Exclusive Recording Artist Agreement (Sample) (7)
13. Suspension and Termination
(a) If at any time you fail, except soley for Company's refusal without cause to allow you to perform, to fulfill your recording commitment within the times set forth herein, then, without limiting Company's rights, Company shall have the option, exercisable at any time by notice to you, to suspend Company's obligations to you hereunder during the period of default and/or to extend the expiration date of the current period of the Term for the period of the default plus such additional time as is necessary so that Company shall have no less than one hundred twenty (120) days after completion of your recording comm itment within which to exercise its option, if any, for the next following Contract Year.
(b) If, in respect of any Contract Year of the Term of this Agreement, Company fails, without cause, to allow you to fulfill your Minimum Recording Commitment and if, within thirty (30) days after the expiration date of such Contract Year you shall notify Company of your desire to fulfill such Minimum Recording Commitment, then Company shall permit you to fulfill said Minimum Recording Commitment by notice to you to such effect within sixty (60) days of Company's receipt of your notice. Should Company fail to give such notice, you shall have the option within thirty (30) days after the expiration of said sixty (60) day period to give Company notice that you wish to terminate the Term of this Agreement; on receipt by Company of such notice, the Term of this Agreement shall terminate and all parties will be deemed to have fulfilled all of thier obligations hereunder, except those obligations which survive the end of the Term (e.g. warranties, re-recording restrictions and obligations to pay royalties). In case you fail to give Company either notice within the period specified in this Agreement, Company shall be under no obligation to you for failing to permit you to fulfill such Minimum Recording Commitment or otherwise.
(c) If, because of an act of God, inevitable accident, fire, local strike or other labor dispute, riot, or civil commotion, act of public enactment, rule, order or act of any government or governmental instrumental (whether federal, state, local or foreign), failure of technical facilities, failure of delay of transportation facilities, illness or incapacity of any performer or producer or other cause of a similar or different nature not reasonably within Company's control, Company is materially hampered in the recording, manufacture, distribution or sale of Records, or Company's normal business operations become commercially impractical, then, without limiting Company's rights, Company shall have the option by giving you notice to suspend the Term of this Agreement for the duration of a such contingency plus such additional time as is necessary so that Company shall have no less than thirty (30) days after the cessation of such contingency in which exercise its option, if any, for the next following option period. Any such extension of the then current Contract Year due to any cause set forth in this Paragraph 13(c) which involves only Company shall be limited to a period of six (6) months.
Company may assign this Agreement to any third party or to any subsidiary, affiliated or controlling corporation or to any Person owning or acquiring a substantial portion of the stock or assets of Company. Company may also give its rights hereunder to any of its Licensees to the extent necessary or advise Company's sole discretion to implement the license granted. You may not assign this Agreement or any of your rights hereunder.
Except as otherwise specifically provided herein, all notices hereunder shall be in writing and shall be given by registered or certified mail or telegraph (prepaid), at the respective addresses hereinabove set forth, or such other address or addresses as may designated by either party. Such notices shall be deemed given when mailed or delivered to a telegraph office, except that notice of change of address shall be effective only from the date of its receipt.
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