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Who Provides the Contract?

By bender | Saturday, November 20, 2004 at 2:11pm

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Animated Ape's picture

Hi Bender,

If you are doing freelance work on a regular basis, YOU should have your own contract to present to clients if they don't have one of their own. I think you stated it in your other post, but never start a project, even thinking and thumbnailing, till you sign a contract. If the client doesn't want to sign your contract, no matter how much money they are offering, stand up right then and there, thank them for their time, and walk out. Your contract should spell out the payment terms, and dates, usage rights, and ownership of originals. Hope that helps you out some Bender.

Aloha,
the Ape

bender's picture
Submitted by bender on

Hi Bender,

If you are doing freelance work on a regular basis, YOU should have your own contract to present to clients if they don't have one of their own. I think you stated it in your other post, but never start a project, even thinking and thumbnailing, till you sign a contract. If the client doesn't want to sign your contract, no matter how much money they are offering, stand up right then and there, thank them for their time, and walk out. Your contract should spell out the payment terms, and dates, usage rights, and ownership of originals. Hope that helps you out some Bender.

Aloha,
the Ape

Ape,

I agree, independent contractors should generally have a contract for their client to sign.

But what if a client wants to hire a contractor under "Work for Hire" terms? That is akin to an employer/employee agreement, in which the contractor is essentially signing away his rights to his work, making the employer the owner of all copyrights. In this case, shouldn't the client provide a Work for Hire agreement for the contractor to sign?

"Bite my shiny metal @ss!"

Ken Davis's picture
Submitted by Ken Davis on

If the client offers you a "work for hire" contract and you agree with it then offering your own contract is pointless, obviously.

Usually the terms in a contract are going to be pretty sensible anyway, and pretty commonplace as well. Have a lawyer help you draw up a sample contract and see what is usually involved--it'll be very much like what a studio will offer you. Really, aside from penalties for breaching the contract, late work, assigning to others, responsibilities and right entitlements.......what else need there be?
Okay, maybe guaranteed credit, 1/3 payment at start-up, art supply issues etc......those kind of things can sometime be covered, but they are also considered to be "petty" issues in most circles.
The rule of thumb I've also been told by my lawyers is: keep it as simple as possible. It doesn't NEED to be any more complicated.

Most places are not out to screw you, so the items that protect them, also protect you as well--they are seldom as one-sided as is commonly thought.
Some companies are very hesitant to have a contract placed in front of THEM, by a work-for-hire-talent, so be ready for places that will outright reject such a offering. They will do this because the amount of time and money to have legal reps scrutinize YOUR document can outwieigh the interest in hiring you--and there's no surprises. Most studios provide a contract they have already invested time and money into for that reason.
Now,this is for folks that are not considered a valuable talent commodity.

Top drawer talent can, and do, come along with their own terms and can compell studios to sign to those terms, if they want that talent on the project. If you are yeilding income above $150,000 a year, you can consider yourself to be top-drawer talent. Obviously the income commanded also mean a certain measure of respect is commanded as well, all justified by the proven talent--thus a contract in-hand from that talent protects the interest inherent in same.

A sizable number of jobs happen on handshakes too, and let's not discount those. The elements of trust in just situations is valuable, but a single misstep can mean disaster, if the "agreement" is breached by either side.
I've done many a job on a handshake, but having a contract simply cements that handshake even firmer.

As I've said before, even if you provide your own contract, if the company lacks the assets or resources to compensate you in the event of a breach, the contract itself isn't worth the paper its printed on.

Wade K's picture
Submitted by Wade K on

I have never needed a contract as a freelancer. Studios (if they are reputable) will ALWAYS have their bases covered in the form of a contract. Legal is a HUGE part of the biz.

DuncanBerenice's picture

If I were to head into the animation business (which I'm not), then I'd probably have a basic contract keeping the rights for onwership of character, incase I'd find a future roll for him/her, it would be open for discussion. Just like the way George Lucas kept onto the merchandise rights and sequel rights. So it might be best keeping that in mind, because what could happen is that you could develop a character and sell to Joe Bloggs Corporation, and you decide in a few years time to develop the character into a block buster animation, hence an on-coming law suit for rights.

One thing you could do is get friendly with a copyright lawyer :)

Duncan

bluehickey's picture
Submitted by bluehickey on

Often times in my work, the client has a contract already on their end. But I have my own contract that I offer if they don't have one. I always ask for half of the money up front, and then immediately tell them that I have a contract that both of us can sign in order to cover the interests of both parties. It's a pretty basic form, but it brings a peace of mind knowing that it is there, should anything happen later on with them not wanting to pay the last portion. You have something in writing that is signed and that's pretty valuable.

If anyone wants a copy of the contract, just let me know and I can copy and paste it here in the forums for all to use. Better to have something rather than nothing at all.

bender's picture
Submitted by bender on

If anyone wants a copy of the contract, just let me know and I can copy and paste it here in the forums for all to use. Better to have something rather than nothing at all.

I'm sure plenty of artists here would like to see your contract template. Thanks for the offer!

"Bite my shiny metal @ss!"

Animated Ape's picture

Bender, if the company wants you to hire you as work-for-hire, and they don't have a contract, then you should be prepared to have one of your own to present. Yep, most companies will have their own contracts, but it's nice to have one of your own just in case they don't. But don't use it like a "trump card" against their contract. Take their contract, READ it, you'll be surprised how many people I know that don't read their contracts, and ask them any questions you might have.

Aloha,
the Ape

bluehickey's picture
Submitted by bluehickey on

[b](YOUR COMPANY NAME)-CUSTOM SERVICE AGREEMENT

Organization: [/b]

Contact:

E-Mail: Delivery Format/Mode:

Fax: Phone:

[b]Shipping Address:
[/b]

This agreement dated as of 9/9/2004 by and between (Your company) at (your address) and (Client). For good and sufficient consideration, the sufficiency of which both parties agree to, (Client) has contracted (Your company) to produce unique and novel animated and visual content to be included within (Client's) product and marketing, sold and exploited according to (Client's) sole discretion.

1. Delivery Date: (Your company) will ship the animation(s) to the customer according to the following:

-Continuous updating of animations and designs throughout process for review and feedback. This working phase includes unlimited fixes and changes and reworkings according to clients desires and taste. (Your company) will incorporate any and all changes promptly in order to facilitate and maintain an efficient work flow.

-No specific delivery date set. Every effort will be made to ensure that the product(s) will be completed in a professional and timely manner.

REVISIONS/FIXES: (Client) will provide collaborative feedback and approval along the way in a timely manner, facilitating production efficiencies and avoiding costs caused by back tracking. Five business days following delivery of a portion of work for evaluation, if no feedback has been given, the delivered work will be considered approved.

2. Ownership: (Client) and (Your company) will remain sole owners of the animations; (Your company) will remain the sole owner of the original working Flash file (.fla). (Your company) shall not distribute, utilize or allow to be distributed the artwork or animations or derivatives thereof, to any party for use in a competitive product without the express written consent of (Client). (Your company) shall retain finished animations and artwork for the purpose of exhibition of services in a portfolio including anonline website at his discretion. (Client) will maintain a perpetual license to use all of the art content developed hereunder. Any other terms or agreements, if any, shall be noted below:

3. Fee: (Your company) has agreed to produce animations and graphics for a fee of $________ [b]

4. Payment Information: [/b]50% due upon project initiation and 50% due upon completion.

[b]Signature: ___________________________________

Date: ______________

[/b]Please either print, sign, scan, and attach to an email document to the following address: (Your email address), or print sign and fax to: (your fax number).[b]

[/b]

bender's picture
Submitted by bender on

Bluehickey,

Contract looks really good, short and simple.

Thanks!

"Bite my shiny metal @ss!"

bender's picture
Submitted by bender on

1. Delivery Date: (Your company) will ship the animation(s) to the customer according to the following:

-Continuous updating of animations and designs throughout process for review and feedback. This working phase includes unlimited fixes and changes and reworkings according to clients desires and taste. (Your company) will incorporate any and all changes promptly in order to facilitate and maintain an efficient work flow.

-No specific delivery date set. Every effort will be made to ensure that the product(s) will be completed in a professional and timely manner.

REVISIONS/FIXES: (Client) will provide collaborative feedback and approval along the way in a timely manner, facilitating production efficiencies and avoiding costs caused by back tracking. Five business days following delivery of a portion of work for evaluation, if no feedback has been given, the delivered work will be considered approved.

I'm not sure if I would allow unlimited revisions at a flat rate. I told my last client I would do unlimited revisions up to a certain date, after which all revisions would qualify as "out of scope". Specifically, the client requested some changes after I had done a lot of lip synching, as well as after a music score had been composed and synched with a scene. Going back to accommodate the revision requests was a hell of a lot of work, so I asked for mo' money.

Still, I like the overall simplicity of this contract template.

"Bite my shiny metal @ss!"

bluehickey's picture
Submitted by bluehickey on

Well the great thing about the contract is that it is yours to modify however you like, so you can easily specify the number of revisions.

The way I work, I give them unlimited revisions through each step. So I don't do any animation until they have officially signed off on character designs. As well, the rough animation does not start getting cleaned up until it is totally approved by the client. Luckily this system has worked well for me. There has only been one case during an illustration for a client that they had me do way too many fixes. Other than that, it never goes above 3 iterations at any given point and usually they take the first version with a minor tweak.

Larry L.'s picture
Submitted by Larry L. on

Hello.

You may not want to hear this...but you should talk to a BUSINESS lawyer.

Most of them will give you the first hour free. Business lawyers are paid advocates- they work for you. If you see a lawyer- go to them with all the communication, emails, etc.

My lawyer cost me $150.00 an hour (1986 prices) and he was worth EVERY penny.

Also if a company knows you have representation- they will treat you more professionally. Right now, they don't respect you.

If you don't retain a lawyer find a standard boiler plate contract and modify it for yor needs. BE VERY SPECIFIC WHEN SUPPLYING GOODS AND SERVICES - SPELL EVERYTHING OUT!

If not...you lose.

Thanks.