Heads Of Agreement

This agreement is made as of the Dec 2013 between

Anthony Gavali (known as the licensee) of (Your Address)

and

Kusha Deep Music Publishing (known as The Licensor) 41 Chichester Place Kemp Town Brighton Bn2 1ff UK

For good and valuable consideration, the receipt and sufficiency of which is acknowledged, the parties agree as follows:

1.

Licensor hereby gives the right to to use the music listed in the appendix below for the following;

a.Use on the audio book titled Touch Not Not The Horse

which includes all formats known and unknown at the time of signing this document.

b. To promote the named audio book across the digital and terrestrial platforms without hindrance.

c. Kusha Deep Music label will compose and master 2 new musical pieces to aid the scenes in the audio book

titles listed in the apendix

2. The Licensee promises to fully credit Kusha Deep Music on all titles listed in all agreements, artwork, promotional press releases and will never enter in any agreement with a third party Kusha Deep Music being informed.

3. The Licensor promises to only communicate through the Licensee with regard to issues regarding any third parties who are in negotiations to license the work for film or TV adaption

4. The Licensee will inform PRS and other collections agencies the rights to these titles have been granted and the licensee will incur no costs to him as a result of the audio book release.

5.

The Licensor also hereby gives the rights to the Licensee,

(a) TERMS: ALL MEDIA, NOW OR HEREAFTER DEVISED, INCLUDING, BUT NOT LIMITED TO, ALL FORMS OF TV (FREE TV, BASIC CABLE TV, PAY/SUBSCRIPTION TV), ALL FORMS OF HOME VIDEO, NON-INTERACTIVE INTERNET, IN CONTEXT ADS AND PROMO RIGHTS AND NON-THEATRICAL RIGHTS SUCH AS SHIPS-AT-SEA, IN-FLIGHT, EDUCATIONAL, ETC. WORLDWIDE IN PERPETUITY.THEATRICAL EXHIBITION FOR PROFIT IS EXCLUDED. To reproduce the Music, in whole or in part, and to offer such reproductions for download, but only in respect of and to facilitate the promotion of the music.

(b) To synchronize the Music, in whole or in part, with visual images and motion pictures in connection with the Film and Promotion, but after full consent from the Kusha Deep Music label

(c) To otherwise exploit the Music, in whole or in part, in any manner and in any media whatsoever in connection with the Promotion, now known or hereafter created subject to the approval of the Licensor.

(d) To offer for download an edited version of the Music which shall be no more than 30 seconds in duration (the “ Edited Version ”).

(e) To permit any other party to exercise any of the rights granted by Licensor, provided all parties are in agreement.

6. Licensor hereby represents and warrants that: (i) the Music is original and Licensor owns all rights related thereto; (ii) Licensor has the right to enter into and perform this Agreement (without the consent of any other party); (iii) the terms of this Agreement will not contravene any other agreement to which Licensor may be a party; and (iv) Licensor is a member of PRS/MCPS

7. The Licensee will admit that he is of sound mind and judgement to enter into this agreement at the time of signing.

8. The territory shall be for the world.

9. The period of this agreement shall be until the parties agree otherwise.

10. Any termination shall be made in writing, though shall not affect any agreements entered into with third parties prior to the date of termination.

11. The Licensee agrees to pay for the use of the musical titles listed in the appendix, the one time fee of £2500

half to be paid before commencing of the work and the balance on completion.

12. The Licensor agrees to deliver master release copies of the titles listed below to the Licensee for the completion of the audio book

Signed

Anthony Gavalli

Dated

Signed on Behalf Of Kusha Deep Music UK

Darragh J Brady

Dated

Appendix

Music Titles © + ℗Kusha Deep Music 2013

1.You Kill Me / written, produced and performed by Darragh J Brady

2.Safe In Your Arms / written, produced and performed by Darragh J Brady

3.Bridge Song / written, produced and performed by Darragh J Brady

4.Hell Song / written, produced and performed by Darragh J Brady