music

1. PROTECTING THE INTERESTS OF
LOCAL ARTISTS IN INTERNATIONAL
RECORD DEALS
A presentation at the 6th section of business law
conference of the Nigeria Bar Association – Lagos.
Yahaya MAIKORI

2. Introduction
• Nigerian music, has become one of the country’s greatest exports in
the past decade.
• Local Artistes such as Asa, D’banj, Wizkid, P-Square, Nneka and
Tiwa Savage have recently been in the news with regards to
International record deals.
• This trend will continue with the entrance of such multinationals as
UMG
• While this is an indication of growth for the artistes and the Nigeria
music industry, it is critical that they know what they are getting into
in terms of record deals, particularly as they will be going into more
sophisticated legal environments.
• This paper aims to look at how the artiste’s interests may be legally
protected in such deals.

3. THE EXPANDING ROLE OF LAWYERS IN MUSIC BUSINESS
“A music lawyer can often be the first port of call for a U.K. artist, even before he or she
obtains a manager or live agent. Many record companies see music lawyers as an
unofficial A&R source” - Ken Abdo.
“It is now expected that the transactional entertainment attorney not only have
substantive knowledge needed to negotiate contracts but he/she has a complete
understanding of the music business in general which includes all business related to
licensing matters on new and evolving digital platforms” - Ken Abdo
• General Counsel
• Educate and advocate across new media platforms.
• Ancillary brand protection
• Advisory services

4. THE EXPANDING ROLE OF LAWYERS IN MUSIC BUSINESS CONT’D
• Non- Entertainment matters
▫ Estate planning,
▫ Prenuptial agreements,
▫ Adoption,
▫ Divorce,
▫ Wealth management,
▫ Real estate
▫ Trustee or personal representative
• Agent /Manager
▫ bringing deals
▫ income producing and career enhancing opportunities
▫ Shopping for recording deals
▫ packaging an artist
▫ Assist build a team

5. ATTORNEY’S ROLE

6. PRELIMNARY PROTECTION
MEASURES
• IP Registration & Notices
▫ branding initiatives
• Advisory
• Sample clearances
• Agreements i.e.
▫ Co – writers/song writers agreement
▫ Confidentiality agreement
▫ Handbook or guidelines
• Others

7. UNDERSTANDING TYPES OF RECORD
DEALS
1. Distribution Deals
! Commonly referred to as Pressing & Distribution (P&D)
deals,
! The artiste is responsible for all costs,
! No advance
PROS
! Greater portion of income
! Ownership of your masters
! Creative control
CONS
! financial burden and where withal
! Lack of commitment from distributors

8. UNDERSTANDING TYPES OF RECORD
DEALS CONT’D
2. Production Deal
! Signed to producers that record complete projects for release
under a label.
! Producers usually own the masters or share them with the
label.
! 50/50 split
3. Major Label Deals
The record label pays.
! The label usually recoups money spent.
! Record label, almost always owns the masters

9. UNDERSTANDING TYPES OF RECORD
DEALS CONT’D
4. 360 Deals
! 360° deals are premised on 'band as brand' notion
! This is also known as the Multi-rights deal.
! Labels share in the income arising from all artist’s income streams
! The label pays for everything,
PROS
! More financial commitment to artist
! Looking after the artist entire career
CONS
! takes from sources of income traditionally reserved for the artist
! loss of control -

10. UNDERSTANDING TYPES OF RECORD DEALS CONT’D
Income streams
- Record sales
- Merchandizing
- Touring
- Publishing
- Films
- Biography
- live performances
- OTHERS

11. DOING THE DEAL - BUSINESS CONSIDERATIONS
1. What you want to achieve or what is your business plan or strategy?
2. How much creative control does your client want or require over your
career, touring, Merchandising
3. Your bargaining power
4. What kind of music or genre are you into
5. due diligence
6. capacity (its not enough to say that you want control)
7. Deliverables/timelines

12. DOING THE DEAL - THE CONTRACT
Release commitment
• A release commitment obliges the record company to manufacture
and distribute the record for sale within a specified time period
Minimum commitment
. minimum commitment
• how it affects your artist
Advance/Recoupable expenses
"Net Receipts" or "Gross Receipts"
Copyright & Sound Recording
• Assignment of copyright
• License or Distribution deal.

13. DOING THE DEAL - THE CONTRACT CONT’D
Exclusivity
Suspension clause
Territory
Royalty Calculation
Cross collateralization

14. DOING THE DEAL - THE CONTRACT CONT’D
Controlled Compositions
Term
Name & Likeness
Jurisdiction
Penalties
Arbitration

15. CLOSING THE DEAL - RED FLAGS
• Something doesn’t have a clear meaning or has
more than one meaning.
• One Page Contracts
• Pressure to quickly sign
• Content of Contract differs from prior verbal
communications
• No “Escape Clause”
• No clear beginning or end to the contract
• Automatic Renewal

16. Thank You!