JACAP MEMBER PORTAL

Please note that this is an important document. By signing it you will hand over certain rights to us. It also sets out precisely what you can expect from us and what we can expect from you whilst you are a member.
1. Definitions
In this Agreement:-
(a) words and phrases which are not defined shall have the same meaning as in our Articles
(b) “Articles” means our Articles and Memorandum of Association, this also include our Distribution Rules & Company Rules and Regulations.
(c) “We” means the Jamaica Association of Composers, Authors and Publishers Limited of 21 Connolley Avenue, Kingston 4, Jamaica, and “you” means ...

“Us”, “our”, “your” and “yourself” shall be construed accordingly;
(d) “transfer” means (depending on the context) assign or assignment; and
(e) “the rights” means, in respect of any musical work:-
(i) the performing right;
(ii) the broadcasting right;
(iii) the synchronisation right;
(iv) cable transmission right.

2. The Transfer
(a) Upon signing this Agreement you transfer to us absolutely for all parts of the world the rights which belong to you or which you may acquire or own while you remain our member.
(b) the transfer mentioned in clause 2 (a) shall last for as long as you remain our member and for any additional period which is specified in our Articles

3. Our Obligations
We will:-
(c) use our best endeavours to administer the rights in accordance with our published service standards (in our Articles);
(d) use our best endeavours to pay you any royalties or other compensation due to you based on our Articles;
(e) use our best endeavours to license on the best achievable terms as many users of the rights practicable (taking into account business con-straints, our resources and the interests of our members as a whole);
(f) maintain a complaints procedure which you can use if you are not happy with the way in which we apply our Articles or policies. If that complaints procedure has been exhausted and you are still not satisfied, you will have access to an Extraordinary General Meeting;
(g) treat information about your royalty earnings as confidential, subject to any practical or legal obligation to disclose such information to any authority or person with the legal power to compel such disclosure;
(h) return to you all or part of the rights in so far as this is permitted by our Articles;
(i) maintain a suspension of royalties procedure which we will apply to you if there is a dispute involving the rights; and
(j) give you upon request details of the above mentioned procedures as soon as practicable after you have requested such details.
4. Your Obligation
You:-
(a) warrant and represent that you own or have full power to transfer the rights and that the musical works (the rights in which you have transferred to us under this Agreement) do not and will not infringe the copyright in any other musical work;
(b) accept that you are bound by our Articles; and
(c) promise to:-
i) indemnify us and keep us at all times fully indemnified from and against all proceedings, claims, demands, costs, expenses, awards and damages arising directly or indirectly in respect of the rights which you have transferred (or have purported to transfer) to us under this Agreement;
ii) give us such documents as we may reasonably require to enforce the rights;
iii) do all such acts as are necessary to vest in us to enforce all or parts of the rights;
iv) insert in each relevant contract you make with a third party a clause expressly reserving us the rights and to make such con-tract subject to this Agreement;
v) refrain from licensing any of the rights and from otherwise dealing with the rights;
vi) avoid doing anything which is likely to prejudice our ability to meet our obligations to you and to our other members; and
vii) pay any reasonable charges imposed by us for special services.
2. The Transfer
(a) Upon signing this Agreement you transfer to us absolutely for all parts of the world the rights which belong to you or which you may acquire or own while you remain our member.
(b) the transfer mentioned in clause 2 (a) shall last for as long as you remain our member and for any additional period which is specified in our Articles
“Us”, “our”, “your” and “yourself” shall be construed accordingly;
(d) “transfer” means (depending on the context) assign or assignment; and
(e) “the rights” means, in respect of any musical work:-
(i) the performing right;
(ii) the broadcasting right;
(iii) the synchronisation right;
(iv) cable transmission right.

DECLARATION
I hereby declare that all information provided and documents submitted are true and accurate to the best of my knowledge. We understand that if any information is found to be false, this can result in inadmissibility/suspension or termination from/in the Association or any other disciplinary actions deemed fit by the Board of Directors.
By signing below, I understand that my membership application with JACAP is subject to Board approval and as such I am not a member until I am given written confirmation of my membership. I understand that confirmation under normal circumstances will be granted no sooner than 3 months from the date of my application.

This assignment made on this day between myself (the applicant) (hereinafter referred to as "the Assignor") AND Jamaica Association of Composers, Authors and Publishers Limited, a non-profit making association registered as a Company Limited by guarantee and not having a share capital whose registered office is at 21 Connolley Avenue, Kingston 4, Jamaica  (hereinafter referred to as 'the Society ").

1 . In this Assignment:

(a) the expression musical work" shall mean any musical work whether

now existing or hereinafter composed and such words (if any) as are

associated with any musical work and shall include (without prejudice to

the generality of the expression "musical work") the vocal and

instrumental music in any cinematography film, the words and/or music

of any monologue having a musical introduction and/or accompaniment.

the musical accompaniment of any non-musical play, and any part of any

such work, words, music or accompaniment as aforesaid;

(b) the expression "re production rights" means, in relation to a musical

work –

(i) the right to make a record of the work, in the form of a disc, tape

or any other form whatever, and to make copies of such records

for retail sale (the "mechanical right");

(ii) the right to record the work onto the sound track of (a) a

Cinematography film including films intended for exhibition in

cinemas or for transmission broadcasting or diffusion

services, or of (b) other audio-visual productions (the

"synchronization right");

(iii) the right to record the work as a commercial jingle or an

accompaniment to commercial advertising (the "advertising right);

(iv) the right to make a reproduction of the work solely for the

purpose of broadcasting the work and to keep a recording of the

work exceeding the statutory period of twenty-eight days

beginning with the day on which it is first used for broadcasting

the work (the “ephemeral right");

(v) the right to authorise or prohibit the importation into Jamaica of

any records of the work, or copies thereof, made outside Jamaica

in any forrn (the "importation right").

2. In consideration of the assumption by the Society of the obligations hereinafter

contained, the Assignor hereby assigns to the Society the exclusive

"reproduction rights" as defined in paragraph l (b) above as they subsist in all

countries of the world in the musical works which now belong to or shall

hereafter be created by or acquired by or become vested in the Assignor during

the continuance of the Assignor's membership with the Society.

3. The Society hereby undertakes to employ and make available for the benefit of

the Assignor in the administration of his reproduction rights all the special

facilities which the Society has at its disposal for the administration of

mechanical rights both in Jamaica and also in other countries, including

particular those resources to which the Society has access by virtue of its

affiliation to the international network of composers' societies; and the Society

shall use its best and utmost endeavours tO collect all revenue accruing in

respect of the exercise of the rights assigned.

4. The Society shall from time to time pay the Assignor such sums of money out

of the monies collected by the Society in respect of the exercise of the rights

assigned to the Society in the works of its members as the Assignor shall be

entitled to receive in accordance with such terms as are fixed from time to time

by the Society's Council after deduction therefrom of the commission to the

Society of administering such rights; and in any event the Society shall render

to the Assignor an account of any ;amounts due to him on not less than two

occasions in every year; and such accounts shall contain all necessary

particulars to enable the Assignor to identify the particular musical work(s) in

respect of which the payment is made.

5. The Assignor does hereby covenant with the Society that the Assignor has good

right and full power to assign the reproduction rights assigned in manner

aforesaid to the Society, and hereby warrants that the musical works in respect

of which the rights assigned are hereby assigned or purported to be assigned do

not or will not as the case may be infringe the copyright in any other work, and

that the Assignor will at all times hereafter keep the Society harmless and

indemnified against all loss, damage, costs, charges, ad expenses which the

Society may suffer or incur in respect of any claims which may he made upon

or against the Society in respect of or as a result of any exercise by the Society

of the reproduction rights which are hereby assigned or intended to be assigned.

and that the Assignor shall and will so long as the Assignor shall continue to be

a member of the Society or until the rights assigned hereunder have been reassigned

to the Assignor do, execute, and make all such acts, deeds, powers of

attorney, assignments to or vesting in the Society or enabling the Society to

enforce the rights assigned or any part thereof as the Society may from time to

time require.

6. Subject to the provisions hereof, and upon the termination of membership of the

Assignor with the Society in accordance with the provisions of the Articles of

Association of the Society for the time being in force, the rights so assigned

hereunder will be reverted to the Assignor provided that nothing herein shall

affect any rights accrued or obligation incurred or legal proceedings which have

been instituted by the Society in respect of the Assignor's works.

7. The Assignor hereby undertakes to notify the Society immediately-

(a) of any change in his address required by the Society for the purpose of

its administration of the rights assigned;

(b) of any musical works which now belong to or shall hereafter be created

by the Assignor;

(c) any additions to or deletions from its catalogues;

(d) all subsidiary publication agreements (assignments or acquisitions) and

any relative changes thereto; and

(e) if the Assignor ceases to have any interest in any of the rights assigned.

and the person or person to whom those interest have been transferred.

8. This document sets forth the entire assignment and understanding between the

parties hereto relating to the subject matters contained herein and supercedes all

other agreements, oral or written heretofore made between the said parties.

AS WITNESS the hands of the parties the day and year first above written.