This Agreement is made between HOT 107 (the "Company") and the undersigned rights owner (the "Licensor"). The Licensor grants to the Company the non-exclusive right and licence throughout the world to use the Music (as defined in Schedule A) in the manner and for the purposes described herein (the "Use"), according to the terms and conditions set out below and as further specified in the attached Schedule A, which combined constitute the entire agreement.

Use: The Company is authorized to reproduce, convert, adapt and translate the Music into a computer data file by any means, process or technology, whether now known or hereafter devised, and to store the Music in the Company's computer database or other retrieval system. The Company is further authorized

	(i)	to broadcast the Music by any and all means and in any and all media and formats, including those which permit interactive play and exhibition in a non-linear progression, whether now known or hereafter devised, unless specifically excluded above.
	(ii)	to edit or modify the Music in any manner, and
	(iii)	to broadcast portions of the music for promotional purposes

Subject to the practices and applicable fees of the collective societies designated below, the Company is further authorized

	(i)	to digitally transmit and communicate the Music to the public via the Internet or other mode of digital media telecommunication,
	(ii)	to digitally transmit, distribute and deliver copies of the Music in any format, whether now known or hereafter devised, via the Internet or other mode of digital media telecommunication.

In consideration of the representations, warranties, covenants and agreements contained in this Agreement and other good and valuable consideration (the receipt and sufficiency of which is hereby acknowledged by each party), the parties agree as follows:

1. Interpretation:
(a) "Music" means the whole of the musical subject-matter covered by this Agreement, which includes, either separately or in any combination, one (1) or more of the following subject-matter or any part or element thereof:

	(i)	the musical work or musical works identified herein ("Musical Work"); and
	(ii)	the sound recording or sound recordings embodying the musical work(s) identified herein ("Recording").

(b) Number: Words importing the singular include the plural and vice versa in this Agreement.

2. Term: This Agreement shall commence on the date above and shall continue for the following twelve (12) months. This Agreement is automatically renewable for subsequent twelve month periods, unless one party gives written notice of termination to the other party thirty (30) days prior to the renewal date. Upon delivery of such notice to the Company, the Company shall have the full thirty-day period in which to delete all copies of the Music from its computer database or other retrieval system.

3. Further Authority: The Company may authorize or sub-licence any other person, corporation or organization in respect of any of the rights and licences granted herein or may refrain from exercising all or any of the rights and licences entirely, from time to time or in particular media, formats or territories.

4. Moral Rights: The Licensor hereby waives as against any person any and all moral rights he/she may have in relation to the Musical Work or any use thereof, including the right to restrain or claim damages for any distortion, mutilation or other modification of the Musical Work and the right to restrain its Use in any context or in connection with any product, service, corporation or organization.

5. Reservation of Rights: This Agreement shall not be construed as an assignment of the copyrights in the Music. The Licensor reserves to him/herself and his/her assignees all rights in and to the Music except the limited rights expressly granted herein.

6. Name, Text and Images: The Company is authorized to use the Licensor's name and any text or image submitted by the Licensor in connection with the Use of the Music hereunder, but may not represent the Licensor as using, consuming or endorsing any product, service, corporation or organization.

7. Licensor's Representations and Warranties: The Licensor represents and warrants as follows:
(a) he/she owns and controls the copyrights in the Music or is duly authorized to authorize and administer the use and exploitation thereof, including the Use hereunder;
(b) he/she is free to enter into this Agreement and is not subject to any obligation or disability which will or might interfere with his/her ability to comply with any of the material terms and conditions hereof;
(c) he/she has not made, and will not make, any agreement, assignment or licence which will conflict with or impair the complete enjoyment of the rights and privileges granted to the Company herein; and
(d) the Musical Work is wholly original and to the best of the Licensor's knowledge does not infringe upon or violate any other right, including the copyright in any other musical work, of any other person and he/she is not aware of any current or unresolved claim to the contrary or dispute in respect thereof.

8. Company's Representations and Warranties: The Company represents and warrants as follows:
(a) it is free to enter into this Agreement and is not subject to any obligation or disability which will or might interfere with its ability to comply with any of the material terms and conditions hereof; and
(b) it is a company organized, existing and in good standing with respect to the filing of annual reports under and by virtue of the laws of the jurisdiction of its incorporation.

9. Indemnification: The Licensor agrees to indemnify and save harmless the Company and its successors and assignees of and from any claims, liabilities, losses, damages, assessments or expenses (including reasonable legal fees) arising directly or indirectly out of any breach of the Licensor's representations, warranties, covenants or agreements herein.

10. Further Assurances: Each party agrees to take all such actions and execute all such documents within its power as may be necessary or desirable to carry out or implement and give full effect to the provisions and intent of this Agreement.

11. Notices: All notices, requests and other communications between the parties, including notice of change of address or fax number, will be deemed to have been delivered if made in writing and either mailed by regular mail and actually received within seven (7) days or delivered by courier, faxed or electronically mailed to the other party at the applicable address or fax number provided above or, if different, as notified hereunder.

12. Assignment and Benefit: Either party may assign this Agreement or any portion hereof to any other person, corporation or organization without the consent of the other party, provided that such assignment binds the assignee to the assignor's obligations hereunder. This Agreement will enure to the benefit of and be binding upon the parties and their respective heirs, executors, administrators, successors and assignees, as applicable.

13. Amendments, Waivers and Severability: No amendment of this Agreement and no waiver of any provision of this Agreement will be binding or valid unless it is agreed to in writing by the party against whom such amendment or waiver is sought to be enforced. If any provision of this Agreement is determined at any time by a court of competent jurisdiction to be invalid, illegal or unenforceable, such provision or part thereof shall be severable from this Agreement and the remainder of this Agreement will be construed as if such invalid, illegal or unenforceable provision or part thereof had been deleted herefrom.

14. Default and Cure: If for any reason a party is unable to comply with any of the material terms and conditions hereof for a consecutive period in excess of thirty (30) days (the "Defaulting Party"), the other party (the "Complying Party") may notify the Defaulting Party in writing that the Agreement shall terminate in thirty (30) days of delivery of such notice and the Complying Party may recover, by action, any damages arising out of the Defaulting Party's non-compliance with this Agreement. Notwithstanding the foregoing, the Agreement shall not terminate hereunder if, within thirty (30) days of delivery of such notice, the Defaulting Party demonstrates to the reasonable satisfaction of the Complying Party that he/she has brought him/herself into compliance with the Agreement.

15. Dispute Resolution: Any and all disputes, claims or controversies arising out of or in connection with this Agreement, or in respect of any defined legal relationship associated therewith or derived therefrom, will be referred to and finally resolved by arbitration, which shall be before a single arbitrator.

16. Governing Law: This Agreement and all matters arising hereunder shall be governed by and construed in accordance with the laws of Alberta and the laws of Canada applicable therein.

17. Independent Legal Advice: The Licensor acknowledges that it has had the opportunity to obtain its own independent legal advice with respect to the terms of this Agreement prior to execution of this Agreement and further acknowledges that it fully understands this Agreement.