globalmusicrights.com.
license are contained in paragraphs 1,3,4,and/or 5 of the contract and the rate schedule attached NOTICE TO IOWA PROPRIETORS.Iowa law(Iowa Code§549.1 et seq.)requires Global Music Rights
thereto and made a part thereof.(2)Notice that Company has a toll-free telephone number from which ("Company"),a"performing rights society"as defined under the same statute,to provide you with the
you may obtain answers to inquiries concerning specific musical works and the copyright owners following information,in writing,at least seventy-two(72)hours prior to the execution ofanycontract
represented by Company;Company's toll-free information hotline is 310.209.6444;and(3)Notice that requiring you to pay royalties to Company:(I)A schedule ofthe rates and terms of royalties under the
the most recent available list of the members or affiliates represented by Company and the most recent contract;Be advised that the rates and terms of Company's performance rights license are contained
available list of the copyrighted musical works in Company's repertoire will be available on electronic in paragraphs 1,3,4,and/or 5 of the contract and the rate schedule attached thereto and made a part
media through the Cabaret Hotel and Restaurant Retail Association at Company's expense. thereof.(2)The opportunity,at your request to review the most current available list of the affiliates
NOTICE TO ARKANSAS PROPRIETORS.Arkansas law(Ark.Code Ann.§4-76-101 et seq.)requires represented by Company; The most current list of Company's affiliates may be accessed at
Global Music Rights("Company"),a"performing rights society"as defined under the same statute,to http://globalmusicrights.com.(3)Notice that Company will make available,upon your written request
provide you with the following information.in writing,at least seventy-two(72)hours prior to the and atyoursole expense,the most current available listing ofthe copyrightedmusical works in Company's
execution ofany contract for the payment ofroyalties to Company:(1)A schedule ofthe rates and terms repertory,-Any request for the most current list of the Company repertory should be addressed to:
of royalties under the contract; Be advised that the rates and terms of Company's performance right Global Music Rights,1100 Glendon Ave.Suite 2000,Los Angeles,CA 90024.Alternatively,the Company
license are contained in paragraphs 1.3,4,and/or 5 of the contract and the rate schedule attached repertory may be accessed at http://globalmusicrights.com.and(4)Notice that Company complies with
thereto and made a part thereof.(2)Atyour request the opportunity to review the most current available federal law and with orders of courts having appropriate jurisdiction regarding rates and terms of
list of the members or affiliates represented by Conipany; The most current listing of Company's royalties and the circumstances under which licenses for rights of public performance are offered to any
members may be accessed at http://globalmusicrights.com.(3)Notice that Company will make proprietor
available,on your written request and at your sole expense,the most current available listing of the NOTICE TO KANSAS PROPRIETORS.Kansas law(Kan.Stat Ann.§57.221 et seq.)requires Global
copyrighted musical works in the performing rights society's repertory,Requests for the most current Music Rights("Company'),a"performing rights society"as defined under copyright law,to provide
available listing of Company's repertory can be made at http://glabalmusicrights.com.and(4)A toll- you with the following information,in writing,at least seventy-two(72)hours prior to the execution
free number chatyou can use to obtain answers to specific questions concerning the performing rights of any contract for the payment of royalties to Company:(1)A schedule of the rates and terms of
society's repertoire.Company's toll-free information hotline is 310-209-6444. royalties under the contract;Be advised that the rates and terms of Company's performance rights
NOTICE TO COLORADO PROPRIETORS.Colorado law(C.R.SA§6-13-101 et seq.)requires Global license are contained in paragraphs 1.3,4,and/or 5 of the contract and the rate schedule attached
Music Rights("Company"),a'performing rights society"as defined under the same statute,to provide thereto and made a part thereof.(2)The opportunity,at your request,to review the most current
you with the following information,in writing,at least seventy-two(72)hours prior to the execution available list ofthe affiliates represented by Company;The most current list of Company's affiliates may
of any contract requiring you to pay royalties to Company:(1)A description of the rules and terms of be accessed at http://globalmusicrights.com.and(3)Notice that Company will make available,upon
royalty payments required under the contract;The description of rules and terms of royalty payments your written request and at your sole expense,the most current available listing of the copyrighted
is contained in paragraphs 1.3,4,and/or 5 of the contract and the rate schedule attached thereto and musical works in Company's repertory.Requests for the most current list of the copyrighted musical
made apart of the contract(2)A schedule ofthe rates and a description ofthe terms afroyalty payments works in Company's repertory can be made at http://globalmusicrights.com.
required under agreements executed by the copyright owner or performing rights society,These items NOTICE TO MARYLAND PROPRIETORS.Maryland law(Md.Code Ann.,Com.Law§11-1401 et seq.)
are contained in paragraphs 1.3.4,and/or 5 of the agreement and the rate schedule attached thereto requires Global Music Rights("Company"),a"performing rights society"as defined under the same
and made a part ofthe contract(3)Information concerning how to obtain a current list of the copyright statute,to provide you with the following information,in writing,at least seventy-two(72)hours prior
owners represented by that society;A current list of the copyright owners represented by Company and to the execution of any contract for the payment of royalties to Company:(1)A schedule of the rates
the works licensed under the contract above is available at http://globalmusicrights.com.and(4) and terms ofroyalties underthe contract;The rates and terms of Company's performance rights license,
Failure to provide you with this information will entitle you to bring an action against or to assert a including any discounts available,are contained in paragraphs 1,3,4,and/or 5 ofthe contract and the
counterclaim in an action brought by this performing rights society and,iwou prevail,to recover three rate schedule attached thereto and made a part thereof.(2JAscheduleof the rafesand termsofroyalties
timesyour actualdomages prone thousand dollars($1,000.00),whichever isgreater,plusyourrosts and underagreements executedbythe performing righissociery andproprietors ofcomparable businesses in
reasonable attorneyfees under CRS.A.§6-13-104. the area; Please contact Company at http://www.globalmusicrights.com or at 310.209.6444 to
NOTICR TO FLORIDA PROPRIETORS.Florida law(Fla.Stat 501.93)requires Global Music Rights request this information.(3)Company has atoll-free telephone number from which you may obtain
("Company"),a"performing rights society"as defined under the same statute,to provide you with the answers to inquiries concerning specific musical works and the copyright owners represented by
following information,in writing,at least seventy-two(72)hours priorto the execution ofany contract Company;Company's toll-free information hotline is 310-209-6444.(4)In the case of performing
for the payment of royalties to Company:(1)A schedule ofthe rates and terms of royalties under the rights society which offers discounts to proprietors in the area on any basis,the amounts and terms of
contract and the basis upon which those rates were calculated,Be advised that the rates and terms of those discounts;and(S)Notice that you are entitled to the information provided in this notice,and that
Company's performance rights license&the basis upon which those rates were calculated,are failure of Company to provide this information may make the contract unenforceable.
contained in paragraphs 1,3,4,and/or 5 of the contract and the rate schedule attached thereto and NOTICE TO MICHIGAN PROPRIETORS.Michigan law(Mich.Comp.Laws§445.2101 et seq.)requires
made a part thereof.(2)Notice that Company will make available,upon your written request,and upon Global Music Rights("Company"),a"performing rights society"as defined under the same statute,to
your payment ofthe costs incurred in responding toyour request,the most current available listing ofthe provide you with the following information,in writing,at least seventy-two(72)hours prior to the
copyrighted musical works in Company's repertory,Any request for the most current list ofthe Company execution ofany contract for the payment ofroyalties to Company:(1)A schedule ofthe rates and terms
repertory should be addressed to:Global Music Rights,1100 Glendon Ave.Suite 2000,Los Angeles,CA ofroyalties under the contract including,but not limited to,any sliding scale,discounts,or reductions in
90024.Alternatively,the Company repertory may be accessed at http://globalmusicrights.c.m.(3) fees on any basis for which you may be eligible and any schedule increases or decreases in fees during the
Notice that Company has established a toll-free telephone number and a means of computer access from term of the contract;Be advised that the rates and terms of Company's performance rights license.
which you may obtain answers to inquiries concerning specific musical works and the copyright owners including any discounts available,are contained in paragraphs 1,3,4,and/or 5 of the contract and the
represented by Company,Company's toll-free information hotline is 310-209-6444.The most current rate schedule attached thereto and made a part thereof.(2)Notice that Company shall,upon your
list of Company's works and affiliates may be accessed at http://globalmusicrights.com.(4)Notice that request and before entering into a contract withyou,provide a schedule ofthe rates and terms ofroyalties
a copy of each form of contract or agreement offered by Company to a proprietor in this state will be under contracts executed by Company and proprietors of comparable businesses in the state within the
made available upon request of any proprietor,Any request for copies of Company contracts should be past 12 months;Any request for such a schedule should be addressed to:Global Music Rights,1100
addressed to:Global Music Rights,1100 Glendon Ave.Suite 2000,Los Angeles,CA 90024.(5)Notice Glendon Ave.Suite 2000,Los Angeles,CA 90024.(3)Notice that lompanyhas established an electronic
that Company complies with federal law and with orders of courts having appropriate jurisdiction database of its repertoire,a toll-free telephone number that can be used to answer inquiries regarding
regarding rates and terms of royalties and the circumstances under which licenses for rights of public specific musical works licensed by Company and that Companysholl provide,upon requestand at cost,a
performance are offered to any proprietor,(6)Notice thatyou are entitled to the information provided copy of its most current lists of copyrighted musicol works and members; Company's toll-free
in this notice,and that the failure of Company to provide this information is unlawful;and(7)Notice that information hotline is 310-209-6444.Any request for a copy of the most current list of Company's
you should consider obtaining a separate license or other form of authorization from those performing copyrighted musical works and members can be made at http://globalmusicrights.com.(4)Notice of
rights societies or copyright owners whose copyrighted musical works are not licensed pursuant to the fact that there are exemptions that may exclude you from liability under the copyright laws,The
Company's performance rights contract United States Copyright Act is set forth at 17 U.S.C.§101 et seq.Exemptions are set forth at 17 U.S.C.
NOTICE TO IDAHO PROPRIETORS.Idaho law(Idaho Code§484301 et seq.)requires Global Music §§105-110.Please contact your attorney for advice as to the applicability of any exemptions to your
Rights(-Company"),a"performing rights society"as defined under the same statute,to provide you premises.and(S)Notice that you arc entitled to theforegoing information and that the failure to provide
with the following information,in writing:(1)Information as to whether specific copyrighted musical this information is a violation.
works are in Company's repertoire;Company's toll-free information hotline is 310-209-6444.and(2)The NOTICE TO MINNESOTA PROPRIETORS.Minnesota law(Minn.Stat§325E.50 et seq.)requires
opportunity to review the most current available list of Company's members or affiliates.The most Global Music Rights("Company"),a"performing rights society"as defined under the same statute,to
current list of Company's affiliates may be accessed at http://globalrightsmusic.com. provide you with the following information,in writing,at least seventy-two(72)hours prior to the
NOTICE TO HLINOIS PROPRIETORS.Illinois law(815 111.Comp.Stat Ann.637/1 et seq.)requires execution ofany contract for the payment of royalties to Company:(1)A schedule ofthe ratesand terms
Global Music Rights("Company"),a"performing rights society"as defined under the same statute,to ofroyalties under the contract;Be advised that the rates and terms of Company's performance rights
provide you with the following information,in writing,at least seventy-two(72)hours prior to the license,including any discounts available,are contained in paragraphs 1,3,4,and/or 5 ofthe contract
execution of any contract requiring you to pay royalties to Company:(1)A schedule of the rates and and the rate schedule attached thereto and made a part thereof.(2J The opportunity,atyourrequest to
terms ofroyalties under the contract Be advised that the rates and terms of Company's performance review the most current available list ofthe affiliates represented by Company;The most current list of
right license are contained in paragraphs 1,3,4,and/or s ofthe contract and the rate schedule attached Company's affiliates may be accessed at http://globalmusicrights.com.and(3)Notice that Company
thereto and made a part thereof.(2)The opportunity,at your request to review the most current will make available,uponynur written request and atyoursole expense,the most currentavailable listing
available list ofthe affiliates represented by Company;The most current list of Company's affiliates may ofthe copyrighted musical works in Company's repertory.The Company repertory may be requested at
be accessed at http://globalmusicrights.com.and(3)Notice that Company will make available,upon http://globalmusicrights.com.
your written request and at your sole expense,the most current available listing of the copyrighted NOTICE TO MISSOURI PROPRIETORS Missouri law(Mo.Ann.Stat.§436.150 et seq.)requires Global
musical works in Company's repertory.Requests for the most current list of the Company repertory can Music Rights("Company"),a"performing rights society"as defined under the same statute.to provide
be made at http://globalmusicrights.com. you with the following information,in writing,at least seventy-two(72)hours prior to the execution
NOTICE TO INDIANA PROPRIETORS.Indiana law(Ind.Code§32-37-2 et seq.)requires Global Music of any contract for the payment of royalties to Company:(1)A schedule of the rates and terms of
Rights(-Company"),a"performing rights society"as defined under the same statute,to provide you royalties under the contract including any sliding scale,discounts,or reductions in fees on any basis for
with the following information,in writing,at least seventy-two(72)hours prior to the execution of any which you may be eligible,and any scheduled increases or decreases in fees during the term of the
contract for the payment of royalties to Company:(1)A schedule of the rates and terms of royalties contract;Be advised that the rates and terms of Company's royalties,including any sliding scale,
under the contract;Be advised that the rates and terms of Company's performance rights license are discounts,or reductions in fees on any basis for which you may be eligible,and any scheduled increases
contained in paragraphs 1,3.4,and/or S of the contract and the rate schedule attached thereto and or decreases in fees during the term of the contract,are contained in paragraphs 1,3,4,and/or 5 of
made a part thereof.(2)A toll free telephone number from which you may obtain answers to inquiries the contract and the rate schedule attached thereto and made a part thereof.(2)The opportunity to
concerning musical works and copyright owners represented by Company,' Company's toll-free review,upmiyour request,the most currently available list of the copyright owners'licenses by Company
Global Music Rights w City of Elgin,Illinois.2_local government_8-1-17
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at your premises;and(3)Notification of the method that you must use to obtain a listing of the of any contract for the payment of royalties to Company:(I)Notice that Company has filed for public
copyrighted works licensed by contract including the location of such listing of works licensed by inspection,within the previous twelve months,with the State Corporation Commission(i)a certified copy
Company and Company's toll-free information hotline number.Company's repertory can be accessed at of each form of performing rights contract or license agreement providing for the payment of royalties
http://globalmusicrights.com.A listing may be requested at the same address.Company's toll-free made avoifablefrom Company to any Virginia proprietor,(n)the most current available listofCompany's
information hotline is 310-209-6444. members or affiliates;and(iii)the most current available listing of the copyrighted musical works in
NOTICE TO NEW JERSEY PROPRIETORS.New Jersey law(N.J.Stat Ann.§56:3A-1 et seq.)requires Company's repertory,(2)Company will make available,upon request to any proprietor,by electronic
Global Music Rights("Company"),a"performing rights society"as defined under the same statute,to means or otherwise,information as to whether specific copyrighted musical works are in its repertory,
provide you with the following information,in writing,at least seventy-two(72)hours prior to the Information as to whether specific copyrighted musical works are in Company's repertory can be
execution ofany contract for the payment of royalties to Company:(1)A schedule ofthe rates and terms accessed by calling Company's toll-free information hotline at 310-209-6444.(3)Company will make
of royalties under the contract and upon your request amounts and terms of any discounts offered to available,upon your written request any ofthe information referred to in subdivision 1 ofthissection,at
proprietors in your county;Be advised that the rates and terms of Company's performance rights your sole expense,provided that such notice shall specify the means by which such information can be
license,including any discounts available,are contained in paragraphs 1,3,4,and/or 5 ofthe contract secured;Any request for the list of Company affiliates or for Company's repertory should be addressed
and the rate schedule attached thereto and made a part thereof.(2)Notice that Company will make to: Global Music Rights, 1100 Glendon Ave. Suite 2000, Los Angeles, CA 90024.Alternatively,
available,upon your written request and upon your payment of the costs incurred in responding to your Company's repertory may be accessed at http://globalmusicrights.com.and(4)Notice that Company
request the most current available listing of the copyrighted musical works in Company's repertory,Any complies with federal law and with orders of courts having appropriate jurisdiction regarding rates and
request for the most current list of Company's repertory should be made at terms ofroyalties and the circumstances under which licensesfor rights ofpublieperformance are offered
http://globalinusicrights.com.(3)Notice that Company has established a toll-free telephone number and to any proprietor.
a means ofcomputer accessfrom whichyou may obtain answers to inquiries concerning specific musical NOTICE TO WISCONSIN PROPRIETORS Wisconsin law(Wis.Stat Ann.§100.206)requires Global
works and the copyright owners represented by Company;Company's toll-free information hotline is Music Rights("Company"),a"performing rights society"as defined under the same statute,to provide
310-209-6444. The most current list of Company's works and affiliates may be accessed at you with the following information,in writing,at the time of the offer or between the time of the offer
http://glabalmusicrights.com.and(4)Notice thatyou are entitled to theforegoing information and that and seventy-two(72)hours prior to the execution of any contract for the payment of royalties to
the failure to provide this information is a violation of the Music Licensing Practices Act Company: (1) Notice that Company must file annually for public inspection with the Wisconsin
NOTICE TO NEW YORK PROPRIETORS.New York law(N.Y.Arts&Cult Aff.Law§31.04)requires Department of Agriculture,Trade,and Consumer Protection a certified copy of each document that is
Global Music Rights("Company"),a"performing rights society"as defined under the same statute,to used at the time of the filing by Company to enter into a contract with a proprietor who operates a retail
provide,you with the following information,in writing,at least seventy-two(72)hours prior to the establishment or restaurant in this state;and a list that is the most current list available at the time of
execution of any contract for the payment of royalties to Company:(1)A schedule ofthe rates and terms the filing,ofthe copyright owners who are represented by Company and of the musical works licensed by
of royalties under the contract;Be advised that the rates and terms of Company's performance rights Company;(2)Company must snake available by telephone or other electronic means,upon your request
license,including any discounts available,are contained in paragraphs I,3,4,and/or 5 of the contract information as to whether a specific musical work is licensed under a contract entered into by the
and the rate schedule attached thereto and made a part thereof.(2)The opportunity,atyourrequest to performing rights society and a copyright owner,Company's toll-free information hotline is 310-209-
review the most current available list ofthe affiliates represented by Company,The most current list of 6444.Alternatively,Company's repertory may be accessed at http://globalmusicrights.com.(3)Notice
Companies affiliates is available on-line and may be accessed at http://glabalmusicrights.com. that Company will make available,upon your written request and your sole expense,any of the
(3J Notice that Company will make available,upon your written request,or the request of a bona fide information required to filed under subdivision 1;Any such request should be addressed to:Global
trade association representing you,and at your sole expense,or the sole expense of the association,by Music Rights,1100 Glendon Ave.Suite 2000,Los Angeles,CA 90024.and(4)Notice that Company
electronic means or otherwise,the most current available listing of the copyrighted musical works in complies with any applicable federal law or court order that relates to the rates and terms of royalties to
Company's repertory;Any request for the most current list of the Company repertory should be be paid by you or that relates to the circumstances or methods under which contracts subject to this
addressed to:Global Music Rights,1100 Glendon Ave.Suite 2000,Los Angeles,CA 90024.Alternatively, section are offered to you.
the Company repertory is available at http://globalmusicrights.com.(4)Notice that Company has a NOTICE TO WYOMING PROPRIETORS.Wyoming law(Wyo.Stat Ann.§40-13-301 et seq.)requires
toll-free telephone number from which you may obtain answers to inquiries regarding specific musical Global Music Rights("Company"),a"performing rights society"as defined under the same statute,to
works and the copyright owners represented by Company,Company's toll-free information hotline is provide you with the following information,in writing,at least seventy-two(72)hours prior to the
310-209-6444.and(5)Notice that Company complies with federal law and with orders of courts having execution of any contract for the payment of royalties to Company:(1)A schedule ofthe rates and terms
appropriate jurisdiction regarding rates and terms of royalties and the circumstances under which of royalties under the contract;Be advised that the rates and terms of Company's performance rights
licenses for rightsjor public performance are offered to any proprietor. license are contained in paragraphs 1,3,4,and/or 5 of the contract and the rate schedule attached
NOTICE.TO NORTH DAKOTA PROPRIETORS.North Dakota law(N.D.Cent Code§47-21.2-01 et seq.) thereto and made a part thereof.(1)The opportunity,at your request,to review the most current
requires Global Music Rights,("Company"),a"performing rights society"as defined under the same available listof the affiliates represented by Company;The most current list of Company's affiliates may
statute,to provide you with the following information prior to the execution of any contract for the be accessed at http://globalmusicrights.com.(3)Notice that Company will make available,upon your
payment of royalties to Company:(1)Notice that Company will provide information as to whether written request or the request ofa bona fide trade association representingyou,and otyoursale expense
specific copyrighted musical works are in Company's repertoire This information can be accessed by or thesola expense ofthe association,by electronic means or otherwise,the most current available listing
calling Company's toll-free hotline at 310-209-6444.and(2)The opportunity to review the most current of the copyrighted musical works in Company's repertory;The most current list of the Company
available list of Company's affiliates.The most current available list of Company's affiliates can be repertory may be accessed at http://globalmusicrights.com.(4)Notice that Company has a toll-free
accessed at http://globalmusicrights.com. telephone number which you can use to obtain answers to inquiries concerning specific musical works
NOTICE TOOKLAHOMA PROPIETO S.Oklahoma law(Okla.Stat.Ann.tit l5,§790)requires Global and the copyright owners representedby;Company's toll-free information hotline is 310-209-6444.and
Music Rights("Company"),a"performing rights society"as defined under the same statute,to provide (5)Notice that Global Music Rights complies with federal law and with orders of courts having
you with the following information,in writing,at least seventy-two(72)hours prior to the execution appropriate jurisdiction regarding rates and terms of royalties and the circumstances under which
of any contract for the payment of royalties to Company:(1)A schedule of the rates and terms of licensesfor rights ofpublic performance are offered to anyproprietor.
royalties under the contract;Please be advised that Global Music Rights'license agreement contains
such a schedule ofthe rates and terms of royalties in paragraphs 1,3,4,and/or 5 ofthe contract,along
with the rate schedule that is attached to the license and made a part of the contract and(2)Annual
notice,in o form prescribed by the Attorney General,that the proprietor is entitled to this information.
NOTICE TO OREGON PROPRIETORS.Oregon law(Or.Rev.StaL Ann.§647.700)requires Global
Music Rights("Company").a"performing rights society"as defined under the same statute,to provide
you with the following information prior to the execution of any contract for the payment of royalties
to Company:(1)Notice that Company will provide information as to whether specific copyrighted
musical works are in the repertoire of Company;Company's toll-free information hotline is 310-209-
6444.(2)The opportunity to review the most current available list of Company's affiliates,The most
current available list of Company's affiliates can be accessed at http://globalmusicrights.com.and(3)
A schedule ofthe rates and terms of royalties under the contract including any sliding scale or schedule
for any increase or decrease of the rates for the duration ofthe contract Be advised that the rates and
terms of Company's performance rights license,including any discounts available,are contained in
paragraphs 1,3,4,and/or 5 of the contract and the rate schedule attached thereto and made a part
thereof.
NOTICE TO TEXAS PROPRIETORS.Texas law(Tex.Occ.Code Ann.§2102 et seq.)requires Global
Music Rights("Company"),a"performing rights society"as defined under the same statute,to provide
you with the following information,in writing,at least seventy-two(72)hours prinr to the execution
of any contract for the payment of royalties to Company:(1)A schedule of the rates and terms of
royalties under the contract,Be advised that the rates and terms of Company's performance rights
license are contained in paragraphs 1,3,4,and/or 5 of the contract and the rate schedule attached
thereto and made a part thereof.(2)The opportunity,at your request to review the most current
available list of the affiliates represented by Company;The most current list of Company's affiliates may
be accessed at http://globalmusicrights.com.(3)Notice that Company will make available,upon your
written request and at your sole expense,the most current available listing ofthe copyrighted musical
works in Company's repertory;and(4)Notice that Company will identify the method for securing the list
Any request for the most current list of the Company repertory should be addressed to:Global Music
Rights,1100 Glendon Ave.Suite 2000,Los Angeles,CA 90024.Alternatively,the Company repertory
may be accessed at http://globalmusicrights.com.
NOTICE TO UTAH PROPRIETORS.Utah law(Utah Code Ann.§13-I Oa-I et seq.)requires Global Music
Rights("Company"),a"performing rights society"as defined under the same statute,to provide you
with the following information,in writing,at least seventy-two(72)hours prior to the execution of any
contract for the payment of royalties to Company:(1)Any sliding scale,discounts,or reductions in fees
on any basis jar which you may be eligible;and(2)Any scheduled increases or decreases in fees during
the term ofthe contract Be advised that the rates and terms of Company's performance rights license,
including any discounts available and any scheduled increases or decreases. are contained in
paragraphs 1,3,4,and/or S of the contract and the rate schedule attached thereto and made a part
thereof.
NOTICE TO VIRGINIA PROPRIETORS.Virginia law(Va.Code Ann.§59.1.460 et seq.)requires Global
Music Rights("Company"),a"performing rights society"as defined under the same statute,to provide
you with the following information,in writing,at least seventy-two(72)hours prior to the execution
Global Music Rights w City of Elgin,Illinois.2_local government B-1-17
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