Collective management organisations (CMOs) operating in the text and image sector, enter into bilateral agreements or representation agreements to establish the framework for exchange of rights, data and monies. This framework allows rightsholders to claim revenue (referred to below as “monies”) for the use of their works in countries served by RROs around the world.
IFRRO’s sample bilateral agreement for the exchange of collective licensing rights between RROs with its explanatory toolkit provides a “foundation” bilateral agreement for the management of blanket licensing agreements. The sample agreement was updated in March 2020, in consultation with IFRRO members, to accommodate new legal obligations, the expectations of users and the business models of rightsholders. In the future, IFRRO plans to develop specific tools to build on this agreement for new licensing areas.
The toolkit focuses on what are known as “Type A” agreements – that is, those agreements through which mandates, information about usage and payments are exchanged to facilitate blanket licences and remunerated exceptions. IFRRO members can and do also enter into what are known as “Type B” Agreements. Under these type of agreements mandates are exchanged however fees typically are not. There are also other variations, such as: “hybrid” agreements, in which one party may be exempted from the obligations to transfer fees to the other RRO for a certain period of time, often used when an RRO is being established; and “milestone” agreements, in which certain agreed actions have to be taken or deliverables have to be met for the agreement to continue after an initial term.
The choice of which type of agreement to use is a matter for the two RROs negotiating the agreement and the rightholders they represent. One RRO may enter into several different types of bilateral agreement, depending on the different countries involved. Many of the drafting suggestions and sample clauses proposed in the sample agreement can equally be used when negotiating Type B or other types of bilateral agreements.
IFRRO sample bilateral agreement and toolkit:
Related IFRRO documents:
- Sample Bilateral Agreement Type B (2006)
- Digital Repertoire Exchange: IFRRO Principles
- Criteria to be observed when soliciting negotiations on bilaterals