|THIS AGREEMENT, effective as of _________, 20__, is made by and between MR. HOLLYWOOD PRODUCER, located at 1234 Hollywood Blvd, Hollywood, CA 90028 (“Producer”), and Steven Screenwriter, located at 123 Main Street, Anywhere, US 95555 (“Writer”), concerning the Writer’s writing services in connection with the motion picture project entitled “_______________” (“Picture”).
The following terms and conditions shall apply:
1. ENGAGEMENT: (a) Writer shall render all services customarily rendered by writers in the motion picture industry and at all times promptly comply with Producer’s reasonable instructions with respect to writing the screenplay for the Picture (“Screenplay”). (b) First-Draft Screenplay: Writer shall write the first-draft screenplay (“First Draft”) based upon material supplied to Writer by Producer (the “Assigned Material”). Writer shall commence writing services upon execution hereof and shall deliver the First Draft to Producer within ten (10) weeks thereafter. (c) Option For Rewrite and Polish: Producer shall have an irrevocable and exclusive option (“Option”), for a period of three (3) weeks after delivery of the First Draft, to engage Writer to write and deliver to Producer a rewrite of the First Draft (“Rewrite”) and a polish (“Polish”) thereof. Producer may exercise said Option by written notice to Writer at any time during the Option period. Writer shall commence Writer’s services with respect to the Rewrite upon exercise of the Option, and shall deliver the Rewrite to Producer, incorporating such changes to the First Draft that Producer may require, no later than four (4) weeks after commencement of services. Producer shall have a period of three (3) weeks from the date of Producer’s actual receipt of the Rewrite (the “Reading Period”) to study the Rewrite and to confer with Writer regarding any changes to the Rewrite which Producer may require. Writer shall commence Writer’s services with respect to the Polish on or before the expiration of the Reading Period, and Writer shall deliver the Polish to Producer, incorporating such changes to the Rewrite that Producer may require, no later than two (2) weeks after commencement of services. Hint: By stating that this is an option, you have the right, but not the obligation, to obtain additional services from this writer. (d) Postponement of Services: Producer may require Writer to postpone writing either the Rewrite or Polish for a maximum period of six (6) months, provided that Producer pay Writer the applicable fixed compensation for such services as if the services had been timely performed. Writer shall render such postponed services when required by Producer, subject only to Writer’s professional availability.
2. EXCLUSIVITY: At all times during the writing periods hereunder, Writer’s services shall be furnished by Writer to Producer on an exclusive basis. At all other times, Writer’s services shall be furnished on a non-exclusive, but first-priority, basis with no other services to materially interfere.
3. COMPENSATION: Upon condition that Writer shall fully perform all material services required to be performed by Writer and that Writer is not in default of this Agreement, Producer agrees to pay to Writer, as full consideration for all services to be performed by Writer hereunder, and for all rights herein granted, and all representations and warranties made, the following sums in the following manner: (a) Fixed Compensation: (1) First Draft. $________, payable one half (½) upon execution of this Agreement and one half (½) upon delivery to Producer of the completed First Draft. (2) Rewrite. In the event Producer exercises Producer’s Option hereunder, Producer shall pay to Writer $_________________, payable one half (½) upon commencement of Writer’s services and one half (½) upon Writer’s delivery to Producer of the completed Rewrite. (3) Polish. In the event Producer exercises Producer’s Option hereunder, Producer shall pay to Writer $_______________ in connection with the Polish, payable upon commencement of Writer’s services in connection therewith. (b) Additional Compensation: If the Picture is produced, writer shall receive two and one-half percent (2.5%) of the final locked budget of the picture (less overhead, insurance, bond, and interest charges) with a ceiling of $_____________ and a floor of $____________, less any amount previously paid to writer, payable on or before the first day of principal photography. (c) Contingent Compensation: An amount equal to ___ percent (X%) of one hundred percent (100%) of the Producer’s share of Net Profits, if any, from the Picture, if Writer receives sole “screenplay by” credit in connection with the Picture, or an amount equal to ________ percent (X.X%) of the Producer’s share of Net Profits, if any, from the Picture, if Writer receives shared “screenplay by” credit in connection with the Picture. “Net Profits” shall be defined, accounted for, and paid in the same manner for Writer as for Producer whether Producer’s contingent compensation is called Net Profits, Adjusted Gross Profits, or otherwise.
4. CREDIT: (a) In the event the Picture is produced and Writer has performed all services required of Writer hereunder, Writer shall be entitled to “screenplay by” credit in connection with the Picture as determined pursuant to Exhibit A. All other matters regarding prominence, placement, form, size, style, and color of Writer’s credits shall be in Producer’s sole discretion. Any paid ad credit to which Writer is entitled hereunder shall be subject to Producer’s and any distributor’s usual and customary exclusions. Nothing herein shall be construed to prevent so-called award or congratulatory or other similar advertising with respect to the material or Picture that omits the name of the Writer. (b) Inadvertent Non-Compliance: No casual or inadvertent failure to comply with the provisions of this Paragraph shall be deemed to be a breach of this Agreement by Producer unless writer gives Producer notice of a failure to comply hereto and Producer fails to exert good-faith efforts to correct prospectively such within a reasonable time thereafter.
5. WORK-MADE-FOR-HIRE: (a) Writer hereby acknowledges that all of the results and proceeds of Writer’s services produced for the Picture hereunder shall constitute a “work-made-for-hire” specially commissioned by Producer and Producer or Producer’s assignee shall own all such results and proceeds. Producer shall have the right to use Writer’s name and approved likeness with respect to distribution and exploitation of the Picture. Producer may make such use of the Picture and distribution of the Picture as Producer, in its sole discretion, shall deem appropriate. (b) If Writer’s services are not recognized as a “work-made for- hire,” Writer hereby irrevocably grants, sells, and assigns to Producer, its successors and assigns, all of Writer’s rights, title, and interest of any kind and nature, in and to the Picture, including, without limitation, all copyrights in connection therewith and all tangible and intangible properties with respect to the Picture, in perpetuity, whether in existence now or as may come into existence in the future. (c) Certificate of Authorship: Writer will execute and deliver to Producer in connection with all such material the Certificate of Authorship attached hereto as Exhibit B. Hint: See comments on that form.
6. WRITER’S INCAPACITY: If, by reason of mental or physical disability, Writer shall be incapacitated from performing or complying with any of the terms or conditions of this Agreement (“Writer’s Incapacity”) for a consecutive period in excess of five (5) days or an aggregate period in excess of seven (7) days during the performance of Writer’s services, then: (a) Suspension: Producer shall have the right to suspend Writer’s services hereunder so long as Writer’s Incapacity shall continue, but in no event shall any suspension hereunder exceed sixty (60) days. (b) Termination: Producer shall have the right to terminate this Agreement and all of Producer’s obligations and liabilities hereunder upon written notice to Writer; except, however, said termination shall not terminate Producer’s obligations and liabilities hereunder with respect to any drafts of the Screenplay delivered by Writer to Producer in conformance with the terms and conditions hereof (including, without limitation, any obligations and liabilities that may have accrued relating to the payment of Additional Compensation and the according of credit hereunder).
7. WRITER’S DEFAULT: If Writer fails or refuses to write, complete, and deliver to Producer any material herein provided for within the respective periods herein specified, or if Writer otherwise fails or re fuses to perform or comply with any of the material terms or conditions hereof other than by reason of Writer’s Incapacity (“Writer’s Default”), then: (a) Suspension: Producer shall have the right to suspend Writer’s services hereunder so long as Writer’s Default shall continue, but in no event shall any suspension hereunder exceed a duration of thirty (30) days. (b) Termination: Producer shall have the right to terminate this Agreement and all of Producer’s obligations and liabilities hereunder upon written notice to Writer; except, however, said termination shall not terminate Producer’s obligations and liabilities hereunder with respect to any drafts of the Screenplay delivered by Writer to Producer prior to Termination in conformance with the terms and conditions hereof (including, without limitation, any obligations and liabilities that may have accrued relating to the payment of Additional Compensation and the according of credit hereunder). (c) Anticipatory Default: Any refusal or statement by Writer implying that Writer will refuse to keep or perform Writer’s obligations and/or agreements hereunder shall constitute a failure to keep and perform such obligations and/or agreements from the date of such refusal or indication of refusal and shall be a Writer’s Default hereunder.
8. TERMINATION RIGHTS: Termination of this Agreement, for any reason whatsoever, shall: (a) Compensation: Terminate Producer’s obligation to pay Writer any further compensation; except, however, said termination shall not terminate Producer’s obligation to compensate Writer as provided hereunder with respect to any drafts of the Screenplay theretofore delivered by Writer to Producer in conformance with the terms and conditions hereof (including, without limitation, any obligation that may have accrued relating to the payment of Additional Compensation hereunder). (b) Refund or Delivery: If termination occurs prior to Writer’s delivery to Producer of the material on which Writer is then currently working, then Writer shall either immediately refund to Producer the compensation which may have been paid to Writer as of that time for such material, or immediately deliver to Producer all of the material then completed or in progress, to be decided in Producer’s sole discretion.
9. SUSPENSION RIGHTS: No compensation shall accrue or become payable to Writer during the period of any suspension. If Producer shall have paid compensation to Writer during any period of Writer’s Incapacity or Writer’s Default, then Producer shall have the right (exercisable at any time) to require Writer to render services hereunder without compensation for a period equal to the period for which Producer shall have paid compensation to Writer during such Writer’s Incapacity of Writer’s Default; unless Writer immediately refunds to Producer said compensation paid to Writer, upon receipt of notice from Producer to commence such services hereunder.
10. WRITER’S RIGHT TO CURE: If any Writer’s Default is inadvertent and reasonably curable, Writer shall have a period of three (3) calendar days from the date of notice of default to cure (one time only) such Writer’s Default; provided that if such Writer’s Default occurs during principal photography of the Picture, Writer’s cure period shall be reduced to twenty-four (24) hours. Any such cure by Writer shall not preclude Producer from exercising any rights or remedies Producer may have hereunder or at law or in equity by reason of Writer’s Default.
A. Screen credit for the screenplay authorship of a feature length photoplay will be worded “Screenplay By” or “Screenplay _________.”
B. Except in unusual cases, screen credit for the screenplay will not be shared by more than two (2) writers and in no case will the names of more than three (3) be used, provided, however, that two (2) established writing teams, recognized and employed as such and of not more than two (2) members each, may share screen credit for the screenplay. The intention and spirit of the award of credits being to emphasize the prestige and importance of the screenplay achievement, the one (1), two (2), or at most three (3) writers or two (2) teams chiefly responsible for the completed work will be the only screenwriters to receive screenplay credit.
C. The only exception to the foregoing shall be a photoplay on which one (1) writer (or a team) writes both the original story and screenplay. In this case, the credit may be worded “Written By.”
D. The term “screenplay” means the final script (as represented on the screen) with individual scenes, full dialogue and camera setups, together with such prior treatment, basic adaptation, continuity, scenario, dialogue, added dialogue or gagging as shall be used in and represent substantial contributions to the final script.
E. The term “photoplay” means a feature-length photoplay.
F. No production executive shall be entitled to share in the screenplay-authorship screen credit unless he does the screenplay writing entirely without the collaboration of any other writer.
G. When more than one (1) writer has substantially contributed to the screenplay authorship of a photoplay, then all such writers will have the right to agree unanimously among themselves as to which one (1) or two (2) or, in exceptional cases, three (3) of them, or two (2) teams of the nature above mentioned, shall receive credit on the screen for the authorship of the screenplay. If at any time during the course of production all such writers so agree, then the Producer will not be obligated to issue the notices specified in Paragraphs K through R of this schedule.
H. The Producer shall have the right to determine in which of the following places the screenplay credit shall appear on the screen: 1. On the main title card of the photoplay, 2. On a title card on which credits are given only for the screenplay, 3. On a title card on which credits are given for the original story, 4. On a title card on which credits are given for the sources of the material upon which the screenplay was based.
I. A writer whose contribution is judged by the Producer to represent a substantial portion of the completed screenplay shall, for the purpose of this Agreement, be considered a substantial contributor. As a substantial contributor, he shall be entitled to participate in the procedure for determination of screen credits.
J. The screen credits and also the work of writers making substantial contributions but not receiving screen credit may be publicized by the Producer.
K. Before the screen credits for screen authorship are finally determined, the Producer will send a written notice to each writer who is a substantial contributor to the screenplay. This notice will state the Producer’s choice of credits on a tentative basis, together with the names of the other substantial contributors and their addresses last known to the Producer.
L. The Producer will make reasonable efforts in good faith to communicate with such writers. No notice will be sent to writers outside the United States or writers who have not filed a forwarding address with the Producer. In the case of remakes, the Producer shall not be under any obligation to send any notice to any writer contributing to the screenplay of the original production unless such writer received screen credit in connection with the original production.
M. The Producer will keep the final determination of screen credits open until a time specified in the notice by the Producer, but such time will not be earlier than six o’clock, p.m., of the fifth business day following dispatch of the notice above specified. If, by the time specified, a written notice of objection to the tentative credits or request to read the script has not been delivered to the Producer from any of the writers concerned, the tentative credits will become final.
N. However, if a protest or request to read the script is received by the Producer from any writer concerned within the time specified in Subdivision M hereof, the Producer will withhold final determination of credits until a time to be specified by the Producer, which time will not be earlier than forty-eight (48) hours after the expiration time specified for the first-notice mentioned in the foregoing paragraphs.
O. Upon receipt of a protest or request to read the script, the Producer will make a copy of the script available for reading at its place of business. The Producer will also notify by fax the writer or writers tentatively designated by the Producer to receive credit, informing them of the new time set for final determination.
P. If, within the time limit set for final determination of credits, exclusive of any writer or writers waiving claim to screen credit, all of the writers entitled to notice have unanimously designated to the Producer in writing the name of the one (1) or two (2) or, in exceptional cases, three (3) writers or two teams to whom screenplay credit shall be given, the Producer will accept such designation. If such designation is not communicated to the Producer within the time above mentioned, the Producer may make the tentative credits final or change them as the Producer sees fit within the requirements as to wording and limitation of names.
Q. The writer shall have no rights or claims of any nature against the Producer growing out of or concerning any determination of credits in the manner herein provided, and all such rights or claims are hereby specifically waived.
R. Any notice specified in the foregoing paragraphs shall be sent by the Producer by faxing, mailing, or delivering the same to the last known address of the writer or may be delivered to the writer personally.
S. In the event that after the screen credits are determined as herein-above provided, material changes are made in the script or photoplay that, in the sole and absolute discretion of the Producer, justify a revision of the screen credits, then the procedure for determining such revised credits will be the same as that provided for the original determination of credits.
T. The writer shall not claim credit for any participation in the screenplay authorship of any photoplay for which the credits are to be determined by the procedure herein provided for prior to the time when such credits have in fact actually been determined, and no writer shall claim credits contrary to such determination.
U. No casual or inadvertent failure to comply with any of the provisions of this Exhibit shall be deemed to be a breach of the contract of employment of the writer, or entitle him to damages or injunctive relief.
CERTIFICATE OF AUTHORSHIP I, __________________, hereby certify that, for good and valuable consideration, receipt of which is hereby acknowledged, I have been commissioned to perform writing services in connection with a motion picture presently entitled “______________” pursuant to an agreement (the “Agreement”) between me and ________________ (“Producer”), dated as of ______________, 20__, and that any and all stories, screenplays, and other material created, composed, submitted, added, or interpolated by me (the “Work”) in connection therewith are “work made for hire” for Producer. I further certify that Producer is the “author” of the Work for all purposes, including, without limitation, the copyright laws of the United States, and the owner of the Work and all of the results and proceeds of my services arising out of or in connection with the Agreement, including, without limitation, the theme, plot, characters, ideas, and story contained in, and all copyrights (and all extensions and renewals of copyrights) in and to the Work, and all rights therein and thereto, including the right known as “droit moral,” and the right to make such changes therein and such uses thereof as Producer may from time to time determine. I hereby waive the benefit of any provision of law known as “droit moral” or any similar or analogous law or decision in any country of the world. I further represent and warrant that the Work (except material furnished to me by or on behalf of Producer) is original with me or in the public domain throughout the universe; to the best of my knowledge does not defame, infringe upon, or violate the rights of privacy, rights of copyright, or other rights of any person or entity; and is not the subject of any litigation or to the best of my knowledge claim that might give rise to litigation.
IN WITNESS WHEREOF, I have executed this Certificate of Authorship as of this ____________, 20__.