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SHORT-FORM PRODUCER AGREEMENT

The following, when signed by the Parties below, shall constitute the binding and final agreement (the “Agreement”) by and between the
Parties, unless and until a more long-form agreement is subsequently entered. Now, therefore, for valuable consideration as hereinafter
described, the sufficiency of which is hereby acknowledged, the Parties agree to be bound by and adhere to the following:

JUNIOR ORLANDO DE LA ROSA ‘’OKEI FLOU”, may


PRODUCER: hereinafter be referred to as the producer.

Naomi Celeste Nivar Rodrigues. p/k/a “Red6xteen (“Artist”), c/o 21grams LLC (“Company”)
ARTIST: Located at 3294 Gouin est. #5 MH QC, Canada. Artist, Company and Producer shall collectively be referred to
as the “Parties”.

October 7th 2021until satisfactory completion of all Producer Services required hereunder.
TERM:

During the Term, Producer shall be engaged non-exclusively but on a first-priority basis to create one (1) master
MASTER: recording featuring the performance of Artist (the “Master”), which is currently entitled “Zaza”

In connection with the Master, Producer shall complete and render all services customarily rendered by
SERVICES: professional producers in the music industry, including, without limitation, delivery of fully recorded. For the
avoidance of doubt, Company is solely responsible to pay production, recording costs and fees (57,000,00 RD$)
within thirty (30) days following the agreement of this document.

Company possesses all rights in and to the Master (including demos/outtakes/alternate versions thereof, but
excluding each other’s share of the underlying musical composition), and all proceeds of the Producer
RIGHTS/USAGE: Services in connection with the Master as a work made for hire as understood by the
U.S. Copyright Act. Company shall have the exclusive right to commercially exploit the Master in all media now
known or hereafter devised and shall compensate Producer as provided for herein. Producer represents, warrants
and agrees to execute all additional documents which may be reasonably requested by Artist to evidence such
rights. Producer also irrevocably grants to company
the right to use Producer’s approved name and likeness on the packaging for the Master (including digital
metadata, when possible), and any marketing, promotion, publicity and/or other materials relating to the Master.
To the extent the Master is embodied on phonograph records or other applicable formats or otherwise
PRODUCER commercially exploited, Artist shall pay Producer, or shall cause Company pursuant to an irrevocable
ROYALTIES: letter of direction to pay Producer , a pro-rata basic royalty rate of five percent (5%) of the Artist’s “all-
in” royalty for the Master under any recording agreement of the suggested retail list price (“SRLP”)
(or the wholesale or PPD equivalent) with respect to top-line, full price, net sales of the Master or
albums (“Albums”) through normal retail channels in the United States (“USNRC Net Sales”), which
Albums embody the Master and REMIX of the master, in compact disc, digital download and any other
format, subject to the royalty provisions contained in any applicable recording and/or distribution
agreement.

With respect to audiovisual recordings (“Videos”) embodying the Master produced hereunder,
Producer’s royalty shall be an amount equal to zero percent (0%) of the amount determined by
multiplying Artist’s royalty for such Video by a fraction, the numerator of which is equal to the
Producer Royalty and the denominator of which is equal to Artist’s basic unescalated royalty rate for
net sales of Albums in the United States, and, if applicable, your royalty shall be pro-rated as provided
below. Notwithstanding anything to the contrary contained herein, you shall not be credited with any
royalty in respect of a Video unless and until Artist (or any applicable record label and/or distributor)
has recouped all recoupable costs incurred in the production of such Video from net receipts in respect
of such Video (as net receipts are determined pursuant to any applicable record label and/or distribution
agreement) and following such recoupment, Producer’s royalty for such Video shall be credited to
Producer’s account on a prospective basis only. As to records not consisting entirely of the Master
produced hereunder, the royalty rate otherwise payable to Producer hereunder with respect to sales of
any such record shall be pro-rated by multiplying such royalty rate by a fraction, the numerator of
which is the number one (1) and the denominator of which is the total number of royalty-bearing
masters (including the Master) embodied thereon.

In the event the Master hereunder is produced by Producer with another producer to whom Artist
(or any applicable record label and/or distributor) shall be obligated to pay a royalty, or in the event
any other individual to whom Artist (or any applicable record label and/or distributor) shall be
obligated to pay a royalty shall perform additional services with respect to such Master produced by
Producer hereunder, then the royalty payable to Producer hereunder with respect to such Master shall
be reduced by the royalty payable by Artist (or any applicable record label and/or distributor) to such
other producer or other individual.

Notwithstanding anything to the contrary contained in this Agreement, it is specifically understood and
agreed that no royalties (excluding mechanical royalties, except as otherwise provided herein) shall be
payable to Producer hereunder unless and until Artist (or any applicable record label and/or distributor)
has recouped all recording costs incurred in connection with the Master from "net artist" royalties
payable to Artist by and record label and/or distributor in respect of the Master. After recoupment of
such recording costs, royalties shall be payable to Producer hereunder for all records embodying the
Master sold for which royalties are payable, retroactive to the first record sold embodying the Master.

Artist shall direct Company to pay to and account to you directly pursuant to a letter of direction in a
format mutually agreed upon by Producer and Artist. If Company fails to so account to you, then Artist
will account to Producer within thirty (30) days after Artist’s receipt of the applicable revenues and/or
corresponding royalty statement from Company, and Artist will send Producer any royalties payable
to Producer, if any, after deducting any and all unrecouped fees and chargeable costs under this
ACCOUNTING;
Agreement and such amount, if any, which Artist may be required to withhold pursuant to any
AUDIT:
applicable statute, regulation or law. In the event that Producer disputes any statement, Producer may
examine Artist’s and/or Company’s books and accounts concerning the Master upon reasonable,
advance, written notice at Artist’s and/or Company’s primary place of business. Producer shall be
allowed to engage a CPA or business manager to audit Artist’s and/or Company’s books and accounts
but not more than twice per year and once per statement. Any statements received by Producer and
which Producer does not dispute within three (3) years from Producer’s receipt thereof shall be binding
and conclusive on Producer. All statements and payments shall be sent to Producer at the addresses
first-listed above, unless otherwise
Credit will be accorded to the Producers in connection with the Master on labels and, if applicable,
CREDIT: packaging and metadata, in substantially the following form: “Produced by “ OKEII FLOU ‘’ Artist shall
not be liable for any inadvertent, non- repetitive failure to comply with the foregoing (or the inadvertent,
non- repetitive failure to comply by Company), but shall use all reasonable efforts to cure such failure
following receipt of written notice from Producer.

REPRESENTATIONS
AND WARRANTIES Producer shall execute any further instruments requested by Artist to further evidence the terms hereof.
MISCELLANEOUS Producer warrants, represents, covenants and agrees that: (i) all music and other material (including but
not limited to, copyrighted or other proprietary material [“Proprietary Material”] such as so-called
“samples” or so-called
“interpolations”) used, furnished or selected by Producer, and all of the Producer’s arrangements, ideas, designs,
inventions and other materials in connection with the Master (and the Composition), are original or in the public
domain throughout the world or used with the consent of the original owner thereof, and shall not infringe upon or
violate any copyright, the right of privacy of or any other right of any person or entity.
(ii) Producer has the full right and power to enter into and fully perform this Agreement, and is not under any
disability, restriction, or prohibition, whether contractual or otherwise, with respect to his right to execute this
Agreement and perform its terms and conditions; and (ii) there shall be no liens, encumbrances or other charges
against the Master and Composition at the time of delivery to Artist.

Artist hereby represents and warrants that Artist has the full right, power, and authority to enter into and to fully
perform the terms of this Agreement, and that Artist is not under any disability, restriction or prohibition, whether
contractual or otherwise, with respect to his right to enter into this Agreement.

Each party will at all times indemnify and hold the other party, and all of the other party’s successors, licensees
and assigns, harmless from and against any and all third-party claims, damages, liabilities, costs and expenses,
including legal expenses and reasonable outside attorneys’ fees, arising out of any claim by a third party resulting
from a breach by such party of any warrant, representation or agreement made herein, subject to the next
sentence. The indemnifying party will reimburse the indemnified party (or applicable third party) on demand for
any payment made at any time after the date hereof in respect of any liability or claim in respect of which the
indemnified party or any applicable third party is entitled to indemnification hereunder, provided said claim has
been settled with the indemnifying party’s prior written consent, not to be unreasonably withheld, or has been
reduced to a final, adverse judgment by a court of competent jurisdiction.

This Agreement is the entire agreement between the parties and may only be modified in a writing signed by both
Parties and shall be governed by the laws of the State of Florida and may be modified or superseded only by an
instrument in writing executed by Producers and Artist. Any claim, dispute or disagreement with respect to this
Agreement shall be submitted to the courts of the State of Florida or the federal courts within the State of Florida,
which courts shall have exclusive jurisdiction thereof. This Agreement may be executed by each party upon a
separate identical counterpart, each of which shall be deemed an original and all of which together shall constitute
one agreement. Facsimile and/or electronically scanned signature pages shall be deemed acceptable as originals.
All notices to be delivered to the Parties hereunder shall be sent electronically and to the addresses first listed
above, unless either party provides the other with a different address.
THE PARTIES HEREBY WARRANT AND REPRESENT THAT THEY HAVE HAD THE OPPORTUNITY TO
CONSULT INDEPENDENT LEGAL COUNSEL BEFORE SIGNING THIS DOCUMENT AND HAVE EITHER SO
CONSULTED INDEPENDENT LEGAL COUNSEL OR VOLUNTARILY WAIVE THEIR RIGHT TO DO SO.

IN WITNESS WHEREOF, the Parties to this Agreement have caused it to be executed as of the Effective Date.

CONSENTED AND AGREED TO BY:


ARTIST: PRODUCER:

By:__________________________ By:

Naomi Celeste Nivar Rodriguez p/k/a Junior Orlando De La Rosa p/k/a “Okei Flou”
“Red6xteen”

By:
21Grams LLC
An Authorized Signatory

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