Advice from a Lawyer: Why You Need a Band Agreement
Jeff Brown comments on legal issues you may have been curious on. (Mighty 1 Music)
By: Jeff Brown
Why do you need a band agreement?
Let?s say you handled vocals (backing and some lead), wind instruments, and keyboards for an act in your state?s major metropolitan area; the act recorded two CDs, which you sold at shows and to friends. You and your bandmates agreed to list the member who wrote the lyrics, and the member who was responsible for the principle musical melody/theme, as the authors on the copyright registration form for each song that appears on the CDs. You are listed as the co-author for one of the songs.
Your bandmates decide to relocate to LA/NYC/Nashville to take things to the next level, and to build some contacts to place music from the CDs in TV/film/DVDs; you decide to stay behind. You and your bandmates agree to stay in touch regarding their progress in finding an audience for the band?s music.
Yesterday one of your bandmates called you from LA/NYC/Nashville. A edgy lifestyle-oriented website wants to use two of the band?s songs in a promotional DVD, including the song which you co-authored. As is usually the case for the placements of songs by an unknown or new act in a DVD, the website is willing to pay the band only a small fee (typically $250 - $1000). However, inclusion of the songs in the DVD will likely result in tons of exposure for the band, given the marketing plan that the website has for the DVD.
You are familiar with the website, and object to the theme/nature of its content. You tell your bandmates that you have no problem with the website using the song which you did not co-author, but that you object to the use of the song that you co-authored, given your objection to the website?s theme/nature. You believe that your refusal shouldn?t be that big of a deal; after all, the other song will appear on the DVD. The band stands to gain the same level of exposure from having one song included in the DVD as it would from having both songs included in the DVD.
Not everyone in the band sees it that way. One of your bandmates has already given the DVD producer tentative approval to include the songs, which have been sync?ed to a rough edit of the DVD. If your bandmate has to go back to the producer and tell him that the song which you co-authored has to be removed, he/she "is going to look like an idiot." You stand firm ? you don?t want the song you co-authored included in a DVD that promotes the website. After a weekend of strife, your bandmate graciously accepts your position, and the song is removed from the CD.
So where did things go wrong? You and your bandmates were able to agree on a method for assigning authorship of the band?s songs for copyright purposes, but you neglected to set up a procedure for approving license requests for the band?s songs. The operation of a well-drafted band agreement would have prevented this unfortunate scenario.
A band agreement typically specifies the procedure for doing approving commercial uses of the band?s songs. A band agreements also addresses the other day-to-day operational issues that confront any business (after all ? your band is a business, right?), such as the procedure (majority or unanimous vote) for making important business and artistic decisions, the assignment of profits and losses, taxes, the conditions and procedures for the addition and removal of members, who controls the band?s intellectual property (such as the band?s name and logo), and what happens to the business when the band ends.
It?s important to deal with these issues by putting a thorough and carefully drafted band agreement in place before your band achieves a measurable level of success. If you don?t, that success can be eaten away by the cost (and stress) inherent in fighting over those issues. An experienced music lawyer can draft an agreement that will allow you to navigate these situations without breaking up the band.
This column is nothing more than commentary, and does not constitute legal advice. If you have a question about a music law/biz issue, e-mail me: firstname.lastname@example.org.