Performance Licensing Agreement
Please note: This agreement is for Non-Professional groups only.
This Performance Licensing Agreement is not a license to perform until payment for your specified performances and scripts has been received.The date listed on the invoice for this order ("the Effective Date”) of this Performance Agreement (“Agreement”), entered into by and between Stage Partners, P.O. Box 7874, New York, New York 10116 (“Stage Partners”) and you, the individual(s), organization and/or institution (collectively, “Licensee”), regarding amateur performance rights of the Play in this order (“Play”) by (“Author(s)”), the total period during which Licensee is authorized to present its production from the dates specified in this order for a total of specified performances (“Production Dates”) at the specified venue (“Venue”).
TERMS AND CONDITIONS
You ("Licensee") acceptance of this Performance Licensing Agreement will acknowledge that: a) you have read and understood the terms, conditions and provisions set forth below; b) you are authorized to enter into the Licensing Agreement as the Licensee or on behalf of Licensee; and c) you agree to the terms, conditions and provisions contained herein.
1. Rights Granted: Stage Partners grants Licensee the non-exclusive and non-transferable right to present a live stage production of the Play at the Venue and during the Production Dates stipulated above and contingent upon the other terms and conditions set forth in this Agreement. No change by Licensee in the Production Dates, the number of performances, and/or any other particulars of this Agreement shall be made without the prior written consent of Stage Partners, which may be withheld in Stage Partner’s sole and absolute discretion. Stage Partners has the right to revoke this Agreement if Licensee fails to secure such consent and/or if Licensee is in breach or default of any other term or condition of this Agreement. No other rights are herein granted, including, without limiting the generality of the foregoing, all film rights, television and cable rights, radio rights, stage rights other than those licensed hereunder, electronic and digital rights, mechanical rights, recording rights, and the publication rights of all kinds.
2. Licensee Warranties: Licensee represents and warrants that the Play will be presented in its entirety as it appears in the script, as authorized by the Author(s), and that the the Author(s)’s intent will be respected in Licensee’s production.
2.1 Changing the Play: Licensee shall not delete, alter, or make changes of any kind to the Play, including the changing of character gender, the cutting of dialogue, or the alteration of objectionable language, unless granted express written permission by Stage Partners, the author(s) or unless such alterations are explicitly approved in the text of Play (“Script”). Licensee shall not alter the title of the Play. Should permission be granted for any changes, any and all materials created or amended remain the property of the Author(s)/Stage Partners.
2.2 Use of Approved Script. Licensee shall only perform the Play as it appears in the Script published and approved by Stage Partners.
(“Name of Play”) is produced by special arrangement with Stage Partners.
2.6.1 Broadcast: Except for the usual right to advertise and publicize the Play by means of print, radio and television (in which no radio or television commercial shall contain excerpts of more than 30 seconds), this license does not allow you to broadcast, televise, and/or electronically post on the Internet any part of the Play, either audio or visual or both, including, without limitation, musical selections.
2.7 Logos/Merchandise: You may not use the copyrighted logo of the Play, unless Stage Partners grants you a specific license to do so in the Licensing Agreement and you pay the Stage Partners applicable fee. You may not create merchandise based on the play, whether for sale or distribution, without written permission from Stage Partners acting on behalf of the Author(s) or their duly authorized representatives.
3. Performance License and Payment Provisions: Stage Partners must receive a signed copy of the Licensing Agreement, accompanied by payment in full, (or by a purchase order for schools and government agencies only) one week before the first day of performance or the Licensee’s production will be deemed to be unlicensed. Licensee agrees not to advertise, announce, present or sell tickets for any performances until Licensee is licensed as provided above.
4. Changes: If any of the conditions set forth in the Licensing Agreement have changed in any way, you must notify Stage Partners in writing immediately, and Stage Partners must approve all changes before they may take effect. Such changes may alter the fees quoted in the Licensing Agreement.
4.1 Production Date Changes/Cancellation: Licensee will promptly notify Stage Partners in writing (email acceptable) of any changes in the Production Dates whatsoever, including, but not limited to, additional performances, rescheduled performances, postponements, etc., all of which are subject to prior written approval of Stage Partners.
4.2 Refund Policy: Licensee agrees to the following refund policy: (a) the royalty payment applicable to any Performance of the Play may be refunded by Stage Partners only in the event that a scheduled Performance of the Play is cancelled; provided, however, that Licensee shall have provided Stage Partners with written notice (email acceptable) of such cancellation(s) at least one (1) business day prior to the cancelled performance; and (b) the Script Fee is non-refundable. Cancellation notifications sent after the final licensed performance date will not be refunded.
4.3 Additional Performances: Should you desire to present performances in addition to those provided for in the Licensing Agreement, you agree to enter into a new agreement with Stage Partners and to make additional royalty payments for any and all performances in addition to those already licensed. You agree not to announce, present or sell tickets for such additional performances without prior written permission from Stage Partners AND payment of the additional royalty and fees due.
5. Transfer of Rights: Under no conditions can this License be assigned or transferred without written consent from Stage Partners. This License shall be governed by the Laws of the State of New York, and any dispute arising out of or under this License agreement shall be litigated only in the courts of the City or State of New York in the City of New York or the United States District Court in the Southern District of New York, and in no other forum.
6. Termination: This License is conditioned upon your fulfillment of all obligations set forth herein, including the prompt payment of all royalty and script fees in U.S. funds when due. Unless all of your obligations have been fulfilled, this License will terminate automatically. In the event of termination, all amounts owing under this agreement remain payable in full and shall be retained by Stage Partners in addition to any other rights or remedies that Stage Partners may be entitled to assert for breach of contract.
6.1 Stage Partners’ Right to Terminate: The Licensee acknowledges that Stage Partners reserves the right to terminate this Agreement at any time, in its sole discretion. In the event of such termination, the Performance Royalty previously paid by the Licensee shall be promptly refunded by Stage Partners, subject to Section 4.2.
7. Default: If Licensee defaults in the performances of any of the representations, warranties, indemnities, obligations, terms, and/or conditions of this Agreement, then in addition to any all other remedies which Stage Partners, the author(s) and/or the owners of the Play might have at law or equity, Licensee agrees that Stage Partners shall have the right to a preliminary injunction to enjoin further performance of the Play. Licensee agrees to reimburse Stage Partners for any expenses incurred by Stage Partners in enforcing its rights under this License, including, but not limited to, attorneys’ fees, court costs, telephone, fax, and postage charges and collection expenses.
8. Warranty: Stage Partners warrants that, on behalf of the owners of the copyright in the Play, it is authorized to grant this License to you. Stage Partners makes no other warranties.
9. Indemnification: Licensee agrees to defend, indemnify and hold harmless Stage Partners and its affiliates, shareholders, officers, directors, employees, agents, authors, and contributors from and against any and all claims, damages, costs and expenses, including attorney’s fees, arising from or related to (a) use of the Play by the Licensee, or (b) any breach or violation by Licensee of the provisions of this Licensing Agreement.
10. Limitation of Liability: Neither party hereto shall be liable to the other for indirect, incidental, consequential, special or exemplary damages such as loss of revenue or anticipated profits or lost business even if it is advised of the possibility of such damage. In addition, in no event shall the liability of Stage Partners to Licensee under this agreement exceed an amount equal to that actually paid by Licensee under this agreement.