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Need help with library deal gone bad
Old 1 week ago
  #1
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Need help with library deal gone bad

I signed and delivered two albums of production music to a US library that's connected to a large well regarded distributor. The initial contract was signed over 3 years ago with an addendum added a few months later for the second album. Everything seemed legit and positive at first.

Since then the albums have never been released and it seems like the library has gone idle. The owner has become completely unresponsive save for one email about a year and three months ago when I asked if the library was closed. The response was angry and combative and the owner said he was insulted I would ask and that he would eventually release the albums as promised. Of course that's never happened and I have little faith at this point that it ever will.

Luckily, I have a reversion clause at five years but the owner's attitude and unresponsiveness make me paranoid that it won't be properly honored - that he'll ignore the notice or otherwise evade. I suppose I'll just have to wait and see about that but in the meantime I'm starting to try to get my ducks in a row for the best possible outcome.

Any advice here on negotiating such a situation? Recommendations for an attorney? (I have one but I'm afraid the experience might not be there) Private messages are very welcome.

Thanks in advance!
Old 1 week ago
  #2
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Quote:
Originally Posted by sleepingtiger View Post
I signed and delivered two albums of production music to a US library that's connected to a large well regarded distributor. The initial contract was signed over 3 years ago with an addendum added a few months later for the second album. Everything seemed legit and positive at first.

Since then the albums have never been released and it seems like the library has gone idle. The owner has become completely unresponsive save for one email about a year and three months ago when I asked if the library was closed. The response was angry and combative and the owner said he was insulted I would ask and that he would eventually release the albums as promised. Of course that's never happened and I have little faith at this point that it ever will.

Luckily, I have a reversion clause at five years but the owner's attitude and unresponsiveness make me paranoid that it won't be properly honored - that he'll ignore the notice or otherwise evade. I suppose I'll just have to wait and see about that but in the meantime I'm starting to try to get my ducks in a row for the best possible outcome.

Any advice here on negotiating such a situation? Recommendations for an attorney? (I have one but I'm afraid the experience might not be there) Private messages are very welcome.

Thanks in advance!
Was the big "well regarded distributor" made up of a 3 letter acronym? Sorry to hear this.
Old 1 week ago
  #3
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Quote:
Originally Posted by JohnFulford View Post
Was the big "well regarded distributor" made up of a 3 letter acronym? Sorry to hear this.
Thanks for responding, John. No, this one has a numeral in their name.
Old 1 week ago
  #4
Mrx
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That's a tricky one. Often contracts will say something like 'publisher will do their best to promote composers music' (insert legal speak). Since that hasn't happened you could ask an entertainment lawyer to draft a letter for a one off fee, maybe suggest that since the publisher hasn't done anything with the music they give it back to you, if that's what you want.
Old 1 week ago
  #5
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Quote:
Originally Posted by Mrx View Post
That's a tricky one. Often contracts will say something like 'publisher will do their best to promote composers music' (insert legal speak). Since that hasn't happened you could ask an entertainment lawyer to draft a letter for a one off fee, maybe suggest that since the publisher hasn't done anything with the music they give it back to you, if that's what you want.
Thanks for the suggestion. I'm definitely thinking along those lines and would love to find someone who might be a little more adept than who I have now.

I've actually asked for the music back a couple of times, including recently - trying to appeal to his sense of fair play and musicianly comradery. Hasn't worked so far. What's puzzling is that it's not doing him any good either by sitting on the shelf. That is, unless he's trying to sell his whole catalog.

It's a confounding situation. Fortunately I have a lot of other music out there but it's still a couple months' work that I hate to throw away.
Old 1 week ago
  #6
Bottom line: The music is yours.

Send a letter to the music library and let them know that you will be terminating the agreement at the appropriate date. When the contract is up, do whatever you want to with it.

Nobody has a right to hold your music hostage.
Old 1 week ago
  #7
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I don't get it. Did they pay you money for your music? How/Why would anyone sign a contract giving a company exclusive rights to their music... for free? Is the library claiming your music as an asset when claiming the company's "value?" Why can't you just take your music and go do something else with it? What are they gonna do? Sue you? Unless they paid you some money, as far as I'm concerned they have thus far acted in bad faith and the contract is void. They have no claim to anything- they neither paid you money (I think) or made any money.

I don't know what kind of music you have with this library, but most music has a shelf life... and yours is already 3 years overdue. It's not as if you have to worry about offending this library at this point- they're embarrassed and "insulted." They don't ever want to talk to you again.

The only case in which I think it would be ok to assign music exclusively to a library without an upfront buyout or advance is if the composer has an established working/lucrative relationship with a company in which the composer has been getting paid, then is offered a deal for say 50% sync/publishing in lieu of upfront payment. Anyway, you know better now.
Old 1 week ago
  #8
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Quote:
Originally Posted by Desire Inspires View Post
Bottom line: The music is yours.
It doesn't exactly work that way. Just b/c you retain the copyright, that doesn't mean it's flat out yours period. Not if there is a signed contract that may (does) have certain things stipulated which favor the library. Which, of course, makes sense.

Last edited by Jeff Hayat; 1 week ago at 01:50 AM..
Old 1 week ago
  #9
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Quote:
Originally Posted by Mrx View Post
Often contracts will say something like 'publisher will do their best to promote composers music' (insert legal speak).
That's a good point. If the lib/pub has not met their obligation, that should be grounds for getting the rights to your music back. I am thinking breach of contract may apply here. Shouldn't be too difficult to prove in court, either.

OP - I have PMd you.

Last edited by Jeff Hayat; 1 week ago at 01:51 AM..
Old 1 week ago
  #10
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Quote:
Originally Posted by Jeff Hayat View Post
That's a good point. If the lib/pub has not met their obligation, that should be grounds for getting the rights to your music back. I am thinking breach of contract may apply here. Shouldn't be too difficult to prove in court, either.

OP - I have PMd you.
These are my thoughts as well and pretty much how I would like to see it go.

I got your message and responded. Thanks, Jeff!
Old 1 week ago
  #11
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Quote:
Originally Posted by VitaEtMusica View Post
I don't get it. Did they pay you money for your music? How/Why would anyone sign a contract giving a company exclusive rights to their music... for free? Is the library claiming your music as an asset when claiming the company's "value?" Why can't you just take your music and go do something else with it? What are they gonna do? Sue you? Unless they paid you some money, as far as I'm concerned they have thus far acted in bad faith and the contract is void. They have no claim to anything- they neither paid you money (I think) or made any money.

I don't know what kind of music you have with this library, but most music has a shelf life... and yours is already 3 years overdue. It's not as if you have to worry about offending this library at this point- they're embarrassed and "insulted." They don't ever want to talk to you again.

The only case in which I think it would be ok to assign music exclusively to a library without an upfront buyout or advance is if the composer has an established working/lucrative relationship with a company in which the composer has been getting paid, then is offered a deal for say 50% sync/publishing in lieu of upfront payment. Anyway, you know better now.
Thanks for responding, Vita.

Yes, I've learned some lessons with this situation and those lessons have informed everything since. Of course that doesn't change anything as far these particular circumstances are concerned.

As far as upfront money, I would love it if you tell me how to crack that code. I used to get paid nicely to write for a couple of cable shows but that dried up and the best I've ever been able to do with libraries is the standard 50/50 splits on everything with reversions in the US, standard PRS deal in the UK. I've gotten a few small production advances and bonuses along the way but not the sort of thing that I think you're talking about. Thing is, I've done okay and I've worked my way up the food chain to some well regarded libraries (PMA board members and all that) and major distribution but upfront money is elusive and rare in my world.

So for me, at least for now, I'm afraid demanding upfront money would equal not releasing production music and that's not a good outcome.

But as you say, when the relationship is good 50/50 can be fine and that's what I thought I had in this situation but I obviously made a mistake. I've asked for help here because I've never encountered someone who has acted this egregiously so my confidence in knowing how to handle it is diminished. This is an unusual situation.

And yes, I'm very aware that the music is aging as it sits. One of the albums will likely suffer from this but the other is in a genre that is much more timeless and a similar album is making great money with another library so it's painful to see that wasted potential.

Thanks again for your input! I've always gotten a lot out of your posts and I truly appreciate your presence here.
Old 1 week ago
  #12
Here for the gear
 

As Desire Inspires wrote....it`s your music ! Be a smart guy. Give this library owner an ultimatum, let`s say another 2-3 month. If he doesn`t answer or doesn`t release the albums write a contract removal letter and never ever look back! Then re-name the tracks and try to get the tracks to a better company !
Old 1 week ago
  #13
Quote:
Originally Posted by AlanJay View Post
As Desire Inspire wrote....it`s your music ! Be a smart guy. Give this library owner an ultimatum, let`s say another 2-3 month. If he doesn`t answer or doesn`t release the albums write a contract removal letter and never ever look back! Then re-name the tracks and try to get the tracks to a better company !
I wouldn’t wait at all. I would send the contract removal letter now. As soon as the date hits, the music would be free for a new deal. The library owner has shown that he cannot or will not fulfill the deal. No need to delay or wait.
Old 1 week ago
  #14
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Quote:
Originally Posted by Desire Inspires View Post
I wouldn’t wait at all. I would send the contract removal letter now. As soon as the date hits, the music would be free for a new deal. The library owner has shown that he cannot or will not fulfill the deal. No need to delay or wait.
yeah...in fact you`re right....there`s no need to wait another couple of months
Old 1 week ago
  #15
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drBill's Avatar
Quote:
Originally Posted by VitaEtMusica View Post
I don't get it. Did they pay you money for your music? How/Why would anyone sign a contract giving a company exclusive rights to their music... for free?
Quote:
Originally Posted by Jeff Hayat View Post
It doesn't exactly work that way. Just b/c you retain the copyright, that doesn't mean it's flat out yours period.

OP - I didn't see that you ever answered these questions / comments definitively. Especially Vita's. The amounts don't matter. What matters is if money changed hands.

These comments are correct. Could this be construed as a work for hire contract from any angle? Did you receive money or other compensation upfront? If yes, the issue is not so simple and an attorney will be your best bet. If they bought the masters and copyright whether legally or by nefarious means, the music is in fact NOT yours to do whatever you want with now.

If this is a "no money up front, we want your copyright for 5 years, and maybe we'll release it when we feel like it...." Well, what were you thinking??? Getting a placement with bad terms is worse than not getting a placement. if no money has changed hands, then yes, give them an ultimatum, or, preferably, just tell them that since they have not released the music in good timing and good faith, you're taking it back. Worse case, you'll have to wait a year + to take it back. That's the least of your worries at this point.

Make good deals. Best of luck.
Old 1 week ago
  #16
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Quote:
Originally Posted by drBill View Post
OP - I didn't see that you ever answered these questions / comments definitively. Especially Vita's. The amounts don't matter. What matters is if money changed hands.

These comments are correct. Could this be construed as a work for hire contract from any angle? Did you receive money or other compensation upfront? If yes, the issue is not so simple and an attorney will be your best bet. If they bought the masters and copyright whether legally or by nefarious means, the music is in fact NOT yours to do whatever you want with now.

If this is a "no money up front, we want your copyright for 5 years, and maybe we'll release it when we feel like it...." Well, what were you thinking??? Getting a placement with bad terms is worse than not getting a placement. if no money has changed hands, then yes, give them an ultimatum, or, preferably, just tell them that since they have not released the music in good timing and good faith, you're taking it back. Worse case, you'll have to wait a year + to take it back. That's the least of your worries at this point.

Make good deals. Best of luck.
Thanks for chiming in, drBill.

To answer directly - no money has changed hands at all - it's a boilerplate 50/50 deal on syncs and back end with a 5 year reversion clause. I've reviewed the contract and it is not explicitly stated that there is a term for the music to be released into the marketplace though it's strongly implied. Lesson learned in that regard. I will likely get an attorney to interpret at this point to see exactly where I stand as far as that particular point.

Everything reverts back to me in a little over a year and a half. Morally and legally I'm good if I wait it out - I'm clear on that. What concerns me is that this person won't communicate at all and is being inexplicably difficult. Specifically, I'm afraid I won't be able to serve the notice properly or get the appropriate confirmation, leaving myself open to more problems if I try to shop the music elsewhere. I've only taken advantage of a reversion clause once in my career and in that situation the library was very cooperative and provided me with a written notice so that I could shop the music without worry knowing that if there were ever any question I would be protected. I'm reasonably sure that I won't get such a notice in this case and I can imagine that this person will evade the process altogether so I'm a bit worried as to what that will mean when I do take back full control. A nightmare would be to place the music with a great library only to have this guy show up and say he never got notice of the reversion.

Regardless, the good news is that I got some excellent suggestions for legal help through private messages. My next step is to make contact and see what that might look like.

Thanks again for all of the help and suggestions!
Old 1 week ago
  #17
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Quote:
Originally Posted by sleepingtiger View Post
Thanks for chiming in, drBill.

To answer directly - no money has changed hands at all - it's a boilerplate 50/50 deal on syncs and back end with a 5 year reversion clause. I've reviewed the contract and it is not explicitly stated that there is a term for the music to be released into the marketplace though it's strongly implied. Lesson learned in that regard. I will likely get an attorney to interpret at this point to see exactly where I stand as far as that particular point.

Everything reverts back to me in a little over a year and a half. Morally and legally I'm good if I wait it out - I'm clear on that. What concerns me is that this person won't communicate at all and is being inexplicably difficult. Specifically, I'm afraid I won't be able to serve the notice properly or get the appropriate confirmation, leaving myself open to more problems if I try to shop the music elsewhere. I've only taken advantage of a reversion clause once in my career and in that situation the library was very cooperative and provided me with a written notice so that I could shop the music without worry knowing that if there were ever any question I would be protected. I'm reasonably sure that I won't get such a notice in this case and I can imagine that this person will evade the process altogether so I'm a bit worried as to what that will mean when I do take back full control. A nightmare would be to place the music with a great library only to have this guy show up and say he never got notice of the reversion.

Regardless, the good news is that I got some excellent suggestions for legal help through private messages. My next step is to make contact and see what that might look like.

Thanks again for all of the help and suggestions!
Thanks for the clarification. In that respect, your best bet might be to take legal action earlier instead of later. That way the owner might be more inclined to answer your request. Good luck with whatever you pursue.
Old 1 week ago
  #18
Send a written letter to the company and have them sign for the package. Then follow up with a phone call and email. That is more than sufficient to state your intent to end the deal at the end of the term.
Old 1 week ago
  #19
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Quote:
Originally Posted by drBill View Post
Thanks for the clarification. In that respect, your best bet might be to take legal action earlier instead of later. That way the owner might be more inclined to answer your request. Good luck with whatever you pursue.
Yes, it's becoming clear that I just need to get the ball rolling with a lawyer. This thread has helped me figure that out. Thanks, drBill!
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