What Are You Getting?/Giving Up?

Hello Friends,
 

If January had me reflecting deeply on purpose and presence, February seems to have knocked me into advocacy and action! I usually keep my anger contained, but in the past weeks, I've found myself looking through "bad" contracts that artists have sent me along with a call for help.

Before I continue, I do need to highlight that so many of the Industry people I meet in the music trade ARE lovely. They LOVE music, honour the artistic process and are in this profession to bring new songs to the world. They are the Dolphins - supportive, clever and kind. 🐬

Unfortunately, there are a few Sharks out there - predatory, cunning and out for themselves! 🦈 These Sharks, with their apparent lack of moral fortitude, feed the stories that then feed the environments of suspicion and distrust. So much of the mental distress that artists has shared with me can be explained by the presence of Sharks - circling them, and occasionally taking a bite. It riles me up to see it... 😖

It's so frustrating to come to a situation AFTER the fact. And it's hard to witness the shame and fear that an artist can feel when they realize that they've been, well, screwed over. So this month, I'd like to share some thoughts on what YOU can do BEFORE you sign, to navigate these murky waters. 🌊



 

PART 1 - WHAT IS A CONTRACT? (My own take on this - I'm not a lawyer...)

A contract is the undertaking of a legally-enforceable agreement between two or more parties to do or to not do something. A "party" sounds fun, but it's simply a technical word, from the old French "parties", which simply means who the different "parts" coming into agreement are - they can be an individual or a company, for example.

A contract usually features one party that offers a service, a second party that accepts it and an agreement on what the first gets in exchange for the service (payment, or if you like the jargon, "consideration").

In a sense, this can translate into the title of this post: What are you getting, what are you giving up?

Ideally, these two things - what you receive and what you "pay' for it should be equal in value, for a contract to be fair.

DIGGING DEEPER

Typically, I've been reading through contracts that involve an Artist (individual) and a company (management, label, publisher, etc.)

It's easy to get lost in the pages of legal detail and forget that every contract tells a story.

So, when I hear that an artist is going to "sign with" someone, my first questions are about what the story-in-the-making is about:

• Who are the parties?
• What are they coming together to achieve? (the old "What for?")
• What is the Artist getting?
• What is the Artist giving up in the exchange?

If the answers to those questions are consistent and tell a compelling story, we can usually look forward to a fruitful collaboration.

The problems happen when the answers don't line up. And the issue I see is that while a contract is, by definition, meant to be "legal", it doesn't always represent "justice" or what is "just" (or "righteous" or "fair"). A lawyer will ensure a contract is "legal". But it is YOUR responsibility to establish what is fair for you, what elements make the story a right fit for you.


So....

 

• Who are the parties?

We'll delve into that in PART 2



 

• What are they coming together to achieve? 🌅

What IS this collaboration, this agreement about? What is your vision for working together? Can you explain it in a sentence?

It should be obvious, but I can't tell you how many times I've read through a contract and asked myself what I was reading!

I've had artists tell me they have a "record label deal" to find out that they're being offered label services (that they'll be charged for! 😳),or that they're signing with a "publisher" to find out that the contract only covers "rights administration"... There's SO much pressure to be signed, that some artists rush in, and in their haste, forget to give themselves the time to study a potential agreement. "I need a record label", I'll hear. "What for?", I'll ask.

What is the need that you have that another can fill - and what value are you placing on that? Is the sum of the two parts coming together bringing you value?



 

• What is the Artist getting? 🤗

What exactly is the other party bringing to the table to realize your vision?
You need to understand what the offer is... and while a lawyer can help you navigate through the "legalease", the other party should be able to explain what form their contribution is going to take.

It should be clear. And if it isn't, don't be afraid of asking: "That's interesting. What do you mean by that?" or "Can you illustrate that with a concrete example?" or "What does this mean in terms of time and money. Could you break it down for me, please?" 🤔

There's no shame in asking questions! In fact, think of it - asking questions empowers YOU because you're guiding the discussion! It's not a sign of weakness.

I've been at the table witnessing multi-million deals and have asked questions that others might have thought as silly or felt that I, as a consultant, should have known better. I have too many examples of how my "silly" questions shed light on a deal.

(For example, in the 90s, an American company sent its executives to France to inspect the French operations. The Americans started talking about "rationalizing" the product lines. The Germans and French joined in the conversation, quite happily in fact, thinking that they were going to develop their activities by focusing and building on the strengths of each business segment. One of the Americans seemed put off by their glee but when I asked him what they meant by "rationalizing" he mocked me with a dismissive "Nathalie, everyone knows what rationalizing means"... Twenty-five years later, I can still recall that implied dig of "Idiot woman..." 🙄 You know me well enough to guess that I didn't let it go... Turns out that "rationalizing" meant deciding which European operations to close down! Well, the Americans were chased away and the French fought for their subsidiary... and in the end, no factories were shut! It was a lesson I carry to this day that ONE word can flip a world. So.... please, if you take one thing from this tangent, ASK QUESTIONS!)

👉🏼 Okay, back to the music trade...

When an offer is made, break it down too so that you know very clearly what you are getting.
Money? Is that an advance? A buy-out? A contribution? Investment? Will you have to pay it back? Is it a contribution to the project? Time? Whose time? How much of it? When? Doing what? Network? Expertise? Clout?...

Note that you almost never see a guarantee of results, only a promise of efforts. So, when someone is describing a rosy future, make sure you know what actually reflects a legally-enforceable obligation. 🧐 I am appalled at how little substance there have been in some of the contracts I've been reading.

A good deal starts with a clear, useful, engaging offer! ✅


 

• What is the Artist giving up in the exchange?

Consider what you're giving up!

If you're giving up your rights to the Masters, what does that mean? What's the value of that? If you paid for them, and the other party is not putting cash on the table (not just an advance, but covering the cost),why would you give up the rights instead of licensing your work?

What is the value of your catalogue in terms of publishing? I've seen offers where a publisher isn't paying ANYTHING for full ownership, for perpetuity (that means forever!),of all of a songwriter's works. Their offer is to increase the value of that catalogue - yet they're taking no risk at all... it doesn't make sense to me when I see these condition.

What about power? If you give a manager full signing rights on your behalf, you need to weigh the power of decision you're giving up. Do you want to have the final say on any deals about a certain amount for example? Do they have free rein of your budgets?

And what about the money? There's always a cost/benefit balance to find! For example, when you have a fee to pay, for example $5,000 to a publicist, you're giving up that cash asset - which means you won't be able to invest in other areas (promotion, marketing, etc.)

What about artistic freedom? How much say will you let other parties have in terms of the projects you want to take or not? Your right to not create or perform if that comes up?

Every time you getting something, as great as it is, you need to examine it to consider what you're giving up in exchange - both the obvious and the more subtle elements of your involvement!

How far are you ready to go? Remember, you never have to accept a first draft as presented to you if you feel you're giving up too much! You can ask for any change you feel will lead to a mutually fruitful joining of forces. ⚖️


STILL WITH ME?!

Again - what you're getting and what you're giving up should be balanced, and just, and fair and right to you! (and for the other parties involved, of course!) And you need to know not only what you're getting, giving up and for how long, but what an exit plan might entail. 🎢 Life is long and circumstances change. What is the story you're creating and what different endings are possible?
Any contract you sign should mirror your chosen narrative!

SO PLEASE PLEASE PLEASE allow yourself the time to go through any agreement that binds you to another party for any important facet of your life or career! READ through it, ASK questions.
And once you have a good sense of what you want out of it, always consult with a lawyer!

You might be hesitant because of legal fees, but a few hundred or thousand dollars up front can save you tens of thousands down the line. And of course, there's the mental comfort that comes with the confidence that you have solid legal counsel on your side! 🛠

FIND YOUR OWN LAWYER! This is all the more true if you're dealing with someone wearing multiple hats - manager, publisher, label etc. A lot of industry folk are branching out in different areas so that they can offer their artists a full-service deal. There can be advantages to working with those you trust and admire. Of course. That said, it's a manager's job to find the other members of the team and if they're recommending, well, themselves, to take on all roles, then you need your own counsel to view the offer with impartiality. And if EVER a person suggests that you should just trust them and use their lawyer to save money on legal fees, speak up!

There are all sorts of lawyers out there - sharks and dolphins, those who'll execute what you ask without too many questions and others who'll guide you with their wisdom and experience.
I'm happy to recommend Byron Pascoe (Edwards Creative Law, Ottawa) without reservation because he is not only a dolphin but one who can out-swim the sharks! He's certainly not the only entertainment lawyer I appreciate, but his role as a champion for artists and ability to demystify the legal system is something I cannot highlight enough. In fact, I'm hoping to invite him to interview him and break down a few contracts for you in a future webinar! 😉

Finally, remember always that one of the reasons I created MyArtist.Life was to be your advocate... I'm always happy to be an impartial sounding board and do a first run of a contract before you meet a lawyer, with the four questions above! 🌞



 

PART 2 - WHO ARE THE PARTIES? (Back to the first question!)

I spent some time listening in on Clubhouse (I spoke about the new social app in last week's post). One of my favourite rooms was called "Are you swimming with Sharks or Dolphins?". I was reminded that we tend to be like those we like to hang out with... Sharks look for sharks when they build their teams. Dolphins look for dolphins...

Over and over again, the speakers drove the need for taking your time to build your team!
It's so important to get to know them, get to know how they work, what they care about. Take your time! Your life and career depend on it! (and I'm not being dramatic... seriously, I don't want to keep losing sleep over artists losing out!)🦉

Instead of going off into another essay, I'll just leave you with three more quote memes I prepared for this week!

 

I hope you've found a useful tip or two! It's scary at times leaving a DIY situation and putting your career and trust in the hands of someone else. I hope I haven't scared you with this! You do need to be tough, and protect your interests! But please don't let it make you wary of everyone and miss out on an opportunity! Most people out there are good! 🧡 I'd love to hear what you think! 
 

xo Nat