WRITERSGUILDOFAMERICA
20
THEATRICAL AND TELEVISION
BASIC
AGREEMENT
EFFECTIVE
May 2, 20 through May 1, 202
Alliance of Motion Picture and Television Producers, Inc.
15301 Ventura Blvd., Bldg. E
Sherman Oaks, CA 91403
Writers Guild of America, West, Inc.
7000 West 3rd Street
Los Angeles, California 90048
Writers Guild of America, East, Inc.
250 Hudson Street, Suite 700
New Yo rk, New Yo rk 10013
WRITERSGUILDOFAMERICA
20
THEATRICAL AND TELEVISION
BASIC
AGREEMENT
EFFECTIVE
May 2, 20 through May 1, 202
Alliance of Motion Picture and Television Producers, Inc.
15301 Ventura Blvd., Bldg. E
Sherman Oaks, CA 91403
Writers Guild of America, West, Inc.
7000 West 3rd Street
Los Angeles, California 90048
Writers Guild of America, East, Inc.
250 Hudson Street, Suite 700
New Yo rk, New Yo rk 10013
2020 WRITERS GUILD OF AMERICA -
ALLIANCE OF MOTION PICTURE AND TELEVISION PRODUCERS
THEATRICAL AND TELEVISION BASIC AGREEMENT
Table of Contents
PREAMBLE REGARDING SO-CALLED "POSSESSIVE CREDITS” . . . . . . . . . 1
ARTICLE 1 - DEFINITIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
A. GENERAL . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
B. THEATRICAL . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
C. TELEVISION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17
ARTICLE 2 - TERM AND EFFECTIVE DATE OF AGREEMENT . . . . . . . . . . . . 28
A. GENERAL . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28
B. THEATRICAL . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29
C. TELEVISION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29
ARTICLE 3 - WORK LISTS, LOAN-OUTS AND RECOGNITION. . . . . . . . . . . . 30
A. GENERAL . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 30
1. Work Lists and Notices of Employment . . . . . . . . . . . . . . 30
2. Loan-Out Agreements . . . . . . . . . . . . . . . . . . . . . . . . . . . 31
B. RECOGNITION (THEATRICAL) . . . . . . . . . . . . . . . . . . . . . . . . . . . . 32
C. RECOGNITION (TELEVISION) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 32
ARTICLE 4 - PARTIES BOUND BY THIS BASIC AGREEMENT . . . . . . . . . . . . 33
A. GENERAL . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 33
B. THEATRICAL . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 34
C. TELEVISION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 35
ARTICLE 5 - GEOGRAPHICAL APPLICATION OF THIS
BASIC AGREEMENT (GENERAL) . . . . . . . . . . . . . . . . . . . . . . . . 35
ARTICLE 6 - GUILD SHOP (GENERAL) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 36
ARTICLE 7 - NO STRIKE, NO LOCKOUT CLAUSE (GENERAL) . . . . . . . . . . . 42
ARTICLE 8 - CREDITS FOR SCREEN AUTHORSHIP (GENERAL) . . . . . . . . . 44
ARTICLE 9 - MINIMUM TERMS (GENERAL). . . . . . . . . . . . . . . . . . . . . . . . . . . 44
ARTICLE 10 - GRIEVANCE AND ARBITRATION . . . . . . . . . . . . . . . . . . . . . . . 45
A. MATTERS SUBJECT TO GRIEVANCE AND ARBITRATION
(GENERAL). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 45
B. LIMITATION OF MATTERS SUBJECT TO GRIEVANCE AND
ARBITRATION. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 46
C. MATTERS SUBJECT TO ARBITRATION BUT NOT GRIEVANCE . 47
D. REFUSAL TO ARBITRATE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 48
E. REFERENCES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 48
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ARTICLE 11 - GRIEVANCE AND ARBITRATION
RULES AND PROCEDURES . . . . . . . . . . . . . . . . . . . . . . . . . . . 48
A. GENERAL RULES. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 48
1. Parties . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 48
2. Time Limits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 49
3. Place of Hearing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 50
4. Award . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 51
5. Costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 51
6. Notices . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 51
7. Conduct of Proceedings . . . . . . . . . . . . . . . . . . . . . . . . . . 52
8. Claims for Compensation, Cross-Claims and Defenses. . 52
9. Overpayments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 53
10. Withdrawal of Services . . . . . . . . . . . . . . . . . . . . . . . . . . . 54
B. GRIEVANCE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 55
1. Step One - Informal Conference. . . . . . . . . . . . . . . . . . . . 55
2. Step Two - Grievance . . . . . . . . . . . . . . . . . . . . . . . . . . . . 56
C. ARBITRATION. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 57
1. Initiation of Proceedings . . . . . . . . . . . . . . . . . . . . . . . . . . 57
2. Selection of Arbitrator . . . . . . . . . . . . . . . . . . . . . . . . . . . . 58
3. Substitution of Arbitrators . . . . . . . . . . . . . . . . . . . . . . . . . 60
4. Notice of Hearing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 60
5. Exchange of Information. . . . . . . . . . . . . . . . . . . . . . . . . . 60
6. Hearing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 60
D. ARBITRATION OF DISPUTES WHICH INVOLVE QUESTIONS
OF JURISDICTION OR ARBITRABILITY . . . . . . . . . . . . . . . . . 60
E. ARBITRATION OF DISPUTES CONCERNING CREDIT
PROVISIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 61
F. EXPEDITED ARBITRATION OF CERTAIN DISPUTES
CONCERNING REACQUISITION OF UNPRODUCED
LITERARY MATERIAL (THEATRICAL) . . . . . . . . . . . . . . . . . . 63
G. ARBITRATION OF CERTAIN DISPUTES CONCERNING
RESIDUALS PROVISIONS. . . . . . . . . . . . . . . . . . . . . . . . . . . . 69
H. ARBITRATION OF DISPUTES CONCERNING TRI-GUILD
RESIDUALS AUDITS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 74
I. EQUAL STATUS OF PARTIES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 75
ARTICLE 12 - COURT PROCEEDINGS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 75
A. DISPUTES CONCERNING CREDITS. . . . . . . . . . . . . . . . . . . . . . . . 75
B. DISPUTES CONCERNING COMPENSATION . . . . . . . . . . . . . . . . . 76
ARTICLE 13 - COMPENSATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 77
A. THEATRICAL . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 77
1. a. Minimum Compensation . . . . . . . . . . . . . . . . . . . . . . . . . . 77
b. Additional Payment - No Assigned Material . . . . . . . . . . . 78
2. Narration . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 79
3. Initial Payment. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 79
4. Maximum Period of Employment . . . . . . . . . . . . . . . . . . . . . . . 80
5. Computation of Writer's Period of Employment . . . . . . . . . . . . 81
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6. Waiting Time . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 81
7. Extension of Employment Period . . . . . . . . . . . . . . . . . . . . . . . 82
8. Failure to Deliver Material Within Allotted Time Period . . . . . . . 82
9. Teams . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 83
10. Week-to-Week, Term, Flat Deal . . . . . . . . . . . . . . . . . . . . . . . . 83
11. Applicable Deal Minimum Compensation . . . . . . . . . . . . . . . . . 84
12. Inapplicability of Provisions . . . . . . . . . . . . . . . . . . . . . . . . . . . . 85
13. Purchases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 86
14. Payment of Compensation Under Deal Contract . . . . . . . . . . . 86
15. Minimum Weekly Compensation. . . . . . . . . . . . . . . . . . . . . . . . 87
16. Theatrical Motion Picture Released on Free Television . . . . . . 88
17. Remakes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 88
18. Script Annotations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 89
B. TELEVISION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 90
1. Minimum Basic Compensation . . . . . . . . . . . . . . . . . . . . . . . . . 90
2. "High Budget" Films . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 91
3. "Low Budget" Films . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 92
4. “Negative Cost” . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 92
5. Story Claim By Production Executive . . . . . . . . . . . . . . . . . . . . 93
6. Step Outline . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 93
7. Schedule of Minimum Compensation . . . . . . . . . . . . . . . . . . . . 94
a. Story . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 94
b. Teleplay . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 95
c. Story and Teleplay . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 96
cc. Story with Options. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 97
d. Network Prime Time . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 97
(1) Story. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 98
(2) Teleplay . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 98
(3) Story and Teleplay . . . . . . . . . . . . . . . . . . . . . . . . . . 99
dd. Segment Rate. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 99
e. Serials. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 101
f. Installment Payments . . . . . . . . . . . . . . . . . . . . . . . . . . . 102
g. Plot Outline - Narrative Synopsis of Story. . . . . . . . . . . . 104
h. Compensation for Rewrites and Polishes. . . . . . . . . . . . 105
(1) Rewrites . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 105
(2) Polishes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 106
m. (1) Format . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 107
(2) Bible . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 107
(3) Rewrite or Polish of Format or Bible . . . . . . . . . . . 108
n. Narration. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 109
o. Remakes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 112
p. Non-Commercial Openings and Closings. . . . . . . . . . . . 113
q. Total Writing Cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 114
r. Pilot Scripts, Back-up Scripts and Spin-offs . . . . . . . . . . 114
s. Week-to-Week and Term Employment . . . . . . . . . . . . . 115
8. Reading Time and Obligations of Freelance Writer
Re Revisions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 117
9. Time of Payment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 119
10. Cut-Off. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 120
11. Script Annotations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 120
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12. Notice of Conditions Precedent. . . . . . . . . . . . . . . . . . . . . . . . 120
C. CLAIMED OVERPAYMENTS (See Article 11.A.9.) . . . . . . . . . . . . 120
D. PAYMENT PROCEDURES (GENERAL). . . . . . . . . . . . . . . . . . . . . 120
ARTICLE 14 - WRITERS ALSO EMPLOYED IN ADDITIONAL
CAPACITIES (TELEVISION) . . . . . . . . . . . . . . . . . . . . . . . . . . 121
A. DEFINITION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 121
B. CONTRACTS OF EMPLOYMENT . . . . . . . . . . . . . . . . . . . . . . . . . 121
C. FORMS OF EMPLOYMENT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 122
D. AMOUNT, NATURE AND EXTENT OF SERVICES . . . . . . . . . . . . 122
E. 1. What Minimum Compensation Covers . . . . . . . . . . . . . . . . . . 123
2. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 123
3. Writers Not Considered to be “Writers Also Employed in
Additional Capacities” . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 124
F. 1. Becoming a "Writer Also Employed in Additional Capacities"
After Initial Employment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 124
2. Duration of Services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 125
3. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 125
4. Substitute Writer . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 126
5. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 126
G. PROGRAM FEES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 127
H. SUSPENSION, TERMINATION AND/OR OFFSET. . . . . . . . . . . . . 128
I. HIATUS PERIODS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 128
J. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 130
K. MINIMUM COMPENSATION. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 130
1. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 130
2. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 130
L. 1. Submission of Contracts to Guild . . . . . . . . . . . . . . . . . . . . . . 131
2. Weekly Work Lists . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 132
M. BETTER TERMS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 132
ARTICLE 15 - TELEVISION EXHIBITION . . . . . . . . . . . . . . . . . . . . . . . . . . . . 132
A. THEATRICAL . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 132
1. Pre-1960 Motion Pictures . . . . . . . . . . . . . . . . . . . . . . . . . . . . 132
2. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 132
3. Payment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 133
LITERARY MATERIAL ASSUMPTION AGREEMENT . . . . . . . . . . 144
4. Small Accountings. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 147
5. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 147
6. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 148
7. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 148
B. TELEVISION RERUNS & FOREIGN TELECASTS OF
TELEVISION MOTION PICTURES . . . . . . . . . . . . . . . . . . . . . . . . . 148
1. United States and Canada . . . . . . . . . . . . . . . . . . . . . . . . . . . 148
2. Foreign Telecasting Formula. . . . . . . . . . . . . . . . . . . . . . . . . . 158
3. Application of Excess . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 163
4. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 163
5. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 164
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6. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 164
7. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 165
8. Literary Material Assumption Agreement (Television). . . . . . . 165
9. [Deleted.]. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 167
10. Use of excerpts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 168
11. [Deleted.]. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 172
12. Small Accountings. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 172
13. Additional Compensation for Theatrical Exhibition . . . . . . . . . 173
14. Additional Compensation for Certain Use of Material
to Which Separated Rights Do Not Apply . . . . . . . . . . . . . . . . 177
15. Radio Simulcasts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 188
16. Basic Cable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 188
17. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 188
ARTICLE 16 - SEPARATION OF RIGHTS . . . . . . . . . . . . . . . . . . . . . . . . . . . . 189
A. THEATRICAL . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 189
1. Definitions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 189
2. Initial Qualification . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 190
3. Final Qualification . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 191
4. Separable Material . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 205
5. Sequel and Interactive Payments . . . . . . . . . . . . . . . . . . . . . . 206
6. Arbitration . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 209
7. Miscellaneous . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 213
8. Writer's Right to Reacquire Literary Material. . . . . . . . . . . . . . 215
9. Hot Line Dispute Resolution . . . . . . . . . . . . . . . . . . . . . . . . . . 229
10. Publication Fee . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 229
B. TELEVISION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 230
1. General Qualifications. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 230
2. Television Rights. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 232
3. Other Rights . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 238
4. Sketches and Routines . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 245
5. Upset Price . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 246
6. Adapter's Royalty . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 248
7. Extricable Material. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 248
8. Continuing Rights and Obligations . . . . . . . . . . . . . . . . . . . . . 248
9. Hot Line Dispute Resolution . . . . . . . . . . . . . . . . . . . . . . . . . . 248
ARTICLE 17 - PENSION PLAN AND HEALTH FUND . . . . . . . . . . . . . . . . . . . 249
A. GENERAL PROVISIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 249
B. PENSION PLAN . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 250
C. HEALTH FUND . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 256
D. SUPPLEMENTAL HEALTH INSURANCE PLAN [Deleted.] . . . . . . 258
E. AUDITS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 258
F. COMMITTEE ON PENSION AND HEALTH . . . . . . . . . . . . . . . . . . 261
ARTICLE 18 - NOTICE TO WRITERS EMPLOYED ON SAME MATERIAL . . 261
A. GENERAL . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 261
B. THEATRICAL . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 263
C. TELEVISION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 263
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ARTICLE 19 - USE AND DELIVERY OF STANDARD FORM CONTRACTS. . 263
A. GENERAL . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 263
B. THEATRICAL . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 264
C. TELEVISION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 266
ARTICLE 20 - SPECULATIVE WRITING . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 267
A. THEATRICAL . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 267
B. TELEVISION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 268
ARTICLE 21 - LOCATION EXPENSES (GENERAL) . . . . . . . . . . . . . . . . . . . . 273
ARTICLE 22 - TERM CONTRACTS-OPTIONS (GENERAL) . . . . . . . . . . . . . . 275
ARTICLE 23 - LAY-OFF (GENERAL) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 276
ARTICLE 24 - GUARANTEED EMPLOYMENT (GENERAL) . . . . . . . . . . . . . . 277
ARTICLE 25 - NOTICE OF TERMINATION OF EMPLOYMENT
(GENERAL) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 278
ARTICLE 26 - FORCE MAJEURE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 278
ARTICLE 27 - MOTION PICTURES TO WHICH AGREEMENT NOT
APPLICABLE (THEATRICAL) . . . . . . . . . . . . . . . . . . . . . . . . . . 279
ARTICLE 28 - WARRANTY AND INDEMNIFICATION (GENERAL) . . . . . . . . 279
ARTICLE 29 - SEPARATE AGREEMENT (GENERAL) . . . . . . . . . . . . . . . . . . 281
ARTICLE 30 - WRITER EMPLOYMENT AGREEMENT WITH COMPANY
(THEATRICAL) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 281
ARTICLE 31 - OPPORTUNITY TO EXECUTE SIMILAR AGREEMENT
(THEATRICAL) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 281
ARTICLE 32 - REFERENCE TO AGREEMENT (GENERAL) . . . . . . . . . . . . . 282
ARTICLE 33 - JURISDICTIONAL DISPUTES (GENERAL) . . . . . . . . . . . . . . . 282
ARTICLE 34 - [Deleted.] . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 282
ARTICLE 35 - RECOGNITION OF AGREEMENT (GENERAL) . . . . . . . . . . . . 282
ARTICLE 36 - TERMS AND CONDITIONS APPLICABLE TO CERTAIN
CATEGORIES OF PROGRAMS . . . . . . . . . . . . . . . . . . . . . . . . 283
ARTICLE 37 - NAMES ON LITERARY MATERIAL (GENERAL) . . . . . . . . . . . 283
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ARTICLE 38 - NON-DISCRIMINATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 285
A. POLICY AND NEW PROGRAMS . . . . . . . . . . . . . . . . . . . . . . . . . . 285
B. REPRESENTATIVES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 286
C. DATA SUBMISSION PROGRAM . . . . . . . . . . . . . . . . . . . . . . . . . . 286
D. SCRIPT SUBMISSION PROGRAM. . . . . . . . . . . . . . . . . . . . . . . . . 288
E. ARBITRATION. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 288
F. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 288
ARTICLE 39 - PILOT SCREENING (TELEVISION) . . . . . . . . . . . . . . . . . . . . . 289
ARTICLE 40 - SECURITY INSTRUMENTS (TELEVISION) . . . . . . . . . . . . . . . 289
ARTICLE 41 - NOTICES (GENERAL) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 291
ARTICLE 42 - POSTING BONDS (GENERAL) . . . . . . . . . . . . . . . . . . . . . . . . 292
ARTICLE 43 - COMPUTATION OF TIME (GENERAL) . . . . . . . . . . . . . . . . . . 292
ARTICLE 44 - SEVERABILITY OF PROVISIONS (GENERAL) . . . . . . . . . . . . 292
ARTICLE 45 - LABOR-MANAGEMENT COOPERATIVE COMMITTEE . . . . . 292
ARTICLE 46 - FOREIGN PERFORMANCE FEES (THEATRICAL) . . . . . . . . . 293
ARTICLE 47 - RESIDUALS PROTECTION . . . . . . . . . . . . . . . . . . . . . . . . . . . 294
ARTICLE 48 - PROFESSIONAL STATUS OF WRITERS: WRITER
PARTICIPATION IN THE PRODUCTION PROCESS
(GENERAL) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 295
Preamble . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 295
A. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 295
B. THEATRICAL . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 296
C. TELEVISION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 298
D. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 299
E. "Hot Line Dispute Resolution" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 300
F. Committee on the Professional Status of Writers . . . . . . . . . . . . . . 300
G. Authorized Expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 301
H. Campaign For Greater Appreciation of the Role of the Writer. . . . . 301
I. [Deleted.] . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 302
J. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 302
K. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 302
L. Product Integration . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 302
M. Studio/Network Notes-Episodic Television . . . . . . . . . . . . . . . . . . . 302
ARTICLE 49 - SHOPPING OF MATERIAL. . . . . . . . . . . . . . . . . . . . . . . . . . . . 302
A. TELEVISION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 302
B. THEATRICAL . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 303
C. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 303
ARTICLE 50 - COPYRIGHT (TELEVISION) . . . . . . . . . . . . . . . . . . . . . . . . . . . 303
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ARTICLE 51 - SUPPLEMENTAL MARKETS . . . . . . . . . . . . . . . . . . . . . . . . . . 304
"LITERARY MATERIAL ASSUMPTION AGREEMENT" . . . . . . 316
ARTICLE 52 - INDUSTRIAL FILMS (GENERAL) . . . . . . . . . . . . . . . . . . . . . . . 319
ARTICLE 53 - FINANCIAL INFORMATION . . . . . . . . . . . . . . . . . . . . . . . . . . . 319
A. GENERAL . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 319
B. RESIDUALS AUDITS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 320
ARTICLE 54 - PROHIBITION OF SO-CALLED "MORALS CLAUSE" . . . . . . . 321
ARTICLE 55 - RESTRAINT ON LICENSEE RIGHT OF APPROVAL. . . . . . . . 322
ARTICLE 56 - SIGNIFICANCE OF TITLES AND SUB-TITLES
(GENERAL) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 322
ARTICLE 57 - PAY TELEVISION AND VIDEODISC/VIDEOCASSETTE
PRODUCTION. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 322
ARTICLE 58 - RELEASE OF FREE TELEVISION PROGRAMMING AND
THEATRICAL MOTION PICTURES TO BASIC CABLE . . . . . . 322
ARTICLE 59 - COPYRIGHT ROYALTY TRIBUNAL MONIES
(GENERAL) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 323
ARTICLE 60 - DISSEMINATION OF CRITIQUES OF LITERARY MATERIAL
(GENERAL) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 324
ARTICLE 61 - JOINT COMMITTEES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 324
A. GENERAL . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 324
B. COMMITTEE ON THE PROFESSIONAL STATUS OF
WRITERS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 324
ARTICLE 62 - CONTRACT ADJUSTMENT COMMITTEE . . . . . . . . . . . . . . . . 324
ARTICLE 63 - CREDITS REVIEW . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 325
ARTICLE 64 - REUSE OF MBA-COVERED MATERIAL IN INTERACTIVE
PROGRAMS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 325
A. Definitions and Coverage. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 325
B. Reuse of Covered Motion Pictures, In Whole or In Part . . . . . . . . . 329
C. Interactive Programs Based Upon Literary Material . . . . . . . . . . . . 331
D. Combination Payments for Reuses Described in Article 64.B.
and C. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 332
E. Reporting and Assumption Agreements . . . . . . . . . . . . . . . . . . . . . 334
Licensor/Licensee's Assumption Agreement . . . . . . . . . . . . . . . . . . 338
F. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 348
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G. Recognition of Experimental Nature of Article; Cooperation . . . . . . 348
H. Interactive Media Committee . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 348
ARTICLE 65 - RESPONSIBILITY FOR RESIDUAL PAYMENTS
(GENERAL) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 349
A. THEATRICAL MOTION PICTURES . . . . . . . . . . . . . . . . . . . . . . . . 349
1. Distributor's Assumption Agreement . . . . . . . . . . . . . . . . . . . 349
2. Buyer's Assumption Agreement . . . . . . . . . . . . . . . . . . . . . . . 359
3. Distributor's Liability. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 369
B. TELEVISION MOTION PICTURES . . . . . . . . . . . . . . . . . . . . . . . . . 370
1. Television Distributor's Assumption Agreement . . . . . . . . . . . 370
2. Television Buyer's Assumption Agreement . . . . . . . . . . . . . . . 381
C. DEFINITION OF COMPANY FOR PURPOSES
OF ARTICLE 65.A. AND B. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 392
D. COMPANY’S DISSOLUTION (GENERAL) . . . . . . . . . . . . . . . . . . . 393
E. NETWORKS AND TELEVISION STATIONS (GENERAL) . . . . . . . 393
ARTICLE 66 - TRAINING PROGRAM FOR EPISODIC
TELEVISION WRITERS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 393
ARTICLE 67 - OPTIONS AND EXCLUSIVITY (TELEVISION) . . . . . . . . . . . . . 394
ARTICLE 68 - PARENTAL LEAVE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 397
ARTICLE 69 - CALIFORNIA SICK LEAVE . . . . . . . . . . . . . . . . . . . . . . . . . . . . 398
ARTICLE 70 - WAIVER OF SICK TIME LAWS . . . . . . . . . . . . . . . . . . . . . . . . 400
ARTICLE 71 - PAID PARENTAL LEAVE FUND . . . . . . . . . . . . . . . . . . . . . . . . 401
THEATRICAL SCHEDULE A - THEATRICAL CREDITS . . . . . . . . . . . . . . . . . 403
NOTICE OF TENTATIVE WRITING CREDITS - THEATRICAL . . . . . . . 411
TELEVISION SCHEDULE A - TELEVISION CREDITS . . . . . . . . . . . . . . . . . . 431
NOTICE OF TENTATIVE WRITING CREDITS - TELEVISION . . . . . . . . 446
SIDELETTER TO THEATRICAL SCHEDULE A AND TO
TELEVISION SCHEDULE A . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 450
TELEVISION SCHEDULE B - STANDARD FORM FREELANCE TELEVISION
WRITERS’ EMPLOYMENT CONTRACT . . . . . . . . . . . . . . . . . . . . . . . . . 451
SIDELETTER A WITH EXHIBIT A . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 454
EXHIBIT A TO SIDELETTER A
SCREEN AND TELEVISION CREDITS AGREEMENT . . . . . . . . . . . . . . 456
SIDELETTER B - ARTICLE 42 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 458
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APPENDIX A . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 459
GENERAL . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 459
Article 1. Definitions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 459
Article 3. Recognition . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 463
Article 5. Application of this Basic Agreement . . . . . . . . . . . . . . . . . . . . 464
Article 8. Credit. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 465
Article 13. Compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 465
1. Minimum Basic Compensation . . . . . . . . . . . . . . . . . . . . 465
2. Comedy-Variety Programs . . . . . . . . . . . . . . . . . . . . . . . 466
a. Minimum Compensation Per Program . . . . . . . . . . 466
b. Minimum Variety Show Commitment . . . . . . . . . . . 467
g. Pre-Production Periods . . . . . . . . . . . . . . . . . . . . . 471
h. Multiple Programs Per Week . . . . . . . . . . . . . . . . . 472
3. Self-Contained Portions of Programs . . . . . . . . . . . . . . . 472
4. Quiz and Audience Participation Programs . . . . . . . . . . 473
5. Serials - Other than Prime Time . . . . . . . . . . . . . . . . . . . 475
6. Other Non-Dramatic Programs . . . . . . . . . . . . . . . . . . . . 487
7. Compensation Provisions Applicable to Television
Programs Covered by Appendix A (Other than
Documentary) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 499
8. Documentary Programs . . . . . . . . . . . . . . . . . . . . . . . . . 502
Article 14. Writers Also Employed in Additional Capacities . . . . . . . . . . . 511
Article 15. Television Exhibition . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 512
1. Generally . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 512
2. Comedy-Variety Programs - Prime Time,
Once a Week or Less . . . . . . . . . . . . . . . . . . . . . . . . . . . 514
3. Non-Prime Time Serials . . . . . . . . . . . . . . . . . . . . . . . . . 515
3.1. Other Non-Dramatic Programs, Documentary, News
and Public Affairs Programs . . . . . . . . . . . . . . . . . . . . . . 517
4. Documentary Programs . . . . . . . . . . . . . . . . . . . . . . . . . 517
5. Application of Article 15.B.10.e. . . . . . . . . . . . . . . . . . . . 518
6. Application of Article 15.B.14.. . . . . . . . . . . . . . . . . . . . . 518
7. Radio Use of Simulcast Programs . . . . . . . . . . . . . . . . . 518
8. West Coast Rerun of Awards Program . . . . . . . . . . . . . 518
Article 16. Separation of Rights . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 519
1. Comedy-Variety Programs . . . . . . . . . . . . . . . . . . . . . . . 519
2. Serials (Non-Prime Time) . . . . . . . . . . . . . . . . . . . . . . . . 519
3. Quiz and Audience Participation Programs . . . . . . . . . . 521
4. "Incidental Uses" of Material. . . . . . . . . . . . . . . . . . . . . . 521
Article 17. Pension Plan and Health Fund . . . . . . . . . . . . . . . . . . . . . . . . 522
Article 19. Use and Delivery of Standard Form Contracts . . . . . . . . . . . . 522
Article 20. Speculative Writing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 522
Article 21. Location Expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 523
Article 22. Term Contracts - Options . . . . . . . . . . . . . . . . . . . . . . . . . . . . 523
Article 28. Warranty and Indemnification . . . . . . . . . . . . . . . . . . . . . . . . . 523
Article 39. Pilot Screening . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 524
Article 41. Notices . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 524
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Article 48. Professional Status of Writers; Writer Participation in the
Production Process (General) . . . . . . . . . . . . . . . . . . . . . . . . . 524
Article 61. Services Not Covered by This Agreement
(Documentary). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 525
Article 67. Options and Exclusivity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 526
Article 68. Parental Leave . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 526
Article 69. California Sick Leave . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 526
Article 70. Waiver of Sick Time Laws . . . . . . . . . . . . . . . . . . . . . . . . . . . 527
Article 71. Paid Parental Leave Fund . . . . . . . . . . . . . . . . . . . . . . . . . . . 527
ATTACHMENT TO APPENDIX A - PROCEDURES WITH RESPECT TO
ASSIGNMENTS AND INDIVIDUAL CONTRACTS REFERRED TO IN
ARTICLES 19 AND 20 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 528
TELEVISION SCHEDULE C - APPENDIX A
PROGRAM CREDITS (OTHER THAN DOCUMENTARY). . . . . . . . . . . . 529
TELEVISION SCHEDULE D - APPENDIX A
DOCUMENTARY, NEWS AND PUBLIC AFFAIRS
PROGRAM CREDITS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 535
SCHEDULE D-1
DOCUMENTARY WRITING CREDITS ADDENDUM . . . . . . . . . . . . . . . 542
SIDELETTER TO APPENDIX A - RE “LITERARY MATERIAL” . . . . . . . . . . . . 543
SIDELETTER TO APPENDIX A - ARTICLE 13.B.2.b.(3) . . . . . . . . . . . . . . . . 544
SIDELETTER TO APPENDIX A - ARTICLE 13.B.5.. . . . . . . . . . . . . . . . . . . . . 545
APPENDIX B - PRODUCTION FOR THE PAY TELEVISION AND THE
VIDEODISC/VIDEOCASSETTE MARKETS . . . . . . . . . . . . . . . . . . . . . . 546
A. Introduction and Scope . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 546
B. Definitions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 546
C. Compensation for Covered Programs (other than Dramatic
Programs of a Type Generally Produced for Prime Time
Network Television Which are Produced Principally for Pay
Television) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 547
D. Compensation for Dramatic Programs of a Type Generally
Produced for Prime Time Network Television which are
Produced Principally for Pay Television and Comedy-Variety
Programs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 551
E. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 555
F. Distribution Formula. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 555
G. Release in Other Media . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 556
H. Separation of Rights . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 557
I. Other Provisions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 558
J. Use of Excerpts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 558
APPENDIX C - PROGRAMS MADE FOR BASIC CABLE TELEVISION . . . . . 559
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TABLE OF CONTENTS
APPENDIX D - WRITER-DIRECTOR COLLABORATION -
THEATRICAL . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 568
APPENDIX E - WRITER-DIRECTOR COLLABORATION -
TELEVISION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 571
SIDELETTER TO ARTICLE 3. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 575
SIDELETTER TO ARTICLE 11.F., “EXPEDITED ARBITRATION
OF CERTAIN DISPUTES CONCERNING REACQUISITION
OF UNPRODUCED LITERARY MATERIAL (THEATRICAL)” . . . . . . . . . 577
SIDELETTER TO ARTICLE 11.H. - ARBITRATION OF DISPUTES
CONCERNING TRI-GUILD RESIDUALS AUDITS. . . . . . . . . . . . . . . . . . 578
EXHIBIT A TO ARTICLE 11.H . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 586
SIDELETTER TO ARTICLE 13.B.7.
“SUPERSIZED” EPISODES. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 589
SIDELETTER TO ARTICLE 13.B.7.f.
Time of Payment (Television). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 591
SIDELETTER TO ARTICLE 13.B.7.o. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 593
SIDELETTER TO ARTICLE 14.E.2. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 598
SIDELETTER TO ARTICLE 15.B.1 RE PROGRAM INTERRUPTIONS. . . . . . 599
SIDELETTER NO. 1 TO ARTICLE 15.B.1.b.(2)(c) . . . . . . . . . . . . . . . . . . . . . . 601
SIDELETTER NO. 2 TO ARTICLE 15.B.1.b.(2)(c) . . . . . . . . . . . . . . . . . . . . . . 606
SIDELETTER TO ARTICLE 15.B.13., APPENDICES A, B AND C AND
THE SIDELETTER ON LITERARY MATERIAL WRITTEN FOR
PROGRAMS MADE FOR NEW MEDIA . . . . . . . . . . . . . . . . . . . . . . . . . 608
SIDELETTER TO ARTICLE 15.B.14.h.(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . 611
SIDELETTER RE ELECTRONIC DATA TRANSFER. . . . . . . . . . . . . . . . . . . . 612
SIDELETTER TO ARTICLE 16 RE REACQUISITION . . . . . . . . . . . . . . . . . . . 614
SIDELETTER TO ARTICLE 16.A.8.d) RE REACQUISITION. . . . . . . . . . . . . . 616
SIDELETTER RE THEATRICAL RIGHTS . . . . . . . . . . . . . . . . . . . . . . . . . . . . 619
SIDELETTER NO. 1 RE ARTICLE 48.B. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 620
2020 WRITERS GUILD OF AMERICA - AMPTP
THEATRICAL AND TELEVISION
BASIC AGREEMENT
xii
SIDELETTER NO. 2 RE ARTICLE 48.B. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 622
SIDELETTER TO ARTICLE 48.F. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 624
SECOND SIDELETTER TO ARTICLE 48.F. . . . . . . . . . . . . . . . . . . . . . . . . . . 626
SIDELETTER TO ARTICLE 51. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 628
SIDELETTER TO ARTICLE 15.B., APPENDIX A, APPENDIX B AND
APPENDIX C RE: LICENSE OF FREE TELEVISION, BASIC CABLE
OR PAY TELEVISION MOTION PICTURES TO SECONDARY DIGITAL
CHANNELS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 631
SIDELETTER RE SYNDICATION LICENSES FOR CANADA ONLY. . . . . . . . 634
SIDELETTER ON LITERARY MATERIAL WRITTEN FOR
PROGRAMS MADE FOR NEW MEDIA. . . . . . . . . . . . . . . . . . . . . . . . . . 635
ATTACHMENT TO SIDELETTER ON LITERARY MATERIAL WRITTEN FOR
PROGRAMS MADE FOR NEW MEDIA RE: INITIAL COMPENSATION
AND RESIDUALS APPLICABLE TO CERTAIN “GRANDFATHERED”
HIGH BUDGET SVOD PROGRAMS COVERED BY THE 2014 MBA . . . 682
SIDELETTER RE: “BUNDLED” SUBSCRIPTION CONSUMER PAY
PLATFORMS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 686
SIDELETTER RE PEACOCK SUBSCRIBER TIER FOR HIGH BUDGET
SVOD PROGRAMS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 688
SIDELETTER RE AMAZON PRIME SUBSCRIBER TIER FOR HIGH BUDGET
SVOD PROGRAMS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 690
SIDELETTER RE APPLE+ SUBSCRIBE TIER FOR HIGH BUDGET
SVOD PROGRAMS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 691
SIDELETTER ON EXHIBITION OF MOTION PICTURES
TRANSMITTED VIA NEW MEDIA . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 693
SIDELETTER REGARDING VIRTUAL MVPD SERVICES. . . . . . . . . . . . . . . . 706
SIDELETTER RE OVER-THE-TOP SERVICE OF PAY TELEVISION
SERVICE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 709
SIDELETTER RE HBO MAX . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 711
ARTICLE 64 SIDELETTER REGARDING CREDITS . . . . . . . . . . . . . . . . . . . . 714
SIDELETTER REGARDING INTEREST ON DELINQUENT
RESIDUALS PAYMENTS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 717
xiii
TABLE OF CONTENTS
QUALIFIED DISTRIBUTOR/BUYER LETTER OF AGREEMENT
(THEATRICAL). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 718
STANDARD LETTER OF GUARANTY (THEATRICAL) . . . . . . . . . . . . . . . . . . 721
QUALIFIED RESIDUAL PAYOR LETTER OF AGREEMENT
(TELEVISION) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 723
STANDARD LETTER OF GUARANTY (TELEVISION) . . . . . . . . . . . . . . . . . . 726
SIDELETTER ON NEW TECHNOLOGIES COOPERATIVE
EDUCATION PROGRAM. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 728
SIDELETTER ON INFORMATIONAL PROGRAMS . . . . . . . . . . . . . . . . . . . . . 730
SIDELETTER RE METHODS OF ENCOURAGING ORIGINAL
WRITER'S CONTINUED PERFORMANCE OF WRITING
SERVICES - TELEVISION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 732
AMENDMENT AGREEMENT REGARDING RELEASE
OF ROYALTY PLAN PROGRAMS TO BASIC CABLE . . . . . . . . . . . . . . 733
SIDELETTER ON RESIDUALS FOR MADE-FOR-TELEVISION MOTION
PICTURES OR SVOD PROGRAMS WHEN INITIAL EXHIBITION IS
ON A DIFFERENT TELEVISION PLATFORM OR IN NEW MEDIA . . . . 735
SIDELETTER RE ARTICLE 67 – OPTIONS AND EXCLUSIVITY
(TELEVISION) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 737
SIDELETTER RE DIRECT DEPOSIT OF RESIDUALS . . . . . . . . . . . . . . . . . . 738
SIDELETTER RE COVID-19 RELATED COSTS . . . . . . . . . . . . . . . . . . . . . . . 739
2020 WRITERS GUILD OF AMERICA - AMPTP
THEATRICAL AND TELEVISION
BASIC AGREEMENT
xiv
PREAMBLE REGARDING SO-CALLED "POSSESSIVE CREDITS”
Purpose of Preamble
In the negotiations leading to the 1995 Minimum Basic Agreement, the Companies and
the Guild confirmed their jointly held view that the making of film and television is a
collaborative art and business venture in which the contributions of many persons are
essential, and without which motion pictures cannot be made. The Companies and the
Guild sought to reach an agreement to meet the Guild's long-standing objection to the
use of possessive credits. It was concluded that a comprehensive resolution of the
issues involved would not be reached prior to the end of the negotiation, but that a
comprehensive resolution would be sought in the future. The bargaining parties further
agreed to the inclusion of this PREAMBLE as a means of highlighting the Writers
Guild's strong, continuing, long-standing opposition and objections to the use of so-
called "Possessive Credit(s)."
Defining Possessive Credit(s)
The term "possessive credits" refers to such credits as are generally regarded as such
in the film and television industry and which attribute, impute and/or which could be
reasonably construed to credit a person with the authorship of a film. It is understood
that the term “possessive credits” does not include any forms of writing or source
material credits. Examples of such credits are:
" A Film By _________________"
" Pat Brown's [title of film] "
" A Robin Smith Film "
The PREAMBLE is in two parts:
1. Statement of the Writers Guild of America.
2. Acknowledging statement by each Company signatory to this MBA.
STATEMENT OF THE WRITERS GUILD OF AMERICA
Writers Guild Objections to Possessive Credits
Since its founding, the Writers Guild has opposed the use of the so-called "possessive
credit" on screen and in advertising and promotion when used to refer to a person who
is not the sole author of the screenplay.
PREAMBLE TO THE AGREEMENT
1
The Guild's historic, current and ongoing opposition is based upon beliefs and
principles which include the following:
Credits should, as far as possible, accurately reflect each individual's
contribution.
The granting of a possessive credit to a person who has not both written and
directed a given motion picture inaccurately imputes sole or preeminent
authorship.
The proliferation of the number of unnecessary credits on screen and in
advertising devalues credits in general.
The widespread use of the credit denigrates the creative contributions of others.
ACKNOWLEDGING STATEMENT BY EACH COMPANY
Each Company acknowledges that the Guild holds the foregoing strong objections and
beliefs regarding the use of the "possessive credit."
The Companies believe that the best way to address the foregoing objections is through
tripartite discussions among the Companies, the WGA and the DGA and, therefore,
commit to their full participation in that process.
PREAMBLE TO THE AGREEMENT
2
2020 WRITERS GUILD OF AMERICA - ALLIANCE OF MOTION PICTURE
AND TELEVISION PRODUCERS
THEATRICAL AND TELEVISION BASIC AGREEMENT
This Agreement, to be referred to as the "2020 Writers Guild of America-Alliance of
Motion Picture and Television Producers Theatrical and Television Basic
Agreement," was executed as of the 2nd day of May, 2020, by and between Writers
Guild of America, West, Inc. and Writers Guild of America, East, Inc. (hereinafter
referred to as the “Guild"), and the following producing companies represented for
purposes of collective bargaining by the Alliance of Motion Picture and Television
Producers, Inc. (“AMPTP”):
12:05 AM Productions, LLC
1440 Productions LLC
2929 Development LLC
40 North Productions, LLC
30WEST Destroyer, LLC
30WEST Finestkind, LLC
30WEST VOA, LLC
66 Degrees North Post LLC
2 Producers Entertainment, Inc.
ABC Signature Development, Inc.
ABC Signature Studios, Inc.
Abominable Pictures, Inc.
Acacia Productions, Inc.
Academy of Motion Picture Arts and
Sciences
AEG Ehrlich Ventures, LLC
Alameda Productions, LLC (d/b/a
Legendary Alameda Productions, LLC)
Albemarle Productions, Inc.
ALD Productions Inc.
Alive and Kicking, Inc.
Amazon Studios LLC
Ambient Sounds Productions LLC
Anima Leyenda, Inc.
Apple Development LLC
Appleton Productions, Inc.
Aries Pictures, LLC
Ashland Productions, Inc.
Atlantic 2.1 Entertainment Group, Inc.
Atomic Monster Writing, Inc.
Auckland Productions, Inc.
Avery Pix, Inc.
B Plus Productions, LLC
Backlight Productions LLC
Baer Development WGA, LLC
BalHarbor LLC
Barry Films, Inc.
Base Light Productions LLC
Bee Holder Productions, LLC
Behave Productions, Inc.
Bell Dramatic Serial Company LP
Bell-Phillip Television Productions, Inc.
Big Eight Productions, Inc.
Bliss IP Development LLC
Bonanza Productions Inc.
Borderline Distribution, Inc.
Brad Lachman Productions, Inc.
Bread and Butter Films, Inc.
Breakout Kings Productions, LLC
Breakthrough Awards Productions, Inc.
Brightstar Fox Productions LLC
Bruce Nash Entertainment
Bryan Ulrich LLC
BSFG Holdings Corp
Camdrew Productions LLC
Cap Writers LLC
Carla Singer Productions, Inc.
Carnival Row Productions, LLC
Castlewood Productions, Inc.
CBS Studios Inc.
Celerity Pictures, LLC
Channel Earth Productions, LLC
Chasing the Rebel Productions LLC
Clicquot, LLC
Cloverleaf Productions Inc.
Columbia Pictures Hybrid Productions,
Inc.
Columbia Pictures Industries, Inc.
Columbia Tristar Television, Inc.
Comic Scribe LLC
Cook Cabin Entertainment LLC
PREAMBLE TO THE AGREEMENT
3
Corday Productions, Inc.
Cosmos Studios, Inc.
Country Music Association, Inc.
CP Writers, LLC
CPT Holdings, Inc.
Creative Differences, LLC
Creative Global Development Corp.
Creative Pen & Ink Corporation
Crew Neck Productions
Crossed Pens Development LLC
Crystal Lake Entertainment, Inc.
Dakota North Entertainment, Inc.
Dan Wigutow Productions, Inc.
Danjaq, LLC
Dark Horse Development, LLC
DCE WG Developments, Inc.
Dean River Productions, Inc.
Delta Blues Productions LLC
Diablo Details, LLC
dick clark productions, llc
Digital 360 Productions, Inc.
Digital 49 Productions, Inc.
Dilettante Productions, LLC
DLT Entertainment Ltd.
Done & Dusted Events, Inc.
Double Nickel Media, Inc.
Dream House Pictures LLC
DW Dramatic Television L.L.C.
DW Films L.L.C.
DW SKG TV L.L.C.
DW Television L.L.C.
Dyminium Productions, LLC
E&E Productions Inc.
EE Development and Productions LLC
Egregious Entertainment, LLC
ELP Communications
E.R. Productions, Inc. dba Hollywood
Global Studios
Escape Artists Development, LLC
Escape Artists Productions, LLC
Evamere Entertainment LLC
Eventvision, Inc.
Evergreen Pictures LLC
Extension 765 Ltd.
Eye Productions Inc.
F90, Inc.
Faster Horse Development LLC
Filia Development, Inc.
Film 49 Productions, Inc.
Folsom Movie, LLC
For You From Me Creations LLC
Forge Pictures Inc.
Founding Fathers, LLC
Fox Square Productions, Inc.
Frank & Bob Films II, LLC
Freddie Sportello, LLC
FTP Productions, LLC
Full Frontal, LLC
Galloping Horse Films LLC.
Gatsby Productions, LLC
GE Development, LLC
General Content II LLC
Gimme Dat Money LLC
GLTB Film Development, LLC
Good Universe Development, LLC
GPA Entertainment, Inc.
GPEC Inc.
Grey Eagle Projects LLC
Gross/Weston Productions, Inc.
GWave Productions, LLC
Halberd Productions, Inc.
Happy Puppet Productions, Inc.
Harbor Moon Productions LLC
Hartbreak Films, Inc.
Harvey Kahn Productions, Inc.
Head First Productions, Inc.
Highway 61, LLC
Hilly, Inc.
Honors Productions, Inc.
Hop Skip & Jump Productions, Inc.
Horizon Productions, Inc.
Horizon Scripted Television Inc.
Hornrim Productions, Inc.
Hostage Productions, Inc.
Howler Monkey Productions
Hudson Entertainment, Inc.
Hydronaut Productions, LLC
In Development, LLC
Indiana Entertainment, Inc.
Intrepid Pictures Development Company
LLC
PREAMBLE TO THE AGREEMENT
4
IP Development LLC
Irony East LLC
It's A Laugh Productions, Inc.
Ixtlan Corporation
Jailbreak Development LLC
Jax Media, LLC
Jay Squared Productions LLC
Joe Roth Films, Inc. d/b/a/ Roth
Kirschenbaum Development
Joncar Productions, Inc.
Juniper, LLC
Kapital Productions LLC
Katy Mac Session Productions
Kaushi Entertainment, LLC
KDX Entertainment L.L.C.
Keep Calm and Carry On Productions,
Inc.
KEL Entertainment, LLC
Kelley Productions, Inc. dba David E.
Kelley Productions
Ken Ehrlich Productions, Inc.
Kenwood TV Productions, Inc.
Kester Street Productions, Inc.
Kill Van Kull Productions LLC
KSC Development, LLC (f/k/a Kingdom
Studios Development, LLC)
Kyaraben, LLC
Labayka, LLC
LaCanada Distribution, LLC
Lakeshore Entertainment Group LLC
Lakeshow Films LLC
Larry A. Thompson Organization,
Incorporated
Laurel Chandler, LLC
Lava Films LLC
Lavender Development, LLC
Legendary Pictures Productions, LLC
Legendary Television Productions, LLC
Leodoro Productions LLC
Leon Animation LLC
Leon Entertainment LLC
LGGL TV Development Productions, LLC
Lifetime Television Development, Inc.
Lily Belle Media Development LLC
Lily Pond Productions LLC
Lima St. Productions LLC
Lions Gate Television Development LLC
Little Egypt Films, LLC
Little Room Pictures, LLC
Living Proof Productions, LLC
Lost City Development LLC
Luce Change Film Company, L.L.C.
MacGillivray Freeman Films, Inc.
Madison Productions, Inc.
Make It Take It Productions, LLC
Main Gate Productions LLC
Mandalay Development, LLC
Manor Drive Productions, Inc.
Marlig Entertainment LLC
Media &Policy Center Foundation of
California
Mesquite Productions, Inc.
Metalwork Pictures Development, LLC
Metro-Goldwyn-Mayer Pictures Inc.
MGM Television Entertainment Inc.
Milk Street Productions, LLC
Minderbinder Enterprises, LLC
Minim Productions, Inc.
Minnock, LLC
Miramonte Communications
Montecito Pictures, LLC
Montrose Productions, Inc.
Moon Spin Films, LLC
MVL Development LLC
MVL Productions LLC
My AM Productions, LLC
My Leafs, LLC
Narcos Productions LLC
New Line Productions, Inc.
New Regency Productions, Inc.
New Video Channel Scribes LLC
Next Step Productions LLC
Nima Productions LLC
NM Talent Inc.
NS Pictures, Inc.
NTCP USA Development, LLC
Obfuscated Entity, LLC
Ocean Blue Holdings, LLC
October Holdings, Inc.
Olive Avenue Productions LLC
Olive Productions, LLC
On The Brink Productions, Inc.
PREAMBLE TO THE AGREEMENT
5
Once Upon a Time Productions, LLC
Open 4 Business Productions LLC
Opposite Loft LLC
Optimum Productions
Orange Cone Productions LLC
Orchard Road Productions, LLC
Ovada, LLC
Over the Pond Productions, Inc.
Pacific 2.1 Entertainment Group, Inc.
Palladin Productions LLC
Pantelion Films, LLC
Papatime Development, LLC
Parallax Media, LLC
Paramount Pictures Corporation
Park Court Productions, Inc.
Parkes-MacDonald ImageNation II, LLC
Patch Bay Productions LLC
Peachtree Cinema Development, LLC
Peak 7 Films LLC
Pen to Paper, LLC
Perdido Productions, Inc.
Periscape Studio, Inc.
Perryman, LLC
Pet II Productions, Inc.
Picrow Streaming Inc.
Picrow, Inc.
Platinum Band LLC
Point Grey Film Studios, LLC
Point Grey TV Studios, LLC
Polletto Productions LLC
Pond Writer LLC
PP21 Productions LLC
PPL Development LLC
Preemptive Strike Productions, LLC
Prodco, Inc.
Produced Bayou, Inc.
Proximity Productions LLC
PW Development LLC
Q and Shu Global Industries, LLC
Quadra Productions, Inc.
Ralph Edwards/Stu Billett Productions
Ralph Edwards Productions
Readcrest Productions, Inc.
Real Fiction Productions, LLC
Rebel Artichoke, Inc.
Redweed Productions, LLC
Relentless Productions, LLC
Remote Broadcasting, Inc.
Reunion 2017 LLC
Revolution Studios Development
Company, LLC
Rise and Shine Productions, Inc.
RKO Pictures, LLC
Rock Island Films, Inc.
Rough Writers, LLC
Rubin Productions LLC
Ruff Draft Productions, LLC
S8 Writers, LLC
Salamander Film Productions, Inc.
Salty Pictures, Inc.
San Vicente Productions, Inc.
Santa Monica Bay Pictures, LLC
SBI Media, LLC
SBS Entertainment Inc.
SCFV Development, Inc.
Scott Free Productions, Inc.
Scoric Productions Inc.
Script Movie, Inc.
Sea Fog Productions, Inc.
Sequoia Productions, Inc.
ShadowCatcher Entertainment, LLC
Shaftesbury Avenue LLC
Showtime Pictures Development
Company
Silent Development Corp.
Silent Films, LLC
Sivad Arts II, Inc.
SKE Creative, LLC
Skidder Development LLC
Skydance Development, LLC
Skylark Lane Development Company,
LLC
SMACD, LLC
Smithwood Developments, LLC
Sony Pictures Television Inc.
South Circle Productions LLC
South Rock Productions LLC
Southsquare Productions Inc. (formerly
ITV US Productions, Inc.)
Spacebound, LLC
Spalding Laboratories, Inc.
Sparky Productions Inc.
Spirit Productions, LLC
St. Giles LLC
PREAMBLE TO THE AGREEMENT
6
Stalwart Productions LLC
Starz Family Productions, LLC
Starz Heels Productions, LLC
Starz P Town Productions, LLC
State of Mind, LLC
Storyteller Development Co., LLC
Story Telling, Inc.
Stu Segall Productions, Inc.
Stuart Street Digital Studios LLC
StudioCanal Entertainment Development,
Inc.
STX FilmDev, LLC
Subtle Differences Productions, Inc.
Summit Entertainment Development
Services
Sunny Television Productions, Inc.
Sunset Television Productions, LLC
Supernova Development LLC
Swan Films, LLC
Tango West, LLC
TDG Media LLC
The De Laurentiis Company
The FKPS Company
The Flood Productions, LLC
The Gurin Company
The Imagine Writers Lab, LLC
The Mosaic Group, Inc.
The Place To Be LLC
The SKPS Company
The Steve Tisch Company
The Video Line Inc.
Tiger 62 Development, LLC
Time Travel Unlimited, LLC
Tin Roof Pictures LLC
Titan Productions LLC
Topanga Productions, Inc.
Touchstone Television Productions, LLC
dba ABC Studios
TPSC Development, LLC
Trackdown Productions, Inc.
Trip Media, Inc.
TriStar Pictures, Inc.
TriStar Television, Inc.
Tuppence and Trolls Productions, LLC
TVM Productions, Inc.
Twentieth Century Fox Film Corporation
Uncommon Productions LLC
Universal Cable Productions
Development LLC
Universal City Studios LLC
Universal Content Productions LLC
Universal Network Programming LLC
Unperfect Productions LLC
UPI Development LLC
Valleycrest Productions Ltd.
Vegas Blows, Inc.
Vendome Development West, LLC
Vertical Hold Productions LLC
Village Roadshow Productions Inc.
VS Films Development LLC
WAD Productions, Inc.
Walt Disney Pictures
Warner Bros. Pictures
Warner Bros. Television
Warner Media Entertainment Pages, Inc.
Warner Specialty Films Inc.
Waveform Productions LLC
WCE Productions, Inc.
West 150 Productions, LLC
White Cherry Entertainment, Inc.
Wiley Optics, Inc.
Willow and Oak, Inc.
Wilton Production, Inc.
Winston Arts LLC
Wiseguy, Inc.
Wishful Productions, LLC
Woodridge Productions, Inc.
Woodrow House Productions LLC
Wordsmith, LLC
WSAV, Inc.
YANDR Productions, LLC
YLK Development, LLC
YNFS Productions LLC
PREAMBLE TO THE AGREEMENT
7
[The Company names listed above were furnished to the Guild by the AMPTP. The
Guild does not insure that any such name is in its full and correct form or is spelled
correctly. Inquiries regarding the full and correct legal name of a signatory Company
may be directed to the Guild's Signatories Department.]
(Each entity listed above is hereinafter referred to as the "Company" and collectively as
the "Companies.")
In consideration of the mutual agreements contained in this Agreement, the Guild and
the Companies agree as follows:
The provisions of this Basic Agreement shall be designated as follows:
(i) General provisions (herein designated "General") applicable to both
theatrical employment, options to purchase literary material for theatrical
motion pictures (to the extent provided in this Agreement) and purchases
of literary material for theatrical motion pictures and to television
employment, options to purchase literary material for television motion
pictures (to the extent provided in this Agreement) and purchases of
literary material for television motion pictures, and
(ii) Provisions (herein designated "Television") applicable to television
employment, options to purchase literary material for television motion
pictures (to the extent provided in this Agreement) and purchases of
literary material for television motion pictures only, and
(iii) Provisions (herein designated "Theatrical") applicable to theatrical
employment, options to purchase literary material for theatrical motion
pictures (to the extent provided in this Agreement) and purchases of
literary material for theatrical motion pictures only.
The provisions of this Basic Agreement which are applicable to employment, options to
purchase and purchases for free television motion pictures are also applicable to
employment, options to purchase and purchases for:
(a) live television programs to the extent that such programs would be
covered if they were television motion pictures; and
(b) programs covered by Appendix B to the extent provided in Appendix B;
and
(c) motion pictures produced primarily for the basic cable market to the extent
provided in Appendix C.
PREAMBLE TO THE AGREEMENT
8
Notwithstanding any of the foregoing, the provisions of this Basic Agreement are not
applicable to employment, options to purchase and purchases for:
(a) [Deleted.]
(b) programs excluded from the coverage of Appendix B which are produced
principally for the pay television and/or videodisc/videocassette markets
except to the extent provided in the Sideletter on Informational Programs.
The Company agrees that if it produces program(s) for television of the types heretofore
traditionally produced for free television pursuant to any WGA Basic Agreement, such
program(s) will be considered to be produced either for free television, basic cable or
pay television. In the event a new distribution system evolves (distinct from the
foregoing three methods), the parties to this Agreement reserve their respective rights
with regard to such new system.
ARTICLE 1 - DEFINITIONS
The following terms or words used in this Basic Agreement shall have the
following meanings:
A. GENERAL
1. The term "television motion picture" (sometimes referred to in
this Basic Agreement as "television film") means the entertainment
portion of motion pictures, whether made on or by film, tape or
otherwise and whether produced by means of motion picture
cameras, electronic cameras or devices or any combination of the
foregoing or any other means, methods or devices, now used or
which may hereafter be adopted for the recordation of motion
pictures produced primarily for exhibition by free television. The
prefatory language to this Basic Agreement and the provisions
cited therein determine the extent to which the provisions of the
Basic Agreement which are applicable to television motion pictures
are also applicable to pay television and basic cable.
2. The term "theatrical motion picture" means motion pictures and
photoplays, whether made on or by film, tape or otherwise and
whether produced by means of motion picture cameras, electronic
cameras, or devices or any combination of the foregoing or any
other means, methods or devices now used or which may be
hereafter adopted for the recordation of motion pictures produced
primarily for exhibition in a theater or similar location in which a fee
or admission charge is paid by the viewing audience, other than
ARTICLE 1.A.2.
DEFINITIONS
GENERAL
9
those motion pictures produced primarily for exhibition in another
market covered by this Basic Agreement.
3. The term "basic cable," as distinguished from pay television or
free television, refers to that type of exhibition which is commonly
understood in the industry today to be basic cable exhibition.
4. The terms "pay television" and "videodisc/videocassette" are
defined in Article 51 and in Appendix B of this Basic Agreement.
5. The term "literary material" shall be deemed to include stories,
adaptations, treatments, original treatments, scenarios,
continuities, teleplays, screenplays, dialogue, scripts, sketches,
plots, outlines, narrative synopses, routines, and narrations, and,
for use in the production of television film, formats.
6. The term "radio rights" means the right to broadcast by radio for
aural reception only and unaccompanied by any recordation,
transmission or broadcast intended for visual reception.
7. The term "week-to-week employment" means the employment of
a writer on a week-to-week basis which, except for such restrictions
as may herein elsewhere be contained, may be terminated by the
Company or writer at any time.
8. The term "public domain" refers to literary material which is not
subject to copyright protection in the United States.
9. The term "member of the Guild in good standing" means a
member of the Guild who has tendered the initiation fee and
periodic dues uniformly required as a condition of acquiring or
retaining membership.
10. The term "writer" shall not be deemed to include any corporate or
impersonal purveyor of literary material or rights therein.
11. Other than as provided in Article 14 hereof, this Basic Agreement
shall not, nor is it intended to cover, the employment of Producers,
Directors, Story Supervisors, Composers, Lyricists, or other
persons employed in a bona fide non-writing capacity except to the
extent that such employment consists of writing services covered
under this Article 1, section B.1.a.(2) or section C.1.a., nor the
employment of Story Analysts, at any time prior to the expiration of
this Basic Agreement, in the synopsizing of literary material, as
referred to in the footnotes to Paragraph 1 of the wage scales and
working conditions of the current agreement between "Producer
ARTICLE 1.A.2.
DEFINITIONS
GENERAL
10
and I.A.T.S.E. & M.P.T.A.A.C. and Local #700 (Screen Story
Analysts)” thereof.
12. It is understood that this Basic Agreement shall not, nor is it
intended to, cover contracts for the purchase of literary material (a)
which literary material at the time of purchase is published or
exploited in any manner or by any medium whatever, or (b) with a
person who is not a professional writer as defined in Article 1.B.1.b.
or 1.C.1.b. hereof, whichever of said subparagraphs of Article 1 is
applicable.
12.1. The term “network,” as used in this Agreement, means ABC,
CBS, FBC and NBC, or any other entity which qualifies as a
“network” under Section 73.662(f) of the rules of the Federal
Communications Commission, unless the FCC determines that
such entity is not a “network” for purposes of such Section.
13. Other terms not expressly defined in this Basic Agreement are
used in their present commonly understood meaning in the
theatrical motion picture and television motion picture industry in
the State of California.
14. [Deleted.]
15. [Deleted.]
16. [Deleted.]
17. [Deleted.]
B. THEATRICAL
1. Writer and Professional Writer
a. A "writer" is a person who is:
(1) employed by the Company to write literary material as
defined herein, where the Company has the right by
contract to direct the performance of personal
services in writing or preparing such material or in
making revisions, modifications or changes therein; or
(2) employed by Company and who performs services (at
Company's direction or with its consent) in writing or
preparing such literary material or making revisions,
modifications, or changes in such literary material
ARTICLE 1.B.1.a.
DEFINITIONS
THEATRICAL
11
regardless of whether such services are described or
required in his/her contract of employment; provided,
however, that any writing services described below
performed by Producers, Directors, Story Supervisors
(other than as provided in Article 14 hereof),
Composers, Lyricists, or other employees, shall not
be subject to this Basic Agreement and such services
shall not constitute such person a writer hereunder:
(a) Cutting for time
(b) Bridging material necessitated by cutting for
time
(c) Changes in technical or stage directions
(d) Assignment of lines to other existing
characters occasioned by cast changes
(e) Changes necessary to obtain continuity
acceptance or legal clearance
(f) Casual minor adjustments in dialogue or
narration made prior to or during the period of
principal photography
(g) Such changes in the course of production as
are made necessary by unforeseen
contingencies (e.g., the elements, accidents to
performers, etc.)
(h) Instructions, directions, or suggestions,
whether oral or written, made to writer
regarding story or screenplay
In addition to the foregoing, in the case of a person who at
the time he/she performs services has not received at least
two (2) screen credits for story or screenplay or both, as
determined pursuant to Theatrical Schedule A of this Basic
Agreement, or Schedule A of prior Theatrical Basic
Agreements, within a period of ten (10) years (or has not
received at least one (1) of such credits within a period of
five (5) years) immediately prior to the rendition of such
services, and who is employed solely in the capacity of the
bona fide producer of a motion picture and whose
employment does not include the requirement that he/she
perform writing services, then, such person may, in addition
to the above, perform the following writing services: make
changes in dialogue, narration or action, but not including
significant changes in plot, story line or interrelationship of
characters, and such services by such person shall not be
subject to this Basic Agreement. If such person does make
significant changes in plot, story line or interrelationship of
ARTICLE 1.B.1.a.
DEFINITIONS
THEATRICAL
12
characters, then such services by such person shall be
subject to this Basic Agreement, except Article 6 hereof.
In addition to the foregoing, in the case of a person who at
the time he/she performs services has received at least two
(2) such screen credits within such ten-year period (and with
at least one (1) of such credits within such five-year period)
immediately prior to the rendition of such services, and who
is employed solely in the capacity of the bona fide producer
of a motion picture, and whose employment does not
include the requirement that he/she perform writing services,
then, if such person shall perform writing services in addition
to those described in (a) through (h) above, such services by
such person shall be subject to this Basic Agreement.
In addition to the foregoing, in the case of a person who at
the time he/she performs services is employed solely in the
capacity of the director of a motion picture, and whose
employment does not include the requirement that he/she
perform writing services, then, such person may, in addition
to the above, perform the following writing services: make
changes in dialogue, narration or action, but not including
significant changes in plot, story line or interrelationship of
characters, and such services by such person shall not be
subject to this Basic Agreement.
If such person does make significant changes in plot, story
line or interrelationship of characters, then such services by
such person shall be subject to this Basic Agreement,
except Article 6 hereof.
In any event, if any producer or director shall receive screen
credit pursuant to the provisions of Theatrical Schedule A
and the Guild's credit rules relating to the writing contribution
necessary for such credit, then the provisions of Paragraph
I. of Article 6 of this Basic Agreement shall apply with
respect to such person.
With respect to a person employed solely as a producer-
director, on the motion pictures which he/she directs, the
director paragraph above shall apply and on the motion
pictures which he/she does not direct, the producer
paragraphs above shall apply.
ARTICLE 1.B.1.a.
DEFINITIONS
THEATRICAL
13
As used above, "producer" shall also include the bona fide
executive producer of said motion picture if such executive
producer is of the same industry stature and has
responsibilities and functions similar to those held or
exercised by the following executive producers during 1977:
Samuel Arkoff, Ron Miller and Marvin Mirisch.
With respect to signatory Companies, no services of any
kind of any executive of the same industry stature and with
responsibilities and functions similar to those held by or
exercised by the following executives during 1977: Cardon
Walker, Alan Ladd, Jr., John Calley, and Daniel Melnick
shall be covered by any provisions of this Basic Agreement,
except that if any such executive shall receive screen credit
pursuant to the provisions of Theatrical Schedule A and the
Guild's credit rules relating to the writing contribution
necessary for such credit, then the provisions of Paragraph
I. of Article 6 of this Basic Agreement shall apply to such
person.
b. The term "professional writer" means a person who on or
after May 2, 2020, sells, licenses or options to the Company
the ownership of or rights to use literary material written by
such writer, for use in the production of a motion picture,
which literary material had not prior to such sale, license or
option been published or exploited in any manner or by any
medium whatsoever, and who at such time:
(1) has received employment for a total of thirteen (13)
weeks, which need not be consecutive, as a motion
picture and/or television writer, or radio writer for
dramatic programs or writer on a “High Budget SVOD
Program” (as defined in the Sideletter on Literary
Material Written for Programs Made for New Media);
or
(2) has received credit on the screen as a writer for a
television or theatrical motion picture or “High Budget
SVOD Program” (as defined in the Sideletter on
Literary Material Written for Programs Made for New
Media); or
(3) has received credit for three (3) original stories or one
(1) teleplay for a program one-half hour or more in
length in the field of live television; or
ARTICLE 1.B.1.a.
DEFINITIONS
THEATRICAL
14
(4) has received credit for three (3) radio scripts for
dramatic radio programs one-half hour or more in
length; or
(5) has received credit for one (1) professionally
produced play on the legitimate stage, or one (1)
published novel.
The Company may rely on the statement of the writer with respect
to whether or not the material had theretofore been published or
otherwise exploited.
2. The term "treatment" means an adaptation of a story, book, play or
other literary, dramatic or dramatico-musical material for motion
picture purposes in a form suitable for use as the basis of a
screenplay.
The term "original treatment" means an original story written for
motion picture purposes in a form suitable for use as the basis of a
screenplay.
3. The term "screenplay" means the final script with individual
scenes, full dialogue and camera setups.
4. The term "first draft screenplay" means a first complete draft of
any script in continuity form, including full dialogue.
5. The term "story" means literary or dramatic material indicating the
characterization of the principal characters and containing
sequences and action suitable for use in, or representing a
substantial contribution to, a final script.
6. The term "shorts" or "short subjects," for the purposes of this
Basic Agreement, is defined as motion pictures which when
released are 3,600 lineal feet or less in length, other than motion
pictures known as cartoons, newsreels, trailers, travelogues,
commercials or news and sports commentaries and motion
pictures intended primarily for exhibition by free television, if such
motion pictures are originally made and originally distributed as
such.
7. The term "rewrite" means the writing of significant changes in plot,
story line, or interrelationship of characters in a screenplay.
"Polish," as used herein, means the writing of changes in dialogue,
narration or action, but not including a rewrite.
ARTICLE 1.B.7.
DEFINITIONS
THEATRICAL
15
8. Merchandising Rights - The term "merchandising rights" means
the right to manufacture and to sell or otherwise dispose of any
object or thing first described in literary material written by the writer
pursuant to an employment agreement subject to this Basic
Agreement, entered into on or after May 2, 2020, or acquired from
a professional writer; provided such object or thing is fully
described in such literary material and by such description appears
to be unique and original. Merchandising rights include the right of
publication in publications of the generic type described as "photo
novels" or "photo albums."
The writer shall have no merchandising rights. However, if the
Company exploits the merchandising rights (as defined above) in
any such literary material, Company shall pay to such writer an
amount equal to five percent (5%) of absolute gross, that is,
monies remitted by the manufacturer on account of the exploitation
of the subject merchandising rights. The provisions of this
subparagraph 8. are also applicable to a writer who is not entitled
to Separation of Rights.
9. The term "interactive rights" means the right:
a. to reuse a theatrical motion picture, in whole or in substantial
part, in an interactive program, as provided in Article 64.B.1.;
b. to utilize excerpts from a theatrical motion picture in an
interactive program, as provided in Article 64.B.2.; and
c. to produce an interactive program based upon literary
material for a theatrical motion picture written by a writer
pursuant to an employment agreement (to which
employment the provisions of this Basic Agreement or any
prior MBA containing a separation of rights provision
applies) or acquired by the Company from a professional
writer (to which acquisition the provisions of this Basic
Agreement or any prior MBA containing a separation of
rights provision applies), which interactive program meets
the requirements of Article 64.C.1.
The writer shall have no interactive rights. However, if the
interactive rights are licensed as provided in Article 64.B.1.,
B.2., C.1., D.1.a. or D.2.a., Company shall make payment to
the writer in accordance with such provisions.
ARTICLE 1.B.8.
DEFINITIONS
THEATRICAL
16
C. TELEVISION
1. Writer and Professional Writer
a. A "writer" is a person who is:
(1) engaged by the Company to write literary material as
defined herein (including making changes or revisions
in literary material), when the Company has the right
by contract to direct the performance of personal
services in writing or preparing such material or in
making revisions, modifications or changes therein; or
(2) engaged by Company and who performs services (at
Company's direction or with its consent) in writing or
preparing such literary material or making revisions,
modifications, or changes in such material regardless
of whether such services are described or required in
his/her contract of employment.
A writer is a creative and professional person who performs
a unique and indispensable function in relation to the
production of motion pictures. It is an element of good faith,
and part of the consideration of this Agreement, that no
Company will use any of the following provisions of this
paragraph with the purpose or intent of circumventing the
employment of writers. Accordingly, it is agreed that the
following services performed by an employee who is not
employed as a writer shall not be subject to this Agreement
and such services shall not constitute such a person a writer
hereunder:
(a) Cutting for time
(b) Bridging material necessitated by cutting for time
(c) Changes in technical or stage directions
(d) Assignment of lines to other existing characters
occasioned by cast changes
(e) Changes necessary to obtain continuity acceptance
or legal clearance
(f) Casual minor adjustments in dialogue or narration
made prior to or during the period of principal
photography
(g) Such changes in the course of production as are
made necessary by unforeseen contingencies (e.g.,
the elements, accidents to performers, etc.)
ARTICLE 1.C.1.a.
DEFINITIONS
TELEVISION
17
(h) Instructions, directions or suggestions, whether oral
or written, made to a writer regarding story or teleplay
In addition to the foregoing, if a person is employed solely in
the capacity of the bona fide executive producer or bona fide
producer of a specific television program and his/her
employment agreement does not include the requirement
that he/she perform writing services, and if said person has
not been employed as a writer at least twice since June 1,
1966, and if said person nevertheless renders writing
services (other than those specified in (a) through (h)
above), then his/her employment as a writer shall be subject
to this Basic Agreement, except that Article 6 and Article 14
of this Basic Agreement shall not be applicable if he/she
performs no more than the following writing services on not
more than three (3) programs in any one (1) production
season (not more than one (1) of which may be a program in
a mini-series, which for this purpose is a series of not more
than eight (8) episodes in the production season): changes
in dialogue, narration or action, but not including significant
changes in plot, story line or interrelationship of characters.
If such person makes significant changes in plot, story line
or interrelationship of characters, such person shall be
subject to Articles 6 and 14 of this Basic Agreement.
In determining whether a person has been employed as a
writer since June 1, 1966, for the purposes of this
subparagraph, (i) each separate occasion, if any, for which
he/she has declared earnings to the Guild for services as a
writer performed on a particular theatrical motion picture or
television project since June 1, 1966, and (ii) each occasion,
if any, on which he/she has been listed as a participating
writer in relation to a screen authorship credit determination
pursuant to a collective bargaining agreement with the Guild
with respect to services performed as a writer since June 1,
1966 shall be conclusively counted as an employment as a
writer. The exception provided for in this subparagraph shall
not be valid in a particular case unless the Company obtains
from the individual a warranty in writing that he/she has not
been employed as a writer at least twice since June 1, 1966.
If the Guild should question whether the exception applies,
whether relating to employment by the Company or by
another signatory, the Company shall cooperate in making
available to the Guild any evidence in its possession or
control which may be relevant to the inquiry. Said exception
shall not apply to a writer if such writer has been previously
ARTICLE 1.C.1.a.
DEFINITIONS
TELEVISION
18
employed as a writer also employed in additional capacities
as provided in said Article 14.
With respect to signatory Companies, no services of any
kind of any executive of the same industry stature and with
responsibilities and functions similar to those held by or
exercised by the following executives during the 1977-78
broadcast season: Larry White at Columbia Pictures
Industries, Inc., Allan Shayne at Warner Bros. Inc., Sy
Salkowitz at Twentieth Century-Fox Film Corp., and Ron
Miller at Walt Disney Productions, shall be covered by any
provisions of the Basic Agreement, except that if any such
executive shall receive screen credit pursuant to the
provisions of Television Schedule A and the Guild's credit
rules relating to the writing contribution necessary for such
credit, then the provisions of Article 6, Paragraph I. shall
apply to such person.
In addition to the foregoing, in the case of a person who at
the time he/she performs services is employed solely in the
capacity of the director of a specific television program, and
whose employment does not include the requirement that
he/she perform writing services, then, such person may, in
addition to (a) through (h) above, perform the following
writing services: make changes in dialogue, narration or
action, but not including significant changes in plot, story line
or interrelationship of characters, and such services by such
person shall not be subject to this Basic Agreement. If such
person does make significant changes in plot, story line or
interrelationship of characters, then such services by such
person shall be subject to this Basic Agreement, except
Article 6 hereof.
In any event, if any director shall, with respect to the
particular program, receive screen credit pursuant to the
provisions of Television Schedule A and the Guild's credit
rules relating to the writing contribution necessary for such
credit, then the provisions of Article 6, Paragraph I. shall
apply to such person. A writer who renders services as a
director on a particular episode shall be deemed to be a
director as to such episode.
b. A "professional writer" means any person who has (1)
received employment for a total of thirteen (13) weeks as a
television, motion picture or radio writer or writer on a “High
Budget SVOD Program” (as defined in the Sideletter on
ARTICLE 1.C.1.b.
DEFINITIONS
TELEVISION
19
Literary Material Written for Programs Made for New Media),
or (2) has received credit on the screen as a writer for a
television or theatrical motion picture or on a “High Budget
SVOD Program” (as defined in the Sideletter on Literary
Material Written for Programs Made for New Media), or (3)
has received credit for three (3) original stories or one (1)
teleplay for a program one-half hour or more in length in the
field of live television, or (4) has received credit for three (3)
radio scripts for radio programs one-half hour or more in
length, or (5) has received credit for one (1) professionally
produced play on the legitimate stage or one (1) published
novel.
2. The term "teleplay" means the final script with individual scenes,
full dialogue or monologue (including narration in connection
therewith), and camera setups if required; provided, however, that if
the Company desires any script to consist in part of suggested or
indicated dialogue (so that an actor portraying a role may
extemporize therefrom), such suggested or indicated dialogue shall
be deemed to satisfy the requirement of "full dialogue or
monologue."
3. The term "rewrite" means the writing of significant changes in plot,
story line or interrelationship of characters in a teleplay.
4. The term "polish" means the writing of changes in dialogue,
narration or action, but not including a rewrite.
5. A "back-up script" is a story and/or teleplay for a proposed
episodic series for which a writer is employed prior to the
exploitation of the television series sequel rights for such proposed
series, other than a pilot script.
6. A "pilot script" is a story and/or teleplay intended to be used for
the production of a pilot for a proposed serial or episodic series and
setting forth the framework intended to be repeated in subsequent
episodes, including the setting, theme and premise of the proposed
serial or series and its central running characters. A story and/or
teleplay may be a "pilot script" whether or not there is a separate
format for the proposed serial or series and regardless of whether it
is written for broadcast as a unit of a unit series or as a one-time
program. The foregoing definition of pilot script also may apply to a
story and/or teleplay intended to be used for the production of a
pilot for a proposed unit series which does not have central running
characters, but which story and/or teleplay does set forth the
context and continuing framework intended to be repeated in
ARTICLE 1.C.1.b.
DEFINITIONS
TELEVISION
20
subsequent units, including the central premises, themes, setting
(locale, time, etc.), flavor, mood, style and attitude of the proposed
unit series.
Nothing herein shall be construed to require that a pilot be
produced for any such serial or series nor that a pilot script must be
written for any such serial or series.
7. The term "first draft teleplay" means a first complete draft of any
script in continuity form, including the full dialogue.
8. The term "story" means a story indicating the characterization of
the principal characters and containing sequences and action
suitable for use in or representing a substantial contribution to a
final script; provided, however, that the writer shall not be obligated
to insert dialogue therein (except to the extent necessary to show
characterization) or to prepare the story in the form of a step
outline.
9. a. A "national radio network broadcast" means a broadcast
carried simultaneously by a station or stations in excess of
the stations comprising a regional radio network.
b. A "regional radio network" means a network maintained by
a network company for regional coverage as distinguished
from national or transcontinental coverage.
10. The term "dramatic rights" means the right of presentation in
dramatic form on the speaking stage with living actors appearing
and performing in the immediate presence of an audience, without
any recordation, transmission, or broadcast thereof intended for
aural or visual reception at places away from the place of
performance, except that the dramatic rights shall include the right
to broadcast directly by television such live presentation without
any kinescope or other recording thereof, subject to restriction
concerning the time when such broadcasts may be made as
hereinafter provided.
11. The term "publication rights" means the right to publication of the
work in book form or in magazine or periodical form, including serial
publication.
12. "Series sequel rights" means the right to use the leading
character or characters of a work participating in a substantially
different story in an "episodic series" or "serial" type television
program, production made for new media or radio program.
ARTICLE 1.C.12.
DEFINITIONS
TELEVISION
21
"MOW sequel rights" means the right to use the leading character
or characters of a work participating in a substantially different story
in a television program or in a production made for new media
(other than a High Budget SVOD Program as defined in the
Sideletter on Literary Material Written for Programs Made for New
Media) ninety (90) minutes or longer, or in a High Budget SVOD
Program ninety-six (96) minutes or longer, which is ordered
subsequent to the broadcast of the "first MOW," as defined in
Article 16.B.2.b., and is other than an exploitation of the "series
sequel rights."
13. The term "single unit" means a television program intended for
broadcast as a single show, broadcast or program, and not as a
part of a unit series or episodic series.
14. The term "unit series" means a series of programs, each of which
contains a separate complete story, without a character or
characters common to each of the programs in the series, but held
together by the same title, trade name or mark or identifying device
or personality common to all the programs in the series.
15. "Episodic series" means a series of programs, each of which
contains a separate complete story with a character or characters
common to each of the programs in the series, provided, however,
that such series shall still remain an episodic series even though a
two- three- four- or five- multi-part story is utilized in the series.
With regard to "literary material" for an "episodic series," extricable
material shall consist of the plot of such material, and such original
characters and characterizations which are distinctive and
identifiable and which are the sole original creation of the writer, but
shall not include the names of the characters.
16. The term "serial" means a series of programs in which generally
the same characters carry on a continuing narrative.
17. The term "established serial or episodic series" means a serial
or episodic series based upon material that has been published or
exploited in any manner or by any medium whatsoever, or based
upon a story in the public domain or owned by the Company.
18. Merchandising Rights
a. The term "merchandising rights" with regard to any
established serial or episodic series, or any unit series or
one-time television program to which separated rights do not
ARTICLE 1.C.12.
DEFINITIONS
TELEVISION
22
apply, means the right to manufacture and to sell or
otherwise dispose of any object or thing first described in
literary material written by the writer, provided such object or
thing is fully described therein and by such description
appears to be unique and original.
b. With regard to writers entitled to separation of rights,
merchandising rights shall mean the exclusive right to grant
to manufacturers or others the right to refer, in conjunction
with the marketing or exploitation of objects or things, to the
series in which the writer's separation of rights exists or to
characters of such series, but such objects or things shall
not include:
(1) The television motion picture itself or any part of the
television motion picture;
(2) Music composed for or identified with such series or
with any episode of such series, including any form of
exploitation of music, such as records or publishing;
(3) Objects or things furnished by a manufacturer or
other person or company for use in or in connection
with such series or any episode of such series, where
the Company receives no revenue from the marketing
of such objects or things (for example, a motorcycle
manufacturer furnishes motorcycles to the Company
for photography in a series dealing with motorcyclists
in exchange for the right granted to the manufacturer
to refer to the series or to characters of the series in
conjunction with the marketing and exploitation of its
motorcycles);
(4) Objects or things manufactured or sold by any
sponsor of such series, where the right to refer to
such series or characters of such series in
conjunction with the marketing of such objects or
things is obtained by the sponsor as part of the initial
agreement for the sponsorship of the series, and the
Company receives no revenue from the marketing of
such objects or things (as distinguished from the
revenue received by the Company for the series
itself); but the sponsor referred to in this
subparagraph (4) refers to the overall sponsor or
sponsors of the series, as distinguished from the
companies advertising in "spot" commercials;
ARTICLE 1.C.18.b.
DEFINITIONS
TELEVISION
23
(5) Objects or things which, in the reasonable judgment
of the Company, would be harmful to the Company,
network, sponsor or series to identify with such series
or with characters of such series.
To effectuate the purposes of the foregoing
provisions, the writer shall notify the Company in
writing of the proposed license and the object or thing
which is to be the subject of the license at least ten
(10) business days before granting the license, so as
to give the Company the opportunity to give
appropriate notice to the writer. If the Company
notifies the writer that any proposed license is in
violation of any of the foregoing provisions of this
subparagraph 18., the Company shall concurrently
send a copy of such notice to the Guild. Within one
(1) business day after receipt of such notice the Guild
may submit the dispute to arbitration, for which
purpose the "quick arbitration" provisions of
Paragraph 26 of Theatrical Schedule A shall be used
(but for this purpose a special panel of arbitrators
shall be selected by the parties as promptly as
possible following the execution of this Agreement).
With respect to subparagraph (5), the arbitrator's
authority shall be limited to deciding whether the
Company's judgment was reasonable. The reserved
merchandising rights do not include the right to use or
license the use of:
(i) The name or likeness of any person;
(ii) Any proper name, trademark, service mark, trade
name, or literary or artistic character (except public
domain characters) existing and first exploited
independently of such series.
The Company does not warrant or represent that it has or
will have the right to use the title of the series or of any
episode of the series in merchandising deals. In the event
that a writer of a particular episode is entitled to a
merchandising rights payment, the amount due such
individual shall be deducted from the merchandising rights
payment which would otherwise be due the writer entitled to
separation of rights in the series. The definition of
"merchandising rights," as it applies to writers entitled to
separation of rights, shall be without prejudice to the
ARTICLE 1.C.18.b.
DEFINITIONS
TELEVISION
24
respective positions of the parties hereto as to the meaning
of the term in previous collective bargaining agreements.
19. The term "interactive rights" means the right:
a. to reuse a television motion picture, in whole or in
substantial part, in an interactive program, as provided in
Article 64.B.1.;
b. to utilize excerpts from a television motion picture in an
interactive program, as provided in Article 64.B.2.; and
c. to produce an interactive program based upon literary
material for a television motion picture written by a writer
pursuant to an employment agreement (to which
employment the provisions of this Basic Agreement or any
prior MBA containing a separation of rights provision
applies) or acquired by the Company from a professional
writer (to which acquisition the provisions of this Basic
Agreement or any prior MBA containing a separation of
rights provision applies), which interactive program meets
the requirements of Article 64.C.2., subject to the following:
(1) When separation of rights does not apply to such
literary material, but the writer(s) describes an object
or thing or introduces a character as provided in
Article 64.C.2.a. or b., such writer shall have no
interactive rights. However, if the Company exploits
the interactive rights as provided in Article 64.C.2.,
D.1.b. or D.2.b., Company shall make payment to
such writer in accordance with such provisions.
(2) The interactive rights described in this subparagraph
c. are reserved to the writer(s) entitled to separation
of rights pursuant to Article 16.B.3.a. (subject to
Article 16.B.3.d. or e. and 16.B.5.).
With respect to subparagraphs a. and b. above, the writer shall
have no interactive rights. However, if the Company exploits either
of such rights as provided in Article 64.B., D.1.b. or D.2.b. (subject
to subparagraph c.(2) above), Company shall make payment to the
writer in accordance with such provision.
20. A "routine" means a self-contained dramatic unit constituting fifty
percent (50%) or less of the entertainment portion of a
comedy-variety program; provided that such routine is either (a) an
ARTICLE 1.C.20.
DEFINITIONS
TELEVISION
25
adaptation of material previously used in television or any other
medium, or (b) original and written to fit the special talents and
personality of the particular actor or actors in the program involved.
21. The term "simulcast" means the broadcast of a single
performance of a program by radio and television, whether or not
the radio and television broadcasts are made at the same time,
provided that the original broadcasts by radio and television take
place within twenty-one (21) days of each other.
22. Writers of variety and audience participation programs shall be
deemed included under all provisions of this Basic Agreement to
the same extent as writers of dramatic programs, despite the fact
that only "story" and "teleplay" are hereinafter referred to in the
Agreement.
23. The term "weekly unit of television films" means the number of
television films of a particular series of variety (including
comedy-variety), quiz or audience participation programs prepared
by the same writer or writers for initial broadcast within one (1)
week.
24. The term "format" means a written presentation consisting of the
following:
a. As to a serial or episodic series, such format sets forth the
framework within which the central running characters will
operate and which framework is intended to be repeated in
each episode; the setting, theme, premise or general story
line of the proposed serial or episodic series; and the central
running characters which are distinct and identifiable,
including detailed characterizations and the interplay of such
characters. It also may include one or more suggested story
lines for individual episodes.
b. As to a multi-part series telling a complete story such as
"Rich Man, Poor Man" (Book I) or "Roots" or a prime time
serial, such as "Executive Suite," such format as described
in a. above shall be called a "bible" if, in addition and at the
request or upon the instructions of the Company, it contains
all of the following characteristics and requirements:
(1) It is in much greater detail than a traditional format,
and includes the context, framework, and central
premises, themes and progression of the multi-part
series or serial.
ARTICLE 1.C.20.
DEFINITIONS
TELEVISION
26
(2) It sets forth a detailed overall story development for
the multi-part series or for the first broadcast season
of the serial (or such lesser period as may be
contracted for with the writer) and includes detailed
story lines for (a) all of the projected episodes of the
multi-part series or (b) most of the projected episodes
for the first broadcast season of the serial (or such
lesser period as may be contracted for with the
writer).
(3) The characters must be not only distinct and
identifiable, but must be set forth with detailed
descriptions and characterizations.
c. Except as to minimum compensation and reversion pursuant
to Article 16.B.2.a., a "bible" is a format for all other
purposes of this Agreement, including but not limited to
other applicable provisions of Article 16.B.
d. As to a unit (anthology) series, a format means a written
presentation consisting of the following: a detailed
description of the concept of the proposed series; the
context and continuing framework intended to be repeated in
each episode; and the central premises, themes, setting
(locale, time, etc.), flavor, mood, style and attitude of the
proposed series; and it may include suggested story lines for
several of the projected episodes.
25. The term "narration" means material used (typically off camera) to
explain or relate sequences or action (excluding promos or trailers).
26. Narrative Synopsis: An outline of a story owned by a writer,
which is prepared for the purpose of determining the suitability of
the story for teleplay purposes, which outline shall indicate
characters and plot line but need not be sufficiently developed to
meet the definition of a story.
ARTICLE 1.C.26.
DEFINITIONS
TELEVISION
27
ARTICLE 2 - TERM AND EFFECTIVE DATE OF AGREEMENT
A. GENERAL
1. The term of this Basic Agreement shall commence on May 2, 2020
and shall continue to and include May 1, 2023.
2. With respect to all employment agreements with writers in effect on
May 2, 2020, the terms of this Basic Agreement relating to
minimum compensation and to rights in material shall apply only to
services performed and literary material written under such
employment contracts where the date of actual employment (i.e.,
the commitment date) was on or after May 2, 2020, except as
specifically otherwise provided herein in Article 2, Section B. or
Section C.
3. With respect to literary material licensed or acquired from
professional writers (as described herein), the terms of this Basic
Agreement relating to minimum compensation and rights in
material shall apply only to unpublished and unexploited literary
material licensed or acquired from such professional writers on or
after May 2, 2020. Options of unpublished and unexploited literary
material obtained from professional writers on or after May 2, 2020
shall be subject only to the provisions of this Basic Agreement
relating to options (i.e., third paragraph of Article 13.A., Article
13.B.1.a., Article 16.A.3.d. and Article 16.B.3.i.), and then only to
the extent applicable. Disputes relating to the options provisions
listed in the preceding sentence shall be subject to grievance and
arbitration as provided in Articles 10, 11 and 12 of this Agreement.
4. Company or Guild may, by written notice to the other served not
earlier than ninety (90) days nor later than sixty (60) days prior to
the expiration date of this Basic Agreement, signify its desire to
negotiate a new collective bargaining agreement which shall
become effective upon a date determined by mutual agreement
between the Company and the Guild. Such notice shall set forth in
detail the proposals or recommendations of the party serving such
notice. If such notice is served, the parties agree to commence
negotiations covering the proposals or recommendations in the
notice, and the proposals and recommendations of the party
receiving such notice, within thirty (30) days after the receipt of
such notice and to continue such negotiations diligently and in
good faith. It is understood and agreed that the existing Basic
Agreement shall continue in full force and effect until the
termination date above provided.
ARTICLE 2.A.1.
TERM AND EFFECTIVE DATE OF AGREEMENT
GENERAL
28
5. [Deleted]
6. [Appeared as Article 2.A.5. in predecessor Basic Agreements.]
Nothing herein contained shall be deemed to modify or affect the
terms or conditions of any existing contract which are more
favorable to the writer than the terms and conditions of this Basic
Agreement.
B. THEATRICAL
1. With respect to all theatrical employment agreements with writers
under term or deal contracts which were in effect on May 2, 2020,
the new minimum compensations, conditions and Theatrical
Schedule A as herein contained shall not in any manner be
applicable for the period prior to, nor effective until:
a. in the case of a term contract, the effective date of the
exercise of the next option which occurs after May 2, 2020,
for the renewal of the employment period, or six (6) months
after the effective date of the commencement of the current
employment period, whichever occurs first, but in no event
prior to May 2, 2020.
b. in the case of a deal contract, the effective date of the next
step of such deal contract which commences after May 2,
2020.
2. Any contractual obligation by Company, in effect on December 12,
1966, to give credit for source material or story in connection with a
photoplay, shall not in any manner be affected by the provisions of
Theatrical Schedule A contained herein.
C. TELEVISION
1. With respect to television employment agreements with writers on
a term or week-to-week contract basis in effect on May 2, 2020, the
terms of this Basic Agreement relating to rights in material shall
apply only to literary material written pursuant to assignments made
on or after May 2, 2020.
2. Notwithstanding any other provisions of this Article, the terms of
this Basic Agreement relating to rights in material shall not apply to
literary material written pursuant to any agreement in effect on
May 2, 2020, if the granting or reserving of such rights, as herein
provided, would conflict with any contractual obligation of the
Company to any third party entered into prior to the effective date
of this Basic Agreement; provided that the Company does not have
ARTICLE 2.C.2.
TERM AND EFFECTIVE DATE
TELEVISION
29
a right to require the removal or elimination of the conflict created
by such contractual obligation to the third party.
ARTICLE 3 - WORK LISTS, LOAN-OUTS AND RECOGNITION
A. GENERAL
1. Work Lists and Notices of Employment
Company each week shall send the Guild a list of the names of
writers in the employ of a Company, and/or the names of
professional writers from whom previously unexploited literary
material has been purchased, at any time during the preceding
week. Copies of such list shall be mailed concurrently to the
Writers Guild of America, West, Inc., 7000 West Third Street, Los
Angeles, CA 90048 and to the Writers Guild of America, East, Inc.,
250 Hudson Street, New York, New York 10013. Company will
send two (2) additional copies of work lists to the Guild, so that the
Guild may distribute copies to Pension and Health Fund
Administrators.
The notice of employment will contain the name and address of the
writer, the form of the material, the place of delivery and, if the
information is then available, whether or not any material has been
assigned to the writer. In addition, for theatrical motion pictures,
the notice of employment shall include the title of the picture and
the initial compensation for writing services. For television motion
pictures, the notice of employment shall include the type, title and
length of the program and the "initial compensation" as that term is
defined in Article 17.B.1.e.
The Company each week shall also send the writer and the Guild a
notice of employment for each freelance writer, other than those
employed for episodic series, for whom a deal was made during
the preceding week. The notice will also indicate the name of the
Company representative to contact in connection with such notice.
The notice may contain a statement substantially as follows, and in
any event shall be deemed to contain the following statement:
"This information is furnished pursuant to the requirements
of Article 3.A. of the 2020 Writers Guild of America-AMPTP
Basic Agreement. It is based upon the facts presently
available to us and, in any event, may be subject to change.
THIS IS NOT A CONTRACT. All contractual provisions,
including rights, and compensation terms, whether or not
ARTICLE 2.C.2.
TERM AND EFFECTIVE DATE
TELEVISION
30
specified above, will be contained in the agreement entered
into between the parties."
The notices of employment may be combined with the weekly work
lists referred to above.
Failure on the part of the Company to furnish any notice of
employment or any list shall not constitute a default by the
Company or a breach of this Basic Agreement unless the Company
fails to deliver such list or such notice within seven (7) days after
receiving the Guild's written request to do so. The Guild will not
send such request unless it has in fact failed to receive such list or
such notice within a reasonable period of time. In case of a failure
to send such list and/or any such notice or notices after receiving a
request to do so, liquidated damages totaling two hundred fifty
dollars ($250.00) shall be paid for all such failures for any week.
This shall be the sole and exclusive remedy for such breach.
2. Loan-Out Agreements
In the event the Company borrows the services of a writer from a
loan-out company, then the Company shall not acquire such
writer's services on terms less advantageous to the loan-out
company than if the Company had employed an individual to write
the material pursuant to the terms of this Basic Agreement.
Borrowing a writer's services through a loan-out company will not in
any manner deprive the writer of any benefits of this Agreement to
which the writer would have been entitled had he/she been
employed directly by the Company, provided that the Company (as
distinguished from the loan-out company) shall be responsible for
such benefits only to the extent that they are within the control of
the Company. Such benefits to which the writer is entitled from the
Company shall include but not be limited to credits, compensation
for television licensing of theatrical motion pictures, residuals with
respect to television motion pictures, and separation of rights, if
applicable.
With respect to compensation, and other payments which may be
due under this Basic Agreement, the Company shall pay the
loan-out company or the writer at least minimum, but is not
responsible for payment by the loan-out company to the writer.
With respect to grievance and arbitration, claims by the loan-out
company against the Company for unpaid compensation for writing
services under the loan-out agreement shall be subject to
grievance and arbitration to the same extent as though the
ARTICLE 3.A.2.
WORK LISTS, LOAN-OUTS AND RECOGNITION
GENERAL
31
transaction had been an employment contract. With respect to
pension and health, the agreement between the Company and the
loan-out company shall provide that the Company shall make
pension and health contributions directly to the Plans on behalf of
the loan-out company. In no event shall the Company be obligated
to make larger contributions than it would have been obligated to
make had it employed the borrowed writer directly. "Loan-out
company," for the purposes of the foregoing and for the purposes
of Article 12 of this Basic Agreement, means a company controlled
by the writer.
B. RECOGNITION (THEATRICAL)
1. The Company hereby recognizes the Guild as the exclusive
representative for the purpose of collective bargaining for all writers
in the motion picture industry.
2. The provisions of this Basic Agreement, to the extent the same are
applicable, shall apply to professional writers. However, the
provisions of Article 6, “Guild Shop,” and Article 17, “Pension Plan
and Health Fund” are not applicable to professional writers, except
to the extent that the second sentence in each of the first and
second paragraphs of Article 17.B.1. and the second paragraph of
Article 17.C.1. are applicable. The Company each week shall send
the Guild a list of the names of the writers, professional and non-
professional, from whom the Company acquired literary material
which had not been previously published or exploited in any
manner or by any medium, provided that failure on the part of the
Company to furnish any such list shall not constitute a default by
the Company or a breach of this Basic Agreement unless the
Company fails to deliver such list within forty-eight (48) hours after
receiving the Guild's written request to do so.
C. RECOGNITION (TELEVISION)
1. The Company hereby recognizes the Guild as the exclusive
representative for the purpose of collective bargaining of all writers
engaged by the Company as employees for the purpose of
preparing literary material for the entertainment portion of motion
pictures produced primarily for exhibition over television.
2. If a professional writer sells or licenses to the Company the
ownership of or rights to use literary material written by such writer,
for use in the production of a television motion picture, then upon
condition that such literary material had not prior to such sale or
license been published or exploited in any manner or by any
ARTICLE 3.A.2.
WORK LISTS, LOAN-OUTS AND RECOGNITION
GENERAL
32
medium whatsoever, Company agrees that the provisions of this
Basic Agreement, to the extent the same are applicable, shall be
effective to determine the rights of such professional writer and the
obligations of the Company with respect to such literary material.
However, the provisions of Article 6, “Guild Shop,” and Article 17,
“Pension Plan and Health Fund,” are not applicable, except to the
extent that the second sentence of Article 17.B.1. and the second
paragraph of Article 17.C.1. are applicable. The Company may
rely on the statement of the writer with respect to whether or not
the material had theretofore been published or otherwise exploited.
The Company each week shall send the Guild a list of the names
of the writers from whom the Company acquired literary material
which had not been previously published or exploited in any
manner or by any medium, provided that failure on the part of the
Company to furnish any such list shall not constitute a default by
the Company or a breach of this Basic Agreement unless the
Company fails to deliver such list within forty-eight (48) hours after
receiving the Guild's written request to do so.
ARTICLE 4 - PARTIES BOUND BY THIS BASIC AGREEMENT
A. GENERAL
1. With regard to a partnership signatory, all general partners are
personally bound.
2. With regard to any entity which becomes bound by this Basic
Agreement by reason of this section, said entity will, upon request
of the Guild, execute necessary documentation, but will be deemed
signatory even without doing so.
3. With respect to a theatrical or television motion picture covered
hereunder which is financed fifty percent (50%) or more by the
Company (or a fifty percent (50%) or more owned subsidiary of the
Company), Company will obtain a warranty from the actual
employer or purchaser that writer was paid all compensation for
writing services theretofore due. Upon request of the Guild,
Company will provide the Guild with a certified copy of such
warranty provision.
4. In the event the Company borrows a writer (whose employment
had he/she been employed directly by the Company would have
been covered by this Basic Agreement), whether from a domestic
or foreign company, the Company shall, within ten (10) days after
the execution of the agreement covering the loan-out transaction,
give the Guild a written notice of the transaction, including the
ARTICLE 4.A.4.
PARTIES BOUND BY THIS BASIC AGREEMENT
GENERAL
33
name of the lending company. An inadvertent failure by the
Company to give such notice shall not be deemed to be a breach
of this Basic Agreement.
B. THEATRICAL
1. This Basic Agreement shall be binding upon the Company and its
subsidiaries in which it has a fifty percent (50%) or more financial
interest and all parties who by reason of mergers, consolidations,
reorganizations, sale, assignment or the like shall succeed to or
become entitled to a substantial part of the business of a signatory.
2. With respect to a motion picture produced by an independent
producer under a contract with the Company for the financing and
distribution of such motion picture, if Company gives the Guild
notice within ten (10) days following agreement between Company
and independent producer with respect to such contract that such
motion picture is not covered by this Basic Agreement, then
Company shall not be obligated with respect to such picture except
as otherwise provided in Article 15. If the Company does not give
the Guild such notice, then Company shall be obligated under this
Basic Agreement (and no other collective bargaining agreement
with the Guild shall be applicable) with respect to such motion
picture. The provisions of this subparagraph 2. apply only to:
a. a writer whose employment, had he/she been employed
directly by Company in connection with such motion picture,
would have been covered by this Basic Agreement; and
b. a professional writer where the sale or license of the literary
material involved, had it been made directly to Company in
connection with the motion picture involved, would have
been covered by this Basic Agreement.
3. Company agrees to notify the Guild within seven (7) days after it
executes an agreement with any person, firm or corporation (not
covered by the provisions of the preceding subparagraphs 1. and
2. of this Article), for the use of its studio for the production of a
theatrical motion picture. Company further agrees to notify the
Guild within fourteen (14) days after it executes an agreement in
the County of Los Angeles, California, with any person, firm or
corporation (not covered by the provisions of the preceding
subparagraphs 1. and 2. of this Article) for the production,
distribution or release of a theatrical motion picture where
Company's studio is not used for the production of such picture;
such notice to the Guild shall contain the name and address of
ARTICLE 4.A.4.
PARTIES BOUND BY THIS BASIC AGREEMENT
GENERAL
34
such person, firm or corporation as well as the name of the person
who signed the agreement on behalf of such person, firm or
corporation. An inadvertent failure on the part of the Company to
comply with the provisions of this paragraph shall in no event
constitute a default by the Company or a breach of this Basic
Agreement.
C. TELEVISION
1. Company agrees to cause any subsidiary company, owned or
controlled by it, which shall hereafter engage in the production of
television motion pictures, to become a signatory to this Basic
Agreement prior to its employment of any writer employed to
prepare any material for use in such motion pictures.
2. With respect to a television motion picture produced by a
non-signatory independent producer under a contract with
Company for the financing, production and distribution of such
television motion picture, if Company gives the Guild written notice
not later than ten (10) days following agreement between Company
and independent producer with respect to such contract that this
motion picture is not to be covered by this Basic Agreement, then
Company shall not be obligated hereunder with respect to it.
a. If Company does not give the Guild such notice, then
Company shall be obligated hereunder with respect to such
television motion picture.
b. This provision is subject to Article 5, "Geographical
Application.”
ARTICLE 5 - GEOGRAPHICAL APPLICATION OF THIS BASIC AGREEMENT
(GENERAL)
Notwithstanding anything to the contrary contained herein, this Basic Agreement
shall apply to writers only in the specific instances set forth below regardless of
where the contract of employment or acquisition, as the case may be, is signed:
A. As to a writer or professional writer who lives in the United States, if a deal
is made in the United States to employ such writer to render his/her
services or if an acquisition deal is made in the United States with such
professional writer, and if at the time such deal is made such writer or
professional writer is present in the United States, regardless of where the
services are rendered; provided further, however, that if such writer or
ARTICLE 5.A.
GEOGRAPHICAL APPLICATION OF
THIS BASIC AGREEMENT
(GENERAL)
35
professional writer is a permanent resident of the United States but is
temporarily abroad, and if the deal is made by his/her agent, attorney or
other representative (including the Guild acting on the writer's behalf) who
is in the United States at the time the deal is made, such deal shall be
within the scope and coverage of this Paragraph A., even if such deal is
made by such representative in communication by telephone, mail or
cable with a representative of the Company, whether such representative
of the Company is in the United States or abroad.
B. As to a writer or professional writer who lives in the United States and is
transported abroad by Company, if a deal is made to employ such writer
to render his/her services or if an acquisition deal is made with such
professional writer while the writer or professional writer is abroad as a
result of being so transported.
C. As to an employee whose writing services are required or requested by
the Company to be performed and are performed in the United States
under the supervision and direction of the Company.
D. "A writer or professional writer who lives in the United States," as such
phrase is used in Paragraphs A. and B. above, does not include either of
the following:
1. A person who lives outside the United States (other than for a
temporary visit) even though he/she may at any given time be
temporarily in the United States; or
2. A person who lives outside of the United States (other than for a
temporary visit) whether or not he/she has retained his/her domicile
in the United States.
E. A "deal is made" within the meaning of both Paragraphs A. and B. above
when agreement is reached by the Company and the writer as to the
money terms.
ARTICLE 6 - GUILD SHOP (GENERAL)
A. Except as provided below, in both theatrical and television motion pictures
each writer employed by Company on the effective date of this Basic
Agreement who is then a member of the Guild in good standing shall
remain a member in good standing, and each writer so employed who is
not a member shall, on or before the thirtieth day following the effective
date of this Basic Agreement, become and remain a member of the Guild
in good standing. Each writer employed hereunder by Company after the
ARTICLE 5.A.
GEOGRAPHICAL APPLICATION OF
THIS BASIC AGREEMENT
(GENERAL)
36
effective date of this Basic Agreement shall, not later than the thirtieth day
following the beginning of his/her first employment, as hereinafter defined,
in the motion picture and television industry, become and remain a
member of the Guild in good standing.
The term "first employment," as referred to above, shall mean the first
such employment to which the provisions of this Basic Agreement apply
as a writer for a motion picture by an employer in the motion picture and
television industry, on or after the effective date of this Basic Agreement.
B. The provisions of Paragraph A. of this Article 6 shall not apply:
1. If a writer is not a member of the Guild at the time of his/her
employment and although required by the provisions of his/her
employment agreement to do so, fails or refuses to become a
member of the Guild in good standing within the thirty (30) days
above-mentioned, provided that within fifteen (15) days after written
notice thereof from the Guild to the Company, the Company shall
either terminate such employment or shall pay or cause to be paid
the initiation fees and dues of the writer in the manner, within the
time, and subject to the provisions of subparagraph E.2. hereof
relating to the payment of dues. If the Company elects to and does
pay such initiation fees and dues, such writer shall be deemed to
be a member of the Guild in good standing, but only for the period
necessary to permit him/her to complete the performance of his/her
services in connection with the then current assignment. The
Company may use this exception only once for any particular
person.
2. To a writer whom the Company is required to employ as a condition
of the sale, license or option of material, provided that within fifteen
(15) days after written notice from the Guild to the Company that
such writer is not a member of the Guild in good standing, the
Company shall either terminate such employment, or shall pay or
cause to be paid the initiation fees and dues that the writer would
otherwise be required to pay hereunder during such employment,
in the manner, within the time, and subject to the provisions of
subparagraph E.2. hereof relating to the payment of dues.
However, the writers employed by the Company within the
exception provided for in this subparagraph 2. shall not exceed ten
percent (10%) of the total number of writers in the employ of the
Company. For the purpose of such computation, if the Company
has in its employ at any time less than ten (10) writers, then one (1)
of such writers so employed may fall within this exception.
Promptly following the employment of any writer claimed by the
Company to be within this exception, the Company will notify the
ARTICLE 6.B.2.
GUILD SHOP
(GENERAL)
37
Guild in writing of the name of the writer employed, the date of the
employment agreement and the fact that the Company claims that
such writer is an exception hereunder. For the purpose of such
computation, a writer who is employed under an exclusive contract
by a Company shall be regarded as being employed by the
Company at all times during the term of such contract, including
periods during which the writer may be on layoff and periods during
which such contract may be suspended by reason of illness or
default of the writer or otherwise. The writer shall be regarded as
continuing in the employ of the Company by which he/she is
employed regardless of the fact that his/her services may be
loaned to another Company.
C. The term "dues," as used herein, shall not include fines or initiation fees.
D. Promptly after request by any person designated by the Company, the
Guild will admit such person to membership in the Guild upon terms and
conditions not more burdensome to such person than those then
applicable to other applicants. Membership shall be effective as of the
date of such request. Guild agrees that during the term it will not impose
any unreasonable initiation fee as a condition to admission to
membership, and agrees that during the term hereof it will not impose
upon its members any obligation to pay dues that does not uniformly
apply to all members of the Guild.
It is agreed that the Guild shall not close its membership books or
otherwise prevent any person who wishes to become or remain a writer
from becoming a member of the Guild, but on the contrary (subject to the
provisions hereof relating to waivers as to members suspended or
expelled) will make available the privileges of membership to any and all
writers employed by the Company. The Guild will reinstate or readmit to
membership any writer who applies for reinstatement or readmission, after
being declared to be not in good standing or after suspension, expulsion,
or resignation for any reason whatsoever, provided the writer will apply for
such reinstatement or readmission and with such application tender to the
Guild unpaid dues permitted by law, and upon such tender the Company
may employ or continue to employ such writer. Instead of readmitting or
reinstating such writer, the Guild may, at its option, grant to the Company
a waiver as to such writer, in which event, for the purpose of determining
the Company's compliance with the provisions of this Article 6, such
writers shall not be considered as being employed by the Company.
E. If, during any time that a writer is employed by the Company under a
contract of employment, such writer is or becomes a member of the Guild
in good standing and if such writer shall subsequently and before his/her
ARTICLE 6.B.2.
GUILD SHOP
(GENERAL)
38
employment under such contract terminates, cease to be a member of the
Guild in good standing then:
1. If such writer has ceased or shall cease to be a member for any
reason other than his/her failure to pay dues, such writer shall, for
the purposes of this Basic Agreement, be deemed to remain a
member of the Guild in good standing throughout the writer's
employment under said contract of employment as the same may
be extended or renewed pursuant to any provisions or options
therein contained.
2. If he/she has ceased or shall cease to be a member in good
standing by reason of his/her failure to pay dues, and if the Guild
gives the Company written notice of that fact within three (3)
business days after such writer is first named on the weekly list
provided for in Article 3.A.1. of this Basic Agreement (in the case in
which he/she has ceased to be a member in good standing prior to
such employment), such writer shall, for the purposes of this Basic
Agreement, be deemed to remain a member in good standing for a
period of fifteen (15) days after written notice from the Guild to
such writer and to the Company that he/she has ceased to be a
member in good standing for failure to pay dues. If, prior to the
expiration of said fifteen (15) day period, payment of said dues in
fact due and owing and specified in said notice shall be made by
the writer or the Company, then, for the purposes of this Basic
Agreement, such writer shall not lose his/her status as a member in
good standing. To the extent that it may be lawful for the Company
to do so, the Company may require, as a condition of employment,
that any writer become and/or remain a member of the Guild in
good standing, and may also require such written consent or
consents as may be necessary so that, if the Company elects, it
may pay to the Guild any dues of any writer and the Company shall
have the right, insofar as its obligations to the Guild and to any
writer under the terms and provisions of this Basic Agreement are
concerned, if it elects, to deduct the amount of such dues from any
compensation then or thereafter due or to become due to the
writer. If, prior to the expiration of said fifteen (15) day period,
payment of said dues in fact due and owing as specified in said
notice shall not be made, the Company shall terminate the
employment of such writer.
Every personal service contract of employment shall provide that if the
writer fails or refuses to become or remain a member of the Guild in good
standing, as above provided, the Company shall have the right at any time
thereafter to terminate such employment agreement with such writer.
ARTICLE 6.E.
GUILD SHOP
(GENERAL)
39
If the Company is required or directed by any decision of a court of
competent jurisdiction or any proper governmental authority to refund to
any writer, in whatsoever form the same may be recovered, any dues
deducted and paid to the Guild by the Company under the provisions of
subparagraph 2. of this Paragraph E., the Guild agrees to repay to the
Company the amount of such dues so refunded. The Guild will cooperate
with the Company in obtaining the necessary authorizations from writers
for the payment and deduction of dues in the manner provided in
subparagraph 2. above.
Notwithstanding anything to the contrary in Paragraph B. of this Article 6
or in this Paragraph E., if the payment of initiation fees or dues (in the
case of Paragraph B.), or if the payment of dues (in the case of this
Paragraph E.), or the deduction thereof from the compensation of the
writer, is or shall become contrary to law, or any statute, or is declared by
any court of competent jurisdiction in the State of California or by any
Federal Court or the National Labor Relations Board or its General
Counsel, or by any other board or individual having jurisdiction over the
matter, to be in violation of any applicable law or statute and if, by reason
thereof, the Company fails to deduct and pay to the Guild such initiation
fees or dues, as the case may be, as aforesaid, and shall notify the Guild
thereof in writing within the fifteen (15) days after any notice from the
Guild above-mentioned, then although such initiation fees or dues, as the
case may be, are not paid within the fifteen (15) day period, for the
purposes of this Basic Agreement, such writer shall nevertheless be
deemed to remain a member of the Guild in good standing throughout the
term of the writer's assignment.
F. The Guild will facilitate employment of its members by the Company and
will at all reasonable times promptly furnish to the Company in writing
information concerning the status of any of its members, and the
Company shall be entitled to rely upon such information so furnished by
the Guild.
G. The Guild represents and warrants that discipline, resignation, admission,
reinstatement, readmission and all other matters relating to membership
status will at all times during the term hereof be within the exclusive
jurisdiction of the Guild. The Guild agrees that it will exercise such
jurisdiction subject to and in accordance with the provisions and intent of
this Article 6 and of any other applicable provisions of this Basic
Agreement.
H. It is understood that the provisions of this Article 6 shall never under any
circumstances be so construed during the term of this Basic Agreement
as to constitute or permit what is known as a "closed shop" or construed
in any manner that will at any time deprive the Company of its right to
ARTICLE 6.E.
GUILD SHOP
(GENERAL)
40
employ or continue the employment of a writer who is not a member of the
Guild in good standing, or who does not become a member of the Guild in
good standing within the period prescribed in Paragraph A. of this Article 6
if the Company has reasonable grounds for believing that such a
membership was not available to such writer on the same terms and
conditions generally applicable to other like members of the Guild, or if the
Company has reasonable grounds for believing that membership in the
Guild was denied, deferred, suspended or terminated for reasons other
than the failure of such person to tender the applicable periodic dues
uniformly required as a condition for acquiring or retaining membership in
the Guild.
I. If a person who has not been listed by the Company as a writer in
accordance with the provisions of Article 3 hereof shall receive, or shall
have been entitled to receive, a writing credit in the form of "Story by,"
"Written by," "Screenplay by," or "Teleplay by," and if the period during
which the person performed his services in the writing of the literary
material has exceeded a period of thirty (30) days from the
commencement of such services, then within fifteen (15) days after
receipt of written notice from the Guild to the Company, the writer or the
Company shall pay or cause to be paid the initiation fee, if any, and the
dues which otherwise would have been payable to the Guild and such
person shall be deemed to have been a member of the Guild in good
standing during the time that he/she was so performing his/her services
as a writer. For such purpose, the person receiving or entitled to such
credit or the Company may apportion, on a reasonable basis, salary
payable to such person during the period he/she was employed as a
writer.
J. When the Company has failed to include a writer employed by the
Company on the list of names of writers to be sent to the Guild under
Article 3 of this Basic Agreement and when such writer's performance of
writer's services has continued for more than thirty (30) days after the
beginning of his/her first employment, then within fifteen (15) days after
receipt of written notice thereof from the Guild to the Company, the writer
or the Company shall pay or cause to be paid (in the manner, within the
time, and subject to the provisions of subparagraph E.2. hereof, relating to
the payment of dues) the initiation fee, if any, and the dues payable to the
Guild for the period during which such writer was employed by the
Company after such thirty (30) day period. Upon such payment, such
writer shall be deemed to have been a member of the Guild in good
standing during the time that he/she was so performing his/her services
as a writer. The provisions of this paragraph shall not apply in the event
the Guild gives the Company such notice prior to the expiration of such
period of thirty (30) days.
ARTICLE 6.J.
GUILD SHOP
(GENERAL)
41
K. In relation to investigations by the Guild of compliance with the provisions
of this Agreement, the Guild, through its authorized representatives, shall
have access to the Company's premises at reasonable times during
normal business hours for the purpose of interviewing the Company's
employees whose employment is covered by this Agreement, provided
that such interviews shall not interfere with the normal conduct of the
Company's business.
ARTICLE 7 - NO STRIKE, NO LOCKOUT CLAUSE (GENERAL)
A. The Guild agrees that during the term hereof it will not call or engage in
any strike, slowdown or stoppage of work affecting theatrical or television
motion picture production against the Company.
B. If, after the expiration or other termination of the effective term of this
Basic Agreement, the Guild shall call a strike against any Company, then
each respective then current employment contract of writer members of
the Guild (hereinafter for convenience referred to as "members") with
such Company shall be deemed automatically suspended, both as to
service and compensation, while such strike is in effect, and each such
member of the Guild shall incur no liability for breach of his/her respective
employment contract by respecting such strike call, provided such
member shall promptly, upon the termination of such strike, and on the
demand of the Company, perform as hereinafter in this paragraph
provided, and the member shall be deemed to have agreed as follows:
1. That if the writer has been assigned to the writing of any material at
the time any such strike is commenced, he/she will, after the
termination of such strike and upon the request of the Company,
report to the Company and perform his/her services in the
completion of such assignment at the same salary and upon the
same terms and conditions as were agreed upon prior to the
commencement of said strike.
2. That he/she will immediately, after the termination of such strike
and upon the request of the Company, execute a new contract on
the same terms and conditions, and at the same salary or other
compensation as provided in the employment contract which was in
effect at the time the strike commenced, except that such new
contract shall be for a period or periods, including options,
equivalent to the unexpired term of the contract which was in effect
when such strike was commenced.
3. That he/she will, in lieu of subparagraph 2., after the termination of
such strike, at the option of the Company, and upon its demand,
execute an agreement in writing with the Company extending the
ARTICLE 6.K.
GUILD SHOP
(GENERAL)
42
term or period of such personal service contract in effect when
such strike was commenced for a period of time equal to the period
of any suspension by such strike.
C. If the member shall fail to perform the foregoing, or if he/she shall fail
actually to finish his/her services in the assignment mentioned in
subparagraph B.1., (except by reason of his/her death, physical disability,
or default by the Company), then the waiver of liability by the Company
heretofore given shall be null and void.
D. The member further agrees that the statute of limitations as a defense to
any action by the Company against the member for his/her failure to
perform during such strike is extended by a period equivalent to the
duration of such strike. If the member asserts any claim or defense by
reason of the expiration of time during which he/she can be required to
perform services by virtue of any statute (such as the seven-year statute),
which claim or defense is based in whole or in part on the lapse of time
during such strike, the waiver by the Company is ineffective thereupon,
and the statute of limitations as to the Company's rights is waived by the
member automatically.
E. The automatic suspension provisions of this Article 7 shall not affect the
Company's right to sue any individual writer for breach of contract arising
during the period of such strike, unless such writer shall have complied
with his/her obligations under the provisions of this Article 7. Nothing
herein contained shall be construed to deprive the Company of its right to
terminate the employment contract at any time after such member shall
strike or otherwise fail or refuse to perform services.
F. The provisions of this Article 7 shall be deemed included in all
employment contracts between writers and Company which are now in
effect and all such employment contracts which shall be entered into
during the effective term of this Basic Agreement.
G. The Guild agrees that it will take such affirmative actions as may be
necessary and lawful in order to require its members to perform their
respective obligations under the provisions of this Article 7.
H. Notwithstanding the expiration or other termination of the effective term of
this Basic Agreement, by termination or otherwise, the provisions of this
Article 7 shall be and remain in full force and effect for a period of seven
(7) years following the termination of any such strike, unless this covenant
be sooner terminated by the written consent of Company and Guild.
I. The Guild is a corporation. Nothing in this Paragraph I. shall enlarge the
liability of its officers, directors, agents, and members, this Paragraph I.
being an additional limitation thereon. The Guild will not be held liable for
ARTICLE 7.I.
NO STRIKE, NO LOCKOUT CLAUSE
(GENERAL)
43
unauthorized acts of its officers, agents, directors, or members; neither
the Guild, nor its officers, directors, agents, or members not participating
in the actions hereinafter mentioned shall be liable for any strike,
slowdown, or work stoppage, unless the same be authorized by the Guild
in accordance with its by-laws, but the foregoing exemption of this
sentence shall not apply unless the Guild, upon request from the
Company affected thereby, shall proclaim promptly and publicly that such
strike, slowdown or work stoppage is unauthorized and follows such
pronouncement within a reasonable time thereafter, if requested so to do
by the Company affected, with disciplinary proceedings in accordance
with its by-laws against the participants in such unauthorized action.
J. The Company agrees that it will not call or engage in any lockout of
members.
K. In accordance with and to the extent required by Articles 11 and 12 of this
Basic Agreement as to any matter arbitrable thereunder, the Guild has the
right to strike Company so long as the Company's wrongful failure to
participate in grievance and arbitration procedures continues. Such action
on the part of the Guild is not a waiver of the right to compel Company to
participate in grievance and arbitration procedures. If the Company
contests the arbitrability of such issue, arbitrability shall first be
determined prior to the arbitrator's proceeding with a hearing on the
merits.
ARTICLE 8 - CREDITS FOR SCREEN AUTHORSHIP (GENERAL)
The Company agrees that credits for screen authorship shall be given only
pursuant to the terms of and in the manner prescribed in the applicable Schedule
A attached hereto and by this reference incorporated herein, with respect to
credits for screen authorship finally determined during the term hereof, and with
respect to credits for screen authorship finally determined after the expiration of
the term hereof involving material written during the term hereof or during the
term of a prior collective bargaining agreement between the Company and the
Guild; provided, however, that any such credits determined during the term of a
successor collective bargaining agreement between the Company and the Guild
shall be determined pursuant to the terms of such successor collective
bargaining agreement.
ARTICLE 9 - MINIMUM TERMS (GENERAL)
The terms of this Basic Agreement are minimum terms; nothing herein contained
shall prevent any writer from negotiating and contracting with any Company for
better terms for the benefit of such writer than are here provided, excepting only
credits for screen authorship, which may be given only pursuant to the terms and
ARTICLE 7.I.
NO STRIKE, NO LOCKOUT CLAUSE
(GENERAL)
44
in the manner prescribed in Article 8. The Guild only shall have the right to
waive any of the provisions of this Basic Agreement on behalf of or with respect
to any individual writer.
ARTICLE 10 - GRIEVANCE AND ARBITRATION
A. MATTERS SUBJECT TO GRIEVANCE AND ARBITRATION (GENERAL)
Except as otherwise specifically provided in this Article or elsewhere in
this Basic Agreement, the following matters shall be submitted to
grievance and thereafter to arbitration as hereinafter provided, and no
other matters shall be submitted to grievance or arbitration:
1. Any dispute between the Guild and the Company concerning the
interpretation of any of the terms of this Basic Agreement and the
application and effect of such terms as determined by an
interpretation thereof.
2. Any alleged breach of any of the terms or provisions of this Basic
Agreement by the Guild or the Company.
3. Any claim by the Guild and a writer, on the one hand, against the
Company, on the other hand, for unpaid compensation under the
writer's individual employment agreement or loan-out agreement
with the Company, or for payment under a purchase agreement
with the Company in the case of a professional writer, excluding,
however, any claim not related to the writer's services as a writer or
not related to the sale of literary material. (Claims for
compensation or payment under an employment, loan-out or
purchase agreement shall be referred to hereafter as
"compensation claims" or "claims for compensation.")
Notwithstanding the foregoing, the grievance committee and
arbitrator shall not have jurisdiction to render an award for
compensation or payment exceeding the sum of four hundred
thousand dollars ($400,000.00) for a theatrical or television
employment or purchase. (This amount is herein referred to as the
"jurisdictional maximum.") If a compensation claim exceeds the
jurisdictional maximum, the claim may nevertheless be submitted
to grievance and/or arbitration, but by such submission the Guild
and writer waive any award exceeding the jurisdictional maximum
and shall have no further claim or right with respect to any amount
in excess of the jurisdictional maximum. A claim for compensation
cannot be split nor may more than one (1) grievance or arbitration
ARTICLE 10.A.3.
GRIEVANCE AND ARBITRATION
MATTERS SUBJECT TO
GRIEVANCE AND ARBITRATION
(GENERAL)
45
proceeding be brought for the purpose of avoiding the jurisdictional
maximum.
4. In any grievance or arbitration proceeding with respect to a claim
for compensation brought under subparagraph 3. of this Article
10.A., the Company may, but need not, assert any and all
defenses, including defenses based on an alleged right of
suspension or termination, and any counterclaim or setoff
(hereinafter referred to as "cross-claim"). A cross-claim is either
mandatory or permissive. A mandatory cross-claim is one arising
out of or related to the pending claim for unpaid compensation. A
permissive cross-claim is any other cross-claim by the Company
against the writer. Provided that the Company has obtained
knowledge of the facts upon which the cross-claim is based, the
Company shall assert any and all mandatory cross-claims in any
arbitration proceeding involving a compensation claim. If the
amount claimed by the Company in a cross-claim exceeds the
jurisdictional maximum of four hundred thousand dollars
($400,000.00), the Company shall have the option of submitting
such cross-claim to grievance and (whether or not submitted to
grievance) to arbitration or to institute an action at law or in equity
with respect to such cross-claim. The Company may, but need not,
assert any permissive cross-claim.
5. Any claim of overpayment by a Company under Article 11.A.9. of
this Basic Agreement.
1
B. LIMITATION OF MATTERS SUBJECT TO GRIEVANCE AND
ARBITRATION
1. Except as otherwise provided in this Basic Agreement, disputes
under individual employment agreements, loan-out agreements or
under purchase agreements with professional writers, involving:
a. Company's rights of suspension and termination,
b. Company's right to seek or obtain injunctive relief or specific
performance,
c. any of the warranties or grants of rights made by the writer,
or
1
Articles 10.A.5. and 11.A.9. replace Article 13.C. of the 1973 Basic Agreement.
ARTICLE 10.A.3.
GRIEVANCE AND ARBITRATION
MATTERS SUBJECT TO
GRIEVANCE AND ARBITRATION
(GENERAL)
46
d. any of the rights of the Company to any literary material,
shall not be subject to grievance or arbitration (except as provided
to the contrary in Article 16), and the Company reserves all of its
legal and equitable rights and remedies with respect thereto. Any
decision in grievance or award in arbitration purporting to determine
or affect any of the aforementioned matters shall, to that extent, be
of no force or effect whatsoever; provided, however, that if the
Company asserts in any grievance or arbitration any defense or
cross-claim involving or based upon the alleged exercise of a right
of suspension or termination, the same shall be determined in such
grievance and arbitration proceeding.
2. The grievance committee and the arbitrator shall have jurisdiction
to determine only such disputes as are submitted for grievance or
arbitration under this Basic Agreement, subject to the limitations
upon the powers of said grievance committee and arbitrator under
this Basic Agreement. Neither the grievance committee nor the
arbitrator shall have the power or jurisdiction to reform, amend or
extend the express terms and provisions of this Basic Agreement
or of any employment agreement, loan-out agreement or purchase
agreement.
C. MATTERS SUBJECT TO ARBITRATION BUT NOT GRIEVANCE
Notwithstanding anything elsewhere contained in this Article 10, the
following matters shall be submitted to arbitration but not to grievance:
1. Any dispute as to whether the arbitrator has jurisdiction or whether
any matter is arbitrable, provided, however, that the arbitrator may
not order an arbitration of any matter not arbitrable as provided
above.
2. Any dispute concerning the credit provisions of this Basic
Agreement. Such disputes are subject to the procedures set f orth
in Article 11.E. of this Basic Agreement.
3. Any dispute concerning separation of rights under the provisions of
subparagraph 6. of Article 16.A. of this Basic Agreement.
4. Any dispute concerning allocation of receipts under Article
15.A.3.a. of this Basic Agreement.
5. Any dispute concerning Article 16.A.8. which is subject to the
expedited arbitration procedure in Article 11.F.
ARTICLE 10.C.5.
GRIEVANCE AND ARBITRATION
MATTERS SUBJECT TO ARBITRATION
BUT NOT GRIEVANCE
47
D. REFUSAL TO ARBITRATE
A failure or refusal by any party to go to grievance on a matter subject to
grievance or to arbitrate an arbitrable matter, including disputes as to
jurisdiction and arbitrability pursuant to this Article 10, is a substantial
breach of this Basic Agreement. A failure or refusal by any party to go to
grievance on a matter subject to grievance or to arbitrate an arbitrable
matter shall not limit, impair or divest the jurisdiction and powers of the
grievance committee or arbitrator provided notice of grievance or
arbitration has been served as provided herein. Grievance and arbitration
may proceed despite the failure of a party to appear and the grievance
committee or arbitrator may enter an award against such a party.
E. REFERENCES
All references in Articles 10, 11 and 12 to individual employment
agreements, loan-out agreements or purchase agreements only refer to
such agreements as are subject to this Basic Agreement.
ARTICLE 11 - GRIEVANCE AND ARBITRATION RULES AND PROCEDURES
A. GENERAL RULES
Unless otherwise provided in this Article 11 or elsewhere in this Basic
Agreement, the rules and procedures for grievance and arbitration shall
be as follows:
1. Parties
a. In any grievance or arbitration concerning any claim by a
writer for compensation under Article 10.A.3., the Guild and
the writer involved shall be jointly a party and may be
represented by joint counsel. In any grievance or arbitration
concerning such a claim by any loan-out company, the
loan-out company also shall be jointly a party and may be
represented by joint counsel. The claim shall be initiated by
the Guild on behalf of the writer and the loan-out company, if
any.
b. Except as provided in subparagraph a. above, only the
Company and the Guild shall be parties.
c. [Renumbered as Article 11.B.3. and deleted here.]
d. The party commencing a claim in grievance or arbitration is
sometimes referred to herein as complainant. The party
ARTICLE 10.D.
GRIEVANCE AND ARBITRATION
REFUSAL TO ARBITRATE
48
against whom such grievance or arbitration is commenced is
sometimes referred to herein as respondent. Use of such
terms in the singular shall be deemed to include the plural.
e. The grievance and arbitration provisions shall apply to
disputes with respect to purchase agreements with
professional writers to the same extent but no greater than
they are applicable to disputes involving employed writers.
f. As used in Articles 10, 11 and 12 of this Basic Agreement,
the term "writer" shall be deemed to include the plural, the
writer's loan-out company if any (as defined in Article 3 of
this Basic Agreement) and, in the case of a purchase
agreement, a professional writer (as defined in Article 1 of
this Basic Agreement).
2. Time Limits
a. Proceedings for grievance (or arbitration, to the extent a
party is required to initiate arbitration without invoking a
grievance proceeding) of a claim relating to actual or alleged
television employment or purchase shall be commenced no
later than two (2) years after the party bringing the grievance
or arbitration proceeding (whether it is the Company, Guild
or the writer) has obtained knowledge of the facts upon
which the claim is based. Proceedings for grievance (or
arbitration, to the extent a party is required to initiate
arbitration without invoking a grievance proceeding) of a
claim relating to actual or alleged theatrical employment or
purchase shall be commenced no later than eighteen (18)
months after the party bringing the grievance or arbitration
proceeding (whether it is the Company, Guild or the writer)
has obtained knowledge of the facts upon which the claim is
based.
b. In any event, grievance and arbitration proceedings shall
commence not later than four (4) years after the occurrence
of the facts upon which the claim is based. An arbitration
may be commenced prior to initiation or conclusion of a
grievance proceeding, if it reasonably appears that the
grievance proceeding will not be concluded in sufficient time
to permit the arbitration proceeding to be commenced in
time.
c. With respect to separation of rights in literary material written
for television or a High Budget SVOD Program as defined in
the Sideletter on Literary Material Written for Programs
Made for New Media, Company may accelerate the
ARTICLE 11.A.2.c.
GRIEVANCE AND ARBITRATION RULES AND PROCEDURES
GENERAL RULES
49
applicable limitation of time by serving notice on the Guild,
after the literary material is completed, that the writer
concerned does not have separation of rights in such
material and by furnishing with such notice copies of all
literary material and contracts upon which the Company's
position in such notice is based. The Guild must respond
within ninety (90) days from the date such notice is received
or the claim to separation of rights is waived on behalf of the
writer and the Guild.
d. If grievance or arbitration proceedings are not commenced
within the applicable time period specified in this Article 11,
such claim shall be deemed to be waived. All time limits
provided in Article 11 may be extended by mutual
agreement of the parties to the dispute.
e. It is the intent of the Guild and the Company that all
arbitration awards should be rendered within sixty (60) days
following the close of the arbitration hearing or submission of
post-hearing briefs, whichever is later. However, the
arbitrator's failure to render an award within such period
shall not deprive him/her of jurisdiction over the dispute or
render the award invalid because it is made thereafter.
3. Place of Hearing
Except as otherwise provided in this paragraph, all arbitrations shall
be in Los Angeles, absent agreement of the parties. At the election
of Writers Guild of America, East, the arbitration shall be in New
York if a majority of the witnesses required for the arbitration
hearing reside regularly in and around the New York area;
provided, however, if any Company which is a party to the
arbitration has its headquarters for the production of motion
pictures in California, such arbitration shall be held in Los Angeles.
Any dispute as to where the arbitration should be held shall be
determined by an arbitrator in Los Angeles, selected in accordance
with the procedures set forth in Article 11.C.2., and said arbitrator
shall be disqualified from hearing the merits of the dispute. Said
arbitrator shall take testimony by telephone from distant witnesses
when requested to do so by either party. If the arbitrator
determines that the arbitration shall be heard in New York, the
arbitrator assigned to hear the merits of the dispute shall be
selected from the New York list of arbitrators set forth in Article
11.C.2.
The selection of the situs of the hearing room within the appropriate
city shall be by mutual agreement of the Company and the Guild. If
ARTICLE 11.A.2.c.
GRIEVANCE AND ARBITRATION RULES AND PROCEDURES
GENERAL RULES
50
there is no such agreement, those parties will alternate in selecting
the hearing room, with the party making the selection supplying the
room at no charge to the other.
4. Award
The grievance committee and the arbitrator may make any
appropriate award permitted herein. Such award shall be in writing
and shall be limited as provided in this Basic Agreement. Subject
to the provisions of this Basic Agreement, the award shall be final
and binding upon the parties to the proceeding, whether
participating in the proceeding or not, and in any grievance or
arbitration proceeding in which the writer involved is not a party.
Any interpretation of this Basic Agreement made in such award
shall be final and binding on such writer.
5. Costs
Each party shall pay the costs of its representatives on the
grievance committee. The fee and expenses of the arbitrator shall
be shared equally, unless otherwise provided by the arbitrator. The
arbitrator may require a court reporter and a transcript, and if so
required, the cost thereof shall be shared equally. All other costs
and expenses of grievance and arbitration shall be borne by the
party incurring the same.
6. Notices
a. All written notices referred to in this Article 11 commencing a
grievance or arbitration or alleging a cross-claim shall be
sent by registered or certified mail or by personal delivery
and shall set forth the particulars thereof. If the moving
party is unable to effect service in this manner, service then
may be effected by first class mail, postage prepaid, to the
address for service last designated in writing by the
Company, together with publication in Daily Variety, The
Hollywood Reporter, The Los Angeles Times and The New
York Times. All other written notices may be served by first
class mail, postage prepaid, unless otherwise specifically
provided herein.
b. All notices sent by the Guild to the Company shall be sent to
the address designated by the Company in writing to the
Guild at the time Company becomes signatory to the Basic
Agreement. Should Company change its address for the
purpose of receiving notices relating to grievance or
arbitration, the Company shall notify the Executive Director
ARTICLE 11.A.6.b.
GRIEVANCE AND ARBITRATION RULES AND PROCEDURES
GENERAL RULES
51
of Writers Guild of America, West, Inc. and the Executive
Director of Writers Guild of America, East, Inc. of such new
address, which shall then be substituted for the prior
address.
c. Unless otherwise designated by Company in a written notice
to the Guild, all notices sent by the Guild to the Company
shall be addressed to the attention of an officer of the
Company, or to its Labor Relations Department. If the
Company maintains an office in Los Angeles, California or
its vicinity, all such notices shall be sent to said office.
d. A petition to confirm, modify or vacate, as the case may be,
an arbitration award in any court of competent jurisdiction
shall be served upon the respondent by registered or
certified mail or by personal delivery. If the petitioner is
unable to effect service in this manner, service then may be
effected by first class mail, postage prepaid, to the address
for service last designated in writing by the Company,
together with publication in Daily Variety, The Hollywood
Reporter, The Los Angeles Times and The New York Times.
7. Conduct of Proceedings
Except as set forth elsewhere herein, the grievance committee and
the arbitrator shall adopt such rules of procedure and shall conduct
proceedings in such manner as they shall determine to be proper;
provided, however, that each party to any grievance or arbitration
shall be afforded a reasonable opportunity to present evidence and
argument before the grievance committee and the arbitrator.
All hearings, deliberations and proceedings of the arbitrator and the
grievance committee shall be closed to the public and shall be
absolutely privileged. Only interested parties, their representatives
and witnesses may attend. All communications to and from the
arbitrator or the grievance committee shall likewise be absolutely
privileged. Unless the Company objects, the arbitrator will send a
copy of the award to the AMPTP. The Guild shall have access to
those awards.
8. Claims for Compensation, Cross-Claims and Defenses
Subparagraphs a. through e. of this subparagraph 8. relate to
compensation claims, cross-claims and defenses covered by
Articles 10.A.3. and 10.A.4. of this Basic Agreement.
ARTICLE 11.A.6.b.
GRIEVANCE AND ARBITRATION RULES AND PROCEDURES
GENERAL RULES
52
a. The grievance committee and arbitrator shall have no
jurisdiction to determine or affect any claim relating to
services in connection with any theatrical or television
motion picture other than the theatrical or television motion
picture as to which the compensation claim is asserted
unless a defense or cross-claim is asserted with respect to
another theatrical or television motion picture.
b. A decision made or award rendered in grievance or
arbitration of a claim for compensation shall be limited to
deciding or awarding what compensation, if any, is due the
writer from the Company and what amount, if any, is due the
Company from the writer on account of any cross-claim
asserted by the Company in such grievance or arbitration.
c. If a claim for compensation under Article 10.A.3. of this
Basic Agreement is submitted to grievance or arbitration,
any claim of a breach of this Basic Agreement arising out of
or connected with said claim must, to the extent permitted by
the Basic Agreement, be submitted for grievance and
arbitration together with the claim for compensation,
provided that the Guild or the writer has obtained knowledge
of the facts upon which said claim of breach is based.
Failure to so submit such claim shall constitute a waiver of
any and all rights to assert such claim thereafter.
d. The institution of any action in court by the Company shall
not stay an arbitration proceeding brought by the Guild and
writer for compensation, nor shall any such grievance or
arbitration proceeding stay any action instituted by the
Company upon any matter Company is not required to
submit to grievance or arbitration as a defense or
cross-claim, whether or not such action is instituted prior to
the submission of the compensation claim to grievance or
arbitration.
e. Cross-claims must be submitted to grievance or arbitration
by serving written notice on the complainant, by certified or
registered mail, setting forth the particulars thereof.
9. Overpayments
If the Company claims that it has made an overpayment to a writer
of any compensation provided for in this Basic Agreement or in any
prior collective bargaining agreement between the Company and
the Guild (i.e., minimum compensation, residuals and other
compensation provided for in this Basic Agreement or any other
ARTICLE 11.A.9.
GRIEVANCE AND ARBITRATION RULES AND PROCEDURES
GENERAL RULES
53
such collective bargaining agreement (hereinafter called "MBA
compensation")) or of any compensation provided for in an
employment or loan-out contract with a writer or an option
agreement subject to the MBA or a purchase agreement with a
professional writer not in excess of the applicable jurisdictional
maximum of four hundred thousand dollars ($400,000.00) as set
forth in Article 10.A.3. above (hereinafter called "arbitrable
overscale compensation"), and if the Company desires to offset
such payment against other compensation payable to such writer,
the Company shall advise the Guild thereof in writing setting forth
the particulars of such claim of overpayment. If the Guild requests
that the question of whether the Company has overpaid MBA
compensation or arbitrable overscale compensation to the writer be
submitted to grievance and arbitration, such request shall be made
within seven (7) days after such notice from the Company to the
Guild. If the Guild does not make a timely request, the Company
may proceed with the offset, subject to all of the legal rights and
remedies of the writer. If the Guild does make a timely request,
then pending the outcome of such grievance and arbitration, the
Company agrees that it will not apply the offset, but will pay the
amount it desires to apply as an offset to the Guild. The Guild shall
then promptly deposit the amount so paid in a separate
interest-bearing trust account until it is determined in such
grievance and arbitration proceeding whether there was in fact an
overpayment of MBA compensation or arbitrable overscale
compensation, as the case may be. The grievance and arbitration
shall involve only the question of whether there was in fact an
overpayment of such compensation, and the amount thereof, and if
it is determined that there was in fact an overpayment of such
compensation, the right of offset is recognized. Upon conclusion of
the arbitration, the payments into such account, together with
applicable interest, shall be paid to the Company or to the writer in
accordance with the arbitration decision. The parties shall
cooperate in obtaining a speedy determination of the grievance and
arbitration. As to any claimed right of offset with respect to any
alleged overpayments of monies other than MBA compensation or
arbitrable overscale compensation, the Guild and the Company
reserve their respective rights and contentions.
10. Withdrawal of Services
Notwithstanding any provision of any personal service contract
(including a memorandum agreement) or of the MBA to the
contrary, it shall not be a violation thereof for the Guild or any
employee (at the direction of the Guild) to withhold services from
the Company if the Company fails or refuses to abide by the final
award of an arbitrator for any reason whatsoever.
ARTICLE 11.A.9.
GRIEVANCE AND ARBITRATION
GENERAL RULES
54
11. Any grievance and/or arbitration concerning a dispute arising under
a prior MBA or a writer's individual employment agreement,
loan-out agreement, option agreement or purchase agreement
subject to a prior MBA shall be subject to the following grievance
and arbitration rules and procedures as set forth in the MBA in
effect at the time the grievance or arbitration is initiated:
a. The lists of arbitrators;
b. The method of selecting an arbitrator;
c. A party's unilateral right to waive second step grievance;
d. Use of a sole disinterested arbitrator rather than a tripartite
arbitration panel;
e. Respondent's written statement of position prior to an
arbitration hearing;
f. Methods of effecting service of grievance notices, arbitration
claims, cross-claims and notices, and petitions to confirm,
modify or vacate an arbitration award;
g. Arbitration of disputes concerning tri-Guild residuals audits
as set forth in the Sideletter to Article 11.H.;
h. Expedited arbitration of residuals disputes under Article
11.G.; and
i. Expedited arbitration of reacquisition disputes under Article
11.F.
The parties agree that the provisions of this Article 11.A.11. shall
not be construed to render a dispute subject to grievance and/or
arbitration hereunder if that dispute was not subject to grievance
and/or arbitration under such prior MBA. The parties further agree
that to the extent a claim of overpayment as described in Article
11.A.9. of this Agreement or a "cross-claim" may lie, the provisions
of this Article 11.A.11. also shall apply.
B. GRIEVANCE
1. Step One - Informal Conference
Prior to submitting to grievance any matter properly a subject
thereof, an authorized representative of the Guild and an
ARTICLE 11.B.1.
GRIEVANCE AND ARBITRATION RULES AND PROCEDURES
GRIEVANCE
55
authorized representative of the Company will meet in a good faith
attempt to settle the dispute. If the representatives of the parties
shall fail to settle the dispute within fourteen (14) days after the
matter is first brought to the attention of the respondent, then the
dispute may be referred to Step Two Grievance.
2. Step Two - Grievance
a. Commencement of Grievance
Complainant shall set out the nature of its claim in writing,
and serve a copy ("grievance notice") thereof upon
respondent by certified or registered mail. Respondent may,
but need not, reply in writing, setting forth its position. The
parties shall attempt to agree upon a mutually satisfactory
date to convene a grievance committee and hold a
grievance hearing, but if no mutually agreeable date is
chosen, respondent may, within five (5) days after receipt of
the grievance notice, designate by written notice to
complainant a date upon which the grievance committee
shall convene to hold the grievance hearing. Such date
shall be no earlier than fifteen (15) nor later than thirty (30)
days after receipt of the grievance notice. If respondent fails
or refuses to designate such a date, complainant may
designate the date for such meeting, such date to be not
earlier than fifteen (15) nor later than thirty (30) days after
service of the grievance notice.
b. Grievance Committee
The grievance committee shall consist of three (3)
representatives chosen by respondent and three (3)
representatives chosen by complainant. Either party shall
have the right to designate a substitute for any of its
representatives. The committee will, by majority vote, select
its chairman. By mutual agreement, the grievance
committee may consist of two (2) representatives chosen by
respondent and two (2) representatives chosen by
complainant.
c. Grievance Hearing
The grievance committee thus designated shall meet upon
the date selected pursuant to the procedure described
above, and shall consider and attempt to resolve the dispute
brought before it. The hearing shall be conducted in an
orderly fashion, but rules of evidence and technicalities of
ARTICLE 11.B.1.
GRIEVANCE AND ARBITRATION RULES AND PROCEDURES
GRIEVANCE
56
procedure shall not be controlling. It is the intent of this
Basic Agreement that the committee members shall use
their good faith, best judgment and common sense, as
persons experienced in the motion picture and television
industry, in attempting to resolve the dispute brought before
it. No matter shall be considered by the grievance
committee unless a quorum is present. A quorum shall
consist of six (6) members. If any four (4) members of the
committee shall agree on a decision, such decision shall be
final and binding upon the parties to the proceedings and
any interpretation of this Basic Agreement made in such
decision shall also be binding upon the writer or writers
involved. If no decision is agreed upon, then in any
subsequent arbitration or other proceeding, no reference
shall be made to the grievance proceeding or to any
statements or discussions therein, or to the failure of the
grievance committee to settle the dispute.
d. Unresolved Grievance
If either party fails to designate its representatives within ten
(10) days after notice of grievance is served, or if the
committee shall fail to meet and commence hearings on the
date selected in accordance with the procedures described
above, or if four (4) members of the committee shall fail to
concur in a decision, or if a grievance hearing is waived by
one (1) of the parties hereto, or in any event if the dispute
has not been settled by the committee or otherwise within
forty-five (45) days after the mailing of the grievance notice,
then either party may submit such matter to arbitration.
3. Waiver of Grievance [appeared as Article 11.A.1.c. in predecessor
Agreements].
Either party may, by written notice to the other party, waive
grievance. In such event, the dispute shall be submitted directly to
arbitration.
C. ARBITRATION
1. Initiation of Proceedings
A dispute which is subject to grievance proceedings shall not be
subject to arbitration, except as provided in subparagraph B.2.d. or
subparagraph B.3. of this Article 11. An arbitration shall be initiated
by complainant by written notice, setting forth the particulars of the
claim, to be sent to respondent in accord with the procedures
ARTICLE 11.C.1.
GRIEVANCE AND ARBITRATION RULES AND PROCEDURES
ARBITRATION
57
described in Article 11.A.6.a. of this Basic Agreement. Respondent
will provide complainant with a written statement of its position not
later than ten (10) days prior to the date of the hearing.
2. Selection of Arbitrator
The arbitrator shall be a disinterested person. The parties shall in
good faith attempt to mutually agree upon an arbitrator within ten
(10) business days after respondent’s receipt of the arbitration
notice. The complainant may extend this ten (10) day period upon
written notice to respondent(s) at the time the arbitration claim is
served. Such extension is deemed effective at that time absent an
objection by respondent(s). In addition, the extension will no longer
be deemed effective if respondent(s) gives subsequent written
notice to complainant in which case the parties shall in good faith
attempt to mutually agree upon an arbitrator within ten (10)
business days after complainant’s receipt of notice from
respondent(s). With respect to arbitration claims served on or after
May 2, 2011, if the complainant has failed to take any action to
select the arbitrator (either by mutual agreement or the applicable
Strike Process), or has failed to withdraw the claim with or without
prejudice, for a period of eighteen (18) months after service of the
claim on respondent(s), such claim shall be deemed to be waived.
Should the parties fail to agree on an arbitrator, the arbitrator shall
be selected by the “Strike Process” as follows:
a. The arbitrators listed in Article 11.C.2.e.(3) shall constitute
the lists of arbitrators.
b. On a Company-by-Company basis, the Guild and the
Company shall alternate on a case-by-case basis in first
striking a name from the applicable list of arbitrators (Los
Angeles or New York). Thereafter, the other party shall
"strike" a name from the list. The parties shall continue to
alternate in striking names from the list, until one (1)
arbitrator's name remains.
c. The arbitrator whose name remains (after the Strike Process
is completed) shall be the arbitrator.
d. The "Strike Process" shall commence within two (2)
business days following completion of the ten (10) business
day period referred to in subparagraph 2. above and must
conclude no later than three (3) business days following
completion of the ten (10) day period referred to in
subparagraph 2. above.
ARTICLE 11.C.1.
GRIEVANCE AND ARBITRATION RULES AND PROCEDURES
ARBITRATION
58
e. In the event that one of the parties fails to participate in the
Strike Process, or fails to strike in order and/or timely, the
other party may thereupon select the arbitrator to hear the
matter.
(1) [Deleted.]
(2) If more than one Company is a party, then the
Company which is the real party in interest shall
participate in the striking process with the Guild. In
the event that such Companies cannot agree on
which of them is the real party in interest, then such
Companies shall determine by lot which Company
shall participate in the striking process with the Guild.
(3) The authorized lists of arbitrators approved by the
parties hereto are as follows:
LOS ANGELES
Sara Adler Joel Grossman
Norman Brand Fredric R. Horowitz
Mark Burstein Najeeb Khoury
Douglas Collins Fred Kuperberg
Paul E. Crost Kenneth Perea
Greg David Derin Sol Rosenthal
Dixon Dern Robert Steinberg
Edna Francis Gail Migdal Title
William Gould IV
NEW YORK
Noel Berman Susan MacKenzie
Daniel Brent Joan Parker
Howard Edelman Janet Spencer
Melinda G. Gordon Carol Wittenberg
Joshua Javits
Additional names may be added from time to time
during the term of the contract by mutual agreement
ARTICLE 11.C.2.e.
GRIEVANCE AND ARBITRATION RULES AND PROCEDURES
ARBITRATION
59
of the parties, provided that each panel shall consist
of an odd number of arbitrators at all times.
3. Substitution of Arbitrators
If the arbitrator selected cannot serve, a substitute shall be
selected in accordance with subparagraph 2. above.
4. Notice of Hearing
The arbitrator or, at his/her request, one of the parties shall give
written notice to the parties of the time and place of the arbitration
hearing. In fixing such date, the arbitrator shall consult the parties
and shall consider the time reasonably necessary for the parties to
prepare their cases.
5. Exchange of Information
The parties will cooperate in the exchange of information prior to
the hearing regarding the expected utilization of documents and
witnesses, including the exchange of lists of witnesses and copies
of documents to be utilized. Such utilization shall not be precluded
because such exchange did not take place.
6. Hearing
a. The arbitrator may, upon a showing of good cause, continue
the hearing.
b. The arbitration shall take place as noticed or continued
regardless of whether one (1) or more of the parties fails to
participate.
D. ARBITRATION OF DISPUTES WHICH INVOLVE QUESTIONS OF
JURISDICTION OR ARBITRABILITY
An objection to jurisdiction or arbitrability shall first be determined by the
arbitrator prior to proceeding with a hearing on the merits. If the arbitrator
determines that there is jurisdiction and that the dispute is arbitrable, the
arbitrator shall proceed to a decision on the merits; provided, however,
that the party contesting arbitration or jurisdiction shall not, by proceeding
to a determination of the merits of such arbitration, be deemed to have
waived its position that the dispute is not arbitrable or that the arbitrator
does not have jurisdiction. If the arbitrator rules he has no jurisdiction
over the dispute or that the dispute is not arbitrable, then each party is
relieved of its obligation to further delay taking any action at law or in
equity which it may desire to take.
ARTICLE 11.C.2.e.
GRIEVANCE AND ARBITRATION RULES AND PROCEDURES
ARBITRATION
60
E. ARBITRATION OF DISPUTES CONCERNING CREDIT PROVISIONS
A dispute concerning the credit provisions of this Basic Agreement shall
be submitted to an expedited arbitration proceeding governed by the
following rules:
1. The Guild shall act on behalf of itself and the writer.
2. Within twenty-four (24) hours after the Guild or the Company
serves written notice upon the other concerning a dispute involving
a credit provision, an authorized representative of the Guild and an
authorized representative of the Company will make a good faith
attempt to settle or resolve the dispute.
3. In the event the parties shall fail to meet or shall otherwise fail to
settle or resolve the dispute within twenty-four (24) hours after the
twenty-four (24) hours provided in subparagraph 2. above, the
dispute shall be submitted to arbitration to be commenced not later
than five (5) business days after the service of the written notice
provided for in subparagraph 2. above.
4. The dispute shall be submitted to a sole neutral arbitrator mutually
selected from the authorized list of arbitrators approved by the
parties hereto as follows:
LOS ANGELES
Sara Adler Joel Grossman
Norman Brand Fredric R. Horowitz
Mark Burstein Najeeb Khoury
Douglas Collins Fred Kuperberg
Paul E. Crost Kenneth Perea
Greg David Derin Sol Rosenthal
Dixon Dern Robert Steinberg
Edna Francis Gail Migdal Title
William Gould IV
ARTICLE 11.E.4.
GRIEVANCE AND ARBITRATION RULES AND PROCEDURES
ARBITRATION OF DISPUTES
CONCERNING CREDITS PROVISIONS
61
NEW YORK
Noel Berman Susan MacKenzie
Daniel Brent Joan Parker
Howard Edelman Janet Spencer
Melinda G. Gordon Carol Wittenberg
Joshua Javits
Additional names may be added from time to time during the term
of the contract by mutual agreement of the parties, provided that
each panel shall consist of an odd number of arbitrators at all
times.
In the event the parties are unable, within forty-eight (48) hours (not
including weekends or holidays) after respondent's receipt of the
written notice provided for in subparagraph 2. above, to agree upon
an arbitrator from the above list or otherwise, the arbitrator shall be
selected by use of the following "strike process:"
a. The arbitrators listed in this Article 11.E.4. shall constitute
the lists of arbitrators.
b. On a Company-by-Company basis, the Guild and the
Company shall alternate on a case-by-case basis in first
striking a name from the applicable list of arbitrators (Los
Angeles or New York). Thereafter, the other party shall
"strike" a name from the list. The parties shall continue to
alternate in striking names from the list until one arbitrator's
name remains.
c. The arbitrator whose name remains (after the strike process
is completed) shall be the arbitrator, so long as the arbitrator
is a disinterested person.
d. The "strike process" shall commence within twenty-four (24)
hours (not including weekends or holidays) after the period
for mutual agreement has expired and shall be completed
within forty-eight (48) hours (not including weekends or
holidays) after the period for mutual agreement has expired.
e. If one of the parties fails to participate in the strike process,
or fails to strike in order and/or timely, the other party may
thereupon select a neutral arbitrator to hear the matter.
ARTICLE 11.E.4.
GRIEVANCE AND ARBITRATION RULES AND PROCEDURES
ARBITRATION OF DISPUTES
CONCERNING CREDIT PROVISIONS
62
f. If more than one Company is a party, then the Company
which is the real party in interest shall participate in the strike
process with the Guild. In the event that such Companies
cannot agree on which of them is the real party in interest,
then such Companies shall determine by lot which Company
shall participate in the strike process with the Guild.
5. Notwithstanding anything in this Basic Agreement to the contrary,
the arbitrator shall have jurisdiction and power to award damages,
to order the Company to withdraw, cancel, change, or re-do
advertising materials already issued or prepared, to require the
Company to re-do any film titles, and to order any other reasonable
relief the arbitrator deems appropriate in the circumstances,
whether relating to credit on the screen, advertising or otherwise.
Any award rendered by the arbitrator shall be binding on the parties
and upon the writer.
6. Any or all time limits set forth herein may be waived by the mutual
consent of the parties.
7. To the extent not inconsistent herewith, all other provisions of the
Basic Agreement relating to arbitrations shall be applicable.
F. EXPEDITED ARBITRATION OF CERTAIN DISPUTES CONCERNING
REACQUISITION OF UNPRODUCED LITERARY MATERIAL
(THEATRICAL)
1. a. Disputes Subject to Expedited Arbitration Procedure
The following procedure applies only to arbitrable disputes
between the Guild and the Company concerning the
interpretation or application, or alleged breach, of any
provision of Article 16.A.8. of this Basic Agreement or any
predecessor WGA Basic Agreement as to which the initial
written notice of the writer's desire or intent to reacquire is
received by the Company on or after May 2, 1998.
b. Parties
Only the Guild and the Company shall be parties to an
Article 11.F. arbitration proceeding. The Guild shall act on
behalf of itself and the writer.
ARTICLE 11.F.1.
GRIEVANCE AND ARBITRATION RULES AND PROCEDURES
EXPEDITED ARBITRATION OF CERTAIN DISPUTES CONCERNING
REACQUISITION OF UNPRODUCED LITERARY MATERIAL
(THEATRICAL)
63
2. Right to Invoke
Either the Guild or the Company shall have the right to invoke this
expedited arbitration procedure when there is a likelihood of
irreparable harm in connection with the proposed reacquisition if
regular arbitration procedures were used. For purposes of Article
11.F., it is agreed that "irreparable harm" means an event or
occurrence that cannot be undone or an opportunity or situation
that, once lost or foregone, is unlikely to be revived or recaptured.
The burden of proof shall be on the moving party to show that use
of the expedited procedure is appropriate under the provisions of
this subparagraph 2.
3. Commencement of Proceedings
Complainant shall initiate expedited arbitration proceedings by
written notice, setting forth the particulars of the claim, to be sent to
the respondent in accordance with the procedures described in
Article 11.A.6.a. of the Basic Agreement. Such notice shall be
served within ten (10) business days after the moving party has
obtained knowledge of the facts upon which the claim is based. If
expedited arbitration proceedings are not commenced within this
time period, use of the expedited procedure shall be deemed
waived. When the WGA or the Company has initiated the Article
48.E. Hot Line procedure, the period of no more than seven (7)
days used to attempt resolution of the dispute in this manner shall
not be included in the computation of the ten (10) business day
period under this subparagraph 3.
4. a. Response or Objection to Expedited Claim
The respondent shall respond to the claim or object to use of
the expedited procedure within ten (10) business days after
its receipt of the expedited arbitration claim. If there is no
objection to the procedure, the respondent will provide to
complainant a written statement of its position within the
time specified in the preceding sentence and, upon
selection, to the arbitrator.
b. Objection to Expedited Procedure and Interim Ruling
If the respondent has objected to use of the expedited
procedure, the objection must describe the factual or other
basis for its contention that use of the expedited procedure
is not appropriate under the provisions of Article 11.F.2. The
ARTICLE 11.F.2.
GRIEVANCE AND ARBITRATION RULES AND PROCEDURES
EXPEDITED ARBITRATION OF CERTAIN DISPUTES CONCERNING
REACQUISITION OF UNPRODUCED LITERARY MATERIAL
(THEATRICAL)
64
arbitrator (upon selection) may either convene an informal
hearing by conference call, or a formal hearing, for the
purpose of determining whether use of the expedited
procedure is appropriate.
The hearing will take place within three (3) business days
following selection of the arbitrator. Each party may file
hearing briefs, page limit to be set by the arbitrator, and may
make closing arguments. There will be no post-hearing
briefs. The arbitrator must inform the parties of his/her
decision as to whether the expedited procedure was
appropriately invoked within twenty-four (24) hours after
conclusion of the hearing, to be followed by an interim ruling
in writing.
5. Selection of an Arbitrator; Place of Hearing
a. The arbitrator shall be a neutral third party. The parties shall
in good faith attempt to mutually agree upon an arbitrator
within three (3) business days after the response, objection
or failure to respond, but in no event later than expiration of
the ten (10) business day period in Article 11.F.4.a. above.
Should the parties fail to so agree, the arbitrator shall be
selected by the "Strike Process" as follows:
(1) The arbitrators listed in subparagraph (7) below shall
constitute the lists of arbitrators.
(2) On a respondent-by-respondent basis, the moving
party and the respondent shall alternate on a case-
by-case basis in first striking a name from the list of
arbitrators. Thereafter, the other party shall "strike" a
name from the list. The parties shall continue to
alternate in striking names from the list, until one (1)
arbitrator's name remains.
(3) The arbitrator whose name remains (after the Strike
Process is completed) shall be the arbitrator.
(4) The Strike Process shall commence on the first
business day following completion of the three (3)
business day period referred to in subparagraph 5.a.
above and must conclude by close of business that
day.
ARTICLE 11.F.5.a.
GRIEVANCE AND ARBITRATION RULES AND PROCEDURES
EXPEDITED ARBITRATION OF CERTAIN DISPUTES CONCERNING
REACQUISITION OF UNPRODUCED LITERARY MATERIAL
(THEATRICAL)
65
(5) In the event that one of the parties fails to participate
in the Strike Process, or fails to strike in order and/or
timely, the other party may thereupon select the
arbitrator to hear the matter.
(6) If there is more than one respondent, then the
respondent which is the real party in interest shall
participate in the strike process with the Guild. In the
event that such respondents cannot agree on which
of them is the real party in interest, then such
respondents shall determine by lot which of them
shall participate in the striking process with the Guild.
(7) The authorized lists of arbitrators are as follows:
LOS ANGELES
Sara Adler Joel Grossman
Norman Brand Fredric R. Horowitz
Mark Burstein Najeeb Khoury
Douglas Collins Fred Kuperberg
Paul E. Crost Kenneth Perea
Greg David Derin Sol Rosenthal
Dixon Dern Robert Steinberg
Edna Francis Gail Migdal Title
William Gould IV
NEW YORK
Noel Berman Susan MacKenzie
Daniel Brent Joan Parker
Howard Edelman Janet Spencer
Melinda G. Gordon Carol Wittenberg
Joshua Javits
Additional names may be added from time to time by
mutual agreement of the parties, provided that each
ARTICLE 11.F.5.a.
GRIEVANCE AND ARBITRATION RULES AND PROCEDURES
EXPEDITED ARBITRATION OF CERTAIN DISPUTES CONCERNING
REACQUISITION OF UNPRODUCED LITERARY MATERIAL
(THEATRICAL)
66
panel shall consist of an odd number of arbitrators at
all times.
b. Substitution of Arbitrators
If the arbitrator selected cannot serve, a substitute shall be
selected in accordance with subparagraph 5.a. above.
c. Choice of Two Arbitrators
If there is to be a hearing on the respondent's objection to
use of the expedited procedure, the parties have the option
of selecting one arbitrator to rule on such objection and
another arbitrator to determine the remaining issues in the
case, both of whom shall be selected pursuant to this
subparagraph 5.
d. Place of Hearing
The place of the arbitration hearing shall be determined in
accord with Article 11.A.3. of the Agreement.
6. Timeline; Citation of Expedited Arbitration Awards
a. The hearing on the merits of the claim shall commence
within twenty (20) business days following the respondent's
receipt of the arbitration claim or, if the respondent has
objected to use of this expedited procedure, within twenty
(20) business days following the arbitrator's determination
that use of this expedited procedure is appropriate.
The arbitrator or, at his/her request, one of the parties, shall
give written notice to the other party of the time and place at
which the arbitration hearing will commence. In fixing such
date, the arbitrator shall consult the parties and shall
consider the time reasonably necessary for the parties to
prepare their cases. The arbitration shall take place as
notified (or as continued) regardless of whether one (1) of
the parties fails to participate.
b. The hearing on the merits of the claim shall conclude within
ten (10) business days after its commencement, provided
that the duration of the hearing is consistent with
fundamental fairness in the arbitrator's sole judgment.
ARTICLE 11.F.6.b.
GRIEVANCE AND ARBITRATION RULES AND PROCEDURES
EXPEDITED ARBITRATION OF CERTAIN DISPUTES CONCERNING
REACQUISITION OF UNPRODUCED LITERARY MATERIAL
(THEATRICAL)
67
c. The parties may file post-hearing briefs within fifteen (15)
business days following the close of the hearing. Either
party's election to file a post-hearing brief will not preclude
that party's right to make a closing argument so long as the
hearing concludes within the time permitted in subparagraph
6.b. above.
d. Within ten (10) business days following either receipt of the
parties' briefs, or the conclusion of the hearing if no briefs
are filed, the arbitrator shall issue a written decision and
award on the issues presented. The arbitrator's failure to
meet the deadline shall not oust the arbitrator of jurisdiction.
The arbitrator's determination of issues and award shall be
final and binding upon the Company, the Guild and the
writer or writers involved, whether participating in the
proceeding or not.
Any award so rendered may be cited or offered into
evidence by any party in another arbitration proceeding
under this Basic Agreement, whether expedited or not.
7. Waiver of Time Limits
Any or all of the time limits set forth in Article 11.F.6. may be
waived by the mutual consent of the parties.
8. Right to Seek an Extension of Time Limit
Upon the arbitrator's finding of good cause demonstrated by either
party, the arbitrator may expand the time for conducting the hearing
for a maximum of three (3) additional business days, and/or the
time for filing post-hearing briefs for a maximum of three (3)
additional business days. In making such a determination, the
arbitrator shall take into account the position of a party opposing
the extension that prejudice would result from the extension. The
arbitrator shall advise the parties of his/her ruling on any request for
an extension within forty-eight (48) hours after the request is made.
9. Choice of Arbitration Forum; Application of Other Arbitration
Provisions
Claims processed under this Article 11.F., which result in expedited
arbitration awards on the merits of the issues presented, shall not
be subject to adjudication in a judicial forum. The preceding
ARTICLE 11.F.6.c.
GRIEVANCE AND ARBITRATION RULES AND PROCEDURES
EXPEDITED ARBITRATION OF CERTAIN DISPUTES CONCERNING
REACQUISITION OF UNPRODUCED LITERARY MATERIAL
(THEATRICAL)
68
sentence does not reduce or impair the rights of any party under
Article 12.C., D., and E. of this Agreement.
In addition, once an expedited arbitration procedure is initiated, the
provisions of Article 11.F. shall preclude arbitration under Article
16.A.6. to the extent that the issue(s) under Article 16.A.6. has
(have) been decided in the expedited proceeding.
To the extent not inconsistent herewith, all other provisions of
Articles 10, 11 and 12 of the Basic Agreement relating to arbitration
shall be applicable.
10. Remedies in the Arbitration Forum
In an expedited arbitration proceeding under Article 11.F., the
arbitrator is limited to providing remedies that are in the nature of
equitable relief such as a declaration of the respective rights of the
parties and specific performance.
If all issues in dispute concerning the reacquisition are not fully
resolved in the expedited proceeding, the WGA or the Company
may initiate a subsequent arbitration proceeding under the regular
procedures in the Basic Agreement.
11. Legal Subcommittee
The parties to this Basic Agreement shall establish a legal
subcommittee to explore whether the expedited arbitration
procedure in Article 11.F. should apply to other Article 16 disputes.
The subcommittee shall report its recommendations, if any, to the
Contract Adjustment Committee (CAC).
G. ARBITRATION OF CERTAIN DISPUTES CONCERNING RESIDUALS
PROVISIONS
Notwithstanding any other provision of the MBA, a dispute concerning the
residuals provisions of this Basic Agreement or a predecessor WGA Basic
Agreement shall be submitted to an expedited arbitration proceeding if the
respondent is not financially responsible, or it is likely that the
respondent's assets will be depleted or transferred, such that in either
case it is reasonable to believe that the respondent would be unable to
satisfy its residuals liability if the dispute were processed through the
grievance and/or arbitration procedures set forth in Articles 11.A. through
11.C., above. This expedited proceeding will be governed by the following
rules:
ARTICLE 11.G.
GRIEVANCE AND ARBITRATION RULES AND PROCEDURES
ARBITRATION OF CERTAIN DISPUTES
CONCERNING RESIDUALS PROVISIONS
69
1. Invocation of Expedited Proceeding
A Notice of Expedited Arbitration (so labeled by the claimant) shall
be reduced to writing and delivered to the respondent. The Notice
of Expedited Arbitration shall include the name, address and
telephone number of the claimant's representatives and the name
of the person who represents the respondent, if known. The Notice
of Expedited Arbitration shall also set forth the particulars of the
claim, including an allegation that the respondent is not financially
responsible, or it is likely that the respondent's assets will be
depleted or transferred, such that in either case it is reasonable to
believe that the respondent would be unable to satisfy its residuals
liability if the dispute were processed through the grievance and/or
arbitration procedures set forth in Articles 11.A. through 11.C.
This expedited procedure is not available when the residuals
obligation(s) at issue is (are) payable, guaranteed or assumed by a
"Qualified Distributor," "Qualified Buyer" and/or a "Qualified
Residuals Payor," except by mutual agreement.
2. Attempt to Settle Dispute
Within seven (7) business days after the claimant serves written
notice upon the respondent concerning an expedited arbitration
proceeding, an authorized representative of the claimant and an
authorized representative of the respondent will make a good faith
attempt to settle or resolve the dispute.
3. Submission of Dispute to Arbitrator
In the event the parties shall fail to meet or discuss the claim, or
shall otherwise fail to settle or resolve the dispute within fifteen (15)
business days after the respondent's receipt of the claim, the
dispute shall be submitted to arbitration to be commenced not later
than sixty (60) days after the respondent's receipt of the claim.
4. Place of Hearing
All expedited arbitration hearings under this Paragraph G. shall be
in Los Angeles, absent agreement of the parties to another situs.
5. Arbitrator Selection
The dispute shall be submitted to a sole neutral arbitrator mutually
selected from the authorized list of arbitrators as follows:
ARTICLE 11.G.1.
GRIEVANCE AND ARBITRATION RULES AND PROCEDURES
ARBITRATION OF CERTAIN DISPUTES
CONCERNING RESIDUALS PROVISIONS
70
LOS ANGELES
Sara Adler Joel Grossman
Norman Brand Fredric R. Horowitz
Mark Burstein Najeeb Khoury
Douglas Collins Fred Kuperberg
Paul E. Crost Kenneth Perea
Greg David Derin Sol Rosenthal
Dixon Dern Robert Steinberg
Edna Francis Gail Migdal Title
William Gould IV
Additional names may be added from time to time during the term
of the contract by mutual agreement of the parties, provided that
each panel shall consist of an odd number of arbitrators at all
times.
In the event the parties are unable, within ten (10) business days
(not including weekends or holidays) after the respondent's receipt
of the claim, to agree upon an arbitrator from the above list or
otherwise, the arbitrator shall be selected by use of the following
"strike process:"
a. The arbitrators listed in this Article 11.G. shall constitute the
list of arbitrators.
b. On a Company-by-Company basis, the Guild and the
Company shall alternate on a case-by-case basis in first
striking a name from the list of arbitrators. Thereafter, the
other party shall "strike" a name from the list. The parties
shall continue to alternate in striking names from the list until
one arbitrator's name remains.
c. The arbitrator whose name remains (after the strike process
is completed) shall be the arbitrator, so long as the arbitrator
is a disinterested person.
d. The strike process shall commence within twenty-four (24)
hours (not including weekends or holidays) after the period
for mutual agreement has expired and shall be completed
within forty-eight (48) hours (not including weekends or
holidays) after the period for mutual agreement has expired.
ARTICLE 11.G.5.d.
GRIEVANCE AND ARBITRATION RULES AND PROCEDURES
ARBITRATION OF CERTAIN DISPUTES
CONCERNING RESIDUALS PROVISIONS
71
e. If one of the parties fails to participate in the strike process,
or fails to strike in order and/or timely, the other party may
thereupon select a neutral arbitrator to hear the matter.
f. If more than one Company is a party, then the Company
which is the real party in interest shall participate in the strike
process with the Guild. In the event that such Companies
cannot agree on which of them is the real party in interest,
then such Companies shall determine by lot which Company
shall participate in the strike process with the Guild.
6. Award
The arbitrator's written award shall be issued within sixty (60)
calendar days from the end of the expedited arbitration hearing if
closing argument is substituted for post-hearing briefs, or ninety
(90) days following submission of post-hearing briefs. The
arbitrator's failure to meet the deadline shall not oust the arbitrator
of jurisdiction. The arbitrator's determination of issues and award
shall be final and binding on all parties, whether participating in the
hearing or not. The parties shall be so bound in any subsequent
arbitration proceeding between them concerning a residuals
dispute involving the same theatrical and/or television motion
picture(s). Except as provided above, awards resulting from the
use of these expedited procedures shall not be offered in evidence
or cited in arbitrations under this Basic Agreement.
7. Continuance of Hearing and Testimony by Telephone
The hearing shall not be continued, absent agreement of the
parties, except upon proof of good cause by the party requesting
such continuance. The unavailability of any witness shall not
constitute good cause unless the witness' testimony is relevant to
the issues in the arbitration and could not be received by means
consistent with fundamental fairness which do not require the
witness' presence at the hearing. Each party shall have the right to
present the testimony of any witness by telephone, so long as the
arbitrator is satisfied that the examination is consistent with
fundamental fairness.
8. Settlement
Nothing contained in this Article 11.G. shall preclude the parties
from discussing the settlement of the dispute, except that such
discussion shall not delay the expedited arbitration procedure.
ARTICLE 11.G.5.e.
GRIEVANCE AND ARBITRATION RULES AND PROCEDURES
ARBITRATION OF CERTAIN DISPUTES
CONCERNING RESIDUALS PROVISIONS
72
9. Time Limit for Use of Expedited Proceedings and
Determination of Claims Not Subject to Expedited Arbitration
The failure of the claimant to serve the Notice of Expedited
Arbitration within sixty (60) days following the date on which the
facts upon which the claim is based were discovered by the moving
party shall constitute a waiver of the right to use this expedited
arbitration procedure. If two (2) or more residuals claims are
submitted to expedited arbitration and the expedited arbitration
procedure has been waived or is inapplicable to one (1) or more
claims, absent objection by the respondent, the non-expedited
claim(s) may be heard in the expedited proceeding. If the
respondent objects to the determination of the non-expedited
claim(s) in the expedited proceeding, the same arbitrator selected
to hear the expedited claim(s) may, absent objection by a party
during the arbitration hearing, determine the claim(s) not subject to
expedited arbitration, provided that such non-expedited arbitration
claim(s) shall be determined in a separate proceeding conducted in
accordance with Article 11.C., above.
10. Right to Object to Expedited Procedures and Interim Ruling
The respondent may object to proceeding under this Article 11.G.
by serving written notice of such objection with claimant and the
arbitrator within seven (7) business days of receipt of the Notice of
Expedited Arbitration. The respondent's notice of objection must
describe facts indicating it is financially responsible, or that it is not
likely that its assets will be depleted or transferred, such that in
either case it is reasonable to believe that the respondent would be
able to satisfy its residuals liability if the dispute(s) at issue were
processed through the grievance and/or arbitration procedures set
forth in Articles 11.A. through 11.C., above. In the event of an
objection, the claimant shall have the burden of proving that it is
consistent with this Article 11.G. to hear the dispute(s) under these
expedited procedures.
The arbitrator may convene an informal hearing by telephone
conference call, or a formal hearing, to determine whether it is
consistent with this Article 11.G. to hear the dispute(s) under these
expedited procedures. If the arbitrator convenes a hearing, that
hearing will take place within three (3) business days of receipt of
the respondent's notice of objection. The parties may file hearing
briefs, the page limit to be set by the arbitrator, and they may make
closing argument. There will be no post-hearing briefs. The
arbitrator must inform the parties of the interim ruling on the use of
the expedited procedures under this Article 11.G. within twenty-four
ARTICLE 11.G.10.
GRIEVANCE AND ARBITRATION RULES AND PROCEDURES
ARBITRATION OF CERTAIN DISPUTES
CONCERNING RESIDUALS PROVISIONS
73
(24) hours after conclusion of the hearing or, in the event no
hearing is convened, within twenty-four (24) hours of the
submission to the arbitrator of all briefs and/or relevant documents,
to be followed by an interim ruling in writing.
11. Bifurcation
If the expedited arbitration involves multiple residuals disputes or
controversies, such as which of two (2) or more respondents is
liable to make payment and the amount of residuals unpaid, the
arbitrator may, upon the request of a party, bifurcate or separate
such disputes or controversies and render separate awards, each
of which shall be deemed final.
12. Invocation of Expedited Proceeding After Service of Claim
Under Articles 11.A. through 11.C.
If, after such time as a residuals arbitration has been commenced
under the procedures set forth in Articles 11.A. through 11.C.
above, a party learns that a respondent is not financially
responsible, or it is likely that the respondent's assets will be
depleted or transferred, such that in either case it is reasonable to
believe that the respondent would be unable to satisfy its residuals
liability if the dispute were processed through such grievance
and/or arbitration procedures, any party to that arbitration
proceeding may invoke an expedited arbitration under this Article
11.G. by serving appropriate notice to that effect.
13. Waiver of Time Limits
Any and all time limits in Article 11.G. may be waived by the mutual
consent of the parties.
14. Other Provisions Applicable
To the extent not inconsistent with Article 11.G., all other provisions
of the Basic Agreement relating to arbitrations shall be applicable.
H. ARBITRATION OF DISPUTES CONCERNING TRI-GUILD RESIDUALS
AUDITS
See Sideletter to Article 11.H., Arbitration of Disputes Concerning Tri-
Guild Residuals Audits, for the procedures applicable to such cases.
ARTICLE 11.G.10.
GRIEVANCE AND ARBITRATION RULES AND PROCEDURES
ARBITRATION OF CERTAIN DISPUTES
CONCERNING RESIDUALS PROVISIONS
74
I. EQUAL STATUS OF PARTIES
It is understood that the Companies and the Guild are parties of equal
status under this Agreement and in the administration of the arbitration
processes throughout this Agreement. The equal status of the parties in
the administration of the arbitration process shall be recognized in matters
involving the determination of the availability of arbitrators, the selection of
hearing dates, the retention of stenographic reporters, and insofar as
applicable in all communications with the arbitrators.
Arbitration claims, cross-claims and notices shall carry the caption
"WRITERS GUILD OF AMERICA - PRODUCERS ARBITRATION
TRIBUNAL."
ARTICLE 12 - COURT PROCEEDINGS
A. DISPUTES CONCERNING CREDITS
Nothing in this Basic Agreement shall limit the rights of the Guild or any
writer to assert any and all appropriate legal and equitable rights and
remedies to which the Guild or such writer is entitled in courts of
competent jurisdiction with regard to an alleged breach of Article 8 and
Schedule A of this Basic Agreement with respect to writing credit; subject,
however, to the following conditions and limitations:
1. The Guild and the writer shall be bound by any court proceedings
instituted by the Guild.
2. If the Guild or the writer commences any proceedings in court with
respect to any such alleged breach prior to the submission of the
dispute to arbitration hereunder, then neither the Guild nor the
writer may submit such dispute to arbitration and no arbitrator shall
have jurisdiction to consider the alleged breach of such credit
provision.
3. If the Guild or the Company commences an arbitration proceeding
hereunder with respect to any such alleged breach prior to the
submission of the dispute to a court, then neither the Guild nor the
writer shall thereafter commence any proceeding in court with
respect to such alleged breach.
4. Any permissible court proceeding referred to in this Paragraph A.
must be commenced by the Guild or the writer, if at all, within the
applicable time limits specified in subparagraph 2. of Article 11.A.
ARTICLE 12.A.4.
COURT PROCEEDINGS
DISPUTES CONCERNING CREDITS
75
B. DISPUTES CONCERNING COMPENSATION
With respect to a compensation claim which is arbitrable pursuant to the
provisions of this Basic Agreement, the writer, at his/her option, need not
proceed by grievance and arbitration, but instead may institute an action
at law or in equity with respect to such claim prior to submission of such
claim to grievance or arbitration; provided, however, that for compensation
claims of four hundred thousand dollars ($400,000.00) or less for
theatrical or television employment or purchase, the writer must submit
such claim to grievance and arbitration pursuant to Articles 10 and 11 of
this Basic Agreement and failure to so proceed by grievance and
arbitration shall constitute a waiver by the writer as to such compensation
claim.
C. Nothing in this Basic Agreement shall impair, affect or limit the right of the
Company, the Guild or any writer to assert and exercise any and all
appropriate legal or equitable rights or remedies to which such Company,
Guild or writer is entitled in any court of competent jurisdiction as to any
dispute which is not subject to grievance or arbitration pursuant to this
Basic Agreement. The rights of the parties to assert and exercise legal or
equitable rights or remedies as to disputes which are subject to grievance
or arbitration are as more particularly defined in this Basic Agreement.
D. The Guild shall have the right to take to grievance and arbitration a claim
of the Guild of a breach by the Company of any of the terms or provisions
of this Basic Agreement, including a failure to pay minimum
compensation, regardless of whether or not such claimed breach may
also involve a breach by the Company of its contract with the writer and
such proceeding shall not affect the right of the writer to pursue his/her
own remedies at law or in equity, except as limited by the provisions of
this Basic Agreement.
E. Nothing in this Basic Agreement shall preclude any court of competent
jurisdiction from confirming, setting aside or modifying any grievance or
arbitration award hereunder in any proceeding brought for such purpose
in accordance with applicable law.
ARTICLE 12.B.
COURT PROCEEDINGS
DISPUTES CONCERNING COMPENSATION
76
ARTICLE 13 - COMPENSATION
A. THEATRICAL
Company agrees that the minimum basic compensation to be paid a
writer who is employed for a feature length photoplay on a so-called flat
deal basis shall be as herein set forth.
For the purpose of this Article 13.A.1.a., "High Budget" photoplay shall be
a photoplay the cost of which equals or exceeds five million dollars
($5,000,000.00); a photoplay the cost of which is less than five million
dollars ($5,000,000.00) shall be referred to as a "Low Budget" photoplay.
The Company may option to purchase or license from a professional
writer literary material, which would be covered by this Basic Agreement,
for a period of eighteen (18) months upon payment of ten percent (10%)
of the applicable minimum compensation for such literary material.
Company may renew or extend such option for subsequent eighteen (18)
month periods upon payment of an additional ten percent (10%) of the
applicable minimum compensation for such literary material for each such
eighteen (18) month period. Notwithstanding anything in this Basic
Agreement to the contrary, the option payment(s) shall be credited against
the purchase price or other compensation payable to the writer.
1. a. Minimum Compensation
FLAT DEAL SCREEN MINIMUMS
HIGH BUDGET
EFFECTIVE
5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
(1) Screenplay, including treatment $126,089 $129,241 $132,149
(2) Screenplay, excluding treatment 87,191 89,371 91,382
(3) Final Draft Screenplay or Rewrite 38,759 39,728 40,622
(4) Polish 19,380 19,865 20,312
(5) First Draft of Screenplay (alone or
with option for Final Draft Screenplay):
First Draft Screenplay 58,138 59,591 60,932
Final Draft Screenplay 38,759 39,728 40,622
(6) Treatment 38,759 39,728 40,622
(7) Original Treatment 58,138 59,591 60,932
(8) Story 38,759 39,728 40,622
(9) Additional Compensation
Screenplay – No Assigned Material 19,380 19,865 20,312
ARTICLE 13.A.1.a.
COMPENSATION
THEATRICAL
77
LOW BUDGET
EFFECTIVE
5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
(1) Screenplay, including treatment $67,802 $69,497 $71,061
(2) Screenplay, excluding treatment 42,366 43,425 44,402
(3) Final Draft Screenplay or Rewrite 25,424 26,060 26,646
(4) Polish 12,721 13,039 13,332
(5) First Draft of Screenplay (alone or
with option for Final Draft
Screenplay):
First Draft Screenplay 30,512 31,275 31,979
Final Draft Screenplay 20,337 20,845 21,314
(6) Treatment 25,424 26,060 26,646
(7) Original Treatment 35,108 35,986 36,796
(8) Story 25,424 26,060 26,646
(9) Additional Compensation
Screenplay – No Assigned Material 9,693 9,935 10,159
NOTE: The minimum for a screen writer shall be not less than the
"appropriate" television minimum, consistent with the particular literary
element and the length of the motion picture.
b. Additional Payment - No Assigned Material
When Company employs a writer to write a screenplay on a
flat deal basis at the minimum basic compensation provided
in this Article 13.A., unless Company in good faith furnishes
such writer a novel, play, treatment, original treatment, or
story upon which the screenplay is to be based or from
which it is to be adapted, such writer shall be paid an
additional amount as described in subparagraph 1. above.
The assigned material shall be specifically identified in the
notice of employment and contract; if not then known, the
writer and the Guild shall be furnished with such
identification when it is available.
Any dispute as to whether or not Company has so furnished
such writer a novel, play, treatment, original treatment, or
story shall be subject to automatic arbitration by the Guild
arbitration committee (referred to in Theatrical Schedule A);
provided, however, that in the event Company or the writer
does not accept the decision of such Guild arbitration
committee, such party shall notify the Guild and the other
party, in writing, of its position and such dispute shall
thereupon be subject to the grievance and arbitration
provisions of Articles 10, 11 and 12 of this Basic Agreement.
ARTICLE 13.A.1.a.
COMPENSATION
THEATRICAL
78
2. Narration by a Writer Other Than any Writer of Screenplay or Story
and Screenplay
Minimums for narration are based on status of film assembly and
nature of previously written material as follows:
Nature of Material
Written Prior to
Employment of
Narration Writer
Film Assembled in
Story Sequence
Film Footage Not
Assembled in Story
Sequence
None Applicable Screenplay
excluding Treatment
Minimum
Applicable
Screenplay including
Treatment Minimum
Story Only Applicable Screenplay
excluding Treatment
Minimum
Applicable
Screenplay excluding
Treatment Minimum
Story and Screenplay Per Rate Schedule A Per Rate Schedule A
EFFECTIVE
Rate Schedule A 5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
Two minutes or less $1,183 $1,213 $1,240
Over two minutes through five minutes 4,191 4,296 4,393
Over five minutes applicable polish minimum
Aggregate sound track running time in minutes of narration written
by writer hired pursuant hereto.
Narration writer may be hired on a week-to-week basis.
There is no separation of rights for narration.
3. Initial Payment
The Company shall use its best efforts to issue to the writer (or
his/her designated representative), for the writer's signature, a
written document memorializing the agreement reached between
the Company and the writer within ten (10) business days after
agreement is reached on the major deal points of a writing
assignment (e.g., agreement on initial compensation, including
bonus, if any, and number of drafts) for a theatrical motion picture
ARTICLE 13.A.3.
COMPENSATION
THEATRICAL
79
(twelve (12) business days in the case of either a term writing
agreement or an agreement for both writing and non-writing
services), but in no event later than the earlier of: (a) fifteen (15)
business days after agreement is reached on the major deal points
of the writing assignment, or (b) the time period required by Article
19. Disputes as to whether Company has submitted such
document in a timely manner may be submitted to the “Hot Line”
dispute resolution procedure in Article 48.
Company shall attach a cover sheet to the document memorializing
the agreement reached between the Company and the writer which
sets forth in summary form all conditions precedent which must be
satisfied before writing services can commence. The terms of such
cover sheet shall not alter or vary the terms of the agreement
reached between the Company and the writer, and, in any event,
the terms of the writer’s agreement shall prevail.
With respect to any employment under this Article 13.A. on a flat
deal basis, the Company will pay to the writer, not later than the
next regular payday in the week following the day the Company
instructs the writer to commence his/her services, a single advance
amount (to be applied against the first compensation which
otherwise would be due to the writer) at least equal to the greater of
(a) ten percent (10%) of the writer's agreed compensation which
otherwise would be due to the writer upon delivery of the first
required material, or (b) one week's compensation at the weekly
rate for term employment for 14 out of 14 weeks.
4. Maximum Period of Employment
With respect to writers employed at the minimum basic
compensation provided for in this Article 13.A. to write a story,
treatment, original treatment, first draft screenplay, final draft
screenplay, screenplay, or rewrite, the Company shall not require
the writer to render services beyond that period of weeks (and
fractions thereof) obtained by dividing such applicable minimum
basic compensation set forth above in (1) through (9), as the case
may be, by the minimum weekly compensation provided for in
Article 13.A., subparagraph 15. hereof, for writers employed on a
weekly basis.
In the event that the same writer is employed to write any
combination of those items set forth above in (1) through (9), such
time periods shall be cumulative.
If the writer is required by written notice from the Company to
render his/her services beyond such time period, he/she shall be
ARTICLE 13.A.3.
COMPENSATION
THEATRICAL
80
entitled to the specified compensation on delivery and to the
minimum weekly compensation to which such writer would be
entitled if employed on a weekly basis, as hereinafter in
subparagraph 15. of Article 13.A. provided, for services rendered
after the expiration of such period.
5. Computation of Writer's Period of Employment
In computing the duration of a writer's employment under this
Article 13.A., there shall be excluded the following:
a. Any time during which the writer's employment agreement
was suspended by reason of any breach or default on the
part of the writer;
b. Any time during which the writer's employment agreement
was suspended by reason of any of the causes specified in
the "force majeure" clause of such writer's employment
agreement;
c. Except as hereinafter provided, waiting time which occurs
during or after the writer's employment.
Any excess waiting time shall be included in computing the
duration of the writer's employment. However, excess
waiting time after the expiration of the duration of the writer's
employment shall not be included in computing the duration
of the writer's employment unless the writer holds
himself/herself available for the Company's further
instructions pursuant to the Company's written notice to the
writer so to hold himself/herself available after the expiration
of the writer's employment.
Any time during which the writer shall make revisions called
for by the Company shall be included in computing the
duration of the writer's employment.
6. Waiting Time
The waiting time to be excluded in computing the duration of the
writer's employment shall not exceed three (3) days following
delivery of material, and such waiting time shall not be
compensable. In the event that the same writer is employed to
write any combination of story, treatment or original treatment, first
draft screenplay, final draft screenplay or screenplay, such waiting
time shall be cumulative. "Excess waiting time," as used in this
Article 13.A., means waiting time in excess of the waiting time to be
ARTICLE 13.A.6.
COMPENSATION
THEATRICAL
81
excluded as provided in this subparagraph 6. If the writer is called
into conference on any day or instructed to perform any services on
any day, such day may not be included in waiting time. Sundays
and holidays generally recognized in the motion picture industry
shall be excluded in computing waiting time.
7. Extension of Employment Period
If the employment agreement under this Article 13.A. for a
treatment on a flat deal basis contains any option for additional
literary material, and the Company wishes the writer to change,
revise or complete his/her assignment after the expiration of the
maximum allotted employment period under this Article, the
Company may postpone the time for exercise of such option by
notifying the writer that it elects to continue the employment of the
writer on a week-to-week basis commencing upon the expiration of
the employment period then expiring at the minimum weekly
compensation prescribed in subparagraph 15. hereof, but without
any minimum guaranteed period of employment. The Company
must notify the writer to this effect promptly upon the expiration of
such maximum allotted employment period. Such employment
shall continue until further notice from the Company, and the
waiting time shall commence upon such termination of the
employment. If the Company thereafter exercises any option, and
the maximum allotted employment period under this Article 13.A.
for which the Company would be entitled to the writer's services
under such option shall exceed the period during which the writer
performed his/her services (excluding time for which the writer was
compensated on a week-to-week basis and excluding waiting time),
then the Company shall be entitled to credit against the amount
due under such option an amount equal to the minimum weekly
compensation specified in subparagraph 15. herein for the period
of such excess. Such credit shall not exceed the amount actually
paid to the writer for services performed on a week-to-week basis.
8. Failure to Deliver Material Within Allotted Time Period
If the writer has not completed and delivered to the Company the
material within the maximum allotted employment period provided
for in this Article 13.A., or any shorter period specified in the
individual writer's employment agreement, then the Company may
exercise the succeeding option and require the writer to complete
such material within the succeeding option period. If the writer has
not completed and delivered to the Company the material within
such maximum allotted employment period, or such shorter period
specified in the individual writer's employment agreement, and if
the failure of the writer so to complete and deliver such material
ARTICLE 13.A.6.
COMPENSATION
THEATRICAL
82
was not caused by any instructions or directions on the part of the
Company, then and at any time thereafter and prior to the delivery
of such material, the Company may terminate the writer's
employment agreement, and the Company shall not be obligated to
make any further or additional payment thereunder. For the
purposes of determining whether to terminate such contract, the
Company may require the writer to deliver for inspection any
material then written and compliance with such requirement shall
not constitute delivery for the purpose above mentioned without the
written consent of the Company. The Company shall retain title to
and ownership of any material theretofore delivered for which
payment was made by the Company, subject to the provisions of
Article 16.A.
9. Teams
Every writer shall receive no less than the applicable minimum,
except that if a bona fide team of no more than two (2) writers
offers, prior to employment on the script in question, to collaborate,
the team as a unit shall receive in the aggregate not less than the
applicable minimum compensation.
In addition, if a bona fide team of no more than three (3) writers
offers, prior to employment on the script in question, to collaborate,
the team as a unit shall receive in the aggregate not less than two
hundred percent (200%) of the applicable minimum compensation,
of which each individual writer shall be paid not less than one-third
(a) of said aggregate compensation.
10. Week-to-Week, Term, Flat Deal
The Company may employ a writer on a week-to-week or term
basis to write a story, treatment, original treatment, first draft
screenplay, final screenplay, screenplay, or rewrite. At any time
thereafter, Company may employ such writer or any other writer on
a flat deal basis to write any such material in accordance with the
provisions of this Article 13.A. If Company employs a writer on a
flat deal basis to write any such material, at any time thereafter
Company may employ such writer or any other writer to write any
such material on a week-to-week basis or term basis. If the
Company imposes the condition that such material must be
completed and delivered by a specified date, and the writer accepts
the employment upon such conditions and completes and delivers
the material to the Company in compliance with such condition,
then such employment shall be deemed to be employment on a flat
deal basis and the writer shall be entitled to the applicable flat deal
minimums provided in this Article 13.A. for the work involved. If the
ARTICLE 13.A.10.
COMPENSATION
THEATRICAL
83
Company employs two (2) writers as a team on a week-to-week
basis to write a story, treatment, original treatment, first draft
screenplay, final screenplay, screenplay or rewrite and imposes the
condition that such material must be completed and delivered by a
specified date, and if the period by which the writers are to
complete and deliver the material under their employment
agreement is less than one-half of the applicable maximum period
of employment for the work involved as provided in this Article
13.A., the Company shall only be obligated to pay to each such
writer one-half of the amount payable to one (1) writer employed on
a flat deal basis for the work involved, but if the period by which the
writers are to complete and deliver the material under their
employment agreement is more than one-half of the applicable
maximum period of employment for the work involved provided in
this Article, the Company shall not be obligated by this Article 13.A.
to pay any additional amount to such writers. For example, if a
team of writers is employed on a week-to-week basis during the
period May 2, 2020 through May 1, 2021 to write a "screenplay,
including treatment" for a High Budget photoplay (for which the flat
deal minimum is $126,089) and a date later than ten (10) weeks
after the commencement of such employment is specified in the
employment agreement for completion and delivery of such final
screenplay, then if such final screenplay is completed and
delivered within such time, the Company need only pay each writer
the $63,045 received as weekly salary. In the event of a dispute as
to whether the Company has imposed such a specified date of
completion and delivery, such dispute shall be subject to grievance
and arbitration pursuant to the provisions of Articles 10, 11 and 12
hereof.
11. Applicable Deal Minimum Compensation
When Company hereafter employs one (1) or more writers on a flat
deal basis for the minimum basic compensation as above provided,
then regardless of the exercise of any option, if a motion picture is
actually produced by Company from the screenplay so written
under such deal basis, the compensation (hereinafter called
"applicable minimum deal compensation") paid to the writer or
writers who participated in the writing under such flat deal shall be
not less than the applicable "Flat Deal Screen Minimums" set forth
in Article 13.A., subparagraph 1.a. above. In the event an amount
at least equal to such applicable minimum deal compensation has
not been paid to such writer or writers by the time screen credits for
such motion picture have been finally determined, then Company
shall pay to the writer or writers receiving screen credit for such
motion picture, within thirty (30) days after such screen credit has
been finally determined, the difference between all of the
ARTICLE 13.A.10.
COMPENSATION
THEATRICAL
84
compensation theretofore paid to the writer or writers employed by
Company on such flat deal basis in connection with such
photoplay, on the one hand, and the applicable m inimum deal
compensation provided, on the other hand. A writer or writers
employed at the minimum week-to-week compensation to write a
treatment and also a screenplay for a motion picture which is
produced by Company shall be compensated at not less than the
applicable minimum basic compensation provided for in this Article
13.A., and shall be considered as employed on a flat deal basis at
such minimum compensation for purposes of subparagraph 1.c. of
this Article. No writer employed on a term basis shall be entitled to
additional compensation by reason of the provisions of this Article
13.A.
When a planned Low Budget theatrical motion picture is produced
as a High Budget theatrical motion picture for reasons other than
force majeure (including but not limited to disability, illness or
inclement weather) or labor cost escalations undetermined at
commencement of production, the Company shall pay any
necessary increase in the applicable minimum deal compensation
within thirty (30) days after Company knows that the cost of the
motion picture has increased or will increase past the High Budget
break figure, and in any event within thirty (30) days after delivery
of the answer print of said motion picture.
12. Inapplicability of Provisions
The provisions of this Article 13.A. shall not apply to writers
employed at compensation in excess of the applicable minimum
specified in this Article except as hereinafter provided. However,
even though the total compensation shall exceed such minimums,
the amount payable for the writing of the story, treatment, original
treatment, first draft screenplay, final screenplay, screenplay or
rewrite shall be not less than the minimum for such individual work
as above designated. The provisions of subparagraphs 4., 5. and
6. of this Article 13.A. shall be applicable to writers employed at
compensation not exceeding twice the applicable minimum
compensation, except that the three (3) day waiting period in
subparagraph 6. shall be two (2) weeks for the above-scale writer
covered by this sentence. The provisions of subparagraph 8.,
subparagraph 14. and the last two paragraphs of subparagraph 15.
of this Article 13.A. are applicable to all employment agreements
regardless of compensation.
The provisions of this Article 13.A. shall not apply to any short or
short subject, except that the Company agrees that any such
agreement made by the Company with any writer employed on a
ARTICLE 13.A.12.
COMPENSATION
THEATRICAL
85
similar basis with respect to a short or short subject shall guarantee
such writer an aggregate compensation for services rendered in the
writing and preparation of such material which shall be not less
than a sum equal to the minimum weekly compensation to which
such writer would be entitled if employed on a weekly
compensation basis, as provided in subparagraph 15. hereof,
multiplied by the number of weeks (plus any fraction of a week)
during which the writer actually and continuously performed such
services, it being understood that the Company may terminate the
employment of such writer at the time the writer becomes entitled
to additional compensation by reason of the provisions of this
paragraph or at any time thereafter.
13. Purchases
a. The applicable minimums for purchases or licenses subject
to this Agreement from a professional writer shall be the flat
deal minimum for the appropriate budget as determined by
the Company in good faith; provided, however, that if a
motion picture is produced based upon the story, treatment
or screenplay, as the case may be, and if such motion
picture is a High Budget photoplay, and if the purchase price
or license fee paid for the acquisition or license was less
than the applicable minimum for the respective type of work
(story, treatment or screenplay, as the case may be) for
such class of motion picture, i.e., High Budget, pursuant to
Article 13.A.1., an additional payment shall be made to the
professional writer in an amount such that such writer shall
have received in the aggregate an amount equal to such
higher applicable minimum.
b. [Deleted.]
14. Payment of Compensation Under Deal Contract
Company will use its best efforts to pay writers employed to write
on a deal basis not less than the applicable minimum within
forty-eight (48) hours after the delivery of a completed story,
treatment or original treatment, first draft screenplay or final draft
screenplay, as the case may be, but in no event shall any such
payment be made later than seven (7) days after delivery of such
material. Payment shall not be contingent upon the acceptance or
approval by the Company of the material so delivered. Company
shall include in writer's deal memorandum or personal service
contract:
ARTICLE 13.A.12.
COMPENSATION
THEATRICAL
86
a. the place where and the name(s) or function of the person(s)
to whom delivery of such material is to be made, and
b. the name(s) of the person(s) authorized to request rewrites
of said material.
The person(s) identified pursuant to subparagraphs a. and b.
above shall be at a level no higher than the President of Production
(i.e., the individual who heads theatrical creative development).
Company shall give writer written notice of any change in the
name(s) of the person(s) to whom delivery is to be made and/or the
name(s) of the person(s) authorized to request rewrites.
Company will pay interest of one and one-half percent (1.5%) per
month when any initial compensation payment is due and not paid
as provided. If the Company has failed to make such payment
because the executed contract was not delivered by the writer to
the Company, then no such interest is due. If the contract is not so
delivered by the writer because of a dispute as to the terms of the
contract and the Company shall be held to be wrong, the
above-described interest payment shall be applicable.
15. Minimum Weekly Compensation
Every writer employed on a week-to-week or term basis shall
receive a salary at the rate of not less than the amount per week
specified below for the respective period designated:
Term Contracts
At the Rate of Per Week
5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
40 out of 52 weeks $4,975 $5,099 $5,214
20 out of 26 weeks 5,405 5,540 5,665
14 out of 14 weeks 5,854 6,000 6,135
Week-to-Week 6,307 6,465 6,610
Every week-to-week or term contract shall specify the exact
compensation for each full week of services rendered or to be
rendered thereunder.
If any writer under a week-to-week or term contract shall render
services after the expiration of the guaranteed period of
employment, then, for purposes only of prorating days worked in a
partial workweek (i.e., less than six (6) days), at the end of such
ARTICLE 13.A.15.
COMPENSATION
THEATRICAL
87
employment, the writer shall receive one-fifth (1/5) of the weekly
rate for each day worked during such partial workweek, after the
expiration of the guaranteed period.
16. Theatrical Motion Picture Released on Free Television
If a theatrical motion picture is released on free television before it
has had a bona fide theatrical release (determined as provided in
Article 15.A.3.j. of this Basic Agreement), the compensation of the
writer or writers who have received screen authorship credit for
such motion picture shall be adjusted so that it shall be no less
than the appropriate television minimum compensation or the
appropriate theatrical minimum compensation, whichever is higher.
17. Remakes
The Company's right to remake a theatrical film shall be subject to
the following:
a. If a credited writer's material is used for a remake and no
writer is employed to rewrite, adapt or revise such material
for the remake, the Company will pay such writer(s) the
applicable minimum compensation for the intended medium
of the remake (but this provision shall not be construed as
affecting the rule that a bona fide team shall be considered a
unit). In addition, the writer will be entitled to receive
payment in accordance with Article 15.A. with respect to a
theatrical remake licensed to free television, Article 15.B.
with respect to reruns or foreign telecast of a television
remake, and Article 51 with respect to a theatrical or free
television remake released in Supplemental Markets.
b. If a writer is employed to rewrite, adapt or revise such literary
material for the remake, then the credited writer(s) of the
original material shall also be participant(s) in the credit
determination and if accorded credit shall accordingly be
entitled to the portion of applicable minimum compensation
for the intended medium of the remake equal to the
proportion of credit awarded pursuant to subparagraph c.(1)
below (but this provision shall not be construed as affecting
the rule that a bona fide team shall be considered a unit). In
addition, the writer will be entitled to share in any additional
compensation in accordance with Article 15.A. with respect
to a theatrical remake licensed to free television, Article
15.B. with respect to reruns or foreign telecast of a television
remake, and Article 51 with respect to a theatrical or free
television remake released in Supplemental Markets. The
ARTICLE 13.A.15.
COMPENSATION
THEATRICAL
88
writer's portion of such additional compensation shall be
equal to the portion of credit awarded pursuant to
subparagraph c.(1) below.
c. With respect to a television remake of a theatrical film, the
phrase "applicable minimum compensation" in
subparagraphs a. and b. of this subparagraph 17. means the
applicable rate provided for in Article 13.B.7.a., b. or e. of
this Agreement.
In a credit arbitration concerning such remake, the arbiters shall
determine the following issues:
(1) the contribution made by the writer(s) of the original
material expressed as a percentage of the whole, and
(2) the form of credit to be accorded such writer(s), which
credit may include a credit in the nature of a source
material credit, such as "Based on a Screenplay by
..."
The foregoing provisions shall apply to material written during the
term of this Agreement upon which a remake is based.
18. Script Annotations
If the Company is to require one or more script annotations, it shall
so inform the writer at the time of the negotiation of the writing
assignment, or option or acquisition of literary material, unless from
the nature of the project the Company's need for the annotation(s)
is not reasonably known at the outset. In the latter case, the
Company shall inform the writer that an annotation is needed when
the Company knows, or reasonably should have known, of it.
If the Company uses written guidelines or standards describing the
type of information to be included in an annotation for a fact-based
project or a project inspired by fact, such guidelines or standards
shall be furnished to the writer when the Company first informs the
writer that an annotation is needed.
ARTICLE 13.A.18.
COMPENSATION
THEATRICAL
89
B. TELEVISION
1. Minimum Basic Compensation
a. Options
When the Company options to purchase or license from a
professional writer literary material, which would be covered
under this Basic Agreement, Company shall pay five percent
(5%) of the applicable minimum compensation for such
literary material for the first period of up to one hundred
eighty (180) days, and an additional ten percent (10%) of the
applicable minimum compensation for each subsequent
period of up to one hundred eighty (180) days.
Notwithstanding anything in this Basic Agreement to the
contrary, the option payment(s) shall be credited against the
purchase price or other compensation payable to the writer.
The foregoing paragraphs shall not apply to arrangements
under which the consideration for the agreement is the
Company's good faith effort to effectuate network or other
buyer/licensee interest or otherwise obtain a development
commitment for the material.
b. Other Compensation Minimums
Company agrees that the minimum basic compensation to
be paid for writing services covered by this Basic Agreement
shall be as herein set forth during the periods indicated
below. The periods are herein designated:
From Through
“1
st
Period” May 2, 2020 - May 1, 2021
“2
nd
Period” May 2, 2021 - May 1, 2022
“3
rd
Period” May 2, 2022 - May 1, 2023
The applicable minimum shall be the minimum for each
writer, except when a bona fide team of no more than two
(2) writers offers, prior to employment on the script in
question, to collaborate, in which event such writers shall be
considered a unit, which unit shall receive in the aggregate
not less than the applicable minimum compensation.
ARTICLE 13.B.1.a.
COMPENSATION
TELEVISION
90
In addition, if a bona fide team of no more than three (3)
writers offers, prior to employment on the script in question,
to collaborate, the team as a unit shall receive in the
aggregate not less than two hundred percent (200%) of the
applicable minimum compensation, of which each individual
writer shall be paid not less than one-third (a) of said
aggregate compensation. If all three (3) writers are also
employed pursuant to Article 14 of this Basic Agreement, the
two hundred percent (200%) of minimum compensation may
be reduced to not less than one hundred fifty percent
(150%).
With respect to the provisions for increased rates during
specified periods, the intent is that, as to freelance
employment, the rates applicable when the employment is
entered into shall apply, except that when an employment is
entered into during one period, but is not to start until a
subsequent period, the rate applicable during the
subsequent period applies.
2. "High Budget" Films
For the purpose of this schedule, "High Budget" television motion
pictures are those for which the negative costs equal or exceed the
following amounts:
15 minutes or less $150,000
30 minutes or less (but more than 15 minutes) 215,000
60 minutes or less (but more than 30 minutes) 300,000
75 minutes or less (but more than 60 minutes) 400,000
90 minutes or less (but more than 75 minutes) 500,000
120 minutes or less (but more than 90 minutes) 900,000
For each additional 30 minutes or less, an additional 300,000
However, in the case of non-prime time network films, "High
Budget" films shall be films the negative costs of which equal or
exceed the following amounts:
ARTICLE 13.B.2.
COMPENSATION
TELEVISION
91
15 minutes or less $ 60,000
30 minutes or less (but more than 15 minutes) 100,000
60 minutes or less (but more than 30 minutes) 200,000
75 minutes or less (but more than 60 minutes) 260,000
90 minutes or less (but more than 75 minutes) 340,000
120 minutes or less (but more than 90 minutes) 450,000
For each additional 30 minutes or less, an additional 125,000
3. "Low Budget" Films
For the purpose of this schedule, "Low Budget" television motion
pictures are those for which the negative cost is less than the
amounts indicated above.
4. "Negative Cost"
a. "Negative cost," for the purposes of this Article 13.B., shall
be deemed to include all actual costs and expenses of
production, including overhead and, except to the extent
hereinafter provided, excluding deferments. If no overhead
has been charged, an amount equal to twenty percent (20%)
of all direct charges shall be added to represent an
overhead charge.
b. It is agreed that if the Company rents studio facilities and the
customary rental includes a charge for overhead, the
provisions of the preceding quoted sentence shall be
waived, but the Guild shall have the right at all times to have
a determination by arbitration as to whether said customary
rental charge has in fact included a charge for overhead.
c. If more than fifty percent (50%) of the cost of any item is
deferred, the negative cost of the film shall be revised to
include a charge of not less than fifty percent (50%) of the
total cost of such item including the amount deferred.
d. If the compensation of any actor, writer, director or producer
shall include a participation in the receipts of a film and the
initial salary paid such employee shall be less than one
hundred percent (100%) of his/her established television
ARTICLE 13.B.2.
COMPENSATION
TELEVISION
92
salary, or fifty percent (50%) of his/her established theatrical
motion picture salary (if he/she has not established his/her
television salary), the negative cost shall be revised to
include an amount equal to such established television
salary or fifty percent (50%) of such established theatrical
motion picture salary, as the case may be. The "established
theatrical motion picture salary" for the purposes hereof shall
be computed by dividing the total compensation earned by
the employee in theatrical motion pictures during the year
immediately preceding the assignment in question by the
total weeks and fractions thereof worked for such
compensation.
e. Any dispute relating to the determination of the negative cost
of a film shall be resolved by a Price Waterhouse audit, the
costs of which are to be borne equally by the Company and
the Guild.
f. If a Low Budget minimum shall be paid to a writer prior to
the production of a film whose negative cost shall in fact
require the payment of a High Budget minimum, the writer
shall be paid the difference not later than thirty (30) days
after the completion of production of the film.
5. Story Claim By Production Executive
If Company shall claim that a writer has been assigned to write a
teleplay based upon a story composed or created by a production
executive, the story and teleplay shall be subject to an automatic
arbitration pursuant to the provisions of Television Schedule A
hereof, and if the arbitrators shall accord both the story and
teleplay credit to the writer, then the combined story and teleplay
minimum above provided for shall apply to the material so written,
provided that Company may appeal any such credit determination
to arbitration pursuant to Articles 10, 11 and 12 hereof .
6. Step Outline
The writer may not be compelled to prepare a step outline of the
teleplay. For such purpose, the term "step outline" shall mean a
development of the story in the form of a condensed
scene-by-scene progression indicating action and the substance of
essential story dialogue, but without dialogue.
ARTICLE 13.B.6.
COMPENSATION
TELEVISION
93
7. Schedule of Minimum Compensation
a. Story (For all television films except (1) network prime time
programs of the types covered by subparagraph d. below
and (2) serials which are covered by subparagraph e.(1) or
e.(3) below)
HIGH BUDGET
Program Length in Minutes 5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
15 or less $ 3,478 $ 3,565 $ 3,645
30 or less (but more than 15) 6,363 6,522 6,669
60 or less (but more than 30) 11,563 11,852 12,119
75 or less (but more than 60) 16,462 16,874 17,254
90 or less (but more than 75) 17,378 17,812 18,213
120 or less (but more than 90) 22,772 23,341 23,866
LOW BUDGET
Program Length in Minutes 5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
15 or less $ 2,959 $ 3,033 $ 3,101
30 or less (but more than 15) 4,923 5,046 5,160
60 or less (but more than 30) 9,308 9,541 9,756
75 or less (but more than 60) 13,252 13,583 13,889
90 or less (but more than 75) 14,189 14,544 14,871
120 or less (but more than 90) 18,740 19,209 19,641
ARTICLE 13.B.7.a.
COMPENSATION
TELEVISION
94
b. Teleplay (For all television films except (1) network prime
time programs of the types covered by subparagraph d.
below and (2) serials which are covered by subparagraph
e.(1) or e.(3) below)
HIGH BUDGET
Program Length in Minutes 5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
15 or less $ 6,363 $ 6,522 $ 6,669
30 or less (but more than 15) 10,333 10,591 10,829
60 or less (but more than 30) 20,024 20,525 20,987
75 or less (but more than 60) 29,144 29,873 30,545
90 or less (but more than 75) 30,800 31,570 32,280
120 or less (but more than 90) 40,856 41,877 42,819
LOW BUDGET
Program Length in Minutes 5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
15 or less $ 4,633 $ 4,749 $ 4,856
30 or less (but more than 15) 7,964 8,163 8,347
60 or less (but more than 30) 15,187 15,567 15,917
75 or less (but more than 60) 21,915 22,463 22,968
90 or less (but more than 75) 23,254 23,835 24,371
120 or less (but more than 90) 30,770 31,539 32,249
ARTICLE 13.B.7.b.
COMPENSATION
TELEVISION
95
c. Story and Teleplay when the same writer prepares both
("bargain rates") (For all television films except (1) network
prime time programs of the types covered by subparagraph
d. below and (2) serials which are covered by subparagraph
e.(1) or e.(3) below)
HIGH BUDGET
Program Length in Minutes 5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
15 or less $ 8,682 $ 8,899 $ 9,099
30 or less (but more than 15) 15,903 16,301 16,668
60 or less (but more than 30) 28,907 29,630 30,297
75 or less (but more than 60) 41,200 42,230 43,180
90 or less (but more than 75) 43,443 44,529 45,531
120 or less (but more than 90) 56,932 58,355 59,668
LOW BUDGET
Program Length in Minutes 5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
15 or less $ 7,373 $ 7,557 $ 7,727
30 or less (but more than 15) 12,290 12,597 12,880
60 or less (but more than 30) 23,277 23,859 24,396
75 or less (but more than 60) 33,720 34,563 35,341
90 or less (but more than 75) 35,473 36,360 37,178
120 or less (but more than 90) 46,681
48,033 49,114
ARTICLE 13.B.7.c.
COMPENSATION
TELEVISION
96
For programs in excess of one hundred twenty (120)
minutes, compensation is based on the one hundred twenty
(120) minute or less minimum (shown above) plus, for each
additional thirty (30) minutes or less, the following additional
payments:
High Budget
5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
Story $ 5,393 $ 5,528 $ 5,652
Teleplay 10,055 10,306 10,538
Story and Teleplay 13,485 13,822 14,133
Low Budget
5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
Story $ 4,549 $ 4,663 $ 4,768
Teleplay 7,495 7,682 7,855
Story and Teleplay 11,390 11,675 11,938
The category of minimums provided for in subparagraph c.
of this paragraph 7. (the so-called "bargain rate") is
applicable only when the employment is for story and
teleplay, not when the employment is for story with option for
teleplay.
cc. Story with Options
If Company engages a writer to write a story with an option
to have the writer write a teleplay, the Company must
exercise such option, if at all, within fourteen (14) days after
delivery of the final story.
d. Network Prime Time
(For all network prime time episodic series, one-time shows,
unit series shows, once-per-week network prime time
serials, and anthology programs. This subparagraph d. is
not applicable to programs covered by Appendix A and other
non-dramatic programs (e.g., Wild Kingdom and
travelogues). The rates set forth in this subparagraph d. are
ARTICLE 13.B.7.d.
COMPENSATION
TELEVISION
97
not to be utilized for the purposes of Article 15.B. of this
Agreement.)
(1) Story
Program Length in Minutes 5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
15 or less $ 4,929 $ 5,052 $ 5,166
30 or less (but more than 15) 9,036 9,262 9,470
45 or less (but more than 30) 12,466 12,778 13,066
60 or less (but more than 45) 15,904 16,302 16,669
90 or less (but more than 60) 21,248 21,779 22,269
For Serials and Episodic Programs
120 or less (but more than 90) 28,374
29,083 29,737
For other than Serials and Episodic
Programs 120 or less (but more
than 90) 30,967 31,741 32,455
(2) Teleplay
Program Length in Minutes 5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
15 or less $11,971 $12,270 $12,546
30 or less (but more than 15) 19,436 19,922 20,370
45 or less (but more than 30) 20,560 21,074 21,548
60 or less (but more than 45) 26,223 26,879 27,484
90 or less (but more than 60) 37,783 38,728 39,599
For Serials and Episodic Programs
120 or less (but more than 90) 48,474 49,686 50,804
For other than Serials and
Episodic Programs 120 or less
(but more than 90) 52,899 54,221 55,441
ARTICLE 13.B.7.d.
COMPENSATION
TELEVISION
98
(3) Story and Teleplay when the same writer prepares
both ("bargain rates")
Program Length in Minutes 5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
15 or less $14,807 $15,177 $15,518
30 or less (but more than 15) 27,100 27,778 28,403
45 or less (but more than 30) 31,242 32,023 32,744
60 or less (but more than 45) 39,858 40,854 41,773
90 or less (but more than 60) 56,078 57,480 58,773
For Serials and Episodic
Programs 120 or less (but more
than 90) 73,784 75,629 77,331
For other than Serials and
Episodic Programs 120 or less
(but more than 90) 80,647 82,663 84,523
For programs in excess of one hundred twenty (120) minutes,
compensation is based on the one hundred twenty (120) minute or
less minimum (shown herein) plus, for each additional thirty (30)
minutes or less, the following additional payments:
Story $ 4,760 $ 4,879 $ 4,989
Teleplay 8,876 9,098 9,303
Story and Teleplay 11,911 12,209 12,484
dd. Segment Rate
Writers who are employed to write segments for use on
programs meeting the requirements of this section may, at
the option of the Company, be paid in accordance with this
section rather than in accordance with the otherwise
applicable provisions of this Agreement. In order to utilize
this section, the Company (1) must apply this section to all
writers employed on the program or, in the case of a
program series, the individual episode; and (2) must inform
such writers no later than the time of assignment to the
program that this section is being utilized. As to any single
dramatic program or any program of a dramatic television
series thirty (30) minutes or more in length which consists of
self-contained segments of various lengths (whether or not
ARTICLE 13.B.7.dd.
COMPENSATION
TELEVISION
99
such segments are intercut within each program), the
aggregate minimum compensation shall be one hundred
seventy-five percent (175%) of the applicable minimum
compensation for story and teleplay set forth in
subparagraphs c. and d. Writers employed to write
segments for use in such programs shall be compensated at
the following rates:
Total Length of
Program Length of Segment
Segment Compensation as
Percentage of Aggregate
Minimum Compensation
30 min. or less 3 min. or less
5 min. or less (over 3)
10 min. or less (over 5)
15 min. or less (over 10)
10%
15%
30%
40%
60 min. or less (but more
than 30 min.)
8 min. or less
15 min. or less (over 8)
20 min. or less (over 15)
30 min. or less (over 20)
16b%
20%
25%
40%
90 min. or less (but more
than 60 min.)
8 min. or less
15 min. or less (over 8)
20 min. or less (over 15)
30 min. or less (over 20)
60 min. or less (over 30)
10%
12½%
16b%
27½%
40%
120 min. or less (but more
than 90 min.)
8 min. or less
15 min. or less (over 8)
20 min. or less (over 15)
30 min. or less (over 20)
60 min. or less (over 30)
8a%
10%
12½%
20%
30%
Should the total minimum compensation payable to the
writers of the segments pursuant to the schedule
immediately above be less than the aggregate minimum
compensation specified above, the difference shall be
distributed among the segment writers in proportion to the
segment compensation set forth above. In said distribution,
the Company may credit to an individual writer any overscale
payment paid to such writer.
With respect to such programs, the following provisions will
be incorporated into appropriate sections of the MBA:
ARTICLE 13.B.7.dd.
COMPENSATION
TELEVISION
100
(1) The applicable minimums for rewrites shall be
twenty-five percent (25%) of the segment minimum as
determined in accordance with the above formula.
(2) Separation of rights shall apply to each segment,
excluding only those elements (continuing characters,
etc.) which are part of the continuing series format.
(3) Any story for which no teleplay is written during the
same production season will revert to the writer.
(4) The minimum compensation as computed above for
each writer shall be the basis for calculation of all
rerun, foreign telecast and theatrical exhibition
payments required under the Basic Agreement.
(5) Writing credits are to be given for each individual
segment, identified by segment title, with a single
card devoted to each segment.
e. Serials
(1) Employment and purchase of literary material for
serials produced for broadcast three (3), four (4), five
(5), six (6) or seven (7) times per week other than
prime time is treated in Appendix A. (See Appendix
A, Article 13.)
(2) The minimum compensation for stories and/or
teleplays, rewrites and polishes for episodes of a
once-a-week network prime time serial shall be the
corresponding minimums or stories and/or teleplays,
rewrites and polishes for episodes of network prime
time episodic series.
(3) As to serials other than those described in
subparagraphs e.(1) and (2) above, there is to be no
differentiation between stories and teleplays for
compensation purposes and minimum compensation
for writing such material for such serials shall be as
follows:
ARTICLE 13.B.7.e.
COMPENSATION
TELEVISION
101
Program Length in Minutes 5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
15 or less $ 5,986 $ 6,136 $ 6,274
30 or less (but more than 15) 9,970 10,219 10,449
60 or less (but more than 30) 18,938 19,411 19,848
90 or less (but more than 60) 27,067 27,744 28,368
For programs in excess of ninety (90) minutes, compensation is
based on the ninety (90) minute or less minimum shown herein, plus,
for each additional thirty (30) minutes or less, the difference between
the appropriate ninety (90) minute compensation and the sixty (60)
minute compensation.
f. Installment Payments
Payment of the writer's agreed upon compensation shall be made
in installments as follows:
(1) If employment is for Story and Teleplay, not less than
(a) Thirty percent (30%) of agreed compensation on
delivery of story.
(b) Forty percent (40%) of agreed compensation on
delivery of first draft teleplay. In no event shall the
total of installments (a) and (b) be less than ninety
percent (90%) of the applicable minimum
compensation for story and teleplay.
(c) Balance of agreed compensation on delivery of final
draft teleplay.
(2) If employment is for Teleplay, not less than
(a) Sixty percent (60%) of agreed compensation or ninety
percent (90%) of applicable minimum compensation,
whichever is greater, on delivery of first draft teleplay.
(b) Balance of agreed compensation on delivery of final
draft teleplay.
With respect to any employment under Article 13.B.7.a., b., c. or d.
above relating to pilots and one-time programs ninety (90) minutes or
more in length, the Company will pay to the writer, not later than the
ARTICLE 13.B.7.e.
COMPENSATION
TELEVISION
102
next regular payday in the week following the day the Company
instructs the writer to commence his/her services, a single advance
amount (to be applied against the first compensation which otherwise
would be due to the writer) at least equal to ten percent (10%) of the
monies which otherwise would be due to the writer upon delivery of
the first required material.
If the writer of a television motion picture ninety (90) minutes or longer
has negotiated a salary sufficient to allow for three (3) revisions of the
teleplay as follows, and the writer's contract provides for such
revisions, the first draft teleplay shall be delivered to the producer (or
other executive) designated in the writer's deal memorandum or
contract and such producer shall be authorized to give notes to the
writer and the writer shall utilize such notes in the first revision.
Payment for such writing steps would be as follows:
(1) commencement (10% of agreed compensation);
(2) delivery of story (20% of agreed compensation);
(3) delivery of first draft teleplay to producer (40% of agreed
compensation);
(4)
2
(a) delivery of first set of revisions to producer, based on
producer's notes, if any (10% of agreed compensation); or
(b) if producer has not requested a revision, delivery of first
set of revisions to network or licensee (10% of agreed
compensation);
(5) delivery of second set of revisions (10% of agreed
compensation); and
(6) delivery of polish (10% of agreed compensation).
SPECIAL COMPANY AFFIRMATIVE COVENANT OF TIMELY
PAYMENT IN LONG-FORM TELEVISION
The following is without derogation of any other payment obligation in
this Agreement.
Given that industry practice in long-form television includes situations
in which the Company (which employs the writer) receives payments,
sometimes in stages, from a licensee, and that the licensee may
contract with the Company for a number of drafts of a script prior to a
production commitment, it is understood, and the Company hereby
affirms that:
2
See Sideletter to Article 13.B.7.f. at page 591 of this Agreement (“Letter of Understanding Between the
Guild and Licensees of Television Motion Pictures (90 Minutes or Longer)”).
ARTICLE 13.B.7.f.
COMPENSATION
TELEVISION
103
(1) The obligation to make timely payment to the writer pursuant to
this Article 13.B.7.f. and Article 13.B.9., including with respect
to step (4)(a) above, or otherwise, is an obligation of the
Company regardless of any funding arrangement with a
licensee of the motion picture; and
(2) Lack of receipt by Company of payment from a licensee is not,
and shall not be used as, an excuse for failure to pay the writer
on a timely basis.
g. Plot Outline - Narrative Synopsis of Story
Company may request writer to prepare a narrative synopsis of
reasonable length (herein designated as an "outline") of a story
owned by writer in order to determine its suitability for television
purposes. The minimum compensation for the preparation of such
outline shall be:
Program Length in Minutes 5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
15 or less $1,741 $1,785 $1,825
30 or less (but more than 15) 2,900 2,973 3,040
60 or less (but more than 30) 5,493 5,630 5,757
75 or less (but more than 60) 7,164 7,343 7,508
90 or less (but more than 75) 8,117 8,320 8,507
120 or less (but more than 90) 10,703 10,971 11,218
Company shall, within fourteen (14) days from time of delivery of such
outline, notify writer of its election to acquire such outline and employ
writer to prepare a teleplay based thereon. If Company shall so elect,
the agreed compensation paid for the outline shall be deemed an
advance against the applicable minimum compensation for such story
with an option for teleplay, which option shall be deemed exercised,
and writer shall receive the difference, if any. If Company shall elect
not to proceed, it shall return the outline to the writer not later than the
end of such fourteen (14) day period and writer shall be entitled to
retain the above applicable minimum for the outline and shall own all
right, title and interest in the literary material contained in such outline,
except to the extent that the outline was prepared for an episodic
series or serial-type film and program format and/or characters
belonging to the Company were incorporated in the material written
by the writer.
ARTICLE 13.B.7.f.
COMPENSATION
TELEVISION
104
Company shall sign and deliver to writer, on the date of hiring, a slip
stating it has employed the writer to prepare an outline of such
material and that the conditions of such employment are upon terms
not less favorable than those provided by this subparagraph g.
h. Compensation for Rewrites and Polishes
Company shall pay not less than the following minimum compensation
with respect to rewrites and polishes:
(1) Rewrites
High Budget - Non-serial pictures and serials described
in 13.B.7.e.(2)
Program Length in Minutes 5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
15 or less $ 3,750 $ 3,844 $ 3,930
30 or less (but more than 15) 6,260 6,417 6,561
45 or less (but more than 30) 9,052 9,278 9,487
60 or less (but more than 45) 11,843 12,139 12,412
75 or less (but more than 60) 16,624 17,040 17,423
90 or less (but more than 75) 17,446 17,882 18,284
120 or less (but more than 90) 23,046 23,622 24,153
Low Budget - Non-serial pictures and serials described
in 13.B.7.e.(2)
Program Length in Minutes 5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
15 or less $ 2,747 $ 2,816 $ 2,879
30 or less (but more than 15) 4,700 4,818 4,926
60 or less (but more than 30) 8,962 9,186 9,393
75 or less (but more than 60) 12,457 12,768 13,055
90 or less (but more than 75) 13,234 13,565 13,870
120 or less (but more than 90) 17,486 17,923 18,326
ARTICLE 13.B.7.h.
COMPENSATION
TELEVISION
105
Teleplays for serials described in 13.B.7.e.(3)
Program Length in Minutes 5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
15 or less $ 2,985 $ 3,060 $ 3,129
30 or less (but more than 15) 4,989 5,114 5,229
60 or less (but more than 30) 9,457 9,693 9,911
(2) Polishes
High Budget - Non-serial pictures and serials described
in 13.B.7.e.(2)
Program Length in Minutes 5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
15 or less $ 1,877 $ 1,924 $1,967
30 or less (but more than 15) 3,124 3,202 3,274
45 or less (but more than 30) 4,518 4,631 4,735
60 or less (but more than 45) 5,932 6,080 6,217
75 or less (but more than 60) 8,301 8,509 8,700
90 or less (but more than 75) 8,713 8,931 9,132
120 or less (but more than 90) 11,520 11,808 12,074
Low Budget - Non-serial pictures and serials described
in 13.B.7.e.(2)
Program Length in Minutes 5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
15 or less $1,366 $1,400 $1,432
30 or less (but more than 15) 2,344 2,403 2,457
60 or less (but more than 30) 4,476 4,588 4,691
75 or less (but more than 60) 6,225 6,381 6,525
90 or less (but more than 75) 6,623 6,789 6,942
120 or less (but more than 90) 8,746 8,965 9,167
ARTICLE13.B.7.h.
COMPENSATION
TELEVISION
106
Teleplays for serials described in 13.B.7.e.(3)
Program Length in Minutes 5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
15 or less $1,501 $1,539 $1,574
30 or less (but more than 15) 2,508 2,571 2,629
60 or less (but more than 30) 4,739 4,857 4,966
i., j., k. and l. [deleted]
m. (1) Format
Minimum basic compensation for a format shall be:
5/02/20 - 5/01/21
$12,033
5/02/21 - 5/01/22
12,334
5/02/22 - 5/01/23
12,612
If a story, or stories, are included in a purchased format and the
story is used, the applicable minimum for such story or stories
shall apply. If such story or stories are not used, no story
minimum would apply.
If a writer is employed to write a format and a story or stories are
included, at the direction of Company, the applicable story
minimum shall apply.
At the time of purchase or hire, Company shall submit to writer
any formats in control of the Company relating to the project for
which writer has been engaged. The writer shall be obligated to
read, initial and date such format.
(2) Bible
Minimum basic compensation for a network prime time bible shall
be:
5/02/20 - 5/01/21
$60,828
5/02/21 - 5/01/22
62,349
5/02/22 - 5/01/23
63,752
ARTICLE13.B.7.m.
COMPENSATION
TELEVISION
107
plus ten percent (10%) thereof for each detailed storyline in
excess of six (6) ordered by the Company in connection
therewith. With respect to a non-network and/or non-prime time
bible for a multi-part closed end series, the minimum basic
compensation shall be twenty percent (20%) less than set forth
above. The writer of the bible shall be entitled to the applicable
story payment (including the additional compensation set forth in
Article 13.B.7.d.(1), if applicable) for each segment or episode of
the multi-part program or prime-time serial for which he/she
receives story credit. Ten percent (10%) of the applicable
minimum for a bible may be credited against such payment for
each story. Notwithstanding the foregoing, should the Company
separately pay the full story and teleplay minimum to the bible
writer or any other writer, the story payment (including the
additional compensation set forth in Article 13.B.7.d.(1), if
applicable) otherwise due to the bible writer under this
subparagraph shall not be required.
(3) Rewrite or Polish of Format or Bible
Minimum basic compensation for a rewrite of a format shall be
fifty percent (50%) of the applicable minimum set forth above.
Minimum basic compensation for a polish of a format shall be
twenty-five percent (25%) of the applicable minimum set forth
above.
Minimum basic compensation for a rewrite or polish of a bible
shall be:
Rewrite Polish
5/02/20 - 5/01/21
$30,414 $15,207
5/02/21 - 5/01/22
31,174 15,587
5/02/22 - 5/01/23
31,875 15,938
provided, however, that when the writer rewrites or polishes more
than six (6) story lines in the bible, the minimum basic
compensation shall be increased as follows (for rewrite or polish,
as the case may be) for each such story line in excess of six (6):
ARTICLE13.B.7.m.
COMPENSATION
TELEVISION
108
Rewrite Polish
5/02/20 - 5/01/21
$3,040 $1,521
5/02/21 - 5/01/22
3,116 1,559
5/02/22 - 5/01/23
3,186 1,594
With respect to rewriting or polishing a non-network and/or
non-prime time bible, the minimum basic compensation shall be
twenty percent (20%) less than set forth above.
n. Narration
Minimum basic compensation for a narration shall be as follows:
NARRATION
(by writer other than writer of teleplay or story and teleplay)
FILM ASSEMBLED IN STORY SEQUENCE
Nature of Material
Already Written
under MBA when
Narration Writer
Hired
Credit to Narration
Writer
3
Freelance
Minimum
Residuals to
Narration Writer
1. No Material "Narration Written by" See Rate
Schedule A
Yes, based on % of
applicable freelance
minimum in Rate
Schedule A
2. Story only "Narration Written by" (If
story credit, then on
same card)
See Rate
Schedule A
Yes, based on % of
applicable freelance
minimum in Rate
Schedule A
3. Story and
Teleplay
None, but if over 8
minutes of narration
(aggregate), only
receive "Narration by"
credit (same card)
Automatic arbitration
See Rate
Schedule C
If "Narration by"
credit, then only
shared residuals, as
determined in WGA
credit arbitration
(aggregate of no
more than story &
teleplay residuals)
3
Credit not to affect rates - There is no separation of rights for narration.
ARTICLE 13.B.7.n.
COMPENSATION
TELEVISION
109
NARRATION
(by writer other than writer of teleplay or story and teleplay)
FILM FOOTAGE NOT ASSEMBLED IN STORY SEQUENCE
Nature of Material
Already Written
under MBA when
Narration Writer
Hired
Credit to Narration
Writer
4
Freelance
Minimum
Residuals to
Narration Writer
1. No Material "Written by" See Rate
Schedule B
Yes, based on % of
applicable freelance
minimum in Rate
Schedule B
2. Story only "Narration Written by" (If
story credit, then on
same card)
See Rate
Schedule A
Yes, based on % of
applicable freelance
minimum in Rate
Schedule A
3. Story and
Teleplay
None, but if over 8
minutes of narration
(aggregate), only
receive "Narration by"
credit (same card)
Automatic arbitration
See Rate
Schedule C
If "Narration by"
credit, then only
shared residuals, as
determined in WGA
credit arbitration
NOTE: Excluded from these provisions is material described in Article 13.B.7.p.
Two writers collaborating equal one unit, to receive in the aggregate not less than
applicable minimum.
Narration writer may be hired on a week-to-week basis, subject to Article 13.B.7.s.
4
Credit not to affect rates - There is no separation of rights for narration.
ARTICLE 13.B.7.n.
COMPENSATION
TELEVISION
110
The following rates are for High Budget:
5
RATE SCHEDULE A
Program Length in Minutes* 5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
15 or less $ 7,523 $ 7,711 $ 7,884
30 or less (but more than 15) 12,503 12,816 13,104
60 or less (but more than 30) 23,711 24,304 24,851
75 or less (but more than 60) 33,238 34,069 34,836
90 or less (but more than 75) 34,930 35,803 36,609
120 or less (but more than 90) 46,137 47,290 48,354
plus, for each additional ½ hour
or fraction thereof 11,208 11,488 11,746
RATE SCHEDULE B
Program Length in Minutes* 5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
15 or less $ 8,682 $ 8,899 $ 9,099
30 or less (but more than 15) 15,890 16,287 16,653
60 or less (but more than 30) 28,907 29,630 30,297
75 or less (but more than 60) 39,750 40,744 41,661
90 or less (but more than 75) 41,912 42,960 43,927
120 or less (but more than 90) 54,907 56,280 57,546
plus, for each additional ½ hour
or fraction thereof 13,025 13,351 13,651
* Running time is in terms of soundtrack.
5
If Low Budget, then applicable rates are equal to corresponding rates for Low Budget teleplay (under “A”
above) and Low Budget story and teleplay (under “B” above).
ARTICLE 13.B.7.n.
COMPENSATION
TELEVISION
111
RATE SCHEDULE C
Aggregate sound track
running time in minutes of
narration written by writer
hired pursuant to this chart
5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
2 minutes or less of narration $1,206 $1,236 $1,264
Over 2 minutes through 5
minutes of narration 4,218 4,323 4,420
Over 5 minutes of narration Teleplay rewrite minimum for
applicable program length
o. Remakes
The Company's right to remake a television motion picture shall be
subject to the following:
6,
7
(1) If the credited writer's material is used for the remake and no
writer is employed to rewrite, adapt or revise such material for
the remake, the Company will pay such writer a sum equal to
the applicable minimum compensation for the intended
medium of the remake appropriate to the writer's initial
employment to write such material. Said minimum
compensation shall not be diminished by virtue of any sharing
of credit by said writer for the remake (but this provision shall
not be construed as affecting the rule that a bona fide team
shall be considered a unit as provided in subparagraph B.1. of
this Article). In addition, the writer will be entitled to receive
payments in accordance with Article 15.A. with respect to a
theatrical remake licensed to free television, Article 15.B. with
respect to reruns or foreign telecast of a television remake, and
Article 51 with respect to a theatrical or free television remake
released in Supplemental Markets.
6
But as to any series in production prior to March 6, 1973, this paragraph B.7.o. shall remain as in the
1970 WGA Agreement and as to any series in production prior to March 2, 1977, which was not in
production prior to March 6, 1973, this paragraph B.7.o. shall remain as in the 1977 WGA Agreement.
7
See Sideletter to Article 13.B.7.o. on page 593.
ARTICLE 13.B.7.n.
COMPENSATION
TELEVISION
112
(2) If a writer is employed to rewrite, adapt or revise such literary
material for the remake, then the credited writer of the original
material also shall be a participant in the credit determination
and if accorded credit shall be paid the applicable minimum
compensation for the intended medium of the remake
appropriate to such credit. In the event of a television remake,
the writer of the original material, if accorded credit, will be
entitled to share, in accordance with such credit, in any
additional compensation for television reruns or theatrical
exhibition which may become due. Said minimum
compensation shall not be diminished by virtue of any sharing
of credit by said writer for the remake, (but this provision shall
not be construed as affecting the rule that a bona fide team
shall be considered a unit as provided in subparagraph B.1. of
this Article). In addition, such writer of the original material will
be entitled to share in any additional compensation in
accordance with Article 15.A. with respect to a theatrical
remake licensed to free television, Article 15.B. with respect to
foreign telecast of a television remake, and Article 51 with
respect to a theatrical or free television remake released in
Supplemental Markets. The portion of additional
compensation referred to in this subparagraph (2) which is
payable to the original writer shall be equal to the portion of
credit awarded pursuant to subparagraph (a) below.
(3) With respect to a television remake, the "applicable minimum
compensation" in subparagraphs (1) and (2) of this paragraph
o. means the applicable rates provided for in Article 13.B.7.a.,
b. or e. of this Agreement.
In a credit arbitration concerning such remake, the arbitrators shall
determine the following issues:
(a) the contribution made by the writer(s) of the original
material expressed as a percentage of the whole; and
(b) the form of credit to be accorded such writer(s), which
credit may include a credit in the nature of a source
material credit, such as "Based on a Teleplay by ..."
p. Non-Commercial Openings and Closings
When a writer other than the writer of the teleplay for a television film
writes literary material for self-contained units of entertainment which
are used as opening, closing and/or bridging material in such film, the
total minimum compensation for all such self-contained units in such
film will be:
ARTICLE 13.B.7.p.
COMPENSATION
TELEVISION
113
Aggregate Running
Time of Material
5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
3 minutes or less $3,124 $3,202 $3,274
More than 3 minutes 4,387 4,497 4,598
It is further expressly understood that the foregoing rates are not
intended to apply to customary or routine introductions, bridges or
conclusions. An example of the material intended to be covered is
the material delivered by Alfred Hitchcock on the series "Alfred
Hitchcock Presents." In addition, if such units are rerun, as the term
"rerun" is used in Article 15.B.1.b., Company shall pay the writer
additional payments expressed in percentages of said total minimum
compensation at the rates specified in said Article 15.B.1.b. It is
expressly understood that, except as specifically provided herein, this
paragraph is not intended to extend the coverage of this Basic
Agreement to, nor provide payment for, any matter in any television
film not elsewhere covered by this Basic Agreement.
q. Total Writing Cost
Company shall not produce a television film based upon material
subject to this Basic Agreement the total purchase and writing cost for
which shall be less than the applicable minimum compensation for
narration, a story and teleplay, or teleplay, as the case may be.
r. Pilot Scripts, Back-up Scripts and Spin-offs
(1) Pilot Script
A writer employed to write a pilot story or a pilot story and
teleplay shall receive for said pilot story or pilot story and
teleplay an amount equal to one hundred fifty percent (150%)
of the applicable minimum initial basic compensation (including
the rates set forth in Article 13.B.7.d., where applicable) set
forth in this Article 13.B. for a pilot story or pilot story and
teleplay, but this provision shall not be construed to increase
said writer's rights or minimum compensation for any other
purpose under this Basic Agreement, such as, but not limited
to, reruns and theatrical uses.
If a writer was paid less than the amount set forth herein by
reason of the fact that Company did not intend that the
material would be used in a pilot at the time the writer was
engaged or material acquired by the Company, but the
ARTICLE 13.B.7.p.
COMPENSATION
TELEVISION
114
Company nevertheless actually exploits the television series
sequel rights to such material without making a pilot, then such
writer shall be paid the amount by which the applicable pilot fee
set forth above exceeds the compensation originally paid to the
writer for such material.
(2) Back-up Script
A writer employed to write a back-up script shall receive for
said story and/or teleplay an amount equal to one hundred
fifteen percent (115%) of the applicable minimum initial basic
compensation (including the rates set forth in Article 13.B.7.d.,
if applicable) set forth in this Article 13.B. for a story and/or
teleplay, but this provision shall not be construed to increase
said writer's minimum compensation for any other purpose
under this Basic Agreement, such as, but not limited to, reruns
and theatrical uses.
(3) Spin-off
When the Company knows prior to engaging a writer to write a
story or story and teleplay for an episode of a series that such
episode is intended to be used as a spin-off, the Company
shall also advise the writer at the time of the initial interview. If
Company does not have such knowledge but thereafter
broadcasts one or more programs in a new television series
based upon such episode, then, if the initial compensation paid
such writer for such episode was less than one hundred fifty
percent (150%) of the WGA minimum initial basic
compensation therefor, Company shall pay writer the
difference between such one hundred fifty percent (150%) and
writer's initial compensation, but this provision shall not be
construed to increase the writer's minimum basic
compensation for any other purposes under this Basic
Agreement, such as, but not limited to, reruns and theatrical
use. Such payment need not be made when the new
television series is based primarily on either a public domain
format or public domain character or characters used in the
spin-off episode.
s. Week-to-Week and Term Employment
(1) Company agrees that except as hereinafter provided, all
employment of writers shall be only on a freelance
(non-exclusive) basis, and such employment shall be upon
terms and conditions which conform in principle to, and shall
not be less favorable than, the terms and provisions hereof.
ARTICLE 13.B.7.s.
COMPENSATION
TELEVISION
115
(2) The Company may employ writers on a term contract basis as
follows:
Overall
Term
Guaranteed
Weeks of
Employment
Compensation Per Week
5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
(a) 52 40 $3,964 $4,063 $4,154
(b) 26 20 4,338 4,446 4,546
(c) 14 14 4,700 4,818 4,926
(d) 6 6 5,059 5,185 5,302
(e) In no event shall a writer employed on a term basis receive
less than the total applicable minimum compensation, as
set forth in this Basic Agreement, to which he/she would
have been entitled had he/she been employed on a
freelance basis. At the end of each guaranteed period of
employment on a term basis, Company shall compute the
aggregate minimum compensation to which the writer
would have been entitled under this Basic Agreement had
he/she been employed on a freelance basis to write the
literary material written by the writer during such period,
and shall deduct therefrom the total compensation
accruing to the writer during such period, and will promptly
pay to the writer the excess, if any. Any dispute as to the
amount of compensation payable under this subparagraph
(e) may be submitted to arbitration, as herein provided. All
the provisions of this Basic Agreement, to the extent the
same are applicable, shall apply to such term employment,
including but not limited to the provisions relating to
additional compensation for reruns and theatrical release,
and the separation of rights provisions.
(f) The suspension period provided in the so-called "force
majeure" clause of employment agreements with writers
employed on a week-to-week basis or for a definite term,
who receive salary at the rate set forth in subparagraph (d)
above or less a week, shall not exceed four (4) weeks;
provided, however, that Company shall have the right to
continue such suspension from week to week, not
exceeding six (6) additional weeks, at one-half salary. If
the salary of any such writer shall be at the rate of more
than set forth in subparagraph (d) above per week, such
ARTICLE 13.B.7.s.
COMPENSATION
TELEVISION
116
suspension period shall not exceed eight (8) weeks.
Nothing herein contained shall be construed to deprive the
Company of its right to terminate any such employment
agreement after the commencement of the suspension
period.
(g) For a partial workweek (defined as a workweek consisting
of less than six (6) days work) following the guaranteed
period of employment, a writer shall be paid one-fifth of
his/her weekly compensation for each day employed in
such partial workweek.
Such writer shall be paid one-fifth of weekly compensation
for each day worked at Company's direction in excess of
five (5) times the number of weeks worked.
(h) Such writer under a week-to-week employment may write
any literary material covered hereunder; provided,
however, if such literary material amounts to a rewrite or
more, such writer shall be paid not less than the minimum
freelance compensation for such literary material,
computed as of the end of his/her employment or as of the
end of each six (6) month period, whichever occurs
sooner. The compensation of a week-to-week writer shall
be the compensation per week as set forth in
subparagraph (d) above.
(3) The Company may employ a writer on a guaranteed episode
basis. When such writer's initial guarantee is at least five (5)
episodes, the minimums provided in Article 13.B.7.s.(2) (a) - (c)
shall apply to such initial guarantee based on the number of
weeks such writer actually works.
8. Reading Time and Obligations of Freelance Writer Re Revisions
a. Story
The Company shall have not more than fourteen (14) days
(including Sundays and holidays) after the writer's first
submission of the story within which to make one (1) request for
revision of such story; provided that if, after the writer has made
the requested revision of the story first submitted, the Company
shall make a second request for revision, such second revision
shall be incorporated in the teleplay; it being understood that the
Company shall not be entitled to more than two (2) requests for
revision of the story and not more than fourteen (14) days shall
ARTICLE 13.B.8.a.
COMPENSATION
TELEVISION
117
elapse between the first submission of the story and the
commencement of the preparation of the teleplay by the writer.
Company may have a second revision of story before teleplay
upon additional payment of one-half story minimum, except when
second revision of the story is accomplished by execution in the
teleplay. It is understood this does not permit a new story.
Story revision time and obligations shall apply to formats.
b. Teleplay
The Company shall have not more than fourteen (14) days
(including Sundays and holidays) after the writer's first
submission of the material in teleplay form within which to make
one (1) request for revision of the material; provided that if
Company shall make such request within seven (7) days
(including Sundays and holidays) after the first submission of the
literary material in teleplay form, Company shall be entitled to
make a second request for revision within seven (7) days
(including Sundays and holidays) after submission of the teleplay
as first revised. Neither revision permitted under this
subparagraph b. shall involve a substantial change in the story
line.
c. Teleplays Over 30 Minutes
With respect to films more than thirty (30) minutes in length, the
fourteen (14) day period mentioned in subparagraph b. shall be
increased to twenty-one (21) days and the first seven (7) day
period mentioned in subparagraph b. shall be increased to
fourteen (14) days.
d. Writer's Obligation
The writer shall be obligated to make revisions requested by the
Company in compliance with the foregoing provisions.
e. Company's Best Efforts
Company agrees to use its best efforts to read the material
submitted and call for any necessary revisions as soon as
possible after submission.
ARTICLE 13.B.8.a.
COMPENSATION
TELEVISION
118
f. Writer Entitled to Script
The Company shall promptly, at the close of production, provide
the writer with two (2) copies of the revised final shooting script.
g. Revisions in Pilot
The time limits referred to in subparagraphs a., b., and c. shall be
increased by seven (7) days for pilot stories and teleplays
whenever the writer is paid at least double minimum
compensation.
9. Time of Payment
Company will use its best efforts to pay to the writer the applicable
installment payment provided in Article 13.B.7.f. within forty-eight (48)
hours after delivery of the narrative synopsis, story, first draft or final
draft teleplay, as the case may be, but in no event shall any such
payment be made later than seven (7) days after the delivery of such
narrative synopsis, story or first or final draft teleplay. Payment shall
not be contingent upon the acceptance or approval by the Company
of the literary material so delivered. Company shall include in writer's
deal memorandum or personal service contract:
a. the place where and the name(s) and function of the person(s) to
whom delivery of such material is to be made, and
b. the name(s) of the person(s) authorized to request rewrites of
such material.
Company shall give writer written notice of any change in the name(s)
of the person(s) to whom delivery is to be made and/or the name(s) of
the person(s) authorized to request rewrites.
The payment for the week shall be made on the Company's regular
payday in the following week for writers employed on a week-to-week
or term basis.
Company will pay interest of one and one-half percent (1.5%) per
month when any payment due to the writer pursuant to this Article
13.B. is due and not paid as provided herein. If the Company has
failed to make such payment because the executed contract was not
delivered by the writer to the Company, then no such interest is due.
If the contract is not so delivered by the writer because of a dispute as
to the terms of the contract and the Company shall be held to be
wrong, the above-described interest payment shall be applicable.
ARTICLE 13.B.9.
COMPENSATION
TELEVISION
119
10. Cut-Off
There shall be no right to cut-off in teleplay employment.
11. Script Annotations
If the Company is to require one or more script annotations, it shall so
inform the writer at the time of the negotiation of the writing
assignment, or option or acquisition of literary material, unless from
the nature of the project the Company's need for the annotation(s) is
not reasonably known at the outset. In the latter case, the Company
shall inform the writer that an annotation is needed when the
Company knows, or reasonably should have known, of it.
If the Company uses written guidelines or standards describing the
type of information to be included in an annotation for a fact-based
project or a project inspired by fact, such guidelines or standards shall
be furnished to the writer when the Company first informs the writer
that an annotation is needed.
12. Notice of Conditions Precedent
For long-form television projects, Company shall attach a cover sheet
to the document memorializing the agreement reached between the
Company and the writer which sets forth in summary form all
conditions precedent which must be satisfied before writing services
can commence. The terms of such cover sheet shall not alter or vary
the terms of the agreement reached between the Company and the
writer and, in any event, the terms of the writer’s agreement shall
prevail.
C. CLAIMED OVERPAYMENTS (See Article 11.A.9.)
D. PAYMENT PROCEDURES (GENERAL)
Company agrees to meet from time to time at the request of the Guild with
representatives of the Guild to review Company's payment procedures for
the purpose of assuring timely payment of compensation as provided in this
Article 13. The AMPTP shall cooperate with the Guild in obtaining
compliance by the Companies with the provisions of this Basic Agreement
governing time of payment. In addition, the AMPTP has issued a bulletin
dated August 11, 1989 to Companies signatory to the 1988 MBA reminding
them of their obligations to make payment to writers within the time periods
set forth in Articles 13.A., 13.B., 15.A., 15.B. and 5 1 and advising them of
the interest charge of one and one-half percent (1.5%) per month assessed
on monies not paid timely as provided therein.
ARTICLE 13.B.10.
COMPENSATION
TELEVISION
120
ARTICLE 14 - WRITERS ALSO EMPLOYED IN ADDITIONAL CAPACITIES
(TELEVISION)
A. DEFINITION
The parties acknowledge that it is customary in the television industry to
employ persons to render services as writers under the terms of this Basic
Agreement, and the same persons to render services in other capacities
which are not subject to this Basic Agreement. For the purposes of this
Article 14, a person employed as a writer (as defined in Article 1.C.1.a. of
this Basic Agreement) and also as an executive producer, producer,
associate producer or story editor (as such terms are customarily used
and understood in the television industry) is referred to as a "writer also
employed in additional capacities," or "such person" or "such writer."
Because of the difficulty of ascertaining the amount, duration, nature and
extent of the services rendered by such person as a writer, and for the
purpose of avoiding disputes concerning those matters and concerning
the extent of such person's contributions as a writer to the programs with
respect to which he/she renders his/her services, the parties agree that
the duration or term of such person's employment as a writer in relation to
a particular series, during a particular production season, shall be no less
than the duration or term of his/her employment in the additional capacity
in relation to such series, during such production season (except as
provided in Paragraphs C. and I. of this Article 14), and that such person
shall be employed as a writer in relation to such series, during such
production season only in accordance with the provisions of this Article
14.
B. CONTRACTS OF EMPLOYMENT
The contract of employment of a writer also employed in additional
capacities may cover both the employment as a writer and the
employment in additional capacities, or there may be a separate contract
covering the employment as a writer and a separate contract covering the
employment in additional capacities, provided that in the latter case (i.e.,
when there are separate contracts) separate compensation shall be
provided for the services as a writer from the services in additional
capacities, and such separately stated compensation for such person's
services as a writer shall not be less than the appropriate minimum
compensation for a writer also employed in additional capacities as
provided in Paragraph K. of this Article 14. Similarly, when the
employment as a writer and in additional capacities is covered by the
same contract, and the compensation as a writer is segregated from the
compensation for the additional services, such compensation as a writer
shall not be less than the appropriate minimum compensation for a writer
also employed in additional capacities as provided in said Paragraph K.
When the contract of employment of a writer also employed in additional
ARTICLE 14.B.
WRITERS ALSO EMPLOYED IN ADDITIONAL CAPACITIES
(TELEVISION)
121
capacities under such contract does not segregate his/her compensation
as a writer from his/her compensation for his/her additional services, the
Company shall have the right to allocate to his/her services as a writer not
less than the appropriate minimum compensation for a writer also
employed in additional capacities as provided in said Paragraph K.
Except as provided in the immediately preceding sentence, none of the
compensation due such person for his/her services in a capacity or
capacities other than as a writer shall be offset or credited against any
compensation due such person for his/her services as a writer.
C. FORMS OF EMPLOYMENT
A writer also employed in additional capacities may be employed as a
writer only on a week-to-week or term basis, (which employment may be
exclusive), at no less than the appropriate minimum compensation
provided in Paragraph K. of this Article 14 and subject to all of the
provisions of this Basic Agreement; provided, however, that if the
Company employs two (2) such persons, then the Company may employ
other individuals (referred to in this Article 14 for convenience as
"additional writers") as writers also employed in additional capacities, in
relation to the respective series, and such additional writers may be
employed as writers on a week-to-week, term or freelance basis, and the
duration or term of their employment need not be coterminous with the
duration or term of their employment in additional capacities.
D. AMOUNT, NATURE AND EXTENT OF SERVICES
Because of the difficulty of determining the amount, nature and extent of
the services as a writer performed by a writer also employed in additional
capacities and his/her contribution as a writer to any specific program of a
series, it is agreed that, for the purposes of Paragraph G. of this Article
14, such writer (other than the additional writers referred to in Paragraph
C. of this Article 14) shall be deemed to have performed services as a
writer on each program of the series for which he/she is employed for
which writing is done during the respective production season; provided,
however, that if the employment of such writer has been suspended for
cause, or terminated for cause (and for this purpose, any termination of
employment of a writer employed on a week-to-week basis shall be
deemed to be termination for cause), the number of programs of the
respective series for which such writer shall be compensated pursuant to
said Paragraph G. shall be proportionately reduced. In the case of
suspension, the reduction shall be in the proportion that the leng th of the
suspension bears to the overall period of employment of such writer
during the respective production season; in the case of termination, the
reduction shall be in the proportion that the length of the period from the
date of termination to the completion of principal photography of the
series during such production season bears to the period from the
ARTICLE 14.B.
WRITERS ALSO EMPLOYED IN ADDITIONAL CAPACITIES
(TELEVISION)
122
commencement of such person's employment as a writer during such
production season to the date of completion of principal photography of
the series during such production season. If such calculation results in a
fraction, no payment shall be made with respect to a fraction of less than
fifty percent (50%), and full payment of one (1) program fee shall be made
with respect to a fraction of fifty percent (50%) or more. An additional
writer (as such is referred to in Paragraph C. above) who is employed on
a week-to-week, term or freelance basis, need not be deemed to have
performed services on each program of the series for which he/she is
employed, but shall be entitled to a program fee (or to a share thereof)
pursuant to Paragraph G. for each program for which he/she did render
writing services during his/her employment. The Company shall notify the
term or week-to-week writer that he/she is an additional writer at the time
of his/her employment, or (as to a writer already employed) when he/she
is assigned as an additional writer.
E. 1. What Minimum Compensation Covers
All writing services rendered by a writer also employed in additional
capacities up to and including rewrites shall be deemed to be
compensated by the minimum compensation provided for such writer
pursuant to Paragraph K. of this Article 14.
2. All formats, stories and teleplays written by such writers during their
employment as writers also employed in additional capacities shall
be separately compensated, without any offset, credit or allocation of
any kind against or by any other compensation of any kind due said
individual. Notwithstanding the foregoing, with respect to any writer
hereunder who is guaranteed compensation of at least one hundred
thousand dollars ($100,000.00) for up to fifty-two (52) weeks of
employment for both writing and non-writing services, the Company
shall have the right to credit such compensation freely against the
compensation which otherwise would be due to said writer for the
writing of any literary material during such employment (but not
against residuals or the program fees provided for in Paragraph G.
below) or for non-writing services. In the event of such crediting, the
applicable minimum compensation for writing services set forth in
Paragraph K. below shall be credited at no less than one hundred
ten percent (110%) thereof, and the compensation for the writing of
stories and teleplays for non-pilot one-time programs ninety (90)
minutes or longer shall be credited at no less than one hundred fifty
percent (150%) of the applicable minimum therefor (but this provision
shall not be construed to increase the writer's compensation for any
other purpose under this Basic Agreement, such as, but not limited
to reruns and theatrical uses). In such event, the base amount upon
which the Company shall compute Pension and Health contributions
with respect to such employment shall be two hundred seventy-five
ARTICLE 14.E.2.
WRITERS ALSO EMPLOYED IN ADDITIONAL CAPACITIES
(TELEVISION)
123
thousand dollars ($275,000.00) for contracts entered into on or after
May 2, 2018, except that the base amount shall remain at two
hundred fifty thousand dollars ($250,000.00) for writers employed
under this Article 14.E.2. and guaranteed compensation of two
hundred fifty thousand dollars ($250,000.00) or less.
8
If the period of
guaranteed employment is longer than fifty-two (52) weeks, the
applicable base amount for computation of contributions referred to
above shall be increased proportionately. If the period of guaranteed
employment is shorter than fifty-two (52) weeks, the applicable base
amount for computation of contributions shall be decreased
proportionately. As to contracts in effect on March 1, 1985, the
Company may elect to pay pension and health contributions
according to the formula set forth above or according to the formula
in the 1981 MBA.
3. Writers Not Considered to be "Writers Also Employed in
Additional Capacities"
In any case in which a writer is employed to write one or more
formats, stories or teleplays, or any combination (with or without
options) of formats, stories or teleplays, on a freelance basis,
concurrently with his/her employment as a producer, executive
producer, associate producer or story editor, and whether or not such
freelance employment is entered into at the same time as he/she
enters into his/her employment in such other capacity or at a
different time or times, such person shall not, by reason of such
freelance employment, be deemed to be a "writer also employed in
additional capacities" for any of the purposes of this Article 14, and
this Article 14 shall in no way apply to such employment,
notwithstanding anything to the contrary in this Article 14.
F. 1. Becoming a "Writer Also Employed in Additional Capacities"
After Initial Employment
If an individual is initially employed as an executive producer,
producer, associate producer or story editor, but not as a writer, so
that at the time of such employment such individual is not a "writer
also employed in additional capacities" as defined in Paragraph A. of
this Article 14, but if, during such employment, such individual, with
the knowledge and consent of the Company, performs services as a
writer for the series for which he/she is employed in such additional
capacity, such individual shall, from the time he/she starts to perform
such services as a writer, be deemed to be employed as a "writer
also employed in additional capacities" for the purposes of this
8
See Sideletter to Article 14.E.2 - Pension Plan and Health Fund Contributions for Article 14.E.2. writers
on page 598.
ARTICLE 14.E.2.
WRITERS ALSO EMPLOYED IN ADDITIONAL CAPACITIES
(TELEVISION)
124
Article 14, except that: (a) if such writing services are limited to those
described in subparagraphs (a) to (h), inclusive, of Article 1.C.1.a. of
this Basic Agreement and to those described in subparagraph E.3. of
this Article 14; or (b) if such person is not a "writer," by reason of the
provisions of the third paragraph of said Article 1.C.1.a. (immediately
following said subparagraph (h)) and such writing does not qualify
him/her as a "writer," then in any of said excepted cases, such
employment of such individual shall not be subject to this Paragraph
F. With respect to contracts in existence on the date of execution of
this Agreement, providing for employment as an executive producer,
producer, associate producer or story editor, but not for employment
as a writer, and which do not contain an express provision that the
employee shall not render services as a writer, or is not employed to
render services as a writer, such contracts shall be deemed to
include such a provision for the purposes of this Paragraph F., if the
Company serves written notice on such person to the effect that
such person shall not render services as a writer (other than the
excepted services referred to above in this subparagraph 1. and in
subparagraph E.3. of this Article 14).
2. Duration of Services
A person who becomes a writer also employed in additional
capacities pursuant to subparagraph 1. of this Paragraph F. shall
continue to be employed as a writer in connection with the respective
series on a term contract basis for a period coterminous with the
remainder of the duration or term of his/her employment in the other
capacity or capacities in relation to such series during the respective
production season or until the completion of principal photography of
all programs of such series produced during such production season,
whichever is the earlier, subject to the following provisions of this
Paragraph F. and to the provisions of Paragraph I. of this Article 14.
In such case, the Company shall have the right to allocate to his/her
services as a writer no less than the appropriate minimum
compensation for a writer also employed in additional capacities as
provided in Paragraph K. of this Article 14.
3. Notwithstanding anything to the contrary in this Paragraph F., if such
person is an "additional writer," as defined in Paragraph C. of this
Article 14, then such person shall be deemed to be employed as a
writer and also in additional capacities, pursuant to this Paragraph F.,
only during the period during which he/she performs services as a
writer, and such employment may be on a week-to-week, term or
freelance basis.
ARTICLE 14.F.3.
WRITERS ALSO EMPLOYED IN ADDITIONAL CAPACITIES
(TELEVISION)
125
4. Substitute Writer
Any writer employed on a term basis pursuant to this Paragraph F.
may be replaced by the Company with another writer at any time
during such term, provided that:
a. the substitute writer may not be replaced during the term of
his/her employment as a writer during the respective production
season, except for cause;
b. the rate of compensation payable to such substitute writer for
writing shall be no less than the appropriate minimum rate of
compensation provided for in Paragraph K. of this Article 14, or
the rate paid to the replaced writer for writing, whichever is
higher;
c. the term of employment of the substitute writer shall be no less
than the remainder of the term of employment of the replaced
writer during the respective production season.
Subparagraph a. of this subparagraph 4. is to be interpreted as
meaning that the Company shall pay the writer's compensation but
shall not be obligated to use such writer's services as a writer, and
may employ other writers to perform such services. This
subparagraph 4. does not apply to any "additional writer" referred to
in subparagraph 3. of this Paragraph F.
5. The Company specifically represents to the Guild that it is not the
intention of the Company to use any of the provisions of this Article
14 in such manner as to evade the purpose and intent of this Article
14. Specifically, the Company expressly represents that it is not its
intention to, and agrees that it will not, use the provisions of
subparagraphs E.3. or F.1. for the purpose of avoiding its obligations
under this Article 14 regarding the coterminous employment of a
writer also employed in additional capacities. Accordingly, when a
person is employed as an executive producer, producer, associate
producer or story editor with no intention that such person is to
perform services as a writer, including rewrites and polishes (other
than the excepted writing services referred to in subparagraphs E.3.
and F.1. of this Article 14), and provided that his/her contract of
employment for such other capacity or capacities provides that such
person shall not render services as a writer, or is not employed to
render services as a writer (other than the excepted writing services
referred to in subparagraphs E.3. and F.1.):
a. If such person, without the Company's knowledge and consent,
nevertheless does perform services as a writer on the series for
ARTICLE 14.F.4.
WRITERS ALSO EMPLOYED IN ADDITIONAL CAPACITIES
(TELEVISION)
126
which he/she is employed in the other capacity or capacities
(other than the excepted writing services referred to in
subparagraphs E.3. and F.1.), then promptly after the Company
or the Guild becomes aware of that fact, it shall notify the other
party, and said parties shall jointly and cooperatively take
appropriate steps designed to prevent such person from further
performing unauthorized writing services. If the Guild believes
that the Company knows of and condones such person's
unauthorized writing, or that it was originally the intent of the
Company and its employee to evade the provisions of this
Article 14, the Guild may bring the matter to arbitration (but not
to grievance) pursuant to Articles 10 and 11 of this Basic
Agreement. If the arbitrator rules in favor of the Guild, the
arbitrator shall have the power to make a monetary award to the
Guild, no part of which shall be paid or otherwise applied to the
benefit of the writer, directly or indirectly. In determining the
amount of such award, if any is granted, the arbitrator may
consider, among other things, the amount of the minimum
compensation which would have been paid to such writer had
he/she initially been employed for the particular series during
the particular production season as a writer and in additional
capacities pursuant to this Article 14.
b. If such person, with the Company's knowledge and consent
(and the fact of said knowledge or consent is not disputed by
the Company), nevertheless does any rewriting or polishing,
then such person shall be deemed to be a term writer pursuant
to Article 14.B. retroactively from the commencement of his/her
employment by the Company on the particular series during the
respective production season.
c. If his/her contract of employment does not include a provision
that such person shall not render services as a writer, or is not
employed to render services as a writer (other than the
excepted writing services referred to in subparagraphs E.3. and
F.1.), and if such person nevertheless does any rewriting or
polishing, then such person shall be deemed to be a term writer
pursuant to Article 14.B. retroactively from the commencement
of his/her employment by the Company on the particular series
during the respective production season.
G. PROGRAM FEES
Each person whose employment as a writer is governed by this Article 14,
whether such employment is on a week-to-week, term or freelance basis
(including the "additional writers" defined in Paragraph C. of this Article
14) shall be paid a program fee for each program of a series produced for
ARTICLE 14.G.
WRITERS ALSO EMPLOYED IN ADDITIONAL CAPACITIES
TELEVISION
127
network prime time exhibition for which such writer performed services as
a writer pursuant to this Article 14 (or is deemed to have performed
services as a writer, as provided in Paragraph D. of this Article 14), in the
following amount:
Effective
Program Fees 5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
30-minute program $1,062 $1,089 $1,114
60-minute program 1,408 1,443 1,475
90-minute program or longer 1,757 1,801 1,842
Provided, however, that in no event for a particular program need the
Company pay total program fees in an amount which exceeds three (3)
times the applicable rate. If more than three (3) writers (a team is deemed
to be one (1) writer) are entitled to receive program fees for the same
program, a total sum of three (3) times the applicable rate shall be divided
equally among them. Program fees may not be prepaid nor may they be
offset or credited against or by any other compensation of any kind due
the respective writers. Program fees shall not be included in "applicable
minimum compensation" for the purposes of Article 15.B. of this Basic
Agreement, but shall be included in "initial compensation" for the
purposes of Article 17 of this Basic Agreement. Program fees for all
episodes of a particular season of a series shall be due thirty (30) days
after the completion of principal photography of the final episode of the
season.
H. SUSPENSION, TERMINATION AND/OR OFFSET
Nothing in this Article 14 shall be interpreted as precluding the Company
from exercising rights of suspension for cause or termination for cause
under individual employment contracts, nor from exercising rights of
offset, if any, in relation to an indebtedness of the writer to the Company
pursuant to law, subject, however, to the provisions of Article 11.A.9. of
this Basic Agreement.
I. HIATUS PERIODS
For the purposes of this Paragraph I., the following periods will be referred
to as "writing hiatus" periods:
1. With respect to a writer also employed in additional capacities
(except one who becomes such a writer pursuant to Paragraph F. of
this Article 14 and except a story editor), the period between the date
ARTICLE 14.G.
WRITERS ALSO EMPLOYED IN ADDITIONAL CAPACITIES
(TELEVISION)
128
of commencement of his/her employment in a particular production
season until the occurrence of the earliest of the following:
a. Services as a writer are performed by any writer on the
respective series during such production season;
b. A commitment is made with a writer (other than as a writer also
employed in additional capacities) for such series during such
production season;
c. A story conference is held with a writer for such series during
such production season;
d. Principal photography of a program of such series is started
during such production season; and the period following the
completion of principal photography of the last program of such
series produced during such production season until the
termination of such person's employment during such
production season.
2. With respect to a writer also employed in additional capacities
(including one so employed pursuant to Paragraph F. of this Article
14, but not including a story editor), if in a particular production
season principal photography of all of the programs of the respective
series theretofore ordered by the network has been completed, the
period between such date of completion until the occurrence of the
earliest of the following after the start of such period:
a. Services as a writer are performed by any writer on the
respective series during such production season;
b. A commitment is made with a writer (other than as a writer also
employed in additional capacities) for such series during such
production season;
c. A story conference is held with a writer for such series during
such production season;
d. Principal photography of a program of such series is started
during such production season, provided that such period
continues for at least fourteen (14) consecutive days.
The Company may suspend the employment of such person as a writer
during any writer hiatus period, both as to services as a writer and
compensation as a writer; provided, however, that such person's overall
compensation shall be allocated or re-allocated by the Company so that
there shall be no reduction in the overall compensation of such person by
ARTICLE 14.I.
WRITERS ALSO EMPLOYED IN ADDITIONAL CAPACITIES
(TELEVISION)
129
reason of such suspension, and provided further that the re-allocated
payments are subject to contributions to an industry pension plan.
J. For the purposes of this Article 14, one-time programs including but not
limited to a movie-of-the-week, and development deals for specific
television programs, shall each, separately, be considered to be a
"series," and the employment of an individual as a writer and in additional
capacities for such a show or deal shall be governed by this Article 14;
the writer also employed in additional capacities on such show or program
shall receive the program fee regardless of whether such writer receives
or shares in a "Written by" credit. Payment of the program fee for such
show or program shall not be payable before the screen authorship
credits are finally determined. If there are one or more periods of
suspension of writing services between the various steps of a
development deal or of a project for a show (for example, between format
and screenplay, or between teleplay and production), the employment as
a writer of the individual employed as a writer and in other capacities may
be suspended as to services and compensation during such periods of
suspension.
K. MINIMUM COMPENSATION
1. The minimum compensation for week-to-week and term employment
for writers also employed in additional capacities shall be the
following:
Rate per week
5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
a. Week-to-week & term employment
up to and including 9 weeks $9,434 $9,670 $9,888
b. Term employment 10 weeks
through 19 weeks 7,862 8,059 8,240
c. Term employment 20 weeks or over 7,072 7,249 7,412
The Company may employ a writer on a guaranteed episode basis.
When such writer's initial guarantee is at least five (5) episodes, the
minimums provided in Article 14.K.1.b. or c. shall apply to such initial
guarantee based on the number of weeks such writer actually works.
2. With respect to contracts entered into on or after May 2, 2018, the
overall employment period covered by the episodic guarantee for
each writer employed on a guaranteed episode basis (including an
“all episodes produced” guarantee) under this Article 14.K., other
than a writer employed as a story editor or other contractually
ARTICLE 14.I.
WRITERS ALSO EMPLOYED IN ADDITIONAL CAPACITIES
(TELEVISION)
130
equivalent title, on a dramatic episodic series or serial made for
television, or a High Budget SVOD series or serial, for which the full
season order (including the pilot) is fourteen (14) or fewer episodes
(or twelve (12) or fewer episodes for broadcast television), shall not
exceed a number of weeks equal to two and four-tenths (2.4)
multiplied by the number of episodes paid or guaranteed to the
writer.
The writer shall be paid an additional episodic fee for each additional
period worked of two and four-tenths (2.4) weeks, prorated for any
period less than two and four-tenths (2.4) weeks, in excess of the
overall employment period covered by the episodic guarantee. In no
event shall the writer be paid less than the applicable Article 14.K.
minimum for each week worked in the entire employment period.
The overall employment period shall not include any weeks during
which a writer’s employment is suspended pursuant to Article 26 or
any weeks not worked by the writer during a hiatus.
The foregoing shall not apply to: (1) any writer who receives at least
$350,000, excluding script fees, (at least $375,000, excluding script
fees, with respect to contracts for employment on programs made for
basic cable entered into on or after August 2, 2020 and at least
$400,000, excluding script fees, with respect to contracts for
employment on programs other than programs made for basic cable
entered into on or after August 2, 2020 ) for the then-current contract
year. With respect to contracts entered into on or after May 2, 2021,
Company may not make additional payments to the writer for the
sole purpose of exempting the writer from eligibility for payments due
under this Article 14.K.2.; (2) any writer employed pursuant to Article
14.E.2.; (3) any writer employed on a “series” described in Article
14.J. (i.e., a one-time program, including but not limited to a movie-
of-the-week, or development deals for specific television programs);
and (4) any writer employed on a multi-part closed-end series.
L. 1. Submission of Contracts to Guild
When the employment of a writer also employed in additional
capacities is covered by a single contract, a copy of the entire
contract shall be submitted to the Guild as provided in Article 19.C.1.
of this Basic Agreement. When such employment is covered by
separate contracts, the Company shall, concurrently with the delivery
to the Guild of a copy of the writer's employment contract pursuant to
said Article 19.C.1., deliver to the Guild a copy of those provisions of
the contract governing the additional services which define or specify
the term of employment.
ARTICLE 14.L.1.
WRITERS ALSO EMPLOYED IN ADDITIONAL CAPACITIES
(TELEVISION)
131
2. Weekly Work Lists
The weekly list provided for in Article 3.A.1. of this Basic Agreement
shall indicate the type of employment as a writer (week-to-week,
term or freelance), the series for which the person is employed as a
writer, whether the writer is also employed in additional capacities
and, if so, in what additional capacities. Such list shall also include
the names of persons, if any, who perform services as writers during
the respective week (other than services described in subparagraphs
(a) to (h), inclusive, of Article 1.C.1. of this Basic Agreement), but
who are not "writers" because of the provisions of the third paragraph
of said Article 1.C.1.a. (immediately following subparagraphs (a)
through (h)). If such a person is included, the list shall state that
he/she is excepted as a "writer" pursuant to Article 1.C.1.a. of this
Basic Agreement. Apart from the mere listing of names, as required
by Article 3.A.1., any information once given in the report pursuant to
this subparagraph L.2. need not be repeated in subsequent reports
unless there is a change in the information previously given.
M. BETTER TERMS
Nothing contained in this Article 14, including the rights of the Company to
allocate compensation and to terminate or suspend employment as a
writer as above set forth, shall prevent any such writer from negotiating
and contracting with the Company for better terms for the benefit of such
writer than are provided in this Article 14. Only the Guild shall have the
right to waive any of the provisions of this Article 14 on behalf of or with
respect to such writer.
ARTICLE 15 - TELEVISION EXHIBITION
A. THEATRICAL
1. Pre-1960 Motion Pictures
As to all motion pictures, the principal photography of which
commenced prior to June 13, 1960, the Guild agrees that it
does not and will not, either during the term of this Basic
Agreement or at any time thereafter, make any claim for
compensation for or with respect to the exhibition of such
motion pictures on television.
2. The provisions of this subparagraph 2. relate and apply only to
theatrical motion pictures as defined in Article 1.A.2.:
ARTICLE 14.L.2.
WRITERS ALSO EMPLOYED IN ADDITIONAL CAPACITIES
(TELEVISION)
132
a. produced by the Company or within the provisions of
subparagraph 3.h.(1) of this Article 15.A.; and
b. the principal photography of which commenced on or after
May 2, 2020, which motion pictures are, either during the term
hereof or at any time thereafter, released to free television; and
c. based upon a story or screenplay written by writer while in the
employ of the Company or in the employ of the actual producing
Company as described in subparagraph 3.h.(1) of this Article
15.A. (to which employment the provisions of this Basic
Agreement apply as provided in Article 5 hereof) or acquired by
the Company (or such actual producing Company) from a
professional writer (to which acquisition the provisions of this
Basic Agreement apply as provided in Article 5 hereof), which
writer or professional writer receives screen credit for the
authorship of such story or screenplay, as provided in Theatrical
Schedule A.
3. Payment
As to each such theatrical motion picture referred to in subparagraph
2. above (herein sometimes called "Such Picture"), except as
provided in Article 64, the Company will pay to each participating
writer (as such term is hereinafter defined) as additional
compensation, a pro rata share of two percent (2%) (hereinafter
referred to as the "percentage payment") of the Company's
accountable receipts from the distribution of Such Picture on free
television, computed as hereinafter provided and subject to the
following conditions:
a. The term "Producer's gross," as used herein, means the
worldwide total gross receipts derived by the distributor of Such
Picture (who may be the Company or a distributor licensed by
the Company) from licensing the right to exhibit Such Picture on
free television; provided, however, that in the case of any Such
Picture which is produced outside of the United States, if Such
Picture is subject to this Basic Agreement and if such
production is under an arrangement (herein referred to as a
"foreign production deal") pursuant to which a foreign producer
or distributor provides or guarantees any of the financing for the
production of Such Picture or furnishes any other consideration
for such production and a foreign distributor acquires one or
more foreign territories for the distribution of Such Picture on
free television, then no monies from any such distribution in any
such foreign territory shall be included in Producer's gross
except to the extent such foreign producer or foreign distributor
ARTICLE 15.A.3.a.
TELEVISION EXHIBITION
THEATRICAL
133
is obligated to account to Company or to the distributor of Such
Picture for such monies, and except for gross receipts received
by such foreign distributor from such distribution in the United
Kingdom.
If the distributor of Such Picture does not distribute Such Picture
directly to free television, but employs a subdistributor to so
distribute Such Picture, then the "Producer's gross" shall be the
worldwide total gross receipts derived by such subdistributor
from licensing the right to exhibit Such Picture on free television.
In case of an outright sale of the free television distribution
rights for the entire world, or any territory or country, the income
derived by the seller from such sale, but not the income realized
by the purchaser or licensee of such rights, shall be the
"Producer's gross." If any such outright sale shall include free
television exhibition rights and other rights, then (but only for the
purpose of the computation required hereunder) the Company
shall allocate to the free television exhibition rights a fair and
reasonable portion of the sales price which shall, for the
purpose hereof, be the "Producer's gross." In reaching such
determination, Company may consider the current market value
of free television exhibition rights in comparable motion
pictures.
If the Guild shall contend that the amount so allocated was not
fair and reasonable, such claim may be determined by
submission to arbitration as herein provided. If the arbitrator
shall find that such allocation was not reasonable and fair,
he/she shall determine the fair and reasonable amount to be so
allocated. If the outright sale includes free television distribution
rights to more than one motion picture, Company shall likewise
allocate to each Such Picture a fair and reasonable portion of
the sales price of the free television rights. If the Guild
contends that such allocation is not fair and reasonable, the
question may be determined by submission to arbitration as
above provided. If the arbitrator shall find that such allocation
was not fair and reasonable, he/she shall determine the fair and
reasonable amount to be so allocated to each Such Picture.
Nothing with respect to the price received on the outright sale of
only free television distribution rights in a single Such Picture
shall be subject to arbitration except that in the event of a
dispute, there may be arbitrated the question of whether the
price reported by the Company to the Guild as having been
received by the Company on such outright sale is less than the
amount actually received by the Company on such outright sale.
Sums paid to any advertising agency in connection with any
ARTICLE 15.A.3.a.
TELEVISION EXHIBITION
THEATRICAL
134
exhibition of any Such Picture on free television shall not be
included in Producer's gross.
Guild's right to elect. The parties further agree with reference
to Article 15.A.3.: If, in the upcoming negotiations with SAG-
AFTRA and DGA, the Company agrees to modify the basic
substantive provisions regarding licensing of theatrical motion
pictures for exhibition on free television, Company will so notify
the Guild and accord it the opportunity to elect that this
subparagraph be modified in the same manner, as of the date
on which the Guild so notifies the Company. Adjustments
which statistically maintain the relative allocations of proceeds
derived from post-1960 theatrical motion pictures licensed to
television among SAG-AFTRA, DGA and WGA as established
in 1960 (i.e., the ratio of 6, 2 and 2 of accountable receipts,
respectively) will not activate this provision, but an increase in
the relative allocations to SAG-AFTRA or DGA in such
proceeds will activate this provision, with any such increase to
be accorded proportionately to WGA. Upon request, the Guild
shall be provided with the statistics upon which the adjustments
have been made, and the Guild's right to activate this provision
shall be arbitrable. The Guild shall give notice of its election
within sixty (60) days after receipt of the Company's notice or
after being provided with the statistics referred to, whichever is
later. The election shall be limited to accepting the entire
agreement reached with SAG-AFTRA or DGA on licensing
theatrical motion pictures for exhibition on free television, and
only such entire agreement, but with appropriate equivalent
adjustment for writers for provisions peculiar to actors or
directors, as the case may be.
b. "Accountable Receipts"
The term "accountable receipts," as used herein, means the
balance of the Producer's gross after deducting an arbitrary
forty percent (40%) of the Producer's gross for distribution fees
and expenses, except that in the case of an outright sale of free
television distribution rights, there shall be deducted only an
arbitrary ten percent (10%) of the Producer's gross for sales
commissions and expenses of sale.
c. When Payment Obligation Accrues
Company's obligation shall accrue hereunder only after
accountable receipts are received by Company, but as to
foreign receipts such obligation shall accrue only when such
receipts can be freely converted to U.S. dollars and are remitted
ARTICLE 15.A.3.c.
TELEVISION EXHIBITION
THEATRICAL
135
to the United States and until such time, no frozen foreign
receipts shall be included in accountable receipts. Payment of
amounts accruing hereunder shall be made quarterly on the
basis of quarterly statements, as hereinafter provided. Upon
request, and if permitted by the authorities of a foreign country,
the Company will transfer to any writer, in the currency of such
foreign country, his/her share, if any, of frozen foreign receipts
in such country, provided the writer will bear any costs involved;
and such transfer shall be deemed to be payment to the writer
of an equivalent number of U.S. dollars at the then current free
market rate for blocked funds of that category as determined by
the Company. Concurrently with such transfer, the writer will
pay to the Company in U.S. dollars the total amount the
Company is required to withhold from such payment under all
applicable laws. If the Company utilizes frozen foreign
currencies derived from exhibition of Such Picture on free
television by conversion thereof to properties that may be freely
exported and turned to account, the amount so utilized by the
Company shall be deemed to have been converted to U.S.
dollars at the then current free market rate for blocked funds of
that category determined as above provided. Frozen foreign
receipts from free television shall be deemed to be released on
a first-in, first-out basis, unless the authorities of the foreign
country involved designate a specific period that would render
such basis inapplicable. Such released funds shall be allocated
between Such Picture and other motion pictures distributed by
the distributor on free television in the same ratio that receipts,
derived from the distribution of Such Picture on free television
within the foreign country, bear to the total receipts derived from
the distribution of Such Picture and all other motion pictures on
free television within the foreign country, during the applicable
period, unless the authorities of the foreign country involved
require another method of allocation, in which case such other
method shall be used. Foreign receipts shall be accounted for
in U.S. dollars at the rate of exchange at which such receipts
are actually converted and remitted, and should any discounts,
taxes, duties or charges be imposed in connection with the
receipt or remittance of foreign funds, only so much of such
funds as remain thereafter shall be included in accountable
receipts. Company shall not be responsible for loss or
diminution of foreign receipts as a result of any matter or thing
not reasonably within the control of the Company. The Guild
and the writers shall be bound by any arrangements made in
good faith by the Company or for its account, with respect to the
deposit or remittance of foreign revenue. Frozen foreign
receipts shall not be considered trust funds and the Company
may freely commingle the same with other funds of the
ARTICLE 15.A.3.c.
TELEVISION EXHIBITION
THEATRICAL
136
Company. No sums received by way of deposits or security
need be included in Producer's gross until earned, but when the
Company is paid a non-returnable advance by a distributor,
such advance shall be included in the Producer's gross.
A “non-returnable advance” is to be included in “accountable
receipts” when Such Picture is “available” and “identifiable”
and the amount of the advance payment is “ascertainable.”
Such Picture is "available" when the first of the following
occurs:
(1) The product first may be exhibited or otherwise exploited
by a specified method of distribution and in a territory
under the terms of the applicable license or distribution
agreement, or
(2) It first may be sold or rented by a retailer under the terms
of the applicable license or distribution agreement.
Such Picture is "identifiable" when the Company first knows or
reasonably should have known that a given motion picture is
covered by a particular license or distribution agreement for its
exploitation in the applicable market.
The amount of the advance payment is "ascertainable" if:
(1) the advance is for one (1) motion picture, means of
exhibition, and territory, or
(2) the total amount of the advance is for more than one (1)
motion picture, means of exhibition and/or territory, in
which case the Company shall fairly and reasonably
allocate such advance among the licensed motion
pictures, exhibition markets and/or territorial markets. As
each of these pictures becomes identifiable and
available, the allocated portion of the non-returnable
advance is to be included in "Producer's gross" for that
quarter. The Company shall notify the Guild of its
allocation when the report of "Producer's gross," which
includes the advance, is to be filed. The Guild has the
right to challenge in an MBA arbitration a failure to
allocate or any allocation that it contends is not fair and
reasonable.
If Such Picture is available in any territory or by any means of
exhibition, and is identifiable and the amount of the advance is
ARTICLE 15.A.3.c.
TELEVISION EXHIBITION
THEATRICAL
137
ascertainable, but the Company does not provide the WGA with
the information required by the MBA and applicable law, then
the advance shall be deemed includable in "accountable
receipts" no later than six (6) months after the Company
receives it.
An advance received by a Company's parent, subsidiary or any
other related or affiliated entity or successor-in-interest, or by
any other entity to which the advance payment is directed by
the Company or license or distribution agreement, shall be
considered as an advance payment received by the Company.
d. If any license or outright sale of exhibition rights to Such Picture
on free television includes as a part thereof any recorded
commercial or advertising material, the Company shall be
permitted to allocate a reasonable amount (in accordance with
then current standard charges in the industry) to such
commercial or advertising material, and the amount so allocated
shall not be included in Producer's gross hereunder.
e. The term "participating writer," as used herein, means a writer
who, while in the employ of the Company or in the employ of
the actual producing Company of Such Picture as described in
subparagraph 3.h.(1) below (to which employment the
provisions of this Basic Agreement apply), or a professional
writer from whom the Company (or such actual producer)
acquired literary material (to which acquisition the provisions of
this Basic Agreement apply), participated in the writing of and
received credit pursuant to Theatrical Schedule A hereof for the
writing of the story or screenplay upon which Such Picture was
based. If Such Picture is a remake of a prior motion picture,
and if any of the writers of the prior motion picture receives
writing credit for the remake, such writers shall be deemed to be
"participating writers" for the purposes of this Article 15.A., but
then only if their employment as writers for the prior motion
picture, or if the purchase of literary material from them for the
prior motion picture, was covered by and subject to a collective
bargaining agreement with the Guild. The "pro rata share"
payable to each participating writer shall be as follows:
(1) If the participating writer or writers receive "Written by"
credit, one hundred percent (100%) thereof shall be
payable to the credited writer or writers receiving "Written
by" credit.
(2) If the participating writer or writers receive either story or
screen story credit, or screenplay credit, but not both,
ARTICLE 15.A.3.c.
TELEVISION EXHIBITION
THEATRICAL
138
one hundred percent (100%) thereof shall be payable to
the credited participating writer or writers receiving story
or screen story, or screenplay credit, as the case may be;
provided, however, that if the individual employment
contract or purchase agreement with the other writer(s)
(i.e., those who are not subject to this Basic Agreement)
provides for payment to such writer or writers of the
additional compensation provided for in this Article 15.A.,
such writer or writers shall receive the share which would
have been payable had such writer or writers been
participating writers, as provided in subparagraph (3)
below.
(3) If the participating writer or writers receive both "Story by"
or "Screen Story by" and screenplay credit, seventy-five
percent (75%) thereof shall be payable to the credited
screenplay writer or writers, and twenty-five percent
(25%) thereof to the credited story or screen story writer
or writers. In the event there is a minor credit, such as
adaptation, the writer or writers receiving such minor
credit shall be paid ten percent (10%) thereof which sum
shall be deducted from the screenplay writer's share.
Any participating writers receiving the same screen credit
referred to above shall share equally in such percentage
amount specified.
If there are one or more participating writers who receive
screenplay credit and no credit is given for story or
screen story, then the pro rata share which would have
been payable to a participating writer had he/she
received such story or screen story credit shall, subject to
the provisions of the next following paragraph, be paid to
the participating writers who receive such screenplay
credit. The provisions of the immediately preceding
sentence shall also apply with respect to the
determination under the Producer-Writers Guild
Theatrical Basic Agreements of 1960, 1963, 1970 and
1973 of "pro rata shares" payable to participating writers
as therein defined.
If the writer's services on Such Picture are performed for
the Company on a loan-out basis, then for the purposes
of this Article 15.A., the Company shall be deemed to be
the employer, and the lender shall not have any
responsibility hereunder with respect to Such Picture.
ARTICLE 15.A.3.e.
TELEVISION EXHIBITION
THEATRICAL
139
f. Time and Manner of Payment
9
If the picture is licensed for network exhibition, payment with
respect to the gross receipts from such license shall be made
as follows:
(1) If, under the terms of the license, there is no possibility
that the picture can or may be dropped out of the license,
payment must be made within thirty (30) days after
receipt of payment from the network with respect to Such
Picture.
(2) If there is a possibility that Such Picture can or may be
dropped out of such license, then payment with respect
to Such Picture shall be made within thirty (30) days after
exhibition of Such Picture on television pursuant to such
license, but not earlier than thirty (30) days after receipt
of payment from the network with respect to Such
Picture.
Payment shall be accompanied with a written report of the
license fee payable for Such Picture pursuant to the license and
of the amount paid by the network for Such Picture.
With respect to exhibition of the picture on free television other
than pursuant to a license for network exhibition, the following
provisions of this subparagraph f. shall apply:
Within a reasonable time after the expiration of each
calendar or fiscal quarter, but not exceeding sixty (60)
days, Company will furnish or cause to be furnished to
the Guild a written report showing the Producer's gross
during the preceding quarter from the distribution of each
Such Picture by Company on free television with respect
to which Company is required to make payments
hereunder (whether distributed by the Company or
through another distributor).
Concurrently with the furnishing of each such report, the
Company will make the payments shown to be due by
such report. All payments shall be made by check
payable to the order of the writers entitled thereto, and
shall be delivered to the Guild for forwarding to such
9
See Sideletter at page 738, which permits a Company to enter into an agreement with the Guild for
payments via direct deposit in lieu of issuing checks.
ARTICLE 15.A.3.f.
TELEVISION EXHIBITION
THEATRICAL
140
writers, and compliance herewith shall constitute
payment to the writers.
No such reports need be furnished with respect to any
period during which there was no such Producer's gross.
The Company shall make available for inspection by the
Guild all distributor's statements and exhibitor's
statements which are available to the Company insofar
as they relate to such Producer's gross, and all the
financial terms of contracts pertaining to such Producer's
gross, and the Guild shall have the right, at reasonable
times, to examine the books and records of the Company
as to such Producer's gross pertaining to such
distribution of any Such Picture, at whatever place or
places such records are customarily kept by the
Company. If the Guild requests that it be informed of the
license fee paid under a license for the free television
exhibition of the picture, or if the Guild requests that it be
sent an extract of the financial terms of such a license,
and if such information is not extensive in nature, the
Company will forward such information or extract without
making it necessary for the Guild to send a
representative to the offices of the Company. In general,
the Company will cooperate in furnishing such
information to the Guild by mail or telephone, when doing
so is not unreasonable or burdensome. If more than one
picture is licensed in a single license agreement, the
Company shall inform the Guild, at its request, of the
identity of the pictures covered by the license, and shall
make available for inspection by the Guild in the office
where such license agreement is customarily kept a copy
of the terms of such license showing the titles of the
pictures licensed under such agreement and the license
fee for each Such Picture. Company agrees to
cooperate in responding to reasonable inquiries from the
Guild as to whether any Such Picture is currently being
distributed for telecasting on free television. An
inadvertent failure to comply with the reporting provisions
of this subparagraph f. shall not constitute a default by
the Company hereunder, provided such failure is cured
promptly after notice thereof from the Guild is received
by the Company.
Company shall make all social security, withholding,
unemployment insurance, and disability insurance payments
required by law with respect to the additional compensation
provided for in this Article 15.A.
ARTICLE 15.A.3.f.
TELEVISION EXHIBITION
THEATRICAL
141
If the Company shall fail to make any payment provided for in
this Article 15.A. to be made to the writer when and as the same
becomes due and payable, it shall bear interest at the rate of
one and one-half percent (1.5%) per month on the unpaid
balance thereof commencing to accrue on the earlier of: (a)
seven (7) days after notice in writing to Company from the Guild
of such delinquency, or (b) sixty (60) days after such payment
becomes due and payable.
The compensation payable under this Article 15.A. shall be
excluded from the gross compensation upon which Company
contributions are to be made to the Pension Plan.
g. Crediting
If a participating writer's employment agreement with the
Company requires that the writer's compensation shall be
based, in whole or in part, upon, or measured by, a percentage
of the gross receipts derived from the distribution of Such
Picture, then such percentage compensation shall be credited
against any amounts payable to the writer hereunder, and
likewise any payment due to the writer hereunder shall be
credited against such percentage compensation. When all or a
part of a writer's compensation is a specified sum of money,
commonly known and referred to as a "deferment," such
deferment may not be credited against amounts payable by the
Company to such writer hereunder.
h. With respect to all Such Pictures, the following provisions shall
be applicable:
(1) Acquisition of Title by Company:
If Company was not the actual producer of Such Picture
which was produced by a signatory Company, but
acquired title thereto by purchase, assignment, transfer,
voluntary or involuntary, or by foreclosure of a chattel
mortgage or security agreement or a pledgee's sale,
Company shall nevertheless be obligated to make the
payments herein provided when Such Picture is exhibited
on free television, unless such payment required
hereunder has already been paid.
(2) Financing-Distribution Agreement by Company:
The obligation of the signatory Company hereunder with
respect to the payments provided for in this Article 15.A.
ARTICLE 15.A.3.f.
TELEVISION EXHIBITION
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142
shall also apply to any Such Pictures produced by an
independent producer under a contract between the
signatory Company and such independent producer for
the production of such motion picture, and for the
financing and distribution thereof by the signatory
Company. However, such signatory Company shall not
be liable for the payment of any television fees based on
monies received by a foreign distributor under a foreign
production deal as defined in subparagraph a. of this
subparagraph 3., with respect to which such foreign
distributor or such independent producer is not obligated
to account to such signatory Company. Nor shall such
signatory Company be obligated to obtain any Television
Distributor's Assumption Agreement from any foreign
distributor referred to in subparagraph a. of this
subparagraph 3. except if such foreign distributor is
obligated to account to such signatory Company
pursuant to subparagraph a. of this subparagraph 3. with
respect to monies as therein provided.
(3) Company Liability:
It is expressly understood and agreed that Company
shall in all events remain bound hereunder to make the
payments due by reason of the exhibition of each Such
Picture on free television, irrespective of the assumption
of such liability by any other person, firm or company as
hereinabove provided, except as otherwise expressly
provided in this Basic Agreement.
(4) Failure to Deliver Assumption Agreement:
The failure of Company to obtain and deliver an
executed assumption agreement as provided in Article
65.A. or subparagraph i. of this Article 15.A.3. shall be
deemed a substantial breach of this Basic Agreement.
i. If the Company shall sell, transfer, assign or otherwise dispose
of its rights in any literary material (to which the provisions of
Articles 15.A.3., 47 and 65 of this Basic Agreement apply, or
may apply) prior to the production of a motion picture based
thereon, to any person or company (hereinafter referred to as
the "Buyer") other than a person or company with headquarters
outside the United States, the Company shall obtain from the
Buyer a separate agreement in substantially the following form:
ARTICLE 15.A.3.i.
TELEVISION EXHIBITION
THEATRICAL
143
"LITERARY MATERIAL ASSUMPTION AGREEMENT
(hereinafter referred to as the 'Buyer')
agrees with
(Company)
that the story, screenplay or story and screenplay covered by
this agreement is subject to the 2020 W riters Guild of America -
Alliance of Motion Picture and Television Producers Theatrical
and Television Basic Agreement (herein the 'Basic Agreement')
and particularly to the provisions of Article 15.A.3. thereof
pertaining to additional payments to writers on release of a
theatrical motion picture based thereon to free television (but
excluding subparagraph h. of said Article 15.A.3.), and the said
Buyer hereby agrees, expressly for the benefit of the Writers
Guild of America, West, Inc., and Writers Guild of America,
East, Inc. (herein referred to as the Guild), as representatives of
the writers involved, to abide by and perform the provisions of
said Basic Agreement and make the additional payments
required thereunder, as aforesaid. For the purpose of applying
such provisions of said Basic Agreement, the writer or writers of
such material shall be treated in all respects as though the said
material were written by such writer or writers while in the
employ of the Buyer.
“It is expressly understood and agreed that the rights of the
Buyer to exhibit or license the exhibition of any motion picture
based upon said material shall be subject to and conditioned
upon the payment to the writer or writers involved of additional
compensation, if any, required under subparagraph 3. (except
subparagraph h. thereof) of said Article 15.A. of said Basic
Agreement, and it is agreed that the Guild shall be entitled to
injunctive relief and damages against Buyer in the event such
payments are not made.
“If the Buyer shall sell, transfer, assign or otherwise dispose of
its rights in such material to any person or company with
headquarters in the United States, it may obtain from the party
acquiring such rights a separate agreement in the same form
(including this sentence) as this agreement, and will notify the
Guild thereof, together with the name and address of the
transferee, and deliver to the Guild a copy of such assumption
agreement; it being the intent hereof that the obligations herein
set forth shall be continuing obligations on the part of such
subsequent owners of such material so headquartered in the
United States.
ARTICLE 15.A.3.i.
TELEVISION EXHIBITION
THEATRICAL
144
BUYER
Date: By:
(Please print name and title)
Address:
"
The Company agrees to give notice to the Guild of such sale,
transfer or assignment of the nature above mentioned, with the
name and address of the Buyer, and to deliver to the Guild an
executed copy of such assumption agreement. An inadvertent
failure on the part of the Company to comply with any of the
provisions of this subparagraph i. shall in no event constitute a
default by the Company hereunder or a breach of this Basic
Agreement, provided that such failure is cured promptly after
notice thereof from the Guild.
Upon delivery of such assumption agreement, Company, or any
subsequent owner obtaining the execution of such an
assumption agreement, shall not be further liable to the Guild or
any writer for the keeping of any such records or the payment of
such additional compensation, or for compliance with credit
obligations insofar as they relate to the broadcast of Such
Picture on free television; and the Guild agrees to look
exclusively to the party last executing such an assumption
agreement for the keeping of such records, payment and
compliance with credit obligations. If a company with
headquarters outside the United States is a subsidiary of the
Company, or the Company is the distributor of Such Picture for
such a company, then, for the purposes of this subparagraph i.,
such company shall be deemed to be headquartered only in the
United States.
j. Anything to the contrary herein notwithstanding, it is agreed that
the provisions of this subparagraph 3. apply only if Such Picture
is first exhibited on free television after Such Picture has had a
bona fide theatrical release. For such purpose, Such Picture
may be regarded as having had a bona fide theatrical release
even though such release has not been fully completed, or shall
not have been withdrawn from its theatrical release, and even
though Such Picture may have been released theatrically only
domestically or theatrically only in foreign countries or
territories. If Such Picture is exhibited on free television prior to
the time that it has had a bona fide theatrical release, then the
release of Such Picture to free television shall be governed by
the provisions of the Basic Agreement then in effect between
the parties hereto, but only with respect to the provisions
ARTICLE 15.A.3.j.
TELEVISION EXHIBITION
THEATRICAL
145
thereof relating to additional compensation for television reruns
on free television.
The provisions of this subparagraph 3. shall not apply to the
televising or exhibition of trailers or advertising a motion picture
by shots, etc., substantially in the nature of a trailer, or to the
use of stock shots, or to the televising or exhibition of excerpts
from theatrical motion pictures for news or review purposes
unless the excerpts from a single theatrical motion picture
exceed ten (10) minutes. Except as modified by Article
15.B.10.e., for any other use of excerpts from Such Picture in
television programs (and, for this purpose, the term "television
programs" includes programs made for free television, pay
television, videodiscs/videocassettes and basic cable), including
television programs which consist substantially of excerpts from
theatrical motion pictures, or for any other use of excerpts from
Such Picture, the principal photography of which commenced
on or after May 2, 2020, in another theatrical motion picture, the
Company shall pay the following aggregate one-time-only sum
to the writers determined by the Guild to be entitled to such
compensation and prorated as determined by the Guild:
5/02/20-
5/01/21
5/02/21-
5/01/23
(1) Thirty (30) seconds or less of excerpts $192 $198
(2) Over thirty (30) seconds but not over
two (2) minutes of excerpts
577 594
(3) Over two (2) minutes excerpts:
- for the first two (2) minutes
- for each minute or portion thereof in
excess of two (2) minutes
577
192
594
198
If an excerpt is used in a local program and the program is
broadcast in no more than one market, the payment for such
use shall be sixty percent (60%) of the amount provided in this
Article 15.A.3.j. If the program is broadcast later in another
market, the writer(s) shall be paid the remaining forty percent
(40%).
The use of an excerpt from a theatrical motion picture in an
interactive program shall be governed by the provisions of
Article 64.
ARTICLE 15.A.3.j.
TELEVISION EXHIBITION
THEATRICAL
146
No compensation shall be payable pursuant to this
subparagraph j. to a writer of a motion picture from which an
excerpt is derived if such writer writes material for and receives
writing credit on the program or motion picture into which such
excerpt is inserted.
jj. Notwithstanding any other provision of this Agreement, if the writer
(1) first describes in literary material an object or thing which
is fully described in such literary material and by such
description appears to be unique and original; and/or,
(2) introduces a character and the characterization of such
character is fully developed and fully described in the
material written by the writer and from such development
and description the character appears to be unique and
the principal creation of the writer,
and an interactive program is based upon such object, thing or
character, the writer will be paid as provided in Article 64.
k. Notwithstanding the sooner termination of this Agreement, the
parties hereto agree that the terms and conditions of this
subparagraph 3. shall apply and remain in full force and effect,
and without change, to Such Pictures produced by the
Company, the principal photography of which commenced
between May 2, 2020 and May 1, 2023, both dates inclusive,
regardless of when (either during or at any time after the
expiration of the term of this Basic Agreement or of such period)
Such Pictures are released to free television, and regardless of
the terms or provisions of any Basic Agreement which is a
modification, extension, or renewal of, or substitution for this
Basic Agreement.
4. Small Accountings - With regard to all television licensing payments
required under this Article 15.A., the Company may accrue such
payments until the aggregate is equal to fifty dollars ($50), at which
time the payment provision of the appropriate subparagraph shall be
effective, except that in any event all accrued amounts of less than
fifty dollars ($50) due to the writer shall be paid no later than thirty
(30) days following the close of the calendar year in which accrued.
Nothing herein shall relieve the Company of its obligation to make
the accounting reports required elsewhere herein.
5. At the request of the Guild, the Company authorizes any networks,
as defined in Article 1.A.12.1., as well as any television station to
advise the Guild of the fact that a payment was or was not made by
ARTICLE 15.A.5.
TELEVISION EXHIBITION
THEATRICAL
147
the network or station for, and the date of any previous telecast of, a
theatrical motion picture specified in the Guild's request.
6. In the event that a Company liable for the payments required
hereunder shall license a motion picture to television stations owned
or controlled by it, or to a network owned or controlled by it, the
"accountable receipts" shall be comparable to the accountable
receipts paid to distributors by comparable stations or comparable
networks, as the case may be, for comparable telecasts of
comparable motion pictures in comparable markets and the
accountable receipts paid to Company by comparable stations or
comparable networks, as the case may be, for the comparable
telecast of such motion picture in comparable markets.
7. The Company shall notify the Guild in writing, to the attention of the
Residuals Administrator at its Los Angeles, California office, of any
and all English language changes made by the Company in the title
of any theatrical motion picture subject to this Agreement released to
free television, within thirty (30) days of said change of title.
B. TELEVISION RERUNS & FOREIGN TELECASTS OF TELEVISION
MOTION PICTURES
1. United States and Canada
a. The minimum compensation above provided for in Article 13.B.
shall constitute payment in full for the telecasting of such motion
picture once in each city in the United States and Canada in
which any television broadcasting station is now located and
once in each city in the United States and Canada in which any
television broadcasting station is hereafter for the first time
established.
b. Rerun Formula, Free Television, in the United States and
Canada
(1) A television motion picture which has been telecast not
more than once in any city in the United States and
Canada is in its first run. A television motion picture
which has been telecast more than once, but not more
than twice, in any city in the United States and Canada,
is in its second run. A similar test applies in determining
when a television motion picture is in its third and
succeeding runs.
(2) In the event a television motion picture based upon
literary material to which this Basic Agreement applies is
ARTICLE 15.A.5.
TELEVISION EXHIBITION
THEATRICAL
148
telecast for more than one (1) run in any city in the
United States or Canada, the writer or writers who
receive story and/or teleplay screen credit therefor shall
be paid additional compensation which, in the aggregate,
shall not be less than the following amounts (if more than
one (1) writer shares a story or teleplay credit, then all of
the writers sharing each credit shall be considered a unit
and shall participate equally in and receive in the
aggregate the rerun payments applicable thereto and,
when adaptation credit is accorded, the writer or writers
receiving such credit shall be paid ten percent (10%)
thereof, which sum shall be deducted from the share of
the teleplay writer(s)).
(a) Reruns over television network in prime time:
With respect to any television motion picture, the
credited writer(s) of which commenced writing
services on or after May 2, 2020, the additional
compensation payable for the second or any
subsequent run which includes telecasting of said
motion picture over a television network in prime time
for the type of story or teleplay involved shall be as
follows:
HIGH BUDGET
Program Length in Minutes Story Teleplay Story and
Teleplay
15 or less $ 2,955 $ 5,406 $ 7,375
30 or less (but more than 15) 5,406 8,778 13,511
60 or less (but more than 30) 9,822 17,012 24,558
75 or less (but more than 60) 13,985 24,757 35,000
90 or less (but more than 75) 14,762 26,167 36,906
120 or less (but more than 90) 19,345 34,707 48,365
For programs in excess of 120
minutes, each additional 30
minutes or less 4,582 8,540 11,456
ARTICLE 15.B.1.b.(2)
TELEVISION RERUNS & FOREIGN TELECASTS
OF TELEVISION MOTION PICTURES
149
LOW BUDGET
Program Length in Minutes Story Teleplay Story and
Teleplay
15 or less $ 2,515 $ 3,936 $ 6,265
30 or less (but more than 15) 4,183 6,766 10,441
60 or less (but more than 30) 7,906 12,903 19,774
75 or less (but more than 60) 11,257 18,617 28,645
90 or less (but more than 75) 12,054 19,755 30,136
120 or less (but more than 90) 15,921 26,140 39,809
For programs in excess of 120
minutes, each additional 30
minutes or less 3,863 6,367 9,678
(b) [Deleted.]
(c) Other reruns:
10
(i) For the second run, not less than fifty percent
(50%) of the writer’s “applicable minimum
compensation” if such second run includes the
telecasting of such motion picture over a
television network; otherwise, such payment
shall be not less than forty percent (40%) of
the writer’s “applicable minimum
compensation;”
(ii) For the third run, not less than forty percent
(40%) of the writer’s “applicable minimum
compensation” if such third run includes the
telecasting of such motion picture over a
television network; otherwise, such payment
10
[These provisions appeared in Article 15.B.1.b.(2)(b) in predecessor Basic Agreements.] See
Sideletters at pages 601 and 606 for special provisions governing residuals payable under a license
agreement entered into prior to July 1, 2020 for certain reruns of certain one-hour network prime time
dramatic series and for the experiment regarding the syndication of half-hour series in markets
representing 50% or fewer of U.S. television households. See also Sideletter at page 631 for special
provisions governing licenses of free television, basic cable or pay television motion pictures to secondary
digital channels. See also Sideletter at page 634 for special conditions for licenses for exhibition in
syndication for Canada only. See Article 15.B.1.e. at pages 157-158 for special provisions governing
broadcast syndication sales of dramatic programs under a license agreement entered into on or after July
1, 2020.
ARTICLE 15.B.1.b.(2)
TELEVISION RERUNS & FOREIGN TELECASTS
OF TELEVISION MOTION PICTURES
150
shall be not less than thirty percent (30%) of
the writer’s “applicable minimum
compensation;”
(iii) For the fourth run, not less than twenty-five
percent (25%) of the writer’s “applicable
minimum compensation;”
(iv) For the fifth run, not less than twenty-five
percent (25%) of the writer’s “applicable
minimum compensation;”
(v) For the sixth run, not less than twenty-five
percent (25%) of the writer’s “applicable
minimum compensation;”
(vi) For the seventh run, not less than fifteen
percent (15%) of the writer’s “applicable
minimum compensation;”
(vii) For the eighth run, not less than fifteen percent
(15%) of the writer’s “applicable minimum
compensation;”
(viii) For the ninth run, not less than fifteen percent
(15%) of the writer’s “applicable minimum
compensation;”
(ix) For the tenth run, not less than fifteen percent
(15%) of the writer’s “applicable minimum
compensation;”
(x) For the eleventh run, not less than ten percent
(10%) of the writer’s “applicable minimum
compensation;”
(xi) For the twelfth run, not less than ten percent
(10%) of the writer's “applicable minimum
compensation;”
(xii) For the thirteenth run and each and every run
thereafter, not less than five percent (5%) of
the writer’s “applicable minimum
compensation” (paid separately for each such
run).
ARTICLE 15.B.1.b.(2)
TELEVISION RERUNS & FOREIGN TELECASTS
OF TELEVISION MOTION PICTURES
151
See Article 15.B.1.b.(3)(a) which sets forth the
“applicable minimum compensation” that applies for
purposes of this Article 15.B.1.b.(2)(c) with respect
to the second or any subsequent run in the United
States and Canada (other than over a television
network in prime time) of a free television motion
picture (other than a television motion picture
covered by Appendix A), the credited writer(s) of
which commenced writing services on or after May
2, 2020.
(d) The parties agree to the following for the purpose of
encouraging the success of new dramatic free
television series produced for a network or for The
CW. No residual compensation shall be due under
Article 15.B.1.b.(2) nor Article 58 for the second run
(which may be either on free television or basic
cable) of two programs chosen by the Company
from the pilot and first two episodes broadcast
during the first production season, provided the
second run occurs within a two month period
following the initial exhibition of each program. If
such second run is on free television, it shall not
constitute a “run” for purposes of Article
15.B.1.b.(1). Company shall be obligated to report
any such run to the Guild as required under this
Article 15.B., notwithstanding the fact that no
payment shall be due therefor.
The Company may not utilize this provision at any
time after the series has been cancelled.
(3) The "applicable minimum compensation" is the
minimum salary or amount required to be paid under the
provisions of this Basic Agreement for the type of story or
teleplay involved.
(a) For purposes of Article 15.B.1.b.(2)(c) with respect
to a free television motion picture (other than a
television motion picture covered by Appendix A),
the credited writer(s) of which commenced writing
services on or after May 2, 2020, the minimum
compensation figures set forth below shall be the
"applicable minimum compensation”:
ARTICLE 15.B.1.b.(2)
TELEVISION RERUNS & FOREIGN TELECASTS
OF TELEVISION MOTION PICTURES
152
Story
HIGH BUDGET
Program Length in Minutes 5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
15 or less $ 3,310 $ 3,393 $ 3,469
30 or less (but more than 15) 6,057 6,208 6,348
60 or less (but more than 30) 11,007 11,282 11,536
75 or less (but more than 60) 15,671 16,063 16,424
90 or less (but more than 75) 16,543 16,957 17,339
120 or less (but more than 90) 21,678 22,220 22,720
For programs in excess of 120
minutes, each additional 30
minutes or less 5,134
5,262 5,380
LOW BUDGET
Program Length in Minutes 5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
15 or less $ 2,818 $ 2,888 $ 2,953
30 or less (but more than 15) 4,686 4,803 4,911
60 or less (but more than 30) 8,861 9,083 9,287
75 or less (but more than 60) 12,615 12,930 13,221
90 or less (but more than 75) 13,506 13,844 14,155
120 or less (but more than 90) 17,840 18,286 18,697
For programs in excess of 120
minutes, each additional 30
minutes or less 4,330 4,438 4,538
ARTICLE 15.B.1.b.(3)
TELEVISION RERUNS & FOREIGN TELECASTS
OF TELEVISION MOTION PICTURES
153
Teleplay
HIGH BUDGET
Program Length in Minutes 5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
15 or less $ 6,057 $ 6,208 $ 6,348
30 or less (but more than 15) 9,836 10,082 10,309
60 or less (but more than 30) 19,063 19,540 19,980
75 or less (but more than 60) 27,744 28,438 29,078
90 or less (but more than 75) 29,321 30,054 30,730
120 or less (but more than 90) 38,892 39,864 40,761
For programs in excess of 120
minutes, each additional 30
minutes or less 9,571 9,810 10,031
LOW BUDGET
Program Length in Minutes 5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
15 or less $ 4,411 $ 4,521 $ 4,623
30 or less (but more than 15) 7,582 7,772 7,947
60 or less (but more than 30) 14,458 14,819 15,152
75 or less (but more than 60) 20,862 21,384 21,865
90 or less (but more than 75) 22,136 22,689 23,200
120 or less (but more than 90) 29,291 30,023 30,699
For programs in excess of 120
minutes, each additional 30
minutes or less 7,134 7,312 7,477
ARTICLE 15.B.1.b.(3)
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Story and Teleplay
HIGH BUDGET
Program Length in Minutes 5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
15 or less $ 8,264 $ 8,471 $ 8,662
30 or less (but more than 15) 15,139 15,517 15,866
60 or less (but more than 30) 27,517 28,205 28,840
75 or less (but more than 60) 39,219 40,199 41,103
90 or less (but more than 75) 41,355 42,389 43,343
120 or less (but more than 90) 54,197 55,552 56,802
For programs in excess of 120
minutes, each additional 30
minutes or less 12,838 13,159 13,455
LOW BUDGET
Program Length in Minutes 5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
15 or less $ 7,018 $ 7,193 $ 7,355
30 or less (but more than 15) 11,700 11,993 12,263
60 or less (but more than 30) 22,158 22,712 23,223
75 or less (but more than 60) 32,101 32,904 33,644
90 or less (but more than 75) 33,769 34,613 35,392
120 or less (but more than 90) 44,608 45,723 46,752
For programs in excess of 120
minutes, each additional 30
minutes or less 10,842
11,113 11,363
When the writer has been employed to write a story
with option for teleplay, the rate applicable to the
story is the "applicable minimum compensation."
The rate applicable to story and teleplay is the
"applicable minimum compensation" only in the
case of employment under a contract providing for a
commitment for both the story and the teleplay.
ARTICLE 15.B.1.b.(3)
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155
(b) The minimum compensation figures which are set
forth in Article 13.B.7.a., b., and c. shall be the
"applicable minimum compensation" for purposes of
Article 15.B.2.a. (Foreign Telecasting Formula) and
Article 15.B.3. (Application of Excess), including for
programs covered by Article 13.B.7.d.
When the writer has been employed to write a story
with option for teleplay, the "applicable minimum
compensation" for the story is the minimum set forth
in Article 13.B.7.a. (p. 94). The rate applicable to
story and teleplay under Article 13.B.7.c. (pp. 96-97)
is the "applicable minimum compensation" only in
the case of employment under a contract providing
for a commitment for both the story and the teleplay.
(4) If a writer or writers are entitled to the applicable
minimum payments per episode required to be made on
account of exploitation of the television series sequel
rights and/or MOW sequel rights (as provided in Article
16.B.2.a. or b.) or on account of exploitation of character
rights (as provided in subparagraph h. of Article
15.B.14.), or on account of the production of programs
entitling a writer to per episode payments pursuant to
subparagraph l. of Article 15.B.14., and if an episode for
which such a payment is required is telecast for more
than one (1) run in any city in the United States or
Canada, the writer or writers entitled to such payments
shall be paid additional compensation calculated as
provided in subparagraph (2) above, and for such
purpose the "applicable minimum compensation" is such
applicable minimum payment.
(5) The Company shall pay as provided herein for each
respective rerun, not later than four (4) months after the
first telecast of the respective rerun in any city in the
United States or Canada. However, in the event any
rerun is telecast on a television network (or on a regional
television network) or, after September 20, 2006, on The
CW, the Company shall make the appropriate rerun
payment not later than thirty (30) days after the telecast
of such rerun.
(6) The term “television network,” as used in this paragraph,
shall mean the network facilities of ABC, CBS, FBC and
NBC, or any other entity which qualifies as a “network”
under Section 73.662(f) of the rules of the Federal
ARTICLE 15.B.1.b.(3)
TELEVISION RERUNS & FOREIGN TELECASTS
OF TELEVISION MOTION PICTURES
156
Communications Commission, unless the FCC
determines that such entity is not a “network” for
purposes of this Section, except in the case (a) when
television motion pictures are telecast on any single
regional network presently established, and (b) when
television motion pictures are telecast on any single
regional network which may hereafter be established and
which does not include New York, Chicago or Los
Angeles.
(7) [Deleted.]
c. (1) For broadcasts in the domestic market after March 1,
1981, in a language other than English, released other
than as part of free television licensing, the credited
writer(s) shall be paid an aggregate amount equal to two
percent (2%) of the Company's "accountable receipts,"
as defined in Article 51, from the sale or license of such
television motion picture for such broadcasts rather than
the otherwise required rerun payment.
(2) The provisions of subparagraph (1) above will apply to all
television motion pictures produced on or after July 1,
1971.
d. The use of a television motion picture, in whole or in substantial
part, in an interactive program shall be governed by the
provisions of Article 64.
e. Broadcast Syndication Sales of Dramatic Programs
If Company, on or after July 1, 2020, licenses a dramatic
television motion picture or series made for free television
(other than a program or series made for broadcast syndication,
except for a program made for The CW when sold in broadcast
syndication other than to The CW) for exhibition in broadcast
syndication in the United States and/or Canada, Company shall
pay to the credited writer(s) a percentage residual of two
percent (2%) of the Company’s “accountable receipts,” as
defined in Article 51.C.1.a. of the MBA, derived therefrom, in
lieu of the payments required under any other provision of the
MBA (or any prior MBA as applicable), including but not limited
to Article 15.B.1.b.(2)(c) and to Article 15.B.1.b.(4) for any
residual otherwise owed based on the exploitation of the
television series sequel rights. It is understood that no payment
shall be made to the writer with separated rights as an
exploitation of the television sequel rights. The pro rata share
ARTICLE 15.B.1.e.
TELEVISION RERUNS & FOREIGN TELECASTS
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157
payable to each credited writer shall be the same as provided in
Article 51.C.5. The provisions of this subparagraph e. apply to
all television motion pictures produced on or after July 1, 1971
for which a fixed residual or higher percentage residual would
otherwise be payable.
The foregoing does not apply to residuals for reruns of dramatic
free television motion pictures in network prime time as
provided in MBA Article 15.B.1.(b)(2)(a). In addition, the
foregoing does not apply to a license agreement, including
options, entered into prior to July 1, 2020. As an example,
assume that a current license agreement covers the sale of the
first and second seasons of a dramatic series to broadcast
syndication and includes an option to license all subsequent
seasons of the series also to broadcast syndication. Because
the license agreement is in effect before July 1, 2020, the sale
of all seasons of the series pursuant to the options under the
license agreement would not be covered by this provision.
Company will prepare an annual statement of Company’s gross
receipts for dramatic television motion pictures and programs
described in the first paragraph of this provision which have
been licensed to domestic broadcast syndication pursuant to an
agreement entered into on or after July 1, 2020. The annual
statement will show cash, barter and any other consideration
received by Company from the licensing to broadcast
syndication of such motion pictures and programs and may be
inspected by the Guild at the premises of Company upon notice
by the Guild. The information provided by Company to the
Guild, or made available for its inspection, will be treated by the
Guild as confidential and appropriate arrangements will be
made by the Guild to safeguard the confidentiality of that
information.
2. Foreign Telecasting Formula
a. In the event such television motion picture is telecast in any part
of the world outside the United States and Canada, the writers
referred to in Article 15.B.1.b.(2) and (4) above shall be paid
additional compensation for such foreign telecasting as follows:
(1) initial payment of not less than fifteen percent (15%) of
their applicable minimum compensation payable not later
than thirty (30) days after the Company obtains
knowledge of the first foreign telecast, and in no event
later than six (6) months after the first foreign telecast;
ARTICLE 15.B.1.e.
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158
(2) Ten percent (10%) of the applicable minimum when the
Distributor's Foreign Gross exceeds seven thousand
dollars ($7,000.00) for one-half (½) hour pictures,
thirteen thousand dollars ($13,000.00) for one (1) hour
pictures, or eighteen thousand dollars ($18,000.00) for
pictures in excess of one (1) hour in length. Such
payment to be made no later than thirty (30) days after
such gross has been so exceeded;
(3) a payment of ten percent (10%) of the applicable
minimum compensation when the Distributor's Foreign
Gross exceeds ten thousand dollars ($10,000.00) for
one-half (½) hour pictures, eighteen thousand dollars
($18,000.00) for one (1) hour pictures, or twenty-four
thousand dollars ($24,000.00) for pictures in excess of
one (1) hour in length. Such payments to be made no
later than thirty (30) days after such gross has been so
exceeded; and
(4) After the writer has received a total of thirty-five percent
(35%) of applicable minimum compensation with respect
to any television film, all credited writer(s) in the
aggregate shall be paid one and two-tenths percent
(1.2%) of the Distributor’s Foreign Gross in excess of:
(i) $365,000 in Distributor’s Foreign Gross for one-half
(½) hour programs;
(ii) $730,000 in Distributor’s Foreign Gross for one (1)
hour programs;
(iii) $1,860,000 in Distributor’s Foreign Gross for
programs more than one (1) hour in length but not
more than two (2) hours in length;
(iv) $3,120,000 in Distributor’s Foreign Gross for
programs more than two (2) hours in length but not
more than three (3) hours in length;
(v) $4,170,000 in Distributor’s Foreign Gross for
programs more than three (3) hours in length but
not more than four (4) hours in length;
(vi) $5,210,000 in Distributor’s Foreign Gross for
programs more than four (4) hours in length but not
more than five (5) hours in length;
ARTICLE 15.B.2.a.
TELEVISION RERUNS & FOREIGN TELECASTS
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159
(vii) $6,250,000 in Distributor’s Foreign Gross for
programs more than five (5) hours in length but not
more than six (6) hours in length; and
(viii) for programs in excess of six (6) hours, the above
applicable thresholds will increase proportionately.
For Appendix A programs, the one and two-tenths
percent (1.2%) payment shall be triggered when the
Distributor’s Foreign Gross equals fifty percent (50%) of
the amounts set forth in subparagraphs (i), (ii), (iii), (iv),
(v), (vi), (vii) or (viii) above, as applicable.
For the purpose of this subparagraph (4), Distributor’s
Foreign Gross shall include absolute gross income
realized by the distributor on account of foreign
telecasting and exhibition on foreign basic cable.
In order to preserve the status quo in Article 58, payment
of the thirty-five percent (35%) of applicable minimum
under the foreign telecasting formula continues to
constitute payment for foreign basic cable; provided,
however, that foreign basic cable receipts shall apply to
“Distributor’s Foreign Gross” for purposes of reaching the
thresholds in and determining the amount the credited
writer(s) shall be paid pursuant to subparagraphs (i), (ii)
(iii), (iv), (v), (vi), (vii) or (viii) above.
The writers shall receive such additional monies pursuant
to the payment provisions of Article 51.C., except
payment and reporting shall be due within sixty (60) days
after the close of the second and fourth calendar
quarters of each year in which the Company receives
Distributor’s Foreign Gross with respect to the television
film.
aa. Notwithstanding the provisions of subparagraph a. above, the
following shall apply to one-hour network prime time dramatic
series covered under the sideletter waiving the provisions of
Article 15.B.1.b.(2)(c):
(1) The fifteen percent (15%), ten percent (10%) and ten
percent (10%) of applicable minimum compensation
payments provided in Article 15.B.2.a.(1), (2) and (3),
respectively, shall be collapsed into a single payment of
thirty-five percent (35%) of applicable minimum
compensation, payable not later than thirty (30) days
ARTICLE 15.B.2.a.
TELEVISION RERUNS & FOREIGN TELECASTS
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160
after the Company obtains knowledge of the first foreign
telecast, and in no event later than six (6) months after
the first foreign telecast.
(2) [Deleted.]
b. [Deleted.]
c. The term "foreign telecasting," as used herein, shall mean
any telecast (whether simultaneous or delayed) outside the
United States, its territories and possessions, and Canada,
other than a telecast on any of the following regularly affiliated
stations of a United States television network as a part of the
United States network television telecast: XH-TV, Mexico City;
ZBM, Pembroke, Bermuda, for CBS; XEW-TV or XEQ-TV or
XH-TV or XHGC, Mexico City, and ZBM, Pembroke, Bermuda
for NBC; and XE-TV, Tijuana; and ZFB, Hamilton, Bermuda for
ABC.
d. As used herein, the term "Distributor's Foreign Gross" shall
mean, with respect to any television film, the absolute gross
income realized by the distributor of Such Picture from the
foreign telecasting thereof and including, in the case of a
"foreign territorial sale" by any such distributor, the income
realized from such sale by such distributor but not the income
realized by the "purchaser" or "licensee." The phrase "absolute
gross income" shall not include:
(1) Sums realized or held by the way of deposits or security,
until and unless earned, other than such sums as are
non-returnable.
"[S]uch sums as are non-returnable" are to be included in
the "Distributor's Foreign Gross" when such television
motion picture is "available" and "identifiable" and the
amount of the non-returnable sum is "ascertainable."
Such television motion picture is "available" when the
first of the following occurs:
(a) The product first may be exhibited or otherwise
exploited by a specified method of distribution and
in a territory under the terms of the applicable
license or distribution agreement, or
ARTICLE 15.B.2.d.
TELEVISION RERUNS & FOREIGN TELECASTS
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161
(b) It first may be sold or rented by a retailer under the
terms of the applicable license or distribution
agreement.
Such television motion picture is "identifiable" when the
Company first knows or reasonably should have known
that a given television motion picture is covered by a
particular license or distribution agreement for its
exploitation in the applicable market.
The amount of the non-returnable sum is "ascertainable"
if:
(a) the non-returnable sum is for one (1) television
motion picture, means of exhibition, and territory, or
(b) the total amount of the non-returnable sum is for
more than one (1) motion picture, means of
exhibition and/or territory, in which case the
Company shall fairly and reasonably allocate such
sum among the licensed motion pictures, exhibition
markets and/or territorial markets. As each of these
pictures becomes identifiable and available, the
allocated portion of the non-returnable sum is to be
included in Distributor's Foreign Gross for that
quarter. The Company shall notify the Guild of its
allocation when the report of Distributor's Foreign
Gross, which includes the non-returnable sum, is to
be filed. The Guild has the right to challenge in an
MBA arbitration a failure to allocate or any allocation
that it contends is not fair and reasonable.
If such television motion picture is available in any
territory or by any means of exhibition, and is identifiable
and the amount of the non-returnable sum is
ascertainable, but the Company does not provide the
WGA with the information required by the MBA and
applicable law, then the non-returnable sum shall be
deemed includable in Distributor's Foreign Gross no later
than six (6) months after the Company receives it.
A non-returnable sum received by a Company's parent,
subsidiary or any other related or affiliated entity or
successor-in-interest, or by any other entity to which the
payment is directed by the Company or license or
distribution agreement, shall be considered as a non-
returnable sum received by the Company.
ARTICLE 15.B.2.d.
TELEVISION RERUNS & FOREIGN TELECASTS
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162
(2) Sums required to be paid or withheld as taxes, in the
nature of turnover taxes, sales taxes or similar taxes
based on the actual receipts of the television film or on
any monies to be remitted to or by the distributor, but
there shall not be excluded from Distributor's Foreign
Gross any net income, franchise tax or excess profit tax
or similar tax payable by the distributor on its net income
or for the privilege of doing business.
(3) Frozen foreign currency until the distributor shall have
either the right to use such foreign currency in or to
transmit such foreign currency from the country or
territory where it is frozen. In the event such currency
may be utilized or transmitted as aforesaid, it shall be
deemed to have been converted to United States dollars
at the prevailing free market rate of exchange at the time
such right to use or transmit accrues.
Distributor's Foreign Gross realized in foreign currency in any
reporting period required hereunder shall be deemed to be
converted to United States dollars at the prevailing free market
rate of exchange at the close of such reporting period.
e. If any transaction involving any television motion picture subject
to a foreign telecast payment under this Basic Agreement shall
also include motion pictures, broadcast time, broadcast facilities
or material (including commercial or advertising material) which
are not subject to such payment, there shall be a reasonable
allocation between the television motion pictures which are
subject to a foreign telecast payment and such other pictures,
time, facilities or material, and only the sums properly allocable
to pictures which are subject to a foreign telecast payment shall
be included in Distributor's Foreign Gross.
3. Application of Excess. Company, at its option, may make any part or
all of the additional payments for reruns and foreign telecasts
provided herein at the time of employment of writer or at any time
prior to the time the same is due (but only if the agreement between
the Company and writer with respect thereto is set forth in writer's
individual contract); provided that no part of writer's initial
compensation which is at or less than twice the applicable minimum
compensation (as defined in Article 15.B.1.b.(3)(b)) may be applied
against such rerun and foreign telecast payments, or either.
4. All payments of additional compensation for reruns or foreign
telecasts shall be made promptly by check, payable to the order of
the writer entitled thereto, and if not initially paid to the writer, shall be
ARTICLE 15.B.4.
TELEVISION RERUNS & FOREIGN TELECASTS
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163
delivered to the Guild for forwarding to such writer and compliance
herewith shall constitute payment to the writer. The Company shall
accompany such checks with a statement of the title of the motion
picture and the use for which such payment is made.
11
If Company
fails to pay such additional compensation when due and payable,
such delinquent payment shall bear interest at the rate of one and
one-half percent (1.5%) per month commencing to accrue from the
date of such delinquency.
5. The Company shall keep or have access to:
a. complete records showing all cities in the United States and
Canada in which all television motion pictures subject to this
Basic Agreement have been telecast and the number of
telecasts in each such city, the television stations on which
telecast, and the dates thereof, and
b. complete records showing Distributor's Foreign Gross for such
television motion pictures to the extent that such records are
pertinent to the computation of payments for foreign telecasting.
Company shall also keep or have access to such records as are
necessary for the computation of additional compensation for reruns
and foreign telecasts for so long as such rerun or foreign telecast
payments may be due or payable. The Guild shall have the right, at
all reasonable times, to inspect such records. The undersigned shall
give the Guild prompt written notice of the date on which each
television motion picture covered hereby is first telecast in any city in
the United States and Canada for the second run and for each
subsequent run thereafter.
6. With respect to each television motion picture which is distributed for
foreign telecasting, Company shall furnish reports to the Guild and
the Alliance of Motion Picture and Television Producers, Inc.,
showing Distributor's Foreign Gross derived from such television
motion picture until:
a. such television motion picture has been withdrawn from
distribution for foreign telecasting, or
b. all of the credited writers of such television motion picture have
received the full additional payments for such foreign
telecasting to which they are entitled pursuant to subparagraph
2. above.
11
See Sideletter at page 738, which permits a Company to enter into an agreement with the Guild for
payments via direct deposit in lieu of issuing checks.
ARTICLE 15.B.4.
TELEVISION RERUNS & FOREIGN TELECASTS
OF TELEVISION MOTION PICTURES
164
Such reports shall be rendered to the Guild on a quarterly basis
during the first three (3) years in which any such television motion
picture is distributed for foreign telecasting, on a semi-annual basis
for the next two (2) years and on an annual basis thereafter.
Company agrees to cooperate in responding to reasonable requests
from the Guild as to whether any television motion picture is currently
being distributed for foreign telecasting.
An inadvertent failure on the part of the Company to comply with the
reporting provisions of this subparagraph shall in no event constitute
a default by the Company or a breach of this Basic Agreement,
provided such failure is cured promptly after notice thereof from the
Guild.
7. If a writer's individual employment contract contains a provision
giving such writer a percentage or other participation in the receipts,
revenues or profits of a television motion picture, such payment may
be credited against the minimum additional compensation for reruns
and foreign telecasts or either provided herein, but writer, in any
event, shall be entitled to be paid not less than such minimum
additional compensation for reruns, and foreign telecasts, or either,
as the case may be, and any payment on account thereof shall
likewise be credited against such participation; provided that
amounts received by writer as a percentage or other participation in
the receipts, revenues or profits of the television motion picture may
not be credited against the minimum additional compensation for
reruns or foreign telecasts until writer has received as compensation
from all sources an amount equal to twice the applicable minimum
compensation.
8. Literary Material Assumption Agreement (Television)
If the Company shall sell, transfer, assign or otherwise dispose of its
rights in any literary material (to which the provisions of Articles
15.B., 47 or 65 of this Basic Agreement apply, or may apply) prior to
the production of a motion picture based thereon, to any person or
company (hereinafter referred to as the "Buyer"), other than a person
or company with headquarters outside the United States, the
Company shall obtain from the Buyer a separate agreement in
substantially the following form:
ARTICLE 15.B.8.
TELEVISION RERUNS & FOREIGN TELECASTS
OF TELEVISION MOTION PICTURES
165
"LITERARY MATERIAL ASSUMPTION AGREEMENT
(TELEVISION)"
12
"The undersigned
(insert name of Buyer)
(hereinafter referred to as 'Buyer') agrees with
(insert name of Company)
that all literary material being acquired and covered by this
Assumption Agreement is subject to the 2020 Writers Guild of
America Theatrical and Television Basic Agreement ('Basic
Agreement'), and particularly to the provisions thereof pertaining
to the payment of additional compensation to writers for reruns
and foreign telecasting of television motion pictures based
thereon (individually referred to as ‘Such Picture’). The Buyer
hereby agrees, expressly for the benefit of the Writers Guild of
America, West, Inc., and Writers Guild of America, East, Inc.
(‘the Guild’), as representative of the writers involved, to abide
by and perform the provisions of the Basic Agreement and
make the additional compensation payments required thereby.
For the purpose of applying such provisions of the Basic
Agreement, the writer or writers of the literary material being
acquired shall be treated in all respects as though such material
were written by such writer or writers while in the employ of the
Buyer.
“It is expressly understood and agreed that the rights of Buyer
to telecast or license the telecasting of any Such Picture shall
be subject to and conditioned upon the prompt payment to such
writer or writers involved of additional compensation for reruns
and foreign telecasting as provided in the Basic Agreement. It
is agreed that the Guild shall be entitled to injunctive relief
against Buyer in the event such payments are not made.
“If the Buyer shall sell, transfer, assign or otherwise dispose of
its rights in such material to any person or company with
headquarters in the United States, it may obtain from the party
acquiring such rights a separate agreement in the same form
(including this sentence) as this Assumption Agreement, and
will notify the Guild thereof, together with the name and address
12
The parties agree that all Assumption Agreements shall include the applicable credit obligations of the
WGA collective bargaining agreement, if any, governing the writer’s employment and/or the acquisition of
the literary material which is the subject matter of the Assumption Agreement. The term “Assumption
Agreements,” as used in this paragraph, means those Assumption Agreements required by the Basic
Agreement.
ARTICLE 15.B.8.
TELEVISION RERUNS & FOREIGN TELECASTS
OF TELEVISION MOTION PICTURES
166
of the transferee, and deliver to the Guild a copy of such
Assumption Agreement; it being the intent hereof that the
obligations set forth in this Assumption Agreement shall be
continuing obligations on the part of such subsequent owners of
such material so headquartered in the United States.
BUYER
Date:
By
(Please print name and title)
Address: "
The Company agrees to give notice to the Guild of such sale,
transfer or assignment of the nature above mentioned, with the name
and address of the Buyer, and to deliver to the Guild an executed
copy of such Assumption Agreement. An inadvertent failure on the
part of the Company to comply with any of the provisions of this
Article 15.B.8. shall in no event constitute a default by the Company
hereunder or a breach of this Basic Agreement, provided that such
failure is cured promptly after notice thereof from the Guild.
Upon delivery of such Assumption Agreement, Company, or any
subsequent owner obtaining the execution of such an assumption
agreement, shall not be further liable to the Guild or any writer for the
keeping of any such records or the payment of such additional
compensation, or for compliance with credit obligations insofar as
they relate to reruns and foreign telecasting of Such Picture. The
Guild agrees to look exclusively to the party last executing such an
assumption agreement for the keeping of such records, payment and
compliance with credit obligations. If a company with headquarters
outside the United States is a subsidiary of the Company, or the
Company is the distributor of Such Picture for such a company, then,
for the purposes of this Article 15.B.8., such company shall be
deemed to be headquartered only in the United States.
9. [Deleted.]
ARTICLE 15.B.9.
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OF TELEVISION MOTION PICTURES
167
10. Use of excerpts
The use of an excerpt from a television motion picture shall be
deemed a run or foreign telecast of such motion picture hereunder,
except in the following circumstances:
a. When used for promotional, trailer, news or review purposes;
provided, however, that the length of such excerpt(s) shall not
exceed five (5) minutes in length for a program less than ninety
(90) minutes in length, nor exceed ten (10) minutes in length for
a program ninety (90) minutes or more in length. For purposes
of this subparagraph, a "promotional" use of an excerpt shall
be for the purpose of advertising or publicizing the specific
program or serial or series from which the excerpt is taken.
b. When used as a so-called "stock shot" (as customarily
understood in the industry - i.e., shots excluding dialogue or
identifiable characters).
c. When used for purposes of recapping the story to date in the
context of a serial, multi-part program, episodic series, unit
series or anthology; provided, however, that if such recap shall
exceed ninety (90) seconds in length when used on a program
less than sixty (60) minutes in total length, or exceed three (3)
minutes in length when used on a program sixty (60) minutes or
longer in total length, Company shall pay to the credited
writer(s) of the program(s) from which the excerpts in the recap
were taken an aggregate one-time-only sum equal to $215.00
($221.00 effective May 2, 2021 for each minute or portion
thereof by which the recap exceeds such length limitation; and
provided, further, that no such recap shall exceed (without being
deemed a run or foreign telecast as set forth above) five (5)
minutes in length for a program less than ninety (90) minutes in
length nor exceed ten (10) minutes in length for a program
ninety (90) minutes or more in length.
d. When used as a flashback in the context of multi-part series,
episodic series, unit or anthology series or a one-time show or a
prime time serial; provided, however, that if such flashback shall
exceed thirty (30) seconds in length, Company shall pay to the
credited writer(s) of the program(s) from which the excerpts in
the flashback were taken an aggregate, one-time-only sum
equal to $215.00 ($221.00 effective May 2, 2021) for each
minute or portion thereof by which the flashback exceeds such
length limitation; and provided, further, that no such flashback
shall exceed (without being deemed a run or foreign telecast as
set forth above), five (5) minutes. For purposes of this
ARTICLE 15.B.10.
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168
subparagraph, a "flashback" use of an excerpt shall be for the
purpose of informing viewers of past developments to explain or
advance the current story being told.
dd. For any use on television of excerpts not within the exceptions
provided for in subparagraphs a. through d. above nor
subparagraph e. below, or if such excerpts are otherwise within
subparagraphs c. and d., but the aggregate running time of
such excerpts from a single program exceeds the maximum
applicable footage lengths, the Company shall pay the following
aggregate one-time-only sum to the writer or writers determined
by the Guild to be entitled to such compensation and prorated
as determined by the Guild:
5/02/20 -
5/01/21
5/02/21-
5/01/23
(1) Ten (10) seconds or less of excerpts $ 382 $ 393
(2) Over ten (10) seconds but not more
than two (2) minutes of excerpts
or the applicable rerun fee; whichever
is less.
1,157 1,192
(3) over two (2) minutes but not more than
ten (10) minutes of excerpts:
for the first two (2) minutes
for each minute or portion thereof in
excess of two (2) minutes
or the applicable rerun fee; whichever
is less.
1,157
192
1,192
198
(4) Over ten (10) minutes of excerpts from
such program
the applicable rerun
fee
In no event shall less than $382.00 ($393.00 effective May 2,
2021) be paid for the use of excerpts from a single program.
In addition, if ten percent (10%) (15% in the case of a thirty (30)
minute program) or more but fifty percent (50%) or less of the
running time of a program is comprised of excerpts from
television motion pictures, or from theatrical and television
motion pictures, and including excerpts used as flashbacks,
Company shall pay for the use of such excerpts pursuant to
Article 15.A.3.j. (if applicable) and this subparagraph dd. For
ARTICLE 15.B.10.dd.
TELEVISION RERUNS & FOREIGN TELECASTS
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169
the purposes of this subparagraph and subparagraph e. below,
the "running time" of a program excludes commercials, title
sequences and a recap up to and including five (5) minutes.
e. For "compilation" television programs utilizing excerpts from
television motion pictures, or from theatrical and television
motion pictures, the Company will pay, for such use, to the
credited writer(s) of the excerpted material, prorated as
determined by the Guild, an aggregate one-time-only sum equal
to two and one-half (2½) times the applicable thirty (30) minute
minimum (and for this purpose, minimum is deemed to be the
story and teleplay minimum set forth in Article 13.B.7.d. if the
compilation is for network prime time) for each thirty (30)
minutes of overall program length in which compilations are
used. Exhibition of excerpts from television motion pictures in
such compilation television programs shall not be deemed
reruns or other use of the television motion pictures from which
the excerpts are taken and the payments pursuant to this
subparagraph relating to compilations shall not reduce or affect
any other payments which may become due to the writer for the
use of the television motion pictures from which such excerpts
are taken. Payments pursuant to this subparagraph to the
writers of theatrical excerpts shall be in lieu of the excerpt
payments set forth in Article 15.A.3.j.
For purposes of this subparagraph, a "compilation" television
program is a program the running time of which is comprised of
more than fifty percent (50%) of excerpts, including excerpts
used as flashbacks.
If such compilation television program includes excerpts which
are not from "MBA-covered" programs, then the amount of time
of the non-covered excerpts shall be subtracted from the
running time of the entire program; and,
(1) If the MBA-covered excerpts are more than fifty percent
(50%) of the remainder, the Company shall pay the
compilation rate for such program pursuant to this Article
15.B.10.e. For purposes of calculating the appropriate
compilation rate, the length of the program shall be
determined based on the length of the remainder of the
program utilizing the program lengths delineated in
Article 13.B.7. In no event may the calculation be based
on less than fifty percent (50%) of the length of the entire
program; or,
ARTICLE 15.B.10.dd.
TELEVISION RERUNS & FOREIGN TELECASTS
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170
(2) If fifty percent (50%) or less of the remainder of the
program is MBA-covered excerpts, Articles 15.A.3.j. and
15.B.10.dd. will apply.
For the purposes of this subparagraph, the term "MBA-covered"
includes excerpts from programs written pursuant to a WGA-
PBS Agreement.
This compilation provision shall be applicable to excerpts
derived from any television programs and any theatrical motion
pictures utilizing literary material subject to any Guild collective
bargaining agreement, prior or current, excluding only literary
material the rights to which have reverted to the writer (for
example, under the 1968 WGA Television Freelance MBA with
the networks). Use of excerpts from programs to which such
reversion of rights has occurred shall be subject to individual
negotiation with the writers involved. When the Guild
determines its allocation of payments for a compilation program,
the allocation will be made as if the writers to whom rights had
reverted were entitled to share in the allocation and, thereafter,
funds to which those writers would have been entitled will be
repaid to the Company by the Guild within thirty (30) days of the
time within which the Company pays the Guild the lump sum
allocation. If there is a dispute as to whether rights have
reverted, the Guild, if it is aware of such dispute prior to making
such payment, will hold the amount applicable to such dispute
in escrow in a trust account pending the resolution of such
dispute.
In the case of such dispute, the writer may elect to submit the
matter to arbitration under the procedures set forth in Article
11.C. in lieu of any other remedy. The only parties to such
arbitration shall be the writer and the Company. If the arbitrator
rules that the rights in dispute have reverted, and if the excerpt
is used, the writer will be entitled to a total of twice the amount
he/she would have received (pursuant to the Guild's allocation)
if the rights had not reverted. The foregoing shall be the sole
damages or other relief available to the writer if arbitration is
elected. Any amount paid from the escrow account referred to
above shall be deducted from the amount due from the
Company.
f. The production company which actually produces the program
containing excerpts requiring payment shall be obligated to
make such payment, but if such company is not signatory to this
Basic Agreement, Company shall remain liable for payments
due hereunder.
ARTICLE 15.B.10.f.
TELEVISION RERUNS & FOREIGN TELECASTS
OF TELEVISION MOTION PICTURES
171
ff. If an excerpt from a free television motion picture is used on pay
television or videodiscs/videocassettes, as such terms are used
in Appendix B, or basic cable as defined in Appendix C, such
use shall be treated in the same manner as though the excerpt
were used on free television.
The use of an excerpt from a television motion picture in an
interactive program shall be governed by the provisions of
Article 64.
g. Except for payments required to be made pursuant to
subparagraph e. above, no compensation shall be payable
pursuant to this subparagraph 10. to a writer of a television
motion picture from which an excerpt is derived if such writer
writes material for and receives writing credit on the program
into which such excerpt is inserted. If two (2) or more writers
are entitled to share the additional compensation provided for in
subparagraph c., d., or dd. above, the Guild shall determine the
allocation among said writers.
h. If an excerpt is used in a local program and the program is
broadcast in no more than one (1) market, the payment for such
use shall be sixty percent (60%) of the amount provided in this
Article 15.B.10. If the program is broadcast later in another
market, the writer(s) shall be paid the remaining forty percent
(40%).
i. If writers entitled to payments under Article 15.B.10. of this
Basic Agreement cannot be identified by name, the Company
shall pay the required amount in full to the Guild to be
distributed by the Guild to all the credited writer(s) of the
television motion picture(s) from which the excerpted material
was taken. The Company shall use its best efforts to provide
the Guild with sufficient information to insure that the number of
credited writers to whom such payments are distributed is as
low as possible.
11. [Deleted.]
12. Small Accountings. With regard to all residual payments required
under this Article 15.B., the Company may accrue such payments
until the aggregate is equal to one hundred fifty dollars ($150.00), at
which time the payment provision of the appropriate paragraph shall
be effective, except that in any event all accrued amounts of less
than one hundred fifty dollars ($150.00) due to the writer shall be
paid no later than thirty (30) days following the close of the calendar
year in which accrued. Nothing herein shall relieve the Company of
ARTICLE 15.B.10.ff.
TELEVISION RERUNS & FOREIGN TELECASTS
OF TELEVISION MOTION PICTURES
172
its obligation to make the accounting reports required elsewhere
herein.
13. Additional Compensation for Theatrical Exhibition
In the event a television motion picture, based upon literary material
to which this Basic Agreement applies, is exhibited theatrically, the
writer or writers employed thereon who receive story and teleplay
screen credit therefor shall be paid additional compensation as
follows:
a. If the television motion picture is exhibited theatrically outside of
the United States, an amount which in the aggregate shall not
be less than the total minimum compensation applicable to such
literary material as specified in Article 13.B.7.a., b., c. and e. of
the Basic Agreement, or not less than the total minimum
compensation applicable to such literary material as specified in
Article 13.A.1. hereof, whichever is greater;
b. If the television motion picture is exhibited theatrically in the
United States, or both in the United States and in a f oreign
country or territory, an amount which in the aggregate is not
less than one hundred fifty percent (150%) of the total minimum
compensation applicable to such literary material as specified in
Article 13.B.7.a., b., c. and e. of the Basic Agreement, or not
less than the total minimum compensation applicable to such
literary material as specified in Article 13.A.1. hereof, whichever
is greater.
c. There is to be no duplication of the payments provided for in
subparagraphs a. and b. above; i.e., if the initial theatrical
release of the television motion picture takes place outside of
the United States and payment is made pursuant to
subparagraph a. above, then, upon the subsequent theatrical
release of the television motion picture in the United States, the
amount payable to the writer will be the difference between the
amount provided for in subparagraph a. above and the amount
provided for in subparagraph b. above, and conversely, if the
initial theatrical release of the television motion picture takes
place in the United States and payment is made pursuant to
subparagraph b. above, then no additional compensation will be
payable if the television motion picture is subsequently released
theatrically outside of the United States. For the purposes of
subparagraphs a. and b. above, if two (2) or more television
motion pictures are combined for theatrical release, the
applicable minimum provided for in Article 13.A.1. shall be the
minimum applicable to one (1) theatrical motion picture of the
cost of the combined television motion pictures. Such
ARTICLE 15.B.13.c.
TELEVISION RERUNS & FOREIGN TELECASTS
OF TELEVISION MOTION PICTURES
173
additional compensation shall be paid regardless of whether
such motion picture is exhibited alone or as a part of or in
combination with other motion pictures; and if such motion
picture is combined with other television motion pictures, the
additional compensation for such theatrical release shall be not
less than the total minimum compensation applicable to the
writing of all such television motion pictures or parts thereof
which have been so combined. If more than one writer shares
the story or teleplay credit, then all of the writers sharing each
credit shall be considered a unit and shall participate equally
and receive in the aggregate the theatrical exhibition payment
applicable thereto, except that in the case of a comedy-variety
program, the Guild shall determine the proportions in which
such participating writers will share the theatrical exhibition
payment, will notify the Company thereof and Company will
make payments accordingly.
d. Such additional compensation for theatrical exhibition shall be
payable whenever such television motion picture (in whole or in
substantial part) is placed in any theatrical exhibition.
e. All payments of such additional compensation for theatrical
exhibition shall be made promptly by check payable to the order
of the writer entitled thereto, and if not paid to the writer at the
time of employment shall be delivered to Guild for forwarding to
such writer, and compliance herewith shall constitute payment
to the writer.
13
f. The Company, at its option, may make the additional payment
for theatrical exhibition at the time of the employment of the
writer or at any time prior to the time the same is due (but only if
the agreement between the Company and the writer with
respect thereto is set forth in the writer's individual contract);
provided that only such part of the compensation initially paid to
the writer as shall exceed twice the applicable minimum
compensation may be applied in prepayment of additional
compensation for theatrical exhibition.
g. Any exhibition of a motion picture, other than through the
medium of free television or as covered by Article 51
(Supplemental Markets), shall constitute a theatrical exhibition
and (subject to the provisions of Appendix C) payment for such
theatrical exhibition shall be as herein provided, except that this
13
See Sideletter at page 738, which permits a Company to enter into an agreement with the Guild for
payments via direct deposit in lieu of issuing checks.
ARTICLE 15.B.13.c.
TELEVISION RERUNS & FOREIGN TELECASTS
OF TELEVISION MOTION PICTURES
174
shall not apply to showings where no fee or admission charge is
paid by the viewing audience.
If the Company licenses or grants to any third party the right to
place in theatrical exhibition a television motion picture
produced after March 1, 1981, which exhibition is to be before a
viewing audience which pays no fee or admission charge to
view the same, Company will pay to the writer(s) entitled to
story and/or teleplay credit an amount equal in the aggregate to
five percent (5%) of the gross amounts received by Company
derived therefrom; provided, however, the sums paid to the
writer(s) hereunder shall in no event exceed the applicable
amount otherwise payable to such writer(s) under the provisions
of subparagraph 13. had there been a fee or admission charge
paid by the viewing audience. When Company licenses or
grants any such right to a subsidiary or other related entity, the
gross amounts referred to in the preceding sentence shall be
the amounts specifically paid to the Company subject to there
having been good faith bargaining between the Company and
such subsidiary or related entity. Company shall account to the
writer(s) entitled to payments hereunder on no less than an
annual basis; provided that no accounting need be made for
any twelve (12) month period following the twelve (12) month
period during which the Company received no gross amounts
with respect thereto. There shall be no duplication of the
payments provided for in this subparagraph and the payments
provided for in any other provision of subparagraph 13. That is,
any payment made under this subparagraph shall be credited
against any payment which may become due the writer(s) under
all other provisions of subparagraph 13. Conversely, if a
theatrical release payment is made to the writer(s) under the
provisions of subparagraph 13. other than under this
subparagraph, then no further sum shall be payable under this
subparagraph.
If a television motion picture is exhibited at a film festival or a
charitable event and an admission fee is charged, but no
monies are paid to the Company or the Company’s licensee in
consideration of the use of the motion picture, no payment shall
be due under the provisions of this Article 15.B.13.
h. With respect to a television motion picture or multi-part program
whose aggregate length as initially broadcast on television is
more than four (4) hours and which is exhibited theatrically in
condensed form, for purposes of this subparagraph 13., the
total minimum compensation applicable to such literary material
as specified in Article 13.B.7.a., b., c., and e. shall be specially
determined as follows:
ARTICLE 15.B.13.h.
TELEVISION RERUNS & FOREIGN TELECASTS
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175
(1) If said motion picture is exhibited theatrically outside of
the United States, said minimum shall be based on the
actual length of the motion picture in its condensed,
theatrical-release form but not less than four (4) times
the applicable sixty (60) minute minimum;
(2) If said motion picture is exhibited theatrically in the
United States, or both in the United States and in a
foreign country or territory, said minimum shall be based
on the actual length of the motion picture in its
condensed, theatrical-release form, but no less than the
sum of (a) four (4) times the applicable sixty (60) minute
minimum plus (b) one-half of the difference between (i)
the minimum applicable to the program in its initially
broadcast length and (ii) four (4) times the applicable
sixty (60) minute minimum.
The provisions set forth above in subparagraph 13. relating to
non-duplication of payments shall also apply to the foregoing
special provisions.
i. If the Company shall sell, transfer, assign or otherwise dispose
of its theatrical exhibition rights in any television motion picture,
it shall obtain from the buyer a separate agreement in
substantially the form prescribed with respect to reruns,
requiring the buyer to comply with the provisions of this Basic
Agreement with respect to additional compensation payable to
the writer for theatrical exhibition of the motion picture. Upon
obtaining such agreement, Company shall not be further liable
to the Guild or writer for the payment of additional
compensation for theatrical exhibition.
j. The excerpting of so-called "stock shots" by Company from a
television motion picture for transposition to and use in an
otherwise separately produced theatrical motion picture shall
not be deemed to be an exercise of the theatrical exhibition
rights by Company within the meaning of this subparagraph 13.
For any other use of excerpts from a television motion picture in
a theatrical motion picture, the Company shall pay the following
aggregate one-time-only sum to the writer or writers determined
by the Guild to be entitled to such compensation and prorated
as determined by the Guild:
ARTICLE 15.B.13.h.
TELEVISION RERUNS & FOREIGN TELECASTS
OF TELEVISION MOTION PICTURES
176
5/02/20 -
5/01/21
5/02/21 -
5/01/23
(1) Thirty (30) seconds or less of
excerpts $482 $496
(2) Over thirty (30) seconds but not
over two (2) minutes of excerpts 960 989
(3) Over two (2) minutes of
excerpts:
- for the first two (2)
minutes
960 989
- and, for each minute or
portion thereof in excess
of two (2) minutes 382 393
k. If Company shall produce a motion picture budgeted at
$125,000.00 or more intended primarily for television release
and it shall thereafter release such motion picture theatrically in
any country in the world, Company shall pay to writer any
amount by which the established flat deal theatrical motion
picture minimum for such motion picture at the time of its
production shall exceed the total of the minimum applicable
compensation and minimum theatrical exhibition payments
required to be made hereunder. The established flat deal
theatrical motion picture minimum shall be the compensation
set forth in Article 13.A. hereof.
14. Additional Compensation for Certain Use of Material to Which
Separated Rights Do Not Apply
Except as hereinbelow specifically provided, the Company shall have
the right to use the literary material written for a serial, episodic
series, unit series, or one-time television program in any field or
medium whatsoever without any obligation to pay to the writer(s)
thereof additional compensation. Additional compensation shall be
paid to the writer of a story or (subject to the next sentence hereof)
teleplay or story and teleplay for an established serial or episodic
series, or for a unit series or one-time television program to which
separated rights do not apply (and when specific use is made of the
writer's material, rather than, for example, the source material only),
as provided in this subparagraph 14., provided that the terms of this
Basic Agreement relating to rights in material apply to such story,
teleplay or story and teleplay as provided in Article 2 of this Basic
Agreement. If such a teleplay be based upon a story in the public
domain or upon a story owned by the Company, the writer of such
ARTICLE 15.B.14.
TELEVISION RERUNS AND FOREIGN TELECASTS
OF TELEVISION MOTION PICTURES
177
teleplay shall not be entitled to any payments under the provisions of
this subparagraph 14., except as provided in subparagraph l. below.
A writer employed to rewrite or polish a teleplay written by another
person shall not be entitled to any payments under this
subparagraph 14. If more than one writer qualifies for additional
compensation under this subparagraph 14., the Guild shall
determine the division of such additional compensation among them.
Such additional compensation shall be as follows:
a. If Company produces a theatrical motion picture based upon
such material, it will pay to the writer whichever is the greater of
(1), (2) or (3) below:
(1)
Effective
5/02/20 - 5/01/21
$10,883
5/02/21 - 5/01/22
11,155
5/02/22 - 5/01/23
11,406
(2) Two percent (2%) of the above-the-line costs (excluding
all theatrical script writing costs and deducting from the
above-the-line costs the following arbitrary amount
representing the value of the underlying rights):
Effective
5/02/20 - 5/01/21
$ 9,573
5/02/21 - 5/01/22
9,812
5/02/22 - 5/01/23
10,033
(3) the applicable minimum compensation for a screenplay
under the then current Basic Agreement.
b. If Company licenses or grants to any third party the right to use
the material as the basis for a theatrical motion picture, it shall
require such third party to agree in writing to pay to the writer the
greater of the amount set forth in subparagraph 14.a.(1) or (2)
above, and such undertaking by the third party will relieve the
Company of any obligations to the writer in connection with such
license or grant.
ARTICLE 15.B.14.
TELEVISION RERUNS & FOREIGN TELECASTS
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178
c. If Company produces a radio program based upon such
material, it will pay to the writer the following:
Effective
For Each
National Radio
Network
Broadcast
For Each
Regional
Radio
Network
Broadcast
Unlimited Right
to Use in
Syndication
Any Transcription
Made of a
Program
5/02/20 - 5/01/21
$545 $359 $359
5/02/21 - 5/01/22
559 368 368
5/02/22 - 5/01/23
572 376 376
d. If the Company licenses or grants to any third party the right to
use the material as the basis for a radio program, Company will
pay to the writer an amount equal to fifty percent (50%) of
Company net receipts therefrom. The net receipts to the
Company shall be computed by deducting from the gross
amounts paid to the Company on account of such license or sale
of the radio rights all royalties, license fees or participations
which the Company is contractually obligated to pay by reason of
the license or grant of the radio rights, together with agents'
commissions, if any, on the license or grant of such radio rights.
e. If Company exercises the dramatic rights in such material by
producing a play on the speaking stage, it will pay to the writer
an amount equal to one percent (1%) of the gross box office
receipts of the play.
f. If the Company licenses or grants to any third party the right to
use the dramatic rights in the material, Company will pay to the
writer an amount equal to twenty-five percent (25%) of the gross
receipts derived by the Company from the license or sale of such
rights.
g. If the Company licenses or grants to any third party or exercises
itself the publication rights to such material (other than
publication rights customarily granted for advertising or
publicizing the exploitation of any other rights in the material),
Company will pay to the writer an amount equal to twenty-five
percent (25%) of the Company's net receipts derived therefrom.
If the Company licenses or grants to any third party, or exercises
itself, the right to produce or reproduce such material on
phonograph records, cartridges, compact devices or any other
ARTICLE 15.B.14.g.
TELEVISION RERUNS & FOREIGN TELECASTS
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179
devices which are audio only, Company will pay to the writer or
writers as a group an amount equal to that fraction of twenty-five
percent (25%) of the Company's net receipts derived from the
licensing, grant or use of the literary material which is equal to
the fraction of the overall material in the applicable audio device
which such material constitutes. Notwithstanding the foregoing,
if such material constitutes more than fifty percent (50%) of the
overall material in the applicable audio device, the Company will
pay the writer or writers as a group an amount equal to
twenty-five percent (25%) of the Company's net receipts derived
therefrom. For purposes of this subparagraph g., the Company's
net receipts in each instance shall be computed by deducting
from the gross amounts paid to the Company or its licensing
agent, whether affiliated or otherwise, with respect to the
licensing, grant or use of such material, all costs, expenses and
charges incident thereto, including a distribution or servicing fee
by the Company (which will include any and all subdistribution or
subservicing fees), which fee shall be reasonably in accordance
with customary distribution or servicing fees charged in the
industry. When Company licenses or grants any such rights to a
subsidiary or other related entity, the gross amounts referred to
in the preceding sentence shall be the amounts specifically paid
to the Company for such license, grant or use, subject to there
having been good faith bargaining between the Company and
such subsidiary or related entity. Company shall account to the
writer(s) entitled to payments under this subparagraph g. on no
less than an annual basis; provided that no accounting need be
made for any twelve (12) month period following the twelve (12)
month period during which the Company received no gross
amounts with respect to the applicable audio device.
h. Character payments
(1) (a) If the writer introduces a new character in the serial
or episodic series, and the characterization of such
character is fully developed and fully described in the
material written by the writer, and from such
development and description the character appears
to be unique and the principal creation of the writer,
and if the Company uses such character as the
central character with a continuing role in a new and
different serial- or episodic-type free television
series, the Company will pay to the writer the sum
specified in the following table for each episode of
such new and different series produced and
broadcast, provided that such writer shall be entitled
only to sixty percent (60%) of said amount for fifteen
(15) minute episodes, but shall be entitled to one
ARTICLE 15.B.14.g.
TELEVISION RERUNS & FOREIGN TELECASTS
OF TELEVISION MOTION PICTURES
180
hundred ninety percent (190%) of said amount for
sixty (60) minute episodes and two hundred fifty
percent (250%) of said amount for ninety (90) minute
or longer episodes. Said applicable amount shall be
paid in the same manner as provided in
subparagraph 2. of Article 16.B. with respect to
television series sequel rights and rerun payments
will be made in accordance with Article 15.B., the
"applicable minimum compensation" for such
purpose being said applicable amount.
For such characters in literary material written
hereunder by writer during
5/02/20 - 5/01/21
$2,259
5/02/21 - 5/01/22
2,315
5/02/22 - 5/01/23
2,367
The character payments provided by this
subparagraph (1)(a) shall not apply if any writer,
including the creator of the character, is entitled
under Article 16.B. to separation of rights in the new
and different serial or episodic series. However, if
separation of rights does exist in the new and
different serial or episodic series and the writer who
previously introduced the central character is not a
participant in such separated rights, said writer
alternatively shall be paid, with respect to each
episode of the new serial or series in which the
character appears, the lesser character payment
which now applies to a principal character used in
subsequent episodes of the same series in which it
is introduced.
(b) If the writer introduces a new character in the serial
or episodic series, and the characterization of such
character is fully developed and fully described in the
material written by the writer, and from such
development and description the character appears
to be unique and the principal creation of the writer,
and if the Company uses such character as the
central character with a continuing role in a new and
different serial- or episodic-type series produced
pursuant to Appendix B of this Basic Agreement, the
Company will pay to the writer the following amounts
ARTICLE 15.B.14.h.
TELEVISION RERUNS & FOREIGN TELECASTS
OF TELEVISION MOTION PICTURES
181
as a one-time payment for each episode of such new
and different series produced and broadcast:
Program Length
5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
15 minutes or less $1,324 $1,357 $1,388
30 minutes or less
(but more than 15) 2,646 2,712 2,773
60 minutes or less
(but more than 30) 3,971 4,070 4,162
90 minutes or longer 5,295 5,427 5,549
Said applicable amount shall satisfy all obligations of
the Company to such writer, and no additional sum
or sums shall be payable by reason of any use of
such episodes.
The character payments provided by this
subparagraph (1)(b) shall not apply if any writer,
including the creator of the character, is entitled
under Article 16.B. to separation of rights in the new
and different serial or episodic series. However, if
separation of rights does exist in the new and
different serial or episodic series produced pursuant
to Appendix B and if the writer who previously
introduced the central character is not a participant in
such separated rights, said writer alternatively shall
be paid, with respect to each episode of the new
serial or series in which the character appears, the
lesser character payment which now applies to a
principal character used in subsequent episodes of
the same series in which it is introduced.
(2) If a writer for an established episodic series creates a
principal character who is distinct and identifiable, and is
fully developed and fully described in the material written
by the writer, and from such development and description
the character appears to be unique and other than
generic and the principal creation of the writer, the
Company will pay such writer the sum specified in the
following table for each subsequent episode of such
series in which the character appears.
ARTICLE 15.B.14.h.
TELEVISION RERUNS & FOREIGN TELECASTS
OF TELEVISION MOTION PICTURES
182
For such characters in literary material written hereunder
by writer during
5/02/20 - 5/01/21
$642
5/02/21 - 5/01/22
658
5/02/22 - 5/01/23
673
Commencing with the 2005-2006 television season, the
foregoing payments shall be submitted to the Guild’s
Residuals Department no later than sixty (60) days
following the completion of principal photography of the
last episode of the season.
The character shall not be deemed unique, as required by
the foregoing, if the character is played by an actor who
plays himself or herself, or plays an established alter ego.
Company shall be liable for no more than four (4) such
payments (or no more than an amount equal to four (4)
such payments) for characters on any one (1) episode,
unit or program and the writer(s) of the pilot script for any
such series shall not be eligible for such payments at all
with respect to characters in such pilot script subsequently
used in episodes of the series.
Uses of a character in separate episodes of a multi-part
closed-end series shall not constitute the use of the
character in a new and different episode for the purposes
of this Agreement, if the writer who created the character
is a participating writer on the subsequent episode.
The character payments provided for by this
subparagraph (2) are not subject to rerun payments.
(3) Payments for use of a character which meets the criteria
of this Article 15.B.14.h., but which is introduced in a unit
of a unit series or a one-time free television program to
which separation of rights does not apply, shall also be
made as follows:
(a) If used as the central character with a continuing role
in a new and different serial or episodic series to
which separation of rights does not apply, the same
character payment as provided in the applicable
table in subparagraph (1) above; or
ARTICLE 15.B.14.h.
TELEVISION RERUNS & FOREIGN TELECASTS
OF TELEVISION MOTION PICTURES
183
(b) If used as a principal character in a new and different
unit of a unit series or in a new and different
one-time television program, to which separation of
rights does not apply, the same character payment
as provided in the table in subparagraph (2) above.
(3.1) Payments for use of a character which meets the criteria
of Article 15.B.14.h. but which is introduced in a unit of a
unit series or a one-time program produced pursuant to
Appendix B of this Basic Agreement, to which program or
series separation of rights does not apply, also shall be
made as follows:
(a) If used as the central character with a continuing role
in a new and different serial or episodic series
produced pursuant to Appendix B, to which
separation of rights does not apply, the same
character payment as provided in the table in
subparagraph (1)(b), above, or
(b) If used as a principal character in a new and different
unit of a unit series or in a new and different
one-time program produced pursuant to Appendix B
to which separation of rights does not apply, the
same character payment as provided in the table in
subparagraph (2) above.
(3.2) If a writer introduces a new character in a serial or
episodic series, and the characterization of such
character is fully developed and fully described in the
material written by the writer, and from such development
and description the character appears to be unique and
the principal creation of the writer, and if the Company
uses such character as a principal character in a
theatrical motion picture, the Company will make the
following one-time-only payment to such writer for each
theatrical motion picture in which such character is used:
5/02/20 - 5/01/21
$11,539
5/02/21 - 5/01/22
11,827
5/02/22 - 5/01/23
12,093
The character payments provided by this subparagraph
(3.2) shall not apply:
ARTICLE 15.B.14.h.
TELEVISION RERUNS & FOREIGN TELECASTS
OF TELEVISION MOTION PICTURES
184
(a) if the creator of the character is also the writer of the
screenplay containing such character; or
(b) if the creator of the character is entitled to separation
of rights under Article 16.B. in the serial or episodic
series from which the character was taken.
The foregoing payment shall be made within thirty (30)
days after release of such theatrical motion picture.
(4) A dispute between writers as to who created such a
character shall be determined by the Guild in accordance
with its credit arbitration proceedings.
(5) If the Company licenses or grants to any third party the
right to use such a new character in the manner described
in this subparagraph h., the Company will require such
third party to agree in writing to pay to the writer the
amounts hereinabove provided, and such undertaking by
the third party will relieve the Company of any obligations
to the writer in connection with such license or grant.
i. In the event that such a teleplay is used for a live television
broadcast, and no writer is employed to rewrite, adapt or revise
such teleplay for the live broadcast, the provisions of Article
13.B.7.o. shall apply.
j. In the event that a writer is employed to rewrite, adapt or revise
such material for a live television broadcast, and such rewritten,
adapted or revised material shall be used for a live television
broadcast, the provisions of Article 13.B.7.o. shall apply.
k. [Deleted.]
l. The writer of a teleplay based upon a story in the public domain
shall be entitled to payments under the foregoing provisions of
this subparagraph 14. if such teleplay is substantially used by
Company in any field or medium referred to in said provisions
and such public domain story was suggested by the writer in a
written proposal made to Company by the writer and the use in
question otherwise meets the conditions set forth in this
subparagraph 14. In addition:
(1) If such a teleplay is used for the production of a free
television motion picture which is the pilot of an episodic
series or serial which is an established series or serial by
virtue of being based upon such public domain story, the
writer thereof shall be entitled to a payment in the amount
ARTICLE 15.B.14.l.
TELEVISION RERUNS & FOREIGN TELECASTS
OF TELEVISION MOTION PICTURES
185
specified in the following table for each episode in such
series or serial which is thereafter produced and
broadcast substantially utilizing the writer's creative
treatment embodied in such teleplay; provided, however,
that said writer shall be entitled only to sixty percent (60%)
of said amount for fifteen (15) minute television motion
pictures, but shall be entitled to one hundred ninety
percent (190%) of said amount for sixty (60) minute
television motion pictures and two hundred fifty percent
(250%) of said amount for ninety (90) minute or longer
television motion pictures.
For such teleplay written hereunder by writer during
5/02/20 - 5/01/21
$2,259
5/02/21 - 5/01/22
2,315
5/02/22 - 5/01/23
2,367
Except as provided in subparagraphs 1. and 2. of this
Article 15.B., the applicable payment referred to in the
preceding sentence shall satisfy all obligations of the
Company to the writer, and no additional sum or sums
shall be payable by reason of any use of such episode; or
(2) If such teleplay is used for the production pursuant to
Appendix B of this Basic Agreement of a program which is
the pilot of an episodic series or serial which is an
established series or serial by virtue of being based upon
such public domain story, the writer thereof shall be
entitled to a one-time payment of the following for each
episode in such series or serial which is thereafter
produced pursuant to Appendix B and broadcast and
which substantially utilizes the writer's creative treatment
embodied in such teleplay:
ARTICLE 15.B.14.l.
TELEVISION RERUNS & FOREIGN TELECASTS
OF TELEVISION MOTION PICTURES
186
Program Length
5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
15 minutes or less $1,324 $1,357 $1,388
30 minutes or less
(but more than 15) 2,646 2,712 2,773
60 minutes or less
(but more than 30) 3,971 4,070 4,162
90 minutes or longer 5,295 5,427 5,549
The applicable payment referred to in the preceding
sentence shall satisfy all obligations of the Company to
the writer and no additional sum or sums shall be payable
by reason of any use of such episode.
Nothing in subparagraphs (1) or (2) above shall give to the writer
any rights to payment under this subparagraph 14. with respect
to any use by the Company of the public domain material itself
as distinct from the use of the writer's teleplay based thereon,
nor impair the Company's right to deal with such public domain
material freely without obligation to the writer or anyone. The
question of whether the writer suggested and furnished such
public domain story and the question of whether the Company
substantially used the writer's said creative treatment in
subsequent episodes or in another field or medium entitling the
writer to a payment hereunder shall be subject to the grievance
and arbitration provisions of Articles 10, 11, and 12 herein. A
decision under such procedures as provided in said Articles 10,
11, and 12 shall be binding upon the Company, the Guild and
the individual writer or writers involved. The only and maximum
remedy under such procedures shall be the applicable minimum
additional payment as provided in these subparagraphs (1) and
(2).
m. If the Company licenses or grants to any third party the
merchandising rights to such material (as described in Article 1),
Company will pay to writer an amount equal to five percent (5%)
of Company's net receipts (as net receipts are defined in
subparagraph g. of this subparagraph 14.) derived from such
merchandising rights. Comic books, magazine publications,
comic strips, cut-outs, and other activity books shall be deemed
to be included as merchandising rights.
ARTICLE 15.B.14.m.
TELEVISION RERUNS & FOREIGN TELECASTS
OF TELEVISION MOTION PICTURES
187
n. Notwithstanding any other provision of this Agreement, if the
writer
(1) first describes in literary material an object or thing which
is fully described in such literary material and by such
description appears to be unique and original; and/or,
(2) introduces a character and the characterization of such
character is fully developed and fully described in the
material written by the writer and from such development
and description the character appears to be unique and
the principal creation of the writer,
and an interactive program is based upon such object, thing or
character, the writer will be paid as provided in Article 64.
o.
14
Company shall give notice to Guild on completion of
arrangement for uses under this subparagraph 14.
15. Radio Simulcasts
When a television motion picture to which the provisions of this Basic
Agreement apply is simulcast via radio, the Company shall pay the
credited writer or writers aggregate compensation of one and two-
tenths percent (1.2%) of the Company’s accountable receipts, as that
term is defined in Article 51.C., derived from licensing the right to
radio simulcast the television motion picture.
16. Basic Cable
a. and b. (See Appendix C, page 559.)
c. [Inserted as unnumbered paragraph immediately preceding
Article 1, DEFINITIONS.]
17. Company shall notify the Guild in writing of any English language
change(s) made by the Company in the title(s) of episode(s) and/or
series of which reruns are shown on the network, in syndication or in
foreign markets. Company will deliver such written notice to the Guild
not later than thirty (30) days after Company changes the title(s).
14
The text of subparagraph o. in this Agreement was contained in subparagraph n. in the 1988 MBA, as
modified by the 1992 Extension Agreement, and in predecessor Basic Agreements.
ARTICLE 15.B.14.n.
TELEVISION RERUNS & FOREIGN TELECASTS
OF TELEVISION MOTION PICTURES
188
ARTICLE 16 - SEPARATION OF RIGHTS
A. THEATRICAL
1. Definitions
For the purpose of this Section A., Theatrical, the following terms or
words used herein shall have the following meanings:
a. The term "dramatic rights" means the right of presentation in
dramatic form on the speaking stage with living actors
appearing and performing in the immediate presence of an
audience, without any recordation, transmission or broadcast
thereof intended for or permitting concurrent or future aural, or
visual and aural, reception or reproduction at places away from
the auditorium or other place of performance.
b. The term "publication rights" includes the right of publication
in all writing forms and all writing media, excluding only comic
books, comic strips and newspaper comics.
The provisions of this paragraph shall apply only to material
subject to this Basic Agreement and acquired after the effective
date hereof under contracts subject to and entered into after the
effective date of this Basic Agreement.
c. The term "sequel," as used with reference to a particular motion
picture, means a new theatrical motion picture in which the
principal characters of the first theatrical motion picture
participate in an entirely new and different story.
d. The term "assigned material" means all material in writing or
any other fixed form, of every nature that the Company has
furnished the writer (or to which the Company has directed the
writer) upon which material the Company intends the story (or
story and screenplay) to be based or from which it is to be, in
whole or in part, adapted. The term "assigned material" may
include public domain material or a character or characters
proposed for use in the story (or story and screenplay).
ARTICLE 16.A.1.d.
SEPARATION OF RIGHTS
THEATRICAL
189
2. Initial Qualification
The Company agrees that if a writer, while in the employ of the
Company, writes an original story (or original story and screenplay),
including a complete and developed plot and character development,
he/she shall be initially qualified for separation of rights hereunder. A
writer shall be deemed to have written a complete and developed
plot and character development if he/she does so himself/herself or if
the product of the work of such writer and writers previously (but after
June 13, 1960) employed hereunder together constitute such a
complete and developed plot and character development. Company
also agrees that if it purchases from a professional writer such a
story (or story and screenplay) written by such person, such person
shall be initially qualified for separation of rights hereunder. If at the
time of the transfer of rights to the material so purchased there is in
existence a valid agreement for the publication or dramatic
production of such material, then, for the purpose of this Article
16.A., such material shall be deemed to have been published or
exploited.
With respect to a writer employed by the Company, if there is
assigned material then:
a. If the employment agreement (or written assignment delivered
by the Company to the writer, in the case of a term contract,
week-to-week contract, or multiple picture type employment)
designates as the assigned material upon which the motion
picture is to be based, or from which it is to be adapted, a story
contained in a book, magazine, screenplay, play or other
dramatic composition, treatment or story in any other form, then
the writer, or any other writer working thereon, shall not be
qualified for separation of rights unless:
(1) With the knowledge and prior or subsequent consent of
the Company the writer departed from the story
contained in such assigned material and created an
original story (or original story and screenplay) of the
nature first described in this subparagraph 2., to the
extent that there is no longer any substantial similarity
between such story written by the writer and such story
contained in the assigned material; or
(2) The assigned material designated in the employment
agreement or written assignment was not actually
ARTICLE 16.A.2.a.
SEPARATION OF RIGHTS
THEATRICAL
190
available to the writer, and the writer creates a story (or
story and screenplay) of the nature first described in this
subparagraph 2.
If the writer makes either of such contentions and the Company
and writer cannot agree thereon, either the writer or the
Company may submit the issue to arbitration and if it is
determined by arbitration that the facts were as described in
subparagraphs (1) or (2) above, then such writer shall be initially
qualified for separation of rights hereunder.
b. If a character or characters furnished by the Company is
intended by the Company to be a principal character in the
motion picture, and if such character was taken from material of
any nature theretofore published or exploited in any manner or
by any medium, and if such character is used in the screenplay
as a principal character, then the writer shall not be qualified for
separation of rights hereunder. If, however, any such character
furnished by the Company as aforesaid was a minor character
in previously published or otherwise exploited material, and with
the prior or subsequent consent of the Company was converted
by the writer into a principal character in the story (or story and
screenplay) of the nature above described in this subparagraph
2., written by the writer, and if no minor character as furnished
by the Company (as distinguished from such character or
characters as developed by the writer) constitutes a substantial
contribution to the final screenplay, and if no principal character
furnished by the Company remains a principal character in the
motion picture, then such writer shall be initially qualified for
separation of rights hereunder. If such character or characters
furnished by the Company were not taken from material
theretofore published or exploited in any manner or by any
medium, and if the writer were otherwise qualified for separation
of rights hereunder, the writer shall not be deprived of such
separation of rights, unless such character or characters
furnished by the Company constitute a substantial contribution
to the final screenplay, in which latter event such writer shall not
be qualified for separation of rights hereunder.
3. Final Qualification
If it is determined, in the manner provided in Theatrical Schedule A
attached hereto, that the writer of the story (or story and screenplay),
initially qualified for separation of rights as above provided, is entitled
ARTICLE 16.A.3.
SEPARATION OF RIGHTS
THEATRICAL
191
to receive "Story by" or "Written by" or "Screen Story by" credit,
he/she shall be entitled to separation of rights in the following areas:
a. Publication Rights. Publication rights throughout the world in
the "separable material," as hereinafter defined, shall be
licensed exclusively to the writer on a royalty-free basis both for
the original term of copyright and for any extensions and
renewals thereof, without the necessity for the execution by the
Company of any further instrument, except as expressly
provided below and subject to the provisions of subparagraph
7.e. and 10. hereof and to the following:
(1) No publication rights may be exercised by the writer prior
to the expiration of three (3) years from the date of the
employment contract (or the date of the assignment of
the writer in the case of a term contract, week-to-week
contract or multiple picture type employment) or three (3)
years from the date of acquisition in case the material is
purchased, or prior to the expiration of six (6) months
following the general release of the motion picture,
whichever is earlier. However, if principal photography of
the motion picture commences during the third year of
the period specified above, then no publication rights
may be exercised by the writer prior to the expiration of
six (6) months following the general release of the motion
picture or one (1) year following commencement of
principal photography, whichever shall first occur.
Notwithstanding the foregoing provisions of this
subparagraph (1), the time restrictions on the exercise by
the writer of hardcover publication rights shall not extend
beyond the commencement of the general release of the
motion picture.
(2) The Company shall be entitled to and shall own the
exclusive right to make, publish and copyright or cause to
be made, published and copyrighted in the name of the
Company or its nominee, serially or otherwise, in any and
all languages and throughout the world, synopses,
summaries, resumes, adaptations, stories and
fictionalized versions of and excerpts from any
screenplay or photoplay, in any form and in any
publication media (with or without illustrations) for the
purpose of advertising, publicity or exploitation, of the
motion picture based on such material, provided that any
single photo-novel publication may not exceed 5,000
ARTICLE 16.A.3.
SEPARATION OF RIGHTS
THEATRICAL
192
words in length or 7,500 words in length for any other
single publication.
(3) If a Company desires to publish, or cause to be
published, a "paperback" type of novelization for the
purpose of publicizing or exploiting such motion picture,
the Company shall have the right to do so (and without
being subject to any limitation on the number of words) if
it follows either of the following procedures:
(a) Regular Procedure
(i) Publication shall not take place earlier than
six (6) months prior to the initial scheduled
release date of the motion picture. The
Company shall give written notice to the
Guild and to the writer(s) entitled to
separation of rights, specifying Company's
desire for such publication and the names of
at least three (3) publishers (not more than
one (1) of which may be affiliated with
Company) who are acceptable to the
Company.
(ii) The Company may also submit to such
writer(s) a proposed arrangement for
publication which may include the right to
publish, novelization by any person, and the
use of the "art work" referred to below ("a
package proposal").
(iii) If the qualifying "Story by," "Screen Story by"
or "Written by" credit is shared by more than
one (1) writer, said writers shall determine
which writer shall have the right to negotiate
with the publisher for the right to publish and
for the services of one (1) of said writers for
novelization. If the writers cannot reach
agreement, the Guild will determine which of
such writers shall have the right to negotiate
the right to publish and which of such writers
is to write the novelization.
ARTICLE 16.A.3.a.
SEPARATION OF RIGHTS
THEATRICAL
193
(iv) In any event, the Company shall be notified
by the Guild within ten (10) days of the
Company's giving notice of the name of the
writer(s) who shall negotiate (the "negotiating
writer") and the name of the writer(s) who will
write the novelization. If the negotiating
writer(s) approves the package proposal,
publication may proceed on that basis.
(v) In the event that an agreement reached by
the negotiating writer(s) shall result in a deal
for both rights and services, two-thirds (b) of
all monies payable shall be for the right to
publish and one-third (a) shall be for
services.
(vi) A publication agreement entered into by the
negotiating writer(s) shall provide that the
Company shall control the time of publication
and the time and locale of release. The
Company shall retain the exclusive right to
arrange for and to keep, as its sole property,
payment for any legends, advertising
material, stills and any other elements
furnished by the Company (hereinafter "art
work"), but not title and logo.
(vii) The publisher selected by the writer shall
have the right to use the title and logo (but
not including the likeness of characters
except as provided below) of the motion
picture for use in connection with or on the
novelization and the Company shall be paid
for such use twenty-five percent (25%) of the
monies paid for publication rights. Except as
provided in the preceding sentence, all
payments for the right to publish shall be
made to and retained by the writer(s). The
publisher shall have the right, in connection
with or on the novelization, to use the
likeness of a character or characters
appearing in the motion picture only when all
of the following conditions are present: (A)
such likeness is an inextricable part of the
logo; (B) the Company has the right to
ARTICLE 16.A.3.a.
SEPARATION OF RIGHTS
THEATRICAL
194
authorize such use; and (C) no additional
payments will be required of Company as a
result of such use.
(viii) If the Guild does not give the notice referred
to in subparagraph (iv) above within the
aforementioned ten (10) day period, or if the
writer(s) does not elect to write the
novelization or if the writer does not
consummate a publication agreement with a
publisher within thirty (30) days after the
notice referred to in subparagraph (a)(i)
above, then the Company shall have the
right, on such terms as it may elect, to cause
the novelization to be published by such
publisher as it may elect. If the
compensation to be paid the person writing
such novelization exceeds that offered by a
publishing company for the services of a
writer(s) with separated rights who was
selected to write such novelization pursuant
to this subparagraph, then such writer will be
given an opportunity to write the novelization
for such increased compensation.
(ix) Copyright in any novelization written pursuant
to this subparagraph (3) shall be taken and
remain in the name of the Company or its
nominee.
(b) Expedited Procedure
(i) The Company may request the Guild at any
time to specify the "negotiating writer" and
the writer(s) who will write the novelization. If
at the time of the Company's request the
credits are not determined and there has
been more than one (1) participating writer,
the Guild will expeditiously determine the
writer entitled to "preliminary separation of
rights" in accordance with the provisions of
Theatrical Schedule A.
ARTICLE 16.A.3.a.
SEPARATION OF RIGHTS
THEATRICAL
195
If at the time of the Company's request there
is only one (1) participating writer, then such
writer will be named by the Guild as the
negotiating writer and the writer who will write
the novelization.
(ii) The negotiating writer will have the right to
negotiate with the publisher(s) named by the
Company for publication of the novelization.
If the Company names only a publisher which
is an affiliate or subsidiary of the Company,
such publisher will promptly make a proposal
to the writer for the publication of the
novelization. The writer will have a period of
thirty (30) days to negotiate with another
publisher of commensurate status in the
publishing industry. If writer obtains a better
proposal from the other publisher, he/she will
offer it to the Company-named publisher on a
first refusal basis. If the Company-named
publisher does not meet the terms within five
(5) business days, the writer may proceed
with a publication agreement with the other
publisher.
(iii) If the negotiating writer enters into a
publication agreement and thereafter the
Guild determines that any other writer has an
interest in the separation of rights, the
negotiating writer shall be required to share
the proceeds of such publication in such
proportion as determined by the Guild and all
the participating writers shall be bound by the
Guild's determination.
(iv) If the negotiating writer does not enter into a
publication agreement within the thirty (30)
day period, the Company may cause the
novelization to be published and the
payments which would be due the
negotiating writer will be paid to the Guild for
the account of the writer or writers ultimately
determined by the Guild to be entitled to
separated rights.
ARTICLE 16.A.3.a.
SEPARATION OF RIGHTS
THEATRICAL
196
(v) At Company's election, the publication may
take place earlier than six (6) months prior to
the initial scheduled release date of the
motion picture; provided, however, that such
publication must be for the purpose of
publicizing or exploiting the motion picture
and, provided further, that principal
photography of the motion picture must be
commenced prior to the actual publication
date.
If Company elects the expedited procedure in
subparagraph (b) above, and the negotiating writer
enters into a publication agreement pursuant thereto, in
all other respects the provisions of the regular procedure
in subparagraph (a) above shall apply, including
Company's sole control of licensing of the "art work,"
except for title and logo.
If the negotiating writer does not enter into the
publication agreement within the applicable
aforementioned period, the Company will nevertheless
pay or cause to be paid to the writer, if any, entitled to
separation of rights, a $3,500.00 advance against an
amount equal to thirty-five percent (35%) of the
Company's adjusted gross receipts from the publisher
with respect to such publication. Adjusted gross receipts
are the total receipts received by the Company from the
publisher with respect to such publication less only (A)
the actual monies paid for the writing of such novelization
(but for the purpose hereof, deduction of such monies
shall not be greater than an amount reasonably in
accordance with customary amounts paid by the
established publishing companies for the paperback
novelization of motion picture screenplays), and (B) the
sum of $7,000.00 which shall be deemed to be, for this
purpose only, the cost of the art work. The term
"novelization," as used in the preceding sentence, means
a novelization which is based upon the separable
material and utilizing the separable material in a manner
which would constitute a copyright infringement of such
separable material of the writer if the writer were the sole
copyright owner thereof. At the request of Company, in
case of conflict between the time periods delineated
hereinabove and the release schedule of the picture, the
ARTICLE 16.A.3.a.
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197
Guild will give reasonable waivers to reduce the
applicable period for negotiation by the negotiating writer.
(4) If the writer exercises any of the publication rights, and
on each occasion that the writer exercises the publication
rights licensed to him/her hereunder, copyright in the
published work shall be taken and remain in the name of
the Company or its nominee; writer shall cause the
publisher to comply with all necessary copyright
formalities; and the Company shall have, and is hereby
granted all rights of every nature in and to the published
work, including the right to extend or renew the copyright,
except for such rights, if any, as may have been
expressly reserved by the writer under and pursuant to
his/her employment agreement or in the agreement for
the purchase of unpublished and unexploited material
from a Guild member, and excepting also the publication
rights and dramatic rights therein, to the extent that
publication and dramatic rights are licensed to and
permitted to be used by the writer under all the terms and
provisions of this Article 16.A. If the writer arranges for
the publication of a novel or short story, as permitted
hereunder, all royalties and other monies received by
such writer under the publication agreement between the
publisher and the writer shall be the sole property of the
writer.
(5) If the writer exercises any publication rights licensed
him/her hereunder, the writer shall have the right to make
his/her own arrangements for publication of the novel or
short story, as permitted hereunder, and shall have
exclusive control of all matters relating to such
publication, except as expressly provided in
subparagraph (4) above and this subparagraph (5) in
connection with such exercise. As soon as practical after
the writer has the same, but in any event within a
reasonable period prior to the publication thereof, the
writer will submit to the Company a copy or proof of the
work in the form in which it is to be published together
with a reasonably detailed statement of the manner in
which the publication will be made. The writer will not
use the title of the motion picture as the title of his/her
published work without the prior written consent of the
Company; and if the Company requests the writer to use
the title of the motion picture as the title of his/her
ARTICLE 16.A.3.a.
SEPARATION OF RIGHTS
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198
published work, the writer agrees to do so. If, prior to the
release of the motion picture by the Company, it is
determined that the writer is entitled to separation of
rights in the manner hereinafter provided and, if, prior to
such release, the writer exercises any publication rights
licensed hereunder, the Company may, but shall not be
required to, use the title of the published work or any
translation or adaptation thereof as the title of the motion
picture.
(6) The term "publication rights," for purposes of this
Article 16.A. only, includes the right to publish a script in
whole or in substantial part. The Company and,
subsequent to the time periods set forth in Article
16.A.3.a.(1), the writer, each shall have the
non-exclusive right to publish less than a substantial
portion or portions of a script.
b. Dramatic Rights.
(1) If the Company or its licensee has commenced active
development, as defined in subparagraph (8) below, of a
bona fide dramatic stage production intended to exploit
the dramatic rights in the story, screenplay or motion
picture within three (3) years following the general
release of the motion picture, but the Company or its
licensee fails to stage a bona fide dramatic production
within five (5) years following the general release of the
motion picture, or
(2) if the Company or its licensee does not exploit or cause
to be exploited, as defined in subparagraph (1) above,
such dramatic rights at any time prior to three (3) years
following the general release of the motion picture, or
(3) if the Company does not commence the principal
photography of the motion picture within five (5) years
(plus the aggregate of periods, not to exceed six (6)
months, that commencement of photography is
postponed by "force majeure" type contingencies
occurring within the last six (6) months of the five (5) year
period) following the date of the employment contract (or
the date of the written assignment in the case of a term
contract, week-to-week contract or multiple picture type
ARTICLE 16.A.3.b.
SEPARATION OF RIGHTS
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199
employment) or the date of acquisition if the material is
purchased,
then, in any of such events, the Company shall lose its rights to
exploit the dramatic rights and, thereafter, the dramatic rights
throughout the world in the separable material shall be licensed
exclusively to the writer on a royalty-free basis both for the
original term of copyright and any extension or renewals thereof
without the necessity for the execution by the Company of any
further instrument, except as expressly provided below and
subject to the provisions of subparagraph 7.e. hereof and to the
following:
(4) If the writer exercises the dramatic rights licensed to
him/her hereunder, the Company shall be the copyright
proprietor of the dramatic work and, if the dramatic work
is registered for statutory copyright, copyright therein
shall be taken and remain in the name of the Company
or its nominee. Whether or not writer registers the
dramatic work for statutory copyright, the Company shall
acquire all rights of every nature in and to the dramatic
work, including the right to extend and renew the
copyright, except for such rights, if any, as may have
been expressly reserved by the writer under and
pursuant to his/her employment agreement or in the
agreement for the purchase of unpublished and
unexploited material from a Guild member and except for
the publication rights and dramatic rights therein (but only
to the extent that such publication rights and dramatic
rights are licensed to and permitted to be used by the
writer under all of the terms and provisions of this Article
16.A.) and except for such musical compositions
interpolated in the dramatic work (but not contained in
whole or in part in the story, screenplay, or motion picture
nor acquired in whole or in part from the Company),
which neither contributes to nor forms a part of the story
line of the dramatic work. With respect to the musical
compositions in which the Company acquires rights
under the preceding sentence, nothing contained in such
sentence shall be construed to grant to Company any
rights in any such musical compositions which are
greater than the maximum rights therein at any time
acquired or controlled by the writer.
ARTICLE 16.A.3.b.
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200
(5) If the Company, within the period above mentioned,
exploits the dramatic rights, the Company will pay or
cause to be paid to the writer sums equal to fifty percent
(50%) of the minimum amounts payable to an "Author"
under the terms of the Minimum Basic Production
Contract recommended by the Dramatists Guild of the
Authors League of America, Inc., in effect upon the
commencement of the dramatic performance, unless the
writer is the "Author" of the dramatic work, in which case
the writer shall only be entitled to the minimum amounts
payable pursuant to such Minimum Basic Production
Contract in effect when the writing services as such
"Author" of the dramatic work are performed. Subject to
the provisions hereinafter contained in this subparagraph
(5), "minimum amounts," as used in this subparagraph
(5), means and includes only the minimum percentages
of gross box office receipts payable to an "Author" by a
"Producer" under such Minimum Basic Production
Contract for a non-musical play or a musical play, as the
case may be. The payments to be made under this
subparagraph (5) to the writer shall be made when, as
and if percentages of gross box office receipts are paid
to the "Author" by the "Producer" under such Minimum
Basic Production Contract, or would otherwise be
payable to such "Author," as aforesaid, except by reason
of the deferment thereof because of prepayment against
such percentages. For purposes of this subparagraph
(5), there shall not be offset against the minimum
percentages of such gross box office receipts otherwise
payable to such "Author" by such "Producer" under such
Minimum Basic Production Contract payments set forth
in "THIRD (a)" or "FOURTH (a)" of the Minimum Basic
Production Contract now in effect (or comparable
payments set forth in any Minimum Basic Production
Contract hereafter in effect) which such "Producer" may
have made thereunder to such "Author," nor shall any
percentages of any such payments be payable
hereunder to the writer. When, under such Minimum
Basic Production Contract, the "Producer" elects to pay
to the "Author" (as an alternative to the payment of the
percentage of the gross weekly box office receipts)
monies under "THIRD (c)(i)" or "THIRD (d)(i)" of such
Minimum Basic Production Contract for non-musical
plays now in effect or under "THIRD (c)(i)" of such
Minimum Basic Production Contract for musicals now in
ARTICLE 16.A.3.b.
SEPARATION OF RIGHTS
THEATRICAL
201
effect, or elects to make comparable alternative
payments under any Minimum Basic Production Contract
hereafter in effect, then, for purposes of this
subparagraph (5), "minimum amounts" shall mean and
include only such alternative payments at the minimum
rates therefor set forth in such Minimum Basic
Production Contract to the extent that such alternative
payments are made thereunder in lieu of such
percentage of the gross weekly box office receipts. In
the case of a musical play for which the person who has
written the book therefor has not also written the music
and lyrics, such "minimum amounts" means and includes
only a fraction of such minimum percentages of such
gross box office receipts or such alternative payments at
such minimum rates therefor, as the case may be. Such
fraction shall be the same as the fraction of gross box
office receipts or alternative payments, as the case may
be, to which the person who has written such book is
entitled under such person's agreement with such one
(1) or more persons who has or have written the music
and lyrics for such musical play.
(6) If the writer exercises the dramatic rights licensed to
him/her hereunder, he/she will, prior to the first
performance of the dramatic work, submit to the
Company a copy thereof, and the writer will not, without
the consent of the Company, use the title of the motion
picture or the story or screenplay, as the case may be, as
the title of the dramatic work. If the Company requests
the writer to do so, the writer agrees to use the title of the
motion picture as the title of the dramatic work. If, prior
to the release of the motion picture by the Company, it is
determined that the writer is entitled to separation of
rights in the manner hereinafter provided and, if, prior to
such release, the writer exercises any dramatic rights
licensed hereunder, the Company may, but shall not be
required to, use the title of the dramatic work or any
translation or adaptation thereof as the title of the motion
picture.
(7) If the writer shall exploit the dramatic rights licensed to
him/her hereunder, and shall require financing from any
source, the writer shall first offer the Company the
opportunity to provide such financing by a written notice
to the Company, setting forth in detail the terms and
ARTICLE 16.A.3.b.
SEPARATION OF RIGHTS
THEATRICAL
202
conditions upon which the writer proposes to obtain such
financing. Within thirty (30) days after receipt of such
notice, the Company may notify the writer that it elects to
provide all or any part of such required financing upon
the terms set forth in the writer's notice. If, within such
period, the Company notifies the writer that it does not
elect to provide such financing, or fails within the thirty
(30) day period to respond to the writer's notice, then the
writer may obtain the required financing elsewhere, but
the writer agrees that he/she will not offer to any lender
or investor terms or conditions more favorable in any
respect to such lender or investor than those set forth in
writer's notice to the Company, without again notifying
the Company of such more favorable terms or
conditions, and permitting the Company a period of thirty
(30) days within which to accept or reject the writer's
proposal in the manner above provided. The provisions
of this subparagraph shall apply in each instance in
which the writer makes any change in any term or
condition of his/her financing offer more favorable to the
lender or investor than those set forth in the writer's last
notice to the Company.
(8) The Company shall be deemed to have commenced
“active development” of a bona fide dramatic stage
production for purposes of this Article 16.A.3.b. if the
Company or its licensee has expended significant
financial resources to mount such a production.
Examples of significant financial expenditures are:
(a) a writer has been engaged to write the book or
score for the dramatic stage production;
(b) a production designer or design team has been
engaged, or is in active preparation, for the
dramatic stage production; or
(c) a director has been engaged for the dramatic
stage production.
If the Company or its licensee later ceases to actively
develop the material for a bona fide dramatic stage
production, it shall notify the Guild and the writer
promptly in writing that the material is no longer in active
development for a stage production.
ARTICLE 16.A.3.b.
SEPARATION OF RIGHTS
THEATRICAL
203
c. With respect to a screenplay sold or licensed to Company by a
professional writer (as defined in Article 1.B.1.b.) to which
separation of rights applies, the Company shall offer the first
writer the opportunity to perform the first rewrite services at not
less than the applicable minimum compensation for a rewrite.
(If such writer is unable to perform such services or waives
his/her right, the Company may engage another writer.) If the
writer performs the rewrite and Company thereafter
contemplates replacing the original writer, a senior production
executive who has read the material shall discuss with the writer
the Company's view and give the writer a reasonable
opportunity to discuss continuing to perform services on the
project.
In addition, the Company shall offer such writer the opportunity
to perform one (1) additional set of revisions, if any are required
by the Company, because of a changed or new element (e.g.,
director or principal performer) assigned to the development or
production of the writer's screenplay. The Company's obligation
to make such an offer shall exist for a period of three (3) years
after delivery of the writer's first or final set of revisions,
whichever occurs later. However, this obligation does not arise
if the Company engaged another writer to make revisions to the
screenplay before the first changed or new element was
assigned to the project. If the first writer is unable to perform
such services or waives his/her right, the Company may engage
another writer.
With respect to a screenplay written under employment by a
writer who has separation of rights therein, if the Company
contemplates replacing such writer, a senior production
executive who has read the material shall discuss with the writer
the Company's view and give the writer a reasonable
opportunity to discuss continuing to perform services on the
project.
Disputes as to whether Company has complied with the
discussion requirements in the first and/or third unnumbered
paragraphs of this subparagraph c. may be submitted to the
"Hot Line" dispute resolution procedure in Article 48.
d. With respect to an option of a screenplay written by a
professional writer (as defined in Article 1.B.1.b.) to which
separation of rights applies, the writer of the optioned material
shall be entitled, during the option period, to perform the first
ARTICLE 16.A.3.c.
SEPARATION OF RIGHTS
THEATRICAL
204
rewrite of such material, unless such writer is unavailable or
waives this requirement in writing in a separate document or in
the writer's deal letter/memorandum. If such writer performs
such rewrite, the provisions of Article 16.A.3.c. shall be deemed
satisfied.
e. The Producer or a creative executive will consult with the writer
regarding each set of revisions requested of the writer by the
Company.
4. Separable Material
Separable material, in which a writer or writers entitled thereto shall
have separation of rights hereunder, refers to those portions or
elements of the story (or story and screenplay) which are the original
creation of such writer or writers. Separable material shall not
include any assigned material or source material, and nothing herein
contained shall be interpreted or construed as granting to the writer
any rights of any nature in or to such material. The writer agrees that
he/she will not make, or permit to be made, any use of any separable
material that would infringe upon the copyright (either common law or
statutory) or any other rights of the copyright proprietor or other
proprietor of any literary, dramatic or musical material. With respect
to public domain material incorporated in the writer's story (or story
and screenplay), nothing herein contained shall impair the
Company's right to use or deal in or with such material at any time, in
any manner or to any extent, without the necessity for the writer's
consent, and without any obligation to the writer. A writer who writes
or contributes to the writing of a screenplay based upon or adapted
from an original story created by another person, which person is
entitled to separation of rights hereunder, and which writer would
otherwise be entitled hereunder to separation of rights in such story
and screenplay had he/she written such story, shall not be entitled to
any separation of rights, but, under such circumstances, such other
person who has created such story shall have the same rights in
such story and screenplay as though such screenplay were
originated and created by him/her. The writer employed to rewrite or
polish a screenplay written by another person shall not have any
separation of rights hereunder, and material originated or created by
such writer shall be separable material available to the writer entitled
to separation of rights with respect to such screenplay.
Only if the writer is employed, subject to this Agreement, to write a
story and such writer becomes entitled to separation of rights
hereunder, then if a person other than such writer is employed
ARTICLE 16.A.4.
SEPARATION OF RIGHTS
THEATRICAL
205
subject to this Agreement to write a screenplay based on such story,
the Guild shall have the right to determine the screenplay writer's
proportionate participation, if any, in the distribution of the proceeds
or payments, if any, from the separated rights provided for in this
Article, including sequel payments (as distinguished from any
compensation for additional services to be rendered). However,
such distribution shall not entitle such screenplay writer to any
separation of rights. Provided the Company has complied with the
relevant provisions of this Basic Agreement relating to such
payments, payments made by Company to a writer in reliance on
such a determination made by the Guild shall be deemed to have
been made to the writer entitled thereto, insofar as the Company is
concerned and, as to such payments, Company shall have no liability
to any other writer under this provision. The Guild shall notify the
Company in writing of any rules, standards or formula utilized by the
Guild in determining participation, if any, in the distribution of such
proceeds, and also shall advise the Company in writing of the
screenplay writer's proportionate participation, if any, in such
distribution of such proceeds. Neither the contracts with the writers
nor the names of the writers shall be disclosed to the Guild
Arbitration Committee, if any, making such determination.
5. Sequel and Interactive Payments
a. Notwithstanding the fact that the writer is entitled to separation
of rights hereunder, he/she shall have no sequel rights in or to
the motion picture or the separable material; however, on each
occasion that the Company produces a theatrical motion picture
which is a sequel to a theatrical motion picture as to which a
writer has been granted separation of rights hereunder, the
Company will pay to the writer an amount equal to twenty-five
percent (25%) of the fixed compensation paid to the writer
under employment for his/her writing services in the writing of
the story (or story and screenplay) involved or of the fixed
payment initially made to such writer at the time of acquisition.
For such purposes, the compensation of a term contract writer
will be apportioned in accordance with the Company's normal
accounting procedure, but in no event shall the payment made
to any term writer on account of the production of a motion
picture sequel exceed the sum of $20,000.00.
b. If the writer is entitled to separation of rights under this Article
and if the separable material contained a character or
characters which are used as the basis for a television series or
a one-time television program produced primarily for broadcast
ARTICLE 16.A.4.
SEPARATION OF RIGHTS
THEATRICAL
206
over "free" television, the Company will pay to the writer an
amount equal to applicable sequel payments as provided in
Article 16.B.2.a. or b. for each episode of such television series
or the one-time television program so produced and broadcast,
either live or by film. All of the foregoing is subject to the
following conditions:
(1) If the writer's contract provides for any television royalties
and residuals or any payment based on profits or any
other revenue derived from the television series or
one-time television program, the payments to be made
under this subparagraph 5.b. can be recouped from or
offset against such payments based on such royalties,
residuals, profits or other revenue.
(2) Rerun payments shall be payable under this
subparagraph b. only as to separable material acquired
by Company from a writer pursuant to an agreement with
Company entered into on or after December 13, 1966.
Such rerun payments shall be equal in amount to those
applicable payments specified in Article 15.B.1.b.(4).
(3) As to any television series or one-time television program
for which a television sequel payment is otherwise
payable to a writer under the Basic Agreement, or any
other collective bargaining agreement to which this Basic
Agreement is a successor, no payment shall be payable
under this subparagraph 5.b.
(4) If more than one (1) writer is entitled to payment under
this subparagraph 5.b. with respect to the television
series or one-time television program involved, then all
such writers shall be considered as a unit and shall share
equally in such payment.
(5) The provisions of this subparagraph 5.b. shall apply only
to material subject to this Basic Agreement and acquired
after the effective date hereof under contracts subject to
and entered into after the effective date of this Basic
Agreement.
c. If the writer is entitled to separation of rights under this Article
and if the separable material contained a character or
characters which are used as the basis for a program produced
pursuant to Appendix B of this Basic Agreement (other than a
ARTICLE 16.A.5.c.
SEPARATION OF RIGHTS
THEATRICAL
207
program made principally for the videodisc/videocassette
market as described below), the Company will pay to the writer
a one-time payment for each program so produced and
broadcast as follows:
Program Length in Minutes
5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
15 minutes or less $1,324 $1,357 $1,388
30 minutes or less, but more than 15 2,646 2,712 2,773
60 minutes or less, but more than 30 3,971 4,070 4,162
90 minutes or longer 5,295 5,427 5,549
If the writer is entitled to separation of rights under this Article
and if the separable material contained a character or
characters which are used as the basis for a 60-minute or
longer program made principally for the videodisc/videocassette
market, the Company will pay to the writer a one-time payment
of $12,003 for each program so produced and distributed.
All of the foregoing is subject to the following conditions:
(1) If the writer's contract provides for any royalties or
residuals or any payment based on profits or any other
revenue derived from such Appendix B program, the
payments to be made under this subparagraph 5.c. can
be recouped from or offset against such payments based
on such royalties, residuals, profits or other revenue.
(2) As to any such Appendix B program for which a sequel
payment is otherwise payable to a writer pursuant to this
Agreement or its successor, no payment shall be payable
under this subparagraph 5.c.
(3) If more than one writer is entitled to payment under this
subparagraph 5.c. with respect to the Appendix B
program involved, then all such writers shall be
considered as a unit and shall share equally in such
payment.
(4) The provisions of this subparagraph 5.c. shall apply only
to material subject to this Basic Agreement and acquired
ARTICLE 16.A.5.c.
SEPARATION OF RIGHTS
THEATRICAL
208
after the effective date hereof under contracts subject to
and entered into after the effective date of this Basic
Agreement.
d. Notwithstanding the fact that the writer is entitled to separation
of rights hereunder, he/she shall have no interactive rights in or
to the motion picture or the separable material; however, on
each occasion that the Company produces an interactive
program based upon the theatrical motion picture as to which a
writer has been granted separation of rights hereunder, the
Company will pay the writer as provided in Article 64.
6. Arbitration
a. If the writer who receives "Story by" or "Written by" or "Screen
Story by" credit pursuant to Theatrical Schedule A hereof shall
contend that he/she is qualified for separation of rights under
one (1) of the exceptions stated in subparagraphs 2.a. and b. of
this Article 16.A., the Guild shall, within ninety (90) days after
the determination of "Story by" or "Written by" or "Screen Story
by" credit pursuant to such Schedule A hereof, serve written
notice of such writer's contention on the Company together with
a list of the credits as finally determined. If the Guild fails to
give timely notice of any such writer's contention as set forth
above, the Guild and such writer shall be deemed to have
waived any and all claims with respect to separation of rights in
the material which was the subject of such credit determination.
Company may dispute such contention by giving the Guild
written notice to such effect no later than twenty (20) days after
the actual receipt by Company of the notice referred to in the
preceding sentence. Company's notice shall be accompanied
by a copy of the assigned material and shall set forth in
reasonable detail the basis of Company's contention. If
Company does not so timely dispute such contention, then the
writer shall be conclusively deemed to have separation of rights
in the separable material as defined in subparagraph 4. of this
Article 16.A. If the Company does so timely dispute such
contention, the Guild may, within sixty (60) days thereafter, give
written notice to Company that it disputes Company's contention
(setting forth the basis of its position in reasonable detail) or
institute arbitration proceedings for the settlement of the dispute
under the provisions of Articles 10, 11 and 12 hereof.
If the Guild fails to so notify the Company or to institute
arbitration proceedings within the periods above mentioned,
ARTICLE 16.A.6.a.
SEPARATION OF RIGHTS
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209
such writer shall be deemed to have waived, and shall not be
entitled to, any separation of rights with respect to the story (or
story and screenplay) involved; provided, however, that if there
is such an arbitration proceeding, as above provided, involving a
situation in which more than one (1) writer receives credit as
aforesaid, and if, in such arbitration proceedings, it is
determined that a writer is entitled to separation of rights under
this Article 16.A., the provisions of subparagraph 7.b. below
shall be applicable and no writer who is to be regarded as a
tenant in common thereunder shall be deemed to have made
any waiver under this sentence. If the writer and the Company
agree, in writing, that the writer is entitled to separation of rights,
then the writer shall be entitled to such separation of rights, as
so agreed upon, subject to the provisions of subparagraph 7.b.
below. Any action or waiver by the Guild under this provision
shall also bind the writer or writers involved. These provisions
shall apply only where the screen credits are determined on or
after June 16, 1970.
b. If, prior to the commencement of principal photography of any
motion picture and prior to the determination of credits as
provided in subparagraph 3. hereof, a writer shall contend that
he/she is the author of separable material and would, at the
time such contention is made, be entitled to exercise publication
or dramatic rights, but for the fact that there has been no
determination of credits, such writer may obtain a determination
that he/she is entitled to separation of rights by following the
procedure set forth in this subparagraph 6.b. The writer shall
notify the Company in writing of his/her contention and, in such
written notice, the writer shall designate the particular right or
rights intended to be exercised and shall further set forth, in
reasonable detail, a description of those portions or elements of
the story (or story and screenplay) claimed to be separable
material pursuant to the provisions of this Article 16.A. If the
writer and the Company are unable to agree thereon within ten
(10) days after receipt by the Company of the aforesaid notice
from the writer, then the writer may, within seven (7) days after
the expiration of said ten (10) day period, institute arbitration
proceedings for the settlement of the dispute under the
provisions of Articles 10, 11 and 12 hereof.
If the writer institutes such arbitration proceedings, the issue to
be determined by arbitration shall be whether the material
designated in writer's notice is separable material and whether
the writer is entitled to separation of rights therein. The
ARTICLE 16.A.6.a.
SEPARATION OF RIGHTS
THEATRICAL
210
arbitrator shall be guided in such determination by the
provisions of this Article 16.A. and the standards set forth in
Theatrical Schedule A hereof for the proper use of the credits
"Written by," "Story by" and "Screen Story by." If the motion
picture is thereafter produced, such determination in arbitration
shall not affect any determination of credits made pursuant to
the provisions of such Schedule A attached hereto. After such
an arbitration is instituted and upon request of the Guild,
Company shall furnish or make available to the Guild the names
of all participating writers and the material contributed by such
participating writers in connection with the story or story and
screenplay in issue.
A determination, by agreement or arbitration under the
provisions of this subparagraph 6.b., that any writer or writers
are entitled to separation of rights with respect to any material
shall be binding upon all other writers theretofore contributing to
the writing of such material, and such determination shall
supersede the provisions of the first paragraph of subparagraph
3. and subparagraph 7.b. hereof with respect to material, but
such determination shall not affect the rights, if any, under the
provisions of subparagraphs 3. and 7.b. hereof, of any other
writer subsequently contributing to the writing of such material.
c. If, at any time, Company desires to determine whether any
person (hereinafter at times referred to as the "claimant") claims
separation of rights hereunder, Company may, by written notice
to the claimant, request from such person a statement as to
whether or not such claimant claims such separation of rights in
respect of a designated story (or story and screenplay). If
Company sends such a written notice to the claimant, then
Company shall also send a copy of such notice to the Guild.
Within twenty (20) days after receipt by the Guild of such notice,
such claimant and the Guild shall each notify the Company in
writing either that it is the position of such claimant and the
Guild, respectively, that such claimant is not entitled to
separation of rights or that it is the position of such claimant and
the Guild, respectively, that such claimant is entitled to
separation of rights, in which latter case claimant or the Guild
shall further set forth, in such detail as is reasonably possible, a
description of those portions or elements of the story (or story
and screenplay) claimed to be separable material pursuant to
the provisions of this Article 16.A. Such claimant shall be
deemed to have waived, and shall not be entitled to any
separation of rights with respect to the story (or story and
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screenplay) involved, if any one of the following occurs:
(1) If both such claimant and the Guild notify the Company in
writing that such claimant is not entitled to separation of
rights; or
(2) If the Guild notifies the Company in writing that such
claimant is not entitled to separation of rights and such
claimant does not, within such twenty (20) day period
after receipt of such notice by the Guild from Company,
serve written notice on the Company that such claimant
is entitled to separation of rights, which notice contains
the above-mentioned descriptions; or
(3) If, within such twenty (20) day period, neither the Guild
nor such claimant serves such written notice upon the
Company that such claimant is entitled to separation of
rights, which notice contains the above-mentioned
description.
If separation of rights has not been waived as aforesaid, then at
any time after the Company has made such request, but no
later than twenty (20) days after the Company receives such
notice claiming separation of rights as aforesaid from such
claimant or the Guild, whichever is last received, the Company
may institute arbitration proceedings under the provisions of
Articles 10, 11 and 12 hereof for the determination of whether,
and the extent to which, such claimant is entitled to separation
of rights. If the Company institutes such arbitration proceedings
and if such claimant does not, within five (5) days after the
receipt of written notice from the Company of the name of the
arbitrator, who shall be selected by mutual agreement within
three (3) business days or, if no mutual agreement is reached
within such time, through use of the striking procedures within
two (2) business days thereafter, serve written notice on the
Company that such claimant claims separation of rights and
setting forth in such notice, in such detail as is reasonably
possible, a description of those portions or elements of the story
(or story and screenplay) claimed to be separable material
pursuant to the provisions of this Article 16.A., such claimant
shall be deemed to have waived, and shall not be entitled to any
separation of rights with respect to the story (or story and
screenplay) involved. If at the time of such submission to
arbitration there has been no determination of credits as
provided in subparagraph 3. above, then the issue to be
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determined by arbitration shall be, and with the same effect, as
set forth in subparagraph 6.b. above. The Company may make
any request under this subparagraph 6.c. or institute arbitration
proceedings under this subparagraph 6.c. against one (1) or
more persons either at the same time or at different times, as
Company may from time to time determine. If separation of
rights has not been waived as aforesaid, the contents of any
notice served or sent under this subparagraph 6.c. by the
Company, the Guild or such claimant, shall not preclude any
party to such arbitration proceeding from raising therein any
matter relevant to such determination of separation of rights.
d. No grievance under Articles 10, 11 and 12 hereof shall be
required either as a condition precedent to any arbitration
proceedings under this subparagraph 6. or otherwise under this
subparagraph 6.
7. Miscellaneous
a. Acquisition of Rights by Company. If at any time prior to the
disposition or exploitation by the writer of publication or dramatic
rights in separable material, as permitted herein, and either
before or after the Company has acquired or employed the
writer to write such material, Company shall wish to acquire
either or both of such rights, it shall so notify the writer and the
Guild. The Guild agrees that within fourteen (14) days after
such notice, a paid negotiator, whose fees and expenses shall
be paid by the Guild, shall meet with the Company for the
purpose of negotiating a purchase price for the rights sought to
be acquired by the Company. It is agreed that the negotiator
will promptly thereafter quote a price at which the desired rights
may be acquired by the Company. Company shall have the
right to acquire the rights in question for the quoted price within
thirty (30) days after Company receives such quotation. If the
Company shall fail to purchase the rights in question at the price
quoted by such negotiator, the writer may thereafter sell such
rights to any other person, firm or corporation at any price;
provided that, if the Company has acquired, or employed the
writer to write, such material, the writer shall first give the
Company fourteen (14) days written notice thereof, within which
time Company may acquire such rights at such price as has
been offered to writer in good faith by such other person, firm or
corporation. If a negotiator is not made available within the
fourteen (14) day period first above mentioned, the Company
may negotiate directly with the writer or his representatives.
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b. More Than One Writer. If two (2) or more writers collaborate in
or separately contribute to the writing of a story (or story and
screenplay) which satisfies the requirements for separation of
rights under the provisions of subparagraph 2. hereof, and it is
determined that such writers are entitled to share a credit
specified in subparagraph 3. hereof, then all such writers shall
be regarded as equal tenants in common in the rights herein
granted with respect to the separable material, and the
separable material written by each of such writers shall be
included in the separable material so owned in common by all of
such writers.
c. Application to Contracts. If any employment contract, or any
contract for the acquisition of literary material, was entered into
prior to the date of the commencement of the term of this Basic
Agreement, then the writer or writers that were parties to any
such contract shall not be entitled to any separation of rights
under the provisions of this Article 16.A.
d. Execution of Instruments. The Company and the writer will,
upon request of the other, duly execute, acknowledge and
deliver to the other any and all assignments or other
instruments which may be reasonably necessary or desirable to
effectuate the intent and purposes of this Basic Agreement or to
evidence and establish the rights herein agreed to be licensed
or granted; provided that such obligation on the part of the
Company shall be deemed satisfied if any such assignment or
other instrument is in the form of a license by the Company to
the writer without warranties.
e. Successors and Assigns. The provisions of this Article 16.A.
shall be binding upon and shall inure to the benefit of the
successors, assigns, heirs, executors, administrators and legal
representatives of the Company and the writers entitled to
separation of rights hereunder. The writer will not cause, allow
or sanction any publication or dramatization of the separable
material, or any part thereof, or any arrangement, translation or
revision thereof to be made in any part of the world or in any
language without first granting to, reserving or securing for the
Company, without further consideration, all of the rights,
licenses and privileges reserved to the Company pursuant to
subparagraphs 3.a.(2), (3), (4) and (5) or subparagraphs 3.b.(1),
(3) and (4). In any grants, assignments or licenses hereafter
made or entered into by writer concerning the separable
material, the writer will expressly except and reserve such rights
ARTICLE 16.A.7.b.
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to the Company. The writer will deliver to the Company an
executed copy of any such grant, assignment or license
promptly following the execution thereof.
f. Notices. All notices which the Company is required or may
desire to serve upon a writer, a claimant, or the Guild, under the
provisions of this Article 16.A., shall be addressed to such
writer, claimant or the Guild, at the Guild's office in either Los
Angeles, California or New York, New York; all notices which a
writer, a claimant or the Guild is required or may desire to serve
upon the Company under the provisions of this Article 16.A.
shall be addressed to the Company at its headquarters for the
production of theatrical films in California, as provided in the last
paragraph of Article 41 or, if the Company has no such
headquarters in California, at the address it has designated for
service of process pursuant to Article 41. Such notices may be
served by registered mail or telegram. Any notice so mailed,
postage prepaid, shall be conclusively deemed to have been
received on the second day following deposit if posted within
the State of California, or on the fifth day following such deposit
if posted from a place outside the State of California but within
the continental United States, or on the tenth day following such
deposit if posted from a place outside the continental United
States. Any notice delivered to a telegraph office, toll prepaid,
shall be conclusively deemed to have been received upon the
day following such delivery. Notwithstanding the foregoing,
there shall be no presumption of receipt during the period of any
strike or work stoppage in the United States mail system.
8. Writer's Right to Reacquire Literary Material
The provisions of this subparagraph 8. apply only to literary material
(i) which is original, i.e., not based on any pre-existing material, and
(ii) which has not been exploited in any medium.
a. With respect to literary material acquired by Company subject to
the terms of the 1970 or 1973 WGA agreement, if the writer
who has written the same desires to purchase Company's right,
title and interest therein, the Guild, on behalf of such writer, may
notify Company in writing of such desire. Within ninety (90)
days following receipt of such written notice, Company shall
notify the Guild of the terms and conditions, including the price
at which it will sell its right, title and interest in such literary
material; provided, however, that Company may instead notify
the Guild that the literary material does not meet one or more of
ARTICLE 16.A.8.a.
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the conditions precedent specified in the first sentence of this
subparagraph 8. or that the literary material is in active
development at the time of the Company's notification to the
Guild. If the Company proceeds in accordance with the
foregoing proviso and the Guild disputes the factual basis upon
which the Company relies for so proceeding, such dispute shall
be subject to the grievance and arbitration provisions of this
Agreement. However, the Company's decision regarding the
terms and conditions of the sale shall not be subject to
challenge by the Guild or by the writer on any grounds
whatsoever whether in arbitration or otherwise.
The purchase price designated by Company shall not be in
excess of the total direct costs previously incurred by Company
in relation only to such literary material, including payments for
the acquisition of the literary material and for writing services
connected therewith (including writing services in relation to
treatments and screenplays based thereon), and fringe benefit
costs in relation thereto, such as pension and health f und
payments and social security payments, but exclusive of
overhead and exclusive of costs of any other kind (e.g., costs
relating to proposed production other than writing costs).
Within thirty (30) days following notice from the Company of the
terms and conditions on which it will sell its right, title and
interest in such literary material, including the purchase price,
the Guild, on behalf of the writer, may serve written notice of
acceptance of such terms and conditions and, immediately
following service of such notice, the parties shall proceed to
close the transaction. Failure to effect such purchase in
accordance with the procedure specified by the foregoing
provisions shall result in the forfeiture of writer's right to
purchase such material. At any time before receipt of notice of
acceptance of the terms and conditions of sale, Company may
dispose of such literary material or of any rights therein or with
respect thereto or may itself commence active development of
such material and, in either such event, the writer shall no
longer have the right to acquire Company's right, title or interest
in such material.
b. In addition to the foregoing, but with respect only to literary
material acquired by a Company on and after March 2, 1977 but
prior to March 2, 1981, the writer may reacquire such literary
material in accordance with the procedures set forth below if
production of a theatrical or television motion picture based on
ARTICLE 16.A.8.a.
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the literary material has not commenced upon expiration of the
following applicable time period:
(1) If, during the five (5) year period after (a) the Company's
purchase or license of the literary material (if written by a
professional writer), or (b) completion of the writer's
services rendered in connection with the literary material,
the Company has not had additional writing services
rendered thereon or otherwise actively developed the
literary material, and if, further, upon expiration of said
five (5) year period, the Company is not engaged in
negotiations for the sale or license of the literary material
to a third party, then upon expiration of said five (5) year
period; or
(2) If, upon expiration of the five (5) year period referred to in
subparagraph (1) above, the Company is engaged in
negotiations for the sale or license of the literary material
to a third party, but has not also had additional writing
services rendered thereon or otherwise actively
developed the literary material, and if said negotiations
do not result in a sale or license thereof, then upon the
conclusion of said negotiations; or
(3) If neither subparagraph (1) or (2) above applies, then
upon expiration of the seven (7) year period after (a) the
Company's purchase or license of the literary material (if
written by a professional writer), or (b) completion of the
writer's services rendered in connection with the literary
material.
If the writer does reacquire such literary material, such
reacquisition is subject to all existing commitments, such as
security interests, participations, options, turnaround rights,
employment rights, etc.
At any time during the two (2) year period immediately following
expiration of the applicable time period set forth above, the
Guild may give the written notice provided in the first sentence
of subparagraph 8.a. (hereafter "Guild's notice") and, within
ninety (90) days thereafter, Company shall give the written
notice provided in the second sentence of subparagraph 8.a.
(hereafter "Company's notice"), stating the terms and conditions
on which it will sell its right, title and interest in such literary
material, including the purchase price. Upon the giving of
ARTICLE 16.A.8.b.
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217
Company's notice, the literary property shall be deemed literary
material which the Company has decided it will not exploit in
any medium in the future. The purchase price designated by
Company shall not be in excess of the total direct costs
previously incurred by Company in relation only to such literary
material as set forth in the second paragraph of subparagraph
8.a. above. Within one hundred twenty (120) days of the giving
of the Company's notice (during which period the Company
shall not exploit, produce, sell or dispose of said material to any
third person), the Guild, on behalf of the writer, may serve
written notice of acceptance of such terms and conditions and,
immediately following service of such notice, the parties shall
proceed to close the transaction. Failure to effect such
purchase in accordance with the procedure specified by the
foregoing provisions by the end of such two (2) year period (i.e.,
the years commencing after the expiration of the applicable time
period set forth above) shall result in the forfeiture of writer's
right to purchase such material any time thereafter under any
provision of this subparagraph 8. Within said two (2) year
period, the Guild, on behalf of the writer, may repeat the Guild's
notice one (1) or more times. All of the procedures and rights
above described with respect to the first giving of the Guild's
notice shall apply to the first such repeat notice. All of said
procedures and rights shall also apply to the second and any
subsequent repeat notices except that the Company shall not
exploit, produce, sell or dispose of said material to any third
person during any period between the giving of the Guild's
second (or subsequent) repeat notice and the expiration of one
hundred twenty (120) days following the giving of the
Company's respective notice.
Furthermore, if Company had previously granted some other
person or company the right or option to acquire such material
or any rights therein, the writer of such literary material shall not
have the right to purchase the same so long as such other right
remains outstanding. In the event that more than one (1) writer
is involved in the writing of such literary material, the Guild shall
have the sole responsibility to determine which of such writers
has the right to purchase as provided herein and all interested
writers shall be bound by the decision of the Guild.
ARTICLE 16.A.8.b.
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218
c. In addition to the foregoing, but with respect only to literary
material acquired by Company on or after March 2, 1981 but
prior to March 8, 1988, the writer may reacquire such literary
material on the terms set forth below upon expiration of the five
(5) year period following the later of (i) the Company's purchase
or license of the covered literary material, or (ii) completion of
the writer's services rendered in connection with the literary
material. The writer may reacquire such literary material
pursuant to this paragraph only if it is not in active development
at the time that the procedures for reacquiring the literary
material are instituted.
Examples of active development for the purpose of this
paragraph are:
(1) Employment of a writer to rewrite the literary material;
(2) Employment of a director, major actor or other key
above-the-line element on a pay-or-play basis for a
motion picture based upon the literary material;
(3) A production designer, production manager or other
supervisor is in active preparation for the production of
the motion picture;
(4) A unit production manager or other person is engaged to
prepare a budget for the motion picture; or
(5) Production has commenced upon a theatrical or
television motion picture based on the literary material.
If the writer does reacquire such literary material, such
reacquisition is subject to all existing commitments, such as
security interests, participations, options, turnaround rights,
employment rights, etc.
Furthermore, if Company had previously granted some other
person or company the right or option to acquire such material
or any rights therein, the writer of such literary material shall not
have the right to purchase the same so long as such other right
remains outstanding. In the event that more than one (1) writer
is involved in the writing of such literary material, the Guild shall
have the sole responsibility to determine which of such writers
has the right to purchase as provided herein and all interested
ARTICLE 16.A.8.c.
SEPARATION OF RIGHTS
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219
writers shall be bound by the decision of the Guild.
The writer shall reacquire the literary material pursuant to the
foregoing paragraphs upon payment to the Company of all
compensation actually paid by the Company to the writer for
services in connection with the literary material, or for the
purchase or license of the literary material in the case of a
professional writer. The writer shall obligate the acquiring
company to reimburse the Company for any other direct cost
previously incurred by the Company in relation to such literary
material (as described in the second paragraph of
subparagraph 8.a.) out of the first revenue after production
costs have been recovered. The document by which the writer
reacquires the literary material shall contain a provision setting
forth the obligations referred to in the preceding sentence.
d. Reacquisition under the 1988 Basic Agreement, the 1992
Extension Agreement, the 1995 Basic Agreement, the 1998
Basic Agreement, the 2001 Basic Agreement, the 2004
Basic Agreement, the 2008 Basic Agreement, the 2011
Basic Agreement, the 2014 Basic Agreement, the 2017
Basic Agreement, and the 2020 Basic Agreement.
With respect only to literary material acquired by Company on
or after August 8, 1988, the writer may reacquire such literary
material pursuant to the terms set forth below upon expiration of
the five (5) year period following the later of (i) the Company's
purchase or license of the covered literary material, or (ii)
completion of the writer's services rendered in connection with
the literary material, if such literary material is not in active
development. Examples of active development for the purpose
of this paragraph are included in subparagraph c. above. If the
writer does reacquire such literary material, such reacquisition is
subject to existing commitments, such as security interests,
participations, turnaround rights and employment rights.
(1) Procedures for Reacquisition
(a) At any time during the two (2) year period
immediately following expiration of the Company's
five (5) year period within which to actively
develop the material, the writer may notify the
Company in writing of the writer's intent to
reacquire the material. With respect only to
ARTICLE 16.A.8.c.
SEPARATION OF RIGHTS
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220
literary material written on or after May 2, 2001,
the writer’s two (2) year period to reacquire the
material shall commence upon written notice from
the writer to the Company of the writer’s intent to
reacquire. Such notice may be given at any time
during the five (5) years immediately following the
expiration of the Company's five (5) year period
within which to actively develop the material. The
writer shall include in such notice the address(es)
where further correspondence and notices relating
to reacquisition of the material shall be sent.
(b) If the material is not in active development at the
time Company receives writer's notice of intent to
reacquire, then, within sixty (60) days following
receipt of such notice, Company shall have the
right to place the material into active development.
However, during such sixty (60) day period, the
material will be deemed to be placed into active
development only if, during such period, Company
employs a writer to rewrite the literary material or
Company employs a director or major actor on a
pay-or-play basis for a motion picture based upon
the literary material.
(c) Within sixty (60) days following receipt of writer's
notice of intent to reacquire, Company shall give
the writer and the Guild written notice of the terms
and conditions (which shall not include a so-called
"changed elements" clause, i.e., a right of first
and/or last refusal or provisions which have the
same effect) upon which it will sell its right, title
and interest in the literary material, and the price
of the material as set forth in this subparagraph d.,
and the encumbrances and/or commitments, if
any (such as security interests, participations,
employment rights, future options and/or future
turnaround rights) that were attached to the
literary material at the time the Company received
the writer's notice of intent to reacquire the literary
material.
ARTICLE 16.A.8.d.
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221
(d) In the alternative, the Company may notify the
writer and the Guild that the literary material does
not meet one or more of the conditions precedent
specified in the first sentence of this subparagraph
8. or that the literary material is in active
development at the time of the Company's
notification to the writer or that the literary material
has been sold or is under option or is in
turnaround to a third party. If the Company
advises the writer that the literary material has
been sold to a third party, the Company shall
include in its written notice the identity of the third
party and the date of such sale. If the Company
advises the writer that the literary material is in
active development, or is under option, or is in
turnaround, at the time of the Company's
notification to the writer, the two (2) year period for
reacquisition, or any time remaining on it, shall be
tolled during the period of such active
development, option or turnaround and until the
writer receives notice from the Company that the
script is no longer in active development, or under
option or in turnaround. In such event, the
Company shall include in its written notice the
expiration date of any option or turnaround right.
Should any such option or turnaround right be
exercised by a third party, the Company shall
promptly notify the writer and the Guild.
(e) In the event the literary material is in active
development at the time of the Company's receipt
of the writer's notice of intent to reacquire and the
Company later ceases to actively develop the
material, and/or if the Company places the
material into active development within the sixty
(60) day period following writer's notice of intent to
reacquire the material, and the Company later
ceases to actively develop the material, Company
shall notify the writer and the Guild promptly in
writing that the material is no longer in active
development. If, within thirty (30) days after
receipt of such written notice from the Company,
the writer advises the Company in writing that
he/she desires to reacquire the material in
ARTICLE 16.A.8.d.
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222
accordance with his/her earlier notice, then the
Company shall give the writer and the Guild the
written notice of the terms and conditions,
purchase price, encumbrances and/or
commitments as described above within sixty (60)
days after receipt of the writer's most recent notice
to reacquire. In such event, Company shall have
no right to place the material into active
development during this latter sixty (60) day
period, or thereafter during the writer's period for
reacquisition. If the writer provides written notice
of intent to reacquire more than thirty (30) days
after writer's receipt of Company's notice that
active development of the material has ceased,
then the procedures contained within the first four
subparagraphs of this "Procedures for
Reacquisition" section shall apply for the
remainder of the writer's period for reacquisition.
(f) If the Company proceeds in accordance with
subparagraph (d) of this "Procedures for
Reacquisition" section and the Guild or the writer
disputes the factual basis upon which the
Company relies for so proceeding, such dispute
shall be subject to the grievance and arbitration
provisions of Articles 10, 11 and 12 of this
Agreement. However, the Company's decision
regarding the terms and conditions of the sale, as
distinguished from the purchase price, shall not be
subject to challenge by the Guild or the writer on
any grounds whatsoever, whether in arbitration or
otherwise. Notwithstanding the preceding
sentence, disputes as to whether the terms and
conditions of the reacquisition sale conform to the
express provisions of this Article 16.A.8.d. shall be
subject to the grievance and arbitration provisions
of Articles 10, 11 and 12 of this Agreement.
(g) The writer shall reacquire such literary material if
writer tenders the purchase price within six (6)
months after writer's receipt of the Company's
notice. The Company shall not further encumber
the literary material during such six (6) month
ARTICLE 16.A.8.d.
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223
period by entering into new agreements or
commitments, such as options, turnarounds,
security interests, participations and employment
rights, or actively develop or sell the literary
material. In the event the writer fails to make the
payment within such six (6) month period, the
writer may reinstitute the procedure for
reacquisition at any time within the time remaining
in the two (2) year period referred to above, it
being understood that such procedures need only
be commenced, and not completed, within the two
(2) year period.
(2) Rights and Procedures for Reacquisition of Material
That Has Been Sold or Optioned
If the Company sells or options the literary material prior
to the expiration of the writer's period to reacquire such
material from the Company, then such writer's rights to
reacquire shall be extended on the following basis and
the Company, the writer and the buyer, as applicable,
shall be subject to the following procedures in regard
thereto:
(a) If the Company sells the literary material to
another person or company, it shall obligate the
acquiring person or company (hereinafter referred
to as "the buyer") in a written agreement to comply
with the provisions of this subparagraph 8.d. Said
written agreement shall further obligate the
buyer(s) in subsequent sales transactions to
comply with the provisions of this subparagraph
8.d. The buyer(s) shall have five (5) years from
the date of its/their agreement with the Company
for such sale to place the material into active
development (as described in subparagraph 8.c.
above). The writer shall have the right to
reacquire the literary material from the buyer upon
the expiration of such five (5) year period in
accordance with the procedures set forth in this
subparagraph 8.d.
ARTICLE 16.A.8.d.
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224
(b) If the literary material or any rights therein are
placed under option or into turnaround during the
period when the Company may actively develop
the material, the Company's active development
period shall be tolled while such material is under
option or in turnaround or for eighteen (18)
months, whichever is shorter. Only the first such
option or turnaround granted by the Company
shall toll the Company's active development
period.
(c) If an option is exercised, the buyer shall have five
(5) years from the effective date of the option
agreement to put the literary material into active
development (as described in subparagraph 8.c.
above). Thereafter, the writer shall have the right
to reacquire the literary material from the buyer in
accordance with the procedures set forth in this
subparagraph 8.d.
(d) If an option is not exercised and the Company's
period of active development, as provided in this
subparagraph 8.d., has ended, and the writer's
notice of intent to reacquire was received during
the time the literary material was under option, the
writer may, without further notice to Company,
reacquire such material in accordance with the
provisions of this subparagraph 8.d. In such
event, Company will be deemed to have received
the writer's notice of reacquisition on the date of
expiration of the option period, irrespective of the
date it was actually received.
(3) Payment
(a) The writer shall reacquire the literary material
pursuant to this subparagraph 8.d. upon payment
to the Company (or the buyer, if applicable) of all
compensation actually paid by the Company (or
the buyer, if applicable) to the writer for services in
connection with the literary material and/or for the
purchase or license of the literary material from
the writer or Company. It is understood that the
ARTICLE 16.A.8.d.
SEPARATION OF RIGHTS
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225
purchase price, as set forth in the preceding
sentence, is the sole monetary consideration due
from the writer to the Company to reacquire the
literary material. In no event will the writer be
obligated to pay more than the amount specified
in the first sentence of this subparagraph (3)(a)
(e.g., in the form of profit participations to the
Company).
(b) If the writer reacquires the literary material from
the Company (or buyer, if applicable) and the
writer thereafter sells or licenses the literary
material to a third party, the writer shall obligate
such third party to reimburse the Company (or
buyer, if applicable), upon the commencement of
principal photography, for any other direct cost
previously incurred by the Company (or buyer, if
applicable) in relation to such literary material (as
described in the second paragraph of
subparagraph 8.a.) plus interest thereon. The
document by which the writer reacquires the
literary material shall contain a provision setting
forth the obligations referred to in the preceding
sentence.
(4) Procedure if More Than One Writer Desires to
Reacquire the Literary Material
In the event that more than one writer is involved in the
writing of such literary material, the Guild shall have the
sole responsibility to determine which of such writers has
the right to purchase as provided herein and all
interested writers shall be bound by the decision of the
Guild.
(5) Special Notice and Receipt Provisions Applicable to
Reacquisition
All notices which the Company is required or may desire
to serve upon a writer pursuant to the provisions of this
Article 16.A.8.d. shall be addressed to such writer at the
address(es) specified by the writer in his or her first
notice to the Company, as provided in subparagraph (a)
ARTICLE 16.A.8.d.
SEPARATION OF RIGHTS
THEATRICAL
226
under "Procedures for Reacquisition" above. Company
shall direct correspondence and notices hereunder to the
writer at such address(es), notwithstanding any contrary
provisions for the giving of notice in the writer's deal
memorandum or personal service agreement and, by so
doing, shall be deemed to have fulfilled the notice
requirements hereunder, as provided herein,
notwithstanding any contrary notice provisions in the
writer's deal memorandum or personal service
agreement. The writer may, by notice to the Company,
amend such address(es) and, after receipt of an
amendment, the Company shall use such amended
address(es) for purposes of this Article 16.A.8.d.
All notices which the Company is required or may desire
to serve upon the Guild pursuant to the provisions of this
Article 16.A.8.d. shall be addressed to the Guild, either at
its principal office in Los Angeles County, California, or
New York, New York.
All notices which a writer or the Guild is required or may
desire to serve upon the Company (or the buyer(s))
pursuant to the provisions of this Article 16.A.8.d. shall
be addressed to the Company at its headquarters for the
production of motion pictures in California or to the buyer
at its headquarters in Los Angeles County or to such
other address provided by the buyer to the writer and the
Guild.
Such notices may be served by registered mail or
telegram. Any notice so mailed, postage prepaid, shall
be conclusively deemed to have been received (a) on the
fifth day following deposit if mailed within the State of
California to an addressee within the State of California;
or (b) on the tenth day following such deposit in the
continental United States if mailed to an addressee in a
state within the continental United States different from
the state of deposit; or (c) on the twentieth day following
deposit if mailed in the continental United States to an
addressee outside of the continental United States or if
mailed outside of the continental United States to an
addressee within the continental United States. Any
notice delivered to a telegraph office, toll prepaid, shall
ARTICLE 16.A.8.d.
SEPARATION OF RIGHTS
THEATRICAL
227
be conclusively deemed to have been received upon the
day following such delivery. Notwithstanding the
foregoing, there shall be no presumption of receipt by
mail during the period of any strike or work stoppage in
the United States mail system.
For purposes of the foregoing, time computations relating
to notices to or from the writer shall be determined by the
address of the writer, not the Guild, regardless of the fact
that the Guild may be required to be copied on notices to
the writer and that the Guild may be copied on notices
given by the writer.
e. The following shall apply to original literary material which is
optioned by the Company from a professional writer on or after
May 2, 2020. The writer of the optioned literary material may
reacquire revisions of such material, pursuant to the terms and
conditions set forth in Article 16.A.8.d. above, within a two (2)
year period commencing upon written notice from the writer to
the Company of the writer’s intent to reacquire. Such notice
may be given not earlier than one (1) year after the date of
expiration of the option and no later than six (6) years after the
date of the expiration of the option.
f. It is understood that when a writer reacquires rights in literary
material as provided in this Article 16.A.8., and at such time as
the writer sells or licenses the literary material to a third party
and obligates such third party to reimburse the Company (or
buyer, if applicable), upon commencement of principal
photography, for the direct costs, as described in Article
16.A.8.d.(3)(b), Company shall not be further liable to the Guild
or any writer for the keeping of any records or for the payment
of additional compensation, or for compliance with credit
obligations under the MBA. Upon such sale or purchase, the
Guild agrees instead to look exclusively to the third party
purchaser or licensee for the keeping of such records, payment
and compliance with credit obligations. The foregoing
supersedes any other agreement with Company to the contrary,
including but not limited to any Letter of Adherence. This
provision shall not release the Company from any obligation
related to an encumbrance or commitment the Company has
failed to disclose to the writer and the Guild pursuant to Article
16.A.8.d.(1)(c).
ARTICLE 16.A.8.d.
SEPARATION OF RIGHTS
THEATRICAL
228
9. Hot Line Dispute Resolution
In disputes concerning separation of rights under Article 16, the
WGA or the Company may elect to initiate the Hot Line Dispute
Resolution procedure under Article 48.E., but shall not be required to
do so unless the provisions of Article 16 otherwise specifically
obligate the parties to do so. If the WGA or the Company elects to
initiate the Hot Line procedure, the WGA (or the Company) will not
be precluded from filing a grievance or arbitration claim if use of the
Hot Line procedure does not resolve the dispute within seven (7)
days after the initial contact with the other party's designated
representative.
10. Publication Fee
The Company shall have the right to publish the screenplay on
videodiscs/videocassettes, and to make the screenplay available on
any new media platform now known or hereafter developed to
accompany the theatrical motion picture when it is made available for
exhibition on such new media platform, whether or not the writer(s) of
a theatrical motion picture qualifies for separated rights. A one-time
fee of $12,500 shall be paid in the aggregate to the credited writer(s)
of the motion picture as compensation for such exploitation right
(“Publication Fee”). The Publication Fee shall be due whether or not
the Company chooses to exploit such right.
Such Publication Fee shall be paid through the Guild’s Residual
Department within thirty (30) days after (but not before) the final
determination of writing credit on the motion picture. The Publication
Fee may not be prepaid nor may it be offset or credited against any
other compensation.
The payment of the Publication Fee and any exercise of this right as
described above shall not otherwise affect the writer’s publication
rights under this Article 16.
The foregoing provisions of this subparagraph 10. are applicable to
any theatrical motion picture, whether written under this Agreement
or a prior MBA, provided that the credits for such theatrical motion
picture are determined on or after May 2, 2001. If the writer was paid
the Publication Fee pursuant to the 2001 MBA or any subsequent
MBA, the Company shall have the right at any time hereafter to make
the screenplay available on any new media platform now known or
ARTICLE 16.A.10.
SEPARATION OF RIGHTS
THEATRICAL
229
hereafter developed, without payment of any additional
compensation, to accompany the theatrical motion picture when it is
made available for exhibition on such new media platform.
B. TELEVISION
1. General Qualifications
a. Company agrees that separation of rights as provided in
subparagraphs 2. and 3. inclusive of this Article 16.B. shall be
accorded to the writer of a format, story, or story and teleplay for
any television motion picture (other than one of an established
serial or episodic series) provided that the terms of this
Agreement relating to rights in material apply to such format,
story or story and teleplay as provided in Article 2 hereof. If, at
the time of the transfer of rights to the material so purchased,
there is in existence a valid agreement for the publication or
dramatic production of such material, then, for the purpose of
this Article 16.B., such material shall be deemed to have been
published or exploited. It is agreed as to an established serial
or episodic series the Company shall own all of the rights in the
material of any nature or description whatsoever including, but
not limited to, the right to use the same in any field or medium
whatever without obligation to the writer except as provided in
subparagraph 14. of Article 15.B. with respect to additional
payments to be made for specific uses. The Guild shall
determine which of the writers (considered as a single entity)
shall have separation of rights or the proportion in which each
shall share in such separation of rights. In that regard, the Guild
shall establish a set of rules for the determination of the
separation of rights as between such writers. The Company is
to be supplied with a copy of such rules. Neither the contracts
with the writers nor the names of the writers shall be disclosed
to the Guild Arbitration Committee.
b. A writer who contributes to the writing of a teleplay based upon
or adapted from a story or format created and written by another
person shall not have any separation of rights and shall retain
no interest of any character whatsoever in the teleplay. If such
a teleplay be based upon a story in the public domain, or upon
a story owned by the Company, the Company shall own all
rights in the material of every nature and description
whatsoever, and the writer shall retain no interest of any
ARTICLE 16.A.10.
SEPARATION OF RIGHTS
TELEVISION
230
character in such material; provided, however, that if such
teleplay is based upon a story in the public domain which was
suggested and furnished by the writer of such teleplay, then:
(1) if such teleplay was written for a television motion picture of
an established serial or episodic series, the writer shall be
entitled to the payments referred to in subparagraph l. of Article
15.B.14.; or (2) if such teleplay was written for a television
motion picture (other than one of an established serial or
episodic series) and such teleplay otherwise meets the
conditions set forth in said subparagraph l., the writer thereof
shall be entitled to the payments referred to in said
subparagraph l. in the same manner as if said television motion
picture were one of an established serial or episodic series. It is
agreed, however, that if Company shall employ a writer to write
a teleplay based upon or adapted from a story to which the
provisions of this Agreement (including the separation of rights
provisions) apply, the writer of such teleplay shall retain no
interest of any character in such teleplay, the writer of the story
shall have the same rights in the teleplay as he/she reserved
with respect to the story, and the Company shall have the same
rights in the teleplay as were granted to it in the story for the
same period of time for which the Company has been granted
rights in the story, as herein provided. A writer employed to
rewrite or polish a teleplay written by another person shall not
have any separation of rights hereunder.
c. Notwithstanding the fact that the Company shall own all rights in
literary material included in episodic series or serial type
television motion pictures to which the provisions of this Basic
Agreement apply, the Company agrees that it will not, without
the prior consent of the Guild, use any such literary material in
the production of a theatrical motion picture or a live television
or radio broadcast prior to use of such material in the production
of a television motion picture; and the Guild agrees that it will
not unreasonably withhold such consent.
d. If a serial or episodic series (herein called "new serial or new
episodic series") is based upon an episode which is a "spin-off"
from an existing serial or episodic series, the writer(s) of the
format and/or the story or story and teleplay of such spin-off
episode may be entitled to separation of rights in the new serial
or new episodic series, subject to the provisions of Article
1.C.17.
ARTICLE 16.B.1.d.
SEPARATION OF RIGHTS
TELEVISION
231
2. Television Rights.
15
Company shall own the exclusive television
rights, which shall include new media rights, in the literary material to
which the provisions of this Article 16.B. apply for a period of thirty
(30) months from the date of delivery of the material or after date of
acquisition if such material is not in active development, except that a
four (4) year period shall apply (i) to material in active development
(which includes pitches to buyers, e.g., networks), and (ii) to
non-topical material intended for a program of more than sixty (60)
minutes in length. Thereafter, Company and writer shall each have a
non-exclusive right to utilize and exploit the television rights in the
material. Such non-exclusive rights on the part of the Company shall
be deemed to include the right to continue to exploit and exhibit
forever the television motion picture or the production made for new
media and to remake the television motion picture or the production
made for new media without additional compensation, except to the
extent required under the provisions hereof relating to additional
compensation for reruns on television, foreign telecast and theatrical
exhibition or relating to residual compensation for productions made
for new media. Such exclusive television rights shall not include
television series sequel rights and movie-of-the-week ("MOW")
sequel rights, except as otherwise hereinafter provided.
a. Company shall have the exclusive right to commence the
exploitation of the series sequel rights within the following
period:
(1) within thirty (30) months from the delivery of the story or
story and teleplay (to which the separation of rights
provisions of this Article 16.B. apply) if the material is not
in active development, or within four (4) years from the
delivery of the story or story and teleplay (to which the
separation of rights provisions of this Article 16.B. apply)
if the material is in active development or if it is
non-topical material intended for a program of more than
sixty (60) minutes in length; or
15
During the 2020 negotiations, the parties confirmed that television rights, series sequel rights and MOW
sequel rights in Article 16.B.2. include new media rights for all programs, the literary material for which
was written this or under any predecessor MBA.
ARTICLE 16.B.2.
SEPARATION OF RIGHTS
TELEVISION
232
(2) if a motion picture based thereon is exhibited on
television or a new media platform within the thirty (30)
month period specified in subparagraph (1) above, then
within three (3) years from the date of exhibition; or
(3) if a second pilot is made, then within four (4) years from
the delivery of the story or story and teleplay (to which
the separation of rights provisions of this Article 16.B.
apply), or within three (3) years from the release of said
pilot, whichever shall be earlier.
If Company shall so exploit such rights, it shall pay to the writer
for each episode produced the following sum:
For such literary material written by or purchased from writer
hereunder, during
5/02/20 - 5/01/21
$2,259
5/02/21 - 5/01/22
2,315
5/02/22 - 5/01/23
2,367
provided that such writer shall be entitled only to sixty percent
(60%) of said amount for fifteen (15) minute episodes, but shall
be entitled to one hundred ninety percent (190%) of said
amount for sixty (60) minute episodes and two hundred fifty
percent (250%) of said amount for ninety (90) minute or longer
episodes. For the purpose of this provision, an episode shall be
deemed "produced" when production (including
post-production) of such episode has been completed. Except
as provided in Article 15.B.1.b. and Article 15.B.2.a.(1), (2) and
(3) hereof, the payment of said applicable amount shall satisfy
all obligations of the Company to the writer, and no additional
sum or sums shall be payable by reason of any use of such
episodes. If the story or story and teleplay was written by more
than one (1) writer, all such writers shall be considered as a unit
and shall share equally such sequel payments.
In the event and only in such event that Company does not
commence such exploitation within said period of time, such
series sequel rights in the story or story and teleplay and in the
format, if any, shall revert to the writer or writers entitled to
ARTICLE 16.B.2.a.
SEPARATION OF RIGHTS
TELEVISION
233
separation of rights, and Company will have no further interest
therein.
The Company shall be deemed to have commenced the
exploitation of the series sequel rights when it has obtained a
firm commitment for the production, exhibition or distribution in
syndication or new media of a program involving the exploitation
of such series sequel rights.
Nothing in this subparagraph 2.a. shall be construed to preclude
the Company from producing a second pilot during the
exclusive period provided for therein or from exhibiting such
additional pilot during or after said period, provided that a deal is
made with the writer of the first pilot to write a story and teleplay
for the second pilot at a compensation not less than that paid
him/her for the first pilot. The production and release of a
second pilot shall not constitute exploitation of the series sequel
rights within the meaning of this subparagraph 2.a.
Rights acquired in a format revert to the writer(s) unless, within
eighteen (18) months after delivery of the format, the Company
engages the writer or another writer to write a story and teleplay
based on said format. Rights acquired in a bible revert to the
writer unless, within twenty-four (24) months after delivery of the
bible, the Company engages the writer or another writer to write
a story and teleplay based on such bible. If either reversion
occurs, only the material supplied by the writer reverts. It does
not include anything furnished by Company.
When there is such a reversion and thereafter the writer sells
such format and a series is produced from such format, then,
after the time the format is exploited, the Company shall be
reimbursed by the writer (to the extent that the writer has
received payment on such resale for such format) for the
amount paid by Company to such writer for the format in excess
of minimum.
In those instances in which, at the time of the writer's request
hereunder, Company has not produced a television motion
picture or a production made for new media based on the
writer's separated rights material and the series sequel rights
and MOW sequel rights, as described in Article 16.B.2.b. below,
have reverted to the writer, such writer may reacquire from the
Company the Company's non-exclusive television rights in
ARTICLE 16.B.2.a.
SEPARATION OF RIGHTS
TELEVISION
234
accordance with the following: Writer shall have the right to
reacquire such material upon payment to the Company of all
compensation actually paid by the Company to the writer for
services in connection with the literary material and/or for the
purchase or license of the literary material in the case of a
professional writer. The writer shall obligate the acquiring
company to reimburse the Company for any other direct cost
previously incurred by the Company in relation to such literary
material out of the first revenue after production costs have
been recovered. The document by which the writer reacquires
the literary material shall contain a provision setting forth the
obligations referred to in the preceding sentence. For purposes
of this provision, "any other direct cost" shall include payments
for literary material and writing services connected therewith
(including writing services in relation to formats and stories and
teleplays based thereon), and fringe benefit costs in relation
thereto, such as pension and health fund payments and social
security payments, but exclusive of overhead and exclusive of
costs of any other kind (e.g., costs relating to proposed
production other than writing costs). If the writer does reacquire
such literary material, such reacquisition is subject to all existing
commitments, such as network agreements, security interests,
participations, options, turnaround rights, etc. Transfers of the
literary material to third parties shall not cut off the writer's right
to reacquire the literary material, and the writer may reacquire
the literary material from the acquiring company if the literary
material is not in active development (as described in Article
16.A.8.c.) eighteen (18) months following the acquiring
company's purchase or option of the literary material.
If the Company grants an option in the literary material, the
optionee shall have a maximum of eighteen (18) months from
commencement of the option to exercise such option.
In the event that more than one (1) writer is involved in the
writing of such literary material, the Guild shall have the sole
responsibility to determine which of such writers has the right to
purchase as provided herein and all interested writers shall be
bound by the decision of the Guild.
b. The "first MOW," for purposes of this Section, is a television
motion picture, ninety (90) minutes or longer, to which the
separation of rights provisions of this Article 16.B. apply. "MOW
ARTICLE 16.B.2.b.
SEPARATION OF RIGHTS
TELEVISION
235
sequels" are programs, ninety (90) minutes or longer, which are
ordered subsequent to the broadcast of the first MOW and are
other than an exploitation of the series sequel rights.
The Company shall have the exclusive right to commence the
exploitation of the television MOW sequel rights within the
following period:
(1) within thirty (30) months from the delivery of the story or
story and teleplay (to which the separation of rights
provisions of this Article 16.B. apply) if the material is not
in active development, or within four (4) years from the
delivery of the story or story and teleplay (to which the
separation of rights provisions of this Article 16.B. apply)
if the material is in active development or if it is
non-topical material; or,
(2) if a motion picture based thereon is broadcast within the
thirty (30) month period specified in subparagraph b.(1)
above, then within three (3) years from the date of
broadcast.
In no event shall the exploitation of the MOW sequel rights be
deemed the exploitation of the television series sequel rights (as
described in Article 16.B.2.a., above).
In the event the Company, prior to the exploitation of the
series sequel rights of the first MOW,
(i) obtains a firm commitment for the production,
broadcasting or distribution in syndication of an MOW
sequel within the period of exclusivity provided in
subparagraph b.(1) or (2), above, and such MOW sequel
is broadcast within six (6) months after the end of the
exclusivity period, or
(ii) broadcasts an MOW sequel within the period of
exclusivity provided in subparagraph b.(1) or (2), above,
and less than eighteen (18) months is left in the period of
exclusivity at the time of the broadcast of such MOW
sequel
ARTICLE 16.B.2.b.
SEPARATION OF RIGHTS
TELEVISION
236
the period of exclusivity for the commencement of the
exploitation of the series sequel rights and/or the further
exploitation of the MOW sequel rights will be extended to
eighteen (18) months from the date of broadcast of the MOW
sequel. If an additional MOW sequel is broadcast within the
period of exclusivity (including extensions), the Company will
have an additional eighteen (18) months from the date of
broadcast of the subsequent MOW sequel during which time it
may produce and broadcast yet another MOW sequel and/or
commence exploitation of the series sequel rights. Such
extensions shall continue under the same terms as described
herein. If an MOW sequel is produced but not broadcast prior
to the expiration of the six (6) month period referred to above or
any other period of exclusivity, the Company will nevertheless
have the exclusive right to broadcast such MOW sequel;
however, both the series sequel rights and subsequent MOW
sequel rights will revert to the writer.
Upon exploitation, within the time periods set forth above, of the
series sequel rights of the first MOW, the Company shall have
the right to exploit thereafter in perpetuity such series sequel
rights (including MOWs ninety (90) minutes or longer).
The writer(s) of the first MOW must be offered the opportunity to
write the first MOW sequel at no less than he/she was paid to
write the first MOW, subject to the writer's availability within a
period reasonably proximate to the date on which writing
services are to commence. As to any MOW sequel beyond the
first sequel, the writer(s) of the first MOW must be offered the
opportunity to write such MOW sequel at not less than the
amount he/she was paid to write the immediately preceding
MOW sequel unless the writer(s) did not receive sole teleplay
credit (pursuant to Television Schedule A) on the immediately
preceding MOW sequel. The requirement set forth in the
preceding sentence is also subject to the writer's availability
within a period reasonably proximate to the date on which
writing services are to commence.
For the right to produce each MOW sequel, the Company shall
pay the writer(s) four (4) times the television series sequel
payment provided in Article 16.B.2.a., above. As to any MOW
sequel after the first sequel, if the writer(s) is not employed by
the Company due to the fact that he/she did not receive sole
teleplay credit on the immediately preceding MOW sequel, and
ARTICLE 16.B.2.b.
SEPARATION OF RIGHTS
TELEVISION
237
was not offered the opportunity to write such MOW sequel, the
writer(s) will be paid, for that MOW sequel only, an amount not
less than two (2) times the MOW sequel payment otherwise
due. Payment of the amount provided in the preceding
sentences shall be due when production of the MOW sequel
(including post-production) is completed. Except as provided in
Articles 15.B.1.b., 15.B.2., 51 and 58, the payment of said
applicable amount shall satisfy all obligations of the Company to
the writer(s), and no additional sum or sums shall be payable by
reason of any use of such MOW sequel. Article 15.B.1.b. and
15.B.2. payments shall be based on the applicable sequel
payments as provided in this Agreement. Article 51 and 58
residuals will be payable to the writer(s) entitled to such sequel
residual payments at an additional twenty-five percent (25%) of
the applicable minimum residual payable to the credited
writer(s) of the MOW sequel. If the story or story and teleplay
was written by more than one (1) writer, all such writers shall be
considered as a unit and shall share equally in such sequel
payments and sequel residual payments.
In the event and only in the event that the Company does not
commence exploitation of the MOW or series sequel rights
within said period of time, such MOW sequel rights shall revert
to the writer or writers entitled to separation of rights, and
Company will have no further interest therein.
The Company shall be deemed to have commenced the
exploitation of the television MOW sequel rights when it has
obtained a firm commitment for the production, broadcasting or
distribution in syndication of a television motion picture involving
the exploitation of the MOW sequel rights.
In the event that more than one (1) writer is involved in the
writing of such literary material, the Guild shall have the sole
responsibility to determine which of such writers has the MOW
sequel rights and all interested writers shall be bound by the
decision of the Guild.
3. Other Rights
a. Writer shall retain all other rights (hereinafter referred to as the
"reserved rights") not expressly referred to in subparagraph 2.
of this Article 16.B., including, but not limited to, dramatic,
ARTICLE 16.B.2.b.
SEPARATION OF RIGHTS
TELEVISION
238
theatrical motion picture, publication, merchandising rights,
radio rights, live television rights, interactive rights as provided in
Article 1.C.19.c.(2) and television sequel rights (other than the
sequel rights mentioned in subparagraph 2. of this Article
16.B.), and Company shall only have the limited interest in such
rights as hereinafter described.
b. With reference to certain reserved rights in a format, story or
story and teleplay, the writer shall have no right to and will not
use, or grant, license or otherwise dispose of to any third party
or parties the right to use the following rights:
(1) The live television rights until a date three and one-half
(3½) years after the first broadcast of the television
motion picture, or a date five (5) years after the delivery
of the story and teleplay, whichever shall be earlier.
(2) The right to broadcast directly by television a live
dramatic presentation of the material, in the exercise of
the reserved dramatic rights, until a date three and
one-half (3½) years after the first broadcast of the
television motion picture, or a date five (5) years after the
delivery of the story or story and teleplay, whichever shall
be earlier.
(3) The right to release a theatrical motion picture based
upon the format, story or story and teleplay until one (1)
year after the first broadcast of the television motion
picture or a date two (2) years after the delivery of the
story or story and teleplay, whichever shall be earlier;
provided, however, if the Company is actively engaged in
a bona fide production of a pilot based on the material
during the Company’s period of exclusivity in Article
16.B.2., the writer shall forbear from disposing of or
exploiting the theatrical motion picture rights until the
Company has either received a production commitment
for a series from the network or other licensee or has
been informed a production commitment is not
forthcoming, but no more than one (1) year following
completion of principal photography of the pilot. In either
event, the Company will notify the writer of such decision
and whether the Company is interested in negotiating to
secure protection against a competitive use of such
ARTICLE 16.B.3.b.
SEPARATION OF RIGHTS
TELEVISION
239
theatrical rights. The writer will contact the Company
prior to exercising any rights hereunder to determine if
forbearance is required.
(4) The right to broadcast by radio any program based upon
or adapted from the format, story or story and teleplay
until three (3) years after the first broadcast of the
television motion picture or a date four (4) years after the
delivery of the story or story and teleplay, whichever shall
be earlier.
(5) The right to use the leading character or characters in a
substantially different story in an "interactive program,"
other than in the nature of a game, until after the
expiration of the Company's exclusive right to commence
the exploitation of the television sequel rights as set forth
in Article 16.B.2. or until six (6) months after the date of
the last broadcast of the series, if such rights have been
exploited.
c. If, during the four (4) year period mentioned in subparagraph 2.
above, or at any time with respect to theatrical rights, the writer
desires to sell, license or otherwise dispose of any of the
reserved rights, other than dramatic or publication rights, the
Company shall have a right of first refusal thereof as follows: At
such time as writer shall receive from a third party a bona fide
offer, and the writer desires to sell, license or otherwise dispose
of the rights involved on the terms of such offer, writer will, by
written notice to the Company, advise the Company of the rights
involved and of such terms. Within seven (7) days (excluding
non-business days as provided in Article 43) after receipt of
such notice, Company may, by written notice to the writer, elect
to purchase, license or otherwise acquire the rights involved on
the terms set forth in writer's notice, in which case Company
and writer will enter into an agreement upon such terms. If,
within the seven (7) day period, Company notifies the writer that
it does not elect to exercise its right of first refusal, or fails to
give writer any written notice, the writer shall be free to enter
into an agreement with such third party, but may not do so on
terms more favorable to the third party than those set forth in
the notice to the Company without again submitting the more
favorable terms to the Company for first refusal, as herein
provided. The right of first refusal herein granted shall apply to
series sequel rights and MOW sequel rights if the same shall
ARTICLE 16.B.3.b.
SEPARATION OF RIGHTS
TELEVISION
240
revert to the writer prior to the expiration of said four (4) year
period.
d. If, at any time prior to the disposition or exploitation of such
rights (as permitted herein) by writer, Company shall wish to
acquire any of the reserved rights (including dramatic or
publication rights), Guild shall meet with Company for the
purpose of negotiating a purchase price for the rights sought to
be acquired by Company. It is agreed that the Guild will quote a
price at which the rights desired to be acquired by the Company
may be purchased. Company shall then have the right to
acquire the rights in question for the price agreed upon as a
result of such negotiations within thirty (30) days from the
completion thereof. If Company shall fail to purchase at the
lowest price offered by Guild, writer may thereafter sell such
rights to any other person, firm or corporation at any price;
provided, however, that he/she first give Company fourteen (14)
days written notice thereof within which time Company may
acquire such rights at such price as has been offered to writer in
good faith by such other person, firm or corporation.
If at any time the Company wishes (1) to secure protection
against a competitive use for which no period of
non-competitive use is prescribed in subparagraph 3.b. above,
or (2) to extend any period of non-competitive use prescribed in
subparagraph 3.b. above, or (3) to extend the four (4) year
period of the right of first refusal prescribed in subparagraph
3.c. above, or (4) to secure a right of first refusal on reserved
dramatic or publication rights, it will negotiate therefor through
the Guild.
It is understood that in acquiring any reserved right the
Company may designate related or subsidiary rights that it
wishes to acquire and negative covenants concerning the use of
competing rights that it wishes to secure. The Guild will include
such related and subsidiary rights and negative covenants in
the price quoted for the reserved right acquired. For example, if
the Company desires to acquire the dramatic rights, it may
include limited publication, radio and television rights for
advertising and publicizing the play, and may also require the
writer to agree that he/she will not use or license or grant to
others the right to use his/her reserved live and film television
rights. In such case, the Guild shall have the right to grant the
ARTICLE 16.B.3.d.
SEPARATION OF RIGHTS
TELEVISION
241
subsidiary rights and impose the negative covenants requested,
and will quote a price to the Company which shall include such
subsidiary rights and negative covenants.
e. Company has the right to negotiate directly with the writer to
acquire the theatrical rights, publication rights, merchandising
rights and interactive rights as provided in Article 1.C.19.c.(2),
and each of them, notwithstanding any provisions of
subparagraphs d. and f. of this Article 16.B.3. or either of them,
pertaining to negotiation with the Guild for compensation on no
less than the following basis:
(1) Theatrical Rights - The Company shall pay two and
one-half percent (2.5%) of the bona fide budgeted direct
cost (and overhead or other indirect cost shall be
excluded except to the extent it exceeds twenty-five
percent (25%) of direct cost), or $20,000.00, whichever is
greater, for theatrical rights. The above shall apply to
each theatrical remake and sequel. If such two and
one-half percent (2.5%) is greater than $20,000.00, the
excess shall be paid not later than sixty (60) days from
the delivery of the answer print.
(2) (a) Publication and Merchandising Rights and each of
them - The Company shall pay six percent (6%) of
absolute gross (that is, monies remitted by the
manufacturer or the publisher, as the case may
be), as derived from licensing, for the publication
and merchandising rights. Comic books,
magazine publications, comic strips, cutouts, and
other activity books shall be deemed to be
included as merchandising rights.
(b) Interactive Rights - The Company shall pay the
appropriate percentage of "Applicable Gross," as
provided in Article 64.C. or 64.D. of this
Agreement, for the interactive program rights
described in Article 1.C.19.c.(2).
(3) In the event the Company fails to commence exploitation
of any of the four (4) rights stated in subparagraphs (1)
and (2) above within four (4) years from the date of
delivery of literary material or three (3) years from the
exhibition of the first motion picture of the series or serial
ARTICLE 16.B.3.d.
SEPARATION OF RIGHTS
TELEVISION
242
in which separation of rights obtains, whichever is
shorter, then any rights as to which Company has failed
to commence exploitation shall revert to the writer. The
payment of the above-described $20,000.00 payment for
the theatrical rights shall constitute exploitation of such
right. Nevertheless, the Company has the right of first
refusal as provided in this Article 16.B.3.d. There shall be
no crediting of any initial compensation against the
above-described payments.
f. In regard to the reserved theatrical motion picture rights in any
material to which the separation of rights provisions of this
Article 16.B. apply, if the writer commences the production of a
theatrical motion picture based thereon, or has sold, licensed or
otherwise disposed of the theatrical motion picture rights in such
material (as permitted herein) and shall notify the Company
thereof in writing, then, unless prior to receipt of such notice
Company has commenced the production of a television motion
picture or a production made for new media which is a remake
of the motion picture initially based upon such material, the
Company will not thereafter exercise or sell, license or
otherwise dispose of the remake rights in such material. If the
Company acquires the theatrical motion picture rights in such
material prior to the time the writer has commenced the
production of a television motion picture or a production made
for new media based thereon, or has sold, licensed or otherwise
disposed of his/her non-exclusive television rights in such
material, the writer will not thereafter exercise or sell, license or
otherwise dispose of his/her non-exclusive television rights in
such material. For the purpose of determining whether the
Company has commenced the production of a remake or the
writer has commenced the production of a theatrical or
television motion picture or a production made for new media,
the party shall be deemed to have commenced the production
of the motion picture involved if such party has expended a
substantial sum or has undertaken a binding contractual
commitment requiring such party to expend a substantial sum
for any item of production cost customarily incurred in
connection with the production of a motion picture of the type
involved; provided, however, that if principal photography of
such motion picture shall not be commenced within one (1) year
after such item of production cost has been incurred, then, for
the purpose of determining the rights of such parties hereunder,
ARTICLE 16.B.3.f.
SEPARATION OF RIGHTS
TELEVISION
243
the commencement of production of such motion picture shall
be deemed not to have occurred. A dispute as to whether a
substantial sum has been expended or committed, or as to
abandonment, may be submitted to arbitration hereunder.
It is acknowledged that the reserved theatrical motion picture
rights in material to which the separation of rights provisions of
this Article 16.B. apply include the right to use the story or
teleplay as the basis for a motion picture produced primarily for
exhibition by pay television and, accordingly, unless the
Company has acquired the theatrical motion picture rights, it
may not make such use of the story or teleplay.
g. Company will inform the writer of the name of the person from
whom the Company acquired rights with respect to the
underlying property and Company, without limiting its right to do
the same, agrees that the writer has the right to make a
separate agreement with the owner of the underlying property
as to such rights in such property as are reserved by the owner
in his/her dealings with the Company.
h. With respect to a teleplay for a ninety (90) minute or longer
television motion picture sold or licensed to the Company by a
professional writer (as defined in Article 1.C.1.b.) who has
separation of rights therein, Company shall offer to such writer
the opportunity to perform the first rewrite at not less than the
applicable minimum compensation for a rewrite, unless time
constraints render such assignment impractical (e.g., the start
date of principal photography precludes compliance). If the
writer is unable to perform such services or waives his/her right,
the Company may engage another writer. Disputes as to
whether time constraints render such assignment impractical
may be submitted to the "Hot Line" dispute resolution procedure
in Article 48.
With respect to a teleplay for a ninety (90) minute or longer
television motion picture written under employment by a writer
who has separation of rights therein, if the Company desires to
engage another writer to rewrite such teleplay, it will discuss
with the first writer its reason(s) for not continuing that writer on
the project after his or her first draft.
i. With respect to an option of a story and teleplay written by a
professional writer (as defined in Article 1.C.1.b.) to which
ARTICLE 16.B.3.f.
SEPARATION OF RIGHTS
TELEVISION
244
separation of rights applies, the writer of the optioned material
shall be entitled, during the option period, to perform the first
rewrite of such material, unless such writer is unavailable or
waives this requirement in writing in a separate document or in
the writer's deal letter/memorandum. If such writer performs
such rewrite, the provisions of Article 16.B.3.h. shall be deemed
satisfied.
j. The Producer or a creative executive will consult with the writer
regarding each set of revisions requested of the writer by the
Company.
4. Sketches and Routines
Notwithstanding the foregoing provisions of this Article 16.B., but
subject to the rights to buyout as specified in subparagraph 3.e.
above, with respect to any sketch or routine included in a
comedy-variety type television motion picture, Company shall receive
only the right to use and exploit the television motion picture in any
manner, and in perpetuity, and to remake the motion picture (but only
if the motion picture is remade substantially in its entirety); provided
that the writer or writers of such sketches or routines shall have no
right to, and will not use or grant, license or otherwise dispose of the
right to use the television rights in such sketches or routines until a
date one (1) year after the first broadcast of Company's television
motion picture or a date two (2) years after delivery of the script of
such material, whichever shall be earlier; and provided, further, that
notwithstanding anything herein contained to the contrary, Company
shall be free to use, in any manner, all or any part of any routine or
sketch written by a writer hereunder so long as such use, if it were
made by another without authorization from the writer, would not
violate any rights of the writer.
Notwithstanding the restrictions hereinabove set forth in this Article
16.B.4., if a writer creates a segment of a comedy-variety program
consisting of a self-contained dramatic plot, and characters and
characterizations which are distinctive and identifiable and the
principal creation of the writer, and when such segment is fully
developed and fully described in the material written by the writer,
then such writer shall be entitled to a sequel payment equal to fifty
percent (50%) [seventy-five percent (75%) in the case of a network,
prime time, once a week or less program] of the episodic sequel
payment for a thirty (30) minute episode for each program of the
ARTICLE 16.B.4.
SEPARATION OF RIGHTS
TELEVISION
245
series in which such segment is used after the termination of the
writer's employment on such series, it being understood that such
sequel payments are not due for programs written during such
writer's employment. A dispute between writers as to who created
such a segment shall be determined by the Guild in accordance with
its credit arbitration procedures.
5. Upset Price
Notwithstanding any of these provisions of this Article 16.B. or of any
other provisions of this Basic Agreement, in the event Company pays
not less than the following "upset price" to each writer or team of two
(2) writers entitled to separated rights for the writing or acquisition of
a format or a format, story and teleplay or a story and teleplay as to
which separation of rights applies, the Company may bargain freely
with the writers concerned with respect to separation of rights subject
to the payment of minimum sequel payments. Company shall have
the same right to bargain freely with respect to a team of three (3)
writers, except that the “upset price” shall be set at two hundred
percent (200%) of the applicable amount set forth below, unless all
three (3) writers are employed pursuant to Article 14 of this Basic
Agreement, in which event the “upset price” shall be set at one
hundred fifty percent (150%) of the applicable amount set forth
below. Such upset price shall be as follows for each writer or team
of two (2) writers as defined in Article 13:
ARTICLE 16.B.4.
SEPARATION OF RIGHTS
TELEVISION
246
UPSET PRICE
Initial Compensation of At Least
Effective
5/02/20 -
5/01/21
5/02/21-
5/01/23
Format only (if by a writer other than the writer of story and
teleplay)
$ 29,694 $ 30,585
Story only (other than by the writer of the teleplay)
15 minutes or less 10,329 10,639
30 minutes or less (more than 15) 18,381 18,932
45 minutes or less (more than 30) 26,123 26,907
60 minutes or less (more than 45) 32,362 33,333
90 minutes or less (more than 60) 44,534 45,870
More than 90 minutes 44,534 45,870
Story & Teleplay (other than by the writer of the format)
15 minutes or less 31,034 31,965
30 minutes or less (more than 15) 55,157 56,812
45 minutes or less (more than 30) 65,476 67,440
60 minutes or less (more than 45) 81,109 83,542
90 minutes or less (more than 60) 117,539 121,065
More than 90 minutes 117,539 121,065
Format, Story & Teleplay by one Writer
15 minutes or less 31,034 31,965
30 minutes or less (more than 15) 55,157 56,812
45 minutes or less (more than 30) 65,476 67,440
60 minutes or less (more than 45) 81,109 83,542
Format, Story & Teleplay by one Writer (continued)
90 minutes or less (more than 60) 117,539 121,065
More than 90 minutes 117,539 121,065
Bible 75,059 77,311
When the upset price has been paid, the rights acquired after
negotiation, permitted by payment of the upset price, shall be set
forth in a separate contract. The separate agreement for acquisition
ARTICLE 16.B.5.
SEPARATION OF RIGHTS
TELEVISION
247
of the reserved rights shall state a separate consideration (other than
the consideration for the original employment or purchase). Only the
amount of initial compensation shall be used in determining whether
the upset price has been reached, and with respect to week-to-week
or term writers, compensation may be allocated toward the upset
price if the writer receives in excess of $4,272 ($4,400 per week
effective May 2, 2021).
6. Adapter's Royalty
The credited writer or writers of a pilot story (if applicable) and
teleplay to which separation of rights does not attach, which teleplay
is the basis of a serial or episodic series, shall receive as a group a
royalty equal to seventy-five percent (75%) of the corresponding
sequel payment for each episode produced of said serial or episodic
series, but no residuals.
7. Extricable Material
With regard to an episodic series program, other than the initial
program or the pilot of such series, the story writer shall have a
non-exclusive right to the television use of the extricable material
commencing one (1) year after production of the series is
discontinued. The writer shall further have similar rights to use
extricable material in a theatrical motion picture, provided that, after
production of the series is discontinued, he/she gives the Company
eighteen (18) months written notice of such intention and, provided
further, that prior to completion of such eighteen (18) month period,
the Company does not use such material in a theatrical motion
picture, or sell, license or otherwise dispose of theatrical motion
picture rights in such material.
8. Continuing Rights and Obligations
The provisions of this Article 16.B. shall be binding upon and shall
inure to the benefit of the heirs, next of kin, executors, administrators,
legal representatives, successors and assigns of the Company and
the writer.
9. Hot Line Dispute Resolution
In disputes concerning separation of rights under Article 16, the
WGA or the Company may elect to initiate the Hot Line Dispute
ARTICLE 16.B.5.
SEPARATION OF RIGHTS
TELEVISION
248
Resolution procedure under Article 48.E., but shall not be required to
do so unless the provisions of Article 16 otherwise specifically
obligate the parties to do so. If the WGA or the Company elects to
initiate the Hot Line procedure, the WGA (or the Company) will not
be precluded from filing a grievance or arbitration claim if use of the
Hot Line procedure does not resolve the dispute within seven (7)
days after the initial contact with the other party’s designated
representative.
ARTICLE 17 - PENSION PLAN AND HEALTH FUND
A. GENERAL PROVISIONS
The parties adopt and are bound by the Trust Agreements and
amendments thereto of the Writers' Guild-Industry Health Fund and the
Producer-Writers Guild of America Pension Plan, and by all actions of the
Trustees pursuant to those Agreements. With respect to pension and
health contributions, the following shall apply if the Company borrows a
writer's services from a loan-out company:
1. In its agreement with the loan-out company, the Company shall
separately state the compensation applicable to services covered by
this Basic Agreement.
2. Contributions shall be based on the gross compensation the
Company pays to the loan-out company for covered writing services.
3. Agreements with loan-out companies for covered services of the
loaned-out writer shall provide that Company shall make pension and
health contributions directly to the Plans on behalf of the loan-out
company.
4. [Deleted]
5. [Deleted]
The provisions of Article 14.E.2. shall supersede subparagraphs 1. and 2.
above.
This provision shall not apply to a head writer-packager.
ARTICLE 17.A.
PENSION PLAN AND HEALTH FUND
GENERAL PROVISIONS
249
B. PENSION PLAN
The Pension Plan, established and known as the "Producer-Writers Guild
of America Pension Plan," is funded and administered as follows:
1. Except as otherwise provided in the next paragraph, Company
agrees to contribute to the Plan amounts equal in the aggregate to
ten percent (10%) effective May 2, 2020, (ten and one-half percent
(10.5%) effective May 2, 2021, and eleven and one-quarter percent
(11.25%) effective May 2, 2022)
16
of all "gross compensation" earned
and paid or due to writers for services covered by and subject to this
Agreement performed after the effective date hereof, in an
employment capacity (to which employment the provisions of this
Basic Agreement apply). In connection with the purchase of literary
material from a professional writer, if the Company also employs the
writer under this Basic Agreement for at least one (1) rewrite or
polish (as required in Articles 16.A.3.c. and 16.B.3.h., or otherwise),
the Company shall contribute to the Pension Plan for such rewrite or
polish an amount equal to ten percent (10%) effective May 2, 2020,
(ten and one-half percent (10.5%) effective May 2, 2021, and eleven
and one-quarter percent (11.25%) effective May 2, 2022) of the sum
of the purchase price, up to the Internal Revenue Code Section
401(a)(17) limit, plus the amount paid for such rewrite or polish, but
in no event shall the Company be required to make such
contributions on sums in excess of the ceiling set forth in Article
17.B.1.a. or 17.B.1.e. below. Such amounts shall be contributed as
and when the compensation is paid to the writer.
For writing services on pilots and the first season of any one-hour
series, the Company agrees to contribute to the Plan amounts equal
in the aggregate to eight and one-half percent (8.5%) effective May
2, 2020, (nine percent (9%) effective May 2, 2021, and nine and
three-quarters percent (9.75%) effective May 2, 2022) of all "gross
compensation" earned and paid or due to writers for such services
covered by and subject to this Agreement performed after the
effective date hereof, in an employment capacity (to which
employment the provisions of this Basic Agreement apply). In
16
During the 2020 negotiations, the parties agreed that the Guild had the authority, in its sole discretion,
to elect to increase the pension contribution rates in Article 17.B.1. by one-half of one percent (0.5%)
effective May 2, 2021, and by three-quarters of one percent (0.75%) effective May 2, 2022. The Guild
elected to do so in both years and the increases in certain minimum rates were reduced by amounts
specified in the 2020 Memorandum of Agreement. The contribution rates noted in this Article 17.B.1. and
the affected minimum rates throughout the 2020 MBA reflect the Guild’s election.
ARTICLE 17.B.1.
PENSION PLAN AND HEALTH FUND
PENSION PLAN
250
connection with the purchase of literary material from a professional
writer, and if such literary material so purchased is for a pilot or the
first season of a one-hour series, if the Company also employs the
writer under this Basic Agreement for at least one (1) rewrite or
polish (as required in Article 16.B.3.h. or otherwise), the Company
shall contribute to the Pension Plan for such rewrite or polish an
amount equal to eight and one half percent (8.5%) effective May 2,
2020, (nine percent (9%) effective May 2, 2021, and nine and three-
quarters percent (9.75%) effective May 2, 2022) of the sum of the
purchase price, up to the Internal Revenue Code Section 401(a)(17)
limit, plus the amount paid for such rewrite or polish, but in no event
shall the Company be required to make such contributions on sums
in excess of the ceiling set forth in Article 17.B.1.a. or 17.B.1.e.
below. Such amounts shall be contributed as and when the
compensation is paid to the writer.
All of the foregoing pension contribution rate increases in this Article
17.B.1. are contingent on the Pension Plan Trust Agreement
providing, and continuing to provide, that pension contribution rates
in excess of six percent (6%) are decoupled from the calculation of
the writer's pension benefit or any benefit (including, without
limitation, death benefits) paid on account of the writer's participation
in the Pension Plan.
The term "gross compensation," as used herein, shall include
amounts paid to an employee as compensation with respect to such
services as a writer (including compensation paid as salary
settlements and under Article 15.B.1.b.(2), Article 15.B.2., Article 58
and subparagraphs 2.b.(2)-(6) of Appendix C, and under the
Sideletter re License of Free Television, Basic Cable or Pay
Television Motion Pictures to Secondary Digital Channels and the
Sideletter re Syndication Licenses for Canada only, and including the
full compensation paid for services both as a writer and as a story
editor when the writer is also employed in the additional capacity of a
story editor pursuant to Article 14) whether or not any services are
performed, but shall not include:
a. Compensation in excess of $225,000, or $450,000 in the case
of a team of three (3) writers, in connection with any single
theatrical motion picture; it being understood that any
percentage shall be paid only on the first $225,000 of a writer's
ARTICLE 17.B.1.a.
PENSION PLAN AND HEALTH FUND
PENSION PLAN
251
gross compensation, or the first $450,000 in the case of a team
of three (3) writers, in connection with any such motion picture.
17
b. Any amounts payable to a writer under the provisions of Articles
15.A. and 51 of this Basic Agreement.
c. The cost of transportation or living expenses paid to, or on
behalf of, the writer.
d. The value of any rights arising or acquired by the writer, and any
payments made to the writer for the acquisition or exercise of
rights under Article 16 hereof entitled "Separation of Rights."
e. In connection with any television motion picture, gross
compensation in excess of the greater of the following: (1) the
aggregate of two and one-half (2½) times the applicable
minimum initial compensation (at one hundred fifty percent
(150%) or two hundred percent (200%), whichever is applicable
for a team of three (3) writers) under this Basic Agreement; or
(2) the initial compensation agreed upon in the individual
employment contract; provided, however, in no event will
compensation in excess of one hundred seventy thousand
dollars ($170,000), or in excess of three hundred forty thousand
dollars ($340,000) in the case of a team of three (3) writers, be
included in gross compensation with respect to pilots thirty (30)
minutes or less in length; and, provided further, in no event will
compensation in excess of two hundred twenty-five thousand
dollars ($225,000), or in excess of four hundred fifty thousand
dollars ($450,000) in the case of a team of (3) writers, be
included in gross compensation with respect to a pilot more
than thirty (30) minutes in length or with respect to non-episodic,
non-serial television motion pictures or multi-part, closed-end
series, which motion pictures or series are 120 minutes or more
in length; and, provided further, in no event will compensation in
excess of three hundred fifty thousand dollars ($350,000) per
Company per calendar year, or in excess of seven hundred
thousand dollars ($700,000) per Company per calendar year in
the case of a team of three (3) writers, be included in gross
17
For Health Fund ceilings, see Article 17.C.1.
ARTICLE 17.B.1.a.
PENSION PLAN AND HEALTH FUND
PENSION PLAN
252
compensation with respect to serials covered under Article
13.B.5 of Appendix A.
18
For the purpose of subparagraph e.(1) above, the minimum
compensation figures which are set forth in Article 13.B.7.a., b.
and c. shall be the "applicable minimum compensation" for
programs covered by Article 13.B.7.d. For the purpose of
subparagraph e.(2) above, "initial compensation" means the
initial compensation agreed to be paid by the Company to the
writer for the writer's services on a television motion picture, but
shall not include any compensation received by the writer
pursuant to Article 15.B. of this Basic Agreement, nor shall it
include the cost of transportation or living expenses paid to or
on behalf of the writer, nor shall it include any payments made
to the writer for the acquisition or exercise of rights in and to any
literary property or properties pursuant to Article 16.B. of this
Basic Agreement.
2. The Plan shall be administered by at least thirty-six (36) Directors,
twelve (12) appointed by the Alliance of Motion Picture and
Television Producers, Inc. (hereinafter referred to as the "Alliance"),
six (6) appointed by ABC, CBS and NBC (Network Group) and
eighteen (18) appointed by the Guild. The Alliance, the Network
Group and the Guild shall also have the right at any time to remove
any Director appointed by it and to substitute another Director. In no
event shall there be more than eighteen (18) Company and eighteen
(18) Guild Directors.
The number of Directors to be allocated to the respective employer
associations shall be subject to review every three (3) years following
the establishment of the respective Plan. At such times, the
Directors to be allocated to each employer association or Network
Group for the ensuing three (3) year period shall be determined, as
nearly as practicable, in accordance with the proportion which the
aggregate contributions to the Plan, for the preceding three (3) year
period, made by the members of each such employer association,
bears to the total contributions to the Plan made by members of all
such employer associations, or such Network Group, during such
period.
18
For Health Fund ceilings, see Article 17.C.1.
ARTICLE 17.B.2.
PENSION PLAN AND HEALTH FUND
PENSION PLAN
253
The references in these Pension Plan provisions to any employer
association shall also apply to any employer association which may
be or become a successor thereto.
The Pension Plan shall be industry-wide and open to all Companies
signatory to any of the Guild's collective bargaining contracts which
provide for payments to the Plan, as above set forth. By signing a
letter of adherence to the Plan (herein described), and upon
acceptance by the Directors, such other Companies shall be deemed
to be parties to the Plan and to have appointed the Company
Directors previously appointed and then serving.
The funds contributed under the Pension Plan shall constitute a
separate Trust Fund created by the Trust Agreement executed by
the parties to this Basic Agreement and adopted by the Directors.
This Trust Fund shall be used solely for the purpose of providing
pension and death benefits for employees covered by the Guild's
collective bargaining contracts in the motion picture industry who are
eligible for such benefits under the Plan, and for expenses in
connection with the establishment and administration of the Plan.
The Directors of the Plan have determined the form, nature and
amount of pension benefits, the rules of eligibility for such benefits,
and the effective dates of such benefits.
3. The Plan, including the plan of benefits thereunder, are each contingent
upon and subject to obtaining and retaining such approvals from the
Internal Revenue Service, the State Franchise Tax Board, and any other
appropriate authority, as may be necessary:
a. To establish the Plan as a qualified Plan under the Internal
Revenue Code, and the California Revenue and Taxation Code;
b. To establish the deductibility for federal income tax and
franchise tax purposes of any and all contributions made by the
Companies to the Fund;
c. To establish that the Plan satisfies the requirements imposed by
Sec. 7(d)(4) of the Fair Labor Standards Act, in order that
contributions by Companies are excluded from employee's
Regular Rate for overtime purposes.
The Guild and the Companies agree that Article 17.B.3.b. requires
that the Directors of the Plan take steps to ensure the deductibility of
ARTICLE 17.B.2.
PENSION PLAN AND HEALTH FUND
PENSION PLAN
254
contributions for tax purposes. Consistent with the provisions of
Article 17.B.3.b., the Directors of the Plan shall consult the
bargaining parties for guidance with respect to use of contributions in
the event of a question with respect to the deductibility of
contributions. The parties further agree to recommend that the
Directors, consistent with their fiduciary duties, maintain a withdrawal
liability margin of not less than ten percent (10%).
Whenever reference in these Pension Plan provisions is made to the
"Plan," such reference shall include any trust established and
maintained pursuant to or incorporated in the Plan. Ref erence
herein made to particular laws shall include all rules and regulations
promulgated thereunder. If any part of the Plan is not so approved or
does not comply with, or conform to, the foregoing or any other
applicable law, the Plan shall be modified by the Directors in such
manner and to such extent as may be necessary in order that the
Plan will comply with, and conform to, all legal requirements, and that
the necessary approvals may be obtained.
The Plan and Declaration of Trust shall provide that no portion of the
contributions thereunder may be paid or revert to the Company.
4. Company shall furnish the Directors of the Plan upon request with
the required information pertaining to the names, job classification,
social security numbers and wage information for all writers covered
by this Basic Agreement, together with such information as may be
reasonably required for the proper and efficient administration of the
Plan. Upon the written request of the Guild to the Company, such
information shall be made available to the Guild.
5. No part of the Company's contributions to the Plan may be credited
against the writer's overscale compensation or against any other
remuneration that the writer may be entitled to, no matter what form
such remuneration may take; nor shall such contributions constitute
or be deemed to be wages due to the individual employee subject to
this Basic Agreement, nor in any manner be liable for or subject to
the debts, contracts, liabilities or torts of such employees.
6. The Guild, at its option, by a sixty (60) day advance written notice to
Company during the term of this Basic Agreement, may elect to
convert this Plan to a contributory Plan by providing for contributions
to the Plan by the writers in addition to the contributions by Company
as above provided. Such notice shall be accompanied by a
ARTICLE 17.B.6.
PENSION AND HEALTH
PENSION PLAN
255
certification by the Guild that its membership has approved such an
election. Within thirty (30) days after receipt of such notice by
Company, the parties shall meet, negotiate and mutually agree upon
the rate, conditions, method of computation, method of collection,
and the effective date for the commencement of such writer
contributions to the Plan, and when agreed upon, such terms and
provisions shall become a part of this Basic Agreement in all
respects as though fully set forth herein.
C. HEALTH FUND
The health fund, established and known as the "Writers Guild-Industry
Health Fund," is funded and administered as follows:
1. Company agrees to contribute to the Health Fund amounts equal in
the aggregate to eleven and one-half percent (11.5%) of all "gross
compensation" earned and paid or due to writers for services
covered by and subject to this Agreement performed on or after the
effective date hereof, in an employment capacity (to which
employment the provisions of this Basic Agreement apply).
In connection with the purchase of literary material from a
professional writer, if the Company also employs the writer under this
Basic Agreement for at least one rewrite or polish (as required in
Articles 16.A.3.c. and 16.B.3.h., or otherwise), the Company shall
contribute to the Health Fund for such rewrite or polish an amount
equal to eleven and one-half percent (11.5%) of the sum of the
purchase price, up to the [Internal Revenue Code] Section
401(a)(17) limit, plus the amount paid for such rewrite or polish, but
in no event shall the Company be required to make such
contributions on sums in excess of the ceiling set forth in Article
17.B.1.e. or this Article 17.C.1.
Such amounts shall be contributed as and when the compensation is
paid to the writer. The term “gross compensation” is used in Article
17.C. as defined in Article 17.B. and is subject to the same ceilings
and exceptions provided for in said Article 17.B., except that for
purposes of Health Fund contribution ceilings, “gross compensation”
shall not include compensation in excess of $250,000, or $500,000
in the case of a team of three (3) writers, in connection with any
single theatrical motion picture or non-episodic, non-serial television
motion pictures or multi-part closed-end series, which motion pictures
or series are 120 minutes or more in length; it being understood that
ARTICLE 17.B.6.
PENSION PLAN AND HEALTH FUND
PENSION PLAN
256
any percentage for Health Fund contributions shall be paid only on
the first $250,000 of a writer’s gross compensation, or the first
$500,000 in the case of a team of three (3) writers, in connection with
any such motion picture.
2. The Fund shall be administered by at least thirty-six (36) Trustees,
twelve (12) appointed by the Alliance of Motion Picture and
Television Producers, Inc. (hereinafter referred to as the "Alliance"),
six (6) appointed by ABC, CBS and NBC (Network Group) and
eighteen (18) appointed by the Guild. The Alliance, the Network
Group and the Guild shall also have the right at any time to remove
any Trustee appointed by it, and to substitute another Trustee. In no
event shall there be more than eighteen (18) Company and eighteen
(18) Guild Trustees.
The Health Fund shall be industry-wide and open to all Companies
signatory to any of the Guild's collective bargaining contracts which
provide for payments to the Fund, as above set forth. By signing a
letter of adherence to the Health Fund (herein described), and upon
acceptance by the Trustees, such other Companies shall be deemed
to be parties to the Health Fund and to have appointed the Company
Trustees previously appointed and then serving.
The funds contributed under the Health Fund shall constitute a
separate Trust Fund created by the Trust Agreement executed by
the parties to this Basic Agreement and adopted by the Trustees.
This Trust Fund shall be used solely for the purpose of providing
health and welfare benefits for employees covered by the Guild's
collective bargaining contracts in the motion picture industry who are
eligible for such benefits under the Health Fund, and for expenses in
connection with the establishment and administration of the Health
Fund.
The Trustees of the Health Fund have determined the form, nature
and amount of health and welfare benefits, the rules of eligibility for
such benefits, and the effective dates of such benefits.
3. The Health Fund, including the plan of benefits thereunder, are each
contingent upon and subject to obtaining and retaining such
approvals from the Internal Revenue Service, the State Franchise
Tax Board, and any other appropriate authority, as may be
necessary.
ARTICLE 17.C.3.
PENSION PLAN AND HEALTH FUND
HEALTH FUND
257
Whenever reference in these Health Fund provisions is made to the
Fund, such reference shall include any trust established and
maintained pursuant to or incorporated in the Fund. Ref erence
herein made to particular laws shall include all rules and regulations
promulgated thereunder. If any part of the Health Fund is not so
approved or does not comply with, or conform to, the foregoing or
any other applicable law, the Health Fund shall be modified by the
Trustees in such manner and to such extent as may be necessary in
order that the Health Fund will comply with, and conform to, all legal
requirements, and that the necessary approvals may be obtained.
The Health Fund and Declaration of Trust shall provide that no
portion of the contributions thereunder may be paid or revert to the
Company.
4. Company shall furnish the Trustees of the Health Fund upon request
with the required information pertaining to the names, job
classification, social security numbers and wage information for all
writers covered by this Basic Agreement, together with such
information as may be reasonably required for the proper and
efficient administration of the Plan. Upon the written request of the
Guild to the Company, such information shall be made available to
the Guild.
5. No part of the Company's contributions to the Health Fund shall
constitute or be deemed to be wages due to the individual employee
subject to this Basic Agreement, nor in any manner be liable for or
subject to the debts, contracts, liabilities or torts of such employees.
D. SUPPLEMENTAL HEALTH INSURANCE PLAN
[Deleted.]
E. AUDITS
1. If, under any WGA Agreement prior to the 1988 WGA Agreement, a
loan-out company, as defined in Article 3.A.3. of the 1988 WGA
Agreement, failed to make the applicable pension and health
contributions on behalf of a loaned-out writer, Company shall not be
liable for such contributions if such contributions were due more than
six (6) years prior to the date of commencement of the audit that
gives rise to the claim (whether or not it is of the loan-out company's
records or the borrowing Company's records). The date of
ARTICLE 17.C.3.
PENSION PLAN AND HEALTH FUND
HEALTH FUND
258
commencement of the audit shall be deemed to be the date of actual
audit entry, but in no event later than ninety (90) days after the date
of the Plans' notice of intent to audit. In the event that the Plan(s)
conclude, based on an audit of a loan-out company's records, that
there exists a claim for unpaid contributions, the Plan(s) or the Guild
must give the borrowing Company written notification of any such
claim for unpaid contributions at the time that the loan-out company
is notified of such claim. In no event will the borrowing Company be
liable for any such unpaid contributions which were due from the
loan-out company more than six (6) years prior to the date that the
borrowing Company was notified of the loan-out company's failure to
make the contribution.
2. In addition, Company shall not be liable for pension and health
contributions on behalf of:
a. writers employed directly by the Company with respect to
services performed under a WGA Agreement prior to the 1988
WGA Agreement, and
b. writers borrowed from a loan-out company with respect to
services performed under an agreement which is subject to a
WGA Agreement prior to the 1988 WGA Agreement which
provides that the Company shall make pension and health
contributions directly to the Plan(s)
if the claim against Company for such pension and health
contributions is not brought within six (6) years after the date of filing
of the compensation remittance report covering such writer or
loan-out company.
3. In the event that the auditors find a consistent pattern of
delinquencies with respect to a particular writer or loan-out company
employed on a particular project, then the six (6) year periods
referred to in subparagraphs 1. and 2. above shall be extended to
allow for the assertion of additional claims with respect to the
employment of such writer or loan-out company on such project.
4. If, under the 1988 Agreement, a loan-out company, as defined in
Article 3.A.3. of the 1988 WGA Agreement, has failed to make the
applicable pension and health contributions on behalf of a loaned-out
writer pursuant to Article 17.A. thereof, Company shall not be liable
for such contributions if such contributions were due more than four
(4) years prior to the date of commencement of the audit that gives
ARTICLE 17.E.4.
PENSION PLAN AND HEALTH FUND
AUDITS
259
rise to the claim (whether or not it is of the loan-out company's
records or the borrowing Company's records). The date of
commencement of the audit shall be deemed to be the date of actual
audit entry, but in no event later than ninety (90) days after the date
of the Plans' notice of intent to audit. The foregoing limitation shall
apply to claims for contributions on behalf of loaned-out writers
arising under the 1988 Agreement, provided that the notice
requirements set forth in Article 17.A.(iii) of the 1988 WGA
Agreement, when applicable, have been met. In the event that the
Plan(s) conclude, based on an audit of a loan-out company's
records, that there exists a claim for unpaid contributions, the Plan(s)
or the Guild must give the borrowing Company written notification of
any such claim for unpaid contributions at the time that the loan-out
company is notified of such claim. In no event will the borrowing
Company be liable for any such unpaid contributions which were due
from the loan-out company more than four (4) years prior to the date
that the borrowing Company was notified of the loan-out company's
failure to make the contribution.
5. In addition, Company shall not be liable for pension and health
contributions on behalf of:
a. writers employed directly by the Company with respect to
services performed under the 1988 Agreement, the 1992
Extension Agreement, the 1995 Agreement, the 1998
Agreement, the 2001 Agreement, the 2004 Agreement, the
2008 Agreement, 2011 Agreement, 2014 Agreement, 2017
Agreement, or this Agreement, and
b. writers borrowed from a loan-out company with respect to
services performed under an agreement which is subject to the
1988 Agreement, the 1992 Extension Agreement, the 1995
Agreement, the 1998 Agreement, the 2001 Agreement, the
2004 Agreement, the 2008 Agreement, 2011 Agreement, 2014
Agreement, 2017 Agreement, or this Agreement which provides
that the Company shall make pension and health contributions
directly to the Plans
if the claim against Company for such pension and health
contributions is not brought within four (4) years after the date of
filing of the compensation remittance report covering such writer or
loan-out company.
ARTICLE 17.E.4.
PENSION PLAN AND HEALTH FUND
AUDITS
260
6. In the event that the auditors find a consistent pattern of
delinquencies with respect to a particular writer or loan-out company
employed on a particular project, then the four (4) year periods
referred to in subparagraphs 4. and 5. above shall be extended to
allow for the assertion of additional claims with respect to the
employment of such writer or loan-out company on such project.
7. The foregoing limitations periods referred to in subparagraphs 1., 2.,
4. and 5. above shall not apply when underpayment or a lack of
payment was actively concealed by the Company or the loan-out
company.
F. COMMITTEE ON PENSION AND HEALTH
The Guild and the Companies shall establish a joint committee known as
the "Committee on Pension and Health" to address issues concerning
contributions to the Pension Plan and Health Fund. T he Committee is to
be composed of representatives of the Guild, the AMPTP and/or ABC,
CBS and NBC, each of which commits to an active and expeditious use of
this Committee.
The Committee will hold its first meeting within thirty (30) days following
ratification of this Agreement, or other mutually agreed upon date, and will
meet thereafter at the call of either the Guild or the AMPTP. The
Committee will make recommendations to the Guild and the AMPTP
within one (1) year following ratification of this Agreement. Among the
matters to be reviewed by the Committee are contributions on behalf of
writers employed under Article 14 of the Basic Agreement, and
contributions on behalf of professional writers whose literary material is
acquired subject to the terms of the Basic Agreement. Agreements
reached in the Committee may be referred to the Contract Adjustment
Committee established under Article 62.
ARTICLE 18 - NOTICE TO WRITERS EMPLOYED ON SAME MATERIAL
A. GENERAL
The Company will notify a writer (1) at the time a writer is assigned to any
material, if he/she already is employed by the Company, and (2) before a
writer is employed to work on any material, of the names of all other
writers then or previously employed by the Company on the same
material, or from whom the Company purchased the material on which the
ARTICLE 18.A.
NOTICE TO WRITERS EMPLOYED
ON SAME MATERIAL
GENERAL
261
writer is employed. Promptly on assigning a writer to any material, the
Company will notify all other writers who are then employed on such
material of the name of the writer so assigned. With respect to theatrical
motion pictures, at the written request of any participating writer, the
Company will, until issuance of the Notice of Tentative Writing Credits,
notify the writer in writing of the name(s) of any writer(s) employed
subsequent to such writer. With respect to television motion pictures
ninety (90) minutes or longer, Company will notify all participating writers
in writing of the name(s) of any subsequent writer(s); such notice(s) shall
be issued within a reasonable time after employment of each subsequent
writer. The provisions of this Article are limited to the best knowledge of
the Company. In the case of writers of pilots, or of projects on which there
are competing stories, teleplays or screenplays to be considered for the
same production, the notice of the names of all other writers then or
previously employed by the Company on the same material or projects, or
from whom the Company purchased material (including source material
and formats) on which the writer is employed, shall be given to the writer
before the deal for his/her services has been concluded, without the writer
requesting same.
For the purpose of the preceding sentence, "same material or projects"
shall include any television project assigned by the Company during the
preceding twelve (12) months which featured or proposed to feature the
same performer, regardless of subject matter. If the performer is a
performer in a continuing series, the foregoing provisions do not require
notice to be given to all the writers on that series, nor do they require that
notice be given to a new writer of the identity of all of the writers of the
series.
In the case of a remake, the Company shall furnish the names of the
credited writers of the prior photoplay.
In addition, Company shall include in the writer’s individual employment
agreement, to the best of the Company’s knowledge, the names of all
other writers then or previously employed by the Company on the same
material, or from whom the Company purchased the material on which
the writer is employed (including, in the case of a remake, the names of
the credited writers of the prior photoplay). The Company shall also
indicate in the writer’s individual employment agreement whether the
material is in turnaround from another company and, if so, the name of
such company.
ARTICLE 18.A.
NOTICE TO WRITERS EMPLOYED
ON THE SAME MATERIAL
GENERAL
262
If more than one (1) writer or writing team has submitted material to the
Company for the same project, the Company will send to the Guild, upon
the commencement of principal photography, a title page which shall
include, to the extent that such information is reasonably available to the
Company at that time, the name of each writer and the delivery date of
the writer's last submission to the Company.
B. THEATRICAL
A writer invited to pitch or to be interviewed concerning possible
employment on a specific project(s) may inquire of the Company whether
an invitation has been extended to any other writer(s) and the Company
will answer the writer’s inquiry. If requested by the writer, the Company
shall also inform the writer of the approximate number of writers invited to
pitch or to be interviewed.
The provisions of the foregoing paragraph are subject to the Article 48.E.
“Hot Line Dispute Resolution” mechanism, but are not subject to
grievance or arbitration.
C. TELEVISION
At the time a writer is invited to pitch or to be interviewed concerning
possible employment on a long-form television motion picture, the
Company shall make its best effort to inform that writer of the approximate
number of other writers invited to pitch or be interviewed on that project.
In any event, if the writer inquires as to whether such invitation has been
extended to any other writer(s), the Company will inform that writer of the
approximate number of other writers invited to pitch or be interviewed on
that long-form television motion picture. The provisions of this paragraph
are subject to the Article 48.E. “Hot Line Dispute Resolution” mechanism,
but are not subject to grievance or arbitration.
ARTICLE 19 - USE AND DELIVERY OF STANDARD FORM CONTRACTS
A. GENERAL
If the Company borrows a writer from a loan-out company (as defined in
Article 3 hereof), the Company will provide to the Guild a copy of its
contract with the loan-out company for such services. The Guild agrees
that the contract and information so furnished shall be deemed
ARTICLE 19.A.
USE AND DELIVERY OF
STANDARD FORM CONTRACTS
GENERAL
263
confidential and shall not be furnished or communicated to any person,
firm or corporation not directly concerned.
When the writer utilizes an office in his/her home in connection with an
employment agreement with the Company, such utilization by the writer
shall be deemed to be at the request of and for the convenience of the
employer.
B. THEATRICAL
1. The Company agrees that from and after the effective date hereof,
Company will submit to the writer or his/her agent a written contract
setting forth the terms of the writer's employment in the following
cases:
a. In a simple week-to-week contract, the contract will be
submitted to the writer or his/her agent within two (2) weeks
after his/her employment; or
b. In a simple deal contract, the contract will be submitted to the
writer or his/her agent within three (3) weeks after his/her
employment.
c. A simple contract is defined as a one (1) picture contract or a
week-to-week contract in which there are no provisions for
percentages, participation or deferments and in which there are
no options for additional pictures.
2. It is understood that there may be other provisions or factors with
respect to which the submission of a complete and definite contract
within the time periods specified in subparagraphs 1.a. and b. above
may be impractical. In any such case, the Company may request a
waiver from the Guild of the requirements of this Article 19.B.1.a. or
b., and the Guild will not unreasonably withhold the granting of such
waiver.
The fact that a deal contract provides for writing to be done in stages,
for example, first draft screenplay followed by final draft screenplay,
does not prevent it from being a simple contract.
3. As to all other contracts, the Company agrees that from and after the
effective date hereof, upon the employment of any writer, such writer
ARTICLE 19.A.
USE AND DELIVERY OF
STANDARD FORM CONTRACTS
GENERAL
264
shall be tendered, within a reasonable length of time, a written
contract setting forth the terms of the employment. Employment
contracts shall contain nothing contradictory to any of the provisions
of this Basic Agreement.
4. Upon the full execution of a written contract, not less than two (2)
copies thereof shall be delivered to the writer or his/her agent and
either or both of such copies shall be executed by the Company, and
if both of such copies are not executed by the Company, the copy
not so executed shall be accurately conformed by an officer or
employee of the Company who shall place upon any such conformed
copy his/her signature or initials in form sufficient to identify such
officer or employee.
5. Within one (1) week after the final execution of an employment
contract between a Company and writer, then if such contract is
subject to this Basic Agreement, the Company will deliver to the
Guild a properly conformed copy of such employment contract.
Within one (1) week after receipt by Company of the executed
contract referred to below, Company will also send to the Guild: (a)
excerpts from contracts of employment with persons employed
primarily in non-writing capacities (i.e., producers, directors, etc.) if
such contracts contain a right to require writing services subject to
this Basic Agreement, which excerpts shall include all of the
provisions therein relating to such writing services, and (b) copies of
separate contracts for such writing services which are entered into
with persons employed in non-writing capacities together with such
portions of their contracts for non-writing services which relate to
their compensation for such writing services.
6. In an acquisition contract with a professional writer, Company will
include a statement that such contract is subject to the provisions of
this Basic Agreement to the extent provided in Article 3.B.2. of this
Basic Agreement to the extent the same are applicable. Company
will tender such acquisition contract to the professional writer within
thirty (30) days (or forty (40) days if contract is to be executed
outside the State of California) after agreement with respect to the
acquisition of the material has been reached, and
will send a copy thereof to the Guild within one (1) week after
execution thereof by the professional writer.
ARTICLE 19.B.6.
USE AND DELIVERY OF
STANDARD FORM CONTRACTS
THEATRICAL
265
An inadvertent failure by the Company to furnish a copy of an
acquisition contract with a professional writer executed outside of
California or a copy of a contract referred to above shall not
constitute a breach of this Basic Agreement.
C. TELEVISION
1. Company agrees that from and after the effective date hereof, upon
the employment of any writer under the television provisions of this
Basic Agreement, it shall tender the writer a contract setting forth all
of the terms of the writer's employment, including all of the provisions
set forth in Television Schedule B attached hereto and made part
hereof (except that in the case of writers on term employment or
under week-to-week contracts, said terms shall reflect that the
agreement is not a freelance television writer's contract and shall be
changed accordingly). None of the terms or conditions of any
employment contract shall be less favorable to the writer than, or
inconsistent with, or violative of, the applicable terms and conditions
contained in this Basic Agreement. Company agrees to tender such
contract to the writer within ten (10) days following the
commencement of his/her employment, and agrees to send to Guild
a copy of the executed contract of employment within one (1) week
after receipt by Company of such executed contract. The Company
further agrees that if a copy shall not be so sent to the Guild, the
Guild shall have the right to require the writer to refuse to continue
rendering services for the Company until a copy shall be so sent to
the Guild and the writer's compliance with such directive from the
Guild shall not constitute a breach of his/her individual contract with
the Company. In the event that the Guild gives notice in writing to
the Company that such contract contains provision(s) less favorable
to the writer, or inconsistent with, or violative of, the applicable terms
and conditions contained in this Basic Agreement and in the further
event that Company fails to make the change so requested within a
period of fifteen (15) days from and after receipt of Guild's written
notice, the difference or controversy may be submitted by either
Company or Guild to grievance and arbitration and the finding of the
arbitrator shall be final and conclusive upon the parties hereto.
2. If Company purchases from a non-professional writer literary material
which would otherwise be subject to this Basic Agreement, as
provided in Article 3.C.2. hereof, it will notify the Guild of the name of
such non-professional writer from whom such material is purchased.
ARTICLE 19.B.6.
USE AND DELIVERY OF STANDARD
FORM CONTRACTS
THEATRICAL
266
3. If Company acquires from a professional writer literary material
subject to this Basic Agreement, to the extent provided in Article
3.C.2. hereof, it will include in the acquisition agreement a statement
that such agreement is subject to the provisions of this Basic
Agreement to the extent provided in Article 3.C.2. Company will
tender such acquisition contract to the writer within ten (10) days (or
twenty (20) days if contract is to be executed outside the State of
California) after agreement with respect to the acquisition of the
material has been reached, and will send a copy thereof to the Guild
within one (1) week after execution thereof by the writer.
An inadvertent failure by the Company to furnish a copy of an
acquisition contract with a professional writer executed outside of
California or a copy of a contract referred to immediately above or
the name of a non-professional writer referred to above shall not
constitute a breach of this Basic Agreement.
19
ARTICLE 20 - SPECULATIVE WRITING
A. THEATRICAL
1. The Company and the Guild agree that there shall be no speculative
writing, nor shall either party condone it as a practice. As used
herein, the term "speculative writing" has reference to any agreement
covered hereunder which is entered into between the Company and
any writer whereby the writer shall write material, payment for which
is contingent upon the acceptance or approval of the Company or
upon the occurrence of any other event such as obtaining financing,
or whereby the writer shall, at the request of the Company, engage in
rewriting or revising any material submitted under the terms of this
Basic Agreement and compensation for the writer's services in
connection with such material is contingent upon the acceptance or
approval of the Company, or upon the occurrence of any other event
such as obtaining financing. Company shall not request a writer to
write and submit literary material, other than a submission
19
See Article 14.L. concerning furnishing of contracts.
Note: A total redraft of Article 19, for the purposes of generally simplifying procedures and clarification,
will be assigned to a joint legal committee, consisting of counsel appointed by WGA and counsel
appointed by AMPTP. Recommendations of the joint committee shall be referred back to the parties for
consideration. Revisions agreed upon by the parties shall be included in the MBA. Pending completion of
the redraft, Article 19, as provided above, remains in effect.
ARTICLE 20.A.1.
SPECULATIVE WRITING
THEATRICAL
267
contemplated by Article 3.B.2. of this Basic Agreement, unless the
Company first makes a commitment with the writer for the writing of
at least a story or treatment. If the Company does so make a
prohibited request, the writer shall not write and submit such
material.
2. The Company and the Guild recognize that there is possibly an area
wherein the proper and constructive exchange of ideas and criticism
between a writer and a Company may be claimed by the Guild to be
speculative writing. Whenever the Guild feels that speculative writing
has occurred, the case will be referred to grievance and arbitration
and the Company's intent as determined by the facts shall be an
important factor in the consideration. It is understood in this
connection that nothing in this Article shall limit the submission of
original stories or prevent the Company from discussing with any
writer any ideas suggested by such writer, or discussing with any
writer any ideas or any material suggested by the Company in order
to determine the writer's thoughts and reactions with respect to any
such idea or other material to determine the writer's suitability for an
assignment.
B. TELEVISION
1. The Company and the Guild agree that there shall be no speculative
writing, nor shall either party condone it as a practice. As used
herein, the term "speculative writing" has reference to any agreement
entered into between the Company and any writer whereby the writer
shall write material, payment for which is contingent upon the
acceptance or approval of the Company, or whereby the writer shall,
at the request of the Company, engage in rewriting or revising any
material submitted under the terms of this Basic Agreement and
compensation for the writer's services in connection with such
material is contingent upon the acceptance or approval of the
Company. Company shall not request a writer to write and submit
literary material, other than a submission contemplated by Article
3.C.2. of this Basic Agreement unless the Company first makes a
commitment with the writer for the writing of at least a story. If the
Company makes such a prohibited request, the writer shall not write
and submit the requested material.
2. The Company and Guild recognize that there is possibly an area
wherein the proper and constructive exchange of ideas and criticism
between a writer and a Company may be claimed by the Guild to be
ARTICLE 20.A.1.
SPECULATIVE WRITING
THEATRICAL
268
speculative writing. Whenever the Guild feels that speculative writing
has occurred, the case will be referred to grievance and arbitration
and the Company's intent as determined by the facts shall be an
important factor in the consideration. It is understood in this
connection that nothing in this Article shall limit the submission of
original stories or prevent the Company from discussing with any
writer any ideas suggested by such writer, or discussing with any
writer any ideas or any material suggested by the Company in order
to determine the writer's thoughts and reactions with respect to any
such idea or other material to determine the writer's suitability for an
assignment, provided, however, that any such discussion relating to
an assignment shall be subject to the provisions of subparagraph 3.
hereof.
3. a. A writer's initial interview with the Company concerning
employment in connection with an assignment may only be with
(1) a person who is empowered to make, subject to the
negotiation of mutually acceptable terms and conditions, the
final creative decision to engage a writer for an assignment, or
(2) a person designated by the Company to interview writers
with regard to the particular program, except that a writer's initial
interview with the Company at the Company's request
concerning employment in connection with an assignment for
an episodic series may only be with a producer or other person
who is empowered to make the final creative decision to engage
a writer for an assignment.
b. Unless a commitment was made by the Company in such initial
interview, a second interview by the writer with the Company
concerning the same assignment may only be with a person
who, without reference to or consultation with any other person,
firm or corporation, including but not limited to, network or
sponsor, is empowered to make, subject to the negotiation of
mutually acceptable terms and conditions, the final decision to
engage a writer for an assignment. In no event may a third
interview by the writer with the Company take place concerning
such assignment, nor may the Company request the writer to
render any writing services, unless there has first been a
business meeting between the writer, his/her agent or
representative, and the business affairs executive or other
executive of the Company charged with responsibility for
negotiating the terms and conditions of a proposed employment
contract between the writer and the Company and such terms
ARTICLE 20.B.3.b.
SPECULATIVE WRITING
TELEVISION
269
and conditions have in fact been agreed upon. However, if a
time emergency does not permit such business meeting to
precede such third interview, such business meeting may take
place after such third interview if there has been agreement
prior thereto as to the monies to be paid the writer.
For the purpose of this subparagraph 3., an interview shall not
be deemed to include (1) a telephone request by Company
addressed either to the agent or the writer solely for information
concerning the writer's availability for employment or as to
his/her credits, or (2) an appointment solicited by the writer, the
purpose of which is to inform Company of the writer's availability
for employment or as to his/her credits, or (3) motion picture
screenings. It is expressly understood that the writer may in no
event be required to deliver any material written by him/her until
all the terms and conditions relating to his/her employment in
connection with such material have been agreed upon.
c. If in the first interview the writer gives a story, then a second
meeting at the request of the Company concerning that story
shall constitute a story commitment at minimum compensation.
d. If, at the request of the Company, the writer gives a story, either
by telephone or in person or otherwise, then a meeting on that
story at the request of the Company is a commitment. The
parties hereto agree that the use of a telephone call, initiated by
an authorized representative of the Company, as a method of
circumventing a meeting in person to discuss the story is a
violation of the provisions of the preceding sentence.
e. (1) With respect to an episodic series or once-per-week
serial for which more than six (6) episodes, excluding the
pilot, have been ordered, Company shall have the option
of interviewing not less than one (1) freelance writer for
each story commitment which is unassigned at the time
of the network program order for a given broadcast
season.
For each such interview, Company shall inform the writer
at the beginning of the interview of all storylines then in
work, provided that if a storyline is confidential due to
marketing or other considerations, e.g., a "cliffhanger,"
ARTICLE 20.B.3.b.
SPECULATIVE WRITING
TELEVISION
270
etc., Company is not required to inform the writer of such
storyline.
The number of such interviews may be reduced by one
(1) for each freelance assignment made. It is understood
that the requirement for such interview shall not be
deemed to imply in any way a commitment for
employment.
Company shall furnish the Guild, upon request, written
reports containing the name of the Company, the name
of the particular series, the date of and number of
episodes in the network order, the number of story
commitments in the network order, the names of the
freelance writers interviewed, the dates of such
interviews, and the names of all freelance writers
employed by Company as a result of such interviews.
In the event the Company records an interview with the
writer, the Company shall furnish a copy or transcription
of such recording to such writer.
(2) In the alternative, in connection with a particular episodic
series, Company shall employ freelance writers who
have not been employed on such series in the previous
broadcast season, to write not less than two (2) stories
with option for teleplay in the case of an initial network
program order of thirteen (13) episodes or three (3)
stories with option for teleplay, one (1) of which must be
exercised, in the case of a network program order of
twenty-two (22) or more episodes of each such series
during a given broadcast season. In connection with
once-per-week serials, Company shall have the
alternative right to commit to one (1) teleplay per season
for each such serial.
In the alternative to the first paragraph of Article
20.B.3.e.(2) above, the two (2) required stories with
option for teleplay in the case of an initial order of
thirteen episodes may be replaced with one (1) teleplay
based on a story provided to the freelance writer.
Further, the three (3) stories with option for teleplay, one
(1) of which must be exercised, may, in the case of a
network order of twenty-two (22) or more episodes, be
ARTICLE 20.B.3.e.
SPECULATIVE WRITING
TELEVISION
271
replaced with two (2) teleplays based on stories provided
to the writers.
(3) Company shall elect either subparagraph e.(1) or e.(2)
above for each broadcast season of a series. However,
if Company elects subparagraph e.(1) above and does
not generate the levels of freelance employment
specified in subparagraph e.(2) above, then Company
must comply with subparagraph e.(2) in the subsequent
season of such series. Subparagraph e.(1) would
thereafter be available only if the levels of employment
specified in subparagraph e.(2) were fulfilled in the
immediately prior season of such series.
(4) The foregoing access provisions under this Article
20.B.3. are not applicable to programs produced under
Appendix B of this Agreement.
f. During the 1988 negotiations, the Guild raised concerns about
increasing employment for freelance writers by strengthening
the provisions of the existing contract with respect to such
employment. According to the statistics provided by the Guild,
on most series, freelance writers have, in fact, been employed
at the levels proposed by the Guild.
In recognition of the Guild's desire to encourage Companies to
continue to employ freelance writers at those levels during the
term of this Agreement, the parties have agreed as follows: In
the event the Guild finds that a particular Company is not
employing freelance writers at those levels, the Company, upon
request of the Guild, will participate in a meeting with the Guild
to discuss the Guild's concerns. The Company will invite the
persons responsible for making script assignments on the
series in question to such meeting.
4. Company shall furnish in writing to the Guild, as to each program and
series and serial, the names of all persons empowered to make a
commitment with the writers. Such notification shall be binding on
Company. Any changes must be furnished to the Guild in writing,
but shall be effective only after receipt by the Guild.
ARTICLE 20.B.3.e.
SPECULATIVE WRITING
TELEVISION
272
5. Each writer called in to an interview for an episodic series or
once-per-week serial shall be provided with a format, including
character descriptions and brief synopses, of all storylines previously
produced for the current season.
ARTICLE 21 - LOCATION EXPENSES (GENERAL)
A. If a writer is required by the Company to perform services on any location
sufficiently far away from the Company studio so that overnight
accommodations are reasonably necessary, the Company shall furnish
and pay for first-class board and lodging, if available, while the writer is
required to remain on any such location. The Company may, in any
contract of employment between the Company and a writer, designate a
reasonable daily maximum liability on the part of the Company for such
board and lodging of the writer.
If air transportation is required, coach class air travel shall be permissible
in the following circumstances: (1) for flights that are less than 1,000
airline miles when the flight is non-stop from the departure point to the
final destination point; (2) for non-stop flights between Los Angeles and
Vancouver; and (3) for interviews for prospective employment; provided
that in each of the foregoing circumstances, Company must provide
elevated coach class travel (e.g., Economy Plus, Extended Leg Room,
etc.) when available. Writers who travel by coach class shall be
reimbursed by Company for baggage fees and costs of in-flight meals,
provided that the writer submits to the Company a request for
reimbursement with appropriate receipts within thirty (30) days after the
flight. All other flights shall be business class when available and, if not
available, first class.
If a writer covered under this Agreement is traveling on the same flight as
another employee employed on the same production by the same
Company and the other employee is entitled to travel in a higher class of
transportation pursuant to the minimum terms of the collective bargaining
agreement under which he/she is employed, the writer covered under this
Agreement shall be upgraded to the same class of transportation as is
afforded the other employee.
If the writer is required to travel from the writer's then residence to
Company's studio or offices in connection with an interview for proposed
employment or in connection with writing services under a freelance
employment contract, and such travel would reasonably require overnight
ARTICLE 21.A.
LOCATION EXPENSES
(GENERAL)
273
accommodations (for such purposes, travel in excess of one hundred fifty
(150) miles is deemed reasonably to require overnight accommodations),
the Company will:
1. Supply or reimburse transportation plus return transportation if the
writer does not accept additional employment while at such
designated site; and
2. Supply or reimburse for first-class board and lodging, if available,
during the period of travel and continuing until the writer's services
commence or in the case of an interview, during the period the writer
is required to remain at such site.
The writer must advise the Company prior to the deal for the writer's
services being concluded or, in connection with an interview for proposed
employment, prior to agreement for travel for such interview being
concluded, if the writer's residence is over one hundred fifty (150) miles
from the Company's studio or offices.
1995 addition regarding television motion pictures ninety (90) minutes or
longer. Without in any way derogating from the foregoing and in order to
address special concerns of writers of television motion pictures ninety
(90) minutes or longer, it is agreed that upon request of such a writer,
reasonable location expenses shall be provided in advance of a writer's
travel, unless Company policy prohibits advances for location expenses to
its executive personnel. If there is such a policy, Company shall
reimburse the writer's location expenses within the time provided under
Company policy for its executive personnel, but in no event later than
thirty (30) days after submission of an expense reimbursement request in
the form required by the Company. The writer shall account to the
Company for such expenses within the time and in the manner required
by Company policy for its executive personnel.
B. Company will provide a minimum coverage of $200,000.00 of accidental
death and dismemberment insurance to any writer while required by
Company to travel by means of transportation furnished by Company,
other than by air, during writer's assignment. If writer is required to travel
by air, Company will provide a minimum of $250,000.00 of such insurance
for each writer, and $350,000.00 of such insurance for each writer in
cases where required to travel by helicopter.
Writer shall be permitted to fill out a form specifying a beneficiary. Such
form shall be filed with the designated representative of the Company.
ARTICLE 21.A.
LOCATION EXPENSES
(GENERAL)
274
If, during the term of this Basic Agreement, the Company enters into a
collective bargaining agreement of industry-wide application with DGA or
SAG-AFTRA which provides, under conditions similar to those specified
above, for an increase in the amount of any such coverage to amounts
greater than the comparable amounts specified above, then the Guild
may elect to substitute the comparable amounts for all three (but not for
less than all three) of the amounts specified above. Such substitution
shall become effective ten (10) days after the Company receives written
notice of such election from the Guild.
C. The beneficiary or beneficiaries designated by written notice to the
Company shall be entitled to the proceeds of said insurance; provided,
however, if the writer does not give a beneficiary designation as aforesaid,
then the beneficiary or beneficiaries shall be as designated in the Pension
Plan, or if the writer has designated a beneficiary in the Health Fund at a
later time than the designation in the Pension Plan, then such subsequent
designation shall prevail.
D. An industry-wide committee shall be established to work out appropriate
rules with regard to transportation in light of changing conditions in the
airline industry.
ARTICLE 22 - TERM CONTRACTS-OPTIONS (GENERAL)
With respect to any contract of employment between the Company and a writer
by the terms of which the Company is granted an option or options to extend
such employment on a term basis, the first of such option periods shall be not
less than thirteen (13) weeks; the second of such option periods shall be not less
than twenty-six (26) weeks; the third of such option periods shall be not less than
twenty-six (26) weeks and each additional option period shall be not less than
fifty-two (52) weeks, and such option periods shall be consecutive, except that
the provisions of this Article shall not apply in the following instances:
A. To a writer who desires to work only a limited portion of each year or
whose contract of employment provides for extended lay-off periods;
B. To a writer whose term of employment is extended for such period, not
exceeding, however, sixty (60) days, as may be required to complete any
assignment or assignments on which the writer was engaged at the
expiration of the term of such contract;
C. To a writer whose contract is extended for any period or periods by reason
of any incapacity or any contractual, legal or equitable default of the
ARTICLE 22
TERM CONTRACTS-OPTIONS
(GENERAL)
275
writer, or any interference, suspension or postponement by reasons of
any causes provided for or specified in the "force majeure" clause of such
writer's contract; and
D. To a writer who grants options for employment to write literary material,
other than on a term basis.
It is understood that the above-designated minimum periods may be either with
or without lay-off.
ARTICLE 23 - LAY-OFF (GENERAL)
A. The Company agrees that with respect to any term contract of
employment between the Company and a writer, the then current term of
which is a period of twenty-six (26) weeks or more and in which an option
is granted the Company to place the writer on lay-off without pay for a
period of three (3) weeks or more, any installment of lay-off shall be for a
minimum of three (3) weeks except in the following instances:
1. If, at any time, the remainder of the lay-off allowable during any term
of employment is less than a period of three (3) weeks, then such
remaining period of lay-off may be given at any one time.
2. If any part of the allowable lay-off period is given at the end of any
term of employment under said contract of employment, then any
such lay-off period may be for less than a period of three (3) weeks.
B. With respect to any term contract of employment between the Company
and a writer, the then current term of which, as designated in the writer's
employment agreement, is a period of less than twenty-six (26) weeks and
in which an option is granted the Company to place the writer in lay-off,
any allowable lay-off must be taken in one period.
C. The provisions of this Article 23 are not intended to apply to any
suspension or lay-off by reason of any incapacity or default of the writer or
interference, suspension or postponement by reason of any of the causes
provided for or specified in the "force majeure" clause of such writer's
contract. At any time after the commencement of any lay-off period, the
Company may recall the writer and if the Company pays the writer
continuous contract salary for the intervening period, then such period
shall not be regarded as lay-off for the purposes of this Basic Agreement.
ARTICLE 22
TERM CONTRACTS-OPTIONS
(GENERAL)
276
ARTICLE 24 - GUARANTEED EMPLOYMENT (GENERAL)
A. If a writer is employed at scale or above on a week-to-week basis, he/she
shall be employed for at least one (1) week, except in the following
instances in which there is no guarantee of any minimum employment:
1. Assignments which are complete or which normally could be
completed prior to the expiration of the minimum period of
employment above mentioned; it being agreed that if at the time of a
writer's engagement, the writer and the Company agree in writing
that the assignment is one which could normally be completed prior
to the expiration of the minimum period of employment and include in
such written agreement a short descriptive phrase (such as, but not
limited to, "additional dialogue," "technical aid," "incidental dialogue,"
or any other general descriptive phrase) identifying the work to be
done and designate the time within which such assignment could
normally be completed and the writer accepts such engagement,
then the applicable minimum period shall not apply and the writer
may not thereafter deny any fact stated in such written agreement.
Either party may terminate any such engagement at any time after
the expiration of the time so agreed upon.
The daily salary shall be one-fifth (1/5) of the agreed upon weekly
salary.
2. Any non-exclusive employment, that is to say, any employment in
which the writer is not required to devote his/her entire working time
exclusively to such employment.
B. The obligation of the Company hereunder to furnish employment during
the minimum periods of employment above mentioned, or any part
thereof, shall be wholly discharged by the payment of the agreed salary
for the minimum period.
C. The provisions of this Article shall, of course, be subject to any and all
rights of suspension and/or termination which the Company may have by
contract or otherwise, in the event of any incapacity (other than by reason
of mere incompetence or unsuitability) or default of the writer, or in the
case of any interference, suspension, or postponement by reason of any
of the causes provided for or specified in the "force majeure" clause of
such writer's contract.
ARTICLE 24.C.
GUARANTEED EMPLOYMENT
(GENERAL)
277
ARTICLE 25 - NOTICE OF TERMINATION OF EMPLOYMENT (GENERAL)
Any writer who has worked for the Company on a week-to-week basis for a
period of not less than eight (8) consecutive weeks, including time before as well
as after the effective date hereof, at a salary of $7,387.90 or less a week, shall
be entitled to receive and shall be required to give not less than one (1) week's
notice prior to the termination of such employment. Any writer who has worked
for the Company on a week-to-week basis for a period of not less than fifty-two
(52) consecutive weeks, including time before as well as after the effective date
hereof, at a salary of $7,387.90 or less a week, shall be entitled to receive and
shall be required to give not less than two (2) weeks' notice prior to the
termination of such employment.
The eight (8) week and fifty-two (52) week periods above referred to shall be
exclusive of any prior period of guaranteed employment. It is understood that,
for the purposes hereof, work performed by the writer shall be deemed to be
consecutive during the time for which the writer receives compensation. Any
period of suspension by reason of any of the causes provided for or specified in
the "force majeure" clause of such writer's contract shall not be deemed to break
any consecutive period of work, but the period or periods of any such suspension
shall not be counted as work time for the purposes hereof. If a Company shall
discharge a writer solely for the purposes of evading the provisions hereof and
shall, within forty-eight (48) hours, re-employ such writer, the writer shall be
deemed to have worked continuously regardless of such discharge.
ARTICLE 26 - FORCE MAJEURE
Company shall have the right to suspend a writer employed on a week-to-week
basis or for a definite term during all or any part of any period of so-called "force
majeure." If any such suspension continues for a period of five (5) or more
weeks after its commencement, the writer shall have the right to terminate
his/her employment during the continuance of such suspension by giving
Company, after the expiration of such period of five (5) weeks, written notice of
such termination to be effective not less than one (1) week after the actual
receipt by Company of such notice; provided, however, that such employment
shall not be terminated if within one (1) week after the actual receipt of such
notice Company reinstates such employment, at the agreed upon compensation
provided for thereunder. Nothing herein contained shall be considered to
deprive Company of its right after such reinstatement to suspend any such
employment by reason of another event of "force majeure," or of Company's
right to terminate any such employment at any time after the commencement of
the suspension period.
ARTICLE 25
NOTICE OF TERMINATION OF EMPLOYMENT
(GENERAL)
278
ARTICLE 27 - MOTION PICTURES TO WHICH AGREEMENT NOT APPLICABLE
(THEATRICAL)
It is understood that the provisions of this Basic Agreement shall not apply to
motion picture cartoons, newsreels, advertising shorts, trailers, travelogues,
commercial films or news or sports commentations. "Informational Programs"
are covered by the Sideletter on page 730 of this Basic Agreement.
ARTICLE 28 - WARRANTY AND INDEMNIFICATION (GENERAL)
A. Company and writer may, in any individual contract of employment,
include provisions for warranties of originality and no violation of rights of
third parties, indemnification against judgments, damages, costs and
expenses including attorneys' fees in connection with suits relating to the
literary material or the use of the literary material supplied by the writer or
the use thereof by Company; provided, however, that the writer shall in no
event
1. be required by contract to waive his/her right to defend
himself/herself against a claim by Company for costs, damages or
losses arising out of settlements, stipulations for entry of judgment or
other similar agreements to resolve disputes, not consented to by the
writer, unless the writer agrees to such waiver in a separate writing
signed by the writer, and Company reserves all of the rights it may
otherwise have against the writer;
2. be required to warrant or indemnify with respect to any claim that
his/her literary material defamed or invaded the rights of privacy or
publicity of any person or entity unless the writer knowingly used the
name, likeness, characteristics or personality of such person or entity
or should have known, in the exercise of reasonable prudence, that
such person would or might claim that his/her name, likeness,
characteristics or personality was used in such material;
3. be required to warrant or indemnify with respect to any material other
than that furnished by the writer;
4. be required to warrant or indemnify with respect to third party
defamation, invasion of privacy or publicity claims, when the writer is
requested by the Company to prepare literary materials which are
based in whole or in part on any actual individual, whether living or
dead, provided writer accurately provides all information reasonably
ARTICLE 28.A.4.
WARRANTY AND INDEMNIFICATION
(GENERAL)
279
requested by Company for the purpose of permitting the Company to
evaluate the risks involved in the use of the material supplied by
writer.
B. The Company shall indemnify such writer against any and all damages,
costs and expenses, including attorneys' fees, and shall relieve the writer
of all liability in connection with any claim or action respecting:
1. material supplied to the writer by the Company for incorporation into
the writer's work or incorporated in the writer's work by employees,
agents having actual, apparent or ostensible authority or officers of
the Company other than the writer;
2. changes in the writer's literary material made by the writer at the
Company's request or direction; or
3. material other than that furnished to the Company by the writer.
C. The Company and the writer, upon the presentation of any such claim to
either of them or the institution of any such action naming either or both of
them as defendants, shall promptly notify the other of the presentation of
any such claim or the institution of any such action giving such other party
full details thereof. The pendency of any such claim or action shall not
relieve the Company of its obligation to pay to the writer any monies due
with respect to the literary material contributed by the writer.
The Company shall name or cover the writer (including writers employed
via loan-out companies) as additional insured on its errors and omissions
policies respecting theatrical and television motion pictures.
D. The indemnified party shall cooperate (without being required to incur any
costs or expenses) in the defense of any claim for which indemnification is
provided in this Article.
E. The Company shall not seek indemnification from the writer while a claim
or action by a third party is pending, nor shall the writer be required to
indemnify the Company based on alleged, rather than actual, breach of
warranty or violation of the rights of third parties. Therefore, any claim for
indemnification by the Company against the writer need not be filed during
the pendency of such third party claim or action.
F. Nothing in this Article 28 precludes the Company from making a claim for
breach of warranty and/or indemnification against the writer in the
ARTICLE 28.A.4.
WARRANTY AND INDEMNIFICATION
(GENERAL)
280
absence of an adjudication of the third party claim. The writer and the
Company may agree, in the writer’s personal services contract, upon the
forum and manner in which the Company’s claim will be heard.
ARTICLE 29 - SEPARATE AGREEMENT (GENERAL)
This Basic Agreement shall be construed as a separate agreement between the
Guild and each Company signatory to a similar agreement with the Guild. No
default or breach of a similar agreement by such other Company shall constitute
a default or breach by or impose liability on the Company and a default or breach
by the Guild as to a Company signatory to a similar agreement with the Guild
shall not constitute a default of the Guild as to the Company. Termination of a
similar agreement between the Guild and any other Company shall not affect this
Basic Agreement.
ARTICLE 30 - WRITER EMPLOYMENT AGREEMENT WITH COMPANY
(THEATRICAL)
It is the intent of the parties hereto that nothing in this Basic Agreement shall be
construed so as to give to the Company or to any individual writer employed by
the Company the right to terminate or the right to refuse to perform (except to the
extent specifically provided in Article 7 hereof) pursuant to the provisions of any
individual contract between the Company and any such writer, or the right to
claim a breach of such individual contract of employment by reason of any
breach of any provisions of this Basic Agreement. The Guild shall have the right
to waive any of the provisions of this Basic Agreement on behalf of or with
respect to any individual writer.
ARTICLE 31 - OPPORTUNITY TO EXECUTE SIMILAR AGREEMENT (THEATRICAL)
Any person, firm or corporation now or hereafter during the life of this Basic
Agreement engaged in the United States in preparation or production of a
photoplay in which the Company has a substantial financial interest shall be
afforded the opportunity of becoming a signatory to an agreement with the Guild
containing the same terms and provisions as this Basic Agreement.
ARTICLE 31
OPPORTUNITY TO EXECUTE
SIMILAR AGREEMENT
(THEATRICAL)
281
ARTICLE 32 - REFERENCE TO AGREEMENT (GENERAL)
This Basic Agreement shall be referred to as the Writers Guild of America
Theatrical and Television Basic Agreement of 2020.
ARTICLE 33 - JURISDICTIONAL DISPUTES (GENERAL)
The Guild agrees to cooperate in good faith with the Company and with other
guilds and organizations representing employees of the Company in working out
a method for the determination of jurisdictional disputes without work stoppages.
ARTICLE 34 - [Deleted.]
ARTICLE 35 - RECOGNITION OF AGREEMENT (GENERAL)
The Guild agrees that it will take proper steps to provide that its by-laws carry
this Basic Agreement into effect and that, during the term of this Basic
Agreement, it will not maintain or adopt any articles or by-laws or any rules or
orders which will be in conflict with this Basic Agreement. The Guild will use its
best efforts to cause its by-laws to provide that each of its members shall be
bound by the provisions of this Basic Agreement. The Guild will not, by the
adoption of by-laws or otherwise, seek to prevent the inclusion in contracts of
employment between any writer and the Company, or any Companies signatory
hereto of any terms or conditions not violative of this Basic Agreement, or seek
to require that individual agreements of employment between any writer and the
Company contain any provisions not required by this Basic Agreement. It is the
intent of this Basic Agreement that, except to the extent that the Company is
expressly limited by this Basic Agreement, the Company is not subject to any
restrictions or limitations with respect to individual employment contracts with the
writers employed hereunder. The Guild represents and warrants that, at all
times during the term hereof, it will have exclusive jurisdiction over the matters
and procedure necessary to carry out the purposes and intent of the foregoing
provisions of this Article 35 and over all other covenants and agreements to be
kept or observed by the Guild pursuant to this Basic Agreement. The Company
will not either alone or in concert with any other Company signatory to a similar
agreement with the Guild take any action of any kind that will interfere with the
performance of this Basic Agreement on the part of the Company or violate the
provisions of this Basic Agreement.
Company will comply with all federal, state and local laws relating to amounts to
ARTICLE 32
REFERENCE TO AGREEMENT
(GENERAL)
282
be withheld and payments to be made in connection with any wages or salaries
payable to writers employed by the Company.
Company acknowledges that all minimums required to be paid to writers
employed hereunder are wages or salaries paid to employees and are subject to
all federal, state and local laws relating thereto.
ARTICLE 36 - TERMS AND CONDITIONS APPLICABLE TO CERTAIN CATEGORIES
OF PROGRAMS
The terms and conditions applicable to:
Comedy-Variety Programs
Quiz and Audience Participation Programs
Serials - Other Than Prime-Time
Other Non-Dramatic Programs (including non-dramatic children's
programs);
Documentary, News and Public Affairs Programs
shall be set forth in Appendix A to be attached to and wholly incorporated in this
Agreement.
ARTICLE 37 - NAMES ON LITERARY MATERIAL (GENERAL)
During the development phase of a theatrical or television motion picture (e.g.
when submissions to agents, actors or directors are being made), Company shall
place the name of the initial writer on literary material written hereunder,
following which the words “current revisions” shall precede the name(s) of the
writer(s) of that draft. During this phase, Company shall utilize the following
standard cover page on literary material covered hereunder:
ARTICLE 37
NAMES ON LITERARY MATERIAL
(GENERAL)
283
(NAME OF PROJECT)
by
(name of first writer)
(BASED ON, IF ANY)
Current revisions by
(current writer, date)
Name, address and telephone number of Company (if applicable)
Upon commencement of pre-production, Company shall place the name of the
initial writer on literary material written hereunder, following which the words
“revisions” shall precede the names of all subsequent writers. Once writing
credits have been determined, only the names of the credited writers shall
appear on the literary material. Inadvertent failure to so include or exclude any
name shall not constitute a breach of this Basic Agreement. Upon
commencement of pre-production and until such time as writing credits have
been determined, Company shall utilize the following standard cover page on
literary material covered hereunder:
(NAME OF PROJECT)
by
(name of first writer)
(BASED ON, IF ANY)
Revisions by
(names of subsequent writers,
in order of work performed)
Current revisions by
(current writer, date)
Name, address and telephone number of Company (if applicable)
ARTICLE 37
NAMES ON LITERARY MATERIAL
(GENERAL)
284
ARTICLE 38 - NON-DISCRIMINATION
A. POLICY AND NEW PROGRAMS
1. The parties to this Basic Agreement agree that, to the extent
provided by applicable federal and state statutes only, there shall be
no discrimination due to sex, age, race, religion, sexual orientation,
marital status, gender identity, color, creed, national origin or
disability.
2. In accordance with this policy, the Company reaffirms and agrees to
continue its policy of such non-discrimination in employment of
writers hereunder.
The Company agrees to explore with the Guild's Equal Employment
Officer new affirmative action programs to increase employment
opportunities and the availability of writing assignments for writers in
the "protected classes," as defined in this Article, in the fields of
television and theatrical motion pictures.
In addition, each Company will designate one or more high level
creative, production or programming executives to meet on an
individual Company basis at least once per year with members of the
WGA West and WGA East, who have been designated by the Board
of Directors of WGA West and Council of WGA East. Each such
meeting will be held at the request of the WGA or the Company, and
any subject that the WGA members or Company executives wish to
discuss relating to diversity and the Company’s anti-harassment
policies will be suitable for discussion. Additional meetings may be
scheduled by mutual agreement of the Company and the Guild.
Upon mutual agreement, the parties may seek the involvement and
participation of SAG-AFTRA and the DGA.
3. In accordance with this policy, the Guild reaffirms and agrees to
continue its policy of such non-discrimination with respect to
admission to membership and rights of membership.
4. All of the foregoing and its application is subject to the individual
writer, the WGA and Company's First Amendment and creative rights
and protections.
ARTICLE 38.A.4.
NON-DISCRIMINATION
POLICY AND NEW PROGRAMS
285
B. REPRESENTATIVES
1. The Company shall designate an individual as Equal Employment
Officer and such individual's name, address and telephone number
shall be forwarded in writing to the Guild.
2. WGA shall designate an individual as Equal Employment Officer and
such individual's name, address and telephone number shall be
forwarded in writing to the Company.
3. The individuals named pursuant to subparagraphs 1. and 2. above
shall be responsible for the full implementation of their respective
commitments hereunder.
C. DATA SUBMISSION PROGRAM
1. The Company shall submit to WGA, within thirty (30) days after each
calendar quarter, a report containing the information in the
standardized form provided under Article 38.D.2. below regarding
writers employed by Company under this Agreement during the
preceding calendar quarter. The WGA will not unreasonably deny a
request by such Company for an extension of time for submission of
the first such report.
2. The Company will submit the above data on the following standard
form, which has been agreed to by the parties. The Guild shall,
within ten (10) days after completion of same, supply the Company
with a copy of the data it has compiled from the Company's standard
report form.
If there is confusion as to the identity of a writer listed on the
Company's report because two (2) or more writers have the same
first and last name, then Company shall, upon request of the Guild,
furnish to the Guild such writer's social security number, if known to
the Company, or the employer identification number of such writer's
loan-out company.
ARTICLE 38.B.1.
NON-DISCRIMINATION
REPRESENTATIVES
286
DATA SUBMISSION PROGRAM REPORT (WGAW)
COMPANY:
PERIOD COVERED: QUARTER:
EMPLOYMENT CATEGORIES NAME(S) OF WRITER(S)
A. TELEVISION
1. FREELANCE - STORY*
2. FREELANCE - TELEPLAY*
3. STAFF - STAFF WRITERS
4. STAFF - STORY EDITOR
5. STAFF - WRITER/PRODUCER
6. DEVELOPMENT DEAL
B. THEATRICAL
1. FREELANCE
2. DEVELOPMENT DEAL
Submitted by: _______________________________ ___________________
(Print name) (Title)
Signed:
Dated:
*Includes staff writers with story and/or teleplay assignments.
3. In the event that Company fails to submit the report within the time
specified in subparagraph 1. above, the Guild may send a written
notice of delinquency to the Company's Equal Employment Officer
requesting submission of the report within ten (10) working days of
receipt of the notice. It is recognized that while Company shall be
ARTICLE 38.C.3.
NON-DISCRIMINATION
DATA SUBMISSION PROGRAM
287
obligated to make reasonable efforts to ascertain the required data,
subject to any legal restrictions applicable thereto, there may be
individual circumstances when Company will be unable to secure the
data or vouch for its accuracy.
D. SCRIPT SUBMISSION PROGRAM
[The WGA exercised its right to terminate this Program during the term of
the 1988 Basic Agreement.]
E. ARBITRATION
Claims and/or disputes relating to or arising from this Article 38 are not
subject to the provisions of Articles 10 and 11 of this Basic Agreement, nor
are they otherwise subject to arbitration, except that the matters listed in
subparagraphs 1. and 2. below shall be subject to Articles 10 and 11.
1. Breaches of the reporting requirements of the Data Submission
Program. For such breaches, the arbitrator may order the Company to
submit the required reports. In addition, for an
unjustified failure to submit a required report within the ten (10) day
period specified in subparagraph C.3. above, the arbitrator shall order
damages of $600 for the first such violation and damages of $600 to
$1,500 for each subsequent failure to submit a required report.
2. Breaches of the requirement to designate an Equal Employment
Officer or failure, without justifiable reason, of such officer to meet with
the Guild officer upon ten (10) days notice. The sole remedy which
the arbitrator may impose for such failure is damages not to exceed
$5,000.
F. The affirmative action provisions contained in this Article 38 are adopted in
reliance upon the EEOC's affirmative action guidelines, codified in Title 29
CFR Part 1608. The Company and the WGA have conducted a reasonable
self-analysis with respect to the employment of writers covered by this
Agreement. This analysis has indicated that minorities (defined for
purposes of Article 38 only as all persons not properly identified as "white
(not Hispanic origin)" on EEO-1 reporting forms) constitute an undesirably
low percentage of individuals who have worked under this Agreement. The
Company and the WGA desire to maximize all protected groups' access to
the employment opportunities covered by this Agreement. Based on the
aforementioned statistical analysis, the Company and the WGA conclude
that there is a reasonable basis to take affirmative action. This affirmative
action will insure that all groups have access to said employment
opportunities. This affirmative action plan was initially dated June 2, 1982,
ARTICLE 38.C.3.
NON-DISCRIMINATION
DATA SUBMISSION PROGRAM
288
and was modified as of March 1, 1985, as of August 8, 1988, as of May 2,
1992, as of May 2, 1995, as of May 2, 1998, as of May 2, 2001, as of
November 1, 2004, as of February 13, 2008, as of May 2, 2011, as of May
2, 2014, as of May 2, 2017, and as of May 2, 2020. The plan is temporary,
will be re-examined with each successive collective bargaining agreement,
is not intended to maintain a racial balance, is not intended to require the
employment of any particular person or person of any particular race or
national origin for any particular employment opportunity, but is simply
designed to create training and employment opportunities for persons of all
protected groups. This plan is voluntarily entered into by the Company and
the WGA. It is under no circumstances designed to require the Company to
hire unqualified persons.
ARTICLE 39 - PILOT SCREENING (TELEVISION)
If more than five (5) writers are invited to the screening, the Company will give the
Guild the names of the writers invited and will inform the individual writers merely
of the number invited. Company will also inform the writer or his/her agent of the
approximate number of assignments open to the best of the Company's
knowledge at the time such a writer is invited.
ARTICLE 40 - SECURITY INSTRUMENTS (TELEVISION)
A. With respect to all television motion pictures produced during the term
hereof, Company agrees to either:
1. include in any chattel mortgage, pledge or other lien or security
agreement covering any television motion picture a provision made
expressly for the benefit of the Guild as representative of the writers
involved in such motion picture to the effect that if such chattel
mortgage, pledge or lien or security is foreclosed and such mortgagee,
pledgee, lien or security holders agree that if such mortgagee,
pledgee, lien or security holder thereby obtains title to such motion
picture and subsequently exhibits the same on television or in
theatrical release, then, in such event, after such mortgagee, pledgee,
lien or security holder has recouped its loan so secured plus interest
and all costs and expenses of foreclosure, such mortgagee, pledgee,
lien or security holder will be bound by the provisions of the Writers
Guild of America Theatrical and Television Basic Agreement of 2020
with respect to the payment of rerun fees, foreign telecast fees and
theatrical use fees thereafter due under this Basic Agreement.
Provided, however, that nothing herein provided shall prevent such
ARTICLE 40.A.1.
SECURITY INSTRUMENTS
(TELEVISION)
289
mortgagee or pledgee who has acquired title to such television motion
picture from thereafter making a sale of such television motion picture
to a third party free and clear of any limitations whatsoever. Except as
otherwise provided in this subparagraph 1., the rights of the Guild
hereunder as representative of the writers involved shall be
subordinate to the rights of such mortgagee, pledgee, lien or security
holder; or
2. in the alternative, to be bound by the provisions of this Basic
Agreement with respect to rerun and foreign telecast fees and
additional compensation for theatrical rights due after such foreclosure
shall have been made. In the event Company elects this alternative,
the provisions of subparagraph 1. above shall be inapplicable. If the
provisions referred to in subparagraph 1. above are not included in
any such chattel mortgage, pledge, lien or security agreement,
Company shall be deemed to have elected the alternative provided for
in this subparagraph 2.
B. In the event of such foreclosure, should Company distribute any such
television motion picture for such mortgagee, pledgee, lien or security
holder, Company shall be bound during the period of such distribution by
the provisions of this Basic Agreement with respect to the payment of rerun
fees, foreign telecast fees, and additional compensation for theatrical rights
thereafter payable hereunder with respect to said television motion picture.
Any amounts paid by Company under this Paragraph B. shall be credited
against any obligation of the mortgagee, pledgee, lien or security holder
that may be due or become due to Guild under subparagraph A.1. above; it
being understood that under no circumstances shall Guild be entitled to
more than one payment of such obligation.
C. If Company was not the actual producer of a television motion picture which
was produced by a signatory to this Basic Agreement, but Company
acquires title thereto by purchase, assignment, transfer, voluntary or
involuntary, or by foreclosure of a chattel mortgage or a pledgee's sale, or if
Company enters into any distribution contract to distribute such television
motion picture, Company shall be obligated to pay the rerun fees and
foreign telecast fees due hereunder when such motion picture is exhibited
on television, and to pay the fees due the writers involved when such
motion picture is exhibited in theatrical release, unless such other Company
has theretofore made or theretofore become obligated to the Guild to make
such payments.
D. The foregoing provisions of this Article 40 shall not apply to any such
television motion picture subject to any security instrument which was in
existence on or before June 15, 1970.
ARTICLE 40.A.1.
SECURITY INSTRUMENTS
(TELEVISION)
290
ARTICLE 41 - NOTICES (GENERAL)
All notices which the Company is required or may desire to serve upon a writer, a
claimant or the Guild under the provisions of this Basic Agreement, including, but
not by way of limitation, the separation of rights provisions of both theatrical and
television, shall be addressed to such writer, claimant or the Guild at the Guild's
office in either Los Angeles, California, or New York, New York. All notices
which a writer, a claimant or the Guild is required or may desire to serve upon
the Company, under the provisions of this Basic Agreement, shall be addressed
to the Company at its headquarters for the production of motion pictures in
California, as provided in the last paragraph of this Article 41 or, if Company has
no such headquarters in California, at the address it has designated for service
of process pursuant to this Article 41. Such notices may be served by registered
mail or telegram.
20
Any notice so mailed, postage prepaid, shall be conclusively
deemed to have been received on the second day following deposit if posted
within the State of California, or on the fifth day following such deposit if posted
from a place outside the State of California but within the continental United
States, or on the tenth day following such deposit if posted from a place outside
the continental United States. Any notice delivered to a telegraph office, toll
prepaid, shall be conclusively deemed to have been received upon the day
following such delivery.
Notwithstanding the foregoing, there shall be no presumption of receipt during
the period of any strike or work stoppage in the United States mail system.
Each Company shall, when applying for signatory status, designate in writing an
agent for service of process. A Company that has become signatory to this
Agreement because of its representation in bargaining by the AMPTP (see lists
on pages 3 through 7) or a Company that is a network shall, if it has not done so
in the past, designate an agent for service of process on the Guild form for such
purpose or in a letter delivered to the Guild within thirty (30) days after the
effective date of this Agreement. In addition, the Company shall provide the
Guild with written notice if it designates a different agent for service for a specific
and limited purpose (e.g., grievance and arbitration notices or credit notices).
The Company also shall notify the Guild in writing of any changes in the name(s)
or address(es) of such agent(s).
20
See paragraph 12 of Theatrical Schedule A, paragraph 12 of Television Schedule A, and
subparagraphs 4.f.12.,15. and 16. of the Sideletter on Literary Material Written for Programs Made for
New Media, which permit Company to provide Notices of Tentative Writing Credit and certain other
notices by email as provided therein.
ARTICLE 41
NOTICES
(GENERAL)
291
ARTICLE 42 - POSTING BONDS (GENERAL)
Posting of Bonds - The Guild reserves the right, in the event it determines that a
particular Company is not reliable or financially responsible, to require the
posting in advance of an adequate bond, cash or other security.
The Company acknowledges the Guild's right to instruct its members to withhold
their services from any Company that has failed to post a bond when required to
do so in accordance with the foregoing paragraph.
For the coverage of initial compensation, an escrow account may be utilized in
lieu of the foregoing bonding provision.
ARTICLE 43 - COMPUTATION OF TIME (GENERAL)
Whenever in this Basic Agreement a period of time is expressed in terms of
seven (7) days or less, or in terms of hours, in computing such period of time,
unless the contrary is expressly provided, there shall be excluded all Saturdays,
Sundays and holidays generally recognized in the motion picture industry.
ARTICLE 44 - SEVERABILITY OF PROVISIONS (GENERAL)
If any provisions of this Basic Agreement shall, during the term hereof, be held
void or unenforceable, all other provisions hereof shall nevertheless continue in
full force and effect.
ARTICLE 45 - LABOR-MANAGEMENT COOPERATIVE COMMITTEE
A labor-management planning group shall establish the rules and procedures for
a committee known as the Labor-Management Cooperative Committee. The
planning group shall consist of the Executive Director of WGAW, two (2) other
Guild or Union representatives, the President of the Alliance and two (2) other
management representatives. The planning group shall determine the agenda
and composition of the Cooperative Committee. The Cooperative Committee
shall be composed of representatives of the Hollywood labor organizations,
CEOs or COOs from the Alliance member companies and the President of the
Alliance. The Cooperative Committee shall meet on a regular basis according to
an established schedule.
Among the express purposes of the Cooperative Committee is the
implementation of industry-wide plans for increasing production and employment
in the entertainment industry.
ARTICLE 42
POSTING BONDS
(GENERAL)
292
All meetings, deliberations and proceedings of the planning group and of the
Cooperative Committee shall be closed to the public and shall be absolutely
confidential, unless the members of the planning group or committee
unanimously agree to prepare and issue publicity relating to such meetings,
deliberations or proceedings.
ARTICLE 46 - FOREIGN PERFORMANCE FEES (THEATRICAL)
The Guild has advised the Company that it is informed and believes that in
certain foreign countries, on and prior to June 13, 1960, under laws, regulations
or practices then existing, certain performance fees collected by performing
rights societies, or similar organizations, from motion picture exhibitors are
allocated to the writers of the screenplays of motion pictures and, therefore,
should be paid ultimately by or through such societies, or similar organizations,
to such writers. The Company has advised the Guild that it is unaware of any
such laws, regulations or practices. However, the Company hereby agrees that
if the Guild's information proves to be correct as to any foreign country, the
Company will cooperate with the Guild in obtaining for any writer receiving
screenplay credit under this Basic Agreement payment of such allocated portion
of such performance fees to which he/she may be entitled as aforesaid, by
signing such instruments as may reasonably be required for such purpose, upon
the following understandings and conditions, all of which are hereby approved
and accepted by the Guild:
A. That the Company shall not be obligated or required to surrender, assign,
encumber or diminish in any way or to any extent any of its right, title and
interest in or to the screenplays of its motion pictures, or in or to its motion
pictures themselves, or in or to any copyrights or any performing rights
with respect to any such motion picture or any literary or other material;
B. That the revenue of the Company or any of its assigns or licensees, from
the exhibition, marketing, performance or exploitation of the motion picture
in question shall not be directly or indirectly diminished or otherwise
prejudicially affected;
C. That the Company's agreements under this Article relate only to laws,
regulations and practices existing on June 13, 1960;
D. That under no circumstances shall the Guild or any individual writer or any
performing rights society or any other collection agency or organization or
anyone else have the right to take any action or proceeding that would
have the effect of enjoining, or preventing or otherwise interfering with the
ARTICLE 46.D.
FOREIGN PERFORMANCE FEES
(THEATRICAL)
293
exhibition, marketing, performance or exploitation, by any means or
method now or hereafter known, of any motion picture;
E. That neither the Company nor any of its assigns or licensees shall be
liable to the Guild or any individual writer or anyone else for such
performance fees.
Nothing contained in this Article shall be deemed to relate or apply to rights or
alleged rights, under the laws of any foreign country, to share in the proceeds or
profits of any motion picture, or any literary or other material, as distinguished
from performance fees paid by exhibitors.
If the Guild shall claim that screenplay writers are entitled to receive a share of
performing rights collections from motion picture exhibitors in any particular
foreign country, as first recited in this Article, the Guild shall furnish full
particulars thereof to the Company before making any request pursuant hereto.
ARTICLE 47 - RESIDUALS PROTECTION
With respect to any motion picture which is based upon literary material covered
by this Basic Agreement, the Guild may require that the Company provide the
Guild with a security interest in the motion picture and those rights necessary for
the distribution of said picture for the purpose of securing Residuals, as that term
is used in Article 65 of the Basic Agreement, which are or may become due with
respect to said motion picture. In the case of pictures on which employees
covered under the DGA Basic Agreement and/or the SAG-AFTRA Codified Basic
Agreement are employed, the WGA's security interest will attach at the same
time and in the same form, but consistent with this Article 47, as the security
interest furnished to the DGA and/or SAG-AFTRA. In the case of pictures on
which no employees covered under the DGA or SAG-AFTRA Agreements are
employed, the WGA may require the Company to provide such a security
interest prior to commencement of principal photography of the motion picture.
Before foreclosing on any security interest, the Guild shall notify the Company
and Distributor of the default and advise the Company of its right to cure same
within thirty (30) days.
ARTICLE 46.D.
FOREIGN PERFORMANCE FEES
(THEATRICAL)
294
ARTICLE 48 - PROFESSIONAL STATUS OF WRITERS: WRITER PARTICIPATION
IN THE PRODUCTION PROCESS (GENERAL)
Preamble
During the negotiations for the 1988 and subsequent MBAs, the Company
reaffirmed with emphasis the creative significance of writers as set forth herein.
It is mutually recognized that the writer of the screenplay or teleplay, by reason
of his/her unique knowledge of the material and creative abilities, can contribute
to the translation of the screenplay or teleplay to the screen by participating in
other stages of production, including but not limited to discussions with the
producer and director during preparation, production and after preview, in
relation to changes in the screenplay or teleplay and in the motion picture. It is
the policy of the Company to encourage such participation. With respect to
discussions not covered under Paragraph A. below, if the writer of the
screenplay or teleplay notifies the Company he/she wishes to participate in such
discussions, Company shall in good faith invite such participation to such extent
as may be feasible under the circumstances, it being understood that the
Company shall have the right to determine who shall or shall not be present at a
particular conference.
A. By way of implementation of the foregoing, the following shall apply with
respect to theatrical motion pictures, television pilots, movies-of-the-week
and multi-part closed-end series: The Company recognizes that the writer
has a unique vision of the motion picture and, therefore, the Company
agrees:
1. if the director has not been engaged, to arrange a pre-production
meeting between the producer and the writer (a participating writer of
the Company's choice) so that the writer has the opportunity for a
meaningful discussion of the translation of his/her vision to the screen;
2. upon the assignment of a director, the producer will arrange such a
meeting, and will invite and encourage the director to participate; and
3. if an authorized representative of the Company believes that enhanced
participation by the writer will benefit the production process, the
Company will facilitate the writer's participation.
Disputes that arise under Article 48.A.1. shall be arbitrable under Articles
10 and 11 of this Agreement only after resort to the "hot line" procedure
described below in Article 48.E.
ARTICLE 48.A.
PROFESSIONAL STATUS OF WRITERS: WRITER
PARTICIPATION IN THE PRODUCTION PROCESS
(GENERAL)
295
Disputes that arise under Article 48.A.2. or 48.A.3. are not subject to
grievance or arbitration, but may be subject to resolution under the "hot
line" procedure described below in Article 48.E. or may be referred to the
Committee described below in Article 48.F.
B. THEATRICAL
1. Affirmations. Company affirms that writers play an integral role in the
filmmaking process and that it is the Company's policy to involve
writers in that process as much as possible, including viewing the
motion picture prior to its completion, as provided below.
2. General Right -- Writer's Viewing Period. Each participating writer
shall have the right to a "Writer's Viewing Period" during which time the
writer shall have the right to see a cut of the film.
It is understood that the creative process differs on each motion
picture and that different viewing times may be dictated by different
circumstances on each production. Therefore, the scheduling of the
"Writer's Viewing Period" shall be at the sole discretion of the
Company, except that Company shall ensure that each participating
writer is given an opportunity to see a cut of the motion picture in
sufficient time so that any editing suggestions made by the writer
concerning the film, if approved, could be reasonably and effectively
implemented.
In unusual circumstances, waivers of the foregoing, if requested, will
not be unreasonably denied.
3. MBA Committee. Issues pertaining to this provision will be reviewed
each year in the Committee on the Professional Status of Writers and
on an ad hoc basis if requested by the AMPTP or the WGA.
4. Sneak Previews. Company shall give each credited writer five (5)
days notice, if possible, of the time and place of the first sneak
preview, if any, to be held in Los Angeles County and shall invite each
credited writer to such preview. Provided, however, that any
inadvertent failure on the part of the Company to extend the writers
such invitation shall not be deemed to be a breach of this Basic
Agreement or a default on the part of the Company. Information
concerning the time and place of any sneak preview shall be
confidential.
ARTICLE 48.A.
PROFESSIONAL STATUS OF WRITERS: WRITER
PARTICIPATION IN THE PRODUCTION PROCESS
(GENERAL)
296
5. Videocassette/DVD. The Company shall furnish the credited writer(s)
of the motion picture, at no cost to such writer(s), a copy of the
videocassette version of the theatrical motion picture, provided it is
manufactured for sale on videocassette or, at the option of such
writer(s), a copy of the DVD version, provided it is manufactured for
sale in DVD format.
6. Call Sheets and Staff Directories or Crew Lists. Out of respect for
and in recognition of the writer’s contribution, up to three (3) individual
writers or writer teams shall be listed on the call sheet adjacent to the
listing of either the producer(s) or director. The Company shall send
copies of the call sheets to the currently-employed writer (or, if there is
no currently-employed writer, any previously employed writer(s) of the
Company’s choice); however, the inclusion of the writers’ names on
the call sheet is not to be construed as an invitation to be on the set.
Out of respect for and in recognition of the contribution of all
participating writers on the project, all such writers shall be listed in
staff directories/crew lists.
The provisions of this subparagraph 6. are subject to the Article 48.E.
“Hot Line Dispute Resolution” mechanism, but are not subject to
grievance or arbitration.
7. Premieres, Press Junkets and Festivals. Unless notified otherwise
by the Company, the credited writer(s) of a theatrical motion picture
shall be invited to attend the domestic premiere of the picture or the
domestic film festival at which the picture is first exhibited. The
Company shall furnish transportation and accommodations as
provided in Article 21 to the credited writer(s) if he/she is required to
travel more than 150 miles to attend the premiere or film festival.
Unless notified otherwise by the Company, the credited writer(s) of a
theatrical motion picture shall be invited to participate in the domestic
press junket (if there is one) for the motion picture. The Company
shall furnish transportation and accommodations as provided in Article
21 to the credited writer(s) if he/she is required to travel more than 150
miles to participate in the domestic press junket, but in no event shall
the Company be required to pay such expenses for more than two (2)
such individuals.
The provisions of this subparagraph 7. are subject to the Article 48.E.
“Hot Line Dispute Resolution” mechanism, but are not subject to
grievance or arbitration.
ARTICLE 48.B.7.
PROFESSIONAL STATUS OF WRITERS: WRITER
PARTICIPATION IN THE PRODUCTION PROCESS
THEATRICAL
297
8. Cast/Crew Events. All participating writers will be invited to attend
cast/crew events, but the Company shall not be required to provide
transportation or accommodations for such writers.
The provisions of this subparagraph 8. are subject to the Article 48.E.
“Hot Line Dispute Resolution” mechanism, but are not subject to
grievance or arbitration.
C. TELEVISION
1. Movies-of-the-Week, Multi-Part Closed-End Series and Television
Pilots.
a. Viewing the Cut and Sneak Previews. For movies-of-the-week
and multi-part closed-end series, Company shall invite all
participating writers to view the "Director's cut" within forty-eight
(48) hours following the Company's viewing. In the event that, in
lieu of a viewing, the Company is provided with a videocassette
copy of the cut, the Company shall simultaneously furnish a
videocassette copy of the cut to the writer(s). In an emergency
situation which renders such viewing impracticable, and when no
videocassette copy of the cut is available, the viewing will be
scheduled as soon as practicable, but not later than the nex t
viewing of a cut. If, thereafter, the Company calls a discussion
meeting by telephone or in person regarding the cut, the most
recent participating writer shall be invited to participate in such
discussion; in any event, the producer shall remain available to
receive the writers' comments.
For television pilots, the Company shall invite all participating
writers to view the final director's cut or a subsequent cut prior to
the final cut of the motion picture.
It is understood that the viewing of the cut must be in sufficient
time for the writers to offer editing suggestions which, if approved,
could be effectively implemented.
For television pilots, movies-of-the-week, and multi-part closed-
end series, Company shall give each credited writer five (5) days
notice, if possible, of the time and place of the first sneak preview,
if any, of any television pilot, movie-of-the-week or multi-part
closed-end series, to be held in Los Angeles County and shall
invite each credited writer to such preview.
ARTICLE 48.B.8.
PROFESSIONAL STATUS OF WRITERS: WRITER
PARTICIPATION IN THE PRODUCTION PROCESS
THEATRICAL
298
Provided, however, that any inadvertent failure on the part of the
Company to extend the writers such invitation shall not be
deemed to be a breach of this Basic Agreement or a default on
the part of the Company. Information concerning the time and
place of any sneak preview shall be confidential.
b. Call Sheets and Staff Directories or Crew Lists. On long-form
television motion pictures, up to three (3) individual writers or
writer teams shall be listed on the call sheet adjacent to the listing
of either the producer(s) or director. The Company shall send
copies of the call sheets to the currently-employed writer (or, if
there is no currently-employed writer, any previously- employed
writer(s) of the Company’s choice); however, the inclusion of the
writers’ names on the call sheet is not to be construed as an
invitation to be on the set. All participating writers will be listed in
staff directories/crew lists. The provisions of this subparagraph
are subject to the Article 48.E. “Hot Line Dispute Resolution”
mechanism, but are not subject to grievance or to arbitration.
c. Cast/Crew Events. On long-form television motion pictures, all
participating writers will be invited to attend cast/crew events, but
the Company shall not be required to provide transportation or
accommodations for such writers. The provisions of this
subparagraph are subject to the Article 48.E. “Hot Line Dispute
Resolution” mechanism, but are not subject to grievance or to
arbitration.
2. Other Television Motion Pictures
As to other television motion pictures, the Company shall designate an
employee who, upon request, shall inform the following writers of the
time and place of the showing of a cut and the answer print:
a. Prior to the final determination of credits, as in Television
Schedule A attached hereto provided, all writers who have
participated in the writing of the story and final teleplay;
b. After the final determination of screen credits, as in said Schedule
A provided, only those writers who have been accorded story and
teleplay credit.
D. In any event, when exigencies of time do not permit (e.g., when a delivery
date precludes compliance), the provisions of Paragraphs B.2. and C.1.a.
above shall not apply.
ARTICLE 48.D.
PROFESSIONAL STATUS OF WRITERS: WRITER
PARTICIPATION IN THE PRODUCTION PROCESS
TELEVISION
299
As a means of drawing attention to the requirements of Paragraphs B.
and C. above, the AMPTP has issued a bulletin highlighting the
Company's obligations under these provisions and provided a copy to the
Guild.
E. "Hot Line Dispute Resolution": Before resort to grievance or arbitration
for claims under this Article 48, the WGA will contact a representative of
the Companies designated for this purpose to attempt in good faith a
prompt resolution of the dispute. The AMPTP will notify the Executive
Directors of the Guild of the designated representative and one (1) or
more designated substitutes in the event of unavailability, such initial
notice to be given within thirty (30) days following ratification of this
Agreement and annually thereafter. Except as provided above, the WGA
will not be precluded from filing a grievance or arbitration claim if use of
the "hot line" procedure does not resolve the dispute within seven (7) days
after the WGA's initial contact with the designated representative. For use
of the Hot Line to resolve disputes involving the provisions of Article 16 of
the Basic Agreement, see Article 16.A.9. (theatrical separation of rights)
and Article 16.B.9. (television separation of rights).
F. Committee on the Professional Status of Writers: The Committee on
the Professional Status of Writers shall be recognized to have two (2)
components: Theatrical Motion Pictures and Television Motion Pictures.
These shall be referred to as the “Theatrical Committee” and the
“Television Committee.”
Each Committee (Theatrical and Television) will meet at least three (3)
times per year, on a schedule to be set by each Committee.
21
Each such
meeting shall have a fixed starting and ending time and an agenda will be
prepared and distributed sufficiently in advance of each meeting so as to
furnish adequate preparation time for the Committee. At such meetings,
any subject that the Committee members wish to discuss relating to the
professional status of writers will be a suitable subject for discussion and
study, including appropriate recommendations of solutions to problems
that may arise. Each Committee may make recommendations for
changes to the MBA which, once finalized, shall be deemed accepted in
the Contract Adjustment Committee. In connection with the foregoing, the
Committee will review and study the subject of coverages on a periodic
basis.
21
The parties acknowledge that they “live in the real world” and that the schedules of the members of
each Committee may require variations in the Committee schedule. Immediately following each
Committee meeting, the Committee will commence the scheduling of its next meeting.
ARTICLE 48.D.
PROFESSIONAL STATUS OF WRITERS: WRITER
PARTICIPATION IN THE PRODUCTION PROCESS
TELEVISION
300
In addition to the above meetings, each Company representative on the
Committee on the Professional Status of Writers – Theatrical will facilitate
an annual meeting, if requested by the Guild, with the Company's creative
executives and writer members of the Committee on the Professional
Status of Writers – Theatrical for discussion of subjects relating to the
professional status of writers.
In addition to the above meetings, each Company representative on the
Committee on the Professional Status of Writers – Episodic Television will
facilitate an annual meeting with the Company’s creative executives and
writer members of the Committee on the Professional Status of Writers –
Episodic Television for discussion of subjects relating to the professional
status of writers.
G. Authorized Expenses: Participation by the writer as provided in this
Article 48 shall be voluntary and without compensation and shall not
require any additional cost to the Company, other than reimbursement of
the writer under Article 21 for expenses specifically authorized by the
Company in connection with such participation.
H. Campaign For Greater Appreciation of the Role of the Writer: The
Company is committed to a campaign for greater appreciation of the
writer's role in the creation of theatrical and television motion pictures.
The campaign will include measures to be agreed upon to develop greater
visibility for writers in the promotion and marketing of motion pictures.
Among these measures are:
Companies agree to facilitate meetings as follows:
1. between the Guild and each Company's marketing division for the
purpose of discussing ways in which they can develop marketing
strategies which will both enhance awareness of the importance of
writers and effectively promote the Company's motion pictures; and
2. between the Guild and retail video distributors of the Guild's choosing
for the purpose of advising them of the value of writing credits in the
promotion of their product.
An industry-wide labor-management cooperative committee has been
established, pursuant to Section 6(b) of the Labor Management
Cooperation Act, 29 U.S.C. 175a, for the creation of writer publicity and
promotion and the Companies agree to participate in such committee,
ARTICLE 48.H.
PROFESSIONAL STATUS OF WRITERS: WRITER
PARTICIPATION IN THE PRODUCTION PROCESS
TELEVISION
301
subject to the concurrence of other representatives to the committee.
Such participation shall include monetary contributions by the Companies
of their proportionate share, to be matched by the WGA and other
management representatives, to a WGA-supervised fund. A
representative of the Companies appointed by the AMPTP shall serve as
a consultant to the fund. The Companies shall be consulted on the use of
the monies. The Companies agree to cooperate, for example, in
providing access to films and scripts for a Guild-coordinated campaign at
colleges and film schools to broaden recognition of the writer's role in
motion pictures.
I. [Deleted.]
J. Each Company agrees that it will not negotiate a provision in any
collective bargaining agreement that infringes upon the creative rights of
the writer under the WGA MBA.
K. The Company shall furnish the credited writer(s) of a television motion
picture, at no cost to such writer(s), a copy of the videocassette version,
provided it is manufactured for sale on videocassette, as well as a copy of
the DVD version, provided it is manufactured for sale in DVD format. It is
understood that if an episode of a television series or a season of a
television series is manufactured for sale on videocassette, each credited
writer of each episode shall be entitled to a copy of the videocassette(s)
on which his/her episode appears. The same shall apply with regard to
DVDs.
L. Product Integration: Company agrees to consult with the showrunner
when a commercial product is to be integrated into the story line of an
episode of a dramatic series. It is understood that the Company’s decision
as to how the integration will be accomplished shall be final. The
foregoing shall not be subject to grievance or arbitration.
M. Studio/Network Notes–Episodic Television: Company acknowledges,
as a preferred practice, that studio and network notes should be given in a
timely fashion.
ARTICLE 49 - SHOPPING OF MATERIAL
A. TELEVISION
The Company may not shop literary material to a third party or parties
without first obtaining in a separate written document the writer's consent
ARTICLE 48.H.
PROFESSIONAL STATUS OF WRITERS: WRITER
PARTICIPATION IN THE PRODUCTION PROCESS
TELEVISION
302
that the literary material may be shopped to the designated third party or
parties.
B. THEATRICAL
The Company may not shop literary material to a third party or parties if
the writer requests, in writing, that the material not be shopped. If the
writer requests, in writing, that the script be shopped only to designated
third parties, Company will not shop to any other third party.
C. If the Company shops any literary material to any third party or parties in
violation of the above provisions, it shall pay to the Guild for the benefit of
the writer involved the sum of $750.00 for each person or company to
whom the literary material has been shopped in violation of the above
provisions.
"Shopping" is defined to mean submitting the literary material to a third
party or parties and specifically does not include submitting the material to
individuals within the Company. If the Company has an option to acquire
motion picture or television rights in literary material, or has acquired
motion picture or television rights in literary material, the Company may
submit such literary material to any third party or parties without restriction
or penalty, except as may be otherwise provided in the agreement
granting such option or rights.
ARTICLE 50 - COPYRIGHT (TELEVISION)
Company agrees that as to each television motion picture based upon literary
material which is subject to the provisions of Article 16 hereof, prior to the first
public broadcast by television or other public exhibition thereof for profit, and in
order that such motion picture and its underlying material shall (to the extent that
such motion picture or material is capable of copyright by the affixation of such
notice) be protected for copyright purposes, it will place upon such motion picture
a notice, which may be one of the following:
A. "©," date, name of Company; or
B. "copyright," date, name of Company; or
C. a combination of A. and B.; or
D. a combination of A. and B., with the addition of the words "all rights
reserved."
The writer of any literary material subject to the provisions of Article 16.B. hereof
and the Company agree that they will take no action with respect to the rights
ARTICLE 50
COPYRIGHT
(TELEVISION)
303
reserved to the writer or granted to the Company which will cause or permit such
literary material to become a part of the public domain in the United States.
Insofar as such literary material is covered by the copyright of the television
motion picture, the rights reserved to the writer hereunder will be held in trust for
such writer by the owner of the copyright. Upon proper indemnification from the
writer, the Company or copyright owner of a motion picture will join in any suit for
infringement of any of the rights reserved to the writer hereunder, if the writer is
advised by counsel that the Company or such copyright owner is a proper or
necessary party to any such lawsuit, but failure to join in any such suit shall not
constitute a default by the Company or a breach of this Basic Agreement, unless
the writer is thereby deprived of the opportunity to prosecute such suit.
Company and writer agree, at request of the other, to join in the execution of any
documents which either may deem reasonably necessary to protect the rights
reserved or which revert to it or him/her hereunder.
Without limiting the generality of the foregoing, Company agrees to execute and
deliver to writer an assignment under the copyright of all rights in the copyright
reserved or which may revert to writer pursuant to the provisions hereof, such
assignment to be in the form of a quitclaim except that the delivery and
acceptance of such quitclaim shall not be deemed to have relieved Company of
any of its obligations herein elsewhere contained with respect to the protection of
the rights reserved to the writer.
Within twelve (12) months from the commencement of the term hereof, a
committee composed equally of representatives of the Guild and the Alliance of
Motion Picture and Television Producers, Inc. shall meet to reach mutual
agreement as to the proper copyright procedure to be followed in order to assure
protection of literary material contained on videotape.
Either party may reopen with respect to this Article 50 if the Copyright Act is
revised during the term of this Basic Agreement and the parties agree to bargain
in good faith. Any agreement reached in such negotiations shall be included in
the Basic Agreement. A failure to agree in such negotiations shall not terminate
the Basic Agreement and the matter shall not be subject to grievance and
arbitration or any other action.
ARTICLE 51 - SUPPLEMENTAL MARKETS
A. The provisions of this Article 51 relate and apply only to motion pictures
as defined in Article 1.A.1. and 1.A.2.:
1. produced by the Company or within the provisions of subparagraph
C.8.a. of this Article 51, and
ARTICLE 50
COPYRIGHT
(TELEVISION)
304
2. the principal photography of which commenced on or after May 2,
2020, which motion pictures are, either during the term hereof or at
any time thereafter, released in Supplemental Markets (as defined
below), and
3. based upon a story or screenplay (the word "screenplay" shall be
deemed to include teleplay, for the purposes of this Article) written by
a writer while in the employ of the Company or in the employ of the
actual producing Company as described in subparagraph C.8.a. of this
Article 51 (to which employment the provisions of this Basic
Agreement apply as provided in Article 5 hereof) or acquired by the
Company (or such actual producing Company) from a professional
writer (to which acquisition the provisions of this Basic Agreement
apply as provided in Article 5 hereof), which writer or professional
writer received or receives screen credit for authorship of such story or
screenplay, as provided in the appropriate Theatrical or Television
Schedule A, as the case may be.
B. DEFINITIONS. The term "Supplemental Markets," as used in this
Agreement, means only: The exhibition of motion pictures by means of
cassettes (to the limited extent provided in subparagraph B.1.), pay-type
CATV, or pay television, as those terms are hereafter defined in this
Article 51.B., and the exhibition of television motion pictures on any
commercial carrier such as commercial airlines, trains, ships, and buses
(referred to herein as "in-flight").
1. The term "videodisc/videocassette," as used in this Article 51, shall
mean disc, cassette, cartridge and/or other device serving a similar
function which is sold or rented for play on a home-type television
screen in the home or in closed circuit use such as in hotel rooms.
2. The term "pay television" or "pay-type CATV," as used in this Article
51, shall mean exhibition on a home-type television screen by means
of telecast, cable, closed circuit, satellite to home or CATV where
substantially all licensed systems meet the following tests:
a. A separate channel is provided for which the subscriber pays a
separate fee (which fee is a substantial charge relative to other
charges made to the subscriber) for that channel;
and/or
b. The subscriber pays for the program or programs selected
(except that a program or programs selected for which only a
token charge is made shall not be considered pay television);
ARTICLE 51.B.2.
SUPPLEMENTAL MARKETS
305
and/or
c. The subscriber pays a fee for an encoded telecast, which fee is a
substantial charge relative to other fees paid for encoded
telecasts.
The foregoing tests cover those systems which exist in the industry
today and are commonly understood in the industry today to be pay
television systems.
The term "Supplemental Markets" does not include the exhibition of a
motion picture by cassette or otherwise over a television broadcast station
in free television, or in theatrical exhibition and, for this purpose,
"theatrical exhibition" includes what has previously been considered to be
the educational market, the exhibition of theatrical motion pictures on any
commercial carrier (referred to herein as "in-flight"), such as commercial
airlines, trains, ships and buses, and other uses which have been
traditionally considered theatrical exhibition of theatrical motion pictures.
Whenever reference is made in this Agreement to pay-type CATV or pay
television, such reference shall be deemed to include only those uses of
motion pictures as to which a charge is actually made to the subscriber
(which may be a hotel, motel or other accommodation) for the program
viewed, or for which the subscriber or viewer has the option, for a
payment, to receive special programming over one or more special
channels.
With respect to theatrical motion pictures, the Company has agreed to the
inclusion of pay-type CATV and pay television in the "Supplemental
Markets" because under the present pattern of distribution of theatrical
motion pictures, pay-type CATV and pay television are supplemental to
the primary market. The Company reserves the right in future
negotiations to contend that the pattern of release has changed so that
pay-type CATV and/or pay television are no longer a "Supplemental
Market" but constitute or are a part of the primary market of distribution of
theatrical motion pictures, and that, therefore, no additional payment
pursuant to this Article should be made with respect to the release of
theatrical motion pictures (including those covered by this Agreement) in
said markets. The Guild reserves the right to contend in future
negotiations that the method of employment and payment provided for in
this Basic Agreement for writers of motion pictures are applicable and
appropriate to employment and payment to writers of literary materials
written directly for motion pictures intended primarily for release on
pay-type CATV, pay television or cassettes, and that the provisions of this
Agreement with respect to all kinds of "Supplemental Markets," whether
they are or have become primary markets or not, shall be improved for the
ARTICLE 51.B.2.
SUPPLEMENTAL MARKETS
306
benefit of the writers of literary materials for said markets. Nothing herein
shall limit the scope of negotiations on said subjects.
C. 1. a. As to each such motion picture referred to in Article 51.A. above,
(herein sometimes called "Such Picture"), the Company will pay to
each participating writer (as defined in Article 51.C.5.), as
additional compensation, a pro rata share of one and two-tenths
percent (1.2%) (hereinafter referred to as the "percentage
payment") of the Company's accountable receipts from the
distribution of Such Picture to pay-type CATV or pay television (as
defined in this Article 51) or the in-flight exhibition of television
motion pictures, computed as hereinafter provided and subject to
the following conditions:
The term "Producer's gross," as used herein, means the
worldwide total gross receipts derived by the distributor of Such
Picture (who may be the Company or a distributor licensed by the
Company) from licensing the right to exhibit Such Picture on
pay-type CATV or pay television (as defined in Article 51 of this
Basic Agreement). The Producer's gross shall not include sums
required to be paid or withheld as taxes, in the nature of turnover
taxes, sales taxes or similar taxes based on the actual receipts of
such motion picture or on any monies to be remitted to or by the
Producer, but there shall not be excluded from Producer's gross
any net income tax, franchise tax or excess profit tax or similar tax
payable by the Producer or such Distributor on its net income or
for the privilege of doing business.
The term "accountable receipts" as used herein, means one
hundred percent (100%) of the "Producer's gross."
If the distributor of Such Picture does not distribute Such Picture
directly on pay-type CATV or pay television as defined in Article
51 of this Basic Agreement, but employs a subdistributor to so
distribute Such Picture, then the "Producer's gross" shall be the
monies defined above in this Article 51.C.1.a. derived by such
subdistributor from licensing the right to exhibit Such Picture on
pay-type CATV or pay television.
b. As to each Such Picture, the Company will pay to each
participating writer (as defined in Article 51.C.5. of this Basic
Agreement), as additional compensation, a pro rata share of one
and five-tenths percent (1.5%) (hereinafter referred to as the
"percentage payment") of the "Producer's gross," as defined
below, derived from the distribution of Such Picture on videodiscs
or videocassettes until the Producer's gross equals one million
ARTICLE 51.C.1.b.
SUPPLEMENTAL MARKETS
307
dollars ($1,000,000.00). Thereafter, the Company shall pay a pro
rata share of one and eight-tenths percent (1.8%) of the
Producer's gross in excess of one million dollars ($1,000,000.00)
derived from distribution of each Such Picture on videodiscs or
videocassettes.
If the Company is the Distributor or the Distributor is owned by or
affiliated with the Company, the "Producer's gross" derived from
the distribution of Such Picture on videodiscs or videocassettes
shall be twenty percent (20%) of the worldwide wholesale receipts
derived by the Distributor. In such cases, if the Distributor is also
the retailer, a reasonable allocation of the retail gross receipts
shall be made as between the Distributor as distributor and the
Distributor as retailer, and twenty percent (20%) of the former only
shall be deemed to be “Producer’s gross." The reasonableness
of such allocation shall be subject to arbitration and, in such
arbitration, generally prevailing trade practices in the videodisc
and videocassette industry with respect to dealings between
non-related companies shall be relevant evidence. Such
worldwide wholesale receipts shall not include:
(1) Rebates, credits or repayments for cassettes returned (and,
in this connection, the Producer shall have the right to set up
a reasonable reserve for returns);
(2) Sums required to be paid or withheld as taxes, in the nature
of turnover taxes, sales taxes or similar taxes based on the
actual receipts of such motion picture or on any monies to
be remitted to or by the Producer, but there shall not be
excluded from Producer's gross any net income tax,
franchise tax or excess profit tax or similar tax payable by
the Producer or such Distributor on its net income or for the
privilege of doing business.
If the Distributor is not the Company and is not owned by or
affiliated with the Company, the term "Producer's gross" shall be
one hundred percent (100%) of the fees received by the
Company from licensing the right to distribute each Such Picture
on videodiscs or videocassettes.
c. Provided, however, with respect to Article 51.C.1.a. and b. above,
that in the case of any Such Picture which is produced outside of
the United States, if Such Picture is subject to this Basic
Agreement and if such production is under an arrangement
(herein referred to as a "foreign production deal") pursuant to
which a foreign producer or distributor provides or guarantees any
ARTICLE 51.C.1.b.
SUPPLEMENTAL MARKETS
308
of the financing for the production of Such Picture or furnishes
any other consideration for such production and a foreign
distributor acquires one or more foreign territories for the
distribution of Such Picture in Supplemental Markets, then no
monies from any such distribution in any such foreign territory
shall be included in Producer's gross except to the extent such
foreign producer or foreign distributor is obligated to account to
Company or to the distributor of Such Picture for such monies,
and except for gross receipts received by such foreign distributor
from such distribution in the United Kingdom.
In case of an outright sale of the Supplemental Markets
distribution rights for the entire world, or any territory or country,
the income derived by the seller from such sale, but not the
income realized by the purchaser or licensee of such rights, shall
be the "Producer's gross."
If any such outright sale shall include Supplemental Markets
exhibition rights and other rights, then (but only for the purpose of
the computation required hereunder) the Company shall allocate
to the Supplemental Markets exhibition rights a fair and
reasonable portion of the sales price which shall, for the purpose
hereof, be the "Producer's gross." In reaching such
determination, Company may consider the current market value
of Supplemental Markets exhibition rights in comparable motion
pictures. If the Guild shall contend that the amount so allocated
was not fair and reasonable, such claim may be determined by
submission to arbitration as herein provided. In the event the
arbitrator shall find that such allocation was not reasonable and
fair, the arbitrator shall determine the fair and reasonable amount
to be so allocated. If the outright sale includes Supplemental
Markets distribution rights to more than one motion picture,
Company shall likewise allocate to each Such Picture a fair and
reasonable portion of the sales price of the Supplemental Markets
rights. If the Guild contends that such allocation is not f air and
reasonable, the question may be determined by submission to
arbitration as above provided. If the arbitrator shall find that such
allocation was not fair and reasonable, the arbitrator shall
determine the fair and reasonable amount to be so allocated to
each Such Picture. Nothing with respect to the price received on
the outright sale of only Supplemental Markets distribution rights
in a single Such Picture shall be subject to arbitration except that,
in the event of a dispute, there may be arbitrated the question of
whether the price reported by the Company to the Guild as having
been received by the Company on such outright sale is less than
ARTICLE 51.C.1.c.
SUPPLEMENTAL MARKETS
309
the amount actually received by the Company on such outright
sale.
d. If Such Picture, in whole or in substantial part, is used in an
interactive program, the provisions of Article 64 shall apply.
2. [Inserted as the next to last unnumbered paragraph of Article
51.C.1.a.]
3. Company's obligation shall accrue hereunder only after Producer's
gross is received by Company but, as to foreign receipts, such
obligation shall accrue only when such receipts can be freely
converted to U.S. dollars and are remitted to the United States, and,
until such time, no frozen foreign receipts shall be included in
Producer's gross. Payment of amounts accruing hereunder shall be
made quarterly on the basis of quarterly statements, as hereinafter
provided.
Upon request, and if permitted by the authorities of a foreign country,
the Company will transfer to any writer, in the currency of such foreign
country, his/her share, if any, of frozen foreign receipts in such
country, provided the writer will bear any costs involved. Such transfer
shall be deemed to be payment to the writer of an equivalent number
of U.S. dollars at the then current free market rate for blocked funds of
that category as determined by the Company. Concurrently with such
transfer, the writer will pay to the Company in U.S. dollars the total
amount the Company is required to withhold from such payment under
all applicable laws. If the Company utilizes frozen foreign currencies
derived from exhibition of Such Picture in Supplemental Markets by
conversion thereof to properties that may be freely exported and
turned to account, the amount so utilized by the Company shall be
deemed to have been converted to U.S. dollars at the then current free
market rate for blocked funds of that category determined as above
provided. Frozen foreign receipts from Supplemental Markets shall be
deemed to be released on a first-in first-out basis, unless the
authorities of the foreign country involved designate a specific period
that would render such basis inapplicable. Such released funds shall
be allocated between Such Picture and other motion pictures
distributed by the distributor in Supplemental Markets in the same ratio
that receipts derived from the distribution of Such Picture in
Supplemental Markets within the foreign country bear to the total
receipts derived from the distribution of Such Picture and all other
motion pictures in Supplemental Markets within the foreign country,
during the applicable period, unless the authorities of the foreign
country involved require another method of allocation, in which case
ARTICLE 51.C.1.c.
SUPPLEMENTAL MARKETS
310
such other method shall be used. Foreign receipts shall be accounted
for in U.S. dollars at the rate of exchange at which such receipts are
actually converted and remitted, and should any discounts, taxes,
duties or charges be imposed in connection with the receipt or
remittance of foreign funds, only so much of such funds as remain
thereafter shall be included in accountable receipts. Company shall
not be responsible for loss or diminution of foreign receipts as a result
of any matter or thing not reasonably within the control of the
Company. The Guild and the writers shall be bound by any
arrangements made in good faith by the Company, or for its account,
with respect to the deposit or remittance of foreign revenue. Frozen
foreign receipts shall not be considered trust funds and the Company
may freely commingle the same with other funds of the Company. No
sums received by way of deposits or security need be included in
Producer's gross until earned, but when the Company is paid a
non-returnable advance by a distributor, such advance shall be
included in the Producer's gross.
A "non-returnable advance" is to be included in "Producer's gross"
when Such Picture is "available" and "identifiable" and the amount of
the advance payment is "ascertainable."
Such Picture is "available" when the first of the following occurs:
a. The product first may be exhibited or otherwise exploited by a
specified method of distribution and in a territory under the terms
of the applicable license or distribution agreement, or
b. It first may be sold or rented by a retailer under the terms of the
applicable license or distribution agreement.
Such Picture is "identifiable" when the Company first knows or
reasonably should have known that a given motion picture is covered
by a particular license or distribution agreement for its exploitation in
the applicable market.
The amount of the advance payment is "ascertainable" if:
a. the advance is for one (1) motion picture, means of exhibition,
and territory, or
b. the total amount of the advance is for more than one (1) motion
picture, means of exhibition and/or territory, in which case the
Company shall fairly and reasonably allocate such advance
among the licensed motion pictures, exhibition markets and/or
territorial markets. As each of these pictures becomes identifiable
ARTICLE 51.C.3.
SUPPLEMENTAL MARKETS
311
and available, the allocated portion of the non-returnable advance
is to be included in Producer's gross for that quarter. The
Company shall notify the Guild of its allocation when the report of
"Producer's gross," which includes the advance, is to be filed.
The Guild has the right to challenge in an MBA arbitration a failure
to allocate or any allocation that it contends is not fair and
reasonable.
If Such Picture is available in any territory or by any means of
exhibition, and is identifiable and the amount of the advance is
ascertainable, but the Company does not provide the WGA with the
information required by the MBA and applicable law, then the advance
shall be deemed includable in "Producer's gross" no later than six (6)
months after the Company receives it.
An advance received by a Company's parent, subsidiary or any other
related or affiliated entity or successor-in-interest, or by any other
entity to which the advance payment is directed by the Company or
license or distribution agreement, shall be considered as an advance
payment received by the Company.
4. If any license or outright sale of exhibition rights to Such Picture in
Supplemental Markets includes as a part thereof any recorded
commercial or advertising material, the Company shall be permitted to
allocate a reasonable amount (in accordance with then current
standard charges in the industry) to such commercial or advertising
material, and the amount so allocated shall not be included in
Producer's gross hereunder.
5. The term "participating writer," as used herein, means a writer who,
while in the employ of the Company or in the employ of the actual
Producing Company of Such Picture as described in subparagraph
C.8.a. (to which employment the provisions of this Basic Agreement
apply), or a professional writer from whom the Company (or such
actual producer) acquired literary material (to which acquisition the
provisions of this Basic Agreement apply), participated in the writing of
and received credit pursuant to Theatrical Schedule A hereof or
Television Schedule A hereof, as the case may be, for the writing of
the story or screenplay, or story and teleplay, as the case may be,
upon which Such Picture was based. If Such Picture is a remake of a
prior motion picture, and if any of the writers of the prior motion picture
receives writing credit for the remake, such writers shall be deemed to
be "participating writers" for the purposes of this subparagraph 5., but
only if their employment as writers for the prior motion picture, or if the
purchase of literary material from them for the prior motion picture,
was covered by and subject to a collective bargaining agreement with
ARTICLE 51.C.3.
SUPPLEMENTAL MARKETS
312
the Guild. The "pro rata share" payable to each participating writer
shall be as follows:
Seventy-five percent (75%) thereof shall be payable to the credited
screenplay writer or writers and twenty-five percent (25%) thereof shall
be payable to the credited story or screen story writer or writers. In the
event there is a minor credit, such as adaptation, the writer or writers
receiving such minor credit shall be paid ten percent (10%) thereof,
which sum shall be deducted from the screenplay or teleplay writers'
share. The writer or writers receiving a "Written by" credit shall be
entitled to one hundred percent (100%) of the monies.
Any participating writers receiving the same screen credit referred to
above shall share equally in such percentage amount specified.
If there are one (1) or more participating writers who receive
screenplay or teleplay credit and no credit is given for story or screen
story, then the pro rata share which would have been payable to a
participating writer had he/she received such story or screen story
credit shall, subject to the provisions of the next following paragraph,
be paid to the participating writers who receive such screenplay or
teleplay credit.
If the writer's services in Such Picture are performed for the Company
on a loan-out basis, then, for the purposes of this Article, the Company
shall be deemed to be the employer, and the lender shall not have any
responsibility hereunder with respect to Such Picture. With respect to
any Such Picture, if there are one (1) or more participating writers who
receive credit as aforesaid and one (1) or more writers who perform
services in connection with the writing of the story or teleplay or
screenplay and receive screen credit in connection with Such Picture,
but who are not subject to this Basic Agreement, then that portion of
the applicable percentage payment as defined in this Article 51 which
would otherwise have been payable to such one (1) or more writers
not subject to this Basic Agreement may be retained by Company, and
the Company shall not be obligated to pay such portion to any such
participating writer receiving credit as aforesaid.
6. Within a reasonable time after the expiration of each calendar or fiscal
quarter, but not exceeding sixty (60) days, Company will furnish or
cause to be furnished to the Guild a written report showing the
Producer's gross during the preceding quarter from the distribution of
each Such Picture by Company in Supplemental Markets with respect
to which Company is required to make payments hereunder (whether
distributed by the Company or through another distributor). The
quarterly reports required in this Article 51.C.6. shall separately set
ARTICLE 51.C.6.
SUPPLEMENTAL MARKETS
313
forth the Producer's gross from distribution of each Such Picture on
videodiscs or videocassettes and the Producer's gross from
distribution of each Such Picture on pay-type CATV and/or pay
television.
Concurrently with the furnishing of each quarterly report, the Company
will make the payments shown to be due by such report. All payments
shall be made by check payable to the order of the writers entitled
thereto and shall be delivered to the Guild for forwarding to such
writers.
22
Compliance herewith shall constitute payment to the writers.
No such reports need be furnished with respect to any period during
which there was no such Producer's gross. The Company shall make
available for inspection by the Guild all distributor's statements and
exhibitor's statements which are available to the Company insofar as
they relate to such Producer's gross, and all the financial terms of
contracts pertaining to such Producer's gross, and the Guild shall have
the right, at reasonable times, to examine the books and records of the
Company as to such Producer's gross pertaining to such distribution of
any Such Picture, at whatever place or places such records are
customarily kept by the Company. If the Guild requests that it be
informed of the license fee paid under a license for the exhibition of
Such Picture in Supplemental Markets, or if the Guild requests that it
be sent an extract of the financial terms of such a license, and if such
information is not extensive in nature, the Company will forward such
information or extract without making it necessary for the Guild to send
a representative to the offices of the Company. In general, the
Company will cooperate in furnishing such information to the Guild by
mail or telephone, where doing so is not unreasonable or burdensome.
If more than one (1) picture is licensed in a single license agreement,
the Company shall inform the Guild, at its request, of the identity of the
pictures covered by the license, and shall make available to inspection
by the Guild in the office where such license agreement is customarily
kept a copy of the terms of such license showing the titles of the
pictures licensed under such agreement and the license fee for each
Such Picture. Company agrees to cooperate in responding to
reasonable inquiries from the Guild as to whether any Such Picture is
currently being distributed for telecasting on pay television or in any
other Supplemental Market as herein defined. An inadvertent failure
to comply with the reporting provisions of this subparagraph 6. shall
not constitute a default by the Company hereunder, provided such
22
See Sideletter at page 738, which permits a Company to enter into an agreement with the Guild for
payments via direct deposit in lieu of issuing checks.
ARTICLE 51.C.6.
SUPPLEMENTAL MARKETS
314
failure is cured promptly after notice thereof from the Guild is received
by the Company.
Company shall make all social security, withholding, unemployment
insurance, and disability insurance payments required by law with
respect to the additional compensation provided for in this Article 51.
If the Company shall fail to make any payment provided for in this
Article 51 to be made to the writer when and as the same becomes
due and payable, it shall bear interest at the rate of one and one-half
percent (1½%) per month on the unpaid balance thereof commencing
to accrue on the earlier of:
a. seven (7) days after notice in writing to Company from the Guild
of such delinquency, or
b. sixty (60) days after such payment becomes due and payable.
The compensation payable under this Article 51 shall be excluded
from the gross compensation upon which the Company contributions
are to be made to the Pension Plan.
7. If a participating writer's employment agreement with the Company
requires that the writer's compensation shall be based, in whole or in
part, upon, or measured by, a percentage of the gross receipts derived
from the distribution of Such Picture, then such percentage
compensation shall be credited against any amounts payable to the
writer hereunder, and likewise any payment due to the writer
hereunder shall be credited against such percentage compensation.
When all or a part of a writer's compensation is a specified sum of
money, commonly known and referred to as a "deferment," such
deferment may not be credited against amounts payable by the
Company to such writer hereunder.
8. With respect to all Such Pictures, the following provisions shall be
applicable:
[The provisions formerly designated in prior MBAs as 51.3.h.(1), (2)
and (3) have been modified and moved to Article 65.]
a. Acquisition of Title by Company:
If Company was not the actual producer of Such Picture which
was produced by a signatory Company but acquired title thereto
by purchase, assignment, transfer, voluntary or involuntary, or by
foreclosure of a chattel mortgage or security agreement or a
ARTICLE 51.C.8.a.
SUPPLEMENTAL MARKETS
315
pledgee's sale, Company shall nevertheless be obligated to make
the payments herein provided when Such Picture is exhibited in
Supplemental Markets, unless such payment required hereunder
has already been paid.
b. Financing-Distribution Agreement by Company:
The obligation of the signatory Company hereunder with respect
to the payments provided for in this Article 51 shall also apply to
any Such Pictures produced by an independent producer under a
contract between the signatory Company and such independent
producer for the production of such motion picture, and for the
financing and distribution thereof by the signatory Company.
However, such signatory Company shall not be liable for the
payment of any Supplemental Market fees based on monies
received by a foreign distributor under a foreign production deal
as defined in subparagraph C.1.c. above, with respect to which
such foreign distributor or such independent producer is not
obligated to account to such signatory Company. Nor shall such
signatory Company be obligated to obtain any Distributor's
Assumption Agreement from any foreign distributor referred to in
this subparagraph C.1.c. above except if such foreign distributor
is obligated to account to such signatory Company pursuant to
subparagraph C.1.c. above with respect to monies as therein
provided.
c. Company's Liability:
It is expressly understood and agreed that Company shall in all
events remain bound hereunder to make the payments due by
reason of the exhibition of each Such Picture in Supplemental
Markets, irrespective of the assumption of such liability by any
other person, firm or company as hereinabove provided, except
as otherwise expressly provided in this Basic Agreement.
d. Failure to Deliver Assumption Agreement:
The failure of Company to obtain and deliver an executed
assumption agreement as provided in Article 65 and
subparagraph 9. of this Article 51.C. shall be deemed a
substantial breach of this Basic Agreement.
9. If the Company shall sell, transfer, assign or otherwise dispose of its
rights in any literary material (to which the provisions of Articles 47,
51.C. and 65 of this Basic Agreement apply, or may apply) prior to the
production of a motion picture based thereon, to any person or
ARTICLE 51.C.8.a.
SUPPLEMENTAL MARKETS
316
company (hereinafter referred to as the "Buyer") other than a person
or company with headquarters outside the United States, the
Company shall obtain from the Buyer a separate agreement in
substantially the following form:
"LITERARY MATERIAL ASSUMPTION AGREEMENT"
"The undersigned
(insert name of Buyer)
(hereinafter referred to as 'Buyer') agrees with
(insert name of Company)
that the story, screenplay, story and screenplay or story and teleplay
covered by this Agreement is subject to the Writers Guild of America
Theatrical and Television Basic Agreement of 2020 (herein the 'Basic
Agreement'), and particularly to the provisions of Article 51.C. thereof
pertaining to additional payments to writers on release of a motion
picture based thereon in Supplemental Markets (but excluding
subparagraph 8. of said Article 51.C.), and the said Buyer hereby
agrees, expressly for the benefit of the Writers Guild of America, West,
Inc., and Writers Guild of America, East, Inc., (herein referred to as
'the Guild'), as representatives of the writers involved, to abide by and
perform the provisions of said Basic Agreement and make the
additional payments required thereunder, as aforesaid. For the
purpose of applying such provisions of said Basic Agreement, the
writer or writers of such material shall be treated in all respects as
though the said material were written by such writer or writers while in
the employ of the Buyer.
"It is expressly understood and agreed that the rights of the Buyer to
exhibit or license the exhibition of any motion picture based upon said
material shall be subject to and conditioned upon the payment to the
writer or writers involved of additional compensation, if any, required
under Section C. (except subparagraph 8. thereof) of said Article 51 of
said Basic Agreement, and it is agreed that the Guild shall be entitled
to injunctive relief and damages against Buyer in the event such
payments are not made.
"If the Buyer shall sell, transfer, assign or otherwise dispose of its
rights in such material to any person or company with headquarters in
the United States, it may obtain from the party acquiring such rights a
separate agreement in the same form (including this sentence) as this
agreement, and will notify the Guild thereof, together with the name
ARTICLE 51.C.9.
SUPPLEMENTAL MARKETS
317
and address of the transferee, and deliver to the Guild a copy of such
assumption agreement; it being the intent hereof that the obligations
herein set forth shall be continuing obligations on the part of such
subsequent owners of such material, so headquartered in the United
States.
BUYER
Date: By:
(Please print name and title)
Address:
"
The Company agrees to give notice to the Guild of such sale, transfer
or assignment of the nature above mentioned, with the name and
address of the Buyer, and to deliver to the Guild an executed copy of
such assumption agreement. An inadvertent failure on the part of the
Company to comply with any of the provisions of this subparagraph 9.
shall in no event constitute a default by the Company hereunder or a
breach of this Basic Agreement, provided that such failure is cured
promptly after notice thereof from the Guild.
Upon delivery of such assumption agreement, Company, or any
subsequent owner obtaining the execution of such an assumption
agreement, shall not be further liable to the Guild or any writer for the
keeping of any such records or the payment of such additional
compensation, or for compliance with credit obligations insofar as they
relate to the exhibition of Such Picture in Supplemental Markets; and
the Guild agrees to look exclusively to the party last executing such an
assumption agreement for the keeping of such records, payment and
compliance with credit obligations. If a company with headquarters
outside the United States is a subsidiary of the Company, or the
Company is the distributor of Such Picture for such a company, then,
for the purposes of this subparagraph 9., such company shall be
deemed to be headquartered only in the United States. The provisions
of this Paragraph C. shall not apply to the distribution or exhibition in
relation to Supplemental Markets of trailers or advertising a motion
picture by shots, etc., substantially in the nature of a trailer, or to the
use of stock shots.
10. Notwithstanding the sooner termination of this Agreement, the parties
hereto agree that the terms and conditions of this Paragraph C. shall
apply and remain in full force and effect, and without change, to Such
Pictures produced by the Company, the principal photography of which
commenced between May 2, 2020 and May 1, 2023, both dates
inclusive, regardless of when (either during or at any time after the
ARTICLE 51.C.9.
SUPPLEMENTAL MARKETS
318
expiration of the term of this Basic Agreement or of such period) Such
Pictures are released in Supplemental Markets, and regardless of the
terms or provisions of any Basic Agreement which is a modification,
extension, or renewal of, or substitution for this Basic Agreement,
subject, however, to the provisions of the last paragraph of Article
51.B.
D. If, in the upcoming negotiations with SAG-AFTRA and DGA, the Company
agrees to modify the basic substantive provisions regarding Supplemental
Markets, Company will so advise the Guild and accord it the opportunity to
elect that this Article be modified in the same manner, as of the date on
which the Guild so notifies the Company. Adjustments which statistically
maintain the relative allocations of proceeds derived from Supplemental
Markets among SAG-AFTRA, DGA and WGA as established in existing
collective bargaining agreements will not activate this provision, but an
increase in the relative allocations to SAG-AFTRA or DGA in such
proceeds will activate this provision, with any such increase to be
accorded proportionately to WGA. Upon request, the Guild shall be
provided with the statistics upon which the adjustments have been made,
and the Guild's right to activate this provision shall be arbitrable. The
Guild shall give notice of its election within sixty (60) days after receipt of
the Company's notice or after being provided with the statistics referred to,
whichever is later. The election shall be limited to accepting the entire
agreement reached with SAG-AFTRA or DGA on Supplemental Markets,
and only such entire agreement, but with appropriate equivalent
adjustment for writers for provisions peculiar to actors or directors, as the
case may be.
ARTICLE 52 - INDUSTRIAL FILMS (GENERAL)
(Replaced by the Sideletter on "Informational Programs" on page 730.)
ARTICLE 53 - FINANCIAL INFORMATION
A. GENERAL
The Company shall make available for inspection by the Guild all the
financial terms of contracts relevant to the determination of the accuracy
of any payments due to a writer pursuant to this Agreement and the
records showing the receipts and deductions to be accounted for. (For
example, if the writer is to receive twenty-five percent (25%) of the
Company's net receipts from publishing the writer's screenplay, the
Company must make available for inspection by the Guild the financial
ARTICLE 53.A.
FINANCIAL INFORMATION
GENERAL
319
terms of the agreement with the publisher and its records with respect to
the receipts from the publisher.) The Guild shall have the right, at
reasonable times, to examine all such records at whatever place or places
such records are customarily kept by the Company. If the Guild requests
that it be sent an extract of such financial terms, and if such information is
not extensive in nature, the Company will forward such extract, without
making it necessary for the Guild to send a representative to the offices of
the Company. In general, the Company will cooperate in furnishing such
information to the Guild by mail or telephone, when doing so is not
unreasonable or burdensome.
B. RESIDUALS AUDITS
With regard to audits conducted by the Guild, sometimes in conjunction
with other labor organizations, the Company shall provide access to its
books and records which pertain to its obligation under the Basic
Agreement to pay residuals. Such documents shall be made available for
the audit at the Company's business offices or other place or places
where such records are customarily kept.
In connection with such an audit, the Company shall be deemed to have
asserted that license agreements or other business records contain highly
sensitive, competitive, confidential and proprietary information. Without
the Guild conceding that such assertions are necessarily appropriate in all
instances, the Guild and the Companies agree as follows:
Prior to the date of audit entry, the Guild will designate its employees,
officers, directors or agents (hereinafter "representatives") to act as
liaisons with the auditors and provide the representatives' names and
positions to the Company. The Guild's representatives will be persons
with a "need to know" audit-related information.
The Guild also will agree on its own behalf, and will obtain from its
auditors and other representatives their agreement, not to divulge
information from such license agreements or other business records, or
copies of them, to persons other than Guild representatives except:
1. to review, investigate or enforce claims against the audited Company
arising under the MBA or applicable law,
2. pursuant to legal process, or
3. after obtaining the Company's consent, which will not be unreasonably
withheld.
ARTICLE 53.A.
FINANCIAL INFORMATION
GENERAL
320
Any notes taken and/or workpapers prepared by the auditors also shall be
subject to these provisions; however, the Guild may assert a claim of
privilege as to such notes and/or workpapers.
Employees and representatives of the Guild may in their discretion
discuss the audit findings, including the Company's position, if known, with
WGA-represented writers. By doing so, the Guild would not be violating a
duty of confidentiality, if any, owed to the Company so long as the Guild's
communications are related to its obligation to review, investigate or
enforce claims against the audited Company arising under the MBA or
applicable law, pursuant to legal process, or after obtaining the
Company's consent, which will not be unreasonably withheld.
If the Guild is required by legal process to disclose information obtained in
a residuals audit, the Guild shall provide prompt written notice to the
Company to permit the Company to object or to seek an appropriate
protective order.
At the election of the Company, the auditors and other Guild
representatives shall be required to sign an agreement duplicating the
confidentiality provisions in the preceding paragraphs of this Paragraph
B., but without any modifications to these provisions unless consented to
by the Guild.
In consideration of the foregoing agreements in this Paragraph B., the
Company agrees not to require the Guild or its auditors or representatives
to execute any other agreement relating to confidentiality as a condition of
granting access to its business records.
The foregoing provisions of this Paragraph B. shall not apply to residuals
audits conducted by the Guild for which (1) the date of audit entry is prior
to May 2, 1995, and (2) there is a written confidentiality agreement
executed by the Company, the Guild and/or its auditors.
ARTICLE 54 - PROHIBITION OF SO-CALLED "MORALS CLAUSE"
Subject to any contractual obligations to the contrary which may exist on March
1, 1981, Company agrees that it will not include the so-called "morals clause" in
any writer's employment agreement covered by this Basic Agreement.
ARTICLE 54
PROHIBITION OF SO-CALLED
“MORALS CLAUSE”
321
ARTICLE 55 - RESTRAINT ON LICENSEE RIGHT OF APPROVAL
Subject to any contractual obligations to the contrary which may exist on March
1, 1977, Company agrees that it will not delegate to the licensee of any episodic
series the right to approve the writers employed to write stories and/or teleplays
of the episodes (other than the pilot) of said episodic series.
ARTICLE 56 - SIGNIFICANCE OF TITLES AND SUB-TITLES (GENERAL)
The headings of Articles, paragraphs and other subdivisions hereof are inserted
for the purpose of convenient reference, and it is recognized that they may not
adequately or completely describe the contents of the provisions that they head.
Such headings shall not be deemed to govern, enlarge, limit, modify, or in any
other manner affect the scope, meaning, or intent of the provisions of this Basic
Agreement or any part or portion thereof; nor shall they otherwise be given any
legal effect, except as provided in the prefatory language to this Basic
Agreement appearing on page 8.
ARTICLE 57 - PAY TELEVISION AND VIDEODISC/VIDEOCASSETTE PRODUCTION
Employment of writers and acquisition of literary material by the Company for the
pay television and/or videodisc/videocassette markets shall be governed by the
provisions of Appendix B attached hereto.
ARTICLE 58 - RELEASE OF FREE TELEVISION PROGRAMMING AND
THEATRICAL MOTION PICTURES TO BASIC CABLE
Except as provided in the following paragraph, the exhibition on basic cable of
television motion pictures shall be considered free television exhibition as
distinguished from "Supplemental Markets" exhibition.
Except as is otherwise provided in Article 15.B.1.b.(2)(d),
23
upon release, on or
after May 2, 2020, to basic cable of product initially produced for free television,
as to which free television residuals would otherwise be payable, Company shall
pay, in the aggregate, to the credited writer or writers the following percentage of
the Company's accountable receipts, as defined in Article 51.C., obtained
therefrom: With respect to free television motion pictures produced prior to July
23
Article 15.B.1.b.(2)(d) on page 152 contains special provisions governing the second run of certain
episodes of new dramatic series produced for a network or for The CW for the purpose of encouraging
their success.
ARTICLE 55
RESTRAINT ON LICENSEE
RIGHT OF APPROVAL
322
1, 1984, said percentage shall be two and one-half percent (2.5%); with respect
to free television motion pictures produced after July 1, 1984, said percentage
shall be two percent (2%). For the purpose of this provision, the term "basic
cable" means one or more basic cable systems which do not meet the definition
of pay television as set forth in this Agreement and wherein the release on basic
cable is a separate release and not part of a free television broadcast.
Upon release, on or after May 2, 2020, to basic cable, of product initially
produced for theatrical release, the Company shall pay to the credited writer or
writers aggregate compensation of one and two-tenths percent (1.2%) of the
Company's accountable receipts, as defined in Article 51.C., obtained therefrom.
Residual payments for the release to basic cable of television programs made
under the WGA Royalty Plan, which appeared as Exhibit A-1 to the 1960 Writers
Guild of America Television Film Basic Agreement, which are due on or after
October 1, 1994 shall be made to the credited writer(s) thereof in accordance
with the provisions of Article 58 of the applicable MBA. It is agreed that the MBA
in effect at the time of the first release of a Royalty Plan program to basic cable
after March 1, 1985 shall be the "applicable MBA" for purposes of such
payments. The parties further agree that when Royalty Plan programs are
released to either domestic or foreign basic cable, the Company's accountable
receipts therefrom are fully reportable and residuals are payable in perpetuity at
the rate set forth in Article 58 of the applicable MBA. The provisions of this
paragraph amend the WGA Royalty Plan and prior MBAs.
The term, "[u]pon release," or “release,” in the preceding three paragraphs,
means that the theatrical or television motion picture product is "available," which
is when it first may be exhibited on basic cable pursuant to the terms of a license
or distribution agreement.
ARTICLE 59 - COPYRIGHT ROYALTY TRIBUNAL MONIES (GENERAL)
Monies received by the Company from distributions by the Copyright Royalty
Tribunal for theatrical motion pictures produced on or after May 2, 2020 shall be
subject to the payment formula set forth in Article 15.A. of this Agreement. Such
monies shall be paid to the Writers Guild Foundation.
With respect to a free television motion picture covered under the sideletter
waiving the provisions of Article 15.B.1.b.(2)(c), any monies received by the
Company from distributions by the Copyright Royalty Tribunal for such television
motion picture shall be included in the numerator of the multiplier contained in
the sideletter waiving the provisions of Article 15.B.1.b.(2)(c).
ARTICLE 59
COPYRIGHT ROYALTY TRIBUNAL MONIES
(GENERAL)
323
ARTICLE 60 - DISSEMINATION OF CRITIQUES OF LITERARY MATERIAL
(GENERAL)
Critiques or synopses prepared by story analysts or other readers employed by
the Company of literary material which has not been optioned or acquired by the
Company shall not be circulated, without the consent of the writer of the literary
material, to persons outside the Company, except those with whom the
Company has a business relationship in the nature of an active development
deal, a production or financing or distribution arrangement, or similar association.
In the event of any claim of violation of this provision, the sole remedy shall be
submission to the Committee on the Professional Status of Writers for resolution.
ARTICLE 61 - JOINT COMMITTEES
A. GENERAL
The parties reaffirm their commitment to the active use of joint committees
consisting of representatives both from the Guild and the Companies to
resolve disputes, adjust practices and advance harmonious and
productive practices within the industry. These committees include those
already established, such as the Residuals Commission and the
Committee on the Professional Status of Writers.
The parties agree to consider the creation of other committees for the
above-mentioned purposes.
B. COMMITTEE ON THE PROFESSIONAL STATUS OF WRITERS
The Committee on the Professional Status of Writers agreed, during the
term of the 1988 MBA and the 1992 Extension Agreement, upon
Guidelines regarding writer participation in the creative process. Each
Company shall circulate the Guidelines to appropriate Company
personnel and, furthermore, shall give due consideration to the
Guidelines.
ARTICLE 62 - CONTRACT ADJUSTMENT COMMITTEE
To promote industrial peace and to improve and promote cooperation between
the Guild and the Companies, the parties to the 1992 Extension Agreement
established an alternative bargaining forum known as the Contract Adjustment
Committee ("CAC"), which is composed of representatives of the Guild and the
ARTICLE 60
DISSEMINATION OF CRITIQUES
OF LITERARY MATERIAL
(GENERAL)
324
AMPTP and/or ABC, CBS and NBC. Each of the Companies commits to an
active and continuing use of this Committee.
The Contract Adjustment Committee shall meet at least once every twelve (12)
months, upon request of any of the parties, to discuss amendments to the WGA
MBA.
The Companies' representatives to the Committee shall have the authority to
bind their respective Companies. The Guild representatives shall have the
authority to negotiate and recommend tentative agreements, including those to
modify minimums, subject to Guild procedures. Agreements on amendments
thus made by the parties in the Contract Adjustment Committee shall, if ratified
by the Guild, amend and become a part of this Agreement. Guild ratification
procedures are the sole province of the Guild and are not arbitrable under this
Agreement.
ARTICLE 63 - CREDITS REVIEW
The parties acknowledge that the WGA is currently reviewing the MBA credit
system and the WGA's Screen and Television Credits Manuals. The parties
acknowledge that such a review is warranted and may, in light of changing
conditions in the industry, require changes in the 2008 Basic Agreement.
Therefore, as part of the work of the Contract Adjustment Committee, the parties
shall convene a Credits Review Committee upon the request of either party
made after ratification hereof, to consider changes in the credits provisions of
this Agreement and, upon mutual agreement, their recommendations shall be
submitted to WGA ratification procedures and, if ratified, shall amend and
become a part of this Agreement.
ARTICLE 64 - REUSE OF MBA-COVERED MATERIAL IN INTERACTIVE PROGRAMS
A. Definitions and Coverage
1. Definition of interactive program. An "interactive program" is a
non-linear program that allows the individual viewer/user(s) to control
and/or manipulate in real time the output of the program elements via
an interactive device. A "non-linear" program is a program in which
the material embodied therein is intended to be viewed by the
viewer/user(s) in such order selected by the viewer/user(s) and which
does not have a predetermined "beginning" and "end" (although it may
have an opening "default" menu or resting position from which
selection of the order of viewing is determined by the viewer/user(s)),
as opposed to a "linear" program in which the material embodied
therein is intended to be viewed (in its entirety or in segments) in a
ARTICLE 64.A.1.
REUSE OF MBA-COVERED MATERIAL
IN INTERACTIVE PROGRAMS
325
predetermined order, but such material may be accessed randomly by
the viewer/user(s). Such capability of random access shall not affect
the status of such program as a "linear" program.
2. Definition of interactive device. An "interactive device" is a device
which is necessary in order to control and/or manipulate an interactive
program. An interactive device may thus be a locally-operated device
(i.e., a single device that both reads the data from the storage medium
and permits the viewer/user(s) to control and/or manipulate the
interactive program) or a remotely-operated device (i.e., a device that
reads the data from the storage medium at a centrally-based location
but which enables the viewer/user(s) to control and/or manipulate the
interactive program from a remote location via wired or wireless
transmission).
3. Interactive rights license.
a. Definition of interactive rights. See Articles 1.B.9. and 1.C.19.
b. Definition of interactive rights licensee. An "interactive rights
licensee" is the entity that first exploits, directly or indirectly, the
interactive rights (such as by developing, producing or publishing
an interactive program or performing similar functions, but not by
reselling only).
An entity which both resells interactive rights and adds value to
those rights by developing, producing, publishing or performing
similar functions may qualify as an interactive rights licensee if the
value thus added constitutes exploitation of the rights by making a
substantial creative and/or technical contribution to the
development, production or publication of the interactive program.
c. Definition of interactive rights licensor; definition of
interactive rights license. An "interactive rights licensor" is an
entity that grants a license for interactive rights to an "interactive
rights licensee." An "interactive rights license" or an "interactive
rights license agreement" includes a license (written or oral) or
other permission to exploit interactive rights of, or granted by, an
interactive rights licensor.
4. Applicable gross. “Applicable Gross" is the aggregate of all monies
remitted by the interactive rights licensee to the interactive rights
licensor in respect of a license of interactive rights, subject to the
following:
ARTICLE 64.A.1.
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a. Unaffiliated licensee. If the interactive rights licensee is not an
affiliated entity of the interactive rights licensor, then the
Applicable Gross shall be the monies actually received by the
interactive rights licensor in respect of the license of interactive
rights.
b. Affiliated licensee. If the interactive rights licensee is an
affiliated entity of the interactive rights licensor, then the
Applicable Gross shall be the monies actually received by the
interactive rights licensor in respect of the license of interactive
rights, provided the monies actually received by the interactive
rights licensor in respect of the license of interactive rights are not
less than the fair market value of the interactive rights. If such
monies are less than the fair market value, then the Applicable
Gross shall be the fair market value of the interactive rights.
c. Licensor as producer, et al. If the interactive rights licensor is
also the producer, developer, publisher and/or distributor of the
interactive program, then the Applicable Gross shall be the fair
market value of the interactive rights.
d. Selling or reselling. No monies attributable to the functions of
selling or reselling of the interactive rights, or earned thereby,
shall be deducted from, or otherwise used to reduce, the
Applicable Gross.
e. Licensor as investor. If the interactive rights licensor invests in
the production, development, publication and/or distribution of the
interactive program or in the entity which performs such functions,
any monies which are a recoupment of such investment by the
interactive rights licensor shall not be included in the Applicable
Gross. Monies received by way of investment recoupment shall
be separate from monies received for the licensing of the
interactive rights so long as the Applicable Gross, as reported to
the Guild, is the fair market value of the interactive rights.
f. Fair market value of the interactive rights. The fair market
value of the interactive rights shall be determined by ascertaining
the monies which would have been paid by an unaffiliated
licensee to an interactive rights licensor for the license of the
interactive rights.
g. Licensing of multiple rights/multiple pictures. If, as part of the
same or related transaction(s) for the license of interactive rights,
other rights (e.g., theatrical exhibition and/or television distribution
rights) are licensed, then a fair and reasonable allocation of the
ARTICLE 64.A.4.g.
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aggregate monies remitted shall be made in respect of the
interactive rights. No deductions or expenses or other costs
related to the license of other rights shall be deducted from this
allocation and this allocation shall be the Applicable Gross.
Similarly, when interactive rights to more than one motion picture
are licensed as part of the same or related transaction(s), a fair
and reasonable allocation of the aggregate monies remitted shall
be made in respect of the interactive rights to each motion picture.
If, as part of the same or related transaction(s), excerpts exempt
from payment and excerpts requiring payment pursuant to Article
64.B.2. below are licensed, a fair and reasonable allocation of the
aggregate monies remitted shall be made in respect of the
exempt and non-exempt excerpts. The amount so allocated to
the non-exempt excerpts shall be no less than the fair market
value of the interactive rights for those excerpts.
h. Title, Logo, Art Work, Sound Effects and/or Music Soundtrack
(1) No Payment For License of Only Title, Logo, Art Work,
Sound Effects and/or Music Soundtrack
No payment is required when the only element(s) of the
motion picture used in an interactive program is (are) the
title and/or logo and/or art work and/or sound effects and/or
music soundtrack.
(2) No Deduction Permitted for Title, Logo, Art Work, etc.
Used in an Interactive Program
The payment provisions hereunder encompass all elements
of the motion picture, including title, logo, art work and
accompanying sound track, and no deduction may be made
from the Applicable Gross for the use of such elements.
5. Coverage - General
This Article 64 covers reuse of covered material in interactive
programs (including arcade games, wherever located) which are
viewed/used on a home-type television screen or computer monitor
and distributed by means of a cartridge, disc or any other similar
device or by any means of television exhibition, including but not
limited to, pay television, free television and basic cable.
ARTICLE 64.A.4.g.
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B. Reuse of Covered Motion Pictures, In Whole or In Part
1. Whole or substantial part. The reuse of a covered theatrical or
television motion picture, in whole or in substantial part, in an
interactive program shall require an aggregate payment by the
Company to the credited writer(s) equal to one and two-tenths percent
(1.2%) of the Applicable Gross attributable to the licensing of such
motion picture or substantial portion(s) thereof. These reuse
provisions apply to all motion pictures covered by the Supplemental
Markets provisions of any WGA (-AMPTP) MBA. This provision is
subject to contractual commitments with individual writers which were
entered into prior to May 2, 1995.
2. Excerpts. The use of excerpt(s) from a covered theatrical or
television motion picture in an interactive program shall require an
aggregate payment by the Company to the credited writer(s) equal to
two percent (2.0%) of the Applicable Gross attributable to the licensing
of such excerpt(s). This provision shall apply to all motion pictures
covered by the excerpt provisions of any WGA MBA. This provision is
subject to contractual commitments with individual writers which were
entered into prior to May 2, 1995.
The "flashback" and "recap" exceptions in Article 15.B.10.c. and d.
shall not apply to this Article 64. The provisions of Articles 15.A.3.j.,
15.B.10.a. and b. shall apply when the excerpt is used as a "stock
shot," for review purposes or in a trailer. In addition, if the Guild and
the Companies reach agreement on a definition of "news" and/or
"promotional" uses, these exception(s) also will apply to this Article 64.
3. Allocation of payments to credited writers. Allocation of payments
under this Paragraph B. shall be made to writers who received writing
credit pursuant to a credits schedule of a WGA Basic Agreement as
follows:
"Written by" credit - one hundred percent (100%) of
the monies
"Screenplay by" or
"Teleplay by"
- seventy-five percent (75%) of the
monies
"Story by," "Screen
Story by" or
"Television Story by"
- twenty-five percent (25%) of the
monies
ARTICLE 64.B.3.
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Minor credits, such as
"Adaptation by"
- ten percent (10%) of the monies,
to be deducted from the share of
the writer(s) receiving "Screenplay
by" or "Teleplay by"
Any writers receiving the same writing credit shall share equally in the
percentage amount specified in this Paragraph B.
When there is no credit given for story, screen story or television
story, then the pro rata share otherwise payable to a writer receiving
such credit shall be paid to the writer(s) accorded screenplay or
teleplay credit.
When a covered motion picture is a remake of a prior motion picture,
any writers of the prior motion picture who receive writing credit for
the remake shall also be entitled to share in payments under this
Paragraph B., but only if their employment as writers for the prior
motion picture, or the purchase of their literary material for the prior
motion picture, was covered by a collective bargaining agreement with
the Guild.
For purposes of Article 64.B., the Company is deemed to have been
the employer of a writer whose services were performed for the
Company on a loan-out basis. The lender shall not have any
responsibility under Article 64.B. with respect to a covered motion
picture. If there are one (1) or more writers who receive credit under
a WGA Basic Agreement and one (1) or more writers who perform
writing services in connection with the writing of the story or teleplay
or screenplay and receive screen credit in connection with a covered
motion picture, but who are not subject to this Basic Agreement, then
that portion of the applicable percentage payment as defined in this
Article 64 which would otherwise have been payable to such one (1)
or more writers not subject to this Basic Agreement may be retained
by Company, and the Company shall not be obligated to pay such
portion to any such writer receiving credit as aforesaid.
4. No duplication of payments under subparagraphs B.1. and B.2.
Whenever a motion picture is reused, in whole or in substantial part,
in an interactive program, together with excerpts from the same
motion picture, payment shall be made to the writer(s) of such motion
picture in accordance with subparagraph B.1., above.
ARTICLE 64.B.3.
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C. Interactive Programs Based Upon Literary Material
1. Theatrical. When an interactive program is based upon literary
material covered by the theatrical provisions of any MBA, as provided
in subparagraph C.3. below, an aggregate payment equal to one and
one-half percent (1.5%) of the Applicable Gross attributable to the
licensing of such literary material shall be made by the Company to
the writer(s) with separation of rights and to the writer(s) who
nevertheless
a. first describes in literary material an object or thing which is fully
described in such literary material and by such description
appears to be unique and original; and/or
b. introduces a character and the characterization of such character
is fully developed and fully described in the material written by
the writer and from such development and description the
character appears to be unique and the principal creation of the
writer,
provided that such interactive program is based upon such object,
thing and/or character(s).
When different writers are entitled to payments pursuant to this
subparagraph C.1. for literary material from the same theatrical
motion picture in an interactive program, the writers shall share in the
payment required. The Guild shall determine the allocation among
the writers.
2. Television. When an interactive program is based upon literary
material covered by the television provisions of any MBA as provided
in subparagraph C.3. below, an aggregate payment equal to three
percent (3.0%) of the Applicable Gross attributable to the licensing of
such literary material shall be made by the Company to the writer(s)
with separation of rights (subject to the provisions of Articles 16.B.3.
and B.5. and corresponding provisions of prior MBAs) and to the
writer(s) who nevertheless
a. first describes in literary material an object or thing which is fully
described in such literary material and by such description
appears to be unique and original; and/or
b. introduces a character and the characterization of such character
is fully developed and fully described in the material written by
the writer and from such development and description the
ARTICLE 64.C.2.b.
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character appears to be unique and the principal creation of the
writer,
provided that such interactive program is based upon such object,
thing and/or character(s).
When different writers are entitled to payments pursuant to this
subparagraph C.2. for literary material from the same television
motion picture in an interactive program, the writers shall share in the
payment required. The Guild shall determine the allocation among
the writers.
3. The reuse provisions of this Paragraph C. shall apply to literary
material covered by any MBA providing for Separation of Rights. The
provisions of this Paragraph C. are subject to contractual
commitments with individual writers which were entered into prior to
May 2, 1995.
D. Combination Payments for Reuses Described in Article 64.B. and C.
1. Combination of Motion Picture (whole or substantial part) and
Literary Material Rights
a. Theatrical. If a covered theatrical motion picture is used in
whole or in substantial part in an interactive program, as provided
in Article 64.B.1. above, and such interactive program is also
based on literary material written in connection with the same
covered motion picture, as provided in Article 64.C.1. above, the
Company shall pay an aggregate payment of two percent (2%) of
the Applicable Gross attributable to both the licensing of the
motion picture or a substantial portion thereof and the licensing
of the literary material upon which the interactive program is
based. Such payment shall be allocated as follows: one percent
(1.0%) shall be paid to the writer(s) entitled to payments under
Article 64.B.1. and one percent (1.0%) shall be paid to the
writer(s) entitled to payments under Article 64.C.1.
b. Television. If a covered television motion picture is used in
whole or in substantial part in an interactive program, as provided
in Article 64.B.1. above, and such interactive program is also
based on literary material written in connection with the same
covered motion picture, as provided in Article 64.C.2. above, the
Company shall pay an aggregate payment of three percent (3%)
of the Applicable Gross attributable to both the licensing of the
motion picture or a substantial portion thereof and the licensing
ARTICLE 64.C.2.b.
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of the literary material upon which the interactive program is
based. Such payment shall be allocated as follows: one and
one-half percent (1.5%) shall be paid to the writer(s) entitled to
payments under Article 64.B.1. and one and one-half percent
(1.5%) shall be paid to the writer(s) entitled to payments under
Article 64.C.2.
2. Combination of Excerpts and Literary Material Rights
a. Theatrical. If excerpts from a theatrical motion picture are used
in an interactive program, as provided in Article 64.B.2. above,
and such interactive program is also based on literary material
written in connection with the same covered theatrical motion
picture, as provided in Article 64.C.1. above, the Company shall
pay an aggregate payment of two percent (2.0%) of the
Applicable Gross attributable to both the licensing of excerpts
and the licensing of the literary material upon which the
interactive program is based. Such payment shall be allocated
as follows: one percent (1.0%) shall be paid to the writer(s)
entitled to payments under Article 64.B.2. and one percent
(1.0%) shall be paid to the writer(s) entitled to payments under
Article 64.C.1.
b. Television. If excerpts from a television motion picture are used
in an interactive program, as provided in Article 64.B.2. above,
and such interactive program is also based on literary material
written in connection with the same covered television motion
picture, as provided in Article 64.C.2. above, the Company shall
pay an aggregate payment of three percent (3.0%) of the
Applicable Gross attributable to both the licensing of excerpts
and the licensing of the literary material upon which the
interactive program is based. Such payment shall be allocated
as follows: one and one-half percent (1.5%) shall be paid to the
writer(s) entitled to payments under Article 64.B.2. and one and
one-half percent (1.5%) shall be paid to the writer(s) entitled to
payments under Article 64.C.2.
3. When different writers are entitled to payments for the use of literary
material pursuant to this Paragraph D. for the same motion picture in
an interactive program, the writers shall share in the payment
required. The Guild shall determine the allocation among the writers.
ARTICLE 64.D.3.
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E. Reporting and Assumption Agreements
1. Reporting and Payment
Company's obligation shall accrue hereunder only after Applicable
Gross is received by Licensor, but as to foreign receipts, such
obligation shall accrue only when such receipts can be freely
converted to U.S. dollars and are remitted to the United States, and
until such time no frozen foreign receipts shall be included in
Applicable Gross. Payment of amounts accruing hereunder shall be
made quarterly on the basis of quarterly statements, as hereinafter
provided.
Upon request, and if permitted by the authorities of a foreign country,
the Company (or Licensor, if applicable) will transfer to any writer, in
the currency of such foreign country, his/her share, if any, of frozen
foreign receipts in such country, provided the writer will bear any costs
involved. Such transfer shall be deemed to be payment to the writer
of an equivalent number of U.S. dollars at the then-current free
market rate for blocked funds of that category as determined by the
Company (or Licensor, if applicable). Concurrently with such transfer,
the writer will pay to the Company (or Licensor, if applicable) in U.S.
dollars the total amount the Company (or Licensor, if applicable) is
required to withhold from such payment under all applicable laws. If
the Company (or Licensor, if applicable) utilizes frozen foreign
currencies derived from the license of interactive rights, as provided
herein, by conversion thereof to properties that may be freely
exported and turned to account, the amount so utilized by the
Company (or Licensor, if applicable) shall be deemed to have been
converted to U.S. dollars at the then-current free market rate for
blocked funds of that category determined as above provided.
Frozen foreign receipts from the license of interactive rights, as
provided herein, shall be deemed to be released on a first-in first-out
basis, unless the authorities of the foreign country involved designate
a specific period that would render such basis inapplicable. Such
released funds shall be allocated between the license of interactive
rights, as provided herein, and other licenses of interactive rights
granted by the licensor in the same ratio that receipts derived from
the license of interactive rights, as provided herein, within the foreign
country, bear to the total receipts derived from the license of
interactive rights, as provided herein, and all other licenses of
interactive rights within the foreign country, during the applicable
period, unless the authorities of the foreign country involved require
another method of allocation, in which case such other method shall
be used.
ARTICLE 64.E.1.
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Foreign receipts shall be accounted for in U.S. dollars at the rate of
exchange at which such receipts are actually converted and remitted,
and should any discounts, taxes, duties or charges be imposed in
connection with the receipt or remittance of foreign funds, only so
much of such funds as remain thereafter shall be included in
Applicable Gross. Company (or Licensor, if applicable) shall not be
responsible for loss or diminution of foreign receipts as a result of any
matter or thing not reasonably within the control of the Company (or
Licensor, if applicable). The Guild and the writers shall be bound by
any arrangements made in good faith by the Company (or Licensor, if
applicable), or for its account, with respect to the deposit or
remittance of foreign revenue. Frozen foreign receipts shall not be
considered trust funds and the Company (or Licensor, if applicable)
may freely commingle the same with other funds of the Company (or
Licensor, if applicable). No sums received by way of deposits or
security need be included in Applicable Gross until earned, but when
the Licensor is paid a non-returnable advance for interactive rights by
a licensee, such advance shall be included in the Applicable Gross.
A "non-returnable advance" is to be included in Applicable Gross
when interactive rights, as provided herein, are "available" and
"identifiable" and the amount of the advance payment is
"ascertainable."
Interactive rights are "available" when the rights first may be exploited
under the terms of the applicable license agreement.
Interactive rights are "identifiable" when the Company first knows or
reasonably should have known that the interactive rights to a given
motion picture and/or literary material are covered by a particular
license.
The amount of the advance payment is "ascertainable" if:
a. the advance is for interactive rights to one motion picture and/or
literary material for one motion picture and territory, or
b. the total amount of the advance is for multiple rights or
interactive rights to multiple motion pictures and/or territories, in
which case a fair and reasonable allocation of such advance
shall be made among the licensed rights in accordance with
subparagraph A.4. of this Article 64. As each of these interactive
rights becomes identifiable and available, the allocated portion of
the non-returnable advance is to be included in Applicable Gross
for that quarter.
ARTICLE 64.E.1.
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The Company shall notify the Guild of its allocation when the
report of Applicable Gross, which includes the advance, is to be
filed. The Guild has the right to challenge in an MBA arbitration
a failure to allocate or any allocation that it contends is not fair
and reasonable.
If interactive rights are available and identifiable and the amount of
the advance is ascertainable, but the Company does not provide the
WGA with the information required by the MBA and applicable law,
then the advance shall be deemed includable in Applicable Gross no
later than six (6) months after the licensor receives it.
An advance received by a Licensor's parent, subsidiary or any other
related or affiliated entity or successor-in-interest, or by any other
entity to which the advance payment is directed by the licensor or
license agreement, shall be considered as an advance payment
received by the licensor.
Within a reasonable time after the expiration of each calendar or
fiscal quarter, but not exceeding sixty (60) days, the Company will
furnish or cause to be furnished to the Guild a written report showing
the Applicable Gross during the preceding quarter from the licensing
of interactive rights, as provided herein, with respect to which
Company is required to make payments under this Article 64. These
quarterly reports shall: (1) separately set forth the Applicable Gross
from licensing interactive rights under Articles 64.B.1., 64.B.2., 64.C.,
64.D.1. and 64.D.2. and (2) state whether the Applicable Gross used
is monies received by the Licensor or fair market value.
Concurrently with the furnishing of each quarterly report, the
Company will make the payments shown to be due by such report.
All payments shall be made by check payable to the order of the
writers entitled thereto, and shall be delivered to the Guild for
forwarding to such writers.
24
Compliance herewith shall constitute
payment to the writers.
No such reports need be furnished with respect to any period during
which there was no Applicable Gross.
An inadvertent failure to comply with the reporting provisions of this
Article 64.E. shall not constitute a default by the Company under this
24
See Sideletter at page 738, which permits a Company to enter into an agreement with the Guild for
payments via direct deposit in lieu of issuing checks.
ARTICLE 64.E.1.
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Agreement, provided such failure is cured promptly after notice from
the Guild is received by the Company.
The Company shall make available for inspection by the Guild all
licensing statements which are available to the Company insofar as
they relate to Applicable Gross, and all the financial terms of contracts
pertaining to such Applicable Gross. The Guild shall have the right, at
reasonable times, to examine the books and records of the Company
as to such Applicable Gross, pertaining to such licensing of interactive
rights, at whatever place or places such records are customarily kept
by the Company. If the Guild requests that it be informed of the
license fee paid under an interactive rights licensing agreement, or if
the Guild requests that it be sent an extract of the financial terms of
such a license, and if such information is not extensive in nature, the
Company will forward such information or extract without making it
necessary for the Guild to send a representative to the Company's
offices. In general, the Company will cooperate in furnishing such
information to the Guild by mail or telephone, where doing so is not
unreasonable or burdensome.
When interactive rights to more than one picture are licensed in a
single license agreement, the Company shall inform the Guild, at its
request, of the identity of the motion pictures, the interactive rights to
which are covered by the license, and shall make available to
inspection by the Guild in the office where such license agreement is
customarily kept a copy of the terms of such license showing the titles
of the motion pictures and/or literary material, the interactive rights to
which are covered by the license, and the license fee for each. The
Company agrees to cooperate in responding to reasonable inquiries
from the Guild as to whether the interactive rights to any motion
picture or literary material, as provided herein, are currently being
licensed.
Company shall make all social security, withholding, unemployment
insurance, and disability insurance payments required by law with
respect to the additional compensation provided for in this Article 64.
If the Company shall fail to make any payment provided for in this
Article 64 to the writer when and as the same becomes due and
payable, it shall bear interest at the rate of one and one-half percent
(1.5%) per month on the unpaid balance thereof commencing to
accrue on the earlier of: (a) seven (7) days after notice in writing to
Company from the Guild of such delinquency, or (b) sixty (60) days
after such payment becomes due and payable.
ARTICLE 64.E.1.
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The compensation payable under this Article 64 shall be excluded
from the gross compensation upon which the Company's
contributions are to be made to the Pension and Health Plans.
2. Crediting
If a writer's employment agreement with the Company requires that
the writer's compensation shall be based, in whole or in part, upon, or
measured by, a percentage of the gross receipts derived from the
licensing of interactive rights, then such percentage compensation
shall be credited against any amounts payable to the writer
hereunder, and likewise any payment due to the writer hereunder
shall be credited against such percentage compensation. When all or
a part of a writer's compensation is a specified sum of money,
commonly known and referred to as a "deferment," such deferment
may not be credited against amounts payable by the Company to
such writer hereunder.
3. Assumption Agreements
With respect to the interactive rights in any literary material or motion
picture for which payment is due under this Article 64, the following
provisions of subparagraphs 3.a., b. and c. shall apply. When
subparagraph 3.a. below applies, the term "licensor/licensee"
indicates that the Company (or Licensor, if applicable) must choose
either "licensor" or "licensee" as the appropriate term for each
Assumption Agreement. There is no obligation under subparagraphs
3.a. or 3.c. for a Company to obtain an assumption agreement when
the Company either does not own the interactive rights, the Company
is the licensor of the interactive rights, or the Company exploits the
interactive rights (i.e., the Company meets the definition of licensee in
Article 64.A.3.b.).
a. Licensor/Licensee's Assumption Agreement
Prior to the commencement of principal photography of each
motion picture, the reuse of which is governed by Article 64, if
the Company (or Licensor, if applicable) is not also the
licensor/licensee of the interactive rights to such literary material
and/or motion picture, the Company (or Licensor, if applicable)
shall obtain from the licensor/licensee having such rights and
deliver to Guild a separate written agreement entitled
"Licensor/Licensee's Assumption Agreement." This Assumption
Agreement shall be made expressly for the benefit of the Guild
as representative of the writers involved, by which such
ARTICLE 64.E.1.
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licensor/licensee agrees to assume and pay the amounts
payable under this Article 64 when and as the same become
due. Such agreement shall be substantially in the following form:
“Licensor/Licensee's Assumption Agreement
In consideration of the execution of a license agreement between
(insert name of the Company (or Licensor, if applicable))
and the undersigned licensor/licensee, licensor/licensee agrees
that the motion picture, presently entitled
, and/or the literary material therefor are
subject to a Writers Guild of America Basic Agreement (referred
to as 'Basic Agreement'), including applicable credits provisions,
if any,
25
and particularly to the provisions of Article 64 of the 2020
WGA-AMPTP Theatrical and Television Basic Agreement ('2020
WGA-AMPTP MBA'), pertaining to additional compensation
payable to writers when interactive rights are licensed.
Licensor/licensee hereby agrees, expressly for the benefit of the
Writers Guild of America, West, Inc., and Writers Guild of
America, East, Inc., (collectively 'the WGA'), as representative of
the writers whose services are included in such motion picture
and/or literary material, to make the additional compensation
payments required by Article 64 when interactive rights are
licensed. Licensor/licensee, for and on behalf of the Company
(or Licensor, if applicable), shall make all social security,
withholding, unemployment insurance and disability insurance
payments required by law with respect to the additional
compensation referred to in the preceding sentence.
“It is expressly understood that the licensor/licensee's right to
exploit such interactive rights, or to cause or permit such rights to
be exploited, shall be subject to and conditioned upon the prom pt
payment of the additional compensation required by Article 64 of
the 2020 WGA-AMPTP MBA. It is agreed that the WGA, in
addition to all other remedies, shall be entitled to injunctive relief
against the licensor/licensee if such payments are not made.
“Within a reasonable time after the expiration of each calendar or
fiscal quarter, but not exceeding sixty (60) days, the
licensor/licensee will furnish or cause to be furnished to the WGA
a written report showing the Applicable Gross (as defined in
25
See Sideletter to Article 64 - Applicable Credits Provisions at page 714.
ARTICLE 64.E.3.a.
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Article 64 of the 2020 WGA-AMPTP MBA) during the preceding
quarter from licensor/licensee's licensing of interactive rights,
whether such license is by the licensor/licensee or through
another licensor/licensee licensed by licensor/licensee. Each
report shall be in the format described in Article 64.E.1. of the
2020 WGA-AMPTP MBA. Such report shall be accompanied by
such payments as may be due.
“Licensor/licensee shall also make available for the WGA's
inspection all licensor/licensee's statements delivered to the
Company (or Licensor, if applicable) insofar as they relate to
Applicable Gross. The WGA shall have the right at reasonable
times and on reasonable notice to examine the books and
records of the licensor/licensee as to Applicable Gross. If the
licensor/licensee shall fail to make such payments as and when
due and payable, they shall bear interest at the rate of one and
one-half percent (1.5%) per month on the unpaid balance
thereof, commencing to accrue on the earlier of (1) seven (7)
days after the Guild gives written notice of the delinquency to the
Company, or (2) sixty (60) days after such payment becomes
due and payable.
“This Licensor/Licensee's Assumption Agreement shall remain
effective and binding upon licensor/licensee as long as it remains
the licensor/licensee of the interactive rights and thereafter in
perpetuity only if it has provided or guaranteed any of the
financing for the production of such covered motion picture, in
accordance with and subject to the provisions of Article
64.E.3.b.(1) of the 2020 WGA-AMPTP MBA.
“When there is more than one licensor/licensee, the provisions of
Article 64.E.3.b.(3) of the 2020 WGA-AMPTP MBA shall apply to
each licensor/licensee which neither provides nor guarantees
any of the financing for the production of such motion picture.
“The licensor/licensee has [has not] (strike whichever is
inapplicable) provided or guaranteed financing for production of
such motion picture.
“Date:
“Licensor/licensee:
(insert business address of licensor/licensee)
“SIGNED: "
ARTICLE 64.E.3.a.
REUSE OF MBA-COVERED MATERIAL
IN INTERACTIVE PROGRAMS
340
An inadvertent failure on the part of any such licensor/licensee to
comply with any of the reporting provisions of Article 64.E.3.a.
shall in no event constitute a default by the Company (or
Licensor, if applicable) or such licensor/licensee or a breach of
the 2020 WGA-AMPTP MBA, provided that such failure is cured
promptly after notice in writing thereof from the Guild.
In the event of the expiration or termination of any license
agreement for interactive rights, the Company's (or Licensor's, if
applicable) obligation to obtain and deliver a Licensor/Licensee's
Assumption Agreement to the Guild shall apply as well to any
subsequent license agreement for interactive rights entered into
by Company (or Licensor, if applicable). The Company (or
Licensor, if applicable) shall obtain and deliver an executed
Licensor/Licensee's Assumption Agreement within ten (10) days
after the execution of each such subsequent license agreement.
If, with respect to any motion picture described in Article 64.B.1.
or 2. or any motion picture based upon any literary material
described in Article 64.C.3., licensor/licensee is not liable in
perpetuity for the Article 64 payments under the 2020
WGA-AMPTP MBA, or if the Company (or Licensor, if applicable)
does not have a license agreement with the licensor/licensee for
interactive rights, then the Guild, prior to commencement of
principal photography of the motion picture, may require such
further financial assurances from the Company (or Licensor, if
applicable) as it deems advisable to insure performance of
Company's (or Licensor's, if applicable) obligations to pay the
Article 64 fees provided herein, including, without limitation, the
execution of security agreements, guarantees, or other protective
agreements. If any member company of the AMPTP becomes
liable in perpetuity under a Licensor/Licensee's Assumption
Agreement to pay the Article 64 fees provided for hereunder, the
Guild will release and cause to be discharged of record all such
security agreements, guarantees or other protective agreements
entered into or obtained by or from the Company (or Licensor, if
applicable), provided, however, that the Company's (or
Licensor's, if applicable) primary liability shall not be released
thereby.
b. Licensor/Licensee's Liability
With respect to the interactive rights in any literary material
and/or motion picture for which payment is or may become due
ARTICLE 64.E.3.b.
REUSE OF MBA-COVERED MATERIAL
IN INTERACTIVE PROGRAMS
341
under this Article 64, the following provisions shall be applicable
to the interactive rights licensor or licensee:
(1) When the Licensor/Licensee has provided or guaranteed
any of the financing for the production of a motion picture,
the reuse of which is governed by Article 64, the obligations
of the Licensor/Licensee under this Article 64 shall continue
in perpetuity notwithstanding the expiration or termination of
its interactive rights license agreement, or any foreclosure
of a chattel mortgage, security agreement, pledge, or lien
on such motion picture and/or the literary material upon
which it is based. In the case of foreclosure, should such
mortgagee, pledgee or security holder or a third party, who
is neither the Company nor Licensor/Licensee, acquire title
to the literary material and/or motion picture and execute
the Buyer's Assumption Agreement (see Article 64.E.3.c.
below), and upon condition that the Guild, in its discretion,
approves such purchaser's financial responsibility, then,
when the Licensor/Licensee ceases to be the
licensor/licensee of such interactive rights, the
Licensor/Licensee shall thereupon be released from any
and all further obligations under this Article 64 with respect
to the literary material and/or motion picture. Should any
third party (other than in connection with any such
foreclosure) acquire the interactive rights of the
Licensor/Licensee and execute a Licensor/Licensee's
Assumption Agreement pursuant to which it is liable in
perpetuity to make the payments under this Article 64, then,
upon condition that the Guild in its discretion approves such
third party's financial responsibility, such Licensor/Licensee
shall thereupon be released from any and all further
obligations under this Article 64 with respect to the
interactive rights so acquired. However, such
Licensor/Licensee shall not be liable for the payment of any
Article 64 reuse payments based on monies received by a
foreign distributor under a "foreign production deal" as
defined in Article 51.C.1.c. of this Basic Agreement with
respect to which such foreign distributor or independent
producer is not obligated to account to such
Licensor/Licensee.
(2) When the Licensor/Licensee does not provide or guarantee
any of the financing for the production of a motion picture
whose reuse is governed by Article 64, the
Licensor/Licensee's Assumption Agreement shall be
ARTICLE 64.E.3.b.
REUSE OF MBA-COVERED MATERIAL
IN INTERACTIVE PROGRAMS
342
binding upon the Licensor/Licensee only as long as it has
the interactive rights.
(3) When there is more than one Licensor/Licensee or Buyer
26
of literary material and/or a motion picture, the reuse of
which is governed by Article 64, the liability of any such
Licensor/Licensee or Buyer, which neither provides nor
guarantees any of the financing for the production of such
motion picture whose reuse is governed by Article 64, for
reuse payments under this Article 64, shall be applicable
only to such portion of Applicable Gross as is derived by the
Licensor/Licensee or Buyer, as the case may be.
c. Buyer's Assumption Agreement
If the Company (or Licensor, if applicable) shall sell, transfer or
assign its interactive rights in any covered motion picture and/or
literary material, it shall obtain from such buyer, transferee or
assignee (each may be referred to as "Buyer") a separate
agreement made expressly for the benefit of the Guild as
representative of the writers involved, requiring such Buyer to
comply with the provisions of this Basic Agreement with respect
to additional compensation payable to writers under Article 64
when and as the same become due, and applicable credits
provisions, if any.
27
Such agreement shall be substantially in the
following form:
“BUYER'S ASSUMPTION AGREEMENT
“For a valuable consideration, the undersigned
___________________________________________________
(insert name of Buyer)
(hereinafter referred to as 'Buyer') hereby agrees with_________
___________________________________________________
(insert name of Company (or Licensor, if applicable))
that all motion pictures and/or literary material, the interactive
rights to which are covered by this agreement, a list of which is
appended hereto, are subject to a W riters Guild of America
26
See Article 64.E.3.c. below for the definition of "Buyer" and provisions concerning the "Buyer's
Assumption Agreement."
27
See Sideletter to Article 64 -- Applicable Credits Provisions at page 714.
ARTICLE 64.E.3.c.
REUSE OF MBA-COVERED MATERIAL
IN INTERACTIVE PROGRAMS
343
Theatrical and Television Basic Agreement (hereinafter 'Basic
Agreement') and particularly to the provisions of Article 64 of the
2020 WGA-AMPTP MBA, pertaining to additional compensation
payable to writers when interactive rights to such motion pictures
and/or literary material are licensed, and Buyer hereby agrees,
expressly for the benefit of the Writers Guild of America, West,
Inc., and the Writers Guild of America, East, Inc., (hereinafter
called 'WGA'), as representative of the writers whose services
are included in such motion pictures and/or literary material, to
assume and be bound by Company's (or Licensor's, if
applicable) obligation hereunder to make the additional
compensation payments required thereby when interactive rights
to such motion pictures and/or literary material are licensed.
Buyer for and on behalf of the Company (or Licensor, if
applicable) shall make all social security, withholding,
unemployment insurance, and disability insurance payments
required by law with respect to the additional compensation
referred to in the preceding sentence.
“It is expressly understood that the right of the Buyer to license
such interactive rights shall be subject to and conditioned upon
the prompt payment of such additional compensation, in
accordance with Article 64 of the 2020 WGA-AMPTP MBA. It is
agreed that the WGA, in addition to all other remedies, shall be
entitled to injunctive relief against Buyer in the event that such
payments are not made.
“Within a reasonable time after the expiration of each calendar or
fiscal quarter, but not exceeding sixty (60) days, Buyer will
furnish or cause to be furnished to the WGA a written report
showing the Applicable Gross (as defined in Article 64 of the
2020 WGA-AMPTP MBA) during the preceding quarter from the
Buyer's licensing of interactive rights with respect to which Buyer
is required to make payments hereunder. Each report shall be in
the format described in Article 64.E.1. of the 2020 WGA-AMPTP
MBA. Such report shall be accompanied by such payments as
may be due.
“Buyer shall also make available for the WGA's inspection all
licensor/licensee's [strike whichever is inapplicable] statements
delivered to Buyer insofar as they relate to Applicable Gross.
The WGA shall have the right at reasonable times to examine
the books and records of Buyer as to Applicable Gross.
ARTICLE 64.E.3.c.
REUSE OF MBA-COVERED MATERIAL
IN INTERACTIVE PROGRAMS
344
“If Buyer shall fail to make such payments as and when due and
payable, they shall bear interest at the rate of one and one-half
percent (1.5%) per month on the unpaid balance thereof,
commencing to accrue on the earlier of (1) seven (7) days after
notice in writing to Buyer from WGA of such delinquency, or (2)
sixty (60) days after such payment becomes due and payable.
“When there is more than one buyer, the provisions of Article
64.E.3.c. of the 2020 WGA-AMPTP MBA shall apply to each
Buyer.
“_________________________________________________
BUYER
“Date: ____________________________________________
“By:_______________________________________________
“Address: __________________________________________"
The Company (or Licensor, if applicable) agrees to deliver to the
Guild an executed copy of the above referred to Buyer's
Assumption Agreement within thirty (30) days after the sale,
assignment or transfer of the interactive rights to a covered
motion picture and/or literary material, with the name and
address of the purchaser, assignee or transferee.
Any inadvertent failure on the part of the Buyer to comply with
any of the reporting provisions of Article 64.E.1. or Buyer's
Assumption Agreement shall in no event constitute a default by
the Company (or Licensor, if applicable) or such Buyer or a
breach of this Agreement, provided that such failure is cured
promptly after notice in writing thereof from the Guild.
Upon delivery of such Buyer's Assumption Agreement and on
condition that the Guild approves in writing the financial
responsibility of the purchaser, assignee, or transferee,
Company (or Licensor, if applicable) shall not be further liable for
the keeping of any such records, or for the payment of such
additional compensation for the licensing of interactive rights, it
being agreed that the purchaser, assignee, or transferee shall
solely be liable therefor.
The Guild agrees that it will not unreasonably withhold its
approval of the financial responsibility of any such purchaser,
ARTICLE 64.E.3.c.
REUSE OF MBA-COVERED MATERIAL
IN INTERACTIVE PROGRAMS
345
assignee or transferee, it being further agreed that if the Guild,
within twenty-one (21) days of receipt of written notice of any
such sale, assignment or transfer, has not advised the Company
(or Licensor, if applicable) that it disapproves the financial
responsibility of such purchaser, assignee, or transferee, the
Guild will be deemed to have approved the financial
responsibility thereof. In the event the Guild advises the
Company (or Licensor, if applicable) within such twenty-one (21)
day period that it disapproves the financial responsibility of any
such purchaser, assignee, or transferee, and the Company (or
Licensor, if applicable) disputes such disapproval, the Company
(or Licensor, if applicable) shall have the right, at its election, to
cause to be immediately submitted to arbitration, as herein
provided, the issue of whether the Guild has unreasonably
withheld the approval of the financial responsibility of such
purchaser, assignee, or transferee for payments due hereunder.
4. Acquisition of Title by Company
If the Company (or Licensor, if applicable) was not the actual
producer of a motion picture described in Article 64.B.1. or 2. which
was produced by a signatory Company, or if the Company (or
Licensor, if applicable) was not the actual producer of a motion
picture based upon literary material described in Article 64.C.3. which
was produced by a signatory Company, but acquired title thereto by
purchase, assignment, transfer, voluntary or involuntary, or by
foreclosure of a chattel mortgage or security agreement or a
pledgee's sale, Company (or Licensor, if applicable) shall
nevertheless be obligated to make the payments herein provided
when the interactive rights to such picture are licensed, unless such
payment required hereunder has already been paid.
5. Financing-Distribution Agreement by Company
The obligation of the signatory Company (or Licensor, if applicable)
hereunder with respect to the payments provided for in this Article 64
shall also apply to any covered motion picture produced by an
independent producer under a contract between the signatory
Company (or Licensor, if applicable) and such independent producer
for the production of such motion picture, and for the financing and
distribution thereof by the signatory Company (or Licensor, if
applicable). However, such signatory Company (or Licensor, if
applicable) shall not be liable for any Article 64 payments based on
monies received by a foreign distributor under a "foreign production
deal" as defined in Article 51.C.1.c. of this Agreement, with respect to
ARTICLE 64.E.3.c.
REUSE OF MBA-COVERED MATERIAL
IN INTERACTIVE PROGRAMS
346
which such foreign distributor or such independent producer is not
obligated to account to such signatory Company (or Licensor, if
applicable). Nor shall such signatory Company (or Licensor, if
applicable) be obligated to obtain an assumption agreement from any
foreign distributor referred to in this Article 64.E. except if such foreign
distributor is obligated to account to such signatory Company (or
Licensor, if applicable) with respect to Article 64 monies as therein
provided.
6. Company's Liability
It is expressly understood and agreed that the Company (or Licensor,
if applicable) shall in all events remain bound hereunder to make the
Article 64 payments due by reason of the licensing of interactive
rights, irrespective of the assumption of such liability by any other
person, firm or company as hereinabove provided, except as
otherwise expressly provided in this Basic Agreement.
7. Failure to Deliver Assumption Agreement
The Company's (or Licensor's, if applicable) failure to obtain and
deliver an executed assumption agreement as provided in this
Paragraph E. shall be deemed a substantial breach of this Basic
Agreement.
8. Company's Dissolution
If Company (or Licensor, if applicable) dissolves and is no longer in
the business of producing motion pictures, and if a licensor/licensee
assumes all of the obligations of the Company (or Licensor, if
applicable) under this Article 64, and the financial responsibility of the
licensor/licensee is approved by the Guild in its discretion, the
Company (or Licensor, if applicable) shall thereupon be released of
any obligation with respect to any payments due hereunder; provided
that if the licensor/licensee which assumes all of the obligations of the
Company (or Licensor, if applicable) is a member Company of the
AMPTP or if any such member Company is permanently liable to pay
the interactive rights fees provided for in this Article 64 with respect to
the interactive rights for which the Company (or Licensor, if
applicable) is liable to make such payment of Article 64 fees, then the
financial responsibility of such licensor/licensee shall be conclusively
deemed approved and such Company (or Licensor, if applicable)
shall be released of any obligation with respect to any such payments.
ARTICLE 64.E.8.
REUSE OF MBA-COVERED MATERIAL
IN INTERACTIVE PROGRAMS
347
F. The reuse of covered motion pictures or literary material in interactive
programs shall be governed exclusively by Article 64. The provisions of
the MBA relating to payments based upon uses of literary material are
superseded by these provisions only with respect to the use of literary
material in interactive programs. Article 64 does not apply to literary
material the rights to which have reverted to the writer (for example,
under the 1968 WGA Television Freelance MBA with the networks).
G. Recognition of Experimental Nature of Article; Cooperation
1. Acknowledgments
The Guild and the Companies acknowledge that it is difficult to reach
agreement on new or different terms and conditions in the Basic
Agreement covering markets or areas of exploitation which are in the
early stages of development. The market for reuse of MBA-covered
material in interactive programs is in its infancy.
The Guild and the Companies have agreed to this Article 64 with the
knowledge that distribution patterns for interactive programs not fully
known, anticipated or appreciated at the time of the 1995 negotiations
may well arise during the term of this Agreement or later.
2. Cooperative Covenant
The parties shall cooperate in good faith to resolve issues attributable
to the factors acknowledged in subparagraph 1. above, including the
settlement of disputes concerning contract interpretation. To assist in
accomplishing the foregoing and to facilitate successful negotiations
in the future (including in the CAC), the Guild and the Companies,
through the AMPTP, will cooperate by sharing information, upon
request, about the market for interactive programming, subject to
appropriate protection for proprietary information.
A committee shall be formed to discuss definitions for the terms
“news” and promotional,” as used in the excerpt provisions of Article
64.B.2.
H. Interactive Media Committee
The parties agree to establish a joint Interactive Media Committee,
composed of representatives from the Companies and the WGA, to
discuss issues related to the appropriateness and/or administration of
these provisions and any other issues related to interactive media that
any party wishes to discuss. The Committee shall meet at least once
ARTICLE 64.F.
REUSE OF MBA-COVERED MATERIAL
IN INTERACTIVE PROGRAMS
348
every six (6) months at the call of either the Guild or one of the
Companies. The Committee may invite entities not signatory to a WGA
MBA to participate in its activities. The Committee may make
recommendations to the CAC regarding any suggested mid-term
amendments to these provisions.
ARTICLE 65 - RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
A. THEATRICAL MOTION PICTURES
With respect to all theatrical motion pictures which are based upon
literary material covered by this Basic Agreement, the principal
photography of which commences on or after May 2, 2020 (hereinafter
referred to individually as "Such Picture") and which are released to free
television, basic cable, in Supplemental Markets or on new media, the
following provisions shall be applicable:
1. Distributor's Assumption Agreement -- Television, Supplemental
Markets, New Media
Prior to the commencement of principal photography of each Such
Picture, if the Company is not also the Distributor of such motion
picture on free television, basic cable, in Supplemental Markets or on
new media (as applicable), Company shall obtain from the Distributor
having one or more of these distribution rights and deliver to the Guild
a separate written agreement herein called "Distributor's Assumption
Agreement," made expressly for the benefit of the Guild as
representative of the writers involved, by which such Distributor
agrees to assume and pay the amounts payable hereunder by reason
of the exhibition or release of Such Picture on free television, basic
cable, in Supplemental Markets or on new media (as applicable),
when and as the same become due.
In the event such Distributor is a signatory Company, it shall be
deemed automatically bound to such Distributor's Assumption
Agreement and delivery and execution of said Assumption Agreement
shall not be necessary.
ARTICLE 65.A.1.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
THEATRICAL MOTION PICTURES
349
Such agreement shall be substantially in the following form:
“DISTRIBUTOR'S ASSUMPTION AGREEMENT
28
“In consideration of the execution of a DISTRIBUTION AGREEMENT
between
(‘Company’)
and the undersigned Distributor, Distributor agrees that the motion
picture presently entitled
(‘Such Picture’)
is subject to the 2020 Writers Guild of America Theatrical and
Television Basic Agreement covering theatrical motion pictures and
particularly to the provisions of Articles 15.A., 51, 58 and the
Sideletter on Exhibition of Motion Pictures Transmitted Via New
Media thereof (strike those of the following clauses a., b., c. or d.
which are not applicable):
“a. Article 15.A. thereof, pertaining to additional payments to writers
when theatrical motion pictures are released to free television;
“b. Article 51 thereof, pertaining to additional payments to writers
when theatrical motion pictures are released in Supplemental
Markets; and
“c. Article 58 thereof, pertaining to additional payments to writers
when theatrical motion pictures are released to basic cable.
“d. Sideletter on Exhibition of Motion Pictures Transmitted Via New
Media (“Sideletter”), pertaining to additional payments to writers
when theatrical motion pictures are released on new media.
“Distributor is distributing or licensing Such Picture for distribution
(select one)
_____ in perpetuity (i.e., for the period of copyright and any
renewals thereof)
_____ for a limited term of ____ years
28
The parties agree that all Assumption Agreements shall include the applicable credit obligations of the
WGA collective bargaining agreement, if any, governing the writer’s employment and/or the acquisition of
the literary material which is the subject matter of the Assumption Agreement. The term “Assumption
Agreements,” as used in this paragraph, means those Assumption Agreements required by the Basic
Agreement.
ARTICLE 65.A.1.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
THEATRICAL MOTION PICTURES
350
in the following territories and media (indicate those that are
applicable):
“Territory:
_____ Domestic (the U.S. and Canada, and their respective
possessions and territories)
_____ Foreign (the world excluding the U.S. and Canada and their
respective possessions and territories)
_____ Other (please describe):
“Media:
_____ All
_____ Home Video
_____ Pay Television
_____ Free Television
_____ Basic Cable
_____ New Media
_____ Other (please describe):
_____ See description, attached hereto as Exhibit ‘A’ and
incorporated herein by reference.
“Distributor hereby agrees, expressly for the benefit of the Writers
Guild of America, West, Inc. and its affiliate, Writers Guild of America,
East, Inc., herein called ‘the WGA’ or ‘the Guild,’ as representative of
the credited writers of Such Picture, when Such Picture is telecast on
free television or released to basic cable, exhibited in Supplemental
Markets or on new media (as applicable), to make the additional
payments required thereby, if any, with respect to the territories,
media and term referred to above as provided in the applicable
Article(s) and/or Sideletter referred to hereinabove (all such payments
are collectively hereinafter referred to as ‘Residuals’). Distributor, for
and on behalf of the Company, shall make all Social Security, with-
holding, unemployment insurance and disability insurance payments
ARTICLE 65.A.1.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
THEATRICAL MOTION PICTURES
351
required by law with respect to the additional compensation referred
to in the preceding sentence.
“It is expressly understood that the right of Distributor to license Such
Picture for exhibition on free television, basic cable, in Supplemental
Markets or on new media (as applicable), or to exhibit or cause or
permit Such Picture to be exhibited on free television, basic cable, in
Supplemental Markets or on new media (as applicable), shall be
subject to and conditioned upon the prompt payment of Residuals
with respect to the territories, media and term referred to above in
accordance with said applicable Article(s) and/or Sideletter. It is
agreed that the Guild, in addition to all other remedies, shall be
entitled to injunctive relief against Distributor in the event such
payments are not made.
“To the extent that Company has executed a security agreement and
financing statement in the Guild's favor in Such Picture and related
collateral as defined in the WGA-Company Security Agreement
(‘WGA Security Interest’), Distributor agrees and acknowledges that
Distributor's rights in Such Picture acquired pursuant to the
Distribution Agreement (to the extent those rights are included in the
collateral covered by the Security Agreement) are subject and
subordinate to the WGA Security Interest.
“The Guild agrees that so long as Residuals with respect to Such
Picture for the territories, media and term referred to above are timely
paid in accordance with said applicable Article(s) and/or Sideletter
that the WGA will not exercise any rights under the WGA Security
Interest which would in any way interfere with the rights of the
Distributor to distribute Such Picture and receive all revenues from
such distribution.
“The Guild further agrees that if it exercises its rights as a secured
party, it will dispose of collateral which encompasses any of
Distributor's rights or interests in, or physical items relating to, Such
Picture, only to a transferee which agrees in writing to be bound by
the Guild's obligations under this Assumption Agreement.
“Prompt payment:
“a. Network exhibition
“If Such Picture is licensed for network exhibition, payment with
respect to the gross receipts from such license shall be made as
follows:
ARTICLE 65.A.1.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
THEATRICAL MOTION PICTURES
352
“(1) If, under the terms of the license, there is no possibility that
Such Picture can or may be dropped out of the license,
payment must be made within thirty (30) days after receipt
of payment from the network with respect to Such Picture.
“(2) If there is a possibility that Such Picture can or may be
dropped out of such license, then payment with respect to
Such Picture shall be made within thirty (30) days after
exhibition of Such Picture on television pursuant to such
license, but not earlier than thirty (30) days after receipt of
payment from the network with respect to Such Picture.
“Payment shall be accompanied with a written report of the
license fee payable for Such Picture pursuant to the license and
of the amount paid by the network for Such Picture.
“b. Other
“With respect to exhibition or release of Such Picture on free
television (other than pursuant to a license for network
exhibition), or on basic cable, in Supplemental Markets or on new
media (as applicable), within a reasonable time after the
expiration of each calendar or fiscal quarter, but not exceeding
sixty (60) days, Distributor will furnish or cause to be furnished to
the Guild a written report showing the ‘accountable receipts’
during the preceding quarter from the distribution of Such Picture
by Distributor on free television, basic cable, in Supplemental
Markets or on new media (as applicable), with respect to which
Distributor is required to make payments hereunder, (whether
distributed by the Distributor or through another distributor).
Such report shall be accompanied by such payments as may be
due.
“Distributor shall also make available for inspection by the WGA
all Distributor's statements delivered to Company insofar as
they relate to such ‘accountable receipts.’ The Guild shall have
the right at reasonable times and on reasonable notice to
examine the books and records of Distributor as to such
‘accountable receipts’ pertaining to such distribution on free
television, basic cable, in Supplemental Markets or on new
media (as applicable) of Such Picture. If Distributor shall fail to
make such payments required under Articles 15.A., 51, 58 and
Sideletter (as applicable) as and when due and payable, they
shall bear interest at the rate of one and one-half percent (1½%)
per month on the unpaid balance thereof commencing to accrue
ARTICLE 65.A.1.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
THEATRICAL MOTION PICTURES
353
on the earlier of: (1) seven (7) days after notice in writing from
WGA of such delinquency, or (2) sixty (60) days after such
payment becomes due and payable.
“In the event of any sale, assignment or transfer of Distributor's
distribution or exhibition rights in Such Picture, Distributor shall remain
liable for the Residuals unless Distributor obtains an executed
Distributor's Assumption Agreement from such purchaser, assignee
or transferee and the Guild approves in writing the financial
responsibility of the party obtaining such rights. The Guild agrees that
it will not unreasonably withhold its approval of the financial
responsibility of any such purchaser, assignee or transferee. In the
event the Guild is notified that such purchaser, assignee or transferee
is a Qualified Distributor, then the financial responsibility of such
purchaser, assignee or transferee shall be deemed automatically
approved on the date the Guild receives written notice of the
assumption of obligations hereunder by the Qualified Distributor.
Nothing herein shall release Company of its obligations under the
Basic Agreement or any other agreement between Company and the
Guild.
“If the Guild does not approve in writing the financial responsibility of
the party obtaining such rights, this DISTRIBUTOR'S ASSUMPTION
AGREEMENT shall remain effective and binding upon Distributor,
and Distributor shall be obligated to pay Residuals which accrue
during the term for those territories and media for which it was
granted distribution rights and all extensions and renewals. Such
obligations shall be subject to Article 65.A.3. of this Basic Agreement.
The Distributor shall have the right, at its election, to cause to be
immediately submitted to arbitration, pursuant to the provisions of
Articles 10 and 11 of this Basic Agreement, the issue of whether the
Guild has unreasonably withheld the approval of the financial
responsibility of such purchaser, assignee or transferee for payments
due hereunder.
“Distributor and the Guild hereby agree that all disputes based upon,
arising out of or relating to this Assumption Agreement, other than the
Guild's entitlement to injunctive or other equitable relief, shall be
submitted to final and binding arbitration in accordance with the
arbitration provisions contained in this Basic Agreement.
Notwithstanding the foregoing, Distributor agrees and acknowledges
that the Guild is not precluded by this or any other provision of this
Assumption Agreement from obtaining from a court injunctive relief or
any other legal remedy at any time prior to arbitration or issuance of
an arbitration award. The right to obtain injunctive relief from a court
ARTICLE 65.A.1.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
THEATRICAL MOTION PICTURES
354
shall be applicable whether an arbitration proceeding has or has not
been initiated, and further, without limitation, shall be applicable in
conjunction with a proceeding to confirm and enforce an arbitration
award against Distributor.
“THIS DISTRIBUTOR'S ASSUMPTION AGREEMENT SHALL BE
GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE
LAWS OF THE STATE OF CALIFORNIA AND THE UNITED
STATES, AS THE SAME WOULD BE APPLIED BY A FEDERAL
COURT IN CALIFORNIA WITHOUT REGARD TO PRINCIPLES OF
CONFLICTS OF LAWS. The Guild and Distributor agree that any
arbitration or legal action or proceeding brought to interpret or enforce
the provisions of this Distributor's Assumption Agreement (including
an action to compel arbitration or a petition to vacate an arbitration
award) shall be held or brought in Los Angeles County, California,
and Distributor irrevocably submits to the jurisdiction of the federal
and state courts therein. Notwithstanding the foregoing, the Guild, at
its option, may bring a legal action or proceeding outside California
under the following circumstances: (1) if Distributor has no principal
place of business in California; or (2) whether or not Distributor has a
principal place of business in California, to enforce or execute upon
an arbitration award or court order or judgment, in any jurisdiction in
which Distributor's assets are located (and Distributor irrevocably
submits to the jurisdiction of the courts of such places for purposes of
such execution or enforcement). Distributor consents to service of
process by personal delivery or by certified or registered mail, return
receipt requested, to Distributor's general counsel or to Distributor's
representative identified below or by first class mail to Distributor
when Distributor has not designated a representative or a general
counsel, or by any other method permitted by law.
“Date ________________ __________________________
(‘Distributor’)
“Address: ______________________________________________
“By: __________________________________________
_______________________________________________
Please print name
“Title: _________________________________________
“Distributor's Representative or General Counsel:
__________________________________________________"
An inadvertent failure on the part of any such Distributor to comply
with any of the reporting provisions of this Section A.1. shall in no
event constitute a default by the Company or such Distributor or a
ARTICLE 65.A.1.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
THEATRICAL MOTION PICTURES
355
breach of this Agreement, provided that such failure is cured promptly
after notice in writing thereof from the Guild.
In the event of the expiration or termination of any distribution
agreement, the obligation of Company to obtain and deliver to the
Guild such Distributor's Assumption Agreement shall apply as well to
any subsequent distribution agreement entered into by Company, and
Company shall obtain and deliver an executed Distributor's
Assumption Agreement within ten (10) days after the execution of
each such subsequent distribution agreement.
With respect to any Such Picture produced hereunder, the Guild may
require such financial assurances from Company as it deems
advisable to insure performance of Company's obligations to pay the
Residuals, including without limitation, the execution of security
agreements, guarantees or other protective agreements, subject,
however, to the following:
Should the Guild require financial assurances from the Company
in the form of a security agreement for a security interest in Such
Picture, and a security interest in Such Picture is being furnished
or will be furnished to SAG-AFTRA or the Directors Guild of
America, then such security interest granted to the WGA shall
attach at the same time and in the same form, but consistent
with the provisions of Article 47, as the security interest furnished
to SAG-AFTRA or the Directors Guild of America.
Should the Guild require financial assurances from the Company
in the form of a security agreement for a security interest in Such
Picture, and no security interest in Such Picture is being
furnished or will be furnished to either SAG-AFTRA or the
Directors Guild of America, then the Guild may require the
Company to provide such security interest in Such Picture prior
to the commencement of principal photography of Such Picture.
If the Guild shall require financial assurances from the
Company in the form of a security agreement for a security
interest in Such Picture, so long as the Residuals are timely
paid with respect to all territories, media and term acquired by
the Distributor in accordance with Article 15.A., Article 51,
Article 58 and/or Sideletter of the Basic Agreement, as
applicable, the Guild shall not exercise any rights under such
security agreement which would in any way interfere with the
rights of the Distributor to distribute Such Picture and receive
all revenues from such distribution, provided that such
ARTICLE 65.A.1.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
THEATRICAL MOTION PICTURES
356
Distributor has executed and delivered a Distributor's
Assumption Agreement to the Guild and is in compliance with
the terms thereof.
If any "Qualified Distributor" assumes in perpetuity under the
Distributor's Assumption Agreement the obligation to pay
the Residuals for all territories and media with respect to
Such Picture or guarantees in a written form satisfactory to
the Guild (which shall include the Standard Letter of
Guaranty) (see p. 721) all of such obligations thereunder,
the Guild will release and cause to be discharged of record
all such security interests, liens, charges or encumbrances
entered into by or obtained from such Company and will not
require further financial assurances from such Company;
provided, however, the Company's primary liability as a
Company shall not be released thereby.
If any "Qualified Distributor" acquires rights to distribute Such
Picture in specific territories and media (but not all territories and
media) in perpetuity, and thereby has assumed responsibility for
the payment of Residuals for such territories and media so
acquired pursuant to the Distributor's Assumption Agreement or
guarantees in a written form satisfactory to the Guild (which shall
include the Standard Letter of Guaranty) (see p. 721) all of such
obligations thereunder, then if the Company has granted or
thereafter grants a security interest in favor of the Guild in Such
Picture and related collateral as defined in the WGA Security
Agreement, the Guild: (i) agrees to modify the definition of the
collateral in the WGA Security Agreement to exclude those
territories and media acquired by such Qualified Distributor; and
(ii) acknowledges Distributor's continuing rights of full, unlimited
but non-exclusive access to and use of any and all physical items
and elements relating to the Picture.
If any "Qualified Distributor" acquires rights to distribute Such
Picture in specific territories and media for a limited period of
time, and thereby has assumed responsibility for the payment of
Residuals for such term and in such territories and media
pursuant to the Distributor's Assumption Agreement or
guarantees in a written form satisfactory to the Guild (which shall
include the Standard Letter of Guaranty) (see p. 721) all of such
obligations thereunder, then any security agreement or security
interest obtained by the Guild from the Company in connection
with Such Picture shall remain in effect, but the Guild: (i) agrees
to modify the definition of the collateral in the WGA Security
ARTICLE 65.A.1.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
THEATRICAL MOTION PICTURES
357
Agreement to exclude those territories and media for the term of
the rights acquired by Distributor, including renewals and
extensions; and (ii) acknowledges Distributor's continuing rights
of full, unlimited but non-exclusive access to and use of any and
all physical items and elements relating to the Picture.
In addition to those distributors who have been deemed "Qualified" by
the Guild due to their past bargaining relationship and/or Residuals
payment history, the term "Qualified Distributor" shall mean a
Distributor who satisfies the requirements set forth in subparagraphs
(1) and (2) below:
(1) Distributor has the financial history, liquidity, net earnings before
interest, taxes and amortization, assets, and net worth to
establish its present and future ability to pay Residuals arising
from the exploitation of the Guild Pictures being distributed.
(2) The Distributor has been in business for five (5) or more years
and has a history of prompt and proper payment of Residuals
pursuant to WGA contracts in five (5) consecutive years
immediately prior to seeking Qualified Distributor status.
A Qualified Distributor must agree to assume Residuals obligations,
or guarantee the payment of Residuals in accordance with the
Qualified Distributor/Buyer Letter of Agreement (see p. 718) for each
Such Picture produced under this Basic Agreement for the territories,
media and term for which it has distribution rights and must execute
the Qualified Distributor's Agreement.
In the event of a dispute as to qualifications of an applicant for
Qualified Distributor status, Company shall provide such financial
assurances as the Guild may deem appropriate, which may include,
but are not limited to, a security interest in Such Picture and related
collateral, in which case Distributor shall acknowledge same. Said
security interest shall remain effective unless and until it is
established by agreement or in an arbitration, pursuant to the
arbitration provisions contained in the Basic Agreement, that the
applicant Distributor meets the aforementioned requirements for
qualification. Such applicant shall have the burden of proof that it
satisfies the aforementioned requirements for qualification in any
arbitration and shall, upon the Guild's request, furnish to the Guild all
relevant financial or corporate information relating thereto as the Guild
may reasonably require.
ARTICLE 65.A.1.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
THEATRICAL MOTION PICTURES
358
Any information submitted to the Guild in order to determine whether
a distributor is entitled to status as a Qualified Distributor shall, at the
Distributor's discretion, be subject to reasonable confidentiality
arrangements.
In the event that a Qualified Distributor, after notice and a reasonable
opportunity to cure, generally fails to report and/or pay Residuals
when they are due or generally fails to pay obligations to creditors
when they become due or in the event a petition is filed under the
Bankruptcy Code by or against a Qualified Distributor, the Guild shall
have the right to terminate the Distributor's Qualified Distributor
status. The Distributor shall have the right to invoke the arbitration
procedures described above to challenge such termination. Pending
the resolution of such challenge, the Qualified Distributor's status
shall be considered terminated. The Guild agrees that it will not
terminate a Qualified Distributor's status when there is a bona fide
dispute as to whether Residuals are due, or a bona fide dispute as to
the amount of Residuals due to the Guild, if the Distributor has
otherwise timely reported and paid Residuals. In addition to the
above, if a Guild audit conducted pursuant to the Basic Agreement or
other financial information discloses that the Qualified Distributor no
longer meets the aforementioned standards for qualification, the Guild
may initiate an arbitration pursuant to the Basic Agreement to
terminate the Qualified Distributor's status.
2. Buyer's Assumption Agreement - Television, Supplemental
Markets, New Media
If the Company shall sell, transfer or assign its rights to exhibit on free
television, basic cable or to distribute in Supplemental Markets or on
new media any Such Picture, it shall obtain from buyer, transferee or
assignee a separate agreement, made expressly for the benefit of the
Guild, as representative of the writers involved, requiring such buyer,
transferee or assignee to comply with the provisions of this
Agreement with respect to additional payments to credited writers by
reason of the exhibition of Such Picture on free television or the
release of Such Picture to basic cable or the distribution of Such
Picture in Supplemental Markets or on new media (as applicable),
when and as the same become due. Such agreement shall be in
substantially the following form:
ARTICLE 65.A.2.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
THEATRICAL MOTION PICTURES
359
“BUYER'S ASSUMPTION AGREEMENT
29
“For valuable consideration, the undersigned
___________________________________________________
(Insert Name of Buyer, Transferee or Assignee)
(hereinafter referred to as ‘Buyer’) hereby agrees with
___________________________________________________
(Insert Name of Company)
that each motion picture covered by this agreement (‘Such Picture’)
(identified in the attached Exhibit ‘A’) is subject to the 2020 Writers
Guild of America Theatrical and Television Basic Agreement and
particularly to the provisions of Articles 15.A., 51, 58 and the
Sideletter on Exhibition of Motion Pictures Transmitted Via New
Media thereof (strike those of the following clauses a., b., c. or d.
which are not applicable):
“a. Article 15.A. thereof, pertaining to additional payments to writers
when theatrical motion pictures are released to free television;
“b. Article 51 thereof, pertaining to additional payments to writers
when theatrical motion pictures are released in Supplemental
Markets; and
“c. Article 58 thereof, pertaining to additional payments to writers
when theatrical motion pictures are released to basic cable.
“d. Sideletter on Exhibition of Motion Pictures Transmitted Via New
Media (“Sideletter”), pertaining to additional payments to writers
when theatrical motion pictures are released on new media.
“Buyer is purchasing rights in the following territories and media
(indicate those that are applicable):
“Territory:
_____ Domestic (the U.S. and Canada, and their respective
possessions and territories)
29
The parties agree that all Assumption Agreements shall include the applicable credit obligations of the
WGA collective bargaining agreement, if any, governing the writer’s employment and/or the acquisition of
the literary material which is the subject matter of the Assumption Agreement. The term “Assumption
Agreements,” as used in this paragraph, means those Assumption Agreements required by the Basic
Agreement.
ARTICLE 65.A.2.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
THEATRICAL MOTION PICTURES
360
_____ Foreign (the world excluding the U.S. and Canada and
their respective possessions and territories)
_____ Other (please describe):
“Media:
_____ All
_____ Home Video
_____ Pay Television
_____ Free Television
_____ Basic Cable
_____ New Media
_____ Other (please describe):
_____ See description, attached hereto as Exhibit ‘A’ and
incorporated herein by reference.
“Buyer hereby agrees, expressly for the benefit of the Writers Guild of
America, West, Inc., and its affiliate, Writers Guild of America, East,
Inc., hereinafter called ‘the WGA’ or ‘the Guild,’ as representative of
the credited writers of Such Picture, when telecast or when released
to basic cable, when exhibited in Supplemental Markets or on new
media (as applicable), to assume and be bound by Company's
obligation thereunder to make the additional payments required
thereby, if any, with respect to the territories and media referred to
above and the pension and health contributions required thereby, if
any, as provided in the applicable Article(s) and/or Sideletter referred
to hereinabove (all such payments are collectively hereinafter referred
to as ‘Residuals’). Buyer, for and on behalf of the Company, shall
make all Social Security, withholding, unemployment insurance and
disability insurance payments required by law with respect to the
additional compensation referred to in the preceding sentence.
“It is expressly understood that the right of Buyer to license Such
Picture for exhibition on free television, basic cable, in Supplemental
Markets or on new media (as applicable), or to exhibit or cause or
permit Such Picture to be exhibited on free television, basic cable, in
Supplemental Markets or on new media (as applicable), shall be sub-
ARTICLE 65.A.2.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
THEATRICAL MOTION PICTURES
361
ject to and conditioned upon the prompt payment of Residuals with
respect to the territories and media referred to above in accordance
with said applicable Article(s) and/or Sideletter. It is agreed that the
Guild, in addition to all other remedies, shall be entitled to injunc-
tive relief against Buyer in the event such payments are not made.
“To the extent that Company has executed a security agreement and
financing statement in the Guild's favor in Such Picture and related
collateral as defined in the WGA-Company Security Agreement
(‘WGA Security Interest’), Buyer agrees and acknowledges that
Buyer's rights to Such Picture acquired pursuant to the Purchase
Agreement (to the extent those rights are included in the collateral
covered by the Security Agreement) are subject and subordinate to
the WGA Security Interest. Buyer further agrees to execute a security
agreement, mortgage of copyright, UCC-1, and other UCC
documentation and any other document required under the Basic
Agreement or necessary or desirable in the Guild's discretion to
continue the WGA Security Interest.
“The Guild agrees that, so long as Residuals with respect to Such
Picture for all the territories and media referred to above are timely
paid in accordance with said applicable Article(s) and/or Sideletter,
the Guild will not exercise any rights under the WGA Security Interest
which would in any way interfere with the rights of the Buyer to
distribute the Picture and receive all revenues from such distribution.
“The Guild further agrees that if it exercises its rights as a secured
party, it will dispose of collateral which encompasses any of Buyer's
rights or interests in, or physical items relating to, Such Picture, only
to a transferee which agrees in writing to be bound by the Guild's
obligations under this Assumption Agreement.
“Prompt payment:
“a. Network exhibition
“If Such Picture is licensed for network exhibition, payment with
respect to the gross receipts from such license shall be made as
follows:
“(1) If, under the terms of the license, there is no possibility that
Such Picture can or may be dropped out of the license,
payment must be made within thirty (30) days after receipt
of payment from the network with respect to Such Picture.
ARTICLE 65.A.2.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
THEATRICAL MOTION PICTURES
362
“(2) If there is a possibility that Such Picture can or may be
dropped out of such license, then payment with respect to
Such Picture shall be made within thirty (30) days after
exhibition of Such Picture on television pursuant to such
license, but not earlier than thirty (30) days after receipt of
payment from the network with respect to Such Picture.
“Payment shall be accompanied with a written report of the
license fee payable for Such Picture pursuant to the license and
of the amount paid by the network for Such Picture.
“b. Other
“With respect to exhibition of Such Picture on free television,
other than pursuant to a license for network exhibition, or with
respect to release to basic cable, distribution in Supplemental
Markets or on new media, within a reasonable time after the
expiration of each calendar quarter, but not exceeding sixty (60)
days, Buyer will furnish or cause to be furnished to the Guild a
written report showing the ‘accountable receipts’ during the
preceding quarter from the distribution of Such Picture by Buyer
on free television, basic cable, in Supplemental Markets or on
new media (as applicable) with respect to which Buyer is
required to make payments hereunder (whether distributed by
Buyer or through another distributor licensed by Buyer). Such
report shall be accompanied by such payments as may be due.
“Buyer shall also make available for inspection by the Guild all
distributor's statements delivered to Buyer insofar as they
relate to such ‘accountable receipts.’ The Guild shall have the
right at reasonable times to examine the books and records of
Buyer as to such ‘accountable receipts’ pertaining to such
distribution on free television, basic cable, in Supplemental
Markets or on new media (as applicable) of Such Picture. If
Buyer shall fail to make such payments required under Articles
15.A., 51, 58 and Sideletter (as applicable) as and when due
and payable, they shall bear interest at the rate of one and one-
half percent (1½%) per month on the unpaid balance thereof
commencing to accrue on the earlier of: (1) seven (7) days after
notice in writing from the WGA of such delinquency, or (2) sixty
(60) days after such payment becomes due and payable.
“In the event of any sale, assignment or transfer of Buyer's
distribution or exhibition rights in Such Picture, Buyer shall
remain liable for the Residuals, with respect to the territories,
ARTICLE 65.A.2.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
THEATRICAL MOTION PICTURES
363
media and term referred to above, unless Buyer obtains an
executed Buyer's Assumption Agreement and other documents
required by the Guild from such purchaser, assignee or
transferee and the Guild approves in writing the financial
responsibility of the party obtaining such rights. The Guild
agrees that it will not unreasonably withhold its approval of the
financial responsibility of any such purchaser, assignee or
transferee. Nothing herein shall release the Company of its
obligations under any other agreement between Company and
the Guild relating to Such Picture, unless the Company has been
relieved of liability as elsewhere provided in this Article 65.
“If the Guild does not approve in writing the financial
responsibility of the party obtaining such rights, this Buyer's
Assumption Agreement shall remain effective and binding upon
Buyer.
“Buyer and the Guild hereby agree that all disputes based upon,
arising out of or relating to this Assumption Agreement, other
than the Guild's entitlement to injunctive or other equitable relief,
shall be submitted to final and binding arbitration in accordance
with the arbitration provisions contained in the Basic Agreement.
Notwithstanding the foregoing, Buyer agrees and acknowledges
that the Guild is not precluded by this or any other provision of
this Assumption Agreement from obtaining from a court
injunctive relief or any other legal remedy at any time prior to
arbitration or issuance of an arbitration award. The right to
obtain injunctive relief from a court shall be applicable whether
an arbitration proceeding has or has not been initiated, and
further, without limitation, shall be applicable in conjunction with
a proceeding to confirm and enforce an arbitration award against
Buyer.
“THIS BUYER'S ASSUMPTION AGREEMENT SHALL BE
GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH
THE LAWS OF THE STATE OF CALIFORNIA AND THE
UNITED STATES, AS THE SAME WOULD BE APPLIED BY A
FEDERAL COURT IN CALIFORNIA WITHOUT REGARD TO
PRINCIPLES OF CONFLICTS OF LAWS. The Guild and Buyer
agree that any arbitration or legal action or proceeding brought to
interpret or enforce the provisions of this Buyer's Assumption
Agreement (including an action to compel arbitration or a petition
to vacate an arbitration award) shall be held or brought in Los
Angeles County, California, and Buyer irrevocably submits to the
jurisdiction of the federal and state courts therein.
ARTICLE 65.A.2.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
THEATRICAL MOTION PICTURES
364
Notwithstanding the foregoing, the Guild, at its option, may bring
a legal action or proceeding outside California under the
following circumstances: (1) if Buyer has no principal place of
business in California; or (2) whether or not Buyer has a principal
place of business in California, to enforce or execute upon an
arbitration award or court order or judgment, in any jurisdiction in
which Buyer's assets are located (and Buyer irrevocably submits
to the jurisdiction of the courts of such places for purposes of
such execution or enforcement).
“Buyer consents to service of process by personal delivery or by
certified or registered mail, return receipt requested, to Buyer's
general counsel or to Buyer's representative identified below or
by first class mail to Buyer when Buyer has not designated a
representative or a general counsel, or by any other method
permitted by law.
“DATE__________ BUYER_________________________
“ADDRESS______________________________________
“BY _____________________________________ _______
“BUYER'S REPRESENTATIVE OR GENERAL
COUNSEL______________________________________”
The Company agrees to deliver to the Guild an executed copy of
the above referred to Buyer's Assumption Agreement within
thirty (30) days after the sale, assignment or transfer of such
motion picture, with the name and address of the purchaser or
assignee.
Any inadvertent failure on the part of the Buyer to comply with
any of the reporting provisions of this Section A.2. shall in no
event constitute a default by the Company or such Buyer or a
breach of this Agreement, provided that such failure is cured
promptly after notice in writing thereof from the Guild.
Upon delivery of such Buyer's Assumption Agreement and other
documents from Buyer required under this Assumption
Agreement and on condition that the Guild approves in writing
the financial responsibility of the purchaser, assignee or
transferee, Company shall not be further liable for the keeping of
any such records, or for the payment of Residuals in accordance
ARTICLE 65.A.2.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
THEATRICAL MOTION PICTURES
365
with said applicable Articles, it being agreed that the purchaser,
assignee or transferee shall solely be liable therefor.
The Guild agrees that it will not unreasonably withhold its
approval of the financial responsibility of any such purchaser,
assignee or transferee, it being further agreed that if the
Guild, within twenty-one (21) days of receipt of written notice
of any such sale, assignment or transfer, has not advised the
Company that it disapproves the financial responsibility of such
purchaser, assignee or transferee, the Guild will be deemed to
have approved the financial responsibility thereof. If any such
purchaser, assignee or transferee is a Qualified Buyer, then the
financial responsibility of such purchaser, assignee or transferee
shall be deemed automatically approved. In the event the Guild
advises the Company within such twenty-one (21) day period
that it disapproves the financial responsibility of any
such purchaser, assignee or transferee and Company disputes
such disapproval, the Company shall have the right, at its elec-
tion, to cause to be immediately submitted to arbitration, pursu-
ant to the provisions of Articles 10 and 11 of the Basic
Agreement, the issue of whether the Guild has unreasonably
withheld the approval of the financial responsibility of such
purchaser, assignee or transferee for payments due hereunder.
To the extent that Company has granted a security interest in
favor of the Guild in Such Picture and related collateral as
defined in any WGA Security Agreement, Buyer's rights in Such
Picture acquired pursuant to the Purchase Agreement shall be
subject to the following:
So long as the Buyer timely pays Residuals for Such
Picture with respect to all territories and media in which
Buyer has distribution rights in accordance with Article
15.A., Article 51, Article 58 and/or Sideletter of the Basic
Agreement, as applicable, the Guild shall not exercise any
rights under such security agreement which would in any
way interfere with the rights of the Buyer to distribute Such
Picture and receive all revenues from such distribution,
provided that such Buyer has executed and delivered a
Buyer's Assumption Agreement to the Guild and is in
compliance with the terms thereof.
If any “Qualified Buyer” assumes in perpetuity under the
Buyer's Assumption Agreement the obligation to pay the
Residuals for all territories and media with respect to Such
ARTICLE 65.A.2.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
THEATRICAL MOTION PICTURES
366
Picture or guarantees in a written form satisfactory to the
Guild (which shall include the Standard Letter of Guaranty)
(see p. 721) all of such obligations thereunder, the Guild
will release and cause to be discharged of record all such
security interests, liens, charges or encumbrances entered
into or obtained from such Company and will not require
further financial assurances from such Company.
If any "Qualified Buyer" acquires rights to distribute Such
Picture in specific territories and media (but not all
territories and media) in perpetuity, and thereby has
assumed responsibility for the payment of Residuals for
such territories and media so acquired pursuant to the
Buyer's Assumption Agreement or guarantees in a written
form satisfactory to the Guild (which shall include the
Standard Letter of Guaranty) (see p. 721) all of such
obligations thereunder, then if the Company has granted a
security interest in favor of the Guild in Such Picture and
related collateral as defined in the WGA Security
Agreement, the Guild: (i) agrees to modify the definition of
the collateral in the WGA Security Agreement to exclude
those territories and media acquired by such Qualified
Buyer; and (ii) acknowledges Buyer's continuing rights of
full, unlimited but non-exclusive access to and use of any
and all physical items and elements relating to the Picture.
In addition to those buyers who have been deemed "Qualified"
by the Guild due to their past bargaining relationship and/or
Residuals payment history, the term "Qualified Buyer" shall mean
a Buyer who satisfies the requirements set forth in
subparagraphs (1) and (2) below:
(1) Buyer has the financial history, liquidity, net earnings before
interest, taxes and amortization, assets, and net worth to
establish its present and future ability to pay all Residuals
arising from the exploitation of the Guild Pictures being
distributed.
(2) The Buyer has been in business for five (5) or more years
and has a history of prompt and proper payment of
Residuals pursuant to the Guild contracts in five (5)
consecutive years immediately prior to seeking Qualified
Buyer status.
ARTICLE 65.A.2.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
THEATRICAL MOTION PICTURES
367
A Qualified Buyer must agree to assume Residuals obligations,
or guarantee the payment of Residuals in accordance with the
Qualified Distributor/Buyer Letter of Agreement for each picture
produced under this Basic Agreement for the territories and
media for which it has distribution rights and must execute the
Qualified Buyer's Agreement.
In the event of a dispute as to qualifications of an applicant for
Qualified Buyer status, Company shall provide such financial
assurances as the Guild may deem appropriate, which may
include, but are not limited to, a security interest in Such Picture
and related collateral, in which case Buyer shall acknowledge
same. Said security interest shall remain effective unless and
until it is established by agreement or in an arbitration, pursuant
to the arbitration provisions contained in the Basic Agreement,
that the applicant Buyer meets the aforementioned requirements
for qualification. Such applicant shall have the burden of proof
that it satisfies the aforementioned requirements for qualification
in any arbitration and shall, upon the Guild's request, furnish to
the Guild all relevant financial or corporate information relating
thereto as the Guild may reasonably require.
Any information submitted to the Guild in order to determine
whether a Buyer is entitled to status as a Qualified Buyer shall, at
the Buyer's discretion, be subject to reasonable confidentiality
arrangements.
In the event a Qualified Buyer, after notice and a reasonable
opportunity to cure, generally fails to report and/or pay Residuals
when they are due or generally fails to pay obligations to
creditors when they become due or in the event a petition is filed
under the Bankruptcy Code by or against a Qualified Buyer, the
Guild shall have the right to terminate the buyer's Qualified Buyer
status. The Buyer shall have the right to invoke the arbitration
procedures described above to challenge such termination.
Pending the resolution of such challenge, the Qualified Buyer's
status shall be considered terminated. The Guild agrees that it
will not terminate a Qualified Buyer's status when there is a bona
fide dispute over whether Residuals are due to the Guild, or a
bona fide dispute as to the amount of Residuals due to the Guild,
if the Distributor has otherwise timely reported and paid
Residuals. In addition to the above, if a Guild audit conducted
pursuant to this Basic Agreement or other financial information
discloses that the Qualified Buyer no longer meets the
aforementioned standards for qualification, the Guild may initiate
ARTICLE 65.A.2.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
THEATRICAL MOTION PICTURES
368
an arbitration pursuant to the Basic Agreement to terminate the
Qualified Buyer's status.
3. Distributor's Liability
With respect to any Such Picture, the following provisions shall be
applicable to the distributor of Such Picture for telecasting on free
television, for release to basic cable, for distribution in Supplemental
Markets or on new media (as applicable):
When the distributor has provided or guaranteed any of the financing
for the production of Such Picture, the distributor shall be obligated to
pay all Residuals which accrue under Article 15.A., Article 51, Article
58 and/or Sideletter of the Basic Agreement (as applicable) during the
term and in the territories and media for which it was granted
distribution rights, including renewals and extensions, notwithstanding
the termination of such distribution agreement or any foreclosure of a
chattel mortgage, security agreement, pledge or lien on Such Picture.
In the case of foreclosure, should such mortgagee, pledgee or
security holder or a third party, who is neither the Company nor
distributor, acquire title to Such Picture and execute the Buyer's
Assumption Agreement and other documents customarily required by
the Guild and, upon condition that the Guild, in its discretion,
approves in writing such purchaser's financial responsibility, then,
when the distributor ceases to be the distributor of Such Picture for
telecasting on free television or for release to basic cable or for
distribution in Supplemental Markets or on new media (as applicable),
the Distributor shall thereupon be released from any and all further
obligations under said Article 15.A., Article 51, Article 58 and/or
Sideletter, as the case may be, with respect to Such Picture. Should
any third party (other than in connection with any such foreclosure)
acquire the rights of such distributor to the distribution of Such Picture
on free television, basic cable, in Supplemental Markets or on new
media (as applicable) and execute a Distributor's Assumption
Agreement pursuant to which it is liable in perpetuity to make the
payments under said Article 15.A., Article 51, Article 58 and/or
Sideletter, as the case may be, then, upon condition that the Guild, in
its discretion, approves such third party's financial responsibility, such
Distributor shall thereupon be released from any and all further
obligations under said Article 15.A., Article 51, Article 58 and/or
Sideletter, as the case may be, with respect to Such Picture. In any
event, such distributor shall not be liable for the payment of any
television fees, basic cable residuals, Supplemental Markets or new
media use payments based on monies received by a foreign
distributor under a "foreign production deal," as defined in Article
ARTICLE 65.A.3.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
THEATRICAL MOTION PICTURES
369
15.A.3.a. and Article 51.C.1.c., with respect to which such foreign
distributor or independent producer is not obligated to account to such
distributor.
B. TELEVISION MOTION PICTURES
With respect to all television motion pictures based upon literary material
covered by this Basic Agreement, the principal photography of which
commences on or after May 2, 2020, (referred to individually as “Such
Picture”), which are rerun on free television or which are released to
basic cable, in Supplemental Markets or on new media, for foreign
telecasting or for theatrical exhibition, the following provisions shall be
applicable:
1. Television Distributor's Assumption Agreement -- Television
Reruns, Basic Cable Exhibition, Foreign Telecasting, Theatrical
Exhibition, Supplemental Markets Use and Release to New Media
Prior to the commencement of principal photography of each Such
Picture, if the Company is not also the Distributor of Such Picture for
free television, basic cable, foreign telecasting, theatrical exhibition, in
Supplemental Markets or on new media (as applicable), Company
shall obtain from the Distributor having such distribution rights and
deliver to the Guild a separate written agreement herein called
"Television Distributor's Assumption Agreement," made expressly for
the benefit of the Guild as representative of the writers involved, by
which such Distributor agrees to assume and pay the amounts
payable hereunder by reason of the exhibition of Such Picture on free
television, basic cable, foreign television, theatrically, in Supplemental
Markets or on new media (as applicable), including applicable
pension and health contributions (all such payments are collectively
referred to as "Residuals"), when and as the same become due.
In the event such Distributor is a signatory Company, it shall be
deemed automatically bound to such Distributor's Assumption
Agreement and delivery and execution of the Assumption Agreement
shall not be necessary.
Such agreement shall be substantially in the following form:
“TELEVISION DISTRIBUTOR'S ASSUMPTION AGREEMENT
“In consideration of the execution of a DISTRIBUTION AGREEMENT
between
___________________________________________________
(‘Company’)
ARTICLE 65.A.3.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
THEATRICAL MOTION PICTURES
370
and the undersigned Distributor, Distributor agrees that the motion
picture presently entitled _________________________
(‘Such Picture’)
is subject to the 2020 Writers Guild of America Theatrical and
Television Basic Agreement covering television motion pictures and
particularly to the provisions of Article 15.B., Article 51, Article 58,
Appendix B, Appendix C or the Sideletter on Exhibition of Motion
Pictures Transmitted Via New Media (strike those of the following
clauses a., b., c., d., e., f., g. or h. which are not applicable):
“a. Article 15.B.1. thereof, pertaining to additional compensation
payable to credited writers when television motion pictures are
rerun on free television in the United States and Canada and
Article 17 thereof, pertaining to applicable pension and health
contributions, if any are required;
“b. Article 15.B.2. thereof, pertaining to additional compensation
payable to credited writers when television motion pictures are
telecast outside the United States and Canada and Article 17
thereof, pertaining to applicable pension and health
contributions, if any are required;
“c. Article 15.B.13. thereof, pertaining to additional compensation
payable to credited writers when television motion pictures are
exhibited theatrically and Article 17 thereof, pertaining to
applicable pension and health contributions, if any are required;
“d. Article 51 thereof, pertaining to additional payments to credited
writers when television motion pictures are released in
Supplemental Markets;
“e. Article 58 thereof, pertaining to additional compensation payable
to credited writers when television motion pictures are released
to basic cable and Article 17 thereof, pertaining to applicable
pension and health contributions, if any are required;
“f. Appendix B thereof, pertaining to additional compensation
payable to credited writers of motion pictures produced
principally for the pay television and/or videodisc/videocassette
market as provided in Sections C.3. and D.3. thereof, and Article
17 thereof, pertaining to applicable pension and health
contributions, if any are required;
ARTICLE 65.B.1.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
TELEVISION MOTION PICTURES
371
“g. Appendix C thereof, pertaining to additional compensation
payable to credited writers of motion pictures made for basic
cable pursuant to Paragraph 2.b. thereof, and Article 17 thereof,
pertaining to applicable pension and health contributions, if any
are required; and
“h. Sideletter on Exhibition of Motion Pictures Transmitted Via New
Media (‘Sideletter’), pertaining to additional compensation
payable to credited writers when television motion pictures are
released on new media, and Article 17 thereof, pertaining to
applicable pension and health contributions, if any are required.
“Distributor is distributing or licensing Such Picture for distribution (select
one)
_____ in perpetuity (i.e., for the period of copyright and any
renewals thereof)
_____ for a limited term of ____ years
in the following territories and media (indicate those that are
applicable):
“Territory:
_____ Domestic (the U.S. and Canada, and their respective
possessions and territories)
_____ Foreign (the world excluding the U.S. and Canada and their
respective possessions and territories)
_____ Other (please describe):
“Media:
_____ All
_____ Theatrical
_____ Home Video
_____ Pay Television
_____ Free Television (Domestic)
ARTICLE 65.B.1.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
TELEVISION MOTION PICTURES
372
_____ Foreign Free Television
_____ Basic Cable
_____ New Media
_____ Other (please describe):
_____ See description, attached hereto as Exhibit ‘A’ and
incorporated herein by reference.
“Distributor hereby agrees, expressly for the benefit of the Writers
Guild of America, West, Inc., and its affiliate, Writers Guild of
America, East, Inc., herein called ‘the Guild’ or ‘the WGA,’ as
representative of the credited writers of Such Picture, to abide by said
Basic Agreement, to cause the requisite screen and advertising
credits to be given, and when Such Picture is exhibited on free
television, foreign television, basic cable or theatrically or in
Supplemental Markets or on new media (as applicable), to make the
additional payments required thereby, if any, and the pension and
health contributions required thereby, if any, with respect to the
territories, media and term referred to above as provided in the
applicable Articles, Appendices or Sideletter referred to hereinabove
(all such payments are collectively hereinafter referred to as
‘Residuals’). Distributor, for and on behalf of the Company, shall
make all Social Security, withholding, unemployment insurance and
disability insurance payments required by law with respect to the
additional compensation referred to in the preceding sentence.
“It is expressly understood and agreed that the right of Distributor to
license Such Picture for exhibition on free television, foreign
television, basic cable, theatrically, in Supplemental Markets or on
new media (as applicable), or to exhibit or cause or permit Such
Picture to be exhibited on free television, foreign television, basic
cable, theatrically, in Supplemental Markets or on new media (as
applicable), shall be subject to and conditioned upon the prom pt
payment of Residuals with respect to the territories, media and term
referred to above in accordance with said applicable Articles,
Appendices or Sideletter, and upon Distributor abiding by the credits
provisions of the Basic Agreement. It is agreed that the Guild, in
addition to all other remedies, shall be entitled to injunctive relief and
damages against Distributor in the event such payments are not
made or such credit is not given.
ARTICLE 65.B.1.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
TELEVISION MOTION PICTURES
373
“To the extent that Company has executed a security agreement and
financing statement in the Guild's favor in Such Picture and related
collateral as defined in the WGA-Company Security Agreement
(‘WGA Security Interest’), Distributor agrees and acknowledges that
Distributor's rights in Such Picture acquired pursuant to the
Distribution Agreement (to the extent those rights are included in the
collateral covered by the Security Agreement) are subject and
subordinate to the WGA Security Interest.
“The Guild agrees that, so long as Residuals with respect to Such
Picture for the territories, media and term referred to above are timely
paid in accordance with said applicable Articles, Appendices and
Sideletter, the Guild will not exercise any rights under the WGA
Security Interest which would in any way interfere with the rights of
the Distributor to distribute the Picture and receive all revenues from
such distribution.
“The Guild further agrees that if it exercises its rights as a secured
party, it will dispose of collateral which encompasses any of
Distributor's rights or interests in, or physical items relating to, Such
Picture, only to a transferee which agrees in writing to be bound by
the Guild's obligations under this Assumption Agreement.
“Distributor agrees to keep or have access to (1) complete records
showing all cities in the United States and Canada in which Such
Picture has been telecast and the number of telecasts in each such
city, the television stations on which telecast, and the dates thereof;
(2) complete records showing Distributor's Foreign Gross for Such
Picture to the extent that such records are pertinent to the
computation of payments for foreign telecasting; (3) complete records
showing Company’s accountable receipts from basic cable exhibition
and/or from the distribution of Such Picture in Supplemental Markets
or on new media; (4) records showing the date on which Such Picture
is first exhibited in theatrical exhibition anywhere in the world and the
place of such exhibition; (5) with respect to any Such Picture which is
produced principally for the pay television and/or
videodisc/videocassette market, complete records showing
Company’s receipts from use of Such Picture in the pay television
and/or videodisc/videocassette market, except that for any Such
Picture which is a dramatic program of a type generally produced for
prime time network television which is produced principally for pay
television, Distributor shall keep or have access to complete records
showing the date of the initial exhibition and the number of exhibition
days on each pay television service in the United States and Canada
in the first exhibition year, and the fee or other payment received from
ARTICLE 65.B.1.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
TELEVISION MOTION PICTURES
374
sales of Such Picture in the videodisc/videocassette market. The
undersigned Distributor shall also keep or have access to such
records as are necessary for the computation of Residuals for reruns,
foreign telecasting, basic cable exhibition, theatrical exhibition,
Supplemental Market or new media use for so long as such Residuals
may be due or payable. The Guild shall have the right, at all
reasonable times, to inspect any and all such records. If Distributor
shall fail to make such payments as and when due and payable,
Distributor shall pay interest as specified in the applicable provision of
the Basic Agreement, if any.
“If Distributor has acquired the rights to distribute Such Picture on free
television, Distributor shall give the Guild prompt written notice of the
date on which Such Picture is first telecast in any city in the United
States or Canada for the second run and for each subsequent run
thereafter. If the second or third run is on a network or run in network
prime time, the notice shall state that fact.
“If Such Picture is distributed for foreign telecasting and if Distributor
has acquired the rights to distribute Such Picture for foreign
telecasting, Distributor shall furnish reports to the Guild showing
Distributor's Foreign Gross derived from Such Picture until Such
Picture has been withdrawn from distribution for foreign telecasting.
Such reports shall be rendered to the Guild on a quarterly basis
during the first three (3) years in which Such Picture is distributed for
foreign telecasting, on a semi-annual basis for the next following two
(2) years, and on an annual basis thereafter.
“If Such Picture is distributed in Supplemental Markets and if
Distributor has acquired the rights to distribute Such Picture in
Supplemental Markets, Distributor shall furnish reports to the Guild,
quarterly during each calendar year, showing Distributor's gross
receipts derived from such Supplemental Market use for as long as
Distributor receives any such gross receipts.
“If Such Picture is distributed theatrically and if Distributor has
acquired the rights to exhibit Such Picture theatrically, the Distributor
shall give prompt written notice to the Guild of the date on which Such
Picture is first exhibited theatrically (1) in the United States, its
commonwealths, territories and possessions and Canada and/or (2)
in all other countries.
“If Such Picture is distributed on basic cable and if Distributor has
acquired the rights to distribute Such Picture on basic cable, the
Distributor shall furnish reports to the Guild, quarterly during each
ARTICLE 65.B.1.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
TELEVISION MOTION PICTURES
375
calendar year, showing Distributor's gross receipts derived from such
distribution for so long as Distributor receives any such gross receipts.
“If Such Picture is distributed on new media and if Distributor has
acquired the rights to distribute Such Picture on new media,
Distributor shall furnish reports to the Guild, quarterly during each
calendar year, showing Distributor’s gross receipts derived from such
new media use for as long as Distributor receives any gross receipts.
“Distributor agrees to cooperate in responding to reasonable requests
from the Guild as to whether Such Picture is currently being rerun on
television, distributed for foreign telecasting, on basic cable,
theatrically, in Supplemental Markets or on new media. An
inadvertent failure to comply with any of the notice or reporting
provisions hereof shall not constitute a default by Distributor
hereunder, provided said failure is cured promptly after written notice
thereof from the Guild.
“In the event of any sale, assignment or transfer of Distributor's
distribution or exhibition rights in Such Picture, Distributor shall remain
liable for the Residuals unless Distributor obtains an executed
Television Distributor's Assumption Agreement from such purchaser,
assignee or transferee and the Guild approves in writing the financial
responsibility of the party obtaining such rights. The Guild agrees that
it will not unreasonably withhold its approval of the financial
responsibility of any such purchaser, assignee or transferee. In the
event that such purchaser, assignee or transferee is a Qualified
Residual Payor, the financial responsibility of such purchaser,
assignee or transferee shall be deemed automatically approved on
the date the Guild receives written notice of the assumption of
obligations hereunder by the Qualified Residual Payor. Nothing
herein shall release Company of its obligations under the Basic
Agreement or any other agreement between Company and the Guild.
“If the Guild does not approve in writing the financial responsibility of
the party obtaining such rights, this TELEVISION DISTRIBUTOR'S
ASSUMPTION AGREEMENT shall remain effective and binding upon
Distributor, and Distributor shall be obligated to pay Residuals which
accrue during the term for those territories and media for which it was
granted distribution rights and all extensions and renewals. The
Distributor shall have the right, at its election, to cause to be
immediately submitted to arbitration, pursuant to the provisions of
Articles 10 and 11 hereof, the issue of whether the Guild has
unreasonably withheld the approval of the financial responsibility of
such purchaser, assignee or transferee for payments due hereunder.
ARTICLE 65.B.1.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
TELEVISION MOTION PICTURES
376
“Distributor and the Guild hereby agree that all disputes based upon,
arising out of or relating to this Assumption Agreement, other than the
Guild's entitlement to injunctive or other equitable relief, shall be
submitted to final and binding arbitration in accordance with the
arbitration provisions contained in Articles 10 and 11 of the Basic
Agreement. Notwithstanding the foregoing, Distributor agrees and
acknowledges that the Guild is not precluded by this or any other
provision of this Assumption Agreement from obtaining from a court
injunctive relief or any other legal remedy at any time prior to
arbitration or issuance of an arbitration award. The right to obtain
injunctive relief from a court shall be applicable whether an arbitration
proceeding has or has not been initiated and, further, without
limitation, shall be applicable in conjunction with a proceeding to
confirm and enforce an arbitration award against Distributor.
“THIS TELEVISION DISTRIBUTOR'S ASSUMPTION AGREEMENT
SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE
WITH THE LAWS OF THE STATE OF CALIFORNIA AND THE
UNITED STATES, AS THE SAME WOULD BE APPLIED BY A
FEDERAL COURT IN CALIFORNIA WITHOUT REGARD TO
PRINCIPLES OF CONFLICTS OF LAWS. The Guild and Distributor
agree that any arbitration or legal action or proceeding brought to
interpret or enforce the provisions of this Television Distributor's
Assumption Agreement (including an action to compel arbitration or a
petition to vacate an arbitration award) shall be held or brought in Los
Angeles County, California, and Distributor irrevocably submits to the
jurisdiction of the federal and state courts therein. Notwithstanding
the foregoing, the Guild, at its option, may bring a legal action or
proceeding outside California under the following circumstances: (1)
if Distributor has no principal place of business in California; or (2)
whether or not Distributor has a principal place of business in
California, to enforce or execute upon an arbitration award or court
order or judgment, in any jurisdiction in which Distributor's assets are
located (and Distributor irrevocably submits to the jurisdiction of the
courts of such places for purposes of such execution or enforcement).
Distributor consents to service of process by personal delivery or by
certified or registered mail, return receipt requested, to Distributor's
general counsel or to Distributor's representative identified below or
by first class mail to Distributor when Distributor has not designated a
representative or a general counsel, or by any other method permitted
by law.
ARTICLE 65.B.1.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
TELEVISION MOTION PICTURES
377
“Date _____________ ______________________________
(‘Distributor’)
“Address:
“By:
“Please print name
“Title:
“Distributor's Representative or General Counsel:
"
An inadvertent failure on the part of any such Distributor to comply
with any of the reporting provisions of this Article 65.B.1. shall in no
event constitute a default by the Company or such Distributor or a
breach of this Agreement, provided that such failure is cured promptly
after notice in writing thereof from the Guild.
In the event of the expiration or termination of any distribution
agreement, the obligation of Company to obtain and deliver to the
Guild such Television Distributor's Assumption Agreement shall
apply as well to any subsequent distribution agreement entered into
by Company, and Company shall obtain and deliver an executed
Television Distributor's Assumption Agreement within ten (10) days
after the execution of each such subsequent distribution agreement.
With respect to any Such Picture produced hereunder, the Guild may
require such financial assurances from Company as it deems
advisable to insure performance of Company's obligations to pay the
Residuals, including, without limitation, the execution of security
agreements, guarantees or other protective agreements, subject,
however, to the following:
Should the Guild require financial assurances from the Company
in the form of a security agreement for a security interest in Such
Picture, and a security interest in Such Picture is being furnished
or will be furnished to SAG-AFTRA and/or the Directors Guild of
America, such security interest to the WGA shall attach at the
same time and in the same form, but consistent with Article 47 of
this Basic Agreement, as the security interest furnished to SAG-
AFTRA and/or the Directors Guild of America.
Should the Guild require financial assurances from the Company
in the form of a security agreement for a security interest in Such
Picture and no security interest in Such Picture is being furnished
ARTICLE 65.B.1.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
TELEVISION MOTION PICTURES
378
or will be furnished to either SAG-AFTRA or the Directors Guild
of America, then the Guild may require the Company to provide
such security interest prior to the commencement of principal
photography of Such Picture.
If the Guild shall require financial assurances from the Company in
the form of a security agreement for a security interest in Such
Picture, so long as the Residuals are timely paid with respect to all
territories, media and term acquired by the Distributor in accordance
with Articles 15.B., 51, 58, Appendix B or C and/or Sideletter of the
Basic Agreement, as applicable, the Guild shall not exercise any
rights under such security agreement which would in any way
interfere with the rights of the Distributor to distribute Such Picture
and receive all revenues from such distribution, provided that such
Distributor has executed and delivered a Television Distributor's
Assumption Agreement to the Guild and is in compliance with the
terms thereof.
If any "Qualified Residual Payor" assumes in perpetuity under the
Television Distributor's Assumption Agreement the obligation to
pay the Residuals for all territories and media with respect to Such
Picture or guarantees in a written form satisfactory to the Guild
(which shall include the Standard Letter of Guaranty) (see p. 726)
all of such obligations thereunder, the Guild will release and cause
to be discharged of record all such security interests, liens,
charges or encumbrances entered into by or obtained from such
Company and will not require further financial assurances from
such Company; provided, however, the Company’s primary liability
as a Company shall not be released thereby.
If any "Qualified Residual Payor" acquires rights to distribute Such
Picture in specific territories and media (but not all territories and
media) in perpetuity, and has assumed responsibility for the payment
of Residuals for such territories and media so acquired pursuant to
the Television Distributor's Assumption Agreement or guarantees in a
written form satisfactory to the Guild (which shall include the Standard
Letter of Guaranty) (see p. 726) all of such obligations thereunder,
then if the Company has granted or thereafter grants a security
interest in favor of the Guild in Such Picture and related collateral as
defined in the WGA Security Agreement, the Guild: (1) agrees to
modify the definition of the collateral in the WGA Security Agreement
to exclude those territories and media acquired by such Qualified
Residual Payor; and (2) acknowledges Qualified Residual Payor's
continuing rights of full, unlimited but non-exclusive access to and use
of any and all physical items and elements relating to Such Picture.
ARTICLE 65.B.1.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
TELEVISION MOTION PICTURES
379
If any "Qualified Residual Payor" acquires rights to distribute Such
Picture in specific territories and media for a limited period of time,
and has assumed responsibility for the payment of Residuals for such
term and in such territories and media pursuant to the Television
Distributor's Assumption Agreement or guarantees in a written form
satisfactory to the Guild (which shall include the Standard Letter of
Guaranty) (see p. 726) all of such obligations thereunder, then any
security agreement or security interest obtained by the Guild from the
Company in connection with Such Picture shall remain in effect, but
the Guild agrees to: (1) modify the definition of the collateral in the
WGA Security Agreement to exclude those territories and media for
the term of the rights acquired by the Qualified Residual Payor,
including renewals and extensions; and (2) acknowledge the Qualified
Residual Payor's continuing rights of full, unlimited but non-exclusive
access to and use of any and all physical items and elements relating
to Such Picture.
In addition to those distributors who have been deemed "Qualified
Residual Payors" by the Guild due to their past bargaining
relationship and/or Residuals payment history, the term "Qualified
Residual Payor" shall mean a Distributor who satisfies the
requirements set forth in subparagraphs (1) and (2) below:
(1) Distributor has the financial history, liquidity, net earnings before
interest, taxes and amortization, assets, and net worth to
establish its present and future ability to pay Residuals arising
from the exploitation of the Guild Pictures being distributed.
(2) The Distributor has been in business for five (5) or more years
and has a history of prompt and proper payment of Residuals
pursuant to the Guild contracts in five (5) consecutive years
immediately prior to seeking Qualified Distributor status.
A Qualified Residual Payor shall have the right to elect, with respect
to each Such Picture for which it has distribution rights, whether or not
to assume Residuals obligations or guarantee the payment of
Residuals in accordance with the Qualified Residual Payor's Letter of
Agreement (see p. 723), for the territories, media and term for which it
has distribution rights. However, the Qualified Residual Payor shall
be entitled to the rights of a Qualified Residual Payor hereunder only
when it elects to so assume such obligations or so guarantee the
payment of Residuals.
ARTICLE 65.B.1.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
TELEVISION MOTION PICTURES
380
In the event of a dispute as to qualifications of an applicant for
Qualified Residual Payor status, Company shall provide such financial
assurances as the Guild may deem appropriate, which may include,
but are not limited to, a security interest in Such Picture and related
collateral, in which case Distributor shall acknowledge same. Said
security interest shall remain effective unless and until it is
established by agreement or in an arbitration, pursuant to the
arbitration provisions contained in the Basic Agreement, that the
applicant Distributor meets the aforementioned requirements for
qualification. Such applicant shall have the burden of proof that it
satisfies the aforementioned requirements for qualification in any
arbitration and shall, upon the Guild's request, furnish to the Guild all
relevant financial or corporate information relating thereto as the Guild
may reasonably require.
Any information submitted to the Guild in order to determine whether
a distributor is entitled to status as a Qualified Residual Payor shall, at
the Distributor's discretion, be subject to reasonable confidentiality
arrangements.
In the event that a Qualified Residual Payor, after notice and a
reasonable opportunity to cure, generally fails to report and/or pay
Residuals when they are due or generally fails to pay obligations to
creditors when they become due or in the event a petition is filed
under the Bankruptcy Code by or against a Qualified Residual Payor,
the Guild shall have the right to terminate the Distributor's Qualified
Residual Payor status. The Distributor shall have the right to invoke
the arbitration procedures described above to challenge such
termination. Pending the resolution of such challenge, the Qualified
Residual Payor's status shall be considered terminated. The Guild
agrees that it will not terminate a Qualified Residual Payor's status
when there is a bona fide dispute as to whether Residuals are due, or
a bona fide dispute as to the amount of Residuals due to the Guild, if
the Distributor has otherwise timely reported and paid Residuals. In
addition to the above, if a Guild audit conducted pursuant to the Basic
Agreement or other financial information discloses that the Qualified
Residual Payor no longer meets the aforementioned standards for
qualification, the Guild may initiate an arbitration pursuant to the Basic
Agreement to terminate the Qualified Residual Payor's status.
2. Television Buyer's Assumption Agreement
If the Company shall sell, transfer or assign its rights to exhibit Such
Picture on free television, basic cable or foreign television, or
theatrically or in Supplemental Markets or on new media, it shall
ARTICLE 65.B.2.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
TELEVISION MOTION PICTURES
381
obtain from such buyer, transferee or assignee a separate
agreement, made expressly for the benefit of the Writers Guild of
America, West, Inc. and its affiliate, Writers Guild of America, East,
Inc., as representative of the writers involved, requiring such buyer,
transferee or assignee to comply with the provisions of this Basic
Agreement with respect to additional payments to credited writers,
and pension and health contributions, if any are required, by reason
of the exhibition of Such Picture on free television, basic cable or
foreign television or the distribution of Such Picture theatrically or in
Supplemental Markets or on new media (as applicable), when and as
the same become due.
Such agreement shall be substantially in the following form:
“TELEVISION BUYER'S ASSUMPTION AGREEMENT
“For valuable consideration, the undersigned
(Insert Name of Buyer, Transferee or Assignee)
(hereinafter referred to as ‘Buyer’) hereby agrees with
(Insert Name of Company)
that each motion picture covered by this agreement (‘Such Picture’)
(identified in the attached Exhibit ‘A’) is subject to the 2020 Writers
Guild of America Theatrical and Television Basic Agreement covering
television motion pictures and particularly to the provisions of Articles
15.B., 51, 58, Appendix B and C and/or the Sideletter on Exhibition of
Motion Pictures Transmitted Via New Media (“Sideletter”) thereof
(strike those of the following clauses a., b., c., d., e., f., g. or h. which
are not applicable):
“a. Article 15.B.1. thereof, pertaining to additional compensation
payable to credited writers when television motion pictures are
rerun on free television in the United States and Canada and
Article 17 thereof, pertaining to applicable pension and health
contributions, if any are required;
“b. Article 15.B.2. thereof, pertaining to additional compensation
payable to credited writers when television motion pictures are
telecast outside the United States and Canada and Article 17
ARTICLE 65.B.2.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
TELEVISION MOTION PICTURES
382
thereof, pertaining to applicable pension and health
contributions, if any are required;
“c. Article 15.B.13. thereof, pertaining to additional compensation
payable to credited writers when television motion pictures are
exhibited theatrically and Article 17 thereof, pertaining to
applicable pension and health contributions, if any are required;
“d. Article 51 thereof, pertaining to additional compensation payable
to credited writers when television motion pictures are released
in Supplemental Markets;
“e. Article 58 thereof, pertaining to additional compensation payable
to credited writers when television motion pictures are released
to basic cable and Article 17 thereof, pertaining to applicable
pension and health contributions, if any are required;
“f. Appendix B thereof, pertaining to additional compensation
payable to credited writers of motion pictures produced
principally for the pay television and/or videodisc/videocassette
market as provided in Sections C.3. and D.3. thereof and Article
17 thereof, pertaining to applicable pension and health
contributions, if any are required;
“g. Appendix C thereof, pertaining to additional compensation
payable to credited writers of motion pictures made for basic
cable pursuant to Paragraph 2.b. thereof and Article 17 thereof,
pertaining to applicable pension and health contributions, if any
are required; and
“h. Sideletter on Exhibition of Motion Pictures Transmitted Via New
Media, pertaining to additional compensation payable to credited
writers when television motion pictures are released on new
media, and Article 17 thereof, pertaining to applicable pension
and health contributions, if any are required.
“Buyer is purchasing rights in the following territories and media
(indicate those that are applicable):
“Territory:
_____ Domestic (the U.S. and Canada, and their respective
possessions and territories)
_____ Foreign (the world excluding the U.S. and Canada and their
respective possessions and territories)
ARTICLE 65.B.2.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
TELEVISION MOTION PICTURES
383
_____ Other (please describe):
“Media:
_____ All
_____ Theatrical
_____ Home Video
_____ Pay Television
_____ Free Television (Domestic)
_____ Foreign Free Television
_____ Basic Cable
_____ New Media
_____ Other (please describe):
_____ See description, attached hereto as Exhibit ‘A’ and
incorporated herein by reference.
“Buyer hereby agrees, expressly for the benefit of the Writers Guild of
America, West, Inc. and its affiliate, Writers Guild of America, East,
Inc., hereinafter called ‘the WGA’ or ‘the Guild,’ as representative of
the credited writers of Such Picture, when exhibited on free television,
foreign television, basic cable or exhibited theatrically or in
Supplemental Markets or on new media (as applicable), to assume
and be bound by Company's obligation thereunder to make the
additional payments required thereby, if any, with respect to the
territories and media referred to above and the pension and health
contributions required thereby, if any, as provided in the applicable
Articles, Appendices and Sideletter referred to hereinabove (all such
payments are collectively hereinafter referred to as ‘Residuals’), and
to cause the requisite screen and advertising credits to be given.
Buyer, for and on behalf of the Company, shall make all Social
Security, withholding, unemployment insurance and disability
insurance payments required by law with respect to the additional
compensation referred to in the preceding sentence.
“It is expressly understood and agreed that the right of Buyer to
license Such Picture for exhibition on free television, foreign
ARTICLE 65.B.2.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
TELEVISION MOTION PICTURES
384
television, basic cable, theatrically, in Supplemental Markets or on
new media (as applicable), or to exhibit or cause or permit Such
Picture to be exhibited on free television, foreign television, basic
cable, theatrically, in Supplemental Markets or on new media (as
applicable), shall be subject to and conditioned upon the prom pt
payment of Residuals with respect to the territories and media
referred to above in accordance with said applicable Article(s),
Appendices and/or Sideletter, and upon Buyer abiding by the credits
provisions of the Basic Agreement. It is agreed that the Guild,
in addition to all other remedies, shall be entitled to injunctive relief
and damages against Buyer in the event such payments are not
made or such credit is not given.
“To the extent that Company has executed a security agreement and
financing statement in the Guild's favor in Such Picture and related
collateral as defined in the WGA-Company Security Agreement
(‘WGA Security Interest’), Buyer agrees and acknowledges that
Buyer's rights to Such Picture acquired pursuant to the Purchase
Agreement (to the extent those rights are included in the collateral
covered by the Security Agreement) are subject and subordinate to
the WGA Security Interest. Buyer further agrees to execute a security
agreement, mortgage of copyright, UCC-1, and other UCC
documentation and any other document required under the Basic
Agreement or necessary or desirable in the Guild's discretion to
continue the WGA Security Interest. The Guild agrees that, so long
as Residuals with respect to Such Picture for all the territories and
media referred to above are timely paid in accordance with said
applicable Articles and Appendices, the Guild will not exercise any
rights under the WGA Security Interest which would in any way
interfere with the rights of the Buyer to distribute Such Picture and
receive all revenues from such distribution.
“The Guild further agrees that if it exercises its rights as a secured
party, it will dispose of collateral which encompasses any of Buyer's
rights or interests in, or physical items relating to, Such Picture, only
to a transferee which agrees in writing to be bound by the Guild's
obligations under this Assumption Agreement.
“Buyer agrees to keep or have access to (1) complete records
showing all cities in the United States and Canada in which Such
Picture has been telecast and the number of telecasts in each such
city, the television stations on which telecast, and the dates thereof;
(2) complete records showing Distributor's Foreign Gross for Such
Picture to the extent that such records are pertinent to the
computation of payments for foreign telecasting; (3) complete records
ARTICLE 65.B.2.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
TELEVISION MOTION PICTURES
385
showing Company’s accountable receipts from basic cable exhibition
and/or from the distribution of Such Picture in Supplemental Markets;
(4) records showing the date on which Such Picture is first exhibited
in theatrical exhibition anywhere in the world and the place of such
exhibition; and (5) with respect to motion pictures produced principally
for the pay television and/or videodisc/videocassette market,
complete records showing Company’s receipts from use of Such
Picture in the pay television and/or videodisc/videocassette market,
except that for any Such Picture which is a dramatic program of a
type generally produced for prime time network television which is
produced principally for pay television, Buyer shall keep or have
access to complete records showing the date of the initial exhibition
and the number of exhibition days on each pay television service in
the United States and Canada in the first exhibition year, and the fee
or other payment received from sales of Such Picture in the
videodisc/videocassette market. The Guild shall have the right, at all
reasonable times, to inspect any and all such records. If Buyer shall
fail to make such payments as and when due and payable, Buyer
shall pay interest as specified in the applicable provision of the Basic
Agreement, if any. The undersigned Buyer shall also keep or have
access to such records as are necessary for the computation of
Residuals for reruns, foreign telecasting, basic cable exhibition,
theatrical exhibition, Supplemental Market use or on new media for so
long as such Residuals may be due or payable.
“In the event of any sale, assignment or transfer of Buyer's distribution
or exhibition rights in Such Picture, Buyer shall remain liable for the
Residuals, with respect to the territories, media and term referred to
above, unless Buyer obtains an executed Television Buyer's
Assumption Agreement and other documents required by the Guild
from such purchaser, assignee or transferee and the Guild approves
in writing the financial responsibility of the party obtaining such rights.
The Guild agrees that it will not unreasonably withhold its approval of
the financial responsibility of any such purchaser, assignee or
transferee. Nothing herein shall release the Company of its
obligations under the Basic Agreement or any other agreement
between Company and the Guild relating to Such Picture, unless the
Company has been relieved of liability pursuant to the provisions of
this Article 65.B.2.
“If the Guild does not approve in writing the financial responsibility of
the party obtaining such rights, this Television Buyer's Assumption
Agreement shall remain effective and binding upon Buyer.
“Buyer and the Guild hereby agree that all disputes based upon,
arising out of or relating to this Assumption Agreement, other than the
ARTICLE 65.B.2.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
TELEVISION MOTION PICTURES
386
Guild's entitlement to injunctive or other equitable relief, shall be
submitted to final and binding arbitration in accordance with the
arbitration provisions contained in Articles 10 and 11 of the Basic
Agreement. Notwithstanding the foregoing, Buyer agrees and
acknowledges that the Guild is not precluded by this or any other
provision of this Assumption Agreement from obtaining from a court
injunctive relief or any other legal remedy at any time prior to
arbitration or issuance of an arbitration award. The right to obtain
injunctive relief from a court shall be applicable whether an arbitration
proceeding has or has not been initiated and, further, without
limitation, shall be applicable in conjunction with a proceeding to
confirm and enforce an arbitration award against Buyer.
“If Buyer has acquired the rights to distribute Such Picture on free
television, Buyer shall give the Guild prompt written notice of the date
on which Such Picture is first telecast in any city in the United States
or Canada for the second run and for each subsequent run thereafter.
If the second or third run is on a network or the run is in network
prime time, the notice shall state that fact.
“If Such Picture is distributed for foreign telecasting and if Buyer has
acquired the rights to distribute Such Picture for foreign telecasting,
Buyer shall furnish reports to the Guild showing ‘Buyer's Foreign
Gross’ derived from the Picture until (1) Such Picture has been
withdrawn from distribution for foreign telecasting; or (2) the credited
writer(s) of Such Picture has (have) received the full additional
payments for such foreign telecasting to which they are entitled
pursuant to the Basic Agreement. Such reports shall be rendered to
the Guild on a quarterly basis during the first three (3) years in which
Such Picture is distributed for foreign telecasting, on a semi-annual
basis for the next following two (2) years, and on an annual basis
thereafter.
“If Such Picture is distributed in Supplemental Markets and if Buyer
has acquired the rights to distribute Such Picture in Supplemental
Markets, Buyer shall furnish reports to the Guild, quarterly during
each calendar year, showing Buyer's gross receipts derived from such
Supplemental Market use for as long as Buyer receives any such
gross receipts.
“If Such Picture is distributed theatrically and if Buyer has acquired
the rights to exhibit Such Picture theatrically, the Buyer shall give
prompt written notice to the Guild of the date on which Such Picture is
first exhibited theatrically (1) in the United States, its commonwealths,
ARTICLE 65.B.2.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
TELEVISION MOTION PICTURES
387
territories and possessions and Canada and/or (2) in all other
countries.
“If Such Picture is distributed on basic cable and if Buyer has
acquired the rights to distribute Such Picture on basic cable, the
Buyer shall furnish reports to the Guild, quarterly during each
calendar year, showing Buyer's gross receipts derived from such
distribution for so long as Buyer receives any such gross receipts.
“If Such Picture is distributed on new media and if Buyer has acquired
the rights to distribute Such Picture on new media, Buyer shall furnish
reports to the Guild, quarterly during each calendar year, showing
Buyer’s gross receipts derived from such new media use for as long
as Buyer receives any gross receipts.
“Buyer agrees to cooperate in responding to reasonable requests
from the Guild as to whether Such Picture is currently being rerun on
television, distributed for foreign telecasting, on basic cable,
theatrically or in Supplemental Markets. An inadvertent failure to
comply with any of the notice or reporting provisions hereof shall not
constitute a default by Buyer hereunder, provided said failure is cured
promptly after written notice thereof from the Guild.
“THIS TELEVISION BUYER'S ASSUMPTION AGREEMENT SHALL
BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH
THE LAWS OF THE STATE OF CALIFORNIA AND THE UNITED
STATES, AS THE SAME WOULD BE APPLIED BY A FEDERAL
COURT IN CALIFORNIA WITHOUT REGARD TO PRINCIPLES OF
CONFLICTS OF LAWS. The Guild and Buyer agree that any
arbitration or legal action or proceeding brought to interpret or enforce
the provisions of this Television Buyer's Assumption Agreement
(including an action to compel arbitration or a petition to vacate an
arbitration award) shall be held or brought in Los Angeles County,
California, and Buyer irrevocably submits to the jurisdiction of the
federal and state courts therein. Notwithstanding the foregoing, the
Guild, at its option, may bring a legal action or proceeding outside
California under the following circumstances: (1) if Buyer has no
principal place of business in California; or (2) whether or not Buyer
has a principal place of business in California, to enforce or execute
upon an arbitration award or court order or judgment, in any
jurisdiction in which Buyer's assets are located (and Buyer irrevocably
submits to the jurisdiction of the courts of such places for purposes of
such execution or enforcement). Buyer consents to service of
process by personal delivery or by certified or registered mail, return
receipt requested, to Buyer's general counsel or to Buyer's
ARTICLE 65.B.2.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
TELEVISION MOTION PICTURES
388
representative identified below or by first class mail to Buyer when
Buyer has not designated a representative or a general counsel, or by
any other method permitted by law.
“DATE:
“BUYER:
“ADDRESS:
“BY:
“Please print name:
“BUYER'S REPRESENTATIVE OR GENERAL COUNSEL:
"
The Company agrees to deliver to the Guild an executed copy of the
above referred to Television Buyer's Assumption Agreement within
thirty (30) days after the sale, assignment or transfer of Such Picture,
with the name and address of the purchaser or assignee.
Any inadvertent failure on the part of the Buyer to comply with any of
the reporting provisions of this Article 65.B.2. shall in no event
constitute a default by the Company or such Buyer or a breach of this
Agreement, provided that such failure is cured promptly after notice
in writing thereof from the Guild.
Upon delivery of such Television Buyer's Assumption Agreement and
other documents from Buyer required under this Assumption
Agreement and on condition that the Guild approves in writing the
financial responsibility of the purchaser, assignee or transferee,
Company shall not be further liable for the keeping of any such
records, or for the payment of Residuals in accordance with said
applicable Articles and Appendices, it being agreed that the pur-
chaser, assignee or transferee shall solely be liable therefor.
The Guild agrees that it will not unreasonably withhold its approval of
the financial responsibility of any such purchaser, assignee or
transferee, it being further agreed that if the Guild, within twenty-one
(21) days of receipt of written notice of any such sale, assignment or
transfer, has not advised the Company that it disapproves the
financial responsibility of such purchaser, assignee or transferee, the
ARTICLE 65.B.2.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
TELEVISION MOTION PICTURES
389
Guild will be deemed to have approved the financial responsibility
thereof. If any such purchaser, assignee or transferee is a Qualified
Residual Payor, then the financial responsibility of such purchaser,
assignee or transferee shall be deemed automatically approved. In
the event the Guild advises the Company within such twenty-one (21)
day period that it disapproves the financial responsibility of any
such purchaser, assignee or transferee and Company disputes such
disapproval, the Company shall have the right, at its election, to cause
to be immediately submitted to arbitration pursuant to the provisions
of Articles 10 and 11 hereof, the issue of whether the Guild
has unreasonably withheld the approval of the financial responsibility
of such purchaser, assignee or transferee for payments due
hereunder.
To the extent that Company has granted a security interest in favor of
the Guild in Such Picture and related collateral as defined in any
WGA Security Agreement, Buyer's rights in Such Picture acquired
pursuant to the Purchase Agreement shall be subject to the following:
So long as the Buyer timely pays Residuals for Such Picture with
respect to all territories and media in which Buyer has distribution
rights in accordance with Articles 15.B., 51, 58, Appendices B or
C and/or Sideletter of this Basic Agreement, as applicable, the
Guild shall not exercise any rights under such security
agreement which would in any way interfere with the rights of the
Buyer to distribute Such Picture and receive all revenues from
such distribution, provided that such Buyer has executed and
delivered a Television Buyer's Assumption Agreement to the
Guild and is in compliance with the terms thereof.
If any “Qualified Residual Payor” assumes in perpetuity under
the Television Buyer's Assumption Agreement the obligation to
pay the Residuals for all territories and media with respect to
Such Picture or guarantees in a written form satisfactory to the
Guild (which shall include the Standard Letter of Guaranty) (see
p. 726) all of such obligations thereunder, the Guild will release
and cause to be discharged of record all such security interests,
liens, charges or encumbrances entered into or obtained from
such Company and will not require further financial assurances
from such Company.
If any "Qualified Residual Payor" acquires rights to distribute
Such Picture in specific territories and media (but not all
territories and media) in perpetuity, and has assumed
responsibility for the payment of Residuals for such territories
ARTICLE 65.B.2.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
TELEVISION MOTION PICTURES
390
and media so acquired pursuant to the Television Buyer's
Assumption Agreement or guarantees in a written form
satisfactory to the Guild (which shall include the Standard Letter
of Guaranty) (see p. 726) all of such obligations thereunder, then
if the Company has granted a security interest in favor of the
Guild in Such Picture and related collateral as defined in the
WGA Security Agreement, the Guild: (1) agrees to modify the
definition of the collateral in the WGA Security Agreement to
exclude those territories and media acquired by such Qualified
Residual Payor; and (2) acknowledges Qualified Residual
Payor's continuing rights of full, unlimited but non-exclusive
access to and use of any and all physical items and elements
relating to Such Picture.
In addition to those buyers who have been deemed "Qualified" by the
Guild due to their past bargaining relationship and/or Residuals
payment history, the term "Qualified Residual Payor" shall mean a
Buyer who satisfies the requirements set forth in subparagraphs (1)
and (2) below:
(1) Buyer has the financial history, liquidity, net earnings before
interest, taxes and amortization, assets, and net worth to
establish its present and future ability to pay all Residuals arising
from the exploitation of the Guild Pictures being distributed.
(2) The Buyer has been in business for five (5) or more years and
has a history of prompt and proper payment of Residuals
pursuant to the Guild contracts in five (5) consecutive years
immediately prior to seeking Qualified Buyer status.
A Qualified Residual Payor shall have the right to elect, with respect
to Such Picture for which it has distribution rights, whether or not to
assume Residuals obligations or guarantee the payment of Residuals
in accordance with the Qualified Residual Payor's Letter of
Agreement (see p. 723), for the territories and media for which it has
distribution rights. However, the Qualified Residual Payor shall be
entitled to the rights of a Qualified Residual Payor hereunder only
when it elects to so assume such obligations or so guarantee the
payment of Residuals.
In the event of a dispute as to qualifications of an applicant for
Qualified Residual Payor status, Company shall provide such financial
assurances as the Guild may deem appropriate, which may include,
but are not limited to, a security interest in Such Picture and related
collateral, in which case Buyer shall acknowledge same. Said
ARTICLE 65.B.2.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
TELEVISION MOTION PICTURES
391
security interest shall remain effective unless and until it is
established by agreement or in an arbitration, pursuant to the
arbitration provisions contained in the Basic Agreement, that the
applicant Buyer meets the aforementioned requirements for
qualification. Such applicant shall have the burden of proof that it
satisfies the aforementioned requirements for qualification in any
arbitration and shall, upon the Guild's request, furnish to the Guild all
relevant financial or corporate information relating thereto as the Guild
may reasonably require.
Any information submitted to the Guild in order to determine whether
a Buyer is entitled to status as a Qualified Residual Payor shall, at the
Buyer's discretion, be subject to reasonable confidentiality
arrangements.
In the event a Qualified Residual Payor, after notice and a reasonable
opportunity to cure, generally fails to report and/or pay Residuals
when they are due or generally fails to pay obligations to creditors
when they become due or in the event a petition is filed under the
Bankruptcy Code by or against a Qualified Residual Payor, the Guild
shall have the right to terminate such Qualified Residual Payor status.
The Qualified Residual Payor shall have the right to invoke the
arbitration procedures described above to challenge such termination.
Pending the resolution of such challenge, the Qualified Residual
Payor's status shall be considered terminated. The Guild agrees that
it will not terminate a Qualified Residual Payor's status when there is
a bona fide dispute over whether Residuals are due to the Guild, or a
bona fide dispute as to the amount of Residuals due to the Guild, if
the Distributor has otherwise timely reported and paid Residuals. In
addition to the above, if a Guild audit conducted pursuant to the Basic
Agreement or other financial information discloses that the Qualified
Residual Payor no longer meets the aforementioned standards for
qualification, the Guild may initiate an arbitration pursuant to the Basic
Agreement to terminate the Qualified Residual Payor's status.
C. DEFINITION OF COMPANY FOR PURPOSES OF ARTICLE 65.A. AND
B.
As used in Article 65.A. and B., the term “Company” encompasses
transferees of the relevant literary material and/or persons or entities with
the rights to produce motion pictures based thereon, when the production
of a motion picture based on said literary material may generate the
obligation to pay Residuals.
ARTICLE 65.B.2.
RESPONSIBILITY FOR RESIDUAL PAYMENTS (GENERAL)
TELEVISION MOTION PICTURES
392
D. COMPANY’S DISSOLUTION (GENERAL)
If Company dissolves and if a Distributor assumes all of the obligations of
the Company for the payment of Residuals, and the financial
responsibility of the Distributor is approved by the Guild in its discretion,
then Company shall thereupon be released of any obligation with respect
to any payments due hereunder.
E. NETWORKS AND TELEVISION STATIONS (GENERAL)
No television network, station, sponsor or advertising agency shall be
required to execute any Distributor's Assumption Agreement, Buyer's
Assumption Agreement or Literary Material Assumption Agreement,
unless it is the distributor of such theatrical or television motion picture or
the buyer of the Company's theatrical or television rights in such motion
picture, as the case may be.
ARTICLE 66 - TRAINING PROGRAM FOR EPISODIC TELEVISION WRITERS
Under the 2004 WGA Theatrical and Television Basic Agreement, a labor-
management cooperative committee was established pursuant to Section 6(b)
of the Labor Management Cooperation Act, 29 U.S.C. Section 175a, f or the
creation of a Training Program for Episodic Television Writers (“Training
Program"). The purpose of the Training Program is to provide training to
episodic writers who are or have been also employed in additional capacities
under Article 14 in order to enable them to develop the skill sets required to be a
successful showrunner/executive producer. The program will focus on various
subjects, including defining the scope of the showrunner/executive producer’s
responsibilities, providing practical training in management and production
principles, examining philosophical approaches to problem solving at the
showrunner/executive producer level, and managing the costs of series
television. A primary goal of the Training Program is to expand and improve
working relationships between labor and management and to explore innovative
approaches to achieving organizational effectiveness.
The Companies and the Networks (the latter consisting collectively of American
Broadcasting Companies, Inc., CBS Broadcasting Inc., NBCUniversal Media,
LLC and Universal Television LLC) will contribute in the aggregate the following
sums to the WGA-supervised fund, to be used as funding for the purpose of
implementing the Training Program described herein: (A) a payment of
$250,000 to be made within thirty (30) days following ratification of this 2020
WGA Theatrical and Television Basic Agreement and (B) thereafter, two
additional payments in the amount of $250,000 each, to be paid upon the
ARTICLE 66
TRAINING PROGRAM FOR EPISODIC
TELEVISION WRITERS
393
respective effective date of the second and third regularly-scheduled minimum
increases during the term of this Basic Agreement.
One representative of the Companies, to be appointed by the AMPTP, and one
representative appointed by the Networks, shall serve as consultants to the
Training Program.
The Companies and the Networks agree to cooperate in the implementation of
the Training Program by, for example, providing appropriate personnel to
participate in panel discussions or other training sessions and by providing
materials such as sample budgets.
The WGA shall periodically report on the status of the Training Program to the
Committee on the Professional Status of Writers - Television. The Committee
shall review the Training Program as each group of candidates completes the
Program.
ARTICLE 67 - OPTIONS AND EXCLUSIVITY (TELEVISION)
A. Except as provided in subparagraph B. below, the following shall apply to
an agreement between a writer and the Company for employment under
Article 13.B.7.s. or under Article 14 on an episodic series or serial, which
agreement is entered into on or after May 2, 2020:
30
1. Company may freely bargain with respect to options and exclusivity
with any writer (other than a writer of children’s programming) who is
guaranteed or who earns at least $280,500 (which amount shall be
increased to $325,000 with respect to any such agreement entered
into on or after May 2, 2021) for the performance of writing services
and/or for the performance of services as a writer also employed in
additional capacities during the then-current contract year (which shall
not exceed twelve (12) months). With respect to a writer of children’s
programming, Company may freely bargain with respect to options
and exclusivity with a writer who is guaranteed or who earns at least
$250,000.
2. With respect to any writer who is guaranteed or who earns less than
the amount specified in subparagraph 1. above for the performance
of writing services and/or for the performance of services as a writer
30
See Article 67 of the 2017 MBA with respect to contracts entered into between May 2, 2017 and May 1,
2020.
ARTICLE 66
TRAINING PROGRAM FOR EPISODIC
TELEVISION WRITERS
394
also employed in additional capacities during the then-current
contract year (which shall not exceed twelve (12) months):
a. Company may not require that the services of the writer remain
exclusive to the Company after the last payment to the writer
under the employment agreement for a given contract year
becomes due.
b. Company may negotiate an option with a writer for future
services as a writer under Article 13.B.7.s. or under Article 14 on
a series or episodic serial as part of the writer’s employment
agreement. Such option shall be subject to the following
minimum terms. The option period shall commence when the
last payment to the writer under the employment agreement for a
given contract year becomes due, and shall terminate no later
than one year thereafter. No additional remuneration is required
for the first sixty (60) days of the option period, during which the
Company shall be in “first position” under the option, meaning
that it shall have the right to recall the writer to perform services
for the Company should the Company exercise its option,
including during any period that the writer is rendering services
for another company. Should the Company exercise the option
before the end of the first sixty (60) days of the option period, no
additional remuneration shall be due to the writer so long as the
writer commences services within fourteen (14) days after the
expiration of the first sixty (60) days of the option period.
At any time after the first sixty (60) days of the option period (or
in the event that Company exercised the option before the end of
that time period, but the writer, for reasons other than incapacity
or unwillingness, has not commenced writing services within
fourteen (14) days after such period), the Company may
continue to hold the writer under option, and remain in “first
position” by paying to the writer one-third (a) of the current
applicable minimum weekly compensation rate under Article
13.B.7.s. or under Article 14.K., as applicable, plus pension and
health contributions thereon, for each week thereafter until the
writer commences services if the option is exercised or until the
Company provides the writer with written notice releasing the
writer from his/her obligations under the option contract.
As an alternative to the payment described in the preceding
paragraph, Company may, by mutual agreement with the writer,
engage the writer for other writing and/or producing assignments,
and the compensation paid to such writer for such assignments
ARTICLE 67.A.2.b.
OPTIONS AND EXCLUSIVITY
(TELEVISION)
395
shall be deemed to satisfy the payment required by the
preceding paragraph for that number of weeks obtained by
dividing the compensation for such assignments by the payment
described in the preceding paragraph.
Even if the Company does not pay such weekly compensation to
the writer, nor engage the writer as provided in the preceding
paragraph, the writer shall remain under option to the Company,
and the Company shall remain in “first position” for the remainder
of the option period, except that if, after the first sixty (60) days of
the option period, the writer provides written notice to the
Company that he/she has a bona fide offer of employment as a
writer under Article 13.B.7.s. or under Article 14 or as a member
of the writing staff on any other television or High Budget SVOD
series or serial covered under this Agreement from another
company, together with a copy of the offer signed and dated by
an authorized representative of such other company, the
Company must, within three (3) business days after such notice,
either: (a) exercise the option for the writer’s services if the series
or serial has been renewed and return the writer to work within
fourteen (14) days; or (b) relinquish first position, so that the
writer may accept the offer of employment and the Company is
then in second position until the earlier of: the end of the other
employment, the termination of the option or the date the
Company provides the writer with written notice releasing the
writer from his/her obligations under the option agreement.
c. The provisions of this subparagraph A.2. shall not apply to: (a)
any writer employed under Article 13.B.7.s. or under Article 14 on
an episodic series or serial which either consists of 22 or more
episodes, or which provides the writer with at least 40 weeks of
employment, during the then-current contract year (which shall
not exceed twelve (12) months); and (b) any writer who enters
into an acquisition or employment agreement for a pilot, for a
pilot and series or for a new series produced without a pilot,
which agreement provides that the writer is “locked” based on the
writer’s receipt of the requisite writing credit.
B. The following shall apply to an agreement entered into on or after August
2, 2020 between a writer and the Company for initial employment of eight
(8) consecutive weeks or less to perform writing services under Article
13.B.7.s. and/or to perform services as a writer also employed in
additional capacities under Article 14 on an episodic series or serial in a
mini-room:
ARTICLE 67.A.2.b.
OPTIONS AND EXCLUSIVITY
(TELEVISION)
396
Company may not negotiate an option with the writer for future services
as a writer under Article 13.B.7.s. or under Article 14 on the series or
serial, unless the option is for the period of employment immediately
following expiration of the initial period of employment.
The foregoing shall apply only to a writer who is guaranteed or earns less
than $280,500 under the agreement on programs other than children’s
programs (less than $325,000 under an agreement on programs other
than children’s programs entered into on or after May 2, 2021) or a writer
who is guaranteed or who earns less than $250,000 under an agreement
on children’s programs.
C. Nothing herein alters the rule that a bona fide team of two writers shall be
considered a unit and deemed to be one writer.
ARTICLE 68 - PARENTAL LEAVE
A. A writer employed on a term deal on an episodic series or serial made for
television or new media shall be entitled to up to eight (8) consecutive
weeks of unpaid leave to bond with a newborn child, newly adopted child
or newly placed foster child. The leave must be taken within one year of
the birth, adoption or placement of the writer's child. A writer shall
request such leave at least 30 days in advance of the start of the leave,
unless such notice is impracticable, in which case the writer shall make
the request within a reasonable time in advance of the leave.
B. In the event Company engages a replacement writer to fill in for a writer
on leave, the Company may request from the Guild a waiver of a
contractual guarantee that would otherwise apply to the replacement
writer, which request the Guild shall not unreasonably deny.
C. Any writer who takes a leave of absence hereunder shall be entitled to be
reinstated to his or her original position on the series upon conclusion of
the leave, provided that such position continues to exist at the end of the
leave. The writer shall have no greater employment right than if the
writer had been continuously employed during the leave of absence.
D. The leave provided for hereunder shall run concurrently with any other
leave entitlement.
ARTICLE 68.D.
PARENTAL LEAVE
397
ARTICLE 69 - CALIFORNIA SICK LEAVE
A. ACCRUAL
Commencing May 2, 2020, eligible writers (as described in subparagraph
B. below) shall be entitled to accrue paid sick leave on an up-front basis
or hourly basis as follows:
1. Provided that advance notice is given to the writer, a Company may
elect to provide writers, upon their eligibility to use sick leave as
provided below (i.e., upon working thirty (30) days in California for the
Company within a one (1) year period and after their ninetieth (90th)
day of employment in California with the Company (based on days
worked or guaranteed)), with a bank of twenty-four (24) hours or three
(3) days of sick leave at the beginning of each year, such year to be
measured, as designated by the Company, as either a calendar year
or starting from the writer's anniversary date. Under this elected
option, such banked sick leave days may not be carried over to the
following year.
2. Alternatively, eligible writers shall accrue one (1) hour of paid sick
leave for every thirty (30) hours that the writer renders services in
California for the Company, up to a maximum of forty-eight (48) hours
or six (6) days. Absent an agreement to the contrary (such as if a
writer is employed for fewer than five (5) days a week or on a part-
time basis), writers are deemed to work forty (40) hours per week.
A writer shall not forfeit sick leave earned during employment with the
Company before May 2, 2020; however, such sick leave shall be counted
towards the maximum accrued sick leave set forth above. Nothing herein
alters the administration of any sick leave accrued before May 2, 2020.
B. To be eligible to accrue paid sick leave, the writer must have been
employed to perform writing services for the Company for at least thirty
(30) days in California within a one (1) year period, such year to be
measured, as designated by the Company, as either a calendar year or
starting from the writer's anniversary date. Sick leave may be used in
minimum increments of four (4) hours upon oral or written request after
the eligible writer has been employed by the Company in California for
ninety (90) days (based on days worked or guaranteed), such period to
be measured, as designated by the Company, as either a calendar year
or starting from the writer's anniversary date. Reasonable advance
notification of the need for sick leave is required if the use is foreseeable;
otherwise, notice is required as soon as practicable. Sick days accrued
on an hourly basis shall carry over to the following year of employment;
however, the Company may limit the use of such accrued time to no
ARTICLE 69
CALIFORNIA SICK LEAVE
398
more than twenty-four (24) hours or three (3) days during each year of
employment as defined by the Company in advance.
C. For writers employed on a weekly basis under Article 13.B.7.s. or Article
14.K. or Appendix A, a day of sick leave pay shall be equal to one-fifth
(1/5th) of the writer's minimum weekly rate provided therein (or fifty
percent (50%) thereof for a four (4) hour increment of sick leave taken).
For other writers not employed on a weekly basis, there shall be no
deduction from compensation for the use of accrued sick leave provided
herein.
D. Sick leave may be taken for the diagnosis, care or treatment of an
existing health condition of, or preventive care for, the writer or the
writer's “family member.”
31
Sick leave also may be taken by a writer who
is a victim of domestic violence, sexual assault or stalking.
E. Accrued, unused sick leave is not paid out on termination, resignation or
other separation from employment. If a writer is rehired by the Company
within one (1) year of the writer's separation from employment, the
writer's accrued and unused sick leave shall be reinstated, and the writer
may begin using the accrued sick leave upon rehire if the writer was
previously eligible to use the sick leave or once the writer becomes
eligible as provided above.
F. At the Company's election, the Company shall either:
1. Show the amount of available paid sick leave on the writer's pay stub
or a document issued together therewith; or
2. Include in the writer's deal memo or contract the contact information
for the designated Company representative whom the writer may
contact to confirm eligibility and the amount of accrued sick leave
available.
Company shall notify writer with respect to the year period (i.e., calendar
year or the writer's anniversary date) that the Company selected to
measure the thirty (30) day and ninety (90) day eligibility periods and the
cap on accrual set forth in subparagraph B. above or, alternatively, if the
Company elected to provide writers with an up-front sick leave bank, the
year period (i.e., calendar year or the writer's anniversary date) that the
31
“Family member” means any of the following: (1) a biological, adopted or foster child, stepchild, legal
ward or a child to whom the Employee stands in loco parentis; (2) a biological, adoptive or foster parent,
stepparent or legal guardian of the Employee or the Employee's spouse or registered domestic partner or
a person who stood in loco parentis when the Employee was a minor child; (3) a spouse; (4) a registered
domestic partner; (5) a grandparent; (6) a grandchild; or (7) a sibling.
ARTICLE 69.F.
CALIFORNIA SICK LEAVE
399
Company selected for the up-front bank of three (3) sick days as
provided in subparagraph A.1. above.
G. Any Company that has a sick leave policy, or paid leave or paid time off
policy that permits the use of paid sick time and exceeds or substantially
meets the requirements of this Article 69, as of May 1, 2020, may
continue such policy in lieu of the foregoing. Nothing shall prevent an
Company from negotiating a sick leave policy with better terms and
conditions. There shall be no discrimination or retaliation against any
writer for exercising his or her right to use paid sick leave.
H. Any dispute with respect to sick leave for writers covered under this
Agreement shall be subject to the grievance and arbitration procedures
provided herein.
ARTICLE 70 - WAIVER OF SICK TIME LAWS
The Guild expressly waives, to the full extent permitted by law, the application of
the following to all employees employed under this Agreement: the New York
City Earned Safe and Sick Time Act of 2013 (N.Y.C. Admin. Code, Section 20-
911 et seq.); the New York State paid sick leave law of 2020 (Part J of Senate-
Assembly Bill A9506-b/S7506-b, including subparagraph 9 of Part J); the
Westchester County Earned Sick Leave Law (Section 700.36 et seq. of the
Laws of Westchester County); Section 1-24-045 of the Municipal Code of
Chicago; the Cook County Earned Sick Leave Ordinance (Ordinance No. 16-
4229); the San Francisco Paid Sick Leave Ordinance (San Francisco
Administrative Code Section 12W); the Paid Sick Leave Ordinance of Berkeley,
California (Municipal Code Chapter 13.100); all requirements pertaining to “paid
sick leave” in Chapter 37 of Title 5 of the Municipal Code of Emeryville,
California (including, but not limited to, Chapter 37.0.1.e), 37.03, 37.07.a)1)B.ii.
and 37.07.f)); the City of Los Angeles Emergency Order regarding
Supplemental Paid Leave Due to COVID-19 (issued April 7, 2020); the Los
Angeles County COVID-19 Worker Protection Ordinance; the Oakland Sick
Leave Law (Municipal Code Section 5.92.030.); Chapter 4.62.025 of the Santa
Monica Municipal Code (enacted by Ordinance No. 2509); Chapter 18.10 of
Title 18 of the Municipal Code of the City of Tacoma, Washington (enacted by
Ordinance No. 28275); Article 8.1 of Title 23, Chapter 2 of the Arizona Revised
Statutes; the New Jersey Paid Sick Leave Act (C.34:11-56a et seq.); Chapter
160 of the Ordinances of the Township of Bloomfield, New Jersey (enacted by
Ordinance No. 15-10); the Paid Sick Time for Private Employees Ordinance of
East Orange, New Jersey (Ordinance No. 21-2014; East Orange Code Chapter
140, Section 1 et seq.); the Paid Sick Time Law of Jersey City, New Jersey
(Chapter 4 of the Jersey City Municipal Code); Chapter 8.56 of the Revised
General Ordinances of the City of New Brunswick, New Jersey; Chapter 8,
Article 5 of the Municipal Code of the City of Plainfield, New Jersey; the Sick
ARTICLE 69.F.
CALIFORNIA SICK LEAVE
400
Leave for Private Employees Ordinances of Elizabeth, New Jersey (Ordinance
No. 4617); Irvington, New Jersey (Ordinance No. MC-3513); Montclair, New
Jersey; Morristown, New Jersey (Ordinance No. O-35-2016); Newark, New
Jersey (City Ordinance 13-2010); Passaic, New Jersey (Ordinance No. 1998-
14); Paterson, New Jersey (Paterson Code Chapter 412) and Trenton, New
Jersey (Ordinance No. 14-45); and any other ordinance, statute or law requiring
paid sick leave that is hereafter enacted. It is understood that the Guild and the
AMPTP shall memorialize any such waiver for any newly-enacted law by letter
agreement.
ARTICLE 71 - PAID PARENTAL LEAVE FUND
The parties shall agree to recommend to the Trustees of the Writers Guild-
Industry Health Fund to establish a Paid Parental Leave Fund to provide eligible
writers with a paid leave benefit for the purpose of bonding with a newborn
child, newly adopted child or newly placed foster child. The Paid Parental
Leave Fund shall be jointly administered by the Trustees of the Writers Guild-
Industry Health Fund and shall be funded through Company contributions of
one-half percent (0.5%) of writer’s gross compensation, as that term is defined
in, and subject to the same ceilings and exceptions provided for in, Article
17.B.1., effective May 2, 2020. No additional contributions shall be required of
any Company at any time to support the Fund. No funds from the Writers
Guild–Industry Health Fund or the Pension Plan shall be used to support the
Paid Parental Leave Fund.
Benefits from the Fund are to be provided no earlier than May 2, 2021. Benefits
shall be available for leaves taken within one year of the birth, adoption or
placement of the writer’s child. The benefit shall be available to any writer who
earns eligibility for health coverage through the Writers Guild-Industry Health
Fund or who has eligibility for health coverage through Extended Care Points,
under the criteria established by the Trustees of the Writers Guild-Industry
Health Fund. The paid benefit provided hereunder shall be coordinated with
any income replacement benefit to which the employee may be entitled under
local, state or federal law, subject to rules to be developed and adopted by the
Health Fund Trustees. Tax obligations shall be the responsibility of the recipient
of any benefit.
ARTICLE 71
PAID PARENTAL LEAVE FUND
401
ACCEPTED AND AGREED:
WRITERS GUILD OF AMERICA, WEST, INC.
on behalf of itself and its affiliate
WRITERS GUILD OF AMERICA, EAST, INC.
By: /s/ David J. Young
David J. Young
Executive Director, WGAW
The named respective signatory companies represented by the
ALLIANCE OF MOTION PICTURE AND TELEVISION PRODUCERS, INC.
By: /s/ Carol A. Lombardini
Carol A. Lombardini
President
402
THEATRICAL SCHEDULE A
THEATRICAL CREDITS
1. Credit shall be given on the screen for the screenplay authorship of
feature-length motion pictures and shall be worded "Screenplay by." The term
"screenplay" means the final script (as represented on the screen) with
individual scenes and full dialogue, together with such prior treatment, basic
adaptation, continuity, scenario and dialogue as shall be used in and represent
substantial contributions to the final script.
In the exceptional case in which a writer has contributed to the development of
the final screenplay but is not given screenplay credit hereunder, credit in the
form "Adaptation by" may be given, but such credit shall be subject to automatic
credit arbitration as provided in Paragraph 18 of this Schedule A. In the event
the credit arbitration determines such credit to be appropriate, "Adaptation by"
credit shall be given on the screen.
The credits specified in this Schedule A (such as "Screenplay by," "Story by,"
"Written by," etc.) shall not be varied or embellished in any manner whatsoever
without prior approval by the Guild.
In its distribution and licensing agreements with both theatrical exhibitors and
broadcasters, the Company will include a provision prohibiting the licensee from
eliminating or changing the writing credits as they appear on the positive prints
of the motion picture.
Subject to contractual commitments which may exist on May 2, 2020, a writer
who is entitled to credit on the screen and who has been paid, or is guaranteed
payment of less than $200,000.00 for his/her services or literary materials
relating to the particular motion picture shall have the right to have credit given
to him/her on the screen, advertising or otherwise, in a reasonable
pseudonymous name. The writer shall exercise this right within five (5) days
after the final determination of credits under this Schedule A. (None of the
writer's rights, including but not limited to compensation of any kind, shall be
affected by the use of said pseudonymous name.)
2. The term "story," as used throughout this Schedule A, means all writing
representing a contribution distinct from screenplay and consisting of basic
narrative, idea, theme or outline indicating character development and action.
The term "source material" means all material upon which the screenplay is
based other than story as hereinabove defined, including other material on
which the story is based. Credit shall be given on the screen for story
authorship of feature-length motion pictures to the extent and in the forms
provided in the following subparagraphs a. to e., inclusive.
THEATRICAL SCHEDULE A, PARAGRAPH 2
THEATRICAL CREDITS
403
a. When the screenplay is based upon a story and not upon source
material, screen credit for story authorship shall be given the screen
writer, and shall be worded, "Story by," if the story was written under
employment of the Company or is an unpublished and unexploited story
purchased from a professional writer.
b. Subject to contractual commitments of the Company which may exist on
March 1, 1977, when the screenplay is based upon source material
whose acquisition is not covered by this Basic Agreement, screen credit
for story authorship shall not be given in the form "Story by" but may be
given by the Company to the source material author and may be worded
"From a Story by" or "Based on a Story by" or other appropriate wording
indicating the form in which it is acquired.
c. When the screenplay is based upon both story and source material and
the story is substantially new or different from the source material, credit
for story authorship shall be worded "Screen Story by," which credit shall
be subject to automatic credit arbitration as provided in Paragraph 18 of
Schedule A. The Company shall not thereby be limited from giving credit
to the author of source material provided such credit shall indicate the
form in which it is acquired. The following examples are illustrative and
are not intended to cover all situations: "From a Play by," "From a Novel
by," "From a Saturday Evening Post Story by," "From a Series of Articles
by," "From an Unpublished Story by," "Based on a Story by," "Ernest
Hemingway's Old Man and the Sea," or other appropriate wording
indicating the form in which it is acquired.
"Based Upon a Screenplay by" is appropriate source material credit
when literary material is acquired or writers are employed under
circumstances in which the credit provisions of this Basic Agreement do
not apply, and under contracts whereby purchaser or employer agrees to
give writing credits, and if Company takes over the employment contract
or acquires the material written under such contract, and subsequently
employs, in relation to such material, a writer subject to this Basic
Agreement.
Notwithstanding anything in Article 1.A.12. or Article 1.B.1.b. and 1.C.1.b.
to the contrary, when a Company buys literary material and there is a
commitment for publication or exploitation of that material, Company may
agree to give appropriate source material credit permissible under this
subparagraph 2.c.
d. When the screenplay is based upon a sequel story written by an
employed writer, story credit for such sequel shall be given in the form
"Story by." The writer entitled to separation of rights in a theatrical
motion picture shall receive credit in the form "Based on Characters
THEATRICAL SCHEDULE A, PARAGRAPH 2
THEATRICAL CREDITS
404
Created by" on each theatrical sequel; for purpose of placement and size
on the screen, such credit shall be deemed a source material credit
under Paragraph 8 of this Theatrical Schedule A. When there are no
separated rights, the author of the source material upon which such
sequel is based may be given credit "Based Upon Characters Created
by" or other appropriate form of credit. The foregoing provisions of this
subparagraph d. shall not apply when there is a contrary contractual
commitment entered into prior to March 2, 1977.
In the case of a remake, credit to the writer(s) of a prior motion picture
upon which the remake is based (in whole or in part) may be in the form
of "Based Upon a Screenplay by...." The preceding sentence shall not
apply if it conflicts with contractual commitments entered into prior to
March 2, 1981, if said commitments were valid at the time the contractual
commitments were made.
e. The Company may engage any person to write any source material
(including, but not limited to, the source material referred to in
subparagraph c. above) as an independent contractor, and may
guarantee source material credit to such person as above provided.
Prior to a writer's acceptance of employment in connection with a
designated motion picture, or at the time of assignment of a then
employed writer to a designated motion picture, the Company shall notify
the writer in writing of any then existing contractual obligation to give
credit for source material in connection with such motion picture. The
same notice must be given to a writer if the agreement to give source
material credit is made while the writer is rendering his/her services.
Notice shall include the wording of the source material credit if known to
the Company. The Company shall not be thereby limited from making
subsequent contractual obligations to give source material credit, as
above provided, in connection with such photoplay. Neither the
existence of any form of credit obligation nor the giving of any such credit
information shall relieve a writer from his/her obligation to render services
and otherwise perform as provided in his/her employment agreement. A
Company which furnishes a writer hereunder with inaccurate or incorrect
credit information shall not be deemed to be in breach of this Basic
Agreement or its employment agreement with such writer, if the
Company at the time of giving such credit information believes in good
faith such information is correct.
The Company shall be deemed to be contractually obligated in any of the
cases above mentioned if the Company in good faith considers itself so
obligated.
THEATRICAL SCHEDULE A, PARAGRAPH 2
THEATRICAL CREDITS
405
Nothing herein contained shall limit the Company from using and
purchasing source material, from entering into agreements to give source
material credit therefor, as above provided, or from carrying out such
credit obligations as may be therein provided.
3. Screen credit on motion pictures on which one or more writers or teams has
written both the story and the screenplay shall be worded "Written by."
If a writer is entitled to "Written by" credit on a motion picture which he/she also
produces or directs, unless the writer objects nothing herein shall prevent
according credit on the screen and/or in paid advertising in the following forms:
"Written and Produced by ," or
"Written and Directed by ," or
"Written, Produced, and Directed by ."
4. Screen credit for screenplay will not be shared by more than two (2) writers,
except that in unusual cases, and solely as the result of arbitration, the names
of three (3) writers or the names of writers constituting two (2) writing teams
may be used. A writing team is two (2) writers who have been assigned at
about the same time to the same script, or three (3) writers when employed
pursuant to the provisions of Article 13.A.9., and who work together for
approximately the same length of time on the script. The intention and spirit of
the award of credits being to emphasize the prestige and importance of the
screenplay achievement, the one (1), two (2) or at most three (3) writers, or two
(2) teams, chiefly responsible for the completed work will be the only screen
writers to receive screenplay credit. Story credit will not be shared by more than
two (2) writers.
5. The limitation on the number of credits provided for in Paragraph 4 shall apply
to all feature-length motion pictures except episodic pictures (such as "Tales of
Manhattan" and "If I Had a Million") and revues. A revue is a feature-length
motion picture in which the story is subordinate to specialties, musical numbers
or sketches, and in connection with which star or featured billing is given to the
actors, singers, dancers, or musicians appearing in these separate specialties,
musical numbers or sketches.
6. Unless the story and/or screenplay writing is done entirely without any other
writer, no designation of tentative story or screenplay credit to a production
executive shall become final or effective unless approved by a credit arbitration
as herein provided, in accordance with the Guild rules for determination of such
credit.
THEATRICAL SCHEDULE A, PARAGRAPH 2
THEATRICAL CREDITS
406
7. When more than one writer has participated in the authorship of a motion
picture, then all participants will have the right to agree unanimously among
themselves as to which of them shall receive writing credits on the screen,
provided that: (a) the form of credit agreed upon is in accordance with the terms
of this Schedule A; (b) the agreement is reached in advance of arbitration; and
(c) the form of such credit is not suggested or directed by the Company. If such
unanimous agreement is communicated to the Company before a final
determination of credits hereunder, the Company will accept such designation
of credits, and such agreed credits shall become final hereunder. The
Company will confirm such agreed credits by sending notice thereof to all
participants and the Guild, in the manner hereinafter provided in Paragraphs 11
and 12 hereof.
In any case in which a foreign law or government regulation applicable to the
employment of a writer requires credit to be given, Company shall furnish the
Guild with a copy of such law or governmental regulation together with the
tentative notice of credit and the Guild agrees that credits determined shall
include the minimum credit necessary to comply with such legal requirements.
8. Writing credits as finally determined hereunder shall appear on the screen. If
the writing credits appear in the main titles, they shall appear on a title card
immediately preceding the card on which appears credit to the director of the
motion picture, provided such writing credits shall not be more than the second
personal credit prior to the beginning of the motion picture.
1
If there are no
personal names or portions of personal names whatsoever in the main titles,
except as part of the name of an entity, which name or portion of personal name
does not appear in any other capacity on the motion picture, then the writing
credits as finally determined hereunder may appear as the first credit in the end
titles or immediately following the card on which appears the credit to the
director and the writing credits may not appear in a position later than the
second credit in the end titles after the body of the motion picture.
Notwithstanding the foregoing, if the director is also the only person receiving
"Produced by" credit on the motion picture, the credit to the director may be
combined in the form "Produced and Directed by" or "Directed and Produced
by" on a single card.
2
Writing credit shall appear on a separate card, except
that when the sole credited writer of the screenplay is also the author of the
1
Changes in this Paragraph 8 of Theatrical Schedule A from the Writers Guild of America Theatrical and
Television Agreement - 1992 Extension Agreement are subject to contractual commitments with individual
producers existing on May 27, 1995. As to those theatrical motion pictures for which contractual
commitments exist prior to May 27, 1995, the provisions of the Writers Guild of America Theatrical and
Television Agreement - 1992 Extension Agreement shall apply.
2
See footnote 1 above.
THEATRICAL SCHEDULE A, PARAGRAPH 8
THEATRICAL CREDITS
407
source material, the source material credit may appear on the same card
immediately below the "Screenplay by" credit.
Source material credits (if they appear on the screen) and writing credits finally
determined hereunder shall, subject to the foregoing, appear only in the
following manner:
a. On one (1) title card on which there appear only writing and source
material credits.
b. On separate title cards on each of which there may appear any one (1) or
more of such credits, and no other credits.
c. On the main title card of the motion picture on which there may appear
any one (1) or more of such credits together with other credits.
Screen credit for the writer of the screenplay shall be accorded in the same
style and size of type as that used to accord screen credit to the individual
producer or director of the motion picture, whichever is larger.
Whenever source material credit appears on the same title card as the
"Screenplay by" credit as described above, the screenplay credit must be the
initial credit and must occupy not less than fifty percent (50%) of the credit card
in type at least as large in all respects as that accorded the source material
credit.
Whenever story credit, but no source material credit, appears on the same title
card as the screenplay credit, the story credit and screenplay credit shall be in
the same size type, the screenplay credit shall be the initial credit and shall
occupy the top fifty percent (50%) of the card, and the story credit shall occupy
the bottom fifty percent (50%) of the card, except that the requirements of this
sentence shall not apply when there is a contrary contractual commitment
entered into prior to March 2, 1977. The Company shall have the right to place
the source material credit on another card so long as such other card is not
inserted between the screenplay credit and the director's credit. The foregoing
provisions of this subparagraph and the preceding subparagraph shall not be
applicable to contract commitments entered into prior to December 13, 1963
which contain terms contrary thereto.
With regard to on-screen credits, the words "Written by," "Screenplay by,"
"Story by," "Adaptation by" or "Screen Story by" shall be at least one-half of the
size of type used for the name(s) of the writer(s).
THEATRICAL SCHEDULE A, PARAGRAPH 8
THEATRICAL CREDITS
408
The Company shall submit to the WGA for review proposed on-screen credits
(main and end titles) before prints are prepared. If, within five (5) days after
such submission, the Guild protests in writing to the Company that such credits
do not conform to the provisions of Theatrical Schedule A, then the Guild may,
within twenty-four (24) hours after making such protest, submit the dispute to
arbitration in accordance with the provisions of Paragraph 26 of Theatrical
Schedule A. The arbitrator shall make his/her decision and deliver it to the
respective offices of the Guild and the Company within twenty-four (24) hours
after the dispute has been submitted to him/her. In the event of an emergency
and upon the Company’s request, the Guild agrees to cooperate as fully as
possible to review the main and end titles within twenty-four (24) hours.
In the event that the Company fails to submit its proposed on-screen credits to
the Guild, the remedy for a third failure to do so shall be a payment of $500 to
the credited writer(s) of the picture for which credits were not submitted; for a
fourth failure, a payment of $1,000 to the credited writer(s) of the picture, and
for each subsequent failure, a payment of $2,000 to the credited writer(s).
Notwithstanding the foregoing, if the Company fails to submit proposed on-
screen credits and the on-screen credits violate the provisions of Theatrical
Schedule A, the Guild may seek applicable remedies pursuant to Articles 10, 11
and 12.
9. A writer who has participated in the writing of a screenplay, or a writer who has
been employed by the Company on the story and/or screenplay, or who has
sold or licensed literary material subject to this Basic Agreement, shall, for the
purpose of this Basic Agreement, be considered a participant. As a participant,
the writer shall be entitled to participate in the procedure for determination of
screen credits. In addition, in the case of a remake, any writer who has
received credit under this Agreement or a predecessor agreement to this
Agreement for story or screenplay or teleplay in connection with a prior version
of the motion picture previously produced for theatrical release, for free
television or basic cable exhibition or for pay television or the
videocassette/videodisc market shall also be considered a participant. The
preceding sentence shall not apply if it conflicts with contractual commitments
entered into prior to March 2, 1981.
10. Prior to the final determination of screen credits, as provided herein, the work of
participants not receiving screen credit may be publicized by the Company.
After such a determination of screen credits, only persons receiving screen
credits or source material credit may be so publicized.
11. Before the writing credits for a motion picture are finally determined and as soon
as practicable following completion of principal photography of such motion
picture, the Company will send to each participant, or to the current agent of a
THEATRICAL SCHEDULE A, PARAGRAPH 11
THEATRICAL CREDITS
409
participant if that participant so elects, and to the Guild concurrently a written
notice which will state the Company's choice of credit on a tentative basis,
together with the names of all participants, their addresses last known to the
Company, and if a participant is then also a director or producer of the motion
picture, the notice will so indicate. A copy of the final shooting script (or if such
script is not available, the latest revised script available) will be sent with the
notice of tentative credits to each of the participating writers, or to the current
agent of a participant if that participant so elects. When the Company deems
its record of participants incomplete, it may comply with the foregoing by giving
notice to each writer whose name and address is furnished by the Guild within
five (5) days after the Company's request for such information, in addition to
giving notice to each participant shown on its own records.
If there is confusion as to the identity of a participating writer listed on the
Company's notice of tentative credits because two (2) or more writers have the
same first and last name, then Company shall, upon request of the Guild,
furnish to the Guild such writer's Social Security number, if known to the
Company, or the employer identification number of such writer's loan-out
company.
The Company shall on such notice of tentative credits, for the information of the
Guild and participants, state the form of any source material credit which
Company intends to use in connection with the motion picture. Such credits
shall not be subject to the provisions for protest and arbitration as hereinafter
provided, but the Guild shall have the right to object to the form of such a credit.
Notice of tentative credits shall be in the following form, which form has been
approved by the Guild:
THEATRICAL SCHEDULE A, PARAGRAPH 11
THEATRICAL CREDITS
410
NOTICE OF TENTATIVE WRITING CREDITS - THEATRICAL
To: Writers Guild of America, West, Inc., 7000 West Third Street, Los
Angeles, California 90048, or to Writers Guild of America, East, Inc., 250
Hudson Street, New York, New York 10013
AND
All Participating Writer(s) (or to the current agent, if a participant so elects)
NAME(S) OF PARTICIPATING WRITER(S) ADDRESS(ES)
_______________________________ _______________________________
_______________________________ _______________________________
_______________________________ _______________________________
TITLE OF MOTION PICTURE:
EXECUTIVE PRODUCER: ______________________________________________
DIRECTOR:__________________________________________________________
OTHER PRODUCTION EXECUTIVE(S), AND THEIR TITLE(S), IF PARTICIPATING
WRITER(S): _________________________________________________________
Writing credits on this production are tentatively determined as follows:
ON SCREEN: ________________________________________________________
ON SCREEN, SOURCE MATERIAL CREDIT, IF ANY:
____________________________________________________________________
ON SCREEN AND/OR IN ADVERTISING, presentation and production credit, IF ANY:
____________________________________________________________________
SOURCE MATERIAL upon which the motion picture is based, IF ANY:
____________________________________________________________________
THEATRICAL SCHEDULE A, PARAGRAPH 11
THEATRICAL CREDITS
NOTICE OF TENTATIVE WRITING CREDITS
411
The final shooting script is being sent to all participating writers with the notice of
tentative writing credits.
The above tentative writing credits will become final unless a protest is
communicated to the undersigned not later than 6:00 p.m. on ____________.
(date)
___________________________ By: ______________________________
(Company)
Name:____________________________________________
Address:__________________________________________
Date:______________________ Telephone No.:______________________
At the Company's request, the Guild may, but shall not be obligated to, make a
determination of screen credits and shall so notify the participants. When a
Guild determination is so made, it shall be considered a final determination.
At the request of the Guild made to the Company on commencement of
principal photography of such motion picture, the Company shall furnish the
Guild with a list of all persons who, to the best of the Company's knowledge, are
or were participants (see Paragraph 9 above) with respect to such motion
picture. If, thereafter, any other writer is engaged by Company to render writing
services on or in connection with such motion picture during principal
photography, the Company will promptly notify the Guild of that fact. If the
motion picture involved is a remake of an earlier motion picture produced by
Company, the list of writers to be supplied by the Company pursuant to this
paragraph shall include the name of any writer employed by the Company to
render writing services with respect to the most recent prior production by
Company of such earlier motion picture and who received screen credit for such
writing services.
A casual or inadvertent failure by the Company to forward the notices, list,
names or other information to the Guild or persons specified at the times or
places designated pursuant to this Paragraph 11 shall not be deemed to be a
breach of this Basic Agreement.
12. The notice specified in Paragraph 11 hereof will be sent by email, messenger,
certified mail or a trackable service such as FedEx, UPS or DHL to the Guild
and to all participating writers. In the case of a remake, the Company shall not
be under any obligation to send any notice to any writer contributing to the
THEATRICAL SCHEDULE A, PARAGRAPH 11
THEATRICAL CREDITS
NOTICE OF TENTATIVE WRITING CREDITS
412
screenplay or story of the original production unless such writer received screen
credit in connection with such original production.
Notices may be sent by certified mail, return receipt requested; by a trackable
service such as FedEx, UPS or DHL; or by personal delivery as above provided.
Failure of the addressee to sign or return the receipt on a notice sent via
certified mail shall not invalidate the notice.
Notices may be sent to a participating writer by email only if the writer’s
representative is also given email notice and the writer’s personal services
contract (or an amendment thereto) contains all of the following: (1) the writer’s
express agreement to receive notices by email; (2) the writer’s email address;
and (3) the email address of at least one of the writer’s representatives. The
email address of the writer’s representative must be an individual address, not a
general company mailbox, and must appear on the face of the notice.
Company shall retain the record of the email transmission, reflecting the date
and time that the notice was sent to the writer and the writer’s representative,
for one (1) year following the final determination of credits.
13. The Company will keep the final determination of screen credits open until a
time specified in the notice by the Company, but such time will not be earlier
than 6:00 p.m. of the tenth business day following the next day after the
dispatch of the notice above specified; provided, however, that if, in the good
faith judgment of the Company, there is an emergency requiring earlier
determination and the Company so states in its notice, such time may be no
earlier than 6:00 p.m. of the fifth business day following the next day after the
dispatch of the notice above specified. In the event of an emergency and on
Company's request, the Guild may reduce such "fifth business day" period. The
Guild agrees to cooperate as fully as possible in considering such requests.
If, within the time specified, a written protest of the tentative credits has not
been delivered to the Company from any participant or from the Guild, the
tentative credits shall become final. Every protest, including that of the Guild,
shall state the grounds or basis therefor in the notice thereof. The Guild agrees
not to use its right of protest indiscriminately.
14. Notwithstanding the foregoing, if an arbitration has been conducted pursuant to
the Basic Agreement to determine preliminary separation of rights, and if no
additional writing is done thereafter, then the credits determined in the
preliminary separation of rights arbitration shall become the final writing credits
without the need for an additional credits arbitration. The Company
nonetheless is required to submit a notice of tentative writing credits
concurrently to the Guild, to each participating writer or to the current agent of
each participating writer pursuant to Paragraph 11 of this Schedule A.
THEATRICAL SCHEDULE A, PARAGRAPH 14
THEATRICAL CREDITS
413
15. Upon receipt of a protest, the Company shall notify the participants and the
Guild informing them of the name of the protesting party and the new time set
for final determination.
16. If a unanimous designation of credits as provided for in Paragraph 7 hereof or a
request for arbitration as hereinafter provided is not communicated to the
Company within the time limit set for the final determination of credits, the
Company may make the tentative credits final.
17. Any notice specified in the foregoing paragraphs shall, unless a specified form
of service thereof is otherwise provided for herein, be sent by the Company by
mailing or delivering the same to the last known address of the writer or may be
delivered to the writer personally. If the notices are mailed, registered or
certified mail shall be used with return receipt requested; the failure of the
addressee to sign or return the receipt shall not invalidate the notice.
18. Unless a unanimous agreement has been reached in accordance with
Paragraph 7 hereof, any participant or the Guild may, within the period provided
for in Paragraph 13 hereof, file with the Company at its studio and the Guild at
its Los Angeles or New York office a written request for arbitration of credits. In
any case in which automatic credit arbitration is required under this Schedule A,
the Guild will be deemed to have made a written request for arbitration of credits
at the time the Company submits the notice of tentative credits and, in such
case, Company will immediately make available to the Guild the material as
provided for under this subparagraph.
The Guild, through its arbitration committee, shall make and advise the
Company of its decision within the limitations of this Schedule A. Said decision
shall be made and advised within twenty-one (21) business days of the
request(s) for arbitration referred to in the immediately preceding paragraph. If,
in the good faith judgment of the Company, there is an emergency requiring an
earlier decision and the Company so notifies the Guild, said decision shall be
made and advised within ten (10) business days of the request(s) referred to in
the immediately preceding paragraph. If the arbitration committee does not
render a decision within said period, as the same may have been extended by
the Company, the Company may make the tentative credits final, provided the
terms and provisions of this Paragraph 18 have been fully complied with by the
Company.
In the event of an emergency and upon the Company's request that the time for
arbitration be shortened, the Guild agrees to cooperate as fully as possible. If
the material is voluminous or complex, or if other circumstances beyond the
control of the Guild necessitate a longer period in order to render a fair decision,
and the Guild requests an extension of time for arbitration, the Company agrees
THEATRICAL SCHEDULE A, PARAGRAPH 15
THEATRICAL CREDITS
414
to cooperate as fully as possible. The Company will not unreasonably deny the
Guild's request for an extension of time. Agreement for extensions of time shall
be in writing and shall specify the new date by which the Company will be
advised of the arbitration decision.
Prior to the rendition of the decision, a special committee of writers may make
such investigations and conduct such hearings as may seem advisable to it.
Immediately upon receipt of a request for arbitration, the Company shall make
available to the Guild three (3) copies of the script, and three (3) copies of all
available material written by the participants and three (3) copies of all available
source material. In addition, the Company shall cooperate with the arbitration
committee to arrive at a just determination by furnishing all available information
relative to the arbitration. Upon request of the arbitration committee, the
Company shall provide the committee with a copy of the cutting continuity if it is
available at the time of arbitration. If no final shooting script is available,
Company will provide the Guild with a videocassette or print of the motion
picture.
The decision of the Guild arbitration committee, and any Policy Review Board
established by the Guild in connection therewith, with respect to writing credits,
insofar as it is rendered within the limitations of this Schedule A, shall be final,
and the Company will accept and follow the designation of screen credits
contained in such decision and all writers shall be bound thereby.
19. The decision of the Guild arbitration committee may be published in such media
as the Guild may determine. No writer or Company shall be entitled to collect
damages or shall be entitled to injunctive relief as a result of any decision of the
committee with regard to credits. In signing any contract incorporating by
reference or otherwise all or part of this Basic Agreement, any writer or
Company specifically waives all rights or claims against the Guild and/or its
arbiters or any of them under the laws of libel or slander or otherwise with
regard to proceedings before the Guild arbitration committee and any full and
fair publication of the findings and/or decisions of such committee. The Guild
and any writer signing any contract incorporating by reference or otherwise or
referring to this Schedule A, and any writer consenting to the procedure set forth
in this Schedule A, shall not have any rights or claims of any nature against any
Company growing out of or concerning any action of the Guild or its arbiters or
any of them, or any determination of credits in the manner provided in this
Schedule A, and all such rights or claims are hereby specifically waived.
20. In the event that, after the screen credits are determined as hereinabove
provided, material changes are made in the literary material, either the
Company or a participant and the Guild jointly may reopen the credit
determination by making a claim to the Guild or Company, as the case may be,
THEATRICAL SCHEDULE A, PARAGRAPH 20
THEATRICAL CREDITS
415
within forty-eight (48) hours after completion of the writing work claimed to justify
the revision of credits. The procedure for determining revised credits in such
cases will be the same as that provided for the original determination of credits.
The Company agrees to make revisions in advertising material previously
forwarded to the processor or publisher to reflect such redetermined credits,
provided that: (a) such revisions can physically and mechanically be made prior
to the closing date of such processor or publisher and at reasonable expense;
and (b) the processor or publisher has not yet commenced work on that part of
the material which the change would affect.
21. No writer shall claim credit for any participation in the screen authorship of any
motion picture for which the credits are to be determined by the procedure
herein provided prior to the time when such credits have in fact actually been so
determined, and no writer shall claim credits contrary to such determination.
22. a. In any publicity issued or released prior to the final determination of
credits as herein provided, the Company may include such screenplay or
screenplay and story credits as the Company may in good faith believe to
be a fair and truthful statement of authorship. After such final
determination of credits, the Company shall not issue or release any
publicity which shall state screenplay or screenplay and story authorship
contrary to such determination. No casual or inadvertent breach of the
foregoing shall be deemed to constitute a breach by the Company.
b. Writing credit, but not necessarily in the form specified in this Schedule
A, shall be included in publicity releases issued by the Company relating
to the picture when the producer and the director are mentioned, whether
in the form of a "production" or "presentation" credit or otherwise, except
when such release is restricted to information about such individual or
individuals. The writing credit shall also be included in all other publicity
and promotional matter, including screening invitations issued by the
Company, when the credit of the producer or director is included,
whether in the form of a "production" or "presentation" credit or
otherwise. Prior to a final determination of credits, the Company shall
include those credits which it in good faith believes to be a fair and
truthful statement of authorship.
In addition to the requirements of subparagraphs a. and b. above, and in
recognition of the writer’s essential contribution to the creative process,
the Company will include the identity, background and filmography of the
credited writer(s) in standard print and electronic press kits for the
picture, if such information about the director is also included. Each
participating writer shall supply a copy of his/her filmography to the
THEATRICAL SCHEDULE A, PARAGRAPH 20
THEATRICAL CREDITS
416
Company’s advertising/publicity department at the time of final
submission of his/her literary material to the Company. It is understood
that the Company may edit the writer’s filmography for use in such press
kits.
Unless notified otherwise by the Company, each credited writer will be
interviewed for the purpose of including material about the credited
writer(s) in the standard electronic and print press kits for the motion
picture or on DVDs or laserdiscs containing the motion picture, if the
Company interviews the director for the same purpose. The Company
shall not be required to provide transportation or accommodations for
interview sessions for such writers. (If interviews are conducted prior to
the final determination of writing credits, the writer(s) whom the Company
in good faith believes will be entitled to writing credit will be interviewed.)
However, the decision to include or exclude all or any part of the
interview material, and the form of the material to be included, shall rest
solely within the discretion of the Company, except that the Company will
not include interview material with uncredited writers in press kits issued
after a final determination of credits, if practicable, and the Company will
not include interview material with uncredited writers on DVDs or
laserdiscs.
The second and third unnumbered paragraphs of this subparagraph are
subject to the Article 48.E. “Hot Line Dispute Resolution” mechanism, but
are not subject to grievance or arbitration.
c. If the Company has submitted the Notice of Tentative Writing Credits to
the Guild within ten (10) business days after completion of principal
photography, and if there is a good faith emergency which requires the
Company to print the cover or sleeve of a sound track album, cassette or
compact disc prior to the final determination of writing credits, then
Company may include thereon the name of the writer whom the
Company in good faith believes to be the writer of the motion picture.
After the final determination of credits, the Company shall not print any
such covers or sleeves which do not comply with subparagraph p. of this
Paragraph 22.
d. If the Company has submitted the Notice of Tentative Writing Credits to
the Guild within ten (10) business days after completion of principal
photography, and if there is a good faith emergency which requires the
Company to print the cover, jacket or title page of any novel prior to the
final determination of writing credits, then Company may include thereon
such writing credit(s) as the Company may in good faith believe to be a
fair and truthful statement of authorship, rather than the credits as finally
THEATRICAL SCHEDULE A, PARAGRAPH 22.d.
THEATRICAL CREDITS
417
determined. After the final determination of credits, the Company shall
not print any such covers, jackets or title pages which do not comply with
subparagraph m. of this Paragraph 22.
e. Screenplay or screenplay and story credit in accordance with the final
determination of such credit will be given on any paid advertising issued
anywhere in the world, provided such advertising is prepared by the
Company in the continental United States and is controlled by the
Company when such advertisement is used; it being understood that in
such advertising prepared prior to final determination of screenplay and
story credits, the Company shall include such screenplay or screenplay
and story credit as the Company may in good faith believe to be a fair
and truthful statement of authorship. After final determination of credits,
the Company shall not prepare for issuance any advertising which shall
state screenplay or screenplay and story authorship contrary to such final
determination.
f. When there is only a single writer on a project and if a paid
advertisement is issued in which that writer would have received credit
hereunder had there been a final determination of credit at that time, then
such writer shall be given credit in such advertisement in accordance with
the credit requirements of this Schedule A.
g. In forms of advertising covered hereunder, the names of the individual
writers accorded screenplay or screenplay and story credit for the motion
picture will appear in the same size and style of type as that in which the
name of either the individual producer or the director of the motion
picture shall appear in such advertising, whichever is larger. Provided,
however, that:
(1) If three (3) or more writers share screenplay credit, then the Company
shall not be required to use, for the advertising credit to which such
three (3) or more writers are entitled, an area in excess of the
minimum area that would be occupied by the names of the first two
(2) of such writers, if only such first two (2) writers were entitled to
share screenplay credit; it being understood that for such purpose,
the Company may diminish height of the type in which the names of
the three (3) or more writers appear in addition to narrowing from side
to side the names of such three (3) or more writers; it being further
understood that for the purpose of determining which of the writers
are the first two (2), the order in which such writers appear in the
notification of the Guild's determination reached in its credit arbitration
proceedings shall control; and
THEATRICAL SCHEDULE A, PARAGRAPH 22.d.
THEATRICAL CREDITS
418
(2) When a writer entitled to screenplay credit is also entitled to credit as
the director and/or producer of the motion picture, then the name of
such writer need only be mentioned once in such advertising,
provided, however, that he/she receives credit as a writer; provided
further, that the order of credit as between writer, producer and
director shall be the same as the order with respect to which such
credits are given on the screen; and
(3) In giving such credit on twenty-four (24) sheets, the names of the
individual writers shall in no event appear in type less than three and
one-half (3½) inches in height, or if the screenplay or story credit is
shared by more than two (2), in type less than two and one-half (2½)
inches in height; and
(4) In giving such credit in forms of advertising covered hereunder, other
than on twenty-four (24) sheets, the names of the individual writers
shall in no event appear in type of a height less than fifteen percent
(15%) of the height of type used for the title of the motion picture, or if
there are two (2) titles of the motion picture, the larger title. The
Company may seek a waiver of the double billing provision, in
particular cases such as the "Beau Geste" ads and the Guild will not
unreasonably withhold such waivers.
(5) Writing credits shall be given as provided herein in advertising which
features a quotation(s) from a review(s) of the motion picture if the
name of an individual producer or director appears in any of the
quotations; provided, however, if the name of individual producer or
director in the quotation(s) shall be in the same size and style of type
as the remainder of the quotation(s), then the writing credit need not
conform in size or style of type to the name in the quotation, but shall
otherwise conform in size and style of type as provided in this
Paragraph 22.
h. In all cases, the location of the credit accorded to any writer under this
Paragraph 22 shall be discretionary with the Company.
i. When the title of the motion picture is in letters of varying sizes, the
percentage above referred to shall be based on not less than the
average size of all the letters in such title.
j. The foregoing obligation to accord credit in paid advertising shall be
limited to story, screenplay, or screen story, adaptation and written by
credits and shall not apply:
THEATRICAL SCHEDULE A, PARAGRAPH 22.j.
THEATRICAL CREDITS
419
(1) To so-called "teaser" advertising, except that if a "Produced by" or
"Directed by" credit is included, the writing credit shall also be
included.
(2) To advertisements less than four (4) column inches in size, but if such
advertising contains a "Produced by" or "Directed by" credit, the
writing credit shall also be included.
(3) To radio or the audio portion of television advertising.
(4) When credit is given neither to the individual producer nor director of
the motion picture.
(5) To special advertising relating only to the source material on which
the picture is based, or author thereof, any member or members of
the cast, the director, individual producer, or other personnel
concerned in its production, or similar matters.
k. In any case in which there would be an obligation to accord an
advertising credit to a writer if credit were given to the producer or the
director, such obligation shall also exist if credit is given to the executive
producer as an individual.
l. Advertising shall be deemed to have been prepared hereunder when the
Company has forwarded the finished copy therefor to the processor or
publisher. The Company agrees, however, to revise advertising
prepared prior to the final determination of credits so as to show the
screenplay or screenplay and story credit as finally determined, if such
revision can physically and mechanically be made prior to the closing
date of such processor or publisher and at reasonable expense, and
provided the processor or publisher has not yet commenced work on that
part of the material which the change would affect.
m. The Company shall require that all writing credits as they appear on the
screen appear in any published version of the whole or substantial part of
a picture script, and in any novel based on the screenplay, provided that
with respect to any novel based on such screenplay the credit shall
indicate that such novel is based on such screenplay. Such writing credit
shall appear on the title page in the same size and style of type used for
the writer of the novel. If the name of the writer of the novel appears on
the cover, the "Screenplay by" or "Written by" credit shall also appear on
the cover in the same size and style of type as the writer of the novel;
provided, however, that the writing credit need not so appear if the writer
of the screenplay is the writer of the novel. The contract with the
THEATRICAL SCHEDULE A, PARAGRAPH 22.j.
THEATRICAL CREDITS
420
publisher shall provide that this provision is for the express benefit of the
writer and the Guild, and that the publisher will comply with such
requirements. But the failure of a publisher to comply with any of such
requirements shall not constitute a breach by the Company.
n. In connection with the radio or television broadcast of a half-hour or more
in length, the whole or nearly the whole of the entertainment portion of
which consists of the adaptation of a screenplay or substantial part
thereof, the screenplay or screenplay and story credit as it appears on
the screen shall be given either orally or visually.
o. When the major writing contribution to a motion picture is in the form of
narration, credit for such narration shall be given and worded in the
following form: "Narration Written by." When a narration credit is given
in lieu of a screenplay credit on any motion picture, then such narration
credit shall be subject to all of the rights and limitations as are provided in
this Paragraph 22 with respect to screenplay credit.
p. If, hereafter, the Company distributes or licenses the distribution of a
souvenir program or theatrical program of a motion picture hereunder, or
a phonograph record or phonograph album made from the sound track of
a motion picture hereunder, and the individual producer or director of
such picture is named in his/her capacity as such in such program or on
the liner, cover or jacket of such album or records, then the writer shall
also be named. The size of such credit as specified under this Schedule
A shall be related to the size of the title as it is used in the listing of credit
for such picture on such program, liner, cover or jacket. If Company
includes the director or individual producer credits in any catalogue or
sales brochure it issues to the public, the applicable writer's credit will
also be included.
q. If, in giving credits with relation to a product, the Company gives a
"Produced by" and also a "Directed by" credit, then Company shall
require the writers' credits to be given in accordance with the provisions
of this Schedule A. The failure of a third party to comply with such
requirement shall not constitute a breach by Company.
r. When the Company supplies written handouts to reviewers and critics, it
will list writing credits, if they have theretofore been determined.
s. No casual or inadvertent breach of any of the foregoing shall be deemed
to constitute a default or a breach by the Company of this Basic
Agreement.
THEATRICAL SCHEDULE A, PARAGRAPH 22.s.
THEATRICAL CREDITS
421
t. The Guild agrees to discuss with the Companies its policy regarding
issuance of waivers for the inclusion of names of corporate employers in
paid advertisements.
u. If the domestic version of the laserdisc or DVD containing the motion
picture, or the Internet web page dedicated to the motion picture,
contains a filmography of the director, it will also contain a filmography of
the credited writer(s). Each participating writer shall supply a copy of
his/her filmography to the Company’s advertising/publicity department at
the time of final submission of his/her literary material to the Company. It
is understood that the Company may edit the writer’s filmography for
inclusion on the laserdisc, DVD or Internet web page.
The provisions of this subparagraph u. are subject to the Article 48.E.
“Hot Line Dispute Resolution” mechanism, but are not subject to
grievance or arbitration.
23. In connection with "sneak" previews before the first general release of a motion
picture in the United States, the Company shall give such screenplay or
screenplay and story credits as the Company may in good faith believe to be a
fair and truthful statement of authorship, but it shall be the obligation of the
Company in good faith to have such credit determined prior to such sneak
previews; and there shall be no other preview or theatrical showings of any kind,
except sneak previews, until correct writing credit has been determined as
herein provided and included in the main title.
24. The provisions of this Schedule A shall govern the determination of writing
credits for shorts (as defined in the Basic Agreement) based upon written
scripts, except that:
a. Such writing credits shall appear in forms selected by the Company. In
this connection, the Company agrees to use forms of credit which
represent a fair and truthful statement of authorship.
b. The location of screen credit shall be discretionary with the Company and
such credit may appear on a card with other credits.
c. The right of protest shall be limited to participants. Protests shall be
directed only to improper or untruthful statements of the facts of
authorship, rather than to the form in which such authorship is stated.
d. If a written protest of the tentative credits is received by the Company
from a participant within the time specified in Paragraph 13 hereof, the
Company will withhold the final determination of credits until a time to be
THEATRICAL SCHEDULE A, PARAGRAPH 22.t.
THEATRICAL CREDITS
422
specified by the Company which time will not be earlier than forty-eight
(48) hours, exclusive of Sundays and holidays, after the scripts are
delivered to the Guild office in Los Angeles, or forty-eight (48) hours after
the Guild is notified that the scripts are available at the Company's studio,
whichever is earlier. In the event of an emergency and on the
Company's request, the Guild may grant a reduction of such forty-eight
(48) hour period. The Guild agrees to cooperate as fully as possible in
considering such requests.
e. The period of time specified in Paragraph 18 shall be three (3) business
days in place of twenty-one (21) business days, and the arbitration
decision shall not affect the form of the writing credit.
f. The provisions of Paragraph 22 requiring the giving of advertising credit
shall not apply to shorts, but if such writing credits are advertised, they
shall be a fair and truthful statement of authorship.
25. In connection with the sale, assignment or licensing of any literary material or
rights therein, which material is subject to the credit provisions of this Schedule,
Company shall obtain an acknowledgment in writing that the purchaser,
assignee or licensee, as the case may be, will abide by all of the obligations
incurred to writers by Company under the terms and provisions of this Schedule
A. Upon the execution of such an acknowledgment, Company shall be
considered to have fully complied hereunder and thereupon shall be relieved of
all obligations under this Schedule A, with respect to such material or rights
therein, as the case may be.
26. a. (1) Company will submit to the office of the Guild, 7000 West Third
Street, Los Angeles, California 90048, attention of its Executive
Director, a copy of the initial and subsequent campaign advertising
material, and any changes in that material made either for the initial
release or for a reissue, prior to the issuance or distribution of such
advertising material. If at the time of such submission, the Company
has the copy of the souvenir program, theatrical program, liner, cover
or jacket referred to in Paragraph 22 above or the copy of the title and
cover page of the novelization referred to in Paragraph 22 above, the
Company will also furnish such copy to the Guild at such time. If the
exigencies of time so require, Company may comply with the above
by submitting such advertising material to the office of Writers Guild
of America, East, Inc., 250 Hudson Street, New York, New York
10013, attention of its Executive Director. If, within twenty-four (24)
hours after such submission in Los Angeles, or if within thirty-six (36)
hours after such submission in New York, the Guild protests by
telegram, delivered (collect if desired) to the Company, that such
advertising material does not conform to the provisions of this
Schedule A, Paragraph 22 above, then the Guild may, within
THEATRICAL SCHEDULE A, PARAGRAPH 26.a.
THEATRICAL CREDITS
423
twenty-four (24) hours after making such protest, submit the dispute
to arbitration under this Paragraph 26. The arbitrator shall make
his/her decision and deliver it to the respective offices of the
Company and Guild within twenty-four (24) hours after such
submission to arbitration.
(2) Notwithstanding anything in this Paragraph 26 to the contrary, if
exigencies of time exist such that it is not possible to include, in a
timely fashion, any quotation(s) from a review(s) of the motion picture
in the advertising material submitted to the Guild, then the Company
need not include such quotation(s) in its submission to the Guild, but
shall indicate where the quotation(s) shall appear in the advertising.
When the quotation(s) is available, the Company shall resubmit to the
Guild the advertising material, including the quotation(s) used. In the
event that the Company inadvertently fails to resubmit such
advertising material to the Guild, but such advertising material
otherwise comports with the requirements of Theatrical Schedule A,
then the Company shall not be deemed to have violated the
Agreement by reason of such inadvertent failure to resubmit the
advertising material.
(3) The arbitrator shall be selected in accordance with the following
procedure. Within twenty-four (24) hours following the Company's
receipt of the arbitration claim, the parties shall select a disinterested
arbitrator either by mutual agreement or, failing such mutual
agreement, by use of the following "strike process:"
(a) The arbitrators listed in this subparagraph 26.a. shall constitute
the list of arbitrators.
(b) On a Company-by-Company basis, the Guild and the Company
shall alternate on a case-by-case basis in first striking a name
from the list of arbitrators. Thereafter, the other party shall
"strike" a name from the list. The parties shall continue to
alternate in striking names from the list until one arbitrator's
name remains.
(c) The arbitrator whose name remains (after the strike process is
completed) shall be the arbitrator.
(d) In the event that one of the parties fails to participate in the strike
process, or fails to strike in order and/or timely, the other party
may thereupon select the arbitrator to hear the matter.
(e) If more than one Company is a party, then the Company which is
the real party in interest shall participate in the strike process with
THEATRICAL SCHEDULE A, PARAGRAPH 26.a.
THEATRICAL CREDITS
424
the Guild. In the event that such Companies cannot agree on
which of them is the real party in interest, then such Companies
shall determine by lot which Company shall participate in the
strike process with the Guild.
The initial panel of arbitrators is:
LOS ANGELES
Sara Adler Joel Grossman
Norman Brand Fredric R. Horowitz
Mark Burstein Najeeb Khoury
Douglas Collins Fred Kuperberg
Paul E. Crost Kenneth Perea
Greg David Derin Sol Rosenthal
Dixon Dern Robert Steinberg
Edna Francis Gail Migdal Title
William Gould IV
NEW YORK
Noel Berman Susan MacKenzie
Daniel Brent Joan Parker
Howard Edelman Janet Spencer
Melinda G. Gordon Carol Wittenberg
Joshua Javits
Additional names may be added from time to time during the term of
the contract by mutual agreement of the parties.
(4) The situs of arbitration proceedings shall be Los Angeles, California,
unless the parties mutually agree to New York, New York or some
other situs.
If the parties agree to New York, New York, the arbitrator shall be
selected from the New York list of arbitrators set forth in this
subparagraph 26.a. The cost of such arbitration shall be borne
equally by the Company and the Guild.
THEATRICAL SCHEDULE A, PARAGRAPH 26.a.
THEATRICAL CREDITS
425
(5) If the arbitrator decides that the Guild's protest is valid, he/she must
designate in what respect such advertising material does not conform
to the provisions of this Schedule A, Paragraph 22 above. This shall
be the limit of the arbitrator's authority. The decision of the arbitrator
shall be binding upon the Company, the Guild, and the writer or
writers involved. Company shall not issue any such advertising
material which would violate such decision.
(6) It is hereby agreed that if the arbitrator in any arbitration under the
provisions of this Paragraph 26 does not make his/her decision and
deliver it to the respective offices of the Company and Guild within
twenty-four (24) hours after the dispute has been submitted to him/her
under this Paragraph 26, then, at any time thereafter prior to the
making and delivering of such decision, either the Guild or the
Company may elect to remove the dispute from such arbitrator and
resubmit it to the next arbitrator in rotation. If so resubmitted, such
next arbitrator in rotation shall make his/her decision and deliver it to
the respective offices of the Company and Guild within twenty-four
(24) hours after such resubmission. The aforesaid election and
resubmission shall be exercised and effected by written notice by the
Guild or the Company, as the case may be, to the other party. If the
first arbitrator shall make and deliver his/her decision after the
expiration of twenty-four (24) hours after the dispute has been
submitted to him/her and prior to the resubmission of the dispute to
the next arbitrator in rotation as aforesaid, such decision shall have
the same effect as though it had been made and delivered by the first
arbitrator within twenty-four (24) hours after the original submission of
the dispute to him/her.
(7) If the Guild fails to submit its protest in the manner and within the time
period specified above, or if the Guild fails to submit the dispute to
arbitration in the manner and within the time period specified above,
then, in either of such events, the Guild shall be conclusively deemed
to have approved such advertising material and such approval shall
be binding upon the Guild and the writer or writers involved. The
Company shall not issue or distribute any advertising material prior to
the expiration of the period within which the Guild may protest nor in
the event of a protest by Guild (submitted in the manner and within
the time period specified above) prior to the expiration of (a)
seventy-two (72) hours after such advertising material has first been
submitted as aforesaid by Company to the Guild in Los Angeles, or
(b) eighty-four (84) hours after such advertising material has first been
submitted as aforesaid by Company to the Guild in New York, as the
case may be.
THEATRICAL SCHEDULE A, PARAGRAPH 26.a.
THEATRICAL CREDITS
426
In determining any twenty-four (24) or thirty-six (36) hour period
referred to above in this subparagraph 26.a., there shall be excluded
Saturdays, Sundays and the six (6) holidays recognized in the motion
picture industry, to wit: New Year's Day, Memorial Day, Fourth of
July, Labor Day, Thanksgiving and Christmas.
Time is of the essence as to all of the provisions of this Paragraph 26.
b. Company will forward, whenever practical, by air mail, to the Guild, to the
attention of its Executive Director, a copy of each of its press books
immediately upon its publication and before its general distribution. The
present address of the Guild is 7000 West Third Street, Los Angeles,
California 90048.
Such press books shall conform to the provisions of this Schedule A,
Paragraph 22, above.
The Guild shall send a written answer to the Company immediately upon
receipt of the Company's press book. If Company does not receive such
an answer from the Guild within six (6) days from the time the Company
has sent the press book to the Guild, the Guild shall be considered to
have approved the press book, and such approval shall be binding upon
the Guild and the writer or writers involved. If, within such six (6) days,
the Guild should protest to the Company that any advertising contained
in such press book, neither previously approved as part of initial
advertising material nor as part of subsequent advertising material, does
not conform with the advertising provisions quoted above, the Guild and
the Company shall appoint a joint committee which shall immediately
determine the validity of the Guild's protest. If the committee determines
it is a valid protest, it may specify the corrections, if any, necessary to
conform the advertising with the above-mentioned advertising provisions.
27. If the Company shall sell or license the so-called stage presentation rights to a
screenplay with respect to which a writer has received a "Written by," "Story by,"
or "Screen Story by" screen credit, then Company shall provide in the contract
of sale or in the license that the writer shall be accorded appropriate credit
reflecting such screen credit in:
a. the program for the stage presentation based upon such screenplay,
b. newspaper advertising of one-half page or larger for the Broadway
showings of such stage presentation, and
THEATRICAL SCHEDULE A, PARAGRAPH 27.b.
THEATRICAL CREDITS
427
c. billboards and lobby displays for such stage presentations,
but only if general credits are also accorded in such programs, newspaper
advertising, lobby displays, and billboards, e.g., director credit, stage play writer
credit, producer credit, choreographer credit, and the like. The failure of the
purchaser or licensee of the stage presentation rights to comply with such
contractual requirements shall not constitute a breach of this Agreement by the
Company.
28. a. Notwithstanding any other provision of this Schedule A, but subject to the
provisions of subparagraph 28.d. below, if the individual producer or
director is accorded a "production" or "presentation" type of credit, such
as "A Sam Jones Production" or "A Sam Jones Picture" or "A Sam Jones
Presentation" or "A Sam Jones Film," on the screen (wherever such
credit may appear on the screen other than in the position where such
individual producer or director credit would normally appear pursuant to
this Schedule A), such "production" or "presentation" type of credit may
be accorded in a different style and/or a different size (whether larger or
smaller) of type than used to accord credit to the writer of the screenplay,
subject to the following:
(1) If such "production" or "presentation" type credit on the screen is in
such different style or different size of type, it shall not be placed on
the screen between the card according credit to the writer of the
screenplay and the card according credit to the director of the motion
picture; and
(2) Such writer shall receive credit in size of type not less than fifty
percent (50%) of the size of type used for such "production" or
"presentation" credit.
b. Subject only to the provisions expressly relating thereto contained in this
Paragraph 28 and in Article 48.I., the matter of "production" or
"presentation" type credit shall not be governed by this Basic Agreement,
it being agreed that the Company may accord such "production" or
"presentation" type credit as it may see fit.
c. [Deleted.]
d. When a "production" or "presentation" type of credit is given by the
Company in advertising:
(1) The writing credit(s) in such advertising shall be in the same size of
type as the size of the type of the "production" or "presentation" credit
if such a credit is accorded to the producer or the director of the
THEATRICAL SCHEDULE A, PARAGRAPH 27.c.
THEATRICAL CREDITS
428
picture, and not less than one hundred percent (100%) of the size of
the type of the largest "production" or "presentation" credit if two (2) or
more persons receive such "production" or "presentation" credit, and
not less than the size specified in subparagraph (2) below. In all
cases, such credit will be given in the same style of type as the credit
of the individual receiving the largest "production" or "presentation"
credit. The provisions of this subparagraph (1) shall not apply when a
"production" or "presentation" credit is given to a writer (alone or with
one or more other persons) and such writer receives sole writing
credit for the respective motion picture.
(2) When a single "presentation" or "production" credit is accorded, the
writing credits shall be in size of type not less than twenty percent
(20%) of the size of the type of the main title, as such title appears in
the advertising involved. When more than one (1) "presentation" or
"production" credit is accorded, the size of the writing credits shall be
increased by an additional five percent (5%) of the main title for each
such additional "production" or "presentation" credit (e.g., a total of
twenty-five percent (25%) for two (2), thirty percent (30%) for three
(3), etc.). For the purposes of this paragraph, if two (2) or more
names are used on one (1) line in one (1) "presentation" or
"production" credit, such will count as one (1) "presentation" or
"production" credit (e.g., "A John Jones-Bob Brown Presentation;" but
not "A John Jones Production of a Bob Brown Presentation").
(3) The credit accorded to the author of the source material is not subject
to the restrictions of this subparagraph 28.d. and shall not be
considered a "production" or "presentation" credit.
(4) The provisions of this subparagraph 28.d. shall not apply: (i) to
impersonal corporate "presentation" or "production" credits when the
corporate name is wholly impersonal, such as "Columbia Pictures
Corp. presents," and shall further not apply to the names of any
distributing company, whether or not impersonal, including Walt
Disney Productions; and (ii) advertisements less than four (4) column
inches in size, teasers and special advertising.
The Guild agrees to discuss with the Companies its policy with
respect to issuance of waivers for the inclusion of names of corporate
Employers in paid advertisements.
Notwithstanding anything to the contrary set forth above in subparagraph
22.b. or in this subparagraph 28.d., both inclusive, all credit requirements
of contracts in existence on the effective date of this Agreement which
conflict with any of the provisions of said paragraphs shall control, and
THEATRICAL SCHEDULE A, PARAGRAPH 28.d.
THEATRICAL CREDITS
429
such contracts may be performed in accordance with their terms without
regard to the provisions of said paragraphs. All advertising and publicity
contained in copy prepared prior to the effective date of this Agreement
which conforms to the applicable requirements of the 2001 WGA-AMPTP
Agreement may continue to be used.
29. On the request of either party for modification of this Schedule A on the ground
of hardship in the application of any of its provisions, the other party agrees to
meet and negotiate with respect to changes to eliminate such claimed
hardships.
30. When used in this Schedule A, the term "writer" or "employed writer" shall
have the same meaning as provided in Article 1.B.1.a. of the Basic Agreement.
THEATRICAL SCHEDULE A, PARAGRAPH 28.d.
THEATRICAL CREDITS
430
TELEVISION SCHEDULE A
TELEVISION CREDITS
1. Credit shall be given on the screen for the authorship of stories and teleplays
and shall be worded "Teleplay by," "Story by," or "Written by" (for story and
teleplay). The term "teleplay" means the script as produced on the television
screen or as shown in its final form, by whatever means the medium may
employ. In the exceptional case in which a writer has contributed to the
development of the final teleplay, but is not given teleplay credit hereunder,
credit in the form "Adaptation by" may be given, but such credit shall be subject
to automatic credit arbitration as provided in Paragraph 17 of Television
Schedule A. The credits specified in this Schedule A (such as "Teleplay by,"
"Story by," "Written by," etc.) shall not be varied or embellished in any manner
whatsoever without prior approval by the Guild.
If a writer is entitled to "Written by" credit on a television motion picture which
he/she also produces or directs, unless the writer objects, nothing herein shall
prevent according credit on the screen and/or in paid advertising in the following
forms:
"Written and Produced by _______________________," or
"Written and Directed by _______________________," or
"Written, Produced, and Directed by _______________."
Subject to contractual commitments which may exist on May 2, 2020, a writer
who is entitled to credit on the screen and who has been paid, or has been
guaranteed payment of less than three (3) times the applicable minimum
provided for in this Agreement, including the minimums set forth in Article
13.B.7.d. when applicable, for his/her writing services or literary materials
relating to the particular teleplay, shall have the right to have credit given to
him/her on the screen, advertising or otherwise in a reasonable pseudonymous
name. The writer shall exercise such right within the time he/she may give
written notice of protest as provided in Paragraph 13 of this Schedule A;
provided, however, that in the event of a timely protest by any participating
writer, the time to exercise his or her right to use a pseudonym shall be
extended to twenty-four (24) hours after the Guild's credit determination, but in
no event later than the applicable time periods set forth in Paragraph 14 of
Television Schedule A. (None of the writer's rights, including but not limited to
compensation of any kind, shall be affected by the use of said pseudonymous
name.)
TELEVISION SCHEDULE A, PARAGRAPH 1
TELEVISION CREDITS
431
2. The term "story" means all writing written substantially in whole by a writer or
writers as hereinbefore defined, representing a contribution distinct from
teleplay and consisting of basic narrative, idea, theme or outline indicating
character development and action. The term "source material" means all
material upon which a teleplay is based other than the story, as hereinabove
defined, including other material on which the story is based. Credit shall be
given for story authorship of teleplays to the extent and in the forms provided in
the following subparagraphs a. to e. inclusive:
a. When a teleplay is based upon story and upon no other source material,
credit for story authorship shall be given to the television writer and shall
be worded, "Story by."
b. When the teleplay is based upon source material, no story authorship
credit may be given to the television writer (except pursuant to
subparagraphs c. and d. below). In that circumstance, the credit for
teleplay authorship may be given in the form “Written for Television by.”
Subject to contractual commitments in effect on June 19, 1960 with
source material authors, the source material author may not be given
"Story by" credit. It is understood and agreed, however, that the
Company may give the source material author any appropriate credit
other than the two words "Story by," and that the credit given to source
material authors may include, but shall not be limited to, the source
material credits referred to in subparagraph c. below.
c. When the teleplay is based upon both story and source material and the
story is substantially new or different from the source material, credit for
story authorship shall be worded, "Television Story by," which credit shall
be subject to automatic credit arbitration as provided in Paragraph 17 of
this Schedule A. The foregoing shall not limit the Company in giving
credit to the author of source material provided such credit shall indicate
the form in which it was acquired, such as, for example, "From a Play
by," "From a Novel by," "From a Radio Play by," "From a Saturday
Evening Post Story by," "From a Series of Articles by," "From an
Unpublished Story by," "Based Upon a Short Story by," or other
appropriate wording.
Notwithstanding anything in Article 1.A.12. or Articles 1.B.1.b. and
1.C.1.b. to the contrary, when a Company buys literary material and there
is a commitment for publication or exploitation of that material, Company
may agree to give appropriate source material credit permissible under
this subparagraph 2.c.
d. When the teleplay for a television motion picture (other than an MOW
sequel to a "first MOW," as defined in Article 16.B.2.b., in which a
TELEVISION SCHEDULE A, PARAGRAPH 2
TELEVISION CREDITS
432
writer(s) has separation of rights) is based upon a sequel story, credit for
such sequel story shall be given in the form "Story by" and the author of
the source material upon which such sequel is based may be given
credit, "Based Upon Characters Created by," or other appropriate form of
credit. If the source material is in the form of a format or characters, then
the source material credit may be given in the following forms: "From the
Format by," or "Characters Created by." In the case of a remake, credit
to the writer(s) of a prior motion picture upon which the remake is based
(in whole or in part) may be in the form of "Based upon a Teleplay by."
When the teleplay for an MOW sequel is based upon a sequel story,
credit for such sequel story shall be given in the form "Story by" and the
writer(s) entitled to separation of rights in the first MOW on which the
MOW sequel is based shall be given credit in the form, "Based on
Characters Created by" on each MOW sequel to the first MOW. For the
purpose of placement and size on screen, such credit shall be deemed a
source material credit under Paragraph 7 of this Television Schedule A.
However, when Company exploits the series sequel rights of such first
MOW, the provisions of Paragraph 23 of this Television Schedule A
("Created by" credit) shall apply in lieu of the foregoing obligation to
accord credit in the form, "Based on Characters Created by."
e. Upon the written request of a writer made prior to his/her acceptance of
employment in connection with a designated program or upon the written
request of a then-employed writer at the time of his/her assignment to a
designated program, the Company shall notify him/her in writing of any
then-existing contractual obligations to give credit for source material in
connection with such program. The Company shall not thereby be
limited from making subsequent contractual obligations to give source
material credit as above provided in connection with such program.
Neither the existence of any form of credit obligation nor the giving of any
such credit information shall relieve a writer from his/her obligation to
render services and otherwise perform as provided in his/her
employment agreement. A Company which furnishes a writer hereunder
with inaccurate or incorrect information shall not be deemed to be in
breach of this Basic Agreement or its employment agreement with such
writer if the Company at the time of giving such credit information
believes in good faith such information is correct.
The Company shall be deemed to be contractually obligated in any of the
cases above-mentioned if the Company in good faith considers itself so
obligated. Nothing herein contained shall limit the Company from using
and purchasing source material, from entering into agreements to give
source material credit therefor, as above provided, and from carrying out
such credit obligations as may be therein provided.
TELEVISION SCHEDULE A, PARAGRAPH 2
TELEVISION CREDITS
433
In the case of a variety or audience participation program for which a
writer has contributed material and is not otherwise entitled to be
included in the "Written by" credit customarily shared by such writers,
additional credit may be given for such material in the form "Special
Material by." Writers of variety and audience participation shows shall be
deemed included under all the provisions of this Schedule A, the same
as writers of dramatic programs despite the fact that only "story" and
"teleplay" are hereinafter referred to, and when credits for variety or
audience participation shows are involved hereunder, the terms "Written
by" and "Special Material by" shall be deemed included whenever the
terms "Story by" and "Teleplay by" appear.
3. Screen credit for teleplay will not be shared by more than two (2) writers, except
that in unusual cases, and solely as the result of Guild arbitration provided
hereunder, the names of three (3) writers or the names of two (2) writing teams
may be used. A writing team for the purpose of this Schedule A only shall be
deemed to be two (2) writers (excluding production executives) or three (3)
writers (excluding production executives) when employed pursuant to the terms
of Article 13.B.1.b., who have been assigned at about the same time to the
same script and who work together for approximately the same length of time
on the script. The same limitation shall apply to screen credit for story
authorship by writers hereunder.
4. The limitation as to the number of writers receiving credit provided for in
Paragraph 3 shall apply to all teleplays except multiple-story teleplays, revues,
variety and audience participation shows.
5. Unless the writing of the story and/or teleplay is done entirely without any other
writer, no story or teleplay credit to a production executive shall become final or
effective unless approved by a credit arbitration as herein provided, in
accordance with the Guild rules for the determination of such credit. Such credit
arbitration, however, shall be without prejudice to the Company's position in any
arbitration relating to payment pursuant to Article 13.B.7.c. A production
executive for the purpose hereof shall be defined as any employee of Company
customarily hired for or engaging in activities considered part of the managerial
phase of Company's business activities. If Company shall claim that a writer
has been assigned to write a teleplay based upon a story composed or created
by a production executive, the story and teleplay shall be subject to an
automatic arbitration pursuant to the provisions of this Schedule A.
6. When more than one (1) writer has participated in the authorship of a story
and/or teleplay, then all participants will have the right to agree unanimously
among themselves as to which of them shall receive writing credits on the
television screen, provided that the form of credit agreed upon shall be in
accordance with the terms of this Credits Schedule and, provided further, the
TELEVISION SCHEDULE A, PARAGRAPH 2
TELEVISION CREDITS
434
agreement is reached in advance of arbitration and the form of such credit is not
suggested or directed by the Company. If such unanimous agreement is
communicated to the Company before the final determination of credits
hereunder, the Company will accept such designation of credits, and such
agreed credits shall become final hereunder. The Company will confirm such
agreed credits by sending notice thereof to all participants and to the Guild in
the manner provided in this Schedule, Paragraphs 10-11. In no case shall a
writer grant to another writer, or accept for himself/herself, credit which is not
properly earned.
7. Writing credit, required under the provisions of this Schedule A and as finally
determined hereunder, shall appear on a separate card or cards on the
television screen subject to the following conditions:
a. Writing credit (other than source material credit) may appear on the same
card on which appears the title of the particular episode, but in no event
in size of type less than thirty percent (30%) of the size of the title; or
b. Writing credit, including source material credit, if given, may appear on a
separate card or cards immediately following the title card of the
particular episode; or
c. Writing credit, including source material credit, may appear immediately
prior to or immediately following the director's credit. Writing credits
placed pursuant to this subparagraph c. shall not be more than the
second personal credit prior to the beginning or subsequent to the ending
of the teleplay, as the case may be. For this purpose, however, if source
material credit appears on a separate card from the other writing credits,
these two (2) separate cards immediately succeeding each other shall
count as one (1) credit. Commercials or a credit to the production
company shall not be deemed to be a “personal credit” for the purposes
of this provision.
When two (2) or more episodes of the same series or serial are exhibited
back-to-back, whether in the medium of original exhibition or in a
subsequent medium of exhibition, the Company may place all writing
credits before the first episode or program, so long as the writing credits:
(1) are clearly identified with the correct episode or program name or a
designation such as Part I or Part II, (2) appear on the same card as the
episode or program name or designation, and (3) appear in the same
relative position as otherwise required. If there are more than two (2)
episodes exhibited back-to-back or the directing credit of each episode
appears on separate cards, the writing credits of each episode must
appear on separate cards.
TELEVISION SCHEDULE A, PARAGRAPH 7
TELEVISION CREDITS
435
d. Credit for Anthology Series. With respect to anthology series only, the
Company shall give the writing credits in either of the positions set forth
in subparagraph a. or b. above unless the initial sponsor of the series
having the right to do so pursuant to its agreement with the Company
requires the Company to refrain from placing the credit in either of such
positions. In such case, however, the Company shall place the writing
credits as provided in subparagraph c. above.
e. The credit given to a television writer or writers pursuant to this Schedule
A shall precede (but need not immediately precede) source material
credit except that:
(1) the obligation imposed by this sentence should be subject to
contractual commitments, heretofore or hereafter entered into by the
Company with any source material author, requiring that source
material credit precede television writing credit;
(2) the Company shall in any event have the right to give precedence to
source material credit if the source material author's name has
marquee value.
For purposes of illustration, a few examples of names having marquee value
are: Kathleen Norris, Paddy Chayefsky, Ernest Hemingway, Erle Stanley
Gardner, George Axelrod, Ogden Nash and John Van Druten.
If roller-type credits are used, the Company, in lieu of the use of a separate
card, shall set the writing credits in such fashion that when they are centered on
the screen, no other credit shall be visible. Source material credit may be given
on the same card on which other writing credits appear provided that writing
credit (other than source material credit) shall be the first credit appearing on
such card and, provided further, that the source material credit shall not occupy
more than forty percent (40%) of the space on such card and is not displayed
more prominently than the other writing credits appearing thereon; provided,
however, that this provision shall be subject to and not affect any individual
personal service agreements in effect on March 18, 1957. In no event,
however, shall source material credit be included on the card on which the other
writing credits appear with the title of the particular episode.
Teleplay credit shall precede story credit, it being understood that if both are on
the same card, teleplay credit shall be the first credit and both credits shall be in
the same style and size.
TELEVISION SCHEDULE A, PARAGRAPH 7
TELEVISION CREDITS
436
8. A Company shall not enter into any contract to give credit to any writer or writers
hereunder for reasons of the writer's prestige or for any reasons other than
earned credit, and writing credit for any writer or writers shall be assigned solely
on the basis of actual contribution to the story or teleplay as determined in the
event of question by the credits arbitration machinery of the Guild.
9. [Deleted.]
10. A writer who has participated in the writing of the teleplay or of the story (other
than source material) with respect thereto, and, in the case of a remake, any
writer who has received credit under this Agreement or under a predecessor
Agreement to this Agreement for either story (other than source material) or
teleplay or screenplay in connection with a prior version of the motion picture
previously produced for theatrical release, for free or basic cable television
exhibition or for Supplemental Markets, shall, for the purpose of this Basic
Agreement, be considered a participant. As a participant, the writer shall be
entitled to participate in the procedure for determination of writing credits. The
Guild shall cooperate with the Company when possible by providing information
when requested relating to the writers of the prior version(s) of the motion
picture. This paragraph shall not apply if it conflicts with contractual
commitments entered into prior to March 2, 1981, if said commitments were
valid at the time the contractual commitment was made.
11. Before the writing credits are finally determined, the Company will send
concurrently to each participant and to the Guild written notice, which will state
the Company's choice of credits on a tentative basis, together with the names of
all participants and their addresses last known to the Company. Said notice will
be sent as soon as practicable following completion of principal photography.
When the Company deems its record of participants incomplete, it may comply
with the foregoing by giving notice to each writer whose name and address are
furnished by the Guild within two (2) days after the Company's request for such
information, in addition to giving notice to each participant shown in its own
records.
If there is confusion as to the identity of a participating writer listed on the
Company's notice of tentative credits because two (2) or more writers have the
same first and last name, then Company shall, upon request of the Guild,
furnish to the Guild such writer's Social Security number, if known to the
Company, or the employer identification number of such writer's loan-out
company.
The Company shall on such notice of tentative credits, for the information of the
Guild and participants, state the form of any source material credit which the
Company intends to use in connection with the motion picture. Such credits
shall not be subject to protest and arbitration as hereinaf ter provided but the
Guild shall have the right to object to the form of such credit.
TELEVISION SCHEDULE A, PARAGRAPH 11
TELEVISION CREDITS
437
At the Company's request, the Guild may, but shall not be obligated to, make a
tentative determination of screen credits and send out the notice.
12. The notice specified in Paragraph 11 hereof will be sent by email, messenger,
certified mail or a trackable service such as FedEx, UPS or DHL to the Guild
and to all participating writers. No notice will be sent to writers outside of the
United States or writers who have not filed a forwarding address with the
Company. In case of remakes, the Company shall not be under any obligation
to send any notice to any writer contributing to the teleplay or story of the
original production, unless the writer has received credit.
Notices may be sent by certified mail, return receipt requested; by a trackable
service such as FedEx, UPS or DHL; or by personal delivery as above provided.
Failure of the addressee to sign or return the receipt on a notice sent via
certified mail shall not invalidate the notice.
Notices may be sent to a participating writer by email only if the writer’s
representative is also given email notice and the writer’s personal services
contract (or an amendment thereto) contains all of the following: (1) the writer’s
express agreement to receive notices by email; (2) the writer’s email address;
and (3) the email address of at least one of the writer’s representatives. The
email address of the writer’s representative must be an individual address, not a
general company mailbox, and must appear on the face of the notice.
Company shall retain the record of the email transmission, reflecting the date
and time that the notice was sent to the writer and the writer’s representative,
for one (1) year following the final determination of credits.
13. The Company will keep the final determination of screen credits open until a
time specified in the notice by the Company, but such time will not be earlier
than 6:00 p.m. of the fifth business day following the next day after the dispatch
of the notice above specified; provided, however, that if, in the good faith
judgment of the Company, there is an emergency requiring earlier determination
and the Company so states in its notice, such time will not be earlier than 6:00
p.m. of the next business day following the next day after the dispatch of the
notice above specified. If, within the time specified, a written protest of the
tentative credits has not been delivered to the Company from any participant or
from the Guild, the tentative credits shall become final. Every protest, including
that of the Guild, shall state the grounds or basis therefor in the notice thereof.
The Guild agrees not to use its right of protest indiscriminately.
14. If a written protest of the tentative credits is received by the Company from a
participant or the Guild within said period, the Company will withhold final
determination of credits until a time to be specified by the Company, which time
will not be earlier than eight (8) business days after the Company delivers to the
Guild all of the scripts involved; provided, however, that if, in the good faith
TELEVISION SCHEDULE A, PARAGRAPH 11
TELEVISION CREDITS
438
judgment of the Company, there is an emergency requiring earlier determination
and the Company so states in its notice, said time may be no earlier than one
hundred forty-four (144) hours after the Company delivers to the Guild all of the
scripts involved, except that if all the scripts are delivered to the Guild on a
Friday before twelve noon, the time shall be no earlier than one hundred twenty
(120) hours after the time the Company delivers to the Guild all the scripts
involved.
In any case in which the Guild's arbitration committee is required to read more
than four (4) scripts pursuant to a protest hereunder, the Company shall be
required to add to the eight (8) business days, one hundred forty-four (144)
hours or one hundred twenty (120) hours above provided a period of twenty-four
(24) hours for each additional script or fraction thereof.
If the material is voluminous or complex, or if other circumstances beyond the
control of the Guild necessitate a longer period in order to render a fair decision,
and the Guild requests an extension of time for arbitration, the Company agrees
to cooperate wherever practicable. The Company will not unreasonably deny
the Guild's request for an extension of time. Agreements for extension of time
shall be in writing and shall specify the new date by which the Company will be
advised of the arbitration decision.
15. Upon receipt of a protest, the Company will deliver three (3) copies of the final
script and three (3) copies of all material written by the participants and three (3)
copies of all available source material to the Guild offices in Los Angeles or New
York and the Company shall notify the participants and the Guild informing
them of the name of the protesting party and the new time set for final
determination.
16. Any notice specified in the foregoing paragraphs shall, unless a specified form
of service thereof is otherwise provided for herein, be sent by the Company by
mailing or delivering the same to the last known address of the writer or may be
delivered to the writer personally, and to the Guild at the last known address of
the Guild in Los Angeles or New York.
17. Unless a unanimous agreement has been reached in accordance with
Paragraph 6 hereof, any participant or the Guild may, within the period provided
for in Paragraph 13 hereof, file with the Company at its studio and the Guild at
its Los Angeles or New York office, as the case may be, a written request for
arbitration of credits. In any case in which automatic credit arbitration is
required under this Schedule A, the Guild will be deemed to have made a
written request for arbitration of credits at the time the Company submits the
notice of tentative credits and, in such case, the Company will immediately
make available to the Guild the material as provided for under Paragraph 15 of
this Schedule A. The Guild through its arbitration committee shall, within the
time limit specified by the Company, make and advise the Company of its
TELEVISION SCHEDULE A, PARAGRAPH 17
TELEVISION CREDITS
439
decision within the limitations of this Schedule A. In the event the decision of
the arbitration committee is not rendered within said period, as the same may
have been extended by the Company, the Company may make the tentative
credits final, provided the terms and provisions of this Schedule have been fully
complied with by the Company.
Prior to the rendition of the decision, a special committee of writers may make
such investigations and conduct such hearings as may seem advisable to it.
The Company shall cooperate with the arbitration committee to arrive at a just
determination by furnishing all available information relative to that arbitration.
Upon request of the arbitration committee, the Company shall provide the
committee with a copy of the cutting continuity if it is available at the time of
arbitration.
The decision of the Guild arbitration committee with respect to writing credits,
including any Policy Review Board established in connection therewith, insofar
as it is rendered within the limitations of this Paragraph 17, shall be final, and
the Company will accept and follow the designation of screen credits contained
in such decision and all writers shall be bound thereby.
If the matter is referred to a Policy Review Board of the Guild, the Guild shall
have an additional five (5) business days within which to render its credit
arbitration decision; provided, however, that if, in the good faith judgment of the
Company, there is an emergency and the Company so states in its notice, the
Guild's time shall not be extended except as provided in Paragraph 14.
18. The decision of the Guild arbitration committee may be published in such media
as the Guild may determine. No writer or Company shall be entitled to collect
damages or shall be entitled to injunctive relief as a result of any decision of the
committee with regard to credits. In signing any contract incorporating by
reference or otherwise all or part of this Basic Agreement, any writer or
Company specifically waives all rights or claims against the Guild and/or its
arbiters or any of them under the laws of libel or slander or otherwise with
regard to proceedings before the Guild arbitration committee and any full and
fair publication of the findings and/or decisions of such committee. The Guild
and any writer signing any contract incorporating by reference or otherwise
referring to this Schedule A, or any writer consenting to the procedure set forth
in this Schedule A, shall not have any rights or claims of any nature against any
Company growing out of or concerning any action of the Guild or its arbiters or
any of them, or any determination of credits in the manner provided in this
Schedule A, and all such rights or claims are hereby specifically waived.
19. In the event that after the screen credits are determined as hereinabove
provided, material changes are made in the script, either the Company or a
participant and the Guild jointly may reopen the credit determination by making
a claim to the Guild or Company, as the case may be, within forty-eight (48)
TELEVISION SCHEDULE A, PARAGRAPH 17
TELEVISION CREDITS
440
hours after completion of the writing claimed to justify the revision of credits, in
which case the procedure for determining such revised credits will be the same
as that provided for the original determination of credits.
The Company agrees to make revisions in advertising material previously
forwarded to the processor or publisher to reflect such redetermined credits,
provided that such revisions can physically and mechanically be made prior to
the closing date of such processor or publisher and at reasonable expense and
provided the processor or publisher has not yet commenced work on that part of
the material which the change would affect.
20. No writer shall claim credit for any participation in the screen authorship of any
teleplay or story for which the credits are to be determined by the procedure
herein provided for prior to the time when such credits have in fact actually been
so determined, and no writer shall claim credits contrary to such determination.
21. Writing credit for movies-of-the-week and television specials such as
mini-series, multi-part series and "long form" television programs (but not
necessarily in the form specified in Schedule A), shall be included in publicity
releases issued by the Company relating to the television motion picture when
the producer and the director are mentioned, whether in the form of a
"production" or "presentation" credit or otherwise, except when such release is
restricted to information about such individual or individuals. Prior to a final
determination of credits, the Company shall include those credits which it in
good faith believes to be a fair and truthful statement of authorship.
In addition to the requirements set forth above, the Company will include the
identity, background and filmography of the credited writer(s) in standard print
and electronic press kits relating to a long-form television motion picture, if such
information about the director is also included. Each participating writer shall
supply a copy of his/her filmography to the Company’s advertising/publicity
department at the time of final submission of his/her literary material to the
Company. It is understood that the Company may edit the writer’s filmography
for use in such press kits.
Unless notified otherwise by the Company, each credited writer on a long-form
television motion picture will be interviewed for the purpose of including material
about the credited writer(s) in the standard electronic and print press kits for the
motion picture, or on DVDs or laserdiscs containing the motion picture, if the
Company interviews the director for the same purpose. The Company shall not
be required to provide transportation or accommodations for interview sessions
for such writers. (If interviews are conducted prior to the final determination of
writing credits, the writer(s) whom the Company in good faith believes will be
entitled to writing credit will be interviewed.) However, the decision to include or
exclude all or any part of the interview material, and the form of the material to
be included, shall rest solely within the discretion of the Company, except that
TELEVISION SCHEDULE A, PARAGRAPH 21
TELEVISION CREDITS
441
the Company will not include interview material with uncredited writers in press
kits issued after a final determination of credits, if practicable, and the Company
will not include interview material with uncredited writers on DVDs or laserdiscs.
The provisions of the two preceding paragraphs are subject to the Article 48.E.
“Hot Line Dispute Resolution” mechanism, but are not subject to grievance or to
arbitration.
With reference to credits in advertising which is contracted for by the Company
and which is more than eight (8) column inches in size, if the name of the
individual producer or director (or executive producer as an individual) is
included, the name of the writer shall be included and the writer shall receive
parity as to size and style of type with the director, producer and executive
producer. In connection with an anthology or episodic series, or serial, if
advertising credit is given to a producer or a director (or an executive producer
as an individual) only in connection with advertising the entire series, the writer
shall be given credit in such advertising when the number of scripts contributed
by such writer shall equal the number of programs produced or directed by the
producer, director or executive producer receiving such advertising credit. If
spoken credits are accorded to the producer or director (or executive producer
as an individual), they shall also be accorded to the writer. Oral self-
identification by a producer or director or executive producer shall not be
deemed to be a spoken credit for the purpose hereof.
With regard to advertising in Los Angeles or New York trade publications for a
television series, or any individual episode of a series, if credit is given to a
director, producer or executive producer with reference to the series, the
writer(s) entitled to "Created by" or "Developed by" credits shall receive parity of
credit with such executive producer, producer or director.
The foregoing provisions of this Paragraph 21 shall not apply to congratulatory
or award advertising in which no one is mentioned other than the person(s)
being congratulated for a nomination or award.
The following shall govern advertising relating to consideration for an award
(e.g., “For Your Consideration . . .” advertisements): If either the director or the
producer (or the executive producer as an individual) is named in such
advertising together with any other person, then Company shall be obligated to
accord credit to the writer(s) in such advertisement in accordance with the
second paragraph of Paragraph 21. However, if such an advertisement is
placed for a single television motion picture in which no one is named other than
the director(s), or the producer(s) or executive producer(s) alone, or if such an
advertisement is placed for a television series or serial in which no one is
named other than the executive producer(s) alone or with starring actors, then
the foregoing obligation to accord credit to the writer(s) shall not apply.
TELEVISION SCHEDULE A, PARAGRAPH 21
TELEVISION CREDITS
442
In the event that the Company licenses or grants to any third party the right to
make any of the uses of serial or episodic series material specified in Article
15.B.14., it shall use its best efforts, in contracting with such third party, to
require such third party to accord to the writer or writers of such material credit
therefor which is appropriate to the field or medium for which such material is
licensed. If Company itself uses such material pursuant to Article 15.B.14.a. or
e., it will accord appropriate credit to such writer or writers in connection
therewith, but, in the event of any dispute concerning the appropriateness of
such credit, the Company's decision shall be final.
The Company shall require that all writing credits as they appear on the screen
appear in any published version of the whole or substantial part of a teleplay.
The credit on a novel based on a teleplay shall indicate that the novel is based
on that teleplay. Such writing credit shall appear on the title page in the same
size and style of type used for the writer of the novel. If the name of the writer
of the novel appears on the cover, the "Teleplay by" or "Written by" credit shall
also appear on the cover in the same size and style of type as the writer of the
novel; provided, however, that the writing credit need not so appear if the writer
of the teleplay is the writer of the novel. The contract with the publisher shall
provide that this credits provision is for the express benefit of the writer and the
Guild, and that the publisher will comply with such requirements, but the failure
of a publisher to comply with any of such requirements shall not constitute a
breach by the Company.
Nothing contained in this Paragraph 21 shall be deemed to affect, limit or
modify the provisions of Article 15.B.8. of this Basic Agreement, it being the
intent that a "Buyer" executing an assumption agreement under subparagraph
8. shall in all respects be in the same position as the "Seller."
No casual or inadvertent breach of any of the foregoing shall be deemed to
constitute a default or a breach by the Company of this Basic Agreement.
The Guild agrees to discuss with the Companies its policy regarding issuance of
waivers for the inclusion of names of corporate employers in paid
advertisements.
If the domestic version of the laserdisc or DVD containing the long-form
television motion picture, or the Internet web page dedicated to the specific
long-form television motion picture, contains a filmography of the director, then it
will also contain a filmography of the credited writer(s). Each participating writer
shall supply a copy of his/her filmography to the Company’s advertising/publicity
department at the time of his/her final submission of literary material to the
Company. It is understood that the Company may edit the writer’s filmography
for inclusion on the laserdisc, DVD or Internet web page. The provisions of this
paragraph are subject to the Article 48.E. “Hot Line Dispute Resolution”
mechanism, but are not subject to grievance or arbitration.
TELEVISION SCHEDULE A, PARAGRAPH 21
TELEVISION CREDITS
443
22. No commercial or advertising matter, audio or visual, shall appear on or above
the writer's card either as background or otherwise. The following uses of a
sponsor's name, mark, slogan, product or package shall not be deemed to
involve an appearance of "commercial or advertising matter:"
a. Such use as a part of or in direct conjunction with the title of the program
or program series, (as in "DuPont Show of the Month," "GE Theatre,"
"US Steel Hour");
b. Such use as an integral part of draperies, sets, or props appearing under
a superimposition of credits when such draperies, sets or props were
used in the entertainment portion of the program (as in various types of
variety, comedy-variety and audience participation programs);
c. The superimposition of a crawl or roller-type credit over a still or moving
photograph of a sponsor's product on a set or sets used in the
entertainment portion of the program when the use, demonstration, or
exhibition of such product was integrated with the entertainment portion
of the program;
d. Such use as a part of the playing or singing of the sponsor's musical
theme.
Anything in this Paragraph 22 to the contrary notwithstanding, it is understood
and agreed that, on any particular program, the writer will be given parity of
treatment with the director insofar as the appearance of commercial or
advertising matter on their respective cards is concerned.
23. A credit on the screen in the form "Created by" shall be given on each episode
of an episodic series or serial to the writer when such writer has separated
rights and is entitled to sequel payments for such episode under Article
16.B.2.a. Such credit ("Created by") shall be on a separate card and shall be
contiguous to a writing credit or, if the writer(s) entitled to the "Created by" credit
gives (give) written approval, such credit may be placed on a single card
immediately following the main cast of actors in the main titles. The Company
may contract to give such credit to any person, but such contract shall provide
that in the event another writer is determined to be entitled to such credit, as
above provided, that writer shall be given the "Created by" credit and the person
whose contract provided for such credit may be given a "Developed by" credit or
other similar credit. If the contract providing for "Created by" credit was
executed prior to June 16, 1966, such credit may be given notwithstanding the
above provisions. In the event no one is entitled to such separation of rights or
in the case of anthology episodes, nothing herein shall prevent, or require, the
giving by the Company of a "Created by" credit.
TELEVISION SCHEDULE A, PARAGRAPH 22
TELEVISION CREDITS
444
a. A writer entitled to "Created by" credit shall be given appropriate source
material credit in hard cover or paperback book publications arising out of
the series. The contract with the publisher shall provide that this
provision is for the express benefit of the writer and the Guild, but the
failure of a publisher to comply with such requirement shall not constitute
a breach by the Company.
b. With regard to any episodic series or serial in which a writer subject to
this Basic Agreement has separated rights, is entitled to sequel
payments under Article 16.B.2.a. and receives a "Created by" credit, if
the Company desires to grant a "Developed by" credit, such credit may
only be given for writing and shall be subject to a Guild arbitration to
determine its appropriateness. The Guild's decision in this regard shall
be final.
c. A "Developed by" or "Developed for Television by" or any like credit may
be given only to a person who has contributed to the writing of the
program, series or episode involved; provided, however, that any such
credit provided for in any contract in existence on March 2, 1981 may be
given whether or not it satisfies the requirements of this subparagraph c.
24. A credit entitled "Narration Written by" or "Narration by" shall be in accordance
with the chart immediately following Paragraph 31. of this Television Schedule
A.
25. Notice of tentative credits shall be in the following form, which form has been
approved by the Guild:
TELEVISION SCHEDULE A, PARAGRAPH 25
TELEVISION CREDITS
445
NOTICE OF TENTATIVE WRITING CREDITS - TELEVISION
TO: Writers Guild of America, West, Inc., 7000 West Third Street, Los Angeles, California
90048 [or to Writers Guild of America, East, Inc., 250 Hudson Street, New York, New
York 10013] and participating writers.
NAMES OF PARTICIPATING WRITERS ADDRESSES
Title of Episode:
(Indicate if pilot)
Production #
Series Title: Producing Company:
Executive Producer: Producer:
Associate Producer: Director:
Story Editor (or Consultant): Other Production Executives, if
Participating Writers:
Writing credits on this episode are tentatively determined as follows:
ON SCREEN:
Source material credit ON THIS EPISODE (on separate card, unless otherwise indicated), if any:
Continuing source material or Created by credit APPEARING ON ALL EPISODES OF SERIES (on
separate card, unless otherwise indicated), if any:
The above tentative credits will become final unless a protest or request to read the final script is
communicated to the undersigned not later than 6:00 p.m. on______________________.
(date)
_______________________________________
(Company)
By: ____________________________________
Date: __________________________________
TELEVISION SCHEDULE A, PARAGRAPH 25
TELEVISION CREDITS
NOTICE OF TENTATIVE WRITING CREDITS
446
26. a. When the Company supplies publicity material to newspapers, trade
papers or periodicals prior to the final determination of credits as herein
provided, the Company may include such credits for writing as the
Company in good faith believes to be a fair and truthful statement of
authorship. After notification of the final determination of credits, the
Company shall not issue or release any publicity which shall state
authorship contrary to such determination. No casual or inadvertent
breach of the foregoing shall be deemed to constitute a breach by the
Company.
b. When the Company supplies material to newspapers and periodicals,
such as TV Guide, for listing programs, it will list writing credits if they
have theretofore been determined.
27. When the Company has failed to provide credit on the screen in accordance
with final credit determination, it shall correct each print before such print is
retelecast and place a full-page advertisement in either Daily Variety or The
Hollywood Reporter specifically crediting the writer. Such remedies shall be in
addition to any claim the individual writer may have for damages by reason of
such failure to provide proper credit.
28. Each writing credit card required hereunder shall appear on the screen a
minimum of two (2) seconds, or the length of the producer's or director's credit,
whichever is shown longer.
29. If, by reason of method of assignment of the writer or other circumstances in
connection with a program or series, the provisions of this Schedule A are
inappropriate, either the Guild or the Company may raise the question of such
inappropriateness and the mutual agreement reached by them with respect to
the credit to be given, if any, shall be binding and conclusive on these parties
and the writers.
30. A writer also employed in the additional capacity of a story editor for any
episodic series or serial shall receive a credit as story editor on a separate card.
Any form of credit for such person other than "story editor," "story consultant," or
"story supervisor," cannot be used without Guild approval. Credit for such story
editor shall not be deemed a credit for screen authorship within the meaning of
Article 8 of this Basic Agreement or within the scope of Paragraphs 1 to 29, both
inclusive, of this Television Schedule A, for any purpose whatsoever, including
but not limited to the procedure for determining credits for screen authorship.
Any person entitled to such credit (whether in the forms stated or otherwise)
under any contract in existence on the effective date of this Agreement may be
given such credit as required by such contract, whether or not it satisfies or is
consistent with the provisions of this Paragraph 30.
TELEVISION SCHEDULE A, PARAGRAPH 30
TELEVISION CREDITS
447
31. At the Company's election, in the case of the theatrical exhibition of a television
motion picture, the word "screenplay" may be substituted for "teleplay," the
phrase "screen story" may be substituted for "television story," and the writing
credits on screen, in advertising and publicity may otherwise comply in all
respects with the provisions of Theatrical Schedule A.
NARRATION
(by writer other than writer of teleplay or story and teleplay)
FILM ASSEMBLED IN STORY SEQUENCE
Nature of
Material Already
Written under
MBA when
Narration Writer
Hired
Credit to Narration
Writer
1
Freelance
Minimum
Residuals to
Narration Writer
1. "Narration Written by" See Rate
Schedule A
Yes, based on % of
applicable freelance
minimum in Rate
Schedule A
2. Story only "Narration Written by"
(If story credit, then on
same card)
See Rate
Schedule A
Yes, based on % of
applicable freelance
minimum in Rate
Schedule A
3. Story and
Teleplay
None, but if over 8
minutes of narration
(aggregate), only
receive "Narration by"
credit (same card)
Automatic arbitration
See Rate
Schedule C
If "Narration by" credit,
then only shared
residuals, as
determined in WGA
credit arbitration
(aggregate of no more
than story & teleplay
residuals)
1
Credits not to affect rates -- There is no separation of rights for narration.
TELEVISION SCHEDULE A, PARAGRAPH 31
TELEVISION CREDITS
448
NARRATION
(by writer other than writer of teleplay or story and teleplay)
FILM FOOTAGE NOT ASSEMBLED IN STORY SEQUENCE
Nature of
Material Already
Written under
MBA when
Narration Writer
Hired
Credit to Narration
Writer
2
Freelance
Minimum
Residuals to
Narration Writer
1. "Written by" See Rate
Schedule B
Yes, based on % of
applicable freelance
minimum in Rate
Schedule B
2. Story only "Narration Written
by" (If story credit,
then on same card)
See Rate
Schedule A
Yes, based on % of
applicable freelance
minimum in Rate
Schedule A
3. Story and
Teleplay
None, but if over 8
minutes of narration
(aggregate), may
receive "Narration by"
credit (same card)
Automatic arbitration
See Rate
Schedule C
If "Narration by"
credit, then only
shared residuals, as
determined in WGA
credit arbitration
2
Credits not to affect rates -- There is no separation of rights for narration.
TELEVISION SCHEDULE A, PARAGRAPH 31
TELEVISION CREDITS
449
SIDELETTER TO THEATRICAL SCHEDULE A AND TO TELEVISION SCHEDULE A
As of November 1, 2004
John McLean
Executive Director
Writers Guild of America, west, Inc.
7000 West Third Street
Los Angeles, California 90048
Re: Committee On Credit Determination Process
Dear John:
This will confirm the agreement reached in the negotiations leading up to the 2004
WGA Theatrical and Television Basic Agreement to establish a committee comprised
of representatives of the Guild and the Companies which will meet on an “as needed”
basis to discuss ways to improve and expedite the credit determination process for
both theatrical and television motion pictures.
Sincerely,
/s/ J. Nicholas Counter III
President
ACCEPTED AND AGREED:
WRITERS GUILD OF AMERICA, WEST, INC.,
on behalf of itself and its affiliate,
WRITERS GUILD OF AMERICA, EAST, INC.
By: /s/ John McLean
Executive Director, WGAw
SIDELETTER TO
THEATRICAL SCHEDULE A
AND TO TELEVISION SCHEDULE A
450
TELEVISION SCHEDULE B
STANDARD FORM FREELANCE TELEVISION
WRITER'S EMPLOYMENT CONTRACT
Agreement entered into at ____________________, this _________day
of___________ 20_____, between _______________________________________
____________________, hereinafter called "Company"
and___________________________________________, hereinaf ter called "Writer."
WITNESSETH:
1. Company hereby employs the Writer to render services in the writing,
composition, preparation and revision of the literary material described in
paragraph 2. hereof, hereinafter for convenience referred to as the "work." The
Writer accepts such employment and agrees to render his/her services
hereunder and devote his/her best talents, efforts and abilities in accordance
with the instructions, control and directions of the Company.
2. FORM OF WORK:
( ) Plot outline (based on______________________________________).
( ) Story (based on___________________________________________).
( ) Story and teleplay (based on_________________________________).
( ) Teleplay (based on_________________________________________).
( ) Rewrite (of_______________________________________________).
( ) Polish (of ________________________________________________).
( ) Other material (described as_________________________________).
3. DELIVERY:
If the Writer has agreed to complete and deliver the work, and/or any changes
and revisions, within a certain period or periods of time, then such agreement
will be expressed in this paragraph as follows:
4. RIGHT TO OFFSET:
With respect to Writer's warranties and indemnification agreement, the
Company and the Writer agree that upon the presentation of any claim or the
institution of any action involving a breach of warranty, the party receiving notice
thereof will promptly notify the other party in regard thereto. Company agrees
TELEVISION SCHEDULE B
STANDARD FORM FREELANCE TELEVISION
WRITER’S EMPLOYMENT CONTRACT
451
that the pendency of any such claim or action shall not relieve the Company of
its obligation to pay the Writer any monies due hereunder, and the Company will
not have the right to withhold such monies until it has sustained a loss or
suffered an adverse judgment or decree by reason of such claim or action.
5. COMPENSATION:
As full compensation for all services to be rendered hereunder, the rights
granted to the Company with respect to the work, and the undertakings and
agreements assumed by the Writer, and upon condition that the W riter shall
fully perform such undertakings and agreements, Company will pay the Writer
the following amounts:
a. Compensation for services $_________________
b. Advance for television reruns $_________________
c. Advance for theatrical use $_________________
No amounts may be inserted in b. or c. above unless the amount set forth in a.
above is at least twice the applicable minimum compensation set forth in the
2020 WGA-AMPTP Theatrical and Television Basic Agreement for the type of
services to be rendered hereunder.
If the assignment is for story and teleplay or teleplay, the following amounts of
the compensation set forth in subparagraph a. above will be paid in accordance
with the provisions of Article 13.B. of said Basic Agreement.
(1) $________________ following delivery of story.
(2) $________________ following delivery of first draft teleplay.
(3) $________________ following delivery of final draft teleplay.
In the event Writer receives screen credit on the television motion picture based
on the above work and said motion picture is exhibited theatrically, Company
shall pay to the Writer the additional sum of $_________________ as provided
in Article 15.B.13. of the Basic Agreement.
6. MINIMUM BASIC AGREEMENT:
The parties acknowledge that this contract is subject to all of the terms and
provisions of the Basic Agreement and to the extent that the terms and
provisions of said Basic Agreement are more advantageous to Writer than the
terms hereof, the terms of said Basic Agreement shall supersede and replace
the less advantageous terms of this agreement. Writer is an employee as
defined by said Basic Agreement and Company has the right to control and
direct the services to be performed.
TELEVISION SCHEDULE B
STANDARD FORM FREELANCE TELEVISION
WRITER’S EMPLOYMENT CONTRACT
452
7. GUILD MEMBERSHIP:
To the extent that it may be lawful for the Company to require the Writer to do
so, Writer agrees to become and/or remain a member of Writers Guild of
America in good standing as required by the provisions of said Basic
Agreement. If Writer fails or refuses to become or remain a member of said
Guild in good standing, as required in the preceding sentence, the Company
shall have the right at any time thereafter to terminate this agreement with the
Writer.
IN WITNESS WHEREOF, the parties hereto have duly executed this agreement on
the day and year first above written.
___________________________________________
By _________________________________________
Company
_____________________________________________
Writer
(The foregoing Freelance Television Writer's Contract may contain any other
provisions acceptable to both Writer and Company and not less favorable to,
inconsistent with or violative of any of the terms or provisions of the Basic Agreement
above mentioned.)
TELEVISION SCHEDULE B
STANDARD FORM FREELANCE TELEVISION
WRITER’S EMPLOYMENT CONTRACT
453
(WGA Stationery)
SIDELETTER A WITH EXHIBIT A
As of August 8, 1988
Revised as of May 2, 1992
Revised as of May 2, 1995
Revised as of May 2, 1998
Revised as of May 2, 2001
Revised as of November 1, 2004
Revised as of February 13, 2008
Revised as of May 2, 2011
Revised as of May 2, 2014
Revised as of May 2, 2017
Revised as of May 2, 2020
Alliance of Motion Picture and Television Producers, Inc.
15301 Ventura Boulevard, Building E
Sherman Oaks, California 91403
Re: WGA-Affiliation Screen and Television Credits Agreement
Ladies and Gentlemen:
Provided that such agreement does not conflict with Company's contractual
commitments and/or is not inconsistent with the provisions of Theatrical Schedule A or
Television Schedule A of the WGA Theatrical and Television Basic Agreement of 2020,
we have agreed that the provisions of the agreement dated February 6, 1990, between
WGA and the Alliance of Canadian Cinema, Television and Radio Artists, the
Australian Writers' Guild, the New Zealand Writers' Guild, the Writers' Guild of Great
Britain, and the Société des Auteurs, Recherchistes, Documentalistes et Compositeurs
(herein collectively "members of the Affiliation") shall be applicable as to the
determination of writing credits when there is conflict in jurisdiction by reason of the
engagement of a writer or writers subject to the 2020 WGA-AMPTP Basic Agreement
and a writer or writers subject to the Collective Agreement of one or more of the above-
named writers guilds (or successors to these guilds) on a particular theatrical or
television motion picture. Said agreement is Exhibit A to Sideletter A the 2020 WGA-
AMPTP Basic Agreement.
We have further agreed that WGA will notify you if and when it has reached a new
agreement with members of the Affiliation. Unless you object to the provisions and
application of the revised agreement within thirty (30) days of your receipt of a copy
thereof from WGA, said revised agreement shall be deemed substituted in the 2020
WGA-AMPTP Basic Agreement for the letter of agreement of February 6, 1990 and,
SIDELETTER A WITH EXHIBIT A
454
from and after said thirty (30) day period, shall be applicable as to the determination of
writing credits where there is such a conflict in jurisdiction.
Very truly yours,
WRITERS GUILD OF AMERICA, WEST, INC.,
on behalf of itself and its affiliate,
WRITERS GUILD OF AMERICA, EAST, INC.
By: /s/ David J. Young
David J. Young, Executive Director
On behalf of the respective signatory companies represented by the
ALLIANCE OF MOTION PICTURE and TELEVISION PRODUCERS, INC.
/s/ Carol A. Lombardini
Carol A. Lombardini, President
SIDELETTER A WITH EXHIBIT A
455
EXHIBIT A TO SIDELETTER A
SCREEN AND TELEVISION CREDITS AGREEMENT
Agreement entered into this 6th day of February, 1990.
The purpose of this agreement is to establish procedures and to resolve differences
among the Alliance of Canadian Cinema, Television and Radio Artists, the Australian
Writers' Guild, the New Zealand Writers' Guild, the Writers Guild of America (consisting
of Writers Guild of America, East, Inc. and Writers Guild of America, West, Inc.), the
Writers' Guild of Great Britain and the Société des Auteurs, Recherchistes,
Documentalistes et Compositeurs as to the determination of writing credits on theatrical
and television motion pictures when the collective bargaining agreements of any two (2)
such Guilds may be involved (e.g., by reason of the engagement of writers under two
(2) of such Guilds' respective collective agreements). We have agreed as follows:
1. a. If the Producer has its principal place of business for the production of the
motion picture in country A and the first writer is engaged or literary
material is acquired pursuant to the Basic Agreement of the Guild in
country A, then the Guild in country A will conduct the credit arbitration.
b. If the Producer has its principal place of business for the production of the
motion picture in country A and the first writer is engaged or literary
material is acquired pursuant to the Basic Agreement of the Guild in
country B, then the Guild in country B will conduct the credit arbitration,
but the Guild in country B may request the Guild in country A to conduct
the credit arbitration and the Guild in country A will accede to such
request.
2. That existing credits "Written by," "Screenplay by," "Story by," "Screen Story by,"
"Television Story by" and "Teleplay by" continue to be awarded in any
international credit arbitration as they are now in the respective Agreements and
credits manuals. In the case of any other credit, the credit agreement and
manual of the Guild whose Basic Agreement applies to the services of the first
writer will apply.
3. That each Guild must annually file with each other Guild its master list of credit
arbitrators and the right of any writer to any reasonable number of challenges to
the list of another Guild shall be guaranteed. As in all aspects of credits
arbitrations, any challenges shall remain confidential.
4. The Affiliated Guilds shall use their best efforts to keep one another advised of
any available information regarding employment of writers or acquisition of
material that would be subject to this agreement.
EXHIBIT A TO SIDELETTER A
SCREEN AND TELEVISION CREDITS AGREEMENT
456
ALLIANCE OF CANADIAN
CINEMA, TELEVISION AND
RADIO ARTISTS
By /s/Margaret Collier
AUSTRALIAN WRITERS' GUILD
By /s/Janette Paramore
NEW ZEALAND WRITERS'
GUILD
By /s/Joy Watson
SOCIÉTÉ DES AUTEURS,
RECHERCHISTES,
DOCUMENTALISTES ET
COMPOSITEURS
By /s/Yves Legare
WRITERS' GUILD OF GREAT
BRITAIN
By /s/Walter Jeffrey
WRITERS GUILD OF AMERICA
Writers Guild of America, East,
Inc.
By /s/Mona Mangan
Writers Guild of America, West,
Inc.
By /s/Brian Walton
EXHIBIT A TO SIDELETTER A
SCREEN AND TELEVISION CREDITS AGREEMENT
457
SIDELETTER B - ARTICLE 42
As of August 8, 1988
Revised as of May 2, 1992
Revised as of May 2, 1995
Revised as of May 2, 1998
Revised as of May 2, 2001
Revised as of November 1, 2004
Revised as of February 13, 2008
Revised as of May 2, 2011
Revised as of May 2, 2014
Revised as of May 2, 2017
Revised as of May 2, 2020
Alliance of Motion Picture and
Television Producers, Inc.
15301 Ventura Boulevard, Building E
Sherman Oaks, California 91403
Ladies and Gentlemen:
The Guild agrees that the provisions of Article 42 of the WGA-AMPTP Theatrical and
Television Basic Agreement of 2020 shall not apply to member companies (including
future member companies) of the Alliance of Motion Picture and Television Producers,
unless any such company files for bankruptcy or fails to honor an award rendered in
grievance or arbitration which award has been finally confirmed in court. In either such
event, the exemption provided by this letter shall terminate, effective immediately, as to
such company.
Very truly yours,
WRITERS GUILD OF AMERICA, WEST, INC.,
on behalf of itself and its affiliate,
WRITERS GUILD OF AMERICA, EAST, INC.
By: /s/ David J. Young
David J. Young, Executive Director
SIDELETTER B - ARTICLE 42
458
APPENDIX A
GENERAL
The provisions of this Appendix A shall be applicable to the employment of writers
and the acquisition of literary material from a "professional writer" for
Comedy-Variety Programs;
Quiz and Audience Participation Programs;
Serials - Other than Prime Time;
Other Non-Dramatic Programs (including
non-dramatic children's programs
1
);
Dramatic Religious Programs; and
Documentary, News and Public Affairs Programs.
To the extent that provisions of the 2020 WGA MBA are inconsistent with these
provisions, this Appendix A shall supersede such inconsistent provisions.
Article 1. Definitions
The following shall be added to Article 1.A.1.:
The term "television program(s)" shall include television films (television motion
pictures) and the programs covered by this Appendix A. References to television
films in this Article 1 shall, unless expressly provided to the contrary, be deemed
references to television programs for purposes of this Appendix A.
Article 1.A.5. The first sentence defining the term "literary material" shall
include "telescripts," and the following shall be added:
Notwithstanding the foregoing, the following shall be excluded from the definition
of literary material:
a. material for sports news and sports commentary programs and sportscasts
(however, this provision is not intended to exclude material written for
documentary sports programs);
1
It is agreed that "non-dramatic children's programs" include all children's programs except those which
are clearly dramatic in nature, as contrasted with programs such as "Sesame Street," "Beakman's World"
and "Storytime," which may have some dramatic elements.
APPENDIX A
GENERAL
459
b. physical culture program material, except physical culture material
incorporated in a dramatic script or written by a writer who performs services
otherwise covered by this Agreement in connection with the program;
c. material written by government employees, acting within the scope of their
government employment;
d. material written by the person who delivers it on the air unless such person has
written material for delivery by another person as well as by himself/herself on
that particular program; provided that, unless elsewhere herein excluded, the
following shall not be excluded: Such material written for any dramatic
programs, and such material written for comedy-variety programs broadcast in
prime time on a basis of once-a-week or less unless the material was
completely written for another purpose prior to such person's engagement.
Article 1.A.13. shall read:
13. Other terms not expressly defined in this Basic Agreement are used in their
present commonly understood meaning in the Motion Picture Industry (as to
the Theatrical provisions hereof) and the Television Industry (as to the
Television provisions hereof) in the States of California and New York or, if
such meaning should differ, in the State of California with respect to
engagements to which California law applies, and in the State of New York
with respect to engagements to which New York law applies.
A sentence shall be added to Article 1.C.1.b., which shall read:
Notwithstanding the foregoing, a "professional writer" of serials intended for
broadcast in other than prime time means only such a person who has had
employment pursuant to a Writers Guild of America collective bargaining
agreement covering television, radio or theatrical motion pictures within the eight
(8) years immediately preceding the option or sale of the material concerned.
Article 1.C. shall contain the following subparagraphs:
20. The term "sketch" shall mean a self-contained dramatic unit having a plot
and which constitutes not more than twenty percent (20%) of the
entertainment portion of the television program of which it is a part, and is
not more than ten (10) minutes long.
22. The term "quiz and audience participation program" means a program
based on the participation by individuals in quizzes or stunts and/or in which
the moderator or master of ceremonies conducts interviews. Shows of the
type of the present "The Tonight Show" or "Late Night with David Letterman"
APPENDIX A
ARTICLE 1.A.5.b.
DEFINITIONS
460
are included within the category of comedy-variety programs, and are not
included within this definition. Examples of quiz and audience participation
programs are "Jeopardy," "Love Connection," "That's My Dog" and
"American Gladiators."
The term "comedy-variety program" (sometimes referred to as a "variety
program") refers to a program of a unit series or a single unit program which
consists of various entertainment elements, e.g., comic acts, sketches,
musical numbers. Examples of comedy-variety programs, both present and
past, are "Saturday Night Live," "The Tonight Show," "The Carol Burnett
Show," "In Living Color," "The Annual Academy Awards," "The People's
Choice Awards" and "25 Years of Lucy on Television."
The Guild will consider applications for waivers to permit the use of the
provisions of Article 13.B.6.a. or the new prime time minimum in b. (whether
or not the program is a prime time program) for other comedy-variety
programs which do not contain any of the above scripted traditional comedy-
variety elements but may contain off-camera narration over video sometimes
provided by a participant and/or amateur acts in which there is a prize
awarded to one or more of the participants and telethons. Examples of
these comedy-variety programs, both past and present, are "Those Amazing
Animals," "America's Funniest Home Videos," "America's Funniest People,"
"Candid Camera," "Star Search" and "Comic Relief."
24. bb. As to a serial for other than prime time which is covered pursuant to
Appendix A, a "format" shall be called a "bible" if, in addition and at
the request or upon the instructions of the Company, it contains all of
the following characteristics and requirements:
(1) It is in much greater detail than a traditional format, and includes
the context, framework, and central premises, themes and
progression of the serial.
(2) It includes a long-term story projection (as that term is understood
in the industry) and may include breakdowns (as that term is
understood in the industry).
(3) The characters must be not only distinct and identifiable, but must
be set forth with detailed descriptions and characterizations.
27. As to news, documentary and public affairs programs, "staff writer" means
a person employed by the Company as a writer pursuant to any other
collective bargaining agreement, and
APPENDIX A
ARTICLE 1.C.27.
DEFINITIONS
461
a. the essence of the arrangement is that such writer shall be a regular
staff employee of the Company and enjoy the benefits normally
accorded other staff employees of the Company; and
b. such engagement is for no specified term of employment (although a
minimum period of employment may be guaranteed); and
c. such engagement does not limit the right of the Company to assign the
writer to one or more specific programs or program series.
28. As to documentary programs, "telescript" means the final script with
individual scenes, full dialogue or monologue (including narration in
connection therewith), and camera setups if required; provided, however,
that if the Company desires any script to consist in part of suggested or
indicated dialogue, such suggested or indicated dialogue shall be deemed to
satisfy the requirement of full dialogue or monologue. "First draft
telescript" means a first complete draft of any script in continuity form
including the full dialogue.
29. The term "documentary program" means a program depicting real events
or providing detailed information on specific topics through actual footage
(with or without off-camera narration), on-camera narration, interviews and/or
re-enactments (as opposed to dramatizations). Examples of documentary
programs, both past and present, are "Unsolved Mysteries," "Rescue 911,"
"Zoo Life," "The Twentieth Century," "World War I," "The Civil War," "Wild
Kingdom," "Fantastic Facts," "Scared Silent" and "Jack (Kennedy)."
Examples of "news programs" are "Entertainment Tonight," "Lifestyles of
the Rich and Famous," "Hard Copy," "PM Magazine," "60 Minutes," the "6:00
O’Clock News," the "11:00 O’Clock News," "Face the Nation," "Sunday
Morning" and "CBS News Special Reports."
A "re-enactment" recreates an actual event that is a subject of a
documentary or news program. It is not a dramatization and is not the entire
program. No fictional characters are created nor are real persons combined
into one fictitious character. People (sometimes actors) are used to recreate
the events which are a subject of the documentary or news program, and
action is often described through the use of voice-over narration. Examples
of programs which include re-enactments are "Rescue 911" and "Unsolved
Mysteries."
"Dramatizations" of real events with actors performing scripted dramatic
scenes with dialogue and/or action are included within the category of
dramatic programs, and are not included within the definitions of
APPENDIX A
ARTICLE 1.C.27.a.
DEFINITIONS
462
"documentary program" or "news program." Examples of such dramatic
programs are "World War II: When Lions Roared" and "Jacqueline Bouvier
Kennedy." An example of a program which includes both documentary and
dramatic elements is "FBI: The Untold Stories."
30. Some examples of Article 13.B.6.a. "all other once-per-week or less, non-
dramatic programs" include: "This Old House," "Martha Stewart Living" and
"The Frugal Gourmet."
Some examples of Article 13.B.6.b. "all other non-dramatic strip
programs" include: "A Healthier You," "The Mind's Eye," "Teen Court" and
"The Home Show."
31. Some examples of "dramatic religious programs" include: "Insight" and
"This is the Life."
Article 3. Recognition
Article 3.A.1. shall be deemed to include "comedy-variety series and serials" after the
words "episodic series" at line 3 of the third full paragraph on page 30.
Article 3.C., paragraphs 1., 3. and 4., shall read:
1. The Company hereby recognizes the Guild as the exclusive representative
for the purpose of collective bargaining of all writers engaged by the
Company as freelance employees (as distinguished from writers on staff) for
the purpose of preparing literary material for the entertainment portion of
television programs covered by this Agreement. The Company hereby also
recognizes the Guild as the exclusive representative for purposes of
collective bargaining of all writers engaged by the Company as freelance
writers (as distinguished from writers on staff) for the purpose of preparing
literary material as employees for news, documentary or public affairs
programs produced for network and/or syndicated television, and for
documentary programs only which are produced by the Company for local
television broadcast in New York or Los Angeles. All such programs are
herein referred to as "covered programs," and the local programs described
in the foregoing sentence are referred to as "covered local programs."
3. Writers of questions, answers, ideas for stunts for quiz or audience
participation programs and/or written interviews, with respect to Article 15
hereof, shall be deemed "writers" of "material" covered hereunder only for
purposes of:
APPENDIX A
ARTICLE 3.C.3.
RECOGNITION
463
(a) paying residuals when there is a rerun, foreign telecast or theatrical
exhibition of an entire program, or
(b) paying for excerpts when an excerpt is used in a manner subject to
Article 15.B.10.dd. or in a "compilation" program, in which event the
provisions of Article 15.B.10.dd. or e., whichever is applicable, shall
apply.
4. Notwithstanding anything to the contrary in the definitions of "writer" and
"professional writer" contained in Article 1 hereof, this Agreement does not
cover services performed by writers under other collective bargaining
agreements (e.g., staff agreements with Network Companies and the Radio
Freelance MBA), nor does this Agreement cover any services performed by
Executive Producers, Senior Producers or other individuals when such
individuals are permitted to perform writing services without being covered by
such other collective bargaining agreements pursuant to an exclusion in
such other collective bargaining agreements.
Article 5. Application of this Basic Agreement
Article 5. shall read in part:
EXCLUDED TELEVISION PROGRAMS
The following television programs are excluded from the scope of this Agreement:
sports programs (other than documentary programs dealing with sports); and
news, public affairs and documentary programs produced for local single station
television broadcast, except for documentary programs produced for local single
station broadcast in New York or Los Angeles. Other television programs
produced for broadcast on a single local station are also excluded; however, if
such a local station program produced by the Company (i) is subsequently
broadcast over a national television network, or (ii) if a dramatic program, it is
subsequently broadcast over two (2) or more Company owned stations including a
station in New York, Los Angeles or Chicago, then the writer(s) of any literary
material of a type covered hereunder which is included in such program shall be
paid the difference, if any, between the amount originally paid such writer(s)
therefor and the minimum initial compensation applicable to such material
pursuant to this Appendix A or Article 13 of the Agreement and the applicable
provisions of this Appendix A or Article 15 of the Agreement, and the provisions of
Article 15 hereof shall also apply with respect to minimum compensation for any
additional subsequent broadcast(s), although such writer(s) and such material
shall not be deemed "writer(s)" of "material" hereunder for any other purpose.
APPENDIX A
ARTICLE 3.C.3.(a)
RECOGNITION
464
Article 8. Credit
Schedules C and D shall govern credit for the types of programs to which they
pertain in accordance with their respective provisions.
Article 13. Compensation
Article 13.B. shall provide with respect to programs covered by this Appendix A:
1. Minimum Basic Compensation
Company agrees that the applicable minimum compensation to be paid for
writing services or for the acquisition of literary material from a "professional
writer," which services or acquisitions are covered by this Agreement, for the
following programs:
Comedy-Variety programs;
Quiz and audience participation programs;
Serials (other than prime time);
Other non-dramatic programs (including non-dramatic children's
programs);
Dramatic religious programs; and
Documentary, news and public affairs programs
shall be as set forth herein during the periods indicated. For convenience,
the periods are herein designated:
"1st Period" May 2, 2020 through May 1, 2021
"2nd Period" May 2, 2021 through May 1, 2022
"3rd Period" May 2, 2022 through May 1, 2023
The applicable minimum shall be the minimum for each writer except when a
bona fide team of two (2) writers agrees, prior to employment, to collaborate,
in which event both such writers shall be considered a unit, which unit shall
receive in the aggregate not less than the applicable minimum
compensation. A bona fide team of more than two (2) head writers of a
non-prime time serial so agreeing prior to employment shall also be
considered such a unit when the unit is guaranteed at least the rate set forth
in Article 13.B.5.a.(1).
APPENDIX A
ARTICLE 13.B.1.
COMPENSATION
465
With respect to the provisions for increased rates during specified periods,
the intent is that as to freelance employment, the rates applicable when the
employment is entered into shall apply, except that when an employment is
entered into during one period, but is not to start until a subsequent period,
the rate applicable during the subsequent period applies.
2. Comedy-Variety Programs
a. Minimum Compensation Per Program (when minimum variety show
commitment is not applicable or for purposes of subparagraph b.(2)
below):
Length or
Time Bracket
5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
5 minutes $ 2,065 $ 2,117 $ 2,165
10 minutes 4,104 4,207 4,302
15 minutes 5,794 5,939 6,073
30 minutes 12,570 12,884 13,174
45 minutes 13,637 13,978 14,293
60 minutes 17,293 17,725 18,124
75 minutes 20,134 20,637 21,101
90 minutes 23,573 24,162 24,706
over 90 minutes (SEE BELOW)
For programs in excess of ninety (90) minutes, the minimum basic
compensation shall be the applicable ninety (90) minute minimum
compensation plus, for each half hour or fraction thereof in excess of
ninety (90) minutes, the difference between the applicable ninety (90)
minute minimum compensation and the applicable one-hour minimum
compensation.
With respect to a one-time comedy-variety program, the applicable
minimum compensation provided for herein shall entitle the Company
to the writer's services for a period not to exceed one (1) week on a
program of fifteen (15) minutes or less in length, three (3) consecutive
weeks on a program of forty-five (45) (but more than fifteen (15))
minutes or less in length, four (4) consecutive weeks on a program of
sixty (60) (but more than forty-five (45)) minutes in length or less, four
APPENDIX A
ARTICLE 13.B.1.
COMPENSATION
466
and one-half (4½) consecutive weeks on a program of seventy-five (75)
(but more than sixty (60)) minutes in length or less, five (5) consecutive
weeks on a program of ninety (90) (but more than seventy-five (75))
minutes or less in length, or six (6) consecutive weeks on a program of
more than ninety (90) minutes in length. Should the writer's services
be required for a period in excess of such time periods, the writer will
be compensated at not less than the individual writer's weekly minimum
as set forth in subparagraph b. below for writers employed under a
minimum variety show commitment. If, because of circumstances, it is
not feasible to provide for a consecutive span of employment, the Guild
will not unreasonably deny waivers of the foregoing provision.
b. Minimum Variety Show Commitment
As used in this subparagraph b., a term contract shall be a contract
with a writer providing for guaranteed employment in cycles of thirteen
(13) or more weeks or, if a program is to go off the air at the conclusion
of a cycle, then for the balance of such cycle; such contract may be
cancelled within any cycle on not less than two (2) weeks' notice
provided the program goes off the air.
If any writer on a comedy-variety program is not employed on a term
contract as so defined, the applicable minimum as set forth in
subparagraph a. shall be paid to each writer. If all writers on a
comedy-variety program are employed on term contracts (excluding
those who fall within exceptions hereinafter expressly provided), the
following conditions and individual and aggregate minimums shall
apply:
(1) In no event shall any individual writer employed on a
comedy-variety program pursuant to this subparagraph b. receive
less than the following weekly minimum for each weekly unit of
programs:
5/02/20 - 5/01/21
$4,566
5/02/21 - 5/01/22
4,680
5/02/22 - 5/01/23
4,785
APPENDIX A
ARTICLE 13.B.2.b.
COMEDY-VARIETY PROGRAMS
467
(2) Minimum Variety Show Commitment - Aggregate Minimum
Compensation for Programs Broadcast No More Than Once Per
Week
If only one (1) writer is employed, minimum compensation to such
writer shall be one hundred percent (100%) of the applicable
program minimum set forth in subparagraph 2.a. above. If two (2)
writers are employed, the aggregate minimum to both writers
combined shall be one hundred fifty percent (150%) of such
applicable program minimum. For each additional writer
employed, the combined minimum shall be increased by an
amount equal to twenty-five percent (25%) of such applicable
program minimum.
(3) Minimum Variety Show Commitment - Aggregate Minimum
Compensation Per Weekly Unit of Five Programs
5/02/20 - 5/01/21 Number of Writers
Length or Time Bracket 1 2 3 4 5
10
minutes
(Prime Time)
(Non-Prime)
$15,903
12,721
$17,340
13,870
$20,242
16,198
15
minutes
(Prime Time)
(Non-Prime)
22,257
17,804
25,149
20,115
$28,047
22,443
30
minutes
(Prime Time)
(Non-Prime)
37,582
30,071
41,192
32,965
$44,823
35,869
60
minutes
(Prime Time)
(Non-Prime)
70,831
56,661
74,438
59,550
APPENDIX A
ARTICLE 13.B.2.b.
COMEDY-VARIETY PROGRAMS
468
5/02/21- 5/01/22 Number of Writers
Length or Time Bracket 1 2 3 4 5
10
minutes
(Prime Time)
(Non-Prime)
$16,301
13,039
$17,774
14,217
$20,748
16,603
15
minutes
(Prime Time)
(Non-Prime)
22,813
18,249
25,778
20,618
$28,748
23,004
30
minutes
(Prime Time)
(Non-Prime)
38,522
30,823
42,222
33,789
$45,944
36,766
60
minutes
(Prime Time)
(Non-Prime)
72,602
58,078
76,299
61,039
5/02/22- 5/01/23 Number of Writers
Length or Time Bracket 1 2 3 4 5
10
minutes
(Prime Time)
(Non-Prime)
$16,668
13,332
$18,174
14,537
$21,215
16,977
15
minutes
(Prime Time)
(Non-Prime)
23,326
18,660
26,358
21,082
$29,395
23,522
30
minutes
(Prime Time)
(Non-Prime)
39,389
31,517
43,172
34,549
$46,978
37,593
60
minutes
(Prime Time)
(Non-Prime)
74,236
59,385
78,016
62,412
For programs in excess of sixty (60) minutes, the minimum basic
compensation shall be the applicable sixty (60) minute minimum
compensation plus, for each fifteen (15) minutes or fraction
thereof in excess of sixty (60) minutes, one-half of the difference
between the applicable sixty (60) minute minimum compensation
and the applicable thirty (30) minute compensation.
If more writers are employed than are provided for in the schedule
with respect to the appropriate program length, the total minimum
for all writers shall be increased by one (1) applicable weekly
minimum pursuant to subparagraph 2.b.(1) above for each such
additional writer. If fewer writers are so employed than are
provided for in such schedule, the first minimum specified with
respect to the appropriate program length shall be the total
minimum for the writers employed.
APPENDIX A
ARTICLE 13.B.2.b.
COMEDY-VARIETY PROGRAMS
469
(4) Minimum Variety Show Commitment - Aggregate Minimum
Compensation for Programs Broadcast Two, Three or Four Times
Per Week
The combined applicable minimum compensation to all writers
shall be the applicable minimum computed pursuant to
subparagraph 2.b.(2) above for a program of equal length
broadcast once a week plus a percentage of the difference
between the figure derived from such computation and the
applicable minimum computed pursuant to subparagraph 2.b.(3)
above for a program of equal length broadcast five (5) times per
week, as follows:
Number of Weekly Broadcasts Percentage of Difference
2 40
3 60
4 80
c. If an additional writer or writers lacking a "minimum variety show
commitment" are employed on a comedy-variety series on which all the
other writers on the program are employed under such commitment, it
is agreed that if such additional writers are added because of the
requirements of a special guest or special host to prepare special
material for a particular program in the series, the Guild will, upon
application by the Company, grant an automatic waiver of the
conditions specified in subparagraph 2.b. above. The Guild agrees to
consider applications for waivers to employ such additional writers with
writers employed under contracts providing for minimum variety show
commitments in other situations when reasonably required by the
circumstances of production of a particular program. Such additional
writer shall be paid at least the applicable program minimum, but the
addition of such additional writer shall not in any way increase either
the individual minimums of the other writers employed on the program
under contracts providing for a minimum variety show commitment, or
the total minimums specified in subparagraph 2.b. above.
d. It is agreed that the acquisition and use of a sketch by the Company
shall have no effect of any kind upon the concept of the "minimum
variety show commitment."
e. For any writer who is employed under a term contract non-cancellable
for thirteen (13) or more weeks but less than twenty-six (26) weeks, the
APPENDIX A
ARTICLE 13.B.2.b.
COMEDY-VARIETY PROGRAMS
470
applicable minimum weekly compensation specified in subparagraph
2.b.(1) above shall be subject to a discount of ten percent (10%). For
any writer who is employed under a term contract non-cancellable for
twenty-six (26) or more weeks, the applicable minimum weekly
compensation specified in subparagraph 2.b.(1) above shall be subject
to a discount of twenty percent (20%) instead of ten percent (10%). If
all of the writers on a program are employed under term contracts
non-cancellable for thirteen (13) or more weeks but less than twenty-six
(26) weeks, the applicable program minimums in subparagraphs
2.b.(2), (3) and (4) above shall be subject to a discount of ten percent
(10%). If all writers on a program are employed under term contracts
non-cancellable for twenty-six (26) or more weeks, the applicable
program minimums set forth in subparagraphs 2.b.(2), (3) and (4)
above shall be subject to a discount of twenty percent (20%) instead of
ten percent (10%).
f. Each writer shall be considered as an individual writer, rather than as
part of a team or teams, for the purpose of applying the minimums
outlined in subparagraph 2.b.
g. Pre-Production Periods
Company shall pay each writer for all services rendered during a
pre-production period the applicable minimum weekly compensation
set forth below:
5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
First 2 weeks of pre-production $3,193 $3,273 $3,347
Second 2 weeks 3,654 3,745 3,829
Third 2 weeks 4,109 4,212 4,307
Periods in addition to 6 weeks 4,566 4,680 4,785
A pre-production period shall mean any period of time prior to the
commencement of production of the first program of a series. For the
purpose of the preceding sentence, production shall be deemed to
have commenced one (1) week prior to the first date of taping. For all
writing services rendered during a pre-production period, the writer
shall be paid not less than the minimum set forth above, which may be
prorated for employment of less than five (5) days in any week. In no
event may such minimum be credited or allocated against the writer's
APPENDIX A
ARTICLE 13.B.2.g.
COMEDY-VARIETY PROGRAMS
471
program compensation, whether such compensation is by way of an
aggregate for a specified number of programs or a specified
compensation on a per program basis. Conversely, no portion of the
writer's compensation, whether by way of aggregate or per program,
may be allocated or credited against the compensation due the writer
for any pre-production services.
h. Multiple Programs Per Week
When the minimum variety show commitment is not applicable, if the
same writer is employed to write more than one program per week, the
following multiples of the applicable minimum basic compensation for a
single program pursuant to subparagraph 2.a. shall apply:
Two (2) Programs a Week 1¾
Three (3) Programs a Week 2¼
Four (4) Programs a Week 2¾
Five (5) Programs a Week 3
Six (6) Programs a Week 3¼
Seven (7) Programs a Week 3½
3. Self-Contained Portions of Programs
Minimum
Compensation
5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
SKETCHES
Prime Time
Non-Prime Time
$4,260
3,401
$4,367
3,486
$4,465
3,564
LYRICS
UNACCOMPANIED BY MUSIC 3,355 3,439 3,516
The minimum compensation payable for two (2) or more sketches furnished
by the same writer for a program shall be a sum equal to the number of
sketches so furnished multiplied by the minimum for each sketch, but not
more than the minimum compensation applicable to the overall length of the
program.
APPENDIX A
ARTICLE 13.B.2.g.
COMEDY-VARIETY PROGRAMS
472
4. Quiz and Audience Participation Programs
a. Company shall pay each writer employed to furnish material (except as
provided in subparagraph 4.b. below) for quiz or audience participation
programs the following minimum compensation per weekly unit of not
more than five (5) programs:
(1) To a writer employed on a term contract guaranteeing thirteen
(13) weekly units or when subparagraph c. below applies
5/02/20 - 5/01/21
$3,428
5/02/21 - 5/01/22
3,514
5/02/22 - 5/01/23
3,593
(2) To a writer employed under a term contract guaranteeing fourteen
(14), but less than twenty (20), weekly units
5/02/20 - 5/01/21
$3,184
5/02/21 - 5/01/22
3,264
5/02/22 - 5/01/23
3,337
(3) To a writer employed under a term contract guaranteeing twenty
(20), but less than thirty-nine (39), weekly units
5/02/20 - 5/01/21
$2,924
5/02/21 - 5/01/22
2,997
5/02/22 - 5/01/23
3,064
(4) To a writer employed under a term contract guaranteeing
thirty-nine (39) or more weekly units
5/02/20 - 5/01/21
$2,681
5/02/21 - 5/01/22
2,748
5/02/22 - 5/01/23
2,810
APPENDIX A
ARTICLE 13.B.4.a.
QUIZ AND AUDIENCE
PARTICIPATION PROGRAMS
473
b. As to writers employed solely to write questions, answers and/or ideas
for stunts for quiz and audience participation programs, the applicable
minimum compensation per weekly unit of not more than five (5) quiz
and audience participation programs is as follows:
(1) To a writer employed on a term contract guaranteeing thirteen
(13) weekly units or when subparagraph 4.c. below applies
5/02/20 - 5/01/21
$1,817
5/02/21 - 5/01/22
1,862
5/02/22 - 5/01/23
1,904
(2) To a writer employed under a term contract guaranteeing fourteen
(14), but less than twenty (20), weekly units
5/02/20 - 5/01/21
$1,683
5/02/21 - 5/01/22
1,725
5/02/22- 5/01/23
1,764
(3) To a writer employed under a term contract guaranteeing twenty
(20), but less than thirty-nine (39), weekly units
5/02/20 - 5/01/21
$1,553
5/02/21 - 5/01/22
1,592
5/02/22- 5/01/23
1,628
c. Each writer employed for a quiz and audience participation program
series shall be guaranteed employment of not less than thirteen (13)
consecutive weekly units; provided, however, that if such series is
produced for initial broadcast in syndication, each writer shall be
guaranteed not less than the number of weekly units which the
Company is committed to produce if less than thirteen (13). As to
series produced for initial broadcast on a network, the Company may
reduce such guarantee only to the extent that such network reduces its
commitment to the Company by reason of preemption, network force
majeure and the like.
APPENDIX A
ARTICLE 13.B.4.b.
QUIZ AND AUDIENCE
PARTICIPATION PROGRAMS
474
d. For a syndicated program series in production prior to August 8, 1988,
the applicable minimum compensation shall be two-thirds (b) of the
applicable minimum compensation in subparagraphs 4.a. and b. above.
For services on six (6) programs per weekly unit, the applicable
minimum shall be increased by eighty percent (80%). For services on
seven (7) programs per weekly unit, the minimum shall be increased by
one hundred percent (100%). If any one (1) program per weekly unit is
on a network, the network rates shall apply to the entire weekly unit.
e. For a program series which begins production on or after August 8,
1988, the applicable minimum compensation for the first fifty-two (52)
weeks of production of such program series shall be two-thirds (b) of
the applicable rates in subparagraphs 4.a. and b. above. For the
second fifty-two (52) weeks of production of such program series, the
applicable minimum compensation shall be five-sixths (5/6) of the
applicable rates in subparagraphs 4.a. and b. above. Thereafter, the
applicable minimum compensation for such program series shall be the
applicable rates in subparagraphs 4.a. and b. above.
In no event shall the compensation of a writer employed on a program
series in production prior to August 8, 1988 be reduced by the
preceding paragraph of this Article 13.B.4.e.
f. Except when the program goes off the air, if the Company cancels a
writer's contract at the end of any cycle, the Company shall give two (2)
weeks advance notice of cancellation or pay in lieu thereof. A contract
which by its own terms expires at the end of a cycle does not require
any notice.
5. Serials - Other than Prime Time
With respect to serials produced for broadcast five (5) times per week
2
in
other than prime time, and other dramatic strip programs produced for
broadcast five (5) times per week in other than prime time, the following
terms shall apply:
2
If a signatory Company should produce a serial for broadcast in other than prime time three (3), four (4),
six (6) or seven (7) times per week, the parties to this Appendix A will negotiate in good faith for
appropriate rates and conditions for such serial. In the event that the employment pattern for such serial
is similar to that of a five (5) times per week non-prime time serial, it is understood that such rates and
conditions shall be negotiated in the context of the established five (5) times per week structure. It is
understood that in any event the flashback provisions of Article 15 of this Appendix A will apply.
APPENDIX A
ARTICLE 13.B.5.
SERIALS - OTHER THAN PRIME TIME
475
a. Minimum Compensation
(1) The aggregate minimum payable for the services of the head
writers and the writers of the individual scripts for each weekly unit
of five (5) serial programs (the "weekly aggregate minimum") shall
be no less than:
Program Length 5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
15 minutes or less $13,368 $13,702 $14,010
30 minutes or less
(but more than 15) 22,281 22,838 23,352
45 minutes or less
(but more than 30) 32,308 33,116 33,861
60 minutes or less
(but more than 45) 41,218 42,248 43,199
90 minutes or less
(but more than 60) 61,826 63,372 64,798
(2) For each script on which a serial writer performs writing services,
such serial writer will be paid not less than:
Program Length 5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
15 minutes or less $1,270 $1,302 $1,331
30 minutes or less
(but more than 15) 2,131 2,184 2,233
45 minutes or less
(but more than 30) 3,083 3,160 3,231
60 minutes or less
(but more than 45) 3,933 4,031 4,122
90 minutes or less
(but more than 60) 5,914 6,062 6,198
APPENDIX A
ARTICLE 13.B.5.a.
SERIALS - OTHER THAN PRIME TIME
476
Applicable minimum compensation for a non-prime time serial
produced for syndication in fewer than thirty (30) cities shall be
eighty percent (80%) of the above minimums.
(3) The head writer shall receive no less than the aggregate minimum
reduced by the per-script minimum payable to other individuals.
No writer (other than the head writer) shall be employed for less
than an average of one (1) script or breakdown per week for the
term of his/her contract, except when the writer requests both the
Company and the Guild to allow the writer to be employed to work
less than an average of one (1) script or breakdown per week,
provided that the Guild may deny the writer's request if it
establishes that the writer did not initiate such request.
(4) Script writers who write a segment(s) for a script(s) shall be paid
in accordance with this subparagraph 5.a.(4) rather than in
accordance with subparagraph 5.a.(2). In order to utilize this
subparagraph 5.a.(4), the Company must pay at least one (1)
script writer who has rendered writing services on the script the
full script minimum.
Total Length of
Program
Length of Script Segment Compensation as
% of Per Script Minimum
15 minutes or less 5 minutes or less 30%
30 minutes or less
(but more than 15)
5 minutes or less
10 minutes or less (over 5)
15 minutes or less (over 10)
20%
30%
50%
45 minutes or less
(but more than 30)
5 minutes or less
10 minutes or less (over 5)
15 minutes or less (over 10)
30 minutes or less (over 15)
15%
25%
30%
70%
60 minutes or less
(but more than 45)
5 minutes or less
10 minutes or less (over 5)
15 minutes or less (over 10)
30 minutes or less (over 15)
15%
25%
30%
50%
90 minutes or less
(but more than 60)
5 minutes or less
10 minutes or less (over 5)
15 minutes or less (over 10)
30 minutes or less (over 15)
60 minutes or less (over 30)
10%
15%
25%
30%
70%
APPENDIX A
ARTICLE 13.B.5.a.
SERIALS - OTHER THAN PRIME TIME
477
Total Length of
Program
Length of Script Segment Compensation as
% of Per Script Minimum
120 minutes or less
(but more than 90)
5 minutes or less
10 minutes or less (over 5)
15 minutes or less (over 10)
30 minutes or less (over 15)
60 minutes or less (over 30)
10%
15%
25%
30%
50%
(5) Long-Term Story Projection. It is understood that the preparation
of a long-term story projection is part of the normal duties of a
head writer, and no additional compensation is due a head writer
who writes such long-term story projection. However, if a
long-term story projection (regardless of length of program) is
prepared by a writer other than a head writer, said writer will be
paid the minimum sum of:
3 Months
or Less
6 Months or
Less, but More
than 3 Months, or
Unspecified
More than 6
Months, but Not
More than 12
Months
5/02/20 - 5/01/21
$19,116 $28,673 $38,226
5/02/21 - 5/01/22
19,594 29,390 39,182
5/02/22 - 5/01/23
20,035 30,051 40,064
(6) Format. The minimum basic compensation for a format shall be
the minimum set forth in this Agreement for a format for an
episodic series.
(7) Bible. The minimum basic compensation for a "bible" shall be
four (4) times the applicable minimum compensation for a format
only. Compensation previously paid for the format may be
applied against such minimum. For each week of breakdowns in
excess of one (1) required by the Company, the minimum
compensation shall be as provided in subparagraph 5.a.(8) below.
(8) Breakdowns. It is understood that the preparation of breakdowns
is part of the normal duties of a head writer, and no additional
compensation is due a head writer who writes breakdowns.
APPENDIX A
ARTICLE 13.B.5.a.
SERIALS - OTHER THAN PRIME TIME
478
However, an associate writer who is assigned or employed to
write a breakdown or breakdowns for a network serial program
shall be compensated in accordance with the following schedule
for each daily breakdown:
Program Length 5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
15 minutes or less $ 564 $ 578 $ 591
30 minutes or less (but more
than 15)
1,201 1,231 1,259
45 minutes or less (but more
than 30)
1,344 1,378 1,409
60 minutes or less
3
(but more
than 45)
2,249 2,305 2,357
90 minutes or less (but more
than 60)
2,591 2,656 2,716
An associate writer who is assigned or employed to write a
breakdown or breakdowns for a syndicated serial program shall
be compensated at not less than four and one-quarter percent
(4-¼%) of the weekly aggregate minimum for each daily
breakdown.
(9) Services in Head Writer's Absence. A writer who is assigned or
employed to perform in the head writer's absence those services
ordinarily performed by the head writer, other than the writing of
breakdowns and long-term story projections, shall be
compensated for such services at not less than fifteen percent
(15%) of the weekly aggregate minimum for each weekly unit on
which such services are rendered. Such compensation shall not
be subject to rerun or foreign telecast compensation pursuant to
Article 15 or subparagraph 5.a.(11) below.
(10) Sample Writing. A person may prepare a sample breakdown or
script for purposes of determining such person's suitability for
employment as a writer on a non-prime time serial. When the
3
For a writer of breakdowns for a sixty (60) minute serial employed for a thirteen (13) week cycle, the
Company shall contribute, in addition to the amount required under Article 17, an amount, if needed, which
will entitle such writer to a full year of health coverage. In no event shall the Company be required to
make such additional contributions if such writer is otherwise eligible for a full year of health coverage.
APPENDIX A
ARTICLE 13.B.5.a.
SERIALS - OTHER THAN PRIME TIME
479
Company requests a writer who meets the definition of
"professional writer," as applied to daytime serials, to write a
sample breakdown or script, it will pay to such professional writer
for such sample breakdown or script fifty percent (50%) of the
applicable minimum breakdown or script fee; however, when such
writer has previously been entitled to receive credit as a writer on
a non-prime time serial, the Company will pay to such writer for
such sample breakdown or script seventy-five percent (75%) of
the applicable minimum breakdown or script fee. Upon payment
of the applicable minimum breakdown or script fee, or the balance
thereof, to such writer, the Company may produce a script based
upon a sample breakdown or in the case of a sample script, such
script.
(11) Reruns and Foreign Telecasts.
4
The applicable minimum
compensation for each program for purposes of computing
domestic rerun and foreign telecast compensation shall be, for
each writer, the following proportion of the aggregate minimum
set forth in subparagraph 5.a.(1) above, divided by five (5):
(a) If a "breakdown" has been written by the head writer, or if no
"breakdown" has been written:
Head Writer 50%
Associate Writer 50%
(b) If a writer other than the head writer has written a
"breakdown":
Head Writer 35%
Writer of "breakdown" 15%
Associate Writer 50%
4
See Sideletter at page 738, which permits a Company to enter into an agreement with the Guild for
payments via direct deposit in lieu of issuing checks.
APPENDIX A
ARTICLE 13.B.5.a.
SERIALS - OTHER THAN PRIME TIME
480
(c) If a writer other than the head writer has written a rewrite or
a polish:
Head Writer 47½%
Associate Writer (of script) 47½%
Associate Writer (of rewrite or
polish)
5%
(d) If a writer other than the head writer has written a
breakdown and a rewrite or polish:
Head Writer 32½%
Writer of "breakdown" 15%
Associate Writer (of script) 47½%
Associate Writer (of rewrite or
polish)
5%
In the event there is more than one (1) writer in a category, the
applicable percentage shall be divided equally among all writers in
that category.
Compensation due to the writer for foreign telecasts shall be
made by check, payable to the writer and delivered to the Guild
for forwarding to such writer. If the writer's check includes other
types of compensation, the check will be sent directly to the writer
with a copy of the check and stub (with information showing the
compensation for the foreign telecasts) furnished to the Guild.
(12) Summaries. No associate writer shall be requested to write
summaries as a part of his or her duties.
(13) Rewrites, Polishes and Extensive Revisions. See Article 13.B.7.c.
below.
(14) All minimums are exclusive of pension and health contributions
and employer payroll taxes.
APPENDIX A
ARTICLE 13.B.5.a.
SERIALS - OTHER THAN PRIME TIME
481
b. Minimum Contract Terms
(1) Contracting and Subcontracting. When Company produces such
a serial, all writers for such serial shall be employed by Company;
provided, however, that nothing shall prohibit Company from
subcontracting for the employment of writers for such serial by
another bona fide signatory. If the bona fide signatory (herein
sometimes called "subcontractor") is owned principally by a "head
writer" (as that term is understood in the industry), the Guild may
require, prior to its employment of any other writers, a bond
guaranteeing performance by the subcontractor of its monetary
obligations.
When a subcontractor is owned principally by a head writer, the
weekly aggregate minimum payable pursuant to subparagraph
5.a.(1) above shall not only include the fees payable to the head
writer and the writers of the individual scripts, but also the fees
payable pursuant to subparagraphs 5.a.(8) and (9) above to
individuals employed by the subcontractor. In such case, the first
sentence of subparagraph 5.a.(3) above shall be deemed
amended to read, "The head writer shall receive no less than the
aggregate minimum reduced by the minimums payable under this
Article 13.B.5.a.(2), (8) and (9) to other writers."
Upon subcontractor's written request and after appropriate
contractual arrangements and modifications have been made,
Company will remit to the Guild Pension and Health Funds, as
subcontractor's agent for such purpose, the applicable Pension
Plan and Health Fund contributions required of the subcontractor;
provided, however, that the Company's sole obligation under such
arrangement shall be to the subcontractor.
(2) (a) Employment by a Producer
With respect to employment by a Producer, a head writer or
an associate writer (i.e., a writer employed on a serial other
than a head writer) must be employed on a term contract for
not less than a thirteen (13) week cycle, provided that an
associate writer may be employed initially to write
breakdowns or scripts on a particular serial on a trial period
for not more than an aggregate of six (6) weeks in a
consecutive nine (9) week period. A writer employed on a
trial basis on a serial which has been broadcast for two (2)
years or more must be guaranteed at least two (2) scripts or
APPENDIX A
ARTICLE 13.B.5.b.
SERIALS - OTHER THAN PRIME TIME
482
breakdowns. If the Company guarantees the writer, prior to
the expiration of the nine (9) week period, at least one (1)
additional trial script(s) or breakdown(s), the above trial
period may be extended to a maximum of thirteen (13)
weeks.
(b) Employment by a Subcontractor
When a Producer elects to utilize a subcontractor which is
owned principally by a head writer to perform writing
services, an associate writer must be employed for not less
than a thirteen (13) week cycle, and the cycles of the head
writer and the associate writers shall be coordinated. In
such cases, the following shall apply:
(i) In order to coordinate cycles, the initial employment of
an associate writer on a particular serial may be for a
period of less than thirteen (13) weeks.
(ii) In addition, an associate writer may be employed
initially to write breakdowns or scripts on a particular
serial on a trial period for not more than an aggregate
of six (6) weeks in a consecutive nine (9) week period.
A writer employed on a trial basis on a serial which has
been broadcast for two (2) years or more must be
guaranteed at least two (2) breakdowns or scripts. If
the Company guarantees the writer, prior to the
expiration of the nine (9) week period, at least one (1)
additional trial script(s) or breakdown(s), the above trial
period may be extended to a maximum of thirteen (13)
weeks. If an associate writer is employed on a trial
basis and the Company desires to continue his/her
employment, the Company shall be obligated to offer
such writer a term contract, the duration of which shall
be the number of weeks remaining in the head writer's
current thirteen (13) week cycle. (For purposes of this
subparagraph (b), if a head writer's employment is for a
cycle which is a multiple of thirteen (13) weeks, the
cycle shall be deemed to be thirteen (13) weeks.)
(iii) In addition, if the head writer's employment is renewed
for another cycle, the associate writer shall be offered
employment for one (1) additional cycle.
APPENDIX A
ARTICLE 13.B.5.b.
SERIALS - OTHER THAN PRIME TIME
483
(iv) If the head writer's employment is terminated at the
end of a cycle, the employment of the associate writer
may likewise be terminated.
(c) If the head writer makes notes or changes on a script written
by a writer on a trial basis, a copy of the script will be
delivered to the writer within four (4) business days after
completion of review of the trial script by the head writer,
and when practicable, prior to the time of the trial script
writer's next following script assignment.
(3) The Company shall give a writer at least the following advance
notice of cancellation of his/her contract:
Type of Cycle (one of which
shall be selected and set forth
in writer’s contract at time of
employment. Date of
commencement of initial
cycle shall also be included.)
Notice
(in weeks prior to end of cycle)
Head Writer Associate Writer
If based on air dates 7 6
If based on production dates 6 5
If based on date script due 4 4
and failing such notice, the employment contract shall be deemed
renewed for the next cycle; provided, however, that if a cycle is
based on the date scripts or breakdowns are due, the Company
may pay the writer four (4) weeks' pay in lieu of the four (4)
weeks' notice (a "week's pay" to be computed by dividing the total
compensation payable during that cycle pursuant to the writer's
term contract by the number of weeks in that cycle) any time up to
and including the date when the final script or breakdown is due,
and the employment contract shall only be deemed renewed for
the next cycle if notice is not given until after the date on which
the final script or breakdown is due. A contract which by its own
terms expires at the end of a cycle does not require any notice.
The writer's contract may be cancelled within any cycle on not
less than two (2) weeks' notice provided the program goes off the
air.
APPENDIX A
ARTICLE 13.B.5.b.
SERIALS - OTHER THAN PRIME TIME
484
(4) If an associate writer's contract is cancelled or terminates when
there is a change of head writer, he/she may be re-employed to
work under the new head writer for a six (6) week reappraisal
cycle, provided that, unless the writer is notified of cancellation at
least two (2) weeks prior to the date on which the last script or
breakdown is due in such reappraisal cycle, such cycle shall be
extended an additional seven (7) weeks.
(5) Notwithstanding the provisions of subparagraph b.(2) above, if a
writer does not desire to accept the offer of a term contract and
the Company is willing to employ the writer on a basis other than
under a term contract, such arrangement may be made between
the Company and the writer upon approval of the Guild.
(6) The contract with any writer may provide that he/she shall not
perform writing services which would interfere with his/her
obligation as a writer for the serial for which he/she is employed.
In the case of a writer who is employed on a serial who is
guaranteed compensation over a thirteen (13) week cycle
equivalent to at least one and one-half (1½) times the minimum
applicable compensation for one (1) script per week multiplied by
thirteen (13) (prorated for shorter or longer cycles where
permitted), the Company may negotiate to obtain exclusivity of
his/her services in the non-prime time serial field during such
cycle or until completion of writing services.
(7) Existing contractual arrangements for writing services, except for
minimum rates, shall not be affected by the terms of this
Agreement until the expiration of such contractual arrangement;
provided that changed provisions with respect to notice shall
become effective with the second cycle (in the individual writer's
contract) that begins after the effective date of this collective
bargaining agreement.
(8) An associate writer who has been employed on one (1) or more
serial programs produced by the same Company during cycles
covering at least fifty (50) consecutive weeks shall be entitled to a
vacation for that year of two (2) weeks. Said two (2) weeks of
vacation shall increase to three (3) weeks of vacation for an
associate writer who has been employed by the same Company
for five (5) consecutive years. An associate writer shall be eligible
to take up to a week of vacation after twenty-six (26) weeks. For
each such week of vacation, the writer shall be paid or credited
with vacation pay at the writer’s guaranteed average weekly
compensation.
APPENDIX A
ARTICLE 13.B.5.b.
SERIALS - OTHER THAN PRIME TIME
485
Said fifty (50) week period shall be deemed consecutive if
interrupted by a break or breaks in employment of up to four (4)
weeks in the aggregate caused by transferring to another program
or programs produced by the same Company. The writer and the
Company shall mutually agree on vacation scheduling. A writer's
illness will not be deemed a break in employment for the
purposes of this provision.
If, at the request of the Company, a writer agrees to change or
postpone a vacation which has been approved by the Company,
the writer shall be reimbursed for any vacation expenditures
reasonably attributable to the change in such writer's vacation.
The foregoing provisions of this subparagraph b.(8) shall also
apply to the head writer provided that he or she completes those
of his or her customary functions as head writer which can
reasonably be done in advance. In no event shall the Company
be required to utilize the services of another individual to replace
the head writer pursuant to subparagraph 5.a.(9) above.
Company shall not be required to pay the head writer for vacation
time not used regardless of the reason, and unused vacation shall
not carry over from year to year.
(9) A writer on a one-hour program whose guarantee is thirteen (13)
scripts within thirteen (13) weeks, and who is assigned to write
and deliver three (3) or more scripts within seven (7) days of
receiving such assignment will be paid not less than one hundred
twenty-five percent (125%) of the applicable minimum fee for the
third such script and not less than one hundred fifty percent
(150%) of the applicable minimum fee for the fourth such script.
In the event that the writer is assigned to write more than thirteen
(13) scripts within the thirteen (13) weeks, the foregoing premium
payments shall not be applicable.
(10) With respect to a dramatic strip program produced for broadcast
five (5) times per week in other than prime time on other than a
fifty-two (52) week per year basis, the Company will meet with the
Guild at least thirty (30) days prior to the commencement of
production to conform the cycle and notice requirements set forth
in subparagraphs 13.B.5.b.(2) and (3) to the production order,
provided that no cycle except for the trial or reappraisal cycle shall
be for less than ten (10) weeks.
c. The parties recognize that "consultants" are employed in the serial
field. It is understood that the designation "consultant" neither negates
APPENDIX A
ARTICLE 13.B.5.b.
SERIALS - OTHER THAN PRIME TIME
486
nor confers coverage under this Agreement. To the extent that such a
consultant writes literary material covered by this Agreement, the
Company acknowledges that such writing services are governed
hereunder.
6. Other Non-Dramatic Programs
5
a. Once-Per-Week or Less, Non-Dramatic Programs (including Non-
Dramatic Children's Programs) (other than Comedy-Variety, Quiz and
Audience Participation, Documentary News and Public Affairs
Programs and programs covered by Article 13.B.6.b. of this Appendix
A).
6,
7
5
If a signatory Company should produce a program covered by this Article 13.B.6.a. or b. for broadcast
two (2), three (3) or four (4) times per week, the parties to this Appendix A will negotiate in good faith for
appropriate rates and conditions for such program. In the event that the employment pattern for such
program is similar to that of a five (5) times per week series covered by Article 13.B.6., it is understood
that such rates and conditions shall be negotiated in the context of a five (5) times per week structure. For
programs covered by this Article 13.B.6.a. or b. produced for broadcast six (6) or seven (7) times per
week, see the provisions of Article 13.B.6.b.(1)(b).
6
The provisions of this Article 13.B.6.a. apply to dramatic religious programs.
7
The parties have agreed that, during the term of this 2020 WGA-AMPTP Agreement, prior to using
these rates, the Company will notify the Guild, no later than thirty (30) days prior to the commencement of
such program's production, of its intention to produce a program under this subparagraph 6.a. Such notice
shall fully set forth a description of the program. If the parties do not reach agreement on the program's
classification, the parties retain their respective rights under this Agreement.
APPENDIX A
ARTICLE 13.B.6.a.
OTHER NON-DRAMATIC PROGRAMS
487
(1) (a) Minimum compensation per program broadcast once a week
or less on a commercial basis (for which minimum series
commitment is not applicable or for purposes of
subparagraph a.(1)(b)(ii) or subparagraph c. below):
Prime Time 5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
5 minutes $ 1,800 $ 1,845 $ 1,887
10 minutes 3,592 3,682 3,765
15 minutes 5,086 5,213 5,330
30 minutes 10,157 10,411 10,645
45 minutes 11,941 12,240 12,515
60 minutes 15,226 15,607 15,958
75 minutes 17,626 18,067 18,474
90 minutes 21,498 22,035 22,531
Non-Prime Time 5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
5 minutes $ 1,440 $ 1,476 $ 1,509
10 minutes 2,712 2,780 2,843
15 minutes 4,063 4,165 4,259
30 minutes 7,171 7,350 7,515
45 minutes 8,787 9,007 9,210
60 minutes 11,351 11,635 11,897
75 minutes 12,553 12,867 13,157
90 minutes 15,830 16,226 16,591
For programs over ninety (90) minutes in length, the
minimum basic compensation shall be the applicable ninety
(90) minute compensation plus, for each half hour or fraction
thereof in excess of ninety (90) minutes, the difference
between the applicable ninety (90) minute minimum
APPENDIX A
ARTICLE 13.B.6.a.
OTHER NON-DRAMATIC PROGRAMS
488
compensation and the applicable one (1) hour minimum
compensation.
With respect to a one-time non-dramatic program, the
applicable minimum compensation provided for herein shall
entitle the Company to the writer's services for a period not
to exceed one (1) week on a program of fifteen (15) minutes
or less in length, three (3) consecutive weeks on a program
of forty-five (45) (but more than fifteen (15)) minutes or less
in length, four (4) consecutive weeks on a program of sixty
(60) (but more than forty-five (45)) minutes in length or less,
four and one-half (4½) consecutive weeks on a program of
seventy-five (75) (but more than sixty (60)) minutes in length
or less, five (5) consecutive weeks on a program of ninety
(90) (but more than seventy-five (75)) minutes or less in
length, or six (6) consecutive weeks on a program of more
than ninety (90) minutes in length. Should the writer's
services be required for a period in excess of such time
periods, the writer will be compensated at not less than the
individual writer's weekly minimum as set forth in
subparagraph b.(1)(c) below for writers employed under a
minimum series commitment. If, because of circumstances,
it is not feasible to provide for a consecutive span of
employment, the Guild will not unreasonably deny waivers of
the foregoing provision.
(b) Minimum Series Commitment
As used in this subparagraph (b), a term contract shall be a
contract with a writer providing for guaranteed employment
in cycles of thirteen (13) or more weeks or, if a program is to
go off the air at the conclusion of a cycle, then for the
balance of such cycle; such contract may be cancelled
within any cycle on not less than two (2) weeks' notice
provided the program goes off the air.
In the event of a series order of less than nine (9) weekly
units but more than three (3) weekly units of programs, each
writer shall be guaranteed not less than the number of
weekly units which the Company is committed to produce. If
the Company obtains a commitment for production of one
(1) or more additional weekly units, each writer shall be
guaranteed employment of not less than the number of
additional weekly units which the Company is committed to
produce. In no event will the Company be required to
APPENDIX A
ARTICLE 13.B.6.a.
OTHER NON-DRAMATIC PROGRAMS
489
guarantee the writer employment for more than an additional
thirteen (13) weekly units. If any writer on a non-dramatic
program is not employed on a term contract as so defined,
the applicable minimum as set forth in subparagraph (a)
above shall be paid to each writer. If all writers on a non-
dramatic program are employed on term contracts, the
following conditions and individual and aggregate minimums
shall apply:
(i) In no event shall any individual writer employed on a
non-dramatic program pursuant to this subparagraph (b)
receive less than the following weekly minimum for each
weekly unit of programs:
5/02/20 - 5/01/21
$3,581
5/02/21 - 5/01/22
3,671
5/02/22 - 5/01/23
3,754
(ii) Minimum Series Commitment - Aggregate Minimum
Compensation for Programs Broadcast No More Than
Once Per Week
If only one (1) writer is employed, minimum
compensation to such writer shall be one hundred
percent (100%) of the applicable program minimum set
forth in subparagraph (1)(a) above. If two (2) writers are
employed, the aggregate minimum to both writers
combined shall be one hundred fifty percent (150%) of
such applicable program minimum. For each additional
writer employed, the combined minimum shall be
increased by an amount equal to twenty-five percent
(25%) of such applicable program minimum.
For any writer who is employed under a term contract
non-cancellable for thirteen (13) or more weeks but less
than twenty-six (26) weeks, the applicable minimum
weekly compensation specified in subparagraph (b)(i)
above shall be subject to a discount of ten percent
(10%). For any writer who is employed under a term
contract non-cancellable for twenty-six (26) or more
weeks, the applicable minimum weekly compensation
specified in subparagraph (b)(i) above shall be subject
to a discount of twenty percent (20%) instead of ten
APPENDIX A
ARTICLE 13.B.6.a.
OTHER NON-DRAMATIC PROGRAMS
490
percent (10%). If all of the writers on a program are
employed under term contracts non-cancellable for
thirteen (13) or more weeks but less than twenty-six (26)
weeks, the applicable program minimums in
subparagraph (b)(ii) above shall be subject to a discount
of ten percent (10%). If all writers on a program are
employed under term contracts non-cancellable for
twenty-six (26) or more weeks, the applicable program
minimums set forth in subparagraph (b)(ii) above shall
be subject to a discount of twenty percent (20%) instead
of ten percent (10%).
(iii) Each writer shall be considered as an individual writer,
rather than as part of a team or teams, for the purpose
of applying the minimums outlined in subparagraph
(1)(b).
(2) Programs broadcast on a sustaining basis:
(a) The writer of a program broadcast on a sustaining basis, i.e.,
without commercial sponsorship, shall be entitled to
compensation at the rate of seventy percent (70%) of the
applicable minimum basic compensation for a commercial
program pursuant to subparagraph 6.a.(1)(a) above.
(b) Material for a co-op program (i.e., a program broadcast by the
network only during periods when local commercial or other
announcements may be or are broadcast by local stations)
shall be deemed sustaining material if the writer has written
no other material for such program.
b. Non-Dramatic Strip Programs
Non-Dramatic Strip Programs, (including Non-Dramatic Children's
Programs) (other than Comedy-Variety, Quiz and Audience Participation,
Documentary, News and Public Affairs Programs and programs covered
by Article 13.B.6.a. of this Appendix A).
8,
9
8
The provisions of this Article 13.B.6.b. apply to dramatic religious programs.
9
The parties have agreed that, during the term of this 2020 WGA-AMPTP Agreement, prior to using
these rates, the Company will notify the Guild, no later than thirty (30) days prior to the commencement of
such program's production, of its intention to produce a program under this subparagraph 6.b. Such notice
shall fully set forth a description of the program. If the parties do not reach agreement on the program's
classification, the parties retain their respective rights under this Agreement.
APPENDIX A
ARTICLE 13.B.6.b.
NON-DRAMATIC STRIP PROGRAMS
491
(1) Minimum Compensation/Strip Programs Broadcast on a Five (5)
Times Per Week Basis
(a) Subject to subparagraph (c) below, for a writer employed on a
five (5) times per week basis on a subparagraph 6.b. program
broadcast as a strip five (5) times per week, the minimum
basic compensation shall be as follows:
Prime Time Programs and All Non-Dramatic Children's Programs,
Whether or Not Prime Time
Program Length
5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
5 minutes or less $3,708 $3,801 $3,887
10 minutes or less
(but more than 5) 5,253 5,384 5,505
15 minutes or less
(but more than 10) 5,975 6,124 6,262
30 minutes or less
(but more than 15) 7,722 7,915 8,093
60 minutes or less
(but more than 30) 8,828 9,049 9,253
90 minutes or less
(but more than 60) 10,475 10,737 10,979
APPENDIX A
ARTICLE 13.B.6.b.
NON-DRAMATIC STRIP PROGRAMS
492
Non-Prime Time
Program Length
5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
5 minutes or less $2,955 $3,029 $3,097
10 minutes or less
(but more than 5) 3,964 4,063 4,154
15 minutes or less
(but more than 10) 4,773 4,892 5,002
30 minutes or less
(but more than 15) 5,452 5,588 5,714
60 minutes or less
(but more than 30) 6,583 6,748 6,900
90 minutes or less
(but more than 60) 7,713 7,906 8,084
120 minutes or less
(but more than 90) 8,844 9,065 9,269
(b) For a writer employed on a strip program under this subparagraph 6.b.
which is broadcast six (6) or seven (7) times per week, the applicable
minimum compensation payable shall be computed as a percentage of
the applicable minimum compensation for programs broadcast five (5)
times per week, in accordance with the following schedule:
Number of Programs Applicable Percentage
6 times per week 120%
7 times per week 140%
As used in this subparagraph b., a term contract shall be a
contract with a writer providing for guaranteed employment
in cycles of thirteen (13) or more weeks or, if a program is to
go off the air at the conclusion of a cycle, then for the
balance of such cycle; such contract may be cancelled
within any cycle on not less than two (2) weeks' notice
provided the program goes off the air.
In the event of a series order of less than nine (9) weekly
units but more than three (3) weekly units of programs, each
writer shall be guaranteed not less than the number of
APPENDIX A
ARTICLE 13.B.6.b.
NON-DRAMATIC STRIP PROGRAMS
493
weekly units which the Company is committed to produce. If
the Company obtains a commitment for production of one
(1) or more additional weekly units, each writer shall be
guaranteed employment of not less than the number of
additional weekly units which the Company is committed to
produce. In no event will the Company be required to
guarantee the writer employment for more than an additional
thirteen (13) weekly units.
A writer who has not previously been employed on a
particular series may be employed initially to write on such
series for a guaranteed trial period of six (6) weeks. If a
writer is employed on a trial basis and the Company desires
to continue his/her employment, the Company shall be
obligated to offer such writer employment for an additional
seven (7) weeks (i.e., to complete a thirteen (13) week
cycle).
(c) If only one (1) writer is employed, the aggregate minimum
compensation shall be one hundred percent (100%) of the
applicable program minimum set forth in subparagraph
(1)(a) above. If two (2) writers are employed, the aggregate
minimum to both writers combined shall be one hundred fifty
percent (150%) of such applicable program minimum. For
each additional writer employed, the combined minimum
shall be increased by an amount equal to twenty-five
percent (25%) of such applicable program minimum.
However, except for a program of five (5) minutes or less, in
no event shall any individual writer employed on a program
broadcast five (5) times per week receive less than $3,581
effective 5/02/20-5/01/21; $3,671 effective 5/02/21-5/01/22;
and $3,754 effective 5/02/22-5/01/23 as a weekly minimum
for each weekly unit of five (5) programs. For a strip
program under this subparagraph 6.b. which is broadcast six
(6) or seven (7) times per week, the percentage schedule in
subparagraph (b) shall apply to the rates in the preceding
sentence.
Each writer shall be considered as an individual writer,
rather than as part of a team or teams, for the purpose of
applying the minimums outlined in subparagraph (c) above.
For any writer who is employed under a term contract non-
cancellable for thirteen (13) or more weeks but less than
APPENDIX A
ARTICLE 13.B.6.b.
NON-DRAMATIC STRIP PROGRAMS
494
twenty-six (26) weeks, the applicable individual minimum
weekly compensation specified in subparagraph (1)(c)
above shall be subject to a discount of ten percent (10%).
For any writer who is employed under a term contract
non-cancellable for twenty-six (26) or more weeks, the
applicable individual minimum weekly compensation
specified in subparagraph (1)(c) above shall be subject to a
discount of twenty percent (20%) instead of ten percent
(10%). If all of the writers on a program are employed under
term contracts non-cancellable for thirteen (13) or more
weeks but less than twenty-six (26) weeks, the applicable
program minimums in subparagraph (1)(c) above shall be
subject to a discount of ten percent (10%). If all writers on a
program are employed under term contracts non-cancellable
for twenty-six (26) or more weeks, the applicable program
minimums set forth in subparagraph (1)(c) above shall be
subject to a discount of twenty percent (20%) instead of ten
percent (10%).
(2) [Deleted.]
(3) Programs broadcast on a sustaining basis:
(i) The writer of a program broadcast on a sustaining basis, i.e.,
without commercial sponsorship, shall be entitled to
compensation at the rate of seventy percent (70%) of the
applicable minimum basic compensation for a commercial
program pursuant to subparagraph (1) above.
(ii) If a writer is engaged to write two (2) or more programs
during the week, then if one (1) or more such programs is
sponsored by one (1) or more sponsors, or if the program is
a co-op program (i.e., a program fed as a network program
on which there are no network commercial announcements
sold but on which the local stations may sell local
commercial announcements), and if a local commercial
announcement is broadcast during the time period in which
the network program is broadcast, then such program shall
be deemed commercial and the writer shall be compensated
for all purposes herein pursuant to the commercial program
rate. Notwithstanding the foregoing, material for a co-op
program broadcast by the network only during periods when
local commercial or other announcements may be or are
broadcast by local stations shall be deemed sustaining
APPENDIX A
ARTICLE 13.B.6.b.
NON-DRAMATIC STRIP PROGRAMS
495
material if the writer has written no other material for such
program.
(4) [Deleted - See Article 13.B.7.i.]
(5) The provisions of Article 13.B.7. shall apply.
c. Segment Rate
10
Writers who are employed to write segments for use on programs
meeting the requirements of subparagraph 6.a. may, at the option of
the Company, be paid in accordance with subparagraph 6.c. rather
than in accordance with the otherwise applicable provisions of this
subparagraph 6. In order to utilize this section, the Company (1) must
apply this section to all writers employed on the program or, in the case
of a program series, the individual episode; and (2) must inform such
writers no later than the time of assignment to the program that this
section is being utilized.
As to any single non-dramatic program or any program of a non-
dramatic television series thirty (30) minutes or more in length (other
than comedy-variety and quiz and audience participation programs)
which consists of self-contained segments of various lengths (whether
or not such segments are intercut within each program), on which
writers are employed to perform services on individual segment(s) only,
the aggregate minimum compensation shall be as follows:
If only one (1) writer (or team of two) is employed, minimum
compensation to such writer shall be one hundred percent (100%) of
the applicable program minimum set forth in subparagraph 6.a. above.
If two (2) writers (or teams of two) are employed, the aggregate
minimum to both writers combined shall be one hundred seventy-five
percent (175%) of the applicable program minimum set forth in
subparagraph 6.a. above. If three (3) writers (or teams of two) are
10
The parties have agreed that, during the term of this 2020 WGA-AMPTP Agreement, these rates may
not be used unless the Company gives the Guild written notice of its intention to produce a program under
this subparagraph 6.c. no later than thirty (30) days prior to the commencement of such program's
production. Such notice shall fully set forth a description of the program and the quantity and type of
material to be written for such program. If the Guild disputes the Company's characterization of the
program or material to be written, it shall promptly notify the Company, and the parties shall meet to
discuss the matter. If the parties do not reach agreement on the program's classification, the parties
retain their respective rights under this Agreement. If a Company or the Guild desires to terminate this
provision it may do so upon one hundred twenty (120) days written notice to the other. However, a
program or series produced or in production pursuant to such provisions shall remain subject thereto.
APPENDIX A
ARTICLE 13.B.6.b.
NON-DRAMATIC STRIP PROGRAMS
496
employed, the aggregate minimum to the writers shall be two hundred
percent (200%) of the applicable minimum set forth in subparagraph
6.a. above. For each additional writer (or team of two) employed, the
combined minimum shall be increased by an amount equal to fifty
percent (50%) of such applicable program minimum.
Writers employed to write segments for use in such programs shall be
compensated at the following rates:
Total Length of
Program
Length of Segment
Segment Compensation as
Percentage of Aggregate
Minimum Compensation
30 min. or less 3 min. or less
5 min. or less (over 3)
10 min. or less (over 5)
15 min. or less (over 10)
10%
15%
30%
40%
60 min. or less (but more
than 30 min.)
8 min. or less
15 min. or less (over 8)
20 min. or less (over 15)
30 min. or less (over 20)
16b%
20%
25%
40%
90 min. or less (but more
than 60 min.)
8 min. or less
15 min. or less (over 8)
20 min. or less (over 15)
30 min. or less (over 20)
60 min. or less (over 30)
10%
12½%
16b%
27½%
40%
120 min. or less (but more
than 90 min.)
8 min. or less
15 min. or less (over 8)
20 min. or less (over 15)
30 min. or less (over 20)
60 min. or less (over 30)
8a%
10%
12½%
20%
30%
Should the total minimum compensation payable to the writers of the
segments pursuant to the schedule immediately above be less than the
aggregate minimum compensation specified above, the difference shall
be distributed among the segment writers in proportion to the segment
compensation set forth above. In said distribution, the Company may
credit to an individual writer any overscale payment paid to such writer.
With respect to a one-time non-dramatic program, the applicable
minimum compensation provided for herein shall entitle the Company
to the writer's services for a period not to exceed one (1) week on a
program of fifteen (15) minutes or less in length, three (3) consecutive
APPENDIX A
ARTICLE 13.B.6.c.
SEGMENT RATE
497
weeks on a program of forty-five (45) (but more than fifteen (15))
minutes or less in length, four (4) consecutive weeks on a program of
sixty (60) (but more than forty-five (45)) minutes in length or less, four
and one-half (4½) consecutive weeks on a program of seventy-five (75)
(but more than sixty (60)) minutes in length or less, five (5) consecutive
weeks on a program of ninety (90) (but more than seventy-five (75))
minutes or less in length, or six (6) consecutive weeks on a program of
more than ninety (90) minutes in length. Should the writer's services be
required for a period in excess of such time periods, the writer will be
compensated at not less than the individual writer's weekly minimum as
set forth in subparagraph b.(1)(c) above for writers employed under a
minimum series commitment. If, because of circumstances, it is not
feasible to provide for a consecutive span of employment, the Guild will
not unreasonably deny waivers of the foregoing provision.
With respect to such programs, the following provisions will be
incorporated into appropriate sections of the MBA:
(1) The applicable minimums for rewrites and polishes shall be thirty
percent (30%) of the segment minimum as determined in
accordance with the above formula.
(2) Separation of rights, if applicable, shall apply to each segment,
excluding only those elements (continuing characters, etc.) which
are part of the continuing series format.
(3) The minimum compensation as computed above for each writer
shall be the basis for calculation of all rerun, foreign telecast and
theatrical exhibition payments required under the 2020 WGA-
AMPTP MBA, including the use of a segment in a new or
recombined program of the same series.
(4) Writing credits for each individual segment, identified by segment
title, shall be provided to the Guild on the Notice of Tentative
Writing Credits but need not be so identified on screen. In
addition, the notice shall indicate the number of previous runs of
that segment, if any.
(5) The provisions of Article 13.B.7.a. (applicable time period) may
not be utilized unless all segments, other than the segment
consisting solely of lead-in, lead-out and bridging material, qualify
for the applicable time period.
APPENDIX A
ARTICLE 13.B.6.c.
SEGMENT RATE
498
7. Compensation Provisions Applicable to Television Programs Covered by
Appendix A (Other than Documentary)
a. Applicable Time Period
When fifty percent (50%) or less of a television program is intended to
consist of material written by a writer or writers, the applicable minimum
compensation shall be the minimum basic compensation applicable to
the time period actually consumed by the material but no less than the
minimum time bracket indicated:
Prime Time Comedy-Variety, One Per Week or Less:
Length of Program Minimum Time Bracket
15 minutes or less 10 minutes
Over 15 minutes
(but less than 60 minutes)
11
15 minutes
60 minutes or over 30 minutes
All Other Programs Covered by This Subparagraph 7.:
Length of Program Minimum Time Bracket
15 minutes or less 10 minutes
Over 15 minutes
(but not over 60 minutes) 15 minutes
Over 60 minutes 30 minutes
This provision shall not apply to sketches.
b. Discounts for Non-Cancellable Contracts
For any writer who is employed under a term contract non-cancellable
for thirteen (13) or more weeks, the applicable minimum basic
compensation is subject to a ten percent (10%) discount.
11
It is understood that in this context, a "60-minute program" is a program scheduled for a one-hour time
period.
APPENDIX A
ARTICLE 13.B.7.b.
COMPENSATION PROVISIONS APPLICABLE TO
TELEVISION PROGRAMS COVERED BY APPENDIX A
(OTHER THAN DOCUMENTARY)
499
c. Rewrites and Polishes and Extensive Revisions
(1) Rewrites: For all scripts for programs other than serials, the
minimum compensation for a rewrite shall be forty percent (40%)
of the appropriate minimum set forth above.
(2) Polishes: For all scripts for programs other than serials, the
minimum compensation for a polish shall be twenty percent (20%)
of the appropriate minimum set forth above.
(3) Rewrites and Polishes for Serials: For serials, the minimum
compensation for a rewrite or a polish (either or both of which are
commonly referred to as "editing" in the serial production field) if
done by someone other than a head writer or a writer functioning
under subparagraph 5.a.(9) above shall be thirty percent (30%) of
the appropriate script or breakdown minimum, whichever shall
apply.
(4) Extensive Revisions: The minimum compensation for an
extensive script revision shall be seventy percent (70%) of the
appropriate minimum set forth above.
d. Assigned Outlines
(1) When the Company assigns a writer to prepare an outline, the
Company may only require an "assigned outline," which shall
mean material for use on a program or a portion or portions
thereof developed to the point of indicating characterization and
plot line, but not inclusive of sample dialogue. Nothing in this
Appendix A shall permit the Company to require a "step outline."
(2) The compensation for an "assigned outline" shall be:
5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
Less than 30 minutes $1,169 $1,198 $1,225
30 minutes or over 1,798 1,843 1,884
If the writer is later employed to write a script from the assigned
outline, such compensation may be applied as a credit against the
compensation due him/her. If the writer is not assigned to write a
APPENDIX A
ARTICLE 13.B.7.c.
COMPENSATION PROVISIONS APPLICABLE TO
TELEVISION PROGRAMS COVERED BY APPENDIX A
(OTHER THAN DOCUMENTARY)
500
script from the assigned outline, such assigned outline will be
returned to the writer and will be his/her property.
(3) With respect to assigned outlines furnished under this
subparagraph 7.d. for program series which are then currently
being broadcast, the Company shall have no more than thirty (30)
days from the receipt of the original assigned outline within which
to assign the writer to write a script from such assigned outline.
(4) The Company may require the writer to make such revisions as
may be reasonably necessary to conform assigned outlines to the
requirements of a particular program.
e. Owned Stations Rates
In lieu of any and all other discounts provided in this Appendix A, for
material written for broadcast only on two (2) or more stations owned
by the Company, a thirty percent (30%) discount will apply to all of the
applicable minimum compensation set forth in this Appendix A.
f. Time of Payment
(1) Not less than twenty percent (20%) of writer's agreed initial
compensation shall be paid within fourteen (14) days after the
employment commitment is made or, if the Company has mailed
or delivered a written contract of employment within five (5)
business days after the commitment is made, then within fourteen
(14) days after the written contract of employment signed by the
writer has been mailed or delivered to the Company. Sixty
percent (60%) of the initial compensation shall be paid within
eleven (11) days after delivery of the complete script, and the
balance within eleven (11) days after delivery of the final script.
(2) The final script shall be deemed to have been delivered when the
least of the following number of rewrites has been delivered: (i)
the number of rewrites required under the writer's employment
contract, (ii) two (2) rewrites, or (iii) the number of rewrites
deemed necessary by the Company.
(3) In the case of term writers to whom compensation is to be paid on
a weekly basis, each such weekly payment shall be made not
later than seven (7) days following the last day of each week of
employment.
APPENDIX A
ARTICLE 13.B.7.f.
COMPENSATION PROVISIONS APPLICABLE TO
TELEVISION PROGRAMS COVERED BY APPENDIX A
(OTHER THAN DOCUMENTARY)
501
(4) Compensation for an assigned outline shall be paid not later than
eleven (11) days after its delivery.
g. Minimal Writing
12
When there is minimal writing and the only literary material written for a
program is for openings, closings, introductions, questions and/or
bridging, the provisions of Article 13.B.6.a. or b. shall apply in lieu of
the provisions of any other categories of Appendix A (other than
serials). Examples of programs which might utilize this provision are
"Oprah," "Donahue," "Geraldo," "The Montel Williams Show" and "An
Evening at the Improv," for which only lead-ins, bridging, introductions,
questions and/or lead-outs are scripted.
h. In no event shall the compensation of a writer employed on a program
or series in production prior to May 2, 1995 be reduced by the new
provisions in Appendix A.
8. Documentary Programs
13
Company agrees that the applicable minimum compensation to be paid for
writing services or for the acquisition of literary material from a "professional
writer," which services or acquisitions are covered by this Agreement, for
documentary, news and public affairs programs shall be as set forth herein
during the periods designated in Article 13.B.1. above.
The applicable minimum shall be the minimum for each writer, except when
two (2) writers agree in good faith (and without suggestion or direction by the
Company), prior to offering themselves for employment on the literary
material in question, to collaborate as a team, in which event such writers
12
The parties have agreed that, during the term of this 2020 WGA-AMPTP Agreement, these rates may
not be used unless the Company gives the Guild written notice of its intention to produce a program under
this paragraph 7.g. no later than thirty (30) days prior to the commencement of such program's production.
Such notice shall fully set forth a description of the program and the quantity and type of material to be
written for such program. If the Guild disputes the Company's characterization of the program or material
to be written, it shall promptly notify the Company, and the parties shall meet to discuss the matter. If the
parties do not reach agreement on the program's classification, the parties retain their respective rights
under this Agreement. If the Company or the Guild desires to terminate this provision it may do so upon
one hundred twenty (120) days written notice to the other. However, a program or series produced or in
production pursuant to such provisions shall remain subject thereto.
13
For convenience, the heading "Documentary Programs" here and elsewhere in this Appendix A
includes news and public affairs programs unless the context indicates otherwise.
APPENDIX A
ARTICLE 13.B.7.f.
COMPENSATION PROVISIONS APPLICABLE TO
TELEVISION PROGRAMS COVERED BY APPENDIX A
(OTHER THAN DOCUMENTARY)
502
shall be considered a unit, which unit shall receive in the aggregate not less
than the applicable minimum compensation.
With respect to the provisions for increased rates during specified periods,
the intent is that as to freelance employment, the rates applicable when the
employment is entered into shall apply, except that when an employment is
entered into during one period, but is not to start until a subsequent period,
the rate applicable during the subsequent period applies.
a. High Budget and Low Budget Motion Pictures
For the purposes of this Article, "High Budget" motion pictures (HB)
shall be motion pictures the negative cost of which equals or exceeds
the following amounts:
15 minutes or less $ 50,000
30 minutes or less (but more than 15 minutes) 100,000
60 minutes or less (but more than 30 minutes) 200,000
90 minutes or less (but more than 60 minutes) 300,000
For each additional 30 minutes 100,000
For the purpose of this Article, motion pictures in the following
categories whose negative cost is less than the amounts indicated
above shall be "Low Budget" motion pictures (LB).
b. Minimum Compensation
Minimum compensation per program when minimum series
commitment is not applicable or for purposes of subparagraph (5)
below.
APPENDIX A
ARTICLE 13.B.8.b.
DOCUMENTARY PROGRAMS
503
(1) Story and Telescript when the same writer(s) prepare both, for all
covered programs (except news programs):
Program Length
in Minutes
5/02/20 - 5/01/21 5/02/21 - 5/01/22 5/02/22 - 5/01/23
LB HB LB HB LB HB
10 or less $ 4,552 $ 5,348 $ 4,666 $ 5,482 $ 4,771 $ 5,605
15 or less 6,644 7,813 6,810 8,008 6,963 8,188
30 or less 11,054 14,304 11,330 14,662 11,585 14,992
60 or less
13
20,972 26,031 21,496 26,682 21,980 27,282
90 or less 30,800 37,718 31,570 38,661 32,280 39,531
120 or less 40,674 49,421 41,691 50,657 42,629 51,797
(2) Story Only rates for all covered programs (except news
programs):
Program Length
in Minutes
5/02/20 - 5/01/21 5/02/21 - 5/01/22 5/02/22 - 5/01/23
LB HB LB HB LB HB
10 or less $1,321 $ 1,470 $1,354 $ 1,507 $ 1,384 $ 1,541
15 or less 1,949 2,151 1,998 2,205 2,043 2,255
30 or less 3,219 3,888 3,299 3,985 3,373 4,075
60 or less 6,100 7,301 6,253 7,484 6,394 7,652
90 or less 8,980 10,709 9,205 10,977 9,412 11,224
120 or less 11,865 14,114 12,162 14,467 12,436 14,793
13
For a writer (excluding a “writing team”) of a story and telescript for a sixty (60) minute single, stand-
alone documentary program that is not part of a series, the Company shall contribute, in addition to the
amount required under Article 17, an amount, if needed, which will entitle such writer to a full year of
health coverage. In no event shall the Company be required to make such additional contributions if such
writer is otherwise eligible for coverage under the Writers Guild-Industry Health Fund or any other health
plan. Further, the Company shall not be required to contribute such additional amount until the writer has
provided the Company with a statement attesting to lack of coverage under any other health plan together
with written verification from the Writers Guild-Industry Health Fund of the need for such additional
contributions to provide the coverage.
APPENDIX A
ARTICLE 13.B.8.b.
DOCUMENTARY PROGRAMS
504
(3) Telescript Only rates for all covered programs (except news
programs):
Program Length
in Minutes
5/02/20 - 5/01/21 5/02/21 - 5/01/22 5/02/22 - 5/01/23
LB HB LB HB LB HB
10 or less $ 3,366 $ 4,596 $ 3,450 $ 4,711 $ 3,528 $ 4,817
15 or less 4,918 6,719 5,041 6,887 5,154 7,042
30 or less 8,378 11,147 8,587 11,426 8,780 11,683
60 or less 15,989 21,163 16,389 21,692 16,758 22,180
90 or less 23,606 31,143 24,196 31,922 24,740 32,640
120 or less 31,230 41,131 32,011 42,159 32,731 43,108
(4) News Programs
(a) Commercial
(i) For a writer employed on a five (5) times per week
basis on a news program broadcast as a strip five (5)
times per week, the minimum basic compensation shall
be as follows:
Program Length
in Minutes
5/02/20 - 5/01/21 5/02/21 - 5/01/22 5/02/22 - 5/01/23
(1)* (2)** (1)* (2)** (1)* (2)**
5 or less $1,735 $2,839 $1,770 $2,896 $1,801 $2,947
10 or less 2,295 3,810 2,341 3,886 2,382 3,954
15 or less 2,889 4,589 2,947 4,681 2,999 4,763
30 or less 3,619 5,242 3,691 5,347 3,756 5,441
60 or less 4,407 6,328 4,495 6,455 4,574 6,568
90 or less 5,191 7,416 5,295 7,564 5,388 7,696
120 or less 5,974 8,503 6,093 8,673 6,200 8,825
* This rate is for strip programs which run once per day
** This rate is for strip programs which run twice per day
APPENDIX A
ARTICLE 13.B.8.b.
DOCUMENTARY PROGRAMS
505
(ii) For a writer employed on a strip news program on a
basis other than five (5) times per week, the applicable
minimum compensation payable shall be computed as
a percentage of the applicable minimum compensation
for programs broadcast five (5) times per week, in
accordance with the following schedule:
Number of Programs Applicable Percentage
1 time per week 25%
2 times per week 40%
3 times per week 60%
4 times per week 80%
6 times per week 120%
7 times per week 140%
(iii) The rate for a single news program script shall be:
Program Length 5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
5 minutes or less $ 1,730 $ 1,765 $ 1,796
10 minutes or less 3,453 3,522 3,584
15 minutes or less 4,881 4,979 5,066
30 minutes or less 9,752 9,947 10,121
45 minutes or less 11,474 11,703 11,908
60 minutes or less 14,632 14,925 15,186
75 minutes or less 16,931 17,270 17,572
90 minutes or less 20,669 21,082 21,451
For programs in excess of ninety (90) minutes, the
minimum basic compensation shall be the applicable
sixty (60) minute rate plus, for each half hour or
fraction thereof in excess of sixty (60) minutes, the
difference between the applicable sixty (60) minute
rate and the applicable thirty (30) minute rate.
APPENDIX A
ARTICLE 13.B.8.b.
DOCUMENTARY PROGRAMS
506
The Guild agrees that notwithstanding any grievance
settlement(s), arbitration award(s) and/or practices
under or provision(s) in this Agreement to the contrary:
(A) the applicable minimum compensation required
by this Agreement for writing services on a
segment of a prime time news magazine program
with multiple segments (e.g., “20/20,”
“Primetime”) shall be the single news program
script rate for a program of 15 minutes or less;
provided that if the material written by a writer on
such program exceeds fifteen (15) minutes in
running time, the applicable minimum
compensation shall be the 30 minutes or less
rate;
(B) the Company shall have fulfilled its obligation for
the applicable minimum compensation set forth in
subparagraph (A) above by payment, offset or
crediting of this amount against any payments
which the employee receives from the Company
for services as a producer on that program; and
(C) the Company shall make contributions to the
Pension Plan and Health Fund in accordance
with Article 17 based on the applicable minimum
compensation set forth in subparagraph (A)
above, or on the appropriate percentage of such
compensation for reruns, as applicable, except
that the Company shall not be required to make
contributions on the compensation of staff
producers who perform writing services for news
programs pursuant to this provision and who are
eligible to receive Company health and retirement
benefits generally available to the Company’s
staff employees.
(b) Sustaining - Seventy percent (70%) of the applicable figures
in subparagraph (4)(a) above.
APPENDIX A
ARTICLE 13.B.8.b.
DOCUMENTARY PROGRAMS
507
(5) (a) Minimum Series Commitment - Aggregate
The formulas (using the applicable base rate in this Article
13.B.8.), conditions of employment (including the footnotes)
and individual writer minimums in Articles 13.B.6.a.(1)(b)
and 6.b.(1)(c) may be utilized to employ writers pursuant to
this Article 13.B.8.
(b) Segment Formula
The provisions of Article 13.B.6.c. (using the applicable base
rate in this Article 13.B.8.) may be utilized to employ writers
pursuant to this Article 13.B.8. when different writers are
employed to perform services on individual segment(s) only
of a program covered by this Article 13.B.8.
c. Narrative Synopsis of Story
In order to determine the suitability of a story for telescript purposes,
Company may request writer to prepare a narrative synopsis thereof of
reasonable length (utilizing a storyline contributed by writer) subject to
the following terms and conditions:
(1) The minimum compensation for the preparation of such synopsis
shall be as follows:
Program Length
5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
15 minutes or less $1,557 $1,596 $1,632
30 minutes or less 2,588 2,653 2,713
60 minutes or less 4,918 5,041 5,154
90 minutes or less 7,232 7,413 7,580
(2) Company shall have the right, by giving writer notice to such
effect within fourteen (14) days after the date of delivery of such
synopsis, to employ writer to prepare a telescript based thereon.
If Company exercises such right, the compensation paid for the
synopsis shall be deemed an advance against the total
compensation payable with respect to such telescript, the
minimum with respect to which shall be as set forth in
subparagraph 8.b. of this Appendix A.
APPENDIX A
ARTICLE 13.B.8.b.
DOCUMENTARY PROGRAMS
508
(3) If Company does not exercise the right described in subparagraph
8.c.(2) above, Company shall, not later than the end of the
fourteen (14) day period described in subparagraph 8.c.(2) above,
return the synopsis to the writer who shall, in such event, retain all
his/her right, title and interest in the literary material contained in
such synopsis except to the extent that any program format,
characterizations of personalities, if any, name or title belonging
to Company or to any third person were incorporated in the
synopsis, it being the intent of this provision that the writer shall in
any event be free to use, license or dispose of the literary material
contained in such synopsis to the extent that the same can be
done without using elements belonging to Company or to a third
person as above set forth.
(4) Company shall sign and deliver to the writer, on the date of hiring,
a document stating that Company has employed writer to prepare
a synopsis pursuant hereto and that the conditions of such
employment are upon terms not less favorable than those
provided by this subparagraph 8.c.
d. Rewrite or Polish Minimum Compensation
Company shall pay not less than the following minimum compensation
with respect to rewrites or polishes of telescripts:
Program Length Rewrite or Polish
Low Budget
5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
15 minutes or less $ 2,457 $ 2,518 $ 2,575
30 minutes or less 4,198 4,303 4,400
60 minutes or less 7,731 7,924 8,102
90 minutes or less 11,811 12,106 12,378
120 minutes or less 15,896 16,293 16,660
APPENDIX A
ARTICLE 13.B.8.d.
REWRITE OR POLISH
509
Program Length Rewrite or Polish
High Budget
5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
15 minutes or less $ 3,355 $ 3,439 $ 3,516
30 minutes or less 5,587 5,727 5,856
60 minutes or less 10,570 10,834 11,078
90 minutes or less 15,578 15,967 16,326
120 minutes or less 20,579 21,093 21,568
e. Applicable Time Period
When fifty percent (50%) or less of a news, documentary or public
affairs program covered by this Appendix A is intended to consist of
material written by a writer or writers, the applicable minimum
compensation shall be the minimum basic compensation applicable to
the time period actually consumed by the material but no less than the
minimum time bracket indicated:
Length of Program Minimum Time Bracket
15 minutes or less length of entire film
Over 15 minutes, but not over 60 minutes 15 minutes
Over 60 minutes 30 minutes
However, if a writer writes the story and telescript for a one (1) hour
documentary program, the minimum time bracket shall be thirty (30)
minutes.
f. Local Programs
For covered local programs, i.e., those produced for local television
broadcast in New York or Los Angeles, Company shall pay twenty-five
percent (25%) of the applicable minimum compensation provided for
above in this subparagraph 8.
APPENDIX A
ARTICLE 13.B.8.d.
REWRITE OR POLISH
510
g. Reading Time for Writers Employed in Additional Staff Capacity
As to a writer who is also employed by the Company as a staff
employee in another capacity or capacities, the time within which
revisions may be requested shall be negotiated between the Company
and the writer and included in the individual contract, but in no event
shall such time period be in excess of fifty-two (52) weeks after writer's
first submission of any material.
h. Minimal Writing
15
When there is minimal writing and the only literary material written for a
program is for openings, closings, introductions, questions and/or
bridging, the provisions of Article 13.B.6.a. or b. shall apply in lieu of
the provisions of any other categories of Appendix A (other than
serials). For examples and descriptions of programs with minimal
writing, see Article 13.B.7.g.
i. In no event shall the compensation of a writer employed on a program
or series in production prior to May 2, 1995 be reduced by the new
provisions in Appendix A.
Article 14. Writers Also Employed in Additional Capacities
It is understood that Article 14 of the Basic Agreement shall have no application to
services of any kind rendered by persons employed as writers and/or in other
capacities on programs covered by this Appendix A.
15
The parties have agreed that, during the term of this 2020 Agreement, these rates may not be used
unless the Company gives the Guild written notice of its intention to produce a program under this
subparagraph 8.h. no later than thirty (30) days prior to the commencement of such program's production.
Such notice shall fully set forth a description of the program and the quantity and type of material to be
written for such program. If the Guild disputes the Company's characterization of the program or material
to be written, it shall promptly notify the Company, and the parties shall meet to discuss the matter. If the
parties do not reach agreement on the program's classification, the parties retain their respective rights
under this Agreement. If the Company or the Guild desires to terminate this provision it may do so upon
one hundred twenty (120) days written notice to the other. However, a program or series produced or in
production pursuant to such provisions shall remain subject thereto.
APPENDIX A
ARTICLE 14
WRITERS ALSO EMPLOYED
IN ADDITIONAL CAPACITIES
511
Article 15. Television Exhibition
Article 15.B. shall provide with respect to programs covered by this Appendix A:
16
1. Generally
a. Application of Article 15.B.
Except to the extent expressly provided for in this Appendix A, the
minimum compensation for reruns and foreign telecasts of television
programs covered by this Appendix A shall be computed according to
the formula set forth in subparagraphs 1. and 2. of Article 15.B.
The "applicable minimum compensation" is the minimum salary or
amount required to be paid, under the provisions of this Agreement, for
the type of program involved. Except to the extent otherwise provided
in this section, references in Article 15.B. to television "film(s)" or
"motion picture(s)" shall be deemed to refer to television "program(s)."
b. (1) The provisions of Article 15.B.1.b.(2)(a) (reruns over television
network in prime time) shall not apply to programs covered by this
Appendix A.
(2) No residuals shall be payable during the first season of a non-
network syndicated non-dramatic series with a budget of (a)
$200,000 or less per episode for series with episodes between 16
and 30 minutes in length, or (b) $300,000 or less per episode for
series with episodes between 31 and 60 minutes in length. During
the second season of such series, residuals shall be payable at
fifty percent (50%) of the amount otherwise due under Article
15.B.1.b.(2)(c) of the MBA. During the third and each subsequent
season of such series, residuals shall be payable as provided in
Article 15.B.1.b.(2)(c) of the MBA.
c. Allocation
(1) If more than one writer shares a story credit or teleplay credit or
story and teleplay credit on a program other than a
comedy-variety program, then all writers sharing each such credit
shall be considered a unit and shall participate equally and
receive in the aggregate the rerun payments and foreign telecast
payments applicable thereto.
16
See also the provisions of the Sideletter to Article 15.B., Appendix A, Appendix B and Appendix C Re:
License of Free Television, Basic Cable or Pay Television Motion Pictures to Secondary Digital Channels
at page 631 and Sideletter Re: Syndication Licenses for Canada Only at page 634.
APPENDIX A
ARTICLE 15.B.1.a.
TELEVISION EXHIBITION
512
(2) In the case of a comedy-variety program or other program
category for which the minimum series commitment is applicable,
writers receiving credit in connection with the weekly unit of such
program(s) (other than for self-contained portion(s)) shall share in
such rerun and foreign telecast payments in the same ratio that
their initial compensation each bore to the other. Such amounts
shall be determined as follows: First, the minimum applicable
aggregate compensation for said weekly unit shall be multiplied
by a fraction whose numerator shall be the amount of each of
such individual writer's compensation for the weekly unit of
programs and whose denominator shall be the aggregate
compensation that was paid to all writers for the weekly unit of
programs. Then, such resultant amount shall be multiplied by a
fraction whose numerator shall be the number one (1) and whose
denominator shall be the number of programs in the original
weekly unit. Such amount shall then be multiplied by the
appropriate percentage of applicable minimum compensation set
forth above for the applicable rerun or foreign telecast.
(3) With reference to programs described in subparagraph c.(2)
above, unless such program is part of a comedy-variety series
which first commenced broadcasting before March 2, 1981, the
Guild shall have the right to adopt a different formula for allocation
of the above payments. In the event that the Guild does adopt
such different formula, the Guild will notify the Companies of such
formula and such different formula shall be applicable only to
comedy-variety programs on which all writers are first contracted
subsequent to the date of such notice. It is agreed that such
substitute formula shall in no way increase the total aggregate
payments which would be payable to credited writers with respect
to such uses of any such program.
d. Use by Armed Forces. Non-commercial broadcast of material written
hereunder by any of the Armed Forces of the United States over Armed
Forces stations, or exhibition by the Armed Forces to non-paying
audiences consisting predominantly of members of the Armed Forces,
shall not be deemed a run or a foreign telecast hereunder. Such
broadcast or exhibition shall be restricted to localities outside the
continental United States.
e. Notwithstanding anything to the contrary in Article 15 or elsewhere in
the Basic Agreement, Company shall have the right to make the
"Incidental Uses" of program material covered by this Appendix A
described in Article 16.B.4. hereof without making rerun or foreign
telecast payments hereunder.
APPENDIX A
ARTICLE 15.B.1.e.
TELEVISION EXHIBITION
513
2. Comedy-Variety Programs - Prime Time, Once a Week or Less
a. The minimum compensation for reruns of a comedy-variety program
produced for prime time network broadcast on a basis of once a week
or less shall be the following percentage of the applicable minimum
basic compensation pursuant to Appendix A:
(1) For the second run, 100%
(2) For the third run in prime time, 100%;
in other than prime time, 75%
(3) For the fourth run, 50%
(4) For the fifth run, 50%
(5) For the sixth run, 25%
(6) For the seventh run, 10%
(7) For each subsequent run thereafter, 5%
b. As to such programs, the restriction on application of excess
pursuant to Article 15.B.3. shall apply only to that part of a writer's
initial compensation which is at or less than one hundred fifty percent
(150%) of the applicable minimum compensation herein set forth.
c. In the event such television program is telecast in any part of the
world outside the United States and Canada, the writer(s) shall be
paid additional compensation for such foreign telecasting pursuant to
the percentage formula set forth in Article 15.B.2. hereof, applied to
the minimum compensation figures for a story and/or teleplay
pursuant to Article 13.B.7.a. through c. of this Agreement. When
there is a minimum variety show commitment, if two (2) writers were
employed on the program, the aggregate applicable minimum
compensation is to be one hundred fifty percent (150%) of the
applicable minimum for one (1) writer, and for each additional writer
employed on the program, the combined minimum figure is to be
arrived at by increasing the applicable minimum for two (2) writers by
an additional twenty-five percent (25%).
d. With respect to a comedy-variety program produced by the
Company, the Company, on request from the Guild, will notify the
Guild as to any license to a distributor for syndication of such
program in a foreign area, as defined in this Agreement. Such notice
will include the name of the licensee and the foreign areas authorized
in the license.
APPENDIX A
ARTICLE 15.B.2.
TELEVISION EXHIBITION
514
3. Non-Prime Time Serials
a. Character payments
(1) A footnote shall be added to Article 15.B.14.h. to read:
h. Character Payments*
*Note that as to characters from non-prime time serials
subject to this Agreement, which serials were first broadcast
prior to February 14, 1973 and which characters were
created between February 14, 1973 (the "effective date")
and March 2, 1981, the following special provision applies
pursuant to the 1973 and 1977 MBAs:
If a writer on or after such effective date creates a character
(which shall include a characterization) which is, as between
the Company and the writer, essentially the sole original
creation of the writer and is written into the material for the
serial, is distinctive and identifiable in the sense that it
embodies a combination of characteristics which as a whole
is not common to and therefore sets it apart from any other
character as a whole; and as to which the writer has
submitted in writing, no later than the time at which the writer
delivers the material written for the serial in which the
character is introduced, to the Company a detailed
characterization of any character which he claims to be his
original creation, as aforesaid, including the interplay
between that character and other characters in the serial;
and if the character is subsequently extracted from that
serial by the Company, or its assignee, licensee or
successor in interest and used as the principal character (or
as the co-equal leading character) in a new serial, the
Company shall pay to the writer(s) who created such
character the sum of one hundred dollars ($100.00) per
week for each week during which the new series or serial is
broadcast, up to a maximum of ten thousand dollars
($10,000.00). If such character is created by more than one
(1) writer, such payment shall be divided equally among
such writers unless such writers file with the Company a
written statement setting forth a different division.
If a character used by the Company in good faith embodies
one (1) or more essential characteristics not embodied in a
character originally created by the writer, or in good faith
does not embody one (1) or more essential characteristics
embodied in a character originally created by the writer and
APPENDIX A
ARTICLE 15.B.3.a.
TELEVISION EXHIBITION
515
which addition or deletion creates a significant personality
change in such character, such character shall not be
deemed to be the character originally created by the writer.
(2) Additional compensation for uses of serial material as set forth
in Article 15.B.14., except for the character payments in
subparagraph h., may be bought out by negotiation subject to
payment of the applicable "upset price" set forth in Article
16.B.5.
b. Flashbacks - Non-Prime Time Serials
The Company may use an excerpt from a non-prime time serial as a
flashback without payment of additional compensation, except as set
forth below in this subparagraph b.
(1) A writer of material used in an excerpt who is not employed on
the serial at the time such excerpt is inserted shall be entitled to
compensation as follows:
(a) For a flashback one (1) minute in length or less, such
writer shall be entitled to the sum of fifty dollars ($50.00)
(fifty-two dollars ($52.00) effective May 2, 2021).
(b) For a flashback more than one (1) minute in length and
up to three (3) minutes in length, such writer shall be
entitled to the sum of one hundred dollars ($100.00) (one
hundred three dollars ($103.00) effective May 2, 2021).
(c) For a flashback more than three (3) minutes in length,
such writer shall be entitled to rerun compensation based
on the percentage formula contained in Article 15.B.1.b.
hereof applied to that writer's applicable minimum
compensation for the program prorated on a daily basis.
(For instance, the head writer's applicable minimum
compensation would be computed on the basis of
one-fifth of the head writer's weekly minimum
compensation, and the script writer's applicable minimum
compensation would be computed on the script writer's
daily script minimum.)
(2) A writer of material used in an excerpt who at the time of such
use is employed on the serial but is not a writer of the episode
into which such excerpt is inserted shall be entitled to
compensation as follows:
APPENDIX A
ARTICLE 15.B.3.a.
TELEVISION EXHIBITION
516
(a) For a flashback less than one (1) minute in length, no
compensation is due.
(b) For a flashback one (1) minute or more but less than
three (3) minutes in length, such writer shall be entitled to
the sum of fifty dollars ($50.00) (fifty-two dollars ($52.00)
effective May 2, 2021).
(c) For a flashback three (3) minutes or more in length, such
writer shall be entitled to the sum of one hundred dollars
($100.00) (one hundred three dollars ($103.00) effective
May 2, 2021).
(3) It is understood that standard openings and closings shall not
be construed as "flashbacks."
c. Except as modified by subparagraph b. above, the excerpt formulas
in Article 15.B.10. of the 1992 Extension Agreement will apply to the
use of excerpts from non-prime time serials covered by Appendix A;
provided, however, the provisions of Article 15.B.10.e. of this Basic
Agreement relating to compilation programs will apply when excerpts
from programs other than Appendix A serials as well as Appendix A
serials are used in such compilation program. In all cases, the
excerpt fee rates in this Agreement will apply.
3.1. Other Non-Dramatic Programs, Documentary, News and Public Affairs
Programs
When utilizing the provisions of Article 13.B.6.a. or b., 13.B.7.h.,
13.B.8.b.(5)(a) or 13.B.8.i. of this Appendix A, when a segment is rerun in a
new or recombined program of the same series, the segment will have its
own run pattern separate from the program in which it was first contained
and residuals for the segment shall be paid pursuant to Article 15.B.1.b. and
15.B.2. based on the applicable program minimum for one writer (or team of
two) for the program in which the segment was first contained. This formula
will not apply when a program is rerun as first broadcast and runs of that
program will not affect the run pattern of a segment in a new or recombined
program.
4. Documentary Programs
Foreign Telecasts of News Programs
Additional compensation for foreign telecasts of news programs shall be the
subject of individual bargaining between the writer and the Company.
APPENDIX A
ARTICLE 15.B.4.
TELEVISION EXHIBITION
517
5. Application of Article 15.B.10.e. - Compilation Programs
A program that is the fifth episode in a week of a four-day-per-week non-
dramatic strip program that regularly has four (4) new episodes per week, or
the sixth episode in a week of a five-day-per-week non-dramatic strip
program that regularly has five (5) new episodes per week, and the fifth or
sixth episode consists mainly of excerpts from that week’s other episodes,
shall not be considered a “compilation” television program. Instead, the
writer(s) of the excerpted material shall be paid, in lieu of all other
compensation, an aggregate sum equal to the applicable minimum
compensation for a fifth or sixth episode of the program, prorated as
determined by the Guild. The fifth or sixth episode shall be treated as a
regular episode of the series, and will be subject to reuse fees as would any
other episode.
6. Application of Article 15.B.14.
It is understood that Article 15.B.14. shall have no application to
comedy-variety, quiz and audience participation, or other non-dramatic
programs (including non-dramatic children's programs) (other than
documentary), or to news and public affairs programs.
7. Radio Use of Simulcast Programs
For a reuse on radio only, the minimum compensation shall be the
applicable reuse fee as set forth in the applicable WGA Radio Freelance
Minimum Basic Agreement. When a television motion picture to which the
provisions of this Basic Agreement apply is simulcast via radio, the
Company shall pay the credited writer or writers aggregate compensation of
one and two-tenths percent (1.2%) of the Company’s accountable receipts,
as such term is defined in Article 51.C., derived from licensing the right to
radio simulcast the television motion picture.
8. West Coast Rerun of Awards Program
In the event of a limited West Coast rerun of an awards program which has
aired live and then is rerun beginning on the same day as the live
broadcast, the residual payment shall be one-third of what would otherwise
be payable.
APPENDIX A
ARTICLE 15.B.5.
TELEVISION EXHIBITION
518
Article 16. Separation of Rights
Article 16.B. shall provide in part:
1. Comedy-Variety Programs
a. The provisions of Article 16.B.4. shall apply to any sketch or routine
included in a comedy-variety program, but not with respect to the
following elements: the context, central premises and continuing
framework of the series and its established segments; series,
program or established segment titles or other identifying devices;
and characters or characterizations, unless such characters or
characterizations were created by the writer and meet the criteria for
sketch sequelization payments.
Those segments, characters and characterizations created by the
writer which meet the criteria for sketch sequelization payments set
forth in the second paragraph of Article 16.B.4. shall be governed by
the provisions of such paragraph.
b. Except as provided in this subparagraph 1., Article 16 shall not apply
to comedy-variety programs and the Company shall own all of the
rights in materials for comedy-variety programs of any nature or
description whatever.
c. The following statement of position pertains to material written under
the 1973 and 1977 Agreements:
4. Sketches and Routines
As to rights in material for comedy-variety programs written
under either the 1973 or 1977 WGA-Networks Basic
Agreement, the parties thereto reserve the respective positions
previously maintained by each of them. Nothing in this
Agreement shall prejudice the assertion of rights by either party
in comedy-variety program material written under the aforesaid
prior Agreements.
2. Serials (Non-Prime Time)
a. Notwithstanding any provisions of Article 16.B. to the contrary, the
writer or writers having separated rights in a serial broadcast in other
than prime time shall have no right to dispose of or exploit any of the
following reserved rights until six (6) months after the date on which
the last broadcast of such serial occurs:
APPENDIX A
ARTICLE 16.B.2.a.
SEPARATION OF RIGHTS
519
(1) The theatrical motion picture rights;
(2) The (reserved) television rights;
(3) The radio rights;
(4) The merchandising rights;
(5) The right to dispose of or exploit any separated rights in
"Supplemental Markets," as defined in Article 51.
The Company may block disposition or exploitation of all other
reserved rights (e.g., dramatic, publication, recording, transcription
and subsidiary rights) until six (6) months after the date of the last
broadcast of the serial, if at the time of employment the Company
shall make a payment designated for that purpose of not less than
the applicable sum set forth below to a writer or team of writers
having separated rights in a serial.
Program Length
Effective
5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
15 minutes $ 5,681 $ 5,823 $ 5,954
30 minutes 7,577 7,766 7,941
45 minutes 9,467 9,704 9,922
60 minutes 11,360 11,644 11,906
90 minutes 15,146 15,525 15,874
b. The upset price for a format for a serial intended for network
broadcast in other than prime time shall be four (4) times the
applicable minimum for such a format, and the upset price for a bible
for such a serial shall be twice the applicable minimum for such bible.
The upset price paid for a format or bible for such a serial shall
include compensation for the writing of story projections.
c. Notwithstanding the provisions of Article 16.B., separation of rights in
a new serial which is a spin-off from another serial shall apply only to
such a serial spun off from a serial created or established after
February 14, 1973.
d. The applicable television series sequel rights payments due a writer
entitled to separation of rights for a serial broadcast more than once
a week shall be, for each week of production and broadcast of such
serial, the amount applicable pursuant to Article 16.B.2. to a single
television episode.
APPENDIX A
ARTICLE 16.B.2.a.
SEPARATION OF RIGHTS
520
3. Quiz and Audience Participation Programs
It is understood that the Company shall own all of the rights in materials for
quiz or audience participation programs of any nature or description
whatever.
4. "Incidental Uses" of Material
Notwithstanding anything to the contrary in Articles 15, 16 or 51 or
elsewhere in this Agreement, Company shall have the right to make the
following uses of material covered by this Appendix A without making any
payment in addition to the initial compensation therefor:
a. To modify or revise such material; to include or integrate it with other
material or literary works for television broadcast use, including
simulcast; to read, rehearse, and reproduce it; to record it on film or
otherwise for the purpose of (1) insertion as part of a program, (2)
making a simulcast (including any recorded insertion) if the broadcast
use contracted for is a simulcast, and (3) audition, reference, and file;
and to make such other uses of it which are not inconsistent with the
terms of this contract and which are reasonably necessary or
desirable in order fully to give effect to such broadcast use.
b. To use the material in advertising and publicity material in connection
with the program; to broadcast, over the same facilities as the
program is broadcast, excerpts of recordings of material in the form
of promotional announcements and/or trailers.
c. To furnish recordings of the material to advertisers and/or advertising
agencies for non-broadcast showings for advertising and promotional
purposes to sponsor's employees, trade, business and similar groups
(as distinguished from the general public) for which no admission fee
is charged.
d. To publish or authorize publication for distribution by the Company of
excerpts from, or summaries of, the material (accompanied by
appropriate credit to the writer), at any time for promotional purposes,
provided no charge is made and provided that not more than
one-third of the actual number of words (exclusive of commercial
messages, stage directions and the like) is used, and provided that in
the case of promotional purposes for distribution solely within the
broadcast industry, not more than two-thirds of the actual words (as
aforesaid) are used. In the event that any material is used as
provided in this paragraph, there shall be included in each copy of
the material so used the usual notice of copyright in the name of the
Company or the writer(s) as may be mutually agreed upon in writing
APPENDIX A
ARTICLE 16.B.4.d.
SEPARATION OF RIGHTS
521
between the Company and the writer(s) in the employment
agreement or at any time prior to such use.
The rights defined in this subparagraph d. shall terminate if the writer
has the right to enter and has entered into a bona fide contract for
serial, book or other publication and has so notified the Company in
writing.
e. To authorize others to use recordings of the material for direct
projection exhibition in film festivals and competitions (but not in any
theater, auditorium or other place if an admission fee is charged for
such exhibition) and only if the Company does not derive profit from
such use.
f. To furnish to individuals, clubs or religious, educational, charitable or
business organizations, for study or discussion purposes, copies of
transcripts of public affairs programs on provocative or controversial
issues, if the material written by the employee represents less than
twenty-five percent (25%) of the program.
Article 17. Pension Plan and Health Fund
The terms "initial compensation" and "minimum initial compensation,” as used in
Article 17.B. of the Basic Agreement, shall be modified as to programs covered
by this Appendix A to include the minimum initial compensation computed at the
rates specified in and pursuant to Article 13 hereof.
Article 19. Use and Delivery of Standard Form Contracts
As to the programs covered by this Appendix A, the procedures set forth in the
Attachment shall apply in lieu of Article 19.C., with respect to assignments and
individual contracts.
Article 20. Speculative Writing
It is understood that the provisions of Article 20.B.3. and 4. shall be inapplicable
to news, documentary and public affairs programs and, in lieu thereof, the
provisions of paragraphs 1. and 2. of the Attachment referred to above shall
apply thereto.
APPENDIX A
ARTICLE 16.B.4.d.
SEPARATION OF RIGHTS
522
Article 21. Location Expenses
Article 21 shall provide with respect to news, documentary and public affairs
programs:
The air transportation provisions of Article 21 shall apply, except that flight
by tourist or higher class of accommodation in a jet or turbo-prop airplane of
a scheduled airline is permissible provided that
(a) the scheduled air travel time of such flight is eight (8) hours or less,
and
(b) no other employee of the Company working on the same program or
assignment as the writer is furnished first-class air accommodation
for the same trip (unless such other employee is furnished such
first-class accommodation solely by reason of a collective bargaining
agreement which has contained such a requirement since prior to
April 1, 1963 or solely because no air accommodation other than first
class is available).
If any other employee of the Company is furnished first-class air
accommodation "solely because no air accommodation other than first class
is available" and a writer covered by this Agreement is not furnished
first-class accommodation, the Company shall notify the Guild as soon as
possible of such fact and shall be required to set forth in such notification all
of the facts and circumstances surrounding the furnishing of such first-class
air accommodation to such other employee.
Article 22. Term Contracts - Options
The provisions of Article 22 of the Basic Agreement shall not apply to contracts
for the services of writers of material for programs covered by this Appendix A.
Article 28. Warranty and Indemnification
As applied to material for news, documentary and public affairs programs,
subparagraph A.4. of Article 28 shall read:
4. be required to warrant or indemnify with respect to third party
defamation, invasion of privacy or publicity claims, when the writer is
requested by the Company to prepare literary materials which are
based in whole or in part on any actual individual, whether living or
dead, provided writer accurately provides or makes available to
Company for review prior to broadcast the information on which such
materials are based for the purpose of permitting the Company to
evaluate the risks involved in the use of the material supplied by
writer.
ARTICLE 28
WARRANTY AND INDEMNIFICATION
523
Article 39. Pilot Screening
It is understood that Article 39 of the Basic Agreement shall have no application
to programs covered by this Appendix A.
Article 41. Notices
Article 41 shall provide with respect to programs covered by this Appendix A:
All notices which the Company is required or may desire to serve upon a
writer, a claimant, or the Guild, under the provisions of this Basic
Agreement, including, but not by way of limitation, the separation of rights
provisions of both theatrical and television, shall be addressed to such
writer, claimant, or the Guild, in care of the Guild at its principal office in Los
Angeles County, California, as to notices with respect to employments,
purchases or claims to which California law applies, or as to matters
concerning Writers Guild of America, West; or at its principal office in New
York City, New York, as to notices with respect to employments, purchases
or claims to which New York law applies, or as to matters concerning
Writers Guild of America, East. All notices which a writer, a claimant or the
Guild is required or may desire to serve upon the Company, under the
provisions of this Basic Agreement, shall be addressed to the Company at
its headquarters for the production of motion pictures and/or television
programs in California or New York, as the case may be.
Such notices may be served by registered mail or telegram. Any notice so
mailed, postage prepaid, shall be conclusively deemed to have been
received on the second day following deposit if posted within the state to
which addressed (California or New York), or on the fifth day following such
deposit if posted from outside the state of address but within the continental
United States, or on the tenth day following such deposit if posted from a
place outside the continental United States. Any notice delivered to a
telegraph office, toll prepaid, shall be conclusively deemed to have been
received upon the day following such delivery.
Notwithstanding the foregoing, there shall be no presumption of receipt
during the period of any strike or work stoppage in the United States mail
system.
Article 48. Professional Status of Writers; Writer Participation in the Production
Process (General)
J. Committee on the Professional Status of Serial Writers
Article 48 shall provide with respect to serial writers covered by this MBA:
APPENDIX A
ARTICLE 39
PILOT SCREENING
524
Within sixty (60) days following ratification of this Agreement, the
"Committee on the Professional Status of Serial Writers" will hold its first
meeting and will meet at least twice a year thereafter, at the call of the WGA
or one or more of the Companies. At such meetings, any subject that the
Committee members wish to discuss relating to the professional status of
serial writers will be a suitable subject for discussion and study, including
appropriate recommendations of solutions to problems that arise in the
serial writing field.
Article 61.
17
Services Not Covered by This Agreement (Documentary)
A. The Company agrees, with respect to news, documentary and public affairs
programs, that if it enters into an agreement with an employee covering both
services not covered by this Agreement and also writing services covered
by this Agreement, it will pay to the employee a sum in excess of the
minimum compensation applicable to the services covered by this
Agreement. The Guild agrees that in such case, so long as the amount
paid to such employee is in excess of all minimum compensation required
to be paid to such employee under this Agreement and so long as the
Company does not in fact allocate all of such excess to payment for
additional writing services or rights under this Agreement, the Company
shall be conclusively presumed to have fulfilled its obligation to pay the
applicable minimum compensation required by this Agreement.
B. Notwithstanding Paragraph A. above, the Company shall not have the right
to offset the sums which may become due as foreign telecast or
Supplemental Markets payments under Articles 15 or 51 of this Agreement
against compensation paid to a writer who is employed by the Company
under a term contract, which compensation is in excess of minimum
compensation for writing services hereunder, unless a portion of such
excess compensation is set aside pursuant to subparagraph 1. or 2. below.
1. In the case of an individual employed under a term contract either for
writing alone or for the performance of other duties as well, which
provides for weekly, monthly, quarterly, semi-annual, or similar
overall compensation (all hereinafter referred to as "overall
compensation") against which fees for covered writing services may
be offset, for which a specific portion of such overall compensation is
set aside in such term contract against which only foreign telecast
and Supplemental Markets payments pursuant to this Agreement
may be offset.
17
Formerly Article 59 of Appendix A.
APPENDIX A
ARTICLE 61.B.
SERVICES NOT COVERED
BY THIS AGREEMENT (DOCUMENTARY)
525
2. In the case of an individual employed under a term agreement which
provides for overall compensation, but also provides that if such
individual from time to time performs services covered by this
Agreement, the parties will enter into one or more individual
agreements specifically covering such services, but that
compensation under such individual agreements may be offset
against the overall compensation provided in the term agreement,
when either
a. a specific sum is set aside in the term agreement against which
only foreign telecast and Supplemental Markets payments
pursuant to this Agreement may be offset; or
b. a specific sum is set aside in the individual agreements against
which only foreign telecast and Supplemental Markets
payments pursuant to this Agreement may be offset.
In either case, no more than four percent (4%) of such overall
compensation may be so set aside. If payments due hereunder
exceed the portions or sums set aside in subparagraph 1. or 2.
above, such excess shall be payable to such writer over and above
any such overall compensation.
C. Notwithstanding anything to the contrary herein, no offsetting or crediting of
any payment under this Agreement shall be permitted when utilizing the
provisions of Articles 13.B.6.a.(1)(b), 13.B.6.b., 13.B.6.c., 13.B.7.g.,
13.B.8.b.(5) or 13.B.8.h. of Appendix A. In addition, the provisions of this
Article 61 shall not apply to programs produced for basic cable pursuant to
the provisions of Appendix C.
Article 67. Options and Exclusivity
Article 67 of the Basic Agreement shall have no application to contracts for the
services of writers of material for programs covered by this Appendix A.
Article 68. Parental Leave
Article 68 of the Basic Agreement shall apply to contracts for the services of
writers of material for programs covered by this Appendix A.
Article 69. California Sick Leave
Article 69 of the Basic Agreement shall apply to contracts for the services of
writers of material for programs covered by this Appendix A.
APPENDIX A
ARTICLE 61.B.
SERVICES NOT COVERED
BY THIS AGREEMENT (DOCUMENTARY)
526
Article 70. Waiver of Sick Time Laws
Article 70 of the Basic Agreement shall apply to contracts for the services of
writers of material for programs covered by this Appendix A.
Article 71. Paid Parental Leave Fund
Article 71 of the Basic Agreement shall apply to contracts for the services of
writers of material for programs covered by this Appendix A.
APPENDIX A
ARTICLE 71
PARENTAL PAID LEAVE FUND
527
ATTACHMENT TO APPENDIX A
PROCEDURES WITH RESPECT TO ASSIGNMENTS AND
INDIVIDUAL CONTRACTS REFERRED TO IN ARTICLES 19 AND 20
1. Each Company will appoint a person or persons authorized to make deals with
writers. The Company will make available to the Guild blank copies of form
contracts, if any.
2. Any representative of the Company may discuss with a writer the possibility of an
assignment, provided that the status of the Company representative is made
known to the writer, but in no event shall such assignment be made or undertaken
unless such representative is authorized to contract on behalf of the Company.
3. If the writer and such representative of the Company are agreeable to an
assignment to the writer being made, the writer (or anyone designated by the
writer to make commitments on his/her behalf) and such representative, if he/she
is authorized to contract on behalf of the Company, or, if such representative is not
authorized to contract on behalf of the Company, then a representative of the
Company who is so authorized, will discuss terms of the engagement. The
Company shall not request or require of the writer the submission of material or
the performance of any writing services prior to discussion and agreement on the
terms of the engagement.
4. When the writer and such authorized representative have reached agreement, the
assignment will be firm; a formal contract will be forwarded to the writer within ten
(10) days; the writer will return the contract, signed, within ten (10) days or within
such period will raise objections to specific clauses in the agreement. These time
periods shall apply except for extraordinary circumstances.
5. Disputes are to be resolved as rapidly as possible and both parties will endeavor
in good faith to have a signed contract in existence prior to the telecast of the
material covered.
6. The Company agrees to send the Guild a copy of the executed contract of
employment for a writer employed pursuant to Article 13.B.2., Article 13.B.4.,
Article 13.B.5., Article 13.B.6.a., Article 13.B.6.b. and Article 13.B.8. within one (1)
week after its receipt by the Company. If the Guild gives notice in writing to the
Company that such contract contains provision(s) less favorable to the writer, or
inconsistent with, or violative of, the applicable terms and conditions contained in
this Basic Agreement and if that Company fails to make the change so requested
within fifteen (15) days after receipt of the Guild's written notice, the difference or
controversy may be submitted by either party to grievance and arbitration pursuant
to Articles 10 and 11.
An inadvertent failure by the Company to furnish a copy of such contract shall not
constitute a breach of this Basic Agreement.
ATTACHMENT TO APPENDIX A
528
TELEVISION SCHEDULE C
APPENDIX A
PROGRAM CREDITS (OTHER THAN DOCUMENTARY)
For purposes of this TELEVISION SCHEDULE C, the word "program(s)" means only
program(s) covered by Appendix A (other than documentary, news and public affairs
programs).
This Schedule C shall amend and modify Television Schedule A of the Basic
Agreement. As to material not covered by a correspondingly numbered paragraph of
this Schedule C, Television Schedule A of the Basic Agreement shall govern. As to
material marked "Television Schedule A is not applicable," or if material in Schedule A
is inconsistent with this Schedule C, Schedule A shall not apply. The substance of
material marked "Television Schedule A is not applicable" may be covered in other
paragraphs of this Schedule C, or may be omitted entirely.
1. a. Subject to the provisions hereof dealing with credit arbitration, on each
program for which a writer furnishes material, the Company shall give
visual credit (and may, if it elects, give audio credit as well) to such writer,
except when the writer prefers otherwise (and provided the Guild
consents) or when the special characteristics of the program make it
essential not to reveal that the show was written by any person or persons
other than the performer.
b. When material for a program which is broadcast two (2) or more times a
week is written by the same writer(s), credit need be given to such
writer(s) on such program only once a week. Upon request by the
writer(s), the Company shall notify the writer(s), in advance, of the day of
the week on which such credit is to be given and shall thereafter continue
to give such credit on such day; provided, however, that the Company
shall have the right to change such day by giving the writer(s) advance
notification thereof.
Notwithstanding the foregoing, writers writing material for serials
broadcast in other than prime time shall be given additional credit as
follows:
(1) Whenever credit is given to the director of the program;
(2) Additional credit, to be given on such day or days as the Company
in its sole discretion may determine, as necessary so that the total
TELEVISION SCHEDULE C
APPENDIX A PROGRAM CREDITS
(OTHER THAN DOCUMENTARY)
529
credits given shall aggregate not less than two (2) credits per week
overall during each thirteen (13) week cycle of employment; and
(3) Credit in the form "Created by" shall be accorded for a non-prime
time serial once per week to the writer(s) entitled to separation of
rights therein.
c. When the exigencies of time make the credits herein provided impractical,
failure to give such credit shall not be considered a breach of this
Agreement.
d. If the producer or the director of the program receives credit alone in
frame (on screen), the writer shall also receive credit alone in frame (on
screen), provided that all writing credits to writers may be given in the
same frame. If roller-type credits are used, the Company shall set the
writing credits in such fashion that when they are centered on the screen,
no other credit shall be visible.
e. For serial or comedy-variety programs only, credit to the writer shall be
immediately before or after that given to the director.
f. Except as provided in subparagraph 1.e. above, all visual credits to writers
shall be placed either immediately before or immediately after one of the
following:
(1) The most prominent credit to the producer;
(2) The most prominent credit to the director;
(3) The credit to the author of the underlying literary property, if any;
(4) The most prominent credit to the star;
(5) The title (or subtitle) of the program; or
(6) The entertainment portion of the program.
If neither the producer nor the director receives credit on the program, the
credit to the writer may be given at any of the other places specified
above or either immediately before or immediately after the last
commercial.
TELEVISION SCHEDULE C
APPENDIX A PROGRAM CREDITS
(OTHER THAN DOCUMENTARY)
530
2. The form of writing credit for programs covered by this Schedule C shall be as
follows:
a. Comedy/Variety program:
(1) "Written by";
(2) "Writers" (applicable only to programs of the "talk" type such as
"Tonight" and "Merv Griffin");
(3) When appropriate, "Special Routines Written by." Credit for
sketches shall be "Sketch (or Sketches) Written by" and lyrics,
"Lyrics Written by;"
(4) No other form of credit may be given without a Guild waiver, which
will not be unreasonably withheld.
Such credits shall be in a readily readable color, size and speed.
Whenever it is proposed that the star on a comedy-variety series be given a
writing credit, an automatic credit arbitration shall take place for the first program
of the season on which such credit is proposed.
b. Serials: "Written by," listing the names in the following sequences:
(1) Name(s) of head writer(s);
(2) Name(s) of writer(s) of breakdown(s) (if different from the head
writer); and
(3) Name(s) of associate writer(s).
c. Quiz and audience participation programs: "Writers" or "Writers of
Scripted Material"; and when appropriate, "Questions Written by" or
"Writers of Questions."
d. All other television programs covered by Appendix A (other than news,
documentary and public affairs):
(1) "Teleplay by";
(2) "Story by";
(3) "Written by";
TELEVISION SCHEDULE C
APPENDIX A PROGRAM CREDITS
(OTHER THAN DOCUMENTARY)
531
(4) "Writers."
3. Television Schedule A applies.
4. The limitation as to the number of writers receiving credit provided for in
Paragraph 3. of Television Schedule A shall apply to all teleplays except
multiple-story teleplays, revues, comedy-variety and quiz and audience
participation shows, and serials broadcast in other than prime time.
5. Television Schedule A applies.
6. Television Schedule A applies.
7. Only the second paragraph of Paragraph 7.c. of Television Schedule A applies.
8, 9 and 10. Television Schedule A applies.
11 and 12. Television Schedule A applies only to programs produced for broadcast
once a week or less.
As to programs produced for broadcast more than once a week, the
Company, upon the written request either of the Guild or a writer who has
performed writing services on a program, shall, within seventy-two (72)
hours after receipt of such request, furnish to the Guild and the writer(s)
involved a list of proposed writing credits on such program. If the Guild
desires to protest such credits, it shall, within seventy-two (72) hours after
receipt of such list, deliver to the Company and to all the participants
concerned a formal written protest. The Company, within seventy-two
(72) hours of receipt of such protest, will deliver three (3) copies of the
final script and of all material written by the participants and of all source
material, if any, to the Guild office in New York or Los Angeles for
arbitration of writing credits. The Guild shall, within one (1) week after
receipt of the material from the Company, advise the Company of the
arbitration committee's decision.
13, 14, 15, 16 and 17. Television Schedule A applies, except as follows:
a. Regardless of the applicable notice period(s), if the Company receives
notification of a decision more than twenty-four (24) hours prior to
broadcast of the program in question, it shall change the credits on such
program accordingly. If such notification is received less than twenty-four
(24) hours but more than one (1) hour prior to broadcast of such program,
audio correction shall be made on such broadcast. In all other cases, the
decision of the Guild arbitration committee shall be made effective as to
all subsequent broadcasts of such program.
TELEVISION SCHEDULE C
APPENDIX A PROGRAM CREDITS
(OTHER THAN DOCUMENTARY)
532
b. If the Guild or a writer who has performed writing services on a program
questions the credits given on a program which has already been
broadcast, the Guild shall notify the Company and the individuals
concerned in writing. Upon receipt of such notice, the Company will
deliver three (3) copies of the final script and of all material written by the
participants and of all source material, if any, to the Guild offices in New
York or Los Angeles for arbitration of the writing credits.
c. The Company itself may initiate credit arbitration by delivering to the Guild
office in New York or Los Angeles a list of proposed writing credits on a
program, as provided in Paragraph 11 of Television Schedule A, together
with three (3) copies of the final script and of all material written by the
participants and of all source material, if any. Simultaneously therewith,
the Company shall deliver the list of proposed writing credits on the
program to the writer(s) involved.
18. Television Schedule A applies.
19. The first paragraph of Television Schedule A is applicable except that exceptions
a., b. and c. listed as 13.-17. above are incorporated. The second paragraph of
Television Schedule A is not applicable.
20. Television Schedule A applies.
21, 22, 23 and 24. Television Schedule A is not applicable.
25 and 26. Television Schedule A applies.
27 and 28. Television Schedule A is not applicable.
29. Television Schedule A applies.
30. Television Schedule A is not applicable.
31. Television Schedule A applies.
32. Nothing in this Schedule C shall be deemed to give the Guild arbitration
committee power to rule upon credit for the author of an underlying property
used in any manner in connection with a program except that no credit shall be
given to an author of an underlying property which is the same as any of the
credits set forth in Paragraph 2. hereof.
33. No decision of the Guild arbitration committee with respect to the determination
of credits shall be deemed to enlarge or diminish the rights of any person with
respect to any matter other than writing credits.
TELEVISION SCHEDULE C
APPENDIX A
PROGRAM CREDITS
(OTHER THAN DOCUMENTARY)
533
34. If the Company exploits material for publication or production in another medium,
it will give the writer credit for his/her material appropriate to that customarily
given to writers in such medium. If the Company sells, licenses or authorizes
others to exploit material for publication or production in another medium, it shall
include as part of its agreement with the party obtaining such rights a provision
requiring that the writer be given credit for his/her material appropriate to that
customarily given to writers in such medium.
TELEVISION SCHEDULE C
APPENDIX A PROGRAM CREDITS
(OTHER THAN DOCUMENTARY)
534
TELEVISION SCHEDULE D
APPENDIX A
DOCUMENTARY, NEWS AND PUBLIC AFFAIRS PROGRAM CREDITS
For purposes of this TELEVISION SCHEDULE D, the word "program(s)" means only
those documentary, news and public affairs program(s) covered by Appendix A.
This Schedule D shall amend and modify Television Schedule A of the Basic Agreement.
As to material not covered by a correspondingly numbered paragraph of this Schedule D,
Television Schedule A of the Basic Agreement shall govern. As to material marked
"Television Schedule A is not applicable," or material in Schedule A inconsistent with this
Schedule D, Schedule A shall not apply. The substance of material marked "Television
Schedule A is not applicable" may be covered in other paragraphs of this Schedule D or
may be omitted entirely. The word "teleplay" in Schedule A shall be deemed "telescript"
for purposes of this Schedule D.
1. Type of Credit:
a. Credit shall be given on the screen for the authorship of stories and
telescripts and shall be worded:
(1) "Writer - ," or "Written by," or "Documentary Script by"; or
(2) in the case of interview or discussion programs only, "Continuity by,"
or "Special Material by," or "Interview Material Written by"; or
(3) when the primary writing contribution of a writer to a program is in
the form of questions written for delivery on the air, "Interview
Material by," or "Interview Material Prepared by"; or
(4) in the case of news programs only, "News Staff" or "Newswriter(s)";
or
(5) when the special characteristics of the material furnished make it
appropriate, "Special Script Material by" or "Special Material Written
by." "Story by" or "Telescript by" may be given under the
circumstances hereinafter set forth.
b. When the major writing contribution to a telefilm is in the form of narration,
credit for such narration shall be given and worded in the following form:
"Narration Written by." When a narration credit is given in lieu of a
story and telescript or telescript credit on any telefilm, then such
narration credit shall be subject to all of the rights and limitations as
TELEVISION SCHEDULE D
APPENDIX A DOCUMENTARY, NEWS AND
PUBLIC AFFAIRS PROGRAM CREDITS
535
are provided in this Schedule D with respect to story and telescript or
telescript credit, respectively.
c. When narration is written in part by the person who delivers it on the air (a
narrator) and in part by a writer covered by this Agreement and the narrator
is not a writer covered by this Agreement, the narrator may be given joint
credit with the writer in the following form: "Narration Written by"; provided
that not later than the time when the list of screen credits is sent to the
laboratory for incorporation in the film, or the applicable time specified in
Paragraph 11 of this Schedule D, whichever is sooner, Company shall send
to Guild, and to the narrator and the writer who participated in the writing of
such narration, a tentative notice of credit setting forth:
(1) the name of the narrator,
(2) the name of the writer, and
(3) a statement that joint credit in such form is being given to the
persons named in such notice.
However, the giving of such joint credit shall be subject to an automatic
credit arbitration pursuant to the provisions of this Schedule D. At the same
time the notice of such joint credit is sent, Company shall concurrently send
to the Guild all relevant material as required by this Schedule D.
If the narrator is not a writer covered by this Agreement, and if his/her
participation in the writing of the narration is limited to minor or incidental
contributions or revisions, he/she may not share such joint credit with a
writer and the writer shall have sole writing credit.
In no event shall such joint credit be given to any person who, in addition to
writing narration, also writes questions delivered on the air by anyone other
than himself/herself and/or performs other writing services for which story
credit, or story and telescript credit, or telescript credit, is required to be
given under this Schedule D.
The fact that credits are shared by a writer with a person whose writing
services are excluded from the coverage of this Agreement shall not
operate to diminish any rights which the writer would otherwise have under
this Agreement.
d. A person who writes only routine material (openings, closings, lead-ins,
lead-outs, promotional material, courtesy announcements or similar
continuity of a routine nature) need not be given screen credit so long as
such writer does not also perform other services which are covered by this
Agreement. In any case to which this subparagraph d. applies, if Company
does not intend to give screen credit to any such writer, he/she shall send
TELEVISION SCHEDULE D
APPENDIX A DOCUMENTARY, NEWS AND
PUBLIC AFFAIRS PROGRAM CREDITS
536
to Guild and to the writer, not later than the applicable time specified in
Paragraph 11 of this Schedule D, a tentative notice of credit setting forth:
(1) the name of the writer of such routine material (if the writer is a
correspondent whose material is excluded from coverage by reason
of the provision of Article 1.A.5.d. of Appendix A to this Agreement,
the notice shall include the name of the correspondent), and
(2) a statement that no screen credit for authorship is being given to
such writer.
2. Television Schedule A applies except that subparagraphs c., d. and e. shall read:
c. When the telescript is based upon both story and source material and the
story is substantially new or different from the source material, credit for
story authorship shall be worded "Television Story by," which credit shall be
subject to automatic credit arbitration as provided in subparagraph 17.b. of
this Schedule D. The Company shall not thereby be prevented from giving
credit to the author of source material provided such credit shall indicate
the form in which it is acquired, such as, for example, "Based on" or "Based
upon" or "From"; "a Factual Story by"; "the Book" or "a Book (with or without
title) (may be used only with respect to a nonfiction book) by"; "a Series of
Articles by"; "an Article by"; "The Memoirs of"; or "John Gunther's 'Inside
Europe'"; or other appropriate wording. Source material credit may not be
given as "Written by."
d. When a story credit is given as above, the writer of the telescript shall be
given credit as follows: "Telescript by."
e. When a writer who is also the producer or executive producer of a film
writes material in a form other than the writing of routine material as
specified in subparagraph 1.d. hereof, and no other writer writes literary
material for such film, such writer may be given credit in the following form:
"Produced and Written by," or "Written and Produced by," or "Executive
Producer and Writer," or "Writer and Executive Producer," or "Written by
Executive Producer."
3, 4, 5 and 6. Television Schedule A applies.
7. Credit Size and Placement:
Writing credit, as finally determined hereunder, shall appear on a separate card or
cards on the television screen subject to the following conditions:
a. Telescript or story (other than source material but including television story)
and telescript credit may appear on the same card on which appears the
title of the particular telefilm but in no event in size of type less than thirty
TELEVISION SCHEDULE D
APPENDIX A DOCUMENTARY, NEWS AND
PUBLIC AFFAIRS PROGRAM CREDITS
537
percent (30%) of the size of the title. Source material credit, if given, may
appear on the same card with the title of the particular telefilm but only if
telescript or story and telescript credit is not given on such card; or
b. Telescript or television story and telescript credit on the one hand and
source material credit on the other, if the latter be given, or story and
telescript credit may appear on a separate card or cards immediately
following the title card of the particular telefilm; or
c. Telescript or television story and telescript credit on the one hand and
source material credit on the other, if the latter be given, or story and
telescript credit may appear immediately prior to or following immediately
after the director's credit. Writing credits placed pursuant to this
subparagraph c. shall not be more than the second personal credit prior to
the beginning or subsequent to the ending of the telescript, as the case
may be. For this purpose, however, if source material credit appears on a
separate card from the telescript or television story and telescript credit,
these two separate cards immediately succeeding each other shall count as
one credit. Commercials or a credit to the production company shall not be
deemed to be a "personal credit" for the purpose of this provision.
d. If roller-type credit cards are used, the Company, in lieu of the use of a
separate card, shall set the writing credits in such fashion that, when they
are centered on the screen, no other credit shall be visible.
e. Source material credit may be given on the same card on which the
telescript or television story and telescript credit appear, provided that the
telescript or television story and telescript credit shall be the first credit
appearing on such card and, provided further, that the source material
credit shall not occupy more than forty percent (40%) of the space on such
card and is not displayed more prominently than the telescript or television
story and telescript credit appearing thereon. In no event, however, shall
source material credit be included on the card on which telescript credit
may appear with the title of the particular telefilm.
f. As between telescript and story air credit, the telescript credit shall precede
the story credit.
8, 9 and 10. Television Schedule A applies.
11. Company's Notice of Tentative Credits:
Television Schedule A applies, with the following addition:
a. The time by which the Company shall send the tentative notice of credit
referred to in subparagraphs 1.c. and 1.d. of this Schedule D shall not be
later than seventy-two (72) hours prior to the initial scheduled broadcast of
TELEVISION SCHEDULE D
APPENDIX A DOCUMENTARY, NEWS AND
PUBLIC AFFAIRS PROGRAM CREDITS
538
the program. If, by the seventy-two (72) hour deadline specified above, no
notice of screen credits has been sent to the Guild, the Company shall at
that time give to the Guild notice of the names of the persons whom the
Company expects will be given such credit, based on the information then
available, together with material then available showing the contribution of
such persons to the film.
b. If changes or corrections in the writer credits intended to be given by
Company should occur after the seventy-two (72) hour deadline specified
above, Company shall give notice to the Guild of any such changes or
corrections as soon as possible, but in any event prior to the broadcast.
12. Television Schedule A applies.
13. Tentative Credits Become Final:
The Company will keep the final determination of screen credits open until a time
specified in the notice by the Company, but such time will not be earlier than 6:00
p.m. of the next business day following the next day after the dispatch of the notice
above specified. If within the time specified, a written protest of the tentative
credits has not been delivered to the Company from any participant or from the
Guild, the tentative credits shall become final.
14. Protest of Tentative Credits:
a. Every protest, including that of the Guild, shall state the grounds or basis
therefor in the notice thereof. The Guild agrees not to use its right of
protest indiscriminately. If a written protest of the tentative credits is
received by the Company from a participant or the Guild within said period,
the Company will withhold final determination of credits until a time to be
specified by the Company, which time will not be earlier than ninety-six (96)
hours after the Company delivers to the Guild all of the scripts involved.
b. In any case in which the Guild is required to read more than four (4) scripts
pursuant to the protest hereunder, the Company shall be required to add to
the ninety-six (96) hours above-provided a period of twenty-four (24) hours
for each additional script or fraction thereof.
c. If the material is voluminous or complex, or if other circumstances beyond
the control of the Guild necessitate a longer period in order to render a fair
decision, and the Guild requests an extension of time for arbitration, the
Company agrees to cooperate as fully as possible.
d. In the event the development of tape or other process for the recordation of
visual images causes the time limits set forth in this Paragraph 14 to
become a burden on the Company, the Guild agrees that in this Paragraph
14, when twenty-four (24) hours is mentioned, it shall become twelve (12)
TELEVISION SCHEDULE D
APPENDIX A DOCUMENTARY, NEWS AND
PUBLIC AFFAIRS PROGRAM CREDITS
539
hours; when ninety-six (96) hours is mentioned, it shall become forty-eight
(48) hours; and when five (5) business days is mentioned, it shall become
ninety-six (96) hours or any intermediate number of hours the parties may
agree upon.
15. Delivery of Material:
Upon receipt of a protest, the Company will deliver three (3) copies of the final
script and three (3) copies of all other material written by the participants and three
(3) copies of all available source material to the Guild offices in Los Angeles or
New York, depending on the place of production. The Company shall notify the
participants and the Guild by facsimile of the name of the protesting party and the
new time set for final determination, provided that if three (3) copies of all the
material cannot be provided, the arbitration period is to be extended from
ninety-six (96) hours to five (5) business days.
16. Television Schedule A applies.
17. Writer's Right to Arbitrate Credit:
Television Schedule A applies except as follows:
a. Paragraph references are to Schedule D.
b. The last paragraph, extending time for a Policy Review Board decision, is
not applicable.
18, 19 and 20. Television Schedule A applies.
21. Credit in Advertising:
With reference to credits in advertising which is contracted for by the Company
and which is more than eight (8) column inches in size, if the names of the
individual producer or director shall be included, the name of the writer shall be
included. In all such instances, the writer shall receive parity as to size of type with
the director and producer except when the Company shall have determined in
good faith that the individual director's or producer's name has box office value. In
connection with a series, if advertising credit is given to a producer or a director
only in connection with advertising the entire series, the writer shall be given credit
in such advertising when the number of scripts contributed by such writer shall
equal the number of programs produced or directed by the producer or director
receiving such advertising credit. If spoken credits are accorded to the producer
or director, they shall also be accorded to the writer. Oral self-identification by a
producer or director shall not be deemed to be a spoken credit for the purpose
hereof.
22. Television Schedule A applies.
TELEVISION SCHEDULE D
APPENDIX A DOCUMENTARY, NEWS AND
PUBLIC AFFAIRS PROGRAM CREDITS
540
23 and 24. Television Schedule A is not applicable.
25. Television Schedule A applies.
26, 27 and 28. Television Schedule A is not applicable.
29. Television Schedule A applies.
30. Television Schedule A is not applicable.
31. Television Schedule A applies.
32. Articles 10 and 11, Arbitration:
In the event of an arbitration under Articles 10 and 11 of this Agreement, no
determination of credit made under this Schedule D may be entered in evidence or
as background material at such arbitration.
33. Publicity Releases:
If Company produces a television motion picture initially broadcast over such
Company's own transcontinental network and if the Company includes in its
publicity releases respecting such broadcast credit to the producer, director and
either the star or lead performers of such motion picture, it is agreed that the
Company shall also accord credit in such publicity releases to any writer or writers
entitled to story or story and telescript screen credit hereunder for such television
motion picture.
34. Book or Publication Credit:
If the Company authorizes a book or other written publication to be based upon
the story and/or telescript for which a writer of Company was entitled to receive
screen credit hereunder, the Company, in the agreement in which such
authorization is granted, shall obligate the publisher to include in such book or
publication credit to such writer for such writing.
TELEVISION SCHEDULE D
APPENDIX A DOCUMENTARY, NEWS AND
PUBLIC AFFAIRS PROGRAM CREDITS
541
SCHEDULE D-1
DOCUMENTARY WRITING CREDITS ADDENDUM
In the event that the Company intends to give a "writing credit" on a documentary
program to an individual who has written material which is excluded from coverage
solely by virtue of the provisions of Article 1.A.5.d. of Appendix A, the Company shall
give notice of such intended writing credit to the Guild. In the event that a claim is
made either to the Guild by an individual claiming that he/she has written covered
material for such program and has not received appropriate credit therefor, or by the
Guild in good faith, based upon information it has received that an individual has written
such covered material and has not received appropriate credit therefor, the Guild shall
have the sole right to have the intended credit reviewed by a Guild credit arbitration
committee. Such committee shall apply the same standards as would be appropriate to
covered material.
If the Guild credit arbitration committee determines that material has been written for
such program for which no appropriate credit, or inappropriate credit, has been given,
the Company shall correct the credit to conform to the Guild credit arbitration
committee's determination, unless within ten (10) days of receiving notification of the
committee's decision, it refers the matter to arbitration by a neutral party pursuant to
Articles 10 and 11 hereof. In such case, the arbitrator shall determine whether the
Guild credit arbitration committee acted fairly and without discrimination in reaching its
decision and, if he/she decides that it did not, the Company may continue to utilize the
credit or credits originally determined by it.
The term "writing credit" shall include any credit applicable to a documentary program
set forth in Paragraph 1 of Television Schedule D.
No Guild credit arbitration committee shall have the power to pass upon the credits
given in any documentary of the type referred to above until such time as scripts and
other pertinent material are made available by the Company to such committee. When
the Company, for reasons of its news and public affairs policies, delays the disclosure
in advance of the detailed contents of a program to reviewers, critics, affiliates, and the
like, it shall not be obligated to make available to the Guild credit arbitration committee
scripts and other pertinent material until such disclosure takes place.
Nothing herein shall be construed to require or imply that any individual who receives
writing credit by virtue of this clause shall thereby be covered by any provisions of this
Agreement or required to become a member of the Guild.
SCHEDULE D-1
DOCUMENTARY WRITING
CREDITS ADDENDUM
542
SIDELETTER TO APPENDIX A - RE “LITERARY MATERIAL”
WRITERS GUILD OF AMERICA, WEST, INC.
8955 Beverly Boulevard
Los Angeles, California 90048
As of March 2, 1981
Re: Appendix A -- Writers Guild of America 1981 Theatrical and Television Basic
Agreement
Ladies and Gentlemen:
This letter relates to the following exclusions from the definition of "literary material"
contained in the 1968 Live MBA, referred to in the signed Memorandum of Agreement
between the Writers Guild of America and the Network Companies dated as of July 3,
1973, and contained in Article 1.A.5. of the 1977 draft Agreement between the parties:
(b) commercial copy;
(c) advertising, promotion and publicity material;
(d) political speeches, public addresses, or commemorative speeches, unless
incorporated in a dramatic script;
(e) religious services and sermons, except sermons incorporated in a dramatic
script or written by a writer who performs services otherwise covered by this
Agreement in connection with the program;
(i) talks, forums, lectures;
(k) choreography or stage or technical directions.
This will confirm that despite the elimination of such exclusions from Appendix A to the
1981 WGA Theatrical and Television Minimum Basic Agreement, neither such
Agreement nor any of its predecessors has ever covered or was ever intended to cover
such material, and that such types of material are accordingly excluded.
In view of the foregoing, specific exclusion of the above types of material is unnecessary.
Very truly yours,
WRITERS GUILD OF AMERICA, WEST, INC.
on behalf of itself and its affiliate
WRITERS GUILD OF AMERICA, EAST, INC.
By: /s/ Leonard Chassman
SIDELETTER TO APPENDIX A -
RE “LITERARY MATERIAL”
543
SIDELETTER TO APPENDIX A - ARTICLE 13.B.2.b.(3)
As of November 1, 2004
Mr. John McLean
Executive Director
Writers Guild of America, west, Inc.
7000 West Third Street
Los Angeles, California 90048
Re: Anniversary and Special Episodes of Weekly Series Programs
Dear John:
Reference is made to the provisions of Appendix A, Article 13.B.2.b.(3) of the 2004
WGA MBA. During the 2004 negotiations, the parties confirmed that anniversary and
special episodes of programs produced as part of a weekly series for which all weekly
episodes are produced on a strip basis (e.g., “Tonight” and “Conan O’Brien,” etc.) shall
be compensated as part of the Minimum Variety Show Commitment applicable to such
weekly series. This sideletter will serve to memorialize that confirmation.
Sincerely,
/s/ J. Nicholas Counter III
J. Nicholas Counter III, President
ACCEPTED AND AGREED:
WRITERS GUILD OF AMERICA, WEST, INC.
on behalf of itself and its affiliate
WRITERS GUILD OF AMERICA, EAST, INC.
By: /s/ John McLean
John McLean, Executive Director
SIDELETTER TO APPENDIX A -
ARTICLE 13.B.2.b.(3)
544
SIDELETTER TO APPENDIX A - ARTICLE 13.B.5.
As of August 8, 1988
Mr. Brian Walton
Executive Director
Writers Guild of America, west, Inc.
8955 Beverly Boulevard
West Hollywood, CA 90048
Re: Appendix A, Article 13.B.5.
(Daily Writing Credit)
Dear Brian:
During the 1988 negotiations, the parties agreed to amend the provisions of Appendix A,
Article 13.B.5. ("Serials - Other than Prime Time") to add "Other Non-Prime Time Dramatic
Strip Programs." Extending the rates and structure of serials to these "other" programs
reflected a previously-granted waiver from the WGA which had committed the Company to
give writing credit on such programs on a daily basis. With that in mind, the Companies
agreed to continue to give daily writing credit on such "Other Non-Prime Time Dramatic
Strip Programs."
Very truly yours,
/s/ J. Nicholas Counter III
J. Nicholas Counter III, President
Alliance of Motion Picture &
Television Producers, Inc.
/s/ Robert Key
American Broadcasting Companies,
Inc., a wholly-owned subsidiary
of Capital Cities/ABC, Inc.
/s/ John McLean
CBS Inc.
/s/ Bernard Gehan
National Broadcasting Company, Inc.
ACCEPTED AND AGREED:
WRITERS GUILD OF AMERICA, WEST, INC.
on behalf of itself and its affiliate
WRITERS GUILD OF AMERICA, EAST, INC.
By: /s/ Brian Walton
Brian Walton, Executive Director
SIDELETTER TO APPENDIX A -
ARTICLE 13.B.5.
545
APPENDIX B
PRODUCTION FOR THE PAY TELEVISION AND THE
VIDEODISC/VIDEOCASSETTE MARKETS
A. Introduction and Scope
This Appendix B is applicable to the employment of writers and the acquisition of
literary material for all programs, except as otherwise provided below, produced
principally for the pay television and/or videodisc/videocassette markets. (The
terms "writer" and "literary material" are as defined in Article 1.A. and 1.C. of the
MBA or, when applicable, Appendix A.) The provisions of Appendix A which
modify the Basic Agreement shall, as to material for programs covered by
Appendix A, be deemed part of the Basic Agreement for purposes of this
Appendix B. The following types of programs are excluded from the coverage of
Appendix B: sporting events, cartoons, industrial and religious programs, other
informational programs not covered by the Basic Agreement, commercials,
advertising shorts, trailers and travelogues. Educational and instructional
programs are excluded except when produced for the home
videodisc/videocassette market and, in any event, such programs are excluded
when written and performed by the same person. Programs to which this
Appendix B are applicable are hereinafter referred to as "covered programs."
B. Definitions
1. The term "videodisc/videocassette," as used in this Appendix B, shall
mean disc, cassette, cartridge and/or other device serving a similar
function which is sold or rented for play on a home-type television screen
in the home.
2. The term "pay television," as used in this Appendix B, shall mean
exhibition on a home-type television screen by means of telecast, cable,
closed circuit, satellite to home or CATV when substantially all licensed
systems meet the following tests:
a. A separate channel is provided for which the subscriber pays a
separate fee (which fee is a substantial charge relative to other
charges made to the subscriber) for that channel
and/or
b. The subscriber pays for the program or programs selected (except
that a program or programs selected for which only a token charge
is made shall not be considered pay television)
and/or
APPENDIX B
PRODUCTION FOR THE PAY TELEVISION
AND THE VIDEODISC/VIDEOCASSETTE MARKETS
PARAGRAPH A - INTRODUCTION AND SCOPE
546
c. The subscriber pays a fee for an encoded telecast, which fee is a
substantial charge relative to other fees paid for encoded telecasts.
The foregoing tests cover those systems which exist in the industry today
and are commonly understood in the industry today to be pay television
systems.
3. If a different definition of pay television is negotiated by the Companies
with SAG-AFTRA or DGA during the term of this Agreement, Companies
will promptly notify the Guild of such definition and the Guild may, upon
thirty (30) days written notice, substitute in its entirety such new definition
for the pay television definition set forth in Section B.2. of this Appendix B.
4. The terms "film" and "tape" shall be understood as they are commonly
understood in the industry today. Should a different method of
recordation develop which, in the judgment of either party to this
Agreement, differs from both film and tape, such party may notify the
other that it wishes to bargain concerning the Recoupable Amount, herein
"break amount," for such method of recordation. The parties agree to
commence such negotiations within thirty (30) days of receipt of such
notice. If no agreement is reached within sixty (60) days after bargaining
has commenced, the Guild may, upon written notice to the Company,
instruct its members to refuse to render services with respect to programs
using such method of recordation.
C. Compensation for Covered Programs (other than Dramatic Programs of a
Type Generally Produced for Prime Time Network Television Which are
Produced Principally for Pay Television and other than Comedy-Variety
Programs Produced Principally for Pay Television)
1. Initial Compensation
The minimum initial compensation for a writer employed for a covered
program shall be the same as the applicable minimum initial
compensation set forth in Article 13.B. or Article 14 or Appendix A for the
program category involved. Covered programs, for purposes of this
Section C.1., do not include:
a. educational or instructional programs;
b. dramatic programs of a type generally produced for prime time
network television which are produced principally for pay television
(see Section D.1. below); and
APPENDIX B
PRODUCTION FOR THE PAY TELEVISION
AND THE VIDEODISC/VIDEOCASSETTE MARKETS
PARAGRAPH C.1. - INITIAL COMPENSATION
547
c. comedy-variety programs as defined in Article 1.C.22. of Appendix
A which are produced principally for pay television (see Section
D.1. below).
Notwithstanding the foregoing provisions of this subparagraph 1., the
second paragraph of Article 13.B.7.r. shall not apply to covered programs.
2. What Initial Compensation Covers
The minimum initial compensation set forth in subparagraph 1. above for
a covered program described in that subparagraph, or the initial agreed
compensation in the case of a covered educational or instructional
program produced principally for the videodisc/videocassette market, shall
constitute payment in full for any use in pay television and/or on
videodiscs/videocassettes until the Company's Receipts, as defined in
Section C.3. below, exceed the following break amounts.
a. Base Break Amount -- 5/02/20 through 5/01/23
Program Length Film Tape
15 minutes or less $ 296,425 $ 237,140
30 minutes or less (more than 15) 592,851 474,281
45 minutes or less (more than 30) 889,276 711,421
60 minutes or less (more than 45) 1,185,702 948,562
90 minutes or less (more than 60) 1,778,553 1,422,842
120 minutes or less (more than 90) 2,371,404 1,897,123
Each additional 30 minutes or portion
thereof
592,851
474,281
b. For programs other than those covered by Section D. below: When
the applicable minimum initial compensation for a program differs
from the applicable minimum initial compensation for a program of
comparable length covered by Section D. below, the break amount
during the term of this Basic Agreement for that program shall bear
the same relationship to the base break amount above as the
applicable minimum for story and teleplay (or the equivalent) for
such program bears to the applicable minimum for story and
teleplay for a prime time network program of comparable length.
The break amounts for each type of program referred to in this
APPENDIX B
PRODUCTION FOR THE PAY TELEVISION
AND THE VIDEODISC/VIDEOCASSETTE MARKETS
PARAGRAPH C.1. - INITIAL COMPENSATION
548
subparagraph b. are computed in accordance with the following
formula:
Applicable minimum initial compensation Break amount for
for story and teleplay (or the equivalent) program covered by
for program covered by subparagraph b. = subparagraph b.
Applicable minimum initial compensation Break amount for
for story and teleplay for program covered program covered by
by subparagraph a. subparagraph a.
Notwithstanding the foregoing, in no event shall the break amount
for a program covered under this subparagraph b. exceed the
break amount applicable to such program which was in effect
during the last period of the 1981 Basic Agreement.
c. Break amounts for material to which Appendix A applies shall be
computed in accordance with the foregoing formula, using one or
more of the following rules when applicable:
(1) Aggregate Minimums
When an aggregate minimum initial compensation applies
(e.g., to serials for other than prime time broadcast five (5)
times per week), the aggregate applicable minimum initial
compensation for such programs (prorated when the
aggregate applies to more than one program) shall be used
to compute the applicable break amount for such program.
Said aggregate applicable minimum shall include any
additional minimum initial compensation applicable to writing
services on such program.
(2) Discounts. If one or more discounts apply pursuant to any
of the provisions of Appendix A to reduce the applicable
minimum initial compensation, the applicable break amount
shall be reduced by the same percentage(s) as the
percentage discount(s) permitted under Appendix A.
(3) Applicable Time Period. When the Company has used the
"applicable time period" concept pursuant to Article 13 of
Appendix A in determining the writer's compensation, the
applicable break amount is that which applies to a program
length equal to that of the applicable time period.
d. [Deleted.]
APPENDIX B
PRODUCTION FOR THE PAY TELEVISION
AND THE VIDEODISC/VIDEOCASSETTE MARKETS
PARAGRAPH C.2. - WHAT INITIAL
COMPENSATION COVERS
549
e. [Deleted.]
f. In applying the formula in subparagraph b. above to covered
educational and instructional programs produced principally for the
videodisc/videocassette market, the initial agreed compensation
paid shall be utilized.
3. Additional Compensation (Residuals)
a. In addition to initial compensation, for use in the pay television
and/or videodisc/videocassette markets of a covered program,
other than a dramatic program of a type generally produced for
prime time network television which is produced principally for pay
television or a comedy-variety program as defined in Article 1.C.22.
of Appendix A which is produced principally for pay television, the
Company shall pay as additional compensation (hereafter
"residuals") to the credited writer(s) an aggregate total of two
percent (2%) of the "Company's Receipts" which exceed the
applicable break amount. In no event shall the Company be
required under the provisions of this Section C.3. to pay more than
a total of two percent (2%) of the "Company's Receipts" to the
writers. Such residuals shall be subject to Pension Plan and
Health Fund contributions pursuant to Article 17. Company's
Receipts consist of:
(1) For release to pay television, the Company's accountable
receipts from the distribution of the program for exhibition
according to Article 51.C. (Pay television networks such as
HBO and Showtime are not deemed to be distributors for
this purpose. However, license or other fees paid to the
Company for the right to exhibit the program by such pay
television networks shall be included in Company's
accountable receipts.)
(2) For release to the videodisc/videocassette market, the fee or
other payment actually received by the Company as
producer from "net unit sales" as defined below and from the
licensing of covered programs for rental.
(a) The term "disc," as used in this Section, shall refer to
both videodiscs and videocassettes. The term "unit"
shall refer to the disc or aggregate discs in each
package released by the Company for sale or rental.
"Net unit sales" shall mean sales of units which are
APPENDIX B
PRODUCTION FOR THE PAY TELEVISION
AND THE VIDEODISC/VIDEOCASSETTE MARKETS
PARAGRAPH C.2. - WHAT INITIAL
COMPENSATION COVERS
550
released by the Company or its distributor for sale
and are not returned.
(b) It is recognized that some Companies hereunder may
act both as producers and as distributors of disc units
in covered sales and/or rentals. In such a case, the
payment set forth above shall be based on either (i)
the fee or other payment received by the subsidiary,
division or other department of the Company which
serves as the production branch, as distinguished
from the subsidiary, division or other department of
the Company which serves as the distribution branch,
or (ii) when no separate subsidiary, division, or other
department serves as the production branch, a
reasonable allocation of the gross receipts of the
Company from covered sales and/or rentals
attributable solely to fees or other payments which
would be made to a production subsidiary, division or
other department of the Company if one existed, or
would be made to an outside producer. The
reasonableness of such allocation in (ii) above, or of
the fee or other payment received by the production
subsidiary, division, or other department in (i) above,
shall be determined by its license fee payments to
outside producers for comparable disc units, or in the
absence of such practice, by generally prevailing
trade practice in the disc industry.
b. [Deleted.]
c. [Deleted.]
d. [Deleted.]
D. Compensation for Dramatic Programs of a Type Generally Produced for
Prime Time Network Television which are Produced Principally for Pay
Television and Comedy-Variety Programs
1. Initial Compensation
a. The minimum initial compensation for a writer employed for a
dramatic program of a type generally produced for prime time
network television which is produced principally for pay television
shall be the same as the applicable minimum initial compensation
APPENDIX B
PRODUCTION FOR THE PAY TELEVISION
AND THE VIDEODISC/VIDEOCASSETTE MARKETS
PARAGRAPH D.1. - INITIAL COMPENSATION
551
set forth in Article 13.B. or Article 14.
1
Notwithstanding the
foregoing provisions of this subparagraph 1., the second paragraph
of Article 13.B.7.r. shall not apply to such programs.
b. The minimum initial compensation for a writer employed for a
comedy-variety program, as defined in Article 1.C.22. of Appendix
A, shall be the same as the applicable minimum initial
compensation set forth in Article 13.B.2. or 3. of Appendix A.
2. What Initial Compensation Covers
For dramatic programs of a type generally produced for prime time
network television which are produced principally for pay television and for
comedy-variety programs as defined in Article 1.C.22. of Appendix A, the
minimum initial compensation set forth in Section D.1.a. or b. above, as
applicable, shall constitute payment in full for ten (10) exhibition days for a
program (with no limit on the number of broadcasts commenced in any
calendar day) over all services in the United States and Canada to which
the program is licensed in the pay television market within a period of one
(1) year from the initial exhibition on each such service, but on no more
than one (1) United States national pay television subscription service.
For this purpose, commonly-owned pay television services, such as
HBO/Cinemax/Festival and Showtime/The Movie Channel, shall each be
considered a single service. However, with respect to programs produced
primarily for play specifically relating to the holidays set forth below, the
period shall be ten (10) exhibition days in three (3) consecutive holiday
seasons:
New Year's Day, Valentine's Day, St. Patrick's Day, Easter,
Passover, Independence Day (July 4th), Halloween, Thanksgiving,
Chanukah and Christmas.
If a writer is engaged for a holiday program, it shall be so stated in his/her
contract of employment.
An exhibition day shall commence at one second after midnight and end
at midnight, unless any exhibition of a program shall commence prior to
midnight and continue past midnight, in which case the exhibition day
shall be deemed to begin when the program commenced.
1
The minimum initial compensation will be the Network Prime Time minimum for a program that is in the
nature of a Network Prime Time program (e.g., Sex and The City, Soul Food, The Sopranos, OZ, Rated
X). The Network Prime Time minimums will apply even if the program is intended for mature audiences.
APPENDIX B
PRODUCTION FOR THE PAY TELEVISION
AND THE VIDEODISC/VIDEOCASSETTE MARKETS
PARAGRAPH D.1. - INITIAL COMPENSATION
552
The initial compensation shall also include payment for the first one
hundred thousand (100,000) net unit sales, in the aggregate, except that
the 100,000 unit figure shall be reduced to 75,000 units in the case of
one-half hour and one-hour programs, in the videodisc/videocassette
worldwide market.
3. Additional Compensation (Residuals)
In addition to initial compensation, for use in the pay television and/or
videodisc/videocassette markets of a covered dramatic program of a type
generally produced for prime time network television which is produced
principally for pay television or a covered comedy-variety program as
defined in Article 1.C.22. of Appendix A, the literary material for which is
written on or after May 2, 2020, the Company shall pay as additional
compensation (hereafter “residuals”) to the credited writer(s) the following:
a. Pay Television - For such programs released in the pay television
market:
(1) For exhibition days on any pay television service in the
United States and Canada, either in excess of ten (10) or
subsequent to one (1) year from the date of the initial
exhibition on such service (the “first exhibition year”), the
Company shall pay to the credited writer(s) for each of the
three (3) exhibition years beyond the first exhibition year,
starting with the first exhibition day of the second or any
subsequent exhibition year, an amount in the aggregate
equal to:
Program
Length
5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
30 minutes $4,899 $ 5,021 $ 5,134
60 minutes 8,408 8,618 8,812
90 minutes 7,575 7,764 7,939
120 minutes
or more
9,923 10,171 10,400
provided that such payment shall be due only if the covered
program is actually exhibited during the subsequent
exhibition year.
APPENDIX B
PRODUCTION FOR THE PAY TELEVISION
AND THE VIDEODISC/VIDEOCASSETTE MARKETS
PARAGRAPH D.3. - ADDITIONAL COMPENSATION
(RESIDUALS)
553
For a fifth exhibition year or any subsequent exhibition year
beyond the fifth, the Company shall pay to the credited
writer(s), for each such exhibition year, an amount in the
aggregate equal to:
Program
Length
5/02/20-
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
30 minutes $ 884 $ 906 $ 926
60 minutes 1,162 1,191 1,218
90 minutes 1,338 1,371 1,402
120 minutes
or more
1,465 1,502 1,536
Such amount(s) shall be paid not later than one hundred
twenty (120) days after the first exhibition day of the second
or any subsequent exhibition year. Such residuals shall be
subject to Pension Plan and Health Fund contributions
pursuant to Article 17.
(2) For exhibitions on foreign (i.e., other than the United States
and Canada) pay television, or for exhibitions on a second or
subsequent United States national pay television
subscription service, Company shall pay two percent (2%) of
the "Producer's gross," as defined in Article 51.C.1.a. of this
Agreement, from such other exhibitions. Such residuals
shall be subject to Pension Plan and Health Fund
contributions pursuant to Article 17.
(3) [Deleted]
(4) [Deleted]
b. Videodisc/Videocassette Market
(1) For sales of such a program in the videodisc/videocassette
market, the Company shall pay two percent (2%) of the fee
or other payment actually received by the Company from net
unit sales in excess of one hundred thousand (100,000)
units in the aggregate, except that the 100,000 unit figure
shall be reduced to 75,000 units in the case of one-half hour
and one-hour programs. Such residuals shall be subject to
APPENDIX B
PRODUCTION FOR THE PAY TELEVISION
AND THE VIDEODISC/VIDEOCASSETTE MARKETS
PARAGRAPH D.3. - ADDITIONAL COMPENSATION
(RESIDUALS)
554
Pension Plan and Health Fund contributions pursuant to
Article 17.
(2) The term "disc," as used in this Section D.3.b., shall have
the same meaning as in Section C.3.a.(2)(a) above.
(3) The provisions of Section C.3.a.(2)(b) shall also apply to
programs for which residuals are paid pursuant to this
Section D.3.
E. The Company shall have the same rights under this Appendix B as it has in free
television to credit or offset against residuals monies paid or payable for profit or
other participations or as overscale compensation. Any monies paid to writer in
excess of double minimum which are used to credit or offset against residual
monies shall be specifically identified in the writer's contract as to amount and as
to the specific use (e.g., residuals for pay television or disc, compensation for
free television reruns) for which such money is allocated.
F. Distribution Formula
The residuals payable under Section D. hereof shall be remitted by the Company
to the Guild on a quarterly basis according to the provisions of Article 51.C.6.
For a covered dramatic program of a type generally produced for prime time
network television which is produced principally for pay television, said monies
shall be distributed by the Guild to the writer(s) entitled to share in such residuals
in accordance with the method set forth in Article 51.C.5., except that the
proportional distribution shall be in the ratio of two (2) for the teleplay to one (1)
for the story. For a covered comedy-variety program, said monies shall be
distributed by the Guild to the writer(s) entitled to share in such residuals in
accordance with the method set forth in Appendix A, Article 15.B.1.c.(2) and (3),
except that the reference to “rerun and foreign telecast” shall be deleted from the
first sentence of Appendix A, Article 15.B.1.c.(2) and “exhibition year” shall
replace the references to “applicable rerun or foreign telecast” in the last
sentence of Appendix A, Article 15.B.1.c.(2).
APPENDIX B
PRODUCTION FOR THE PAY TELEVISION
AND THE VIDEODISC/VIDEOCASSETTE MARKETS
PARAGRAPH F - DISTRIBUTION FORMULA
555
G. Release in Other Media
1. Free Television
2
a. Except as otherwise provided herein, if a covered program is
broadcast on free television, the Company shall pay to the credited
writer(s) for the first such broadcast the applicable second run fee
under Article 15.B. (or under Appendix A, where applicable) for
such broadcast, and any subsequent broadcasts of such program
shall be governed by that rerun formula; provided, that with respect
to telecasts outside the United States and Canada, the f oreign
telecasting formula in Article 15.B.2. (or in Appendix A, when
applicable) shall apply in lieu of the foregoing.
b. Broadcast Syndication Sales of Covered Dramatic Programs
If Company, on or after July 1, 2020, licenses a dramatic television
motion picture or series covered by this Appendix B for exhibition in
broadcast syndication in the United States and/or Canada,
Company shall pay to the credited writer(s) a percentage residual
of two percent (2%) of Company’s ‘accountable receipts,’ as
defined in Article 51.C.1.a. of the MBA, derived therefrom, in lieu of
the payments required under any other provision of the MBA (or
any prior MBA as applicable), including but not limited to Article
15.B.1.b.(2)(c) and to Article 15.B.1.b.(4) for any residual otherwise
owed based on the exploitation of the television series sequel
rights. It is understood that no payment shall be made to the writer
with separated rights as an exploitation of the television sequel
rights. The pro rata share payable to each credited writer shall be
the same as provided in Article 51.C.5. The provisions of this
subparagraph b. apply to all covered dramatic programs for which a
fixed residual or higher percentage residual would otherwise be
payable.
The foregoing does not apply to residuals for reruns of covered
dramatic programs in network prime time as provided in
subparagraph a. above. In addition, the foregoing does not apply
to a license agreement, including options, entered into prior to July
1, 2020. As an example, assume that a current license agreement
covers the sale of the first and second seasons of a dramatic series
to broadcast syndication and includes an option to license all
subsequent seasons of the series also to broadcast syndication.
2
See also the provisions of the Sideletter to Article 15.B., Appendix A, Appendix B and Appendix C Re:
License of Free Television, Basic Cable or Pay Television Motion Pictures to Secondary Digital Channels
at page 631, and Sideletter Re: Syndication Licenses for Canada Only at page 634.
APPENDIX B
PRODUCTION FOR THE PAY TELEVISION
AND THE VIDEODISC/VIDEOCASSETTE MARKETS
PARAGRAPH G - RELEASE IN OTHER MEDIA
556
Because the license agreement is in effect before July 1, 2020, the
sale of all seasons of the series pursuant to the options under the
license agreement would not be covered by this provision.
Company will prepare an annual statement of Company’s gross
receipts for covered dramatic programs which have been licensed
to domestic broadcast syndication pursuant to an agreement
entered into on or after July 1, 2020. The annual statement will
show cash, barter and any other consideration received by
Company from the licensing to broadcast syndication of such
covered dramatic programs and may be inspected by the Guild at
the premises of Company upon notice by the Guild. The
information provided by Company to the Guild, or made available
for its inspection, will be treated by the Guild as confidential and
appropriate arrangements will be made by the Guild to safeguard
the confidentiality of that information.
2. Theatrical Exhibition - If a covered program is released in theatrical
exhibition, the Company shall be obligated to pay to the credited writer(s)
the applicable minimum compensation set forth in Article 13.A.
3. Basic Cable - If a covered program is licensed for exhibition on domestic
basic cable (other than as part of domestic free television licensing), the
Company shall be obligated to pay to the credited writer(s) two percent
(2%) (plus pension and health contributions) of the Company's
accountable receipts, in accordance with Article 51.C.1.a.
4. Supplemental Markets - If a program produced under these provisions is
licensed for exhibition in other Supplemental Markets (such as "in-flight"),
the Company shall pay the credited writer(s) in accordance with Article 51.
H. Separation of Rights
The provisions of Article 16.B. and, as to programs covered by Appendix A, the
provisions of Appendix A which modify Article 16.B., shall include the pay
television and/or videodisc/videocassette market and shall apply to writers
employed under this Appendix B, and said Article 16.B. shall be redrafted
accordingly. (E.g., whether a writer is employed for free television, pay television
and/or videodisc/videocassette markets, the Company's television rights under
Article 16.B.2. shall include both free and pay television/videodisc/videocassette
rights and the writer's reserved rights under Article 16.B.3. shall apply to both
free and pay television/videodisc/videocassette materials).
It is understood that residual sequel payments are not applicable for exhibitions
in the pay television and/or videodisc/videocassette markets.
APPENDIX B
PRODUCTION FOR THE PAY TELEVISION
AND THE VIDEODISC/VIDEOCASSETTE MARKETS
PARAGRAPH H - SEPARATION OF RIGHTS
557
The "upset price" for covered programs shall be determined in accordance with
the provisions of Article 16.B.5.
I. Other Provisions
1. [Deleted.]
2. In addition to the Articles (as modified) already referred to in this Appendix
B, the other Articles of the Basic Agreement (as modified by Appendix A,
when applicable) insofar as they refer to television production shall also
apply to programs produced under these provisions, provided that,
throughout the Articles, "program" or "motion picture" shall ordinarily be
substituted for "film" and "exhibition or release" ordinarily substituted for
"broadcast."
J. Use of Excerpts
It is the intent of the parties that excerpts from programs covered by this
Appendix B used on free television, pay television, videodiscs/videocassettes,
basic cable or in a theatrical motion picture shall be paid for in the same manner
and to the same extent as is provided for free television excerpts under Article
15.B.10. and Article 15.B.13.j. of this Agreement. However, it is recognized that
the concepts of "run," "rerun" and "foreign telecast" have no application to the
use of excerpts from such programs. Accordingly, except for the provisions of
the first paragraph of Article 15.B.10.ff., the provisions of Article 15.B.10.a.
through i. of this Agreement and the provisions of Article 15.B.13.j. shall be
deemed incorporated herein by reference, making appropriate deletions when
the terms "run," "rerun" or "foreign telecast" are used.
APPENDIX B
PRODUCTION FOR THE PAY TELEVISION
AND THE VIDEODISC/VIDEOCASSETTE MARKETS
PARAGRAPH H -SEPARATION OF RIGHTS
558
APPENDIX C
1
PROGRAMS MADE FOR BASIC CABLE TELEVISION
1. The term "basic cable," as distinguished from pay television or free television,
refers to that type of exhibition which is commonly understood in the industry
today to be basic cable exhibition.
2. The rates and other conditions of employment or for the acquisition of literary
material from a professional writer applicable to programs made for basic cable
shall be as follows:
a. The following shall apply except with respect to high budget dramatic
programs, as defined in subparagraph 2.b. below:
(1) The Company may elect, with respect to all other programs,
including Appendix A programs, to apply the provisions of
subparagraph 2.b. to the employment of a writer. Otherwise, either
the Guild or Company may notify the other that it wishes to bargain
concerning rates and other conditions of employment to be
applicable to the employment of writers or the acquisition of literary
material for programs of the types heretofore traditionally produced
for free television pursuant to any WGA Basic Agreement,
produced primarily for the basic cable market. The parties agree to
commence such negotiations within thirty (30) days of receipt of
such notice. If no agreement is reached within sixty (60) days after
bargaining has commenced, the Guild may, upon written notice to
Company, instruct its members to refuse to render services with
respect to such programs.
(2) Until such time as the Guild instructs its members to refuse to
render services with respect to such programs produced pursuant
to subparagraph 2.a.(1) above, the employment of a writer for such
an entertainment program (herein “Program”) produced within the
metropolitan areas of Los Angeles or New York, or of a writer hired
within such areas for a Program to be produced within the United
States, shall be subject to: (a) the Guild Shop provisions of this
Agreement; (b) Article 17, the Pension Plan and Health Fund
provisions of this Agreement; provided that in no event shall the
Company be required to make pension and health contributions in
an amount greater than would be required if the Program were
made for free television; (c) the requirement that the Company
tender a written contract of employment to the writer within ten (10)
days following the commencement of his or her employment and
1
The provisions governing programs made for basic cable formerly appeared in Article 15.B.16. of the
1981 and 1985 Basic Agreements.
APPENDIX C
PROGRAMS MADE FOR BASIC CABLE TELEVISION
559
the requirement that the Company send to the Guild a copy of any
writer’s executed contract for employment on a Program within one
(1) week after receipt by Company of such executed contract; and
(d) the requirement that the Company notify the Guild of its
intention to produce such a program at least thirty (30) days prior to
commencement of production; provided, however, that with respect
to material written to be part of such a Program, this subparagraph
2.a.(2) shall apply to continuity material only when such material is
written to be a part of a Program originally produced for exhibition
on basic cable (as distinguished from a program originally
produced for exhibition in another medium).
(3) The employment of a writer for a dramatic program one (1) hour or
longer which is to be produced in the United States for basic cable
television under a budget less than (i) $530,000 ($1,200,000
effective August 2, 2020) for a one (1) hour program; (ii) $850,000
($1,500,000 effective August 2, 2020) for a ninety (90) minute
program; or (iii) $1,250,000 ($1,500,000 effective August 2, 2020)
for a two (2) hour or longer program (other than one covered by
Paragraph 2.a.(2) above) shall be subject to the requirement that
the Company notify the Guild of its intention to produce the
program at least thirty (30) days prior to commencement of
production.
b. With respect to the terms and conditions for the employment of writers
and the acquisition of literary material from professional writers (as
defined in Article 1.C.1.b.) for "high budget" dramatic programs and other
programs to which Company has elected to apply this subparagraph 2.b.,
Company shall elect whether the provisions of subparagraphs (2)b.(2), (3)
or (4) below shall apply. For purposes of this Appendix C, "high budget"
programs shall mean programs the negative costs of which equal or
exceed the following amounts:
15 minute program $ 150,000
($300,000 effective August 2, 2020)
30 minute program $285,000
($550,000 effective August 2, 2020)
60 minute program $530,000
($1,200,000 effective August 2, 2020)
90 minute program $850,000
($1,500,000 effective August 2, 2020)
120 minute program $1,250,000
($1,500,000 effective August 2, 2020)
APPENDIX C
PROGRAMS MADE FOR BASIC CABLE TELEVISION
PARAGRAPH 2.a.(2)
560
Except as otherwise provided herein, all terms and conditions of the 2020
Writers Guild of America Theatrical and Television Basic Agreement and
all amendments and modifications thereto that are applicable to a
dramatic program produced for first run syndicated free television and
other programs to which Company has elected to apply this subparagraph
2.b. shall apply to such employment or acquisition.
(1) The following initial compensation rates shall apply to sixty (60)
minute high budget dramatic programs or series in their second or
subsequent season:
5/02/20 -
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
Story $12,311 $12,619 $12,903
Teleplay 21,322 21,855 22,347
Story & Teleplay 30,780 31,550 32,260
“Applicable minimum,” for residual purposes as provided in this
subparagraph 2.b., shall mean the amount specified in Article
15.B.1.b.(3)(a) and not the foregoing minimums.
(2) If the program is exhibited more than once on the basic cable
service for which it was primarily produced, or on any other basic
cable service (except as provided in subparagraph 2.b.(5) below),
then residuals shall be paid for each run thereafter as follows
(commonly referred to as “the Sanchez formula”):
2
nd
run 17.0% of applicable minimum
3
rd
run 12.0% of applicable minimum
4
th
run 11.0% of applicable minimum
5
th
run 10.0% of applicable minimum
6
th
run 6.0% of applicable minimum
7
th
run 4.0% of applicable minimum
8
th
run 4.0% of applicable minimum
9
th
run 3.5% of applicable minimum
10
th
run 3.5% of applicable minimum
11
th
run 3.0% of applicable minimum
APPENDIX C
PROGRAMS MADE FOR BASIC CABLE TELEVISION
PARAGRAPH 2.b.(2)
561
12
th
run 2.5% of applicable minimum
Each subsequent run 1.5% of applicable minimum
In such event, Company shall pay residuals for the second through
fifth runs even if the program is not actually exhibited that many
times. The residual payments for the third, fourth and fifth runs
shall be made at the same time the residual payment is due for the
second run. If the program is thereafter exhibited a third, fourth or
fifth time, no additional payment shall be due for these runs. Such
prepayment of residuals for the third, fourth or fifth run shall not
constitute a violation of Article 15.B.3. of the MBA. Residuals for
the sixth run and all runs thereafter will be triggered if, and only if,
the program is actually run that many times.
Payment of any of the foregoing residuals shall include full residual
payments for the first license agreement in Canada, whether it be
for exhibition on a basic cable, pay television or free television
service (which may not exceed five (5) years, except that the Guild
shall not unreasonably withhold a waiver of the five (5) year
limitation in the event of an outright sale, rather than a license of
the program).
If the program is exhibited on syndicated free television (except for
exhibitions in syndication covered under Paragraph 2.b.(7) below
and except for the first Canadian license, if it is for free television
exhibition), residuals shall be paid for each run thereon as follows:
1st run 40.0% of applicable minimum
2nd run 30.0% of applicable minimum
3rd run 25.0% of applicable minimum
4th run 25.0% of applicable minimum
5th run 25.0% of applicable minimum
6th run 15.0% of applicable minimum
7th run 15.0% of applicable minimum
8th run 15.0% of applicable minimum
9th run 10.0% of applicable minimum
10th run 9.7% of applicable minimum
11th run 10.0% of applicable minimum
Each subsequent run 5.0% of applicable minimum
APPENDIX C
PROGRAMS MADE FOR BASIC CABLE TELEVISION
PARAGRAPH 2.b.(2)
562
If the program is exhibited in prime time on network free television
in the United States, residuals shall be paid in accordance with the
applicable network rerun provisions in Article 15.B.1.b.(2)(a).
Notwithstanding anything in this Agreement to the contrary, if the
program has been exhibited ten (10) or more times on a basic
cable service or if the program is part of a series that comprises
sixty-six (66) or fewer episodes, and thereafter such program is run
on free television, the credited writer(s) shall be paid for such runs
pursuant to Article 58, in lieu of any payment that would otherwise
be due.
- OR -
(3) Additional minimum compensation shall be paid to the credited
writer(s) in the form of a reuse fee. For dramatic programs, the fee
(commonly referred to as "the Hitchcock formula") shall be equal
to one hundred twenty percent (120%) of the difference between
the applicable minimum initial compensation due for such program
had it been produced for network prime time and the other than
network prime time minimum. Twenty-five percent (25%) of such
fee shall be paid to the credited story writer(s) and seventy-five
percent (75%) to the credited teleplay writer(s). A writer who
receives "Written by" credit shall receive one hundred percent
(100%) of such fee. For other programs, the fee shall be equal to
eighty-four percent (84%) of the applicable minimum for such
program. The reuse fee shall be payable upon initial exhibition of
the program on any United States basic cable service or upon initial
exhibition under the first Canadian license. Such fee shall cover
use of the program for an initial cycle of no more than twelve (12)
runs within five (5) years on such basic cable service and use of
such program in Canada under the terms of the first license
agreement, which may not exceed five (5) years (except that the
Guild shall not unreasonably withhold a waiver of the five (5) year
limitation in the event of an outright sale, rather than a license, of
the program), entered into by the Company with a Canadian
broadcast service (which, in this context, may be any free
television, pay television or basic cable service). Such fee shall be
sent to the Guild's Residuals Department, by check made payable
to the writer(s).
2
Such payment may not be made prior to the
determination of credit nor later than thirty (30) days after the initial
exhibition.
2
See Sideletter at page 738, which permits a Company to enter into an agreement with the Guild for
payments via direct deposit in lieu of issuing checks.
APPENDIX C
PARAGRAPH 2.b.(3)
563
If a program is reused beyond the initial basic cable cycle and/or
the initial Canadian television cycle, then such additional reuse
shall be treated and paid for in the same manner as reuse of a
program made for free television, except as provided in
subparagraph 2.b.(6) below.
Notwithstanding anything in this Agreement to the contrary, if the
program has been exhibited ten (10) or more times on a basic
cable service or if the program is part of a series that comprises
sixty-six (66) or fewer episodes, and thereafter such program is run
on free television, the credited writer(s) shall be paid for such runs
pursuant to Article 58, in lieu of any payment that would otherwise
be due.
-OR-
(4) In lieu of subparagraph b.(2) or (3) above, the Company may, at its
election, notify the Guild that it wishes to bargain in good faith with
respect to an analogous formula to apply to high budget dramatic
programs and other programs covered by subparagraph 2.b. The
parties agree to commence such negotiations within thirty (30) days
of receipt of such notice. If no agreement is reached within sixty
(60) days after such bargaining has commenced, the Guild may,
upon written notice to the Company, instruct its members to refuse
to render services with respect to such programs.
(5) Whenever a payment is due under subparagraphs (2) or (3) above
for exhibition of an English language “high budget” dramatic
program made for basic cable that is subsequently exhibited on a
foreign language basic cable channel in a language or languages
other than English (dubbed, not subtitled) in the United States or
Canada, the payment due to the credited writer(s) of such program
shall be an amount equal to two percent (2%) of the “accountable
receipts” derived from the distribution of such basic cable program
for such exhibition. This payment shall not affect the Company’s
obligation to make the applicable rerun payments for the basic
cable exhibition of the motion picture in English.
When the “accountable receipts” derived from such exploitation are
received from a related or affiliated entity that acts as the
Distributor or exhibitor of the program, then the “accountable
receipts” received by the Company from the licensing of such rights
shall be measured by the Distributor/exhibitor’s payments to
unrelated and unaffiliated entities in arm’s length transactions for
comparable programs, or, if none, then the amounts received by
the Company from unrelated and unaffiliated Distributors/exhibitors
in arm’s length transactions for comparable programs or series, or,
APPENDIX C
PROGRAMS MADE FOR BASIC CABLE TELEVISION
PARAGRAPH 2.b.(3)
564
if none, a comparable Distributor/exhibitor’s payments to
comparable unrelated and unaffiliated entities in arm’s length
transactions for comparable programs or series.
Notwithstanding any of the foregoing, the minimum payment
pursuant to this subparagraph for any program licensed to a related
or affiliated entity shall be $50 for a 30-minute program, $100 for a
60-minute program, $150 for a 90-minute program, or $200 for a
120-minute program, as applicable.
This subparagraph will apply to all basic cable programs produced
under this 2020 MBA or any prior MBA, as to which residuals
otherwise would be payable.
(6) Residual Formula for Second or Subsequent Basic Cable License
of High Budget Dramatic Programs Made for Basic Cable
When Company elects to apply the provisions of subparagraph
2.b.(2) (the Sanchez formula), Company shall pay a percentage
residual of two percent (2%) of “accountable receipts” (as defined
in Article 51.C. of the MBA) for any license of a “high budget”
dramatic program or series made for basic cable, for which a fixed
residual is otherwise payable under the Sanchez formula, to any
basic cable service once the program or series is out of production,
provided that for a second or subsequent sale to the same basic
cable service to which the program or series was originally
licensed, all runs licensed under the license agreement for the
initial basic cable exhibition which are subject to a fixed residual
have been exhausted. Company shall be deemed to have
exhausted all unused runs under the initial license agreement upon
payment under the run-based residual formula of a number of runs
under the second license to the same basic cable service equal to
the number of all unused runs under the initial license. Company
shall allocate the “accountable receipts” for the second license to
the same basic cable service evenly across all runs licensed under
the second license.
For purposes of the foregoing, “out of production” means that all of
the following have occurred: the program has been cancelled; the
final episode of the final season has aired; no options remain for
the continued employment of any above-the-line talent on the
series in question; and no exhibitor has licensed rights to additional
original episodes of the series at the time the series becomes
available for exhibition under the license to the basic cable service.
When the “accountable receipts” derived from such license(s) are
received from a related or affiliated entity that acts as the exhibitor
APPENDIX C
PROGRAMS MADE FOR BASIC CABLE TELEVISION
PARAGRAPH 2.b.(6)
565
of the program, then the “accountable receipts” received by the
Company from the licensing of such rights shall be measured by
the exhibitor’s payments to unrelated and unaffiliated entities in
arm’s length transactions for comparable programs or series, or, if
none, then the amounts received by the Company from unrelated
and unaffiliated exhibitors in arm’s length transactions for
comparable programs or series, or, if none, a comparable
exhibitor’s payments to comparable unrelated and unaffiliated
entities in arm’s length transactions for comparable programs or
series.
Notwithstanding the foregoing, the minimum payment due pursuant
to this provision for any license to a related or affiliated entity shall
be an aggregate amount for all credited writers of $100.00 for a
30-minute program, $200.00 for a 60-minute program, $300.00 for
a 90-minute program, and $400.00 for a 120-minute program. The
“pro rata” share payable to each credited writer shall be the same
as provided in Article 51.C.5.
The foregoing applies to motion pictures, whether produced under
the 2020 MBA or any prior MBA, as to which residuals would
otherwise be payable. For purposes of this provision, a “high
budget” dramatic program or series made for basic cable means:
(a) any program or series made for basic cable before August 8,
1988; or (b) a program or series made for basic cable on or after
August 8, 1988 that meets the high budget test in effect at the time
the basic cable program or series was produced.
(7) Broadcast Syndication Sales of High Budget Dramatic Programs
Made for Basic Cable
If Company, on or after July 1, 2020, licenses a high budget
dramatic program or series made for basic cable for exhibition in
broadcast syndication in the United States and/or Canada,
Company shall pay to the credited writer(s) a percentage residual
of two percent (2%) of Company’s ‘accountable receipts,’ as
defined in Article 51.C.1.a. of the MBA, derived therefrom, in lieu of
the payments required under any other provision of the MBA (or
any prior MBA as applicable), including but not limited to
subparagraph 2.b.(2) of Appendix C and Article 15.B.1.b.(2)(c) and
to Article 15.B.1.b.(4) for any residual otherwise owed based on the
exploitation of the television series sequel rights. It is understood
that no payment shall be made to the writer with separated rights
as an exploitation of the television sequel rights. The pro rata share
payable to each credited writer shall be the same as provided in
Article 51.C.5. The provisions of this subparagraph (7) apply to all
APPENDIX C
PROGRAMS MADE FOR BASIC CABLE TELEVISION
PARAGRAPH 2.b.(6)
566
programs for which a fixed residual or higher percentage residual
would otherwise be payable.
The foregoing does not apply to residuals for reruns of high budget
dramatic programs made for basic cable in network prime time as
provided in the penultimate paragraph of subparagraph 2.b.(2) of
this Appendix C. In addition, the foregoing does not apply to a
license agreement, including options, entered into prior to July 1,
2020. As an example, assume that a current license agreement
covers the sale of the first and second seasons of a dramatic series
to broadcast syndication and includes an option to license all
subsequent seasons of the series also to broadcast syndication.
Because the license agreement is in effect before July 1, 2020, the
sale of all seasons of the series pursuant to the options under the
license agreement would not be covered by this provision.
Company will prepare an annual statement of Company’s gross
receipts for covered dramatic programs described in the first
paragraph of this provision which have been licensed to domestic
broadcast syndication pursuant to an agreement entered into on or
after July 1, 2020. The annual statement will show cash, barter
and any other consideration received by Company from the
licensing to broadcast syndication of such covered dramatic
programs and may be inspected by the Guild at the premises of
Company upon notice by the Guild. The information provided by
Company to the Guild, or made available for its inspection, will be
treated by the Guild as confidential and appropriate arrangements
will be made by the Guild to safeguard the confidentiality of that
information.
APPENDIX C
PROGRAMS MADE FOR BASIC CABLE TELEVISION
PARAGRAPH 2.b.(7)
567
APPENDIX D
WRITER-DIRECTOR COLLABORATION - THEATRICAL
The following guidelines with respect to the collaborative relationship between writers
and directors on theatrical motion pictures are offered with the expectation of enhancing
the collaborative process through their implementation. They are adopted by the
Committee on the Professional Status of Writers as an expression of the Committee’s
sense as to appropriate industry practice.
The guidelines have been included as an Appendix to the MBA in order to make them
easily accessible to those who employ writers and to encourage their examination,
review, dissemination and implementation. Notwithstanding their inclusion in the MBA,
the guidelines are voluntary, not contractual, provisions. They are not subject to the
grievance and arbitration provisions, nor are they to be used in interpreting any other
provision of the MBA.
A. Writer-Director Collaboration on Theatrical Motion Pictures
1. General Statement
Although writers and directors have distinct responsibilities, the creative
process is enhanced by a good working relationship between them which
is based upon mutual respect and derived from a common recognition of
the creative contribution and responsibility of each.
The filmmaking process often begins with the writing of the script and the
writers’ work is vital to the success of a production. Among other things,
writers structure the screenplay and write the scenes, sequences,
dialogue and characters. Directors are responsible for making the best
possible film within the production’s budgetary and other practical
constraints, by applying their personal creative vision to this task within
the collaborative process of filmmaking. As part of the production
process, directors have responsibility at a minimum for preparing a film for
production, running the set during production, communicating notes to
cast and crew, presenting the first cut of the film, and participating in post-
production.
2. Writers’ Involvement - Generally
A good working relationship between writers and directors is the ideal.
Each should look upon the other as a natural ally, united in the joint
pursuit of excellence. Writers may have a unique contribution to make
throughout the filmmaking process, but their participation as part of the
production team must not infringe upon the duties of either the director or
the producer, nor interfere with their working relationships with others on
the production.
APPENDIX D
WRITER-DIRECTOR COLLABORATION
THEATRICAL
568
3. Writers’ Involvement - Development and Pre-production and Production
a. Shortly after a director is assigned to a film based upon an existing
screenplay, the director will meet with the currently employed writer
(or, if no writer is currently employed, a previously-employed writer
of the director’s choosing). This meeting will take place prior to a
decision to hire a new writer.
b. There is often value in inviting the currently-employed writer to the
first cast reading. A writer’s attendance at the cast reading may
trigger ideas that will improve the script and circumvent problems
that would otherwise emerge during production. Accordingly, the
preferred practice is for the director to invite the writer to the first
cast reading. Because this reading is a delicate moment for both
director and performers, the director must be able to exercise the
discretion to include or exclude the writer.
When the writer attends the first cast reading, he/she should share
any comments only with the director and this should be done
privately.
c. A writer may wish to visit the set and may desire to bring with
him/her a reasonable number of guests. The preferred practice is
for the Company, in response to a request from the writer, to
arrange for such a visit at an appropriate time. Because of the
nature of the material being shot, confidentiality considerations,
personal dynamics of the cast or other key personnel or for a
variety of other reasons, visits may not be appropriate at all times
on some sets. For that reason, the director must retain the
discretion to approve any such visit.
B. Facilitating the Collaborative Process
1. In order to further the collegial relationship between writers and directors
on theatrical motion pictures, the WGA and DGA agree to form a Joint
Creative Rights Committee – Theatrical comprised of three (3)
representatives from the writer members of the WGA’s Committee on the
Professional Status of Writers – Theatrical and three (3) director members
of the DGA – Employers Creative Rights Committee. The Joint
Committee will meet at least two (2) times per year to discuss matters of
mutual concern in the area of creative rights and collaboration on
theatrical motion pictures. In addition, the Joint Committee will meet
annually with the senior level creative executives who usually meet as part
of the WGA Committee on the Professional Status of Writers and the
DGA Creative Rights Standing Committee to discuss issues of concern to
both Guilds. This meeting shall count as one of the required meetings of
the DGA Creative Rights Standing Committee and the WGA Committee
on the Professional Status of Writers.
APPENDIX D
WRITER-DIRECTOR COLLABORATION
THEATRICAL
569
2. Either Guild may place an issue arising under this Appendix on the
agenda of a meeting of the Joint Committee. It is understood that the
specifics of any particular dispute between an individual writer and director
that may arise will not be discussed at Joint Committee meetings. The
Joint Committee may, however, discuss situations in a generic manner in
order to attempt to find solutions that will avoid like problems in the
collaborative process in the future.
3. Either Guild may terminate the provisions of this Section C. upon sixty
(60) days notice to the other.
APPENDIX D
WRITER-DIRECTOR COLLABORATION
THEATRICAL
570
APPENDIX E
WRITER-DIRECTOR COLLABORATION - TELEVISION
The following guidelines with respect to the collaborative relationship between writers
and directors in television are offered with the expectation of enhancing the
collaborative process through their implementation. They are adopted by the
Committee on the Professional Status of Writers as an expression of the Committee’s
sense as to appropriate industry practice.
The guidelines are included as an Appendix to the MBA in order to make them easily
accessible to those who employ writers and to encourage their examination, review,
dissemination and implementation. Notwithstanding their inclusion in the MBA, the
guidelines are voluntary, not contractual, provisions. They are not subject to the
grievance and arbitration provisions, nor are they to be used in interpreting any other
provision of the MBA.
A. Writer-Director Collaboration in Long-Form Television
1. General Statement
The history of long-form television has been one of a unique and
productive collaborative effort among producer, writer and director that
has frequently proved successful and rewarding. Although producers,
writers and directors have distinct responsibilities, the creative process is
enhanced by a good working relationship among these individuals which
is based upon mutual respect and derived from a common recognition of
the creative contribution and responsibility of each.
The filmmaking process often begins with the writing of the script and the
writers’ work is vital to the success of a production. Among other things,
writers structure the screenplay and write the scenes, sequences,
dialogue and characters. Directors are responsible for making the best
possible film within the production’s budgetary and other practical
constraints, by applying their personal creative vision to this task within
the collaborative process of filmmaking. As part of the production
process, directors at a minimum have responsibility for preparing a
program for production, running the set during production, communicating
notes to cast and crew, presenting the first cut of the film, and
participating in post-production.
2. Writers’ Involvement - Generally
A good working relationship between writers and directors is the ideal.
Each should look upon the other as a natural ally, united in the joint
pursuit of excellence. Writers may have a unique contribution to make
throughout the filmmaking process, but their participation as part of the
APPENDIX E
WRITER-DIRECTOR COLLABORATION
TELEVISION
571
production team must not infringe upon the duties of either the director or
the producer, nor interfere with their working relationships with others on
the production.
3. Writers’ Involvement - Development and Pre-production and Production
a. Shortly after a director is assigned to a film based upon an existing
teleplay, the executive producer and director shall meet with the
currently employed writer (or, if no writer is currently employed, a
previously-employed writer of the Company’s choosing) and share
their understanding of the creative thrust of the script. The
Company will encourage further communication between the
director and the writer.
b. There is often value in inviting the currently-employed writer to the
first cast reading, if there is one. A writer’s attendance at the cast
reading may trigger ideas that will improve the script and
circumvent problems that would otherwise emerge during
production. Accordingly, the preferred practice is for the writer to
be invited to the first cast reading by the executive producer and
director, in consultation with the licensee. Because this reading is
a delicate moment for those involved in the production, the director,
as well as the executive producer, must be able to exercise the
discretion to exclude the writer.
When the writer attends the first cast reading, he/she should share
any comments only with the director, and executive producer if he
or she is present and/or available, and this should be done
privately.
c. A writer may wish to visit the set and may desire to bring with
him/her a reasonable number of guests. The preferred practice is
for the Company, in response to a request from the writer, to
arrange for such a visit at an appropriate time, after consultation
with the director. Because of the nature of the material being shot,
confidentiality considerations, personal dynamics of the cast or
other key personnel, or for a variety of other reasons, visits may not
be appropriate at all times on some sets. For that reason, the
director, in consultation with the executive producer, must retain the
discretion to approve any such visits.
B. Writer-Director Collaboration in Episodic Television
1. General Statement
Episodic television is a medium which requires collaboration among
producers, writers and directors. As with long-form television, episodic
APPENDIX E
WRITER-DIRECTOR COLLABORATION
TELEVISION
572
television production is enhanced by a good working relationship among
these individuals which is based upon mutual respect and derived from a
common recognition of the creative contribution and responsibility of each.
Writers also employed as producers have overall responsibility for
developing and maintaining the consistency of stories and characters from
show to show and season to season. Directors have the responsibility for
directing the component parts of the production. For example, only the
director calls “action” and “cut,” and the director is responsible for deciding
which takes to print.
All too often, writer-producers, in pursuit of their responsibilities, take
inadvertent discourteous actions which impinge upon the authority
necessary for directors to fulfill their artistic responsibilities, which in turn
threatens the overall excellence to which all the collaborators aspire.
Adherence to the following guidelines is intended to allow both the writer-
producer and the director to enjoy a more productive collaboration.
2. General Guidelines
a. A successful collaboration among producer, director and writer is
more likely to result if the completed shooting script is ready before
the director begins his/her preparation period. Accordingly,
preparation of the script must be a first priority for writer-producers.
This will also enable the Companies to comply with their
contractual obligation to furnish the director with a completed
shooting script the day before the director starts preparation.
b. Writers should be aware that directors should be consulted about
all substantive script changes, if at all possible. Besides the value
of the director’s creative input, script changes may have production
consequences unforeseen by the writers.
c. Any changes and suggestions made by the producer(s) or
executive producer(s) with respect to the manner in which the
director will direct the production should be made to the director.
In the situation comedy genre, following the table read and run-
through, when notes are given collectively, the director should be a
participant in all note sessions.
d. The DGA Basic Agreement gives the director the right to
participate, subject to his/her availability, in all creative decisions,
including casting, and in all post-production operations. The
Company should make writer-producers aware of its obligation
under that Agreement to notify the director of the scheduling of
each post-production operation.
APPENDIX E
WRITER-DIRECTOR COLLABORATION
TELEVISION
573
C. Facilitating the Collaborative Process
1. In order to further the collegial relationship between writers and directors
in long-form television, the WGA and DGA agree to form a Joint Creative
Rights Committee – Long-Form Television comprised of three (3)
representatives from the writer members of the WGA’s Committee on the
Professional Status of Writers – Television and three (3) director
members of the DGA – Employers Creative Rights Committee. The Joint
Committee will meet at least two (2) times per year to discuss matters of
mutual concern in the area of creative rights and collaboration in long-
form television. In addition, the Joint Committee will meet annually with
the senior level creative executives who usually meet as part of the WGA
Committee on the Professional Status of Writers and the DGA Creative
Rights Standing Committee to discuss issues of concern to both Guilds.
This meeting shall count as one of the required meetings of the DGA
Creative Rights Standing Committee and the WGA Committee on the
Professional Status of Writers.
2. In order to further the collegial relationship between writers and directors
in episodic television, the WGA and DGA agree to form a Joint Creative
Rights Committee – Episodic Television comprised of three (3)
representatives of WGAW Television Council and three (3) director
members of the DGA – Employers Creative Rights Committee. The Joint
Committee will meet at least two (2) times per year to discuss matters of
mutual concern in the area of creative rights and collaboration in episodic
television. In addition, the Joint Committee will meet annually with senior
level creative executives from the Companies to discuss issues of
concern to both Guilds.
3. Either Guild may place an issue arising under this Appendix on the
agenda of a meeting of the appropriate Joint Committee. It is understood
that the specifics of any particular dispute between an individual writer
and director that may arise will not be discussed at Joint Committee
meetings. The Joint Committee may, however, discuss situations in a
generic manner in order to attempt to find solutions that will avoid like
problems in the collaborative process in the future.
4. Either Guild may terminate the provisions of this Section C. upon sixty
(60) days notice to the other.
APPENDIX E
WRITER-DIRECTOR COLLABORATION
TELEVISION
574
SIDELETTER TO ARTICLE 3
As of November 1, 2004
J. Nicholas Counter III
President
Alliance of Motion Picture &Television Producers, Inc.
15503 Ventura Boulevard
Encino, California 91436
Re: Quarterly Earnings Reports and Employment Notices
Dear Nick:
The WGA and the Companies agreed that, upon ratification of this 2004 MBA, the
Pension Plan shall furnish to the Guild, on a calendar quarterly basis, a document
showing the earnings reported for each writer during the preceding calendar quarter.
Copies of such document shall be mailed concurrently to the Writers Guild of America,
west, Inc., 7000 West Third Street, Los Angeles, California 90048 and to the Writers
Guild of America, East, Inc., 555 West 57
th
Street, New York, New York 10019.
In addition, the WGA and the Companies agree to the establishment of a committee
comprised of representatives of the WGA and the Companies to discuss the necessity
for quarterly earnings reports to be supplied to the Guild by the Companies in lieu of the
above quarterly reports from the Pension Plan and to explore ways for each Company
to provide the Guild with employment notices in lieu of the weekly work list/notices of
employment required in Article 3 of the Basic Agreement.
Sincerely,
WRITERS GUILD OF AMERICA, WEST, INC.,
on behalf of itself and its affiliate,
WRITERS GUILD OF AMERICA, EAST, INC.
By: /s/ John McLean
John McLean
Executive Director, WGAw
SIDELETTER TO ARTICLE 3
575
ACCEPTED AND AGREED:
The respective signatory companies represented by
the ALLIANCE OF MOTION PICTURE &
TELEVISION PRODUCERS, INC.
By: /s/ J.Nicholas Counter III
J. Nicholas Counter III
President
SIDELETTER TO ARTICLE 3
576
SIDELETTER TO ARTICLE 11.F., “EXPEDITED ARBITRATION OF CERTAIN
DISPUTES CONCERNING REACQUISITION OF UNPRODUCED LITERARY
MATERIAL (THEATRICAL)”
As of May 2, 1998
Reference is made to the provisions of Article 11.F. of the 1998 WGA Theatrical and
Television Basic Agreement. This provision was first negotiated in 1997-1998 as a
special expedited arbitration procedure to be used in resolving certain theatrical
reacquisition disputes.
In the course of negotiating that clause, the parties agreed that an arbitrator in the
expedited forum would have the authority to provide remedies as set forth in Article
11.F.10. only. The parties have agreed that the inclusion of Article 11.F.10. as a
limitation on the arbitrator's authority in the expedited forum shall not be used in
interpreting or applying other provisions in the Basic Agreement. No implication as to
the meaning of any other provision of the MBA should be drawn from the language of
Article 11.F.10.
In addition, the parties included an express statement of the ability to cite arbitration
awards in Article 11.F.6.d. The parties have agreed that the inclusion of Article
11.F.6.d. shall not be used in interpreting or applying other provisions in the Basic
Agreement. No implication as to the meaning of any other provision of the MBA should
be drawn from the language of Article 11.F.6.d.
ACCEPTED AND AGREED:
/s/ J. Nicholas Counter III
J. Nicholas Counter III, President
Alliance of Motion Picture & Television
Producers, Inc.
/s/ Brian Walton
Brian Walton, Executive Director
WRITERS GUILD OF AMERICA, WEST, INC.
on behalf of itself and its affiliate,
WRITERS GUILD OF AMERICA, EAST, INC.
SIDELETTER TO ARTICLE 11.F.,
“EXPEDITED ARBITRATION OF CERTAIN DISPUTES
CONCERNING REACQUISITION OF UNPRODUCED
LITERARY MATERIAL (THEATRICAL)”
577
SIDELETTER TO ARTICLE 11.H.
SIDELETTER TO ARTICLE 11.H. - ARBITRATION OF DISPUTES
CONCERNING TRI-GUILD RESIDUALS AUDITS
As of May 2, 1998
Revised as of May 2, 2001
Revised as of November 1, 2004
Revised as of February 3, 2008
Revised as of May 2, 2011
Revised as of May 2, 2014
Revised as of May 2, 2017
Revised as of May 2, 2020
This Sideletter is entered into by and among the Writers Guild of America, West, Inc.,
on behalf of itself and its affiliate, Writers Guild of America, East, Inc. ("WGA"), the
Directors Guild of America, Inc. and the Screen Actors Guild - American Federation of
Television and Radio Artists, Inc. (collectively "Guilds"), on the one hand, and the
American Broadcasting Companies, Inc., an indirect wholly-owned subsidiary of ABC,
Inc.; CBS Broadcasting Inc.; NBCUniversal Media, LLC; Universal Television LLC; and
the Alliance of Motion Picture and Television Producers ("AMPTP"), on behalf of the
entities it represented in the negotiation of the 2020 Writers Guild of America Theatrical
and Television Basic Agreement, the Directors Guild of America, Inc. ("DGA") Basic
Agreement of 2020, the DGA Freelance Live and Tape Television Agreement of 2020,
the Producer-Screen Actors Guild-American Federation of Television and Radio Artists
("SAG-AFTRA") Codified Basic Agreement of 2020, the 2020 Screen Actors Guild-
American Federation of Television and Radio Artists Television Agreement, [together
with the 2020 WGA Theatrical and Television Basic Agreement (Networks) and all
predecessor agreements listed in Exhibit A hereto to which such named parties were
(are) signatory,
1
(collectively referred to as "Basic Agreements")], on the other hand.
A. MATTERS SUBJECT TO TRI-GUILD ARBITRATION
When there is unanimous agreement among the Guilds, the following matters shall
be submitted to a tri-Guild arbitration:
Any dispute arising out of an audit conducted under the tri-Guild Gross Receipts
Residuals Payment Monitoring Fund program concerning the interpretation or
application, or alleged breach, of any residuals provisions of the Guilds' current or
1
The Screen Actors Guild, and not SAG-AFTRA, was party to Sideletter No. 18 of the 1998, 2001, 2005,
2009 and 2011 Codified Basic Agreements.
SIDELETTER TO ARTICLE 11.H. -
ARBITRATION OF DISPUTES CONCERNING
TRI-GUILD RESIDUALS AUDITS
578
predecessor Basic Agreements, when such provisions are the same or
substantially similar.
This tri-Guild procedure is not available when the residuals obligation(s) at issue is
(are) payable, guaranteed or assumed by a "Qualified Distributor," "Qualified
Buyer" and/or a "Qualified Residuals Payor," except by mutual agreement.
B. GENERAL RULES
1. Parties
a. To the extent not inconsistent herewith, the arbitration provisions of the
Guilds' Basic Agreements shall define the parties to a tri-Guild
arbitration. Individuals and their respective loan-out companies shall
not be parties to proceedings under this Sideletter.
b. The party against whom a tri-Guild arbitration is commenced is
sometimes referred to herein as the respondent. Use of such term in
the singular shall be deemed to include the plural.
2. Time Limits
The claim of each Guild is subject to the time limits set forth in its Basic
Agreement.
3. Place of Hearing
All tri-Guild arbitrations shall be in Los Angeles, absent unanimous
agreement of the parties to another situs.
The selection of the situs of the hearing room within the appropriate city shall
be by mutual agreement of the Guilds and the respondent. If there is no
such agreement, those parties will alternate in selecting the hearing room,
with the party making the selection supplying the room at no charge to the
other.
4. Award
The arbitrator may make any appropriate award to a Guild as permitted in
that Guild's Basic Agreement. Such award shall be in writing and shall be
limited as provided in each Guild's Basic Agreements. Subject to the
provisions of those Basic Agreements, the award shall be final and binding
upon the parties to the proceeding, whether participating in the proceeding
or not.
SIDELETTER TO ARTICLE 11.H. -
ARBITRATION OF DISPUTES CONCERNING
TRI-GUILD RESIDUALS AUDITS
579
5. Costs
The court reporter's per diem charges and the fee and the expenses of the
arbitrator shall be borne fifty percent (50%) by the Guilds and fifty percent
(50%) by the respondent. The cost of the arbitrator's copy of the transcript
shall be shared seventy-five percent (75%) by the Guilds and twenty-five
percent (25%) by the respondent.
6. Notices
a. All written notices referred to in this Sideletter commencing a tri-Guild
proceeding shall be sent to the respondent by registered or certified
mail or by personal delivery. If the moving party(ies) is (are) unable to
effect service in this manner, service may then be effected by first class
mail, postage prepaid, to the address for service last designated in
writing to each of the Guilds by the respondent, together with
publication in Daily Variety, The Hollywood Reporter, The Los Angeles
Times and The New York Times. All other written notices may be sent
to each party by messenger, certified mail, first class mail, facsimile or
any other means agreed upon by the parties.
b. All notices sent by the Guilds to the respondent shall be sent to the
address(es) designated by the respondent in writing to each of the
Guilds at the time the respondent becomes signatory to each Guild's
Basic Agreement. Should a signatory company change its address for
the purpose of receiving notices relating to arbitration, the signatory
company shall notify the Guilds of such new address, which shall then
be substituted for the prior address.
c. Unless otherwise designated by a signatory company in a written notice
to the Guilds, all notices sent by the Guilds to the respondent shall be
addressed to the attention of its Labor or Industrial Relations
Department or, in the absence of such department, to an officer of the
respondent. If the respondent maintains an office in Los Angeles,
California or its vicinity, all such notices shall be sent to said office.
d. A petition to confirm, modify or vacate, as the case may be, an
arbitration award filed in any court of competent jurisdiction shall be
served upon the respondent in such proceeding by registered or
certified mail or by personal delivery. If the petitioner is unable to effect
service in this manner, service then may be effected by first class mail,
postage prepaid, to the address for service last designated in writing by
the Company, together with publication in Daily Variety, The Hollywood
Reporter, The Los Angeles Times and The New York Times.
SIDELETTER TO ARTICLE 11.H. -
ARBITRATION OF DISPUTES CONCERNING
TRI-GUILD RESIDUALS AUDITS
580
7. Conduct of Proceedings
Except as set forth elsewhere herein, the arbitrator shall adopt such rules of
procedure and shall conduct proceedings in such manner as he/she shall
determine to be proper; provided, however, that each party to any arbitration
shall be afforded a reasonable opportunity to present evidence and
argument before the arbitrator.
All hearings, deliberations and proceedings of the arbitrator shall be closed
to the public. Only interested parties, their representatives and witnesses
may attend.
C. ARBITRATION
1. Initiation of Proceedings
a. When One or More Guilds Have Previously Served Separate
Arbitration Claims and/or Grievances
A tri-Guild arbitration shall be initiated by the Guilds by written notice
setting forth the particulars of the claim. The written notice shall
describe all previously served claim(s) and/or grievance(s) to be
submitted to the tri-Guild proceeding. The written notice shall be sent
in accord with the procedures described in Section B.6. above, within
eighteen (18) months following the date of the final audit report.
The tri-Guild procedure would not be available, however, when an
arbitrator has been selected to hear a claim filed separately by one of
the Guilds.
b. When No Arbitration Claims Have Been Previously Served By Any
Guild
A tri-Guild arbitration shall be initiated by the Guilds by joint (i.e., single)
written notice setting forth the particulars of the claim, to be sent in
accord with the procedures described in Section B.6. above. No
grievance proceedings shall be utilized.
2. Respondent's Written Statement of Position
The respondent shall, within ten (10) business days following receipt of the
notice of invocation of a tri-Guild proceeding, inform all Guilds of its
representatives and serve a written statement of its position.
SIDELETTER TO ARTICLE 11.H. -
ARBITRATION OF DISPUTES CONCERNING
TRI-GUILD RESIDUALS AUDITS
581
3. Selection of Arbitrator
The arbitrator shall be a neutral third party. The parties shall in good faith
attempt to mutually agree upon an arbitrator within ten (10) business days
after the respondent's receipt of the notice of invocation of a tri-Guild
proceeding. Should the parties fail to so agree, the arbitrator shall be
selected by the "Strike Process" as follows:
a. The arbitrators listed in subparagraph e.(2) below shall constitute the
list of arbitrators.
b. On a respondent-by-respondent basis, the Guilds collectively and the
respondent shall alternate on a case-by-case basis in first striking a
name from the list of arbitrators. Thereafter, the other party shall
"strike" a name from the list. The parties shall continue to alternate in
striking names from the list, until one (1) arbitrator's name remains.
c. The arbitrator whose name remains (after the Strike Process is
completed) shall be the arbitrator.
d. The "Strike Process" shall commence within two (2) business days
following completion of the ten (10) business day period referred to in
Section 3. above and must conclude no later than three (3) business
days following completion of the ten (10) day period referred to in
Section 3. above.
e. In the event that one of the parties fails to participate in the Strike
Process, or fails to strike in order and/or timely, the other party may
thereupon select the arbitrator to hear the matter.
(1) If there is more than one respondent, then the respondent which
is the real party in interest shall participate in the striking process
with the Guilds. In the event that such respondents cannot agree
on which of them is the real party in interest, then such
respondents shall determine by lot which of them shall participate
in the striking process with the Guilds.
(2) The authorized list of arbitrators is as follows:
Sara Adler
Howard Block
Dixon Dern
Joseph Gentile
Fredric Horowitz
SIDELETTER TO ARTICLE 11.H. -
ARBITRATION OF DISPUTES CONCERNING
TRI-GUILD RESIDUALS AUDITS
582
Edgar A. Jones, Jr.
Anita Christine Knowlton
Michael Rappaport
Sol Rosenthal
Additional names may be added from time to time by mutual
agreement of the parties, provided that the panel shall consist of an
odd number of arbitrators at all times.
4. Substitution of Arbitrators
If the arbitrator selected cannot serve, a substitute shall be selected in
accordance with Section 3. above.
5. Notice of Hearing
The arbitrator or, at his/her request, one of the parties shall give written
notice to the parties of the time and place of the arbitration hearing. In fixing
such date, the arbitrator shall consult the parties and shall consider the tim e
reasonably necessary for the parties to prepare their cases.
6. Exchange of Information
The parties will cooperate in the exchange of information reasonably in
advance of the hearing date regarding the expected utilization of documents
and physical evidence. Not later than thirty (30) days prior to the arbitration
hearing, any party may make a written request to the other to produce, on a
date not later than five (5) days before the hearing, documentary evidence of
the type producible pursuant to a subpoena duces tecum. The documents
must be produced on the date requested, but the other party may object to
the production of the documents to the same extent as though the
documents were subpoenaed. Any such objection shall be considered by
the arbitrator at the hearing.
The introduction of documents or physical evidence shall not be precluded
because they were not exchanged in advance of the hearing.
7. Hearing
a. The arbitrator may, upon a showing of good cause, continue the
hearing. The arbitration hearing shall be continued by mutual
agreement of the parties.
SIDELETTER TO ARTICLE 11.H. -
ARBITRATION OF DISPUTES CONCERNING
TRI-GUILD RESIDUALS AUDITS
583
b. The arbitration shall take place as noticed or continued regardless of
whether one (1) or more of the parties fails to participate.
8. Defenses
The respondent may assert any and all defenses available to it, including
those available against only one or two Guilds.
9. Waiver of Time Limits
Any and all time limits in this Sideletter may be waived by the mutual consent
of the parties.
10. Confidentiality
The parties and the arbitrator shall maintain the confidentiality of business
records and/or other documents introduced at the hearing as if the
provisions of Article 53.B. of the WGA Minimum Basic Agreement, Article
17-400 of the DGA Basic Agreement, Article 7.G. of the DGA Freelance Live
and Tape Television Agreement and Article 6.1 of the SAG Codified Basic
Agreement applied.
D. ARBITRATION OF DISPUTES WHICH INVOLVE QUESTIONS OF
JURISDICTION OR ARBITRABILITY
1. General
An objection to jurisdiction or arbitrability shall first be determined by the
arbitrator prior to proceeding with a hearing on the merits. If the arbitrator
determines that there is jurisdiction and that the dispute is arbitrable, the
arbitrator shall proceed to a decision on the merits; provided, however, that
the party contesting arbitration or jurisdiction shall not, by proceeding to a
determination of the merits of such arbitration, be deemed to have waived its
position that the dispute is not arbitrable or that the arbitrator does not hav e
jurisdiction. If the arbitrator rules he/she has no jurisdiction over the dispute
or that the dispute is not arbitrable, then each party shall be free to pursue
the remedies available to it.
2. Timeliness Defense
If the respondent alleges that the claim is time-barred under one or more of
the Guilds' Agreements, such defense shall be bifurcated and heard in a
separate proceeding in advance of the proceeding on the merits, absent
consent of all parties to decide this defense in the same proceeding. In a
SIDELETTER TO ARTICLE 11.H. -
ARBITRATION OF DISPUTES CONCERNING
TRI-GUILD RESIDUALS AUDITS
584
bifurcated proceeding, only the parties to the Agreement under which the
timeliness defense has been raised shall be parties. These parties shall
select a different arbitrator to decide the timeliness defense under the
procedures described above in Section C.3., unless they agree to use the
same arbitrator selected to decide the merits of the tri-Guild claim. The
arbitrator shall refrain from issuing a decision on the merits of any tri-Guild
claim subject to a timeliness defense until issuance of the decision on such
defense.
E. ARBITRATION EXCLUSIVE REMEDY
Arbitration under this Sideletter shall be the exclusive remedy in connection with
claims hereunder against the respondent concerning the interpretation or
application, or alleged breach, of any residuals provisions of the Guilds' current or
predecessor Basic Agreements.
Very truly yours,
/s/ Russell Hollander
Directors Guild of America, Inc.
/s/ Duncan Crabtree-Ireland
Screen Actors Guild-American Federation of
Radio and Television Artists
/s/ David J. Young
Writers Guild of America, West, Inc.
on behalf of itself and its affiliate
Writers Guild of America, East, Inc.
/s/ Carol A. Lombardini
Alliance of Motion Picture and
Television Producers, Inc.
/s/ Marc L. Sandman
American Broadcasting Companies, Inc., an
indirect wholly-owned subsidiary of ABC, Inc.
/s/ Sheldon D. Kasdan
CBS Broadcasting Inc.
/s/ Russell A. Wetanson
NBCUniversal Media, LLC
and Universal Television LLC
SIDELETTER TO ARTICLE 11.H. -
ARBITRATION OF DISPUTES CONCERNING
TRI-GUILD RESIDUALS AUDITS
585
EXHIBIT A TO SIDELETTER TO ARTICLE 11.H
WGA Collective Bargaining Agreements:
1960 Network TV Film Agreement
1960 Network Live TV Agreement
1960 Network Documentary Agreement
1960 Theatrical Agreement
1960 Screen Agreement (Universal)
1960 TV Film Agreement (AMPP)
1960 TV Film Agreement (Independent)
1960 TV Film Agreement (Freelance)
1963 Live TV Agreement (Networks)
1963 Network Documentary Agreement
1963 Screen Agreement
1963 Screen Agreement (Universal)
1965 Live TV Agreement (Networks)
1965 Network Documentary Agreement
1965 Screen Agreement (Universal)
1966 Theatrical Agreement (Independent)
1966 TV Film Agreement (Freelance)
1967 Ext. to 1966 TV Film Agreement (Freelance)
1968 Live TV Agreement (Networks)
1968 Network Documentary Agreement
1970 Network Film MBA
1970 Theatrical & TV Agreement (AMPTP)
1971 Ext. to 1968 Live TV Agreement (Networks)
1971 Network Documentary Agreement
1973 Networks Basic Agreement
1973 Network Documentary Agreement
1973 Theatrical & TV Agreement (AMPTP)
1977 Networks Basic Agreement
1977 Network Documentary Agreement
1977 Theatrical & TV Agreement (AMPTP)
1977 Theatrical & TV Agreement (8 Companies)
1981 Theatrical & TV Agreement (AMPTP)
1985 Theatrical & TV Agreement (AMPTP)
1988 Theatrical & TV Agreement (Independent)
1988 Theatrical & TV Agreement (Indep. Revised)
1988 Theatrical & TV Agreement (AMPTP)
1992 Ext. To 1988 Theatrical & TV Agreement
1995 Theatrical & TV Agreement (AMPTP)
1995 Theatrical & TV Agreement (Networks)
1998 Theatrical & TV Agreement (AMPTP)
1998 Theatrical & TV Agreement (Networks)
2001 Theatrical & TV Agreement (AMPTP)
2001 Theatrical & TV Agreement (Networks)
2004 Theatrical & TV Agreement (AMPTP)
2004 Theatrical & TV Agreement (Networks)
2008 Theatrical & TV Agreement (AMPTP)
2008 Theatrical & TV Agreement (Networks)
2011 Theatrical & TV Agreement (AMPTP)
2011 Theatrical & TV Agreement (Networks)
2014 Theatrical & TV Agreement (AMPTP)
2014 Theatrical & TV Agreement (Networks)
2017 Theatrical & TV Agreement (AMPTP)
2017 Theatrical & TV Agreement (Networks)
DGA Collective Bargaining Agreements:
1960 Directors Guild of America Basic Agreement
1964 Directors Guild of America Basic Agreement
1968 Directors Guild of America Basic Agreement
1973 Directors Guild of America Basic Agreement
1975 Directors Guild of America Freelance Live & Tape Television Agreement
1978 Directors Guild of America Basic Agreement
1978 Directors Guild of America Freelance Live & Tape Television Agreement
1981 Directors Guild of America Basic Agreement
1981 Directors Guild of America Freelance Live & Tape Television Agreement
1984 Directors Guild of America Basic Agreement
1984 Directors Guild of America Freelance Live & Tape Television Agreement
1987 Directors Guild of America Basic Agreement
1987 Directors Guild of America Freelance Live & Tape Television Agreement
1990 Directors Guild of America Basic Agreement
1990 Directors Guild of America Freelance Live & Tape Television Agreement
1993 Directors Guild of America Basic Agreement
1993 Directors Guild of America Freelance Live & Tape Television Agreement
1996 Directors Guild of America Basic Agreement
1996 Directors Guild of America Freelance Live & Tape Television Agreement
1999 Directors Guild of America Basic Agreement
1999 Directors Guild of America Freelance Live & Tape Television Agreement
2002 Directors Guild of America Basic Agreement
2002 Directors Guild of America Freelance Live & Tape Television Agreement
2005 Directors Guild of America Basic Agreement
2005 Directors Guild of America Freelance Live & Tape Television Agreement
2008 Directors Guild of America Basic Agreement
2008 Directors Guild of America Freelance Live & Tape Television Agreement
EXHIBIT A TO SIDELETTER TO ARTICLE 11.H.
586
2011 Directors Guild of America Basic Agreement
2011 Directors Guild of America Freelance Live & Tape Television Agreement
2014 Directors Guild of America Basic Agreement
2014 Directors Guild of America Freelance Live & Tape Television Agreement
2017 Directors Guild of America Basic Agreement
2017 Directors Guild of America Freelance Live & Tape Television Agreement
SAG Collective Bargaining Agreements:
Producer-Screen Actors Guild, Inc. Memorandum of Agreement of 1960 to the Producer-Screen Actors
Guild Codified Basic Agreement of 1952 and the 1956 Supplement
1960 Screen Actors Guild Television Agreement
Producer-Screen Actors Guild, Inc. Memorandum of Agreement of 1963 to the Producer-Screen
Actors Guild Codified Basic Agreement of 1952, the 1956 Supplement and the Producer-Screen
Actors Guild, Inc. Memorandum of Agreement of 1960
1964 Screen Actors Guild Television Agreement
Producer-Screen Actors Guild, Inc. Memorandum of Agreement of 1965 to the Producer-Screen Actors
Guild Codified Basic Agreement of 1952, the 1956 Supplement, the Producer-Screen Actors Guild,
Inc. Memorandum of Agreement of 1960 and the Producer-Screen Actors Guild, Inc. Memorandum
of Agreement of 1963
Producer-Screen Actors Guild Codified Basic Agreement of 1967
1967 Screen Actors Guild Television Agreement
1971 Supplement to the Producer-Screen Actors Guild Codified Basic Agreement of 1967
1971 Screen Actors Guild Television Agreement
Producer-Screen Actors Guild Memorandum of Agreement of 1974 to the Producer-Screen Actors Guild
Codified Basic Agreement of 1967 and the 1971 Supplement and the 1971 Screen Actors Guild
Television Agreement
1974 Screen Actors Guild Television Agreement
Producer-Screen Actors Guild Codified Basic Agreement of 1977
1977 Screen Actors Guild Television Agreement
1980 Supplement to the Producer-Screen Actors Guild Codified Basic Agreement of 1977 and 1977
Screen Actors Guild Television Agreement
1983 Memorandum of Agreement between AMPTP and Screen Actors Guild, Inc. to the Producer-Screen
Actors Guild Codified Basic Agreement of 1977, the 1977 Screen Actors Guild Television Agreement
and the 1980 Supplement
Producer-Screen Actors Guild Codified Basic Agreement of 1986
1986 Screen Actors Guild Television Agreement
1986 Memorandum of Agreement between Independent Producers and Screen Actors Guild to the
Producer-Screen Actors Guild Codified Basic Agreement of 1977, the 1977 Screen Actors Guild
Television Agreement, the 1980 Supplement and the 1983 Memorandum of Agreement between
AMPTP and Screen Actors Guild, Inc.
Producer-Screen Actors Guild Codified Basic Agreement of 1989
1989 Screen Actors Guild Television Agreement
Screen Actors Guild Codified Basic Agreement of 1989 for Independent Producers
Producer-Screen Actors Guild Codified Basic Agreement of 1992
1992 Screen Actors Guild Television Agreement
1992 Memorandum of Agreement between Independent Motion Picture and Television Producers and
Screen Actors Guild to the Screen Actors Guild Codified Basic Agreement of 1989 for Independent
Producers and the Screen Actors Guild Television Agreement of 1989 for Independent Producers
Producer-Screen Actors Guild Codified Basic Agreement of 1995
1995 Screen Actors Guild Television Agreement
Screen Actors Guild Codified Basic Agreement of 1995 for Independent Producers
Screen Actors Guild Television Agreement of 1995 for Independent Producers
Producer-Screen Actors Guild Codified Basic Agreement of 1998
1998 Screen Actors Guild Television Agreement
Screen Actors Guild Codified Basic Agreement of 1998 for Independent Producers
EXHIBIT A TO SIDELETTER TO ARTICLE 11.H.
587
Screen Actors Guild Television Agreement of 1998 for Independent Producers
Producer-Screen Actors Guild Codified Basic Agreement of 2001 (including the Extension Agreement
effective as of July 1, 2004)
2001 Screen Actors Guild Television Agreement (including the Extension Agreement effective as of July 1,
2004)
Screen Actors Guild Codified Basic Agreement of 2001 for Independent Producers (including the
Extension Agreement effective as of July 1, 2004)
Screen Actors Guild Television Agreement of 2001 for Independent Producers (including the Extension
Agreement effective as of July 1, 2004)
Producer-Screen Actors Guild Codified Basic Agreement of 2005
2005 Screen Actors Guild Television Agreement
Screen Actors Guild Codified Basic Agreement of 2005 for Independent Producers
Screen Actors Guild Television Agreement of 2005 for Independent Producers
Producer-Screen Actors Guild Codified Basic Agreement of 2009
2009 Screen Actors Guild Television Agreement
Screen Actors Guild Codified Basic Agreement of 2009 for Independent Producers
Screen Actors Guild Television Agreement of 2009 for Independent Producers
Producer-Screen Actors Guild Codified Basic Agreement of 2011
2011 Screen Actors Guild Television Agreement
Screen Actors Guild Codified Basic Agreement of 2011 for Independent Producers
Screen Actors Guild Television Agreement of 2011 for Independent Producers
Producer-SAG-AFTRA Codified Basic Agreement of 2014
2014 SAG-AFTRA Television Agreement
Producer-SAG-AFTRA Codified Basic Agreement of 2017
2017 SAG-AFTRA Television Agreement
EXHIBIT A TO SIDELETTER TO ARTICLE 11.H.
588
SIDELETTER TO ARTICLE 13.B.7.
“SUPERSIZED” EPISODES
As of November 1, 2004
Revised as of February 13, 2008
Revised as of May 2, 2011
Revised as of May 2, 2014
Revised as of May 2, 2017
Revised as of May 2, 2020
David J. Young
Executive Director
Writers Guild of America, West, Inc.
7000 West Third Street
Los Angeles, California 90048
Re: “Supersized” Episodes
Dear David:
This sideletter applies to any episode of a one-half hour or one-hour dramatic series
covered under the 2020 Theatrical and Television Basic Agreement (“MBA”) and
produced for basic cable or broadcast in prime time on ABC, CBS, NBC, FBC or The
CW, the running time of which extends beyond the regular time period of a typical
episode of the series, but which does not consume a standard one-half hour or one (1)
hour time period (e.g., a forty-three [43] minute episode of a series which is ordinarily
one-half hour in length). These episodes shall be referred to as “supersized” episodes.
The parties agree that an episode which exceeds the length of a typical episode by up
to three (3) minutes shall not be considered a “supersized” episode and no additional
payment shall be due therefor.
The minimum compensation for a “supersized” episode of a series shall be the next
highest rate applicable to a program closest in running time to the “supersized” episode,
except that when there is no applicable 45 or 75 minute rate in a schedule, the
minimum shall be the figure which is midway between the minimum applicable to the
time period of a regular episode of the series and the next highest rate.
If the episode is rerun (either on the network or in syndication) after being edited to run
as a one-half hour or one hour episode, as applicable, it is agreed that the residual
base for such rerun shall be the minimum applicable to the length of a non-“supersized”
episode of the series.
SIDELETTER TO ARTICLE 13.B.7.
“SUPERSIZED” EPISODES
589
Sincerely,
/s/ Carol A. Lombardini
Carol A. Lombardini
President, AMPTP
ACCEPTED AND AGREED:
WRITERS GUILD OF AMERICA, WEST, INC.
on behalf of itself and its affiliate,
WRITERS GUILD OF AMERICA, EAST, INC.
By: /s/ David J. Young
David J. Young, Executive Director
SIDELETTER TO ARTICLE 13.B.7.
“SUPERSIZED” EPISODES
590
SIDELETTER TO ARTICLE 13.B.7.f.
Time of Payment (Television)
As of March 28, 1995
Brian Walton
Executive Director
Writers Guild of America, west, Inc.
7000 W. Third Street
Los Angeles, California 90048-4329
Re: Long-form Television Motion Pictures; Payment for Writing Steps
Dear Mr. Walton:
Discussions among the Guild, Companies which produce television motion pictures
ninety (90) minutes or longer, and licensees of such programming led to the following
provision being added as the last paragraphs of Article 13.B.7.f. of the 1995 WGA
Theatrical and Television Basic Agreement ("MBA"):
“If the writer of a television motion picture ninety (90) minutes or longer has
negotiated a salary sufficient to allow for three (3) revisions of the teleplay
as follows, and the writer's contract provides for such revisions, the first
draft teleplay shall be delivered to the producer (or other executive)
designated in the writer's deal memorandum or contract and such producer
shall be authorized to give notes to the writer and the writer shall utilize
such notes in the first revision.
Payment for such writing steps would be as follows:
(1) commencement (10% of agreed compensation);
(2) delivery of story (20% of agreed compensation);
(3) delivery of first draft teleplay to producer (40% of agreed compensation);
(4) (a) delivery of first set of revisions to producer, based on producer's
notes, if any (10% of agreed compensation); or
(b) if producer has not requested a revision, delivery of first set of
revisions to network or licensee (10% of agreed compensation);
(5) delivery of second set of revisions (10% of agreed compensation); and
(6) delivery of polish (10% of agreed compensation).
“SPECIAL COMPANY AFFIRMATIVE COVENANT OF
TIMELY PAYMENT IN LONG-FORM TELEVISION
“The following is without derogation of any other payment obligation in this Agreement.
SIDELETTER TO ARTICLE 13.B.7.f.
TIME OF PAYMENT (TELEVISION)
591
“Given that industry practice in long-form television includes situations in which the
Company (which employs the writer) receives payments, sometimes in stages, from a
licensee, and that the licensee may contract with the Company for a number of drafts of
a script prior to a production commitment, it is understood, and the Company hereby
affirms that:
“(1) The obligation to make timely payment to the writer pursuant to this Article
13.B.7.f. and Article 13.B.9., including with respect to step 4(a) hereof, or
otherwise, is an obligation of the Company regardless of any funding
arrangement with a licensee of the motion picture; and
“(2) Lack of receipt by Company of payment from a licensee is not, and shall
not be used as, an excuse for failure to pay the writer on a timely basis.”
As participants in the discussions leading up to the addition of this new provision, we
understand that in certain circumstances a producer employed or affiliated with a
Company signatory to the MBA may request that the writer perform a set of revisions
prior to submission of the first draft teleplay to the licensee. This would result in the
licensee being entitled to one fewer draft of a teleplay than would have been the case
prior to the addition of this provision, and licensees agree to adjust the time of their
payment to the Company accordingly. We also understand that this provision was
added to remove pressures upon the writer to perform uncompensated writing.
It was further discussed during the above-described discussions that should a licensee
wish to preserve for itself the right to see all drafts, as contemplated under paragraph
(4)(b) of Article 13.B.7.f., the licensee shall make appropriate contractual arrangements
with the employing Company.
Each of the undersigned will instruct its employees on the meaning of this new
provision and conduct its affairs accordingly.
Very truly yours,
[Insert signatures from ABC, CBS, NBC and other
licensees]
cc: J. Nicholas Counter III
SIDELETTER TO ARTICLE 13.B.7.f.
TIME OF PAYMENT (TELEVISION)
592
SIDELETTER TO ARTICLE 13.B.7.o.
As of February 13, 2008
Revised as of May 2, 2011
Revised as of May 2, 2014
Revised as of May 2, 2017
Revised as of May 2, 2020
Carol A. Lombardini
President
Alliance of Motion Picture and Television Producers, Inc.
15301 Ventura Boulevard, Building E
Sherman Oaks, California 91403
Re: Article 13.B.7.o. - Foreign Remakes
Dear Carol:
Reference is made to the provisions of Article 13.B.7.o. of the 2020 WGA Theatrical
and Television Basic Agreement and to the corresponding provisions of prior MBAs.
The parties agreed to codify an alternative payment formula for deals entered into on or
after May 2, 2020 for foreign remakes of television formats and scripts and foreign
remakes of a television motion picture ninety (90) minutes or longer (“MOW”),
irrespective of whether the Company licensing the format rights is also a participant in
the production. Where a Company sells or licenses the right to remake the format
and/or episodes of an MBA-covered television series or MOW to be produced outside
the United States in a language other than English for initial exhibition in a specific
foreign market, Company may apply the provisions below as an alternative to Article
13.B.7.o.:
(1) For any sale or license of literary material for a remake of the format and/or
episodes of an MBA-covered television series, Company will pay to the credited
writer(s) of the literary material and to the writer accorded “Created by” credit on
the related television series, if any, thirty percent (30%) of the license fee paid to
the Company for the literary material used for each remade episode of the series.
Alternatively, Company may allocate the foregoing payment (and residuals, if any)
evenly among all episodes subject to the license agreement. Payment shall be
made to the Guild’s Residuals Department no later than sixty (60) days after
Company receives such license fee. The Guild shall distribute such payment to
the writer(s) who received final writing credit when the episode was originally
produced (“Credited Writer(s)”) and to the writer(s) who received “Created by”
credit when the series was originally produced (“Creator(s)”) as follows:
SIDELETTER TO ARTICLE 13.B.7.o.
FOREIGN REMAKES
593
a. Remade episode on which Credited Writer(s) received “Written by” credit:
Payee Total % Due Allocation
Credited Writer(s) 88% 73.95% - writer
6.29% - pension
7.76% - health
Total: 88.00%
Creator 12%
TOTAL 100%
b. Remade episode on which Credited Writer(s) received separate “Teleplay
by” and “Story by” credit:
Payee Total % Due Allocation
Credited Writer(s) - Teleplay 55.3% 46.47% - writer
3.95% - pension
4.88% - health
Total: 55.30%
Credited Writer(s) - Story 34.7% 29.16% - writer
2.48% - pension
3.06% - health
Total: 34.70%
Creator(s) 10%
TOTAL 100%
c. Original episode for remade series (i.e., no pre-existing episode on which
the WGA determined the final writing credit):
Payee Total % Due Allocation
Creator 100% 100%
(2) For any sale or license of literary material for a remake of an MBA-covered MOW,
Company will pay to the credited writer(s) of the literary material thirty percent
(30%) of the license fee paid to the Company for the literary material used for the
remake of the MOW. Payment shall be made to the Guild’s Residuals
Department no later than sixty (60) days after Company receives such license
SIDELETTER TO ARTICLE 13.B.7.o.
FOREIGN REMAKES
594
fee. The Guild shall distribute such payment to the writer(s) who received final
writing credit when the MOW was originally produced (“Credited Writer(s)”) as
follows:
a. Remade MOW on which Credited Writer(s) received “Written by” credit:
Payee Total % Due Allocation
Credited Writer(s) 100% 84.04% - writer
7.14% - pension
8.82% - health
Total: 100.00%
b. Remade MOW on which Credited Writer(s) received separate “Teleplay
by” and “Story by” credit:
Payee Total % Due Allocation
Credited Writer(s) - Teleplay 75% 63.02% - writer
5.36% - pension
6.62% - health
Total: 75.00%
Credited Writer(s) - Story 25% 21.00% - writer
1.79% - pension
2.21% - health
Total: 25.00%
(3) In addition to the payments in (1) and (2) above:
a. Should the Company distribute the remade episode or remade MOW in
foreign markets, separate and apart from the license described in (1) and
(2) above, Company shall pay one and two-tenths percent (1.2%) of
Company’s “accountable receipts,” as that term is defined in Article
51.C.1.a., from foreign distribution of the remade episode(s) or remade
MOW. Such payments shall be due and payable in accordance with the
provisions of Article 51.
b. Should the Company exhibit the remade episode or remade MOW in the
United States or Canada, the provisions of Article 15.B.1.c.(1) shall apply,
and two percent (2%) of Company’s “accountable receipts” shall be due.
(4) Except as set forth in (3)a. and b. above, no residuals shall be due or payable for
reuse of any of the episodes of the remade series or remade MOW.
(5) Pension Plan and Health Fund contributions are payable on the residuals
provided for in (3)a. and b. above, pursuant to the provisions of Article 17.
SIDELETTER TO ARTICLE 13.B.7.o.
FOREIGN REMAKES
595
(6) Credits on such remade episodes or remade MOW shall be governed by the
following subparagraphs a. through f.:
a. The credited writer(s) of each episode of the original series or the original
MOW shall receive the same on-screen credit on the remade episode or
remade MOW as he/she/they received on the original series episode or
original MOW.
b. The Guild-determined “Created by” credit shall appear on the screen on all
episodes of the remade series, i.e., remade and original episodes.
c. As soon as practicable, Company will provide the Guild with the list of
episodes to be remade (or, if the Company has elected to allocate evenly
among all episodes, a list of the episodes subject to the license) and their
writing credits as provided by Company to the foreign licensee. It is not
necessary to provide the Guild with the writing credits as they appear (in a
foreign language, or translated from the foreign language) in the remade
episodes.
d. The Guild will allow a “Script Associate” credit (or other similar kind of
credit) to be accorded to the foreign production company employee who
conforms the remade episodes or remade MOW for the foreign language
market.
e. Except as provided in this paragraph (6), no other writing credit shall be
accorded on the remade episodes or remade MOW without the approval of
the Guild, which approval shall not be unreasonably withheld.
f. All of the provisions of this paragraph (6) shall be subject to any laws or
rules and regulations of the broadcast regulatory agency and/or country in
which the remade series or remade MOW is produced.
(7) Except as provided herein, all other terms and condition of the WGA MBA,
including, but not limited to, separation of rights and additional compensation, will
apply to the remade episodes or remade MOW.
Sincerely,
WRITERS GUILD OF AMERICA, WEST, INC.,
on behalf of itself and its affiliate,
WRITERS GUILD OF AMERICA, EAST, INC.
By: /s/ David J. Young
David J. Young
SIDELETTER TO ARTICLE 13.B.7.o.
FOREIGN REMAKES
596
ACCEPTED AND AGREED:
The respective signatory companies represented by
the ALLIANCE OF MOTION PICTURE AND
TELEVISION PRODUCERS, INC.
By: /s/ Carol A. Lombardini
Carol A. Lombardini
SIDELETTER TO ARTICLE 13.B.7.o.
FOREIGN REMAKES
597
SIDELETTER TO ARTICLE 14.E.2.
As of February 13, 2008
Carol A. Lombardini
President
Alliance of Motion Picture & Television Producers, Inc.
15301 Ventura Boulevard, Building E
Sherman Oaks, California 91403
Re: Pension Plan and Health Fund Contributions for Article 14.E.2. Writers
Dear Carol:
During the 2007-2008 negotiations, the parties discussed the contributions that are
appropriate when a writer is employed under a development deal as an Article 14.E.2. writer
and, under the same contract, is employed to perform Article 14.K. services on a series for
which the writer receives additional money which is not creditable.
The parties agreed that in such circumstances, contributions shall be payable as set forth in
Article 14.E.2. for the full term of the employment and shall be paid on the non-creditable
Article 14.K. services, except for those periods of time when the writer is not performing
development services and is receiving Article 14.K. compensation on the series outside of
the Article 14.E.2. guarantee. In that case, contributions shall be payable on the non-
creditable Article 14.K. minimum, script fees, program fees and on 50% of the amount
otherwise due under Article 14.E.2.
Sincerely,
WRITERS GUILD OF AMERICA, WEST, INC.,
on behalf of itself and its affiliate,
WRITERS GUILD OF AMERICA, EAST, INC.
By: /s/ David J. Young
David J. Young
ACCEPTED AND AGREED:
The respective signatory companies represented by
the ALLIANCE OF MOTION PICTURE &
TELEVISION PRODUCERS, INC.
By: /s/ Carol A. Lombardini
Carol A. Lombardini
SIDELETTER TO ARTICLE 14.E.2.
598
SIDELETTER TO ARTICLE 15.B.1. RE PROGRAM INTERRUPTIONS
As of November 1, 2004
Revised as of February 13, 2008
Revised as of May 2, 2011
Revised as of May 2, 2014
Carol A. Lombardini
President
Alliance of Motion Picture and Television Producers, Inc.
15301 Ventura Blvd., Building E
Sherman Oaks, California 91403
Re: Program Interruptions
Dear Carol:
The parties agree that if a substantial portion of a television program or an element
essential to the program is not shown because the program is preempted, as described
below, the Guild shall, upon request of the network, program service or Company stating
the reason therefor and the date, time and market(s) of the rebroadcast, grant a waiver
permitting the network, program service or Company to re-exhibit the entire interrupted
program on the network, station(s), or service whose transmission was interrupted within
thirty (30) days following the interrupted transmission without incurring any additional
payment to the writer(s) of the program. It is understood that the network, program service
or Company will exercise discretion and limit such requests to situations such as
governmental regulation or order, strike, the failure of program transmission facilities
because of war or other calamity such as fire, earthquake, hurricane, or similar acts of God,
or because of the breakdown of program transmission facilities due to causes beyond the
reasonable control of the network, program service or Company, or because the program
time is preempted by a Presidential broadcast, a news emergency, or a special news event.
Very truly yours,
WRITERS GUILD OF AMERICA, WEST, INC.,
on behalf of itself and its affiliate,
WRITERS GUILD OF AMERICA, EAST, INC.
By: /s/ David J. Young
David J. Young
Executive Director, WGAW
SIDELETTER TO ARTICLE 15.B.1.
RE PROGRAM INTERRUPTIONS
599
ACCEPTED AND AGREED:
The respective signatory companies represented by
the ALLIANCE OF MOTION PICTURE AND
TELEVISION PRODUCERS, INC.
By: /s/ Carol A. Lombardini
Carol A. Lombardini
President
SIDELETTER TO ARTICLE 15.B.1.
RE PROGRAM INTERRUPTIONS
600
SIDELETTER NO. 1 TO ARTICLE 15.B.1.b.(2)(c)
As of August 8, 1988
Revised as of May 2, 1992
May 2, 1995
May 2, 1998
May 2, 2001
November 1, 2004
February 13, 2008
May 2, 2011
May 2, 2014
May 2, 2017 and
May 2, 2020
Carol A. Lombardini
President
Alliance of Motion Picture and Television Producers, Inc.
15301 Ventura Boulevard, Building E
Sherman Oaks, California 91403
Re: Waiver re Domestic Free Television Residuals
for One-Hour Network and FBC Prime Time Dramatic Series
Dear Carol:
The terms of this Sideletter No. 1 to Article 15.B.1.b.(2)(c) shall apply only to licenses
entered into prior to July 1, 2020.
A. Revenues Contracted For: The Writers Guild of America hereby grants a limited
waiver from the provisions of Article 15.B.1.b.(2)(c) of the 2020 WGA-AMPTP MBA, and the
comparable provisions of all prior MBAs, to all Companies signatory hereto with regard to
residuals payable pursuant thereto ("fixed residual payments") to the credited writer(s) of
episodes of one-hour network prime time dramatic series, which series have not been
exhibited in syndication prior to March 1, 1988, and episodes of one-hour prime time
dramatic series produced for initial broadcast on Fox Broadcasting Company (“FBC”), which
series have not been exhibited in syndication prior to May 2, 2002.
Residuals for episodes of such series shall be computed by multiplying the fixed residual
amount otherwise due by a ratio, the numerator of which is the revenue contracted for by
the distributor, as may be adjusted below, and the denominator of which is six hundred fifty
thousand dollars ($650,000.00). As subsequent payments are made for any episode,
appropriate payments or credits shall be made to bring earlier residual payments into
conformity with any increase or decrease in the multiplier. In no event, however, shall any
SIDELETTER NO. 1
TO ARTICLE 15.B.1.b.(2)(c)
601
payment made pursuant to this limited waiver exceed one hundred fifty percent (150%) of
the fixed residual payment otherwise due. Similarly, any such payment shall not be less
than fifty percent (50%) of the fixed residual payment otherwise due, except in the case of
series licensed only in markets representing fewer than one-third of all United States
television households.
B. Combination Sales: If a series qualifying hereunder is sold in combination with any
other series or other program, the Company shall allocate to each episode of the series
qualifying hereunder a fair and reasonable portion of the revenues contracted for and shall
include such amount in the numerator referred to above. The Company shall notify the
Guild when a series qualifying hereunder is sold in combination with another series or
program and in such notice identify the other series or program involved. If the Guild
contends that the amounts so allocated were not fair and reasonable, such claim may be
determined by submission to arbitration and the arbitrator shall have the authority to
determine the fair and reasonable amount to be so allocated.
C. Barter Syndication: If any series qualifying hereunder is syndicated with advertising
time withheld by the distributor (i.e., barter syndication), the fair market value of the amount
allocated to the "barter" portion of the deal shall be included in the numerator referred to
above. The Company shall notify the Guild when a series qualifying hereunder is
syndicated in any barter arrangement. If the Guild contends that the amount so allocated
does not represent the fair market value of the "barter," such claim may be determined by
submission to arbitration and the arbitrator shall have the authority to determine the fair
market value to be so allocated.
D. Reporting:
1. The Company shall make the foregoing payments within the time period set
forth in Article 15.B.1.b.(5) and in the manner required by Article 15.B.4.
Simultaneously with each payment due hereunder, the Company shall submit
to the Guild a statement showing per-episode market-by-market
1
revenue
amounts used to compute the multiplier for the episode. In calculating the
numerator of each multiplier, the revenue contracted for by the distributor shall
be adjusted by the Company to take into account uncollected revenues, to the
extent that such are evidenced by bankruptcy, contract restructuring (including
amendments and cancellations), reorganizations or accounts that are more
1
The Guild agrees to maintain such information on a strictly confidential basis. The regular practice
required by this Agreement is for the Company to send the Guild the market-by-market information in the
statement; however, it is recognized that in certain limited instances, the Company may have business
reasons, unrelated to compliance with this Basic Agreement, for believing that the inclusion in the written
statement of specific market revenues contracted for, or some of them (as distinguished from the total
revenues contracted for), may not be appropriate. In such instances, the Company will advise the Guild
that such figures are being omitted from its statement and the reasons therefor. In such cases, Company
will meet promptly to provide such figures in a confidential setting, limited to appropriate executives of the
Guild and the Company.
SIDELETTER NO. 1
TO ARTICLE 15.B.1.b.(2)(c)
602
than 270 days delinquent. In its statement to the Guild, the Company shall
notify the Guild of any such adjustment and the basis therefor.
2. If the Company excludes any amounts not collected with respect to contracts
with any party whose debts have been discharged or whose contracts have
been modified in a bankruptcy or reorganization proceeding, the Company
shall notify the Guild of the exclusion and, upon request, shall promptly
provide the Guild with copies of court documents, including those which
substantiate the discharge, reorganization or contract modification.
2
3. Upon collection of any revenues previously treated as "uncollected" under
this section D., the Company shall add such collected revenues back into
the numerator of the multiplier. Any increased amounts shall be due with
the next payment otherwise required hereunder, but in no event later than
four (4) months from recovery or collection of such revenue by the
Company. In its statement to the Guild, the Company shall notify the Guild
of the amounts of such a collection and the basis therefor.
4. In any dispute over a decrease in the numerator alleged to have been
made under this section D., the burden of proof shall be on the Company
to establish that such decrease comports with the terms and conditions
hereof.
5. The Company affirms its obligations under Article 15.B.5. and Article 53.
Upon written request of the Guild, the Company shall promptly send to the
Guild copies of those parts of the contracts showing the financial terms
relevant to the determination of the accuracy of the payments to be made
hereunder.
3
The Company shall also, upon request of the Guild, provide
the Guild promptly with access to any and all documents or records
reasonably necessary to confirm compliance with the foregoing terms and
conditions and, thereafter, upon written request of the Guild, the Company
2
The Guild recognizes that there may be situations in which the Company has already made residual
payments to writers under this sideletter based upon the revenues it contracted for, but ultimately fails to
receive those revenues. When the reason for failing to collect the revenues originally contracted is one of
those which would justify an adjustment in the numerator under this provision, but the Company is unable
to recoup its excess residual payments to writers, the Guild agrees to cooperate in good faith with the
Company to arrive at an equitable solution calculated to place the Company in the same position that it
would have been in had it made the adjustment in the numerator before its payment of residuals.
3
The Guild agrees to maintain such information on a strictly confidential basis. It is recognized that in
certain limited instances the Company may have business reasons, unrelated to compliance with this
Basic Agreement, for believing that sending copies of financial terms of certain contracts to the Guild may
not be appropriate. In such instances, the Company may confer with the Guild to explain its concerns.
The Guild shall in good faith consider the Company's concerns and, if it concurs with the Company, it shall
so indicate in writing and the Company shall not be required to send such items.
SIDELETTER NO. 1
TO ARTICLE 15.B.1.b.(2)(c)
603
shall provide the Guild with copies of such documents and records. If the
Company in good faith contends that any of such documents or records
are proprietary and/or confidential, the Guild shall in good faith seek to
address appropriate Company concerns. The Company may withhold
copies pending an agreement with the Guild on how the Guild shall
maintain appropriate confidentiality. If such an agreement is not reached,
the Company may withhold such documents pending action by an
arbitrator.
E. Termination of Waiver: If the Guild desires to terminate this limited waiver, it
may, once during the term of this Agreement, so advise the AMPTP, ABC, CBS, NBC
and FBC not later than June 1 of any year of this Agreement. In such event, the parties
shall promptly submit the issue of whether the economics of the off-network domestic
syndication market for one-hour dramatic programs produced for network prime time
have recovered sufficiently to justify the expiration of this limited waiver to a neutral
fact-finder for an expeditious determination. The neutral fact-finder, who shall be
chosen by mutual agreement of the parties or, absent such agreement of the parties,
from a panel of arbitrators of the American Arbitration Association (AAA) in accordance
with AAA rules, shall issue his/her findings in writing prior to the commencement of the
fall television season.
The parties hereto agree that such written findings constitute an arbitration award for
the purpose of proceedings to enforce, modify or vacate an arbitration award in any
court of competent jurisdiction.
In the event the neutral fact-finder determines that the syndication market has
recovered sufficiently to justify the expiration of the limited waiver, the Guild shall have
the option to terminate this limited waiver as to the next fall television season and, in
lieu thereof, to reinstate the fixed residual formula, as provided in Article 15.B.1.b.(2)(c).
In the event the Guild elects to terminate the waiver, such election shall apply to series
premiering on a network in the fall season(s) following the Guild's request for
fact-finding.
Sincerely,
WRITERS GUILD OF AMERICA, WEST, INC.,
on behalf of itself and its affiliate,
WRITERS GUILD OF AMERICA, EAST, INC.
By: /s/ David J. Young
David J. Young
SIDELETTER NO. 1
TO ARTICLE 15.B.1.b.(2)(c)
604
ACCEPTED AND AGREED:
The respective signatory companies represented by
the ALLIANCE OF MOTION PICTURE AND
TELEVISION PRODUCERS, INC.
By: /s/ Carol A. Lombardini
Carol A. Lombardini
SIDELETTER NO. 1
TO ARTICLE 15.B.1.b.2.(c)
605
SIDELETTER NO. 2 TO ARTICLE 15.B.1.b.(2)(c)
As of May 2, 2001
Revised as of November 1, 2004
Revised as of February 13, 2008
Revised as of May 2, 2011
Revised as of May 2, 2014
Revised as of May 2, 2017
Revised as of May 2, 2020
Carol A. Lombardini
President
Alliance of Motion Picture and Television Producers, Inc.
15301 Ventura Boulevard, Building E
Sherman Oaks, California 91403
Re: Experiment in Syndication of Half-Hour Series in Markets
Representing 50% or Fewer of U.S. Television Households
Dear Carol:
Reference is made to the provisions of Article 15.B.1.b.(2)(c) of the 2020 WGA
Theatrical and Television Basic Agreement. During the 2001 negotiations, the
Companies expressed a concern that if a series could only be syndicated in markets
representing 50% or fewer of the U.S. television households, residuals payable
pursuant to Article 15.B.1.b.(2)(c) would render such syndication fiscally untenable.
The Companies asserted that the payment of any residuals in such circumstances
would benefit both the Company and the individual writers since no payments are
presently made.
While the WGA expressed concern that an accommodation might be subject to abuse
or otherwise reduce overall syndication residuals, the parties agreed to an experiment
for the term of the 2001 MBA, agreed to renew it for the terms of the 2004 MBA, 2008
MBA, 2011 MBA, 2014 MBA, 2017 MBA, and 2020 MBA to be rev iewed by May 1,
2023 to determine its effectiveness and whether or not it should be extended. In such
regard, the Companies agree to provide the WGA with license fee information at the
time of the first payment hereunder.
When a half-hour series is syndicated in markets representing in the aggregate fifty
percent (50%) or fewer of U.S. television households, residuals for such series shall be
payable at twenty percent (20%) of the “applicable minimum” pursuant to Article
15.B.1.b.(3) for each such run but shall not constitute a “run” for purposes of Article
15.B.1.b.(2)(c).
SIDELETTER NO. 2
TO ARTICLE 15.B.1.b.(2)(c)
606
If the series is further syndicated and the aggregate of the markets in which the series
is syndicated exceeds fifty percent (50%) of the U.S. television households, the
payments required pursuant to Article 15.B.1.b.(2)(c) shall be due on any subsequent
runs.
This experiment will only apply to series that have not yet been placed into syndication
as of May 2, 2001.
The terms of this Sideletter No. 2 to Article 15.B.1.b.(2)(c) shall apply only to licenses
entered into prior to July 1, 2020.
Sincerely,
WRITERS GUILD OF AMERICA, WEST, INC.,
on behalf of itself and its affiliate,
WRITERS GUILD OF AMERICA, EAST, INC.
By: /s/ David J. Young
David J. Young
ACCEPTED AND AGREED:
The respective signatory companies represented by
the ALLIANCE OF MOTION PICTURE AND
TELEVISION PRODUCERS, INC.
By: /s/ Carol A. Lombardini
Carol A. Lombardini
SIDELETTER NO. 2
TO ARTICLE 15.B.1.b.2.(c)
607
SIDELETTER TO ARTICLE 15.B.13., APPENDICES A, B AND C AND THE
SIDELETTER ON LITERARY MATERIAL WRITTEN FOR
PROGRAMS MADE FOR NEW MEDIA
As of May 2, 2017
Revised as of May 2, 2020
Carol A. Lombardini
President
Alliance of Motion Picture and Television Producers, Inc.
15301 Ventura Boulevard, Building E
Sherman Oaks, California 91403
Re: Limited Theatrical Exhibition with Admission Charge of Series
Episode(s) or MOWs
Dear Carol:
During the 2017 negotiations, the parties agreed that for limited theatrical exhibitions
with an admission charge of series episode(s) or MOWs as described below, the
following shall apply in lieu of the payments required for theatrical exhibition under
Article 15.B.13., Appendices A, B and C and the Sideletter on Literary Material Written
for Programs Made for New Media:
(1) If one or more episodes of a free television, pay television or basic cable
series or one or more episodes of a High Budget SVOD series or
mini-series (as defined in the Sideletter on Literary Material Written for
Programs Made for New Media), either alone or in combination with
another episode of the same or different series, or a long-form television
motion picture made for free television, pay television or basic cable (but
not one that is a High Budget SVOD Program), is exhibited theatrically with
an admission charge after its initial exhibition on television (or initial
availability on a subscription consumer pay platform in the case of a High
Budget SVOD series or mini-series), the Company shall pay to the credited
writer(s) an amount equal to three percent (3%) of the Company's
“accountable receipts” (as defined in Article 51.C.1.a. of the MBA) derived
from licensing the theatrical exhibition rights and, for this purpose, shall
include the fair market value of any in-kind consideration, provided that:
(a) The theatrical exhibition shall take place at least twenty-four (24)
hours after the episode’s initial telecast (or, for a High Budget SVOD
SIDELETTER TO ARTICLE 15.B.13.,
APPENDICES A, B AND C AND THE
SIDELETTER ON LITERARY MATERIAL WRITTEN
FOR PROGRAMS MADE FOR NEW MEDIA
608
series or mini-series, at least twenty-four (24) hours after the
episode has been made available for viewing on the streaming
service) or at least thirty (30) days after the initial telecast of a long-
form television motion picture;
(b) The theatrical exhibition shall not exceed eight (8) days, which need
not be consecutive, unless the initial theatrical exhibition takes place
more than one year after the initial telecast or streaming availability,
in which case there is no limit on the length of the theatrical
exhibition;
(2) If one or more episodes of a 30-minute or 60-minute free television, pay
television or basic cable series or one or more episodes of a 20-35 minute
or 36-65 minute High Budget SVOD series, either alone or in combination
with another episode of the same or different series, is exhibited
theatrically with an admission charge no more than thirty (30) days in
advance of or simultaneous with its exhibition on television (or, in the case
of an episode of a High Budget SVOD series, thirty (30) days in advance of
or on the same date that it is made available for exhibition on a streaming
service), the Company shall pay to the credited writer(s) an amount equal
to three percent (3%) of the Company’s “accountable receipts” (as defined
in Article 51.C.1.a. of the MBA) derived from licensing the theatrical
exhibition rights and, for this purpose, shall include the fair market value of
any in-kind consideration, provided that:
(a) The theatrical exhibition shall not exceed six (6) days, which need
not be consecutive;
(b) The episode, including the pilot, is part of a series order of at least
six (6) episodes.
(3) Company shall provide the Guild with notice of any theatrical exhibition
covered hereunder as soon as possible after an agreement in principle has
been reached for the theatrical exhibition.
(4) The provisions above also apply to a double-length episode, a pilot of any
length for which a series has been ordered and any “supersized” episode
of a series.
(5) In the case of a dispute as to the manner of allocation of the payment
between credited writer(s), the Guild will make the determination.
SIDELETTER TO ARTICLE 15.B.13.,
APPENDICES A, B AND C AND THE
SIDELETTER ON LITERARY MATERIAL WRITTEN
FOR PROGRAMS MADE FOR NEW MEDIA
609
(6) The theatrical use fee provided in Article 15.B.13.a. or b., less the amount
of the percentage residual payment already paid, shall apply if the
foregoing conditions are not met or if the television motion picture(s) or
High Budget SVOD series or mini-series as theatrically exhibited is
submitted for theatrical award consideration.
(7) The provisions above shall apply to the use after May 2, 2020 of any
television episode, High Budget SVOD Program or long-form television
motion picture for which a theatrical release payment is due, regardless of
when produced.
(8) Within ten days of a request by the Guild, the Company shall provide for
inspection by the Guild’s designated employee(s) or auditor(s), at
Company’s premises, full access to all unredacted agreements related to
the theatrical exhibition of the television motion picture. The information
provided to the Guild will be treated as confidential pursuant to Article
53.B.
(9) The above provisions shall expire on the termination date of the 2020 MBA
and will be of no force and effect thereafter; however, the terms of this
Sideletter shall continue to apply to any license agreement entered into
before May 2, 2023.
Sincerely,
WRITERS GUILD OF AMERICA, WEST, INC.,
on behalf of itself and its affiliate,
WRITERS GUILD OF AMERICA, EAST, INC.
By:/s/ David J. Young
David J. Young
ACCEPTED AND AGREED:
The respective signatory companies represented by
the ALLIANCE OF MOTION PICTURE AND
TELEVISION PRODUCERS, INC.
By:/s/ Carol A. Lombardini
Carol A. Lombardini
SIDELETTER TO ARTICLE 15.B.13.,
APPENDICES A, B AND C AND THE
SIDELETTER ON LITERARY MATERIAL WRITTEN
FOR PROGRAMS MADE FOR NEW MEDIA
610
SIDELETTER TO ARTICLE 15.B.14.h.(2)
As of May 2, 2011
David J. Young
Executive Director
Writers Guild of America, West, Inc.
7000 West Third Street
Los Angeles, California 90048
Re: Committee Re Character Payments
Dear David:
The parties agree to form a joint committee to consider ways to simplify the process
and the rules associated with a writer’s eligibility for and the payment of character
payments under Article 15.B.14.h.(2).
The Committee will commence its meetings within one hundred eighty (180) days after
the ratification of this Agreement.
Sincerely,
/s/ Carol A. Lombardini
Carol A. Lombardini
President, AMPTP
ACCEPTED AND AGREED:
WRITERS GUILD OF AMERICA, WEST, INC.
on behalf of itself and its affiliate,
WRITERS GUILD OF AMERICA, EAST, INC.
By: /s/ David J. Young
David J. Young, Executive Director
SIDELETTER TO ARTICLE 15.B.14.h.(2)
611
SIDELETTER RE ELECTRONIC DATA TRANSFER
As of May 2, 1998
Revised as of February 13, 2008
Revised as of May 2, 2011
Carol A. Lombardini
President
Alliance of Motion Picture & Television Producers, Inc.
15301 Ventura Boulevard, Building E
Sherman Oaks, California 91403
Re: Electronic Data Transfer
Dear Carol:
Reference is made to the 1997-98 negotiations between the Guild, on the one hand,
and the Companies represented by the AMPTP, on the other hand, in which the parties
discussed the Guild’s proposal for electronic transfer of certain data.
In the 1997-98 negotiations, the Companies confirmed it was their objective to move
toward an electronic data transfer of residuals and other agreed-upon information, as
appropriate, to the WGA. The Companies also confirmed their willingness to cooperate
with the WGA in implementing these transfers.
In the 2007-2008 negotiations, the Guild proposed a deadline for implementation of
electronic data transfer. In response, the Companies agreed that electronic data
transfer is in the best interest of the parties. The parties agreed that each Company
would meet with the Guild on a Company-by-Company basis, to discuss the feasibility
of establishing a mutually acceptable method of transfer to be implemented as soon as
practicable, considering competing IT priorities within the Company.
In the 2011 negotiations, the parties affirmed their agreement to meet on a Company-
by-Company basis to discuss electronic data transfer as provided in the immediately
preceding paragraph.
SIDELETTER RE ELECTRONIC
DATA TRANSFER
612
Sincerely,
WRITERS GUILD OF AMERICA, WEST, INC.,
on behalf of itself and its affiliate,
WRITERS GUILD OF AMERICA, EAST, INC.
By: /s/ David J. Young
David J. Young
ACCEPTED AND AGREED:
The respective signatory companies represented by
the ALLIANCE OF MOTION PICTURE &
TELEVISION PRODUCERS, INC.
By: /s/Carol A. Lombardini
Carol A. Lombardini
SIDELETTER RE ELECTRONIC
DATA TRANSFER
613
SIDELETTER TO ARTICLE 16
RE REACQUISITION PROVISIONS
As of August 8, 1988
Revised as of May 2, 1998
Alliance of Motion Picture & Television Producers, Inc.
15503 Ventura Boulevard
Encino, California 91436
Ladies and Gentlemen:
The parties acknowledge that during the 1988 MBA negotiations disputes arose
concerning certain alleged ambiguities in the provisions of prior MBAs relating to
reacquisition in screen and TV (hereinafter "the disputes"). As to the disputes, the
WGA and the Companies expressly reserved their positions.
In addition, the parties agreed that the provisions of Article 16.A.8.a), b) and c)
1
shall
not apply to Article 16.A.8.d)
2
of the 1988 MBA, except as specifically provided therein.
The parties participated in several "side bar" discussions during June, July and August,
1988, with respect to Articles 16.A.8. and 16.B.2. In connection with these side bar
discussions, as with all other side bars, the parties agreed not to introduce into
evidence in any legal proceeding arising under a prior MBA the proposals or
counterproposals made in such side bars, or any oral statement made by any party
during such side bars, concerning the disputes.
The parties further agreed that in any legal proceeding arising under a prior MBA, the
parties will not introduce into evidence Article 16.A.8.d) or Article 16.B.2. of the 1988
MBA concerning issues of interpretation of reacquisition provisions in prior MBAs.
WRITERS GUILD OF AMERICA, WEST, INC.
on behalf of itself and its affiliate
WRITERS GUILD OF AMERICA, EAST, INC.
By: /s/ Brian Walton
Brian Walton
Executive Director, WGAw
1
These provisions have been redesignated as Article 16.A.8.a.,b., and c., respectively, in the 1998 MBA.
2
This provision has been redesignated as Article 16.A.8.d. in the 1998 MBA.
SIDELETTER TO ARTICLE 16
RE REACQUISITION PROVISIONS
614
ACCEPTED AND AGREED:
The respective signatory companies represented by
the ALLIANCE OF MOTION PICTURE
& TELEVISION PRODUCERS, INC.
By: /s/ J. Nicholas Counter III
J. Nicholas Counter III
President
SIDELETTER TO ARTICLE 16
RE REACQUISITION PROVISIONS
615
SIDELETTER TO ARTICLE 16.A.8.d) RE REACQUISITION
As of August 8, 1988
Revised as of May 2, 1998
J. Nicholas Counter III
President
Alliance of Motion Picture & Television Producers, Inc.
15503 Ventura Boulevard
Encino, California 91436
Dear Nick:
Reference is made to Article 16.A.8.d)
1
of the 1988 WGA MBA, which governs the
reacquisition of literary material written or acquired on or after August 8, 1988. In
drafting that provision, the parties agreed to structure that clause in a manner that is
different from the structure of subparagraphs a), b) and c) of Article 16.A.8.
2
, on which
subparagraph d) is in large part based. This "restructuring" involved the addition of
contract language, lettering and numbering and subtitles and was designed to provide a
more convenient and precise means of referencing portions of the language in the new
reacquisition clause.
By this letter, the parties reaffirm their agreement that the language so added was not
intended, and should not be construed, as ef fecting any substantive difference between
Article 16.A.8.d) and the language in Articles 16.A.8.a), b) and c) upon which it is
based. To avoid any possible confusion in identifying substantive and non-substantive
language changes in Article 16.A.8.d), the parties have agreed to the following list
specifying the language added to Article 16.A.8.d) solely for the purpose of
accomplishing the restructuring:
(1) The addition of the subtitle "Reacquisition under the 1988 Basic
Agreement" at the beginning of subparagraph d).
(2) The addition of the subtitle "Procedures for Reacquisition" after the second
full paragraph of subparagraph d).
1
This provision has been redesignated as Article 16.A.8.d. in the 1998 MBA.
2
These provisions have been redesignated as Article 16.A.8.a., b., and c., respectively, in the 1998 MBA.
SIDELETTER TO ARTICLE 16.A.8.d)
RE REACQUISITION
616
(3) The addition of "(i)," "(ii)," "(iii)," "(iv)," "(v)," "(vi)" and "(vii)"
3
as paragraph
identifications before the first through seventh paragraphs, respectively,
immediately following the "Procedures for Reacquisition" subtitle.
(4) The deletion of the words "provided, however, that" at the end of
subparagraph (iii) and the word "instead" in the first sentence of
subparagraph (iv) under "Procedures for Reacquisition" and the addition of
the words "In the alternative" at the beginning of the latter subparagraph.
(5) The substitution of the words "subparagraph (iv)" in lieu of "the proviso in
the third paragraph" in the first sentence of subparagraph (vi) under
"Procedures for Reacquisition."
(6) The addition of the subtitle "Rights and Procedures Relating to
Reacquisition of Material That Has Been Sold or Optioned."
(7) The addition of "(i)," "(ii)," "(iii)" and "(iv)" as paragraph identifications
before the first through fourth paragraphs, respectively, immediately
following the subtitle "Rights and Procedures Relating to Reacquisition of
Material That Has Been Sold or Optioned."
(8) The addition of the number "8" in the reference to:
(a) "subparagraph 8.d)" at the end of the first sentence of subparagraph
(i) under the subtitle "Rights and Procedures Relating to
Reacquisition of Material That Has Been Sold or Optioned";
(b) "subparagraph 8.d)" at the end of the last sentence of subparagraph
(i) under the subtitle "Rights and Procedures Relating to
Reacquisition of Material That Has Been Sold or Optioned";
(c) "subparagraph 8.c)" in the first sentence of subparagraph (iii) under
the heading "Rights and Procedures Relating to Reacquisition of
Material That Has Been Sold or Optioned";
(d) "subparagraph 8.d)" in the first sentence of subparagraph (iv) under
the heading "Rights and Procedures Relating to Reacquisition of
Material That Has Been Sold or Optioned"; and
(e) "subparagraph 8.d)" in the first sentence of subparagraph (i) under
the heading "Payment."
3
These provisions have been redesignated as Article 16.A.8.d.(1)(a) through (g), respectively, in the 1998
MBA.
SIDELETTER TO ARTICLE 16.A.8.d)
RE REACQUISITION
617
(9) The addition of the words "it was" after the words "the date" and before the
words "actually received" in the second sentence of subparagraph (i) under
the heading "Rights and Procedures Relating to Reacquisition of Material
That Has Been Sold or Optioned."
(10) The addition of the subtitle "Payment."
(11) The deletion of the comma preceding the parenthetical in the last sentence
under subparagraph (i) under the heading "Payment."
(12) The addition of the heading "Procedure if More than One Writer Desires to
Reacquire the Literary Material."
Sincerely,
WRITERS GUILD OF AMERICA, WEST, INC.
on behalf of itself and its affiliate
WRITERS GUILD OF AMERICA, EAST, INC.
By: /s/ Brian Walton
Brian Walton, Executive Director
Writers Guild of America, west, Inc.
ACCEPTED AND AGREED:
By: /s/ J. Nicholas Counter III
J. Nicholas Counter III, President
Alliance of Motion Picture &
Television Producers, Inc.
SIDELETTER TO ARTICLE 16.A.8.d)
RE REACQUISITION
618
SIDELETTER RE THEATRICAL RIGHTS
As of May 2, 1998
Brian Walton
Executive Director
Writers Guild of America, west, Inc.
7000 West 3
rd
Street
Los Angeles, California 90048-4329
Re: Purchase of Theatrical Rights Under Article 16.B.3.e.(1)
Dear Brian:
The WGA agrees to participate in a committee to discuss Company concerns regarding
the cost of purchasing theatrical motion picture rights under Article 16.B.3.e.(1).
Sincerely,
/s/ J. Nicholas Counter III
J. Nicholas Counter III
ACCEPTED AND AGREED:
WRITERS GUILD OF AMERICA, WEST, INC.,
on behalf of itself and its affiliate,
WRITERS GUILD OF AMERICA, EAST, INC.
/s/ Brian Walton
Brian Walton
SIDELETTER RE THEATRICAL RIGHTS
619
SIDELETTER NO. 1 RE ARTICLE 48.B.
As of May 2, 1995
Brian Walton
Executive Director
Writers Guild of America, west, Inc.
7000 West Third Street
Los Angeles, California 90048
Re: New MBA Provision Modifying Article 48.B.; 1995 WGA-AMPTP MBA
Dear Brian:
This will summarize certain understandings regarding the revisions to Article 48.B. of
the 1995 WGA-AMPTP MBA.
The new "Affirmations" paragraph in Article 48.B. is a statement of policy and intent.
Although it may be used by the parties to interpret what follows, it does not in and of
itself create specific obligations. Those are in the paragraphs that follow in Article 48.B.
With respect to the obligations under paragraph 2, the CEOs described perceived
problems with applying these provisions to "each participating writer." They described
circumstances in which they believe it would be impracticable if not impossible to
extend an invitation to "each." The CEOs would have preferred that the obligation
pertain only to "credited" writers, meaning, in this instance, those writers who would be
proposed for credit in the Company's notice of tentative writing credits. The CEOs
decided not to hold up agreement on this point. The waiver procedure described in
Article 48.B. is available in instances such as these.
Lastly, the CEOs asserted that they cannot ensure that writers see a cut of the picture if
they grant the director final cutting authority. The WGA disagrees and has reserved its
position in regard to such assertion. The CEOs pointed out that the grant of final cutting
authority occurs infrequently since the Company has a strong interest in reserving that
authority for itself. Disputes in individual cases may be referred to the "hot line"
procedures and this subject may be revisited in the Committee on the Professional
Status of Writers.
SIDELETTER NO. 1 RE ARTICLE 48.B.
620
Sincerely,
/s/ J. Nicholas Counter III
J. Nicholas Counter III, President, AMPTP
on behalf of the Companies represented by
the AMPTP in the negotiation of the 1995
WGA-AMPTP MBA
AGREED AND ACCEPTED:
WRITERS GUILD OF AMERICA, WEST, INC.
on behalf of itself and its affiliate
WRITERS GUILD OF AMERICA, EAST, INC.
/s/ Brian Walton
Brian Walton, WGAw Executive Director
SIDELETTER NO. 1 RE ARTICLE 48.B.
621
SIDELETTER NO. 2 RE ARTICLE 48.B.
As of May 2, 1995
J. Nicholas Counter III
President
Alliance of Motion Picture
and Television Producers
15503 Ventura Boulevard
Encino, CA 91436
Re: The Writer's Viewing Period; Article 48.B. - 1995 AMPTP-WGA MBA
Dear Nick:
The final language of Article 48.B. provides, inter alia, that "each" participating writer
has the right to a Writer's Viewing Period and that the scheduling of the Writer's
Viewing Period shall be at the sole discretion of the Company. In a situation in which
there are multiple participating writers, the fact that the right to the Writer's Viewing
Period is individual to each writer does not preclude the Company from scheduling one
screening, so long as in so doing each writer is "given a reasonable opportunity" to view
the cut in a timely manner.
The parties deliberately declined to spell out notice and time requirements and the like
for screenings of the cut. The new provision is to be interpreted so as to give effect to
the right granted in a reasonable and good faith manner consistent with the legitimate
and reasonable needs of the Company. As Article 48.B. acknowledges, processes will
differ from film to film.
It is anticipated that in most instances a timely invitation from the Company to a writer to
view the cut at a reasonable time and place will be sufficient to ensure that the writer
has been "given an opportunity to see a cut ...," but both the writer and the Company
are expected to cooperate so that the writer's right is fulfilled in a manner consistent
with the Company's legitimate and reasonable business needs.
Sincerely,
WRITERS GUILD OF AMERICA, WEST, INC.,
on behalf of itself and its affiliate
WRITERS GUILD OF AMERICA, EAST, INC.
/s/ Brian Walton
Brian Walton, WGAw Executive Director
SIDELETTER NO. 2 RE ARTICLE 48.B.
622
AGREED AND ACCEPTED:
/s/ J. Nicholas Counter III
J. Nicholas Counter III, President, AMPTP
On behalf of the Companies represented by the AMPTP
in the negotiation of the 1995 WGA-AMPTP MBA
SIDELETTER NO. 2 RE ARTICLE 48.B.
623
SIDELETTER TO ARTICLE 48.F.
As of August 8, 1988
Revised as of May 2, 1995
Revised as of May 2, 1998
Revised as of May 2, 2001
Revised as of November 1, 2004
Revised as of February 13, 2008
Alliance of Motion Picture & Television Producers, Inc.
15301 Ventura Boulevard, Building E
Sherman Oaks, California 91403
Re: Committee on the Professional Status of Writers
Ladies and Gentlemen:
This will acknowledge that among the matters to be reviewed periodically by the
Committee on the Professional Status of Writers are the existing practices of according
credit on screen, in advertising and publicity for theatrical and television motion
pictures.
During the term of the Writers Guild Theatrical and Television Basic Agreement - 1992
Extension, the parties discussed the Guild's belief that there were abuses of the
speculative writing provisions and agreed to revisit issues pertaining to speculative
writing in the Committee on the Professional Status of Writers.
In addition, the Committee on the Professional Status of Writers – Theatrical agrees to
discuss the following issues:
a. The use of possessive credits on screen and in advertising and publicity;
b. The right of a writer to elect to use a pseudonym regardless of the amount
of compensation paid and the time within which a writer must elect to use a
pseudonym;
c. Placement of writer’s credit in advertising;
d. Audio credit to the writer in theatrical trailers and in television and radio
advertising;
e. Comparable treatment of the writer in publicity and promotional matter;
SIDELETTER TO ARTICLE 48.F.
624
f. Use of writers to perform writing services set forth in Article
1.B.1.a.(2)(a)-(g) for the duration of principal photography;
g. Compliance with cover page requirements;
h. Alternative rules for writing credits in advertising; and
i. What the Guild regards as the problem of “free rewrites.”
The Committee on the Professional Status of Writers – Television agrees to discuss the
following issues with regard to long-form television:
a. The use of possessive credits on screen and in advertising and publicity;
b. The right of a writer to elect to use a pseudonym regardless of the amount
of compensation paid and the time within which a writer must elect to use a
pseudonym;
c. Use of writers to perform writing services set forth in Article 1.C.1.a.(2)(a)-
(g) for the duration of principal photography;
d. Compliance with cover page requirements; and
e. What the Guild regards as the problem of “free rewrites.”
The Theatrical and Television Committees will meet to discuss late payments and the
Companies agree to make Business Affairs executives available for such discussions.
Other persons, Companies or institutions may be invited to participate in Committee
discussions.
Very truly yours,
WRITERS GUILD OF AMERICA, WEST, INC.
on behalf of itself and its affiliate
WRITERS GUILD OF AMERICA, EAST, INC.
/s/ David J. Young
David J. Young
Executive Director, WGAW
AGREED AND ACCEPTED:
/s/ Carol A. Lombardini
Carol A. Lombardini, President, AMPTP
On behalf of the Companies represented by the AMPTP
in the negotiation of the 2008 WGA-AMPTP MBA
SIDELETTER TO ARTICLE 48.F.
625
SECOND SIDELETTER TO ARTICLE 48.F.
As of November 1, 2004
Revised as of February 13, 2008
Alliance of Motion Picture & Television Producers, Inc.
14301 Ventura Boulevard, Building E
Sherman Oaks, California 91403
or
American Broadcasting Companies, Inc.
77 West 66th Street
New York, New York 10023
CBS Broadcasting Inc.
51 West 52nd Street
New York, New York 10019
National Broadcasting Company, Inc. and NBC Studios, Inc.
3000 Alameda Avenue
Burbank, California 91523
Re: Committee on the Professional Status of Writers-Television
Ladies and Gentlemen:
During the negotiation of the 2004 MBA, it was agreed that the Committee on the
Professional Status of Writers – Television (“Committee”) would hereafter address
matters relating not only to long-form television, but also to episodic television.
During the term of prior MBAs, members of the WGA, West and East, met with CEOs
and high level executives of the major studios and networks to discuss matters related
to the professional status of writers working in the field of long-form television. It
became evident that certain Companies not present at those meetings of the
Committee produce a significant number of long-form television motion pictures. To
address this, it was agreed that CEOs and high level executives of such Companies will
be invited to participate in future meetings of the Committee.
SECOND SIDELETTER TO ARTICLE 48.F.
626
Sincerely,
WRITERS GUILD OF AMERICA, WEST, INC.,
on behalf of itself and its affiliate,
WRITERS GUILD OF AMERICA, EAST, INC.
/s/ David J. Young
David J. Young
Executive Director, WGAW
ACCEPTED AND AGREED:
/s/ Carol A. Lombardini
Carol A. Lombardini
Alliance of Motion Picture & Television Producers, Inc.
/s/ Marc L. Sandman
Marc L. Sandman
American Broadcasting Companies, Inc.
/s/ Harry Isaacs
Harry Isaacs
CBS Broadcasting Inc.
/s/ Steven Berkowitz
Steven Berkowitz
National Broadcasting Company, Inc. and NBC Studios, Inc.
SECOND SIDELETTER TO ARTICLE 48.F.
627
SIDELETTER TO ARTICLE 51
As of March 1, 1985
Revised as of May 2, 1998
Alliance of Motion Picture & Television Producers, Inc.
15503 Ventura Boulevard
Encino, California 91436
Ladies and Gentlemen:
This letter clarifies the meaning of the terms "Distributor" (of video cassettes and video
discs) and "worldwide wholesale receipts derived by the Distributor" as used in Article
51.3.a.(ii)
1
of the 1985 Writers Guild of America Theatrical and Television Basic
Agreement ("1985 MBA") when the "Distributor" is the Company or owned by or
affiliated with the Company.
Background
Prior MBAs
Article 51 of the 1973, 1977 and 1981 Writers Guild of America Theatrical and
Television Basic Agreements provided that the "gross receipts derived by the distributor
of Such Picture (who may be the Company or a distributor licensed by the Company)
from licensing the right to exhibit Such Picture in Supplemental Markets..." would
constitute the Producer's gross. It further provided that if the distributor did not itself
distribute Such Picture directly in Supplemental Markets, but employed a
"subdistributor" to "distribute Such Picture, then the 'Producer's gross' shall be the
worldwide total gross receipts derived by such subdistributor from licensing the right to
exhibit Such Picture in Supplemental Markets."
1985 Negotiations
During the negotiations for and the drafting of the 1985 MBA, it was agreed that the
method of calculating "Producer's gross" would be as now set forth in Article 51 of the
1985 MBA. It provides that twenty percent (20%) of the receipts of the Distributor would
constitute the "Producer's gross" when the Distributor is owned by or affiliated with the
Company.
The Companies' position was that the sentence dealing with subdistributors (as it
relates to video cassettes) should be deleted in order to conform with said agreement
as to "Producer's gross" and in any event that sentence is not applicable since the
owned or affiliated home video companies are "Distributors," not "subdistributors." The
Guild expressed a number of concerns, including that an unexplained deletion of the
1
This provision has been redesignated as Article 51.C.1.b. in the 1998 MBA.
SIDELETTER TO ARTICLE 51
628
subdistributor language, among other things, could be the basis of an attempt to dilute
the receipts used in the calculation of the Producer's gross by, among other things, a
Company calling an owned or affiliated distribution company a subdistributor as
opposed to a Distributor, and/or declining to include the receipts of such a
"subdistributor" in the calculations of "Producer's gross."
By way of example and illustration, the following clarifications are made to satisfy the
concerns of the Guild and prevent misunderstanding by all signatories to the 1985 MBA
as to the receipts from the sale or license of video cassettes and video discs to be
included in "Producer's gross."
It is the understanding of the parties signatory to the 1985 MBA that:
1. Paramount Home Video, for example, is the "Distributor" of "Such
Pictures" for Paramount Pictures Corporation, and that CBS-Fox Home
Video, for example, is the "Distributor" of "Such Pictures" for Twentieth
Century-Fox. The "Producer's gross" is and shall be twenty percent (20%)
of one hundred percent (100%) of the worldwide receipts derived by
Distributors such as Paramount Home Video and CBS-Fox Home Video
from the sale or license of videocassettes or videodiscs.
2. Distributors currently utilize and in the future will utilize various methods of
delivering video cassettes and video discs to retail outlets ("such
methods") including, without limitation, (a) wholesalers (such as Comtron
and Ingram) who act as "middle men" in selling or licensing video
cassettes or video discs to retail outlets, (b) rack jobbers (such as
Handleman) who deliver video cassettes or video discs to retail outlets, (c)
direct sales or licenses from the Distributors to large "chain-retailers" (for
example, Tower Records, The Wherehouse or Erols), (d) direct sales or
licenses from the Distributors to specialty "mass merchandisers" (for
example, K Mart), and (e) direct sales or licenses to direct mail outlets (for
example, Columbia House). Twenty percent (20%) of one hundred
percent (100%) of the receipts of the Distributor derived from such
methods constitute the "Producer's gross."
3. Should, for example, Paramount Pictures Corporation or the Distributor
Paramount Home Video establish or acquire an affiliated company or
companies, whether a subdivision, subsidiary or otherwise (for example,
without limitation, the establishment of a Paramount Home Video, East
and/or a Paramount Home Video, West to service different geographical
areas), which perform some or all of the functions of a Distributor, then
"Producer's gross" is twenty percent (20%) of one hundred percent (100%)
of the total receipts of Paramount Home Video and such affiliated
company or entity derived from licensing or selling video cassettes or video
discs.
4. Should, for example, Paramount Pictures Corporation or the Distributor
Paramount Home Video either establish or acquire an affiliated company
SIDELETTER TO ARTICLE 51
629
or companies, whether a subdivision, subsidiary or otherwise, which
performs functions in addition to those of a Distributor (for example,
without limitation, those of a wholesaler, a rack jobber or by other "such
methods") and/or should a company such as the Distributor Paramount
Home Video perform functions in addition to those of a Distributor (for
example, without limitation, those of a wholesaler, a rack jobber or by other
"such methods") and/or should Paramount Pictures Corporation perform
some or all of the functions of a Distributor, twenty percent (20%) of one
hundred percent (100%) of the receipts derived from the Distribution
function (as opposed to the non-distribution functions) of all such entities
shall be allocated to and included in the "Producer's gross."
5. It is agreed and understood that if the Guild shall in the future contend that
any amount allocated in situations such as those hypothecated in
paragraph 4 is not fair or reasonable, such claim may be determined by
submission to grievance/arbitration in accord with Articles 10, 11 and 12 of
the 1985 MBA. Each Company signatory to the 1985 MBA agrees, for
itself, its Distributors and affiliated companies, that the Guild shall, upon
request, have access to the books and records of the Distributors and
other affiliated Companies that are relevant and necessary to the Guild's
ability to evaluate the merits of such a claim or potential claim, or to
process such a claim in grievance/arbitration proceedings. This provision
for Guild access to books and records does not expand or restrict the
rights or obligations of the Company or the Guild with regards to
information access in any subject area except that covered in this
paragraph.
WRITERS GUILD OF AMERICA, WEST, INC.,
on behalf of itself and its affiliate,
WRITERS GUILD OF AMERICA, EAST, INC.
By: /s/ Brian Walton
Brian Walton
Executive Director, WGAw
ACCEPTED AND AGREED:
The respective signatory companies represented by the
ALLIANCE OF MOTION PICTURE &
TELEVISION PRODUCERS, INC.
By: /s/ J. Nicholas Counter III
J. Nicholas Counter III
President
SIDELETTER TO ARTICLE 51
630
SIDELETTER TO ARTICLE 15.B., APPENDIX A, APPENDIX B AND APPENDIX C
RE: LICENSE OF FREE TELEVISION, BASIC CABLE OR PAY TELEVISION
MOTION PICTURES TO SECONDARY DIGITAL CHANNELS
As of May 2, 2014
Revised as of May 2, 2017
Revised as of May 2, 2020
David J. Young
Executive Director
Writers Guild of America, West, Inc.
7000 West Third Street
Los Angeles, CA 90048
Re: License of Free Television, Basic Cable or Pay Television Motion
Pictures to Secondary Digital Channels
Dear David:
During the 2017 negotiations, the parties discussed the residual formula for exhibition
of television motion pictures on certain secondary digital channels.
The parties agreed that instead of a fixed residual formula, the Company shall pay a
percentage residual formula of two percent (2%) of “accountable receipts” (as defined
in Article 51.C. of the MBA) for any license to a secondary digital channel of any free
television motion picture, pay television motion picture, High Budget SVOD Program (as
defined in the Sideletter on Literary Material Written for Programs Made for New
Media), motion picture made for home video or basic cable program as to which a fixed
residual would otherwise be payable, provided that such program is out of production.
For purposes of the foregoing, “out of production” means that all of the following have
occurred: the program has been cancelled; the final episode of the final season has
aired or been made available; no options remain for the continued employment of any
above-the-line talent on the series in question; and no exhibitor has licensed rights to
additional original episodes of the series at the time the series becomes available for
exhibition under the license to the secondary digital channel.
When the “accountable receipts” derived from such license(s) are received from a
related or affiliated entity that acts as the exhibitor of the program, then the
“accountable receipts” received by the Company from the licensing of such rights shall
be measured by the exhibitor’s payments to unrelated and unaffiliated entities in arm’s
length transactions for comparable programs or series, or, if none, then the amounts
received by the Company from unrelated and unaffiliated exhibitors in arm’s length
transactions for comparable programs or series, or, if none, comparable exhibitor’s
SIDELETTER TO ARTICLE 15.B., APPENDIX A,
APPENDIX B AND APPENDIX C RE LICENSE OF FREE TELEVISION,
BASIC CABLE OR PAY TELEVISION MOTION PICTURES
TO SECONDARY DIGITAL CHANNELS
631
payments to comparable unrelated and unaffiliated entities in arm’s length transactions
for comparable programs or series.
Notwithstanding the foregoing, the minimum payment pursuant to this provision for any
program, except non-dramatic programs, licensed to a related or affiliated entity shall
be an aggregate amount for all credited writers of $75.00 for a 30-minute program,
$150.00 for a 60-minute program, $200.00 for a 90-minute program, and $250.00 for a
120-minute program; and the minimum payment pursuant to this Sideletter for any
non-dramatic program licensed to a related or affiliated entity shall be $50.00 for a
30-minute program, $100.00 for a 60-minute program, $150.00 for a 90-minute program
or $200.00 for a 120-minute program, as applicable.
The pro rata share payable to each credited writer shall be the same as provided in
Article 51.C.5.
The foregoing applies to motion pictures, whether produced under the 2020 MBA or
any prior MBA, as to which free television residuals would otherwise be payable.
This sideletter shall also apply to the following secondary digital networks: Antenna TV,
Bounce TV, Cozi TV, Live Well, ME TV, Movies!, getTV, This TV and any other similar
secondary digital network so long as such secondary digital network has (i) an overall
average Nielsen NTI rating (9am to 2am) of 1.0 or less (HHLD Live+7, as measured by
the previous calendar year) and (ii) the majority of such network’s broadcast station
affiliates in the top 100 Nielsen markets comprising the network are not full-power
primary digital channels.
The residual formula provided under this sideletter shall not apply to any license
agreement entered into more than 90 days after the end of a measuring year in which
such Nielsen rating is greater than 1.0 or after a majority of such network affiliates in
such markets become full-power primary digital channels.
In no event shall Ion or MyNetworkTV qualify as secondary digital networks for
purposes of applying the terms of this sideletter; however, Qubo and ION Life shall
qualify as secondary digital networks for purposes of applying the terms of this
sideletter.
Sincerely,
By: /s/Carol A. Lombardini
Carol A. Lombardini
President, AMPTP
SIDELETTER TO ARTICLE 15.B., APPENDIX A,
APPENDIX B AND APPENDIX C RE LICENSE OF FREE TELEVISION,
BASIC CABLE OR PAY TELEVISION MOTION PICTURES
TO SECONDARY DIGITAL CHANNELS
632
ACCEPTED AND AGREED:
WRITERS GUILD OF AMERICA, WEST, INC.,
on behalf of itself and its affiliate,
WRITERS GUILD OF AMERICA, EAST, INC.
By: /s/David J. Young
David J. Young
Executive Director, WGAW
SIDELETTER TO ARTICLE 15.B., APPENDIX A,
APPENDIX B AND APPENDIX C RE LICENSE OF FREE TELEVISION,
BASIC CABLE OR PAY TELEVISION MOTION PICTURES
TO SECONDARY DIGITAL CHANNELS
633
SIDELETTER RE: SYNDICATION LICENSES FOR CANADA ONLY
As of May 2, 2014
Revised as of May 2, 2017
Revised as of May 2, 2020
David J. Young
Executive Director
Writers Guild of America, West, Inc.
7000 West Third Street
Los Angeles, CA 90048
Re: Syndication Licenses for Canada Only
Dear David:
If a Company licenses a television motion picture (including a program or series made
for The CW, but excluding any other program or series made for syndication) for
exhibition in syndication only in Canada, and residuals would otherwise be payable for
that exhibition, it shall have the option to pay to the credited writer(s) thereof four
percent (4%) of “accountable receipts” (as defined in Article 51.C. of the MBA) derived
therefrom, in lieu of any other compensation required under this MBA or any prior MBA,
as applicable, and such exhibition shall not count as a “run” for purposes of calculating
residuals. The foregoing applies to television motion pictures, whether produced under
the 2020 MBA or any prior MBA, as to which free television residuals would otherwise
be payable.
Sincerely,
By: /s/Carol A. Lombardini
Carol A. Lombardini
President, AMPTP
ACCEPTED AND AGREED:
WRITERS GUILD OF AMERICA, WEST, INC.,
on behalf of itself and its affiliate,
WRITERS GUILD OF AMERICA, EAST, INC.
By: /s/David J. Young
David J. Young
Executive Director, WGAW
SIDELETTER RE SYNDICATION LICENSES
FOR CANADA ONLY
634
SIDELETTER ON LITERARY MATERIAL WRITTEN FOR
PROGRAMS MADE FOR NEW MEDIA
As of February 13, 2008
Revised as of May 2, 2011
Revised as of May 2, 2014
Revised as of May 2, 2017
Revised as of May 2, 2020
Carol A. Lombardini
President
Alliance of Motion Picture and Television Producers, Inc.
15301 Ventura Boulevard, Building E
Sherman Oaks, California 91403
Re: Literary Material Written for Programs Made for New Media
Dear Carol:
This Sideletter confirms the understanding of the WGA and the Companies concerning
the application of this Basic Agreement (hereinafter “the MBA”) to literary material
written for exhibition on the Internet, mobile devices (such as cell phones or PDAs) or
any other new media platform known as of February 13, 2008 (hereinafter collectively
referred to as “new media”), but not including methods of distribution addressed in other
provisions of the MBA such as free television, basic cable, pay TV,
videodisc/videocassette and radio, even if digital. With respect to literary material
written under employment, or acquired from a professional writer, which is intended for
initial use on new media, the parties agree as follows:
1. Recognition The Company recognizes the Guild as the exclusive bargaining
representative of writers of literary material written under employment, or acquired
from a professional writer, intended for use in motion pictures of the type
traditionally covered under the MBA which are intended for initial exhibition in new
media, but excluding news and “Experimental New Media Productions” as defined
in the following paragraph.
Coverage shall be at the Company’s option with respect to “Experimental New
Media Productions.” An “Experimental New Media Production” is defined as any
Original New Media Production (1) for which the actual cost of production is: (a)
$15,000 or less per minute of program material as exhibited, and (b) $300,000 or
less per single production as exhibited, and (c) $500,000 or less per series of
programs produced for a single order; and (2) the literary material for which has
not been written under employment by, or acquired from, a “professional writer,”
as that term is defined in Article 1.C.1.b. of the MBA.
SIDELETTER ON LITERARY MATERIAL WRITTEN
FOR PROGRAMS MADE FOR NEW MEDIA
PARAGRAPH 1 - RECOGNITION
635
The actual cost of the Experimental New Media Production shall consist of all
direct costs actually incurred in connection with the Production. The only costs
excluded in determining the actual cost of production shall be development costs
(other than writing costs), overhead charges, financing costs (i.e., loan origination
fees, gaps fees, legal fees, and interest), contingency of up to ten percent (10%),
essential elements insurance costs, the cost of the completion bond, marketing
expenses, contingent payments to talent or other parties which are based on the
proceeds derived from the exploitation of the Production, and delivery items
required by sales agents, distributors or sub-distributors (i.e. delivery materials
beyond the answer print, NTSC Video Master if the Production is delivered on
videotape, or the digital equivalent if the Production is delivered in a digital
format).
Notwithstanding the foregoing, if the Company intends that the project fall within
the budget parameters of an Experimental New Media Production, but the actual
cost of the Experimental New Media Production exceeds those parameters, then
the sole remedy shall be that all writers employed on the project, or any
professional writer from whom literary material was acquired for the project, shall
be retroactively covered under the terms and conditions for Original New Media
Productions set forth in Paragraph 3 of this Sideletter.
2. Terms and Conditions for “Derivative New Media Productions” (Other than
“High Budget” Dramatic Derivative Programs and Series Made for a
Subscription Consumer Pay Platform)
A “Derivative New Media Production” is a production for New Media based on an
existing television motion picture that was produced for “traditional” media – e.g.,
a free television, basic cable, or pay television motion picture (the “Original
Production”) – and is otherwise included among the types of motion pictures
traditionally covered by the MBA. The following provisions apply to “Derivative
New Media Productions” other than “high budget” dramatic derivative programs
and series made for a subscription consumer pay platform described in
Paragraph 4 below.
a. Initial Compensation
The Company shall pay the writer compensation for a Derivative New
Media Production separate from compensation for writing services for the
Original Production.
The minimum initial compensation for a Derivative New Media Production
shall be the rate applicable to a two (2) minute program, as indicated
below. For programs longer than two (2) minutes, the minimum per minute
rate over two (2) minutes shall be added to the two (2) minute minimum as
shown below.
SIDELETTER ON LITERARY MATERIAL WRITTEN
FOR PROGRAMS MADE FOR NEW MEDIA
PARAGRAPH 1 - RECOGNITION
636
5/02/20 - 5/01/21 5/02/21- 5/01/22 5/02/22- 5/01/23
New Media
Productions
Derivative of
Dramatic
Programs
(other than
Daytime
Serials)
$818 for programs
up to two minutes in
length, plus $409 for
each minute or
portion thereof in
excess of two
minutes
$838 for programs
up to two minutes in
length, plus $419 for
each minute or
portion thereof in
excess of two
minutes
$857 for programs
up to two minutes in
length, plus $429 for
each minute or
portion thereof in
excess of two
minutes
New Media
Productions
Derivative of
Comedy-
Variety
Programs
and Daytime
Serials
$477 for programs
up to two minutes in
length, plus $239 for
each minute or
portion thereof in
excess of two
minutes
$489 for programs
up to two minutes in
length, plus $245 for
each minute or
portion thereof in
excess of two
minutes
$500 for programs
up to two minutes in
length, plus $250 for
each minute or
portion thereof in
excess of two
minutes
All Other
Types of
Derivative
New Media
Productions
$411 for programs
up to two minutes in
length, plus $206 for
each minute or
portion thereof in
excess of two
minutes
$421 for programs
up to two minutes in
length, plus $211 for
each minute or
portion thereof in
excess of two
minutes
$430 for programs
up to two minutes in
length, plus $215 for
each minute or
portion thereof in
excess of two
minutes
b. Other Terms and Conditions
All terms and conditions of employment (other than credits as provided in
subparagraph (3) below) are subject to negotiation between the Company
and the individual writer.
(1) Applicable Provisions of the MBA. The following provisions of the
MBA are incorporated herein. To the extent the provisions herein
are inconsistent with the MBA, the provisions of this sideletter
control.
(a) Article 6, “Guild Shop (General).”
(b) Article 7, “No Strike No Lock-out Clause (General)”
(c) Article 10, “Grievance and Arbitration”
(d) Article 11, “Grievance and Arbitration Rules and Procedures”
SIDELETTER ON LITERARY MATERIAL WRITTEN
FOR PROGRAMS MADE FOR NEW MEDIA
PARAGRAPH 2 - TERMS AND CONDITIONS FOR
“DERIVATIVE NEW MEDIA PRODUCTIONS”
637
(e) Article 12, “Court Proceedings”
(f) Article 13.B.9., “Time of Payment”
(g) Article 17, “Pension Plan and Health Fund”
(h) Article 35, “Recognition of Agreement (General)”
Except as provided herein, no other terms of the MBA shall apply to
the employment of such writer, or to the sale of such literary
material, unless agreed in writing between the writer and the
Company.
(2) Written Contract of Employment. The Company shall tender a
written contract of employment to the writer within ten (10) days
following the commencement of his or her employment and shall
send a copy to the Guild within one (1) week after receipt by
Company of the executed contract.
(3) Screen Credit. The Company will submit a Notice of Tentative
Writing Credits to the Guild and participating writers for each
covered program produced for new media as soon as practicable
upon completion of principal photography. The parties agree to
discuss further whether modifications to the WGA credit
determination process should be made based on the nature of the
program writing, production and distribution. The Company shall be
required to accord screen credit to the writer if any other person
receives screen credit on the New Media Production. The writing
credit shall be in the form “Written by” for dramatic programs and in
the form “Writer(s)” for all other programs and must be accorded in
the same size and style of type as any other personal credit.
Credits may appear in the corner of the screen. “Click-through”
credits may be used.
(4) Residual Compensation.
(a) Initial compensation for a Derivative New Media Production
shall constitute payment for thirteen (13) consecutive weeks
of use on all free to the consumer advertiser-supported
platforms transmitted via new media (hereinafter “advertiser-
supported platforms”), commencing with the first day that the
Derivative New Media Production is available for exhibition
on any advertiser-supported platform, and for a separate
twenty-six (26) consecutive week period of use on any
consumer pay new media platform (hereinafter “consumer
SIDELETTER ON LITERARY MATERIAL WRITTEN
FOR PROGRAMS MADE FOR NEW MEDIA
PARAGRAPH 2 - TERMS AND CONDITIONS FOR
“DERIVATIVE NEW MEDIA PRODUCTIONS”
638
pay platform”), commencing with the first day that the
Derivative New Media Production is available for exhibition
on any consumer pay platform.
(b) Use on Advertiser-Supported Platforms Within One Year
Following Expiration of the Thirteen Consecutive Week
Period
(i) If the Company desires to use the Derivative New
Media Production on advertiser-supported platforms
beyond the thirteen (13) consecutive week period, but
commencing within one (1) year after expiration of the
thirteen (13) consecutive week period, then the
Company shall make a residual payment equal to
three and one-half percent (3.5%) of the amounts set
forth in subparagraphs (A) through (E) below, as
applicable, as modified by subparagraph (F) below, to
the extent applicable, as consideration for a twenty-six
(26) consecutive week period of use, commencing with
the first day that the Derivative New Media Production
is available for use on any advertiser-supported
platform following the expiration of the thirteen (13)
consecutive week period. The foregoing payment is
an aggregate payment, to be allocated among all
credited writer(s). In no event shall any payment be
less than $20.00.
(A) For a Derivative New Media Production that is
derivative of a dramatic television motion
picture covered by the MBA, other than a serial
covered by Appendix A, Article 13.B.5., the
percentage shall be applied to the “bargain rate”
in Article 13.B.7.c. for a program of the same
length as the Derivative New Media Production.
(B) For a Derivative New Media Production that is
derivative of a serial covered by Appendix A,
Article 13.B.5., the percentage shall be applied
to the script fee set forth in Appendix A, Article
13.B.5.a.(2) for a program of the same length
as the Derivative New Media Production.
(C) For a Derivative New Media Production that is
derivative of a comedy-variety program covered
by Appendix A, Article 13.B.2., the percentage
shall be applied to the minimum compensation
SIDELETTER ON LITERARY MATERIAL WRITTEN
FOR PROGRAMS MADE FOR NEW MEDIA
PARAGRAPH 2 - TERMS AND CONDITIONS FOR
“DERIVATIVE NEW MEDIA PRODUCTIONS”
639
per program set forth in Appendix A, Article
13.B.2.a. for a program of the same length as
the Derivative New Media Production.
(D) For a Derivative New Media Production that is
derivative of a quiz and audience participation
program covered by the MBA, the percentage
shall be applied to the rate applicable to a writer
employed solely to write questions, answers
and/or ideas for stunts under a term contract
guaranteeing thirteen (13) weekly units as set
forth in Appendix A, Article 13.B.4.b.(1).
(E) For a Derivative New Media Production that is
derivative of a non-dramatic program covered
by Appendix A, Article 13.B.6.a. or b., the
percentage shall be applied to the applicable
minimum compensation set forth in Appendix A,
Article 13.B.6.a.(1)(a) (depending upon whether
it is derivative of a prime time program or a non-
prime time program) for a program of the same
length as the Derivative New Media Production.
(F) If the lowest base figure in subparagraphs (A)
through (E) above for a particular type of
program covers programs up to ten (10) or
fifteen (15) minutes in length, then the base
shall be prorated for a Derivative New Media
Production ten (10) minutes or less in length in
five (5) minute increments, to a five (5) minute
rate for programs 0-5 minutes in length and to a
ten (10) minute rate for programs more than
five (5) minutes in length, but not exceeding ten
(10) minutes.
(1) For example, for a Derivative New Media
Production five (5) minutes in length that
is derivative of a network prime time
dramatic television motion picture, the
residual payment is calculated by
multiplying the “bargain rate” applicable
minimum in Article 13.B.7.c. for a high
budget dramatic program 15 minutes or
less in length, prorated to five (5)
minutes because the Derivative New
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FOR PROGRAMS MADE FOR NEW MEDIA
PARAGRAPH 2 - TERMS AND CONDITIONS FOR
“DERIVATIVE NEW MEDIA PRODUCTIONS”
640
Media Production is five (5) minutes or
less in length (e.g., $2,894 as of May 2,
2020) by 3.5%.
(2) As a further example, for a Derivative
New Media Production three (3) minutes
in length that is derivative of a comedy-
variety program, the residual payment is
calculated by multiplying the minimum
compensation per program set forth in
Appendix A, Article 13.B.2.a. for a five
(5) minute program (e.g., $2,065 as of
May 2, 2020) by 3.5%.
(ii) If the Company desires to use the Derivative New
Media Production on advertiser-supported platforms
for all or any part of the twenty-six (26) consecutive
week period immediately following the twenty-six (26)
consecutive week period described in subparagraph
(4)(b)(i) above, but commencing within one (1) year
after expiration of the thirteen (13) consecutive week
period, then the Company shall make a residual
payment equal to three and one-half percent (3.5%) of
the amounts set forth in subparagraph (4)(b)(i)(A)
through (E) above, as applicable, as modified by
subparagraph (F) above, to the extent applicable, as
consideration for a twenty-six (26) consecutive week
period of use, commencing with the first day that the
Derivative New Media Production is available for use
during such twenty-six (26) consecutive week period.
(iii) None of the aforementioned twenty-six (26)
consecutive week periods shall cover a period that is
more than one (1) year after the expiration of the
thirteen (13) consecutive week period. In the event
that use of the television motion picture on advertiser-
supported platforms is commenced on a date that
does not allow for the full twenty-six (26) consecutive
week period of use within one (1) year of the expiration
of the thirteen (13) consecutive week period, then the
payment for that period shall be prorated in weekly
units to cover the shorter use period.
For example, suppose that the Company uses a
television motion picture on advertiser-supported
platforms during the thirteen (13) consecutive week
period and then does not use the motion picture on
SIDELETTER ON LITERARY MATERIAL WRITTEN
FOR PROGRAMS MADE FOR NEW MEDIA
PARAGRAPH 2 - TERMS AND CONDITIONS FOR
“DERIVATIVE NEW MEDIA PRODUCTIONS”
641
advertiser-supported platforms again until thirty-nine
(39) weeks after the expiration of the thirteen (13)
consecutive week period. Since only thirteen (13)
weeks remain within the one (1) year period, a
payment of one-half of the payment that would
otherwise be due for the twenty-six (26) consecutive
week period would be payable for use during the
remaining thirteen (13) week period.
(c) Use on Advertiser-Supported Platforms More Than One Year
Following Expiration of the Thirteen Week Period
Upon expiration of the one (1) year period following expiration
of the thirteen (13) consecutive week period, if the Company
desires to use the Derivative New Media Production on
advertiser-supported platforms, then it shall pay residuals at
the rate of two percent (2%) of “accountable receipts,” as
defined in Paragraph 3 of the Sideletter on Exhibition of
Motion Pictures Transmitted Via New Media.
(d) Use on Consumer Pay Platforms
For use of a Derivative New Media Production on new media
platforms for which the consumer pays (e.g., download-to-
own, download-to-rent, paid streaming), the Company shall
pay a residual equal to 1.2% of the “accountable receipts,” as
defined in Paragraph 3 of the Sideletter on Exhibition of
Motion Pictures Transmitted Via New Media, attributable to
the period beyond the twenty-six (26) week period of use.
(e) Use in Traditional Media
The Company shall pay residuals for the use of a Derivative
New Media Production in “traditional media” (e.g., free
television, basic cable, pay television, home video) as a
supplemental use under existing MBA formulas.
(i) Free Television Exhibition
(A) Except with respect to exhibition of Derivative
New Media Productions that are more than
fifteen (15) minutes in length in network prime
time as provided in subparagraph (B) below and
with respect to broadcast syndication of
dramatic Derivative New Media Productions as
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FOR PROGRAMS MADE FOR NEW MEDIA
PARAGRAPH 2 - TERMS AND CONDITIONS FOR
“DERIVATIVE NEW MEDIA PRODUCTIONS”
642
provided in subparagraph (C) below, residual
payments for free television exhibition of
Derivative New Media Productions shall be
computed as follows:
The new media exhibition of the Derivative New
Media Production shall constitute the first run
for purposes of calculating residual payments in
free television. The base figure used to
compute the residual payment shall be the base
amounts set forth in subparagraphs (4)(b)(i)(A)
through (E) above, as applicable, as modified
by subparagraph (F) above, to the extent
applicable, for a program of the same category
and length as the Derivative New Media
Production. The base figure shall be multiplied
by the percentage applicable to the run in
question, except that payments for network
prime time shall be paid according to the
percentages for network non-prime time, and
the resulting product shall be the residual
payment.
If the lowest base figure for a particular type of
program covers programs up to ten (10) or
fifteen (15) minutes in length, then the base
shall be prorated for a Derivative New Media
Production ten (10) minutes or less in length in
five (5) minute increments, to a five (5) minute
rate for programs 0-5 minutes in length and to a
ten (10) minute rate for programs more than
five (5) minutes in length, but not exceeding ten
(10) minutes.
The foregoing payment is an aggregate
payment, to be allocated among all credited
writer(s).
(1) As an example, suppose that a five (5)
minute Derivative New Media Production
that is derivative of a high budget
dramatic program is exhibited for the first
time in network prime time. The
applicable base is the “bargain rate”
applicable minimum used for high budget
dramatic programs fifteen (15) minutes
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or less in length, prorated to five (5)
minutes because the Derivative New
Media Production is five (5) minutes or
less in length (e.g., $2,894 as of May 2,
2020). That figure will be multiplied by
50%, the percentage applicable to a
second run on a network in other than
prime time, for a total residual payment
of $1,447.
(2) If the same Derivative New Media
Production were exhibited a second time
on the network, that run would generate
a residual payment of $1,158 ($2,894 x
40%).
(3) As a further example, suppose that a
three (3) minute Derivative New Media
Production that is derivative of a
comedy-variety program is exhibited for
the first time on a network, but not in
prime time. The base is the minimum
compensation per program set forth in
Appendix A, Article 13.B.2.a. for a five
(5) minute program (e.g., $2,065 as of
May 2, 2020). That figure will be
multiplied by 50%, the percentage
applicable to a second run on a network
in other than prime time, for a total
residual payment of $1,033.
(B) The formula for reruns in network prime time of
Derivative New Media Productions more than
fifteen (15) minutes in length is as follows: The
new media exhibition of the Derivative New
Media Production shall constitute the first run
for purposes of calculating residual payments
for use on free television. The residual
payment shall be the amount payable under the
MBA for a rerun in network prime time of a free
television motion picture or program of the
same type and length as the Derivative New
Media Production. For dramatic programs,
other than a serial covered by Appendix A,
Article 13.B.5., the residual payment shall be
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one hundred percent (100%) of the residual
base for a story and teleplay as set forth in
Article 15.B.1.b.(2)(a) for a program of the
same length as the Derivative New Media
Production. The foregoing payment is an
aggregate payment, to be allocated among all
credited writer(s).
(1) For example, if a Derivative New Media
Production twenty (20) minutes in length
that is derivative of a high budget
dramatic program is shown once in
network prime time, the residual payment
applicable to that exhibition is $13,511
(as of May 2, 2020), the same payment
applicable to the rerun of a thirty (30)
minute other than network prime time
television program in network prime time.
If the Derivative New Media Production
were run a second time in network prime
time, the same payment would be due
($13,511).
(2) As another example, if a dramatic
Derivative New Media Production forty-
three (43) minutes in length were
exhibited once in network prime time, the
residual payment applicable to that
exhibition is $24,558 (as of May 2, 2020),
the same payment applicable to the
rerun of a sixty (60) minute other than
network prime time television program in
network prime time. If the Derivative
New Media Production were run a
second time in network prime time, the
same payment would be due ($24,558).
(C) Broadcast Syndication Sales of Dramatic
Derivative New Media Productions
If Company, on or after July 1, 2020, licenses a
dramatic Derivative New Media Production, the
literary material for which was written under this
MBA or any prior MBA covering Derivative New
Media Productions, for exhibition in broadcast
syndication in the United States and/or Canada,
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Company shall pay to the credited writer(s) a
percentage residual of two percent (2%) of
Company’s ‘accountable receipts,’ as defined in
Article 51.C.1.a. of the MBA, derived therefrom,
in lieu of the payments required under the MBA
(or any prior MBA as applicable), including but
not limited to Paragraph 2.b.(4)(e)(i)(A) above
of this Sideletter and Article 15.B.1.b.(2)(c) and
to Article 15.B.1.b.(4) of the MBA for any
residual otherwise owed based on the
exploitation of the television series sequel
rights. It is understood that no payment shall
be made to the writer with separated rights as
an exploitation of the television sequel rights.
The pro rata share payable to each credited
writer shall be the same as provided in Article
51.C.5. The provisions of this subparagraph
(C) apply to all dramatic Derivative New Media
Productions for which a fixed residual or higher
percentage residual would otherwise be
payable.
The foregoing does not apply to residuals for
reruns of a dramatic Derivative New Media
Production in network prime time as provided in
subparagraph 2.b.(4)(e)(i)(B) above. In
addition, the foregoing does not apply to a
license agreement, including options, entered
into prior to July 1, 2020. As an example,
assume that a current license agreement
covers the sale of the first and second seasons
of a dramatic series to broadcast syndication
and includes an option to license all subsequent
seasons of the series also to broadcast
syndication. Because the license agreement is
in effect before July 1, 2020, the sale of all
seasons of the series pursuant to the options
under the license agreement would not be
covered by this provision.
Company will prepare an annual statement of
Company’s gross receipts for a dramatic
Derivative New Media Production which has
been licensed to domestic broadcast
syndication pursuant to an agreement entered
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into on or after July 1, 2020. The annual
statement will show cash, barter and any other
consideration received by Company from the
licensing to broadcast syndication of such
dramatic Derivative New Media Production and
may be inspected by the Guild at the premises
of Company upon notice by the Guild. The
information provided by Company to the Guild,
or made available for its inspection, will be
treated by the Guild as confidential and
appropriate arrangements will be made by the
Guild to safeguard the confidentiality of that
information.
(ii) Exhibition on Pay Television, Home Video, Basic
Cable and in an Interactive Program
For exhibition on pay television, the Company shall
pay residuals equal to 1.2% of Company’s
“accountable receipts” pursuant to Article 51.C.1.a. of
the MBA. For home video exploitation, the Company
shall pay residuals pursuant to Article 51.C.1.b. of the
MBA. For exhibition on basic cable, Company shall
pay pursuant to the provisions of Article 58 of the
MBA. For use of a Derivative New Media Production
in an “interactive program,” as defined in Article 64.A.,
the provisions of Article 64 shall apply.
(5) Separated Rights
If the writer of a Derivative New Media Production introduces a new
character in the Derivative New Media Production, and the
characterization of that character is fully developed and fully
described in the material written by the writer, and from such
development and description the character appears to be unique
and the principal creation of the writer, and if the Company uses
that character as the central character in a new television series, the
provisions of Article 16.B.1.d. will apply.
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3. Terms and Conditions for “Original New Media Productions” (Other than
“High Budget” Dramatic Original Programs and Series Made for a
Subscription Consumer Pay Platform)
The following provisions apply to “Original New Media Productions” other than
“high budget” dramatic original programs and series made for a subscription
consumer pay platform described in Paragraph 4 below.
a. Initial Compensation
Initial compensation will be subject to negotiation between the Company
and the individual writer.
b. Other Terms and Conditions
All terms and conditions of employment (other than credits as provided in
subparagraph (3) below) are subject to negotiation between the Company
and the individual writer.
(1) Applicable Provisions of the MBA. The following provisions of the
MBA are incorporated herein. To the extent the provisions herein
are inconsistent with the MBA, the provisions of this sideletter
control.
(a) Article 6, “Guild Shop (General).”
(b) Article 7, “No Strike No Lock-out Clause (General)”
(c) Article 10, “Grievance and Arbitration”
(d) Article 11, “Grievance and Arbitration Rules and Procedures”
(e) Article 12, “Court Proceedings”
(f) Article 13.B.9., “Time of Payment”
(g) Article 17, “Pension Plan and Health Fund”
(h) Article 35, “Recognition of Agreement (General)”
Except as provided herein, no other terms of the MBA shall apply to
the employment of such writer, or to the sale of such literary
material, unless agreed in writing between the writer and the
Company.
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(2) Written Contract of Employment. The Company shall tender a
written contract of employment to the writer within ten (10) days
following the commencement of his or her employment and shall
send a copy to the Guild within one (1) week after receipt by
Company of the executed contract.
(3) Screen Credit. The Company will submit a Notice of Tentative
Writing Credits to the Guild and participating writers for each
covered program produced for new media as soon as practicable
upon completion of principal photography. The parties agree to
discuss further whether modifications to the WGA credit
determination process should be made based on the nature of the
program writing, production and distribution. The Company shall be
required to accord screen credit to the writer if any other person
receives screen credit on the New Media Production. The writing
credit shall be in the form “Written by” for dramatic programs and in
the form “Writer(s)” for all other programs and must be accorded in
the same size and style of type as any other personal credit.
Credits may appear in the corner of the screen. “Click-through”
credits may be used.
(4) Residual Compensation.
(a) What Initial Compensation Covers
Initial compensation for an Original New Media Production
shall constitute payment for a twenty-six (26) consecutive
week period of use on any consumer pay new media platform
(hereinafter “consumer pay platform”), commencing with the
first day that the Original New Media Production is available
on any consumer pay platform, and all uses on free to the
consumer advertiser-supported platforms transmitted via new
media (hereinafter “advertiser-supported platforms”).
(b) Use on Consumer Pay Platforms
(i) No payment shall be due for any use on consumer pay
platforms for an Original New Media Production
budgeted below $25,000 per minute of actual program
material as exhibited.
(ii) For all uses of an Original New Media Production
budgeted at or above $25,000 per minute of actual
program material as exhibited on consumer pay
platforms (e.g., download-to-own, download-to-rent,
paid streaming) beyond the twenty-six (26)
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consecutive week period, the Company shall pay a
residual equal to 1.2% of the “accountable receipts,”
as defined in Paragraph 3 of the “Sideletter on
Exhibition of Motion Pictures Transmitted Via the
Internet,” attributable to the period beyond the twenty-
six (26) consecutive week use period.
(iii) Subparagraph (a) above shall apply to an Original
New Media Production initially released on a
consumer pay platform which is subsequently released
on an advertiser-supported platform or vice versa.
(c) Use in Traditional Media
The Company shall pay residuals for the use of an Original
New Media Production in “traditional media” (e.g., free
television, basic cable, pay television, home video) as a
supplemental use under existing MBA formulas.
(i) Free Television Exhibition
(A) Except with respect to exhibition of Original
New Media Productions that are more than
fifteen (15) minutes in length in network prime
time as provided in subparagraph (B) below and
with respect to broadcast syndication of
dramatic Original New Media Productions as
provided in subparagraph (C) below, residual
payments for free television exhibition of
Original New Media Productions shall be
computed as follows:
The new media exhibition of the Original New
Media Production shall constitute the first run
for purposes of calculating residual payments in
free television. The base figure used to
compute the residual payment shall be the base
amounts set forth in subparagraphs
2.b.(4)(b)(i)(A), (C), (D) or (E) above, as
applicable, as modified by subparagraph (F)
above, to the extent applicable, for a program of
the same category and length as the Original
New Media Production. The base figure for all
dramatic Original New Media Productions shall
be as provided in subparagraph 2.b.(4)(b)(i)(A)
above. If the program category has both a high
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budget and a low budget rate, then the base
shall be the base applicable to the low budget
category. If the program category has both a
prime time and a non-prime time rate, then the
residual base shall be the base applicable to
the non-prime time category. The residual base
shall be multiplied by the percentage applicable
to the run in question, except that payments for
network prime time shall be paid according to
the percentages for network non-prime time,
and the resulting product shall be the residual
payment.
If the lowest base amount for a particular type
of program covers programs up to ten (10) or
fifteen (15) minutes in length, then the base
shall be prorated for an Original New Media
Production ten (10) minutes or less in length in
five (5) minute increments, to a five (5) minute
rate for programs 0-5 minutes in length and to a
ten (10) minute rate for programs more than
five (5) minutes in length, but not exceeding ten
(10) minutes.
The foregoing payment is an aggregate
payment, to be allocated among all credited
writer(s).
(1) As an example, suppose that a five (5)
minute dramatic Original New Media
Production is exhibited for the first time in
network prime time. The applicable
residual base is the “bargain rate”
applicable minimum used for other than
network prime time low budget dramatic
programs fifteen (15) minutes or less in
length, prorated to five (5) minutes
because the Original New Media
Production is five (5) minutes or less in
length ($2,458 as of May 2, 2020). That
figure will be multiplied by 50%, the
percentage applicable to a second run
on a network, for a total residual
payment of $1,229.
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(2) If the same Original New Media
Production were exhibited a second time
on the network, that run would generate
a residual payment of $983 ($2,458 x
40%).
(3) As a further example, suppose that a
three (3) minute comedy-variety Original
New Media Production is exhibited for
the first time on a network, but not in
prime time. The residual base is the
minimum compensation per program set
forth in Appendix A, Article 13.B.2.a. for
a five (5) minute program ($2,065 as of
May 2, 2020). That figure will be
multiplied by 50%, the percentage
applicable to the second run on a
network, for a total residual payment of
$1,033.
(B) The formula for reruns in network prime time of
Original New Media Productions more than
fifteen (15) minutes in length is as follows: The
new media exhibition of the Original New Media
Production shall constitute the first run for
purposes of calculating residual payments for
use on free television. The residual payment
shall be the amount payable under the MBA for
a rerun in network prime time of a free
television motion picture or program of the
same type and length as the Original New
Media Production.
For dramatic programs, the residual payment
shall be one hundred percent (100%) of the
residual base for a story and teleplay as set
forth in Article 15.B.1.b.(2)(a) for a program of
the same category and length as the Original
New Media Production.
(1) For example, if a dramatic Original New
Media Production twenty (20) minutes in
length is shown once in network prime
time, the residual payment applicable to
that exhibition is $13,511 (as of May 2,
2020), the same payment applicable to
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the rerun of a thirty (30) minute other
than network television program in
network prime time. If the Original New
Media Production were run a second
time in network prime time, the same
payment would be due ($13,511).
(2) As another example, if a dramatic
Original New Media Production forty-
three (43) minutes in length were
exhibited once in network prime time, the
residual payment applicable to that
exhibition is $24,558 (as of May 2, 2020),
the same payment applicable to the
rerun of a sixty (60) minute other than
network prime time television program in
network prime time. If the Original New
Media Production were run a second
time in network prime time, the same
payment would be due ($24,558).
(C) Broadcast Syndication Sales of Dramatic
Original New Media Productions
If Company, on or after July 1, 2020, licenses a
dramatic Original New Media Production, the
literary material for which was written under this
MBA or any prior MBA covering Original New
Media Productions, for exhibition in broadcast
syndication in the United States and/or Canada,
Company shall pay to the credited writer(s) a
percentage residual of two percent (2%) of
Company’s ‘accountable receipts,’ as defined in
Article 51.C.1.a. of the MBA, derived therefrom,
in lieu of the payments required under the MBA
(or any prior MBA as applicable), including but
not limited to Paragraph 3.b.(4)(c)(i)(A) above of
this Sideletter and Article 15.B.1.b.(2)(c) and to
Article 15.B.1.b.(4) of the MBA for any residual
otherwise owed based on the exploitation of the
television series sequel rights. It is understood
that no payment shall be made to the writer with
separated rights as an exploitation of the
television sequel rights. The pro rata share
payable to each credited writer shall be the
same as provided in Article 51.C.5. The
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provisions of this subparagraph (C) apply to all
dramatic Original New Media Productions for
which a fixed residual or higher percentage
residual would otherwise be payable.
The foregoing does not apply to residuals for
reruns of a dramatic Original New Media
Production in network prime time as provided in
subparagraph 3.b.(4)(c)(i)(B) above. In
addition, the foregoing does not apply to a
license agreement, including options, entered
into prior to July 1, 2020. As an example,
assume that a current license agreement
covers the sale of the first and second seasons
of a dramatic series to broadcast syndication
and includes an option to license all subsequent
seasons of the series also to broadcast
syndication. Because the license agreement is
in effect before July 1, 2020, the sale of all
seasons of the series pursuant to the options
under the license agreement would not be
covered by this provision.
Company will prepare an annual statement of
Company’s gross receipts for a dramatic
Original New Media Production which has been
licensed to domestic broadcast syndication
pursuant to an agreement entered into on or
after July 1, 2020. The annual statement will
show cash, barter and any other consideration
received by Company from the licensing to
broadcast syndication of such dramatic Original
New Media Production and may be inspected
by the Guild at the premises of Company upon
notice by the Guild. The information provided
by Company to the Guild, or made available for
its inspection, will be treated by the Guild as
confidential and appropriate arrangements will
be made by the Guild to safeguard the
confidentiality of that information.
(ii) Exhibition on Pay Television, Home Video, Basic
Cable and in an Interactive Program
For exhibition on pay television, the Company shall
pay residuals equal to 1.2% of “Company’s
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accountable receipts” pursuant to Article 51.C.1.a. of
the MBA. For home video exploitation, the Company
shall pay residuals pursuant to Article 51.C.1.b. of the
MBA. For exhibition on basic cable, Company shall
pay pursuant to the provisions of Article 58 of the
MBA. For use of an Original New Media Production in
an “interactive program,” as defined in Article 64.A.,
the provisions of Article 64 shall apply.
(5) Separated Rights
(a) If the Company acquires literary material from a writer or
employs a writer to write literary material for exhibition on
new media and subsequently employs that writer to write a
television or theatrical motion picture based on such literary
material, the writer shall not be disqualified from having
separated rights under Article 16.A. or 16.B. of this Basic
Agreement solely because the motion picture was based on
literary material originally written for new media.
(b) For any Original New Media Production to which separation
of rights would apply if written for free television, the writer
shall retain the television and theatrical motion picture rights
specified in Article 16.B.2. and 16.B.3. of this Basic
Agreement, but only to the extent those rights apply to
television and theatrical exploitation and not to exploitation in
new media. The Company has the right to negotiate directly
with the writer at any time to acquire these rights. The rights
acquired after negotiation shall be set forth either in the
acquisition or employment contract with the writer or in a
separate contract and a separate consideration (other than
the consideration for the original employment or purchase)
shall be stated for such rights.
In the event that the writer of an Original New Media
Production to which separation of rights applies later qualifies
for separated rights pursuant to subparagraph (a) above,
then the writer’s rights under this subparagraph (b) shall be
extinguished and shall be replaced by the rights set forth in
Article 16.A. or Article 16.B., as applicable.
Should the writer desire to sell, license or otherwise dispose
of the television or theatrical rights as set forth above, the
Company shall have a right of first refusal thereof as follows:
At such time as writer shall receive from a third party a bona
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fide offer, and the writer desires to sell, license or otherwise
dispose of the rights involved on the terms of such offer,
writer will, by written notice to the Company, advise the
Company of the rights involved and of such terms. Within
seven (7) days (excluding non-business days as provided in
Article 43) after receipt of such notice, Company may, by
written notice to the writer, elect to purchase, license or
otherwise acquire the rights involved on the terms set forth in
writer’s notice, in which case Company and writer will enter
into an agreement upon such terms. If, within the seven (7)
day period, Company notifies the writer that it does not elect
to exercise its right of first refusal, or fails to give writer any
written notice, the writer shall be free to enter into an
agreement with such third party, but may not do so on terms
more favorable to the third party than those set forth in the
notice to the Company without again submitting the more
favorable terms to the Company for first refusal, as herein
provided.
(c) For any Original New Media Production to which separation
of rights would apply if written for free television, if the actual
cost of production is above $25,000 per minute of program
material (as exhibited) and the length of each program, as
exhibited on new media, is twenty (20) minutes or longer, the
writer of the literary material shall be entitled, in addition to
the rights set forth in subparagraph (b) above, to series
sequel payments in the amount of $1,355 ($1,389 effective
May 2, 2021 and $1,420 effective May 2, 2022) for each
Original New Media Production that is twenty (20) minutes or
longer that is produced based on the Original New Media
Production.
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4. Terms and Conditions for “High Budget” Derivative and Original Dramatic
New Media Productions Made for Initial Exhibition on a Subscription
Consumer Pay Platform
a. Grandfathering
(1) The terms and conditions set forth in this Paragraph 4 shall not
apply to any High Budget SVOD series that continues in production
on or after May 2, 2020 and was grandfathered, and remains
grandfathered, pursuant to Paragraph 4.a. of the 2017 Sideletter on
Literary Material Written for Programs Made for New Media (i.e., it is
subject to the 2014 or 2011 Sideletter on Literary Material Written
for Programs Made for New Media, as applicable). Any such series
shall continue to be grandfathered if it continues to meet the
applicable test in Paragraph 4.a. of the 2017 or 2014 Sideletter and
shall not be subject to the 2020 Sideletter on Literary Material
Written for Programs Made for New Media, except that for episodes
of such series written on or after May 2, 2020 and subject to a bona
fide license agreement entered into between May 2, 2014 and May
1, 2017 (i.e., grandfathered under Paragraph 4.a. of the 2017
Sideletter and subject to the 2014 Sideletter on Literary Material
Written for Programs Made for New Media):
(a) the minimum initial compensation rates shall be as set forth
in the Attachment to this Sideletter at page 682;
(b) the pension and health contribution rates set forth in Article
17 of the 2020 MBA shall apply; and
(c) the Paid Parental Leave Fund contribution rate set forth in
Article 71 of the 2020 MBA shall apply.
(2) In addition, this Paragraph 4 shall not apply to any program or
series budgeted at less than $1,300,000 for a 20-35 minute program
or less than $2,500,000 for a 36-65 minute program as of August 2,
2020 that would otherwise qualify as a “High Budget SVOD
Program” under the 2020 MBA. Instead, such program or series
shall be subject to Paragraph 2. if a “Derivative New Media
Production” (other than a “High Budget SVOD Program”) or
Paragraph 3. if an “Original New Media Production” (other than a
“High Budget SVOD Program”) of the 2020 Sideletter on Literary
Material Written for Programs Made for New Media, if:
(a) the literary material for the program, or for the first episode in
the case of a series, is written prior to August 2, 2020; or
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(b) the literary material for the program, or for the first episode in
the case of a series, is written on or after August 2, 2020
pursuant to a license agreement entered into prior to that
date.
1, 2
(3) Except as provided otherwise in subparagraphs (1) and (2) above:
Subject to the next paragraph, any High Budget SVOD Program, the
literary material for which is written on or after May 2, 2020,
pursuant to a license agreement entered into prior to August 2,
2020,
3,
4
shall be subject to the 2017 Sideletter on Literary Material
Written for Programs Made for New Media instead of the 2020
Sideletter on Literary Material Written for Programs Made for New
Media, except that the minimum initial compensation rates, the
1
If the licensee orders additional programs or episodes of the series, the literary material for which is
written on or after August 2, 2020, pursuant to a license agreement entered into prior to that date, and the
Company has the right to negotiate with respect to the material terms and conditions of the license for the
additional programs or episodes, then the program or episodes of the series shall be subject to the terms
of 2020 Sideletter on Literary Material Written for Programs Made for New Media.
2
The Company shall notify the Guild of any such license agreement that it enters into prior to August 2,
2020. The notice shall include the name of the licensee, the term of the license agreement, the license
fee, the number of programs or the number of minutes of programming to be produced under the license
agreement, the anticipated start date of principal photography, the anticipated date of delivery of the
program or series, and whether the licensee has an option to order additional programs or series under
the license agreement and, if so, whether the material terms and conditions applicable to such additional
programs or series are fixed in the license agreement or are subject to negotiation. At the Guild’s request,
the Company must make an unredacted license agreement available for inspection at the Company's
office in Los Angeles subject to a confidentiality agreement equivalent to those governing new media
license agreement inspections.
3
If the licensee orders additional High Budget SVOD Programs or episodes of a High Budget SVOD
series, the literary material for which is written on or after May 2, 2020, pursuant to a license agreement
entered into prior to August 2, 2020, and the Company has the right to negotiate with respect to the
material terms and conditions of the license for the additional programs or episodes, then the High Budget
SVOD Program or episodes of the High Budget SVOD series shall be subject to the terms of the 2020
Sideletter on Literary Material Written for Programs Made for New Media.
4
The Company shall notify the Guild of any such license agreement that it enters into prior to August 2,
2020. The notice shall include the name of the licensee, the term of the license agreement, the license
fee, the number of programs or the number of minutes of programming to be produced under the license
agreement, the anticipated start date of principal photography, the anticipated date of delivery of the
program or series, and whether the licensee has an option to order additional programs or series under
the license agreement and, if so, whether the material terms and conditions applicable to such additional
programs or series are fixed in the license agreement or are subject to negotiation. At the Guild's request,
the Company must make an unredacted license agreement available for inspection at the Company's
office in Los Angeles subject to a confidentiality agreement equivalent to those governing new media
license agreement inspections.
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pension and health contribution rates and the Paid Parental Leav e
Fund contribution rate shall be as set forth in the 2020 MBA.
There shall be no grandfathering with respect to any new season of
a High Budget SVOD series covered under this subparagraph
4.a.(3) for which the principal photography of the first episode of the
new season commences on or after July 1, 2021. All episodes of
that season and any subsequent seasons of the series shall be
subject to the terms and conditions (including residuals) applicable
at the time the writer is employed to provide writing services and/or
literary material is acquired from the writer.
Examples of High Budget SVOD “grandfathering” scenarios are set
forth below.
Example 1:
A license for a High Budget SVOD series is first entered into on May
2, 2016.
• The literary material for Season 1 is written between May 2,
2016 and May 1, 2017;
• The literary material for Season 2 is written between
May 2, 2017 and May 1, 2018;
• The literary material for Season 3 is written between
May 2, 2018 and May 1, 2019;
• The literary material for Season 4 is written between
May 2, 2019 and May 1, 2020;
• The literary material for Season 5 is written between
May 2, 2020 and May 1, 2021; and
• The literary material for Season 6 is written between
May 2, 2021 and May 1, 2022 and principal
photography of the first episode of Season 6
commences after July 1, 2021.
In this example, the entire series would remain grandfathered and
subject to the terms of the 2014 Sideletter on Literary Material
Written for Programs Made for New Media, and not subject to the
2020 Sideletter on Literary Material Written for Programs Made for
New Media, except that for Seasons 5 and 6, the minimum initial
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compensation rates and fringe rates, including the contribution to
the Paid Parental Leave Fund, would be as negotiated in the 2020
negotiations.
Example 2:
A license for a High Budget SVOD series is first entered into on May
2, 2018.
• The literary material for Season 1 is written between May 2,
2018 and May 1, 2019;
• The literary material for Season 2 is written between May 2,
2019 and May 1, 2020;
• The literary material for Season 3 is written between May 2,
2020 and May 1, 2021; and
• The literary material for Season 4 is written between May 2,
2021 and May 1, 2022 and principal photography of the first
episode of Season 4 commences after July 1, 2021.
Seasons 1 and 2 were written under the terms of the 2017
Sideletter on Literary Material Written for Programs Made for New
Media, and those terms would remain applicable.
Season 3 would be grandfathered, and would be subject to the
2017 Sideletter on Literary Material Written for Programs Made for
New Media, except that the minimum initial compensation rates and
fringe rates, including the contribution to the Paid Parental Leave
Fund, would be as negotiated in the 2020 negotiations.
Season 4 would not be grandfathered, and would be subject to the
2020 Sideletter on Literary Material Written for Programs Made for
New Media.
Example 3:
A license for a High Budget SVOD series is first entered into on May
2, 2019.
• The literary material for Season 1 is written between May 2,
2019 and May 1, 2020;
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• The literary material for Season 2 is written between July 2,
2020 and May 1, 2021; and principal photography of the first
episode of Season 2 commences after July 1, 2021.
Season 1 was written under the terms of the 2017 Sideletter on
Literary Material Written for Programs Made for New Media, and
those terms would remain applicable.
Season 2 would be initially treated as grandfathered, subject to the
2017 Sideletter on Literary Material Written for Programs Made for
New Media, except that the minimum initial compensation rates and
fringe rates, including the contribution to the Paid Parental Leave
Fund, would be as negotiated in the 2020 negotiations; however,
Season 2 would lose grandfathered status because principal
photography of the first episode of Season 2 occurs after July 1,
2021, making Season 2 subject to the 2020 Sideletter on Literary
Material Written for Programs Made for New Media for residuals
purposes. (The subscriber tier that applied at the time the literary
material for Season 2 was written remains the applicable subscriber
tier for all purposes.)
Example 4:
A license for a High Budget SVOD series is first entered into on
March 1, 2019.
• The literary material for the pilot is written in January 2019;
• The literary material for Season 1 is written between March 1,
2019 and September 30, 2020; and
• The literary material for Season 2 is written between January
1, 2021 and April 30, 2021 and principal photography of the
first episode of Season 2 commences after July 1, 2021;
The pilot was written under the terms of the 2017 Sideletter on
Literary Material Written for Programs Made for New Media, and
those terms would remain applicable.
Season 1 would be grandfathered, and would be subject to the
2017 Sideletter on Literary Material Written for Programs Made for
New Media except that the minimum initial compensation rates and
fringe rates, including the contribution to the Paid Parental Leave
Fund, as negotiated in the 2020 negotiations would apply to literary
material written on or after May 2, 2020.
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FOR PROGRAMS MADE FOR NEW MEDIA
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Season 2 would not be grandfathered because principal
photography of the first episode of the season began after July 1,
2021, and would be subject to the 2020 Sideletter on Literary
Material Written for Programs Made for New Media. (The
subscriber tier that applied at the time the literary material for
Season 2 was written remains the applicable subscriber tier for all
purposes.)
b. “High Budget SVOD Programs” Defined
The terms and conditions set forth in Paragraph 4 of this Sideletter shall be
applicable only to derivative and original dramatic new media productions
made for initial exhibition on a subscription video-on-demand consumer
pay platform which meet the following “high budget” criteria (hereinafter
“High Budget SVOD Program(s)”) and are not “grandfathered” under
subparagraph 4.a. above:
Length of Program as
Initially Exhibited
*
“High Budget” Threshold
20-35 Minutes $1,000,000 and above effective August 2,
2020 ($1,030,000 and above effective May 2,
2022) (See subparagraph 4.a.(2) of this
Sideletter for the grandfathering of certain
programs or series budgeted at less than
$1,300,000 as of August 2, 2020).
36-65 Minutes $1,700,000 and above effective August 2,
2020 ($1,750,000 and above effective May 2,
2022) (See subparagraph 4.a.(2) of this
Sideletter for the grandfathering of certain
programs or series budgeted at less than
$2,500,000 as of August 2, 2020).
66 Minutes or more $3,000,000 and above
* Programs less than 20 minutes are not considered “high budget” for the
purpose of this Sideletter, regardless of their budgets.
c. Minimum Initial Compensation for Story and Teleplay
(1) Minimum initial compensation for writers employed on a High
Budget SVOD Program intended for initial exhibition on a
subscription consumer pay new media platform with 20 million or
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more subscribers in the United States and Canada shall be as
follows:
Program Length Budget Tier Rate
20-35 Minutes Tier 1: $2,100,000 or more Article 13.B.7.d.
Tier 2: $1,000,000 or more
($1,030,000 or more effective
May 2, 2022) but less than
$2,100,000
Article 13.B.7.a., b. or c.,
as applicable
36-65 Minutes Tier 1: $3,800,000 or more Article 13.B.7.d.
Tier 2: $1,700,000 or more
($1,750,000 or more effective
May 2, 2022) but less than
$3,800,000
Article 13.B.7.a., b., or c.,
as applicable
66-95 Minutes Tier 1: $4,000,000 or more Article 13.B.7.d.
Tier 2: $3,000,000 or more but
less than $4,000,000
Article 13.B.7.a., b., or c.,
as applicable
96 Minutes or
more
Tier 1: $4,500,000 (plus
$2,250,000 for each additional
35 minutes or portion thereof) or
more
Article 13.B.7.d.
Tier 2: $3,000,000 or more but
less than $4,500,000 (plus
$2,250,000 for each additional
35 minutes or portion thereof) or
more
Article 13.B.7.a., b., or c.,
as applicable
(2) Minimum initial compensation for writers employed on a High
Budget SVOD Program intended for initial exhibition on a
subscription consumer pay new media platform with fewer than 20
million subscribers in the United States and Canada shall be as
provided in Article 13.B.7.a., b., or c., as applicable.
(3) For purposes of determining applicable minimum compensation
under subparagraphs (1) and (2) above, a High Budget SVOD
Program between 20 and 35 minutes in length shall be treated as a
30-minute program; a High Budget SVOD Program between 36 and
65 minutes shall be treated as a 60-minute program; a High Budget
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SVOD Program between 66 and 95 minutes shall be treated as a
90-minute program; and a High Budget SVOD Program 96 minutes
or longer shall be treated as a 120-minute program.
5
d. Other Terms and Conditions for High Budget SVOD Programs
Except as otherwise provided herein, the terms and conditions applicable
to High Budget SVOD Programs in Tier 1 intended for initial exhibition on a
subscription consumer pay new media platform with 20 million or more
subscribers in the United States and Canada shall be those applicable to
programs made for network prime time, and the terms and conditions
applicable to all other High Budget SVOD Programs shall be those
applicable to programs made for basic cable, subject to the following
clarifications and modifications:
(1) Article 13.B.7.r. shall not apply to any High Budget SVOD Program.
(2) Article 14.G. shall not apply to any High Budget SVOD Program.
(3) Article 20.B.3.e. shall not apply to any High Budget SVOD Program.
(4) A High Budget SVOD Program between 20 and 35 minutes in
length shall be treated as a 30-minute program; a High Budget
SVOD Program between 36 and 65 minutes shall be treated as a
60-minute program; a High Budget SVOD Program between 66 and
95 minutes shall be treated as a 90-minute program; and a High
Budget SVOD Program 96 minutes or longer shall be treated as a
120-minute program.
5
e. Residual Compensation
(1) Initial compensation paid to the credited writer(s) of a High Budget
SVOD Program intended for initial exhibition on a subscription
consumer pay new media platform constitutes payment for ninety
(90) days of use worldwide on such platform (including any related
or affiliated foreign subscription consumer pay platform(s)),
5
For purposes of determining the applicable minimum compensation and other terms and conditions
under Paragraph 4 of this Sideletter, the parties agree that an episode of a High Budget SVOD series may
exceed the “program length” which applies to a typical episode of the series by up to three (3) minutes
without becoming subject to the terms and conditions applicable to the next highest program length. (For
example, if a typical episode of a High Budget SVOD series falls in the 20-35 minute category, a given
episode of such series which is 38 minutes in length will still be subject to the compensation and terms
and conditions applicable to a program between 20 and 35 minutes in length.) The parties further confirm
that this applies to High Budget SVOD Programs produced under the Sideletter on Literary Material
Written for New Media to the 2014 and 2017 MBAs.
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FOR PROGRAMS MADE FOR NEW MEDIA
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commencing with the first day the High Budget SVOD Program is
available on such subscription consumer pay platform(s).
Company shall pay to such credited writer(s) residual compensation
as set forth below.
(2) Subsequent Use on the Domestic Subscription Consumer Pay
Platform on Which the High Budget SVOD Program Was Initially
Exhibited.
For use on the subscription consumer pay platform in the United
States and Canada on which the High Budget SVOD Program is
initially exhibited during the first exhibition year after the ninety (90)
day period following the initial availability of the Program on such
platform, and for each year of domestic use thereafter, the
Company shall pay residuals calculated by multiplying the
applicable residual base set forth in subparagraph (a) below by the
applicable percentage for the period of use set forth in
subparagraph (b) below and by the subscriber factor set forth in
subparagraph (c) below.
(a) Base for High Budget SVOD Program Residual
The following residual bases are applicable to a one-time
High Budget SVOD Program or an episode of a High Budget
SVOD series and shall apply in perpetuity to that program or
episode:
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FOR PROGRAMS MADE FOR NEW MEDIA
PARAGRAPH 4 - TERMS AND CONDITIONS FOR “HIGH BUDGET”
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Program Length in Minutes Story Teleplay Story and
Teleplay
20-35 minutes
05/02/20-05/01/21 $ 6,073 $ 9,861 $15,178
05/02/21-05/01/23 6,528 10,601 16,316
36-65 minutes
05/02/20-05/01/21 11,034 19,111 27,588
05/02/21-05/01/23 11,862 20,544 29,657
66-95 minutes*
05/02/20-05/01/21 16,583 29,396 41,460
05/02/21-05/01/23 17,827 31,601 44,570
96 minutes or more*
05/02/20-05/01/21 21,732 38,989 54,332
05/02/21-05/01/23 23,362 41,913 58,407
*The residual base for a High Budget SVOD Program that is
85 minutes or longer with a budget of $13 million or more and
made for a subscription consumer pay platform with 20
million or more domestic subscribers shall be the applicable
minimum as set forth in Article 13.B.7.a., b. and c. for a
program length in minutes of either “90 or less (but more than
75)” or “120 or less (but more than 90),” as applicable.
(b) Percentage of Above Base Rate Payable for Residuals
Exhibition Year* Percentage of Applicable
High Budget SVOD Program
Residual Base
Year 1* 45.0%
Year 2 40.0%
Year 3 35.0%
Year 4 25.0%
Year 5 20.0%
Year 6 15.0%
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Exhibition Year* Percentage of Applicable
High Budget SVOD Program
Residual Base
Year 7 10.0%
Year 8 8.0%
Year 9 5.0%
Year 10 4.5%
Year 11 3.0%
Year 12 2.5%
Each Year thereafter 1.5%
*Exhibition Year 1 shall commence on the first day that the
High Budget SVOD Program is made available for exhibition
on the subscription pay platform following ninety (90) days
after the initial exhibition date. Each Exhibition Year
thereafter shall commence with the first day that the High
Budget SVOD Program is made available for exhibition on
the subscription consumer pay platform following the
conclusion of the prior one-year use period.
(c) Subscriber Factor
Subscriber
Tier
Domestic Subscribers Subscriber
Factor
1 Under 1 million 20%*
2 1 million to 5 million 40.0%
3 Over 5 million
but fewer than 20 million
65.0%
4 20 million to 45 million 100.0%
5 Over 45 million 150.0%
*No residual shall be owed for the first year of exhibition of a
High Budget SVOD Program or series produced for initial
exhibition on a subscription consumer pay platform with
fewer than 1,000,000 domestic subscribers.
(d) Payment
Payment for each Exhibition Year shall be due sixty (60) days
after the end of the calendar quarter in which the High
Budget SVOD Program was first made available in that
Exhibition Year.
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FOR PROGRAMS MADE FOR NEW MEDIA
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(3) Use on a Foreign Subscription Consumer Pay Platform Related to
or Affiliated with the Domestic Subscription Consumer Pay
Platform
6, 7
(a) Foreign Subscription Consumer Pay Platforms Related to or
Affiliated with a Domestic Subscription Consumer Pay
Platform with Over 45 Million Subscribers.
(i) When Company licenses the right to exhibit a High
Budget SVOD Program to a domestic subscription
consumer pay platform with over 45 million
subscribers and also licenses SVOD rights for use on
its related or affiliated foreign subscription consumer
pay platform(s), Company shall pay a fixed residual for
each exhibition year of use in foreign markets (after an
initial ninety (90) consecutive day window measured
from initial availability on the domestic subscription
consumer pay platform) that is thirty-five percent
(35%) of the domestic residual set forth in
subparagraph 4.e.(2) above.
Payment of the additional fixed residual above shall
cover worldwide use of the High Budget SVOD
Program on all foreign subscription consumer pay
platforms for the applicable exhibition year.
(ii) However, when Company’s license includes the SVOD
rights for use on the related or affiliated foreign
subscription consumer pay platform(s) of such
domestic subscription consumer pay platform in
foreign territories which constitute fifteen percent
(15%) or less of the value of all foreign markets (i.e.,
outside the United States and Canada), then gross
receipts-based residuals for such foreign SVOD
licensing shall be paid pursuant to subparagraph
4.e.(2)(b)(ii) below in lieu of the foreign fixed residual
in subparagraph 4.e.(2)(a)(i) above. In that case, the
Company shall allocate a fair and reasonable portion
6
Residuals shall also be payable under this provision when the Company is related to or affiliated with the
domestic subscription consumer pay platform that is related to or affiliated with the foreign subscription
consumer pay platform.
7
It is understood that this provision also applies when a subscription consumer pay platform that holds
foreign exhibition rights sublicenses those rights.
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of the license fee to the foreign territories for which
related or affiliated foreign subscription consumer pay
platform(s) have exhibition rights, and make a residual
payment equal to 1.2% of such allocated amount.
8
,
9
If
the Guild contends that the amount so allocated was
not fair and reasonable, such claim may be submitted
to arbitration. In the event the arbitrator finds that
such allocation was not fair and reasonable, he or she
shall determine the fair and reasonable amount to be
allocated.
(b) Foreign Subscription Consumer Pay Platforms Related to or
Affiliated with a Domestic Subscription Consumer Pay
Platform with 45 Million or Fewer Subscribers.
(i) When a Company licenses the right to exhibit a High
Budget SVOD Program to a domestic subscription
consumer pay platform with 45 million or fewer
subscribers and also licenses “worldwide” SVOD rights
to its related or affiliated foreign subscription consumer
pay platform(s), the Company shall pay a fixed
residual for each exhibition year of use in foreign
markets (after an initial ninety (90) consecutive day
window measured from initial exhibition on the
domestic subscription consumer pay platform) that is
an additional percentage of the domestic residual set
forth in subparagraph 4.e.(2) above according to the
schedule in subparagraph 4.e.(3)(a)(i) above.
(ii) When a Company licenses the right to exhibit a High
Budget SVOD Program to a domestic subscription
consumer pay platform with 45 million or fewer
subscribers and also licenses foreign SVOD rights
other than “worldwide” to its related or affiliated foreign
8
If the Company is related to or affiliated with the domestic subscription consumer pay platform that is
related to or affiliated with the foreign subscription consumer pay platform, the allocation shall be
measured by the exhibitor's payments to unrelated or unaffiliated entities in arm’s length transactions for
comparable programs, or, if none, then the amounts received by the Company from unrelated and
unaffiliated exhibitors in arm’s length transactions, or, if none, a comparable exhibitor's payments to
comparable unrelated and unaffiliated entities in arm’s length transactions for comparable programs.
9
At the Guild's request, the Company must make an unredacted license agreement available for
inspection at the Company’s office subject to a confidentiality agreement equivalent to those governing
new media license agreement inspections as described in the Sideletter on the Exhibition of Motion
Pictures Transmitted Via New Media.
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subscription consumer pay platform(s), the Company
shall make a residual payment equal to 1.2% of
“accountable receipts” as defined in Paragraph 3 of
the Sideletter on Exhibition of Motion Pictures
Transmitted Via New Media. For purposes of this
provision, when the license includes both the right to
exhibit a High Budget SVOD Program on a domestic
subscription consumer pay platform and on its related
or affiliated foreign consumer pay platform(s), the
Company shall allocate a fair and reasonable portion
of the license fee to the foreign territories for which
related or affiliated foreign subscription consumer pay
platform(s) have exhibition rights, and then make the
residual payment provided herein of such allocated
amount.
10, 11
If the Guild contends that the amount so
allocated was not fair and reasonable, such claim may
be submitted to arbitration. In the event the arbitrator
finds that such allocation was not fair and reasonable,
he or she shall determine the fair and reasonable
amount to be allocated.
(4) For subsequent exhibition of a High Budget SVOD Program on any
subscription consumer pay new media platform other than the
domestic subscription consumer pay platform on which the program
was initially exhibited and its related or affiliated foreign subscription
consumer pay platform(s) (other than on a foreign subscription
consumer pay platform for which the fixed residual has been paid
pursuant to subparagraphs 4.e.(3)(a)(i) or 4.e.(3)(b)(i) above), the
Company shall make a residual payment equal to 1.2% of
Company’s “accountable receipts” as defined in Paragraph 3 of the
Sideletter on Exhibition of Motion Pictures Transmitted Via New
Media.
(5) For subsequent exhibition of a High Budget SVOD Program on any
consumer pay new media platform other than a subscription
10
If the Company is related to or affiliated with the domestic subscription consumer pay platform that is
related to or affiliated with the foreign subscription consumer pay platform, the allocation shall be
measured by the exhibitor’s payments to unrelated or unaffiliated entities in arm’s length transactions for
comparable programs, or, if none, then the amounts received by the Company from unrelated and
unaffiliated exhibitors in arm’s length transactions, or, if none, a comparable exhibitor’s payments to
comparable unrelated and unaffiliated entities in arm’s length transactions for comparable programs.
11
At the Guild’s request, the Company must make an unredacted license agreement available for
inspection at the Company’s office subject to a confidentiality agreement equivalent to those governing
new media license agreement inspections as described in the Sideletter on Exhibition of Motion Pictures
Transmitted Via New Media.
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FOR PROGRAMS MADE FOR NEW MEDIA
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670
consumer pay platform (i.e., on a transactional consumer pay
platform involving download-to-own or download-to-rent
transactions), the Company shall make a residual payment equal to
1.2% of Company’s “accountable receipts” as defined in Paragraph
3 of the Sideletter on Exhibition of Motion Pictures Transmitted Via
New Media.
(6) Except as provided in subparagraph (c) below:
(a) For subsequent exhibition of a High Budget SVOD Program
on a free-to-the-consumer/advertiser-supported new media
platform (other than a free-to-the-consumer/advertiser-
supported new media platform that is related to or affiliated
with the SVOD platform for which the High Budget SVOD
Program is made), the Company shall make a residual
payment equal to 2% of Company's "accountable receipts" as
defined in Paragraph 3 of the Sideletter on Exhibition of
Motion Pictures Transmitted Via New Media.
(b) For subsequent exhibition of a High Budget SVOD Program
on any free-to-the-consumer/advertiser-supported new media
platform that is related to or affiliated with the SVOD platform
for which the High Budget Program is made, the Company
shall make a residual payment pursuant to Paragraph 2.b.(4)
of the Sideletter on Exhibition of Motion Pictures Transmitted
Via New Media as if such High Budget SVOD Program were
a television motion picture, except that:
(i) The residual base for calculating the fixed residual
under Paragraph 2.b.(4)(A) of the Sideletter on
Exhibition of Motion Pictures Transmitted Via New
Media shall be the applicable “Base for High Budget
SVOD Program Residual” under Paragraph 4.e.(2)(a)
of this Sideletter.
(ii) The twenty-six (26) consecutive week periods
described in Paragraph 2.b.4.(A) and (B) of the
Sideletter on Exhibition of Motion Pictures Transmitted
Via New Media shall be measured from the date the
High Budget SVOD Program is first made available on
the SVOD platform. Likewise, the one (1) year period
described in Paragraph 2.b.4.(A) and (B) of that
Sideletter shall be measured from the date the High
Budget SVOD Program is first made available on the
SVOD platform.
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(iii) The residual described in subparagraph (a) above
(i.e., 2% of Company's “accountable receipts”) shall be
payable if the High Budget SVOD Program is made
available on the related or affiliated
free-to-the-consumer/ advertiser-supported new media
platform after the expiration of the one (1) year period
following the date the High Budget SVOD Program is
first made available on the SVOD platform.
(c) Notwithstanding the provisions of subparagraphs (a) and (b)
above, Company shall have the right to exhibit a High Budget
SVOD Program (including any one-time program or the first
three (3) episodes of a new series), without any additional
payment, on any free-to-the-consumer/ advertiser-supported
new media platform for a period of seven (7) consecutive
days for the purpose of promoting the High Budget SVOD
Program.
(7) When the Company’s “accountable receipts” derived from any such
licensing of High Budget SVOD Programs are received from a
related or affiliated entity that acts as the exhibitor/retailer of the
program, then the Company’s “accountable receipts” received by
the Company from the licensing of such rights shall be measured by
the exhibitor/retailer’s payments to unrelated and unaffiliated entities
in arm’s length transactions for comparable programs or series or, if
none, the amounts received by the Company from unrelated and
unaffiliated exhibitors/retailers in arm’s length transactions for
comparable programs or series, or, if none, a comparable
exhibitor/retailer’s payments to comparable unrelated and
unaffiliated entities in arm’s length transactions for comparable
programs or series.
(8) For use of a Derivative High Budget SVOD Program in traditional
media (e.g., free television, basic cable, pay television or home
video), the Company shall pay residuals as a supplemental use as
set forth in Paragraph 2.b.(4)(e) of this Sideletter; for use of an
Original High Budget SVOD Program in traditional media, the
Company shall pay residuals as a supplemental use as set forth in
Paragraph 3.b.(4)(c) of this Sideletter.
f. Screen Credit
Screen credit for High Budget SVOD Programs shall be subject to the
provisions of Television Schedule A as modified below. As to material
marked “not applicable,” or if material in Television Schedule A is
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inconsistent with this Paragraph 4.f., Television Schedule A shall not apply.
The substance of material marked “not applicable” may be covered in
other paragraphs of this Paragraph 4.f., or may be omitted entirely.
1. Television Schedule A applies, except as follows:
(a) The word “television” shall be deleted from the term
“television screen.”
(b) In the second paragraph, the reference to “television motion
picture” shall be replaced with “High Budget SVOD Program.”
(c) The first sentence of the third paragraph shall be revised as
follows: “Subject to contractual commitments which may
exist on May 2, 2020, a writer who is entitled to credit on the
screen and who has been paid or has been guaranteed
payment of less than three (3) times the applicable minimum
provided for in Paragraph 4 of this Sideletter for his/her
writing services or literary materials relating to the particular
teleplay, shall have the right to have credit given to him/her
on the screen, advertising or otherwise in a reasonable
pseudonymous name.”
2. Television Schedule A applies, except as follows:
(a) In Paragraphs 2.a. and 2.b., the references to “television
writer” shall be replaced with “writer of a High Budget SVOD
Program.”
(b) In the first paragraph of Paragraph 2.d., the reference to
“television motion picture” shall be replaced with “High
Budget SVOD Program.”
(c) The third paragraph of Paragraph 2.e. is not applicable.
3. The reference to “Article 13.B.1.b.” shall be replaced with
“Paragraph 4 of this Sideletter.”
4. Television Schedule A applies, except the phrase “revues, variety
and audience participation shows” is not applicable.
5. The reference to “Article 13.B.7.c.” shall be replaced with
“Paragraph 4 of this Sideletter.”
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6. The word “television” shall be deleted from the term “television
screen.”
7. Television Schedule A applies, except that: the word “television”
shall be deleted from the term “television screen;” Paragraph 7.e.,
references to “television writer or writers” shall be replaced with
“writer or writers of High Budget SVOD Program;” the date “March
18, 1957" shall be replaced with “May 2, 2014;” and the term
“television” shall be stricken from the phrase “television writing
credit.”
8. and 9. Television Schedule A applies.
10. Television Schedule A applies, except that the date “March 2, 1981"
shall be replaced with “May 2, 2014.”
11., 12., 13., and 14. Television Schedule A applies.
15. Television Schedule A applies, except that the Company may
provide notices via email.
16. Television Schedule A applies, except as provided in Paragraph
4.f.15. above.
17., 18., 19., and 20. Television Schedule A applies.
21. Television Schedule A applies, except as follows:
(a) The first sentence of Paragraph 21 shall be replaced with the
following:
“Writing credit for High Budget SVOD Programs 96 minutes
or longer shall be included in publicity releases issued by the
Company relating to the motion picture when the producer
and the director are mentioned, whether in the form of a
‘production’ or ‘presentation’ credit or otherwise, except when
such release is restricted to information about such individual
or individuals.”
(b) References to “long-form television motion picture(s)” shall
be replaced with “High Budget SVOD Programs 96 minutes
or longer” and references to “television” and “laserdiscs” shall
be deleted.
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22. Television Schedule A applies, except the parenthetical in
Paragraph 22.b. is not applicable.
23. Television Schedule A applies, except as follows:
(a) The first sentence of Paragraph 23 shall be replaced with the
following:
“A credit on the screen in the form ‘Created by’ shall be given
on each episode of an episodic series or serial to the writer
when such writer has separated rights and is entitled to
sequel payments for such episode pursuant to Paragraph
4.g. of this Sideletter.”
(b) The dates “June 16, 1966" and “March 2, 1981" shall be
replaced with “May 2, 2014.”
(c) The first sentence of Paragraph 23.b. shall be replaced with
the following:
“With regard to any episodic series or serial in which a writer
subject to this Sideletter has separated rights, is entitled to
sequel payments under Paragraph 4.g. of this Sideletter, and
receives a ‘Created by’ credit, if the Company desires to
grant a ‘Developed by’ credit, such credit may only be given
for writing and shall be subject to a Guild arbitration to
determine its appropriateness.”
24. Television Schedule A applies.
25. Television Schedule A applies, except that, in the title of the “Notice
of Tentative Writing Credits,” the word “Television” shall be replaced
with “High Budget Dramatic SVOD.”
26. Television Schedule A applies.
27. Television Schedule A applies, except the reference to “correct each
print before such print is retelecast” shall be replaced with “provide
the new media exhibitor service(s) with a corrected file as soon as
practicable.”
28. Television Schedule A applies.
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29. The “circumstances” referenced in Paragraph 29 shall include, but
are not limited to, circumstances unique to forms of distribution or
exhibition in new media.
30. Television Schedule A applies.
31. Television Schedule A applies.
g. Separated Rights
The provisions of Article 16.B. shall apply to High Budget SVOD Programs
as modified below:
(1) Article 16.B.1. applies, except:
(a) Substitute “High Budget SVOD Program” for “television
motion picture,” “High Budget SVOD Programs” for “television
motion pictures” and in subparagraph “c.” of Article 16.B.1.,
“High Budget SVOD Program” for “production of a television
motion picture.”
(b) In subparagraph “d,” of Article 16.B.1., add “comprised of
High Budget SVOD Programs” after “a serial or episodic
series” and before “(herein called ‘new serial or new episodic
series’).”
(2) Article 16.B.2. applies, except:
(a) Add “(a High Budget SVOD Program of more than sixty-five
(65) minutes in length)” after the reference to “a program of
more than sixty (60) minutes in length” in Article 16.B.2.a.(1).
(b) Delete the reference to “only to sixty percent (60%) of said
amount for fifteen minute episodes, but shall be entitled” and
change “sixty (60) minute episodes” to “thirty-six (36) to
ninety-five (95) minute episodes in the case of a High Budget
SVOD Program)” and “ninety (90) minute or longer episodes”
to “ninety-six (96) minute or longer episodes in the case of a
High Budget SVOD Program” in the third paragraph of Article
16.B.2.a. (beginning “For such literary material...”).
(c) Add a sentence at the end of the third paragraph of Article
16.B.2.a. (beginning “For such literary material...”) to read as
follows: “It is understood that residual sequel payments are
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not applicable for exhibitions of High Budget SVOD Programs
on any new media platform.”
(d) Modify the first sentence of Article 16.B.2.b. to provide:
“The ‘first MOW,’ for purposes of this Section, is a television
motion picture ninety (90) minutes or longer, or a High
Budget SVOD Program ninety-six (96) minutes or longer, to
which the separation of rights provisions of this Article 16.B.
apply. ‘MOW sequels’ are programs ninety (90) minutes or
longer, or High Budget SVOD Programs ninety-six (96)
minutes or longer, which are ordered subsequent to the
exhibition of the first MOW and are other than an exploitation
of the series sequel rights.”
(e) Add a sentence at the end of the seventh paragraph of
Article 16.B.2.b. as follows: “It is understood that residual
sequel payments are not applicable for exhibitions of High
Budget SVOD Programs ninety-six (96) minutes or longer on
any new media platform.”
(3) Article 16.B.3. applies, except:
(a) Modify Article 16.B.3.b.(1) to provide:
“(1) The live television rights until a date three and one-half
(3½) years after the first broadcast of the television
motion picture or the date of first availability of the
High Budget SVOD Program, or a date five (5) years
after the delivery of the story and teleplay, whichever
shall be earlier.”
(b) Modify Article 16.B.3.b.(2) to provide:
“(2) The right to broadcast directly by television, or make
available in new media, a live dramatic presentation of
the material, in the exercise of the reserved dramatic
rights until a date three and one-half (3½) years after
the first broadcast of the television motion picture or
the date of first availability of the High Budget SVOD
Program, or a date five (5) years after the delivery of
the story or story and teleplay, whichever shall be
earlier.”
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(c) Add “or the date of first availability of a High Budget SVOD
Program” after “first broadcast of the television motion
picture” in the first sentence of Article 16.B.3.b.(3) and Article
16.B.3.b.(4).
(d) Modify Article 16.B.3.b.(5) to provide:
“The right to use the leading character or characters in a
substantially different story in an ‘interactive program,’ other
than in the nature of a game, until after the expiration of the
Company’s exclusive right to commence the exploitation of
the television sequel rights as set forth in Article 16.B.2. or
until six (6) months after the date of the last broadcast of the
television series or after the date of the first availability of the
last episode in the case of a High Budget SVOD Program, if
such rights have been exploited.”
(e) Change the last sentence of Article 16.B.3.c. to provide as
follows:
“The right of first refusal herein granted shall apply to series
sequel rights and MOW sequel rights if the same shall revert
to the writer prior to the expiration of said four (4) year
period.”
(f) Modify the first sentence of Article 16.B.3.e.(1) to provide as
follows:
“Theatrical Rights - The Company shall pay two and one-half
percent (2.5%) of the bona fide budgeted direct cost (and
overhead or other indirect cost shall be excluded except to
the extent it exceeds twenty-five percent (25%) of direct
cost), or $20,000.00, whichever is greater, but in no event
more than $500,000.00 for theatrical rights.”
(g) Change “ninety (90)” to “ninety-six (96)” and change
“television motion picture” to “High Budget SVOD Program” in
Article 16.B.3.h.
(4) Delete Article 16.B.4. (Sketches and Routines).
(5) Article 16.B.5. applies, except:
(a) Delete the upset prices for programs 15 minutes or less, 45
minutes or less and 90 minutes or less.
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(b) Apply the upset prices for programs 30 minutes or less to
High Budget SVOD Programs 20-35 minutes, the upset
prices for programs 60 minutes or less to High Budget SVOD
Programs 36-65 minutes and the upset prices for programs
more than 90 minutes to High Budget SVOD Programs 66
minutes or more.
(6) Article 16.B.6. through Article 16.B.9. apply.
h. Subscriber Count for High Budget SVOD Programs
(1) The number of domestic subscribers shall be determined as of July
1
st
of each year of the Agreement and shall apply for all purposes
under Paragraph 4 of this Sideletter to a High Budget SVOD
Program or episode of a High Budget SVOD series, the literary
material for which is written on or after July 1
st
of the measuring year
but not later than June 30
th
of the following year. The number of
domestic subscribers so determined shall apply to the Program or
the episode of the High Budget SVOD series in perpetuity.
(2) In addition to any other exclusion agreed to by the parties, the
subscriber count for any subscription consumer pay platform shall
exclude subscribers during any ‘free trial period’ of no more than
thirty (30) days.
(3) The parties shall agree upon a methodology to determine the
number of domestic subscriber whose subscription includes a video-
on-demand platform for which a High Budget SVOD Program is
made and other services, such as gaming, music or free shipping.
(4) The following shall apply to a new subscription consumer pay
platform that launches on or after August 2, 2020:
(a) Such platform is encouraged to enter into good faith
discussions with the Guild prior to launch to reach agreement
on the number of domestic subscribers to be attributed to
that platform for purposes of applying the provisions of
Paragraph 4 of this Sideletter pertaining to High Budget
SVOD Programs.
(b) The number of domestic subscribers to a new subscription
consumer pay platform shall be determined ninety (90) days
after launch, and shall apply for the remainder of the
measuring year (i.e., until the July 1
st
immediately following
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the 90
th
day after launch). Thereafter, the number of
domestic subscribers shall be determined as of July 1
st
of
each year of the Agreement as provided in subparagraph
h.(1) above.
(c) Absent any agreement to the contrary between the new
subscription consumer pay platform and the Guild:
(i) Initial compensation and other terms and conditions
for a High Budget SVOD Program, the literary material
for which is written prior to the ninetieth (90
th
) day after
the launch of a new subscription consumer pay
platform, shall be those that are applicable to a High
Budget SVOD Program made for a subscription
consumer pay platform with fewer than 20 million
domestic subscribers.
(ii) Residuals for High Budget SVOD Programs, the
literary material for which is written prior to the
ninetieth (90
th
) day after launch, shall be calculated
according to the number of domestic subscribers to
the subscription consumer pay platform as of ninety
(90) days after launch.
5. Work Lists
With respect to Derivative and Original New Media Productions covered under
this Sideletter which are 30 minutes or more in length as exhibited, the Company
each week shall send the Guild a list of the names of writers in the employ of the
Company, and/or the names of professional writers from whom previously
unexploited literary material has been purchased, at any time during the
preceding week. The Company may submit such list to the Guild via email.
Sincerely,
WRITERS GUILD OF AMERICA, WEST, INC.,
on behalf of itself and its affiliate,
WRITERS GUILD OF AMERICA, EAST, INC.
By: /s/ David J. Young
David J. Young
Executive Director
SIDELETTER ON LITERARY MATERIAL WRITTEN
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680
ACCEPTED AND AGREED:
The respective companies represented by the
ALLIANCE OF MOTION PICTURE AND
TELEVISION PRODUCERS, INC. `
By: /s/ Carol A. Lombardini
Carol A. Lombardini
President
SIDELETTER ON LITERARY MATERIAL WRITTEN
FOR PROGRAMS MADE FOR NEW MEDIA
681
ATTACHMENT TO SIDELETTER ON
LITERARY MATERIAL WRITTEN FOR PROGRAMS MADE FOR NEW MEDIA
RE: INITIAL COMPENSATION AND RESIDUALS APPLICABLE TO
“GRANDFATHERED” HIGH BUDGET SVOD PROGRAMS
COVERED BY THE 2014 MBA
(See Paragraph 4 of the Sideletter on Literary Material Written for Programs Made for
New Media to the 2014 MBA for other terms and conditions that apply to
“grandfathered” High Budget SVOD Programs covered by the 2014 MBA.)
1. INITIAL COMPENSATION
Minimum initial compensation for writers on a “grandfathered” High Budget SVOD
Program
1
covered by the 2014 MBA and intended for initial exhibition on a
subscription consumer pay platform with 15 million or more subscribers in the
United States and Canada shall be as follows:
a. Story
Program
Length
Budget Tier 5/02/20 -
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
20-35
Minutes
Tier 1: $2,100,000 or more $ 9,445 $ 9,681 $ 9,899
Tier 2: $1,300,000 or more but less
than $2,100,000
6,363 6,522 6,669
36-65
Minutes
Tier 1: $3,800,000 or more 16,626 17,042 17,425
Tier 2: $2,500,000 or more but less
than $3,800,000
11,563 11,852 12,119
66-95
Minutes
Tier 1: $4,000,000 or more 22,211 22,766 23,278
Tier 2: $3,000,000 or more but less
than $4,000,000
17,378 17,812 18,213
1
See Paragraph 4.a.(1) of the Sideletter on Literary Material Written for Programs Made for New Media of
the 2020 MBA.
ATTACHMENT TO SIDELETTER ON LITERARY MATERIAL
WRITTEN FOR PROGRAMS MADE FOR NEW MEDIA
682
Program
Length
Budget Tier 5/02/20 -
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
96 Minutes
or More
Tier 1: $4,500,000 (plus
$2,250,000 for each additional 35
minutes or portion thereof) or more
Serial & Episodic
Non-Episodic
29,658
32,367
30,399
33,176
31,083
33,922
Tier 2: $3,000,000 or more but less
than $4,500,000 (plus $2,250,000
for each additional 35 minutes or
portion thereof)
22,772 23,341 23,866
b. Teleplay
Program
Length
Budget Tier 5/02/20 -
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
20-35
Minutes
Tier 1: $2,100,000 or more $20,315 $20,823 $21,292
Tier 2: $1,300,000 or more but less
than $2,100,000
10,333 10,591 10,829
36-65
Minutes
Tier 1: $3,800,000 or more 27,410 28,095 28,727
Tier 2: $2,500,000 or more but less
than $3,800,000
20,024 20,525 20,987
66-95
Minutes
Tier 1: $4,000,000 or more 39,494 40,481 41,392
Tier 2: $3,000,000 or more but less
than $4,000,000
30,800 31,570 32,280
96 Minutes
or More
Tier 1: $4,500,000 (plus
$2,250,000 for each additional 35
minutes or portion thereof) or more
Serial & Episodic
Non-Episodic
50,670
55,294
51,937
56,676
53,106
57,951
Tier 2: $3,000,000 or more but less
than $4,500,000 (plus $2,250,000
for each additional 35 minutes or
portion thereof)
40,856 41,877 42,819
ATTACHMENT TO SIDELETTER ON LITERARY MATERIAL
WRITTEN FOR PROGRAMS MADE FOR NEW MEDIA
683
c. Story and Teleplay
Program
Length
Budget Tier 5/02/20 -
5/01/21
5/02/21-
5/01/22
5/02/22-
5/01/23
20-35
Minutes
Tier 1: $2,100,000 or more $28,328 $29,036 $29,689
Tier 2: $1,300,000 or more but less
than $2,100,000
15,903 16,301 16,668
36-65
Minutes
Tier 1: $3,800,000 or more 41,662 42,704 43,665
Tier 2: $2,500,000 or more but less
than $3,800,000
28,907 29,630 30,297
66-95
Minutes
Tier 1: $4,000,000 or more 58,617 60,082 61,434
Tier 2: $3,000,000 or more but less
than $4,000,000
43,443 44,529 45,531
96 Minutes
or More
Tier 1: $4,500,000 (plus
$2,250,000 for each additional 35
minutes or portion thereof) or more
Serial & Episodic
Non-Episodic
77,124
84,298
79,052
86,405
80,831
88,349
Tier 2: $3,000,000 or more but less
than $4,500,000 (plus $2,250,000
for each additional 35 minutes or
portion thereof)
56,932 58,355 59,668
Minimum initial compensation for writers on such a “grandfathered” High Budget SVOD
Program intended for initial exhibition on a subscription consumer pay platform with
fewer than 15 million subscribers in the United States and Canada shall be as set f orth
in Tier 2 in the charts above.
2. RESIDUAL COMPENSATION
Initial compensation paid to the credited writer(s) of a “grandfathered” High Budget
SVOD Program covered by the 2014 MBA shall include one year of use worldwide on
the original platform. For each subsequent year of use on a platform with 15 million or
more subscribers, Company shall make a fixed residual payment based upon the
applicable Network Prime Time residual base as set forth in Article 15.B.1.b.(2)(a) of
the 2017 MBA (for reference see Table 1, below), according to the schedule set forth in
Table 2 below:
ATTACHMENT TO SIDELETTER ON LITERARY MATERIAL
WRITTEN FOR PROGRAMS MADE FOR NEW MEDIA
684
TABLE 1
Program Length in
Minutes
Story Teleplay Story and
Teleplay
20-35 minutes $ 5,406 $ 8,778 $13,511
36-65 minutes 9,822 17,012 24,558
66-95 minutes 14,762 26,167 36,906
96 minutes or more 19,345 34,707 48,365
TABLE 2
Exhibition Year Percentage of
Residual Base
in Table 2
Year 2 30.0%
Year 3 30.0%
Year 4 25.0%
Year 5 20.0%
Year 6 15.0%
Year 7 10.0%
Year 8 8.0%
Year 9 5.0%
Year 10 4.5%
Year 11 3.0%
Year 12 2.5%
Each Year thereafter 1.5%
Initial compensation paid to the credited writer(s) of such a High Budget SVOD Program
intended for initial exhibition on a subscription consumer pay new media platform with
fewer than 15 million subscribers in the United States and Canada constitutes payment
for one year of use on the domestic subscription consumer pay platform on which it is
first exhibited and on any related or affiliated foreign subscription consumer pay
platform(s), commencing with the first day that the High Budget SVOD Program is
available on such subscription consumer pay platform. For all use of such High Budget
SVOD Program on the domestic subscription consumer pay platform and on any
related or affiliated foreign subscription consumer pay platform(s) beyond the initial
one-year use period, the Company shall make a fixed residual payment for each
subsequent one-year period according to the schedule set forth above, but the residual
base shall be 65% of the applicable network prime time residual base (Article
15.B.1.b.(2)(a)) of the 2017 MBA (for reference see Table 1 above).
ATTACHMENT TO SIDELETTER ON LITERARY MATERIAL
WRITTEN FOR PROGRAMS MADE FOR NEW MEDIA
685
SIDELETTER RE: “BUNDLED” SUBSCRIPTION CONSUMER PAY PLATFORMS
As of May 2, 2017
Revised as of May 2, 2020
Carol A. Lombardini
President
Alliance of Motion Picture and Television Producers, Inc.
15301 Ventura Boulevard, Building E
Sherman Oaks, CA 91403
Re: “Bundled” Subscription Consumer Pay Platforms
Dear Carol:
During the negotiations for the 2020 Theatrical and Television Basic Agreement
(“MBA), the parties discussed the difficulty of determining the number of domestic
subscribers whose subscription includes a video-on-demand platform for which a High
Budget SVOD Program is made and other services, such as gaming, music, or free
shipping, (e.g., Amazon Prime). Ultimately, the parties reached agreement on the
number of domestic subscribers that certain of those platforms (e.g. Amazon Prime) will
be considered to have for the term of the MBA.
Should an issue arise during the term of the MBA as to the number of domestic
subscribers to a subscription consumer pay platform in these circumstances, the parties
will enter into good faith discussions to reach agreement on the number of domestic
subscribers to be attributed to that platform for purposes of applying the provisions of
the Sideletter on Literary Material Written for Programs Made for New Media to the
2020 MBA pertaining to High Budget SVOD Programs. In such discussions, the parties
shall be guided by their previous agreements.
If the parties cannot reach agreement on the number of domestic subscribers for that
platform, the issue will be submitted to a ‘best offer’ arbitration (that is, each party shall
submit to the arbitrator its offer for the number of domestic subscribers and the
arbitrator shall choose from the two figures offered). The parties will meet to discuss
the list of potential arbitrators to decide this issue within sixty (60) days of the effective
date of 2020 MBA. If the parties cannot agree upon the list of potential arbitrators, the
arbitrator shall be selected utilizing the procedure in Article 11.C.2. of the MBA and
using the Los Angeles list of arbitrators.
SIDELETTER RE: “BUNDLED” SUBSCRIPTION
CONSUMER PAY PLATFORMS
686
Sincerely,
WRITERS GUILD OF AMERICA, WEST, INC.,
on behalf of itself and its affiliate,
WRITERS GUILD OF AMERICA, EAST, INC.
By: /s/ David J. Young
D avid J. Young
Executive Director, WGAW
ACCEPTED AND AGREED:
The respective signatory companies represented by
the ALLIANCE OF MOTION PICTURE AND
TELEVISION PRODUCERS, INC.
By: /s/ Carol A. Lombardini
Carol A. Lombardini
President
SIDELETTER RE: “BUNDLED” SUBSCRIPTION
CONSUMER PAY PLATFORMS
687
SIDELETTER RE PEACOCK SUBSCRIBER TIER
FOR HIGH BUDGET SVOD PROGRAMS
As of May 2, 2020
David J. Young
Executive Director
Writers Guild of America, West, Inc.
7000 West Third Street
Los Angeles, California 90048
Re: Peacock Subscriber Tier
Dear David:
This will memorialize that in the 2020 WGA negotiations, the parties reached
agreement on the subscriber tier applicable to Peacock for purposes of applying the
provisions of the Sideletter on Literary Material Written for Programs Made for New
Media in the 2020 Theatrical and Television Basic Agreement pertaining to High
Budget SVOD Programs. For the period from May 2, 2020 through June 30, 2021,
Peacock shall be considered to be a service with at least one million (1,000,000) and
up to five million (5,000,000) domestic subscribers. During the second and third years
of the Agreement, the parties shall determine the subscriber tier effective July 1, 2021
and July 1, 2022, respectively, in accordance with the “‘Bundled’ Subscription
Consumer Pay Platforms” sideletter dated May 2, 2020.
Sincerely,
By: /s/ Carol A. Lombardini
Carol A. Lombardini
President, AMPTP
SIDELETTER RE PEACOCK SUBSCRIBER TIER
FOR HIGH BUDGET SVOD PROGRAMS
688
ACCEPTED AND AGREED:
WRITERS GUILD OF AMERICA, WEST, INC.
on behalf of itself and its affiliate,
WRITERS GUILD OF AMERICA, EAST, INC.
By: /s/ David J. Young
David J. Young
Executive Director, WGAW
SIDELETTER RE PEACOCK SUBSCRIBER TIER
FOR HIGH BUDGET SVOD PROGRAMS
689
SIDELETTER RE AMAZON PRIME SUBSCRIBER TIER
FOR HIGH BUDGET SVOD PROGRAMS
As of May 2, 2020
David J. Young
Executive Director
Writers Guild of America, West, Inc.
7000 West Third Street
Los Angeles, California 90048
Re: Amazon Prime Subscriber Tier
Dear David:
The parties agree that Amazon Prime shall be considered to be a service with at least
twenty million (20,000,000) and up to forty-five million (45,000,000) domestic
subscribers during the period from May 2, 2020 through June 30, 2021. During the
second and third years of the Agreement, the parties shall determine the subscriber tier
effective July 1, 2021 and July 1, 2022, respectively, in accordance with the “‘Bundled’
Subscription Consumer Pay Platforms” sideletter dated May 2, 2020.
Sincerely,
By: /s/ Carol A. Lombardini
Carol A. Lombardini
President, AMPTP
ACCEPTED AND AGREED:
WRITERS GUILD OF AMERICA, WEST, INC.
on behalf of itself and its affiliate,
WRITERS GUILD OF AMERICA, EAST, INC.
By: /s/ David J. Young
David J. Young
Executive Director, WGAW
SIDELETTER RE AMAZON PRIME SUBSCRIBER TIER
FOR HIGH BUDGET SVOD PROGRAMS
690
SIDELETTER RE APPLE TV+ SUBSCRIBER TIER
FOR HIGH BUDGET SVOD PROGRAMS
As of May 2, 2020
David J. Young
Executive Director
Writers Guild of America, West, Inc.
7000 West Third Street
Los Angeles, California 90048
Re: Apple TV+ Subscriber Tier
Dear David:
This will memorialize that in the 2020 WGA negotiations, the parties reached
agreement on the subscriber tier applicable to the Apple TV+ platform for purposes of
applying the provisions of the Sideletter on Literary Material Written for Programs Made
for New Media in the 2020 Theatrical and Television Basic Agreement pertaining to
High Budget SVOD Programs. During the period from May 2, 2020 through June 30,
2021, Apple TV+ shall remain in subscriber Tier 3, which applies to services with more
than five million (5,000,000) but fewer than twenty million (20,000,000) domestic
subscribers. During the second and third years of the Agreement, the parties shall
determine the subscriber tier effective July 1, 2021 and July 1, 2022, respectively, in
accordance with the “‘Bundled’ Subscription Consumer Pay Platforms” sideletter dated
May 2, 2020.
Sincerely,
By: /s/ Carol A. Lombardini
Carol A. Lombardini
President, AMPTP
SIDELETTER RE APPLE TV+ SUBSCRIBER TIER
FOR HIGH BUDGET SVOD PROGRAMS
691
ACCEPTED AND AGREED:
WRITERS GUILD OF AMERICA, WEST, INC.
on behalf of itself and its affiliate,
WRITERS GUILD OF AMERICA, EAST, INC.
By: /s/ David J. Young
David J. Young
Executive Director, WGAW
SIDELETTER RE APPLE TV+ SUBSCRIBER TIER
FOR HIGH BUDGET SVOD PROGRAMS
692
SIDELETTER ON EXHIBITION OF MOTION PICTURES TRANSMITTED
VIA NEW MEDIA
As of May 2, 2001
Revised as of November 1, 2004
Revised as of February 13, 2008
Revised as of May 2, 2011
Revised as of May 2, 2014
Revised as of May 2, 2017
Revised as of May 2, 2020
Carol A. Lombardini
President
Alliance of Motion Picture and Television Producers, Inc.
15301 Ventura Boulevard, Building E
Sherman Oaks, California 91403
Re: Exhibition of Motion Pictures Transmitted Via New Media
Dear Carol:
This Sideletter confirms the understanding of the Guild and the Companies (collectively
“the parties”) concerning the application of the MBA to the exhibition on the Internet,
mobile devices (such as cell phones or PDAs) and any other new media platform
known as of February 13, 2008 (hereinafter collectively referred to as “new media”), but
not including methods of distribution addressed in other provisions of the MBA, such as
free television, basic cable, pay television, videodisc/videocassette and radio, even if
digital, of theatrical and television motion pictures as provided herein.
1
1. If the Consumer Pays
a. License for Limited Period or Fixed Number of Exhibitions
The following shall apply to theatrical and television motion pictures, the
principal photography of which commenced on or after July 1, 1971:
Where the subscriber pays for the program either on a subscription or per-
picture basis, and where the payment is in exchange for the right to view
the motion picture for a fixed and limited period of time or a fixed number
of exhibitions, the Company shall pay to the credited writer(s) an aggregate
1
The parties reserve their respective legal rights and positions as to the applicability of Article 64 to
interactive programs transmitted via new media.
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TRANSMITTED VIA NEW MEDIA
PARAGRAPH 1 - IF THE CONSUMER PAYS
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sum equal to one and two-tenths percent (1.2%) of “accountable receipts”
as defined in Paragraph 3 below.
b. Paid Permanent Downloads (“Download-to-Own” or “Electronic Sell
Through”) (“EST”)
The following shall apply to motion pictures released after May 2, 2020:
If the consumer pays for an EST copy of a theatrical motion picture, the
Company shall pay residuals to the credited writer(s) at the rate of 1.8% of
20% of Company’s “accountable receipts,” as that term is defined in
Paragraph 3 below, for the first 50,000 units and 3.25% thereafter.
If the consumer pays for an EST copy of a television motion picture, the
Company shall pay residuals to the credited writer(s)at the rate of 1.8% of
20% of Company’s “accountable receipts,” as that term is defined in
Paragraph 3 below, for the first 100,000 units and 3.5% thereafter.
2. If the Consumer Does Not Pay
If the consumer does not pay for the program, the following shall apply:
a. Theatrical
If the Company should desire to stream a theatrical motion picture, the
principal photography of which commenced on or after July 1, 1971, then
the Company shall pay residuals at the rate of 1.2% of Company’s
“accountable receipts,” as defined in Paragraph 3 below.
b. Television
(1) Initial Exhibition. With respect to television motion pictures, the
literary material for which is written on or after May 2, 2020, the
Company shall be entitled to a “streaming window” for a seven (7)
consecutive day period, except that:
(a) It shall be a twenty-four (24) consecutive day period for the
first seven (7) episodes of a new series and any one-time
television motion picture; and
(b) It shall be a seventeen (17) consecutive day period for
daytime serials and children’s programming.
During the streaming window, the Company may make a television
motion picture available for streaming without payment for such use.
The streaming window may be divided between the period
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immediately prior to and immediately following the initial exhibition
of the motion picture on television in any ratio determined by the
Company, except that for each episode of a series in its first year,
the free streaming window may commence up to thirty (30) days
before the initial exhibition of the episode on television.
(2) Broadcast Television Rerun. The free streaming window for any
program made for initial exhibition on broadcast television, whether
produced under the 2020 MBA or any prior MBA on or after July 1,
1971, as to which free television residuals are still payable, shall be
seven (7) consecutive days for each rerun of the program on
broadcast television, with the seven (7) consecutive day period
measured separately for each city in the United States and Canada.
If the program is rerun more than once in any seven (7) consecutive
day period, the free streaming window shall be limited to a single
seven (7) consecutive day period surrounding one of the runs.
(3) No payment is due if, during the foregoing free streaming windows
described in Paragraphs 2.b.(1) and (2), the Company makes
available a television motion picture, the literary material for which is
written on or after May 2, 2020, for exhibition on a free-to-the-
consumer, advertiser-supported service transmitted via the internet
or mobile or other device or on the advertiser-supported video-on-
demand service ("AVOD") of a multichannel video programming
distributor ("MVPD") or any similar service that currently exists or
may hereafter be developed.
2
(4) (A) If the Company makes available the television motion picture,
the literary material for which is written on or after May 2,
2020, for streaming outside the applicable streaming window
provided above, but within one (1) year of the expiration of
the streaming window described in Paragraph 2.b.(1), on a
free-to-the-consumer, advertiser-supported service
transmitted via the internet or mobile or other device or on
the advertiser-supported video-on-demand service ("AVOD")
of a multichannel video programming distributor ("MVPD") or
any similar service that currently exists or may hereafter be
developed, then the Company shall make a residual payment
equal to five and one-half percent (5.5%) of the applicable
minimum for the television motion picture under Article
2
For convenience, the parties have agreed to address in this Sideletter the use of television motion
pictures, the literary material for which is written on or after May 2, 2020, on an advertiser-supported
video-on-demand service of a multichannel video programming distributor (hereinafter referred to as an
“MVPD AVOD service”), even though exhibition on an MVPD AVOD service does not fall within the
definition of an exhibition on a New Media platform.
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TRANSMITTED VIA NEW MEDIA
PARAGRAPH 2 - IF THE CONSUMER DOES NOT PAY
695
13.B.7.a., b., or c. (or under Appendix A, where applicable)
for a twenty-six (26) consecutive week period beginning on
the first day that the television motion picture is available for
streaming following the expiration of the streaming window.
If the Company makes available the television motion picture
for streaming for all or any part of the twenty-six (26)
consecutive week period immediately following the twenty-six
(26) consecutive week period described in the preceding
paragraph, but within one (1) year of the expiration of the
streaming window described in Paragraph 2.b.(1), and
outside the streaming window described in Paragraph 2.b.(2),
then the Company shall make a residual payment equal to
five and one-half percent (5.5%) of the applicable minimum
for the television motion picture under Article 13.B.7.a., b., or
c. (or under Appendix A, where applicable) for a twenty-six
(26) consecutive week period beginning on the first day that
the television motion picture is available for streaming during
such twenty-six (26) week period.
(B) None of the aforementioned twenty-six (26) week periods
shall cover a period that is more than one year after the
expiration of the streaming window described in Paragraph
2.b.(1). In the event that streaming of the television motion
picture is commenced on a date that does not allow for the
full twenty-six (26) week period of use within one (1) year of
the expiration of the streaming window described in
Paragraph 2.b.(1), then the payment for that period shall be
prorated in weekly units to cover the shorter use period.
For example, suppose that the Company makes available the
television motion picture for streaming during the window and
then does not make the program available to stream again
until thirty-nine (39) weeks after the expiration of the window
period. Since only thirteen (13) weeks remain within the one
(1) year period, a payment of one-half of the payment that
would otherwise be due for the twenty-six (26) week
streaming period would be payable for streaming during the
thirteen (13) week period.
(5) During the streaming window, or during any of the twenty-six (26)
consecutive week periods described in Paragraph 2.b.(4) above, the
Company may allow excerpts of those television motion pictures
that are being streamed to be used on free-to-the-consumer,
advertiser-supported services transmitted via new media or on an
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TRANSMITTED VIA NEW MEDIA
PARAGRAPH 2 - IF THE CONSUMER DOES NOT PAY
696
MVPD AVOD service or any similar service that currently exists or
may hereafter be developed without any additional payment
therefor.
(6) Upon expiration of the one (1) year period following expiration of the
streaming window described in Paragraph 2.b.(1) and outside the
streaming window described in Paragraph 2.b.(2), if the Company
desires to make available the television motion picture, the literary
material for which is written on or after May 2, 2020, for streaming
on a free-to-the-consumer, advertiser-supported service transmitted
via the internet or mobile or other device or on the advertiser-
supported video-on-demand service ("AVOD") of a multichannel
video programming distributor ("MVPD") or any similar service that
currently exists or may hereafter be developed, then it shall pay
residuals at the rate of two percent (2%) of Company’s “accountable
receipts,” as defined in Paragraph 3 below. Notwithstanding the
foregoing, if the television motion picture has not been streamed
during the one (1) year period following initial exhibition on
television, or if it has been streamed only during the streaming
windows provided above, then the foregoing payment shall apply
beginning one (1) year after initial exhibition of the television motion
picture on television.
(7) If, upon expiration of the one (1) year period following expiration of
the streaming window described in Paragraph 2.b.(1) and outside
the streaming window described in Paragraph 2.b.(2), when
applicable, the Company should desire to make available any
television motion picture covered under a prior MBA, the literary
material for which was written prior to May 2, 2020, as to which free
television residuals are still payable, for streaming on a free-to-the-
consumer, advertiser-supported service transmitted via the internet
or mobile or other device, then the Company shall pay residuals at
the rate of two percent (2%) of Company's "accountable receipts,"
as defined in Paragraph 3 below. Notwithstanding the foregoing, if
the television motion picture has not been streamed during the one
(1) year period following initial exhibition on television, or if it has
been streamed only during the streaming windows provided above,
then the foregoing payment shall apply beginning one (1) year after
initial exhibition of the television motion picture on television.
(8) Revenues derived from foreign streaming shall be included in
"Distributor's Foreign Gross," as provided in Article 15.B.2. of the
MBA.
(9) Under the 2020 MBA or any prior MBA, each exhibition of a free
television, basic cable and/or pay television program on television
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PARAGRAPH 2 - IF THE CONSUMER DOES NOT PAY
697
includes the right to simultaneously stream or otherwise transmit the
program with no additional payment or other obligation for such
simultaneous streaming or transmission. The foregoing applies to
simultaneous streaming, cellular transmission and any other means
of transmission that currently exists or may hereafter be developed.
2.1 Use of Excerpts in New Media
a. In addition to the use of excerpts permitted in Paragraph 2.b.(5) above,
Company may use an excerpt or excerpts from a television motion picture
(other than a television motion picture ninety (90) minutes or more in
length) in new media or on an MVPD AVOD service or any similar service
that currently exists or may hereafter be developed for the purpose of
promoting the television motion picture, provided that such excerpt(s) does
not exceed five (5) minutes in length. Company may use an excerpt or
excerpts from a television motion picture ninety (90) minutes or more in
length, from a motion picture made for the home video market or from a
theatrical motion picture in new media or on an MVPD AVOD service or
any similar service that currently exists or may hereafter be developed for
the purpose of promoting the picture, provided that such excerpt(s) does
not exceed ten (10) minutes in length.
b. The following uses of an excerpt or excerpts in new media or on an MVPD
AVOD service or any similar service that currently exists or may hereafter
be developed shall be considered “promotional” and shall require no
payment, whether or not the Company receives revenue in connection
therewith:
(1) For promotion of the exhibition of a theatrical or television motion
picture on free television, basic cable or pay television, the use of an
excerpt shall not require compensation if the excerpt promotes the
exhibition and includes “‘tune in’ information.” “‘Tune-in’
information” for promotional purposes is sufficient when it informs
the consumer where he or she can view the motion picture, program
or series from which the excerpt is taken. The tune-in information
may appear on-screen or in a “click-through” format – i.e.,
accessible through links. It is agreed that the network channel or
station “bug” alone does not suffice. It is also understood that the
Company is not required to provide the same level of “‘tune-in’
information” as is commonly provided in traditional network
television promotional announcements.
(2) For promotion of the traditional home video release or any “special
edition” home video release of a theatrical or television motion
picture, the use of an excerpt shall not require compensation if the
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698
excerpt promotes the home video release and references the
availability of the picture in home video.
(3) For promotion of the theatrical exhibition of a motion picture, the use
of an excerpt shall not require compensation if the excerpt promotes
the exhibition and includes reference to the theatrical release.
Reference to the theatrical release shall be unnecessary if the
excerpt(s) is used as part of a “teaser” advertising campaign.
(4) For promotion of a new media exhibition of a theatrical or television
motion picture, the use of an excerpt shall not require compensation
if the excerpt promotes the new media exhibition and includes
instructions for renting, purchasing, or streaming an electronic copy
of the motion picture from the website or other new media platform
on which the excerpt appears or a direct link to another website or
new media platform where an electronic copy of the motion picture
can be rented, purchased, or streamed, and occurs in conjunction
with the availability of an electronic copy of the motion picture for
rental, purchase, or ad-supported streaming via the Internet or other
new media platform.
(5) For promotion of the exhibition of a television motion picture on an
MVPD AVOD service or any similar service that currently exists or
may hereafter be developed, the use of an excerpt shall not require
compensation if the excerpt promotes the exhibition on an MVPD
AVOD service or any similar service that currently exists or may
hereafter be developed and instructions are included for viewing the
television motion picture or series on the MVPD AVOD service or
any similar service that currently exists or may hereafter be
developed.
(6) For “viral” promotion on new media of any use or exhibition of a
theatrical or television motion picture, no payment is required if the
excerpt is circulated non-commercially to multiple websites or made
available for individuals to circulate. The fact that the viral excerpt is
exhibited on a revenue-generating site owned by or affiliated with
the Company shall not render this exception inapplicable, provided
that the excerpt is released without payment to other sites.
c. The use of excerpts shall not be considered “promotional” within the
meaning of subparagraph b. above if the excerpts are used on a new
media site (whether or not the consumer pays) which archives the contents
of several prior seasons of the series and is designed to enable the viewer
to search the archives using a sophisticated search engine, as
distinguished from a new media site which offers excerpts from several
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TRANSMITTED VIA NEW MEDIA
PARAGRAPH 2.1 - USE OF EXCERPTS IN NEW MEDIA
699
prior seasons of a series that are intended as a recap of the events that
transpired during those prior seasons or that are intended to prom ote the
exhibition or sale of full episodes of the series from which the excerpts are
taken.
d. If the use of an excerpt or excerpts in new media or on an MVPD AVOD
service or any similar service that currently exists or may hereafter be
developed is not within one of the promotional provisions in subparagraph
b. above, or if the excerpt(s) used exceeds the length limitations set forth in
subparagraph a. above:
(1) If the excerpt is from a television motion picture and is used on a
free-to-the-consumer platform or on an MVPD AVOD service or any
similar service that currently exists or may hereafter be developed
outside the streaming window, but within one (1) year following
expiration of the streaming window described in Paragraph 2.b.(1),
and the use is not otherwise permitted or paid for under Paragraph
2.b.(4) or (5) above, or if the excerpt is from a theatrical motion
picture and is used on a free-to-the-consumer platform, the
Company shall pay for such use as follows:
(i) For an excerpt(s) up to two (2) minutes in length, the lesser
of $50 or the applicable residual.
(ii) For an excerpt(s) in excess of two (2) minutes in length but
not more than four (4) minutes in length, the lesser of
$157.50 or the applicable residual.
(iii) For an excerpt in excess of four (4) minutes in length, the
applicable residual.
For use of excerpts from a television motion picture on free-to-the-
consumer platforms or on an MVPD AVOD service or any similar
service that currently exists or may hereafter be developed, the
applicable residual is as provided in Paragraph 2.b. of this
Sideletter.
For use of excerpts from a theatrical motion picture on free-to-the-
consumer platforms, the applicable residual shall be 1.2% of the
Company’s “accountable receipts” as provided in Paragraph 2.a. of
this Sideletter.
(2) For any other use of an excerpt(s) from a television motion picture,
the literary material for which was written prior to May 2, 2020, on a
free-to-the-consumer platform or any other use of an excerpt(s)
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700
from a television motion picture, the literary material for which was
written on or after May 2, 2020, on a free-to-the-consumer platform
or an MVPD AVOD service or any similar service that currently
exists or may hereafter be developed, the Company shall pay two
percent (2%) of Company's "accountable receipts" as defined in
Paragraph 3 below for such use. Notwithstanding the foregoing, if
the television motion picture has not been streamed during the one
(1) year period following initial exhibition on television, or if it has
been streamed only during the streaming windows provided above,
then the foregoing payment shall apply beginning one (1) year after
initial exhibition of the television motion picture on television.
For any other use of an excerpt(s) from a theatrical motion picture
on a free-to-the-consumer platform, including the use of excerpts
from theatrical motion pictures, the literary material for which was
written prior to May 2, 2020, the Company shall pay one and two-
tenths (1.2%) of Company's "accountable receipts" as referenced in
Paragraph 3 below for such use.
(3) If an excerpt(s) from a theatrical or television motion picture is used
on a “consumer pay” platform, and the use is not within one of the
promotional provisions in subparagraphs b.(1) through (4) above,
Company shall pay 1.2% of Company’s “accountable receipts,” as
defined in Paragraph 3 of this Sideletter. This formula shall apply to
a “hybrid” use where the consumer pays for the excerpt and
advertising revenues are also derived by the Company from such
use. Such revenues shall be incorporated in “accountable receipts.”
e. Notwithstanding the foregoing:
(1) If excerpts from the current season of a series and excerpts from
past seasons of the series are used together on an ad-supported
free to the consumer basis, including on an MVPD AVOD service or
any similar service that currently exists or may hereafter be
developed, then the percentage of “accountable receipts” payment
set forth in Paragraph 2.b.(7) of this Sideletter shall apply to all such
excerpts.
(2) No payment shall be required for the free to the consumer “non-
commercial” promotional use of excerpts in excess of five (5)
minutes if the writer(s) is (are) credited. A “non-commercial” use is
a use from which the Company and its related and affiliated entities,
including, but not limited to, distributors and exhibitors, receive no
revenues, including, but not limited to, advertising revenues.
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(3) It is understood that the use of an excerpt from a theatrical motion
picture, a television motion picture or a made-for-home video motion
picture shall not require any payment hereunder if the use would not
require a payment under the theatrical or television excerpt
provisions, as applicable, of the MBA.
f. New Media Excerpt Use Committee: Moratorium on Grievances and
Arbitration Claims
Given the novelty and complexity of the issues regarding the promotional
versus non-promotional and commercial versus non-commercial use of
excerpts in new media, the parties agree to establish a Committee to
review, discuss, and categorize instances of such use in new media to
assist them in refining their mutual understanding of such uses and the
WGA agrees not to file any grievances or arbitration claims arising out of
or relating to a dispute over the use of excerpts in new media that occurs
during the first six months of the 2008 Agreement, provided that all
payments as to which there is no bona fide dispute are timely made.
3. “Accountable Receipts”
a. Definition
The term “accountable receipts” for purposes of all reuses in new media of
theatrical motion pictures and television motion pictures made for
traditional media and of Original and Derivative New Media Productions
(each hereinafter referred to as “Such Picture”) shall be as defined in
Article 51.C.1.a. of the MBA.
3,
4, 5
Such term shall also include amounts
derived from making available a television motion picture, the literary
material for which was written on or after May 2, 2020, on an MVPD AVOD
service when the payment of a percentage residual is required hereunder
for that use.
3
For permanent downloads, a.k.a. “electronic sell through” or download to own,” residuals will be paid on
20% of “accountable receipts” as defined herein at the agreed upon percentage(s).
4
For sake of clarity, “accountable receipts” specifically includes advertising revenues when the license,
distribution or other agreement provides for sharing in such revenues.
5
“Accountable receipts” does not include a new media exhibitor’s own revenues from the exhibition of a
motion picture or television program as such exhibition does not constitute “sub-distribution” for these
purposes.
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702
When the “accountable receipts” derived from new media exploitation are
received from a related or affiliated entity that acts as the exhibitor/retailer
of Such Picture, then the accountable receipts received by the Company
from the licensing of such rights shall be measured by the
exhibitor/retailer’s payments to unrelated and unaffiliated entities in arm’s
length transactions for comparable pictures or, if none, the amounts
received by the Company from unrelated and unaffiliated
exhibitors/retailers in arm’s length transactions for comparable pictures, or,
if none, a comparable exhibitor/retailer’s payments to comparable
unrelated and unaffiliated entities in arm’s length transactions for
comparable pictures.
The parties agree that the residuals due to writers under this Sideletter
shall be payable in the same manner and to the same extent as applicable
to pay television and pay-per-view as provided in the following MBA
provisions (subject to conforming changes as necessary):
• Article 51.C.3. (foreign receipts and non-returnable advances);
• Article 51.C.5. (allocation of pro rata shares of residuals among writers);
• Article 51.C.6., last three unnumbered paragraphs (withholding
requirements, interest and exclusion from pension and health
contributions);
• Article 51.C.7. (gross participations);
• Article 51.C.8. (transfer and assumption);
• Article 51.C.9. (assumption agreement);
• Article 51.C.10. (continuing obligations); and
• Article 65 (financial responsibility).
b. Agreements and Data
On a semi-annual basis, within ten (10) business days after such request,
the Company shall provide for inspection by the Guild’s designated
employee(s) or auditor(s), at Company’s premises in the greater Los
Angeles area, full access
6
to all unredacted license, distribution and other
agreements pertaining to new media exploitation of covered pictures that
were entered into during the immediately preceding inspection period. In
any subsequent semi-annual inspection, the Guild’s designated
employee(s) or auditor(s) may re-inspect any agreements previously
inspected and inspect any agreements not previously inspected.
6
Full access includes access to all agreements, notwithstanding any confidentiality clause contained
therein, and access to all sideletters, exhibits, addenda and other ancillary documents.
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703
Upon request, in a manner to be mutually agreed upon in good faith, the
Company shall expeditiously provide or make available to the Guild data in
its possession or control or the possession or control of its related
distribution entities regarding the new media exploitation of covered
pictures, such as number of downloads or streams by source and ad rates.
This Paragraph 3.b. shall not apply to agreements concerning a
multichannel video programming distributor (“MVPD”) (or any similar
service that currently exists or may hereafter be developed) or any video-
on-demand service of an MVPD or any similar service that currently exists
or may hereafter be developed.
c. Recordkeeping and Reporting
Payment for exploitation of covered pictures in new media shall be due
sixty (60) days after the end of the quarter in which the “accountable
receipts” from such exploitation are received. The Company shall
accompany such payments with reports regarding the “accountable
receipts” derived from such exploitation, which shall be specified by
medium and source whenever reasonably possible and will be separated
from revenues derived from exploitation of Such Pictures in traditional
media. Along with such payments, the Company shall provide the Guild
with unredacted copies of all corollary distributor’s, subdistributor’s and
exhibitor’s statements relating to the reported “accountable receipts.”
Where the Company allocates revenues between new media rights and
other rights in any Such Picture, among new media rights in multiple Such
Pictures, or otherwise, it shall specify such allocation.
d. Confidentiality
The information provided to the Guild by the Company will be treated as
confidential pursuant to Article 53 of this Basic Agreement and appropriate
arrangements will be made to safeguard the confidentiality of that
information.
e. Reservation of Rights
With respect to theatrical and television motion pictures, the Company has
agreed to a separate payment for these uses in new media because new
media exhibition is at this time outside the primary market. The Company
reserves the right in future negotiations to contend that the pattern of
release has changed so that these uses constitute or are a part of the
primary market of distribution of theatrical motion pictures or television
programs, and that, therefore, no additional payment should be made with
SIDELETTER ON EXHIBITION OF MOTION PICTURES
TRANSMITTED VIA NEW MEDIA
PARAGRAPH 3 - “ACCOUNTABLE RECEIPTS”
704
respect to the exhibition of theatrical or television motion pictures (including
those covered by this Agreement) in new media. The Guild reserves the
right in future negotiations to contend to the contrary, and further to assert
that regardless of whether other exhibitions are or have become part of the
primary market, residual provisions for theatrical motion pictures or
television programs so exhibited should be improved.
f. Other Terms and Conditions
Except as expressly provided herein, all other terms and conditions of the
MBA, including but not limited to Articles 10, 11 and 12, shall apply. In the
event of a conflict, the terms and conditions of this Sideletter shall control.
Sincerely,
WRITERS GUILD OF AMERICA, WEST, INC.,
on behalf of itself and its affiliate,
WRITERS GUILD OF AMERICA, EAST, INC.
By: /s/ David J. Young
David J. Young
Executive Director
ACCEPTED AND AGREED:
The respective signatory companies represented by the
ALLIANCE OF MOTION PICTURE AND
TELEVISION PRODUCERS, INC.
By: /s/ Carol A. Lombardini
Carol A. Lombardini
President
SIDELETTER ON EXHIBITION OF MOTION PICTURES
TRANSMITTED VIA NEW MEDIA
705
SIDELETTER REGARDING VIRTUAL MVPD SERVICES
As of May 2, 2017
Revised as of May 2, 2020
David J. Young
Executive Director
Writers Guild of America, West
7000 W. Third Street
Los Angeles, CA 90048
Re: Virtual MVPD Services
Dear David:
During the course of the 2017 negotiations, the parties discussed how the landscape of
the free television marketplace has evolved from the past – when the exhibition of a
given television program was only available to the viewer in the home on a television
set on a linear channel at a specific scheduled time – to the current marketplace,
commonly referred to as “TV everywhere” where the viewing public, in addition to
viewing a program on a linear channel at a scheduled time, is also provided the
time-shifted option to view the same program on a variety of digital devices on a
video-on-demand (“VOD”) basis. In addition, in the past, the bargaining parties agreed
that television exhibitions on a linear channel provided through an MVPD, whether such
channel was a free broadcast channel or a basic cable channel, were considered
exploitation of free television rights even though the consumer paid a monthly fee to
access such programming.
Consistent with the above, the bargaining parties agree that with respect to new
internet-delivered “virtual MVPD” services, such as Sling TV and Sony’s PlayStation
Vue, and other like services, such as CBS All Access, (collectively referred to hereafter
as “vMVPD Services”), any VOD rights which are associated with exhibition of the
program on a linear channel on the vMVPD Service (commonly referred to as “stacking
rights”) shall be considered exploitation of free television rights and not a form of pay or
subscription television. Such “stacking right” shall be treated the same as if such
programs were exhibited on traditional MVPDs.
Under this framework, the parties clarified the treatment of covered television motion
pictures
1
on vMVPD Services as described below. It is understood that in order to
qualify as a “vMVPD Service” under this Sideletter, such service must include at least
one network or basic cable linear channel that is non-exclusive to that service and is
generally made available for exhibition on other traditional and/or virtual MVPD
services.
1
It is understood by the parties that the provisions set forth herein apply to television motion pictures, the
principal photography of which commenced on or after July 1, 1971, whether produced under the 2020
MBA or any prior MBA, as to which free television residuals are still payable.
SIDELETTER REGARDING
VIRTUAL MVPD SERVICES
706
1. When the License for Linear Channel Exhibition of the Covered Television
Motion Picture or Series on the vMVPD Service Includes On-Demand
Availability
a. When a linear channel on an MVPD is also offered on an vMVPD
Service (such as when ABC is offered on Sling TV), no additional
payment is required for the linear channel availability on the vMVPD
Service.
b. When a covered television motion picture is available on demand on
the vMVPD Service pursuant to a license agreement with a channel
or network that includes the right to exhibit the covered television
motion picture or other episodes of the same series on a linear
channel on the vMVPD Service, the same free streaming windows
and residual formulas that apply to the on-demand availability of a
covered television motion picture on an MVPD are applicable. (See
Paragraph 2.b. of the Sideletter on Exhibition of Motion Pictures
Transmitted Via New Media.)
c. The use of excerpts from a covered television motion picture on the
vMVPD Service pursuant to a license agreement with a channel or
network that includes the right to exhibit the covered television
motion picture or other episodes of the same series on a linear
channel on the vMVPD Service shall likewise be governed by the
provisions of Paragraphs 2.b.(5) and 2.1 of the Sideletter on
Exhibition of Motion Pictures Transmitted Via New Media.
d. The fixed residual payment applicable under Paragraph 2.b.(4) of
the Sideletter on Exhibition of Motion Pictures Transmitted Via New
Media covers on demand availability on a free-to-the-consumer,
advertiser-supported new media service and on an MVPD (or any
similar service that exists or may hereafter be developed) and
vMVPD Service.
e. The on-demand availability provisions under Paragraph 2.b. of the
Sideletter on Exhibition of Motion Pictures Transmitted Via New
Media apply regardless of whether there are advertisements.
f. When the Company directly licenses the right to exhibit a covered
television motion picture on a linear channel available only on a
vMVPD Service(s), the supplemental exhibition on such channel, as
well as any associated stacking rights and the use of excerpts, shall
be treated in the same manner as a license of a free television
motion picture to basic cable. The exhibition rights on the linear
channel shall be subject to a residual formula of two percent (2%) of
“accountable receipts” (as defined in Article 51.C.1.a. of the MBA),
and the stacking rights and use of excerpts shall be subject to the
SIDELETTER REGARDING
VIRTUAL MVPD SERVICES
707
same free streaming windows and residual formulas that apply to
the on-demand availability and use of excerpts of a covered
television motion picture pursuant to Paragraphs 2.b.(5) and 2.1 of
the Sideletter on Exhibition of Motion Pictures Transmitted Via New
Media.
2. When the License Is for On-Demand Availability on the vMVPD Service
By contrast, when the Company licenses the right to exhibit a covered
television motion picture, or one or more episodes of a covered television
series, on an on-demand basis on the vMVPD Service, and such rights are
not associated with the right to exhibit the motion picture or episodes of the
series on a linear channel on the vMVPD Service, the parties agree that
Paragraph 1.a. of the Sideletter on Exhibition of Motion Pictures
Transmitted Via New Media, which governs licenses to consumer pay new
media platforms for a limited period or fixed number of exhibitions, shall
apply.
In addition, when a program is made exclusively for on-demand availability
on an vMVPD Service, it shall be treated as having been made for a
subscription consumer pay new media platform subject to the provisions of
the Sideletter on Literary Material Written for Programs Made for New
Media.
Sincerely,
By: /s/ Carol A. Lombardini
Carol A. Lombardini
President, AMPTP
ACCEPTED AND AGREED:
WRITERS GUILD OF AMERICA, WEST, INC.,
on behalf of itself and its affiliate,
WRITERS GUILD OF AMERICA, EAST, INC.
By:/s/ David J. Young
David J. Young
Executive Director, WGAW
SIDELETTER REGARDING
VIRTUAL MVPD SERVICES
708
SIDELETTER RE OVER-THE-TOP SERVICE OF PAY TELEVISION SERVICE
As of May 2, 2017
Revised as of May 2, 2020
David J. Young
Executive Director
Writers Guild of America, West
7000 W. Third Street
Los Angeles, CA 90048
Re: Over-the-Top (“OTT”) Service of Pay Television Service
Dear David:
The parties confirm that when a pay television service (such as HBO, Showtime or
Starz) also provides to subscribers, without an additional subscription fee, over-the-top
(“OTT”) services (such as HBO Go, Showtime Anytime or Starz Play), the OTT service
shall be treated as part of the linear pay television service for all purposes under the
MBA. Likewise, when a pay television service only provides OTT services (such as
HBO Now and the OTT subscription services of Showtime and Starz), such OTT
service, whether or not such service includes a linear channel of the pay television
service, shall also be treated as part of the linear pay television service for all purposes
under the MBA.
It is understood that foreign sales of traditional pay television will be combined with
foreign sales of OTT pay television for purposes of applying the two percent (2%)
formula set forth in Section D.3.a.(2) of Appendix B.
To the extent that a pay television program is exhibited on both the linear pay television
service and the OTT service, the residual payment set forth in Appendix B shall cover
exhibition on both the linear pay television service and the OTT service. To the extent
that a pay television program is exhibited on the OTT service, but not the linear pay
television service, residuals are due for such exhibition under the existing formulas in
Appendix B.
SIDELETTER RE OVER-THE-TOP
SERVICE OF PAY TELEVISION SERVICE
709
For example, if a one hour dramatic program of a type generally produced for prime
time network television is produced for HBO and exhibited during its second exhibition
year on both HBO and HBO Now, the aggregate residual payment to the credited
writer(s) would be $7,925 effective May 2, 2020. In the event that the program is
available on HBO Now and not HBO during the third exhibition year, the aggregate
residual payment of $7,925 would still be due to the credited writer(s), even though the
exhibition is solely on HBO Now.
Sincerely,
By:/s/ Carol A. Lombardini
Carol A. Lombardini
President, AMPTP
ACCEPTED AND AGREED:
WRITERS GUILD OF AMERICA, WEST, INC.,
on behalf of itself and its affiliate,
WRITERS GUILD OF AMERICA, EAST, INC.
By:/s/ David J. Young
David J. Young
Executive Director, WGAW
SIDELETTER RE OVER-THE-TOP
SERVICE OF PAY TELEVISION SERVICE
710
SIDELETTER RE HBO MAX
As of May 2, 2020
David J. Young
Executive Director
Writers Guild of America, West, Inc.
7000 West Third Street
Los Angeles, California 90048
Re: HBO Max
Dear David:
During the 2020 negotiations, the parties discussed a new media over-the-top (“OTT”)
platform called “HBO Max” (“Max”). The purpose of this Sideletter is to confirm the
parties’ agreement concerning the application of the Agreement to Max.
Max will offer over-the-top delivery of HBO’s pay television service and will carry all of
that service’s programming (such programming, whether available on all, one, or any
combination of the HBO linear service, HBO Go, and HBO Now, will be referred to
collectively as the “Pay Television Service”). Max will also offer motion pictures and
programs initially exhibited in theatrical and television markets (such motion pictures
and programs will be referred to as “Library Content”). Finally, Max will offer original
New Media productions made for initial exhibition on Max.
Consumers can access Max by subscribing to Max directly. In addition, some
subscribers to the Pay Television Service (such as subscribers to HBO Now and those
who subscribe to HBO through DIRECTV, AT&T TV or AT&T U-verse TV, and other
third party video distributors) will be given the opportunity to access Max at no
additional charge by authenticating their Pay Television Service subscription and then
accessing the Max platform via a log-in process. In the future, consumers may also be
able to access and subscribe to Max through other means, since Max is actively
negotiating with other carriers and services to offer Max through their respective
platforms.
Based on the foregoing facts, the parties reached the following understanding:
1. All programs or motion pictures, including Library Content, made available or
exhibited on the Pay Television Service and, therefore, made available on Max shall be
treated as though exhibited on HBO’s over-the-top pay television service pursuant to
the Sideletter re: Over-the-Top Service of Pay Television Service.
2. Programs Made for HBO: With respect to programs made for initial exhibition on
the Pay Television Service that are subject to Paragraph D. of Appendix B (i.e.,
dramatic programs of a type generally produced for prime time network television and
SIDELETTER RE HBO MAX
711
comedy-variety programs), the fixed residual payment set forth in Paragraph D.3.(a)(1)
shall apply if the program is available on the Pay Television Service and, therefore, on
Max during an exhibition year, even if the program is available on only one of those
services or platforms during the exhibition year. The ‘first exhibition year' shall
commence on the earliest date that the program is first exhibited on the Pay Television
Service and, therefore, on Max, and the same exhibition year shall apply to all platforms
and services.
3. Library Content: Except as provided in Paragraph 1 above, exhibition on Max of
Library Content, the principal photography of which commenced on or after July 1,
1971, shall be subject to the percentage residual formula set forth in Paragraph 1.a.
(‘License for Limited Period or Fixed Number of Exhibitions’) of the Sideletter on
Exhibition of Motion Pictures Transmitted via New Media.
4. Programs Made for Max: Programs made for initial exhibition on Max shall be
considered programs made for a subscription consumer pay new media platform
(“SVOD”). The number of subscribers to Max for purposes of the Sideletter on Literary
Material Written for Programs Made for New Media shall include those who subscribe
to Max directly, as well as those who access Max by authenticating their Pay Television
Service and logging in to the Max platform.
1
Subscribers to the Pay Television Service who are not offered access to Max through
their third-party video distributor, and who do not subscribe directly to Max, will not be
included as a Max subscriber. Likewise, Pay Television subscribers who are given the
opportunity to access Max at no additional charge, but who do not actually authenticate
their Pay Television Service subscription or otherwise ‘opt in' to access the Max
platform, shall not be included as Max subscribers.
The parties agree that HBO Max shall be considered to be a service with over five
million (5,000,000) but fewer than twenty million (20,000,000) domestic subscribers
during the period from May 2, 2020 to June 30, 2021. During the second and third
years of the Agreement, the parties shall determine the subscriber tier effective July 1,
2021 and July 1, 2022, respectively, in accordance with the provisions of this Sideletter.
The parties recognize that Max is a new and emerging platform, and that its business
model is subject to change. Therefore, the provisions of this Sideletter shall expire on
the termination date of the 2020 MBA and will be of no force and effect thereafter;
however, this Sideletter shall continue to apply to programs, the principal photography
of which commenced on or before the termination date of this Sideletter, or which were
subject to a license agreement entered into on or before the termination date of this
Sideletter. No later than sixty (60) days before the termination date of the 2020 MBA,
the parties will meet to negotiate any changes to this Sideletter.
1
Should access to Max be offered at no additional charge with the sale of a product or another
subscription or service fee, only those individuals who log in to the Max platform will be counted as a Max
subscriber. Further, individuals who access Max on a promotional basis at no additional charge for no
more than thirty (30) days will not be counted as Max subscribers.
SIDELETTER RE HBO MAX
712
The parties agree that programs made for HBO Max under a predecessor MBA to the
2020 MBA are programs made for a subscription video on demand service (and not
programs made for pay television) and agree to withdraw and waive any current or
future claim contending otherwise.
Please indicate your concurrence with the foregoing by signing in the space for your
signature set forth below.
Sincerely,
By: /s/ Carol A. Lombardini
Carol A. Lombardini
President, AMPTP
ACCEPTED AND AGREED:
WRITERS GUILD OF AMERICA, WEST, INC.
on behalf of itself and its affiliate,
WRITERS GUILD OF AMERICA, EAST, INC.
By: /s/ David J. Young
D avid J. Young
Executive Director, WGAW
SIDELETTER RE HBO MAX
713
ARTICLE 64 SIDELETTER REGARDING CREDITS
As of March 28, 1995
J. Nicholas Counter III
AMPTP
15503 Ventura Blvd.
Encino, CA 91436
Re: Article 64 - Applicable Credits Provisions of the MBA
Dear Mr. Counter:
The following credit requirements shall apply when motion pictures and/or literary
material as described in Article 64 are reused in interactive programs:
(1) If the reuse is of the whole or a substantial part of a theatrical or television
motion picture which can be viewed in a linear fashion and is governed by
Article 64.B.1. or 64.D.1., all writing credits
1
of the motion picture as they
appeared on the screen shall appear in the interactive program. If such
reuse is of a television motion picture on which a "Created by" credit was
required pursuant to the terms of this or any prior MBA, then the "Created
by" credit, as it appeared on the screen, also shall appear in the interactiv e
program. If such reuse is of a television motion picture on which a
"Developed by" credit was given pursuant to the terms of this or any prior
MBA, then the Company shall obligate the licensee (which may include the
Company) to accord "Developed by" credit, as it appeared on the screen or
in the form "Developed for Television by" in the interactive program.
(2) If the interactive program includes publication of the script of a theatrical or
television motion picture, in whole or in substantial part, or a novelization of
any such script, and such reuse is governed by Article 64.C. [literary
material], 64.D.1. [combination of motion picture and literary material] or
64.D.2. [combination of excerpts and literary material], all writing credits of
such theatrical or television motion picture as they appeared on the screen
shall appear in the interactive program. If such publication is of a teleplay
on which a "Created by" credit was required pursuant to the terms of this or
any prior MBA, then the writer entitled to such credit shall be given
appropriate source material credit in interactive program publications
arising out of the series. With respect to any novelization based on the
screenplay or teleplay, the credits shall indicate that such novelization is
1
The WGA reserves its position that the television credits, "Created by," "Developed by" and "Developed
for Television by" are "writing credits," as that term is used in the MBA. The Companies reserve their
position to the contrary.
ARTICLE 64 SIDELETTER
REGARDING CREDITS
714
based on such screenplay or teleplay. Such writing credit shall appear on
the "title page," or on the equivalent thereof, in the same size and style of
type used for the writer of the novelization. If the name of the writer of the
novelization appears on the "cover," or on the equivalent thereof, the
"Screenplay by" or "Teleplay by" or "Written by" credit shall also appear on
the "cover," or on the equivalent thereof, in the same size and style of type
as the writer of the novelization; provided, however, that the writing credit
need not so appear if the writer of the screenplay or teleplay is the writer of
the novelization. The contract with the publisher shall provide that this
provision is for the express benefit of the writer and the Guild, and that the
publisher will comply with such requirements. However, the failure of a
publisher to comply with any of such requirements shall not constitute a
breach by the Company.
No casual or inadvertent breach of any of the foregoing in this paragraph
(2) shall be deemed to constitute a default or a breach by the Company of
this Basic Agreement.
(3) If the reuse is governed by Article 64.B.2. [excerpts], 64.C. [literary
material], 64.D.1. [combination of motion picture and literary material] (and
the reuse is not included in paragraphs (1) or (2) above), or 64.D.2.
[combination of excerpts and literary material], (and the reuse does not
include publication of the script or novelization), then the WGA reserves its
position that the credits provisions of the MBA would apply and the
AMPTP-represented Companies reserve their position to the contrary.
(4) If the reuse is of the whole or a substantial part of a theatrical or television
motion picture which can be viewed in a linear fashion and is governed by
Article 64.B.1. or 64.D.1., then the WGA reserves its position that the
provisions of the MBA governing credits in advertising and publicity also
would apply and the AMPTP-represented Companies reserve their position
to the contrary.
(5) With respect to the instances described above in paragraph (3) only, the
WGA and the AMPTP-represented Companies agree that the issues of
whether or not writing credits provisions of the MBA should apply and, if
so, in what form and manner the writing credits should be accorded, shall
be referred to the Interactive Media Committee. Disputes as to whether
credits are required to be accorded in the instances described in paragraph
(4) above shall be subject to the Hot Line procedure under Article 48.E.,
except that if they are not resolved within the time specified, they shall be
referred to the Interactive Media Committee, rather than to
grievance/arbitration, for resolution. Only disputes under paragraphs (1)
and (2) above shall be subject to grievance and/or arbitration under
Articles 10, 11 and 12.
ARTICLE 64 SIDELETTER
REGARDING CREDITS
715
(6) Favored nations. If one or more of the AMPTP-represented Companies
reaches an agreement with any guild, craft, union or labor organization
which includes mandatory credit(s) to be accorded on interactive
programs, the AMPTP will notify the WGA of such agreement(s) within five
(5) business days and afford the WGA an opportunity to accept the same
provision(s) applicable to writer's credits for the reuse of motion pictures
and/or literary material governed by Article 64.
Sincerely,
WRITERS GUILD OF AMERICA, WEST, INC.
on behalf of itself and its affiliate
WRITERS GUILD OF AMERICA, EAST, INC.
By: /s/ Brian Walton
Brian Walton, Executive Director, WGAw
ACCEPTED AND AGREED:
By: /s/ J. Nicholas Counter III
J. Nicholas Counter III, President, AMPTP
On behalf of the Companies represented by the AMPTP
in the negotiations of the 1995 WGA - AMPTP MBA
ARTICLE 64 SIDELETTER
REGARDING CREDITS
716
SIDELETTER REGARDING INTEREST ON DELINQUENT RESIDUALS PAYMENTS
As of May 2, 2001
J. Nicholas Counter III
President
Alliance of Motion Picture & Television Producers, Inc.
15503 Ventura Boulevard
Encino, California 91436
Dear Nick:
The Guild and the Companies agree that the residuals provisions of this Basic
Agreement shall be modified as expressly set forth herein only with respect to the
Companies which satisfy the requirements for “Qualified Distributor/Buyer status” or
“Qualified Residual Payor status” under this Basic Agreement. If any such Company
shall fail to make any residuals payment due under the terms of this Basic Agreement
when and as the same becomes due and payable, it shall bear interest at the rate of
one percent (1%) per month on the unpaid balance commencing to accrue from the
date of delinquency.
Very truly yours,
WRITERS GUILD OF AMERICA, WEST, INC.,
on behalf of itself and its affiliate,
WRITERS GUILD OF AMERICA, EAST, INC.
By: /s/ John McLean
John McLean
Executive Director, WGAw
ACCEPTED AND AGREED:
The respective signatory companies represented by the
ALLIANCE OF MOTION PICTURE & TELEVISION PRODUCERS, INC.
By: /s/ J. Nicholas Counter III
J. Nicholas Counter III
President
SIDELETTER REGARDING INTEREST ON
DELINQUENT RESIDUALS PAYMENTS
717
QUALIFIED DISTRIBUTOR/BUYER LETTER OF AGREEMENT (THEATRICAL)
As of May 2, 2020
Dear ________________:
Reference is made to the provisions of Article 65.A. of the 2020 Writers Guild of
America Theatrical and Television Basic Agreement ("the 2020 MBA" or “the Basic
Agreement”).
The Writers Guild of America, West, Inc., on behalf of itself and its affiliate, Writers
Guild of America, East, Inc. ("WGA") hereby agrees that the undersigned Company
satisfies the requirements for Qualified Distributor/Buyer status, subject to the following
conditions:
1. With respect to each theatrical motion picture produced by the Company, the
principal photography of which commences on or after May 2, 2020, which is
based on literary material covered under the 2020 MBA (“WGA Picture”) for which
the undersigned Company, or any of the additional companies identified below,
has distribution rights, the undersigned Company agrees to be bound by,
perform, or guarantee the performance of, all the obligations to be performed by a
Distributor/Buyer pursuant to the Distributor's or Buyer's Assumption Agreement,
copies of which are attached hereto, and shall adhere or guarantee adherence to
all other provisions in Article 65.A. of the Basic Agreement including, without
limitation, the arbitration provisions.
2. The undersigned Company shall, promptly after acquisition, notify the Guild in
writing of the territories, media and term of distribution rights in any WGA Picture
which the undersigned Company, or any of the companies identified below,
hereafter acquires.
3. As to each WGA Picture, the undersigned Company shall be afforded all of the
rights, and assume all of the obligations, of a Qualified Distributor/Buyer under
the Basic Agreement.
4. With respect to any WGA Picture for which the undersigned Company is acting
as a guarantor, it agrees to execute and deliver, in a form acceptable to the Guild
(which shall include the Standard Letter of Guaranty), an unconditional guarantee
of payment of all Residuals and any obligations related to the reporting or
payment of Residuals under the Basic Agreement.
QUALIFIED DISTRIBUTOR/BUYER
LETTER OF AGREEMENT
(THEATRICAL)
718
5. With respect to any WGA Picture for which the undersigned Company has
agreed to guarantee the payment of Residuals and performance of all other
obligations of a Qualified Distributor/Buyer, the undersigned Company also
agrees that the Guild may arbitrate against it disputes under this Letter of
Agreement or under the Basic Agreement which relate to the performance of the
obligations guaranteed pursuant to this Letter of Agreement to the same extent as
it would be able to arbitrate such disputes against the Distributor/Buyer of a WGA
Picture. The Guild may initiate an arbitration against the undersigned Company
in the event of a default by the signatory Company or other obligor without being
required to arbitrate against Company or other obligor. Any arbitration shall be
pursuant to the arbitration provisions of the Basic Agreement. Nothing herein
shall be deemed to waive any rights and remedies that the Guild may have
against the Company when the undersigned Company is acting as guarantor.
Notwithstanding the above, the Guild agrees not to initiate any claim or demand
for arbitration against the Qualified Distributor/Buyer as guarantor unless and until
it has first made a written demand on the Company and such demand remains
unsatisfied for a period of not less than thirty (30) days.
6. THIS QUALIFIED DISTRIBUTOR'S/BUYER'S LETTER OF AGREEMENT SHALL
BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS
OF THE STATE OF CALIFORNIA AND THE UNITED STATES, AS THE SAME
WOULD BE APPLIED BY A FEDERAL COURT IN CALIFORNIA WITHOUT
REGARD TO PRINCIPLES OF CONFLICTS OF LAW. The Guild and the
Company agree that any arbitration or legal action or proceeding brought to
interpret or enforce the provisions of this Letter of Agreement shall be held or
brought in Los Angeles County, California, and Company irrevocably submits to
the jurisdiction of the federal and state courts therein. Notwithstanding the
foregoing, the Guild, at its option, may bring a legal action or proceeding outside
California under the following circumstances: (a) if the Company has no principal
place of business in California; or (b) whether or not the Company has a principal
place of business in California, to enforce or execute upon an arbitration award or
court order or judgment, in any jurisdiction in which the Company's assets are
located (and the Company irrevocably submits to the jurisdiction of the courts of
such places for purposes of such execution or enforcement). The Company
consents to service of process by personal delivery or by certified or registered
mail, return receipt requested, to the Company's general counsel or the
Company's representative identified below or by first class mail to the Company
when the Company has not designated a representative or a general counsel, or
by any other method permitted by law.
7. The undersigned Company acknowledges and agrees that the Guild may revoke
its Qualified Distributor/Buyer status pursuant to the provisions of the Basic
Agreement. Likewise, the Guild agrees that the undersigned Company may, after
an initial term of not less than two (2) years, rescind its Qualified Distributor/Buyer
status upon ninety (90) days notice to the Guild. Any WGA Picture for which the
Qualified Distributor/Buyer holds distribution rights which has commenced
QUALIFIED DISTRIBUTOR/BUYER
LETTER OF AGREEMENT
(THEATRICAL)
719
principal photography prior to the expiration of such ninety (90) day notice period
shall be subject to the provisions of this Letter of Agreement.
8. In the event of revocation by either the Guild or the Qualified Distributor/Buyer,
the undersigned Company agrees that it shall continue to be bound to the
obligations of this Letter of Agreement with respect to all WGA Pictures
distributed or guaranteed by the Qualified Distributor/Buyer prior to revocation.
9. This Letter of Agreement may not be modified or amended, nor may any rights
hereunder be waived, except in a writing signed by the party against whom
enforcement of the modifications, amendment or waiver is sought.
10. This Letter of Agreement does not create, and shall not be construed as creating,
any rights enforceable by the signatory Company for any WGA Picture or by any
other person not a party to this Agreement.
11. If any provision of this Letter of Agreement is held by a court of competent
jurisdiction to be invalid, illegal or unenforceable, the remaining provisions of this
Letter of Agreement shall nevertheless remain in full force and effect.
12. This Letter of Agreement may be executed in multiple counterparts, copies of
which shall be deemed an original and all of which taken together shall constitute
one and the same instrument.
13. The additional company(ies) referred to in Paragraph 1 of this Letter of
Agreement is (are): ____________________________________________
By: ____________________________________________
(COMPANY)
____________________________________________
REPRESENTATIVE OR GENERAL COUNSEL
ACCEPTED AND AGREED:
By: _____________________________________
WRITERS GUILD OF AMERICA, WEST, INC.
on behalf of itself and its affiliate,
WRITERS GUILD OF AMERICA, EAST, INC.
QUALIFIED DISTRIBUTOR/BUYER
LETTER OF AGREEMENT
(THEATRICAL)
720
STANDARD LETTER OF GUARANTY (THEATRICAL)
Date:
Re: (Identify Picture and Company)
Dear ___________________________:
1. This is to confirm that _______________________________________________
("Guarantor"), a Qualified Distributor/Buyer which is a signatory to the Qualified
Distributor/Buyer Letter of Agreement with the Writers Guild of America, West,
Inc., and its affiliate, Writers Guild of America, East, Inc., ("WGA"), hereby
unconditionally guarantees the performance of all of the Company's obligations to
pay additional compensation ("Residuals") as required under the 2020 Writers
Guild of America Theatrical and Television Basic Agreement ("Basic Agreement")
and the Qualified Distributor/Buyer Letter of Agreement (incorporated herein by
this reference) which become payable under WGA's jurisdiction with respect to
the motion picture entitled "__________________________________________"
("Such Picture"), as a result of the distribution, exhibition or exploitation of Such
Picture in _________________________ [describe m edia, territories and term].
2. The undersigned further agrees to comply with all record-keeping and reporting
obligations under the Basic Agreement with respect to the exhibition, distribution
or exploitation of Such Picture, and the Guild shall have the right at reasonable
times and upon reasonable notice to examine the books and records of
Guarantor pertaining to such exhibition, distribution or exploitation as they relate
to the payment of Residuals hereunder.
3. By executing this Guaranty, Guarantor acknowledges and agrees that it is
guaranteeing the performance of all of the obligations required of a distributor by
the Distributor's Assumption Agreement in the Basic Agreement with respect to
the distribution, exhibition or exploitation of Such Picture in the media, territories
and for the term referred to in Paragraph 1. above.
4. It is expressly understood that the right of Guarantor or Company to distribute,
exhibit or exploit Such Picture in the media, territories and for the term described
in Paragraph 1. above shall be subject to and conditioned upon the prompt
payment of Residuals due therefor, in accordance with the Basic Agreement.
Guarantor further agrees that the Guild shall be entitled to injunctive relief against
Guarantor and/or Company in the event that such payments are not made.
5. Nothing herein is intended, nor shall it be construed, to impose any greater
obligations on the Guarantor than would apply to a Qualified Distributor/Buyer
under the Qualified Distributor/Buyer Letter of Agreement. By the same token,
Guarantor shall be entitled to all of the rights and benefits accorded to a Qualified
Distributor/Buyer.
STANDARD LETTER OF GUARANTY
(THEATRICAL)
721
6. This Guaranty is a continuing guaranty binding upon the Guarantor and its
successors and assigns, and inuring to the benefit of, and enforceable by, the
Guild and its successors and assigns. The obligations of Guarantor hereunder
shall not be discharged, affected, impaired or released by any insolvency,
bankruptcy, reorganization, merger, affiliation, liquidation, dissolution or similar
proceeding.
7. Any demands against Guarantor for a default by the Company shall be governed
by Paragraphs 5. and 6. of the Qualified Distributor/Buyer Letter of Agreement.
Any written notices concerning the non-payment or other non-satisfaction of any
obligation in connection with payment of Residuals under the Basic Agreement or
Distributor's Assumption Agreement sent by the Guild to Company with respect to
Such Picture shall also be delivered to Guarantor in the manner set forth in
Paragraph 8. below.
8. All notices, requests, demands or other communications required or permitted
pursuant to this Guaranty shall be in writing and must be (a) given by personal
delivery, or (b) sent by registered mail, postage prepaid, return receipt requested,
or (c) sent by telecopy with a copy by mail, addressed to the party to receive the
Notice at the following address or to such other address as a party hereto may
hereafter specify pursuant to this paragraph. Notice will be deemed to have been
duly given or made (a) immediately upon personal delivery, or (b) five (5) days
from the date of mailing if mailed within the United States of America or seven (7)
days from the date of mailing if mailed across national borders.
Notice shall be sent as follows:
To Guarantor: ________________________________________
Address: ________________________________________
________________________________________
Attention: ________________________________________
Fax: ________________________________________
With courtesy copy to: ______________________________________
Address ________________________________________
Attention: ________________________________________
Fax: ________________________________________
To WGA: 7000 West 3rd Street
Los Angeles, CA 90048-4329
Attention: DT Matias, or current Signatories Administrator
Fax: (323) 782-4807
By: ____________________________________
Authorized Officer
____________________________________
(Please type in name)
STANDARD LETTER OF GUARANTY
(THEATRICAL)
722
QUALIFIED RESIDUAL PAYOR LETTER OF AGREEMENT (TELEVISION)
As of May 2, 2020
Dear ________________:
Reference is made to the provisions of Article 65.B. of the 2020 Writers Guild of
America Theatrical and Television Basic Agreement ("Basic Agreement").
The Writers Guild of America ("the WGA" or "the Guild") hereby agrees that the
undersigned Company satisfies the requirements for Qualified Residual Payor status
with respect to each television motion picture based upon literary material covered by
the Basic Agreement and for which the undersigned Company, or any of the additional
companies identified below, has distribution rights and has agreed to be bound by,
perform, or guarantee the performance of, all the obligations to be performed by a
Distributor/Buyer pursuant to the Distributor's or Buyer's Assumption Agreement, copies
of which are attached hereto, and to adhere or guarantee adherence to all other
provisions in Article 65.B. of the Basic Agreement including, without limitation, the
arbitration provisions ("Such Picture"), subject to the following conditions:
1. The undersigned Company shall, promptly after acquisition, notify the
Guild in writing of the territories, media and term of distribution rights in
Such Picture which the undersigned Company, or any of the companies
identified below, hereafter acquires.
2. As to Such Picture, the undersigned Company shall be afforded all of the
rights, and assume all of the obligations, of a Qualified Residual Payor
under the Basic Agreement.
3. With respect to any Such Picture for which the undersigned Company is
acting as a guarantor, it agrees to execute and deliver, in a form
acceptable to the Guild (which may include the Standard Letter of
Guaranty), an unconditional guarantee of payment of all Residuals and any
obligations related to the reporting or payment of Residuals under the
Basic Agreement.
4. With respect to any Such Picture for which the undersigned Company has
agreed to guarantee the payment of Residuals and performance of all
other obligations of a Qualified Residual Payor, the undersigned Company
also agrees that the Guild may arbitrate against it disputes under this
Letter of Agreement or under the Basic Agreement which relate to the
performance of the obligations guaranteed pursuant to this Letter of
Agreement to the same extent as it would be able to arbitrate such
disputes against the Distributor/Buyer of Such Picture. The Guild may
initiate an arbitration against the undersigned Company in the event of a
QUALIFIED RESIDUAL PAYOR LETTER OF AGREEMENT
(TELEVISION)
723
default by the signatory Company or other obligor without being required to
arbitrate against Company or other obligor. Any arbitration shall be
pursuant to the arbitration provisions of the Basic Agreement. Nothing
herein shall be deemed to waive any rights and remedies that the Guild
may have against the Company when the undersigned Company is acting
as guarantor. Notwithstanding the above, the Guild agrees not to initiate
any claim or demand for arbitration against the Qualified Residual Payor as
guarantor unless and until it has first made a written demand on the
Company and such demand remains unsatisfied for a period of not less
than thirty (30) days.
5. THIS QUALIFIED RESIDUAL PAYOR'S LETTER OF AGREEMENT
SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH
THE LAWS OF THE STATE OF CALIFORNIA AND THE UNITED
STATES, AS THE SAME WOULD BE APPLIED BY A FEDERAL COURT
IN CALIFORNIA WITHOUT REGARD TO PRINCIPLES OF CONFLICTS
OF LAW. The Guild and the Company agree that any arbitration or legal
action or proceeding brought to interpret or enforce the provisions of this
Letter of Agreement shall be held or brought in Los Angeles County,
California, and Company irrevocably submits to the jurisdiction of the
federal and state courts therein. Notwithstanding the foregoing, the Guild,
at its option, may bring a legal action or proceeding outside California
under the following circumstances: (a) if the Company has no principal
place of business in California; or (b) whether or not the Company has a
principal place of business in California, to enforce or execute upon an
arbitration award or court order or judgment, in any jurisdiction in which the
Company's assets are located (and the Company irrevocably submits to
the jurisdiction of the courts of such places for purposes of such execution
or enforcement). The Company consents to service of process by
personal delivery or by certified or registered mail, return receipt requested,
to the Company's general counsel or the Company's representative
identified below or by first class mail to the Company when the Company
has not designated a representative or a general counsel, or by any other
method permitted by law.
6. The undersigned Company acknowledges and agrees that the Guild may
revoke its Qualified Residual Payor status pursuant to the provisions of the
Basic Agreement. Likewise, the Guild agrees that the undersigned
Company may, after an initial term of not less than two (2) years, rescind
its Qualified Residual Payor status upon ninety (90) days notice to the
Guild. Any Such Picture for which the Qualified Residual Payor holds
distribution rights which has commenced principal photography prior to the
expiration of such ninety (90) day notice period shall be subject to the
provisions of this Letter of Agreement.
QUALIFIED RESIDUAL PAYOR LETTER OF AGREEMENT
(TELEVISION)
724
7. In the event of revocation by either the Guild or the Qualified Residual
Payor, the undersigned Company agrees that it shall continue to be bound
to the obligations of this Letter of Agreement with respect to all Such
Pictures distributed by the Qualified Residual Payor prior to revocation.
8. This Letter of Agreement may not be modified or amended, nor may any
rights hereunder be waived, except in a writing signed by the party against
whom enforcement of the modifications, amendment or waiver is sought.
9. This Letter of Agreement does not create, and shall not be construed as
creating, any rights enforceable by the signatory Company for any Such
Picture or by any other person not a party to this Agreement.
10. If any provision of this Letter of Agreement is held by a court of competent
jurisdiction to be invalid, illegal or unenforceable, the remaining provisions
of this Letter of Agreement shall nevertheless remain in full force and
effect.
11. This Letter of Agreement may be executed in multiple counterparts, copies
of which shall be deemed an original and all of which taken together shall
constitute one and the same instrument.
12. The additional company(ies) referred to in the introductory paragraph of
this Letter of Agreement is (are):
By: ____________________________________________
(COMPANY)
____________________________________________
REPRESENTATIVE OR GENERAL COUNSEL
ACCEPTED AND AGREED:
By: ______________________________________
WRITERS GUILD OF AMERICA, WEST, INC.,
on behalf of itself and its affiliate,
WRITERS GUILD OF AMERICA, EAST, INC.
QUALIFIED RESIDUAL PAYOR LETTER OF AGREEMENT
(TELEVISION)
725
STANDARD LETTER OF GUARANTY (TELEVISION)
Date:
Re: (Identify Picture and Company)
Dear___________________________:
1. This is to confirm that ____________________________________________
("Guarantor"), a Qualified Residual Payor which is a signatory to the Qualified
Residual Payor Letter of Agreement with the Writers Guild of America, West, Inc.,
and its affiliate, Writers Guild of America, East, Inc., ("WGA"), hereby uncondi-
tionally guarantees the performance of all of the Company's obligations to pay
additional compensation ("Residuals") as required under the 2020 Writers Guild
of America Theatrical and Television Basic Agreement ("Basic Agreement") and
the Qualified Residual Payor Letter of Agreement (incorporated herein by this
reference) which becomes payable under WGA's jurisdiction with respect to the
motion picture entitled " "
("Such Picture"), as a result of the distribution, exhibition or exploitation of Such
Picture in ___________________________[describe m edia, territories and term].
2. The undersigned further agrees to comply with all record-keeping and reporting
obligations under the Basic Agreement with respect to the exhibition, distribution
or exploitation of Such Picture, and the Guild shall have the right at reasonable
times and upon reasonable notice to examine the books and records of
Guarantor pertaining to such exhibition, distribution or exploitation as they relate
to the payment of Residuals hereunder.
3. By executing this Guaranty, Guarantor acknowledges and agrees that it is
guaranteeing the performance of all of the obligations required of a distributor by
the Distributor's Assumption Agreement in the Basic Agreement with respect to
the distribution, exhibition or exploitation of Such Picture in the media, territories
and for the term referred to in Paragraph 1. above.
4. It is expressly understood that the right of Guarantor or Company to distribute,
exhibit or exploit Such Picture in the media, territories and for the term described
in Paragraph 1. above shall be subject to and conditioned upon the prompt
payment of Residuals due therefor, in accordance with the Basic Agreement.
Guarantor further agrees that the Guild shall be entitled to injunctive relief against
Guarantor and/or Company in the event that such payments are not made.
5. Nothing herein is intended, nor shall it be construed, to impose any greater
obligations on the Guarantor than would apply to a Qualified Residual Payor
under the Qualified Residual Payor Letter of Agreement. By the same token,
STANDARD LETTER OF GUARANTY
(TELEVISION)
726
Guarantor shall be entitled to all of the rights and benefits accorded to a Qualified
Residual Payor.
6. This Guaranty is a continuing guaranty binding upon the Guarantor and its
successors and assigns, and inuring to the benefit of, and enforceable by, the
Guild and its successors and assigns. The obligations of Guarantor hereunder
shall not be discharged, affected, impaired or released by any insolvency,
bankruptcy, reorganization, merger, affiliation, liquidation, dissolution or similar
proceeding.
7. Any demands against Guarantor for a default by the Company shall be governed
by Paragraphs 4. and 5. of the Qualified Residual Payor Letter of Agreement.
Any written notices concerning the non-payment or other non-satisfaction of any
obligation in connection with payment of Residuals under the Basic Agreement or
Distributor's Assumption Agreement sent by the Guild to Company with respect to
the Picture shall also be delivered to Guarantor in the manner set forth in
Paragraph 8. below.
8. All notices, requests, demands or other communications required or permitted
pursuant to this Guaranty shall be in writing and must be (a) given by personal
delivery, or (b) sent by registered mail, postage prepaid, return receipt requested,
or (c) sent by telecopy with a copy by mail, addressed to the party to receive the
Notice at the following address or to such other address as a party hereto may
hereafter specify pursuant to this paragraph. Notice will be deemed to have been
duly given or made (a) immediately upon personal delivery, or (b) five (5) days
from the date of mailing if mailed within the United States of America or seven (7)
days from the date of mailing if mailed across national borders. Notice shall be
sent as follows:
To Guarantor: ________________________________________
Address: ________________________________________
________________________________________
Attention: ________________________________________
Fax: ________________________________________
With courtesy copy to: _____________________________________
Address ________________________________________
Attention: ________________________________________
Fax: ________________________________________
To WGA: 7000 West 3rd Street
Los Angeles, CA 90048-4329
Attention: DT Matias, or current Signatories Administrator
Fax: (323) 782-4807
By: ____________________________________
Authorized Officer
____________________________________
(Please type in name)
STANDARD LETTER OF GUARANTY
(TELEVISION)
727
SIDELETTER ON NEW TECHNOLOGIES COOPERATIVE EDUCATION PROGRAM
As of March 28, 1995
AMPTP
15503 Ventura Boulevard
Encino, California 91436
Re: New Technologies Cooperative Education Program
Ladies and Gentlemen:
This will affirm the following agreement reached between the Guild and the Companies
in the negotiation of the 1995 WGA - AMPTP MBA:
1. The Guild and the Companies will establish, pursuant to Section
6(b) of the Labor Management Cooperation Act, 29 U.S.C. 175a, a
labor-management cooperation committee known as the "New
Technologies Cooperative Education Program" (the "Program") to
support the education of writers in the creation of specialized
material for the new media technologies. The purpose of the
Program is to increase employment opportunities for writers in the
new media technologies, and as a result, to improve their job
security and enhance economic development in this growing field.
Program activities will focus on both the technical and creative
demands of various interactive multimedia platforms.
2. Through the auspices of the AMPTP, the Companies shall
contribute an aggregate sum of fifty thousand dollars ($50,000.00)
to a Guild-administered fund ("the Fund"), which shall make
expenditures for the purposes of the Program. The Companies'
contribution shall be paid into the Fund by June 1, 1995.
3. The Fund shall be used to reimburse fees and expenses only upon
receipt of proper documentation showing that the fees or expenses
have been incurred by the Program for the purposes described in
this Sideletter.
4. The parties have agreed that the Program shall be structured so as
not to be subject to the Employee Retirement Income Security Act
of 1974, as amended ("ERISA"). It is understood that the statement
of purpose and content of the Program shall be modified as
necessary to accomplish that result.
SIDELETTER ON NEW TECHNOLOGIES
COOPERATIVE EDUCATION PROGRAM
728
Very truly yours,
WRITERS GUILD OF AMERICA, WEST, INC.
on behalf of itself and its affiliate,
WRITERS GUILD OF AMERICA, EAST, INC.
By: /s/ Brian Walton
Brian Walton, Exec. Director, WGAw
ACCEPTED AND AGREED:
/s/ J. Nicholas Counter III
J. Nicholas Counter III, President, AMPTP
On behalf of the Companies represented by the AMPTP
in the negotiation of the 1995 WGA - AMPTP MBA
SIDELETTER ON NEW TECHNOLOGIES
COOPERATIVE EDUCATION PROGRAM
729
SIDELETTER ON INFORMATIONAL PROGRAMS
As of August 8, 1988
Revised as of May 2, 1992
Revised as of May 2, 1995
Revised as of May 2, 1998
Revised as of May 2, 2001
Revised as of November 1, 2004
Revised as of February 13, 2008
Revised as of May 2, 2011
Revised as of May 2, 2014
Revised as of May 2, 2017
Revised as of May 2, 2020
Alliance of Motion Picture and Television Producers, Inc.
15301 Ventura Boulevard, Building E
Sherman Oaks, California 91403
Re: Informational Programs
Ladies and Gentlemen:
As a result of the 1988 negotiations between the Writers Guild of America and the
Companies represented by the AMPTP, it was agreed that this sideletter would be
added to the MBA, to serve as a letter of adherence for Companies in the business of
producing and selling informational programs. For purposes of this sideletter,
informational programs include, but are not limited to, training, industrial, motivational,
public relations, educational and instructional programs, but exclude educational and
instructional programs covered by Appendix B of the MBA and promotional programs
and sales presentations.
Any Company may elect to execute this letter of adherence to cover the making of any
individual informational program. The terms of this letter shall be binding upon the
Company for that project only and shall require the Company to make contributions on
behalf of writers employed on such informational program to the Pension Plan and the
Health Fund at the rates set forth in Article 17 of the 2020 WGA Basic Agreement. No
other terms of the 2020 WGA-AMPTP Basic Agreement shall apply to the employment
of such writer.
Very truly yours,
WRITERS GUILD OF AMERICA, WEST, INC.,
on behalf of itself and its affiliate,
WRITERS GUILD OF AMERICA, EAST, INC.
By: /s/ David J. Young
David J. Young
Executive Director, WGAW
SIDELETTER ON
INFORMATIONAL PROGRAMS
730
ACCEPTED AND AGREED:
The respective signatory companies represented by the
ALLIANCE OF MOTION PICTURE AND
TELEVISION PRODUCERS, INC.
By: /s/ Carol A. Lombardini
Carol A. Lombardini, President
Alliance of Motion Picture and Television Producers, Inc.
SIDELETTER ON
INFORMATIONAL PROGRAMS
731
SIDELETTER RE METHODS OF ENCOURAGING ORIGINAL WRITER'S
CONTINUED PERFORMANCE OF WRITING SERVICES - TELEVISION
As of March 28, 1995
Brian Walton
Executive Director
Writers Guild of America, west, Inc.
7000 West Third Street
Los Angeles, California 90048
Re: Methods of Encouraging Original Writer's Continued Performance of
Writing Services - Television
Dear Brian:
During the negotiations leading to the 1995 WGA-AMPTP MBA, the Guild sought a
provision which would contractually obligate a Company which contemplates replacing
the writer of an original teleplay ninety (90) minutes or longer, so that a creative
executive or producer who has read the material and who has decision-making
authority on behalf of the Company shall discuss the Company's view and give the
writer a reasonable opportunity to discuss continuing to perform services on the project.
It is agreed that the Committee on the Professional Status of Writers will seek mutually
acceptable provisions in this area.
Sincerely,
/s/ J. Nicholas Counter III
J. Nicholas Counter III, President, AMPTP
On behalf of the Companies represented
by the AMPTP in the negotiation of the
1995 WGA-AMPTP MBA
ACCEPTED AND AGREED:
WRITERS GUILD OF AMERICA, WEST, INC.
on behalf of itself and its affiliate
WRITERS GUILD OF AMERICA, EAST, INC.
/s/ Brian Walton
Brian Walton, Executive Director
SIDELETTER RE METHODS OF
ENCOURAGING ORIGINAL WRITER’S
CONTINUED PERFORMANCE - TELEVISION
732
As of March 28, 1995
AMENDMENT AGREEMENT REGARDING RELEASE
OF ROYALTY PLAN PROGRAMS TO BASIC CABLE
This Amendment Agreement is entered into by and between the Writers Guild of
America, west, Inc., on behalf of itself and Writers Guild of America, East, Inc. ("the
WGA"), on the one hand, and the Alliance of Motion Picture & Television Producers
("the AMPTP"), on behalf of the Companies it represented in the negotiation of the
Writers Guild of America Theatrical and Television Basic Agreement of 1985 ("the 1985
MBA"), the Writers Guild of America Theatrical and Television Agreement of 1988 ("the
1988 MBA"), the 1992 WGA Extension Agreement ("the 1992 Extension Agreement")
and those it represents in the negotiation of the Writers Guild of America Theatrical and
Television Basic Agreement of 1995 ("the 1995 WGA-AMPTP MBA") (collectively
referred to as "the MBAs"), on the other hand.
This Amendment Agreement shall be effective on the date of ratification by the WGA
membership of the 1995 WGA-AMPTP MBA and shall be incorporated in such
Agreement.
This Amendment Agreement relates to the release of television programs made under
the WGA Royalty Plan, which appeared as Exhibit A-1 to the 1960 Writers Guild of
America Television Film Basic Agreement.
This Agreement amends the WGA Royalty Plan and the MBAs to provide that residual
payments for the release of Royalty Plan programs to basic cable, which are due on or
after October 1, 1994, shall be made to the credited writers thereof in accordance with
the provisions of Article 58 of the applicable MBA. It is agreed that the MBA in effect at
the time of the first release of a Royalty Plan program to basic cable after March 1,
1985 shall be the "applicable MBA" for purposes of such payments.
The parties further agree that when Royalty Plan programs are released to either
domestic or foreign basic cable, the Company's accountable receipts therefrom are fully
reportable and residuals are payable in perpetuity at the rate set forth in Article 58 of
the applicable MBA.
ACCEPTED AND AGREED:
WRITERS GUILD OF AMERICA, WEST, INC.
on behalf of itself and its affiliate
WRITERS GUILD OF AMERICA, EAST, INC.
By: /s/ Brian Walton
Brian Walton, Executive Director, WGA, west
AMENDMENT AGREEMENT REGARDING
RELEASE OF ROYALTY PLAN
PROGRAMS TO BASIC CABLE
733
ALLIANCE OF MOTION PICTURE & TELEVISION PRODUCERS, INC.
By: /s/ J. Nicholas Counter III
J. Nicholas Counter III, on behalf of the Companies represented by the AMPTP
in negotiations for the 1985 MBA, 1988 MBA, 1992 Extension Agreement and
1995 WGA-AMPTP MBA
AMENDMENT AGREEMENT REGARDING
RELEASE OF ROYALTY PLAN
PROGRAMS TO BASIC CABLE
734
SIDELETTER ON RESIDUALS FOR MADE-FOR-TELEVISION MOTION PICTURES
OR SVOD PROGRAMS WHEN INITIAL EXHIBITION IS ON A DIFFERENT
TELEVISION PLATFORM OR IN NEW MEDIA
As of May 2, 2020
David J. Young
Executive Director
Writers Guild of America, West, Inc.
7000 West Third Street
Los Angeles, California 90048
Re: Sideletter on Residuals for Made-for-Television Motion Pictures or
SVOD Programs When Initial Exhibition is on a Different Television
Platform or in New Media
Dear David:
During the 2020 negotiations, the parties discussed the residual formula that should
apply in certain situations when a program or episode made for television (e.g., free
television, basic cable or pay television) or made for a subscription consumer pay new
media (“SVOD”) platform is, instead, initially exhibited in a different primary market.
To resolve the complexity and uncertainty that arises in these circumstances, the
parties agree that, in the event that a program made for television or an SVOD platform
is exhibited on a different television or new media platform, the television or SVOD
program is treated for residuals purposes as if it were made for the platform on which it
is initially exhibited.
1
If the platform on which the program is initially exhibited is subject
to higher minimum initial compensation rates, the Company shall pay any additional
initial compensation necessary to met the minimums applicable to the platform of initial
exhibition within thirty (30) days of initial exhibition.
For example, a broadcast network orders a pilot and then orders seven episodes of the
series that are intended for exhibition in network prime time. Before any episodes are
broadcast on the network, the network decides that it does not want the series that has
already been produced. Company then sells the series to an SVOD platform where the
episodes (including the pilot) are initially exhibited. In that situation, the residuals are
determined as if the episodes were made for the SVOD platform. (No adjustment of
initial compensation is required in this situation since the minimum rates would have
been no less than those of the SVOD platform.)
1
Neither a limited theatrical exhibition under Paragraph (2) of Sideletter to Article 15.B.13., Appendices A,
B and C and the Sideletter on Literary Material Written for Programs Made for New Media or a limited
AVOD release under Paragraph 4.e.(6) of the Sideletter on Literary Material Written for Programs Made
for New Media is intended as an exhibition in the primary market as provided in this Sideletter.
SIDELETTER ON RESIDUALS FOR MADE-FOR-TELEVISION
MOTION PICTURES OR SVOD PROGRAMS WHEN
INITIAL EXHIBITION IS ON A DIFFERENT TELEVISION
PLATFORM OR IN NEW MEDIA
735
It is understood that the foregoing applies to television motion pictures and SVOD
programs produced under this and any prior MBA that have not had an initial release.
The provisions of this Sideletter are experimental and shall expire on the termination
date of the 2020 MBA.
Sincerely,
/s/ Carol A. Lombardini
Carol A. Lombardini
President, AMPTP
ACCEPTED AND AGREED:
WRITERS GUILD OF AMERICA, WEST, INC.
on behalf of itself and its affiliate
WRITERS GUILD OF AMERICA, EAST, INC.
By: /s/ David J. Young
David J. Young
Executive Director
SIDELETTER ON RESIDUALS FOR MADE-FOR-TELEVISION
MOTION PICTURES OR SVOD PROGRAMS WHEN
INITIAL EXHIBITION IS ON A DIFFERENT TELEVISION
PLATFORM OR IN NEW MEDIA
736
SIDELETTER RE: NEW ARTICLE 67 ON OPTIONS AND EXCLUSIVITY
(TELEVISION)
As of May 2, 2014
David J. Young
Executive Director
Writers Guild of America, West, Inc.
7000 West Third Street
Los Angeles, California 90048
Re: New Article 67 on “Options and Exclusivity (Television)” in MBA
Dear David:
During the 2014 negotiations, the parties negotiated terms applicable to options and
exclusivity for certain writers employed under Article 13.B.7.s. or Article 14 on an
episodic series or serial, as memorialized in the new Article entitled “Options and
Exclusivity (Television).”
This Sideletter confirms that the provisions of this new Article 67 do not prohibit the
Company from negotiating a “first look,” as that term is commonly understood in the
industry, at any literary material developed by a writer as a pilot on “spec” during an
option period.
Sincerely,
/s/ Carol A. Lombardini
Carol A. Lombardini
President, AMPTP
ACCEPTED AND AGREED:
WRITERS GUILD OF AMERICA, WEST, INC.
on behalf of itself and its affiliate
WRITERS GUILD OF AMERICA, EAST, INC.
By: /s/ David J. Young
David J. Young
Executive Director
SIDELETTER RE: NEW ARTICLE 67
ON OPTIONS AND EXCLUSIVITY
(TELEVISION)
737
SIDELETTER RE DIRECT DEPOSIT OF RESIDUALS
As of May 2, 2020
David J. Young
Executive Director
Writers Guild of America, West, Inc.
7000 West Third Street
Los Angeles, California 90048
Re: Direct Deposit of Residuals
Dear David:
Reference is made to Articles 15.A.3.f., 15.B.4., 15.B.13.e., 51.C.6. and 64.E.1. of the
MBA, as well as Article 13.B.5.a.(11) of Appendix A to the MBA and Paragraph 2.b.(3)
of Appendix C to the MBA, all of which refer to payment of residuals to writers by check.
The parties agree that, as an alternative to making such residual payments by check, a
Company may enter into an agreement with the Guild to allow for direct deposit of
residual payments to writers, with the mechanics to be discussed by the individual
Company and the Guild.
Sincerely,
/s/ Carol A. Lombardini
Carol A. Lombardini
President, AMPTP
ACCEPTED AND AGREED:
WRITERS GUILD OF AMERICA, WEST, INC.
on behalf of itself and its affiliate
WRITERS GUILD OF AMERICA, EAST, INC.
By: /s/ David J. Young
David J. Young
Executive Director
SIDELETTER RE DIRECT DEPOSIT OF RESIDUALS
738
SIDELETTER RE COVID-19 RELATED COSTS
As of June 30, 2020
David J. Young
Executive Director
Writers Guild of America West, Inc.
7000 W. Third Street
Los Angeles, California 90048
Re: COVID-19 Costs
Dear David:
During the 2020 negotiations, the parties discussed the increased costs that theatrical,
television and new media productions will incur to implement various protocols related
to the COVID-19 pandemic. Because these unprecedented costs are additive to the
standard production costs on which the parties negotiated the budget tiers in the MBA,
the parties agree that these costs may be excluded from consideration of whether a
theatrical or television motion picture or new media program falls within a given budget
tier in the Basic Agreement (including in Articles 13.A., 13.B.2. and 3, Appendix C,
subparagraph 2.b., and Paragraph 4.b. of the Sideletter on Literary Material Written for
Programs Made for New Media).
Such excluded costs shall be limited to expenditures directly related to prevention and
monitoring of COVID-19, including the following: health screening (including testing,
health assessment surveys and temperature checks), personal protective equipment,
salaries of COVID-19 compliance monitor(s) performing only COVID-19-related duties,
COVID-19-related cleaning costs in excess of ordinary or usual cleaning costs, portable
hand washing stations (unless they would have been necessary in the absence of
COVID-19), additional bathroom units and costs of lodging and per diem for employees
who are required to isolate or self-quarantine and payments made to employees during
any self-isolation or quarantine (other than those due to an "Eligible COVID-19 Event,"
under Item 7.c. of the Return to Work Agreement negotiated by the AMPTP with the
Directors Guild of America, Inc. (“DGA”) and the Screen Actors Guild–American
Federation of Television and Radio Artists ("SAG-AFTRA"), among other Unions).
Costs not directly related to prevention and monitoring, such as compensation for
writers, directors or actors replacing others on sick leave, shall not be considered
excluded costs for the purposes of this Sideletter.
Within a reasonable time after the expiration of each calendar or fiscal quarter, but not
exceeding sixty (60) days, the Company will furnish or caused to be furnished to the
Guild a written, unredacted report itemizing the costs excluded under this Sideletter for
all programs that would have been put into a higher budget tier but for this exclusion.
In the event that the AMPTP enters into a different agreement regarding the subject of
this Sideletter (i.e., the scope of COVID-related costs to be excluded from determining
SIDELETTER RE COVID-19 RELATED COSTS
739
the budget tiers), with the DGA for its DGA Basic Agreement of 2020 and the DGA
Freelance Live and Tape Television Agreement of 2020 and/or with SAG-AFTRA for its
SAG-AFTRA Codified Basic Agreement of 2020 and the 2020 SAG-AFTRA Television
Agreement, the parties agree to apply that agreement to determine the budget tiers for
productions under the MBA on a consistent basis with the other agreements referenced
in this paragraph.
Sincerely,
By:/s/ Carol A. Lombardini
Carol A. Lombardini
President, AMPTP
ACCEPTED AND AGREED:
WRITERS GUILD OF AMERICA, WEST, INC.,
on behalf of itself and its affiliate,
WRITERS GUILD OF AMERICA, EAST, INC.
By:/s/ David J. Young
David J. Young
Executive Director, WGAW
SIDELETTER RE COVID-19 RELATED COSTS
740
