11 boilerplate provisions to include in your crew contracts
In addition to standard terms, production companies often include “boilerplate provisions” at the end of their crew contracts.
These provisions can cover a range of topics and some are more common than others. Here are 11 of the most-used boilerplate provisions in the film and TV industry.
1 . Entire agreement and non-reliance
This provision specifies that the contract is the entire agreement between the parties and that the parties can’t rely on other statements made. These provisions are important because they make clear that despite any pre-contractual negotiations, the parties agree that the relevant terms are only those set out in the contract.
2. No variations
Under this provision, the contract can only be varied in writing and signed by the parties. This creates the formal mechanism through which the contract can be varied.
3. Waiver
In some circumstances the law can step in and imply that a failure to exercise or enforce a right may amount to a waiver of that right. This provision seeks to negate that legal effect.
4. Severance
This provision seeks to agree that the contract will survive any unenforceable provision in the event that a court seeks to delete this.
5. Survival
This provision makes clear which terms are deemed to survive termination. This is particularly important to clarify that any rights granted pre-termination will survive post-termination.
6. Third-party rights
This provision seeks to limit the rights of any third parties who are not party to the contract from being able to directly enforce any of the terms of the contract. For example, where an HoD agreement contains a right to travel, expenses and a weekly fee for an assistant, this provision will seek to prevent that assistant from also being able to bring a claim against the production company.
7. No partnership or agency
This provision seeks to address the risk that the contract creates some form of agency, partnership or other separate legal relationship other than as set out in the contract.
8. Further assurance
In some limited circumstances, a party may not have properly signed over the copyright or other IP rights. In those circumstances, the further assurance provision seeks to ensure that the relevant party will continue to cooperate in this regard and to sign such other agreement to give full effect to the crew agreement.
9. Counterparts
This provision sets out the rules that enable the parties to sign different counterparts of the same contract, so that the same form doesn’t need to be signed at the same time.
10. Notices
A proper notices provision clearly sets out the rules for serving notices, including on whom they must be served, when they are deemed sent and when they are deemed received.
11. Governing law and jurisdiction
These are often two separate provisions, the first addressing which law will be used to construe or interpret the agreement and the second dealing with the courts that will have jurisdiction to hear any dispute. Both parts are needed and are particularly important where parties are being engaged cross-jurisdictionally.
For a step-by-step guide to contracting crew, see our checklist for production teams.