This agreement (the Agreement), made the date of the last signature between blocGLOBAL (Company) and _____________________________,
known collectively as and/or performing under the name _______________________________
(referred to as Artist). All references to Artist include all members of the act collectively and individually, unless otherwise specified.
The Company engages Artist’s exclusive services as a recording Artist to perform in connection with the production of sound recordings/songs under this Agreement. Company wants to license rights to one of the following (place a X in the appropriate box):
[ ] One (1) Full Length or
[ ] Other: __________________________ sound recording.
Company will release a commercial product embodying the material contained on the Master Recordings, the “Record(s)”.
Musical Composition(s) is defined herein as the musical work including, but not limited to, any accompanying lyrics, melody, beat arrangement and chord structure.
2(A) Recording
Studio time and travel to studio will be at Artist’s expense. These are not added to the expense account as mentioned in Section 14, but rather will be directly paid by Artist. To the extent Artist is willing and able to record (1) in studios and (2) at the time of Company’s choosing, Company will be able to help in the recording process.
2(B) Mixing
While there is no charge or recoupment for mixing, having blocSonic mix sound recordings will almost certainly delay the release of the sound recordings.
2(C) Mastering
In the event that Artist does not deliver to Company a technically and commercially satisfactory Master Recording for manufacture and sale of Records prior to entry into this Agreement, the Company will provide the above named services subject to grant of rights as outlined below in Section 3.
While there is no charge or recoupment for mastering, having Company master sound recordings could delay the release of the sound recordings.
Company will be the exclusive licensee of all rights to the Master Recordings delivered by Artist pursuant this Agreement. All Master Recordings will last for a term of _________ years from the date of receipt of each Master Recording (the “Ownership Period”). After the Ownership Period, all rights granted under this Agreement will revert to Artist if applicable. Under this Agreement, a “Controlled Composition” is defined as a Musical Composition written, in whole or in part, by Artist, or a Musical Composition either owned or controlled by Artist
Company engages Artist’s exclusive personal services only in regard to the production of Records under this Agreement. Artist grants to Company the following rights to the Master Recording, Musical Compositions, and Controlled Compositions:
3(A) The exclusive right to manufacture copies of all or any portion of the Master Recording whether in digital or physical media.
3(B) The exclusive right to sell, transfer, release, license, publicly perform, rent, and otherwise exploit or dispose of the Master Recording.
3(C) The exclusive right to couple Master Recordings on recordings that contains the performances of other artists.
3(D) The exclusive right to synchronize the Master Recordings with visual images to create videos.
3(E) The exclusive right to edit, adapt, or conform the Master Recording to technological or commercial requirements in various formats now known or later developed.
3(F) The exclusive right and license to reproduce each Controlled Composition on phonograph Records, including digital methods, and to distribute those Records throughout the Territory for the period agreed to under Section 3 of this Agreement.
3(G) The right to grant exclusive synchronization licenses for the use of the Master Recordings for profit in motion pictures, television films, and video productions produced in the licensed Territory.
3(H) The exclusive right to register as owner of the Master Recordings with SoundExchange for the duration of the Agreement under Section 3.
3(I) The exclusive right of Company to register as owner of the publishers’ share of any Musical Compositions in order to receive publishing royalties of any composition/song - whether a Controlled Composition or not - that is contained on each Master Recording under this Agreement.
3(J) Artist grants to Company a first mechanical license with respect to all Controlled Compositions.
3(K) Artist grants to Company the following rights to any Collaborative Musical Compositions if applicable.
3(L) Company will register as owner of the publishers’ share of each Musical Composition, either a Collaborative Controlled Composition or not, contained on each Master Recording under this Agreement.
See Section 27 for additional information relating to Creative Commons.
After the transfer of rights to Company, Company will, as exclusive licensee, release all music under a Creative Commons licence. The standard license will be Creative Commons Attribution Non-Commerical Share-Alike (CC BY-NC-SA) 4.0. The text of this Creative Commons license is available at https://creativecommons.org/licenses/by-nc-sa/4.0/legalcode. If desired, Artist can choose the Creative Commons Attribution ShareAlike (CC BY-SA) 4.0 license.
To facilitate releasing under Creative Commons, Artist agrees that they are not a member of a Performance Rights Organization (PRO) that does not allow Creative Commons. It is the Artist’s responsibility to know the rules of their PRO, if they are a member of a PRO.
In additional to the Creative Commons license above, the following statement accompanies all releases on blocsonic.com, under the license: “If the above license doesn’t already do so, we explicitly authorize the use of this release during for-profit DJ performances, radio broadcasts and in online DJ mixes. We do ask that you notify us of your use for our own curiosity and that blocSonic and the album artist are attributed and linked to where possible.”
As exclusive licensee, Company may submit Record to electronic platforms that do not carry Creative Commons licensing information.
All rights granted to Company under this Agreement are ___________________ (the “Territory”).
Company has the right to reproduce or distribute, in any medium, Artist’s name(s), portraits, pictures, and likeness for purposes of advertising, promotion, or trade in connection with Artist or the exploitation of the Records.
This includes the right to make merchandise related to the recording listed in Section 1.
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Artist will render musical performances for the Company, to the best of Artist’s ability, for the purpose of creating Master Recordings under this Agreement.
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The Artist will cooperate with the Company in making photographs and preparing other materials for use in advertising, marketing, promoting, and publicizing the Artist and the Records. While snippets or clips may be required that do not conform to Creative Commons attribution guidelines, no new performance, either live or recorded, will be required for this provision.
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The Artist will procure the appropriate permission, clearance, or release from any person or union who renders services in the production of the Master Recording, if applicable.
The Company will commercially release and cause to be distributed in the Territory each Record delivered in fulfillment of the Artist's recording commitment within 2 month(s) of delivery or completion of the Master Recordings.
Company will furnish to Artist at least one promotional Record at no charge (with the possibility of up to five free copies subject to the distributor). Artist may obtain further Records from Company at wholesale cost at the time of manufacture.
Royalties here refer sound recording, songwriting, publishing, and video royalties. The artist will receive 50% of gross, except:
(a) as noted for expenses in section 10,
(b) as noted in sections 9(A) and 9(B)
9(A) Compilations:
If a Musical Composition from the Master Recording is used on a compilation or recording in which other artists are included, the Artist’s Royalty paid by Company will be prorated. For example, if a song from the Master Recording is included on a compilation containing nine selections from other artists, Artist will be entitled to one-tenth (1/10th) of the 50% rate.
9(B) Promotional Recordings and Cutouts:
No Royalties will be due on Records furnished on a promotional basis. No Royalty will be due for Records sold by Company as cutouts or for scrap or otherwise upon deletion from Company’s catalog.
9(C) Touring and Performances
For the sake of clarity, all touring and performance revenue remains the exclusive property of Artist unless performances are booked by Company.
9(D) Merchandising
Merchandise sold from the official Company store(s) retains the 50/50 split. Artist retains 100% of revenue from merchandise sold at performances.
9(E) Artist-Maintained Accounts
Artist receives 100% of revenue from Artist-maintained releases. Each Artist-maintained release must contain a link to and statement about the official release on the appropriate Company website (e.g., http://blocsonic.com). Accounts maintained by Company owners, employees, or non-Artist agents are subject to the 50/50 split.
After the expenses are recouped by the Company, Company will pay Artist the Artist’s Royalties within 90 days after the end of each calendar quarter. Accompanying each quarterly Royalty payment, Company will furnish an accurate statement of sales of Records during that quarter if applicable. Company will keep accurate books of account covering all transactions relating to this Agreement. Artist or its representatives have the right on reasonable written notice to inspect Company’s books relating to the sale of Records.
When expenses are shared among artists (such as electronic distribution fees), those expenses will be divided equally among the artists in the quarter that used those services. If an artist is not distributed electronically, then electronic distribution will not be assessed as an expense.
Due to changing terms of service for online companies, Company cannot commit to any continued use of any specific platform, other than blocSonic.com. For example, it is common for Pandora to reject submissions. Another example is that sites such as Soundcloud have strict submission limits.
Artist is free to promote sound recordings on their website and all social media as long as Artist links to official release on Company page, and conforms to Company license and download policy on sites. For example, if Company is not allowing free downloads on its site, the Artist’s bandcamp page would not be allowed to allow free downloads.
If Company decides to produce a recording combining the part of the Master Recording with a visual image (the “Video”), Company and Artist will enter into a negotiation on the budget and production costs for such Video, and the responsible party for payment of the Video production.
If an agreement on Video budget is reached, Artist is entitled to a Royalty as established in Section 9 for all revenue derived from commercial exploitation of the Videos. Artist will issue a worldwide synchronization license for any Controlled Compositions embodied on a Video.
Artist may furnish camera-ready artwork for the Records at the time of delivery or completion of the Master Recording. Company has the right to modify or conform the artwork to meet Company specifications and standard, however, Company will consult with Artist before making any modification.
If Artist elects not to furnish artwork, Company will prepare the artwork and consult with Artist regarding the design. If the Company prepares artwork, it is expressly agreed that Company will exclusively own and control all materials (including, without limitation, art, photographs, and graphic designs) comprising the artwork. Additionally, if Company prepares artwork, Company will own the copyright.
Preparation does not include hiring outside contractors, in which case the ownership of the artwork will depend upon the contract with the contractor. In all cases where the Contractor contractor is vague, the recording artist will be presumed to own the album artwork. All contractors hired for artwork will be charged as an expense on the account.
There is no expense cap. Artist must agree to all expenses, before they are added to expense account.
All expenses against the account are explicitly stated in this contract, or are referenced in another, theoretical contract (such as a potential video contract).
To the extent Artist is in other musical groups, those musical groups are not bound to this contract. The changing of a stage name is insufficient to avoid contractual obligations.
16(A) Free Downloads
Select tracks from Full Length may be made available for free download through promotions including, but not limited to, the blocSonic netBloc series.
16(B) Maxi-Singles
For each full-length album, Artist will provide at least two maxi-singles containing 3 to 6 tracks made up of the single track, plus any combination of b-side album track, b-side exclusive, Remixes, alternate versions, etc.
16(C) Remix Releases
It is anticipated, but not required that Artist will arrange Remixes with other Company Artists. In the event an Artist wishes to include a Remix by a non-Company artist, Artist is responsible for securing rights to the Remix in writing.
Royalties of the Remixes will go to the album artist, not the Remixer.
Sharing is a cornerstone of Creative Commons and Company. If Artist does not contribute Remixes to other Company-signed musicians, then Company may decide not to resign Artist at end of contract term. While not contributing Remixes is not a breach of this contract, Company feels inclusion of this expectation in Agreement.
To the extent Artist has rights to a back-catalog, Company would like to enter into a separate agreement to release the back-catalog as Company release(s).
Artist warrants to Company that Artist has the power and authority to enter into this Agreement, is the owner and copyright holder of any Master Recordings delivered to Company, or has or will obtain all necessary and appropriate rights and licenses to grant the licenses in this Agreement with respect to the Master Recordings. Artist represents and warrants that the Master Recordings and Musical Compositions are original to Artist, or that Artist has proper clearances, rights or permission to grant the license in this Agreement in respect to said Recordings and Compositions, and that Artist’s use of any Musical Composition or arrangement will not infringe on the rights of others.
Artist further warrants that the album artwork (if provided), Master Recordings, Musical Compositions, and video (if provided) do not:
- contain any libelous material,
- infringe any trade name, trademark, trade secret, or copyright, or
- violate any other law.
Artist indemnifies Company and will defend Company against and hold Company harmless (including, without limitation, attorney fees and costs) from any claims and damage arising out of a breach of Artist’s warranties as provided above.
Artist can terminate this Agreement if Company fails to pay Artist’s Royalties when due or to accurately report Record sales and the failure is not corrected within thirty (30) days after written notice from Artist.
If this Agreement is terminated because of a failure to pay or accurately report Royalties, all rights granted under this Agreement will revert to Artist and Company will have no further rights regarding Artist or the Master Recording.
If this Agreement is terminated for a reason other than Company’s failure to pay or accurately report Artist’s Royalties, the termination will not terminate the underlying license and copyrights granted to Company by Artist or Company’s obligations to pay Royalties under this Agreement.
If a dispute arises under this Agreement, the parties agree to first try to resolve the dispute with the help of a mutually agreed-on mediator in Minneapolis or St. Paul, Minnesota. Any costs and fees other than attorney fees (see Section 25) will be shared equally by the parties. If it is impossible to arrive at a mutually satisfactory solution within a reasonable time, the parties agree to submit the dispute to binding arbitration in the same city or region, conducted on a confidential basis under the Commercial Arbitration Rules of the American Arbitration Association.
Nothing contained in this Agreement makes either Company or Artist a partner, joint venturer, or employee of the other party for any purpose.
If a court finds any provision of this Agreement invalid or unenforceable as applied to any circumstance, the remainder of this Agreement will be interpreted to carry out the intent of the parties.
This Agreement is governed by and interpreted in accordance with the laws of the State of Minnesota.
This Agreement may not be amended except in a writing signed by both parties. No waiver by either party of any right shall be construed as a waiver of any other right.
In the event of any dispute arising from or related to this Agreement, the prevailing party is entitled to reasonable attorney fees.
Notices required under this Agreement can be sent to the parties at the addresses provided below.
The release of music under a Creative Commons license does not apply to any covers, unless the original to be covered is already under a Creative Commons license, or the Artist secures permission to release the cover under a Creative Commons license.
Creative Commons covers must be of songs that allow for commercial reuse, or the release must be a Company release. Releases that are under CC BY-NC (https://creativecommons.org/licenses/by-nc/4.0/), CC BY-NC-SA (defined in Section 4), CC BY-NC-ND (https://creativecommons.org/licenses/by-nc-nd/4.0/), and CC BY-ND (https://creativecommons.org/licenses/by-nd/4.0/), do not allow for commercial reuse.
Covers of music under other free licenses (such as the Free Art License) will be evaluated on a case-by-case basis.
BlocSonic reserves the right to deny release of any covers that were not previously released under CC0, CC BY, or CC BY-SA.
Regardless of selected license, Artist agrees that all releases under Agreement are available for Company artists to remix, sample, and cover for commercial release. Likewise, Company catalog will be available to Artist to Remix, sample, and cover for commercial release.
As the exclusive licensee, Company has exclusive authority to enforce the copyright.
To the extent there is a trademark issue, Company is unable to provide legal services, but can help Artist find representation.
This Agreement expresses the complete understanding of the parties with respect to the subject matter and supersedes all prior proposals, agreements, representations, and understandings.
To the extent definitions in the document conflict with Section 30, Section 30 is controlling.
Commercial Release: Music that will be for pay download.
Company: blocGLOBAL, LLC
Full Length: Generally, this will be multiple-song LP format. However, in certain genres where it is the norm for single tracks to be long enough for an LP release (trance, etc.), blocSonic will use the industry standard. Further, in the event that Artist prefers the EP or single format, blocSonic will consider 9 individual tracks
Remix: Any musical derivative work, including covers. In some instances, remixes and covers will be mentioned separately. This is meant as a point of clarity, not to differentiate the two.
Artist Business Name _________________________________________
Artist Representative Name and Title _____________________________
Artist Representative Signature _________________________________
Artist Address _______________________________________________
Artist Address (cont.) ___________________________________________________________
Date ________________
Company Name: blocGLOBAL, LLC
Company Representative Name and Title _________________________
Company Representative Signature ______________________________
Company Address ____________________________________________
Company Address (cont.) ____________________________________________________________
Date __________________________
Collaborative Musical Compositions contained in Record
Record/album Title:__________________________________________________________
Musical Composition Title:_____________________________________________________
Artist’s full Name:_____________________________________________________________