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Performance Clauses In Entertainment Contracts

Producing and editing a masterwork of recorded music is obviously a specialized talent. But so is the entertainment attorney’s act of composing clauses, contracts, and contractual 유흥알바 language generally. How might the art of the entertainment attorney’s legal composing a term or contract affect the musician, composer, songwriter, producer or other artist as a practical matter? Many artists think they will be “home free”, just as soon as they are appointed a draft planned record contract to sign from the label’s entertainment attorney, and then throw the planned contract over to their own entertainment lawyer for what they hope will be a rubber-stamp review on all clauses. They are wrong. And those of you who have ever received a label’s “first form” planned contract are chuckling, right about now.

Wish You. S. record label forwards an artist its “standard form” planned contract, does not mean that you need to sign the draft contract blindly, or ask one’s entertainment lawyer to rubber-stamp the planned agreement before signing it blindly. A number of label forms still used today may be hackneyed, and have been used as full text or individual clauses in whole or partially from contract form-books or the contract “boilerplate” of other or earlier labels. From the entertainment attorney’s perspective, a number of label recording clauses and contracts actually read like these were written in hurry — just like Nigel Tufnel scrawled an 18-inch Stonehenge monument on a napkin in Deceive Reiner’s “This Is Spinal Tap”. And if you are a musician, movie fan, or other entertainment lawyer, I bet guess what happens happened to Tap as a result of that scrawl.

It stands to reason an artist and his or her entertainment lawyer should carefully review all draft clauses, contracts, and other forms submitted to the artist for signature, prior to ever signing on to them. Through negotiation, through the entertainment attorney, the artist may be able to interpose more precise and even-handed language in the contract ultimately signed, where appropriate. Inequities and not fair clauses aren’t the only things that need to be removed by one’s entertainment lawyer from a first draft planned contract. Ambiguities must also be removed, before the contract can be signed as you.

For the artist or the artist’s entertainment attorney to leave an ambiguity or inequitable term in a signed contract, would be merely to leave a potential bad problem for a later day — particularly in the context of a signed recording contract which could tie up an artist’s exclusive services for many years. And remember, as an entertainment lawyer with any longitudinal data on this item will tell you, the artistic “life-span” on most artists is quite short — which means that an artist could tie up his or her whole career with one bad contract, one bad signing, or even just one bad term. Usually these bad contract signings occur before the artist tries the advice and counsel of an entertainment attorney.

One seemingly-inexhaustible type of ambiguity that arises in clauses in entertainment contracts, is in the particular context of what I and other entertainment lawyers refer to as a contract “performance clause”. A non-specific commitment in a contract to perform, usually happens to be unenforceable. Consider the following:

Contract Term #1: “Label will use best efforts to market and publicize the Album in the Territory”.

Contract Term #2: “The Album, as

delivered to Label by Artist, shall be produced and edited using only first-class facilities and equipment for sound recording and all the other activities relating to the Album”.

One shouldn’t use either term in a contract. One shouldn’t agree to either term as written. You need to negotiate contractual edits to these clauses through one’s entertainment lawyer, prior to signature. Both clauses set forth planned contractual performance obligations which are, at best, unclear. Why? Well, with regard to Contract Term #1, reasonable minds, including those of the entertainment lawyers on each side of the transaction, may vary about what “best efforts” really means, what the term really means if different, or what the two parties to the contract intended “best efforts” to mean at the time (if anything). Reasonable minds, including those of the entertainment lawyers on each side of the negotiation, can also differ about what constitutes a “first-class” facility as it is “described” in Contract Term #2. If these contractual clauses were ever looked at by judge or jury under the hot lights of a You. S. litigation, the clauses could be attacked as void for vagueness and unenforceable, and judicially read right out of the related contract itself. In the view of this particular New york entertainment attorney, yes, the clauses actually are that bad.

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