Sample Contract for Creative Capital Grantees
Note: this is a sample draft (subject to change) of explanatory information regarding the contract and the contract itself that must be signed by those who receive a Creative Capital grant. Applicants should read and understand the terms of this contract before completing their application. !A"#$%& 'N*"A+'N *%,A*-'N, 'NANC'A$ A,*%%"%N+ '+/ C*%A+'0% C*%A+'0% CA#'+A$ CA#'+A$ 1N-A+'N 1N-A+'N (current as of "arch 2334) #art of the grant process at Creative Capital involves a financial arrangement between artists and the oundation regarding future revenue derived from the projects being funded. A 5ey aspect of our experiment is to see to what extent the arts community can fund itself: Any revenue derived by Creative Capital from projects it funds will be used to support future artists6 projects. 'n 23378 our first project8 9arbara /ammer6s film8 Resisting Paradise, returned a small amount to the fund and we expect a couple of other projects to reach profitability in 2334. +he purpose of this document is to provide you with a sense of the basic financial agreement. 'f you already have a general familiarity with contracts you may be comfortable reviewing this contract on your own. /owever8 you may wish to have an attorney review it as well. 't is important to us to offer a fair and proportional financial arrangement8 one that will not be onerous to the artists with whom we are wor5ingor to us. /ere6s the 'dea: ;. A inal #roject 9udget will be mutually agreed upon. e e are aware that that artists often fail to include ade,rantor6s #ercentage?). @. All revenues including grants8 cash awards8 fellowships8 sales8 sales8 etc. generated up to that inal #roject 9udget figure go directly to the artistproject. e 5now that many of the projects we support may not generate revenues in excess of this amount. 7. /owever8 /owever8 once the inal #roject 9udget figure is met8 Creative Capital will will be entitled to receive the ,rantor6s #ercentage out of all proceeds from the project until Creative Capital has recouped re couped the total dollar amount of its ,rant. After that point8 the ,rantor6s #ercentage will be halved for all future receipts from the project. 9elow you will find explanations and several examples of the way the financial agreement might wor5 in different situations:
'f you are receiving a grant to produce wor5: ;. Bou will create a inal #roject 9udget (including appropriate artist fees8 development costs8 use of personal e
;. Again8 a budget will be mutually agreed upon. 'n this case8 it will be a budget just for development (the >-evelopment 9udget?). 2. 1pon production8 a inal #roject 9udget is agreed upon. +he inal #roject 9udget will be eCreative Capital?) and you with respect to the #roject. ;. ,rant. Creative Capital agrees to pay to you the sum of ;38333 (the >,rant?) for the purpose of Hdeveloping8 producing8 distributingI the #roject. +he ,rant shall be paid in three (@) installments: the first installment which shall be an amount e'nterim *eport? as defined below in section @b(i) of this document. +he third installment shall be in an amount einal *eport? as defined below in section @b(ii) of this document. 2. !ervices. 'n addition to the initial grant of ;38333 that has been awarded to the ,rantee by the Creative Capital oundation8 the ,rantee is eligible to apply for additional funding and service opportunities once they have convened with ,rantor for an
orientation meeting regarding the #roject. +hese funding and service opportunities include !trategic !upport of E83338 an invitation to attend the Annual Artists6 *etreat andor participate in the !trategic #lanning #rogram. (A grantee must attend an orientation meeting with the ,rantor no later than June @3th of the year in which they have received their award.) nce a ,rantee has participated in one or more of the following: the Annual Artists6 *etreat andorF !trategic #lanning #rogram andorF attending a Creative Capital #rofessional -evelopment *etreatF they are eligible for !pecial pportunities and ollowKup unding as well as opportunities for special presentations on Creative Capital oundation6s website. @. hat you will need to provide. 9efore this $etter of Agreement can be fully signed and as a condition precedent to Creative Capital6s obligation to pay you the first installment of the ,rant8 you must provide the following documents: (i) a detailed description of the #roject8 including a project timeline8 which shall be attached to this Agreement as Attachment A8 >#roject -escription?F and (ii) a project budget for the #roject8 which shall be attached to this Agreement as Attachment 98 >#roject 9udget?. (b) After you have received your first installment payment8 you shall deliver the following reports to Creative Capital: (i) a written status report regarding the #roject (the >'nterim *eport?) shall be delivered at a date to be determined by Creative Capital. Creative Capital will provide you with forms for such reportsF and (ii) a final report within sixty (L3) days of the #roject6s completion (the >inal *eport?). Creative Capital will provide you with forms for such reports. 7. Changes to the #roject -escription or #roject 9udget. (a) Creative Capital ac5nowledges that the creative process may ma5e necessary changes and or supplements to the #roject and the #roject -escription necessaryF however8 the following elements are of the essence of this $etter of Agreement and may not be changed by you without the prior written consent of the Creative Capital: participation by (grantee6s name)MMMMMMMMMMMMMMMMMMMMMMMMMMMMMMMMMMMMMMMMMMMM. Any other changes to the #roject -escription which do not re
the #roject. Accordingly8 you shall pay or cause to be paid to Creative Capital8 that certain portion of the ,ross #roceeds (>Creative Capital6s #ercentage?) as follows: (i) until such time as Creative Capital has received amounts e,ross #roceeds? as used herein shall mean all receipts8 in excess of the #roject 9udget8 derived from the distribution8 exhibition8 presentation8 reproduction8 and exploitation of the #roject including but not limited to grants8 fellowships8 awards8 television sales8 and tic5et receipts8 or any ancillary or derivative rights therein8 in all media8 throughout the universe8 in perpetuity and all ancillary8 allied8 subsidiary8 and derivative rights therewith and thereto. (c) Bou will be reAccounting #eriod?) commencing with the submission of the inal *eport and continuing for so long as there are ,ross #roceeds derived from the #roject until such time as ,ross #roceeds are less than ive +housand dollars (E333) a year for two (2) consecutive years. Bour obligation to submit a statement of account shall resume8 however8 for any year in which there are ,ross #roceeds in excess of ive +housand dollars (E333) during the period that is five (E) years from the last statement of account submitted. %ach statement shall be delivered within thirty (@3) days of the end of the applicable Accounting #eriod. Bou may be reA #roject of Creative Capital? (the >Credit?). +he Credit shall appear in a grouping with all other funding credits. herever you receive credit in any advertising8 promotion or publicity for the #roject8 Creative Capital shall receive the Credit8 provided that such advertising8 promotion or publicity is within your control. hen such is not the case8 then you shall use your best efforts to ensure the Credit is afforded to Creative Capital.
G. 'ntellectual #roperty. As between Creative Capital and you8 you shall own and control all intellectual property rights8 including without limitation copyright8 trademar5 and patent rights8 in and to the #rojectF and you shall have the right to assign8 transfer8 sell or encumber any such rights provided however8 you shall give Creative Capital written notice of any such assignment or transfer and the assignee thereof shall be bound to your obligations hereunder. 4. *epresentations and arranties. Bou warrant and represent that: (a) the #roject is your original creation and is solely the result of your artistic effortF (b) the #roject is free and clear of liens or encumbrances from any source whatsoeverF (c) you 5now of no adverse claims to the #roject and that the #roject8 as a whole8 is not in the public domainF (d) you have secured or will have secured prior to completion of the #roject -escription8 any and all necessary rights8 clearances andor licenses with respect to the #roject8 and any other materials and elements embodied in or used in connection with the performance of this AgreementF (e) none of the #roject andor other materials provided8 created8 produced8 compiled8 developed or otherwise supplied hereunder8 shall violate or infringe upon the copyright8 trademar58 privacy8 creative or other rights of any person8 firm8 corporation or other third party by reason of distribution8 exhibition or other useF (f) you have not entered into and will not enter into any agreement adverse to or inconsistent with this Agreement. . 'ndemnification. (a) Bou agree to indemnify and hold Creative Capital8 its directors8 officers and employees harmless from and against any claims8 causes of action8 demands8 loss or damage by reason of (i) a breach of any representation8 warranty or covenant hereunder8 (ii) any exhibition8 presentation8 distribution o r exploitation of the #roject or any rights therein and (iii) the negligence8 fault or default of you8 your employees8 authori=ed agents8 servants or independent contractors hired by you8 or any subcontractor hired by any of the foregoing. (b) Bou shall be solely responsible for all injuries to persons8 including death8 or damage of property8 sustained during hisher performance of this Agreement and resulting from any negligence8 fault or default of you or any of your employees8 authori=ed agents8 servants or independent contractors hired by you8 or any subcontractor hired by any of the foregoing. (c) Bou shall comply with all applicable !tate8 City8 and ederal laws8 ordinances8 codes8 and regulations which affect the #roject. 'n addition you shall comply with notKforKprofit rules forbidding the carrying on of propaganda or otherwise attempting to influence legislation or intervention in (including the publishing or distribution of statements) any political campaign on behalf of any candidate for public office which affect the #roject. Artist shall8 at his or her own expense8 obtain all permits8 licenses and approvals re
(d) Bou agree to notify Creative Capital promptly8 in writing8 of any legal claim or action of which you have 5nowledge8 which is in any way related to this Agreement or your obligations hereunder. (e) +he warranties8 representations and indemnifications contained herein shall survive any termination or expiration of this Agreement. ;3. Creative Capital *ights. rom the execution hereof forward8 Creative Capital and others8 as specified8 shall have the following rights in the #roject on a nonKexclusive basis: (i) Creative Capital shall have the nonKexclusive right to use the #roject for archival purposesF (ii) Creative Capital shall have the nonKexclusive right to use and authori=e others to use the #roject8 and the names8 li5enesses and biographies of any and all persons appearing in or performing services in connection with the #roject for purposes of promoting the #roject or for institutional promotion of Creative CapitalF and (iii) Creative Capital8 and such other parties as they may designate8 shall have the nonKexclusive right to duplicate and distribute any written materials prepared for use in conjunction with the #roject. (b) Creative Capital shall have the right to terminate the Agreement for cause if (i) you fail to cure or correct NonKcompliance. >NonKcompliance? as used herein shall mean if you should materially breach any of the terms8 conditions or covenants of this Agreement8 or conduct yourself in such a way in the provision of services re9oard?)8 and release and forever discharge the 9oard from all claims8 demands8 and damages of any type8 relating to the ,rant8 including8 without limitation8 for breach of this contract. No member of Creative Capital or the 9oard or any officer or employee of Creative Capital or the 9oard shall be liable to you personally under or by reason of this Agreement or any of its provisions. ;;. 'nsurance.
Bou andor the exhibitors8 presenters and distributors of the #roject8 as applicable8 shall maintain an insurance plan that will include coverage for comprehensive general liability in connection with the #roject. 1nless otherwise specified8 the limits of coverage that will be obtained and maintained by you andor each subcontractor shall be in the amount of one (;) million dollars (;83338333.33) per occurrence and three (@) million dollars (@83338333.33) in the aggregate. Bou or your subcontractor must effect said policies and maintain said policies until completion of the #roject -escription and in all events up to the date when final payment is made by Creative Capital. Bou shall be solely responsible for all other insurance that is reoffer period6) or else this offer shall be automatically revo5ed8 without any further action by Creative Capital. 'n the event a copy of this letter of agreement signed by you is not received by Creative Capital during the offer period8 you shall not be eligible to receive the grant or any of the services or additional funding set forth in this letter of agreement and this agreement shall be deemed void and have had no legal validity from its inception. ;7. "iscellaneous. +he Agreement embodies the entire agreement and understanding of the parties and supersedes all prior agreements and understandings relating to the subject matter hereof. +he relationship created by this Agreement between Creative Capital and the ,rantee is one between a notKforKprofit funding organi=ation and recipient8 and shall in no way be construed to create or appoint the ,rantee as an agent or employee of Creative Capital or the 9oard for any purpose whatsoever. +his Agreement shall be governed by the laws of the !tate of New Bor5 without regard to its conflicts of law principles. No alteration8 change or
modification of the terms of this Agreement shall be valid unless made in writing and signed by all parties hereto and approved by appropriate action of Creative Capital. 'N '+N%!! /%*%8 the parties hereto have executed this Agreement as of the day and year first above written8 to be effective as of the day and year first above written. Agreed and Accepted: Creative Capital oundation 9y:MMMMMMMMMMMMMMMMMMMMMMM -ate:MMMMMMMMMMMMMMMMMMMM,rantee Name O !ignature& -ate:MMMMMMMMMMMMMMMMMMMM Attachment A: >#roject -escription? (a detailed description of the #roject) Attachment 9: >#roject 9udget? (a project budget for the #roject) Attachment C: >!tatements of account on an annual basis (the >Accounting #eriod?) commencing with the submission of the inal *eport and continuing for so long as there are ,ross #roceeds derived from the #roject until such time as ,ross #roceeds are less than ive +housand dollars (E333) a year for two (2) consecutive years.
