ASCAP and BMI Consent Decrees: “Fractional Licensing” is Permissible

In December 2017, in a huge win for songwriters and publishers (and perhaps a loss to licensees like bar and restaurant owners) across the country, the Second Circuit Court of Appeals held that “fractional licensing” continues to be the appropriate method of licensing the performance rights of songs controlled by more than one performing rights organization (PRO).  This holding upholds the practice of licensees being required to obtain the fractional rights from all performance rights organizations controlling a song.

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Never Break the Chain (And Three Scenarios That Could)

When you’re signing agreements in entertainment, it’s important to read the fine print.  There’s a pesky tendency for contracts to include a representation that all of the rights you’re granting are, in fact, yours to grant.  It’s easy to gloss over, but it should really make you stop, think and take a step back.  You’re probably so excited by the opportunity, you may have forgotten to cross the t’s and dot the i’s.  Ask yourself – DO you have these rights?  A third party interested in your work won’t be thrilled if you don’t have what’s called “chain of title” all squared away. (more…)

“Finder’s Fees” for the Sale of Securities: Exercise Caution

Startup companies need funding, and entrepreneurs are rarely eager to turn away potential sources of investment.

Companies and entrepreneurs often see the initial appeal in using so-called “finders” to help them sell shares in their company to raise cash.  Though not formally defined, a “finder” is typically an individual or company that receives compensation in exchange for their raising money for your company (typically, a percentage of the amount raised, also known as a “finder’s fee”).

However, finders must be registered as broker-dealers with the Securities and Exchange Commission (SEC) and the Financial Industry Regulatory Authority (FINRA), with very few exceptions; otherwise, both the finder and the company can face serious penalties.

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Preparing for the Worst: Buy/Sell Agreements 101

Life is unexpected.  Sometimes terrible things happen that will catch you off guard.  Don’t let that be the case for your business.  Have a plan in place for unfortunate possibilities. A buy/sell agreement between you and your business partner can dictate what should happen to certain aspects of your company if worse comes to worst..

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Confession of Judgment Part 1: What is It?

Let’s say someone wronged you, and you’ve been going back and forth with them for months in an attempt to resolve things.  You’ve finally agreed to settlement terms, but you aren’t sure you trust the person who stiffed you in the first place to comply.  To help with this, your lawyer is recommending you have them sign a Confession of Judgment, and the other side has agreed to do so.  What is a Confession of Judgment, and how does it put you in a better position? (more…)