What should be stipulated in the video rights purchase agreement?
The shooting of the video is carried out by companies for which this is the main activity, or one of the activities. The rights to the video arise exactly from the creator, although the customer will use it. This is where the need to conclude a contract arises. Along with the license, which contains restrictions, there is an agreement on the alienation of rights. It is he who represents the "sale" of the video.
Contents:
- What rights are subject to transfer in the video rights purchase agreement
- What needs to be stipulated in the video rights purchase agreement
- Failure to fulfill the video rights purchase agreement
What rights are subject to transfer in the video rights purchase agreement
The video clip refers to audiovisual works, i.e., to the same as works of literature or art. It will be subject to copyright. At the same time, among copyrights, an exclusive right is distinguished, which determines the procedure for the use of a work by third parties. Therefore, by purchasing the rights to a video, a person acquires the exclusive right to such a video.
Although copyright arises for the whole team working on the creation of the video (director, screenwriter, composer), the exclusive right arises for the creator of the video, for example, the producer. Therefore, an agreement on the alienation of exclusive rights will be concluded with him.
Since a video is an audiovisual work, its parts are interconnected and some cannot be used separately from the video content itself. For example, a director cannot sell an exclusive right only to an object he has created, since it cannot be used independently without the entire audiovisual work (А40-226318 / 2015).
What needs to be stipulated in the video rights purchase agreement
The absence of restrictions is a sign of an agreement on the alienation of an exclusive right. If there are any restrictions on the terms, territory or methods of use, the agreement will be recognized as licensed (Paragraph 37 of the Resolution of the Plenum of the RF Armed Forces of 04/23/2019 No. 10). Therefore, if your goal is the complete transfer of exclusive rights, any restrictions should be removed from the contract.
Then you should determine the amount of remuneration and how it will be paid. An agreement on the alienation of exclusive rights between commercial organizations can only be commercial. The Civil Code provides several options:
If there is no procedure for determining the remuneration, the contract will be recognized as not concluded. However, this does not mean the need to prescribe a reward for each video, the following cases can be cited as exceptions:
- Exclusive rights to several objects are transferred simultaneously. In this case, indicate the total cost of all videos (А40-141009 / 2012);
- A mixed contract is concluded, which includes elements of an agreement on the alienation of exclusive rights. It is permissible to indicate the total price and not provide for conditions on remuneration specifically for the video (А40-196239 / 2016).
If licensing agreements have been concluded with respect to the video, they remain.
Video rights purchase agreement form
Written form for this agreement is required, otherwise the agreement will be invalidated.
Failure to fulfill the video rights purchase agreement
If the acquirer of the exclusive right does not pay remuneration, and the right has not yet passed, it is possible to demand termination of the contract and compensation for damages. If the right has already passed to the acquirer, and the remuneration has not been received, then the rightholder may demand to "return" the exclusive right to him (paragraph 5 of article 1234 of the Civil Code of the Russian Federation).
By purchasing a video, you acquire the exclusive right to an audiovisual work. Analysis of the legislation shows that there are few requirements for such an agreement, but non-compliance with them may lead to the failure to conclude the entire agreement. First of all, such conditions include remuneration.
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