Newbie needs input from experienced members re: contracts

[BeatleManiac]

Hello Everybody!

Though I've been a Taxi member for 4 months, this is my 1st post in the forum.

My first 8 submissions were all returned (stylistically off-target); but 6 of my last 8 submissions were all forwarded. Now it's time for me to sign a contract with one of the Music Libraries. (The terms of this particular listing were: This company offers an EXCLUSIVE 50/50 deal, and an 80/20 split in the Writer's favor for any applicable download fees by clients from their Library!)

So this is an exciting new thing for me, but I need some input from those of you who have been doing this for awhile --- because this contract has some pretty alarming clauses in it. Please tell me if I am mis-interpreting the significance of these clauses; and these are just standard legalese clauses which don't mean what they seem to mean, and I can safely ignore the man behind the curtain.

:-0

(1) Clause 3:

The Publisher shall have the right to make and publish and to authorise others to make and publish new
adaptations orchestrations and arrangements of the Work(s) and new lyrics or translations in any language to the music of the Work(s) as the Publisher shall think fit. The entire copyright and all other rights whatsoever in such modifications and new matter shall be vested in the Publisher for the Term subject to the license herein.

(my interpretation) Clause 3 would seem to indicate that (the Music Library) has unlimited rights to compose/create new versions of my works, and such new versions will be considered to be new and unique works in which I will have no rights or interests, whatsoever.

(2) Clause 6(d):

The Writer(s) will not be entitled to sums received by the Publisher in respect of grouped synchronisation
license rights. This shall be defined as any synchronisation, blanket, annual or other fee payable by a client to the Publisher for the right to synchronise more than one composition. These Fees may vary. This does not include a client purchasing several tracks at once on an individual track fee basis, which shall be dealt with in accordance with clause 6(c).

(my interpretation) Clause 6(d) seems to indicate that there are circumstances in which my music may be sold or licensed without my receiving any compensation, whatsoever.

So this Music Library is waiting for me to return them the signed contract --- but I want to see what some of you folks think, first.

thanks!
Andy

[shorttonpro]

Hi Andy,

First off - congrats! That is a great forward rate and awesome that you already landed a contract.

I can't fully speak to your first point, but I interpret it is the library can make changes/edits/translations but it is still subject to your split agreements. I do think it is pretty unlikely in the first place that any library would go as far as to actually compose and create a derivative work from one of their composers pieces. As it is exclusive, they like to have their bases covered in regards to rights though.

As for the blanket license, this is fairly common these days. Basically a network/series tells the libraries that they will not pay any upfront sync fees for music, so libraries have to make a choice to either stay true to their values (that music must be paid for upfront) and not participate in any earnings, or allow the network/series unlimited access to their complete library/drives for a set fee yearly. The music supervisors then choose and use any piece of music their want, the library gets their money, but usually, the composers, unfortunately, do not get any of their upfront lump sum (as the accounting would be a nightmare).

However, please note in these sorts of deals you DO still receive your writer's share of performance royalties. So if the music is used in any sort of production based on a blanket license, you'll still collect on the backend royalties. There area few networks that actually don't even pay backend royalties though... It is certainly not ideal, but on the same token, your music has a better shot of being used and earning some than not earning at all this way. Depending on the show and network, the backend can be healthy. The download split 80/20 sounds quite favorable as well.

So overall, I think you're still off to a great start if do decide to sign with the library and start getting your foot in the door, some placements to claim, and keep building and singing your catalog.

[Cruciform]

(1) Clause 3:

The Publisher shall have the right to make and publish and to authorise others to make and publish new
adaptations orchestrations and arrangements of the Work(s) and new lyrics or translations in any language to the music of the Work(s) as the Publisher shall think fit. The entire copyright and all other rights whatsoever in such modifications and new matter shall be vested in the Publisher for the Term subject to the license herein.

(my interpretation) Clause 3 would seem to indicate that (the Music Library) has unlimited rights to compose/create new versions of my works, and such new versions will be considered to be new and unique works in which I will have no rights or interests, whatsoever.

The clause is common but it's rarely, rarely, rarely going to be invoked. The most likely (but still very rare) time this will be required is where a client wants a change to a track (say a new instrument added) and there is no time to have you do it, or they have not heard back from you and the client needs the change asap. But it shouldn't mean you have no rights. You should still have all writer rights as per the contract. However, it's worded badly so you may want to seek clarification on that point with them. It may only mean that they still retain all publishing rights in the modified/derivative work per their side of the contract.

(2) Clause 6(d):

The Writer(s) will not be entitled to sums received by the Publisher in respect of grouped synchronisation
license rights. This shall be defined as any synchronisation, blanket, annual or other fee payable by a client to the Publisher for the right to synchronise more than one composition. These Fees may vary. This does not include a client purchasing several tracks at once on an individual track fee basis, which shall be dealt with in accordance with clause 6(c).

(my interpretation) Clause 6(d) seems to indicate that there are circumstances in which my music may be sold or licensed without my receiving any compensation, whatsoever.

Yes, some libraries will offer blanket deals to clients and sadly, gratis deals (where the client pays nothing to access the catalogue).

There are libraries who share the blanket fees with their composers. It isn't that hard to work out a writer's pro rata contribution to a full catalogue and split the blanket accordingly. One library I'm with do the fairest thing of all and share the blankets based on cue usage. If your cues get used more, you receive a larger share, if your cues don't get used, you receive no share of the blanket.

It's your first deal. You'll have zero negotiating power sorry to say, so it will be a take it or leave it offer. But in 3-5 years you'll look back and have had hundreds more cues signed all over the place. It won't seem so critical then in the big scheme. So whether you take it or not, it's just one agreement in many, many to come. You're just starting out. Your best work is still ahead of you.

[BeatleManiac]

Thanks very much for the insight, guys! I have signed the contract.

I will look forward to seeing more posts from the experienced members willing to share their knowledge and wisdom regarding anything you think I should know related to the contracts and contractual relationships which Taxi members typically enter into.
Thanks again!
Andy