Co-production Agreement - TV Series

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Co-production Agreement - TV Series Powered By Docstoc
					This is an agreement wherein two parties agree to jointly produce a television series.
Important clauses contained in the agreement include a financing clause, services
provided, budget, net profits and distribution, credit, copyright, accounting, assignment,
agency, confidentiality, warranties, breach, arbitration, notices, entire understand
clause, and a severability clause. This agreement contains both standard clauses as
well as opportunities for customization to ensure that the understandings of the parties
are properly set forth. Use this form when co-producing a television series with another
producer.
                       CO-PRODUCTION AGREEMENT

This CO-PRODUCTION AGREEMENT made effective as of this ______________ day of
____________________, 201________ between _________________ [NAME OF FIRST
PRODUCER] of                ____________ [NAME OF PRODUCER ONE'S BUSINESS],
at___________________ [ADDRESS OF FIRST PRODUCER] (“Producer 1”), and
_________________ [NAME OF SECOND PRODUCER] of                         ________________
[NAME OF PRODUCER TWO'S BUSINESS], at __________________ [ADDRESS OF
SECOND PRODUCER] (“Producer 2”)
{Instruction: Use personal name of producers, if they are individuals. Use business name(s),
if either is a business. Use business address(es) or personal residence address(es) for both
parties, as appropriate.}

WHEREAS Producer 1 and Producer 2 desires to work together in the production and
development of a television series tentatively entitled ___________________________
[PROVIDE NAME OF THE SERIES] (the “Series”).


NOW THEREFORE it is mutually agreed by and between the parties hereto as follows:


1. FINANCING

Producer 1 shall use its best efforts to secure funding for the production, distribution and
exploitation of the Series. Producer 1 shall have sole and exclusive control over the disbursement
of monies for all expenses incurred in connection with the production, marketing and distribution
of the Series. However Producer 1 shall not be responsible to for the production of the Series


2. SERVICES PROVIDED

Producer 2 shall provide consultative and administrative services including but not limited to the
following:

a) making necessary arrangements within the set budget limit, for the facilities, equipment and
personnel required for the production of the Series;

b) procuring all necessary historical data, photographs, audio tapes and literature from artists and
other persons required for the Series;

c) procure a fully executed depiction and location release at no extra compensation from any
persons appearing in the Series;




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d) use its best efforts to arrange for the marketing, promotion and sale of the Series by broadcast,
cable, home video rights in the following territories ____________________ [PROVIDE
LOCATION DETAILS], and

e) use best efforts to find and hire advertising sponsors for the Series.


3. BUDGET

Producer 1 shall be responsible for preparing a estimate line item budget for the Series, detailing
the total estimated cost required to produce the Series (the “Budget”). The Budget will be pre
approved by both Producer 1 and Producer 2 in writing. Actual costs for each item shall not
exceed the maximum amount allocated under the respective line item of the approved Budget.
The Budget may be altered or changed only upon prior written approval from both the parties.


4. NET PROFITS AND DISTRIBUTION

The parties hereto agree that if the Series is produced and proves to be commercially
advantageous to them, the parties shall enter into a distribution agreement with a distribution
company to provide to distribute and exploit the Series. The Parties agree that all Net Profits
received from the exploitation of the Series shall be shared as follows:

50% to Producer 1 and 50% to Producer 2.

“Net Profits” shall mean all gross revenues actually received by or on behalf of the parties from
all sources worldwide by commercial exploitation of the Series produced hereunder, following
the deduction of any fees and expenses related to the Series.


5. CREDIT

For each episode of the Series the Producer 1 & Producer 2 shall be entitled to a screen credit on
a single card in the main titles in the position immediately following the introduction of the
episode, the credit shall read: “_________________________________________”
{Instruction: Provide the wording of the card/title that reflects both Parties' agreement on the
appearance of this producing credit.}


6. COPYRIGHT

All copyrights and other intellectual property rights, title and interest in and to the Series and any
materials derived therefrom or created in connection with the Series, including without
limitation, all rights in all forms of television including without limitation free, syndication,
network, basic and/or pay cable television exhibition, and all resulting allied and subsidiary
rights, shall be owned jointly and equally by Producer 1 and Producer 2.



© Copyright 2011 Docstoc Inc.                                                             3
7. ACCOUNTING

Producer 2 shall have the right to inspect and take copies of the accounts books and records
maintained by Producer 1 at all times by providing reasonable notice. Producer 2 shall provide
Producer 1 with quarterly accounting statements from the day the Series starts generating any
revenue.


8. ASSIGNMENT

Neither party may assign their rights and obligations pursuant to this Agreement without the
prior written consent of the other.


9. AGENCY

It is hereby agreed and understood between the parties that the relationship between the parties is
that of an independent contractor. Each party shall be solely responsible for payment of all of its
taxes and insurance if any, applicable under existing laws, including, but not limited to, social
security taxes, and federal, state and local taxes. The parties further acknowledge that no
employer employee or agency relationship is formed hereunder. Further, nothing in this
Agreement shall be construed as to prohibit any of the parties from pursuing any other
production related activities, except to the extent such activities would conflict with the duties to
be performed hereunder.


10. CONFIDENTIALITY

Confidential Matter shall mean and include any and all ideas, information, formats, methods,
procedures, data, or other matter which may be disclosed by one party to another, or which one
party may learn or observe in the course and scope of its work hereunder including but not
limited to business strategies, cost structure, rate card information, client lists, any contractual
terms, fees, etc are private, confidential, and proprietary trade secrets belonging to each party,
respectively. Each party provides the Confidential Matter to the other in strict and complete trust
and confidence. Each party agrees to hold the Confidential Matter provided hereunder in trust
and confidence, the parties hereto shall not make any copies nor shall disclose the Confidential
Matter to any other third persons, and further the parties shall not use the Confidential Matter
without obtaining prior written consent of the other party unless such use or disclosure is
necessary for the successful completion of the services contemplated by this Agreement. This
provision shall survive the expiration or termination of this Agreement.


11. WARRANTIES




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Each party to this Agreement warrants and represents that it has full authority and is free to enter
into this Agreement; and the production of the Series will not violate or infringe any copyrights
or privacy rights of any person, company or corporation. The parties hereto agree to hold each
other harmless from any breach of the warranties contained hereunder, and indemnify each other
against any claims, damages and reasonable attorney's fees.


12. BREACH

In the event if either party fails to perform any of its obligations under this agreement, the non-
defaulting party shall have the right to terminate this Agreement by providing ______________
days written notice to the defaulting party detailing the said breach, and if the defaulting party
fails to cure the said breach within the time period specified in the said notice.


13. ARBITRATION

This Agreement shall be interpreted in accordance with the laws of the State of
_____________________. Any controversy or claim arising out of or in relation to this
Agreement or the validity, construction or performance of this Agreement, or the breach of this
Agreement, shall be resolved by arbitration in accordance with the rules and procedures of
AFMA. If AFMA shall refuse to accept jurisdiction of such dispute, then the parties agree to
arbitrate such matter before and in accordance with the rules of the American Arbitration
Association (AAA) under its jurisdiction, before a single arbitrator familiar with entertainment
law. The parties shall have the right to engage in pre-hearing discovery in connection with such
arbitration proceedings. The parties agree that they will abide by any award rendered in any
arbitration conducted pursuant to this Agreement. The arbitration will be held in
____________________ [PROVIDE A LOCATION WHERE BOTH PARTIES AGREE
THAT ANY DISPUTE OR DISAGREEMENT WILL BE HEARD], and any award shall be
final, binding and non-appealable. The Parties agree to accept service of process in accordance
with the AFMA or AAA Rules.
{Instruction: Parties can put a county in the space above, to evidence where they agree an
arbitration will be heard. Parties can also agree to a specific city or town within this county; if
so, this more-specific location should also be put in the space, above, in this paragraph.}

14. NOTICES

All notices, correspondence, writings, statements or other communication required or permitted
to be given hereunder by either of the parties to the other of them shall be given, made or
communicated, as the case may be, by personally delivering the same, by telex, telegram or
electronic facsimile transfer, or by registered or certified mail, first-class, postage prepaid, return
receipt requested, addressed to the recipient as follows:

TO PRODUCER 1, at:

_____________________



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_____________________

_____________________

TO PRODUCER 2, at:

_____________________

_____________________

_____________________

Both parties reserve the right to change the address of service at any time, with notice in writing
to the receiving party.

15. ENTIRE UNDERSTANDING

This Agreement contains the entire understanding of the parties with respect to the subject matter
hereof; it may not be changed or amended except in writing signed by the parties. This
Agreement shall inure to the benefit of, and shall be binding upon, the successors, heirs,
executors and administrators of the parties.

16. SEVERABILITY

In the event that any one or more of the provisions contained herein, or the application thereof in
any circumstance, is held invalid, illegal or unenforceable in any
jurisdiction, the validity, legality and enforceability of any such provision in such jurisdiction in
any other respect and of the remaining provisions herein shall not be affected or impaired
thereby.


IN WITNESS WHEREOF, the parties have executed this Agreement as on the day and year first
written above.


AGREED TO AND ACCEPTED:

_______________________
Producer 1

_______________________
Producer 2




© Copyright 2011 Docstoc Inc.                                                            6

				
DOCUMENT INFO
Description: This is an agreement wherein two parties agree to jointly produce a television series.  Important clauses contained in the agreement include a financing clause, services provided, budget, net profits and distribution, credit, copyright, accounting, assignment, agency, confidentiality, warranties, breach, arbitration, notices, entire understand clause, and a severability clause.  This agreement contains both standard clauses as well as opportunities for customization to ensure that the understandings of the parties are properly set forth.  Use this form when co-producing a television series with another producer.