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Contract issues?

Discussion in 'Band Management [BG]' started by dminer, Nov 17, 2010.


  1. dminer

    dminer

    Nov 26, 2007
    Hello all, and let me start out by saying I value your opinions. Our band has been talking with a booking agent and they want to get us some gigs. Even though I've been under contract before it was a long time ago and I really wasn't involved in the process (just a young bassist)

    This agency is a new one and the partners claim to have 40years of booking experience/contacts ect.

    We're a R&B, Blues, Rock, Cover and originals Band. Right now we're booking ourselves and we are slowly moving up but I think that an agent could get us more and better paying gigs. They've offered us this NON EXCLUSIVE CONTRACT and we're trying to decide if we want to sign on.

    To me it looks pretty standard and we really can't afford a lawyer so I thought I'd ask for your opinions of this contract: Are there any RED FLAGS that I'm not catching and anything that might come back to haunt us later? Thanks, DM

    Agency/Artist Booking Rights Agreement

    25. This agreement entered into this _____ day of ____________________, 20_____ by and between .................., and any and all representatives (including contractors) acting on behalf of .................., hereinafter referred to as “Agency,” and the undersigned Artist(s) and any and all other member(s) of the band/musical group who individually and/or collectively are known as ____________________, hereinafter referred to as “Artist,” and
    WHEREAS Artist seeks assistance in booking performance opportunities in various venues throughout the................. area as well as other venues located in the Southeastern United States; and
    WHEREAS Agency, by reason of the contacts, experience, and background of its representatives, is qualified to assist the Artist in booking performance opportunities which the Artist seeks;
    THEREFORE, in consideration of the mutually agreed upon terms as set forth herein, Agency and Artist do hereby agree as follows:
    Definitions:
    The term “Artist” refers to the undersigned musical group leader and/or any and all other individuals whose services he/she utilizes during any performance(s) under the terms of this agreement.
    The term “Agency” refers to .................., its respresentatives, agents, successors and assigns, and any and all representatives (including contractors) acting on behalf of ........................
    The term “venue” refers to any venue, establishment, event, and/or client who is the purchaser(s) (or potential purchaser(s)) of services from the Agency/Artist.
    The term “confirmed email” refers to either an electronic confirmation by the sender’s email provider that receiver actually received the email, or a response from the receiver indicating his/her receipt of any email.
    The term “booking” refers to a verbal agreement between the Agency and any venue/establishment/client to hold a date for performance.
    The term “confirmed booking” refers to the written confirmation via confirmed email of the agreement of the Artist to perform at the venue/establishment/event booked by Agent on behalf of Artist.


    1. Artist shall allow Agency, on a non-exclusive basis, and Agency shall make its best efforts, to actively seek out and book for Artist various performance opportunities, including but not limited to weddings, corporate/civic events, clubs, festivals, private parties, political events, performance venues, churches, private homes, etc. Performance opportunities which Artist will not accept are as follows: _________________________________________________________________________
    2. Artist has the right to book his/her/its own performances without fee from the Agency, provided that Artist shall notify Agency in writing (via confirmed email to............. or other email provided to Artist by Agency in the future) within twenty-four (24) hours of any such booking. For purposes of this paragraph, a booking constitutes a verbal agreement between the Artist and any party to hold a date for performance, whether or not the booking is cancelled at a later date. Upon notification of any such booking by Artist to Agency, Agency shall immediately cease its efforts to book the same venue, which will serve the purpose of avoiding duplication of efforts by Agency and Artist. In the event Artist fails to notify the Agency of a booking within twenty-four (24) hours of said booking, and Agency books the Artist in the same venue/establishment/event, Artist shall be responsible for fees to Agency as agreed herein. Agency shall not pursue the following venue(s) for Artist ___________________________________________________________________________
    _________________________________________________________________________________.
    3. Agency shall have the following rights in its efforts to book Artist:
    a. To use Artist’s Electronic Promotion Kit, picture, portrait and/or likeness, in whole or in part, including alterations, modifications, derivations and composites thereof, or other promotional materials provided by Artist in any advertisement on Agency’s website or published materials for purposes of booking or other services as requested by Artist;
    b. To provide links to Artist’s Electronic Promotion Kit, website, MySpace, Facebook, or other social networking page. Any link provided may be removed at any time without prior notice to Artist in Agency’s sole discretion in the event Agency deems the contents of the link to be inappropriate or detrimental for any reason.
    c. To act as negotiator on behalf of Artist to fix the terms of any agreement with the booking venue within the scope of the terms set forth herein.
    d. Agency is not required to render exclusive services to Artist or to devote his entire time or the entire time of any of Agency’s representatives to Artist’s affairs. Nothing herein shall be construed as limiting Agency’s right to represent and/or book other artists whose talents may be similar to or who may be in competition with Artist or to have and pursue business interests which may be similar to or may compete with those of Artist.
    e. If Artist, or key personnel of Artist, is rebooked into any venue, or any other establishment represented by the venue (including chain buyers of music and/or entertainment), within twelve (12) months from the date of any performance by Artist under this agreement, Agency shall be entitled to, and Artist shall pay to Agency, the same fees as set forth herein as if Agency booked the Artist.
    4. Artist shall provide to Agency a list of available dates for booking and shall notify Agency in writing (via confirmed email to ...............within twenty-four (24) hours if any date becomes unavailable.
    5. Agency shall receive the amount of 20% of the agreed upon price for all performances booked by Agency on behalf of Artist, as well as any additional re-bookings pursuant to Paragraph 3(d) above. All fee arrangements, including deposits shall be negotiated and agreed upon by all parties at the time of booking and shall be due prior to the performance.
    6. In the event Agency and Artist agree to enter into an exclusive agreement with conflicting terms, the terms of the exclusive agreement shall be controlling.
    7. Agency shall notify Artist in writing, via confirmed email to the email address provided on the initial Artist information form submitted to Agency, within twenty-four (24) hours of any booking made on his/her/its behalf and shall provide the terms of the agreement. Artist shall have the right to decline in writing, via confirmed email to........., any booking within twenty-four (24) hours of notification.
    8. Artist agrees to arrive at the performance venue in time to be completely set up at least one hour prior to the time the performance is set to begin or as otherwise dictated by the venue. Artist shall perform at the venue pursuant to the terms as set forth in the confirmed booking.
    9. Any booking agreement shall be a contract between the Venue and Artist, and Artist agrees to hold agency harmless from the terms of said agreement.
    10. Artist shall be responsible for set up, break down, and the provisions for any and all equipment necessary for the performance.
    11. Artist shall be responsible for coordinating with the venue any additional needs and/or details of the performance and shall hold Agency harmless for any actions and/or agreement made by or between the Artist and/or venue.
    12. In the event Artist is unable to perform due to illness, accident(s), riot(s), strike(s), epidemic(s), acts of God, or any other legitimate conditions beyond their control, Artist shall notify Agency immediately, and Agency shall take reasonable measures to provide a suitable alternate Artist. The Artist shall not be paid if he/she/it does not perform pursuant to any agreement with any venue.
    13. Artist shall be entitled to one 15-minute break for each hour of performance unless other arrangements are made with the venue. (For example, a 4-hour performance would be: Perform for 1 hour—15 min. Break—Perform 45 minutes—15 min. break—Perform 45 minutes—15 min. break—Perform 45 min.)
    14. Agency and Artist shall conduct themselves in a professional manner at all times.
    15. Artist shall refrain from eating or drinking on the premises of all private parties unless invited to do so by the client. No guests of Artists are allowed at any performance not in a public setting without the consent of the venue/client.
    16. Agency shall be authorized to negotiate bookings under the following term limitations: ___________
    _________________________________________________________________________________
    17. Artist agrees to perform and discharge all obligations as an independent contractor under any and all laws, whether existing or in the future, including but not limited to social security laws, worker’s compensation insurance, income taxes, state employment insurance taxes or contributions, and public liability insurance; and Artist will hold Agency harmless against any such laws. The Artist agrees to indemnify and hold harmless the Agency, its agents, assigns, and successors from all liability, loss, damage, costs, and any and all other claims for expenses asserted against Agency that may arise from any incident related to the Artist’s performance(s) and/or activities of the Artist and/or Artist’s agents, representatives, associates, employees, guests, participants, and/or vendors
    18. Artist shall have the responsibility for acquiring and maintaining the appropriate mechanical licensing for any and all recorded material used in its promotional materials, and Artist shall indemnify and hold Agency, its agents, assigns, and successors harmless from all liability, loss, damage, costs, and any and all other claims for expenses asserted against Agency that may arise from any licensing issues.
    19. Artist agrees to provide his/her/its Social Security Number or Tax Identification Number to Agency and/or Venue at the time of any booking for purposes of filing appropriate tax documents.
    20. Agency shall not provide any personal information about Artist to any third persons for any reason with the exception of the information contained in Paragraphs 19 for official tax purposes and in Paragraph 1 for purposes of promotion. Agency may be required to provide said information to a certified tax professional in preparation of taxes.
    21. Artist hereby represents that he/she/it is not obligated under any exclusive booking contract with any other agency or manager, is legally able to enter into this agreement, is over the age of 18 years, is of sound mind, and enters into this agreement freely and voluntarily.
    22. This agreement constitutes a complete and binding agreement between the Agency and Artist. This agreement constitutes Agency’s appointment as attorney-in-fact for Artist for the limited purposes of Agency to act only as a booking agent for artist with those powers and rights as granted pursuant to the terms of this agreement, and Agency shall not be responsible or liable for any agreements made on behalf of Artist between the Venue and the Artist. Any booking arrangement made by Agency shall constitute an agreement between the Artist and Venue.
    23. Agency and/or Artist may revoke this agreement in writing, via confirmed email or certified U.S. Mail, at any time, which shall be effective immediately upon receipt. However, revocation of this agreement shall not affect any booking engagements previously made prior to the revocation of this agreement, and Artist shall be required to fulfill any and all booking arrangements made prior to the revocation of this agreement.
    24. This Agreement shall remain in full force and effect until its revocation in writing as required in Paragraph 20 above.
    25. This Agreement shall be governed and construed in accordance with and governed by the laws of the state of ......., and the parties hereto consent to the exclusive jurisdiction of the state courts located within the state of ........ for any dispute arising out of this Agreement.

    ______________________________________ _________________________________
     
  2. tdub0199

    tdub0199

    Mar 4, 2010
    Atlanta, Ga.
    IMHO... I would never ever sign a contract w/ a booking agent....
     
  3. Rudreax

    Rudreax

    Jun 14, 2008
    New York, NY
    No offense to to you or anyone on this site, but if you really want good legal advise get off of the site and go find a lawyer NOW. Since you can't afford one, try to see if you can find any friends that know lawyers, can afford them, or have extensive knowledge in law. Like, right now. A lawyer will tell you much more and give better advice than anyone on this site (unless there are lawyers here, in which case you should PM them).
     
  4. Captain_Arrrg

    Captain_Arrrg

    Jan 23, 2008
    Mountains of Colorado
    Endorsing Artist: Spector Basses
    +1 to this.

    They definitely have covered their @$$#$. They are under no obligation to book anything and if you play somewhere they booked again within twelve months--even if you've stopped working with said agency and have booked it yourself--you are obligated to pay them 20%. It also states that you cannot have nor enter into any agreement with another agency for this "non-exclusive" contract... Oh and they absolve themselves of any liability due to their booking.

    I would do one of two things with this: A) Add crazy amounts of addendums and changes or B) Throw this crap out and forget about it... I'm feeling "B".

    When you start getting high enough guarantees, the agents will come to you.
     
  5. dminer

    dminer

    Nov 26, 2007
    Rudreax, Thanks and we'll probably end up doing that. Other members of the band are in more corporate type positions than myself and everyone is working on this. I merely posted this here to get feedback from some of the members that manage their own bands and are familiar with Booking Agency contracts. Perphaps there are some music lawyers that are members here that will chime in and I would certainly be willing to pm anyone that can offer competent advice.


    "I would do one of two things with this: A) Add crazy amounts of addendums and changes or B) Throw this crap out and forget about it... I'm feeling "B"."

    Captain...thanks....those are some of the RED FLAGS that I was concerned about.
     
  6. hrodbert696

    hrodbert696 Moderator Staff Member Supporting Member

    +1 to get a real lawyer to look this over. It's not as expensive as you seem to think; any decent contract lawyer will go over it in about fifteen minutes and give you a thumbs-up or thumbs-down and charge you a hundred bucks for it. I would say that it's worth spending if you're going to bind yourselves to a contract.

    I'm not a lawyer, but I am a lawyer's son, so for what it's worth; two things that catch my eye are 1) clause 3e about rebooking implies that you are being rebooked into a venue that the agency had first booked you into but doesn't actually say so (unless I'm missing something). That should be spelled out more explicitly, otherwise technically they could charge you for rebooking yourselves into venues that you had made the first booking with. 2) I don't see a clause that gives you the right to turn down a gig that the agency makes for you or to approve the terms of a venue. In other words, the contract seems to authorize the agency (3c) to bind you to a contract with a venue under any terms they choose without specifying that you will approve the terms before agreeing on a case-by-case basis. That makes me nervous -- what if they start booking you too far away, running up your travel expenses, or for too low of a fee? So I would want a clause included that the agency can only confirm bookings with the approval (preferably written or at least electronic) of the artist.

    But like I say, show it to a real lawyer and cough up the hundred bucks.
     
  7. MEKer

    MEKer Supporting member

    May 30, 2006
    Chuck this contract for the flaws already described. Nothing says you cannot hand someone YOUR OWN contractual agreement that is short and sweet: allowing them to shop for gigs for you and they get paid gig by gig for the ones you accept. Give the booking agent a short list of the parameters within he is to search for gigs--what you want-- (but you are under NO obligation to take a gig from him).

    He does good, brings you an acceptable gig--he makes money. He does not---he makes no money.
    And both parties can part ways at any time.

    Short, simple, no joined at the hip crap at this point in your career. And you continue to go after gigs as well.

    Did that for years in L.A.-worked fine.
     
  8. Valid point about "rebooking". That should be clarified.

    Regarding point 2, see the contract, paragraph 7. Agency books a gig, has 24 hours to notify the band. Upon being notified, the band has 24 hours to decline the booking, in writing.

    I'm not a lawyer and this is not legal advice, but I don't see anything particularly objectionable in this contract. It looks quite vanilla to me - exactly what you would expect for a non-exclusive booking contract. They're going to book shows, you're going to perform the shows.

    In my experience, the zeitgeist on Talkbass is rabidly opposed to anyone making a transition from amateur to professional. Take any advice you receive here with a salt mine.
     
  9. This is exactly what the contract posted by the OP says. Yet, predictably, everybody on Talkbass says "throw it out the window". See my post immediately above about the zeitgeist on Talkbass.
     
  10. LaklandBass

    LaklandBass

    Jan 26, 2005
    IL
    Id write up a new contract that says that you'll book yourselves wherever and whenever you want and he'll get nothing.... however if he would like to book you for any gigs that pay $1000+ you'll be happy to pay him a cut.... IF you choose to play and AFTER the club pays you. If he doesnt like it tell him no problem... you understand that he doesnt think he can cut it and you'll find someone that can.

    Ive been through this with a "manager" that wanted my old band to sign with her.... she originally wanted $300 a month base pay and 50% of shows/merch... after I redid the contract it said $0.00 base pay, 15% of shows that she books and 15% of merch that she originally bought. guess what... she signed it. I also wrote into the contract that if she didnt provide us with a minimum of 3 shows per month at a minimum average of $750 a show we could fire her...... take a wild guess at what happened after 30 days.
     
  11. pnut166

    pnut166

    Jun 5, 2008
    alabama
    My Dad played professionally regionally at one time. His band signed briefly with a booking agent, and it was horrendous. They walked on the agency, amid threats of lawsuits that never happened. I know that is absolutely no help to your situation, just my .02. +1 on the get a lawyer. PM someone like JimmyM.
     
  12. Re: booking yourself and paying no fee - see item 2 of the contract

    Re: turning down gigs that don't pay $1000 - see item 7 of the contract. Inform the booking agent that you will be declining any gigs that don't pay $1000 - this informs your agent of what to negotiate for you. Failure to do so would be foolish.

    Re: getting paid after the club pays you - see item 5 of the contract. They did you one better - the payment is due before the performance.

    Way to play hardball and negotiate no base fee - there is none in the contract. :rolleyes:

    So, after looking at crazy things like facts, you strongly support this contract.

    To the OP, and any spectators - learn from this thread. Talkbass groupthink hates to see anybody take steps toward a professional musical career. Take the contract to a lawyer, of course, but pay attention to the radical, enormous divide between the facts and opinions here.
     
  13. LaklandBass

    LaklandBass

    Jan 26, 2005
    IL
    Jason P Bass is also correct that there seems to be alot of "haters" in these parts when it comes to contracts with managers, booking, labels.. etc.
    However your contract does seem to suck for real. Id absolutely change parts of it all together......
    The way I see it youre booking yourselves already so the agent shouldnt get any cut of what you book for yourselves... also unless he gets you into a venue that you couldnt previously get on your own its INSANE for him to think that you'd owe him a cut for all future shows at that venue regardless of if he set it up or not. (section 3.e)
    What happens in a year when he's booked one show for you at every club in the area and then just stops booking you.... because at that point anywhere you book yourselves you would have to give him a cut for the next year.
    And speaking of 3.e what defines "key personnel of artist"... does he get to decide that? because that means if you sub in for a friends band for the night and you play at a club that he has booked you at he'll expect a cut.

    Now dont get me wrong... some managers and agents out there are good at what they do and theyre honest people that will help you as well as themselves.... however a bunch of them are just hack cons that couldnt cut it themselves with a guitar so this is how they stay in the scene.

    Im not trying to steer you away from an opportunity but as a fellow TB'r Im just giving my opinion and sharing some experiences to make sure you dont get raked over the coals.
    This whole thing sounds to me like a one man pyramid scheme.
     
  14. LaklandBass

    LaklandBass

    Jan 26, 2005
    IL


    Way to read plain english.. i obviously was sharing a past experience and not making specific suggestions to his contract.
     
  15. LaklandBass

    LaklandBass

    Jan 26, 2005
    IL
    Or should I specify that the top part of my first post is ALL that I would put in the contract. I was making a summary not saying to change things that didnt need changing.
     
  16. I'm not an apologist for agencies; most of them are scum-sucking bottom-feeders but OTOH I think people are reacting without actually reading the contract objectively.

    All it really does is outline that the band will do the gigs the agency gets them, on days that the band hasn't said they're not available, actually COMMUNICATE WITH THE AGENCY, and not act like a bunch of 15 year olds on a field trip at private gigs. There are NO real obligations on the band beyond that.

    After 30 years, I've seen some REALLY horrendous contracts. This one is fine IMO. Written in plain English, and simple and straight forward.

    Addressing some points others have brought up that I disagree with:

    You have to state that you're not *exclusively* contracted to another agent?

    - I can't see the problem here.

    You have to pay a percentage if you rebook within a specified time at a venue where this agency got you the original gig?

    - I think this is fair. The agency got you into the place the first time. It was through their efforts that you got to "showcase" your talents. It's not like they're trying to gouge you for work they didn't do. Remember that most of what you pay an agent is for getting you the gig the first time, not for just answering a phone when the venue wants to rebook.

    This contract allows you to book where and when you want, outside of gigs the agency got you, as long as you COMMUNICATE with them. It allows you to specify the venues you already gig at and don't want the agency to book. It allows you to terminate the contract at any time, as long as you do the jobs they've already got you. It specifies performance times and conditions that are certainly not onerous (unless you MUST bring mom/gf/wifey to all your gigs).

    All the stuff like notifying the agency when you've got another gig, or telling them of dates you aren't available, is just stuff I take for granted anyway - it just means flakiness might be penalised so you have to have your act together, communications wise.

    The only thing I'd do is add a minimum fee, and specify that changes to your promo material (para 3a) be "with the consent of the Artist".
     
  17. jive1

    jive1 Commercial User

    Jan 16, 2003
    Alexandria,VA
    Owner/Retailer: Jive Sound
    Personally, I like working with booking agents.

    The contract to me looks more complex than necessary. I suggest going to a lawyer, but if it's not possible, you can amend the contract so that it's easier to understand. The good thing about getting a lawyer is not just so they can read it for you, but they can determine which parts of it are legal and enforceable.

    The main concern for the booking agent is that they get you into a venue, and get you a paid audition and then the band books on their own and they lose their cut.

    If it were me, I'd do a gig by gig basis. They can put a non compete for the venue itself in the contract if they want. Since it's a non-exclusive, there's no reason why they can't do it, and it's probably in your best interest to do that. It's not uncommon for an agency to do a contract for each gig that's usually much simpler than doing something like what's in the OP. And then after a while, you can decide to do a more involved contract if you decide that you like working with each other. But until then, do contracts for each gig with less stipulation that will cover both of your interests.
     
  18. staindbass

    staindbass

    Jun 9, 2008
    the whole contract is about protecting the agency.... nothing for the band !! 20% ?? how about 15%. 20% is a band member percentage. all they do is make phone calls. 15 is too much as it is. they say nothing about how much work they can supply you with... so, you can sign up and if u get 1 gig every 2 months but you are contractually obligated and they have fufilled thier side of the contract. you need an escape clause, so if it is not working for you, you can back out. if they wont give an escape, they will screw you. burn the contract and laugh. johnny a./ staind
     
  19. MEKer

    MEKer Supporting member

    May 30, 2006
    Originally Posted by MEKer View Post
    "Chuck this contract for the flaws already described. Nothing says you cannot hand someone YOUR OWN contractual agreement that is short and sweet: allowing them to shop for gigs for you and they get paid gig by gig for the ones you accept. Give the booking agent a short list of the parameters within he is to search for gigs--what you want-- (but you are under NO obligation to take a gig from him).

    He does good, brings you an acceptable gig--he makes money. He does not---he makes no money.
    And both parties can part ways at any time.

    Short, simple, no joined at the hip crap at this point in your career. And you continue to go after gigs as well.

    Did that for years in L.A.-worked fine."



    It most certainly is NOT exactly what the contract posted by the OP says. If you cannot understand the differences...well, that's on you.
     
  20. modulusman

    modulusman Banned

    Jan 18, 2004
    montana
    Go back and read the post by Phatbass. Most musicians are terrible businessmen IME. Chances are an agency will get you way more money than you would book yourself for. Would you rather pay an agent 20% of $1000.00 or book the gig yourself for $500.00. Chances are the agency will be working with better venues/clubs than the ones that pay a band $400.00 a night.
     

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