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<br />LICENSE AGREEMENT
<br />N-2021-014
<br />This Agreement, including any attached and referenced schedules (the "Agreement"), dated as of December 1
<br />2020, is made by and between Global Music Rights, LLC ("Company"), located at 1100 Glendon Avenue, Suite
<br />2000, Los Angeles, California 90024 and the City of Santa Ana, California, a charter city and municipal corporation
<br />organized and existing under the Constitution and laws of the Slate of California, with offices at 20 Civic Center
<br />Plaza, Santa Ana, CA 92701 ("Licensee').
<br />Company and Licensee hereby mutually agree as follows:
<br />1. Definitions
<br />a. "Compositions" shall mean the musical compositions in which Company controls the right to
<br />license (alone or in combination with third party(ies), in each case depending on the percentage
<br />share of ownership that Company controls for the specific composition) public performances to the
<br />extent such rights are controlled by Company during the Term in the Territory. As used herein,
<br />Compositions shall only refer to the share (whether full or partial) of the compositions represented
<br />by Company. Licensee acknowledges and agrees that Company continuously makes available via
<br />Company's website at https://elobalmusicrights.cons/CataloeRepuest (the "Catalog Request
<br />Link") Company's then -current complete list of Compositions in Excel format, in a form that
<br />specifies the respective Company songwriters' names and Company publishers' names, the
<br />percentage of the Compositions controlled by each such Company songwriter or administered by
<br />such publisher and the International Standard Work Code for each Composition, if available
<br />(collectively, the "Composition List'). Licensee may request an updated Composition List via
<br />the Catalog Request Link at any time throughout the Term.
<br />b. "Effective Date" shall mean Decemberl, 2020.
<br />c. "Events" shall mean any activity or function wholly or primarily sponsored, promoted or
<br />conducted by or under the auspices of Licensee, including but notlimited to festivals, carnivals,
<br />farmers markets, fairs, dances, social events, and athletic events.
<br />d. "License Fee" shall be the total amount paid for all Licensed Premises and Events, calculated on
<br />an annual basis pursuant to the Rate Schedule due to Company by Licensee in exchange for the
<br />rights granted to Licensee herein.
<br />e. "Licensed Premises" means any locations owned or operated by Licensee and any location which
<br />has been engaged by Licensee for an Event. Licensed Premises shall include but not be limited to
<br />recreational facilities, community centers, parks, swimming pools, buildings, hospitals, zoos,
<br />athletic facilities, airports, streets, and shopping centers operated, owned, or engaged for use by
<br />Licensee.
<br />E "Rate Schedule" shall mean the document at Exhibit A.
<br />g. "Term" shall mean the Initial Term (as defined below) in addition to any Renewal Periods (as
<br />defined below).
<br />h. "Territory" shall mean the United States, its territories and possessions.
<br />2. Rights Grant
<br />(a) Company grants, and Licensee accepts, the non-exclusive right to perform publicly, or cause to be
<br />performed publicly solely at Licensee's Licensed Premises and Events in the Territory, non -dramatic renditions of
<br />the Compositions during the Term. Licensee agrees that this Agreement, and any amendments or extensions, is for
<br />any partial or full share of the Compositions represented by Company and that Licensee will not rely on a license
<br />from a third party that purports to grant a license to Licensee in the whole of a Composition based on the partial
<br />shares of such Composition offered by any third party.
<br />Global Music Rights local government 8-t-17
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