The commercial side of music, structured to hold its value.
A catalog is an asset — the licensing structure is what makes it revenue.
Sync · Catalog · Royalty
Music IP Strategy & Monetization
The legal framework
Music publishing and licensing is the commercial engine of the music industry — the deals that turn a catalog into recurring revenue, a sync placement into a long-term licensing relationship, and a song into a transferable, financeable asset. We advise music publishing companies, licensing companies, labels, and rights-holding entities on the full range of commercial music transactions: sync and mechanical licenses, royalty and participation structures, catalog acquisitions and sales, copyright ownership and termination exposure, and the IP strategy that governs how a catalog is deployed, protected, and monetized over time. Nashville is a music capital, and our team has deep experience with the commercial side of the industry — the deal structures that determine whether a catalog holds its value across decades or erodes with each agreement.
Sync Licensing
A sync license requires rights from the music publisher (composition) and the master owner (recording) — two separate licenses, each with its own territory, media, term, and fee. We structure and negotiate both sides so placements clear cleanly and revenue flows back to the rights holder.
Royalty Structures
Royalty and participation structures — flat fee, per-unit, percentage, advance against royalties, and controlled-composition caps — determine how catalog revenue flows. We draft the structures that protect long-term value and resist erosion across re-licenses and renewals.
Catalog Acquisitions
Catalog acquisitions require due diligence on ownership chain, registration status, existing licenses, co-ownership, and termination exposure under 17 U.S.C. §§ 203 and 304 — which can significantly affect long-term value. We conduct the diligence and structure the deal to account for it.
Copyright Ownership
Clean copyright ownership — written, signed assignments and valid work-for-hire agreements under 17 U.S.C. §§ 101 and 204 — is the foundation of every catalog. We resolve ownership ambiguity before it becomes a dispute, not after.
What we handle
Sync & Mechanical Licensing
Structuring and negotiating synchronization licenses for film, TV, advertising, and digital media — plus mechanical licenses for reproduction and distribution — across the composition and master rights on both sides of the deal.
Royalty & Participation Structures
Drafting royalty, participation, and revenue-share structures — flat fee, per-unit, percentage, advance against royalties, and controlled-composition provisions — that protect long-term catalog value across re-licenses, renewals, and downstream deals.
Catalog Acquisitions & Sales
Conducting due diligence on ownership chain, registration status, existing license agreements, co-ownership, and termination exposure — and structuring the acquisition to account for the risks and value revealed.
Publishing Administration
Structuring publishing administration and sub-publishing arrangements — territory, term, commission, collection rights, and audit provisions — that govern how a catalog is administered across territories and collecting societies.
Copyright Ownership & Termination
Resolving copyright ownership — joint authorship, work-for-hire status, chain of title, and contributor agreements — and advising on termination exposure under 17 U.S.C. §§ 203 and 304 that can recapture rights transferred decades ago.
Music IP Strategy
Developing portfolio-level IP strategy for music rights holders — registration, enforcement, licensing program design, and the long-term deployment of a catalog across platforms, territories, and revenue streams.
Entertainment & Media
A catalog is an asset — the licensing structure is what makes it revenue. The deal terms written today decide whether a catalog holds its value across decades or erodes with each agreement. We structure them to hold.
— Michael A. Johnson, Shareholder
How we work
Shareholder-led from intake. Counsel that moves as fast as the matter requires — and prepares for the resolution that may never require a courtroom.
Inventory & Valuation
We inventory the catalog — compositions, masters, registrations, existing licenses, co-ownership, and termination exposure — and map the rights landscape that will govern every downstream deal.
Structure & License
We structure and negotiate the licensing and royalty arrangements — sync, mechanical, administration, and participation — that turn the catalog into recurring revenue while preserving long-term ownership and control.
Acquire & Diligence
For catalog acquisitions and sales, we conduct the diligence on ownership and termination exposure, structure the deal to account for it, and close with a clean chain of title and documented risk.
Enforce & Monetize
When rights are infringed or a license is challenged, we enforce through cease-and-desist, DMCA takedown, and federal litigation — and defend clients against overbroad or unsupported infringement claims.
Representative results
Outcomes in this area. Every result depends on its facts; past results do not guarantee a similar outcome.
Multi-Year
Structured a multi-year sync licensing program for a music publishing client — controlling territory, media, term, and reversion to monetize the catalog across film, TV, and advertising while preserving long-term ownership.
Music Publisher · 2024
Diligenced
Conducted due diligence on a catalog acquisition — ownership chain, registration status, existing licenses, and termination exposure under 17 U.S.C. §§ 203 and 304 — and structured the deal to account for the recapture risk revealed.
Catalog Sale · 2023
Re-Structured
Re-structured a royalty and participation arrangement for a rights holder — replacing an eroding per-unit structure with a participation and advance structure that protected long-term catalog value across re-licenses.
Rights Holder · 2025
Michael A. Johnson
Shareholder Nashville
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