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Near the end of the contract, you want to explain how the contract can be terminated and what grounds can trigger termination. Generally, you will want to give yourself the power to terminate the agreement if the artist breaks any provision in the contract. For example, you could write: "If artist is in material breach of any material term or provision of this agreement, or if the company determines that artist's ability to perform as a recording artist has become impaired, then in addition to all other rights and remedies available to the company at law or equity, the company shall have the following options: (1) to terminate this agreement at any time, whether or not artist has commenced to cure the default before such termination occurs; (2) to suspend the company's obligations to render accounting statements or payments to the artist until such time as the artist eliminates the default or condition; and/or (3) require artist to repay to company the amount of any advances not yet recouped." This clause states that the contract contains the entirety of your agreement. Any prior agreements are merged (and superseded) by the written agreement. You want this clause so that the artist doesn't sue and claim that you had a prior oral agreement that isn't included in the contract. A sample merger clause might read: "This contract contains the entire agreement between the parties with respect to the matters contained herein. It may not be modified, waived, or supplemented except in a writing signed by all parties." If you find yourself in a contract dispute, then the judge will have to interpret the contract using a state's law. You can decide which state's law you want to use. Generally, companies pick the law of the state where they are located. A choice of law provision could read: "This contract shall be governed and construed in accordance with the laws of Tennessee, excluding that State's choice-of-law principles, and all claims relating to or arising out of the contract, or the breach thereof, whether sounding in contract, tort, or otherwise, shall likewise be governed by the laws of Tennessee, excluding that State's choice-of-law principles." You should clearly lay out each party's address. Don't put this information under the signature blocks. Instead, you can insert it before the signatures. Make sure that you have the following information for each party: name address daytime telephone evening telephone fax number email address It is common for many different people to sign a recording contract, so you will probably need five signature lines. Just above the lines, include the following: "In witness whereof, all of the following parties have caused their legal signatures to be affixed in agreement this [insert blank line for the date]." You should have a signature line for each of the following people: Record Label Representative Management Company Producer Co-Producer Artist or Artist's Music Company Representative The contract may be signed in front of a notary public. If you want the contract notarized, then include a notary block. You can find an appropriate block for your state by searching the Internet. This is only a basic recording contract. After you have completed a draft, you should show the contract to your lawyer. He or she will look it over and tell you if you need to include anything else. Contracts usually have to be modified according to your particular business needs. If you don't have a lawyer, then ask other recording companies who their attorney is and whether they would recommend their attorney. You can then call the lawyer and schedule a consultation. Take your sample contract with you. You can negotiate the terms of the contract. Let the artist and the artist's lawyer (if there is one) look over the contract. They may write comments on the draft and send this draft back to you. Your lawyers may have to talk with each other to negotiate compromises on some issues. Make sure that each side agrees to the entire contract before signing it. After everyone has signed the agreement, you should make at least one copy for each person who signed it. Also keep the original in a safe place, such as a safety deposit box.
Include a termination clause. Add a merger clause. Insert a choice of law provision. Include the address of the parties. Include signature lines. Add a notary block. Show the contract to your lawyer. Give the draft contract to the artist. Distribute copies of the signed agreement.