Hey Stage 32 Hivemind --
Looking for some advice: A longtime creative partner and I about to form an official partnership for the development of our second feature film. Our first film (just sold here in the US and having our midwest premiere in March!) was a true indie with no outside production partners so the need to have everything papered over was less pressing.
This time however, we have a bigger budget and are looking to bring in more partners and so we want to make sure we have everything contractually squared away to ensure no misunderstandings or disappointments later.
We developed the story together and have equal "story by" credits, while my partner has a "written by" credit and will be directing the film. I will be lead producing through my newly formed LLC.
I am looking for examples of shopping agreements to use when working with the writer/director of a script, as opposed to just its screenwriter -- if such a thing exists. Furthermore, I am also wondering if as a single member LLC I should be signing a shopping agreement with myself?
Thanks in advance for any help regarding the above!
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Hey mate, first off, a shopping agreement usually means a third party - another producer - will sign an agreement with you and the "shop/pitch" your project. What you need is an agreement between you and the other partners defining the terms - who does what, how they can be terminated if necessary, what happens after they're terminated (if they had a significant contribution do they still receive a credit, pay, backend), who has final cut. Since it's your project you should have it, it's a control factor so the director cannot hijack the project. Plus a distributor may want a few editing changes and you can control this v. a director saying, "No." If the director bails can you still proceed and find another director? Spell things out. As the sole individual of an LLC, you will be signing on behalf of the LLC. LLCs are there to protect you. You do not sign an agreement with yourself. These are some of the key points, and there's many others. And yes, do seek legal representation so things are done properly.
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Thanks Lindbergh. Appreciate the insight!
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Max Edward Woertendyke Lindbergh has some good points. Personally, I would never touch a project which doesn't have ONE person in charge, contractually, with final say over absolutely everything. Without that, the potential for a complete deadlock or fight over copyright issues is too great, and the financial stakes are too high - not to mention the work involved in putting a film together. "Producing through" your LLC doesn't imply the LLC owns anything at all. Someone has to own copyright and has to be able to move forward with the project if the partnership breaks down. That is a fundamental issue that any experienced financier or producer (or agent or other rep) will be sensitive to. 90% of bands who have been working together weekly break up the night before the contract is signed because they never hashed these things out.
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If by producing through your LLC you mean that you’ve set up an LLC to serve as the production entity, great. But that LLC still needs to acquire the rights to make and distribute the film from the copyright owners. In this respect, you’re the same as any other third party writer--even though you’re also an LLC member.
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Max - congratulations on your first film, and wishing you nothing but success on the second film with a bigger budget! We have an awesome webinar about this that you should definitely take: https://www.stage32.com/webinars/Protect-Yourself-Understanding-and-Brea...