Music Publishing Contracts: Seven Deal Terms That Matter
Music Law by Lee Rudnicki, Esq.
Introduction
Music publishing contracts are complex agreements that can have a lasting impact on a songwriter’s career and income. Whether you are signing your first deal or renegotiating an existing one, it is essential to understand the key terms that affect ownership, royalties, rights, and long-term control of your work. The following sections highlight several of the most important issues to consider before entering into a publishing agreement.
Disclaimer: This article is for general informational purposes only and does not constitute legal advice. Every contract is different, and the issues discussed here do not represent a complete list of all terms that may appear in a publishing agreement. Songwriters should consult with an experienced attorney before signing any legal document. No tigers were harmed in the creation of this episode of Scene 7.
1. Ownership of Copyright
The most fundamental question in any music publishing contract is: Who owns the song? Many publishing agreements involve the transfer of copyright from the songwriter to the publisher, either in whole or in part. This means the publisher becomes the legal owner of your music and controls how it is used, sometimes indefinitely. In exchange, the publisher promises to exploit the work, collect royalties, and pay you your share. However, once ownership is transferred, you no longer control it.
Whenever possible, try to retain ownership and instead grant the publisher a license to administer the work.
A licensing arrangement gives the publisher the right to collect income and place the song in various media, such as film, television, and advertising, while you continue to own the copyright. If full ownership transfer is unavoidable, such as in exchange for a significant advance, negotiate for a reversion clause that returns the rights to you after a specific period of time or if performance milestones are not met. Retaining or regaining control of your songs can be crucial to your long-term career and financial independence.
It is also essential to consider how co-writers and co-publishers factor into ownership. If you collaborate with others, make sure your contract reflects your contribution and ownership share, and it doesn’t conflict with agreements your co-writers signed. Ownership is not just about getting paid. It’s about creative control, future licensing opportunities, and your ability to build a catalog that generates income over time.
2. Scope of Rights Granted
The scope of rights granted defines what the publisher is allowed to do with your songs. These rights may include mechanical rights (such as reproductions and digital downloads), performance rights (for radio, streaming, or live use), synch rights (placing music in film, television, or ads), print rights, and more. Some contracts even include broad language that gives the publisher the right to exploit the work in “any media now known or hereafter devised,” which can literally mean anything.
Carefully review which rights are being granted and why.
It may be appropriate to allow the publisher to administer all rights worldwide, but only if they have the infrastructure and ability to exploit the work in those territories. In other cases, it may be better to grant limited rights, such as excluding certain uses or countries. Granting broad rights to a publisher who does not actively promote or license your work can result in songs sitting idle.
When I represent an artist, I push for clarity on what rights are necessary for the publisher to do their job, and I aim to preserve the artist’s flexibility wherever possible. Publishing should open doors, not box you in.
3. Term (Length of Agreement)
The term refers to how long the agreement will remain in effect, and it’s a critical aspect of the deal. Many contracts start with an initial term of 1-3 years, followed by optional renewal periods. The publisher often controls these options, not the songwriter, which means the agreement can automatically extend unless the publisher chooses to let it expire.
Ideally, writers should negotiate for a shorter initial term with no automatic renewals. If the publisher is confident in the material, they should be willing to show results before locking in additional years. Some contracts are based on delivery and acceptance of a certain number of compositions, rather than on a number of years. In those cases, you must understand what qualifies as a "satisfactory" song and who makes that determination.
Termination rights are an essential part of a discussion about the term. Include language that allows you to terminate early if the publisher fails to meet specific obligations, such as issuing royalty statements, securing placements, or generating a minimum income level. A publishing deal can be a powerful engine for your career when working with the right partner, but the term needs to be structured so that you can exit stage left if it is not delivering value.
4. Territory
The territory clause defines the geographical area in which the publisher has the right to exploit your work. Many agreements propose a worldwide territory by default, allowing the publisher to license, administer, and collect income across all countries. While this sounds efficient, it only makes sense if the publisher has the ability to service and promote your music worldwide. Otherwise, you may be handing over control of your songs in countries where the publisher has no real presence whatsoever.
Limit the territory if you are dealing with an independent or regional publisher or if you have contacts in certain markets. Negotiate a carve-out for territories where you intend to self-administer or enter into separate deals.
For example, a U.S.-based songwriter might grant North American rights to one publisher while retaining the ability to work with a sub-publisher or agent in Europe or Asia. A tailored approach ensures your music is actively promoted and monetized wherever it has the most potential.
Even in global deals, it is essential to understand how sub-publishing arrangements work. Many publishers outsource their administration in foreign territories to sub-publishers, who take an additional percentage off the top before royalties reach you. These deductions reduce your share significantly.
Your contract should require transparency in reporting and limit the commissions that sub-publishers are allowed to deduct. Ensure you know not just where your music will be exploited, but who will handle it in each part of the world.
5. Royalty Splits and Advances
In a standard publishing deal, royalties are split 50/50 between the songwriter and publisher, often called the “writer’s share” and the “publisher’s share.”
While the writer’s share is usually non-negotiable and paid directly to you through your performance rights organization, the publisher’s share may be subject to negotiation in co-publishing or administration deals.
In a co-publishing arrangement, for example, you might get a portion of the publisher’s share in addition to the writer’s share, improving your overall percentage of income. More money is good.
Advances are another key component of the deal.
This is the upfront money the publisher pays you, often recoupable against future royalties. The size of the advance depends on your track record, catalog, and potential. While it may be tempting to focus solely on the size of the advance, it is more important to understand the recoupment terms. You will not receive additional royalties until the publisher has recovered the advance from your share of income (read that 2x). If the publisher does not exploit your work effectively, the advance may become the only money you ever see.
Pay attention to how different royalties are calculated and paid. Mechanicals, performance royalties, and synch fees may all be subject to different splits, fees, and collection timelines. Ensure the contract clearly outlines how each income category is handled, when statements are issued, and what rights you have to audit. A well-structured royalty and advance section should give you a clear picture of both the financial upside and the potential risks.
When dealing with international royalties, negotiate for “at-source accounting” in contracts involving foreign subpublishers.
Without an at-source provision, your royalty share is likely calculated after the foreign subpublisher takes its commission and passes the reduced amount to your main publisher, who then applies your royalty split to the smaller figure. This double-deduction structure will significantly reduce your earnings.
With at-source accounting, your royalty is calculated based on the GROSS income collected in the foreign territory.
6. Accounting and Audit Rights
Your contract should clearly specify how often you will receive royalty statements, with semi-annual accounting being the standard.
Some publishers may offer quarterly statements, which is preferable if your catalog is generating consistent income. I have seen far too many cases in my 25 years as a music lawyer where vague or infrequent accounting language led to years of lost revenue or disputes. These are avoidable problems with the right contract language upfront.
In addition to receiving statements, you need the right to audit the publisher’s books to verify the accuracy of reported income and payments.
Audit clauses typically provide 2-3 years from each statement to audit. The contract should allow you to audit he primary publishe and any subpublishers or third-party entities involved in collecting your money. A fair audit clause also requires the publisher to pay for your audit if a significant underpayment is discovered.
Another key point to include is your right to receive supporting documentation upon request. This includes copies of synch licenses, mechanical licenses, and subpublishing agreements.
While the royalty statement provides the summary, the supporting paperwork tells the story. If a publisher resists these requests or limits access to information, it can prevent you from understanding how your music is monetized.
7. Reversion of Rights
Reversion refers to the return of copyright ownership or control back to the writer after a certain period of time or under specific conditions. A publisher may hold your rights indefinitely without a reversion clause, even if they stop actively promoting or exploiting it. For new writers, this issue can be easy to overlook when negotiating upfront fees or advances, Still, it becomes far more significant later in your career as your catalog grows in value.
There are several ways to structure a reversion provision. The most common is time-based, where rights automatically revert to the writer after a set number of years, typically 15 to 35, depending on the jurisdiction and the agreement.
U.S. law also provides a statutory right of termination that allows authors to reclaim their works after 35 years, regardless of what the contract says. However, strict procedures and timelines must be followed. Other contracts tie reversion to performance benchmarks—for example, if the publisher fails to generate a minimum amount of income or obtain a synch license within a certain period, the rights revert to the writer.
As someone who started their legal career in music law after years as a drummer, I have always approached these deals with a mix of legal precision and an artist’s perspective. The goal is not just legal safety, it’s creative ownership. A strong reversion clause can help ensure that your work benefits you long after the initial deal has run its course.
Conclusion
A well-negotiated publishing contract can provide valuable opportunities, income, and exposure for your music, but only if you understand the terms and protect your interests from the outset. Ownership, royalties, rights, and accountability are not just legal concepts—they are the foundation of your creative and financial future.
Take the time to evaluate each clause carefully, ask questions, and seek guidance when needed. If you need counsel, please visit my website at www.drumlaw80.com.
Thanks for reading, cats.
Lee Rudnicki, Esq.