This article has been written by Ansari Qamar Zarfishan.
A talent agency is an entity or a person that finds work for actors, broadcast journalists, film directors, models, musicians, writers, authors, screenwriters, professional athletes and various other professionals engaged in the business of entertainment. It supports, defends and promotes the interest of their client. So, if you are a model or a singer and looking for work, you can engage a talent agent to grab some exciting work for you, for which you will have to enter into a Talent Agency Contract.
But what is a Talent Agency Contract? In this article, we will discuss what a Talent Agency Contract, what should a contract include, does the talent agency contract signed in one country valid in another country, and how to draft a non-exclusive talent agency contract.
What is a talent agency contract?
A contract between an artist or a performer and an agency is called a talent agency contract, wherein the parameters governing the career of the artist, the scope of work, and details of the revenue generated are clearly negotiated between the parties (agency and artist/performer).
The contract can be of two types:
In an exclusive contract, the artist is restricted to only one talent agency and he or she cannot sign a contract with any other agency during the term of the contract.
In a non-exclusive contract, the artist is not restricted to only one talent agency and can enter into a contract with other agencies or look for work on its own during the term of the contract.
The Talent Agency contract differs depending upon the circumstances of the agency and the artist. Like, for example, the reputation of both parties – if the agency or artist is very famous then it may create an impact on fee structure, territorial implication and term of the contract. The contract may also vary with respect to the applicable governing law of the country.
Talent agencies are divided into various departments such as modelling agencies, commercial agencies, music agencies, etc. they have the ability to reconstruct and reshape the artist’s career. Therefore, it is very important to negotiate a contract and have all the terms clearly written so that you do not regret it in future.
What should a Talent Agency contract include?
The terms of every contract should be clearly stated and the talent agency contract is not an exception. The talent agency contract should state the following essential requirements:
- Whether the contract is exclusive or non-exclusive.
- Use of the artist’s photographs – the artist should know how the photographs are being used by the photographer or elsewhere, and that the artist has the right to his/her image and such right cannot be taken away. The contract must include that the artist’s photos may not be used for sexually explicit websites or pornographic materials.
- Breach of Contract – what constitutes a breach, what are the remedies available to both the parties in the event of the breach committed by either party. Such circumstances would include fraud, illegality, duress, lack of age of consent, misuse of the image, invasion of privacy, etc.
- Whether the contract signed in one country is valid and enforceable in another country – a contract signed in one country (let’s say, India) is valid in other countries (eg, US), provided you have stated the governing law in the contract that is convenient to you (eg, India). It should state that in the event of a dispute, the lawsuit, mediation or arbitration should take place in your state and the court fees.
Having known what a talent agency contract includes, now let us see how to draft a non-exclusive talent agency contract.
How to draft a non-exclusive talent agency contract?
This clause should state how long the contract is and whether it will be auto-renewed or not.
This Agreement (Talent Agency Agreement) shall commence on the date of execution indicated below and shall be for a period of a minimum of two (2) years. This Agreement shall be automatically renewed on a yearly basis unless the Talent has given a thirty (30) days written notice before the expiration date to terminate the contract.
After the term of the contract, one should state how, when and under what circumstances either party can terminate the contract. This clause is highly negotiated, like for example, if you are not satisfied with the amount of work you get through the agency, you can terminate the contract before the term of the contract.
In the event, the Talent is unable to obtain a bonafide offer of employment from a responsible employer during a period of six (6) months, during which the Talent is available, able and willing to accept employment, either party may terminate this Agreement by sending a notice in writing to that effect sent to the other party by a registered post or e-mail address.
The contract should state that it is an exclusive or a non-exclusive contract, and if non-exclusive, it should state that the artist is not restricted to enter into a contract with another agent.
The Talent hereby agrees to employ the Talent Agent as a non-exclusive talent agency for a period of two (2) years from the date of execution to negotiate contracts for the expansion of the Talent professional services as an artist, or otherwise, in the fields of motion pictures, legitimate stage, television, radio broadcasting and other fields of entertainment.
This clause states the number of per cent (10-15%) the agency can deduct from the artist’s first paycheck. Remember that the commission should be only for the work they provide and not from the work the artist gets from another agency.
I hereby agree to pay the Talent Agent a sum of equal to ten (10%) of all monies or things of value as and when received by me directly or indirectly, as compensation for professional service rendered or agreed to be rendered as a result of Talent Agency’s negotiations done on my behalf, during the term of this Agreement.
When you get paid
This clause states when the artist gets paid either before the agency deducts its percentage or later, who will collect and deposit all the payments.
The Talent hereby authorises the Talent Agency to demand, collect and receive any and all payments on Talent’s behalf, whether by check, cash or otherwise to which Talent may become entitled to receive; and to endorse, deposit and collect any check made payable to the Talent and to execute other receipts on Talent’s behalf.
The Talent further authorises Talent Agency to deduct the service fees from the remuneration received on Talent’s behalf and make a payment or deposit the remaining amount in the Talent’s account within fifteen (15) days of such receipt.
This clause states that the artist is an independent contractor and should not be considered as an employee of the Agency.
This Agreement certifies that throughout the term of this Agreement, the Talent is an independent contractor and not an employee of the Talent Agency.
This clause states the governing law that would prevail in the event of any dispute arises. The governing law should be what the artist is convenient with.
In the event of any controversy arising between the parties, the same shall be construed in accordance with the applicable laws of India. The Courts at Mumbai shall have exclusive jurisdiction in any proceedings arising out of this Agreement.
Any dispute or differences arising out of or in relation to this Agreement shall be referred to Sole Arbitrator appointed by the Court and his discission shall be final and binding on the parties.
The arbitration proceedings shall be in accordance with the Arbitration and Conciliation Act, 1996 as amended from time to time.
The seat and venue of arbitration shall be Mumbai.
The Language of Arbitration shall be English.
The High Court of judicature at Mumbai shall have exclusive jurisdiction and the laws of India shall be applicable.
All the court fees shall be borne by both the parties or as the court deems fit.
The miscellaneous clause that used in this contract is waiver, amendment and notice.
This clause states that any delay, forbearance or waiver of enforcement by either party shall not operate as a waiver of any breach or subsequent breach.
This clause states that all promises, undertakings, representations, agreements and understandings are merged and shall only be changed by an agreement in writing, signed by both parties.
This clause states the procedure of sending the notice to the parties, it contains the address and email address of both the parties.
A Talent Agency is a kind of a medium between skilled and professional candidates and employers that are looking for such candidates. It is a contract entered into by and between the agency and the client. The talent agency contract can be an exclusive or non-exclusive contract. The contract should clearly mention the term and termination of the contract, exclusivity, method of payment, percentage commission and the governing law for the enforcement of the contract.
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