Kesha Contract

7/24/2019 Kesha Contract

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EXHIBIT

ILED: NEW YORK COUNTY CLERK 02/04/2015 09:50 PM INDEX NO. 653118/

YSCEF DOC. NO. 135 RECEIVED NYSCEF: 02/04/


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Agreement made as of

, 2005 between Kesha Sebert c/o Wolf Block

Schorr & Solis-Cohen, LLP 250 Park Avenue, New York, New York 10177, Attention:

Barry Perlman, Esq. (hereinafter, you or Artist ), and Kasz Money, Inc., c/o Carroll,

Guido & Groffman, LLP, 660 Madison Avenue, New York, New York, 10021, Attention:

Michael Guido, Esq. (hereinafter Company ). All capitalized terms not specifically

defined herein shall have the same meanings ascribed to them in the Major Label

Recording Agreement (as defined below).

1. erritory:

he Universe,

2,

erm/Recording Commitment:

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3.

ecording Funds/Advances:

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ROYALTIES

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5.

ICENSES FOR MUSIC L COMPO SITIONS

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6. RECOUPABLE AND REIMBURSABLE COSTS

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(f)

rtist agrees and acknowledges the Luke Dr. Luke Gottwald ( Producer )

shall be engaged to render production services in connection with no fewer than six (6)

Master Recordings of each Album hereunder, and that Producer shall receive a

producing royalty equal to

ith respect to the

Master Recordings produced by Producer based on the suggested retail list price (or

the wholesale-based or ppd equivalent) of the Album embodying the Master

Recordings. The parties hereto agree and acknowledge that Producer, Artist and Major

Label shall negotiate in good faith with respect to advances to Producer in connection

with such production services, provided that such advances shall not be more than the

rate charged by other producers of a similar stature to Producer at that time.

7. IGHTS IN RECORDINGS

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8 .

ARKETING

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9.

ARRANTIES: REPRESENTATIONS; RESTRICTIONS

INDEMNITIES

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10.

MISCELLANEOUS

c) he parties hereto agree that: (i) all understandings and agreements

heretofore made between them with respect to the subject matter hereof are merged in

this agreement, which fully and completely expresses their agreement with respect to

the subject matter hereof and (ii) except as specifically set forth herein, all prior

agreements among the parties with respect to such subject matter are superseded by

this agreement which integrates all promises, agreements, conditions and

understandings among the parties with respect to such subject matter. In addition, you

acknowledge that neither Company nor any person acting on behalf of Company

(including its agents, its representatives or its attorneys) has made any promise,

representation or warranty whatsoever, express or implied, oral or written, not contained

herein, and you further acknowledge that you have not executed, and have not been

induced to execute, this agreement in reliance upon any promise, representation or

warranty. No change or termination of this agreement shall be binding upon Company

unless it is made by an instrument signed by an authorized officer of Company. No

change of this agreement shall be binding upon you unless it is made by an instrument

signed by you. A waiver by either party of any provision of this agreement in any

instance shall not be deemed a waiver of such provision, or any other provision hereof,

as to any future instance or occurrence. All remedies, rights, undertakings, and

obligations contained in this agreement shall be cumulative and none of them shall be in

limitation of any other remedy, right, undertaking, or obligation of either party. The

captions of the Articles in this agreement are included for convenience only and shall

not affect the interpretation of any provision.

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e)

, If any part of this agreement, or the application thereof to any party, shall

be adjudged by a court of competent jurisdiction to be invalid, such judgment shall not

affect the remainder of this agreement, which shall continue in full force and effect, or

the application of this agreement to the remaining parties.

f)

THIS AGREEMENT HAS BEEN ENTERED INTO IN THE STATE OF

N E W YORK, AN D T H E V AL ID ITY, IN T E RP RE TAT ION AN D L E GAL E FFECT OF T HIS

AGREEMENT SHALL BE GOVERNED BY THE LAWS OF THE STATE OF NEW

YORK APPLICABLE TO CONTRACTS ENTERED INTO AND PERFORMED

ENTIRELY WITHIN THE STATE OF NEW YORK WITHOUT GIVING EFFECT TO

ANY CONFLICT OF LAW PRINCIPLES UNDER NEW YORK LAW). THE NEW YORK

COURTS (STATE AND FEDERAL), SHALL HAVE SOLE JURISDICTION OF ANY

CONTROVERSIES REGARDING THIS AGREEMENT; ANY ACTION OR OTHER

PROCEEDING WHICH INVOLVES SUCH A CONTROVERSY SHALL BE BROUGHT

IN THOSE COURTS IN NEW YORK COUNTY AND NOT ELSEWHERE. THE

PARTIES WAIVE ANY AND ALL OBJECTIONS TO VENUE IN THOSE COURTS AND

HEREBY SUBMIT TO THE JURISDICTION OF THOSE COURTS. ANY PROCESS IN

ANY SUCH ACTION OR PROCEEDING MAY, AMONG OTHER METHODS, BE

SERVED UPON YOU BY DELIVERING IT OR MAILING IT, BY REGISTERED OR

CERTIFIED MAIL, DIRECTED TO THE ADDRESS FIRST ABOVE WRITTEN OR

SUCH OTHER ADDRESS AS YOU MAY DESIGNATE PURSUANT TO ARTICLE 17.

ANY SUCH PROCESS MAY, AMONG OTHER METHODS, BE SERVED UPON THE

ARTIST OR ANY OTHER PERSON WHO APPROVES, RATIFIES, OR ASSENTS TO

THIS AGREEMENT TO INDUCE AQUEMINI TO ENTER INTO IT, BY DELIVERING

THE PROCESS OR MAILING IT BY REGISTERED OR CERTIFIED MAIL, DIRECTED

TO THE ADDRESS FIRST ABOVE WRITTEN OR SUCH OTHER ADDRESS AS THE

ARTIST OR THE OTHER PERSON CONCERNED MAY DESIGNATE IN THE

MANNER DESCRIBED IN ARTICLE 17, ANY SUCH DELIVERY OR MAIL SERVICE

SHALL BE DEEMED TO HAVE THE SAME FORCE AND EFFECT AS PERSONAL

SERVICE WITHIN THE STATE OF NEW YORK.

g)

In entering into this agreement, and in providing services pursuant hereto,

you have and shall have the status of independent contractors. Nothing herein

contained shall contemplate or constitute you as Company's agents or employees, and

nothing herein shall constitute a partnership, joint venture or fiduciary relationship

between you and Company.

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Kasz Mone , Inc.

zed signatory

h) his agreement shall not become effective until executed by all proposed

parties hereto.

Kesha Sebert

My taxpayer identification number (social security number or employer identification

number Inder the penalties of perjury, I certify that this information is

true, correct, and complete.

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Kesha Contract