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This is an agreement between a production company and a producer that specifies the terms of employment for the producer in the creation of a motion picture. The agreement includes numerous customizable clauses, such as the term of the agreement, compensation, termination, arbitration, and “Exhibit A” where a payment and delivery schedule is included. This agreement is ideal for production companies or producers that want to develop and create a motion picture.
This is an agreement between a production company and a producer that specifies the terms of employment for the producer in the creation of a motion picture. The agreement includes numerous customizable clauses, such as the term of the agreement, compensation, termination, arbitration, and “Exhibit A” where a payment and delivery schedule is included. This agreement is ideal for production companies or producers that want to develop and create a motion picture. FILM PRODUCER AGREEMENT This Agreement (the “Agreement”) is made and entered into on this ____ day of ________________, 201_____ by and between __________________ [NAME OF PRODUCTION COMPANY] of _____________________________ [ADDRESS OF PRODUCTION COMPANY] (the “Production Company”) and ___________________ [NAME OF PRODUCER] of _____________________________ [ADDRESS OF PRODUCER, AND--IF APPLICABLE--THE NAME OF HIS OR HER BUSINESS] (the “Producer”). WHEREAS, the Production Company intends to produce a motion picture currently entitled “________________________” (hereinafter “the Film”); AND WHEREAS, the Production Company wishes to engage the Services of Producer in connection with the production of the Film upon the terms and conditions contained in this Agreement. NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of the mutual covenants and agreements contained in this Agreement, the parties hereby agree as follows: 1. SERVICES (a) Production Company hereby engages the Services of the Producer to render exclusive production and consulting Services to the Production Company in connection with the Film. Producer hereby agrees to render such Services as reasonably required by Production Company and shall comply, at all times during the term of this Agreement, with all reasonable instructions, directions, requests, rules & regulations of Production Company relating to the production of the Film. (b) The Services to be rendered by Producer shall include, but are not limited to, the following: i. conducting auditions and screen tests for proposed artists and other cast members and to fill the various roles for the Film, ii. surveying places for shooting locations, iii. assembling the crew members, iv. photography of the Film, v. supervising and assisting in the editing and sound mixing, © Copyright 2011 Docstoc Inc. 2 vi. assisting in the selection of music for the Film, vii. assisting in the supervision of the final dubbing and scoring, viii. all other post-production requirements of the Film, and ix. performing such other Services as may be reasonably required by the Production Company and that are usually and customarily performed by producers in the motion Film industry. (hereafter collectively referred to as the “Services”) (c) Producer will perform the Services conscientiously and to the full limit of his or her talents and capabilities as reasonably required or desired by Production Company. 2. TERM (a) This Agreement shall commence on ___________________, 201____ (hereinafter, the “Initial Term”), and shall continue for a period of ____________ year(s), unless earlier terminated or extended in accordance with the provisions of this Agreement. (b) The Production Company will have an exclusive and irrevocable option, to extend this Agreement for an additional ___-year period (“Extended Term”), by providing at least ______ days written notice prior to the end of the Initial Term. The Initial Term and the Extended Term are collectively referred to herein as the “Term.” 3. EXCLUSIVITY For and during the Term of this Agreement, Producer agrees to render Services solely and exclusively for the Production Company and will not perform such Services for any other person or entity without the prior written consent of Production Company. 4. COMPENSATION (a) In consideration for the Services provided and the delivery of the deliverables, the Production Company agrees to compensate Producer on the terms and conditions set out in the “Payment and Delivery Schedule” attached hereto as Exhibit A. (b) All payments due shall be due and payable at the time or times specified as set out in the said Exhibit A. Any payment which is not made within thirty (30) days after the date of the invoice shall be deemed to be overdue. Interest on overdue accounts shall accrue at _____% per cent per month. © Copyright 2011 Docstoc Inc. 3 5. CAPACITY TO CONTRACT Producer will not have any right or authority to employ any person in any capacity, nor to enter into any contract on behalf of the Production Company for the purchase or rental of any materials nor shall incur any obligations on behalf of Production Company whereby Production Company is required to pay any monies or incur liability. Notwithstanding the foregoing, Production Company agrees that Producer will have the right to employ persons and make obligations on behalf of Production Company provided such acts are previously approved from the Production Company. 6. CREDIT (a) Provided that Producer shall fully perform all of his obligations hereunder, Producer will be entitled to a screen credit in the main titles on the prints and tape of the Film, and in all paid advertisements. Credit shall read “Produced by __________________________.” [PROVIDE FULL NAME THAT PRODUCER WISHES TO BE DISPLAYED IN SAID CREDITS.] Credit on all prints will appear in the main titles in second or third position from last credit in the same size as the largest credit, other than film title or presentation credit. Nothing herein shall be deemed to restrict Production Company from granting co-producer, associate producer, executive producer or similar producer credits to others. (b) If the Production Company fails to comply with this obligation it shall not be deemed to be a breach of this Agreement. In such an event, Producer's rights shall be limited to seek any damages under applicable law, and Producer shall not have any right to rescind this Agreement or any of the rights granted to Production Company hereunder. Production Company shall, however, upon receipt of written notice of any such breach of its credit obligations, cure such breach on a prospective basis on materials to be created in the future. 7. NAME AND LIKENESS Production Company and its licensees and assigns will have the non-exclusive and perpetual right, but not the obligation, to use and license the use of Producer's name, photograph, approved likeness, other identification and biographical material in connection with the Film and for the purposes of advertising etc. 8. DEATH OR DISABILITY If Producer becomes incapacitated or is prevented from fully performing his Services hereunder by reason of illness, accident, or mental and physical disability and if the production of the Film is hampered or interrupted or interfered with for any event or reason beyond the control of Production Company or any other event of force, Production Company shall have the right to suspend Producer's services and the compensation payable to Producer during the continuance of any such incapacity. In the event any such incapacity continues for a period of seven (7) © Copyright 2011 Docstoc Inc. 4 consecutive days, Production Company shall have the right to terminate Producer's engagement hereunder. In the event that Producer fails, refuses or neglects other than because of incapacity, Production Company shall have the right at any time to suspend or terminate Producer's services. 9. FORCE MAJEURE Neither party hereto shall be responsible for any loss or damages to the other occasioned by delay in the performance or non-performance of any of said party’s obligations when caused by Acts of God, strike, acts of war, inability of supplies or material or labor or any other cause beyond the reasonable control of the said party at any time and the time for performance of any services shall be extended by the period of such delay. In the event if such event of force majeure continues for a period of _______ consecutive weeks, then Production Company may terminate Producer's Services hereunder and Production Company will be obligated to pay Producer only that portion of the Base Salary and Additional Compensation, if any, through the date of termination. 10. CONFIDENTIALITY (a) The Producer hereby agrees to not divulge to any third party or to use except in connection with the Services under this Agreement, any confidential information relating to the Production Company’s business, including without limitation, trade secrets, business plans and financial information, customer data, learned in the course of rendering Services hereunder; (b) This obligation shall not apply to any information which is already disclosed to the public, is already known to the Producer or is not identified as confidential information by the Production Company. (c) The parties hereto agree that the terms of this Agreement shall be treated as strictly confidential other than as may be disclosed by either party to prospective and actual financiers, accountants and lawyers giving advice to the party, or in the course of enforcement of any provision hereof or as required by force of law. 11. INSURANCE Producer agrees that Production Company may, at any time, at Production Company's expense and for Production Company's own benefit, apply for, and take out life, health, accident, and other insurance covering Producer, whether independently or together with others in any reasonable amount which Production Company may deem necessary to protect Production Company's interests hereunder. Production Company shall own all rights in and to such insurance and in the cash values and proceeds thereof and Producer shall not have any right, title, or interest in and to such insurance. Producer agrees to the customary examinations and correctly preparing, signing and delivering such applications and other documents as may be reasonably required. © Copyright 2011 Docstoc Inc. 5 12. WARRANTIES Producer warrants and represents that: (a) Producer is free to enter into this Agreement and to render the required services hereunder. (b) Producer is not subject to any obligation or disability which will or might prevent or interfere with the performance by Producer of all of the covenants, conditions, and agreements to be performed and observed by Producer hereunder, and Producer has not made nor will make any contractual or other commitments which would inhibit the full performance of this Agreement by Producer. (c) This Agreement is not subject to any claim against Production Company or any of its affiliates for fees or commissions by any of Producer's agents or personal representatives or any other person, firm or corporation. (d) The Services and the deliverables provided by Producer pursuant to this Agreement is wholly original to the Producer or the Producer has acquired the necessary rights from third parties to contribute and include same in the Film and no part thereof is taken from, based upon, or adapted from any other literary material, dramatic work or any other program (other than material fully cleared by Producer or in the public domain) and the full use of the Services and the deliverables, or any part thereof, will not, to the best of Producer's knowledge, in any way violate or infringe upon any copyright belonging to any person or entity or constitute a libel or defamation of, or an invasion of the rights of privacy of or otherwise violate or infringe upon any other right or rights whatsoever of any person or entity. (e) To the best of Producer's knowledge, there is no outstanding claim or litigation pending against the title or ownership of the deliverables or any part thereof or in the rights therein. (f) Producer has not made, and will not make any grant or assignment or license to any other person or entity or in any manner encumbered or hypothecated any of the rights herein granted to Production Company with respect to the deliverables, nor has Producer agreed to do so. (g) Producer will not at any time render any services or do any acts which shall derogate from the value of Producer's services rendered pursuant to this Agreement or which shall interfere with the performance of any of Producer's covenants or obligations pursuant to this Agreement. Production Company represents and warrants that: (a) Production Company has the right and capacity to enter into this Agreement, and to fully perform all of its obligations hereunder (b) Production Company is not subject to any other obligations or disabilities which will or might interfere with Production Company's fully complying with this Agreement © Copyright 2011 Docstoc Inc. 6 (c) Production Company has not made, and will not make any grant or assignment which might interfere with the complete enjoyment of the compensation granted to Producer hereunder (d) Production Company will not at any time render any services or do any acts which shall derogate from the value of Production Company's obligations pursuant to this Agreement, or which shall interfere with the performance of any of Production Company's covenants or obligations pursuant to this Agreement. 13. INDEMNIFICATION (a) Producer hereby indemnifies and agrees to hold Production Company, its affiliates, successors and assigns, and their officers, employees, directors, agents and licensees, harmless against any and all claims, liabilities, damages, costs and expenses (including reasonable attorneys' fees) arising out of or in connection with a breach or alleged breach by Producer of any of the warranties, representations or agreements contained in this Agreement. (b) Production Company hereby indemnifies and holds Producer harmless against any and all claims, liabilities, damages, costs and expenses (including reasonable attorneys' fees) arising out of or in connection with a breach or alleged breach by Production Company of any of its warranties, representations or agreements contained in this Agreement. 14. OWNERSHIP (a) The results and proceeds of Producer's Services (Deliverables) hereunder shall be deemed a work-made-for-hire as an employee of Production Company. Production Company will exclusively own all now known or hereafter existing rights of every kind throughout the universe in perpetuity, and in all languages, the results and proceeds of the deliverables that Producer has furnished hereunder, free and clear of any claims by Producer (or anyone claiming under or on behalf of Producer) of any kind or character whatsoever for all now known or hereinafter invented uses, media and forms including, without limitation, all copyrights thereof in and to the film, home video, sequel, remake and allied rights therein. (b) If under any applicable law the fact that the deliverables is a work-made-for-hire is not effective to place authorship and ownership of the deliverables and all rights therein in Production Company, then to the fullest extent allowable and for the full term of protection otherwise accorded to Producer under such applicable law, including without limitation, for the full term of any copyrights, Producer hereby assigns and transfers to Production Company all right, title and interest of Producer in the deliverables. Producer agrees to execute such further instruments as Production Company may from time to time reasonably deem necessary or desirable to evidence, establish, maintain, perfect, protect, enforce or defend its right, title or interest in or to the deliverables. © Copyright 2011 Docstoc Inc. 7 15. EQUITABLE RELIEF Producer acknowledges that the Services to be rendered by Producer under the terms of this Agreement, and the rights and privileges granted to Production Company by Producer herein, are of a special, unique, extraordinary and intellectual character which gives them a peculiar value, the loss of which cannot be reasonably or adequately compensated in damages in any action at law, and that a breach by Producer of any of the provisions contained in this Agreement will cause Production Company irreparable injury and damage. Producer acknowledges that Production Company is entitled to the remedies of injunction, special performance and other equitable relief for a breach of this Agreement by Producer. Such right of equitable relief will not act as a waiver of any other rights or remedies available to Production Company. In the event of breach of this Agreement by Production Company, Producer acknowledges and agrees that under no circumstances will Producer be entitled to injunctive or equitable relief, nor will Producer have the right to rescind this agreement, Producer's sole remedy in the event of such breach is limited to an action at law to recover monetary damages. 16. TERMINATION (a) Either party may terminate this Agreement in the event the other party is in material breach upon ___________ business days’ prior written notice, unless the party receiving notice corrects the default within such ____________ business day period. (b) Production Company may terminate this agreement if the Producer is convicted for any felony or any lesser crime involving the property of Production Company, willful misconduct or gross negligence by Producer in connection with the performance of Producer's obligations under this Agreement. (c) Production Company will have the right to terminate Producer's employment at any time without cause. In the case of termination without cause, Producer will be entitled to all the financial compensation due to him or her under Exhibit A. 17. SUCCESSORS This Agreement will be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns, but Producer will not have the right to assign Producer's interest in this agreement, any rights under this agreement or any duties imposed under this agreement nor will Producer have the right to pledge, hypothecate or otherwise encumber Producer's right to receive compensation hereunder without the prior consent of Production Company. 18. NOTICES © Copyright 2011 Docstoc Inc. 8 All notices, demands, and requests which may be given or which are required to be given by either party to the other, hereunder shall be in writing. Such notices shall be deemed delivered when personally delivered to the address of the party to receive such notice set forth below or, whether actually received or not, five (5) days after having been deposited in any post office or mail receptacle regularly maintained by the United States Government, certified or registered mail, return receipt requested, postage prepaid, properly addressed as follows: If to Producer, at: __________________________ __________________________ If to Production Company, at: ___________________________ ___________________________ 19. INDEPENDENT CONTRACTORS Producer is an independent contractor and will not act as an agent of the Production Company, nor shall this Agreement be interpreted as creating a partnership or joint venture or otherwise. Neither party shall incur any obligation on the other’s behalf, nor commit the other in any manner without the other’s prior written consent. 20. ARBITRATION This Agreement shall be interpreted in accordance with the laws of the State of ____________________ applicable to agreements executed and to be wholly performed therein. 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 thereof, shall be resolved by arbitration in accordance with the rules and procedures of the American Film Marketing Association, as said rules may be amended from time to time with rights of discovery if requested by the arbitrator. Such rules and procedures are incorporated and made a part of this Agreement by reference. If the American Film Marketing Association 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 under its jurisdiction in ____________________ [NAME OF STATE] 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 hereto that they will abide by and perform any award rendered in any arbitration conducted pursuant hereto, that any court having jurisdiction thereof may issue a judgment based upon such award and that the prevailing party in such arbitration and/or confirmation proceeding shall be entitled to recover its © Copyright 2011 Docstoc Inc. 9 reasonable attorneys' fees and expenses. The arbitration will be held in ____________________ [PROVIDE LOCATION WHERE BOTH PARTIES AGREE THAT A DISPUTE 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 Rules. 21. ENTIRE AGREEMENT This Agreement contains the entire understanding between the parties with respect to Producer's engagement by Production Company and supersedes all existing agreements, whether written or oral, between the parties hereto. This Agreement cannot be amended, except in writing, subscribed thereto by Producer and Production Company. 22. NO WAIVER The failure of a party to insist upon strict adherence to any term, condition or other provision of this Agreement will not be considered a waiver or deprive that party of the right to insist upon strict adherence to that term or any other term, condition or other provision of the Agreement. 23. SEVERABILITY AND WAIVER In the event any portion of this Agreement is deemed to be invalid or unenforceable, such portion shall be deemed severed and the parties agree that the remaining portions of this Agreement shall remain in full force and effect. 24. ASSIGNMENT Neither party may assign or otherwise transfer this Agreement without the written consent of the other party. This Agreement shall enure to the benefit of and bind the parties hereto and their respective legal representatives, successors and assigns. 25. SECTION HEADINGS The headings of paragraphs, sections or other subdivisions of this Agreement are for convenience in reference only. They will not be used in any way to govern, limit, modify, construe or otherwise be given any legal effect. 26. COUNTERPARTS This Agreement may be executed in counterparts in the same form and such parts so executed shall together form one original document and be read and construed as if one copy of the © Copyright 2011 Docstoc Inc. 10 Agreement had been executed. Execution and delivery of this Agreement by fax transmission shall constitute legal and binding execution and delivery of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first above written. AGREED TO & ACCEPTED: Producer ______________________________ Production Company ____________________________ I have authority to act on behalf of this company in signing this agreement EXHIBIT A PAYMENT & DELIVERY SCHEDULE © Copyright 2011 Docstoc Inc. 11
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