Music Producer Agreement

MUSIC PRODUCER AGREEMENT

This Music Producer Agreement (the Agreement) is made and entered into as of Effective Date: by and between Artist Name: with address: (the Artist) and Producer Name: with address: (the Producer). Artist and Producer are referred to jointly as the Parties.

RECITALS

WHEREAS, the Artist wishes to engage the Producer to perform production services for the musical composition(s) and sound recordings identified in the Project described below; and

WHEREAS, the Producer has the necessary skill, experience and facilities to produce master recordings and provide related services upon the terms set forth herein; and

WHEREAS, the Parties desire to set forth their respective rights and obligations with respect to the production, ownership, exploitation and payment in connection with the Project.

NOW THEREFORE, in consideration of the mutual covenants contained herein, the Parties agree as follows:

1. ENGAGEMENT; SCOPE OF SERVICES

1.1 Engagement. Artist hereby engages Producer, and Producer accepts such engagement, to perform production, arrangement, programming, recording supervision and related services (the Services) for the musical project entitled Project Title: (the Project).

1.2 Scope. Producer shall render Services in a professional manner and shall deliver master recordings and all requisite session files and stems consistent with industry standards. Specific deliverables are described in Section 4.

2. TERM

2.1 Term. The engagement shall commence on the Effective Date and shall continue until completion and delivery of the Deliverables or earlier termination in accordance with Section 13. Estimated completion date:

3. COMPENSATION

3.1 Advance. Artist shall pay Producer a non-refundable advance of $ upon execution of this Agreement, credited against amounts otherwise payable to Producer hereunder.

3.2 Producer Points/Royalty. Producer shall receive a royalty equal to of Net Receipts from exploitation of the masters produced hereunder, payable to Producer after recoupment. For clarity, Net Receipts means gross receipts actually received less customary deductions including third-party fees, mechanicals and taxes.

3.3 Recoupment. All advances and approved out-of-pocket expenses paid by Artist or Artist's label that are specifically allocated to Producer shall be recoupable from Producer royalties. Producer acknowledges that such recoupment shall be limited solely to Producer royalties and shall not give rise to personal liability beyond those royalties.

4. DELIVERABLES; DELIVERY SCHEDULE

4.1 Deliverables. Producer shall deliver to Artist fully mixed and mastered stereo masters, session files, and stems for each track produced (the Deliverables). Description of tracks and quantities:

4.2 Schedule. Delivery milestones and deadlines:

5. CREDITS

5.1 Credit. Artist shall accord Producer producer credit on all copies of the master and in connection with public distribution and promotion: Credit to read "Produced by" followed by Producer credit name: . Such credit shall be in substantially the same size and prominence as other producers on the masters.

6. OWNERSHIP; COPYRIGHTS; LICENSES

6.1 Ownership. Except as otherwise expressly set forth herein, Artist shall own all right, title and interest in and to the masters and the underlying musical compositions as created and fixed in the Deliverables. The Parties acknowledge that to the extent applicable, Producer's services are intended to be a "work made for hire" for Artist under copyright law and, to the extent that any Deliverables are not deemed a work made for hire, Producer hereby irrevocably assigns and transfers to Artist all right, title and interest in and to the Deliverables and all copyrights therein, worldwide, for the full term of copyright.

6.2 Limited Use. Notwithstanding the foregoing, Producer shall have the non-exclusive right to use short excerpts of the Deliverables (not exceeding 30 seconds per track) solely for Producer's promotional portfolio and demos, provided Producer does not exploit such excerpts commercially and credits Artist as set forth in Section 5.

7. REPRESENTATIONS AND WARRANTIES

7.1 Mutual Representations. Each Party represents and warrants that it has full power and authority to enter into this Agreement, that the execution and performance hereof will not violate any agreement or obligation to any third party, and that the person signing on its behalf is duly authorized.

7.2 Producer Warranties. Producer warrants that: (a) the Services and Deliverables will be original to Producer and will not infringe the rights of any third party; (b) Producer will obtain all necessary clearances and licenses for any third-party performances or samples included in the Deliverables unless otherwise agreed in writing; and (c) Producer will comply with all applicable laws in performing the Services.

8. CONFIDENTIALITY

8.1 Confidential Information. Each Party agrees to keep confidential all non-public information disclosed by the other Party in connection with the Project, including but not limited to demo recordings, business terms and marketing plans, and not to use such confidential information except to perform its obligations hereunder. Confidentiality obligations survive termination.

9. INDEMNIFICATION

9.1 Indemnity by Producer. Producer shall indemnify, defend and hold harmless Artist and Artist's affiliates from and against any claims, damages, liabilities and expenses (including reasonable attorneys' fees) arising out of Producer's breach of its representations or warranties, including any claim that the Deliverables infringe a third party's rights.

9.2 Indemnity by Artist. Artist shall indemnify, defend and hold harmless Producer from and against claims arising from Artist's use of the Deliverables outside the scope of this Agreement or Artist's breach of this Agreement.

10. LIMITATION OF LIABILITY

10.1 Limitation. Except for willful misconduct or breaches of the confidentiality and indemnity obligations, neither Party shall be liable to the other for special, incidental, consequential or punitive damages arising out of this Agreement, and each Party's aggregate liability shall be limited to the total fees actually paid to Producer under this Agreement.

11. AUDIT; ACCOUNTING

11.1 Statements. Artist shall provide Producer with royalty statements and payments in accordance with the payment frequency: . Producer shall have the right, once per calendar year upon reasonable notice, to audit Artist's relevant records during normal business hours.

12. EXPENSES; BUDGET

12.1 Budget. Recording budget allocated to Producer: $. Producer shall obtain Artist's prior written approval for any budget overruns in excess of $.

12.2 Reimbursement. Reasonable pre-approved out-of-pocket expenses shall be reimbursed upon presentation of receipts. Reimbursable expenses are recoupable as set forth in Section 3.3.

13. TERMINATION

13.1 Termination for Cause. Either Party may terminate this Agreement upon written notice if the other Party materially breaches this Agreement and fails to cure such breach within Cure Period (days): days after receipt of written notice specifying the breach.

13.2 Effect. Upon termination for any reason, Artist shall pay Producer for Services performed and approved expenses incurred through the effective date of termination. Sections concerning ownership, confidentiality, indemnity and payment shall survive termination.

14. NOTICES

All notices required or permitted under this Agreement shall be in writing and delivered to the Parties at the following addresses (or such other address as a Party may designate by notice):

15. AMENDMENTS; WAIVER; COUNTERPARTS

15.1 Amendment. This Agreement may be amended only by a written instrument signed by both Parties.

15.2 Waiver. No failure or delay by either Party in exercising any right shall operate as a waiver of that right.

15.3 Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument.

16. GOVERNING LAW; VENUE

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to its conflict of laws principles. The Parties submit to the exclusive jurisdiction of the courts located in that State for resolution of disputes.

17. ENTIRE AGREEMENT; SEVERABILITY

17.1 Entire Agreement. This Agreement, together with any exhibits or schedules hereto signed by the Parties, constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior agreements and understandings.

17.2 Severability. If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect to the maximum extent permitted by law.

18. MISCELLANEOUS

18.1 Assignment. Neither Party may assign its rights or delegate its obligations under this Agreement without the prior written consent of the other Party, except that Artist may assign to a label or successor in interest to Artist's recording rights without Producer's prior consent provided Artist remains liable for all obligations hereunder.

18.2 Relationship of Parties. The relationship of the Parties is that of independent contractors. Nothing in this Agreement shall create a partnership, joint venture, employment or agency relationship.

Sign Now