I Represent The Artist. (a) I the artist accept and agree to provide my services exclusively to Major

Transcription

1 I Represent The Artist 1.Exclusive Services (a) I the artist accept and agree to provide my services exclusively to Major Record Company for the term of the contract. This includes both the Initial period and any applicable extensions and renewals Term (a) The duration of this agreement shall continue until the date of expiration which will be six months after the date of delivery, not the retail street date, which will be determined by the Major Record Company. The recording commitment consists of one studio album. The date of delivery needs to be agreed upon in writing. 2 (b) The option of an extension of this agreement is at your digression. If an option period is decided on, I shall need the final copy in print. I understand the requested minimum is five option periods; I request that the maximum be no more than six option periods. 3 (c) You the Record Company shall be in charge of all responsibilities requiring the options of expiration of the contract term. If you fail to exercise this on time, our contract will terminate automatically Recording Commitment And Delivery 1 Halloran, Mark. The Musician's Business and Legal Guide. 4th Edition P Halloran, Mark. The Musician's Business and Legal Guide. 4th Edition P Halloran, Mark. The Musician's Business and Legal Guide. 4th Edition P Halloran, Mark. The Musician's Business and Legal Guide. 4th Edition P.288

2 (a) I understand that you the Record Company require one album during each contract period, whether it be the initial period, or an option period. Following this, there will be no negotiations on the option of more than one studio album per period. 5 (b) I the artist wish to obtain control over the scheduling and coordination of all recording sessions during this agreement. Along with this, if an extension is needed in the recording process, it shall last no longer than three months past the original due date. This disables you the Record Company from having the right to terminate our contract abruptly if the set schedule is not met immediately. A period of three months is more than reasonable, and therefore should not be an issue Recording Procedure (a) I require creative control over all recording sessions. If you the Record Company have a producer in mind for the recording process, I require a meeting between both parties (you the Record Company and I the artist) prior to recording in order to reach a mutual agreement for the process. If we cannot agree on the given producer, we shall continue this process until an agreed upon producer is found. This will all be within reason between both parties. To keep you the Record Company satisfied with creative control in my hands, I will submit scheduled demos and budgets for your approval on my process in the studio. Any sideman work requested will need to be negotiated before the recording process. Any live performance requesting a sideman shall also be negotiated prior to the date of the 5 Halloran, Mark. The Musician's Business and Legal Guide. 4th Edition P Halloran, Mark. The Musician's Business and Legal Guide. 4th Edition P.289

3 given show. For both instances, a mutual agreement between both parties must be met before hand. 7 (b) The budget for this recording process shall be prepared through my manager and sent to you for mutual agreement. Any extra costs created by you the Record Company will not be my responsibility to handle; they will be sought out and handled by the Record Company. 8 (c) If cost exceeds the agreed upon budget, you the Record Company has permission to halt the recording process in order to fix this issue. If you wish to terminate the contract, I the artist must receive a warning letter before termination. The material being recorded must be technically satisfactory, rather than commercially satisfactory for the initial period of the contract. During any option periods, both parties must meet and agree on whether the up coming material must be technically satisfactory or commercially satisfactory. 9 (d) One company representative will have access to attend any and all recording sessions, on the basis that you the Record Company will be in charge of covering all costs that deal with this access (travel and accommodation costs.) These costs are non-recoupable. 10 (e) The use of nonstandard recordings to satisfy this agreement is strictly not permitted. If I wish to create a joint work, or any work with another artist on a different label, both you the Record Company and the other label involved must 7 Halloran, Mark. The Musician's Business and Legal Guide. 4th Edition P Halloran, Mark. The Musician's Business and Legal Guide. 4th Edition P Halloran, Mark. The Musician's Business and Legal Guide. 4th Edition P Halloran, Mark. The Musician's Business and Legal Guide. 4th Edition P.291

4 reach an agreement between the uses of a guest artist. There will be no specialized audiences applied to any album written during any given period Grant Of Rights (a) All rights concerning Recordings (synchronization rights dealing with video and or picture material,) All mechanical rights, along with album artwork are granted to you the Record Company from me the artist. The Record Company shall have the exclusive right throughout the Territory to all granted copyright material and to assign the Record Company s name as the author and owner of each works. This includes all copyrights as well. Any works deemed work for hire must be negotiated before being granted the rights to you the Record Company for the full duration of which the copyright law permits. This also includes ownership of all master recordings for only the initial period. All optional periods will be negotiated. 12 (b) Territory of any material concerning my name and likeness used for marketing must be created during the contract period, and requires my agreement for all promotion means. This includes photos. Autographs are excluded from this agreement. 13 (c) Any website created in my name shall be licensed to you the Record Company for the term of our contract, but will return the rights to me after the termination or end of the agreement Halloran, Mark. The Musician's Business and Legal Guide. 4th Edition P Halloran, Mark. The Musician's Business and Legal Guide. 4th Edition P Halloran, Mark. The Musician's Business and Legal Guide. 4th Edition P Halloran, Mark. The Musician's Business and Legal Guide. 4th Edition P.295

5 (d) All Internet exploitation other than previously stated is granted to Major Record Company. This involves all online streaming and downloading rights to the sound recordings. Major Record Company must also upload proper copyright protection for all material used online Marketing (a) All promotional activities must be covered at the Company s expense. For travel and accommodations, the Record Company will put a negotiated advance through an approved (through the Record Company and Artist) budget. There will be a limit on promotional interviews/ magazine interviews. 16 (b) I require consent for the initial marketing plan. I wish to restrict any licensing of the use of the master recordings as samples. 17 (c) Record Company must commercially release each album under this contract within 120 days following its delivery. If failed, I will have no more than 30 days to send a notice of failure and option to terminate the contract if not fixed within 90 days of receiving notice Advances & Recording Costs (a) For the term of this contract, advances will be made from the Record Company to the Artist by an all-inclusive recording fund. The entire amount of this fund is recoupable through strictly royalties payable to me, the Artist. Before any 15 Halloran, Mark. The Musician's Business and Legal Guide. 4th Edition P Halloran, Mark. The Musician's Business and Legal Guide. 4th Edition P Halloran, Mark. The Musician's Business and Legal Guide. 4th Edition P Halloran, Mark. The Musician's Business and Legal Guide. 4th Edition P

6 royalties are received, all advances given from Major Record Company must be paid back in full. 19 (b) For the initial term recording fund, a portion of this fund must be available for living expenses and personal expenses. This fixed amount will be paid monthly for X amount of months as a source of income to pay living expenses. 20 (c) In the case of a second album or option term, the recording fund will be calculated through the full period of pervious album sales, and that it be a good faith estimate on sales. The fraction used to calculate future funds will be ¾ of the previous record sales. The formula will also include pipeline royalties. The Major Record Company cannot use SoundScan to calculate future funds. 21 (d) Any unauthorized recording costs fabricated through Major Company s employees shall be deemed un-recoupable Producer Services (a) A letter of direction shall be sent to you the Major Record Company instructing you to pay the given producer(s) on my (the artist) behalf. 23 (b) The producer shall be paid a service fee (advance) for producing the master recordings. This fee is fully recoupable and will be recouped through producer royalties. These fees shall be paid in two parts: half for their services and the other half after the completion of the record Halloran, Mark. The Musician's Business and Legal Guide. 4th Edition P Halloran, Mark. The Musician's Business and Legal Guide. 4th Edition P Halloran, Mark. The Musician's Business and Legal Guide. 4th Edition P Halloran, Mark. The Musician's Business and Legal Guide. 4th Edition P Halloran, Mark. The Musician's Business and Legal Guide. 4th Edition P Halloran, Mark. The Musician's Business and Legal Guide. 4th Edition P

7 (c) Producer royalty rate will be 3% of the base price. Payment will occur only after all advances are recouped. It will be recouped at the net artists rate Royalties (a) Artist royalties will be paid through wholesale-based methodology. The royalty rate shall be a 14% deal and has the option of increase over the course of the contract. This will be based on the release of 500,000 royalty-bearing units (albums etc.) 26 (b) Foreign royalty rate will be based on the specific location, but on average will hold a 70% rate of the U.S. rate. 27 (c) 66% of wholesale price will be applied to government and educational products, a mid price increase of 75% and 95% for compilation records (if produced in the future.) There will be no limit on the artist s share of net receipts especially when dealing with licensing the material for synchronization uses. 28 (d) The royalty rate for subscription revenue will be split between net receipts. 29 (e) Reduction of royalties for developing and emerging technologies will only be held at 10%. After the initial term, a new percentage will be determined based on success of previous term(s) Halloran, Mark. The Musician's Business and Legal Guide. 4th Edition P Halloran, Mark. The Musician's Business and Legal Guide. 4th Edition P Halloran, Mark. The Musician's Business and Legal Guide. 4th Edition P Halloran, Mark. The Musician's Business and Legal Guide. 4th Edition P Halloran, Mark. The Musician's Business and Legal Guide. 4th Edition P Halloran, Mark. The Musician's Business and Legal Guide. 4th Edition P.313

8 (f) If Major Record Company continues to sell records created during this contract after the songs are put into the public domain, I demand a continuation of royalty revenue even after the material has exceeded the copyright term. 31 (g) Mechanical royalty payments may be cross-collateralized between the Record Company and the decided upon publisher. 32 (h) If a sideman is used in either the recording process or live performances, proper royalties will be assigned according to the job performed. 10. Statements and Payments (a) Major Record Company may use cross-collateralization in order to recoup any advances that are due. The cross-collateralization is limited to the recordings made solely under this agreement. 33 (b) Any other agreement concerning cross-collateralization and Major Record Company (possible third party business) may be negotiated Licenses For Musical Compositions (a) Full statutory rate (9.1 cents) will be paid, along with the new rate that is to be determined in the following year (2013.) I require the effective date for licensing to follow each manufactured record considered a controlled composition Halloran, Mark. The Musician's Business and Legal Guide. 4th Edition P Halloran, Mark. The Musician's Business and Legal Guide. 4th Edition P Halloran, Mark. The Musician's Business and Legal Guide. 4th Edition P Halloran, Mark. The Musician's Business and Legal Guide. 4th Edition P.320

9 (b) A 10-song royalty cap will be issued for the initial period. For any option period, this royalty cap will be re-negotiated. 36 (c) Any compositions on the record not written by me the artist; I request a mechanical protection clause. No exclusion of mechanical royalties for any tracks considered hidden tracks. 37 (d) Any songs that are not considered controlled compositions must obtain a license by the Record Company. 38 (e) 8 cents per composition publishing royalty rate for any video production dealing with the record will be assigned accordingly (after full recoupment.) Merchandising (a) I the artist will remain free to enter into other merchandising contracts with third-party companies without subjection. Even if an agreement is made between both you the Record Company and I the artist, I request the freedom to (if available) negotiate other contracts concerning merchandise with other third-party companies. 40 This concludes the contents of our agreement, Thank you for your time. Artist Signature: Major Record Company Signature: Benjamin Capogrossi 112 Macduff Hall SUNY Oneonta Oneonta, NY Halloran, Mark. The Musician's Business and Legal Guide. 4th Edition P Halloran, Mark. The Musician's Business and Legal Guide. 4th Edition P Halloran, Mark. The Musician's Business and Legal Guide. 4th Edition P Halloran, Mark. The Musician's Business and Legal Guide. 4th Edition P Halloran, Mark. The Musician's Business and Legal Guide. 4th Edition P

10 Deal Memo #2 Record Company/Artist Ben Capogrossi Music 388 5/7/12