Model Screenwriter Collaboration Agreement in California

This Guide provides a simple Model Screenwriter Collaboration Agreement to be performed in California and arbitrated, if necessary, in San Francisco. The Agreement assumes that the two writers are equal in authority (no one is the boss over the other) and will have more or less equal interest in the 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.

SCREENWRITER COLLABORATION AGREEMENT of [date]

This Screenwriting Collaboration Agreement Between Writer 1 and Writer 2 (“Agreement”) is effective as of the date stated in the title, between [Full Name] (“Writer 1”) and [Full Name] (“Writer 2”) in connection with a feature-length screenplay tentatively entitled [Title] (the “Screenplay”).   Writer 1 and Writer 2 are collectively referred to as the “Parties.”

WHEREAS, the Parties [are about to] [have already begun to] collaborate on an original work, and are desirous of establishing all their rights and obligations in and to the Screenplay.

NOW, THEREFORE, in consideration of the execution of this Agreement, and the undertakings of the parties as hereinafter set forth, the Parties agree on the following binding terms and conditions:

1. Ownership. The Parties shall collaborate in the writing of the Screenplay [and upon completion thereof shall be the joint owners of the Screenplay] alternative [and upon completion thereof shall be owners of the Screenplay in the following percentages: (1) Writer 1 shall own X%; (2) Writer 2 shall own X%.]
2. Working Terms. Each Party shall provide the other with access to all materials prepared to date on the Screenplay and continue to provide to the other Party updated working materials. The Parties agree to be available to each other at convenient times to supply additional information and for consultations, conferences, and story meetings.
3. License.   It is anticipated that the Screenplay is or will be based on, copy from, refer to, or otherwise utilize and exploit other intellectual property owned or lawfully licensed by a Party. That intellectual property contemplated in this section includes but is not limited to a completed story outline, treatment, other screenplay[s], book, short story, article, photograph, video, film, sound recording, artwork, or life story rights. Those properties also include: [names of the specific work should be listed here, if known]. The Party that owns said intellectual property hereby makes to the other Party[s] a non-revocable, assignable, perpetual, universe-wide license to use, copy, show, and exploit the intellectual property in the Screenplay or any of the Screenplay’s derivative work. This license does not extend to any use, copying, showing, or exploitation of the intellectual property discussed in this section not made a part of, integrated into, or used as a predicate in the Screenplay or a derivative work of the Screenplay
4. Withdrawal. If, prior to the completion of the Screenplay, either Party voluntarily withdraws from the collaboration, [then the other, non-withdrawing Party shall have the right to revise and/or complete the Screenplay alone or in conjunction with other collaborator(s) as the non-withdrawing Party[s] see fit] alternative [then continuation of work on the Screenplay by the other Party[s] shall occur only with the written consent of the withdrawing Party].
   • In such an event, the percentage of ownership, as provided herein, see supra 1, shall be revised by mutual agreement in writing. Should any Party decline to revise percentage ownership in writing or decline to reasonably revise percentage basis for ownership in writing, then that shall not create a justification for staying, abating, or otherwise affecting non-withdrawing party’s right to continue to work on, revise, and/or complete the Screenplay.
   • Should either Party decline to further collaborate with the other Party, decline to further communicate with the other Party about the Screenplay, decline to work on the Screenplay in any substantive way within a reasonable period of time, or decline to share working materials with the other Party, said declinations shall constitute a “withdrawal” under the terms of this section.
   • In the event that any Party dies or suffers a disability that will prevent completion of his or her respective portion of the Screenplay, or of a revision thereof or a sequel thereto, the deceased or disabled Party shall receive compensation under this Agreement pro rata to the proportion of his or her work completed or, in the case of a revision or sequel, after deduction for the cost of revising or creating the sequel with respect to his or her portion of the Work. In the event of death or incapacitation of a Party, the remaining living/working Party(s) shall have the sole power to license and contract with respect to the Screenplay, and approval of the personal representative, heirs, or conservator of the deceased or disabled Party shall not be required.
5. Completion of Screenplay.
   • The Screenplay should be completed by no later than [date]. The failure to complete the Screenplay by such date, however, shall not be construed as a breach of this Agreement on the part of either Party.
   • Upon completion of the Screenplay, it shall be registered for copyright protection with the United States Copyright Office in the names of each of the Parties. Each Party designates the other Party as such Party’s true and lawful attorney-in-fact for purposes of registering the Screenplay on behalf of the other Party—which right is coupled with an interest.
6. Credit. Absent withdrawal, the credit on the Screenplay where credit appears, and in any and all forms and in any and all media in which the Screenplay is used, licensed, or exploited shall be the same size, color, and boldness and shall read as follows:

Written by [Name] & [Name]

Story by [Name]

7. Distribution. Distribution of profits, awards, and things of value shall be made in the following order of priority: (1) payment of commissions, if any; (2) payment of any expenses or reimbursement of either Party for expenses paid in connection with the Screenplay; and (3) to the Parties in the proportion of their ownership.
   • Any and all expenses incurred by any Party in connection with the writing, registration or sale or other disposition of the Screenplay shall be shared jointly.
   • Unless otherwise stated here, the Parties shall share the proceeds and benefits from the sale, license, or disposition of the Screenplay, including but not limited to sharing: (1) motion picture rights; (2) sequel rights; (3) remake rights; (4) television film rights; (5) television live rights; (6) stage rights; (7) radio rights; (8) publication rights; (9) interactive rights; and (10) merchandising rights.
8. Disposition. No Party shall sell, or otherwise dispose of the Screenplay, or his share therein, without the written consent of the other Party, which consent shall not be unreasonably withheld. In the event the Screenplay is licensed or sold the following terms shall control:
   • If as a condition to license or sale, the Parties are retained to revise the Screenplay or draft a derivative work, each Party shall make reasonable efforts to be available for 50% of the work to be performed. Neither Party shall object to the inclusion of the other Party in said revisions, and shall make reasonable efforts to include the other Party in said revision work up to 50% of the total work to be performed.
   • The total compensation provided for in such employment or retention agreement discussed in section 8.1, supra, shall be shared by the Parties in proportion to the amount of work performed by each Party. Amount of work performed shall be calculated by examining the following factors: (1) amount of time spent working on screenplay; (2) volume of the revisions by page count; (3) the quality of the work as it relates to the elements of story telling and character development.
   • If either Party is unavailable for the purposes of collaborating on such revision or drafting a derivative screenplay, as discussed in the above subsections, then the Party who is available shall be permitted to draft such revision or derivative screenplay and shall be entitled to the full amount of compensation in connection therewith. But in such a case, the purchase price shall remain fair and reasonable, and in no event shall the Party not available to draft revisions or derivative screenplays receive less than 25% of the total selling/license price.
9. Agent. The Parties stipulate that [name], shall be the exclusive agent or representation of the Parties for the purpose of sale or other disposition of the Screenplay or any rights therein, until such agent or representation is terminated by the Parties, or ceases to represent the Work for any reason. In the absence of an agent or other representation, all said payments are to be made directly to the Co-Writers in the percentages stated in this Agreement. If no agent or representation is available at the time of signing of this Agreement, the phrase "Representation information not available at the time of signing" shall be written in the space above provided.

10. Representation and Warrantees. Each Party represents and warrants to the other that each is free to enter into this Agreement. The Parties further represent and warrant, that to the best of that Party’s knowledge, the material created by and through this Agreement: (1) is original; (2) does not contain any libelous or other unlawful matter; (3) does not invade any right to privacy or publicity; (4) does not infringe any third-party’s copyright rights, trademark rights, trade secret rights, patent rights; and (5) is not based on a third-party’s life story (absent disclosure of this fact herein or in subsequent writing). Each Party agrees to hold the other Party harmless from and against any and all claims of libel, infringement of intellectual property, invasion of privacy, or similar torts arising out of material created by each Party in the Screenplay.
11. Further Agreements. Unless specifically provided herein, no Party may enter into any agreement related to the Screenplay without the written consent of the other Party. Co-signature of agreements for the disposition of any such rights shall constitute written agreement by both Parties.
12. Party Producer Terms. If either Party seeks to exploit the Screenplay in any venture in which that Party has a financial interest (the “Interested Party”), whether direct or indirect, the Interested Party shall notify the other Party of that fact and shall afford the other Party the opportunity to participate in the venture in proportion to the other Party's interest in the Screenplay. If the other Party declines to participate, the Interested Party shall pay the other Party an amount that the other Party would have received if the Screenplay (or rights therein) had been sold to a disinterested third party at the price at which the Screenplay had shall last been offered, or—absent any such offer—at fair market value.
13. Life. The terms of this Agreement shall be in effect continuously with the life of the Screenplay.
14. Successors. The terms and conditions of this Agreement shall be binding and inure to the benefit of the executors, administrators, and successors of each of us. Our respective signatures herein below shall constitute this to be a complete and binding Agreement between us.
15. ADR. Any controversy between the Parties regarding this Agreement or the Screenplay shall be submitted to binding arbitration upon the written request of either Party upon the other. A single arbitrator shall hear the dispute. Parties shall bear equal arbitrator fees. The arbitration shall be administered by California Lawyers for the Arts’ Arts Arbitration and Mediation Service (“AAMS”). If such services are not available, the dispute shall be submitted to arbitration in accordance with the laws of the State of California. Arbitration shall occur under the rules of the arbitration service, modified only by the following:
    • The Arbitrator shall have jurisdiction over the Parties regardless of any given Party’s declination to appear or pay Arbitrator’s fees, as long as notice of the Arbitration has been served consistent with process for which a summons would be served in a civil action, under the laws of the state of California.
    • Judgment on the Arbitration Award may be entered in any court having jurisdiction. This clause shall not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction.
    • The arbitrator shall, in the Award, allocate all or part of the costs of the arbitration, including the fees of the arbitrator and the reasonable attorneys’ fees of the prevailing party.
    • Arbitration shall occur in [city, state]. The laws of the state of [name of state] shall control.

By initialing below, the Parties confirm that they have read and understand the arbitration clause and the related subsections above, and voluntarily agree to binding arbitration. In doing so, the Parties voluntarily give up important constitutional rights to trial by judge or jury, as well as rights to appeal. Parties are aware they possess the right to have an independent lawyer review these arbitration provisions, and this entire Agreement, prior to initialing this provision or signing this Agreement.

                        ______   (Writer 1 Initial Here)         ______   (Writer 2 Initial Here)

16. Complete Integration. This written Agreement constitutes the full and complete agreement between the Parties 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 null, void and unenforceable.   Any representations as to consideration in this Agreement constitute the sum totality of any and all consideration due to either Party.
17. Choice of Law. In any controversy arising out of this Agreement, or relating to the Screenplay whether arising out of this Agreement or not, [name of state] law shall control. [Name of City and State] shall be the exclusive jurisdiction and venue for any disputes arising under this Agreement or related to the Screenplay--whether directly arising out of this Agreement or not.
18. Modifications and Addendums. Any modification, addendum, or alteration of this Agreement is void unless in writing and executed with the mutual consent of all Parties. Modifications, addendums, or alterations to this Agreement shall not be retroactive unless so stated in the modification, addendum, or alteration.
19. Counterparts. Counterparts of this agreement, such as paper copies, electronic documents, faxes, and the like shall operate as the original.

So Agreed,