#1
I read a previous topic after doing a quick search about band agreements and since my situation differs slightly from the OP's of that thread, I figured I might as well get a second opinion of sorts.

I know Intra-Band Agreements are a touchy subject for most musicians and judging from the responses in previous topics, most people don't really understand them. I've done a lot of research myself after speaking to someone at Musician's Institute in LA a few years ago and being advised to make one after this admissions counselor heard my situation. It's been 2 years since then and I believe the time is growing near when the foundation of one should be laid. After all, the days of labels taking advantage of musicians who didn't know their rights is coming to an end and bands falling apart because they didn't want to be businessmen isn't really a valid excuse anymore.

I started my band in high school with a friend of mine who played guitar. We had been in several bands before, mostly cover bands and non-serious original bands and decided we wanted to create a band and write music that meant something. We started writing songs in his living room, enlisted a friend to play bass, and got two of our other friends to play guitar and drums. My friend and I remained the main creative force behind the band: I wrote the lyrics and vocal melodies, and we co-wrote the guitar parts together. We played shows for a few months, recorded some demos, and began booking a summer tour when half the band freaked out and quit because things were getting too serious. Left to pick up the pieces, we had various friends come in and out of the band over the next year to play shows and record. Long story short, we graduated, and being the only one who was really serious about doing whatever it took to make things happen I continued things on my own.

Long story short, I re-wrote most of the songs and wrote more songs becoming the main creative force behind the band. Since then I've brought new musicians who are much more skilled and share the same vision as I do, and are willing to put much more into the band than anyone else I've met before. We are in the process of recording an EP and are re-tracking all the songs on the original demo I recorded myself.

I have a good friend who's managed bands for years who has taken on a managerial role for the band. As of now, we are a three piece (lacking a permanent drummer) and are in the process of mixing and mastering our first single set for release later this month through iTunes and Amazon. He's encouraged me to start thinking about setting up an Intra-Band Agreement before we start working on new material where the other members will be more involved (up until this point all the songs we've recorded I have written the vocals, guitars, and drums myself with them contributing bass and guitar parts here and there) to define who is the 'songwriter(s)' and who will receive songwriting credits, at the very least, as well as other concerns. I write all the lyrics, vocals, and the core of the guitar parts myself because that's just how I'm comfortable working in this particular band.

I've done a lot of research and I can't seem to get a definitive answer on what defines 'songwriting.' I know lyrics and melody can only be copyrighted and chord progressions, and even riffs to some extent, cannot. I am a strong believer in what constitutes a song is the vocal melody and lyrics because if you were to take everything else away, that's really the essence of the song. That's not to downplay the other instruments or musicians, but that's more of an arrangement than anything in my opinion and the opinions of others. I know there are many conflicting opinions online in that a song is vocal melody, lyrics, and chords, or that is a collaborative effort where everyone deserves equal credit.

I want to make it clear as many people seemed offended by previous threads, that I am not interested in creating an intra-band agreement because I want money, or I'm selfish, or I don't value my fellow bandmates. I'm doing it because I know the reality of what I've already experienced with members coming in and out and not putting in the real work that it takes to make it in a band and as a musician, and want to protect my work and future work. I don't care very much about the money, because chances are you won't be making much of it, but I don't feel that if someone didn't contribute to the core of a song and down the road decides to leave or quit that they should continue to be compensated with royalties for something they are no longer contributing to. You don't get paid after you quit your job, so why should it be any different if the bass player leaves the band? It doesn't make sense to me.

I've read about a specific clause that some bands where there are one or two songwriters in the band include in their intra-band agreement that I think would be perfect for the situation I'm in. The songwriter temporarily divides his songwriting copyright equally amongst his band mates so long as they remain an active part of the band. This means, instead of dividing it equally right off the bat by saying each member contributed to the song equally and then having a band member leave, retaining their say, 25% in a four piece band, and then quitting the band leaving the other 3 to bring a new member in and then having to divide their collective 75% share 3 ways thus diluting their shares; once someone leaves the band they relinquish all rights to the songs (if you wrote the lyrics and vocal melody, then of course you keep your share, but that's not the case in my band). It also encourages band members to remain part of the band. I know bands like 30 Seconds to Mars, Motionless in White, and even Nirvana to some extent have similar if not the same agreements.

So I might as well get to the point of this long ass thread which no one has probably bothered to read (I wouldn't blame you ). Do you think that as the main songwriter in the band and the main creative force behind the band that a temporary split of the songwriting copyright is the best way to go or is there another alternative that I'm not aware of? I'm well aware that this could be taken an entirely different way and may make my bandmates feel that they aren't appreciated and vital to the band, which they very much are. But, people change, life happens, and members move on. I however, am determined to never give up and as much as I'd like to believe my bandmates share my drive and determination, I'm not willing to bet the future of my band and music on it. It doesn't mean I don't respect them as musicians or people, I just know the reality of what I'm walking into.

Any comments, suggestions, and advice is much appreciated.
Last edited by Elemintz at Jan 15, 2012,
#2
Wow, that's a whole lot of words for a simple question:

- How do I divide up copyright?

The answer is, technically as you've written the melody and lyrics of the song, you are entitled to 100% copyright. The copyright can also be shared between the band.


It's really up to you if you want to share royalties. Personally I'd be more concerned about coming to an agreement over album sales, rather than licencing.

But even then I'd be more worried about getting a drummer.
And no, Guitar Hero will not help. Even on expert. Really.
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#3
Quote by AlanHB
Wow, that's a whole lot of words for a simple question:

- How do I divide up copyright?

The answer is, technically as you've written the melody and lyrics of the song, you are entitled to 100% copyright. The copyright can also be shared between the band.


It's really up to you if you want to share royalties. Personally I'd be more concerned about coming to an agreement over album sales, rather than licencing.

But even then I'd be more worried about getting a drummer.


Yeah, it was a very simple question but after reading the other topics and how people reacted in the comments, I figured I should explain my situation so people don't think I'm an arrogant ass hole haha.

One thing you said, melody and lyrics, which I feel hasn't been clearly defined. By melody, you mean the vocal melody, correct? Not the chords/riffs, correct?

What do you mean by an agreement over album sales?
#5
Quote by Elemintz
One thing you said, melody and lyrics, which I feel hasn't been clearly defined. By melody, you mean the vocal melody, correct? Not the chords/riffs, correct?


Technically speaking, the vocal line (in most songs) is the melody. However you can argue that a riff also forms an integral part of the melody. Axemanchris and I disagree on this point.

If you really wanted to know how the law stands on this point, the foremost precident is the Whiter Shade of Pale case....and boy is it an odd one. Basically the session pianist seeks songwriting entitlements some 20 years later. Add in a judge who's a massive fan of the song and you come out with one of the strangest judgements in history. At one point the original songwriter performs the song in court as he originally wrote it for the purposes of "evidence"


Quote by Elemintz
What do you mean by an agreement over album sales?


Well this is the interesting one. Say I write a song, and I put it together with the band. The recording of this song costs $500 all up. Everyone pays $125 each to record the song. How do you split up the cash? Well logic would follow that the money is split up evenly right? What about licensing? Should you be the only one then who gets the cash?

The above is a simple and extremely common dilemma - the rights in relation to the actual recording and physical CD vs copyright entitlements.

The options can be:


Copyright


One of the following:

1. Credit one or two people with the music and lyrics copyright eg. Lennon/McCartney. Lennon and McArtney get 50% each.

2. Credit the entire band with the music and lyrics eg. Music and lyrics by The Beatles. (with a proviso that The Beatles are x, y , z ,a) Band gets 25% each.

3. Credit separate people with music and lyrics eg. Lyrics by Lennon, music by McArtney 50% each.

4. Credit one person with both music and lyrics, but also share with the rest of the band. eg. Lyrics by Lennon, Music by the Beatles (including Lennon) Lennon gets 50% + 12.5% = 62.5%, rest of band gets 12.5% each.

But that's copyright of the song - not the actual recording of it. Separate things dude.

Recording Entitlements

So you have another agreement, relating to albums sales/entitlement to recording. In some cases there's also "performer's royalties", which often come in around 5% tops.


1. Divide up everything evenly. You sell a CD for $10 - everyone gets $2.50.

2. Assign percentages. You sell a CD for $10. You get $5 - everyone else gets $1.66.

3. Pay the other guys a flat fee to forfeit the rights to all future profits. This is usually the way it goes for session musos. They show up, play the part, and you pay them $100 for doing it, and you keep all profits after then.


Most amateur bands will just go with option 1 - everything equal. This is employed simply to avoid any conflicts, and to recognise each person's commitment to the album. In other cases there's just an uncomfortable feeling in relation to the mechanical nature of it. In Scar Tissue Anthony Kiedis described a situation where he was asked by a lawyer how they wanted to split up the copyright, and he was dumbfounded that they'd ever not split it equally. He couldn't understand because he drew inspiration for the lyrics/melody from the music already, and that it wouldn't exist were it not for the music. It proposes an interesting chicken-egg scenario in relation to where the melody actually came from. However the law doesn't recognise where ideas come from (inspiration). If it did, well the scenarios would be endless.

There's other quirks of course.

Axl Rose came to his band mates while they were wasted after a gig and said he's breaking up the band, but he was forming a new company called Guns n Roses and he wanted to employ them. A couple of confusing signatures later and Axl is left with 100% of the royalties.

An out of work mandolin player was called up to do a job, for roughly $10 and some beer. He plays his part on the spot, gets his $10 and beer and leaves. Roughly 30 years later he attempts to score songwriting royalties to that song Maggie May (Rod Stewart) on the basis he created an integral part of the song. The court recognised that whilst it was an integral part of the song, he accepted $10 and some beer for any songwriting royalties that he was entitled to.

There was an argument over performers royalties in relation to the first two Ozzy albums - Blizzard of Ozz and Diary of a Madman. The drummer and bassist wanted their cut. The record company solves this problem by re-releasing the album with two new session guys playing the parts instead. Problem "solved".
And no, Guitar Hero will not help. Even on expert. Really.
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#6
Quote by AlanHB
Technically speaking, the vocal line (in most songs) is the melody. However you can argue that a riff also forms an integral part of the melody. Axemanchris and I disagree on this point.


Whether we disagree or not here, though, is pretty moot. Ultimately, it would be a judge that decides, and it would surely be on a case-by-case basis.

In regards to the original question, I have a few thoughts:

1. As it is, the other members, unless they contribute to the melody or lyrics of the song, are entitled to nothing. You are offering them something, which is more than nothing, so this is how you present it. In the end, they benefit from your generosity and good will. If they disagree, they need to know what they are insisting upon.

2. Call it semantics, but this is significant. When you offer a percentage of copyright, you are, effectively, offering a percentage of the control of the work. This means that they can effectively outnumber you and make decisions about the use of your music against your wishes. What you might want to consider instead is a percentage of royalties. These are the fees that are paid when a song gets used in broadcast (performance royalties), or when someone else covers your song (mechanical royalties).

3. What about sales? When you sell a CD, or even a single song, you have to decide where that money is going to go. As an independent band, you are your own publisher and distributor, so basically, you get all the money. There's no splitting it like in a record contract.

4. Consider each person's role in the band. Are they employees? Then they own nothing. They get paid. Are they part owners / co-owners? Then they own the business of the band. However, just because four people are co-owners of a band does NOT mean they co-own each asset equally. The drummer does not own your guitar. The guitar belongs to you. The bass player does not own your song. It belongs to you too. However, any asset owned by the band is owned equally among you in this case. If you split OWNERSHIP of the songs, then when one of them splits, you have to buy them out for their share, or allow them to keep a portion of the band's assets!

Simple example... four people in a band buy a PA system for $1000. It is agreed not in writing, but in practice, that the four people are equal owners of the band business. The PA is bought with band money - money that was made equally among the four owners - and belongs therefore equally to the owners of the band. The singer quits. Your options are to either give him his share of the PA in cash ($250), OR, allow him to take 25% of the PA, OR come to an agreement in lieu of that. Maybe he walks away with the vocal processor and a couple of mics instead of depriving you of a bass bin and a crossover that he'll never use and that will otherwise cripple your PA.

As soon as you start mucking with OWNERSHIP of things, it gets messy.

CT
Could I get some more talent in the monitors, please?

I know it sounds crazy, but try to learn to inhale your voice. www.thebelcantotechnique.com

Chris is the king of relating music things to other objects in real life.
#7
Quote by axemanchris
Whether we disagree or not here, though, is pretty moot. Ultimately, it would be a judge that decides, and it would surely be on a case-by-case basis.

In regards to the original question, I have a few thoughts:

1. As it is, the other members, unless they contribute to the melody or lyrics of the song, are entitled to nothing. You are offering them something, which is more than nothing, so this is how you present it. In the end, they benefit from your generosity and good will. If they disagree, they need to know what they are insisting upon.

2. Call it semantics, but this is significant. When you offer a percentage of copyright, you are, effectively, offering a percentage of the control of the work. This means that they can effectively outnumber you and make decisions about the use of your music against your wishes. What you might want to consider instead is a percentage of royalties. These are the fees that are paid when a song gets used in broadcast (performance royalties), or when someone else covers your song (mechanical royalties).

3. What about sales? When you sell a CD, or even a single song, you have to decide where that money is going to go. As an independent band, you are your own publisher and distributor, so basically, you get all the money. There's no splitting it like in a record contract.

4. Consider each person's role in the band. Are they employees? Then they own nothing. They get paid. Are they part owners / co-owners? Then they own the business of the band. However, just because four people are co-owners of a band does NOT mean they co-own each asset equally. The drummer does not own your guitar. The guitar belongs to you. The bass player does not own your song. It belongs to you too. However, any asset owned by the band is owned equally among you in this case. If you split OWNERSHIP of the songs, then when one of them splits, you have to buy them out for their share, or allow them to keep a portion of the band's assets!

Simple example... four people in a band buy a PA system for $1000. It is agreed not in writing, but in practice, that the four people are equal owners of the band business. The PA is bought with band money - money that was made equally among the four owners - and belongs therefore equally to the owners of the band. The singer quits. Your options are to either give him his share of the PA in cash ($250), OR, allow him to take 25% of the PA, OR come to an agreement in lieu of that. Maybe he walks away with the vocal processor and a couple of mics instead of depriving you of a bass bin and a crossover that he'll never use and that will otherwise cripple your PA.

As soon as you start mucking with OWNERSHIP of things, it gets messy.

CT


Thanks for your post axeman. You cleared up A LOT.

In response to your points:

1. I don't expect them to challenge me on my wish to be sole copyright owner of the first 4 songs on our EP (which I wrote and recorded myself previously, and registered under my name with the U.S. Copyright Office). However, we have agreed to write one new song for this EP. By write, I mean that I will still write the vocals and lyrics (that's a given for all our songs. I am the sole writer of lyrics and vocal melody). I expect that since they will not be playing parts previously written in their entirety (although I do usually write the main guitar parts and chords and vocals and then bring it to the band to write bass or add any guitars they may want) that they will feel more entitled and this could cause some issues. I don't want them to feel like 'hired guns' per se or 'touring musicians' but I don't want them to think just because I didn't write the original bass line, that it automatically means they can have 25% of the copyright ownership. I'm expecting the worst (as I usually do with musicians, hate to say it) which is why I want to get this settled before even working with them in that regard so there is no question where things stand.

2. I see...I did not know that. So in my situation where I wrote the lyrics and melody, the smart way would be to divide the royalties equally...not the copyright, correct? Is that a permanent situation or can there be a clause that they lose rights to royalties when they leave the band?

3. There's a verbal agreement present that since we are a new band and don't expect to receive much money, we will be putting all the profits in a bank account with interest until it reaches a sizable amount and then use it for band equipment (PA, gas money, mics, etc.).

4. That makes a lot of sense. I'd say they would be partners in the band, but I'm the "bandleader" who has the ultimate say in what happens.

I was speaking with someone today and they claimed that all band members who played on the recording are entitled to monies from the recordings they played on, even the bass player. This person didn't seem very informed, but if they are not the songwriter (melody and lyrics) then what, if anything, are they entitled to from the recordings?
#8
Quote by Elemintz
This person didn't seem very informed, but if they are not the songwriter (melody and lyrics) then what, if anything, are they entitled to from the recordings?


- Performers royalties
- If they contributed financially to the recording, ownership of that recording (consider a producers role)
And no, Guitar Hero will not help. Even on expert. Really.
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#9
Performers' Royalties - from what I can tell is a relatively new idea, and applies similar to writers' royalties paid by Performance Rights Organizations, which apply when your music is "performed" by another person or entity. (I put "performed" in quotes, as the legal definition of a performance includes the playing of a recording of the song on the radio, etc.)

It does not seem to apply for sales (which are entirely separate agreements, usually between the artists, publishers and record company, or in the case of independent bands, between the band members), and strangely enough, does not seem to apply in the USA.

http://musiciansrights.ca/about/faq

http://www.ppluk.com/I-Make-Music/Why-Should-I-Become-A-Member/Performers/Is-my-performance-eligible-for-royalties/

CT
Could I get some more talent in the monitors, please?

I know it sounds crazy, but try to learn to inhale your voice. www.thebelcantotechnique.com

Chris is the king of relating music things to other objects in real life.
#10
Quote by axemanchris
Performers' Royalties - from what I can tell is a relatively new idea, and applies similar to writers' royalties paid by Performance Rights Organizations, which apply when your music is "performed" by another person or entity. (I put "performed" in quotes, as the legal definition of a performance includes the playing of a recording of the song on the radio, etc.)


Riddle me this.

If axemanchris writes all the songs on an album, and AlanHB plays the guitar on that album, and an agreement is made in relation to royalties (say AlanHB gets 5% of the sales/licencing income), how would this amount be characterised?

It's something I ponder over, especially when considering the awesome Phil Collins vs Earth Wind Fire case http://www.ucc.ie/law/restitution/archive/englcases/collins.htm ; or the income of "royalties" that Australian/American idol winners receive.

As far as I know, they don't come into play "usually" because the performer gets paid a flat rate, and it's stipulated that they are forfeiting their rights to royalties in favor of that flat rate. However, if no agreement is made, I "think" the performer is entitled to something, usually something so low that it's not worth taking to court.
And no, Guitar Hero will not help. Even on expert. Really.
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#11
Quote by axemanchris
Performers' Royalties - from what I can tell is a relatively new idea, and applies similar to writers' royalties paid by Performance Rights Organizations, which apply when your music is "performed" by another person or entity. (I put "performed" in quotes, as the legal definition of a performance includes the playing of a recording of the song on the radio, etc.)

It does not seem to apply for sales (which are entirely separate agreements, usually between the artists, publishers and record company, or in the case of independent bands, between the band members), and strangely enough, does not seem to apply in the USA.

http://musiciansrights.ca/about/faq

http://www.ppluk.com/I-Make-Music/Why-Should-I-Become-A-Member/Performers/Is-my-performance-eligible-for-royalties/

CT


I see, very interesting. So even if they played guitar on the recording, but did not write the lyrics or melody in all technical terms they are entitled to nothing. It's up to the songwriter whether they want to split royalties with whoever played on that recording or is in the band then I'd assume?

I've seen a lot of sites that allegedly allow you to "create your on intra-band agreement/band partnership agreement" but from what you said Chris, and what Alan and others have said, it's much more complicated than one would think and a cookie cutter one size-fits-all fill in agreement wouldn't be appropriate...at least not for my situation I'd imagine? Would my best bet be to consult an entertainment lawyer before releasing a single on iTunes?

Thanks so much for all the feedback, I appreciate it.
#12
Quote by AlanHB
Riddle me this.

If axemanchris writes all the songs on an album, and AlanHB plays the guitar on that album, and an agreement is made in relation to royalties (say AlanHB gets 5% of the sales/licencing income), how would this amount be characterised?


Not exactly sure what you mean by "characterised" but....

Performance royalties and mechanical royalties:

I would need to register my songs with the performing rights organization and the mechanical rights association as me being 95% and you 5%. I would, in effect, be trading five percent of the ownership of the song as payment for your performance.

Sales:

Do you trust me? If yes, I would track all album sales and periodically give you money representing 5% of those sales. If no, we would get a third-party auditor to do it.

Now, if we were signed, our agreement would be pending an agreement with the record company. The record company might consent to it, but not likely. If it costs either them or us money on an on-going basis, they may well balk and get someone else to play under a different agreement.

.... of this, as I understand it.

Quote by AlanHB

It's something I ponder over, especially when considering the awesome Phil Collins vs Earth Wind Fire case http://www.ucc.ie/law/restitution/archive/englcases/collins.htm ; or the income of "royalties" that Australian/American idol winners receive.

As far as I know, they don't come into play "usually" because the performer gets paid a flat rate, and it's stipulated that they are forfeiting their rights to royalties in favor of that flat rate. However, if no agreement is made, I "think" the performer is entitled to something, usually something so low that it's not worth taking to court.


I'll have to read the article later, but as I understand it, you are EITHER paid OR entitled to royalties, but this is all negotiable. You *could* negotiate both... but both parties would need to agree to it.

CT
Could I get some more talent in the monitors, please?

I know it sounds crazy, but try to learn to inhale your voice. www.thebelcantotechnique.com

Chris is the king of relating music things to other objects in real life.
#13
I think both our views sound reasonable. It would be super handy to have a qualified person to make a determination though

Quote by axemanchris
I'll have to read the article later, but as I understand it, you are EITHER paid OR entitled to royalties, but this is all negotiable. You *could* negotiate both... but both parties would need to agree to it.


Oh that link went to one of my favourite music cases! Not really IP though. It's actually in the area of restitution (mistaken payment).

See Phil Collins had this big world tour, and had a pretty large band going around with him. Two (or three, been a while since I read it) of the members of this band were formerly from Earth, Wind and Fire.

On this tour they recorded one of the concerts, and this was sold as a CD. It was a really popular CD. Although the songs were all written by Phil, the Earth, Wind, Fire guys received royalties from the CD on a song-by-song basis with reference to which songs they performed on. That's basically the setup for the case, and one that gets me wondering about "performer's royalties".

As for the rest of the case it's great. See these musicians didn't perform on every track, more like on 7 of the 12 tracks (again specifics escape me). However through some sort of technical mixup, they received royalties for all 12 tracks, and this error wasn't discovered until much later, around 10 years later. Upon discovering this error, Phil Collins seeks the royalties back, namely for those 5 songs x 10 years. A lot of cash.

One problem though, the Earth dudes can't pay it back, they're practically broke. Off it goes to court. It turns out that the vast majority of the money was spent already. Usually this isn't too much of a problem, for example if you spent the money on a house (or part thereof), the claimant can seek into the value of the house, but some link has to be shown.

They traced the cash, and it pretty much all went into drugs, gambling and women. Not something that you can seek into. So whilst Phil Collins was entitled to that specific cash, it had effectively evaporated into nothing and he couldn't recoup his losses.

It's the precident for what's now referred to as "enhanced living expenses". Great phrase! Nothing to do with this thread though.
And no, Guitar Hero will not help. Even on expert. Really.
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#14
LOL @ "enhanced living expenses."

CT
Could I get some more talent in the monitors, please?

I know it sounds crazy, but try to learn to inhale your voice. www.thebelcantotechnique.com

Chris is the king of relating music things to other objects in real life.
#15
I spoke to a very experienced intellectual property professor briefly and he is referring me to a lawyer. From what he said, it's a large gray area but he definitely thinks I need to not only get past members who may have contributed to the guitar to sign a contract, but also my current band before I put anything on iTunes.

I'm really concerned about how to even approach this whole thing. I'm hoping this lawyer can help me make the process a bit smoother but I'm not sure how eloquently I can word "I need you to sign this agreeing you are not part of the band and not entitled to any royalties from this song and won't sue me." The current band members is a whole other thing...

Has anyone been in a similar situation who could offer some advice from their experience?
#16
I spoke to a very experienced intellectual property professor briefly and he is referring me to a lawyer. From what he said, it's a large gray area but he definitely thinks I need to not only get past members who may have contributed to the guitar to sign a contract, but also my current band before I put anything on iTunes.


First off, kudos on actually checking it with a lawyer. Note that they're probably being slightly over-cautious about clearing everything with every past person who may or may not have had input - this is a *commercial* decision for you to make about the costs of obtaining such an agreement compared to the risks of not doing so, once you've been informed what those risks are.

I'm really concerned about how to even approach this whole thing. I'm hoping this lawyer can help me make the process a bit smoother but I'm not sure how eloquently I can word "I need you to sign this agreeing you are not part of the band and not entitled to any royalties from this song and won't sue me." The current band members is a whole other thing...


Secondly, a key part of any contract is 'consideration' - you have to give them something in order to get what you want (in this case, handing over any rights they may have in relation to the performance/writing to you). That might not be very much - it's not like you need to pay them 'market value' or anything - but be aware that it's not a valid contract unless you do. Case of beer will do nicely.

Thirdly - they can just say 'no'. Have a plan for what happens if someone says 'no, I'm going to retain my rights' (or words to that effect). In relation to your current band members, you do have the nuclear option of not doing any more recordings with them - but among non-professional musicians, a reputation as the next Axl Rose might not be very helpful.
#17
Quote by Elemintz
I spoke to a very experienced intellectual property professor briefly and he is referring me to a lawyer. From what he said, it's a large gray area but he definitely thinks I need to not only get past members who may have contributed to the guitar to sign a contract, but also my current band before I put anything on iTunes.


This is a very academic and very safe answer. It is also correct. All we can do here is advise you based on generalizations. Once something hits court, surprises can happen, and the professor doesn't want you to go back to him and say, "hey, you told me that.... " There ARE grey areas that are subject to interpretation, debate, and ultimately the whims of a judge somewhere.

Having written and signed agreements from all parties connected that you can possibly imagine is the best way of getting as close to idiot-proof as you're going to get. And even then...

Quote by Elemintz

I'm really concerned about how to even approach this whole thing. I'm hoping this lawyer can help me make the process a bit smoother but I'm not sure how eloquently I can word "I need you to sign this agreeing you are not part of the band and not entitled to any royalties from this song and won't sue me."


Like anything else in law... how much do you want to spend to protect how much? You could have a lawyer write up your contracts. You could have the signing of those contracts take place at the lawyer's office witnessed by both your lawyer and the other party's lawyer. (or other parties' lawyers....) They do that, for instance, when Elton John and Paul McCartney team up to write and perform the title track to the latest Steven Spielberg flick.

Lock it up tight. Make it bullet-proof. Leave nothing open to interpretation. Itemize every conceivable part of the agreement, and even things that might sound ridiculous.... just in case. Even then, though, nothing is totally idiot-proof.

What you are looking for, though, from the sounds of your wording is a band business built on the model of a single owner and a few employees. That's fine. Lots of bands go that way. Do you think that the person who plays bass in Justin Bieber's band is going to have a stake in ownership? Not likely. The guitar player in Rod Stewart's band, or in John Mellencamp's band? Not likely. The relationship is understood. "I'm the boss. You show up on time. Do what you're told. Get along. Don't be an ass. " Kinda like working at McDonald's only instead of flipping burgers, you get to play guitar in front of thousands of people. Decent, I'd say.

The problem is that, like McDonald's, it is difficult to find employees who will work for free. There is typically an expectation that they will be paid in some way. If you were flipping burgers at McDonald's, you'd want to be paid, no? You don't want them or need them to create? Perfect. If you're flipping burgers at McDonald's, are you going to spend your own time helping to develop new products? Hell no. Of course, the employees will also not be expecting to promote and advertise the band either. If you're flipping at McD's, you're not going to go out on your spare time and try to bandy up business, now, are you? Of course not.

If you can't pay your employees, then how are you going to attract them? They need *some* sort of incentive to show up and give you their time.

With the co-owners model, they own the band assets that are accumulated as a band. They don't own the copyrights, though. The creator(s) do. However, when one of them splits, you need to buy them out. When our original guitarist quit, we gave him his 25% of the money in the band account, and 25% of the remaining merch and CD's. If he wanted to give them away, that was his prerogative. If he could get $100/ea for them, then all the more power to him. He wrote four of the songs, and he kept the copyrights for them. No prob.

CT
Could I get some more talent in the monitors, please?

I know it sounds crazy, but try to learn to inhale your voice. www.thebelcantotechnique.com

Chris is the king of relating music things to other objects in real life.
#18
Quote by axemanchris
This is a very academic and very safe answer. It is also correct. All we can do here is advise you based on generalizations. Once something hits court, surprises can happen, and the professor doesn't want you to go back to him and say, "hey, you told me that.... " There ARE grey areas that are subject to interpretation, debate, and ultimately the whims of a judge somewhere.

Having written and signed agreements from all parties connected that you can possibly imagine is the best way of getting as close to idiot-proof as you're going to get. And even then...


Like anything else in law... how much do you want to spend to protect how much? You could have a lawyer write up your contracts. You could have the signing of those contracts take place at the lawyer's office witnessed by both your lawyer and the other party's lawyer. (or other parties' lawyers....) They do that, for instance, when Elton John and Paul McCartney team up to write and perform the title track to the latest Steven Spielberg flick.

Lock it up tight. Make it bullet-proof. Leave nothing open to interpretation. Itemize every conceivable part of the agreement, and even things that might sound ridiculous.... just in case. Even then, though, nothing is totally idiot-proof.

What you are looking for, though, from the sounds of your wording is a band business built on the model of a single owner and a few employees. That's fine. Lots of bands go that way. Do you think that the person who plays bass in Justin Bieber's band is going to have a stake in ownership? Not likely. The guitar player in Rod Stewart's band, or in John Mellencamp's band? Not likely. The relationship is understood. "I'm the boss. You show up on time. Do what you're told. Get along. Don't be an ass. " Kinda like working at McDonald's only instead of flipping burgers, you get to play guitar in front of thousands of people. Decent, I'd say.

The problem is that, like McDonald's, it is difficult to find employees who will work for free. There is typically an expectation that they will be paid in some way. If you were flipping burgers at McDonald's, you'd want to be paid, no? You don't want them or need them to create? Perfect. If you're flipping burgers at McDonald's, are you going to spend your own time helping to develop new products? Hell no. Of course, the employees will also not be expecting to promote and advertise the band either. If you're flipping at McD's, you're not going to go out on your spare time and try to bandy up business, now, are you? Of course not.

If you can't pay your employees, then how are you going to attract them? They need *some* sort of incentive to show up and give you their time.

With the co-owners model, they own the band assets that are accumulated as a band. They don't own the copyrights, though. The creator(s) do. However, when one of them splits, you need to buy them out. When our original guitarist quit, we gave him his 25% of the money in the band account, and 25% of the remaining merch and CD's. If he wanted to give them away, that was his prerogative. If he could get $100/ea for them, then all the more power to him. He wrote four of the songs, and he kept the copyrights for them. No prob.

CT


That's quite an interesting point at the end. You pretty much hit the nail on the head. I'm looking for a situation I guess similar to that of bands like Nirvana, 30 Seconds to Mars, Motionless in White, and countless others I'm sure where there is one main songwriter in the band (in all cases, the lead singer who writes the lyrics, melodies, and the base of the guitar parts). The others aren't hired employees like you mentioned earlier in your post, but I'd assume co-owners with the exception of the lead singer in each band having the largest share percentage and thus ultimate say over what goes on? This is something I'd be interested in. I don't intend on just ignoring what anyone else says in the band, I welcome collaboration to a certain degree and I'm not the musical nazi I may be coming off as haha. I just want protection, plain and simple, and a guarantee that one person doesn't throw a rock in the gears of this band at some point.

Do you know if any agreements from well-known (past or present) bands have been made public knowledge? The more I read and talk to people both here and in the business the more confusing it all seems to become. Where do you start? What's reasonable? What are your options?

Edit: I was doing a search and found this page. Kind of interesting.
Last edited by Elemintz at Jan 21, 2012,
#19
Quote by Elemintz
... where there is one main songwriter in the band (in all cases, the lead singer who writes the lyrics, melodies, and the base of the guitar parts). The others aren't hired employees like you mentioned earlier in your post, but I'd assume co-owners with the exception of the lead singer in each band having the largest share percentage and thus ultimate say over what goes on?


Careful here. Just because you own the songs doesn't mean that you are not an equal owner of the business. In other words, just because you write the songs doesn't mean that you have more say than anyone else in the operations of the band. If you are all equal owners, then you all have equal say.

It's not really different than you suggesting, "I bought all the gear so I have ultimate say in what goes on." No. You have ultimate say in how the gear gets used, but it better be in the best interest of the band how that gear gets used, or your other co-owners are going to screw off and leave you out to dry.


Quote by Elemintz

Do you know if any agreements from well-known (past or present) bands have been made public knowledge?


I doubt you would *ever* find this.

Quote by Elemintz

The more I read and talk to people both here and in the business the more confusing it all seems to become.


Partly because this involves facets of business law, contract law, copyright law, potentially tax and revenue law, etc.

The more bullet-proof you want it, the more complicated it is.

Quote by Elemintz

Where do you start? What's reasonable? What are your options?


Like any other proposition, the others in the band will want to know "what am I gaining, and what am I giving up?" If you're the only one gaining and they're all giving, then good luck getting them to agree. In fact, prepare for them to be insulted or offended.

I mean, "Hey, for the privilege of being in my band, I want you to sign this agreement that says that you will not ever seek any ownership in whole or in part of any of my songs in perpetuity, notwithstanding any contribution you might make to the songs that may or may not increase the value of the songs or the band as a whole, either directly or indirectly" isn't going to go over very well.

If you are offering them, in return, an equal share of any royalties generated by the songs for the duration of their time in the band - or yours, whichever comes first - then they are gaining something they wouldn't otherwise get. And they won't have to fight you for it. It's guaranteed to them via the contract. Now you might have a conversation that can go well.

Your options are limitless. Just remember the basic premise of the more YOU ask for, the more you have to be prepared to offer. If you ask the world and offer nothing in return, you can still ask, but good luck having the other party not walk away thinking you're a dick.

But in the end, like any sort of deal, it is whatever you can get away with. If you can find a sucker willing to agree to something and sign their name, then you've got yourself a deal.

That said... never assume the person you are dealing with is a sucker. It's bad for business.

CT
Could I get some more talent in the monitors, please?

I know it sounds crazy, but try to learn to inhale your voice. www.thebelcantotechnique.com

Chris is the king of relating music things to other objects in real life.
#20
Read the link...

Personally, I would have a hard time with that unless the lead singer/songwriter was already well-established and I knew I was just riding on the coat-tails of something proven.

(not even counting the part about making the band a #1 priority... my family and my career come first...)

First problem:

Having a band where one person can veto everything doesn't work for me. In my original band, I was the primary songwriter, but would NEVER ask to assume any power of veto. Part of keeping a band together is having everyone feel like a necessary part. If they are investing of themselves, they are more likely to stick with it. If they feel like a lackey who isn't even allowed to contribute, they won't even stick around for two rehearsals.

Problem #2:

Money: Okay, so if I contribute $100 to the band account every month and quit... how much of that money am I entitled back? I would hope, at least, for my pro-rated share of whatever is left in the account at that time, plus my pro-rated share of the value of any material goods purchased by the band. Signing this, though, leaves it open to interpretation that "you knew you were giving money to the band. You can't take it with you. It was as gift, not an investment."

Problem #3:

It is suggested - or strongly implied - that the person who trademarks the name OWNS the band. That means, then, that it is a single owner. That means that when I sign it, that I am an employee or an independent contractor. In any case, I am hired and can be fired.

The difference there is that, as an independent contractor, my contract can be terminated at virtually any time without warning (unless otherwise stipulated) by the person offering the contract. I walk away with nothing. As an employee, I am entitled to either two weeks notice, or one week of vacation pay for every year of service, but nothing else. I'm not happy with that either. If I'm putting $100/mo of my own money into this band, I want to have an equal say and be an equal partner. If I'm an employee, I'm not expecting to pay you. F**k that. You should be paying me.

Besides, you don't need to trademark it anyways. Save the grand or two and simply register the band name with a business licence.

One thing I DO like about it is that it divides up the songwriting and publishing royalties. So the songs would be written by Joe Schmo, but published by Band X. Joe Schmo gets the composition royalties, but I get an equal portion of the publishing royalties. Not bad.

CT
Could I get some more talent in the monitors, please?

I know it sounds crazy, but try to learn to inhale your voice. www.thebelcantotechnique.com

Chris is the king of relating music things to other objects in real life.
#21
Problem 4: Agreements need to be flexible. Circumstances, priorities, etc. change. An agreement should have a term, after which, it can/should be open to negotiations to renew the contract and make any required changes to it.

CT
Could I get some more talent in the monitors, please?

I know it sounds crazy, but try to learn to inhale your voice. www.thebelcantotechnique.com

Chris is the king of relating music things to other objects in real life.
#22
Read all your posts, Chris. I think I have a much clearer idea of what I'm going for. From what you've written, it's pretty clear in my mind that the only real thing I want out of this contract is the sole ownership of the songwriting copyright. I planned, and am perfectly happy, to give everyone an equal cut of songwriting royalties so long as they remain in the band as you wrote. That seems fair, in my opinion.

I also have no problem giving everyone an equal say in the band and having everyone be partners. I've read a lot about the "bandleader" in these contracts so I'm assuming that's me, and although I don't necessarily want the ability to veto anything. I'm glad to have everyone share the debt, and gain, equally as well in the band. I usually get stuck paying for everything so having it written that everyone is required to chip in equally for everything is definitely a positive for me, and they get an equal say/stake in everything.

That being said I don't think I'm really asking for much in all fairness. I could offer them no royalties for the 5 songs they had no part in contributing to, but I'm willing to give them an equal share of the royalties for those as well so they're gaining free royalties for songs they didn't even participate in. Not a bad deal for them. As for me, I get the security I want and can keep everyone happy.

I remember speaking with a guitarist I knew about intra-band agreements (not part of my band) and he said he thought it was unfair that the singer who wrote the lyrics and vocal melody got the songwriting royalty since he preferred to work alone and didn't want anyone else in the band contributing to those parts. You would think that agreeing to split the royalties would be enough, but I guess some people take that kind of stuff more personally. I work the same way, so I guess that would be my last concern. If they also have a problem with that, then they can either write lyrics and vocals on their own time in another band, or hit the road. Our fans are used to the way our songs sound and I'm not going to compromise that just because someone is pissy they be a co-writer. Other than that, I think I have a good idea of what to say when I meet with this lawyer...what I want and what I'm willing to give up.

Thanks for all your posts Chris, and Alan, and anyone else who posted here. It's been immensely helpful.
#23
Quote by Elemintz
the only real thing I want out of this contract is the sole ownership of the songwriting copyright.


... which you have anyways. See advice below.

Quote by Elemintz

I usually get stuck paying for everything so having it written that everyone is required to chip in equally for everything is definitely a positive for me, and they get an equal say/stake in everything.


I would be careful here. Having people invest their own personal money is fair, but not everyone will be willing to go for that.

What do I get in return? A chance to play in your band? That might not be good enough. People will call that "paying to play" and tell you to go f*** yourself.

See advice below.

Quote by Elemintz

I'm willing to give them an equal share of the royalties for those as well so they're gaining free royalties for songs they didn't even participate in. Not a bad deal for them.


So, if I was approached with this, I might say "and how much is that? Twenty percent sounds good, as one-fifth of a five piece band, but how much is that in dollars and cents? How much money did you make in royalties last month? How much did you make on your last album?

I'm guessing the answer is "none yet", in which case - at the present time - you're offering me 20% of nothing.... which is... well... nothing. Of course, there is a chance that will increase.

I'm not saying it is not fair or not generous. In fact, I think it is a good idea. But I wouldn't call it bait just yet.

Quote by Elemintz

I work the same way, so I guess that would be my last concern. If they also have a problem with that, then they can either write lyrics and vocals on their own time in another band, or hit the road. Our fans are used to the way our songs sound and I'm not going to compromise that just because someone is pissy they be a co-writer.


Well, your songs are already written, so those ones are a non-issue. I can't go to a bakery, pick up a cake off the shelf and declare that I want to help bake it. It's done.

But for future songs, you do have a choice to make:

1. Find people who are happy enough to have no input into the writing process, and therefore won't complain about being shut out from it.

or

2. Find people who might be otherwise perfect for the band, but who would love the opportunity to participate, but get excluded because they can't.

Both types are out there. My original band was made up of mostly the #1 type. "Write the songs, make a rough demo and bring them to us. We'll learn 'em. I'd rather not spend rehearsals dicking around with half-baked ideas." We'd work together to come up with drum and bass parts, but I'd really give them mostly free reign on that. I trusted them. They were a part of the project. If I could play drums or bass any better, I would. But they're drummers and bass players, and they think like drummers and bass players, and I'm not and I don't, so I'm not going to tell them how to play stuff. Why hire a plumber if you're just going to have him show up with you telling him what to do every step of the way?

But remember... the more of themselves a person puts into something, the more committed they will be to it. A person who says "I sing one of the songs and co-wrote three of the songs on the album" is going to hang around a lot longer than the person who isn't allowed to contribute and has to do what he is told.

Advice:

You'll probably find that most of your concerns are already worked out in advance through basic principles of copyright law and business law.

For instance:

You want to ensure that your songs remain your songs.

You don't need to spell out that you already own the songs, because you already do. Copyright exists the moment a work is committed to a fixed medium. (could be paper, could be a hard drive, etc.) The trick is proving it. Register your songs with your country's performing rights association and mechanical royalties association, maybe get a formal copyright on them, etc. See the copyright for dummies sticky. You're already protected. Making it an issue will only... well... will only make it an issue.

What do you do when a band member leaves or is fired?

Basic business law takes care of that. One owner leaves and he either needs to be bought out, or can walk away with material goods and/or shares in the business equal to what is rightfully his. Most people don't realize that. They quit, get fired and walk away with a big gripe. I'd feel guilty playing that way. If people know you will treat them fairly and TRUST you that you will treat them fairly, then they won't ask for written agreements. It works both ways.

The only things you need to put on paper and agree to are things that are sort of "out of the norm" ie. allowing band members publishing shares in the song for the duration that they are in the band. Or, an understanding that quitting or being fired automatically relinquishes any interest they have in the band or any of its assets, etc.

So, have a friendly discussion. Talk about your concerns and come to a verbal agreement. Agree about what you need to agree to in writing, if anything.

Before you do, though... do you have any other concerns that this agreement would cover? Maybe they are already taken care of too.

My original band had no written agreement. This is what we did have:
- a verbal understanding that ALL performance money and CD sales and merch money would be pumped back into the band. If we wanted to spend any band money on anything, it was decided on a case-by-case basis.
- I held the band account and did all the so-called "accounting." Once a month, I provided the band with a summary of revenue, expenses, previous balance and current balance. They trusted me enough that, if I forgot for a month... or two... nobody pressed me for it. Nobody asked me to send them updates - even from the beginning. I just did because it felt like the right thing to do.
- a common trust that we were all here for the common good and a common vision. No decision needed to be unanimous. No decision was necessarily a majority-rules edict. We acted like adults and respected one another. Some things got shot down because there was not unanimity, but generally only if they were potentially divisive issues. (like we talked about how we felt about hiring a fill-in if one of us was unable to do a gig. Most of us were okay with it, but there was one hold-out. Out of respect for him and recognizing the importance of unaninimity on important issues, we killed it.) It was also understood (though never discussed, because we're adults and had a common vision) that nobody should be stubborn enough just for the sake of being selfish on smaller issues. Every now and again, you suck it up and take one for the team.
- I maintained ownership of the songs. They didn't contribute and had no real interest in contributing. The royalties we received were not really worth having a discussion about. To date, I've received probably less than $50 from SOCAN.
-communication was important. If you have something to say, say it constructively, and say it to everyone. A single email sent to "band@XXXXXX" would go to all of us. We all got the same message at the same time from the same people. None of the stupid "he told him that, but neglected to tell me this, and everyone else knew about such-and-such..."
-each member's equipment and maintenance thereof was the responsibility of the member. Band money would not be used to buy guitar strings, etc. We agreed to make an exception when one of us dropped another person's amp, and the repair bill came to about $100. It was loading up after a gig, so it was a band event. It was an accident and involved two of us. We agreed that the band would pay for it. We all took one for the team so that just one of us wouldn't have to shoulder it all himself.
- each member of the band, when we were ready to press our CDs, but before we actually had any money yet, kicked in $300 of our own money towards the manufacture of the discs. We agreed that, once the band made the money back, that we would all be paid back. We agreed that a lump sum once we had it was better than in dribs and drabs at a time.

I guess what I'm suggesting, too, is to find people who are rational and mature and can talk about stuff. Find people who have a common vision and who want to be part of a team.

That band, though I've been using past tense language, has still not technically broken up. We had an awesome time and became really great bandmates. We have the utmost respect for each other and would play together again in a heartbeat. We're on hiatus due to a lack of new material. There was only ever one disagreement that we couldn't work through, which resulted in one person quitting. We bought him out and effectively hired a guy to replace him and moved forward.

CT
Could I get some more talent in the monitors, please?

I know it sounds crazy, but try to learn to inhale your voice. www.thebelcantotechnique.com

Chris is the king of relating music things to other objects in real life.
#24
Quote by axemanchris
Well, your songs are already written, so those ones are a non-issue. I can't go to a bakery, pick up a cake off the shelf and declare that I want to help bake it. It's done.

But for future songs, you do have a choice to make:

1. Find people who are happy enough to have no input into the writing process, and therefore won't complain about being shut out from it.

or

2. Find people who might be otherwise perfect for the band, but who would love the opportunity to participate, but get excluded because they can't.


I started out as a drummer, so that was my first real major instrument. One thing led to another over the years and I became the lead singer in an old band, and took classical guitar in high school which eventually led me to learn electric. I then started this band, and in the absence of finding a drummer who actually shows up and can play the parts, wrote (and continue to) all the drum parts for our songs. I didn't do so by choice, but because I could and we didn't (and since the departure of our last drummer before our studio recordings, still do not) have a drummer.

As far as guitar parts go, I originally co-wrote them with our first guitar player but he isn't interested in touring, so I've taken the lead there. The current 2nd guitarist in the band has added things here and there (I've let him take a solo in a song) which I feel like you have said, has made him feel more committed and part of the band. He has expressed interest in adding parts to the other the songs to have a bit of himself in them, which is fine with me as long as it adds to the song. So in that sense, I am open to collaboration guitar wise for future songs. The bass parts, I usually leave to the bass player since he's more versed in that instrument than I am.

For vocals and lyrics, I work alone and that's non-negotiable. It's nothing personal to anyone else, it's not about the money, it's not about my ego, it's just how I work. It's how I've always worked. I have a distinct idea and storyline when I write lyrics and certain melodies work with certain lyrics. To have to work with someone else and agree on something would take much too long. I just don't feel comfortable singing songs and lyrics that I haven't written. In my opinion it affects the emotion you can convey compared to actually writing it. Usually this is a non-issue.


Quote by axemanchris
Advice:

You'll probably find that most of your concerns are already worked out in advance through basic principles of copyright law and business law.

For instance:

You want to ensure that your songs remain your songs.

You don't need to spell out that you already own the songs, because you already do. Copyright exists the moment a work is committed to a fixed medium. (could be paper, could be a hard drive, etc.) The trick is proving it. Register your songs with your country's performing rights association and mechanical royalties association, maybe get a formal copyright on them, etc. See the copyright for dummies sticky. You're already protected. Making it an issue will only... well... will only make it an issue.


I understand that and I have registered the original demos under my name with the U.S. Copyright office. My concern is that because they added a solo, or a sustaining note, or different bass part to the song, that unless I have them sign something up front that in the future if someone was to leave the band, they could sue for royalties because of those parts. I don't think this would be possible since they're small parts, but nonetheless it's on my mind.

I don't want to make you think I don't respect my bandmates and am some child who just wants his way. That's not the case. I'm trying to prepare for the worst because I've had past experiences with band members and unlike before when we were just playing local shows with no demo, there is more at stake. I don't treat my band like a casual thing and I intend to take it somewhere. We are all 19 and 20 in the band and I guess I'm still unsure as far as commitment goes if the other guys are on the same level as I am. It's not like my relationship with my first guitarist where we grew up together, went through a lot together, had each other's backs and went through all the BS people threw at us together. I hope they are and I think an intra-band agreement will ultimately show who is committed enough to sign their name and agree to actually turn this into a business, and who is just in it with the vain hope of becoming famous. I realize you have to put a lot of work into actually making it and that it's not going to be tour busses and platinum records. To achieve that, it takes a lot of hard work, dedication, and drive. I'm willing to do what it takes, but I'm not sure anyone else is. I'm all too used to people changing their minds or telling me what I want to hear, and I guess this gives me a more cut-throat attitude when it comes to the business side of things. If I felt they were more committed and had my back like I have theirs, I probably wouldn't even be thinking about forming an agreement. Maybe it's my own paranoia, but I want to feel secure when I'm putting in most of the work.
Last edited by Elemintz at Jan 22, 2012,
#25
Quote by Elemintz


I understand that and I have registered the original demos under my name with the U.S. Copyright office. My concern is that because they added a solo, or a sustaining note, or different bass part to the song, that unless I have them sign something up front that in the future if someone was to leave the band, they could sue for royalties because of those parts. I don't think this would be possible since they're small parts, but nonetheless it's on my mind.


I'm not a lawyer, but here is how I see it. The parts you have copyrighted are protected in your name.

If, in the extreme unlikelihood, they contribute a solo, sustaining note or different parts to the song that a judge determines to be a "compositionally significant" part of the song (a phrase generally only used for lyrics and melody), then they could get a share of the royalties. They wouldn't have to sue for them - or at least shouldn't have to. They should just get them.

A guitar solo may be determined to be melodically significant. We can all sing the solo for You Shook Me All Night Long, for instance.

Now, when you register your songs with your performing rights association or mechanical royalties association, you assign a percentage of ownership to each stakeholder. You should, before you register these songs, who owns how much of the song. Maybe if someone else contributes a guitar solo, you could divvy it up as you owning 90% and them 10%. The thing is, changing these numbers is a bit of a pain in the ass once they are committed. When someone leaves the band, for instance, they will need to agree that they relinquish their share of the royalties of the songs from that point on, which might be difficult, depending on a variety of factors. (if that is what you want) Expect something to the effect of, "just because I left the band doesn't change the fact that I wrote the solo. It was based on that that I was granted a 10% royalty on the song..."

Better would be to not assign the royalty to him on paper, but offer him a dollar equivalent. It's easy to agree to stop paying someone at the point of their resignation.

Quote by Elemintz

I'm willing to do what it takes, but I'm not sure anyone else is. I'm all too used to people changing their minds or telling me what I want to hear, and I guess this gives me a more cut-throat attitude when it comes to the business side of things. If I felt they were more committed and had my back like I have theirs, I probably wouldn't even be thinking about forming an agreement. Maybe it's my own paranoia, but I want to feel secure when I'm putting in most of the work.


Have you asked them what their goals are, and what they are prepared to sacrifice to reach those goals? Have they stated where the band fits on their list of priorities?

No matter what kind of band you have, you need to have this discussion, and if you don't have everyone on the same page, it is a doomed project.

You have to ask those difficult questions like, "Would you quit school to go on tour, or would you quit the band if school became too demanding?" "Would you quit your job if it was getting in the way of the band, or would you quit the band if it was getting in the way of your work?" "Would you be willing to drop everything and move to LA?"

If you have one person who isn't willing to put the band where everyone else does, that is your weak link. That will be the demise of the band as you know it - especially if that person is charismatic or talented enough to get other people in the band to follow him over you.

CT
Could I get some more talent in the monitors, please?

I know it sounds crazy, but try to learn to inhale your voice. www.thebelcantotechnique.com

Chris is the king of relating music things to other objects in real life.
#26
Quote by axemanchris
I'm not a lawyer, but here is how I see it. The parts you have copyrighted are protected in your name.

Better would be to not assign the royalty to him on paper, but offer him a dollar equivalent. It's easy to agree to stop paying someone at the point of their resignation.


So, in other words assign 100% to myself and then once I receive payment from the PRO, I divide it up then after the fact...not before? If so, that's how I'd like to approach it.


Quote by axemanchris
Have you asked them what their goals are, and what they are prepared to sacrifice to reach those goals? Have they stated where the band fits on their list of priorities?

You have to ask those difficult questions like, "Would you quit school to go on tour, or would you quit the band if school became too demanding?" "Would you quit your job if it was getting in the way of the band, or would you quit the band if it was getting in the way of your work?" "Would you be willing to drop everything and move to LA?"


Yes, we have had similar discussions. The guitar player has a similar mindset as I, and would be willing to do what it takes (i.e. leave school for a tour, quit his job, etc.). The bass player, however, would be willing to tour, but would not quit his job until after a few tours when we start to make a little bit of money. Everyone still lives at home and has part-time jobs in between going to college. They've all told me this is what they want to do and they'd love to do it if they could. These are answers I've just gotten from having conversations with them before and during their tenure in the band. My hesitancy expressed in my previous post was a reflection of being younger and having the same things told to me, but not keeping their word. I think these new members are more mature and serious about this, but I guess my overall point is I am preparing for the worst case scenario where they do not keep their word and I am stuck looking for a replacement, and would prefer to not make mistakes that would involve me giving anyone something they do not deserve for the work they have put in.
#27
Quote by Elemintz
I spoke to a very experienced intellectual property professor


Just to point out, you'll want to speak to an entertainment lawyer. Im fairly sure the stone roses used a property lawyer to look at their original contract and look how screwed over they were.

What it comes down to -
Dont take legal advice from a guitar forum.
Talk to your band and get their take on all financial aspects that you've raised here.
If you really feel contracts are neccessary, get an entertainment lawyer.
Always waiting for that bit of inspiration.
Last edited by W4T3V3R at Jan 27, 2012,
#28
Quote by W4T3V3R
Just to point out, you'll want to speak to an entertainment lawyer. Im fairly sure the stone roses used a property lawyer to look at their original contract and look how screwed over they were.

What it comes down to -
Dont take legal advice from a guitar forum.
Talk to your band and get their take on all financial aspects that you've raised here.
If you really feel contracts are neccessary, get an entertainment lawyer.


He's referring me to an entertainment lawyer.

I didn't intend to take "legal advice" from the forum, merely to get some feedback on the overall situation. Ultimately everything anyone says here should be taken with a grain of salt.
#29
"Band members either fail to see the need to make an agreement or just don’t want to come across as ‘uncool’ for raising the issue; after all, who likes to hear about anything negative (like breakups) when everything is working well.

However, it is when everything is going well exactly the best time to discuss a band agreement, simply because you can do it in a friendly way. Obviously, it is hard to reach an agreement when band members find themselves fighting with each other, specially if there is money in question and chances are the band will end up ‘killing the goose that lays the golden eggs’ (read as breaking up)."

more on this here: http://www.avenantlaw.com/whybandagreement/

and here is a template with a preview (in case anyone's wondering what should be included in a band agreement): http://www.themusiciansguide.co.uk/band-agreement.php

hope this helps,
#30
I read the original post and skimmed a few other so sorry if I am bringing up things that you or others already addressed.

The first thing I am curious about is the band itself. You are talking like you are fairly successful, or at the least certainly have some big plans. Which brings me to the point of is this whole intra-band agreement really necessary? How much money are you planning on making? Do you really think that if a band member leaves they are still going to be wanting a cut? I understand being cautious and protecting your work, but unless you are signed to a label and there is some serious money being thrown around I don't really think this is entirely necessary. Have you spoken to your other band members? How do they feel about this? I understand that you write the lyrics, but I'm sure the other members contribute also, right? Are they cool with saying that you wrote everything? I am a drummer in my band, and although you may think that drums are easily replaceable and don't add much to the song. I would strongly differ, and say that even though I didn't write the lyrics, or the guitar parts, I did help shape the song and make the song what it is.

The reason I'm even throwing these questions out there is because if you start in with making contracts you are opening a whole can of worms. What about this bank account? Who has access? Who's name is it in? What is the point that you can withdraw money? Who handles the money at shows? Who receives the money from sales? If the band splits who gets the purchased group equipment? What if someone else in the band writes a song? What happens when you get a permanent drummer? Who pays for expenses?

I took a music business class last year and we got to look at a real recording contract from a well known artist (the teacher didn't tell us who.) But there was an entire section devoted to who in the band gets what percentages. And it was very clear that some members of the band were more important than others. There was even a part about band members leaving, and if so and so left he would need to be replaced by an approved person by this time. But if this other person left then it voided the entire contract. It was very interesting, I'll see if I can find it for you.


So if you have answers for all these questions that I've put out, then I guess you are good. But I would really evaluate where your band is, and when is the appropriate time to be talking contracts.

Also I'd like to hear your band since you claim you are doing so well. Please post a link.
#31
Quote by TNA
is this whole intra-band agreement really necessary? How much money are you planning on making? Do you really think that if a band member leaves they are still going to be wanting a cut?


I've read a number of threads in this forum that go kinda like this:

Q. Okay, guys... I've been playing in this cover band. We've done a few shows - nothing major or anything - and the band has all kicked in our own money and the money from our shows to buy a PA system. Now we have to fire the bass player because he never shows up for practice, and just to be difficult, he is saying that we owe him money for what he put into the PA. Is he full of sh!t? How do we get him to screw off?

A1. Just tell him to screw off.

A2. Yeah. F*** him. If he can't show up for practice, he has no right to the band or anything in it.


The problem is that he DOES have a legal entitlement to his portion of the PA! Just because it is inconvenient, or perhaps even expensive to allow this, it doesn't mean that we can just tell him to p!ss off and forget about it.

Quote by TNA

Have you spoken to your other band members? How do they feel about this? I understand that you write the lyrics, but I'm sure the other members contribute also, right? Are they cool with saying that you wrote everything? I am a drummer in my band, and although you may think that drums are easily replaceable and don't add much to the song. I would strongly differ, and say that even though I didn't write the lyrics, or the guitar parts, I did help shape the song and make the song what it is.


Great questions. From a legal (and technical) standpoint, a song is the lyrics and melody. That is why most songs, for instance, are listed as Lennon/McCartney or Tyler/Perry or whatever, and not by the band. Oh, sure, you could very legitimately argue that George and Ringo or Kraemer and Hamilton help impart the band's unique sound into the presentation, the fact is, the writer is the one legally entitled to the royalties - unless something else is otherwise negotiated.

Keep in mind though, that assigning writer shares to songs does not end just because that person leaves the band. They are entitled forever. (well... at least as long as the copyright) More common is that other band members are put on a salary, or an allowance in addition to what the band makes on other income streams. That way, if/when they leave, they can't take the writer share with them, but as long as they are in the band, they are being fairly compensated.

Quote by TNA

The reason I'm even throwing these questions out there is because if you start in with making contracts you are opening a whole can of worms. What about this bank account? Who has access? Who's name is it in? What is the point that you can withdraw money? Who handles the money at shows? Who receives the money from sales? If the band splits who gets the purchased group equipment? What if someone else in the band writes a song? What happens when you get a permanent drummer? Who pays for expenses?


These are questions that should be discussed by every band. How many times have you talked to someone who says, "Yeah, the singer just keeps the money in a coffee can in his kitchen cupboard." And then later, when the band is breaking up, there is a huge dispute over how much money was in the coffee can, or the band finds out that the singer was a bit behind on his hydro bill so he dipped in, "and besides, we rehearse at my house, so that hydro money is rightfully mine anyways."

In my original band, it went something like this:

The bank account was in my name. I had access to it. I provided the band members with statements of our balance regularly to keep them informed and to stay transparent. I could withdraw money only if the band has discussed it and agreed to it. If any money is missing from one statement to the next, I would have to be held accountable for that, as I am the only person with access to it. I handled money at shows. All sales - both CD's and merch - were put into the band account and made available equally to all of us, pending a band discussion and agreement on what to spend it on. When a band member split, we came to an agreement on giving him 25% of the assets at that time - a combination of cash and merchandise. There were very few performance royalties, so the writers - as registered with and listed under SOCAN agreements - were paid directly and that money did not go into the band account. That was maybe a total of $40 - not enough for anyone to really b!tch about.

Any individual costs/expenses were paid for by the individual. Drum heads, guitar strings, etc. Band costs/expenses - CD duplication, merchandise ordering, etc. - were paid for by the band. There was once where we paid for a repair to a guitar amp for our other guitarist, but the amp was damaged at a gig while another band member was handling it. We placed no blame. We just agreed that it would come out of band money.

It was all very professional and objective, and all ran very smoothly.

Quote by TNA

I took a music business class last year and we got to look at a real recording contract from a well known artist (the teacher didn't tell us who.) But there was an entire section devoted to who in the band gets what percentages. And it was very clear that some members of the band were more important than others. There was even a part about band members leaving, and if so and so left he would need to be replaced by an approved person by this time. But if this other person left then it voided the entire contract. It was very interesting, I'll see if I can find it for you.


This doesn't surprise me. Imagine if it was Pearl Jam. Eddie Vedder was the primary writer. I can't even name any of the other guys. With no Eddie Vedder, there would be no Pearl Jam. All contracts could well be considered null and void. However, if the bass player quit, they'd just call up someone else and keep going, and chances are, 90% of people wouldn't notice. Business as usual.

CT
Could I get some more talent in the monitors, please?

I know it sounds crazy, but try to learn to inhale your voice. www.thebelcantotechnique.com

Chris is the king of relating music things to other objects in real life.
#32
@axemanchris, I actually know the answers to the questions I was posing. I was just throwing them out there for the OP to answer for his own situation. Just wanted to make it clear that I actually do know a bit about band management.

But very great answers nonetheless, the OP can definitely benefit from knowing how others would answer those questions.

Also just FYI, is that for group purchased equipment in my band. We would either, if one member left and wanted his share, divide the total new cost by number of members and pay him his share. Or if the band was splitting we would sell the gear and split the money.