SAMPLE LETTER OF AGREEMENT

Sample Letter of Agreement

Opening paragraph: defines the parties to the agreement and the

purpose of the project. End with: This agreement supersedes any

previously dated agreement between these parties.

I. Parties

This Agreement is made this ______ day of ____________________,

(year), between and among (name of first party)(Sponsor), and

(name of second party) (Composer).

II. Project Administration

A. During and at the completion of the Residency Period, Sponsor

agrees to:

1. provide its professional services as administrator of

the this program,

2. facilitate and coordinate the exchange of information

among all participants in this program,

3. meet periodically in person and by telephone with

Composer to plan, evaluate, and consider improvements to

the program,

4. plan and carry out publicity for this program,

5. cultivate regular and consistent contact with local and

regional constituencies,

6. maintain a documentary record (e.g., photos, recordings,

videos, programs, posters, news releases) of the

program,

7. oversee and carry out the premiere performance of the

Composition.

B. During and at the completion of the Residency Period,

Composer agrees to:

1. cooperate with Sponsor to actively promote and advertise

this program,

2. as of the effective date of this agreement, grant to

Sponsor the right to use Composer’s name, likeness,

audio and audiovisual appearances, and biography in

connection with any promotion, advertising, and

documentation related to this program, and in any audio

or audiovisual program on Composer’s Residency Period

Sample Letter of Agreement

and/or this program, made by or under the authority of

the Sponsor, in which the composer may appear,

3. furnish Sponsor with a photograph suitable for scanning,

and a complete biography within 30 days of Composer’s

signing of this Agreement,

4. provide Sponsor with timely reports (every two months?

Quarterly?) on the status of the Composition and

residency activities (see section V. below), beginning

(date), and continuing for the duration of the Residency

Period,

5. submit a final written report and evaluation to Sponsor

upon completion of the Residency Period.

III. Financial Obligations

A. Sponsor makes the following Grant to Composer:

1. The sum total of (dollar amount), together with any

travel reimbursement under III.A.3. below, represents the

entire payment obligation of Sponsor for the commission

and residency. Sponsor will pay Composer the total sum in

installments of:

1/3rd upon execution of this Agreement

1/3rd upon delivery of the completed score of the

Composition (per IV.B. below) to the Sponsor in a

form satisfactory to Sponsor

1/3rd after the premiere of the Composition and upon

receipt of Composer’s final report and evaluation, as

set forth in II. B. 5. above.

2. Sponsor will reimburse Composer up to (dollar amount)

for preparation of full score and parts.

3. Sponsor will reimburse Composer for travel to the host

community, up to a total of (dollar amount) upon receipt

of documented expenses.

B. By signing this Agreement, Composer agrees:

1. to be responsible for all taxes pertaining to these

payments,

2. that s/he is receiving benefits from Sponsor by this

Grant, that s/he is bound by the terms of this

Agreement, and that all rights under Section II.B.2.

above are hereby granted.

C. If for any reason the Composer does not fulfill all the terms

of this Agreement (see VIII. E and F. below), the Composer’s

sole liability to Sponsor shall be the refund of the fees

Sample Letter of Agreement

paid, and upon such refund, neither party shall be under any

further obligation to the other party.

IV. Composition

A. In cooperation with the musical/artistic director of Sponsor,

Composer agrees to compose a musical work (Composition) as

specified in Attachment A. Composition shall be

approximately ___ to ___ minutes in duration. Composer agrees

that the Composition will be written for the

instrumentation/scoring as set forth in Attachment A.

B. Composer will deliver one clearly legible, performance-ready

copy of the completed score of the Composition, and one

clearly legible, performance-ready copy of each instrumental

part, if applicable, extracted from this score to Sponsor on

or before (date--at least 90 days prior to premiere). (See

Attachment A for specifications regarding score and parts.)

The preceding copy of the score and parts of the Composition

shall remain the possession of the Sponsor for its sole and

exclusive use, and shall not be given, loaned, sold, or

rented to any other party without the express written consent

of the Composer. Composer shall keep and retain ownership of

the original manuscript copy of the score.

C. At its own expense, Sponsor will make photocopies or other

reproductions of score and parts as reasonably needed for

performance use. Composer hereby grants permission for such

photocopying or other reproductions via Attachment B, which

shall be signed by Composer upon execution of this Agreement.

D. Sponsor and Composer agree that the credit on the title page

of all published and unpublished versions of the full score,

in all publicity materials and programs, liner notes to

recordings, radio, television and Internet broadcasts,

presentations of the Composition in premiere performance and

all subsequent performances, shall indicate that said

Composition has been commissioned by Sponsor.

This credit shall read:

“Commissioned by (sponsor) and premiered by (information

about premiere: performers, conductors, location, occasion)

with support from (funders and other supporters of

program)."

Sample Letter of Agreement

E. Composer agrees to assist in preparing the above described

Composition for performance, to be on hand for consultation

during rehearsals, and to give presentations about the

Composition as part of the residency (see V. A. below).

F. Composer represents and warrants that, except for any text

owned by third parties and used by Composer after obtaining

permission from such owner, the Composition is Composer’s

original work which does not infringe upon any existing

execution of this Agreement and the rights conveyed herein

shall not interfere with, contradict, or contravene any

agreement that Composer has entered into with any third party.

G. Should the completed Composition include text, the text is to

be mutually agreed upon by the Composer and Sponsor. If the

text is under copyright by any third party, it is the

responsibility of the Composer to secure any permissions

necessary for its use, and to pay for the cost of obtaining

such permission. Such permissions shall be of sufficient

scope to cover all grants of rights in the Composition made by

Composer in this Agreement.

H. With the exception of the specific provisions set forth in

this Agreement, all parties agree that the copyright of the

Composition together with all rights not specifically granted

to the Sponsor herein are and remain the property of the

Composer, and further that the Composition is subject to a

performing rights license with American Society of Composers,

Authors and Publishers (ASCAP), Broadcast Music, Inc. (BMI), or

other performing rights organization. All parties pledge to

take appropriate steps to protect of the Composer’s copyright

in connection with their uses of the Composition.

V. Residency

A. Composer and Sponsor agree to carry out a residency plan in

the host community of up to (duration in weeks, months), not

necessarily continuous. The residency will be designed in

such a way as to ensure that the Composer will become a

recognizable member of the host community. The Residency

Period begins upon the signing of this Agreement and concludes

upon the premiere of the Composition. A copy of the residency

plan is Attachment C.

Sample Letter of Agreement

B. All costs for the residency, including meals, accommodations,

and local transportation, shall be borne by the Sponsor.

Composer travel to and from the host community will be

subsidized by Sponsor, pursuant to III. A. 3. above.

VI. Performances

A. The premiere of the Composition will take place on (date), at

(location). Composer agrees to be in attendance.

Additional performance dates of the Composition as part of

this program are as follows:

B. Sponsor agrees to make an audio and/or video recording of the

Composition, and to provide Composer a copy of and right to

use said recording. Said recording shall be made with the

highest quality technical means locally available to the

Sponsor. Sponsor shall make reasonable efforts to obtain all

necessary rights and permissions from contributors to such

recordings to permit all uses agreed to by Sponsor and

Composer. Sponsor shall inform Composer of any permissions it

does not obtain.

C. All costs associated with these performances shall be borne

by Sponsor. Such costs may include but are not limited to:

copying scores and parts, local publicity, venue rental,

performers’ fees, programs, performance license fees,

administrative overhead, and recording. Sponsor may recover

these costs through revenues that include but are not limited

to: ticket sales, advertising, sale of goods and services, and

contributions.

VII. Performance, Recording, and Broadcast Rights

A. Composer grants to Sponsor the exclusive right to perform the

Composition publicly without limitation or liability for

additional payments of any kind for a period ending (duration)

from the date of the premiere performance. Composer further

grants to Sponsor a continuing, non-exclusive right to perform

the Composition publicly without limitation or liability for

additional payments of any kind for an additional (duration)

after the first anniversary of the premiere. This paragraph

does not confer any performance, broadcast, publishing,

recording, or other rights in the Composition not specifically

Sample Letter of Agreement

named, nor shall it be construed in contradiction with any

previous agreements Composer may hold with a performing rights

society or publisher. Composer’s performing rights society

retains the right to license performances, as applicable.

Composer and/or publisher retain rights to licensing income

derived from performing rights societies and to rental fees

for use of performance materials.

B. Sponsor will make requisite payments to Composer’s performing

rights society (ASCAP or BMI or other) to license its

performances of the Composition, including the premiere.

C. In the event Sponsor elects to record the Composition for

release on a commercial recording, a separate agreement

between Sponsor and Composer is required. For such a

recording, mechanical rights will be payable to the Composer

at the standard compulsory license rate in effect at the time

the recording is issued.

D. Provided that the Composer’s right to receive the appropriate

broadcast royalties as set forth by ASCAP/BMI/other is

protected, Sponsor shall have the right to permit radio,

television, and Internet broadcasts of performances, as

specified in VI.A. above, of the Composition.

VIII. Limitations, Enforcement, and Jurisdiction

A. This Agreement, including all attachments, constitutes the

entire agreement among the above named parties. No

waiver, change, or modification in this Agreement is valid or

binding unless agreed to in writing and signed by all parties.

B. Each party warrants that it has the right to enter into this

Agreement and to grant all the rights it has granted through

it.

C. The Composer is not an employee of Sponsor and the

Composition is not a “work for hire.”

D. Each party agrees to indemnify and hold harmless the other

party from all claims, damages, costs, liabilities, losses and

expenses, including counsel fees, that it may suffer as a

result of such party’s breach of warranty.

E. No party will be liable for failure to perform as required by

this Agreement in the event that such failure is caused by or

Sample Letter of Agreement

due to illness or physical disability, acts or regulations of

public authorities, labor difficulties, civil tumult, strike,

epidemic, interruption or delay of transportation service, or

any other cause beyond the party’s control.

F. If either Composer or Sponsor is unable to fulfill the terms

of this Agreement, and if, after reasonable effort, a

resolution between the parties can not be reached, then either

party shall have the right to terminate this Agreement. In

such a case, each party will hold the other harmless for the

termination of the Agreement, and neither party will be liable

to the other for any unfulfilled obligations as described

herein.

G. If this Agreement is terminated, Sponsor will reimburse

Composer for travel expenses incurred prior to the

termination, as per III. A. 3. above and Composer will refund

fees paid, as per III. C. above.

H. This Agreement is governed by and shall be construed under

the laws of the State of (your state). Any disputes

relative to this Agreement shall be settled according to the

laws of the State of (your state).

IX. Signatures:

(Sponsoring Organization) by Federal Tax ID #:

_______________________________ Date:_____________________

(name), (title)

____________________________ Date:_____________________

(name), Composer

Composer’s Social Security Number:

_______________________________

Composer’s mailing address: Composer’s telephone number:

_________________________ _____________________________

_________________________

Composer’s e-mail address:________________________________

Sample Letter of Agreement

ATTACHMENT A

SCORE/PARTS SPECIFICATIONS

A. The Composition will be written for the following

instrumentation/scoring:

B. All scores and parts must be clearly legible. Computer-

printed scores are preferred.

C. Submitted full scores and instrumental parts must be provided

“camera ready:” suitable for reproduction in portrait format,

3/4” margin on all sides. To assure the receipt of useable

performance materials, a sample of the score and parts must be

reviewed and approved by the Site’s musical/artistic

director(s) prior to final submission of the Composition.

D. All scores and parts must be performance ready, and must

include tempo markings and dynamic markings.

E. Vocal music scores must have text that is correctly aligned

with associated pitches. If the composition is for a

cappella choir, a piano reduction of the vocal parts must be

included in the full score. A separate text page, with

translation if applicable, must be included.

F. The credit as listed in Section IV. D. above must appear on

the title page.

G. Copyright notification must appear on the bottom of the first

page of the score.

Composer’s initials _____ Sponsor, by_____

Sample Letter of Agreement

ATTACHMENT B

PERMISSION TO DUPLICATE

I hereby grant permission to (Sponsor) to make photocopies or

other reproductions of the score of my original musical work.

(Sponsor) is permitted to make as many said copies as are deemed

necessary for its use in rehearsal and performance, but not for

sale or publication. This permission is granted by me as sole

owner of the copyright of this musical work.

__________________________________________ _____________________

(name) (Composer) (Date)

Sample Letter of Agreement

ATTACHMENT C

RESIDENCY PLAN

Composer and Sponsor agree on the following plan for residency

activities, to be held at dates, times, and locations to be

mutually agreed upon by Composer and Sponsor.

Composer will participate in (number) periods of residency in

and near the Sponsor's community. These events will commence on

or after (date), and will conclude with the premiere of the

Composition, (date).

Residency events may include but are not limited to the

following: workshops, lectures, presentations, question and

answer sessions, seminars, and rehearsals.

Composer will be present for at least (number) but not more than

(number) rehearsals preceding the premiere performance of the

Composition, including the dress rehearsal. Composer will be

available as needed to consult with the artistic director,

either in person or via telephone.

Composer’s initials _____ Sponsor, by_____