1. This Administration Agreement is made and entered into as of the ___day of ______, 20___, by and
between Squad Music Group (hereinafter referred to as "SMG" or "Administrator"), and Writer/publisher
_______________ (hereinafter referred to as "Writer" or Publisher") and in consideration of the terms and
conditions contained herein and the sum of One ($1.00) Dollar, the receipt of which is hereby
acknowledged, Writer hereby grants to Administrator the exclusive rights to act as administrator of all
rights in and to the musical compositions set forth in Schedule "A," as such Schedule shall be added to
from time to time (hereinafter individually and collectively referred to as the "Compositions"). Writer
hereby grants Administrator fifty percent (50%) ownership of all Compositions during term of the
agreement. During the term hereof, SMG shall have the exclusive right to administer and exploit the
Compositions throughout the world; to print, publish, sell, use and license the performance and use of the
Compositions throughout the world; and to execute in Writer's name any licenses and agreements
affecting the Compositions, including, but not limited to, licenses for mechanical reproduction, public
performance and synchronization uses, and to assign in the normal course of business or license all such
rights to third parties. SMG in its sole discretion shall register in the name of Publisher claims to
copyright in the Compositions together with any other documents which SMG deems necessary to
register in the United States Copyright Office.
2. SMG shall collect all Gross Receipts (as defined below) which are earned by and derived from the
Compositions: (a) prior to the term hereof ("Pre-Term Receipts"), or (b) during the term hereof,
regardless of when such Pre-Term Receipts or other Gross Receipts are paid. Pre-Term Receipts shall
only be collectible by SMG to the extent that they have not been collected prior to the term hereof and are
not subject to any collection rights of a third party. If the collection right of a third party with respect to
Pre-Term Receipts expires during the term hereof, Writer shall notify SMG thereof in writing promptly
following such expiration so that SMG may collect any Pre-Term Receipts remaining to be collected.
"Gross Receipts" is defined as any revenue derived from the Compositions less amounts paid to or
deducted by foreign subpublishers, sublicensees, collection agencies and local performing and mechanical
rights societies. Gross Receipts shall include, without limitation, mechanical royalties, synchronization
fees, print income and the "writer's" and "publisher's share" of public performance income, provided,
however, that the composers of any Compositions hereunder shall have the right to collect the "writer's
share" of any such income directly from the applicable performing rights society.
3. (a) For its services hereunder, SMG shall be paid its Reasonable Expenses (as defined below) as set
forth in subparagraphs (b) (i) and (ii) below, plus forty five percent (45%) of the Gross Receipts derived
from the Writer from the Compositions; provided, however, that SMG shall be entitled to an additional
five percent (5%) of the Gross Receipts derived from cover recordings of the Compositions secured by
SMG. The term "cover recording" shall mean any recording of a Composition by any person other than
the composer or composers of such Composition, or placement of a Composition in a motion picture,
television program or commercial. In the event there shall be both cover records and other records
released of any Composition hereunder, then, for the purposes of the computation of SMG's fees,
performance income with respect to any such Composition shall be divided into two (2) categories in the
same proportion that mechanical income is earned during the period that any such performance income is
earned, and the applicable percentages hereunder paid with respect to any such mechanical income shall
be paid with respect to each such category of performance income.
(b) "Reasonable Expenses" are defined as the following: (i) actual out-of-pocket non-overhead
Initials ________ _________
administrative and exploitation expenses of SMG with respect to the Compositions; however SMG shall
incur no single expense in excess of five hundred dollars ($1,000.00) without the consent of Publisher;
and (ii) attorneys' fees, if any, actually paid by SMG for any agreements (other than the present
Agreement) affecting the Compositions.
(c) Songwriter royalties shall be paid to any composer (including Writer, if applicable) of any
Composition hereunder. Said royalties shall be paid pursuant to any songwriter agreement between any
such composer and Writer or Writer's predecessor in interest, if any, and such accounting to any such
composer (other than Writer, if applicable) shall be on a semi-annual basis unless required otherwise by
such agreement. True copies of any such agreement shall be promptly submitted by Writer to SMG.
Writer shall instruct SMG in writing whether SMG shall pay on Writer's behalf any such composer such
royalties or pay such royalties to Writer, in trust, for payment over by Writer to any such composer. The
royalties payable to the composer(s) of any Composition hereunder pursuant to any songwriter agreement
as aforesaid shall not exceed (or, in the event no songwriter agreement shall exist, shall be) the following:
the writer's share [one-half (1/2) of all net sums actually received in the United States] (less any costs for
collection) specifically allocable to any such Composition for mechanical rights, print rights,
synchronization rights, and for any other use or exploitation of such Composition anywhere in the world.
The compensation specified hereinabove shall be payable solely to any such composer in instances where
such composer is the sole author of any such entire Composition, including the words and music thereof.
However, in the event that one or more other songwriters, including writers of lyrics to any such
Composition, are authors along with such composer on any such Composition, then the compensation
specified in the immediately preceding subparagraph shall be divided and paid in equal shares to each
such author of any such Composition, unless the composers thereof shall otherwise agree in writing.
4. Each party hereto gives the other the equal benefits of any warranties which it has obtained or shall
obtain under any agreement affecting the Compositions, including songwriters' contracts. Writer further
represents and warrants that (i) the exercise by SMG of any of the rights granted hereunder will not
violate or infringe upon any common law or statutory rights of any third party, including, without
limitation, contractual rights, copyrights and rights of privacy; (ii) it presently does, and during the term
hereof shall, maintain exclusive, valid songwriters' contracts with any composers who may write or co-
write any Compositions hereunder which are published by Writer and that it shall not breach said
contracts or permit any breach thereof; and (iii) it has not heretofore accepted nor will it during the term
hereof accept an advance of publishing royalties from its record company or from any other party without
SMG’s consent. With respect to any composer who may write or co-write any Composition hereunder,
SMG shall have the right to use the name and likeness of any such composer for advertising and purposes
of trade in connection with the exploitation of the applicable Composition(s).
5. Writer indemnifies and holds SMG, its assigns, licensees and its and their directors, officers,
shareholders, agents and employees harmless from any liability, including, without limitation, reasonable
counsel fees and court c