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Partnership Agreement

Introduction

This Partnership Agreement ("Agreement") is entered into on this 21 day of April, 2023, between the following parties:

Party A:

AMG Record LLC, also known as AMG Records or African Music Group M.N.G, a record label with its principal place of business headquaters in Dallas, Texas.

Party B:

Universal Music Africa, a music industry professional with expertise in Music services, having their principal place of business headquaters at Green Buro, Abidjan, Côte d'Ivoire.

Collectively referred to as "Parties" and individually as "Party."

1. Purpose:

The purpose of this Agreement is to establish a partnership between Party A and Party B for the joint collaboration, promotion, and development of musical projects and endeavors within the African music industry.

2. Term:

The term of this partnership shall commence on the effective date of this Agreement and shall continue for an initial period of 5 years, unless terminated earlier as provided herein. Upon the expiration of the initial term, the Agreement may be renewed by mutual consent of the Parties.

3. Roles and Responsibilities:

a. Party A (AMG Records):

i. Party A shall provide its expertise in artist management, music production, marketing, and distribution within the African music industry.

ii. Party A shall use its industry connections and resources to promote and support the projects undertaken by the partnership.

iii. Party A shall allocate financial resources as agreed upon to facilitate the successful execution of the partnership's projects.

b. Party B (Universal Music):

i. Party B shall bring their expertise in Entertainment to contribute to the creative development and execution of musical projects.

ii. Party B shall collaborate with Party A to identify and nurture emerging talent within the African music industry.

iii. Party B shall actively participate in promotional activities, networking events, and industry engagements on behalf of the partnership.

4. Financial Arrangements:

a. Profit Sharing:

i. The Parties shall share profits generated from joint projects on a Personal basis as mutually agreed upon in separate agreements for each project.

ii. All expenses incurred by each Party in relation to the joint projects shall be discussed and agreed upon before their implementation.

b. Financial Records:

i. Both Parties shall maintain accurate financial records pertaining to the joint projects.

ii. Financial statements shall be provided to the other Party upon request and in a timely manner.

5. Intellectual Property:

a. Ownership:

i. Each Party shall retain ownership of their respective pre-existing intellectual property, including but not limited to music compositions, lyrics, recordings, and trademarks.

ii. Any new intellectual property created jointly during the partnership shall be co-owned by both Parties, with the rights and responsibilities determined by separate agreements for each project.

b. Royalties:

i. Royalties earned from the exploitation of jointly created intellectual property shall be shared between the Parties as agreed upon in separate agreements for each project.

6. Termination:

a. Termination for Convenience:

Either Party may terminate this partnership agreement with prior written notice of 60 days to the other Party.

b. Termination for Cause:

i. Either Party may terminate this partnership agreement for cause upon written notice if the other Party breaches any material provision of this Agreement and fails to cure such breach within [number] days of receiving written notice specifying the breach.

7. Confidentiality:

Both Parties agree to maintain strict confidentiality regarding any proprietary or sensitive information shared during the course of this partnership.

8. Governing Law:

This Agreement shall be governed by and construed in accordance with the laws of United States.

9. Entire Agreement:

This Agreement constitutes the entire understanding between the Parties concerning the subject matter hereof and supersedes all prior agreements, negotiations, or understandings, whether written or oral.

10. Amendments:

Any amendments or modifications to this Agreement shall be made in writing and signed by both Parties.

11. Severability:

If any provision of this Agreement is found to be invalid, illegal, or unenforceable, the remaining provisions shall continue to be valid and enforceable to the fullest extent permitted by law.

12. Counterparts:

This Agreement may be executed in counterparts, each of which shall be deemed an original and together shall constitute one instrument.

IN WITNESS WHEREOF, the Parties have executed this Partnership Agreement as of the date first above written.

Non-Disclosure

This Non-Disclosure Agreement ("Agreement") is entered into on this 21 day of April, 2023, ("Effective Date") between AMG Records, also known as African Music Group or African Music Group M.N.G, having its principal place of business ("Disclosing Party"), and Universal Music ("Recipient").

Confidential Information:

a. "Confidential Information" refers to any and all proprietary, sensitive, or confidential information disclosed by the Disclosing Party to the Recipient, including but not limited to:

  • Business plans, strategies, and financial information
  • Artist contracts and agreements
  • Marketing and promotional materials
  • Intellectual property, including compositions, lyrics, recordings, and trademarks
  • Any other information disclosed orally, in writing, or in any other form, marked as confidential or that should reasonably be understood to be confidential.

Non-Disclosure Obligations:

a. The Recipient agrees to keep all Confidential Information strictly confidential and to not disclose, directly or indirectly, any Confidential Information to any third party without the prior written consent of the Disclosing Party.

b. The Recipient shall only disclose Confidential Information to its employees, agents, or representatives who have a legitimate need to know the information for the purpose of fulfilling obligations under this Agreement. The Recipient shall ensure that these individuals are bound by confidentiality obligations no less restrictive than those in this Agreement.

c. The Recipient agrees to use the Confidential Information solely for the purpose of fulfilling obligations under this Agreement and shall not use it for any other purpose without the prior written consent of the Disclosing Party.

Exceptions:

a. The obligations of confidentiality shall not apply to any portion of the Confidential Information that:

  • Was already known to the Recipient prior to the disclosure, as evidenced by written records.
  • Becomes publicly available without breach of this Agreement.
  • Is rightfully received by the Recipient from a third party without any obligation of confidentiality.
  • Is independently developed by the Recipient without reference to or use of the Confidential Information.

Remedies:

a. The Recipient acknowledges that unauthorized disclosure or use of Confidential Information may cause irreparable harm to the Disclosing Party. Therefore, in the event of a breach or threatened breach of this Agreement, the Disclosing Party shall be entitled to seek injunctive relief, in addition to any other legal remedies available.

Return of Confidential Information:

a. Upon termination of this Agreement or at the Disclosing Party's request, the Recipient shall promptly return or destroy all Confidential Information, including any copies, notes, or materials containing such Confidential Information, and provide written certification of such return or destruction.

Governing Law and Jurisdiction:

a. This Agreement shall be governed by and construed in accordance with the laws of United States. Any disputes arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts of United States.

Entire Agreement:

a. This Agreement constitutes the entire understanding between the Parties concerning the confidentiality of the disclosed information and supersedes all prior agreements, negotiations, or understandings, whether written or oral.

Establishing partnerships with major music labels can be highly beneficial for a record label. Such partnerships typically involve collaboration and cooperation in various areas, including distribution, marketing, and promotion. When a record label becomes a partner with a major label, it often gains access to extensive resources, industry connections, and global distribution networks that can help propel its artists and their music to a wider audience.

Working with producers from different record labels can also be advantageous for a record label. Producers play a crucial rolein shaping the sound and quality of the music produced by an artist. Collaborating with producers from different labels allows a record label to tap into a diverse range of artistic visions, styles, and expertise. This collaboration can lead to the creation of unique and innovative music that resonates with a wider audience.

As for the rise of Afro beats, it is evident that this genre has gained significant popularity and influence in recent years, both globally and within the music industry. Afro beats is a genre that originated in Africa, fusing elements of traditional African music with contemporary genres such as hip-hop, R&B, and dancehall. Its infectious rhythms, vibrant melodies, and rich cultural heritage have captivated listeners worldwide.

If AMG Records were to position itself as a prominent player in the Afro beats genre and successfully nurture and promote talented Afro beats artists, it could potentially achieve recognition and success. However, becoming the number one record label requires a combination of factors, including a strong roster of artists, effective marketing strategies, industry connections, and consistent delivery of high-quality music.

It's important to note that the music industry is highly dynamic and subject to rapid changes. New genres emerge, trends shift, and competition is fierce. The success of a record label relies on its ability to adapt, innovate, and consistently deliver music that resonates with listeners. Building a strong reputation, establishing relationships with major labels, and supporting talented artists are all integral steps towards achieving success in the music industry.