I need advice on co-production of a project.

[Reggie Moser]

I do understand that an attorney will have all the answers but I just wanted to see if I'm going in the right direction of my thoughts....... If my production is looking to produce a project that I have written with another project..I will be directing and producing and the other production company will be funding the project......Normally how is the type of venture handle? Do I retain 100% of the rights since the idea originated with me and the other production company will stand to make their investment back plus agreed upon profit?.....or is it split 51-49% or 50-50%?.....I imagine its all based on what I agree with the other company but I just needed an opinion before consulting an attorney......
Thanks,
Reggie

[Steve House]

You mentioned "rights" and by that I presume you mean a copyright interest in the final production. Note that ideas are not copyrightable and so you actually have no rights at all to any programs produced based on your ideas if your contribution is limited to the ideas alone. The only thing that counts is the tangible expression of those ideas ... a program that is in the can is copyright and owned by the person who made it but a person who merely came up with the idea that the program is based on has no rights to the show whatsoever.

[Reggie Moser]

Thanks for responding Steve....please allow me to clarify a little more.......I'm responsible for writing the script as well as producing the project..i.e...casting, crew, equipment, etc.......They are responsible for the financial investment to cover any production cost..........According to your response who owns the rights in a situation such as this? Distributors like MGM and Universal arrangements like this all the time of course on a much bigger scale. Normally will the agreement be that they only recieve their investment back plus agreed upon profit?

Thanks,
Reggie

[Adam Gold]

The problem here is you're mixing up a bunch of concepts. How any potential money is divided up is different than who "owns the rights."

For the former, it's all about what you negotiate. Talk to a lawyer.

The latter is different. If you wrote the screenplay, you might or might not own the copyright to that depending upon your relationship to the others involved, financial and otherwise. The finished movie might be "owned" by someone else depending upon how much creative control everyone had and what you've negotiated in terms of assigning rights to one another. (A "Line" producer -- the one who typically handles all the logistics you're listed, like lining up equipment and securing locations and stuff like that, never "owns" the movie.)

And a distribution deal is different; the distributor gets a distribution fee but isn't necessarily guaranteed any "profit" -- no one is.

Really, just get a good lawyer and/or agent.

[Reggie Moser]

Thanks Adam, I will definitely get with an Attorney....I know deals are done differently all the time.....Thanks for the advice

[Sareesh Sudhakaran]

Originally Posted by Reggie Moser

Do I retain 100% of the rights since the idea originated with me and the other production company will stand to make their investment back plus agreed upon profit?

This is not legal advice and you should consult your lawyer in your country. However:

You always keep the full rights. You can only 'license' the right to another party for exploitation. But if your 'license' contract stipulates and covers eternity and all possible media, it's as good as giving away the rights, don't you think?

By law, on paper, artists and creative people are 'protected'. But the people having the fat wallet have learnt many ways to negate that right...like the soul that is always yours but can still be sold to the devil for a fee. Don't be surprised when the guys with the money want everything. If you are an unknown, they'll probably get it, too. It's part of the game.

[Steve House]

Originally Posted by Reggie Moser

Thanks for responding Steve....please allow me to clarify a little more.......I'm responsible for writing the script as well as producing the project..i.e...casting, crew, equipment, etc.......They are responsible for the financial investment to cover any production cost..........According to your response who owns the rights in a situation such as this? Distributors like MGM and Universal arrangements like this all the time of course on a much bigger scale. Normally will the agreement be that they only recieve their investment back plus agreed upon profit?

Thanks,
Reggie

You own the rights to the script and they need to license it from you on whatever terms you negotiate in order for them to make a film from it. But if all you do is write the script that they subsequently license, they own the copyright on the resulting film. Whether you also have a copyright interest in the film depends on just what role you actually played in its production - how much creative input you had in the creation of the film, in contrast to creation of the script - and only an attorney can answer that for you. If you an auteur filmmaker (Auteur theory - Wikipedia, the free encyclopedia) calling all the shots and crafting the film to your vision and the other party is only investing the money, you are the creator and would be the copyright holder. If they are the production company and have hired you to handle administrative details like hiring the crew, and they have hired people (you or others) to be the director, DP, etc, it becomes a work for hire, they are legally the creators of the film, and they would be the copyright holder. You really have to go over the details of your deal with your attorney to get a proper opinion as it does depend in large measure on those details.

[Reggie Moser]

Thanks Sareesh and Steve...very good info. I knew I was on the right track...Thanks again.
Reggie

[Steve House]

Just one big caveat about Saressh's post and that is that no one owns the "rights" to the IDEAS behind the script becaus there are no copyright on ideas. It's only the tangible EXPRESSION of those ideas that can have a copyright. The idea of Boy Meets Girl on a Big Boat is not copyrightable but the script to "Titanic" is/.

[Craig Parkes]

Sareesh's statement is not accurate so far as he says "You always keep the full rights". You can transfer rights as well as license rights. A transfer is a transfer - while all media and perpetuity is a term that gets thrown around, but it's not the only way to lose all rights in a project, or enough rights that you have no way of exploiting your project so you may as well have given it all away.

Transfer of copyright in a work can be complete and irrevocable in most jurisdictions (with exception to Moral Rights in some jurisdictions but not all) if that is what the contracts say - so what it all comes down to is what the contracts say, with a bit of local law thrown in

Understanding in each particular deal who the eventual rights holder will be in a work, what exactly that work is and/or will be, whether the transfer is for a fixed term, in perpetuity, or until some other condition is met, and what responsibility the copyright owner has in splitting royalties/income under what circumstance for what term is paramount to striking a deal.

If you do not understand 100% whether you will retain all or only certain portions of copyright, whether you will license copyright for a fixed term and for what use, whether you are passing copyright to some other entity which you are a stake holder in or some alternative arrangement - OR you do not understand 100% the circumstances you will get paid under based on a co production agreement, then you should not sign it.

No two deals are the same, as no two situations are the same. Not only get a lawyer, but also get your head around the concept that you can sign away potentially all rights, or just some rights, often in perpetuity, sometimes in a situation that seems fixed but ends up being in perpetuity, that you may not want to.

Will you have the right to produce merchandising off your project, or does that go to the investors or even a third party. Will you have the right to produce remakes or sequels or adaptations of your original work, or does that end up with someone else.

Absolutely any thing you can imagine doing with a project that could generate income/exploit it in some way, is up for negotiation - working out the structure off these deals is a matter of knowing what you are willing to give up, what you will HAVE to give up, and what you should NEVER give up.

This changes from project to project and person to person - make sure you get an entertainment lawyer, who understands this reality - not just any lawyer or attorney will do.