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motion picture, television & music transactions

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development / production agreements

The practice group brings to the table decades of business affairs experience enabling us to structure the complex arrangements required for producers to hire A-level talent. We negotiate rights agreements, including literary option and purchase agreements and life story rights agreements, and agreements for actors, writers, directors and producers.

chain of title review

We are industry leaders in reviewing and analyzing complex chains of title. We commonly review issues relating to WGA Separation of Rights, after-invented media, possible section 203 and 304 copyright terminations and the effectiveness of certain grants.

entertainment finance

We handle entertainment banking transactions, including bank participation agreements, production lending agreements and inter-party agreements. The practice group has particular expertise in structuring financial arrangements among producers, equity investors, mezzanine financiers, distributors and senior lenders. We also negotiate completion bond agreements and our firm represents a major bond company.

sales and distribution agreements

We bring to the table particular expertise in negotiating agreements between sales agents and producer/financiers; and agreements between producers and distributors. Having represented the major players in the area, we are well suited to advise on international royalty arrangements and financial waterfalls.

advertising and promotion

We represent studios, producers and famous brands in commercial tie-in, product placement and publicity arrangements, including contests and web-based promotions.

publishing, licensing and merchandising

We pride ourselves on helping clients develop strategies to build or exploit brand value. We advise on trademark registration programs and negotiate licensing agreements and merchandising agreements. We also work with authors on book deals.

theatrical

We help producers create structured investment vehicles and negotiate deals between rights holders and producers/financiers.

entrepreneurs

We specialize in representing investors and entrepreneurs who are looking to invest in the entertainment sector by analyzing business plans and structuring deals. We provide tax advice in corporate transactions including the establishment of film funds, corporate formation and securities offerings.

Spotlight

MSK has one of the oldest and highly regarded entertainment transactional practices in the country and serves a global client base. Our attorneys, many with executive-level operational experience in the industry, represent clients in transactions involving the development, financing, production, and distribution of home video, motion picture, television, music, and interactive entertainment projects. They understand first-hand the day-to-day operating challenges and therefore have an unparalleled expertise in taking a film to market or structuring a music licensing deal.

Cases

Cases

multi-disciplinary entertainment

  • Represented Apple Corps. Ltd. in negotiations to develop a state-of-the-art “performance capture” remake of the 1968 psychedelic animated movie “Yellow Submarine.” In addition to negotiating rights for the film, conducted extensive and sophisticated negotiations involving a comprehensive array of additional ancillary rights, including theme park rights, stage play rights, music rights, television rights, interactive gaming rights, and merchandising rights, among other licensing arrangements.

  • Represented Take-Two Interactive Software, Inc. in complex, comprehensive and sophisticated negotiations in connection with its cutting-edge license to Universal Pictures of the motion picture and allied rights in the blockbuster video game "Bioshock®." In addition to the film, MSK negotiated a variety of ancillary rights, including theme park rights, television rights and a host of merchandising rights, in a number of complex and nuanced agreements.

film and television finance

  • Ongoing representation of studio in connection with production insurance coverage claim against insurer regarding relocation of production costs.

  • Successfully represented motion picture financiers and investors in connection with a number of film financing disputes.

  • Structured $200 million per year investment in program funding for network to leverage the acquisition of programming with a total production value in excess of $1 billion.

  • Negotiated a joint venture to establish a new production/financing/distribution entity involving $150 million in funding.

  • Structured $200 million per year investment in program funding for network to leverage the acquisition of programming with a total production value in excess of $1 billion.

  • On behalf of studios, investors, and banks, negotiated financing arrangements for high budget films. 

  • Negotiated joint venture to establish new production/financing/distribution entity involving $150 million in funding.

profit participation in motion pictures and television

  • Ongoing representation of studio in connection with disputes regarding contingent participation claims.

  • Represented prevailing party in AAA arbitration in contingent compensation dispute as to participation in particular lines of revenue.

  • Negotiated $5 million plus settlement of net profit claim against major studio.

  • Represented distributor in $3 million in audit claims from independent producer.

  • Successfully represented multiple insurers in motion picture disputes involving film financing transactions.

development agreements

  • On behalf of studio, negotiated profit pooling arrangement for group of A-level players.

  • Structured and negotiated sale of remake rights for movies in excess of $2.5 million.

  • Negotiated one of the largest talent agreements in the motion picture industry.

  • On behalf of studios, negotiate first look deals with major producers and directors.

acquisition and distribution agreements

  • Implemented U.S. channel’s joint venture with U.K. channel, involving co-production of hundreds of hours of television programming and the launch of three newly branded channels.

  • Represent major international distribution company on acquisitions of films with budgets over $100 million.

commercial tie-ins and product placement

  • Negotiated agreement between Allied Domecq and Warner Bros. to tie in Kahlua with Catwoman.

  • Negotiated and structured international cross-promotional arrangements between soda brand and high-grossing feature film series.

  • Negotiated $10 million plus deal between manufacturer of home repair products and studio for use of character as spokesperson and symbol of brand.

theater and stage

  • Structured UK/US investment vehicle for producer of Broadway and London West End plays and reviewed offering memoranda.

  • Negotiated agreements between studio and theater producers for long-running and internationally successful musicals.

business planning and strategy

  • Advised entrepreneurs on proposed investment of $50 million in start-up film company.

  • Drafted business plans for television network regarding new media distribution strategy.

  • Drafted Business Plan for European rights aggregation and television production company seeking investors for specialty production unit.

operations

  • Negotiated agreements with Oracle Corporation and other software companies for the development of innovative software, including fundraising software for PBS and its member stations, and fulfillment software for PBS Home Video and Learning Services.

  • Modernized and systemized methods of information retrieval regarding film rights in library.

corporate services

  • Negotiated first round of financing for high definition TV channels.

  • On behalf of financier, structured and negotiated agreement forming new independent film finance company, engaging well known producer team and acquiring product.

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