GENERAL GUIDELINES AND REQUIREMENTS
FOR A CO-PRODUCTION AGREEMENT BETWEEN INDEPENDENT PRODUCERS AND SHEREZADE FILMS LTD. REGARDING PRODUCTION AND DISTRIBUTION OF FEATURE FILMS
INDUSTRY PARTNERS
FOR A CO-PRODUCTION AGREEMENT BETWEEN INDEPENDENT PRODUCERS AND SHEREZADE FILMS LTD. REGARDING PRODUCTION AND DISTRIBUTION OF FEATURE FILMS
- Sherezade will want to invest in the production cost of fully developed feature films produced and distributed by Independent Producers (IP). Each feature film to be jointly owned by IP and Sherezade via a special purpose vehicle (SPV) company that is incorporated in the British Virgin Islands.
- Before co-financing the production, Sherezade will need to sign off on: final script, attached cast and director, budget and all contracts related to the production and distribution of the feature film.
- Sherezade will preferably invest in packages that can proof domestic distribution of the feature film or distribution in key territories. Sherezade would also require sales estimates from a leading international sales agent, prior to any financial commitment.
- Sherezade to provide a maximum of 50% of the equity needed to finance the film-project. The total budget per film-project should not exceed 23,0 Mio. USD
- Sherezade will own the copyright in relation to its equity-investment on the underlying products and therefore will receive a percentage of all revenues derived from the exploitation of the feature film on pari pasu basis.
- All revenues derived from exploitation of the feature films and any ancillary products will be collected by the SPV and divided between the shareholders in accordance with their shareholding in the SPV. SF expects to recoup 110% before any back end split. The income statement to be certified by independent auditors.
- For the new production cycle of Sherezade Films, the minimum expected IRR is 25%. Second cycle sales begin in year 5 and are assumed on the basis of 20% of first cycle sales.
- The parties agree that distribution of the film will be handled through the most tax efficient channels obtainable in order to maximize potential revenues for all parties involved. Sherezade has therefore contracted Fintage House not only as a collection agent but also to provide the best tax efficient channel for each film/SPV.
- Sherezade will receive a single company credit as well as four individual executive producers credits as well as producers? fees for each film project.
- Sherezade will have the rights to finance all sequels of the shows picked up.
- IP will have creative control but will liaise with Sherezade on major creative decisions to find mutual agreement. Final cut rights are with Sherezade in accordance with the domestic distributor. All produced materials belong to the SPV.
- The parties will agree to keep all financial and other information pertaining to the SPV confidential.
- All shareholders will acknowledge a fiduciary duty to each of the other shareholders in respect of the SPV and agree not to take any actions that would be prejudicial to the interests of the SPV or its shareholders. No dilution of the shareholding of the SPV will be permitted.
- This Agreement is under California Law.
INDUSTRY PARTNERS
