Initials________ STUDIO AGREEMENT This agreement is made and entered into as of this day

of_________________ in the year of 20____, between Six String Audio, referred to in this agreement as (SSA), of 17816 Park Valley Dr, Round Rock, TX 78681 and the client ____________________________ referred to in this agreement as (You), of ___________________________[address], ___________________[city], ______[state], ______[zip]. The provisions below, the accompanying Studio Policies and Procedures and any attached Riders and Exhibits shall constitute the terms and conditions under which you agree to engage SSAs services: 1. Studio Engagement. (a) You have engaged the use of SSA's recording studio facility for the following project: Project Name_____________________, #of Tracks ______________. The hourly . The Estimated Total Cost is rate for the use of SSA's studio facility is _______________(for the project above) the Estimated Total Cost for the project includes: a qualified engineer, tracking, mixing, and editing. (b) Estimated Total Cost: At the start of your project, SSA shall provide you with an Estimated Total Cost for your project. You and SSA shall review this Estimated Total Cost and approve it. Notwithstanding the foregoing, there are many factors involved in completing your project, some of which are impossible to predict in advance and are beyond the control of SSA. These factors may affect the amount of time it takes to complete your project. Consequently, please be advised that the final amount due for your project may vary from the Estimated Total Cost approved by you and SSA. For the purposes of promoting its business activities, SSA (c) Studio Promotion. shall have the following non-exclusive worldwide rights in perpetuity: (i) the right to use your name (both legal and professional, and whether presently or hereafter used by you), likeness, other identification, and biographical material concerning you; (ii) the right to include any Masters, or portions thereof, recorded hereunder on SSA's web site and on demo tapes, CDs (or in other configurations now known or hereafter invented) distributed by SSA at no charge for promotional purposes. 2. Miscellaneous: (a) Warranty/Indemnification. You warrant and represent that you are under no restriction to execute and perform this contract, to grant the rights granted hereunder, and to perform every term and provision hereof. You further warrant and represent that neither the "Materials" nor any use of the Materials by SSA will violate or infringe upon the rights of SSA Records Studio Agreement -1

Initials________ any person. "Materials" as used in this paragraph means any musical, artistic and literary materials, ideas, and other intellectual properties, furnished by you and contained in or used in connection with any Recordings made hereunder or the packaging, sale distribution, advertising, publicizing, or other Exploitation thereof. You shall indemnify, save, and hold SSA and SSAs designees harmless from any and all damages, liabilities, costs, losses and expenses (including attorney's fees) arising out of or in connection with any claim, demand or action by a third party which is inconsistent with any of the warranties, representations, or covenants made by you in this contract. You shall reimburse SSA, on demand, for any payment made by SSA or SSAs designees at any time with respect to any such damage, liability, cost, loss or expense to which the foregoing indemnity applies. (b) Dispute Resolution and Choice of Law. You agree to mediate any dispute arising out of your engagement of SSA before taking any other action (legal, equitable or otherwise). This mediation shall be conducted by a third person mutually acceptable to both parties. The mediators role shall be to help us arrive at a solution, not to impose one upon us. If our good faith efforts to arrive at our own solution with the help of a mediator are fruitless, then you may proceed with taking other action to resolve the dispute. This Agreement shall be construed and enforced in accordance with the laws of the state of Texas. Any action at law, suit in equity, or other judicial proceeding for the enforcement of any provision of this Agreement shall be instituted only in the courts of Williamson County, Texas or the Federal District Court of Texas, as the case may be. In addition, subsequent to the execution of this Agreement, should SSA institute any action at law, suit in equity, or any other judicial proceeding against you alleging an infringement of SSAs intellectual property rights, the parties expressly agree that such suit shall be instituted only in the courts of Williamson County, Texas or the Federal District Court of Texas as the case may be. (c) No Joint Venture or Partnership. Nothing in this agreement shall constitute a partnership or joint venture between the parties hereto or constitute either party the agent of the other. (d) Counterparts. This Agreement may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and all of which taken together shall constitute but one and the same agreement. Delivery of an executed counterpart of this Agreement by facsimile shall be equally as effective as delivery of a manually executed counterpart. Any party delivering a counterpart of this fee letter by facsimile shall also deliver a manually executed counterpart, but the failure to so deliver a manually executed counterpart shall not affect the validity, enforceability, or binding effect hereof. (e) Independent Counsel. You acknowledge that you have had the opportunity to consult independent legal counsel of your own choice at your own expense to advise you in connection with the execution of this Agreement and that you have either engaged such independent counsel or freely and voluntarily waived the right to do so.

SSA Records Studio Agreement -2

Initials________ Studio Policies and Procedures. The following terms and conditions apply to all services provided by SSA. Prior to beginning work on a particular project, you or an authorized representative of your company is required to sign in acknowledgment and agreement to these terms. 1. Use of the Studio (a) Technical Difficulties and Delays. In the course of recording, minor delays due to technical difficulties relating to SSAs equipment sometimes occur ("Technical Delays"). Technical Delays of less than thirty (30) minutes shall be considered a reasonable part of a session you shall be billed for time spent addressing them. Notwithstanding the foregoing, you shall not be billed for any Technical Delay in excess of thirty (30) minutes. (b) Cost of Recording Media. You will be responsible for paying the cost of any recording media used in your project (e.g., magnetic tape, DAT, CDRs, project dedicated hard drives, minidisks, etc.) If you would like to purchase media yourself and bring it in for use in your studio sessions, please contact SSA first to insure that you purchase the appropriate media. In the event that you do not purchase your own media, SSA generally has media on hand at the Studio. The cost of this media is as follows (however prices are subject to change without notice): 50 cents per CD. (c) Storage of Recording Media. SSA shall endeavor to secure all recording media (all master tapes, slaves, final mixes, DATs, CD-Rs, minidisks, cassettes, and all other media storage devices) owned by you, and left or stored on SSA's premises, but SSA is not responsible for loss or damage. In the event of loss or damage of your recording media due to SSA's willful negligence, SSA shall be responsible for replacement of no more than the value of the total replacement cost of the recorded media. (d) Other Property Left on the SSA's Premises. SSA shall endeavor to secure any property other than recording media that you leave on the premises, but SSA is not responsible for loss due to theft, fire, act of God, or any other un-named occurrence. Any property left on SSA's premises 30 days after completion of a recording session or service shall become the property of SSA. SSA shall not release recording media to you (e) Release of Recording Media. until all monies due to SSA have been paid in full. Any recording media left on SSA's premises 60 days after completion of a recording session or service shall become the property of SSA if all monies due have not been paid. At the end of your project, upon full payment (f) Receipt of Recording Media. of all amounts due, SSA shall provide you with two (2) copies of your final mixes in CD-R form. SSA will also, upon request, provide you with a data CD containing the computer data files related to your project. Additional replication of CDs shall be at studio's hourly rate. Your receipt of finished recording media from SSA constitutes your acknowledgment to SSA that the quality of all services rendered by SSA are satisfactory to you and such receipt SSA Records Studio Agreement -3

Initials________ shall release SSA from any and all liability regarding said recording media and services rendered. During the time you utilize SSA's facilities, (g) Damage to Studio Property. you shall be responsible for any loss or damage to SSA's property incurred by you, your employees, your guests, or your agents acting under your instruction as a result of misuse, negligence, or carelessness. (h) Digital Samples. You shall be solely liable and responsible for obtaining all "sample" clearances for any and all "samples" as such term is understood in the music industry, and for any and all costs or damages, which may be incurred by or on behalf of SSA should any samples be embodied on any recordings made by SSA. (i) Cancellation of a Recording Studio Session. In the event that you need to cancel a scheduled recording studio session, you shall give SSA at least twenty-four (24) hours notice of your intent to do so. In the event that you fail to give SSA twenty-four (24) hours notice, SSA reserves the right, at its sole discretion, to bill you for the scheduled time. 2. Payments Terms. (a) General Payment Terms.

(i) Payment for services engaged is due as follows: (1) a deposit equal to 50% of the Estimated Total Cost is due upon booking; and, (2) the remaining balance is due upon completion of final mixes and the issuance of an invoice. Upon payment of the remaining balance due, SSA shall release finished mixes and master tapes to you. If payment is not received according to (i) then sessions will halt until payment is received. (ii) Cancellation of the Project. In the event you need to cancel your project, SSA will refund you the balance of your deposit, less the cost of any studio time spent and media used; provided, and also, in the event that such cancellation is made less that twenty-four (24) hours before a scheduled recording studio session, SSA shall have the right, at its sole discretion, to add to the cost 50% for the services scheduled for that time. (b) Other issues relating to Billing. (i) Authority to Engage. If SSA provides services to a privately held company, you represent that you are the owner or are authorized to contract for recording studio services on behalf of the company and its owners or partners. Owners and partners jointly and severally personally guarantee the payment of all fees incurred in the name of the company, in the event that the company is not financially able to do so on a timely basis. (ii) Invoices. SSA will generally issue you invoices on an as needed basis. Unless otherwise specified, payment is due and payable in full on receipt.

SSA Records Studio Agreement -4

Initials________ (iii) Questions about a Invoices. If you have questions about your invoices or statements or wish to dispute any charge, you must call or provide SSA with written notice detailing the problem, within three (3) days of receipt. (iv) Cost of Collections. You shall be liable for any costs SSA incurs in collecting on your account if it is overdue. Such costs include, but shall not be limited to, postage, time spent by SSA collecting on your account (such charges to be billed at SSAs standard hourly rate), attorneys fees, and court costs. (v) Project Deadlines/Inactive Status. At the start of your project, SSA will endeavor to establish with you a deadline when your project will be completed. SSA will make its best efforts to honor this deadline. However, SSA cannot honor deadlines without your help. If you cancel sessions or arrive unprepared, it makes it difficult to meet deadlines. Therefore, if you cancel a session and you fail to reschedule it within thirty (30) days, SSA reserves the right, at SSAs sole discretion, to place your project on inactive status. When your project is placed on inactive status, all mutually established deadlines shall be deemed canceled. Subsequently, if you desire to make the project active again, you must first pay any unpaid balances related to the project as of the date it was placed on inactive status along with a reactivation fee of $150.00 or 15% of the estimated cost of the project, whichever is greater. Following the tender of these payments SSA shall complete your project at its convenience. (vi) Overages. Sometimes a project takes significantly longer to complete than the parties anticipated at the outset of work. In the event that your time in the studio has exceeded the Estimated Total Cost by more than twenty percent (20%), SSA may, at its sole discretion, request that you pay in full the outstanding balance due for work already completed to that point before additional work on your project commences. The signatures below confirm all parties involved understand this agreement in full and feel it is fair and just. Agreed and accepted as of the date first written above:

By: Studio Owner or Owners Agent

By: Client Signature

SSA Records Studio Agreement -5