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This document sets forth the terms of an agreement between a recording artist and a record label where the record label agrees to sell and promote record(s) made by the artist. This document contains standard language, such as the royalties the record company agrees to pay to the artist, cost reimbursement, a copyright provision, and an optional AFRA clause. This document also provides opportunities for customization in order to fit the needs of the drafting parties.
This document sets forth the terms of an agreement between a recording artist and a record label where the record label agrees to sell and promote record(s) made by the artist. This document contains standard language, such as the royalties the record company agrees to pay to the artist, cost reimbursement, a copyright provision, and an optional AFRA clause. This document also provides opportunities for customization in order to fit the needs of the drafting parties. ARTIST RECORDING CONTRACT THIS ARTIST RECORDING CONTRACT (the "Agreement") executed and effective this _______ day of ___________, 20___ (the “Effective Date”), by and between ___________________, (the "Artist") and _________________________, (the "Company"). The Company and Artist hereinafter sometimes collectively referred to as the “Parties.” 1. EMPLOYMENT Company hereby engages and employs the Artist to provide exclusive services in connection with the production of sound recordings, as described on Exhibit A (the “Recording”), and Artist hereby accepts such engagement and agrees to perform such services to the best of his or her ability. 2. TERM This Agreement shall commence on the Effective Date and shall continue thereafter for a period of _________ ( ) years. The Company shall have the option to extend this Agreement for a period of ___________ ( ) years by giving notice in writing to Artist of its exercise of such option and its election to continue. Such notice shall be given not less than thirty (30) days prior to the expiration of this Agreement. Upon the giving of such notice this Agreement shall be continued and extended for such further period upon the same terms and conditions as set forth herein. 3. CONTRIBUTION BY ARTIST Artist agrees in good faith to: (a) fully cooperate with the Company in the production of the Recording; (b) arrange, direct and perform the songs in such a manner as to facilitate the production of the Recording; (c) perform at rehearsals and at recording sessions conducted by Company at such times and places as Company reasonably directs; (d) to record and re-record each selection until a commercially satisfactory master results, in Company's sole opinion. 4. ROYALTIES In full consideration of Artist’s performance of the terms, undertakings and provisions of this Agreement, and for all rights granted by Artist to Company hereunder, Company agrees to pay Royalties to the Artist. Royalties shall include any compensation received by Company, or promised to Company, which directly or indirectly results from the use, exploitation or existence of the Recording, or any reproduction thereof. Such Royalties shall be first applied to satisfy costs incurred and paid by Company. The remainder of such Royalties, if any, shall be allocated and distributed between Company and Artist, in the following proportion: __________________________________ ( %) Percent to Company __________________________________ ( %) Percent to Artist Royalties due Artist hereunder shall be paid by Company to Artist within fifteen working days from the Company's receipt thereof. 5. COSTS Company shall be responsible for advancing all costs incurred in the production of the Recording, including travel, hotel and meal expenses incurred by Artist in attending the recording sessions. Company may recover such expenses incurred pursuant to the production of recordings or the advancement of the Artist's career. Company's production, promotion, manufacturing and all other bona fide expenses relating to Artist are deemed recoupable from the Royalties received. 6. SCHEDULE The recording sessions necessary to produce the Recording shall occur at studios and facilities chosen by Company in _____________ (city) _________________ (State), commencing on ____________, 20___ and ending on ____________, 20___. 7. COMPLETION AND RELEASE The Recording shall be completed and prepared for release and distribution on or before ___________, 20____. Company and Artist acknowledge that time is of the essence in the completion of the Recording, and both Company and Artist agree to exercise all reasonable efforts to achieve such completion. 8. EXCLUSIVE Artist agrees that during the period of this Agreement Artist will record exclusively for Company. Artist will not perform for himself or for any other person, firm or corporation other than Company, in connection with or for the purpose of producing commercial sound recordings. Artist agrees that Artist will not license or authorize any person, firm or corporation to use the name, likeness or any other identification of Artist in connection with any sound recordings made in violation hereof. In the event of a breach of this covenant, the Company shall be entitled to an injunction to enforce same, in addition to any other remedies available to it. 9. GRANT OF RIGHTS In consideration of this Agreement, Artist hereby grants to Company and its subsidiaries and assigns the following: (a) Sole, exclusive, and perpetual right, directly or through authorized parties to manufacture, advertise, sell, lease, license or otherwise use or dispose of throughout the world or any part thereof [if territory is restricted to USA and Canada, this has to be replaced], or to refrain there from throughout the world or any part thereof, recordings, masters, tapes, etc., embodying the performances of the Artist; (b) Perpetual right to use, publish, and permit others to use and publish Artist's name, likeness, and biographical material for advertising and trade publicity purposes in connection with the Recordings made hereunder; (c) Sole, exclusive, and perpetual right to perform the Recordings publicly, or to permit performances thereof by means of radio broadcasting, or otherwise, and sole, exclusive, and perpetual right to sell or authorize the sale of individual recordings or performances of Artist on singles and in albums, which may contain recordings of performances of other artists. 10. NAME & LIKENESS The Company shall have the right to use and allow others to use Artist’s name, facsimile signature, and likeness and Artist's biographical material for advertising and promoting Artist's appearances. 11. COPYRIGHT All results and proceeds of Artist's services hereunder shall constitute a "work-made-for-hire" (as such term is defined in the United States Copyright Act of 1976). Company shall own the master and all the Recordings made hereunder, together with the performances embodied thereon and all copyrights therein and thereto, and all the results and proceeds of Artist's services hereunder throughout the universe in perpetuity, free of any and all claims by Artist or any person, corporation or other entity deriving any rights from Artist. 12. WARRANTY Artist represents and warrants that there are no agreements which prevent Artist from fulfilling all of the Artist's obligations hereunder, or which will impair the rights granted Company hereunder. Artist agrees that during the term of this Agreement, Artist will not enter into any contract or commitment in violation of or inconsistent with the terms of this Agreement or which may prevent or impair Company's full enjoyment of its rights to Artist's services, or of the right and privileges granted to Company by Artist hereunder. 13. UNIQUENESS Artist's performances hereunder, and the rights and privileges granted to Company by Artist hereunder, are of a special, unique, unusual, extraordinary, and intellectual character, which gives them a peculiar value, the loss of which cannot be reasonably or adequately compensated for in damages in an action at law and any default or breach by Artist of any of the provisions of this Agreement will cause Company irreparable injury and damage. Artist expressly agrees that Company will be entitled to injunctive and other equitable relief to prevent a breach of this Agreement or any portion thereof by Artist. Such relief shall be in addition to any other rights for damages or otherwise to prevent a breach of this Agreement or any portion thereof by Artist. 14. NON-CIRCUMVENTION Artist shall not interfere with the efforts of Company to distribute the Recording through one or more distribution companies or enter into any contract inconsistent with the rights of distribution assigned to Company hereunder. Artist shall not contact any such potential distribution company except through the offices of the Company. 15. DEFAULT In the event that either party believes that the other has materially breached any obligations under this Agreement, such party shall so notify the breaching party in writing. The breaching party shall have 30 days from the receipt of notice to cure the alleged breach and to notify the non-breaching party in writing that cure has been effected. If the breach is not cured within 30 days the non-breaching party shall have the right to terminate the Agreement without further notice. 16. FORCE MAJEURE Neither party is liable for failure to perform the party's obligations if such failure is as a result of acts of nature (including fire, flood, earthquake, storm, hurricane or other natural disaster), war, invasion, act of foreign enemies, hostilities (regardless of whether war is declared), civil war, rebellion, revolution, insurrection, military or usurped power or confiscation, terrorist activities, nationalization, government sanction, blockage, embargo, labor dispute, strike, lockout or interruption or failure of electricity or telephone service. Neither party is entitled to terminate this Agreement in such circumstances. 17. SURVIVAL All rights, titles, interest, of privileges to, or in connection with any of the results or proceeds of Artist's services hereunder and any material supplied by Artist hereunder, shall outlive, continue after, and are not affected by the expiration or termination of this Agreement. l8. NOTICES All notices, statements and or requests that either party to this Agreement desire to give to the other party hereto pursuant to the terms hereof, shall be mailed by certified or registered mail, postage prepaid, return receipt requested, to the address mentioned above or at such address as each of the Parties may designate in writing to the other from time to time. 19. ASSIGNMENT BY COMPANY Prior to completion of the Recording, the rights and obligations of the Company existing hereunder are personal and unique, and shall not be assigned without the prior written consent of Artist. Subsequent to the completion of the Recording, Company may assign its rights and obligations existing hereunder without the consent of Artist. 20. ASSIGNMENT BY ARTIST The rights and obligations of Artist existing hereunder are personal and unique, and shall not be assigned without prior written consent of Company. [The following applies only if Artist is a member of AFTRA on the day of execution of this Agreement.] 21. AFTRA Notwithstanding any provision in this Agreement to the contrary, it is specifically understood and agreed by the Parties hereto: (a) They are bound by all the terms and provisions of the AFTRA Code of Fair Practice for Phonograph Recordings. (b) That should there be any inconsistency between this Agreement and the said Code of Fair Practice, the said Code of Fair Practice shall prevail, but nothing in this provision shall affect terms, compensation and conditions provided in this Agreement which are more favorable to members of AFTRA then the terms, compensation and conditions provided for in said Code of Fair Practice. (c) If the term of this Agreement is of longer duration than the term of the said Code, then from and after the expiration date of the Code: (i) The provisions of this Agreement shall be deemed modified to conform to any agreements or modifications negotiated or agreed to in a renewal or extension of the Code; (ii) While no code is in effect, the existence of this Agreement shall not prevent the Artist, if then a member of AFTRA, from engaging in any strike or work stoppage without penalty by way of damage or other wise to the Artist. In the event Artist engages in such strike or stoppage, Company may suspend this Agreement for the duration of the strike or time equal to the length of such strike or stoppage, which option must be exercised by written notice given to the Artist within thirty (30) days after the end of the strike or stoppage. 22. RIGHT OF INSPECTION At any time during the term of this Agreement upon prior written notice to Company of at least seven (7) days, Artist or his/her designated representative shall be permitted unrestricted access to the books and records of Company which in any way pertain to Artist, for inspection and photocopying by Artist or Artist's designated representative. Such books and records shall include, but shall not be limited to, any documents or records which evidence the receipt or disbursements of Royalties. Company shall maintain such books and records at its principal office. 23. INTERPRETATION In this Agreement, whenever the context requires to confirm to the facts, the masculine gender includes the feminine and/or neuter, and the singular number includes the plural. 24. ENTIRE AGREEMENT This Agreement contains the entire agreement of the Parties hereto, and supersedes any prior written or oral agreements between them concerning the subject matter contained herein. There are no representations, agreements, arrangements, or understandings, oral or written, between and amount the Parties hereto, relating to the subject matter contained in this Agreement which are not fully expressed herein. It may not be changed orally but only by an instrument in writing signed by both the Parties. 25. GOVERNING LAW & DISPUTE RESOLUTION This Agreement shall be interpreted in accordance with the laws of the State of __________________. Any controversy or claim arising out of or in relation to this Agreement or the validity, construction or performance of this Agreement, or the breach thereof, shall be resolved by arbitration in accordance with the rules and procedures of the American Arbitration Association (AAA), before a single arbitrator. The Parties agree hereto that they will abide by and perform any award rendered in any arbitration conducted pursuant hereto, that any court having jurisdiction thereof may issue a judgment based upon such award. The arbitration award shall be final, binding and non-appealable. 26. SUCCESSORS AND ASSIGNS Subject to the restrictions against assignment as herein contained, this Agreement shall be binding upon and inure to the benefit of the Parties, their predecessors, assigns, successors in interest, personal representatives, their past and present attorneys, principals, employees, independent contractors, officers, directors, shareholders, parents, issue, subsidiaries, agents, servants, estates, heirs, administrators, executors, conservators, trustees, legatees, and other affiliated entities of each of the Parties hereto. 27. MODIFICATION, SEVERABILITY & WAIVER This Agreement may not be altered, modified, or changed in any manner except by a writing executed by the party against whom it is to be enforced. Waiver of the breach of any of the provisions of this Agreement shall not be deemed to be a waiver of any other breach of the same or any other provision of this Agreement. If any term, provision, covenant or condition of this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remainder of the provisions shall remain in full force and effect and shall in no way be affected, impaired or invalidated. 28. COUNTERPARTS This Agreement may be executed in any number of counterparts, each of which shall be deemed an original and all of which together shall be deemed to be one and the same instrument. All counterparts so executed shall constitute one agreement binding upon all Parties, notwithstanding that all Parties are signatory to the original or the same counterpart. The Parties may execute this Agreement by way of fax and/or electronic means and such signatures shall be treated as original signatures for all purposes. 29. ADVICE Artist and Company each declares that EACH HAS HAD THE OPPORTUNITY BEFORE SIGNING THIS CONTRACT TO READ THIS CONTRACT CAREFULLY AND TO DISCUSS THE EXACT PROVISIONS OF THIS CONTRACT WITH ADVISORS WHO UNDERSTAND THE RECORD INDUSTRY GENERALLY, AND THIS TYPE OF RECORDING CONTRACT SPECIFICALLY. IN WITNESS WHEREOF, the Parties have executed this Agreement the day and year as first above written. COMPANY: ________________________________ By: __________________________________ NAME OF AUTHORIZED PERSON TITLE OF AUTHORIZED PERSON ARTIST: ________________________________ ________________________________ NAME OF ARTIST SOCIAL SECURITY NUMBER Or FEDERAL ID. NUMBER EXHIBIT "A" RECORDING
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