Contract for Composition Commission

Party A (Client): Athmyx (stage name)
Contact Information (Email): contact@athmyx.com

Party B (Contractor): [Name] (stage name)
Contact Information (Email): [Email]

Following the Civil Code of the People’s Republic of China and the creative requirements of Party A’s game development, Party A and Party B, adhering to the principles of sincerity, equality, respect, and cooperation, have reached a consensus through negotiation, signed this agreement, and jointly agree to abide by the following terms:

Article 1 Project Name: Composition Commission

Article 2 Project Content

Composition, arrangement (orchestration); MIDI production; mixing, synthesis, etc.;

Article 3 Fees

The fee for producing a mixed and finalized piece of music is 15,000 Japanese Yen, totaling 15,000 Japanese Yen.

Article 4 Payment Method

  1. After Party B obtains confirmation from Party A, within five working days of Party B starting the melody creation, arrangement, orchestration, and other processes, Party A shall pay Party B [Ratio of money] of the total amount of this agreement, which is [First Payment Price] Japanese Yen.

  2. After the completion of all recording and mixing production, and upon Party A’s acceptance and Party B’s delivery of the final product to Party A, within five working days, Party A shall pay the remaining [Ratio of money] of the total amount of this agreement in a lump sum, which is [Final Payment Price] Japanese Yen, to Party B.

  3. The above payments shall all be made in currency form (PayPal, wire transfer, cash, or other payment methods recognized by both parties are acceptable). If any handling fees are incurred during the international transfer process, they shall be borne by Party A.

Article 5 Responsibilities and Rights of Party A:

  1. Party A shall provide relevant materials required for this project as a reference basis for Party B’s creation.

  2. During the execution of this agreement, Party A shall provide support and cooperation for Party B’s work plans at each stage and shall provide timely feedback on Party B’s various reports, such as responses to opinions on song creation, etc., to ensure the creation is completed as scheduled.

  3. Party A, following the terms of Article 9 of this agreement, has the final review and acceptance rights.

  4. Party A shall pay the relevant fees to Party B following the payment method of this agreement.

Article 6 Responsibilities and Rights of Party B:

  1. Party B is responsible for the entire process of song creation and production, including comprehensively reviewing the commission information, composing, arranging, orchestrating, overall synthesis, and audio in WAV format.

  2. Party B shall, with great enthusiasm, devote itself to the song work commissioned by Party A, ensuring the high-quality completion of all tasks.

Article 7 Production Procedure:

  1. First Stage: Initial draft of the song.

  2. Second Stage: Melody creation, arrangement, orchestration, mixing, and finalization.

Article 8 Production Schedule

  1. Final review and listening: Before [Deadline]. (Including revisions)
    Note: Within the deadline for delivering the work, the schedule during this period may be flexibly managed based on the needs of creation, communication, revision, and improvement, and Party B shall not bear liability for breach of contract. If a delay is caused by Party A’s reasons during this period, Party B shall not bear liability for breach of contract.

Article 9 Delivery and Acceptance

  1. Deadline for delivery of the work: Before [Deadline].
    (1) The work involved in this contract shall comply with the requirement descriptions proposed by Party A in this contract and its Appendix (1) “Creative Content Requirements,” including but not limited to music style, duration, sound quality standards, overall emotional expression, etc.
    (2) If the work submitted by Party B seriously deviates from the agreed requirements or has obvious defects (such as severe distortion in recording quality, basic rhythm errors, orchestration clearly not matching the requirements, etc.), it shall be deemed a “quality unqualified” situation. Party B shall, upon receiving written or email notification from Party A, make free revisions or reproductions within a reasonable period agreed upon by both parties until the work meets the standards agreed upon in this contract.
    (3) Revisions caused by the “quality unqualified” situation mentioned in the previous paragraph shall not be counted towards the “number of free revisions” limit in this contract; however, if the revisions proposed by Party A exceed the scope of the original requirements or propose new style changes, additions, or deletions of sections, etc., after the work has already met objective quality standards, it shall be considered a “change in requirements,” and the provisions of this contract regarding additional revisions and their fees shall apply.

  2. Acceptance and Standard Definition
    (1) Therefore, both Party A and Party B shall adhere to the artistic laws and technical specification requirements of song creation while investing the utmost sincerity, trust, understanding, and mutual respect.
    (2) The song shall meet the emotional expression requirements given in Appendix (1).
    (3) Party B shall sincerely listen to and strive to meet Party A’s reasonable requests and opinions, while Party A shall respect and understand Party B’s artistic creation and handling opinions within the relevant music technical scope, giving Party B greater space and freedom in creation.
    (4) If Party A is dissatisfied with the work created by Party B, Party A may request Party B to make appropriate revisions, but the number of revisions is limited to [Number] times, and Party B shall not refuse or charge additional fees. If the number of revisions exceeds [Number] times, Party A must pay an additional fee of [Number] Japanese Yen per revision to Party B, and Party B has the right to refuse. If the number of revisions exceeds [Number] times, Party A is still dissatisfied, and Party B refuses to make further revisions, both parties have the right to terminate the contract. Fees already paid shall not be refunded, and any unpaid fees shall still be paid in full to Party B by Party A.
    (5) Final acceptance: Party B shall provide the WAV audio file.

Article 10 Intellectual Property Issues

  1. Party B guarantees that when Party A uses any part of the work under this agreement within the People’s Republic of China, it shall be free from lawsuits brought by third parties for infringement of their patent rights, copyrights, trademark rights, or other intellectual property rights. If such disputes arise, Party B shall bear all responsibilities.

  2. Party B enjoys the right of authorship and the right to modify all song (music) works under this agreement.

  3. Party A and Party B jointly enjoy the copyright and usage rights of all song (music) works under this agreement, but only for non-commercial use.

  4. Party B shall not privately provide the works provided under this agreement to third parties for commercial or non-commercial use but may use them for non-profit purposes such as introduction, display, exchange, and other public welfare uses of Party B’s works.

Article 11 Force Majeure

  1. If either party to this contract is unable to perform all or part of its obligations under this contract due to a force majeure event, the performance of such obligations shall be suspended during the period when the force majeure event hinders its performance.

  2. The party claiming to be affected by the force majeure event shall, as soon as possible within the shortest time, notify the other party in writing of the occurrence of the force majeure event and, within 14 days after the occurrence of the force majeure event, provide the other party with appropriate evidence of such force majeure event and its duration, as well as written materials stating that the contract cannot be performed or needs to be delayed. The party claiming that the force majeure event makes its performance of this contract objectively impossible or impractical has the responsibility to make all reasonable efforts to eliminate or mitigate the impact of such force majeure event.

  3. When a force majeure event occurs, both parties shall immediately decide through friendly consultation how to proceed with this contract. After the force majeure event or its impact ceases or is eliminated, both parties must immediately resume the performance of their respective obligations under this contract. If the force majeure and its impact cannot be terminated or eliminated, leading to either party losing the ability to continue performing the contract, both parties may negotiate to terminate the contract or temporarily delay its performance, and the party affected by the force majeure shall not be liable for this. If a force majeure event occurs after a party has a delayed performance, the liability cannot be exempted.

  4. Force majeure as referred to in this contract means any event that the affected party cannot reasonably control, could not foresee or, even if foreseeable, could not avoid and overcome, and that occurs after the signing of this contract, making it objectively impossible or impractical for that party to perform all or part of this contract. Such events include but are not limited to natural disasters such as floods, fires, droughts, typhoons, and earthquakes, and social events such as wars (whether declared or not), riots, strikes, government actions, or legal regulations.

Article 12 Confidentiality Clause

  1. Both parties mutually promise to strictly keep confidential all materials and information (hereinafter referred to as “confidential information”) received or obtained by them due to the signing of this contract, including those related to the terms of this contract, negotiations, songs, events of the other party, and all materials and information related to both parties, except as provided in paragraph 3 of this article; they shall not disclose or leak any of the above confidential information to any person.

  2. Party B shall properly keep all materials and documents related to the creation provided by Party A. Once confidential information is leaked, the leaking party shall promptly notify the other party.

  3. If one party is required to disclose any confidential information due to laws, regulations, requirements, or provisions of competent authorities or relevant regulatory bodies, that party shall, to the extent permitted by law, promptly notify the other party of such requirements or provisions so that the other party may seek appropriate remedies to prevent disclosure or exempt that party from complying with the terms of this agreement. If appropriate remedies or exemptions under this agreement cannot be obtained and disclosure of confidential information is necessary, that party may disclose only the part of the confidential information that must be disclosed.

  4. If one party breaches the confidentiality obligations agreed in Article 11 of this contract and causes losses to the other party, it shall compensate the other party for all economic losses caused.

Article 13 Notice and Communication

  1. All notices sent by one party to the other party as required by this contract, as well as the exchange of documents between the parties and notices and requests related to this contract, must be in writing and may be delivered via email and Discord private messages. If the above methods cannot be delivered, the method of public announcement may be used.

  2. The communication addresses of each party are as follows: Party A’s [Contact]: [Account]; Party B’s [Contact]: [Account].

  3. If one party changes its notice or communication address, it shall notify the other party in writing within 7 days from the date of change; otherwise, the party that fails to notify shall bear the relevant responsibilities arising therefrom.

Article 14 Amendment of the Contract

Any modification, supplement, or other changes to this contract must be agreed upon by both parties through negotiation and made in writing. The modified, supplemented, and changed terms and content are an integral part of this contract and have the same legal effect as this contract.

Article 15 Transfer of Contract Rights and Obligations

Unless otherwise provided in the contract or agreed upon by both parties through negotiation, neither party may transfer any rights and obligations stipulated in this contract to a third party without the written consent of the other party. Any transfer without the explicit written consent of the other party shall be invalid.

Article 16 Termination of the Contract

  1. Once this contract is signed, except for statutory and agreed reasons, neither party may unilaterally terminate it without mutual agreement through negotiation.

  2. If either party violates the guarantees and commitments stated in this contract, maliciously or intentionally neglects to perform its obligations under this contract, making it difficult to perform the contract and impossible to resolve through the breach of contract liability methods explicitly agreed in this contract, and continues to neglect its obligations under this contract after written reminder from the non-breaching party, it shall be deemed a fundamental breach, and the non-breaching party has the right to terminate this agreement. The breaching party shall bear the liability for fault in contracting, breach of contract, and damages following legal provisions.

  3. Party A has the right to terminate this contract under any of the following circumstances:
    (1) Party B is unable to fulfill the obligations stipulated in this contract due to its reasons and fails to complete the corresponding stage of creation within 7 days beyond the creation schedule;
    (2) Party B violates the guarantees or commitments regarding intellectual property made in Article 10 of this contract, or its guarantees and commitments are false or untrue;
    (3) Party B partially or completely loses its civil capacity, making it unable to continue performing this contract;
    (4) Party B is grossly negligent and engages in malpractice for personal gain, causing significant losses to Party A’s interests;

  4. Party B has the right to terminate this contract under any of the following circumstances:
    (1) Due to reasons not attributable to Party B, Party A delays the delivery of the relevant materials specified in Article 5 for more than 7 days and still fails to deliver after reminder;
    (2) Party A accumulates arrears in payment to Party B reaching fifty percent of the total remuneration due to Party B;
    (3) Party A delays payment to Party B for a cumulative or consecutive period exceeding 7 days;
    (4) Party A violates the guarantees and commitments made in Article 5 of this contract, or its guarantees and commitments are false or untrue;
    (5) Party A goes bankrupt, dissolves, or has its business license legally revoked;

  5. If one party wishes to terminate the contract, it shall send a written termination notice to the other party, and this contract shall be terminated on the day the termination notice is delivered to the other party.

  6. If, due to circumstances beyond the control of both parties, the contract is delayed, both Party A and Party B shall immediately take remedial measures and negotiate to determine the extension of the creation plan. Neither party shall be liable for breach of contract due to such circumstances, which include but are not limited to:
    (1) Weather reasons;
    (2) Third-party reasons.
    If the aforementioned circumstances cause the creation to be delayed or interrupted for more than 7 days, either party may terminate this contract in accordance with the provisions of paragraph 5 of this article.

Article 17 Termination of the Contract

This contract shall be terminated under any of the following circumstances:

  1. The contract terminates on the day when Party B completes the creation and delivers it to Party A for review and approval;

  2. Both Party A and Party B terminate this contract through a written agreement;

  3. The purpose of the contract cannot be achieved due to force majeure;

  4. Before the expiration of the commission period, one party explicitly states or indicates through its actions that it will not perform the main obligations of the contract;

  5. One party delays the performance of the main obligations of the contract and still fails to perform within a reasonable period after being urged;

  6. One party has other breaches or illegal acts that make it impossible to achieve the purpose of the contract;

  7. Other circumstances agreed upon by both parties through negotiation.

Article 18 Interpretation of the Contract

  1. The text of this contract is provided by Athmyx, who has taken reasonable measures to draw the other party’s attention to the clauses that exempt or limit its liability and has explained them; both Party A and Party B fully understand the contents of each clause of this contract and have reached a consensus through negotiation.

  2. The understanding and interpretation of this contract shall be based on the purpose of the contract and the original meaning of the text. The titles in this contract are for reading convenience only and shall not affect the interpretation of this contract.

Article 19 Dispute Resolution

  1. This contract is governed by and interpreted following the laws of the People’s Republic of China.

  2. Any disputes arising during the performance of this contract shall be resolved through negotiation between the parties or may be mediated by relevant departments; if negotiation or mediation fails, the dispute shall be resolved in the following manner (1):
    (1) Submit to the arbitration commission in Party A’s locality for arbitration;
    (2) File a lawsuit with the people’s court in Party A’s locality by the law.

Article 20 Effectiveness and Signing of the Contract

  1. This contract is binding on the heirs and assignees of each party.

  2. The failure of either party to exercise any rights under this contract promptly shall not be deemed a waiver of such rights, nor shall it affect the future exercise of such rights by that party.

  3. If any provision of this contract is wholly or partially invalid or unenforceable for any reason or violates any applicable law, that provision shall be deemed deleted. However, the remaining provisions of this contract shall remain valid and binding.

  4. This contract is made in 2 copies, with each party holding 1 copy, both having the same legal effect.

  5. This contract shall become effective on the date of the last signature by both parties. For matters not covered in this contract, if revisions or changes are needed, both parties shall sign a supplementary contract, which shall have the same legal effect as this contract.

  6. Any modification to this contract shall be invalid unless confirmed in writing and signed by both parties.

Article 21 Other Provisions

  1. Matters not covered in this contract shall be handled following relevant laws and regulations. For matters not stipulated by laws and regulations, both Party A and Party B may reach a written supplementary contract. The supplementary contract is an integral part of this contract and has the same legal effect as this contract.

  2. The handwritten text filled in the blank spaces of this contract and the supplementary contract shall have the same legal effect as the printed text.

Party A (Signature):
Date of Signing (Month/Day/Year):

Party B (Signature):
Date of Signing (Month/Day/Year):


Appendix (1) “Creative Content Requirements”