Tag: composer-author collaborations

Sealing the Deal: Signing the Contract and Completing the Collaboration

Posted on October 28, 2019 by - Columns, NewMusicBox

Two people photographed from the back walking on the left and right rails of traintracks in the country.

The previous articles in this series discussed how to find a writer to collaborate with, what to consider when deciding to work together, and the permissions and compensation that form the core of a text-setting agreement.

Assuming you are setting a completed text in a transactional partnership, you’re now ready to write up your contract, get it signed, and start composing. If the author is creating new text or your partnership is highly collaborative, you may want to discuss one final item to include in your written agreement: what happens if something goes awry?

Contingency Plans

If your partnership is highly collaborative, you may want to discuss what happens if something goes awry.

When new text is involved, the most important question is how to handle a complication in the delivery of the words. Though unlikely, it is possible that illness, incapacity, or other circumstances might delay your partner or even prevent them from writing the text. Should they be delayed, you could agree to an extended deadline and amend the contract accordingly. However, if an extended deadline is not possible within the constraints of the given project or if the author cannot complete the text even with an extension, you need a plan for how to dissolve the partnership.

Just as music commissioning contracts typically have a failure to deliver clause, agreements involving the creation of new text should have a similar stipulation. Essentially, such a clause states that if a person doesn’t provide the contracted materials by the agreed deadline and no extension has been granted, they will return any compensation they have received to date and release the other party from their contractual obligations. This creates a clear path forward in the unfortunate event that the author cannot finish the promised text.

Similarly, you should discuss what would happen if the composer is unable to complete the music as planned. While this doesn’t impact an author the way a problem in text delivery affects a composer, it does have implications for the life and profitability of the author’s work.

If the composer is given non-exclusive permission to set the text, the author/publisher is able to license other settings at any time—so one composer’s inability to complete their setting doesn’t render the words unusable. However, in cases with exclusive permission, failure to deliver the promised composition could mean those words might never be used in a musical work. To avoid that possibility, your contract should outline the circumstances—for example death, incapacity, or extreme delay—in which the author is free to license the text to another composer. You should also discuss whether those circumstances necessarily will entail a revocation of all granted permissions or simply convert the composer’s license to a non-exclusive one.

Failure to deliver the planned composition also has financial implications. If the agreement includes payment of upfront fee, the author/publisher would be compensated for their work regardless of whether the composer ever writes the music. When compensation comes as a share in future sales/rentals and/or performance royalties, the author/publisher would miss out on any income from the composer’s planned use of the text. So it is important to think about these possibilities when negotiating compensation.

A final contingency to consider applies to projects involving high levels of interdependency: how will you deal with communication delays or disagreements? Discuss what each person might do if the other is late in sending feedback or in responding to questions. Also figure out what you will do if you and your partner disagree about some aspect of each other’s work or about the project as a whole. It is best to decide up front who has the final say about the words, story (for dramatic works), music, or other aspects of the project should you be unable to reach an agreement about something.

An unidentified hand signing a paper contract on a table.

Image by Cytonn Photography (Nairobi, Kenya) via Unsplash.

Drafting the Contract

With any necessary contingencies discussed, you and your partner are now ready to formalize your agreement in writing. While an author/publisher may have a standard contract they use, I recommend composers have their own template ready. Even if you don’t end up using it for a given collaboration, it can be a handy reminder of points you may need to negotiate when using someone else’s template.

While an author/publisher may have a standard contract they use, I recommend composers have their own template ready.

If you’ve never worked with a writer before and aren’t sure what to include in a template, you can use the sample text-setting and collaboration agreements I’ve put together as a starting point. (Disclaimer: I’m not a legal professional, and I encourage you to consult a lawyer to look over your contracts!)

At a minimum, your contract should include the following:

1.) Names/contact information for all parties
2.) Which text(s) the composer will be setting
3.) What permissions are granted
4.) What compensation is promised in exchange
5.) Signatures from all parties

If the text is already written and the partnership is more transactional, nothing else would be necessary. When the author will write new text, details about their planned work (subject, length, form, genre, etc.) and deadlines for delivery should also be included, as should contingency plans. For more collaborative partnerships, points related to working process, communication, how artistic decisions will be made, and similar considerations also may be listed in the written agreement.

Always consider the first version of a contract to be a draft. If using your contract, give your partner time to review the agreement and consult a legal professional as desired. If someone else sends you a contract, you should similarly read through everything carefully and seek advice as needed. Commonly, additional discussion will be needed to clear up any questions or concerns about the first—or second or third—iteration of the contract and to revise as needed.

Finalizing the contract may be completed quickly, or it could take weeks. Make sure to allow time for this part of the process. Once everyone is satisfied with the terms, the parties will sign, and the agreement will become binding. Any changes after that point must be agreed upon by all signees in writing.

Navigating the Collaboration

After having “The Talk” and formalizing your agreement in the contract, both parties should have clear, realistic expectations about their responsibilities and how the collaborative process will play out. The contingency plans you’ve put together should help if things don’t work out as anticipated, and with any luck, you will have a satisfying, successful collaboration.

It is natural to encounter minor annoyances, conflicts, and other difficulties when working closely with another person.

However, that doesn’t mean everything will necessarily be perfect. It is natural to encounter minor annoyances, conflicts, and other difficulties when working closely with another person. If—or more likely when—something bothers you during your partnership, weigh the benefits of bringing it up against the possible waves it could create. Like in other personal relationships, you’re better off not sweating the small stuff.

If you do decide something is worth discussing, bring your concern to your partner in a respectful, non-accusatory manner. Listen to their thoughts on the issue, and work together to resolve the conflict. Similarly, if your partner comes to you with something that bothers them, don’t become defensive. Take some time to think it over and try to see your partner’s point of view. Then discuss the situation calmly.

Always handle bumps along the road with professionalism and compassion—balanced with a reasonable amount of self-advocacy. Remember, you respect each other as artists and people, and you are both committed to the project. Handle any difficulties in a way that gives your work the best chance for successful completion. Any lingering issues can be addressed when considering whether or not to work together again.

Two empty chairs on opposite sides of a table with place settings: water and wine glasses, silverware, and folded cloth napkins.

Photo by Matthieu Huang (Paris, France) via Unsplash

After the Collaboration is Done

Once the project is completed, you will need to manage certain on-going responsibilities. Where possible, you should notify authors of performances of the piece and share relevant materials such as recordings, promotional posts/articles, reviews, etc. You should also work with presenters to ensure the writer is acknowledged in publicity materials and concert programs.  Additionally, you should make sure that any performances are being reported to your PRO and credited appropriately, so that the author can receive their share of any royalties. Finally, if you agreed to share a percentage of music sales/rentals, you need to distribute those funds as outlined in the contract.

I recommend taking time to reflect on the collaboration once it is done.

Beyond keeping up with those duties, I recommend taking time to reflect on the collaboration once it is done. Each experience can reveal important insights about what to seek and what to avoid in future partnerships. You can get a better sense of who you are compatible with, what you want in an artistic alliance, what makes you uncomfortable, and what your deal-breakers are—all of which can help you be more aware and better prepared for successful collaborations in the future. You may even want to have a post-mortem discussion with your collaborator, so that you can benefit from their insights into the working process.

When reflecting (alone or with your partner), think about what you did and how you felt throughout the project, as well as how compatible you were with your partner. Consider questions like: What went really well and why? What can you do to help that happen again in future partnerships? What could have gone better and why? Is there anything you can do differently in “The Talk” or any changes you should make in your contract to improve your next experience? Approach these questions constructively, rather than looking to assign blame for anything that might not have turned out the way you wanted.

Based on your reflection and/or post-mortem discussion, you may decide you’d like to work with your collaborator again or that you want to try working with someone new—or both, since composer-author partnerships don’t need to be monogamous. You might tweak your contract template or note additional issues to bring up the next time you have “The Talk” with someone. You also may identify signs that you would or would not work well with someone, and be able to watch out for those when interacting with possible partners.

Collaborating is a lot like dating.

Collaborating is a lot like dating: you won’t want a serious relationship with everyone you meet, but there are compatible partners out there. The more you work with writers, the better you will get at finding those you will be compatible with and setting yourselves up for a mutually satisfying experience. Though it may take several attempts, you will find one or more people that turn out to be your soulmates. And finding those people is rewarding enough artistically, professionally, and socially to make trying and trying again worthwhile.

Support for the writing of this article was provided by the ASCAP Foundation Irving Caesar Fund.
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What You Get and What You Give: Permission and Compensation for Setting a Text

Posted on October 21, 2019 by - Columns, NewMusicBox

Four old fashioned metal keys.

Once you’ve found a writer whose words you want to set and discussed some basic logistics and interpersonal concerns relating to your partnership, you’ll transition to discussing rights, permissions, and compensation.

Copyright for Pieces Using Text

Who owns what rights will depend on the nature of your collaboration and what you negotiate.

Who owns what rights will depend on the nature of your collaboration and what you negotiate. For transactional partnerships involving pre-existing text, the author/publisher keeps the copyright of the words, but allows the composer to use them in their piece. The composer then owns the copyright for the resulting musical work, but not the copyright for the words. If the author is creating new text for the composer to set, the same generally will be true.

However, if a composer and writer are co-creating the words and music (for example, in musical theater or a similar song-writing situation), then they might equally share the rights to both words and music. Contracts for that type of arrangement differ significantly enough from general text-setting agreements that they are outside the scope of this article.

Text-Setting Permissions

The heart of a text-setting agreement—whether for an already written text or a new one—includes the permissions granted to the composer and what compensation they provide in exchange. When the copyright holder of a written work grants a composer text-setting permission, they are licensing the text to the composer for specific uses. How exactly the composer can use the text and what they can thus do with their composition depends on the permissions granted.

There are six permissions a composer should get.

There are six permissions a composer should get:

1.) to use the text in a musical composition

2.) to license public performances of the resulting composition

3.) to publish and sell the resulting composition

4.) to have the resulting composition recorded (audio and video) and to permit the commercial release, synchronization, and/or other transmission of such recordings

5.) to print the text with proper credits in concert programs and liner notes for recordings

6.) to create arrangements or similar derivative works of the resulting composition

Permission 1 allows you to incorporate the author’s words into a musical setting. Everything else depends on this license being granted.

Permission 1 may or may not be exclusive, and exclusivity may be given in perpetuity or for a specific amount of time. If possible, I prefer to get exclusivity for at least a few years for art songs or choral works, and in perpetuity for dramatic works. If I receive exclusivity for a fixed term, I make sure the agreement specifies that I will continue to have non-exclusive permission after exclusivity expires.

When giving text-setting permission, some authors/publishers may stipulate how the text can be set. Most commonly, they could prohibit the composer from changing the text. Others may allow repeating lines or words but forbid other alterations. Or, they might indicate that any proposed modifications must be approved by the author/publisher. Less commonly, an author/publisher may also give guidelines about the music itself. I personally have not encountered this issue, but it does happen. Still, unless an author/publisher insists on it, specifying details about the musical composition in the text-setting agreement should be avoided.

Specifying details about the musical composition in the text-setting agreement should be avoided.

In any case, if the author/publisher includes a stipulation that is a deal-breaker for you, try to negotiate with them. If that doesn’t work, you’ll need to decide if you can live with that arrangement or if you should walk away.

Permissions 2-4 ensure your composition will have a long, productive life. More performances means more performance royalties, more music sales/rentals, and more possibility for future career growth. Recordings are vital for the same reason. Even if they are not directly generating income, recordings can help to attract potential performers, presenters, and commissioners. And if you do release a recording commercially or license it for use in film or on television, you and the author/publisher will receive added income. Allowing performances, recordings, and publication thus benefits all parties.

Permissions 1-4 are essential. Do not set a text without them.

There is a little more flexibility with the other two permissions. No. 5 accounts for the standard practice of printing texts to aid in listening, but should a copyright holder balk, it is not absolutely necessary. If you don’t get this permission, include a note in your score directing presenters to request permission to print the text in a concert program from the copyright holder.

Allowing performances, recordings, and publication benefits all parties.

Permission 6 is also not strictly necessary (and one could argue it falls under Permission 1). Still, I prefer to be explicit about the possibility of making arrangements or other versions of a piece up front. Generally, the splits for performance royalties, sales/rentals, etc. would remain the same for any such arrangements. The main exception would be any purely instrumental pieces based on a vocal work: there, the text’s copyright holder would not have any rights to royalties or other compensation.

Performance Royalties

In return for the permissions listed above, the composer would typically compensate the copyright holder in some way. First, in any piece where text is spoken or sung, the author(s) are entitled to a portion of the performance royalties, regardless of any other compensation they might receive.

Typically, performance royalties are split 50-50 between the publisher and all creators. The 50% creator share is most commonly divided 25% to the composer(s) and 25% shared by any authors not in the Public Domain. A 2/3-1/3 split or other arrangement is possible if all parties agree. (Translators—if applicable—are included in “authors,” as they contribute to the creation of the text. Remember, translations of texts that are Public Domain in their original language may not be Public Domain themselves. In such cases, you’d need to get permission from the translator/their publisher and compensate them for use of the text.)

The 50% creator share is most commonly divided 25% to the composer(s) and 25% shared by any authors not in the Public Domain.

For non-dramatic works, these royalties are collected by performing rights organizations (or PROs) like ASCAP or BMI, who distribute the funds to their members.  Authors must belong to a PRO to receive this income, so I suggest including a clause in the contract that the author must be a member of an appropriate PRO to receive their performance royalties.

Dramatic works like operas fall under grand rights, and such performances are licensed by the copyright holder(s). In that case, the composer or their publisher if they have one will need to distribute any licensing fees to the author(s). The split between composer, author(s), and if applicable, publisher should be specified in the contract.

Additional Compensation

There is no one standard for compensating a copyright holder to use a text. Some common arrangements are:

  • the author receives performance royalties but no additional compensation
  • the composer pays the author an upfront fee
  • the composer agrees to give the author/publisher a percentage of sales/rentals
  • the composer pays both an upfront fee and a percentage of sales/rentals

It is more likely performance royalties will be the sole form of compensation when one or more of the following are true:

  • the composer and author have a personal relationship
  • one or both is a student or emerging artist
  • the composer is receiving little or no money for writing the piece
  • the music will be self-published
  • the text is already written
  • financial need or other similar extenuating circumstances exist

Performance royalties usually provide more income over time than either an upfront fee or a percentage of the sales/rental income, so this arrangement is not an unreasonable possibility. Still, it is good to offer additional compensation when you can, especially if the author is writing a new text for your collaboration.

It is good to offer additional compensation when you can, especially if the author is writing a new text for your collaboration.

An upfront fee has the benefit of being a clearly defined one-time commitment. However, it requires an initial investment on a piece for which you may not have received any money yet. This can be problematic depending on your financial situation and the fee involved.

The amount requested can vary widely depending on who the author is, who the publisher is (if applicable), and who you are. If you are receiving a commission to write the piece for which you need text, you could offer a percentage of your commission fee. . If you are not being commissioned, you may have to pay the fee out of pocket. It could be relatively affordable, perhaps in the $50-200 range. Or, the fee could be a prohibitively high amount (up to $1000 or more) that you are unlikely to ever make back in future sales.

If the fee is beyond what you can afford, you might share details like planned list price, anticipated sales, or profit of similar pieces you’ve created in order to give the person with whom you are negotiating a more realistic sense of the finances involved. When the amount comes from the publisher, the author might be able to convince them to agree to a more reasonable fee. Or, if you have a publisher, they could negotiate with the author’s publisher on your behalf. Ultimately, though, if the fee is too high, you may need to find a different text or author to work with.

A percentage of the sales/rentals for the composition is another option. While this has the benefit of requiring no money up front, it could cost you more in the long-term if the piece is very successful. For published musical compositions, the publisher typically keeps 90% of the sale price. The creator share is 10%, which is split between the composer and author(s). That may be divided so that half goes to the composer and the other half is shared by any authors, or it may be split 2/3 to the composer and 1/3 to the authors. For self-published works, giving the author 10-15% of the sale/rental price is reasonable. Some composers may go as high a 50% share on sale/rental income. That split only makes sense if it comes after expenses, since you alone will be covering those.

If you are self-published, this approach also requires extra accounting to ensure the income is collected and distributed appropriately. You might make annual payments or periodic ones triggered when the author/publisher’s portion reaches a certain threshold (for example, when the total reaches $25). Whatever arrangement you and the author/publisher agree to should be detailed in your written agreement, as should the actual percentage.

Whatever arrangement you and the author/publisher agree to should be detailed in your written agreement.

Paying both an upfront fee and a percentage of sales/rental income is not to the composer’s advantage. It has all the downsides listed above plus an increased overall financial commitment. Unless you really want that text and cannot negotiate another arrangement, avoid this possibility.

Regardless of which arrangement you and text’s copyright holder agree to, you will want to write up the granted permissions, any stipulations, and all financial details into your contract. The final article of this series will focus on formalizing your agreement and completing the collaboration.

Support for the writing of this article was provided by the ASCAP Foundation Irving Caesar Fund.
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