NON-Excl licensing contracts with other restrictio

[barber]

Allo gang,It's been a wee while since i stepped into this forum and indeed onto the Taxi website. Been flying about a bit and busy as a blue-ass fly.Short story is that one of my forwards from Taxi resulted in a the licensing company getting back to me personally - they want my song on their roster for 3 years. It is a non-exclusive arrangement, 50:50, the usual thing, but is it standard to to impose a 3 year term? They also state that if i have any intentions of signing an exclusive publishing deal or deal with a label with respect to the song in the next 3 years, then i should not submit my song to them, because they will not release my song from the contract.Is this standard?Thanks a bundle in advance?Love Miranda x

[guscave]

Hi Miranda,First off, Congrats on the offer. I think the reason they're saying this is because many times a writer will sign a song to a publisher and when they don't see anything happening with the song after a couple of years, they start to hound the publisher for the rights back.Seek a professional music attorney to go over the deal especially since it is a non-exclusive offer. The song will be theirs for the next 3 years, so be sure you understand all the details in the agreement.

[matto]

Miranda,there's really no such thing as a "standard" deal, but a 3 year term is certainly not uncommon.Since this is a non-exclusive deal you can still do a lot with the song during that 3 year term (such as sell it on i-Tunes, sell CD's with it on them, license it to other companies or projects on a non-exclusive basis etc), you simply can't sign it with anybody who requires an exclusive deal.It's very common for companies not to want to release songs before the term is up; it can take considerable time and efforts on their part to get a song licensed, and they don't want to have a situation where they put in a lot of work towards getting the song licensed and then you yank it from the contract before it has had a chance to get licensed and thus pay them back for their efforts.Remember the objective of any company in the music business is to make money, so they need a situation that gives them a good shot at doing so or they'll be out of business in a hurry.HTH,matto

[chriscarter]

It’s difficult to give specific advice without knowing more, but…..Barring some reason that I’m not privy to, the 3 year thing is very odd to me for a non-exclusive deal. Most non-exclusives have terms that run until either party terminates it, with the stipulation that any negotiations for a license that began prior to termination may run their course. This prevents you from “pulling the rug out” on a deal (and thereby denying the company their money) as well as preventing a situation whereby the company has to pull out of a deal in the middle (never a good thing for their reputation). I would ask them rather bluntly their exact reason for needing 3 years. There could be a legitimate reason. For example, if they are going to spend money creating a demo recording of the song, that would be a legitimate reason. Some companies also make compilations that they send out to potential licensees every 6 months so for logistical reasons they may require that the term last at least one cycle of the compilation; that would also be a legitimate reason. On the flip side, just wanting 3 years to give them adequate time to shop the song is pretty silly for a non-exclusive.

[guscave]

Jan 21, 2009, 7:12am, chriscarter wrote: On the flip side, just wanting 3 years to give them adequate time to shop the song is pretty silly for a non-exclusive.Actually this is pretty common. I have signed 2 deals with the terms only being 2 years. The reason was because the publisher did re-demo the song and placed it on a compilation CD. They felt that 2 years was enough time for them to to work the song and hopefully get a placement. After 2 years they really weren't going to work the song anymore, so they were willing to give the rights back to us.Also since the publishers is paying for the re-demo and will revert the rights back to you, there is usually no front money.

[slideboardouts]

Jan 21, 2009, 8:45am, guscave wrote:Jan 21, 2009, 7:12am, chriscarter wrote: On the flip side, just wanting 3 years to give them adequate time to shop the song is pretty silly for a non-exclusive.Actually this is pretty common. Agreed. 3 years seems to be fairly common with libraries. I'm currently working with 3 different libraries and all of them require 3 years or more.A few months ago, I had lunch with a composer who did some cues for one of the best libraries in the business. He said that he got no placements for like 2 years or so...and then all of the sudden his music was everywhere.It can take a while for libraries to place your music, so 3 years isn't too bad IMO. Its a very loooong term investment. Music you sign today will be your paycheck years down the road.-Steve

[barber]

Thanks kindly for all the responses.The majority saying that 2-3 years is pretty standard, but one reply saying they thought three years was an unnecessary requirement for a non-exclusive deal.I guess my issue is this - I have a publisher in London very interested in signing me up - i've known him a while and he is good blood. No advance, and it would be for a three year term. He would be shopping my music around, and submitting to non-exclusive arrangements like the one in question. But the one in question explcitly has as part of its condition that I not be signed exclusively to another publisher - this is despite the fact that this publisher's role would be exclusively to shop my material around to licensing contacts etc.Any views?Thanks in advance,Miranda x

[chriscarter]

Hi Barber,First to clarify: If you reread my second paragraph in my post above, I said that there are legitimate reasons for needing a song for an extended period of time (such as if they re-demo, if they need time for compilations to cycle, etc.). The other two posters did point out situations they’ve been in that required a few years – the first poster had the publisher re-demo their song and the second was using a library (a little different situation). I’m not saying three years is a bad non-exclusive, I’m just saying that there needs to be a legitimate reason.I can’t speak for anyone else, I can only speak for myself and my experiences with the plethora of deals that have been offered to me, the ones I’ve accepted, and the publishers I know. It could be that, for whatever reason, publishers tend to offer me more favorable deals or that they are more open to changes that I ask for.I’m a little confused by your scenario. As I understand it the following is what is happening:- You currently do not have a deal with any publisher- There is a publisher in London (called publisher “A”) who you know personally, but you do not have a deal with and you like him- Publisher “A” wants to sign you to a non-exclusive deal for three years with no advance and has not explained WHY he needs a three year term- Publisher “A” wants to either a) shop you to another publisher (called publisher “B”) or b) sub-publish with publisher “B” (there’s a BIG difference!!!!! So figure out which it is).- Publisher “B” would be a non-exclusive deal and has NOT asked for three years OR you don’t know the length of the term OR it would be a sub-publisher to publisher “A” (which??)

[allends]

Hi Miranda x,If I am reading you correctly, both of the companies who are interested in contracting with you are offering you 3-Year non-exclusive contracts:First Contract Offer:Quote:- they want my song on their roster for 3 years. It is a non-exclusive arrangement, 50:50, the usual thing, but is it standard to to impose a 3 year term?Quote:this publisher's role would be exclusively to shop my material around to licensing contacts etc.??????????????????Second Interested Publisher:Quote:I have a publisher in London very interested in signing me up - i've known him a while and he is good blood. No advance, and it would be for a three year term. He would be shopping my music around, and submitting to non-exclusive arrangements like the one in question.You made two statements about your First Contract Offer above that appear - to me - to be contradictory. My gut feeling is that you are distinguishing in your mind two levels of exclusivity 1) the contract itself with the company, and 2) the actual song placements by the company. I apologize if I misunderstand you, but I don't think it is correct to make this distinction. Based on what you are saying above, I would think that both companies are offering you similar non-exclusive deals with 3 year terms to shop your song to the market place.I personally take comfort in contract language that is clear regarding the length of the term of the agreement. Seeing "3 years" mentioned clearly in writing comforts me more than deters me. <just my opinion> Plus, remember Matto's good advice: the company wants to feel safe to invest their time and money to represent your song without you being able to say that you changed your mind before they had a real shot at finding a customer for it.I don't read anywhere in your explanations that anyone is asking for exclusive rights to anything regarding your song. Both parties seem to be interested only in the right to market your song for you without you stopping them for 3 years. It only makes sense that you cannot sign your song during that time to an opportunity that requires that they have exclusive rights to your song.So in the end I don't see a substantial difference between the two potential deals as you describe them, but I'm sure that my babbling above proves that I'm not an entertainment attorney! If I'm incorrect about either 1) what you are saying, or 2) my legal interpretations & information, then I'm sure you or someone will correct me. Cheers,Allen