Interband Agreement

BAND NAME Interband Agreement - 4 Pages Band Name Interband Agreement AGREEMENT made this ________ day of _____________, 2008, by and between: Ronny Bobby Ricky Mike 1. This contract serves to legally bind the above individuals (the “original members”) into a partnership, with intention to incorporate at a later date. The nature of the partnership is a musical group. This Agreement is entered into in the City of Newark and County of Essex, State of _____________ and is guided by and governed by the laws of that state. This Agreement supercedes all other agreements entered into by “original members” with other entities unless those copies of those previously signed agreements are presented to the partnership and kept on file before the signing of this Agreement. If such contracts exist, a PDF file shall be sent to the BAND@Yahoo.com email address and saved for purposes of time stamp evidence. If this action is not taken by any of the original members, this contract takes priority unless unanimously agreed otherwise by the partnership. 2. NAME AND LIKENESS: The name of the partnership will be Band Name. The name and likeness is owned by Sky Dietrich. In the event of some split between the original members, the name Band Name and its likenesses (including but not limited to logos) may continue to be used only by a group comprised of Sky Dietrich and at least one other of the original members. Whenever name or logo is used for the purpose of financial profit, Sky Dietrich will always receive an equal share of the profits with those in the partnership. 3. BAND COMMITTMENT: The “original members” agree to commit to the execution of the partnership’s short term goals (“project”) from the date of execution of this contract to June 30, 2008. During this term, each “Original Member” must be available and punctual for all events necessary to the completion of the “project”. This also means, “original members” agree to remain in the _____________ area of the United States or not leave this area for longer than a period of 3 days during recording or promotional tour schedules unless out of town business is instrumental in the execution of partnership’s “project” goals. After this date, providing no partner has breached this contract, if the below mentioned “project” has not been executed by the partnership, this 1 BAND NAME Interband Agreement - 4 Pages contract becomes void. The “Project” definition is: to secure investors, grow a fan base and book a national and/or international tour. The “project” includes the recording and “promotion” of the first band album. “ Promotion” includes performances, appearances, interviews, word of mouth and any other form of media that would assist in furthering the “project”. Partnership goals include all these goals but are not limited to what is listed in this agreement. This agreement serves the purpose of securing the time and financial investments of the partnership. Partners are permitted to play in other bands , however, partners may not include the other bands business during our partnership events and business. This would be a conflict of interest and possibly detrimental to the partnership promotional strategy. If complete execution of the partnership “project” is accomplished, involvement with other bands and/or entities shall remain secondary to this partnership. This means partnership tours, rehearsals, recording, appearances, etc shall remain priority over outside endeavors. 4. BAND CODE OF CONDUCT: a. Punctuality: Group members are required to show up to rehearsal on time and performances, at least 1 hour before show time at the venue. The penalty for tardiness is $5 for every 15 minutes for rehearsals and $1 per minute for show days. A scheduled recording session will count as a show. Partners who will be late must give at least 4 hours advance notice if they will not be able to meet a scheduled event on time. Acts of God, family emergencies, personal injury and vehicle accidents will exempt late partners from penalties. Those monies collected will go into a band savings. No withdrawals can be authorized without unanimous partnership vote. Withdrawals can only be made with the signature of Sky Dietrich and at least one other “original member”. Books will always be open for viewing by all partners. b. No Band Gossip to those outside the partnership. This includes background singers. This will cause tension within the partnership. In order to maintain loyalty, all issues, gripes, and disagreements and PMS moments must remain within the group until we work it out and are all smiling again. c. All solicitations made to band members by labels, promoters, bookers, potential managers, etc must be completely disclosed to other members and posted in our band email or notes. This way we can all be aware and instrumental in making IT happen. 5. CONTROL: Except where specifically noted otherwise in this contract, partnership business decision will be made by group vote Sky will have 2 votes, every other original member will have 1 vote, and the majority rules. 6. FIRING: Partnership members may be fired only after a group vote. In firing decisions Sky will have 2 votes, every other original member will have 1 vote, and the majority rules. Violation of the “BAND Code of Conduct” item “4c” can be grounds for immediate firing. 2 BAND NAME Interband Agreement - 4 Pages 7. HIRING: New partnership members may be hired only after a unanimous group vote. New partnership members will not be considered original members—their rights in and benefits from the partnership will be decided at the time of hiring. An addendum to this contract that outlines those rights and benefits must be written at the time of hiring. 8. QUITTING: After June 30, 2008, any partnership member is free to quit the partnership as long as they provide 30 days notice. This will allow time for the partnership to seek an adequate replacement. 9. DEATH OR DISABILTY: In the event that a group member dies, he or she will be treated as if he or she quit the partnership. In the event that a group member becomes disabled and is therefore unable to fulfill their role in the group, he or she will be treated as if he or she was fired from the partnership. 10. EX-PARTNERS: After a partner quits or is fired from the partnership, he or she is entitled to their continuing percentage (as outlined in this contract) of revenue generated from activities of the partnership in which he or she participated prior to leaving. He or she is entitled to 0% of revenue generated from activities of the partnership after his or her leaving. Buy-outs/Pay-outs: Unless specified otherwise in this contract, if a partner quits or is fired from the partnership he or she surrenders all rights to and benefits derived from the intangible assets of the partnership (including but not limited to the name and likenesses of the partnership, recording contracts, television shows, etc.). If a partner is fired or quits the partnership before June 30, 2008 or quits without at least 30 days notice after that date, that ex-partner will be liable to repay album recording, promotional and all other expenses paid by the financiers during execution of the project plus 25 percent. This amount must be paid immediately, as a lump sum at the time of premature termination. If a partner quits the partnership, he or she surrenders all rights to and benefits derived from the hard assets of the partnership. These hard assets include but are not limited to sound equipment, instruments, and cash. If a partner is fired from the partnership, he or she is entitled to his or her percentage of the current value of the hard assets of the partnership. These hard assets include but are not limited to sound equipment, instruments, and cash. The current value of these hard assets will be paid out by the partnership to the ex-member in lump sum at the time of firing, unless paying in lump sum would put the partnership in financial distress-- in which case, the partnership will pay out the current value of the tangible assets over the course of a reasonable period of time with interest on the unpaid balance included. This “reasonable period” will be determined at the time of the firing by balancing the needs of the fired member with the requirement that the partnership not fall into financial distress 3 BAND NAME Interband Agreement - 4 Pages at any period in time due to the schedule of the pay-outs. If partner is fired due to breach of contract, they are entitled to half of whatever percentages were previously and collectively agreed upon regarding writing, publishing and copyrights. If partner quits after the term of this agreement, he or she is entitled to whatever percentages were previously and collectively agreed upon. If partner quits before the term of this agreement, that partner forfeits all percentages previously and collectively agreed upon regarding writing, publishing and copyrights to those remaining in the partnership. 11. PERCENTAGES: Financial agreements will be made between “original members” through separate agreements. Sky Dietrich must always be made aware of, in detail, the budget and expenses incurred for execution of the project. This is important to maintaining a log which can be used to secure investors. 12. ALBUM PERCENTAGES: Splits for non-group revenue streams such as songwriting, publishing, royalties, etc, will be determined by partners in a separate agreement through use of publishing and copyright forms, etc. Before pressing, distribution and radio airplay, “original members” must come to agreement pertaining to this section. 13. MERCHANDISING: “Original Members” that contribute financially to merchandising costs will earn a percentage of the profits equal to the percentage he/she contributed to the costs. 14. EQUIPMENT: Each “Original Member” is responsible for their own instruments and equipment. There must be a unanimous decision among “original members” to purchase equipment as a group. 15. INTERBAND DISPUTES: If a dispute arises between “Original Members” and cannot be resolved within 2 weeks internally, then “Original Members” must allow 2 additional weeks to attempt outsider mediation. During this 4 week period, all parties agree to never let the situation interfere with the Band project. 16. TOURING: “Original Members” should meet to discuss all touring and gigs before the actual date. A plan will be made then in the event of prolonged touring to ensure all “Original Members” are in essence in the right place at the right time. Equipment checklists will be made and followed as well as set lists for shows. Members are responsible for things such as personal leaves from day jobs for touring etc. All Members will meet on specific days and times to discuss issues pertaining to the tour work. Band members will not leave the tour group unless they have let other parties know where they are going. This is only a protection for the band as a whole should an accident or other uncontrollable circumstance arise. 17. AMMENDING THE PARTNERSHIP AGREEMENT: 4 BAND NAME Interband Agreement - 4 Pages a. The terms of the partnership deal as outlined in this contract may be amended only by a group vote, with each original member having an equal vote and the majority rules. b. When and if the Band is signed to a label or any other organization that handles booking, distribution, etc than what is in place presently, then contract will need to be renegotiated to exact out new figures. c. Whether or not a record contract other major contract has been presented to the group, a new Band Agreement will be drawn between June 15, 2008 and June 30, 2008. Those terms will be based upon Band progress towards the “project” mentioned in section three. INTERNAL GROUP CONTRACT AGREED TO AND SIGNED: ____________________________ Ronny Date ____________________________ Bobby Date ____________________________ Ricky Date ____________________________ Mike Date ____________________________ WITNESS: Date 5