Digital Video - March 2008 - (Page 42)

CAMERAS & COURTROOMS BY THOMAS A. CROWELL, ESQ. RULES OF THE GAME AN INSIDE LOOK AT THE PRODUCTION SERVICES AGREEMENT. The next payment, often a quarter of the budget, will be payable on delivery of the rough cut and production insurance binder. The final payment is usually withheld until the approval of all deliverables including the legal deliverables. I’ll explain what these are later in the article. T he recent Writers Guild of America strike has left many people in our industry without a paycheck. However, there is one group that has benefited from the strike: producers of reality TV shows. Probably as a result, when I gave my annual legal topics lecture at last December’s DV Expo in Los Angeles, I fielded a number of questions from reality TV producers desperate to understand the nuances of their very first television production services agreement. It is to this group that I dedicate this month’s column. Many television companies, such as the Discovery Channel, TLC, Lifetime, and the Smithsonian Network, acquire a good portion of their original programming from independent production companies. The production services agreement between the television company and the production company controls both how these programs are produced and what the technical and legal standards are that govern the production. Let’s take a brief look at the most common deal points and clauses found in these agreements. There are others, but these are the most important. ENGAGEMENT/ PRODUCTION SERVICES This paragraph outlines the specific duties required by the producer in producing the program. It typically contains: The tentative title, subject matter, running time, and delivery date of the program. Often, this section will reference a treatment or script that the production company has pitched to the television company. A reference to attached schedule, budget, and production technical and legal specifications. A “key person” clause designating a certain production company employee as the executive producer. Note, this is usually a material provision; in other words, it is critical that this designated person be in charge of the production. No substitutions allowed! A statement that the production company is responsible for all overages. In other words, if you run over budget, you must fund the difference. To counterbalance this, try to negotiate a provision allowing your company to keep any monies left over, if you bring in the project under budget. APPROVALS/REQUIRED ELEMENTS Part of the production specs, this section will detail those elements over which a television company will reserve the right for prior approval. Be very careful here: If the contract requires you to get television company approval over an element, such as the choice of talent, make sure to get that approval prior to hiring that performer! Failure to do so may result in your having to buy that rejected performer out of his contract and pay for the approved performer. Television companies will often require clearances/permissions for and reserve approval rights over the following: Above-the-line and below-the-line personnel. This is typically coupled with a requirement that all talent and above the line personnel grant the rights to use their names, likeness, and biographies for marketing and promotional purposes for the program. All stories outlines, treatments, scripts, and other materials. Photographs, titles, music, rough cut, final cut, and all credit obligations. Composer and music licensing agreements. Usually included is a minimum term for which licensed music must be acquired. Any product-placement agreements. Such agreements will almost always have to be run by the ad sales department of the television company to avoid sponsor conflicts. Any trademarks, copyrights, or other intellectual-property-protected materials shown in the program. THE PARTIES The television company that comissions the program will be one of the parties to the agreement. Your production company will be the other party to the contract. If you have not done so already, you should form a limited liability entity, like an LLC or a Corporation, and have that business entity be a party to the contract, rather than you as an individual. If something goes wrong during the production and the television company decides to sue, it is much better to have your company’s assets on the line rather than your own personal assets. 42 dv march 2007 PAYMENT SCHEDULE/ ACQUISITION PRICE This is the total production budget you will be given. In addition to payment stages and amounts, this will also list conditions that must be fulfilled prior to your getting paid (called conditions precedent). Often, the largest payment, usually one half of the budget or more, will be payable upon execution of the agreement. This article has been prepared for educational and information purposes only and is not legal advice or legal opinion. Only your attorney can advise you which laws are applicable to your specific case and situation. www.dv.com http://www.dv.com

Table of Contents Feed for the Digital Edition of Digital Video - March 2008

Digital Video - March 2008 Contents DV Update Q&A Fest Circuit Instant Expert LP-Micro Light Fusion F2 Drive PPFP-3N Bag Ego Digital Imaging Light KE-79CC Boom & Fuzzy Close-Up: Honoring George Spiro Dibie, ASC Food Fight Key Thoughts on Chroma key DV101 Dynamic Duos First Look: A Big Serve Cameras & Courtrooms Ad Index Production Diary

Digital Video - March 2008

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