Ghostwriting Agreement for Screenplay in California

This Guide provides a simple Model Ghostwriting Agreement to be performed in California and arbitrated, if necessary, in San Francisco. The Agreement assumes that one screenwriter, or producer for that matter (the "Writer"), will pay the second screenwriter (the Ghostwriter) cash up front. The Ghostwriter will perform services as directed by the collaborating screenwriter/producer. At the end, the Ghostwriter will have no ownership interest and no copyright in the final screenplay. Any language inside the brackets needs to be filled out by the parties. Of course, this Model Agreement does not constitute legal advice and no agreement should be signed without consultation from a licensed attorney.

GHOSTWRITING COLLABORATION AGREEMENT

of [date]

This GHOSTWRITING COLLABORATION AGREEMENT (“Agreement”) is effective as of the date stated in the title, between [Writer] (“Writer”) and [Ghostwriter’s Name] (“Ghostwriter”) in connection with a feature-length screenplay tentatively entitled [Name of Screenplay] (the “Screenplay”). Screenplay may be turned into any other form in any other medium—such as, but not limited to, nonfiction work, musical work, novel, video short etc.—and the same terms and conditions as applicable to the Screenplay shall pertain to any other form of the work. Writer and Ghostwriter are, collectively, the “Parties.”

1. Consideration. For work performed under this Agreement and upon satisfactory completion of work, Writer shall pay Ghostwriter $[amount] per hour.
2. Working Terms. Ghostwriter shall perform work on Screenplay in a manner and means as desired by Writer. Ghostwriter’s work may include writing new passages, re-writing old passages, changing and mutating dialogue, proposing story notes, offering critique, and restructuring the Screenplay.
3. Rights and Credits. At all stages of development, the Screenplay shall be and remain the sole and exclusive property of the Writer with exclusive authorship and unilateral control of the work.
   • Ghostwriter acknowledges and affirms that the Screenplay may be turned into a film or any other work and that each form of the Screenplay is created by Ghostwriter as a “work made for hire” under the United States Copyright Act.
   • Conditionally, and only in the event it is ever determined that Ghostwriter’s work is not a work made for hire, then Writer owns and Ghostwriter hereby transfers and assigns to Writer, all rights, throughout the world, in perpetuity in the Screenplay, including but not limited to all copyright rights in the Ghostwriter’s work. Writer and its licensees and assigns shall have the right to adapt, change, revise, delete, add, or rearrange any part of the Ghostwriter’s work.
   • Ghostwriter retains no rights to any ideas offered to Writer under the scope of this Agreement. Any such ideas are irrevocably assigned to Writer.
   • Writer and its licensees and assigns also have the absolute and exclusive right to use or not use, e., not include, the Ghostwriter’s work in the Screenplay.
   • Ghostwriter hereby waives any so-called moral rights of authors in her work, including but not limited to any rights under the Visual Artists Rights Act or a substantially similar law.
   • Ghostwriter waives any and all right to be credited in the Screenplay or any subsequent work.
4. Representation. Ghostwriter warrants that she is free to enter into this Agreement, and to the Ghostwriter’s knowledge, any material created under the terms of this Agreement, is original and does not contain any libelous matter nor unlawful copying of third party copyrighted material.
5. Cancellation. For any reason, or no reason at all either Party may cancel this Agreement without obligation by giving 30 days written notice to the other Party of the intent to terminate.
6. Independent Contractor. The Ghostwriter warrants that she is an independent contractor and is not an employee of the Writer. Nothing contained herein shall be construed as creating any agency, partnership, or other form of joint enterprise between the Parties or to allow either party to bind the other or incur any obligation on its behalf.
7. Arbitration. Any controversy between the Parties hereto involving the construction or application of any the terms, covenants, or conditions of this Agreement shall, on written request of one Party served on the other, be submitted to arbitration before a single arbitrator in San Francisco, California, according to the Rules of the Independent Film and Television Alliance (“ITFA”), or in the alternative submitted to California Lawyers for the Art's Arbitration and Mediation Services in conformity with its rules. The cost of arbitration, and/or any action, including attorney fees, shall be borne by the losing Party.
8. Damages. If there is a breach of this Agreement the Parties specifically recognize and affirm that the damage caused by such breach is not irreparable or sufficient to entitle any Party to injunctive or other equitable relief, or to rescind any of the rights granted or assigned to herein. Remedies for breach shall be limited to the right, if any, to obtain money damages at law.
9. Notices. All notices, which either Party is required or may desire to serve on the other, shall be in writing and shall be served to the addresses, or e-mail addresses specified herein.
10. Assignment and Succession. Writer shall have the right to assign this Agreement at any time to any person or entity. Neither this Agreement nor any rights hereunder are assignable by Ghostwriter at any time to any person or entity. This Agreement inures to the benefit of Writer’s successors, assigns, licensees, grantees, and associated, affiliated and subsidiary companies.
11. Severance. If any portion of this Agreement is deemed to be invalid for any reason, the remaining portions shall remain in full force and effect, notwithstanding the invalidity of said portion.
12. Complete Integration. This written Agreement constitutes the full and complete agreement between Ghostwriter and Writer regarding the Screenplay and/or the issues discussed herein. Any other prior oral or written, express or implied agreements between the Parties regarding the Screenplay, or the issues set out herein, are void and unenforceable.   Any representations as to consideration in this Agreement constitute the sum totality of any and all consideration due to either Party.
13. California Law. In any controversy arising out of this Agreement, or relating to the Screenplay, California law shall control. For purposes of jurisdiction, this Agreement shall be deemed created and entered in the State of California. The venue for any state or federal action filed in connection with this Agreement, or related to the Screenplay shall be San Francisco.
14. Ambiguities or Uncertainties. This Agreement shall be interpreted and construed without reference to the identity of the Party or Parties preparing this document, on the express understanding and agreement that the Parties participated equally in the negotiation and preparation of the Agreement, or have had equal opportunity to do so. Accordingly, the Parties hereby waive the benefit of California Civil Code Section 1654 and any successor or amended statute, providing that in cases of uncertainty, language of a contract should be interpreted most strongly against the Party who caused the uncertainty to exist.
15. Modifications and Addendums. Any modification, addendum, or alteration of this Agreement is void unless in writing and executed with the mutual consent of both Parties. Modifications, addendums, or alterations to this Agreement shall not be retroactive unless so stated in the modification, addendum, or alteration.
16. Counterparts. Counterparts of this agreement, such as paper copies, electronic documents, faxes, and the like shall operate as the original.

 So Agreed,