AGREEMENT BETWEEN ORCHESTRA COMPANY AND RECORDING COMPANY
THIS AGREEMENT is made at (City) this ________ day of_______ 20_______
_________________, (hereinafter referred to as ‘the ORCHESTRA COMPANY’) party of the FIRST PART,
________________ [Name of Recording Company](hereinafter named and referred to as ‘the COMPANY’) party of the SECOND PART.
WHEREAS, Recording Company has recognized expertise in recording performances and publish audio cassettes? And
WHEREAS, Orchestra Company wishes
to engage Recording Company to record performances and to publish audio cassettes.
NOW THEREFORE, PARTIES IS AGREED HEREBY:
- SERVICES. Company hereby engages and employs Orchestra Company's exclusive services and endeavours in connection with the production of sound recordings for period of [months/years](hereinafter ‘Recording Year’), commencing as [Date] and Orchestra Company accepts the engagement and employment. Orchestra Company agrees to perform to the best of ability at rehearsals and at recording sessions conducted by Company at such times and places as Company directs to record. Orchestra Company agrees to record and re-record each selection until a commercially satisfactory master result in Company's opinion.
- CONSIDERATION. In full consideration of Orchestra Company's full performance of the terms, undertakings and provisions hereof, and for all rights granted by Orchestra Company to Company hereunder, and for all uses of such rights made or authorized by Company, Company will pay Orchestra Company the royalties at the specified rate applicable for performances recorded by Orchestra Company for Company in the respective 'recorded year'. Such royalties to be paid on selections recorded hereunder and sold by Company or labels leasing or buying Company's masters, whichever is applicable, throughout the world as finished CD/CASSETTEs. [Terms & Rates to be decided as per the case]
- DEDUCTIONS FROM ROYALTIES. Company will pay or get a label to pay all costs of recording (including cost of arranger, copyist, orchestration, conductor, musicians, background vocalists, studio, tape, equalizing, editing, mastering, etc.); and the following costs of production of album jackets: rough art, layout, fine art, photography, typography, color separation. If Orchestra Company should fail to appear or be late in appearing at the time and place designated by Company, for recording hereunder, Orchestra Company agrees to pay to Company all costs, expenses and charges incurred or paid by Company by reason thereof.
- EXCLUSIVE. Orchestra Company agrees to record exclusively for Company. Orchestra Company agrees that during the term hereof, including any periods of suspension, Orchestra Company will not perform for himself or for anyone else, firm or corporation other than Company, in connection with or for the purpose of making sound recordings. Orchestra Company agrees that Orchestra Company will not license or authorize any person, firm or corporation to use the name, likeness or any other identification of Orchestra Company in connection with any sound recordings made in violation hereof. The Company may, in its own name or in the name of the Orchestra Company, prevent any such use. Orchestra Company will not at any time make, distribute, sell, authorize or permit any person (i.e. firm, corporation), other than Company, to make, distribute, or sell CD/CASSETTE recordings (or devices for similar purposes) embodying any performance rendered by Orchestra Company during the term of this agreement.
- UNIQUENESS. Orchestra Company's performances hereunder, and the rights and privileges granted to Company by Orchestra Company hereunder, are of a special, unique, unusual, extraordinary, and intellectual character, which gives them a peculiar value, the loss of which cannot be reasonably or adequately compensated for in damages in an action at law and a breach by Orchestra Company of any of the provisions of this agreement will cause Company irreparable injury and damage.
Orchestra Company expressly agrees that Company will be entitled to injunctive and other equitable relief to prevent a breach of this agreement or any portions thereof by Orchestra Company. Such relief shall be in addition to any other rights for damages or otherwise to prevent a breach of this agreement or any portion thereof by Orchestra Company and shall be applicable only to the making or the authorizing of the making of phonograph /CD/CASSETTE recordings.
- EXTENSION. Should Orchestra Company, for any reason whatever, be unavailable or fail to make recording at such times as designated by the Company and mutually agreed to by Orchestra Company, as herein provided, the then current 'recording year', hereof, may be extended by Company for such period of time as shall elapse until Orchestra Company renders the required services for Company.
- INTERFERENCE. If the performance of Company's obligations under this agreement is delayed or becomes impossible or impracticable by reason of an act of God, fire, earthquake, labor strike disturbances, civil commotion, acts of government, government agencies or officers, any order, ruling or action of any labor union, or any association of Orchestra Companys, musicians, composers or employees, affecting Company or the industry in which it is engaged, or if Orchestra Company refuses to rehearse and record when reasonably requested by Company, Company may, upon notice to Orchestra Company, suspend its obligations under this agreement for the duration of such delay, impossibility or impracticability, as the case may be; a number of days equal to the total of all such days of suspension shall be added to the then current "recording year." However, Company, in any event, shall continue to make proper accounting and payment to Orchestra Company as provided in this agreement.
- ORCHESTRA COMPANY GRANTS. In consideration of the agreements undertaken by Company herein, Orchestra Company has given and granted, and does hereby give and grant to Company the following:
(a) Sole, exclusive, and perpetual right, directly or through authorized parties to manufacture, sell, lease, license or otherwise use or dispose of throughout the world or any part thereof, recordings, masters, tapes, etc., embodying the performances to be recorded hereunder, upon such terms and conditions as Company or authorized parties desire;
(b) Perpetual right to use, publish, and permit others to use and publish Orchestra Company's name, likeness, and biographical material for advertising and trade publicity purposes in connection with the sound record made hereunder. During the term of this agreement, Company may use or authorize the use of, as descriptive of the Orchestra Company, the phrase "COMPANY EXCLUSIVE ORCHESTRA COMPANY" or any similar designation;
(c) Sole, exclusive and perpetual ownership in, and all the rights, titles, and interests to the sound recordings made hereunder, including, but not limited to, the right to use and control all masters, matrices and records of other reproductions obtained from recordings made hereunder, and the performances embodied therein.
(d) Sole, exclusive, and perpetual right, if Company desires, to perform the records publicly, or to permit performances thereof by means of radio broadcasting, or otherwise; Sole, exclusive, and perpetual right to sell or authorize the sale of individual recordings or performances of Orchestra Company on singles and in albums, which may contain recordings of performances of other Orchestra Company.
- NOTICES. Should either party to this agreement desire to give notice to the other party hereto pursuant to the terms hereof, it is required that such notice be mailed by certified or registered mail, postage prepaid, return receipt requested, to the address set forth below the signatures of the parties herein or at such address as each of the parties may designate in writing to the other from time to time. Statements or payments which Company may desire to give to Orchestra Company shall be acceptable if same are mailed by ordinary mail, postage prepaid, or by personal delivery. The date of mailing shall be deemed to be the date of such notices, statements, or payments.
- RESTRICTIONS. Orchestra Company represents and warrants that there are no agreements which prevent Orchestra Company from fulfilling all of the Orchestra Company's obligations hereunder, or which will impair the rights granted Company hereunder. Orchestra Company agrees that during the term of this agreement, Orchestra Company will not enter into any contract or commitment in violation of or inconsistent with the terms of this agreement or which may prevent or impair Company's full enjoyment of its rights to Orchestra Company's services, or of the right and privileges granted to Company by Orchestra Company hereunder
- NON-EXCLUSIVE- Recording. Notwithstanding anything to the contrary elsewhere in this agreement, Company and Orchestra Company may at recording sessions for other manufacturers play musical instruments as member of a band and sing as member of a vocal group if and only if Orchestra Company does not at any time play or sing a solo part or a featured part as member of a duet or trio. However, Orchestra Company may not authorize use of his name in any way, or manner, including label credit and publicity, without written permission of Company.
- EXTRAS. Orchestra Company and Company agree that at such times as both desires, Company may hire Orchestra Company to sing at recording sessions featuring other Orchestra Company(s).
(a) In the event Orchestra Company receives no billing on the completed record labels, Orchestra Company shall be paid only what is agreed upon at the session, and shall receive no royalties.
(b) In the event Orchestra Company receives billing in smaller size than that of featured Orchestra Company on the record in such a manner as is given to supporting orchestras and supporting vocal groups who are supporting featured Orchestra Company, then Orchestra Company shall receive a royalty rate of [PERCENTAGE].
- NAME. Company may determine whether it wishes to release records sung by Orchestra Company under Orchestra Company's own legal name or professional name now used or which may be used in the future, or under a name(s) selected by Company. Company may release none or some CD/CASSETTEs under one name, and none or some CD/CASSETTEs under other name(s). Company may at its option authorize Orchestra Company to use such fictitious name(s) for limited periods of time for non-recording purposes. Orchestra Company agrees to not use any such fictitious name(s) except with the express permission of Company, and Orchestra Company agrees not to use such fictitious name(s) after termination of this agreement. Orchestra Company and Company agree that all fictitious names selected by Company shall belong exclusively to Company. Orchestra Company now has the following professional name(s):
IN WITNESS WHEREOF, the parties have executed this Agreement under seal as of the day
ORCHESTRA COMPANY COMPANY
Name of Producer: ____________
Address: _______________ Address: ______________