AGREEMENT BETWEEN FILM PRODUCERS AND DISTRIBUTORS

AGREEMENT BETWEEN FILM PRODUCERS AND DISTRIBUTORS

This Memorandum of Agreement is made on this ______ day of ____________ in the year ______, between Ramchandren of No. ____________________, a registered partnership firm having ______ partners (hereinafter called "the Producers", which expression shall, unless excluded by or contrary to the context, be considered to include his/their successors, executors, administrators, representatives and assigns) of the One Part;

AND

____________________, a company registered under the Indian Companies Act (Act 1 of 1956), with its office at ____________________ (hereinafter called "the Distributors", which expression shall, unless excluded by or contrary to the context, be considered to include their representatives and assigns), referred to as the party of the Other Part.

WHEREAS the Producers have made arrangements primarily for producing a Telugu talkie picture tentatively called "Approach", written by ____________________; and whereas the Producers need financial help and co-operation, and have hence approached the party hereto of the Other Part for such assistance; and whereas the party has agreed to render such financial assistance to the Producers, to the limit and on the terms and conditions hereinafter following:

NOW THEREFORE THIS INDENTURE WITNESSETH as follows:

1. That the Producers undertake to complete shooting for the above stated picture, ____________________, for an approximate cost of Rupees ____________ only, with print and publicity, and with at least ______ top-rank artists.

2. That the Producers shall arrange and bear the necessary costs required in paying the artists, workers and other costs necessary for production, excepting those stated herein below.

3. That the Producers undertake to deposit with the party, as security, the sum of Rupees ____________, payable by instalments of Rs. ____________ on the date of signing of the contract and Rs. ____________ only on the date of first shooting. If the Producers have not completed ______ of the said picture (approximately five thousand feet of edited shots) within ______ months from the first shooting date, then in that case the Producers shall also have to deposit a further sum of Rs. ____________ as security with the party. The amount so deposited shall be to the credit of the Producers, and would be returned to them within ______ months from the date of the last deposit to be made as stated above.

4. That the party consents to advance to the Producers, for the production/completion of the above stated Telugu talkie picture, a sum of Rs. ____________, payable in the following manner:
(a) That the party shall arrange the studio, laboratory and raw film for production by the Producers of the above stated picture, and shall pay the necessary costs thereof by debiting the amount to the Producers from the first shooting date; provided that the party shall arrange with the studio for allotting to the Producers at least ______ days in a month, every month, till completion of the picture, and shall, whenever necessary, enter into and sign a deed or documents in this behalf, in which the Producers shall be a confirming party.
(b) That the Producers shall arrange ____________________ and the editing/processing of the said film in any laboratory they may choose, and the party shall pay the cost thereof and debit the amount to the Producers. The selection of the editor shall be entirely with the Producers.
(c) That the party, after providing the expenses as in clauses (a) and (b) with an approximate amount of Rs. ____________, shall pay the balance of Rs. ____________ out of Rs. ____________ so consented to be advanced, up to the rush prints, with the progress of shooting of the aforesaid picture, in instalments as and when needed by the Producers; provided however that the Producers shall not be entitled to demand from the party any such advance of money unless and until the Producers have completed approximately three thousand feet of edited shots of the aforesaid picture.

5. That in consideration of the financial assistance consented to be rendered by the party to the Producers, the party shall receive a commission of ______ on the net collection of the Producers' share of the above stated picture "Approach".

6. That the party shall in future be the sole distributor of the aforesaid picture, and shall have the rights, privileges and advantages to the said picture, and shall have a first charge on it till realisation of the advance made by the party as aforesaid, to be sanctioned by the Producers or by their authorised agent.

7. That the party undertakes to arrange public exhibition of the said picture, ____________________, within ______ months from completion of the rush print, in a minimum of two best possible houses in ____________, i.e., one in the north and one in the south, and four houses outside the municipal limits of the city of ____________ area; and the proceeds thereof shall be distributed as under:
(i) After deducting the ______ commission of the party from the net collection on the Producers' share, the party shall also deduct ______ from the balance therefrom to liquidate the principal of the amount of the advances made; and the balance ______ shall be payable directly to the Producers, or to their authorised agent, persons or company, monthly, showing per statement the collection received from the date of release.

8. That if the sale proceeds of the aforesaid picture, after exhibition in public, do not cover the dues of the party within two years, the signatories of this covenant on behalf of the Producers shall be severally and jointly liable to pay back to the party the remaining amount unrealised, as and when asked to do so, provided satisfactory exploitation of the said film is made by the party.

9. That the Producers will keep the required accounts/papers customary in this trade, and the party will have the right of inspecting and taking copies or extracts thereof at any time during office hours. A monthly statement of account shall be presented by the Producers to the party.

10. That the Producers undertake completion/production of the said film within ______ from the first shooting date, in conformity with clause 4(c) stated above.
(a) That the Producers will have the right of raising a loan for the balance amount of Rs. ____________, or such amount as considered necessary for completing the said picture, over and above the sum of Rs. ____________ to be advanced by the party as aforesaid; and the party shall have no objection to that, and will be added as a confirming party to the said transaction.
(b) That the party undertakes not to charge, mortgage, or hypothecate the picture without the express agreement of the Producers.

11. That if the Producers fail to comply with any terms/conditions entered into by this agreement, the Distributor will have the right of completing the picture, and the money paid by the Producers will be repaid by the party after release of the picture and from the releasing houses.

12. That if the party does not comply with the terms/conditions of this agreement, the Producers shall have the right of completing the picture from such source as they think fit, and of revoking the party as distributor, and shall also have the right of appointing another distributor and of accepting advances from other sources; and the money so advanced by the party will be repaid to them after release of the picture from the releasing houses.

13. That if either party does not act according to the terms of this agreement, the aggrieved party shall firstly try to decide the controverted points mutually and amicably; failing this, the controverted point shall be referred to arbitration according to the provisions of the Arbitration and Conciliation Act, 1996. If then the arbitrator does not decide or make an award on the referred point, then the concerned parties may adjudge the controversy by resorting to appropriate legal proceedings.

IN WITNESS WHEREOF, the parties have set their hands this ______ day of ____________.

DATE: ____________
PLACE: ____________

Party of the First Part (Producers): ________________________

Party of the Second Part (Distributors): ________________________

WITNESSES:
1. ________________________
2. ________________________