MUSICAL GROUP AGREEMENT
This agreement for the formation of musical group is made and entered on this day __ of ___(Year)
________________________(collectively referred as Musical Group and Individually referred as Members)
- The parties have agreed to form a musical group for the benefit of each other.
- Each of the party has proven his/her talent in the field of music.
NOW THEREFORE, in consideration of the mutual promises herein contained, it is agreed and understood as follows:
- EFFECTIVE DATE AND TERM OF THIS AGREEMENT.
- The effective date of this Agreement shall be _____ of __________, 20___ and all rights and obligations of the parties hereunder shall be effective as of that date.
- This Agreement is valid and shall remain in full force and effect for a term of ____________ (Days / Months/ Years) starting from the effective date till ___________________________________ unless terminated prior to such date by either of the parties in accordance with Clause on termination specified herein.
- The Musical Group is known as [Name] and is established for the purposes of musical and related entertainment activities.
- MEMBERS SERVICES.
In order to fulfill the Musical Group purposes, each Member shall contribute musical entertainment services to the Musical Group. Such contributions shall include, but not be limited to, services :
- as a recording artist with respect to sound recordings;
- as a musical performer in all media and on the live stage; and
- related to merchandising rights solely with respect to activities as a
member of the group.
- NON-MUSICAL GROUP ACTIVITIES
Each member is permitted to engage in one or more businesses, including other musical entertainment efforts, but only to the extent that such activities do not directly interfere with the business and obligations of the Musical Group. Neither the Musical group nor any other Member shall have any right to any income or profit derived by a Member from any non-Musical Group business activity permitted under this paragraph.
Each Member warrants that the he/she:
- is free to enter into this Agreement;
- is under no restriction which will interfere with this Agreement;
- has not done nor will do any act or thing that might hurt the Musical Group;
- will not sell or transfer any interest in the Musical Group without the
prior written consent of the other members; and
- will refrain from activities which could prohibit the Member from
- Each Member indemnifies each other Member from all claims that may arise from any breach of these warranties.
- PROFITS AND LOSSES.
Unless agreed otherwise in writing by the Members, the Members shall share equally in all of the Net Profits, losses, rights and obligations of the Musical Group.
"Net Profits" shall mean all payments which are paid to the Musical Group or to any Member as a result of Musical Group activities. After deducting Musical Group expenses (that is, reasonable salaries, rent, promotional costs, travel costs, office expenditures, telephone costs, accounting and legal fees), the Net Profits shall be distributed in cash to the Members.
- OWNERSHIP OF RECORDED CONTENTS
The Members shall create a publishing entity (the "Musical Group Publishing Company") which shall own all rights to "Recorded Compositions." Recorded Compositions are songs:
- recorded by the Group;
- released for sale on sound recordings under the Musical Group Name; and
- Which were written or co-written in whole or in part by one or more Members.
Each Member agrees to assign any ownership interest in each Recorded Composition to the Musical Group Publishing Company and to execute any documents necessary to evidence the transfer of ownership to the Musical Group Publishing Company.
- DIVISION OF PUBLISHING REVENUE
Revenue from the Band Partnership Publishing Company, if such publishing company has been created, shall be distributed as follows:
- All music publishing income derived from Recorded Compositions, including both writer's and publisher's shares shall be divided equally among the members.
- The Members shall share equally in the publishing income from all Recorded Compositions. The writers of each Recorded Composition shall receive an equal pro-rata share of the songwriters' income with respect to each Recorded Composition.
- All revenue derived from Recorded Compositions shall be pooled (whether it is characterized as publishing or songwriter revenue). Each Member shall receive one credit for performing on each Recorded Composition. The writers of each Recorded Composition shall receive one credit for writing. Each Member’s total number of credits equals the numerator (top number of a fraction). The total number of credits equals the denominator or bottom number of a fraction. Each Member then receives this fraction of the song income.
- TERMINATION OF MUSICAL GROUP
This Agreement and the Musical Group shall not terminate for the reason that a Member leaves the Group. If a member leaves, the Musical Group shall remain in full force among the remaining members.
This Agreement shall terminate, and the Group shall end, upon the first to occur of the following events:
- The written agreement of the Members to end the Musical Group; or
- By operation of law, except as otherwise provided in this Agreement.
The addition of a new Member shall not end the Musical Group, and it shall remain in full force among the remaining Members.
- DISTRIBUTION OF GROUPS’S ASSETS AFTER TERMINATION
Income and Debts. After termination of the Group, any income that is owed to the Group shall be collected and shall be used first to pay off debts to people outside the Group (creditors) and any remaining money shall be used to pay debts (loans in excess of capital contributions) to Members. If money remains after paying off these debts to Members, it will be distributed equally to the Members.
Property. Any property owned or controlled by the Musical Group (for example, musical equipment) shall not be sold but shall be evaluated, by an accountant if necessary. The property shall then be distributed as nearly as possible, in equal shares among the Members.
Royalties & Future Income. If at the time of dissolution, the Group is entitled to royalties or owns property that is generating income or royalties, the Members shall vote to either establish an administrative trust or designate an individual (for example, an accountant), to collect and distribute the royalties on an ongoing basis to the Members according to their respective interests.
- ADDITION OF A NEW MEMBER
Each new Member must agree to be bound by all of the provisions in this Agreement. A new Member shall not have any rights to the Musical Group property or assets existing at the time of admission to the Group ("Existing Property") or in any of the proceeds derived from the Existing Property.
- LEAVING MEMBERS
A Member may leave the Group (a "Leaving Member") voluntarily (by resignation) or involuntarily (by reason of death, disability or being expelled). A Member who resigns shall give [days] prior written notice. The Group shall provide written notice if it expels a Member. The Group shall have, at its option, the right to immediately exclude any expelled member from live or recorded performances during [notice period]. A Leaving Member is entitled to:
- the Leaving Member's proportionate share of the net worth of the Musical Group as of the date of disassociation.
- the Leaving Member's share of any royalties, commissions or licensing fees earned from sound recordings which include the Leaving Member's performance. These payments shall be made when actually received by the Musical Group and after subtracting a proportionate deduction of expenses. The Leaving Member's record royalties shall only be paid after the record company has recouped the band's recording costs for the respective recording.
An expelled Member shall be entitled to receive the value of his or her interest
in the Musical Group according to the provisions of this Agreement.
- MUSICAL GROUP BANK ACCOUNT
A Musical Group bank account may be opened by the Members. _________________________ shall have the right to sign any checks drawn on the Musical Group bank account, endorse checks for deposit or make any withdrawals from the Musical Group bank account.
IN WITNESS WHEREOF, the parties have executed this agreement on
the day and year first above written.
AGREED TO AND ACCEPTED:
AGREED TO AND ACCEPTED:
WITNESS 1 WITNESS 2