How complicated a contract?

I always keep it simple.

My suggestion is to go over the contract again and make judgment
on what you can cut out.

Do you really need the first negotiation/last refusal clause? Is
this script being looked at by several companies hoping to
produce the movie?

Is the no obligation clause really needed? Is there a reasonable
possibility that the writer will sue you if you cannot afford to
make the movie?

Maybe you can drop the publicity/use of likeness clause. In you
dealings with this writer do you get the impression he’s not
going to want to have his picture taken or appear on a panel at a
festival? Do you feel he’s not going to want any publicity
connected with the finished movie?

Not having read your six page contract I can’t comment on the
copyright clause, but it should be very simple. The writer
retains all copyright to the script, right? That should simplify
the usual rights reversion (duration of rights) issue.

When no money is changing hands a contract that favors the writer
but leaves out many of the clauses a filmmaker would want is
usually just fine.

Non-Exclusive Limited License

Here is the agreement for the non-exclusive limited license that an author sent me. I'd have to make some changes because I want an exclusive limited license agreement with my author, but thought I'd look at this one as a basis to start from. It seems to weigh very heavily in favor of the writer. Would this be an agreement you would be amenable to sign? Would any filmmaker agree to that last sentence in paragraph 2?

Thanks in advance for any feedback offered!
[I couldn't attach the file, so it is copied and pasted below]



NON-EXCLUSIVE LIMITED FILM RIGHTS LICENSE AGREEMENT

Dated: ________________
When signed by both parties, the following will be a binding Agreement (the "Agreement") between [name of licensee] (the "Filmmaker”) whose address is [address], and [name of writer] (the "Author") whose address is [address], regarding certain limited motion picture rights in and to the literary work of short fiction entitled [title of story] written by Author. [Title of story] was first published in [title of publication] in [year]. This story shall be referred to hereinafter as “the Work.” The following are the terms of the Agreement:

1. In consideration of the payment of the sum of One Dollar ($1.00) and other good and valuable consideration, receipt of which is hereby acknowledged, upon signature of this Agreement by both parties, the Author grants the Filmmaker a non-exclusive limited license to produce one (1) short motion picture which shall not exceed thirty (30) minutes in running time (“the Motion Picture”) and the non-exclusive limited license to release, distribute, exhibit, perform, advertise and otherwise exploit the Motion Picture in its entirety only in any and all media, whether now known or hereafter devised, including without limitation by means of television, theatrically, non-theatrically, cassettes, discs or otherwise.

2. The Author’s grant of rights under this Agreement is in the nature of a non-exclusive limited license only and The Filmmaker shall assume all liability for any use the Filmmaker may make of the Work. The Filmmaker shall indemnify, defend and hold harmless the Author and all parties claiming by, through or under the Author from and against any and all claims, losses, suits, liabilities, damages, costs, expenses (including, without limitation, reasonable attorneys' fees and disbursements) and recoveries (including any amounts paid by the Author in settlement subject to the Filmmakers' approval, not to be unreasonably withheld) arising out of or resulting from the development, production or presentation of the Motion Picture or the exploitation of the Filmmaker's rights in the Motion Picture. The Author shall be named as an additional insured on the Filmmaker's errors and omissions insurance policy and the Filmmaker's general liability policy.

3. The Author reserves all rights not specifically granted to the Filmmaker as stated above, including but not limited to all publishing rights including print, electronic, and audio publishing, all motion picture rights (whether television, theatrical, non-theatrical, cassette, disc or otherwise) and all allied, incidental, merchandising and subsidiary rights, as well as all worldwide copyrights in such rights. The Author also reserves all radio rights, all live dramatic stage rights, all merchandising rights and all rights in and to any Author-written sequels (which term shall also include "prequels")

4. If the Motion Picture is not produced and completed within three (3) years from the date of this Agreement, the non-exclusive limited license to the given story granted under this Agreement shall terminate and be null and void. If the Motion Picture is produced and completed within three (3) years from the date of this Agreement, the Filmmaker will provide the Author with three (3) copies of the Motion Picture on video disk or other similar means of home video or rental distribution by the date three (3) years from the date of this Agreement. If the Filmmaker shall fail to provide such copies of the Motion Picture, this Agreement shall terminate immediately and be null and void and of no further force or effect.

5. The Author will be entitled to credit on the screen on a separate card in the main titles of the Motion Picture following the credit accorded the screenwriter and in the same size, duration and treatment as the credit accorded the screenwriter. If the title of the Motion Picture is the same as the title of the Work, the credit shall read, “Based upon the short story by [Author’s name];” if the title of the Motion Picture is different from the title of the Work, the credit shall read “Based upon the short story ‘[Title of Work]’ by [Author’s name],” as applicable. However, The Author’s name may not be used in any form of presentational credit whatsoever or in any way which implies that he is the creator of the Motion Picture, whether exhibited by itself or in conjunction with other motion pictures. The Author will also receive credit in all paid ads where the screenwriter receives credit (and in the same size, placement and treatment), subject to the usual exclusions for congratulatory and awards advertising for the screenwriter. If the Motion Picture is released on video-cassette, video-disc or other similar means of home video or rental distribution, the Author will receive credit on all such video copies (and the packaging thereof) wherever the screenwriter receives credit (and in the same size, placement, and treatment). If any of the foregoing credit obligations to the Author are not met or if the restriction against presentational credit is breached, this Agreement shall terminate immediately and be null and void and of no further force or effect, and the Filmmaker shall immediately cease any further distribution or exploitation of the Motion Picture. Notwithstanding the foregoing, in the event of any such termination of this Agreement, the Filmmaker’s indemnities of the Author shall survive the termination of this Agreement.

6. The Filmmaker agrees not to use the title “[title of Work]” except as the title of the Motion Picture. If the Filmmaker uses a title other than “[title of Work]” for the Motion Picture, the Author may refer to such other title or titles or use such other title or titles as the title of or in connection with any paperback version and/or other edition including either Work.

7. The Filmmaker may not assign this Agreement or any of the rights granted under it to any person, firm or corporation without the Author’s express, written permission, except that the Filmmaker may assign this Agreement to any LLC in which she is a principal.

8. All notices due the Author under this Agreement shall be sent care of, and all sums of money due him under this Agreement shall be paid to and in the name of his agent, [Agent’s name and Address] (or such other address as may hereafter be designated in writing) and the receipt of the said agent shall be a good and valid discharge of all such indebtedness; and the said agent is hereby empowered by the Author to act on his behalf in all matters arising from and pertaining to this Agreement.

The Filmmaker will be sent three (3) copies of this Agreement which the Filmmaker should sign and return to the Author’s agent, along with the payment set forth in Paragraph 1 in the amount of One Dollar ($1.00), within fifteen (15) business days of the date of the Agreement. Upon the agent’s receipt of the foregoing, the said three (3) copies will be sent to the Author for signature, and when the Author has signed, one (1) fully-executed copy of the Agreement will be returned to the Filmmaker.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and date first written above.


FILMMAKER:________________
[name]

AUTHOR: __________________
[name]

I don't see any problem with this contract... I MIGHT have a problem with 3 years but if the filmmaker really comes off as knowledgeable and confident, I'd probably go with it since it's a short film.

By the same token... As a filmmaker, I wouldn't have a problem adding the author to the insurance.

As the author, that would give ME a little more confidence in the filmmaker...

Just my two cents as usual... LOL.

filmy

If you are going to carry E&O then the author should be covered.
However, if you aren’t going to buy this insurance then you can
take out paragraph 2 altogether.

Do your own due diligence. Make sure there is nothing that will
cause someone watching the movie to want to sue you. Of course
you can’t think of all possibilities, but you can reasonable see
the problem points.

And I agree that 3 years is way too long for a short. If a
filmmaker cannot make a short film within 3 years then it seems
unfair to hold onto the script for that long - taking into
consideration the fee being paid.

Regarding the fee: any way you can pony up $100? That sure gives
the impression that you’re serious.

That's pretty good stuff, Citychik. Amazingly, and I probably shouldn't admit this, but that's the first time I've ever seen a contract related to filmmaking all laid out like that.

Very cool. Thanks.

barnaclelapse said:

That's pretty good stuff, Citychik. Amazingly, and I probably shouldn't admit this, but that's the first time I've ever seen a contract related to filmmaking all laid out like that.

Very cool. Thanks.

Click to expand...

Yeah, you're welcome -- I've not been happy with the contracts I find on the internet either. And I've been looking at a ton of them! Most I find are for much bigger productions and projects than I have in mind.

But see, this one I posted was sent to me by a writer, so it's from a writer's perspective, written by a writer's attorney. And as much as it is very clear and simple enough to understand, there are points it doesn't cover which The Pocket Lawyer for Filmmakers says it should (see my original post for teh clauses I included). I only asked for it to use as a reference and as a jumping off point for the agreement I want with this other writer.

The guy that sent me this has a slew of stories which he makes available to filmmakers to adapt and produce, as long as they are willing to accept that there could be any number of adaptations out there of the same work - that's why he only offers non-exclusive agreements. The agreement I wrote would actually be exclusive. Using this contract, the book I mentioned, and other books with sample contracts that can be reviewed on Google Books, I drew up <i>my</i> agreement, and it's even more comprehensive than the one I posted here because I'm trying to write it from a filmmaker's point of view.

But I'm afraid I went into too much detail, and I think what I came up with would be more for a feature rather than a short. But I want to make a very high quality short that is well-made and really... boffo.

So, should I post the one I wrote here for some more opinions?