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Music Dealers Liqudation
Old 2nd August 2016
  #91
Gear Nut
 

Quote:
Originally Posted by Renmakesmusic View Post
Hey Guys i was an artist with music dealers
Just before this news came out, they sold one of my songs to Nickelodian and didnt tell me about it, I found out through someone who messaged me randomly to tell me the song was on an advert, a sneaky move on their part because it was done just weeks ago, when they were probably well aware they were moving to liquidation, and I wasnt made aware. How the hell do I go about getting my cash?
read above in the thread^^^. i posted the contact information last week on who to speak with.
Old 2nd August 2016
  #92
The truth is finally coming out.
Old 5th August 2016
  #93
Gear Nut
 

The Collapse of Music Dealers and Music Licensing’s “Race to the Bottom”
Full In Depth Summery Review

What the demise of a sync music licensing company can tell us about the bigger machine


The music selection during Aziz Ansari’s Master of None. The phenomenal success of Guardians of the Galaxy’s “Awesome Mix” soundtrack. An enthusiastic Taylor Swift singing “Jumpman” before faceplanting in an Apple Music commercial. Music has been masterfully wielded in visual mediums for as long as both have been around, but in this 21st century television renaissance and curation-obsessed generation, strategic song placements are more often celebrated as creative victories than decried as opportunistic moves by sellouts looking to make a quick buck.

It often takes an entire machine to make these multimedia miracles happen. The music synchronization licensing (or sync licensing) industry facilitates the use of music in commercials, films, television shows, video games, and more by clearing the rights to use both the master and the composition of the song and getting royalties paid to rights owners.


Last week, tremors shook the industry when news broke that Chicago-based music licensing and distribution company Music Dealers was going into liquidation and halting what appeared to be a strong upward trajectory, which included deals with corporate giants, future prospects of global expansion, and millions in revenue earned for independent artists on its service.

Founded in September 2008 by Eric Sheinkop, Jonathan Sheinkop, and John Williamson (who all left the company before 2016), Music Dealers established a database where independent artists could upload their music for perusal by brands and music supervisors. Music licensing was by no means a new phenomenon when Music Dealers hit the scene, but the company distinguished themselves by “pre-clearing” music, ensuring all rights to the music on their systems were cleared and permissions were granted for use. They also dealt in non-exclusive contracts, which allowed musicians to license their music elsewhere even if they also made it available on the company’s database. Music Dealers evenly split the fees earned upfront from placements with their artists and also took a 50% cut of publishing royalties earned from placements they negotiated.

The company made waves, landing deals with big brands and raising $5.25 million worth of funding in three years, with $2.18 million of that coming from a single investment round alone. A huge placement involving New Zealand outfit No Wyld’s “The Odyssey” turned the band into viral superstars overnight when the song appeared in a 2014 McDonald’s Winter Olympics campaign.


So why and how did Music Dealers fail?

READ THE REST HERE


The Collapse of Music Dealers and Music Licensing’s “Race to the Bottom” | Consequence of Sound
Old 6th August 2016
  #94
Lives for gear
 

Good article. Thanks.
Old 6th August 2016
  #95
Lives for gear
 
gsilbers's Avatar
 

Quote:
Originally Posted by spiderman View Post
Their website is still up. But if this were true... Honestly not surprised.... They had some big accounts/placements over the years, but they also seemed to be living larger than their portfolio (nice downtown Chicago offices, a dozen full-time employees, etc). C'est la vie.

Would not surprise me at all if the founders spin out a new company in the near future. Leaner, different, etc.
after reading the article about the race to the bottom I can agree with this statement.

thats a lot of millions in investing for this industry imo.

there a ton of music libraries and its all about connections. anyone with a few years doing this wouldknow that once a show ends or a new producer gets hired for a tv show then thats it, they will pick their music library from the friend they know.
some might last a little longer but having all the eggs in one basket , no matter what business is a big mistake.
plus being in chicago is a bit dificult to get some LA gigs for tv and films.
i dont know about this company but seems it was too much overhead for the type of business. maybe its a way to attract more client... look successful and fame will follow?

at most this serves a warning that this business is about a "real" boutique stategy, where its a small place/studio and clients made with some connections... or the oposite, a mega dealer thats about the most content and a web interface (content aggregator with minimal involvement)
and that a boutique company needs to be flexible and be able to adjust to loosing a main client.

i dont agree about the race to the bottom. i think its about the rise in supply and the ease if breaking into the business... both due to a direct result of changes in technology.
preiovusly, not many poeple had access to recording an orchestra. now its just $600 for kickass sample library and get it to sound realistic enough for tv and films. its producers sudenly talking to composers and both learning that its just some paperwork and access to musicians who can send their music for that show. with filmmusicnetwork.com and other similar networks. (music schools job boards etc) so not a "big" company is needed. if its needed it can be faked with a website and renting an office.

so think what you will but just investing millions of dollars is just obscene fort his industry. i cannot believe it lasted this long.
Old 6th August 2016
  #96
Lives for gear
 
spiderman's Avatar
Quote:
Originally Posted by gsilbers View Post
so think what you will but just investing millions of dollars is just obscene fort his industry. i cannot believe it lasted this long.
It lasted as long as they needed it... once the hustle was complete and they had maximized the profit withdrawal and company's access to credit, they loaded up the personal assets and bounced out. Classic shell game... leaving the working-class holding the bag. Trump style baby!
Old 6th August 2016
  #97
Quote:
"However, there is recourse for musicians owed money by Music Dealers: They can contact the trustees handling Music Dealers’ liquidation, High Ridge Partners, to file an affidavit of claim. St. Louis-based licensing company Songfreedom has also put together a “rescue package” for musicians affected by the closure of Music Dealers. With enough musicians on board, Songfreedom will even help initiate class action litigation to collect debts from Music Dealers."

I know some folks following this thread were wondering about next steps to possibly get paid for work they placed through Music Dealers so hopefully this is actually helpful and useful advice from the article!

As for me, I'm just getting started in this business and what I've learned from this sub-forum is that it's best to just roll with the punches and find the silver lining wherever you can in this volatile industry...to that end, there were 3 publishers/libraries interviewed in this article that I hadn't heard of before so that's 3 more contacts to bookmark and possibly submit to in the future!
Old 6th August 2016
  #98
Gear Nut
 

Quote:
Originally Posted by gsilbers View Post
after reading the article about the race to the bottom I can agree with this statement.

thats a lot of millions in investing for this industry imo.

there a ton of music libraries and its all about connections. anyone with a few years doing this wouldknow that once a show ends or a new producer gets hired for a tv show then thats it, they will pick their music library from the friend they know.
some might last a little longer but having all the eggs in one basket , no matter what business is a big mistake.
plus being in chicago is a bit dificult to get some LA gigs for tv and films.
i dont know about this company but seems it was too much overhead for the type of business. maybe its a way to attract more client... look successful and fame will follow?

at most this serves a warning that this business is about a "real" boutique stategy, where its a small place/studio and clients made with some connections... or the oposite, a mega dealer thats about the most content and a web interface (content aggregator with minimal involvement)
and that a boutique company needs to be flexible and be able to adjust to loosing a main client.

i dont agree about the race to the bottom. i think its about the rise in supply and the ease if breaking into the business... both due to a direct result of changes in technology.
preiovusly, not many poeple had access to recording an orchestra. now its just $600 for kickass sample library and get it to sound realistic enough for tv and films. its producers sudenly talking to composers and both learning that its just some paperwork and access to musicians who can send their music for that show. with filmmusicnetwork.com and other similar networks. (music schools job boards etc) so not a "big" company is needed. if its needed it can be faked with a website and renting an office.

so think what you will but just investing millions of dollars is just obscene fort his industry. i cannot believe it lasted this long.
agree your take on this!
Old 6th August 2016
  #99
Gear Nut
 

Quote:
Originally Posted by gsilbers View Post
after reading the article about the race to the bottom I can agree with this statement.

thats a lot of millions in investing for this industry imo.

there a ton of music libraries and its all about connections. anyone with a few years doing this wouldknow that once a show ends or a new producer gets hired for a tv show then thats it, they will pick their music library from the friend they know.
some might last a little longer but having all the eggs in one basket , no matter what business is a big mistake.
plus being in chicago is a bit dificult to get some LA gigs for tv and films.
i dont know about this company but seems it was too much overhead for the type of business. maybe its a way to attract more client... look successful and fame will follow?

at most this serves a warning that this business is about a "real" boutique stategy, where its a small place/studio and clients made with some connections... or the oposite, a mega dealer thats about the most content and a web interface (content aggregator with minimal involvement)
and that a boutique company needs to be flexible and be able to adjust to loosing a main client.

i dont agree about the race to the bottom. i think its about the rise in supply and the ease if breaking into the business... both due to a direct result of changes in technology.
preiovusly, not many poeple had access to recording an orchestra. now its just $600 for kickass sample library and get it to sound realistic enough for tv and films. its producers sudenly talking to composers and both learning that its just some paperwork and access to musicians who can send their music for that show. with filmmusicnetwork.com and other similar networks. (music schools job boards etc) so not a "big" company is needed. if its needed it can be faked with a website and renting an office.

so think what you will but just investing millions of dollars is just obscene fort his industry. i cannot believe it lasted this long.
They are still gonna try to bring it back myspace style, but I think the name is gonna haver alot of hurdles and flips to do, before someone will trust them. So if they don't handle the grievances well, ya know.
Old 10th August 2016
  #100
Here for the gear
 

Quote:
Originally Posted by watchmanmusic View Post
Oh that's great! Thanks for letting me know ;-) There seems to be quite a few people out there in a similar situation. Is quite possible we could get a class action lawsuit going. Is a shame it has to come to that. They seemed to be a great company initially, and a few of the guys that worked for them were really sound, but I heard that quite a few of them left a while back as they weren't too happy with how things were being run (supposedly).
Old 12th August 2016
  #101
Gear Nut
 

Nobody Wants to Buy Music Dealers; Grueling Liquidation Process Begins

Now, here’s where this gets a little tricky. In the more detailed ‘Summary of Available Assets,’ High Ridge specifically notes that Music Dealers is still trying to get paid by former partners like MTV Networks. INgrooves, partly owned by Universal Music Group, is assisting in the process to both identify and collect the unpaid royalties, though no mention of payouts to stiffed artists or labels is mentioned.

Here’s the complete document. Any further inquiries, hit up High Ridge Partners or INgrooves.

Old 13th August 2016
  #102
Here is the thing, music dealers doesn't own anything. There are really no assets to sell.

All of their music is non exclusive. Which means they don't own it. And you can't sell something you don't own. So the only assets they can sell are their computer servers, and any other tangible assets that have value.

So the idea of someone buying MD is pointless because if they buy the company they inherit all the debt and none of the music, because the composer's still own the music and MD is just acting like an agent.
Old 15th August 2016
  #103
Lives for gear
 
VitaEtMusica's Avatar
 

Quote:
Originally Posted by Etch-A-Sketch View Post
Here is the thing, music dealers doesn't own anything. There are really no assets to sell.

All of their music is non exclusive. Which means they don't own it. And you can't sell something you don't own. So the only assets they can sell are their computer servers, and any other tangible assets that have value.

So the idea of someone buying MD is pointless because if they buy the company they inherit all the debt and none of the music, because the composer's still own the music and MD is just acting like an agent.
I felt the same about premium beat and jingle punks. But they certainly made out like bandits. No real assets, sold for millions. To be fair these companies built brands and a loyal clientele- that's worth something... and they weren't millions in the hole.
Old 6th December 2016
  #104
Old 7th December 2016
  #105
Gear Head
Quote:
Originally Posted by VitaEtMusica View Post
Blimey. Good luck with getting your music placed through the site in the future. It's being taken over by a company with 57 million tracks in their catalogue.
Old 7th December 2016
  #106
Lives for gear
 
VitaEtMusica's Avatar
 

Quote:
Originally Posted by puzzlefactory View Post
Blimey. Good luck with getting your music placed through the site in the future. It's being taken over by a company with 57 million tracks in their catalogue.
No one has 57 million tracks. That's the most ridiculous statement ever. I'll have to go back and read it again- did they really say they have 57 MILLION tracks? No, they don't. These are tiny specs in the world of music licensing, but they are beating their chest like they are kings. We're talking about a company you've never heard of buying a company that went bankrupt... for waaay too much money. Either someone got bamboozled or there's more to the story that we don't know.
Old 7th December 2016
  #107
Gear Head
Yeah, he says it in the paragraph beginning, "Of course, 2016 proved more hostile..."
Old 7th December 2016
  #108
Quote:
Originally Posted by VitaEtMusica View Post
No one has 57 million tracks. That's the most ridiculous statement ever. I'll have to go back and read it again- did they really say they have 57 MILLION tracks? No, they don't. These are tiny specs in the world of music licensing, but they are beating their chest like they are kings. We're talking about a company you've never heard of buying a company that went bankrupt... for waaay too much money. Either someone got bamboozled or there's more to the story that we don't know.
From the article: "Of course, 2016 proved more hostile, but that didn’t erase the considerable infrastructure and possibilities. “It’s a perfect fit for us,” Tuchscher explained. “We have a catalog of 57 million digital songs, and we’re building a music distribution business that helps artists to sell more music, become more famous, and make more money. MusicDealers.com does all of that.”"

So it is what it is.
Old 8th December 2016
  #109
Lives for gear
 
VitaEtMusica's Avatar
 

Quote:
Originally Posted by Desire Inspires View Post
From the article: "Of course, 2016 proved more hostile, but that didn’t erase the considerable infrastructure and possibilities. “It’s a perfect fit for us,” Tuchscher explained. “We have a catalog of 57 million digital songs, and we’re building a music distribution business that helps artists to sell more music, become more famous, and make more money. MusicDealers.com does all of that.”"

So it is what it is.
Real Estate aside, I think the guy is full of poo. Even his website for Brandspin is bogus. It seems to be some kind of grand experiment to see how far one can get with social marketing and hype based on... basically nothing. 57 million songs? What is he even talking about? If you combined all back and current catalog from majors and indie record labels you still wouldn't get to 57 million songs. If you combined all other music libraries on earth, you wouldn't get remotely close to 57 million unique titles. It's just a bogus statement.... unless in his master plan he assumes he can license any song ever made by anyone free and clear of master or sync permissions.

Anyway, this is about someone actually purchasing a worthless company, which is strange and inexplicable.
Old 25th January 2017
  #110
Here for the gear
 

Here are the new January 2017 terms of the Music Dealers License Agreement:


MusicDealers License Agreement:


January 24, 2017, 6:AM
Welcome to the MusicDealers License Agreement!

One of our goals at MusicDealers is to simplify the music licensing process and make it easier for everyone involved to make money and distribute high quality music. Rather than having to wait for lawyers to hash out terms over clearance issues we’ve developed a streamlined agreement between you, as the owner of the music, and us as the company whose singular goal is to help you make money by getting your music licensed. Please note that this is a non-exclusive license agreement and not an assignment of underlying rights to your music.

Please read this agreement carefully, you are encouraged to review it with an attorney. If you have questions ask us at [email protected] before agreeing to the terms.

THIS MUSICDEALERS LICENSING AGREEMENT (the “Agreement”) is effective as of DATE the date hereby agreed to between MusicDealers LLC, a Delaware Limited Liability Company (referred to as “MusicDealers,” “Our,” or “Us” or “The Company”), addressed at 3540 W. Sahara Blvd., Suite 311, Las Vegas, NV 89102, and “You”, herein incorporating your account information and account name, ARTIST NAME at ADDRESS reflected here and within the account information on the MusicDealers platform (the party executing this Agreement by clicking its/his/her acceptance below individually or collectively referred to as “You” or “Your”).

You are the sole owner and/or have exclusive control of the Original Master Recordings and the underlying Original Compositions You have uploaded to, or are requesting to upload to the MusicDealers’ catalog.

You, or Your authorized representative, have submitted or wish to submit submit the Original Master Recordings and the underlying Original Compositions to Us on a non-exclusive basis and MusicDealers intends to try and license them to third parties for money.

You will retain one hundred percent (100%) ownership of each and every Original Master Recording and underlying Original Composition You Deliver to Us. As set forth in this Agreement, the Gross Receipts from any License obtained by Us will be shared by You and Us.

In consideration of the promises and the mutual covenants and agreements in this Agreement, and for other good and valuable consideration, such as exposure your music may gain though the MusicDealers platform which You acknowledge receiving, we both agree as follows:

ARTICLE I. DEFINITIONS

Throughout the agreement you will see capitalized terms. The capitalized terms are either defined in the parentheses that follow the words or are defined in this Article I. Please refer back to this Article for reference.

“Deliver” or “Delivery” shall mean delivery to Us of Original Master Recording(s) in either acceptable digital format, as set forth by Us, or a “commercial grade” mastered compact disc (“CD”). When You deliver the Original Master Recording(s) You must provide Us with (i) the artist name, title, timing, publisher(s) and writer(s), each writer’s and publisher’s percentage interest and the appropriate performing rights organization (“PRO”) information; (ii) the producer(s), and any other third parties involved in the creation, thereof; and (iii) any other credit and information that is to appear on the labels, liners and packaging of compact discs or other digital devices which contain the Original Master Recordings. On occasion, Music Dealers may ask You to deliver an instrumental version, acapella (vocals only) and/or a clean version of an Original Master Recording.

“Gross Receipts” shall mean the total amount of fees actually collected by Us for the use of a Licensed Work less any sales commissions or finder fees as established by Us, if any, and any collection fees actually charged by any third party collection agent, subpublisher or organization, reasonable legal fees and court costs incurred by Us in collecting a license fee and mechanical royalties.

“License(s)” shall mean all mechanical licenses, master licenses, synchronization licenses, print licenses, licenses to foreign publishers, negotiated “works-for-hire” and other licenses and catalog agreements to which Music Dealers or any of Our affiliates enter into which grant to any third party the right to exploit and to administer any of the Licensed Works, and all right to receive income derived from such exploitation or administration, except for any writers’ or publishers’ public performance royalties. Unless You opt-out of certain types of Licenses (in Article III), a License may include, but is not limited to, the placement of a song in any media now known or later discovered, including, but not limited to, film, television, advertisements, commercials, ringtones, compilations, streaming media and videogames.

“Licensed Use” shall mean the particular use or form of exploitation, irrespective of length, of a Licensed Work by a third party pursuant to a License granted by Us.

“Original Composition” shall mean a single musical composition, irrespective of length, including all spoken words and bridging passages, including a melody which are written or composed, in whole or in part, by You or at Your direction and are Delivered by You to Us pursuant to this Agreement, and which are accepted by Us to be uploaded to Our catalog. You hereby represent and warrant that You have the all rights necessary from any and all other contributors to any Original Compositions Delivered hereunder.

“Original Master Recordings” shall mean those master recordings embodying sound which may be used in the recording, production or manufacture of compact discs or other digital devices in any form now known or hereafter discovered, including but not limited to all edited versions of the Original Compositions which are Delivered by You to Us during the Term. Original Master Recordings are fully-mixed, sequenced unequalized and/or equalized and must be technically satisfactory for their intended purpose.

“Phonograph Record” shall mean a physical, non-interactive audio reproduction of the Original Master Recording (whether or not accompanied by or embodying audio-visual material) manufactured as a vinyl disc, cassette, compact disc, digital download, or any medium now known or hereinafter discovered, which is intended primarily for audio-only use.

“Sound Track Commercial CD” shall mean the use of a Licensed Work, whether or not together with other works, on a compact disc or other recorded medium now known or hereinafter devised, including but not limited to digital downloads, streaming, or any which is commercially released in association with a dramatization, motion picture, video or computer game, or television production.

“Term” shall mean the period beginning at the execution of this Agreement and ending pursuant to Section 5.1 below.

“Territory” shall mean the Universe.

“Works” shall collectively mean the Delivered Original Master Recordings and the Underlying Compositions.

ARTICLE II – COMPENSATION AND LICENSE PROCESS

The following explains the process of how we work and how you will be paid if we secure a license for you.

2.1 Registration of Works. We, or Our affiliate, may register your Works with the appropriate PRO listing the writer and publisher information You have provided to Us with Your Delivery. We have the right to modify the title of each Work by including “MDV” or similar identifier in the title. The purpose of the inclusion of such identifier is to limit Our monetary participation strictly to the specific License Music Dealers has secured for You hereunder. The inclusion of such identifier will in no way affect Your right to collect any other income due to You from uses not secured by Us. If You or the writer or publisher of a Licensed Work is not affiliated with a PRO, MusicDealers will register the Licensed Work with the writer identified as “no affiliation”. If You or a writer later affiliates with a PRO it is Your responsibility to inform Us. You and any writer and/or publisher will retain the right to earn all income attributed to the writer’s share of each Licensed Work and Your portion of the publishing income as set forth herein.

2.2 Licensed Works and Payments To You. By granting Us the rights contained in this Article II, Musi Dealers will be able to pursue licensing opportunities for You. There is no guarantee that MusicDealers will be able to License what You Deliver hereunder, but MusicDealers cannot attempt to do so without the rights You agree to grant Us. If, and only if, MusicDealers is able to License the Original Master Recordings and underlying Original Compositions You have Delivered, the same shall become a “Licensed Work” and Music Dealers will take the following steps:

(a) As part of the registration with the appropriate PRO, as outlined in Section 2.1 above, Music Dealers will be listed as a fifty percent (50%) owner or participant in the publisher’s share of income for each Licensed Work which will entitle Us to collect fifty percent (50%) of the publisher’s share of income earned from the publishing of a Licensed Work.

(b) Music Dealers shall pay to You the following for use of a Licensed Work(s):

(i) Fifty percent (50%) of the Gross Receipts, derived and actually collected by Us.

(ii) Notwithstanding Section 2.2(b)(i) above, if Music Dealers actually collects and receives a single fee for the synchronization of a Licensed Work, the public performance of such Licensed Work and/or any related mechanical royalties (“Single-Fee”), then Music Dealers will submit fifty percent (50%) of the income collected therefrom as part of Your Gross Receipts. In the event of a Single-Fee License You hereby unconditionally waive Your right to receive future performance royalties and/or mechanical royalties.

(iii) In the event that a Licensed Work is released on a Sound Track Commercial CD, Music Dealers shall pay to You fifty percent (50%) of the master and music publishing license fee, if any, and fifty percent (50%) of the mechanical royalties actually received by Us. Music Dealers or Our designated agent may establish a reserve for returns not to exceed twenty-five percent (25%) of the total number of units reported sold in the subject calendar quarter. Any reserve Music Dealers maintains will be released to You after four (4) accounting periods.

2.3 Understanding Relating to Payments. It is understood and agreed that the amounts payable to You pursuant to Section 2.2 is in consideration of all costs incurred by You in connection with the Original Master Recordings and underlying Original Compositions and a Licensed Work (if any), and in satisfaction of any and all compensation, fees and royalties payable to third parties who contributed to the creation or own any portion of an Original Master Recording and the underlying Original Composition or a Licensed Work, including, but not limited to, producers, composers, lyricists, musicians, leaders, music labels, publishers, contractors, synthesizer programmers, vocalists, arrangers, orchestrators, copyists and librarians. No additional new use or re-use fees will be paid by Us and Our sub-licensees for the Licensed Use of the Licensed Works other than provided for in this Agreement including, but not limited to any Musicians’ Union, AFTRA, SAG and/or AFM fees. Further, You hereby represent and warrant that You have the necessary authority to collect any and all amounts due hereunder. In addition to the Indemnification set forth in Article VI, You hereby agree to indemnify and hold Us, Our licensees, assignees and affiliated companies, and the officers, directors, employees, and agents of all the foregoing, harmless from and against any and all claims, damages, liabilities, costs and expenses (including reasonable attorneys’ fees, expenses and court costs) arising out of any third party claim for payments due hereunder.

2.4 Accounting Periods. Music Dealers will calculate any and all amounts owed to You on a quarterly basis beginning on January 1st of each year and continuing on each April 1st, July 1st and October 1st. Music Dealers will have the right to change the dates of these accounting periods by giving You thirty (30) days written notice to You, but no accounting period shall exceed three (3) months in duration. Within forty-five (45) days following the close of the corresponding accounting period, Music Dealers shall deliver to You a statement of account as well as any income earned by You. Music Dealers is not required to send You a payment or an account statement for any period in which the income payable to You is in aggregate One Hundred U.S. Dollars ($100.00) or less.

2.5 Books and Records. At Your expense, You may examine Our books and records, as they relate to Your Delivery. You may make those examinations only for the purpose of verifying the accuracy of the items contained in the statements sent to You pursuant to the provisions of this Agreement. You may make an examination for a particular statement only once, and only within two (2) years after the date of Your receipt of such statement. You may make those examinations only during Our usual business hours, and only at the place where Music Dealers keeps the books and records to be examined. You will be required to notify Us in writing at least thirty (30) days before the date when You plan to begin a review.

ARTICLE III – RIGHTS GRANTED

We cannot provide you with any of the compensation described in Article II without your agreement to grant us the rights in this Article III. You will always own your music, but you are allowing us to use it through this agreement. We are limited to the types of licenses that we attempt to secure for you. Again, this does not mean that we own your music, it just means that you are letting us use it in the hopes of getting it placed somewhere.

3.1 Rights Granted in Original Master Recordings and Underlying Original Compositions. You hereby grant to Us, on a non-exclusive basis throughout the Universe, the right to License the Original Master Recordings and underlying Original Compositions, including, but not limited to the titles, lyrics and music (music includes the composition of the melody), and performances and recordings included in the same. At Our request, You, and any and all other third parties holding rights to an Original Master Recording and underlying Original Composition, will execute any and all other documents, licenses and/or further assurances including, but not limited to, completing required waivers related to mechanical royalties to be submitted to applicable PROs, mechanical royalty collection agencies or other third party collection agencies, as Music Dealers may request from time to time, in order to establish and protect Our rights in and to the Original Master Recordings, underlying Original Compositions and Licensed Works. You agree to grant to Us the following rights to Your Original Master Recordings and underlying Original Compositions You Deliver:

(a) All rights of control, publication, printing, performance, mechanical or other reproduction, distribution, synchronization, sale, exploitation, arrangement, adaptation, translation, use and disposition, now or hereafter known;

(b) The right to register the Works with the appropriate PRO as set forth in Article II above;

(c) The right to use the name, photograph, likeness, and/or biographical material of the writers of the Original Compositions, the Artist, musicians, instrumentalists, mixers and producers of the Original Master Recordings, and biographical material concerning all of the foregoing for the purposes of the exploitation of Licensed Works;

(d) All rights to publish, record, produce, reproduce, distribute, display, digitally transmit, make, transmit, stream, perform, broadcast, telecast, otherwise communicate (in any version or versions thereof by any means now known or hereafter discovered), license, assign and enter into agreements to or with any person or entity with respect to all or any rights or part of the rights granted hereunder including, but not limited to, the sub-licensing of the Works to a third party for exploitation;

(e) The right to register any and all Original Master Recordings and underlying Original Compositions delivered to an administrator or third party for the purposes of collecting any earned royalty revenue from public performances.

(f) The right to exercise any right Music Dealers deems reasonably necessary or desirable in connection with the administration, exploitation, or protection of the Original Master Recordings, underlying Original Compositions and Licensed Works in accordance with this Agreement.

3.2 Artist’s Exclusion. Following the execution of this Agreement, You will be prompted to a “Preferences” page. This page allows You to select from a specific list of category exclusions that will prohibit Your Original Master Recordings and underlying Original Compositions from being used within specific industries and/or types of uses (promotional or “gratis”) and Licenses. Any selection You make will specifically exclude Music Dealers’ right to grant any Licensed Use whatsoever from those rights in the Original Master Recordings and underlying Original Compositions set forth in Section 3.1. During the Term, You will be able select any additional exclusion(s) by accessing Your profile with Your username and password. Any selected exclusion made at any time during the Term will be incorporated herein and made part of this Agreement.

ARTICLE IV – YOUR REPRESENTATIONS AND WARRANTIES

This Article tells us that, amongst other things, you own the music that you are licensing to us. That means that no one else can claim that they own or have the rights to any part of your song. You cannot license music to us that you do not own or have not cleared. If you are under another agreement with a label or a publisher, you need to check with them to see if you have the right to enter into this agreement.

By entering into this agreement, you are promising that you have not copied any other person’s work in the creation of your music, to the extent that such copying would violate any other person’s rights (such as patent, copyright and trademark rights, etc.). By way of example, if you are not the true owner of the music that is the subject of this agreement, and the true owner makes claim on us for damages resulting from an infringement of his copyright protected rights, you will be responsible to us for all such damages.

You hereby represent, warrant and agree to Us:

4.1 Title. You own and hold a valid title to all of the Original Master Recordings and underlying Original Compositions and are free and clear of all encumbrances and restrictions or anything that would stop You from licensing them to Us under this Agreement. The Original Master Recordings and underlying Original Compositions are wholly original, do not include any samples/interpolations, and are not copied or derived from any other work. Further, the use of the Original Master Recordings and underlying Original Compositions (including, but not limited to, those uses provided for herein), will not infringe or violate the copyright or any common-law or equitable right nor any personal, proprietary, or other right of any kind whatsoever (including, but not limited to patents, copyrights, trademarks, publicity rights or moral rights) of any third party.

4.2 Authority. You have the full right and authority to enter this Agreement and to grant the rights included in it. If You are the Artist, You are at least eighteen (18) years old and have the right, legal capacity and authority to enter into this Agreement and are not bound by an exclusive agreement with any third party regarding all or any portion of the Original Master Recordings and underlying Original Compositions.

4.3 Third-Party Modification. You agree that, unless specified herein, any third party may use portions of or the entire Licensed Work, and may edit, loop, enhance, or modify the Licensed Work, provided that any such change shall not alter the fundamental character of the portion of the Licensed Work being used, and any such change shall not give rise to any ownership rights or claims, including copyright, on the part of the third party, in or to the resultant master recording or underlying composition. You accept and agree that with respect to any Licensed Use, including those in a foreign territory outside of the United States, such changes and alterations may be made without Your approval.

4.4 Moral Rights. You waive any so-called “moral rights” which may now be or may hereafter be recognized, as well as any and all claims which You have or may have against Us, Our sub-licensees, successors and assigns, by use of the Licensed Works and the Original Master Recordings and underlying Original Compositions. As such, subject to the terms herein, You waive approval rights for the Licensed Use of any Licensed Work by any client, sublicensee or third party in accordance with the terms of this Agreement.

4.5 Waivers. You waive (i) any mechanical license fee or royalty which might otherwise be payable as the result of any use, including duplication, dubbing, reproduction or distribution, of all or a part of a Original Master Recording, underlying Original Composition, or a Licensed Work(s) by Us or by any third party in connection with auditioning of the same, and (ii) any performing rights fee or royalty which might otherwise be payable as the result of any electronic transfer or transmission or other performance or distribution in connection with an audition of all or a part of the Original Master Recording, underlying Original Composition, or a Licensed Work(s) to any third party by Us; provided, however, that nothing contained in this Agreement shall be deemed to constitute a waiver of any fee or royalty which shall become due and payable to the relevant performing or other rights society, such as PRS for Music, SoundExchange, ASCAP, BMI, SESAC, or collection agency, as the result of any use of a Original Master Recording, underlying Original Composition, or a Licensed Work by a third party, unless Music Dealers shall have issued a direct license with respect to certain of the public performance rights in any Licensed Works. You hereby agree that Music Dealers may use all or a part of a Original Master Recording, underlying Original Composition, or a Licensed Work in connection with any promotion, audition or advertisement of the same or of You (as one of Our artists) without any payment to You.

4.6 No Further Assignment. You agree that you may never assign the Licensed Works (which have been re-titled by Us), during and after the term of this Agreement. Nothing contained herein shall prevent Us from collecting amounts due and owing to Us from a third party should You violate this Section 4.6 of this Agreement and assign the Licensed Works. Please note that nothing contained herein shall prevent You from exploiting the Original Master Recordings and underlying Original Compositions under original and alternate titles with other licensees and sub-licensees.

4.7 Consents. You have obtained all necessary consents and licenses with regard to all Original Master Recordings, underlying Original Compositions and the Licensed Works. No other approvals or consents are needed from any third party (including, but not limited to a label, collaborator, co-writer, co-producer, musicians, band-mates, or publisher).

4.8 Registration. You have registered the Original Master Recordings and the underlying Original Compositions with the appropriate copyright office and/or World Intellectual Property Organization, and appropriate PRO or have notified Us that You have not done so.

4.9 Adverse Claims. You are not aware of any judgments, decrees, awards, orders or injunctions, actions, and or claims, threatened or pending against You with regard to the Original Master Recordings and the underlying Original Compositions, directly or indirectly.

4.10 No Further Payments. Music Dealers will not pay anyone other than You for any of the Licensed Works. If You owe another party money from an Original Master Recording and the underlying Original Composition that You licensed to Us, You are responsible for paying that party. Music Dealers shall not be required to make any payments to You or on Your behalf for or in connection with the acquisition, exercise or exploitation of rights by Us pursuant to this Agreement, except as specifically provided in this Agreement. You agree to be solely responsible for and shall pay all sums due the writers, artists, producers, publishers, unions, studios, collection agents and other third party payments, and all other persons entitled to receive compensation with regard to the Original Master Recordings, underlying Original Compositions and the Licensed Works exploited hereunder.

4.11 Expert Review. You have had this Agreement reviewed by a lawyer familiar with the subject matter hereof or have knowingly waived Your right to do so.

ARTICLE V – TERMINATION

This is how either of us ends this agreement. It also sets out what happens if the agreement is terminated.

5.1 Termination. Either party may terminate this Agreement by providing the other party with thirty (30) days prior written notice of its desire to terminate (“Termination Notice”). Should You choose to terminate this Agreement by providing Us with a Termination Notice, You must include the following in the Termination Notice: Your user name, account information and a list of all of the Original Master Recordings and underlying Original Compositions which You have Delivered to Us during the Term. After thirty (30) days of receipt of the Termination Notice, this Agreement will be deemed terminated.

5.2 Discontinued Offering and Marketing. Upon termination, Music Dealers will discontinue offering and marketing the Original Master Recordings and the underlying Original Compositions to third parties, and will remove the same from hard-drives, websites and any other distribution medium reasonably within Our control, within the end of the first full calendar quarter after the termination date. Notwithstanding the foregoing, if any of the Original Master Recordings and the underlying Original Compositions have been submitted to a third party for purposes of attempting to secure a License, in any format now known or hereafter discovered, Music Dealers shall not be responsible to retract, remove or otherwise request the removal of the same from the third parties. Further, if Licensed Works are part of a sub-licensee’s blanket agreement for a specific term or the license agreement for a Licensed Work contains a specific term (which may or may not include automatic extensions or options to extend such term), the Licensed Works will be removed at the expiration of any such sub-licensee’s agreement. Music Dealers will not be responsible for the recall of any Phonograph Records once placed in the marketplace. Any Original Master Recordings, underlying Original Compositions, and Licensed Works in Our possession will be destroyed.

5.3 Rights After Termination. After termination, Music Dealers retains the right to issue Licenses, collect payment and remit Your share of revenue per the terms of this Agreement, of any usage of the Licensed Work occurring after the termination but placed in the market, whether as part of a playlist submitted to third parties, a blanket license or a specific license, before termination. Further, Music Dealers retains the right to collect payments and remit Your share of revenue on any Licenses issued prior to termination per the terms of this Agreement.

5.4 Affect of Termination on Publisher’s Share of Performance Income. Termination of the Agreement in no way affects Our right to perpetually collect Our publisher’s share of performance income generated by the Licensed Use of a Licensed Work that Music Dealers successfully licensed for You.

ARTICLE VI – INDEMNIFICATION

6.1 Your Indemnification to Music Dealers. You shall, at all times, indemnify, save and hold Music Dealers, its licensees, successors, assignees and affiliated companies, and the officers, directors, employees, and agents of all the foregoing, harmless from and against any and all claims, damages, liabilities, costs, losses, demands and expenses (including reasonable attorneys’ fees and court costs) arising out of or connected with any claim or action by a third party which is inconsistent with any of the warranties, representations or agreements made by You herein or out of any breach by You, and Your officers, directors, employees and agents of all the foregoing, of any representation, warranty or provision contained herein or any claims thereof and You will reimburse Music Dealers, on demand, for any loss, cost, expense or damage to which said indemnity applies. Music Dealers shall give You prompt written notice of any claim or action covered by said indemnity. Pending the determination and settlement of any such claim or action, Music Dealers shall have the right to withhold payment of such portion of any monies which may be payable by Music Dealers to You hereunder as shall be reasonably related to the amount of such claim, demand or action and the reasonably estimated costs, expenses or other damages in connection therewith (including, without limitation, legal costs and attorneys’ fees). Upon resolution of any claim, monies withheld by Music Dealers as aforesaid may be used by Music Dealers to satisfy Your indemnity obligations hereunder and to the extent that the withheld sums exceed such indemnity obligations they shall be credited to Your royalty account hereunder.

Music Dealers shall have the right, at Music Dealers’ election and without limitation for any reason, to withhold and recoup and recover the amount of any and all costs and expenses (including, without limitation, legal costs and attorneys’ fees) that are paid or incurred by Music Dealers to defend, respond to, negotiate or prosecute any claim, demand, or action that is inconsistent with any of Your warranties, representations, covenants or agreements hereunder from any monies payable to You hereunder to which Music Dealers or Music Dealers’ affiliates are a party. You shall reimburse Music Dealers, on demand, for any payments made by Music Dealers at any time with respect to the actual amount of any claim, demand or action that is inconsistent with any of Your warranties, representations, covenants or agreements hereunder.

6.2 Music Dealers Indemnification to You. Music Dealers shall, at all times, indemnify, save and hold You, Your licensees, successors, assignees and affiliated companies, and the officers, directors, employees, and agents of all the foregoing, harmless from and against any and all claims, damages, liability, costs, losses, demands and expenses (including reasonable attorneys’ fees and courts costs) arising out of or connected with the exercise of any rights granted herein or out of any breach by Music Dealers, and Our officers, directors, employees and agents of all the foregoing, of any representation, warranty or provision contained herein or any claims thereof provided that in no event shall Music Dealers’ total liability to You under this Section exceed the total Gross Receipts due to You at the time of such call for indemnification and, provided further that such indemnity is limited to sums arising pursuant to the final judgment of a court of competent jurisdiction or due to a settlement approved in writing by Us.

ARTICLE VII – APPROVALS

Whenever Music Dealers or You need the other party to consent to anything, such agreement, approval or consent will not be unreasonably withheld unless otherwise specified herein. Notwithstanding the foregoing, the fee to be charged for the use of an Original Master Recording and the underlying Original Composition which will become a Licensed Work shall be determined by Us in Our sole discretion.

ARTICLE VIII – NOTICES

8.1 Form of Notice. All notices under this Agreement shall be in writing.

8.2 Method of Notice. All notices shall be given to the address each party has provided within this Agreement (or as otherwise advised during the Term) (i) by delivery in person, (ii) by courier or other personal delivery, (iii) by registered or certified mail with prepaid return receipt, (iv) by facsimile transmission (with a copy sent currently by certified mail, return receipt requested), or (v) by electronic mail.

8.3 Receipt of Notice. All notices shall be effective upon the receipt by the party to which the notice is given.

ARTICLE IX -- EVENTS OF DEFAULT: REMEDIES

As a condition precedent to any assertion by any party hereunder of any default or breach under this Agreement, or of any warranty, representation or covenant contained herein, the non-defaulting party shall first notify the other, detailing the nature of such default or breach and the specific facts upon which such claim is based. The party allegedly in default shall have a period of thirty (30) days from receipt of such notice within which to cure such breach or default. During such (30) day period, no default or breach of this Agreement shall be deemed to be incurable.

ARTICLE X - GENERAL PROVISIONS

10.1 Binding Effect. This Agreement is binding upon and shall inure to the benefit of the respective successors and/or assigns of the parties hereto.

10.2 Entire Agreement. This Agreement including Your selected exclusion(s), if any, constitutes the entire understanding between the parties with respect to the subject matter hereof and may not be modified or amended except by written agreement executed by the parties hereto.

10.3 Severability. If any term of provision is construed to be or adjudged invalid, void or unenforceable, the court shall first endeavor to construe the term or provision in a manner to make it enforceable, but such clause may be severed from this Agreement, and the remaining terms shall remain in full force and effect.

10.4 Governing Law. This Agreement shall be governed and construed in accordance with the laws of the State of Illinois, without regard to principles of conflict of laws. Any legal action pursuant to this Agreement shall be brought in the state or federal courts located in Chicago, Illinois, and the parties hereby submit to the jurisdiction and venue of such courts.

10.5 Legal Fees. In the event of any action, suit or proceeding arising from or based on this Agreement brought by either party against the other, the prevailing party shall be entitled to recover from the other its reasonable attorneys’ fees and costs in connection therewith in addition to any other relief to which the prevailing party may be entitled.

10.6 Pronouns. All pronouns shall be deemed to refer to the masculine, feminine or neuter, singular or plural, as the identity of the person or persons may require.

10.7 Italics. Portions of this Agreement contained in brackets and set forth in italic font are provided for explanatory purposes only and shall not be deemed a part of this Agreement.

10.8 Third Parties. This Agreement is not intended to, nor shall it, create any rights, entitlements, claims or benefits enforceable by any person who is not party to it.

IN WITNESS WHEREOF, by selecting the “I Agree” tab below, You hereby agree to be bound by the terms and obligations of this Agreement. Your acceptance through the below mechanism shall have the same effect as a physical signature signifying Your agreement to be so bound.

{contract_party}

I agree to these terms
Old 25th January 2017
  #111
Gear Guru
 
drBill's Avatar
Well.....I'll get right on reading that one!!!
Old 25th January 2017
  #112
Lives for gear
 
spiderman's Avatar
I received that and replied to Charles.... "I asked for my music to be removed from the MD catalog in 2015, per the terms of our agreement. Any future sales will be treated as copyright infringement. Please confirm that my music has been removed." I still have the original emails with MD people confirming my request. Let's see if I get a response.... I'm betting "no"
Old 26th January 2017
  #113
Quote:
Originally Posted by Letstalksync View Post
Here are the new January 2017 terms of the Music Dealers License Agreement:


MusicDealers License Agreement:


January 24, 2017, 6:AM
Welcome to the MusicDealers License Agreement!


THIS MUSICDEALERS LICENSING AGREEMENT (the “Agreement”) is effective as of DATE the date hereby agreed to between MusicDealers LLC, a Delaware Limited Liability Company (referred to as “MusicDealers,” “Our,” or “Us” or “The Company”), addressed at 3540 W. Sahara Blvd., Suite 311, Las Vegas, NV 89102, and “You”, herein incorporating your account information and account name, ARTIST NAME at ADDRESS reflected here and within the account information on the MusicDealers platform (the party executing this Agreement by clicking its/his/her acceptance below individually or collectively referred to as “You” or “Your”).
Google maps keeping them honest (or not so much actually)!!! They probably have a PO box in the UPS store. Either that or they rent a table at the Rebel Republic burger joint or maybe run the company out of the back of the Knives and More store? 3540 W. Sahara Blvd is a strip mall.

3540- 3620 W. Sahara Ave., Las Vegas, NV, 89102 - Neighborhood Center Property For Lease on LoopNet.com

https://rehold.com/Las+Vegas+NV/SAHARA+AVE/3540/311

On this link, when you choose Street View for #311 it takes you to inside the Knives and More store... So maybe the owners of Music Dealers really own the Knives And More store and run MD out of the back office or something?

Is Brand Spins (the company that bought MD) a fake company being run out of the Knives and more or using the PO boxes at the UPS store?
Attached Thumbnails
Music Dealers Liqudation-screen-shot-2017-01-25-5.29.46-pm.jpg   Music Dealers Liqudation-screen-shot-2017-01-25-5.29.46-pm.jpg   Music Dealers Liqudation-screen-shot-2017-01-25-5.29.02-pm.jpg   Music Dealers Liqudation-screen-shot-2017-01-25-5.34.45-pm.jpg  
Old 26th January 2017
  #114
Looked up brand spins...

Their address is a small office building on 1301 South Jones Boulevard
Las Vegas, NV 89146 which is about 3 miles away from 3540 W Sahara Ave...

I don't know... just seems super shady to me. Why wouldn't they just put the mailing address as 1301 S. Jones Blvd?
Old 26th January 2017
  #115
Quote:
Originally Posted by Etch-A-Sketch View Post
Looked up brand spins...

Their address is a small office building on 1301 South Jones Boulevard
Las Vegas, NV 89146 which is about 3 miles away from 3540 W Sahara Ave...

I don't know... just seems super shady to me. Why wouldn't they just put the mailing address as 1301 S. Jones Blvd?
Oh snap! Thank you for the heads up.
Old 27th January 2017
  #116
Lives for gear
 
lestermagneto's Avatar
seems like they must have gotten some new cash infusion or something... I have been getting the carpet bomb emails from them for the last month or so... and they are sending it to different sound cloud accounts I had for different reasons YEARS ago... so the emails are sent with THAT name, or the name of the particular account... so apparently they just got the emails of everyone on sound cloud or something and are just mass emailing... (I have gotten 3 with I believe different names).... So I have no idea what they are doing...

I thought they were trying to sell, but their only value is their IP I would imagine, in terms of metatagging and their search front etc... (as they own no compositional assets I believe...)... did they just hire or have 132 interns sitting around tagging stuff? Is that how it worked? and is that what Extreme music does?
Old 28th January 2017
  #117
Quote:
Originally Posted by spiderman View Post
I received that and replied to Charles.... "I asked for my music to be removed from the MD catalog in 2015, per the terms of our agreement. Any future sales will be treated as copyright infringement. Please confirm that my music has been removed." I still have the original emails with MD people confirming my request. Let's see if I get a response.... I'm betting "no"
I'm in the same boat. Received the same deal memo, responded in a similar fashion to yours, (I also have confirmation of the deletion of my account) and have yet to receive a response.

I'll post if I do.
Old 28th January 2017
  #118
Quote:
Originally Posted by lestermagneto View Post

I thought they were trying to sell,
They did sell. they sold in liquidation to a company out of nevada called Brand Spins.

BrandSpins acquires assets of bankrupt Music Dealers | Chicago film, commercials, advertising, video, production, post, tech news from ReelChicago.com

But Brand Spins seems to be pretty shady and suspect as well.

I don't think this was a single employee left at Music Dealers so Brand Spins just took over the name and any assets they had (which was probably the MD mailing list! HAHAHA).

The fact that they setup the new headquarters of MD in a Knives/Cultery store is not a good sign.
Old 28th January 2017
  #119
Lives for gear
 
lestermagneto's Avatar
Quote:
Originally Posted by Etch-A-Sketch View Post
They did sell. they sold in liquidation to a company out of nevada called Brand Spins.

BrandSpins acquires assets of bankrupt Music Dealers | Chicago film, commercials, advertising, video, production, post, tech news from ReelChicago.com

But Brand Spins seems to be pretty shady and suspect as well.

I don't think this was a single employee left at Music Dealers so Brand Spins just took over the name and any assets they had (which was probably the MD mailing list! HAHAHA).

The fact that they setup the new headquarters of MD in a Knives/Cultery store is not a good sign.
wow. thanks for the update. I remember going into their offices in both Chicago and Los Angeles and they had heaps of people at desks.... I think their remaining assets from what I was told was essentially their IP and tagging of all the submissions in their database (which they didn't own exclusively), and were hoping to make money off that... interesting....
Old 29th March 2017
  #120
Gear Head
Looks like website is up and running again.
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