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Beware 'Abbey Road' competition !

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Beware 'Abbey Road' competition !

Postby Gone To Lunch » Fri Feb 08, 2013 3:12 pm

I have just received an email about a song competition involving Abbey Road - the winners get a Pro Tools rig and their track is mastered by the Abbey Road online people.

http://apps.avid.com/abbeyroad-contest/us/index.html

Fine as long as you don't mind giving up the song - Part 7 of the terms and conditions say :

7. Grant of Rights. By entering the Contest, entrants irrevocably grant Sponsor, its subsidiaries, divisions, affiliates, designees, clients, sponsors, licensees, and advertising and promotional agencies, an unlimited, worldwide, perpetual, non-exclusive, royalty-free, unconditional license and absolute right to edit, post, publish, store, copy, transmit, publicly display, and exhibit, the Work (in whole or in part) in connection with the Contest and/or the promotion of the Contest. Upon Sponsor's request, winners agree to sign any and all legal forms deemed necessary to license or assign all right, title and interest in and to the Work, including without limitation, all copyrights associated therewith, in exchange for the Prizes set forth above.
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Re: Beware 'Abbey Road' competition !

Postby ken long » Fri Feb 08, 2013 3:30 pm

Gone To Lunch wrote:Upon Sponsor's request, winners agree to sign any and all legal forms deemed necessary to license or assign all right, title and interest in and to the Work, including without limitation, all copyrights associated therewith, in exchange for the Prizes set forth above.

So I guess the workaround would be to take receipt of the WAV under the pretext that you want to listen to the end product to see if you are happy. Then don't sign anything...?
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Re: Beware 'Abbey Road' competition !

Postby Phil O » Fri Feb 08, 2013 3:50 pm

ken long wrote:
Gone To Lunch wrote:Upon Sponsor's request, winners agree to sign any and all legal forms deemed necessary to license or assign all right, title and interest in and to the Work, including without limitation, all copyrights associated therewith, in exchange for the Prizes set forth above.

So I guess the workaround would be to take receipt of the WAV under the pretext that you want to listen to the end product to see if you are happy. Then don't sign anything...?

@ Ken that assumes that the 'winner' is not obliged to assign rights. I am not so sure this is the case. By entering the competition, you are accepting the T&C, part of which is just such an undertaking. Effectively, you're buying a lottery ticket the price of which is royalty free use of your song in perpetuity and, for the winners, giving-up ownership in return for £6K of Avid gear.
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Re: Beware 'Abbey Road' competition !

Postby The Red Bladder » Sat Feb 09, 2013 11:47 am

Gone To Lunch wrote:7. Grant of Rights. By entering the Contest, entrants irrevocably grant Sponsor, its subsidiaries, divisions, affiliates, designees, clients, sponsors, licensees, and advertising and promotional agencies, an unlimited, worldwide, perpetual, non-exclusive, royalty-free, unconditional license and absolute right to edit, post, publish, store, copy, transmit, publicly display, and exhibit, the Work (in whole or in part) in connection with the Contest and/or the promotion of the Contest.

You cannot enforce a contract that requires one of the parties to enter into an unspecified and as yet unwritten contract with a third party that is not party to that contract.

Gone To Lunch wrote:Upon Sponsor's request, winners agree to sign any and all legal forms deemed necessary to license or assign all right, title and interest in and to the Work, including without limitation, all copyrights associated therewith, in exchange for the Prizes set forth above.

You cannot enforce a contract that requires one of the parties to sign further contracts that are as yet totally unspecified, with unnamed and unknown parties and whose terms have not been agreed upon.

(The above applies to US, UK and rest of EU. I am sure that it would also be true for most other jurisdictions.)

In other words, the terms and conditions are completely bogus and utterly unenforceable.

No lawyer drafted that rubbish, not just because of the above, but also because it is stuffed full of commas that make some meanings ambiguous. It also contains the word 'designees' and the meaning is often contested. A better word would have been the more understandable 'appointees.'
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Re: Beware 'Abbey Road' competition !

Postby Phil O » Sat Feb 09, 2013 2:02 pm

The Red Bladder wrote:
Gone To Lunch wrote:7. Grant of Rights. By entering the Contest, entrants irrevocably grant Sponsor, its subsidiaries, divisions, affiliates, designees, clients, sponsors, licensees, and advertising and promotional agencies, an unlimited, worldwide, perpetual, non-exclusive, royalty-free, unconditional license and absolute right to edit, post, publish, store, copy, transmit, publicly display, and exhibit, the Work (in whole or in part) in connection with the Contest and/or the promotion of the Contest.

You cannot enforce a contract that requires one of the parties to enter into an unspecified and as yet unwritten contract with a third party that is not party to that contract.

Gone To Lunch wrote:Upon Sponsor's request, winners agree to sign any and all legal forms deemed necessary to license or assign all right, title and interest in and to the Work, including without limitation, all copyrights associated therewith, in exchange for the Prizes set forth above.

You cannot enforce a contract that requires one of the parties to sign further contracts that are as yet totally unspecified, with unnamed and unknown parties and whose terms have not been agreed upon.

(The above applies to US, UK and rest of EU. I am sure that it would also be true for most other jurisdictions.)

In other words, the terms and conditions are completely bogus and utterly unenforceable.

There is a legal precedent in that a pre contract Letter Of Undertaking (or certainly elements thereof) can be enforced. I would not like to rely on a perceived inability to enforce these terms as a potential defence. Bottom line is, if your copyright is important to you - don't enter.
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Re: Beware 'Abbey Road' competition !

Postby oggyb » Sat Feb 09, 2013 3:36 pm

I have noticed that's the situation with any competition run by a large organisation.
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Re: Beware 'Abbey Road' competition !

Postby The Red Bladder » Sat Feb 09, 2013 3:48 pm

Phil O wrote:There is a legal precedent in that a pre contract Letter Of Undertaking (or certainly elements thereof) can be enforced.

Of course! A LoU is a type of contract, as indeed are terms and conditions. These are all types of contracts. A LoU is an agreement between named parties to negotiate terms and become signatories to a contract, whose outline conditions are known and understood by the signatories to the LoU. The nonsense above is not enforceable, because the terms and conditions involve duties and obligations by non-signatories who are not even named and also try to oblige an unequal party (i.e. the applicant) to sign contracts whose terms are not even outlined.

The term 'unequal party' refers to a contract between a business and a private person. It is assumed that a business has access to legal advice and may even have drafted the agreement. For that reason, such contracts (to be binding) have to have a clause obliging the private person to access legal advice, so that they fully understand the agreement and all implications of the agreement. As no such obligation is placed upon the applicant, that is yet another reason the whole thing is a pile of dog-crap.
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Re: Beware 'Abbey Road' competition !

Postby tex » Sat Feb 09, 2013 5:39 pm

The Red Bladder wrote:
Gone To Lunch wrote:7. Grant of Rights. By entering the Contest, entrants irrevocably grant Sponsor, its subsidiaries, divisions, affiliates, designees, clients, sponsors, licensees, and advertising and promotional agencies, an unlimited, worldwide, perpetual, non-exclusive, royalty-free, unconditional license and absolute right to edit, post, publish, store, copy, transmit, publicly display, and exhibit, the Work (in whole or in part) in connection with the Contest and/or the promotion of the Contest.

You cannot enforce a contract that requires one of the parties to enter into an unspecified and as yet unwritten contract with a third party that is not party to that contract.

Gone To Lunch wrote:Upon Sponsor's request, winners agree to sign any and all legal forms deemed necessary to license or assign all right, title and interest in and to the Work, including without limitation, all copyrights associated therewith, in exchange for the Prizes set forth above.

You cannot enforce a contract that requires one of the parties to sign further contracts that are as yet totally unspecified, with unnamed and unknown parties and whose terms have not been agreed upon.

(The above applies to US, UK and rest of EU. I am sure that it would also be true for most other jurisdictions.)

In other words, the terms and conditions are completely bogus and utterly unenforceable.

No lawyer drafted that rubbish, not just because of the above, but also because it is stuffed full of commas that make some meanings ambiguous. It also contains the word 'designees' and the meaning is often contested. A better word would have been the more understandable 'appointees.'

Probably part of the end result of "Lindisfarne v. CBS". A one sided contract is not binding. One side has no chance to change the terms. Means nothing and probably part of a scam.
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Re: Beware 'Abbey Road' competition !

Postby ken long » Sat Feb 09, 2013 9:43 pm

The Red Bladder wrote:
Gone To Lunch wrote:7. Grant of Rights. By entering the Contest, entrants irrevocably grant Sponsor, its subsidiaries, divisions, affiliates, designees, clients, sponsors, licensees, and advertising and promotional agencies, an unlimited, worldwide, perpetual, non-exclusive, royalty-free, unconditional license and absolute right to edit, post, publish, store, copy, transmit, publicly display, and exhibit, the Work (in whole or in part) in connection with the Contest and/or the promotion of the Contest.

You cannot enforce a contract that requires one of the parties to enter into an unspecified and as yet unwritten contract with a third party that is not party to that contract.

Gone To Lunch wrote:Upon Sponsor's request, winners agree to sign any and all legal forms deemed necessary to license or assign all right, title and interest in and to the Work, including without limitation, all copyrights associated therewith, in exchange for the Prizes set forth above.

You cannot enforce a contract that requires one of the parties to sign further contracts that are as yet totally unspecified, with unnamed and unknown parties and whose terms have not been agreed upon.

(The above applies to US, UK and rest of EU. I am sure that it would also be true for most other jurisdictions.)

In other words, the terms and conditions are completely bogus and utterly unenforceable.

No lawyer drafted that rubbish, not just because of the above, but also because it is stuffed full of commas that make some meanings ambiguous. It also contains the word 'designees' and the meaning is often contested. A better word would have been the more understandable 'appointees.'

Exactly how I read it.
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Re: Beware 'Abbey Road' competition !

Postby TBTS » Sat Feb 09, 2013 11:22 pm

I have a friend who won this competition in a previous year, the results are here:

https://soundcloud.com/abbeyroad/made-of-ghosts-oliver-chapm...

It was a great song to start with, but made even more special after the Abbey road treatment.

Now they have a fantastic track with which to promote themselves with, and if you can consistently write great songs, then losing the rights to one song is surely a worthy cost, for some of course.
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Re: Beware 'Abbey Road' competition !

Postby shufflebeat » Sun Feb 10, 2013 9:30 am

TBTS wrote:
It was a great song to start with

And now it's somebody else's.

but made even more special after the Abbey road treatment.

The song is no more special than it was.

Now they have a fantastic track with which to promote themselves with, and if you can consistently write great songs, then losing the rights to one song is surely a worthy cost, for some of course.

That's obviously their free choice and the wisdom of it remains to be seen. It does look a bit like "nothing for something" to me and undermines any idea of a working relationship. But good luck to them, if the songs are good maybe they wouldn't have needed the treatment. Let's hope that wasn't their only good one.
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Re: Beware 'Abbey Road' competition !

Postby Gone To Lunch » Sun Feb 10, 2013 12:46 pm

shufflebeat wrote:
TBTS wrote:
It was a great song to start with

And now it's somebody else's.

but made even more special after the Abbey road treatment.

The song is no more special than it was.

Now they have a fantastic track with which to promote themselves with, and if you can consistently write great songs, then losing the rights to one song is surely a worthy cost, for some of course.

That's obviously their free choice and the wisdom of it remains to be seen. It does look a bit like "nothing for something" to me and undermines any idea of a working relationship. But good luck to them, if the songs are good maybe they wouldn't have needed the treatment. Let's hope that wasn't their only good one.

This rather neatly captures the reason I started the thread.

The competion ad is all about your great song, and walking in the shadows of all our heroes who have recorded there, but the small print reveals that the price of this fantasy is giving up your song.

When the winners have to buy food, pay the gas and lecky, top up the phone card, shoes for the kids etc they will not be able to use their shaky Abbey Rd association as currency.

It is in essence another X-factor/svengali fantasy that 'exposure' will create 'success', like the play live for free scam.
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Re: Beware 'Abbey Road' competition !

Postby johnny h » Sun Feb 10, 2013 8:37 pm

Gone To Lunch wrote:
shufflebeat wrote:
TBTS wrote:
It was a great song to start with

And now it's somebody else's.

but made even more special after the Abbey road treatment.

The song is no more special than it was.

Now they have a fantastic track with which to promote themselves with, and if you can consistently write great songs, then losing the rights to one song is surely a worthy cost, for some of course.

That's obviously their free choice and the wisdom of it remains to be seen. It does look a bit like "nothing for something" to me and undermines any idea of a working relationship. But good luck to them, if the songs are good maybe they wouldn't have needed the treatment. Let's hope that wasn't their only good one.

This rather neatly captures the reason I started the thread.

The competion ad is all about your great song, and walking in the shadows of all our heroes who have recorded there, but the small print reveals that the price of this fantasy is giving up your song.

When the winners have to buy food, pay the gas and lecky, top up the phone card, shoes for the kids etc they will not be able to use their shaky Abbey Rd association as currency.

It is in essence another X-factor/svengali fantasy that 'exposure' will create 'success', like the play live for free scam.

That kind of shitty attitude never really gets you anywhere to be honest. If you always expect everything to be a scam, it will be. If you expect success, its far more likely to be just around the corner imo.
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Re: Beware 'Abbey Road' competition !

Postby Gone To Lunch » Sun Feb 10, 2013 11:22 pm

johnny h wrote:
Gone To Lunch wrote:
shufflebeat wrote:
TBTS wrote:
It was a great song to start with

And now it's somebody else's.

but made even more special after the Abbey road treatment.

The song is no more special than it was.

Now they have a fantastic track with which to promote themselves with, and if you can consistently write great songs, then losing the rights to one song is surely a worthy cost, for some of course.

That's obviously their free choice and the wisdom of it remains to be seen. It does look a bit like "nothing for something" to me and undermines any idea of a working relationship. But good luck to them, if the songs are good maybe they wouldn't have needed the treatment. Let's hope that wasn't their only good one.

This rather neatly captures the reason I started the thread.

The competion ad is all about your great song, and walking in the shadows of all our heroes who have recorded there, but the small print reveals that the price of this fantasy is giving up your song.

When the winners have to buy food, pay the gas and lecky, top up the phone card, shoes for the kids etc they will not be able to use their shaky Abbey Rd association as currency.

It is in essence another X-factor/svengali fantasy that 'exposure' will create 'success', like the play live for free scam.

That kind of shitty attitude never really gets you anywhere to be honest. If you always expect everything to be a scam, it will be. If you expect success, its far more likely to be just around the corner imo.

I don't agree that paying attention to copyright issues is a 'shitty attitude'.

If I succeed in creating a successful track, I would like to receive money for it, rather than a 1-off Abbey Road on-line mastering job. A Pro-tools rig might be a good prize for some, but not me...
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Re: Beware 'Abbey Road' competition !

Postby shufflebeat » Mon Feb 11, 2013 2:38 am

johnny h wrote:
That kind of shitty attitude never really gets you anywhere to be honest. If you always expect everything to be a scam, it will be.

If it smells like a turd and looks like a turd - don't put it in your sandwiches.

If you expect success, its far more likely to be just around the corner imo.

Please tell me you're wearing sparkly shorts and doing Jazz hands as you say that.
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Re: Beware 'Abbey Road' competition !

Postby johnny h » Mon Feb 11, 2013 2:07 pm

Gone To Lunch wrote:
I don't agree that paying attention to copyright issues is a 'shitty attitude'.

If I succeed in creating a successful track, I would like to receive money for it, rather than a 1-off Abbey Road on-line mastering job. A Pro-tools rig might be a good prize for some, but not me...

If you are at the stage where you think that an Abbey Road mastering sessions is all you need for success you've got a hell of a long road ahead. Take all the help you can get.
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Re: Beware 'Abbey Road' competition !

Postby johnny h » Mon Feb 11, 2013 2:08 pm

shufflebeat wrote:
johnny h wrote:
That kind of shitty attitude never really gets you anywhere to be honest. If you always expect everything to be a scam, it will be.

If it smells like a turd and looks like a turd - don't put it in your sandwiches.

Yes but as Red Bladder said, its not a water tight enforceable contract. The motivations are likely far more benign than you think.


If you expect success, its far more likely to be just around the corner imo.

Please tell me you're wearing sparkly shorts and doing Jazz hands as you say that.
Sparkly doesn't suit me.
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Re: Beware 'Abbey Road' competition !

Postby Gone To Lunch » Mon Feb 11, 2013 2:40 pm

johnny h wrote:
Gone To Lunch wrote:
I don't agree that paying attention to copyright issues is a 'shitty attitude'.

If I succeed in creating a successful track, I would like to receive money for it, rather than a 1-off Abbey Road on-line mastering job. A Pro-tools rig might be a good prize for some, but not me...

If you are at the stage where you think that an Abbey Road mastering sessions is all you need for success you've got a hell of a long road ahead. Take all the help you can get.

I am sure that I have never said an Abbey Road mastering session is all I need for success.

In fact, one of the reasons I started the thread was that I personally doubt its relevance, to me at least, and would prefer to retain control of my copyrights until it is advantageous for me to assign or license them.

And I also acknowledged that for others, a pro tools rig might be worth it.
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Re: Beware 'Abbey Road' competition !

Postby Phil O » Mon Feb 11, 2013 3:19 pm

I am sure that, what at first appears to be fairly onerous T & C, are really just a rather clumsy attempt to protect the corporations behind this from licensing issues surrounding use of any recording for promotional purposes. It is, after all, just that i.e a competition designed to promote the services of both Abbey Road and Avid. The interests of those corporations clearly take precedence over the song writer / artist.

The impression I get is that if the entry is good enough to win this competition, then it's probably worth holding onto the copyright and somehow finding the resources to make the best recording possible.
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Re: Beware 'Abbey Road' competition !

Postby lukeandrewhill » Mon Feb 11, 2013 3:35 pm

To back up the Red Bladder - few more holes in the drafting:
"non-exclusive" - to my mind that means that you can also license the rights to other parties (or use the rights in the song yourself)

"license or assign" - if they were intending to have all of your rights this would be an assignment of the rights full stop.

"in support of the contest" - it looks like they just want the ability to use the winning song to promote the contest - or at least it could be argued that way.

Mr Bladder is also correct in that there is no concept of an enforceable "agreement to agree". Just doesn't work under UK contract law.

Hope that helps...
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Re: Beware 'Abbey Road' competition !

Postby Gone To Lunch » Mon Feb 11, 2013 3:38 pm

Phil O wrote:I am sure that, what at first appears to be fairly onerous T & C, are really just a rather clumsy attempt to protect the corporations behind this from licensing issues surrounding use of any recording for promotional purposes. It is, after all, just that i.e a competition designed to promote the services of both Abbey Road and Avid. The interests of those corporations clearly take precedence over the song writer / artist.

The impression I get is that if the entry is good enough to win this competition, then it's probably worth holding onto the copyright and somehow finding the resources to make the best recording possible.

Yes....

But to me there is something irritating about this blanket assumption that the composer's rights are there to be taken or steam rollered as a matter of course....not unlike the whole 'play for free for exposure' scam.....as if we don't need to make any money...

Personally I blame those Cliff Richard films in the early 60s where fully rehearsed orchestras and dancers just happened to be in the coffee bar, and Top of the Pops in the 70s when no one needed any gear. They just make the public think that music just happens without any expense, and now even Abbey Road and AVID are on the bandwagon. Sick.
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Re: Beware 'Abbey Road' competition !

Postby shufflebeat » Mon Feb 11, 2013 7:27 pm

The two main problems I see with this kind of amateurish legalese for which these two established companies have no excuse but malevolence are:

1) inexperienced composers will assume they have no right to challenge it as they assume the company will have taken advice and they don't feel qualified to deal with what they don't understand.

2) any single person without support could get tied up in legal letter-slinging to the point of running out of resources before the legal position is clarified.

The Musicians' Union would do well to use this as an example of how musos can be at the mercy of villains/idiots.
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