[EXECUTIVE] PRODUCER EMPLOYMENT AGREEMENT
(Note: In this agreement, the term “Producer” with a capital “P” could refer to a studio, production company or other financing entity that is engaging the producer’s services.)
DATE: ______
EMPLOYEE: ______
Capacity: [INDIVIDUAL] [EXECUTIVE] PRODUCER
PICTURE: A feature-length theatrical motion picture project tentatively titled "______".
1. Development:
(a) DevelopmentandSupervisoryServices: Commencing on the date hereof, Producer employs Employee as [individual][executive] producer of the Picture to render all customary development services rendered by [individual][executive] producers in the motion picture industry in Los Angeles, California and any additional services reasonably required by Producer in connection therewith. Employee accepts such engagement and agrees to render all development services hereunder on a non-exclusive but first priority and regular in-person basis; provided that Employee shall not render services for Employee's own account or for others which would materially interfere with the development services required by Producer hereunder. Development services shall commence on the date hereof and shall continue until the completion thereof as required by Producer or until abandonment of the Picture or until the Picture is "set for production" (as defined below), whichever occurs first.
(b) AbandonmentofDevelopment: At any time Producer may abandon the development of the Picture, subject to Producer's rights hereunder, at law and in equity. Abandonment shall occur, or be deemed to have occurred, only if and when Producer gives written notice of its election to abandon, or as otherwise specifically provided for in subparagraph 1(d). If Producer abandons the development of the Picture prior to employing the production services of Employee, the Turnaround Provisions of Exhibit "1A" shall be in effect and shall govern the rights and obligations of the parties with respect to the Picture.
(c) ProgresstoProduction: If within 90 days after delivery to Producer of any draft or revised draft of a screenplay developed hereunder, Producer has not: requested revisions therein; engaged (or is not actively seeking to engage) the services of another writer in connection with the Picture; set the Picture for production (as hereinafter defined); or otherwise is not proceeding with production plans for the Picture by, for example, preparing a budget, scouting locations, seeking to engage a director for the Picture, testing proposed cast members, or engaging in other development or preproduction activities, then Employee by written notice to Producer may request that Producer: require further revisions in said existing screenplay material, engage (or actively seek to engage) the services of another writer in connection with the Picture, or otherwise proceed with production plans for the Picture as aforesaid. If within 60 days after Producer's receipt of said notice Producer requires further revisions in said existing screenplay material, engages (or actively is seeking to engage) the services of another writer in connection therewith, or otherwise proceeds with production plans as aforesaid, then said notice shall not constitute a notice under this subparagraph 1(c) for the purpose of subparagraph 1(d) hereof.
(d) EngagementorAbandonment: If the Picture is not "set for production" within 12 months after the date on which Employee gives written notice to Producer in accordance with the provisions of subparagraph 1(c) hereof, Employee may, at any time after the expiration of that 12-month period, by so notifying Producer in writing, require Producer to do one of the following within 10 business days following Producer's receipt of such notice:
(i) By notifying Employee, employ Employee to render the production services hereunder, regardless of whether, or when, the Picture shall be "set for production"; or
(ii) By notifying Employee, abandon production of the Picture, subject to subparagraph 1(b) hereof.
If Producer fails to so notify Employee, Producer shall be deemed to have proceeded under (ii) above. Producer may proceed under (i) above at any time, whether or not Producer has previously proceeded or been deemed to have proceeded under (ii) above, or has abandoned or given notice of abandonment of development or production of the Picture.
(e) "Set For Production": The Picture shall be "set for production" when the final screenplay and budget have been approved by Producer the principal cast members and director have been engaged and a definite start date has been scheduled for commencement of principal photography.
2. Production:
(a) Engagement/Exclusivity: If Producer elects to employ Employee to render production services as [individual][executive] producer of the Picture upon the terms hereof, Employee shall render all customary production services rendered by [individual][executive] producers in the motion picture industry in Los Angeles, California and any additional services reasonably required by Producer in connection therewith. Employee's exclusive production services shall commence 8 weeks prior to the scheduled start date of principal photography and shall continue thereafter throughout the period of principal photography. Thereafter, such services shall be on a non-exclusive but first priority and regular in-person basis through completion of the answer print of the Picture; provided that Employee shall not render any services for Employee's own account, or for others which would materially interfere with the completion of the Picture within the time required by Producer.
(b) Production Services: Employee shall render such production services whenever and wherever Producer requires in a competent, conscientious and professional manner, having due regard for the production of the Picture within the budget and as instructed by Producer in all matters, including those involving artistic taste and judgment. Without limiting the generality of the foregoing:
(i) Employee shall not make any material changes in the final shooting script of the Picture, or in the shooting schedule or budget, without Producer's specified written approval in each case.
(ii) Employee shall not make or authorize any firm commitment for services, rights, credits, facilities, equipment or materials, and shall not use, license or record any music for the Picture, without Producer's specific written consent in each case and all such services, rights, facilities, equipment, materials and music shall be contracted for by Producer in Producer's name. The Picture shall be produced at Producer's studios utilizing Producer's production equipment and services or at such other studios and locations as shall be approved by Producer in writing. All post-production work for the Picture shall be performed at Producer's studios or post-production facilities utilizing Producer's post-production equipment and services (including by way of example, but not limited to, editorial rooms, video operations and rerecording stages).
(iii) Employee shall not render, during the exclusive employment period (including periods of suspension, subject to Paragraph 11 below), any services for Employee's own account, or for others without Producer's written consent in each case.
(iv) Producer shall have the right to review all script changes, artwork, dailies, sound recordings and other materials created in connection with the Picture at such times and places as Producer determines.
(v) Employee shall fully comply with all of Producer's legal clearance procedures with respect to the content of the Picture including, but not limited to, clearance of scripts, props, set dressing and other visual elements.
(vi) Employee shall not arrange for placement of products in the Picture. All requests for product placement shall be referred to Producer.
(c) Further Services: If, after the expiration or termination hereof, Producer requires further services of Employee for retakes, added scenes, visual effects, looping, post-synching, publicity interviews, personal appearances, stills and similar services, Employee shall render such services, subject to Employee's next professional availability, without additional compensation to Employee.
(d) Disposition of Assets: Everything purchased, built, designed or created for the Picture (including, by way of example but without limitation, props, set dressing, set pieces, wardrobe, vehicles, equipment and supplies of all kinds, and original artwork such as sketches, storyboards, renderings, models and blueprints) shall at all times be deemed assets of Producer. Employee shall not sell, give away, promise or otherwise dispose of any such assets without the prior written approval of Producer's senior management. At or before wrap all assets are to be inventoried and returned to Producer either at Producer's studio or at such other place as Producer may designate. Any disposition of assets by Employee contrary to the foregoing shall constitute a breach of this Agreement.
3. Compensation: Subject to Paragraphs 7 and 11 hereof, Employee is not in material default hereunder, Producer shall pay Employee, in full consideration of all Employee’s services rendered, rights granted and representations, warranties and agreements made hereunder, the following compensation:
(a) Development Fee: For the development services referred to in Paragraph 1, $10,000.00 payable:
(i) $5,000.00 upon the later of commencement of Employee's services, and the services of a writer engaged in connection with the Picture to be supervised by Employee, and execution of this Agreement.
(ii) $5,000.00 upon satisfaction of the conditions set forth in subparagraph 3(a)(i) above and the earlier of completion of all development services required by Producer from Employee hereunder, or abandonment of the Picture, or Producer's setting the Picture for production.
All compensation paid pursuant to this subparagraph 3(a) shall constitute a nonreturnable advance against sums payable under subparagraph 3(b) below.
(b) Fixed Compensation: If Producer engages the production services of Employee as [individual][executive] producer for the Picture, $300,000.00 payable:
(i) 20% thereof (less all sums paid pursuant to subparagraph 3(a) above) in approximately equal weekly installments commencing 8 weeks prior to the scheduled commencement of principal photography of the Picture.
(ii) 60% thereof in approximately equal weekly installments throughout the scheduled period of principal photography of the Picture; provided, however, if principal photography has not commenced by the date which is 6 months after the date of payment made under subparagraph 3(b)(i) above, then the installment payments under this subparagraph shall commence on the date which is 6 months after the date of payment made under subparagraph 3(b)(i) above. If Producer elects to proceed under subparagraph 1(d)(i) above, then such installment payments shall be paid at the rate of 3% per week for 20 weeks.
(iii) 10% thereof on completion of dubbing and scoring of the Picture; provided, however, if principal photography has not commenced by the date which is 9 months after the date of payment made under subparagraph 3(b)(i) above, then said 10% shall be payable 9 months after the date of payment made under subparagraph 3(b)(i) above.
(iv) 10% thereof on delivery of the answer print of the completed Picture, provided Employee shall have completed all production services required by Producer; provided, however, if principal photography of the Picture has not commenced by the date which is 12 months after the date of payment made under subparagraph 3(b)(i) above, then said 10% shall be payable 12 months after the date of payment made under subparagraph 3(b)(i) above.
(c) Contingent Compensation: If the Picture as first generally released was produced substantially in whole under the direct supervision of Employee as sole [individual][executive] producer thereof, then Producer will pay Employee the following compensation in accordance with the terms of the applicable exhibit, 7 ½% of 100% of the Picture’s net profits.
(d) Pay or Play. Subject to the provisions of Paragraphs 7 and 11 below, [individual][executive] producer will become “pay or play” for the fixed
compensation described in subparagraph 3(a) above upon commencement of
principal photography.
4. Transportation and Expenses/Additional Benefits:
(a) General: If Employee's principal residence is more than 50 miles from a location where Producer requires development or production services ("overnight location"), Producer shall furnish and pay for, or reimburse Employee for the cost of: (i) round-trip transportation, first class if available, by air if appropriate, between such residence (or from wherever Employee then may be, if closer) and where such services are required; and (ii) all reasonable first-class living expenses Employee incurs, not exceeding $2,500 per week when in major cities such as New York, London or Paris or $2,000 per week elsewhere. Producer's obligation to reimburse Employee for transportation and living expenses shall be subject to Producer's usual expense accounting procedures. Partial weeks shall be prorated on the basis of a 7-day week.
5. Credit: Subject to any applicable guild or union requirements and to subparagraph 5(c) below, Producer shall accord Employee the following credit in connection with the Picture:
(a) PersonalCredit. As [individual] [executive] producer substantially in the form ["Executive Producer ______"] ["Produced By ______"]:
(i) On the screen in all positive prints of the Picture, on a separate card (shared only with other persons receiving credit in the same capacity).
(ii) In paid advertisements, in a size of type not less than 35% of that used for the "Title”.
(b) General: References to the "Title" are to the regular as opposed to the artwork title of the Picture. Any reference to the "main titles" are to the credits, whether before or after the body of the Picture, where the "directed by" credit appears. Credit will be given only if the Picture as first generally released was produced substantially under the direct supervision of Employee as the sole [individual] [executive] producer thereof, and only if this Agreement has not been terminated for Employee's breach. No casual or inadvertent failure to comply with billing requirements, nor the failure of any third party so to comply, shall be a breach of this Agreement. The sole remedy for a breach of any of the billing provisions of this Agreement shall be the recovery of damages in accordance with the dispute resolution provisions set forth below, it being agreed that in no event shall Employee seek or be entitled to injunctive or other equitable relief for breach of any of the billing requirements hereof.
6. Rights:
(a) Ownership: All results and proceeds of every kind of the services heretofore and hereafter to be rendered by Employee in connection with the Picture, including without limitation all ideas, suggestions, themes, plots, stories, characterizations, dialogue, titles and other material, whether in writing or not in writing, at any time heretofore or hereafter created or contributed by Employee which in any way relate to the Picture or to the material on which the Picture will be based (collectively, "Material"), are and shall be deemed to be works made for hire for Producer. Accordingly, Producer is and shall be considered the author and, at all stages of completion, the sole and exclusive owner of the Material and all right, title and interest therein (the "Rights"). The Rights shall include without limitation all copyrights, neighboring rights, trademarks and any and all other ownership and exploitation rights in the Material now or hereafter recognized in any and all territories and jurisdictions including, by way of illustration, production, reproduction, distribution, adaptation, performance, fixation, rental and lending rights, exhibition, broadcast and all other rights of communication to the public, and the right to exploit the Material throughout the universe in perpetuity in all media, markets and languages and in any manner now known or hereafter devised. If under any applicable law the fact that the Material is a work made for hire is not effective to place authorship and ownership of the Material and the Picture and all rights therein in Producer, then to the fullest extent allowable and for the full term of protection otherwise accorded to Employee under such applicable law, Employee hereby assigns and transfers to Producer the Rights and, in connection therewith, any and all right, title and interest of Employee in the Picture and any other works now or hereafter created containing the Material.