Any materials recorded and/or obtain for the purpose of and in the context of this contract under the purview of label x are the exclusive and sole property of the company. As in the preceding, such entity, specifically, label x, have exclusive rights to all materials created and made under this management agreement, in the context of said agreement and as per this legal and binding contractual arrangement. As abovementioned, all royalties will be paid to the undersigned artist(s) in a timely manner and after such intellectual properties have manifested (in a fixed form) as commercial releases. If label x were/was not the original executive producer(s) of a musical project and/or single/maxi-single/EP released by the signed artist(s) prior to signing a major label record deal that has as per this agreement come into the purview of label x, will by the signing of this contract with the inclusion of parties involved, be added to said projects as executive producer listed and as a result, be given the same rights to advertise, market and promote each of the project(s) signed to label x as stated above and with the full and complete consent of artist(s) involved.
A few things occur to me as I look at your question:
1. Having reviewed many, many recording contracts in the past, I can say that the clause you quote is unusually worded and very amateurishly drafted. Also, why, for example, is there a reference to 'this management agreement?"
If you want to have a contract that is clear and that isn't likely to possibly create all kinds of problems for you in the future (due to various ambiguities in the contract), you need to have somebody work on this on your behalf who knows what they are doing. The fact that you have to even ask or wonder what this clause means, that's a real red flag here. (Sorry to be so blunt.)
2. In most cases when a label presents an artist with a contract which is not clear or professionally drafted, that's the first red sign that the label in generally doesn't conduct its business very professionally. There are probably exceptions to that generalization, but still, it's always a red flag.
3. Also, if you have your own attorney review a contract this poorly drafted, it will usually increase your legal cost (as opposed to if the contract were professionally done), since it's takes substantially more time for an artist's attorney to review ( and get corrected) a poorly drafted contract than it takes to review a professionally drafted contract.
3. In most instances in which a label is acquiring rights in previously recorded recordings, it is made VERY clear in the contract that they are acquiring those rights. Also, traditionally a separate "acquisition price" has been paid for the label's acquisition of ownership of the pre-existing masters. That's not so much true anymore. I just looked at the first draft of two new major label 360 deals last week and in both cases the label was acquiring rights in all pre-existing masters and not paying anything for them. From an artist point of view, that is something that the artist's attorney should try to negotiate out of the contract. In some situations, the label is willing to do that, and in other situations, not willing. It depends on which major label it is, and also on how much, if any, negotiating leverage you have.
The above is not intended as legal advice and does not constitute the creation of an attorney-client relationship, as this forum does not provide for a confidential communication.
I can appreciate how articulate you are being in framing your question but the truth of the matter is that you need to retain an entertainment attorney to review the terms of your agreement and give you a legal opinion.
I agree with Attorney Parron. Consult with an Entertainment Attorney who will review your contract an advise you accordingly.
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The language you quoted looks like it was pulled from a contract. If it's a contract that an attorney prepared for you, your best bet is to ask he or she to explain it. If you are trying to put together your own contract and you found the above paragraph in a form somewhere and are trying to figure out what it means and whether you should use it, that says to me that you're trying to fit someone else's form document to cover your business, in which case I also advise you to get to an entertainment lawyer and have something drafted that is right for you. Either way, I join the chorus here: go get some good legal advice for yourself.
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Communications & Media Law Attorney
Like the other attorneys noted, the clause is not a model of clarity. From the poor draftsmanship, and the inclusion of the extraneous term "management agreement," I would speculate that the label is not a true label with any real power to do anything with your sound recordings. At best, they may be able to introduce you to a real record company and claim a big piece of it. I'm not sure if it is ever worthwhile signing such agreements. Good luck.
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