A Legal Primer for Musicians. Improvisation is great in music but not in contracts.OK.  I must have at least one musician come through my Jersey Shore law office each week who says something like this: “What do you mean I signed a contract that is governed by California law?  I live here in New Jersey!”  

 

This, my friends, is just like a suddenly wakened passenger who is told that the car he or she is riding in has broken down in the middle of the night in the middle of nowhere.  It is a feeling that combines, in the words of our former president, “shock and awe.”  It is not good in any event.  

 

So, what’s the problem and what’s my point?  The time to read a contract — any contract — is BEFORE you sign it; not once you feel you have a problem and need to revisit the terms to see if you are in trouble.  (Furthermore, it’s probably a good idea to get a barrister to peruse the contract before you sign it as well).  

 

A majority of contracts out there contain provisions which we refer to as “choice of law” clauses.  That basically means that the contract has language that tells you which State’s rules apply to the deal.  This is a huge point because (you guessed it) different states play by different rules and that is particularly true in the entertainment field where it is common that the laws of New York, California, or Tennessee will apply.  These laws may differ greatly in how they affect your situation so you really should know what rules you are playing by before you get in the game.  

 

For example, you would not agree to play a board game if you had no idea what the rules were that governed the game would you?  Of course not.  As a musician/entertainer you really want to scour the contract to see what rules you are playing by particularly if you are performing (or the other party is performing) halfway across the country.  (In this case, “performing” does not mean doing a gig. It refers to where your business is based.)

 

Now, just because you are on the East Coast and California law applies to your contract do you not sign it?  No.  You consult with someone who knows the rules in both your State and California and then you make a decision.  The idea is to get educated and not to get taken.  

 

One of my clients learned this lesson the hard way years ago when he brought me his passage ticket from a cruise.  Upon examination, we found that the law of a foreign country applied and not the law of any State in this country.  

 

The other reason why you want to know what rules apply is because why would you want, for example, a court on the East Coast applying a law from the West Coast?  Wouldn’t a West Coast court know their own laws better and interpret them more accurately? Although that may not necessarily be the case in every instance, you need to go into a deal with your eyes open so you know what to expect.

 

The point is to give your business dealings the same care and attention that you give to your music.  Just like you tune a drum head before a show, take a gander at that contract before you sign it.

 

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