Friday, May 20, 2005

Welcome to the world of legal bullshit!

Contracts say the darnedest things. You find out that out when you enter the fascinating world of the music industries where you maneuver through the fine points of negotiations with artists, managers, publishers and labels. Somewhere in there, you'll eventually get to work with pages and pages of contracts, full of terms that would make a dictionary vomit. I understand and appreciate that all the parties involved have to do this to protect their rights (including the artists themselves). All that matters is that all sides are happy and you have signatures on the dotted lines. You just hope that somewhere in there isn't a provision that you're giving up your first-born (assuming you want to keep her or him).

Fair enough but sometimes when you do sift through these agreements, you'll find something utterly mind-boggling. My favorite recent example is this doozy which seeks to cover recordings "... in any form whatsoever and in any medium now known or to be discovered anywhere in the Universe." I kid you not. I thought this was hilarious at first until I realized that this was something totally serious. As such, I was almost tempted to consult with a astro-physicist to see if there's some loophole there. Does that cover parallel universes, time travel or hostile alien races that do not recognize contracts on this planet?

When I shared this with a friend at a label, he just shrugged and said that this kind of wording was pretty standard now. He didn't have any thoughts about other universes or bad-ass aliens. "That hasn't come up yet in any negotiations I've seen," he admitted. "But you never know with this business..."

Indeed. When I shared with someone at another label, they not only had the same reaction but could do even better than the original wording. He had this quote from Donald Passman's All You Need to Know about the Music Business:

"The 'universe' wording was the cause of one of my most bizarre negotiations, as well as my initiation by fire to the music business. I had only been practicing entertainment law a few months when a label I represented signed a jazz artist named Sun Ra. This guy said he was a reincarnated Egyptian, and had recorded records in the pyramids (for real). Anyway, his lawyer called me up to say that it was unacceptable to grant the universe, and that our territory must be limited to the earth zone. At first, I thought he was kidding, so I said I would give him everything beyond our solar system, and maybe Neptune and Pluto, but that the moon and the neighboring planets were mine. I also asked if we had to pay him earth money. The lawyer, very seriously, said this was not negotiable and would blow the deal. So I added 'satellites' to the territory of 'the world' and caved in on the rest. (that lawyer still owes me one.)"

Ah, good ol' Ra. Don't you wish you could have been in the negotiations for that one? It's kind of funny to read but at some level, you have to figure that Ra was serious about this at some level (right?).

I shared this some partners I was working with on a reissue project and they started thinking about this themselves.

"Do we have distribution on Saturn?"

"Uh yeah... I got someone working on that."

"OK but let's look into the moons there too 'cause that might be another market."

"No, no, that's covered with the rings..."

And so on. Yes, we will have inter-galactic lawyers to deal with such things someday and may need to re-negotiate all the old contracts to deal with that. Until then, one of my co-producers summed it up best when he also shrugged at the "known universe" clause I mentioned above: "welcome to the world of legal bullshit!"


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