I have very much appreciated the help I have received recently on this forum. I am in the process of drafting a basic business agreement for Corporate work and a list of questions I need to ask during a first meeting.
I am wondering if it would be proper to just post these documents in the forum or should I put them online and direct people to them, or even just send them directly to those who indicate a willingness to help.
They are a result of much info I have gathered from COW members and there is no real propietary info I am worried about I just don't want to make sure I follow COW Nettiquette.
By the way once I have something which is not incredibly flawed I would be more than willing to share it with anyone who requests.
So does anyone have any suggestions as to my next step?
P.S....I recently asked for input on my new website and got some really great feedback which I incorporated. It hasn't led to any video work but I have been approached to create websites....oh well
rather than posting the document, why not just list a few of the key clauses in this thread - you will get feedback. Our agreements vary - some customers take our agreement and add it to their own SOW which we have to agree to. Protect your interests, while serving your client.
My 2 drachmas:
Define in your agreement who has the power to sign the bill and authorize payments, and make that person also the one that authorizes any changes once the project is under way. This will prevent a lot of drama when some back-office person or committe of persons suddenly gets the notion in mid-edit they are a producer and want to make changes in a script that was already approved and shot a particular way.
Signature authority should not be diluted; a secondary signature authority is only for emergencies when the head honcho is out of town or otherwise incapacitated. You do not make changes or spend extra time on things the honcho did not approve, and the honcho gets a memo detailing the additional expense to authorize before you commit to it.
You do not deliver the final product into their hands without a final payment by cash or check in hand. Deadlines be dammned, do not hand it to a fedex guy just because somebody sent him over, it doesn't matter if the station time buy is already set in stone, if the bill has not been paid. Put the outstanding bill in the fedex bag instead. Grinders use that for an excuse all the time. If you are contracted to deliver by a deadline, they can certainly be contracted to pay by said dealine too.
Tell the client up front that you do business like this, because you are not a bank. If they are legit, they should have little to no problem with any of this. Speeches about "well, we never pay on delivery, you must submit the bill to our billing department and wait umpteen weeks" should not move you. If a water pipe breaks above their main server room, you'd better believe they won't ask the emergency plumber to wait to get paid, they have funding lines assigned for this kind of thing. And they have enough advance notice of the project that your one-third progress payment is easy enough to schedule in advance and have printed up in a nice check format, ready to hand over. Like the doctors office sign says: "payment is due at the time services are delivered".
Define the criteria for payment. Have payment in approximately one-third size chunks: one to begin the project: pre-production, scouting, treatment/storyboard/script, shooting and editing up to the first "rough cut". Second payment covers all editing to get to a finished, approved master.
Detail in writing how many re-dos they get for the money, beyond which, you must charge extra as a "change order". My own tradition is 2 re-edits after the first rough cut is presented. Also, My personal rule is, if they spelled a name wrong or gave a wrong title, etc. they pay to fix it: if they printed it right and I got it wrong, I pay for that. All elements delivered from the client are assumed to be korwrekt and accuraett, and legally cleared for use. If that turns out to be otherwise, the responsibility belongs to the client to make it right.
The final payment is for the delivered, corrected master, any services like adding captioning, and any dubs ordered. Changes or additional tweaks to this master after final payment are considered a completely new and separate job, and require a deposit to begin. You will not take on such work until all outstanding invoices from that client are paid. I don't care if your project is still on the drives and the tweak is minor. It won't always be that way, and if you open the door to such nonsense now, you'll regret it far more later.
For the love of Toland, get it in writing NOW who owns the final master and who owns (and stores) the raw footage from the project. You also should have a clause granting you permission to exhibit small excerpts and stills from the work for your portfolio and web site to show other clients what you do. You in turn promise not to sell complete or partial copies of the work to anyone else or otherwise make money off them without a contract from the original client. The client agrees not to re-use any cleared music or licenced elements for other works without your consent.
Have an understanding about how or if you can enter the work or a portion of it in contests, if you like to do that sort of thing.
Those are some of the highlights I'v e seen pop up over and over again. There are suer to be others, maybe someone else will chime in with more suggestions.
Thank you very, very much for the time you spent here. It raised some points I hadn't thought of.
Thanks again for your very helpful reply. With your permission I would like to point it out to the big Cows as one that should be highlighted for many others to read.
As for me I have done another version of my basic agreement based on your input along with a question sheet which is also based on your input.
I am not sure about placing either verbatim here but I would value your opinion on both if you have the time.
If you can write me at email@example.com and I will send them to you in word format.
Dan, I don't want any lawyers suing me for unlicensed practice; take your time, incorporate the advice that makes sense for you, then, when you get it all done, spend 50 to 100 bucks for an hour of a real lawyer's time to go over your document in person or over email, and point out any flaws or omissions. If you want to bring up specific items here in this thread, I'll keep an eye out, but I'm not really a legal or a "parrot-legal", just watched a lot of "The Paper Chase" episodes:-)
More excellent advice which is much appreciated.
All the best;
You might also consider a clause that states they have the appropriate permissions/copyright of any graphics, images or material they supply to you for inclusion into the video, and that they will indemnify you should you be sued for copyright infringement based on the material supplied by them.
I apprecite the time I will follow your advice and post clauses here once I have taken in as much feedback as comes my way.