Contract Templates

1. Service Agreement

The Service Agreement is the master contract under which every engagement runs. Every Statement of Work, License Agreement, and NDA is a sub-document to this. Its key clauses (summary):

1.1 Parties

Current Scoring Leaders LLC, a Pennsylvania limited liability company, with principal office in Willow Grove, PA ("Composer"), and the client identified in the executed Statement of Work ("Client").

1.2 Scope

Composer will provide music composition, arrangement, recording, mixing, mastering, and licensing services as described in each executed SOW. Nothing outside the SOW is in scope unless added by written amendment.

1.3 Term

Each engagement runs from SOW-effective date through final delivery + 30 days of post-delivery support. The Service Agreement itself remains in effect for 7 years from latest SOW execution.

1.4 Compensation

Per the executed SOW + Payment Terms annex. Late payment: 1.5%/month or the maximum legal rate, whichever is less. All payments in USD.

1.5 Independent contractor

Composer is an independent contractor. No employer/employee, agency, partnership, franchise, or joint-venture relationship is created.

1.6 IP allocation

Sections 4–5 of the License Agreement control. Default = Composer retains master-ownership; Client receives license per SOW License Tier. Work-for-Hire upgrade transfers full ownership per fee schedule.

1.7 Confidentiality

Bilateral; governed by the executed NDA. Composer shall not disclose Client briefs, scripts, voice, or unreleased brand assets to any third party without written consent.

1.8 Termination

Either party may terminate for cause upon 14 days' written notice if the other materially breaches and fails to cure. Composer may terminate if Client becomes insolvent or fails to pay milestone within 30 days.

1.9 Limitation of liability

Capped at the amount paid in the 12 months preceding the event. No indirect, incidental, consequential, or punitive damages. See CSL_legal.html § 7.

1.10 Indemnification

Each party indemnifies the other against third-party claims arising from that party's own breach, gross negligence, or willful misconduct.

1.11 Force Majeure

Delays excused for acts of God, war, civil unrest, pandemic, government action, internet/utility outage lasting >14 days, or other events outside reasonable control.

1.12 Governing law & venue

Pennsylvania law. Disputes resolved in Philadelphia, PA via AAA Commercial Arbitration with each party bearing its own fees.

2. Statement of Work (SOW)

The SOW defines the actual work. It's how we avoid scope creep. Here's the structure every SOW uses:

Issue & sign: composer writes the SOW from the inquiry; both parties sign before any work starts. SOW is incorporated into the Service Agreement by reference upon execution.

3. License Agreement

The License Agreement transfers rights to use the music. It binds to the SOW. Each tier is a clause-set; the full instrument is built by selecting tier + filling in scope/term/exclusivity.

3.1 Definitions

• "Master" — the final mixed and mastered recording.
• "Composition" — the underlying musical composition (melody, harmony, lyrics, arrangement).
• "License Tier" — the use scope defined in § 3.2–3.6.
• "Term" — the duration of the granted rights.
• "Territory" — default worldwide, unless restricted in SOW.

3.2 Personal License

Non-commercial, non-monetized personal projects only. Personal YouTube channel with no ads, family videos, school assignments (no public distribution), open-source-game credits. Perpetual term. Non-exclusive.

3.3 Creator License

YouTube, Twitch, podcast, social content with monetization. Includes Content-ID registration and takedown cooperation on fraudulent re-uploads. Multi-channel use permitted if same Creator. Perpetual term. Non-exclusive.

3.4 Indie Film & Game License

One discrete creative work (single film, single game release, single album). All media tied to that one work — trailers, gameplay videos, behind-the-scenes, soundtrack release. Perpetual for that work. Non-exclusive (other indie films/games may license same track independently).

3.5 Brand / Broadcast License

Commercial campaigns, network and cable TV, radio spots, streaming-platform ads, in-app advertising. Exclusive within the named vertical for the Term (default 3 years, renewable). Does not include Work-for-Hire / IP transfer.

3.6 Work-for-Hire Upgrade

Full IP transfer of both Master and Composition. Composer registers with the U.S. Copyright Office. Client becomes the sole owner of record. Includes pre-existing-instrument-cleared music (no uncleared samples). Surcharge: per Work-for-Hire Pricing Schedule.

3.7 Prohibited uses (all tiers)

• Training machine-learning / generative-AI models.
• Reselling the track as part of a stock-music library.
• Use in political campaign ads without prior written approval.
• Use that violates any applicable advertising or broadcast standards (FTC, ASA, etc.).
• Sync into tobacco, gambling, adult, or weapons-related content.

3.8 Music-publisher registration

For non-WFH tiers, Composer registers the Composition with a performing-rights organization (ASCAP or BMI) and pays publishing splits; Client pays nothing for PRO clearance as long as the license is current.

4. Mutual NDA

Default bilateral; both parties designate Confidential Information. Simple, two pages, designed to be signed within 24 hours of engagement formation.

4.1 Definition of Confidential Information

Any non-public information disclosed in connection with the engagement, including without limitation: scripts, voice recordings, lyrics, brand assets, unreleased products, customer lists, business plans, financial data, source code, and the existence of the engagement itself.

4.2 Exclusions

• Information already in the public domain.
• Information independently developed without reference to the disclosed materials.
• Information required to be disclosed by law (with prompt notice to the other party so they may seek a protective order).

4.3 Term

3 years from disclosure.

4.4 Permitted disclosure

Composer's contractors and co-writers under equivalent NDA, accountants and legal counsel under professional privilege, payment processors for fraud-prevention purposes.

4.5 One-way option

If you'd rather Composer be the sole recipient (e.g. for client-listed confidential materials), toggle to one-way — same language, only your Confidential Information is protected.

5. Deliverable Specifications

What you'll receive on final delivery day:

Filename convention: csl__<tier>__<client-short>__<track>__<version>__<wav|mp3|stem>.<ext>

5.1 Delivery method

Default: secure cloud link (Tresorit) valid for 30 days. Hard-drive courier for >20 GB packages (FedEx, billed separately).

5.2 Acceptance

You have 14 calendar days from delivery to flag any technical deficiency (wrong format, corrupted file, missing stem). After 14 days, the deliverable is deemed accepted.

6. Payment Terms

Alternative schedules (e.g. 30/30/40, 0/50/50) available by written amendment to the SOW. Retainers pre-billed monthly.

6.1 Methods

• ACH / Wire — default. Composer absorbs fees.
• Stripe (card / Apple Pay / Google Pay) — 2.9% + 30¢ surcharge passes through to Client.
• PayPal — 3.5% surcharge passes through.
• Check — by mail, only with prior notice (slower).

6.2 Late payment

1.5%/month or max-legal-rate, whichever lower. Suspension of work after 30 days past-due.

7. E-Signature & Execution

• All templates shipped as PDF with embedded signable fields, locked formatting, and an e-sign certificate.
• Default e-signature platform: DocuSign — audit-trail, timestamp, IP, and identity proof recorded.
• Kickoff is the moment the SOW + License Agreement (draft version) + NDA are all signed.
• Final delivery is the moment the License Agreement is countersigned by Composer, registered with the relevant PRO (where applicable), and the deliverables PDF includes the executed license.