Collaboration Agreements

ProCollabs does not have a 'one-size-fits-all' approach to collaborations as we recognize that every member has their own individual needs and requirements when entering into a project with others. Therefore, whenever you start a new project, you will need to select the most appropriate type of project, and in this tutorial, we will cover a joint-work project which uses one of our predefined Collaboration Agreements. On ProCollabs, a Collaboration Agreement is an informal agreement established by a Project Director and agreed by Collaborators in the project prior to starting or participating in a project.

Although in most countries your copyright interests in a collaboration project and resulting song/recording may be protected by law, not many of us likely have the time, financial resources, or stomach to actually go battle out our differences in a court room. So why to let it get that far when you can avoid most if not all of the confusion that likely put you there in the first place, by having a Collaboration Agreement.

Without an agreement in place, "each author owns an undivided equal share in the joint work without regards to actual contribution".

Source:The Art of Collaboration: Understanding Joint Ownership

Having a simple Collaboration Agreement in place can take away a lot of the uncertainty when contributing to a project, and gives the Project Director an opportunity to make clear the general terms and intention for the outcome of the collaboration to which Collaborators must agree.

"Who will own the lyrics?", "Is it a joint work now, or do I still own my individual contribution?", "Can I sell it on CD Baby?", "Do I have exclusive rights to license the song for the next Star Wars movie or do I need to ask my collaborator's permission... Geez, do I have to pay them a cut of the profits?", "Do any of my collaborators intend on posting the song under a Creative Commons license?" - These questions and many more really should be asked and answered prior to starting a collaboration. It's in your own best interest. 

Collaboration Agreements are not a necessity on a ProCollabs joint-work project; but we do highly recommend choosing one for your own project(s). Or if contributing to a project, checking to see which type of agreement is in place before auditioning. Knowing and agreeing on the terms of a collaboration beforehand can help to avoid confusion and make the whole collaboration experience a lot more pleasant. 

Following is a summary of the agreement options available in a ProCollabs joint-work project.

Equal Shares

The Equal Shares Agreement is as simple as it sounds. Perfect for the 'not so serious', 'just looking to collaborate', and the 'why does any of this matter?' - if you're just here for fun, this agreement just tells everyone that no matter what they did, everyone will have an equal share in this song's copyright. 

On the other hand, an Equal Shares Agreement might be perfect for an iBand project, where all band members, regardless of their specific contribution, will share equally in the copyright.

So, for example:

The Project Director starts a project. Four other Collaborators join. Two of the collaborators write the music and lyrics together, while all five participate in the recording, mixing, and mastering the sound recording. Once the project is completed, our two songwriters will share equally in the songwriting copyright - that's 25% each for the lyrics, and 25% each for the music. And all five collaborators will own a 20% share in the sound recording copyright.

Fair Shares

The Fair Shares Agreement is a great choice for most projects where all Collaborators will be rewarded with copyright ownership (songwriting and sound recording) according to their individual contributions to the project.

Though the final split is at the sole discretion of the Project Director, the Project Director is obligated to act fairly in the division of shares considering both contribution and effort of all Collaborators.

Where feasible, exact percentages and shares should be agreed on upfront with the Project Director so as to avoid disagreements when time comes to complete the project.

For example:

Lilly wrote all of the lyrics. Piano Paul wrote most of the music, but Guitar Glen helped out with getting that chorus to rock. For the songwriting copyright, our Project Director might decide to assign a 50% share to Lilly, 40% to Paul, and 10% to Glen.

In the sound recording, Guitar Glen played the rhythm, lead, and bass guitars, as well as the keyboards, and added some percussion. Dino Drums played the drums, whilst Piano Paul sang and added in some cool piano runs. Frank Flute also pitched in last minute with some great flute licks! Our Project Director, Bob, then mixes and masters the recording himself.

In this case, it might be fair and reasonable for our Project Director to assign the following shares in the sound recording copyright: Self 20%, Guitar Glen 35%, Dino Drums 20%, Piano Paul 20%, and Frank Flute 5%. Lilly gets nothing I'm afraid, as she did not perform on the recording. Oh, and Billy Bob gets nothing also, 'cause although his auditions did get accepted into the project by our Project Director, his contributions never made it to the final master recording. Better luck next time, Billy :/ 

Songwriters

The Song Writers Agreement is mostly suited to the Project Director who has already written (owns or represents) the song and is looking to have their composition performed, recorded and produced.

Therefore, Collaborators will be expected to contribute to the recorded performance of the song (sound recording) and not the songwriting itself. This is not to say that Collaborators can't contribute in some way to the lyrics or composition should they feel the urge; however, doing so will not infer ownership in any way unless explicitly agreed by/with the Project Director.

Once the project is completed, Collaborators can expect to own a percentage in the sound recording copyright which is representative of their individual contribution. Final splits will be at the discretion of the Project Director but must be agreed by all Collaborators.

Where feasible, exact percentages and shares in the sound recording should be agreed on upfront with the Project Director so as to avoid disagreements when time comes to complete the project.

No Agreement

You may elect not to have a Collaboration Agreement in place. In this case, it just means that the project will be managed in accordance with applicable copyright laws in the country of residence of the Project Director.

In addition, all collaborators are still bound by the terms of their membership on ProCollabs which includes a commitment to respecting the legal, ethical, and moral rights of members and copyright owners (see our Terms of Service for details).

However, when selecting or participating in a project that has no agreement in place, both Project Director, and the project's Collaborators should be careful to ensure that expectations for the project outcome have been mutually understood and agreed so as to avoid any dispute that may arise at a later time.

Custom Agreement

If a ProCollab's Standard Agreement doesn't meet your needs, you can create your own Custom Agreement for a project. This option allows a Project Director to write and use their own agreement for the purposes of the collaboration. Typically, these types of the agreement will be more suited to professional members.

Tips

• Read them all, and choose carefully when setting up a project. Once selected, the agreement cannot be changed!
• Read carefully when joining a project. The Project Director is trying to tell you something important - make sure you agree.
• Agreements are not necessarily set in stone. Meaning, the Project Director or a Collaborator may be open to negotiations that set different terms to those specified within the agreement. So long as any other collaborators within the project are not negatively impacted by the arrangement, and all parties agree, you still have some flexibility. However, any deviations should be documented for your own reference and protection.
• Project Directors are encouraged to further define any terms for the project in the 'Project Briefing' section. For example: "shares will be distributed as follows: bass, drums, & guitar: 20% each ..." (Fair Shares Agreement).
• Make sure you understand copyright.. at least to some degree. There are two main types of copyright which are of interest for the purposes of a project, songwriting, and sound recording. Collaboration Agreements aim to address this issue before there is any major conflict. If you don't understand what you're agreeing to, there's still going to be conflict! And don't confuse licensing (e.g. Creative Commons) for copyright - they're two different things.
• Keep an eye-out for the version numbers on a Standard Agreement. We know you're not going to read them every time, so we include version numbers and dates on all of our Standard Agreements. If the number is the same, its the same agreement that you read last time - i.e. it hasn't changed. If you see a change in the version/date, read it again. Thoroughly! Also, keep an eye out for any Custom Agreement - these agreements are written by the Project Director and not ProCollabs, so they will vary from project to project.