City1, ST1 ZIP1
MMMM d, yyyy
City, ST ZIP
Dear Composer Rep:
The following will set forth the basic terms of the agreement between ProductionCo (“Producer”) and ComposerFIRST ComposerLAST (“Composer”) to package and compose, on a non-exclusive but first-priority basis, the Score for the motion picture tentatively titled FilmTITLE (“Picture”):
Composer will compose and create the musical score for the Picture (the “Score”) on a “package” basis.
Composer is responsible for all costs associated with creating the Score for the Picture except the following:
a) re-scoring, i.e. any re-recording required for creative reasons outside of the control of the Composer after the delivery of the final master recordings;
b) Vocalists and/or lyricists, if required by Producer;
c) any costs involved in scoring more than 60 minutes of music (not excluding an additional creative fee) and
d) the cost of the services of a music editor and/or music supervisor.
It is contemplated that the Score will be electronic, with the possible addition of acoustic instruments. The number of acoustic instruments to be used, however, is solely at the discretion of composer, within the budgetary limitations of the Recording Allowance as specified in Paragraph 2(d).
a) PACKAGE FEE. For the services rendered under the terms of this Agreement, Producer shall pay Composer XX Thousand Dollars ($XX,000) (the “Package Fee”). The first $Y,000 installment of the Package Fee is due and payable upon execution of this agreement. The balance of $Y,000 is due and payable delivery of the Score.
b) DEFERRED COMPENSATION. Producer shall further pay Composer an additional ZZ Thousand Dollars ($ZZ,000) on a deferred basis (“Deferral”). Such Deferral shall be payable, on a pro rata, pari passu basis with others entitled to deferred compensation, if any, from Producer’s Net Profits resulting from the sale of the Picture. For purposes hereof, Net Profits shall be defined, computed, accounted for, and paid to Composer no less favorably than Net Profits are defined, computed, accounted for and paid to Producer in connection with the Picture.
c) PERCENTAGE COMPENSATION. Producer shall further pay Composer an additional amount equal to 1% of Producer’s Net Profits resulting from the sale of the Picture. Such percentage payment shall be payable on a pro rata, pari passu basis with others entitled to percentage compensation, if any.
d) RECORDING ALLOWANCE. Producer shall additionally pay to Composer V Thousand Dollars ($V,000) to compensate Composer for any costs associated with the actual recording of the Score, such costs to include, but not be limited to, paying individual musicians and the rental of studio space, equipment and personnel for recording sessions and a pre-mix of the live instrumentation.
e) EXPENSES. Producer will reimburse Composer for the cost of transporting material by courier or messenger, as required by Producer, in connection with Composer’s services hereunder.
No further amounts shall be payable by Producer to Composer in connection with this Agreement.
4. CREDIT: Provided that Composer fully performs all services and obligations hereunder and is not in default hereunder, he shall be entitled to receive credit on screen substantially in the form:
Music by ComposerFIRST ComposerLAST
on a separate card of equal size to the Director credit, in the main titles of the Picture, or in the end titles if no main titles are used or if only cast credits or production/presentation/film by credits appear in the main titles. Producer shall make best efforts to accord Composer credit on screen immediately before the Editor, subject to the requirements of the Picture's distributors. Composer shall also be entitled to receive credit in the billing block portion of paid advertising, in one-sheet posters and full page advertisements in the New York Times, Los Angeles Times, Daily Variety and the Hollywood Reporter whenever such credit is accorded to the Director of Photography, Editor and Production Designer of the Picture and when such advertising is issued by or under control of the Producer or Producer's assignees hereunder. All paid advertising credit shall be subject to the customary exclusions of the Picture's distributors. Producer shall also include Composer’s credit in any ads soliciting nominations for awards in which more than two creative elements appear. All aspects of Composer's on screen and paid advertising credit shall be in Producer's sole discretion. No failure by Producer or its assignees or licensees to comply with the credit requirements hereof shall be deemed a breach of this Agreement, subject to distributors' customary exceptions and exclusions.
Producer shall also provide credit in the end crawl for the orchestrator, music recording engineer, music editor and featured soloists, if any, provided that Composer furnishes Producer with such credit information in advance of the filming of the credits for the Picture.
6. MUSIC PUBLISHING RIGHTS: Composer shall retain 100% of the copyright to all music compositions composed solely by him in connection with the Picture.
7. SOUNDTRACK ALBUM: In the event that Producer secures a soundtrack album distributor and all or part of the Score is selected for inclusion on the soundtrack album, Producer and Composer shall enter into a good faith negotiation to determine the license fee and credit for Composer for such use. Notwithstanding anything herein to the contrary, any such use shall be on a non-exclusive basis.
8. ADDITIONAL RECORDING: It is contemplated that if the Picture is purchased by a major distributor, additional recording sessions may occur. In such an event, Composer and Producer will negotiate an additional fee for Composer in good faith.
9. COMPOSER'S REMEDIES: This Agreement shall be deemed to be made in ST State and shall be construed in accordance with the laws of ST State applicable to contacts made and performed therein. Notwithstanding any other provision of this Agreement, Composer's sole remedy for breach by Producer of any provisions of this Agreement (including, without limitation, breaches of the Agreement rising out of credit obligations) shall be the right to pursue an action at law for damages. In no event shall Composer seek or be entitled to recision, or to injunctive or other equitable relief, and Composer shall not have the right in such event to terminate or rescind this Agreement or to enjoin or restrain the distribution or exhibition of the Picture. Neither the expiration of this Agreement, nor any other termination thereof shall affect the ownership by Producer of the results and proceeds of the services supplied by Composer, or any other rights granted herein to Producer, or alter any of the rights and privileges of Producer, or any warranty or undertaking on the part of Composer in connection with such results and proceeds.
10. ASSIGNMENT: Producer shall have the right to assign this Agreement to any person, firm, corporation or entity, and the benefits and obligations of this Agreement shall inure to any such assignee. Composer shall, upon request, execute, acknowledge and deliver to Producer such additional documents as Producer may deem necessary to evidence and effectuate Producer's rights hereunder. Composer hereby grants Producer the right, as attorney-in-fact, to execute, acknowledge and record any and all such documents.
This Agreement supercedes all other agreements between the parties, either oral or written, and constitutes the full agreement between the parties unless amended to the contrary in writing and signed by both parties.
S.S./Tax I.D.#: ______________________