Dispute Over Famous Rock ‘N Roll Rights Reminds Copyright Owners to Reserve Their Rights or Lose Them
 
March 4, 2003
 
Stephen "Steve" Young- Boston

“Be my, be my baby” is how the Ronettes’ chart-busting 1967 rock ’n roll hit began. “It’s my baby” was the group’s lead singer and founder’s, Ronnie Greenfield’s, refrain 35 years later when Philles Records claimed ownership rights as producer to “Be My Baby” and dozens of other Ronettes songs. As so often happens, resolution of the dispute was reduced to a legal question — the contractual reach of the rights transfer provision in an agreement between a creator of music and a producer. While the result in this case does not create new law, it does exemplify a rule that bears repeating in these days of warp speed technological change - reserve it or lose it.

Giving Up the Baby with the Bathwater

It all started in the early ’60s after Ronnie, her sister and cousin formed the Ronettes music group and began their rise to stardom. A sine qua non to success in the music industry was to have their music produced, recorded and then marketed to the listening audience. Those tasks required then, as they do now, the assistance of a producer. As was and remains the industry practice, Ronnie and the Ronettes found and signed a personal service contract with Philles Records, Inc. (Philles), founded by the legendary, now on bail, Phil Spector.

The two-page agreement commonly used in those days by music producers required the Ronettes to record exclusively with Philles and, as germane to the present dispute, also provided that the recordings and reproductions would be Philles’ property and that Philles “shall have the right to make . . . reproductions . . . by any method now or hereafter known, and to sell and deal in the same . . . .” Telescoping to 1987, the Ronettes’ 1963 hit tune “By My Baby” became a hit once more as one of the cuts in the box office movie hit “Dirty Dancing.”  The song again hit the big time as a result of Philles’ having licensed the right to use the song with the movie – known in the music industry as the synchronization right. Receiving no royalties from this and other similar but lesser known uses of Ronettes’ songs, Ronnie and the Ronettes filed a breach of contract suit in New York State court against Philles and its successors in interest.

Unlike the warp speed of technological advances, however, the Ronettes case proceeded snail-like through the New York judicial system, resulting in a final decision 15 years later, on October 19, 2002. As the New York Court of Appeals stated in Greenfield v. Philles Records, Inc., 780 N.E. 2d 166 (2002), “the pivotal issue in this case is whether defendants are prohibited from using the master recordings [of plaintiffs’ vocal performances] for synchronization and whatever future formats evolve from new technologies, in the absence of explicit contract language authorizing such uses.” The answer to that question turned on the judicial interpretation of the language quoted above. More explicitly, since the contractual language is silent about the transfer of synchronization rights or rights to “exploit through recordings in new markets or mediums,” do those rights remain with the artist, or were they conveyed to the producer through the general transfer language of the standard 1960s personal service contract? Taking a standard contract interpretation approach to analyzing the question, the New York Court of Appeals concluded that under this provision, the Ronettes unambiguously transferred to Philles all ownership rights to songs published and produced by Philles under the terms of the agreement. Put another way, in the absence of a reservation of specific rights “the unconditional transfer of ownership rights to a work of art includes the right to use the work in any manner . . . unless those rights are specifically limited by the terms of the contract.” Of course, the court acknowledged, the Ronettes are still entitled to receive whatever royalties their personal service contract provided for.

The moral of this musical jingle is that if artists and other authors of copyrighted works are to retain rights to the future and presently unknown uses of their works, they are well advised to specify such reservation of rights in their contracts, or suffer the likely loss of such rights. In other words, if you do not want to throw out the baby with the bathwater, make sure your contracts specifically say so.

For more information, contact Stephen S. Young, toll free, at 1-888-688-8500.