From PLI’s Course Handbook

Counseling Clients in the Entertainment Industry 2008

#14758

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20

television writer agreement

Karen Levinson

John Silberman Associates P.C.

Submitted by:

Kenneth M. Kaufman

Skadden, Arps, Slate, Meagher & Flom LLP


WRITER AGREEMENT

THIS AGREEMENT, dated as of [date] is between [name of Writer] (‘Writer”) and [name of company/network] (“Company”) in connection with a proposed two hour [television program or motion picture] (the “Picture”) presently entitled [name of project], intended for initial exhibition [on television].

1.  SERVICES

Company has engaged Writer to write a story, and teleplay (including a first draft, two sets of revisions and a polish) (the “Work”) [based upon assigned material] for the Picture. The Work must be delivered to Company’s designee [name and address] on such dates as Company may designate and/or to any other person(s) as may from time to time be designated by Company by notice to Writer. At any time during which Writer is required to perform writing services hereunder, Writer shall perform services for Company on an exclusive basis.

2. FEE

(a) Writer will be paid a fee of [amount] payable as follows:

Notwithstanding the foregoing, no amounts shall be due and payable unless and until Company receives the signed Certificate of Authorship attached hereto as Exhibit A, and all documents required by the Immigration Reform and Control Act of 1986, including, without limitation, an executed Form I – 9.

(b) If Company produces the Picture and if Writer receives sole “written by” or “teleplay by” credit, Writer will receive a production bonus of [amount]. If Writer shares such credit with any other writer(s), Writer will receive a production bonus of [amount]. The production bonus shall be payable to the Writer (if at all) within 10 days of the final determination of writing credits for the Picture.

3. CREDIT

Except as provided herein, all matters relating to credit shall be at Company’s sole discretion; provided however, that no casual or inadvertent failure to give credit shall be deemed a breach of this agreement. After receipt of Writer’s written and detailed notice of any credit error, Company shall make reasonable efforts, if not unduly expensive, to prospectively correct any such credit error with respect to prints and/or advertisements made after Company’s receipt of such notice.

4. REMAKES; SEQUELS [****OPTIONAL*****]

If Writer is not in breach of this Agreement; Writer receives sole writing credit in connection with the Picture; Writer is available to render services when Company requires and Writer is actively engaged as a Writer in the theatrical or television motion picture industry, and Company intends to produce, within seven (7) years from the date of this Agreement or five years from the initial exhibiition of the Picture, whichever is later, a remake or sequel based on the Picture for [network television/theatrical motion picture] exhibition in the United States (a “Subsequent Picture”), then, subject to network approval, Company and Writer will negotiate in good faith for a period of thirty (30) days with regard to Writer’s writing services on such Subsequent Picture. If Company and Writer fail to reach an agreement within such thirty (30) day period, Company may engage a third party to perform such writing services and shall have no further obligation to Writer.

5. REPRESENTATIONS AND WARRANTIES

(a) Except with respect to material furnished to Writer by Company or material in the public domain, Writer is the sole author of the Work; the Work shall be wholly original with Writer and not copied in whole or in part from any other work; the Work was specifically ordered and commissioned by Company for use as part of a motion picture or audiovisual work and as such is a ”work made for hire” as such term is used in the United States Copyright Act and Company is and shall be the sole and exclusive owner of the Work for all purposes throughout the universe in perpetuity. The Work shall not violate or infringe upon any rights of privacy of, or libel, slander or defame, any person, firm or corporation; the Work shall not violate, conflict with or infringe upon, any other rights whatsoever, (including, without limitation, any copyright, literary, dramatic or common law rights); or violate any law or regulation, including, without limitation, Section 508 of the Federal Communications Act.

(b) Writer has the right to enter into this Agreement and to grant the rights herein granted; Writer will not make any grant, assignment or agreement which will conflict or interfere with the rights granted Company hereunder.

6. INDEMNITY

(a) Writer shall indemnify and hold harmless Company, its licensees and assigns, from and against all judgments, damages, costs and expenses (including reasonable outside legal fees) arising out of or in connection with Company’s use of the material written by Writer or any breach of any of Writer’s representations and warranties.

(b) Company shall indemnify and hold harmless Writer, from and against any claims arising out of material furnished to Writer by Company, or out of any change made by Company to the Work, or claims arising in connection with the development, production and exploitation of the Picture, other than those covered by Writer’s indemnity in Paragraph 8(a).

7. NO OBLIGATION

Notwithstanding any other provision of this Agreement, Company has no obligation to use the Work or the results and proceeds of Writer’s services or to include the results and proceeds of Writer’s services in any television program or other audio-visual production, including, without limitation, the Picture, or to exercise any of the rights granted to Company hereunder. If the Picture is not produced or released or, if Company elects not to use the Work or any of the results and proceeds of Writer’s services, Company’s obligations to Writer pursuant to this Agreement shall be fully performed by payment to Writer of the compensation set forth in Paragraph 2(a) above.

8. TRAVEL AND EXPENSES [****OPTIONAL****]

If Writer is required to render services at a location more than one hundred miles from Writer’s place of residence( “Distant Location”), Company shall provide Writer with the following:

(a)  One round trip, first-class transportation (if actually used by Writer), by air, if appropriate, first-class, if available, from Writer’s principal place of residence to such Distant Location;

(b)  Living accommodations at a hotel of Company’s choice; and

(c)  For all of Writer’s meals and expenses a per diem of $ a day in major cities (i.e. New York, London, Paris, Tokyo) and $ in all other cities for each day that Writer is required to be in a Distant Location.

9. RIGHTS

Writer hereby grants Company all rights of whatsoever kind and nature, whether now known or hereafter devised, in and to the Work. All material of whatever kind or nature furnished by Writer under this Agreement and/or in connection with the Picture and all of the results and proceeds of Writer’s services hereunder are and will be created by Writer as a “work-made-for–hire” specially ordered and commissioned by Company for use as part of the Picture, with Company being deemed the sole author of the Work and the owner of all rights of every kind and nature, whether now known or hereafter devised. (including, but not limited to, all copyrights and all extensions and renewals of copyrights). The Work shall be the sole property of Company and Writer hereby waives all rights of “droit moral” and similar rights in and to the Work. In its sole discretion, Company may add to or subtract from the Work and may combine the Work with material written by others. Without limiting the foregoing, Company shall have the irrevocable right to use, change, modify, exhibit and exploit the Picture and the Work and any part thereof in any manner and in any and all media, whether now known or hereafter devised, throughout the universe in perpetuity in any and all languages as Company shall determine in its sole discretion.

10.  UNION OR GUILD AGREEMENT

In the event that this Agreement should be subject to any union or guild agreement (including, without limitation, the Writers Guild of America Minimum Basic Agreement), then (a) any and all sums paid or payable pursuant to this agreement shall apply, to the maximum extent possible, toward the payment of any and all sums which may be payable under said union or guild agreement (which shall be at the minimum union or guild rates); and (b) we shall have the maximum rights and benefits permitted under said union or guild agreement.

11.  PLUGOLA AND PAYOLA

Writer acknowledges that it is a crime to accept or pay any money, service or other valuable consideration for the inclusion of any plug, reference, product identification or other matter as a part of a television Picture unless there is full disclosure as required by the applicable sections of the Federal Communications Act. Writer will not accept or pay any such consideration or agree to do so, and any breach of this Paragraph 11 will give Company the right to terminate this Agreement.

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12.  CONTINGENCIES

Writer’s services and the accrual of Writer’s compensation and the running of any time periods provided for under this Agreement shall be suspended without notice during all periods that (i) Writer is unable to render services under this Agreement due to illness or incapacity or (ii) Writer fails or refuses to perform under this Agreement (including without limitation due to any strike or labor dispute governing Writer’s services) or Writer is otherwise in default of this Agreement or (iii) if, prior to the completion of Writer’s services, development or production of the Picture is prevented or materially interrupted because of an event of force majeure (e.g. any strike or labor dispute, fire, war, governmental action or proceeding or any other unexpected or disruptive event sufficient to excuse performance of this Agreement as a matter of law) or by reason of the death or illness or incapacity of cast members or other key personnel on the Picture. Such suspension shall continue until the cessation of the event giving rise to the suspension and for such reasonable period of time thereafter as Company may require to reschedule Writer’s services or to recommence development or production of the Picture. If any illness or incapacity exists for seven (7) or more consecutive days or fourteen (14) days in the aggregate, or if any event of force majeure exists for four (4) or more weeks or if Writer is in material breach of this Agreement, Company may terminate this Agreement, and shall thereafter have no further obligation to Writer other than the payment of any compensation theretofore accrued and earned. Any suspension or termination under this Agreement shall be in addition to all other rights and remedies available to Company under this Agreement or in law or in equity.

13.  SERVICES UNIQUE

It is understood and agreed that the services to be rendered by Writer hereunder and the rights and privileges herein granted to Company by Writer are of a special, unique, unusual extraordinary and intellectual character which gives them a particular value, the loss of which cannot be reasonably or adequately compensated for in damages in an action at law, and a breach by Writer of any of the provisions contained in this document will cause Company irreparable injury and damage. Writer therefore expressly agrees that Company shall be entitled to injunctive and such other equitable relief as may be necessary or appropriate to prevent a breach of this Agreement or any part thereof by Writer and to secure its enforcement. Writer acknowledges that in the event of a breach of any of Company’s obligations hereunder, the damage (if any) caused Writer thereby shall not be irreparable or otherwise sufficient to give rise to a right of injunctive or other equitable relief and Writer acknowledges that in the event of a breach of this Agreement by Company, Writer’s rights and remedies shall be limited, if any, to the right to recover damages in an action at law and shall not include the right to any injunctive relief.

14.  LIKENESS

Writer hereby grants Company the nonexclusive right to use and to license others to use Writer’s name, likeness and biography for informational purposes and in connection with the advertising and publicizing of the Work and the Picture; provided that in no event shall Company use or grant any person the right to use any direct endorsement by Writer of any product or service without Writer’s prior written consent.

15.  PREMIERE [****OPTIONAL****]

Provided Writer is not in default of this Agreement and has received sole or shared “Written by” or [“Screenplay by”/“Teleplay by”] credit on the Picture, Company agrees to invite Writer and a guest to one U.S. celebrity premiere, if any, of the Picture.

16.  VIDEOCASSETTE/DVD [****OPTIONAL****]

Provided Writer is not in default of this Agreement, Company shall furnish to Writer one videocassette and one DVD copy of the Picture if and when the same are manufactured and are commercially available to the general public. Writer hereby agrees that such copies may be used only for personal, library and reference purposes and further agrees to execute Company’s standard “private use” letter in connection therewith.

17.  ANNOTATION

If any material written hereunder is based, in whole or in part, on any real person, whether living or dead, and/or any actual event or incident, Writer shall deliver, together with the Work, a full and accurate annotation identifying the source of all factual material contained therein.