Script 1
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legal disclaimer the copyright in and to the sample contracts herein is owned and retained by the originator of the work ("the owner"). these sample contracts and documents have been created for your general information only. the owner, the authors, and the publishers cannot therefore be held responsible for any losses or claims howsoever arising from any use or reproduction. nothing in this document should be construed as legal advice. the information provided and the sample contract and documents are not a substitute for consulting with an experienced entertainment lawyer and receiving counsel based on the facts and circumstances of a particular transaction. furthermore case law and statutes and european and international law and industry practise are subject to change, and differ from country to country. this contract has been compiled by solicitors who wish to emphasise that these notes and agreements are not a substitute for specific legal advice and are designed for very general guidance only.
deed of assignment (original screenplay) this is a guideline only and should not be relied upon without taking legal advice. this deed is made the ..........
day of .............. 19......
between (name, address)
(hereinafter called "the owner") of the one part
and (name, address) (hereinafter called "the purchaser") of the other part. whereas a) the owner is the absolute owner free from encumbrances except as hereinafter mentioned of the copyright and all other rights throughout the world in and to the treatment and screenplay entitled........................... (hereinafter called the "work") written by........................... (hereinafter called the "author", which expression shall if the author and the owner are the same person be construed as a reference to the owner) b) the owner has agreed to grant and assign the producer for the consideration hereafter mentioned the (specify applicable rights) rights in the work throughout the world as hereinafter more particularly mentioned. now this assignment witnesseth 1.1. in consideration of the payment by the purchaser to the owner of the sum of .......................pounds (�..........) (receipt whereof the owner hereby acknowledges) the owner with full title guarantee hereby assigns and grants to the purchaser (specify applicable rights i.e. all rights) (including but not limited to copyright) of whatever description whether now known or in the future existing in and to the work to hold the same unto the purchaser absolutely throughout all parts of the world in which copyright in the work may now subsist or may be acquired and during all renewals, revivals and extensions thereof and thereafter
(in so far as may be or become possible) in perpetuity and except as herein expressly provided to the contrary free from all restrictions and limitations whatsoever including (but not by way of limitation of the generality of the foregoing) free from all so-called "authors rights" or "droit moral" and any similar right now or hereafter accorded by the laws prevailing in any part of the world (including but not limited to any rights pursuant to sections 77 and 80 of the copyright designs and patents act 1988) and the owner hereby expressly waives any so-called "authors rights", droit moral and any such rights. 1.2. without prejudice to the generality of the assignment of rights in clause 1.1 above, the owner hereby confirms and agrees that the assignment of rights hereby made to the purchaser includes any and all rights of communication to the public by satellite, cable retransmission rights and any and all rental and lending rights, whether now or hereafter known or existing in any country of the world, in and to the products of the owner's services hereunder and /or the film (as hereinafter defined) and/or copies thereof and/or any part or version or adaptation of any of the foregoing. 2. (a) as further consideration for the rights hereby granted the purchaser hereby agrees to pay to the owner (i) upon the first day of principal photography of the first or only film made in exercise of the rights hereby granted and not being part of a television series or serial (hereinafter called "the film") the sum of (�...............................) (ii) sums from time to time equal to (....................) percent (....%) of the net profits (as defined below) of the film. for the purposes of this deed the expression "net profits" shall have the same meaning as is accorded thereto in the principal production finance and distribution agreements for the film. 2 (b) the owner agrees that the consideration payable to the owner in accordance with the provisions of this agreement takes into account and includes a payment in respect of all rights of communication to the public by satellite, cable, retransmission rights and any and all rental and lending rights as referred to in clause 1.2. hereof and that the said payment constitutes equitable and adequate consideration for the assignment of satellite, cable and rental and lending rights, and constitutes and satisfies in full any and all rights which the owner has or may at any time have to receive equitable, adequate or other remuneration for the exploitation by satellite and cable and the rental or lending of the products of the owner's services and/or the film and/or copies thereof and/or any part or version or adaptation of any of the foregoing. without prejudice to the provisions of this clause nothing in this agreement shall prevent the owner from being entitled to receive income under collection and other agreements negotiated by recognised collection societies under the laws of any jurisdiction provided that this does not imply any obligation or liability on the part of the purchaser regarding the collection or payment of such monies. 3. the owner hereby represents, warrants and undertakes to and with the purchaser that:a) the owner is the owner and author of the work which was and is wholly original with the author and nothing therein infringes the copyright or any other rights of any third party b) copyright in the work subsists or may be acquired in all countries of the world whose laws now provide for copyright protection and that the owner and the author
have not and will not at any time hereafter do authorise or omit to do anything relating to the work whereby the subsistence of copyright therein or any part of such copyright may be destroyed or otherwise impaired. c) the rights hereby granted are vested in the owner absolutely and neither the owner nor the author or any other predecessor in title of the owner heretofore assigned, licensed, granted or in any way dealt with or encumbered the same so as to derogate from the grant hereby made and that the owner has a good title and full right and authority to make this deed d) the work does not constitute a breach of any duty of confidence owed to any party and does not breach any right of privacy and does not contain any libellous or defamatory statement or matter or innuendo of or reference to any person firm company or incident e) the owner will indemnify and at all times keep the purchaser fully indemnified from and against all actions, claims, proceedings, costs and damages incurred by or awarded against the purchaser or any compensation paid or agreed to be paid by the purchaser on the advice of counsel agreed between the parties hereto (and in default of such agreement within one month from the time such agreement is sought then a counsel decided by the president for the time being of the law society) in consequence of any breach, non-performance or non-observance by the owner of all or any of the covenants, warranties, representations and agreements by the owner contained in this deed f) the owner will and does hereby authorise the purchaser at the purchaser's expense to institute prosecute and defend such proceedings and to do such acts and things as the purchaser in it's sole discretion may deem expedient to protect the rights granted by the owner to the purchaser hereunder and to recover damages and penalties for any infringement of the said rights and insofar as may be necessary in the purchaser's reasonable view to use the name of the owner for or in connection with any of the purposes aforesaid and the owner shall in any such proceeding afford the purchaser all reasonable assistance the purchaser may require at the expense of the purchaser in instituting prosecuting or defending such actions unless the said action is occasioned by some breach or nonperformance by the owner of any covenants or warranties herein contained. 4. for further securing to the purchaser the rights hereby granted the owner hereby undertakes with the purchaser that the owner will at the request and expense of the purchaser do all such further acts and things and execute all such further documents and instruments as the purchaser may from time to time require for the purpose of confirming the purchaser's title to the said rights in any part of the world and the owner hereby appoints the purchaser it's irrevocable attorney-in-fact with the right but not the obligation to do any and all acts and things necessary for the purpose of confirming the purchaser's title at the expense of the purchaser as aforesaid and to execute all such deeds documents and instruments in the name of and on behalf of the owner which appointment shall be deemed a power coupled with an interest and shall be irrevocable. 5. the owner hereby grants to the purchaser the right to use and authorise others to use the name, biography and likeness of the author when exploiting or dealing with the rights hereby granted provided that the author shall not be represented as personally using or recommending any commercial product other than films or other products of the rights hereby granted based upon the work. 6. the purchaser shall not be obliged to exercise any of the rights of copyright and other rights in and to the work or any part thereof granted unto the purchaser hereunder and if the purchaser shall not exercise any of these said rights the
purchaser shall not be liable to the owner in any manner whatsoever. 7. the purchaser shall be fully entitled to negotiate and conclude agreements for the sale performance licensing and other commercial exploitation of the rights hereby granted upon whatever terms the purchaser considers fair and reasonable and shall not be obliged in any way to seek the approval of the owner in connection therewith and the purchaser gives no warranty or representation as to the amount (if any) of any receipts that may arise. 8. a) in the event of a film or films being based upon the work the purchaser shall give the author a single card credit on all copies of any such film or films issued under the control of the purchaser in the form: screenplay written by .......................... provided however that no casual or inadvertent failure by the purchaser to accord the author credit as aforesaid shall be deemed a breach b) the purchaser will incorporate in it's agreements with the distributors or broadcasters of such films as aforesaid a provision obliging such distributor or broadcaster to accord such credits to the author but the failure of any distributor or broadcaster to accord such credits shall not constitute a breach by the purchaser hereof provided however that if the purchaser shall be notified of such failure the purchaser shall use all reasonable endeavours but without incurring material expense to ensure that such failure is remedied by such distributor or broadcaster (as the case may be) 9. all rights assigned by this deed shall be irrevocable under all or any circumstances and shall not be subject to reversion rescission termination or injunction in case of breach of the provisions of this deed by the purchaser including failure to pay any part of the consideration other than the sum payable under clause 1 hereof. the owner's remedies shall be limited to an action at law for damages or for an accounting (if applicable). the purchaser shall not be liable for damages for breach of contract (except for payment of consideration) unless the purchaser has been given reasonable notice and opportunity to adjust or correct the matter complained of and the same has not been adjusted or corrected within a reasonable time following the notice aforesaid. 10. any notices required to be served hereunder shall be deemed to have been duly and properly served if addressed to the owner or purchaser as the case may be and sent in a prepaid envelope or if sent by facsimile transmission to the above address or any subsequent address of the owner or purchaser as the case may be duly notified to the owner or purchaser respectively and acknowledged and the date of service shall be deemed to be the date of delivery in the normal course of posting if posted or the date of sending if sent by facsimile. 11. all sums mentioned herein are exclusive of value added tax that may be payable thereon 12. the purchaser shall be entitled to assign the benefit of this deed to any third party but shall not thereby be relieved of it's obligations hereunder 13. this deed shall be construed and shall take effect in accordance with the laws of england and subject to the exclusive jurisdiction of the english courts in witness whereof the owner and the purchaser have executed this assignment and is hereby delivered as a deed the day and year first above written signed as a deed
by:.................................................... in the presence of:............................................ executed as a deed by:....................................... (limited) acting through it's two directors/director and secretary
deed of assignment (original screenplay) this is a guideline only and should not be relied upon without taking legal advice. this deed is made the ..........
day of .............. 19......
between (name, address)
(hereinafter called "the owner") of the one part
and (name, address) (hereinafter called "the purchaser") of the other part. whereas a) the owner is the absolute owner free from encumbrances except as hereinafter mentioned of the copyright and all other rights throughout the world in and to the treatment and screenplay entitled........................... (hereinafter called the "work") written by........................... (hereinafter called the "author", which expression shall if the author and the owner are the same person be construed as a reference to the owner) b) the owner has agreed to grant and assign the producer for the consideration hereafter mentioned the (specify applicable rights) rights in the work throughout the world as hereinafter more particularly mentioned. now this assignment witnesseth 1.1. in consideration of the payment by the purchaser to the owner of the sum of .......................pounds (�..........) (receipt whereof the owner hereby acknowledges) the owner with full title guarantee hereby assigns and grants to the purchaser (specify applicable rights i.e. all rights) (including but not limited to copyright) of whatever description whether now known or in the future existing in and to the work to hold the same unto the purchaser absolutely throughout all parts of the world in which copyright in the work may now subsist or may be acquired and during all renewals, revivals and extensions thereof and thereafter
(in so far as may be or become possible) in perpetuity and except as herein expressly provided to the contrary free from all restrictions and limitations whatsoever including (but not by way of limitation of the generality of the foregoing) free from all so-called "authors rights" or "droit moral" and any similar right now or hereafter accorded by the laws prevailing in any part of the world (including but not limited to any rights pursuant to sections 77 and 80 of the copyright designs and patents act 1988) and the owner hereby expressly waives any so-called "authors rights", droit moral and any such rights. 1.2. without prejudice to the generality of the assignment of rights in clause 1.1 above, the owner hereby confirms and agrees that the assignment of rights hereby made to the purchaser includes any and all rights of communication to the public by satellite, cable retransmission rights and any and all rental and lending rights, whether now or hereafter known or existing in any country of the world, in and to the products of the owner's services hereunder and /or the film (as hereinafter defined) and/or copies thereof and/or any part or version or adaptation of any of the foregoing. 2. (a) as further consideration for the rights hereby granted the purchaser hereby agrees to pay to the owner (i) upon the first day of principal photography of the first or only film made in exercise of the rights hereby granted and not being part of a television series or serial (hereinafter called "the film") the sum of (�...............................) (ii) sums from time to time equal to (....................) percent (....%) of the net profits (as defined below) of the film. for the purposes of this deed the expression "net profits" shall have the same meaning as is accorded thereto in the principal production finance and distribution agreements for the film. 2 (b) the owner agrees that the consideration payable to the owner in accordance with the provisions of this agreement takes into account and includes a payment in respect of all rights of communication to the public by satellite, cable, retransmission rights and any and all rental and lending rights as referred to in clause 1.2. hereof and that the said payment constitutes equitable and adequate consideration for the assignment of satellite, cable and rental and lending rights, and constitutes and satisfies in full any and all rights which the owner has or may at any time have to receive equitable, adequate or other remuneration for the exploitation by satellite and cable and the rental or lending of the products of the owner's services and/or the film and/or copies thereof and/or any part or version or adaptation of any of the foregoing. without prejudice to the provisions of this clause nothing in this agreement shall prevent the owner from being entitled to receive income under collection and other agreements negotiated by recognised collection societies under the laws of any jurisdiction provided that this does not imply any obligation or liability on the part of the purchaser regarding the collection or payment of such monies. 3. the owner hereby represents, warrants and undertakes to and with the purchaser that:a) the owner is the owner and author of the work which was and is wholly original with the author and nothing therein infringes the copyright or any other rights of any third party b) copyright in the work subsists or may be acquired in all countries of the world whose laws now provide for copyright protection and that the owner and the author
have not and will not at any time hereafter do authorise or omit to do anything relating to the work whereby the subsistence of copyright therein or any part of such copyright may be destroyed or otherwise impaired. c) the rights hereby granted are vested in the owner absolutely and neither the owner nor the author or any other predecessor in title of the owner heretofore assigned, licensed, granted or in any way dealt with or encumbered the same so as to derogate from the grant hereby made and that the owner has a good title and full right and authority to make this deed d) the work does not constitute a breach of any duty of confidence owed to any party and does not breach any right of privacy and does not contain any libellous or defamatory statement or matter or innuendo of or reference to any person firm company or incident e) the owner will indemnify and at all times keep the purchaser fully indemnified from and against all actions, claims, proceedings, costs and damages incurred by or awarded against the purchaser or any compensation paid or agreed to be paid by the purchaser on the advice of counsel agreed between the parties hereto (and in default of such agreement within one month from the time such agreement is sought then a counsel decided by the president for the time being of the law society) in consequence of any breach, non-performance or non-observance by the owner of all or any of the covenants, warranties, representations and agreements by the owner contained in this deed f) the owner will and does hereby authorise the purchaser at the purchaser's expense to institute prosecute and defend such proceedings and to do such acts and things as the purchaser in it's sole discretion may deem expedient to protect the rights granted by the owner to the purchaser hereunder and to recover damages and penalties for any infringement of the said rights and insofar as may be necessary in the purchaser's reasonable view to use the name of the owner for or in connection with any of the purposes aforesaid and the owner shall in any such proceeding afford the purchaser all reasonable assistance the purchaser may require at the expense of the purchaser in instituting prosecuting or defending such actions unless the said action is occasioned by some breach or nonperformance by the owner of any covenants or warranties herein contained. 4. for further securing to the purchaser the rights hereby granted the owner hereby undertakes with the purchaser that the owner will at the request and expense of the purchaser do all such further acts and things and execute all such further documents and instruments as the purchaser may from time to time require for the purpose of confirming the purchaser's title to the said rights in any part of the world and the owner hereby appoints the purchaser it's irrevocable attorney-in-fact with the right but not the obligation to do any and all acts and things necessary for the purpose of confirming the purchaser's title at the expense of the purchaser as aforesaid and to execute all such deeds documents and instruments in the name of and on behalf of the owner which appointment shall be deemed a power coupled with an interest and shall be irrevocable. 5. the owner hereby grants to the purchaser the right to use and authorise others to use the name, biography and likeness of the author when exploiting or dealing with the rights hereby granted provided that the author shall not be represented as personally using or recommending any commercial product other than films or other products of the rights hereby granted based upon the work. 6. the purchaser shall not be obliged to exercise any of the rights of copyright and other rights in and to the work or any part thereof granted unto the purchaser hereunder and if the purchaser shall not exercise any of these said rights the
purchaser shall not be liable to the owner in any manner whatsoever. 7. the purchaser shall be fully entitled to negotiate and conclude agreements for the sale performance licensing and other commercial exploitation of the rights hereby granted upon whatever terms the purchaser considers fair and reasonable and shall not be obliged in any way to seek the approval of the owner in connection therewith and the purchaser gives no warranty or representation as to the amount (if any) of any receipts that may arise. 8. a) in the event of a film or films being based upon the work the purchaser shall give the author a single card credit on all copies of any such film or films issued under the control of the purchaser in the form: screenplay written by .......................... provided however that no casual or inadvertent failure by the purchaser to accord the author credit as aforesaid shall be deemed a breach b) the purchaser will incorporate in it's agreements with the distributors or broadcasters of such films as aforesaid a provision obliging such distributor or broadcaster to accord such credits to the author but the failure of any distributor or broadcaster to accord such credits shall not constitute a breach by the purchaser hereof provided however that if the purchaser shall be notified of such failure the purchaser shall use all reasonable endeavours but without incurring material expense to ensure that such failure is remedied by such distributor or broadcaster (as the case may be) 9. all rights assigned by this deed shall be irrevocable under all or any circumstances and shall not be subject to reversion rescission termination or injunction in case of breach of the provisions of this deed by the purchaser including failure to pay any part of the consideration other than the sum payable under clause 1 hereof. the owner's remedies shall be limited to an action at law for damages or for an accounting (if applicable). the purchaser shall not be liable for damages for breach of contract (except for payment of consideration) unless the purchaser has been given reasonable notice and opportunity to adjust or correct the matter complained of and the same has not been adjusted or corrected within a reasonable time following the notice aforesaid. 10. any notices required to be served hereunder shall be deemed to have been duly and properly served if addressed to the owner or purchaser as the case may be and sent in a prepaid envelope or if sent by facsimile transmission to the above address or any subsequent address of the owner or purchaser as the case may be duly notified to the owner or purchaser respectively and acknowledged and the date of service shall be deemed to be the date of delivery in the normal course of posting if posted or the date of sending if sent by facsimile. 11. all sums mentioned herein are exclusive of value added tax that may be payable thereon 12. the purchaser shall be entitled to assign the benefit of this deed to any third party but shall not thereby be relieved of it's obligations hereunder 13. this deed shall be construed and shall take effect in accordance with the laws of england and subject to the exclusive jurisdiction of the english courts in witness whereof the owner and the purchaser have executed this assignment and is hereby delivered as a deed the day and year first above written signed as a deed
by:.................................................... in the presence of:............................................ executed as a deed by:....................................... (limited) acting through it's two directors/director and secretary
