PERFORMER RELEASE AGREEMENT

REFERENCE SCHEDULE

Item Detail Information

A. Date of [Insert date]
agreement
B. Performer Name: Warren O’Grady p/k/a TIKE
Address: 16 Usher Road, London E3 2HB UK
Email: c/- helena@majortomsmusic.co.uk

C. Artist Name: Tobiahs Fakhri p/k/a Tobiahs

Address: c/- 9 Dundas Lane, Albert Park, Vic 3206
Email: c/- Sasha Chifura sasha@foreignecho.com

D. Label Illusive Sounds Pty Ltd t/a 100s + 1000s of 9 Dundas Lane, Albert
Park, Victoria, 3206

E. Services The Performer’s recording services as a vocalist on the Master on

the Dates and at the Studio.

F. Master 1 Master by the Artist entitled “Why Am I In Love”

G. Dates Dates in January 2022 as agreed between the parties.

H. Studio Major Tom’s Records

3rd Floor, Chancery Lane London WC2A 1LG, UK

I. Fee £1,500

J. Publishing Share 50% in the underlying musical composition of the Master.

K. Royalty a. Physical = 3% of PPD

b. Digital Transmissions = 3% of Net Digital Receipts; and

c. For all other income from exploitations of the Master

including foreign licensing income, third party licensing,
synchronisation and public performance income, the
Royalty will be paid on a Net Receipts basis and calculated
as follows: (X/Y) x Z where:

X = 3%,

Y = Artist’s Deemed Physical Product/Digital

Transmission royalty rate

Z = Artist’s Deemed share of Net Receipts for the

exploitation

Deemed Artist Royalty provisions attached as Annexure A.

 L. Credit “feat. TIKE”.

M. Territory Universe.

N. Special N/A
Conditions

EXECUTED as an agreement on the date set out at the commencement of this Agreement
SIGNED for and on behalf of )
WARREN O’GRADY ) /..............................................

SIGNED for and on behalf of )

ILLUSIVE SOUNDS PTY LTD ) /..............................................

SIGNED for and on behalf of )

TOBIAHS FAKHRI ) /..............................................

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OPERATIVE PROVISIONS

1. SERVICES
1.1 The Artist engages the Performer to carry out the Services in accordance with this
Agreement.

1.2 The Performer agrees to provide the Services as required by the Artist, on the Dates
and at the Studio for the recording of the Master.

1.3 The Special Conditions set out in Item N will apply to this Agreement.

2. RIGHTS
2.1 The Performer:

(a) acknowledges that the Artist owns all rights (including copyright) in the Master;

(b) assigns to the Artist all rights the Performer may have (whether now or in the
future) in the Master, including any performer’s rights and rights in the sound
recording of the Performer’s performances on the Master;

(c) acknowledges that the Artist (or the Artist’s licensees) may, without approval
from the Performer, exploit the Master in any media and formats (now known or
invented or later developed) and in any manner it deems fit throughout the
Universe in perpetuity; and

(d) To the extent that the entire copyright in the Services and the Master do not
automatically vest in the Artist, the Performer irrevocably assigns to the Artist all
benefit, right, title and interest (including present and future copyright) in and to
the Master and the Services and the performance by the Performer embodied on
the Master including but not limited to rights arising as a performer pursuant to
Part XIA of the Copyright Act 1968.

2.2 The parties acknowledge that the Performer controls the Publishing Share set out at
Item J in the musical compositions or literary works comprising the Track.

3. MORAL RIGHTS
3.1 The Performer unconditionally and irrevocably consents to any acts or omissions by
the Artist (or the Artist’s licensees), in relation to the performance on the Master which
may infringe any moral rights held by the Performer, including but not limited to,
amending, editing, re-arranging and otherwise altering the Master, or any failure by the
Artist (or the Artist’s licensees) to identify the Performer as a performer on or in
connection with the Master. The Performer further waives any so-called moral rights or
similar rights (now or hereafter existing) in respect of the performance by the
Performer and the Master under laws in the Territory in favour of the Artist, its
licencees, successors and assigns.

4. COMPOSITIONS
4.1 The Performer acknowledges that it does not have any right, title or interest (including
present and future copyright) in the musical compositions or literary works comprising
the Master.

5. FEE
5.1 Subject to the Performer performing the Services diligently, competently and to the
best of the Performer’s ability and in consideration for the performance of the Services,

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 the Artist will pay to the Performer the Fee within 30 days of receipt of a valid tax
invoice.

6. ROYALTY
6.1 In addition to the Fee, the Artist has agreed to pay the Performer the Royalty set out in
Item K.

6.2 The Label will pay the Royalty on behalf of the Artist in the Territory and for the term of
the Artist’s agreement with the Label (Artist Agreement).

6.3 The Royalty:

(a) will be calculated on the same royalty basis and subject to the same reductions,
deductions, reserves and discounts that the Artist’s royalty receives under the
Artist’s Agreement attached as Annexure A. To avoid any doubt, where the
royalty payable to the Artist for an exploitation is lower than the Artist’s album
royalty, the Royalty will be proportionately reduced for such exploitations;

(b) will be paid pro-rata where the Master are included on releases with recordings
other than the Master; and

(c) is payable for all exploitations of the Master after the Fee has been 100%
recouped from the Royalty.

6.4 To avoid any doubt, the Artist is under no obligation to use the Master and is free to re-
record the songs comprising the Master without liability to Performer.

7. PUBLICITY
7.1 The Performer agrees that the Artist may use, reproduce and publish the Performer’s
name, likeness, biography and photographs in connection with the production,
promotion, marketing and exploitation of the Master.

7.2 The Performer agrees to allow the Artist and/or the Label to photograph and film the
Performer and to make an audio and or audio visual recording of the Performer while
the Performer is providing the Services.

7.3 If requested by the Artist, the Performer will attend photo sessions and video clip
shoots in connection with the marketing and promotion of the Master.

8. ACCOUNTING
8.1 For the duration of the Artist Agreement, the Label will account to the Performer within
90 days of each June 30 and December 31, however, the Label will not be required to
account to the Performer if less than $100 is payable (however such amounts will be
carried over to the next period).

8.2 All amounts payable under this agreement are exclusive of VAT and if the Performer is
registered for VAT, VAT will be added onto any payments made to the Performer,
subject to provision of valid tax invoices.

9. CREDIT
9.1 The Performer will be credited on all record sleeves in the form of the Credit set out in
Item M.

9.2 The Performer acknowledges that any failure by the Label or the Artist (or its
licensees) to credit the Performer is not a breach of this agreement. However, the

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 Label and the Artist will use reasonable efforts to remedy (or cause its licensees to
remedy) any such failure after receiving notice of the Label’s (or its licensees’) failure
to credit the Performer.

10. WARRANTY AND INDEMNITY

10.1 The Performer warrants in favour of the Artist that:

(a) they are free to enter into this agreement and that the grant of rights to the Artist
under this agreement do not infringe the intellectual property or other rights of a
third party; and

(b) The Artist is not required to pay any other person or entity with respect to the
provision of the Services and the rights granted under this agreement, except as
provided under this agreement.

10.2 The Performer indemnifies the Label and the Artist against all claims, damages, loss,
costs, expenses or liability (however arising) from any breach by the Performer of this
agreement or the warranties provided to the Label and the Artist under this agreement.

11. GENERAL
11.1 The Performer agrees that the Artist may assign the rights granted under this
agreement to any person or entity, at the Artist’s sole discretion.

11.2 This agreement sets out the entire agreement between the parties and the agreement
may only be amended by a written agreement signed by both parties.

11.3 This Agreement is subject to the legal, governmental, tax (including withholding tax)
and foreign exchange control regulations of Australia and is governed and construed in
accordance with the laws and courts of Victoria, Australia.

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 ANNEXURE A

1. DEEMED ARTIST ROYALTY RATES

1.1 With respect to Physical Product, Label will pay the Artist a royalty of 22% calculated
on Net Selling Price, less the Packaging Allowance (if applicable) on 100% of Net
Sales:

1.2 With respect to Digital Transmissions, Label will pay the Artist 22% of Net Digital
Receipts. To avoid any doubt, no Packaging Allowance will apply to any Digital
Transmissions.

1.3 With respect to public performance income earned from the Artist’s Content, Label will
pay Artist:

(a) where income is collected by a collecting society: 50% of

(the total amount paid by the collecting society to the Artist and Label less any
amount paid directly to the Artist (or any third party contributor) by the collecting
society); or

(b) where income is collected by Label directly from a third party licensee: 50% of
Label’s Net Receipts.

1.4 With respect to any synchronisation income received from the Artist’s Content, Label
will pay the Artist 50% of Label’s Net Receipts. To avoid doubt, where Master are
synchronised with internet user generated content (such as YouTube) and provided
that such content is not advertising a product, service or brand, the Digital
Transmission royalty rate will apply.

1.5 Other reproductions: With respect to any income received from the use of the Artist’s
Content from dubbing, technical reproductions, or reproduction licences other than for
the purpose of exploiting Physical Products and Digital Transmissions (for example, a
reproduction licence in connection with the exploitation of broadcast/public
performance rights), Label will pay the Artist 50% of Label’s Net Receipts.

1.6 If Label exploits any Artist’s Content in a manner for which payment to the Artist is not
specifically provided for in this Agreement, Label and the Artist will negotiate a royalty
taking into account the then prevailing industry practice. However, if the parties cannot
reach agreement, the Artist will receive the royalty otherwise payable with respect to
Digital Transmissions.

1.7 If Label enters into a Foreign Agreement, Label will pay the Licensor 50% of Net
Receipts earned under such Foreign Agreement excluding any advances paid under
such Foreign Agreement.

2. DEFINITIONS:
2.1 In this Agreement and this Annexure A the following words have the following
meanings:

Additional Materials: Materials used for the promotion and exploitation of the Master
including biographies, photos, Artist’s likeness, non-Master ringtones, wallpapers and
audio recordings of the Artist’s voice;

Artist Content: Each of the Additional Materials, Artwork, Master, Programs and
Video Clips;

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Artwork: The images (including drawings, graphics, photographs and logos) used in,
or in association with, the exploitation of the Master, Programs or Video Clips;

Digital Transmissions: All digital or electronic delivery mediums now known or

developed in the future, via which the Licensor’s Content is distributed or made
available to consumers (whether via the internet, telephone, mobile and wireless
applications, satellite, cable, direct transmission over wire or through air or otherwise)
including, digital downloads and streaming;

Foreign Agreements: An agreement with a third party for the release of Master
outside Australia and New Zealand with an accompanying marketing commitment and
promotional support (for the avoidance of doubt, this definition of ‘Foreign Agreement’
does not include a mere distribution agreement);

Master: All master sound recordings, with or without visual images, of the Artist’s
music related performances, made:

(a) during the Term, but excluding Programs and Video Clips; and

(b) before the Term, including the Existing Master and any demos;

Net Digital Receipts: With respect to Digital Transmissions exploited by third parties,
means the gross amount received by or credited to Label, less any direct and
identifiable third party costs incurred by Label in earning and collecting that income
(including taxes and any mechanical royalties payable by Label (if any), but excluding
any distribution fees);

Net Receipts: Gross amount of income received by Label less any direct and
identifiable third party costs incurred by Label in earning and collecting that income;

Net Sales: All Physical Products sold, paid for and not returned excluding those given
away as promotional copies.

Net Selling Price: PPD less discounts;

Packaging Allowance: With respect to:

(a) packaging other than Standard Packaging (but excluding vinyl): 20% of PPD;

(b) vinyl: the third party costs incurred by Label in manufacturing and freighting the
vinyl.

Physical Products: A physical article or thing in which the Licensor’s Content is

embodied or stored, whether now known or developed in the future, including compact
discs, DVDs, tapes, cassettes, vinyl records and cartridges but specifically excluding
Digital Transmissions;

PPD: With respect to Physical Product, means Label, or its distributor’s, dealer price
as published from time to time, less any taxes;

Program: An audio-visual recording comprising performances by the Artist which is

not only a Video Clip and may include, live performances, interviews, Master and
Video Clips;

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Standard Packaging: A single plastic "jewel box" case or digipack with less than a
four colour booklet of not more than 16 pages, without "fold outs" or perforations;

Video Clip: An audio-visual recording used to promote a Promotional Single or other

Master by the Artist.