TAXI.com

OK, I thought I'd spend some time sharing what I've learned over the past 6-7 years, looking at contracts and getting feedback from legal review.THIS IS NOT LEGAL ADVICE! DO NOT SIGN CONTRACTS WITHOUT REVIEW BY A GOOD ENTERTAINMENT ATTORNEY! When I get a publishing contract sent to me, some key points I look for are:Reversion ClauseMost of us know that we should not sign publishing contracts that do not have a reversion clause. When you sign a publishing contract, you assign ownership of your copyright to the publisher forever, except if the reversion clause kicks in. Typically, this clause says that if the publisher does not place your song within N months or years, all rights revert back to you. Commonly, the time is 2, 3, or 5 years. As a songwriter, it is good to keep this time down to 3 years or less, if possible, though with a more major publisher it may be worth going longer. Here's the rub: The language in the contract defining a placement can be weak. It might say something like, "if publisher causes a commercial sound recording to be made." Even the much-touted Songwriters Guild of America contract is weak here. You obviously do not want a small publisher to record your song on a basement label and say that qualifies. Additional language is needed to qualify what is an acceptable placement. You need to consult an attorney for the right language. For example, the clause might state [paraphrasing!!] that a song has to be released on a major label, a film with national/international distribution, and/or earn at least a minimum amount of money.Another thing to be careful about is does the clause require you as the writer to notify the publisher within 30 or 60 days of the end of the time period, in order to invoke the reversion? It should say that this is automatic. Most of us would never be able to remember to keep checking the calendar for the time to do this.Now, what if there are multiple songs on the same contract? Be careful that the wording clearly states that the placement of one of the songs, does not prevent reversion for the others. Changes to your SongSome contracts give broad powers to the publisher regarding changing your song, music and/or lyrics. For lyrics, it is best for the songwriter if changes are limited to language translations. Music is tricker, some contract use words like "not alter the fundamental character of the composition". Again, consult an attorney. A publisher might for good reason not want to limit too much his ability to make changes. What if he shows it to an artist and the artist loves it except wants a few changes? He wants to make the deal happen which is a good thing! I have successfully negotiated in the past, terms which state if they want changes, they first make the request to the songwriter and if within 30 days, the songwriter cannot turn-around the requested changes, they can make them. This all is part of consultation with an attorney and negotiation. The the more major the publisher, the less leeway you might have, but you should have more willingness to accept.Collection of Songwriter's Performance RoyaltiesYou should be able to collect the songwriter's share directly from your PRO. Some publishing contracts specify that the publisher collects that and pays you. Now, on a master/sync or music library agreement:Media usesContracts usually have pretty broad language giving permission to use your recording any way they want, on any and all media, currently used, or ever invented. Most of that is OK, but read carefully and think about if anything is mentioned that should be excluded. For example, film/TV soundtracks are commonly excluded, requiring separate negotiation. Is this clear in the contract? I was recently given a contract which excluded soundtracks, but CD-ROM was still listed as an allowable distribution media. What about Internet downloads (other than library promotion to potential end-users) of your track? Selling those is similar to distributing on CD when you think about what rights you want to give. This is where an entertainment attorney is worth every penny.Editing of your trackAgain, some contracts give very broad editing power. Discuss this with the party offering the contract. Often, some of these are not needed and you might limit this to that required for [paraphrasing] "synchronization and timed relation" to the video item. That is, they can edit what they need to, use partial segments, piece together segments, mix your vocals in and out, and do other things for making the music fit to the visual.TermMost master/sync contracts for film/TV specify the term as "in perpetuity", meaning forever. That is often OK and necessary, especially for major film and TV. However, if you sign a master/sync for a no-pay or low-pay indie film, you may want to see if you can bring that down to the 5-10 year range.Read "automatic renewal" language carefully. As with publishing reversion clauses, a contract automatically renewing if you don't notify the other party within 30 days of some date is not the best if you can avoid it.Credits and Cue SheetsWhere applicable:Make sure the contract spells out carefully how your credit will appear in the video (e.g. songwriter, performed by, publisher). Also, there should be some language that the other party will make reasonable efforts to get the cue sheets filled out correctly. Well, that's my brain dump for now. I welcome any corrections or comments from other experienced members of this forum and I hope this was helpful. And remember: (1) these are GUIDELINES, (2) this is not at all a comprehensive list and (3) and there are no hard and fast right answers. Negotiation and consultation with a good entertainment attorney are necessary. SOME ADDED NOTES AFTER FIRST POST:I don't have experience Work-For-Hire library deals whereby the library contracts you to write a piece, pays upfront money, and takes full ownership with no reversion. Those contracts are a whole 'nother ball game. There also may be contracts from the larger more established libraries that have terms much different than what I spoke about above. Some of the above may not apply! My post was targeted to the majority of songwriters and artists who generally deal with basic single-song publishing contracts, master/sync agreements for a single use, and many of the currently offered library/production house deals for new artists. Have a said it enough times? ... Consult a music attorney...I also edited the "Editing of your track" paragraph above under master/sync and library agreements.Special thanks to our own Matto for his input! Casey

that was amazing, thank you

That is very enlightening and helpful.... thanks for taking the time to share it...ArkJack

That was great info, Casey. Perfectly stated. I just copied that to my "Industry Info" folder...Thank you, sir!

Please note that I made some edits to my original post. Casey