How (and why) to set up a special purpose production entity for your film or show

Gordon P. Firemark

An SPE is a legal entity (usually a limited liability company of some type or, sometimes, a limited partnership) created to fulfill narrow, specific or temporary objectives. In the fields of independent film and theatre, the use of Special Purpose Entities is very common.

Another Site for Lawyers to Share Legal Forms

Media Law

Among other documents I found were website terms and conditions, model bylaws, a model proxy statement, a limited partnership agreement, and model audit committee letters. I’ve written at least a couple times before about websites created in order to allow lawyers to share legal forms and documents. Now there is another one. First, a recap. I wrote last June about Standardforms.org , a legal wiki intended to serve as a free repository of sophisticated legal documents.

Why you should have a lawyer for every deal

Gordon P. Firemark

Limited Liability Company (LLC) formations. Partnership Agreements. Limited Partnerships. Why hire a lawyer? I'm often contacted by do-it-yourselfers who just need a small tidbit of information or advice about whatever legal transaction it is they're working on.

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JUST PUBLISHED! 2ND EDITION RISKY BUSINESS

Entertainment Law Resources Blog

ORGANIZING YOUR COMPANY Choice of Business Entity Sole Proprietorship General Partnership Limited Partnership Corporation Limited Liability Company (LLC) 2. UPDATED AND REVISED $26.95 CONTENTS FILMMAKER SELF-DEFENSE CHECKLIST 1.

JUST PUBLISHED! 2ND EDITION RISKY BUSINESS

Entertainment Law Resources Blog

ORGANIZING YOUR COMPANY Choice of Business Entity Sole Proprietorship General Partnership Limited Partnership Corporation Limited Liability Company (LLC) 2. UPDATED AND REVISED $26.95 CONTENTS FILMMAKER SELF-DEFENSE CHECKLIST 1.

Risky Business at UCLA February 20, 2009

Entertainment Law Resources Blog

Topics include organizing your company, raising financing via pre-sales, debt and limited partnerships, negotiating tactics, principal terms of the acquisition/distribution agreement, cross-collateralization and creative accounting. Limited Enrollment. Mark will present his "Risky Business: Financing & Distributing Independent Films" seminar at at UCLA on February 20.

Crowdfunding: How to do it right

Gordon P. Firemark

Having your LLC, Limited Partnership, or Corporation in place, with stock or membership units ready to be issued will put you well ahead of the pack. Crowdfunding: How to do it right. Earlier this year, Congress passed, and President Obama signed into law, the JOBS Act, which among other things, legalizes both debt and equity based crowdfunding.

Why producers need to plan for the worst.

Gordon P. Firemark

If there’s a business entity (like a Limited Liability Company or Limited Partnership) in place for the production, that organization would (probably) have the continuing right and obligation. What If I Die? How will my investors be protected? What about my family? A reader of my blog recently asked me this question.

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FCC To Consider Allowing Alien Ownership of More Than 25% of Broadcast Licensees - Comments Due April 15

Broadcast Law Blog

The limits on the ownership of broadcast stations by those who are not US citizens is being re-examined by the FCC according to a recent Public Notice. Under Section 310(b)(4) of the Communications Act , foreign ownership of a broadcast licensee is limited to 20% of the company's stock , or no more than 25% of a parent company of the licensee. But the caps remain in place, limiting foreign ownership.

UPCOMING UCLA SEMINARS

Entertainment Law Resources Blog

Topics include financing via pre-sales, debt and limited partnerships, negotiating tactics, typical contract terms, cross-collaterization and creative accounting. April 17, 2002 UPCOMING UCLA SEMINARS I will be teaching a new UCLA extension class this summer on Financing Independent Features and Negotiationg a Distribution Agreement. This comprehensive seminar explores how independent films are financed and distributed.

UPCOMING UCLA SEMINARS

Entertainment Law Resources Blog

Topics include financing via pre-sales, debt and limited partnerships, negotiating tactics, typical contract terms, cross-collaterization and creative accounting. April 17, 2002 UPCOMING UCLA SEMINARS I will be teaching a new UCLA extension class this summer on Financing Independent Features and Negotiationg a Distribution Agreement. This comprehensive seminar explores how independent films are financed and distributed.

Frequently Asked Questions: Setting Up a Company

Entertainment Law Resources Blog

Answer: The most common business entities used by filmmakers are corporations (S or C type), limited liability companies (LLC), and limited partnerships (LP). The major factors are taxes and limiting liability. The limited liability company (LLC) is a relatively new form of business entity, which combines some of the best aspects of partnership and corporate forms of business while avoiding some of the drawbacks of each.

NEW YORK VOLUNTEER LAWYERS FOR THE ARTS

Entertainment Law Resources Blog

sales, debt and limited partnerships, negotiating tactics, typical contract terms, cross?collateralization November 4, 2003 In this newsletter: NEW YORK VOLUNTEER LAWYERS FOR THE ARTS On Nov. 8 at the Lower Manhattan Cultural Council, Mark will conduct a comprehensive seminar that explores how independent films are financed and distributed. During this Volunteer Lawyers for the Arts seminar, Mark will review include financing via pre?sales,

NEW YORK VOLUNTEER LAWYERS FOR THE ARTS

Entertainment Law Resources Blog

sales, debt and limited partnerships, negotiating tactics, typical contract terms, cross?collateralization November 4, 2003 In this newsletter: NEW YORK VOLUNTEER LAWYERS FOR THE ARTS On Nov. 8 at the Lower Manhattan Cultural Council, Mark will conduct a comprehensive seminar that explores how independent films are financed and distributed. During this Volunteer Lawyers for the Arts seminar, Mark will review include financing via pre?sales,

Risky Business at UCLA February 21, 2009

Entertainment Law Resources Blog

Topics include organizing your company, raising financing via pre-sales, debt and limited partnerships, negotiating tactics, principal terms of the acquisition/distribution agreement, cross-collateralization and creative accounting. There is limited enrollment so enroll early to assure a place. Attorneys for the conservative group Citizens United claim the law limits "core political speech rights" and is unconstitutional.

Risky Business at UCLA February 21, 2009

Entertainment Law Resources Blog

Topics include organizing your company, raising financing via pre-sales, debt and limited partnerships, negotiating tactics, principal terms of the acquisition/distribution agreement, cross-collateralization and creative accounting. There is limited enrollment so enroll early to assure a place. Attorneys for the conservative group Citizens United claim the law limits "core political speech rights" and is unconstitutional.

One Cannot Use Someone Else’s Trademark under the “Historical Use” Exception Unless it is True Historical Use.

Film and Television Law Blog

Baltimore Ravens Limited Partnership, et al. On September 2, 2010, the United States Court of Appeals, Fourth Circuit, decided a case that discussed the Historical Use Exception to the Trademark laws. That exception allows a trademark to be used by someone other than the legal owner of it if it is included in an historical work. It is essecually an exception that provides for Fair Use of the trademark. Specifically, the Court in Bouchat v.

One Cannot Use Someone Else’s Trademark under the “Historical Use” Exception Unless it is True Historical Use.

Film and Television Law Blog

Baltimore Ravens Limited Partnership, et al. On September 2, 2010, the United States Court of Appeals, Fourth Circuit, decided a case that discussed the Historical Use Exception to the Trademark laws. That exception allows a trademark to be used by someone other than the legal owner of it if it is included in an historical work. It is essecually an exception that provides for Fair Use of the trademark. Specifically, the Court in Bouchat v.

One Cannot Use Someone Else’s Trademark under the “Historical Use” Exception Unless it is True Historical Use.

Film and Television Law Blog

Baltimore Ravens Limited Partnership, et al.       On September 2, 2010, the United States Court of Appeals, Fourth Circuit, decided a case that discussed the Historical Use Exception to the Trademark laws. That exception allows a trademark to be used by someone other than the legal owner of it if it is included in an historical work. It is essecually an exception that provides for Fair Use of the trademark.

MARK TO TEACH AT UCLA OCT. 2-3

Entertainment Law Resources Blog

Seminar topics include financing via pre-sales, debt, and limited partnerships; negotiating tactics; typical contract terms; cross-collaterization; and creative accounting. September 3, 2004 In this newsletter: MARK TO TEACH AT UCLA OCT. 2-3 Mark will be teaching a UCLA Extension course on Financing Independent Features and Negotiating a Distribution Agreement, Oct. During the seminar, students will examine how independent films are financed and distributed.

MARK TO TEACH AT UCLA OCT. 2-3

Entertainment Law Resources Blog

Seminar topics include financing via pre-sales, debt, and limited partnerships; negotiating tactics; typical contract terms; cross-collaterization; and creative accounting. September 3, 2004 In this newsletter: MARK TO TEACH AT UCLA OCT. 2-3 Mark will be teaching a UCLA Extension course on Financing Independent Features and Negotiating a Distribution Agreement, Oct. During the seminar, students will examine how independent films are financed and distributed.

CONGRATULATIONS TO OUR SUNDANCE FILMMAKERS

Entertainment Law Resources Blog

Topics include organizing your company, raising financing via pre-sales, debt and limited partnerships, negotiating tactics, principal terms of the acquisition/distribution agreement, cross-collateralization and creative accounting. Congratulations to Producer Ben Odell whose film “Padre Nuestro," a Spanish-language immigrant drama set in New York City was awarded the Dramatic Grand Jury Prize, at the 2007 Sundance Film Festival.

CONGRATULATIONS TO OUR SUNDANCE FILMMAKERS

Entertainment Law Resources Blog

Topics include organizing your company, raising financing via pre-sales, debt and limited partnerships, negotiating tactics, principal terms of the acquisition/distribution agreement, cross-collateralization and creative accounting. Congratulations to Producer Ben Odell whose film “Padre Nuestro," a Spanish-language immigrant drama set in New York City was awarded the Dramatic Grand Jury Prize, at the 2007 Sundance Film Festival.

DREAMWORKS WINS PLAGIARISM SUIT

Entertainment Law Resources Blog

Topics include financing via pre-sales, debt and limited partnerships, negotiating tactics, typical contract terms, cross-collateralization and creative accounting. May 24, 2002 DREAMWORKS WINS PLAGIARISM SUIT Dreamworks has prevailed in a copyright infringement lawsuit brought by former Green Beret Keith Idema who claimed the movie AThe Peacemaker@ infringed his novel and screenplay.

DREAMWORKS WINS PLAGIARISM SUIT

Entertainment Law Resources Blog

Topics include financing via pre-sales, debt and limited partnerships, negotiating tactics, typical contract terms, cross-collateralization and creative accounting. May 24, 2002 DREAMWORKS WINS PLAGIARISM SUIT Dreamworks has prevailed in a copyright infringement lawsuit brought by former Green Beret Keith Idema who claimed the movie AThe Peacemaker@ infringed his novel and screenplay.

MARK'S NEWEST BOOK, "RISKY BUSINESS," ABOUT TO BE PUBLISHED

Entertainment Law Resources Blog

April 7, 2004 In this newsletter: MARK'S NEWEST BOOK, "RISKY BUSINESS," ABOUT TO BE PUBLISHED "Risky Business" is the comprehensive nuts-and-bolts guide to setting up an independent production project. Starting with the basic organization of the company and the preparation of production, collaboration, and screenplay agreements, it covers in detail everything from raising money via loans, presales, and investors through finding, contracting with, and policing the finished project's distributors.

MARK'S NEWEST BOOK, "RISKY BUSINESS," ABOUT TO BE PUBLISHED

Entertainment Law Resources Blog

April 7, 2004 In this newsletter: MARK'S NEWEST BOOK, "RISKY BUSINESS," ABOUT TO BE PUBLISHED "Risky Business" is the comprehensive nuts-and-bolts guide to setting up an independent production project. Starting with the basic organization of the company and the preparation of production, collaboration, and screenplay agreements, it covers in detail everything from raising money via loans, presales, and investors through finding, contracting with, and policing the finished project's distributors.

Suit Brought against WGA

Entertainment Law Resources Blog

Topics include organizing your company, raising financing via pre-sales, debt and limited partnerships, negotiating tactics, principal terms of the acquisition/distribution agreement, cross-collateralization and creative accounting. Writer-director William Richert has sued the Writers Guild of America West in Los Angeles Superior Court over its practice of collecting foreign levies for writers who aren't WGA members.

Suit Brought against WGA

Entertainment Law Resources Blog

Topics include organizing your company, raising financing via pre-sales, debt and limited partnerships, negotiating tactics, principal terms of the acquisition/distribution agreement, cross-collateralization and creative accounting. Writer-director William Richert has sued the Writers Guild of America West in Los Angeles Superior Court over its practice of collecting foreign levies for writers who aren't WGA members.

California Officials Pursuing Noncompliant LLC's

Entertainment Law Resources Blog

Under a new state program, the state tax board has begun sending out the first of many monthly mailings to approximately 23,332 limited liability companies whose records are eligible for suspension. Topics include financing via pre sales, debt and limited partnerships, negotiating tactics, typical contract terms, cross collaterization and creative accounting.

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California Officials Pursuing Noncompliant LLC's

Entertainment Law Resources Blog

Under a new state program, the state tax board has begun sending out the first of many monthly mailings to approximately 23,332 limited liability companies whose records are eligible for suspension. Topics include financing via pre sales, debt and limited partnerships, negotiating tactics, typical contract terms, cross collaterization and creative accounting.

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Writers Lawsuit Revived, Mark Teaches in Michigan

Entertainment Law Resources Blog

Topics covered include forming a production company, raising financing via pre-sales, debt and limited partnerships, negotiating tactics, principal terms of the acquisition/distribution agreement, cross-collaterization and creative accounting. The seminar is being offered through ArtServe Michigan in partnership with Wayne State University Law School Sports & Entertainment Law Society and the University of Detroit-Mercy Law School Arts, Entertainment & Sports Association.

Writers Lawsuit Revived, Mark Teaches in Michigan

Entertainment Law Resources Blog

Topics covered include forming a production company, raising financing via pre-sales, debt and limited partnerships, negotiating tactics, principal terms of the acquisition/distribution agreement, cross-collaterization and creative accounting. The seminar is being offered through ArtServe Michigan in partnership with Wayne State University Law School Sports & Entertainment Law Society and the University of Detroit-Mercy Law School Arts, Entertainment & Sports Association.

iHOLLYWOOD FORUM PRESENTS “THE DIGITAL STUDIO” AT AFM

Entertainment Law Resources Blog

This year’s iHollywood Forum is conducted in partnership with the American Film Market. Seminar topics include financing via pre-sales, debt, and limited partnerships; negotiating tactics; typical contract terms; cross-collateralization; and creative accounting. September 30, 2004 In this newsletter: iHOLLYWOOD FORUM PRESENTS “THE DIGITAL STUDIO” AT AFM On Nov.

iHOLLYWOOD FORUM PRESENTS “THE DIGITAL STUDIO” AT AFM

Entertainment Law Resources Blog

This year’s iHollywood Forum is conducted in partnership with the American Film Market. Seminar topics include financing via pre-sales, debt, and limited partnerships; negotiating tactics; typical contract terms; cross-collateralization; and creative accounting. September 30, 2004 In this newsletter: iHOLLYWOOD FORUM PRESENTS “THE DIGITAL STUDIO” AT AFM On Nov.

Jeff Goldblum's "Pittsburgh" Mockumentary Withstands Stagehand's Request for A Temporary Restraining Order

Entertainment Law Resources Blog

Topics include organizing your company, raising financing via pre-sales, debt and limited partnerships, negotiating tactics, principal terms of the acquisition/distribution agreement, cross-collateralization and creative accounting. Stagehand Debbie Sue Croyle appeared briefly in Jeff Goldblum's "Pittsburgh" mockumentary. She sued claiming she did not sign a release and was humiliated by statements made by Goldblum in her brief scene.

Jeff Goldblum's "Pittsburgh" Mockumentary Withstands Stagehand's Request for A Temporary Restraining Order

Entertainment Law Resources Blog

Topics include organizing your company, raising financing via pre-sales, debt and limited partnerships, negotiating tactics, principal terms of the acquisition/distribution agreement, cross-collateralization and creative accounting. Stagehand Debbie Sue Croyle appeared briefly in Jeff Goldblum's "Pittsburgh" mockumentary. She sued claiming she did not sign a release and was humiliated by statements made by Goldblum in her brief scene.

RISKY BUSINESS COMES TO TUPELO

Entertainment Law Resources Blog

Topics include organizing your company, raising financing via pre-sales, debt and limited partnerships, negotiating tactics, principal terms of the acquisition/distribution agreement, cross-collateralization and creative accounting. Mark will be bringing his one day Risky Business seminar to Tupelo, Mississippi on Friday, November 30, 2007. Those who attend this comprehensive all day seminar will learn how independent films are financed and distributed.

RISKY BUSINESS COMES TO TUPELO

Entertainment Law Resources Blog

Topics include organizing your company, raising financing via pre-sales, debt and limited partnerships, negotiating tactics, principal terms of the acquisition/distribution agreement, cross-collateralization and creative accounting. Mark will be bringing his one day Risky Business seminar to Tupelo, Mississippi on Friday, November 30, 2007. Those who attend this comprehensive all day seminar will learn how independent films are financed and distributed.

CALIFORNIA SUPREME COURT DECLARES COMICS PROTECTED BY FIRST AMENDMENT

Entertainment Law Resources Blog

During this Volunteer Lawyers for the Arts seminar, Mark will review include financing via pre-sales, debt and limited partnerships, negotiating tactics, typical contract terms, cross-collaterization and creative accounting. October 7, 2003 In this newsletter: UPCOMING LECTURES: HAMPTONS FILM FESTIVAL On Oct. 23 at 1PM, Mark will be participating in a panel discussion at the Hamptons Film Festival.