Collaborations are an integral part of making music. Rarely would one find a successful song wholly composed, performed, and produced by the same person (except one is a Jon Bellion or Ed Sheeran). Generally, there are three contributors entitled to control the copyright in a song: the writer, performer, and the producer. Usually, the songwriter(s), performer(s) and producer(s) are different people. Consequently, collaborations may be deemed the livewire of music. The music business has become highly profitable with each collaborator in a song lawfully entitled to royalties. As a result, it is unsurprising to find various collaborators' conflicts and legal battles as to credits, rights, obligations, ownership percentages, distribution of royalties and the mode of exploitation of the copyrighted works stemming from such collaborations. An illustration is the longstanding dispute between Blackface and 2face concerning the songwriter credit in the globally acclaimed song, African Queen.2 Blackface claims to have co-written the song which was performed by 2face but was not credited nor paid royalties in respect of the song.
To prevent scandalous disputes like this, it is important collaborators in a song or musical project enter into explicitly written agreements as to their individual rights, obligations and ownership stakes in such songs or musical projects. The Split sheet and the Collaboration agreements are important documents every contributor to a song should execute among themselves to prevent subsequent collaboration disputes which may become inimical to their musical careers.
The Nigerian Copyright Act's Position on Collaborations3
The Nigerian Copyright Act4 recognizes two distinct copyrightable works in a song: the musical work or composition and the sound recording.5 Mostly, the songwriter(s) retain the copyright in the musical work while the copyright in the sound recording lies in the producer, songwriter and performer of the song.
The Act also recognizes instances where more than one person share a joint interest in the whole or any part of a copyright; or where they have interest in the various copyrights in a composite production i.e., a production consisting of two or more works e.g., a song.6 The Act refers to collaborators in such work as joint authors and co-owners of the copyright in the works.
In the case of a musical work, where there is more than one songwriter, the songwriters would be deemed co-owners of the copyright in the work. Where more than one songwriter, performer and producer contributes to the sound recording, these persons would be deemed co-owners of the copyright in the sound recording. The Nigerian Copyright Act permits the co-owner of a copyrighted work to alienate or grant licenses to third-parties with any associated royalties distributable between the co-owners equitably in the absence of a contrary contractual arrangement. An action for infringement instituted at the behest of a co-owner may not proceed without the leave of the court, unless the other rightsholder is joined either as co-plaintiff or defendant to the action.7
As co-owners of the copyright in the works, they are entitled to share all royalties that stem from the works evenly.8 For instance, in the case of the musical composition, where two songwriters exist, each songwriter would be entitled to 50% of the royalties arising from the exploitation of the copyright in the composition; and in the case of a sound recording, the royalties would be divided evenly among the songwriter, producer and the performer. However, it must be noted that this rule is subject to a written agreement among these co-owners which may stipulate otherwise.
A split sheet is an agreement executed by contributors to a song, detailing the personal information of the contributors and stating their individual ownership percentage in the song. It is a document primarily aimed at specifying each producer, songwriter, and performer's percentage stake in the song. It usually includes the: song title, collaborators' names, phone numbers, e-mails, publishers, dates, specific roles, and contributions to the song.9
Split sheets are particularly important in determining who owns what and who gets what. It makes calculations and disbursements of royalties easier. It also prevents any subsequent disputes since it serves as some form of evidence of copyright ownership.10 Split sheets ensure everyone involved in the creative process is properly credited and paid for the work they contributed.11
Since it is an agreement among the contributors of a song, the rules to dividing the ownership percentages are not set in stone. Ownership percentages are largely dependent on the concurrence of the collaborators. Parties can agree split percentages based on the length contributed to the song or the value of the contributions.12 Nevertheless, the total amount of ownership percentages should not exceed 100%.
Unlike a split sheet which largely focuses on specifying the ownership percentages of the collaborators in a song, the collaboration agreement is wider in scope. It is a more comprehensive agreement between the collaborators in a song, and expressly highlights the terms with which the collaborators intend to be bound by in respect of the song. The agreement stipulates the rights and obligations of the collaborators pertaining to the song. It states terms relating to the various ways the song can be exploited. It identifies the persons to be credited as contributors to the song.
Furthermore, it prescribes terms as to copyright ownership, licenses, duration of collaboration, exploitation and administrative rights relating to a song, costs of production of sound recording, royalties, ownership and control of Masters, and the method of dispute resolution among the collaborators. A collaboration agreement stipulates how each co-owner should be remunerated in the event one co-owner (or their publisher) licenses the work; or it restricts some co-owners from licensing the work at all or provides conditions upon which they can license the work.13
When to Sign a Split Sheet and Collaboration Agreement
Although, there is no hard and fast rule for when to sign a split sheet and/or collaboration agreement, it is advisable that collaborators in a song execute these agreements early in the creative process of making the song or immediately the song is created. Irrespective of these two recommended options, it is essential to negotiate these agreements before the song is published and begins to generate royalties.
Once these agreements are completed and signed, copies should be shared among the collaborators for record purposes.
Music goes beyond the creative process. It is also an immensely profitable business, capable of generating revenue for the collaborators and their heirs in form of royalties for many years.14 Creatives are prone to finding the commercial aspect of the music business boring or tedious, but it is essential they understand the commercial value and monetary opportunities their music avails them and to take the business of music seriously.
Moreover, the scandalous disputes that could arise from the collaborators' failure to clearly specify their terms and ownership stakes in a song could become highly inimical to their rights to royalties and eventually, their music careers.
In addition to getting excited and enjoying the creative process of making music, it is important collaborators sit down, discuss, and put into writing ownership and royalty splits. It is also imperative one seeks the services of a lawyer (preferably an entertainment lawyer) to draft and negotiate these agreements. Apart from preventing future disputes, split sheets, and collaboration agreements breed respect among creatives.
1 Associate Intern SPA Ajibade & Co., Lagos, Nigeria.
2 My State News, "2face Idibia Sues Blackface for N50,000,000 Over Writer of African Queen" (19th July 2018) available on < https://mystatenews.com/2face-idibia-sues-blackface-for-n50-million-over-writer-of-african-queen/>; Linda Ikeji Blog, "Blackface Files Suit Against 2face Idibia Over Alleged Song Theft" (19th November 2019) available on <https://www.lindaikejisblog.com/2019/11/blackface-files-suit-against-2face-idibia-over-alleged-song-theft.html> accessed on 6th August, 2020.
3 The Nigerian Copyright Act is the intellectual property statute that governs musical works and sound recordings in Nigeria.
4 C28 Laws of the Federation of Nigeria (LFN), 2004.
5 Section 1(1) of the Copyright Act.
6 Section 11 (6) (a) & (b) of the Copyright Act.
7 Section 16(2).
8 Section 11(5) of the Copyright Act.
9 These contributions could be production, verses, hooks, bridges, choruses, melodies, etc.
10 Frances Katz, "Understanding Split Sheets and Lyric Sheets" (24th April, 2018) available on < https://blog.songtrust.com/understanding-split-sheets-and-lyric-sheets> accessed on 7th August, 2020.
11 Rory PQ, "Everything You Need to Know About a Split Sheet" (14th August, 2019) available on <https://iconcollective.edu/songwriter-split-sheet/> accessed on 7th August, 2020.
12 Many times, hooks and choruses are deemed the most important aspect of a song albeit usually a small portion of the song.
13 Dae Bogan, "Understanding The Difference Between a Split Sheet and Collaboration Agreement and Why You Should Have Both For Every Song Collaboration" available on https://www.tuneregistry.com/topic/industry-insights accessed on 7th August, 2020.
14 The Copyright Act provides the duration for copyright in a musical work as 70 years after the end of the year of the joint author who dies last; and 50 years after the end of the year in which the recording was first published. See section 2 and First Schedule of the Copyright Act.
The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.