AGENT – ARTIST/TALENT AGREEMENT – Morgeez Talent Agency
THIS AGREEMENT is for the services of music artist and/or entertainment performer, accompanying musicians and/or entertainers hereinafter jointly and severally referred to as “ARTIST/TALENT” and Morgeez Artist Management (MAM) or Morgeez Talent Agency a division of Mor’geez Records cc hereinafter referred to as “AGENT”
Definitions: Hirer: means the person, organisation, company, firm or corporate body together with any subsidiary or associated company as defined by the Companies Act to which the Artist is introduced.
The Regulations: The Conduct of Employment Agencies and Employment Businesses Regulations.
Engagements: means services, appearances and endeavours of the Artist required by a Hirer on a permanent to temporary basis, whether under a contract of services or for services performed as an agency, licensee, franchise or partnership agreement; or any other engagement or series of Engagements that Agent will provide for the Artist.
Introductions: means the Hirer’s interview of the Artist procured by the Agent or the passing to the Hirer by the Agent of any curriculum vitae, biography, photographs, audio, video files or links or any other information which identifies the Artist and which leads to an Engagement of the Artist by the Hirer.
Force Majeure: Events or circumstances outside a party’s reasonable control, including but not limited to, acts of God; outbreak of hostilities, riot, civil disturbance, acts of terrorism; the act of any government or quasi-governmental authority (including the refusal or revocation of any licence, consent or permit); fire, explosion, flood, power failure, failure of telecommunication lines, failure or breakdown of plant, equipment or machinery; theft, malicious damage, strike, lockout or industrial action of any kind.
- STATUTORY COMPLIANCE
This agreement is fully compliant with The Conduct of Employment Agencies and Employment Businesses Regulations (The Regulations). Artist agrees that, to the extent that if the terms of this agreement or any of such further terms may conflict with the requirements, which the Regulations put on Agent, the latter shall prevail. Performing Arts or Music Industry Statutory Bodies in South Africa, Including SAMRO, RISA, Capasso, SAMPRA and or any other bodies that Specialise in performing arts such as dance, musicals, drama, poetry and their multi-discipline and other related organisations in South Africa.
The term of this agreement shall commence on the date hereof and shall last for one (1) year continuing automatically thereafter until either party serves 30 days written notice with the intent to terminate this agreement.
- SCOPE OF AGREEMENT
- Artist hereby appoints Agent to represent him/her/them in marketing his/her/their services to maximise exposure and Agent hereby accepts appointment as Artist’s non-exclusive representative for Engagements.
- The agent is capable of pitching the services of the Artist by way of Introductions to organisations and individuals with a view to securing paid Engagements;
- The agent will negotiate and agree with Hirers the terms on which the Artist will perform any Engagement(s) and draw up the agreement between Hirers and the Artist. The agent may enter to or sign an agreement on the Artist’s behalf.
- Agent shall act for the Artist as Agent but not as Principal and therefore Agent shall have no liability to Artist in respect to any breach or failure by Hirer to observe or perform any terms or conditions of any Engagement or agreement for the same.
- Agent shall not be responsible for the Artist’s attendance at any Engagement and Agent is not required to ensure that the Artist undertakes any obligations the Artist agrees with Hirer.
- ARTIST’S DUTIES
- Subject to the terms below, Artist commits to attend the Engagements as negotiated by Agent and perform the Engagements to the best of the Artist’s skill and ability in a professional and punctual manner in willing co-operation with others;
- Artist shall provide Agent with any materials, photographs, audio videos, biography, CV and masters to be used by Agent for pitching purposes only or for carrying any work as representative.
- Any and each material/s described above delivered by Artist to Agent hereunder shall not give rise to liability to third parties AND in this regard, but without limitation, Artist makes specific acknowledgement of the importance of respecting the copyright, trademarks and other intellectual property rights of others. Artist confirms that the contents of their CV, biography, websites, audio, videos, etc. are true.
- Artist shall be solely responsible for payment of taxes including VAT and National Insurance contributions of their remunerations after the agency’s fee deduction.
- Artist shall reasonably disclose to the Agent all prior agreements and arrangements relating to the Artist’s services.
- Artist shall comply with all rules, regulations and agreements relating to health, safety, welfare, first aid, fire prevention that may be in force at any place where the Artist may be required to perform the Engagements under this Agreement.
- ARTIST’S RIGHTS
- Artist shall have the right to terminate this Agreement during the Term, for any reason other than by breach of the agreement by Agent (see clause 12), by giving the Agent three (3) months notice of termination.
- Artist shall not be required to notify Agent of the identity of any future employer but only after this contract is fully terminated.
- Artist shall have the right of refusal of Engagements provided by the Agent that the Artist finds unsuitable on or moral/religious grounds.
- AGENT’S DUTIES
- Agent agrees to assist Artist in obtaining Engagements and assisting the negotiating of engagement procured by the Agent.
- Agent agrees to use his or her best efforts in submitting the Artist’s work and services for the purpose of securing Engagements with Hirers for the Artist.
- Agent agrees to use his or her best efforts to render the Introductions for the benefit of the Artist.
- The agent is obliged to provide the Artist with the information provided by Hirer in respect to:
- confirmation of the identity of Hirer businesses;
- details and dates of any Engagements for which Hirer wishes to engage the Artist together with the location and duration of the Engagement;
- details of any risks to the health and/or safety of the Artist undertaking the Engagement known to Hirer and the steps Hirer have taken to prevent or control such risks;
- any qualifications and/or requirements (if any) with which the Artist must comply by law (including the membership of any union or professional body) or considered necessary for an Artist to possess in order to fulfil the Engagement(s);
- details of the fees, additional benefits and any expenses payable by or to the Artist and the payment schedule;
- details of any right for both Hirer and the Artist to cancel or withdraw from any Engagement; and
- any other information relevant to the Artist agreeing to undertake any Engagement.
- The agent ensures that the terms of the contract be notified to the parties (Artist and Hirer) as soon as practicable but no later than the end of the tenth (10th) business day following the day on which the agency negotiated the agreement.
- The agent may not act as an agent for the Artist and other artists for the same purpose simultaneously.
- AGENT’S RIGHTS
- Agent may render similar services to others and may engage in other businesses and ventures.
- Subject to clause 5.2 and 5.3, Artist will promptly refer to Agent all enquiries and communications, written or oral, received by or on behalf of Artist during the Term relating to the proposed Engagements for the Artist;
- The agent may publicise the fact that he or she is the non-exclusive representative for Artist.
- Agent shall have the non-exclusive right to use or to permit others to use Artist’s name and likeness for advertising or publicity relating to Artist’s Engagements without cost or expense to Artist.
- In the event of Artist’s breach of this Agreement in respect to clause 4.1, Agent’s sole remedy shall be the receipt of the commissions specified in this agreement from Artist whether actually earned or not by the Artist.
- Agent shall have the right to terminate this Agreement during the Term, for any reason other than by breach of the agreement by Artist.
- AGENT’S COMMISSION AND PAYMENT
- Artist authorises Agent to receive payments for any of the Artist’s Engagement(s) and to hold such payments in the Artist’s account and to retain any agreed commissions, bonuses and fees.
- Agent shall pay any balances due to the Artist within thirty to ninety days (30 – 90) working days; or immediately upon receiving payment from Hirer following completion of the Engagement.
- Artist agrees to pay the following commissions on the gross funds paid to Agent and held in the Artist’s account or Agent’s Account OR received directly or indirectly by Artist for each Engagement
- 30 per cent (30%) of the gross funds (including royalties) received for an Engagement is marked as Agent’s commission.
- Commissions due to the Agent shall be payable within seventy-two (72) hours upon receiving such payment from the hirer. And Artists’ payment within the same period upon receiving payment from the hirer. In the event Artist fails to pay any commissions when due, the Agent may, at their discretion, refuse to secure further Engagements for Artist until said commissions are paid AND to withhold sums payable to the Artist in relation to different Engagements for an amount in accordance with the commission owed by the Artist to the Agent. To this effect, both parties hereby agreed that all payments by hirer after job completion by the artist must be paid to the Agent Bank Account only.
- No commissions shall be payable on any Engagement if Artist is not paid for such Engagement but only when such non-payment is not the fault of the Artist. If non-payment for all or part of engagement is the fault of Artist, the full commission shall be paid to Agent by Artist. And should such unpaid fees to agent by artist exceed the stipulated time-frame as in this contract, late payment fees of 15% of gross income shall be incurred by the artist provided the late payment period now amounts to 15 days after initial stipulated time period.
- As used in this paragraph and elsewhere in this Agreement, the term “gross funds” shall mean all the moneys received by Artist (including royalties) for each engagement.
- Any expenses incurred by the Agent shall be approved in advance by the Artist in writing. Either by email, text messaging or any other form of written communication. And Artist shall reimburse the Agent immediately upon payment.
- SUNSET CLAUSE
- Agent’s commission in respect of any and all Engagements undertaken by Artist after the end of the Term, in accordance with Engagements with Hirers which are procured by Agent and entered into by Artist during the Term shall be payable at the following rates, in lieu of the rate set out in clause 8 above:
- 15% of gross funds (including royalties) received by Artist from the date of termination of the Term until the day before the 1st anniversary of the termination of the Term.
- 10% of gross funds (including royalties) received by Artist from the 1st anniversary of the date of termination of the Term until the day before the 2nd anniversary of the termination of the Term.
- ARTIST’S WARRANTIES AND INDEMNITY
Artist warrants, undertakes and agrees with the Agent that:
- Artist has attained the age of 18 years;
- Artist warrants, Artist is free to enter into and perform this Agreement and that Artist has taken independent legal advice as to the nature and meaning of the terms of this Agreement.
- Artist shall not incur any expenditure or costs on behalf of the Agent.
- Artist is and shall become and shall remain throughout the Term a member in good standing of all unions and guilds the membership of which may be lawfully required for the performance of the Engagements under this Agreement and the Artist shall at the sole cost and expense of the Artist apply for membership of any trade union labour or professional organisation or guild and for passports, visas, work permits, insurance or other matters.
- Artist shall not without the consent in writing of the Agent disclose, reveal or make public information of any nature in connection with the business of the Agent or the terms of this Agreement all of which shall be treated by the Artist on a strictly confidential basis.
- Artist undertakes to inform the Agent of a change of the Artist’s professional name in whole or part or the intention to perform under any other name.
- Artist undertakes to indemnify the Agent and keep the Agent at all times fully indemnified from and against all proceedings and reasonable costs arising directly as a result of any breach or non-performance by the Artist of any of the Artist’s undertakings, warranties or obligations under this Agreement;
- FORCE MAJEURE
Neither party shall be liable for any failure or delay in the performance of the duties and Engagements herein caused by Force Majeure provided that, as soon as the affected party is aware of any such delay or failure, it gives written notice to the other party explaining the nature of the Force Majeure, how long it is anticipated to last and when normal service will be resumed.
Without prejudice to any other rights or remedies each party may have, either party may terminate this Agreement by notice in writing if the other party breaches any provision of the Agreement which cannot be remedied within thirty (30) days of the affected party serving notice of the breach and the remedy required or if either party goes into liquidation, or, in the case of an individual or a firm, becomes bankrupt, makes a voluntary arrangement with his creditors or has a receiver or administrator appointed.
- If any term of this Agreement shall be held to be illegal or unenforceable, in whole or in part, under any enactment or rule of law, such term or provision shall to that extent be deemed not to form part of the Agreement but the enforceability of the remainder of the Agreement shall not be affected.
- This agreement shall be governed by the laws of Gauteng (The State/Province) and WSouth Africa (The Country) the exclusive jurisdiction of the Johannesburg (The City) High Court.
- This Agreement shall be personal to the parties and not transferable without the prior written consent of the Artist and Agent. The obligations imposed by this Agreement shall be binding. Artist may terminate this Agreement in writing at any time after the transfer of a controlling interest in the Agent.
- Upon Termination, remuneration shall continue for the Agent of Royalties and renewal fees of performances of jobs secured by the Agent for an extended period of 10years.