The summer months are not only a great time to do outdoor activities and go on vacation, but a time to have meetings with agents, managers and other industry professionals that have more time to take on clients and talk about future projects. If a meeting goes well, you will most likely be presented with a contract for representation or for particular project. Well, I don’t know about you, but contracts can be misleading and sometimes hard to understand. With this in mind, I decided to prepare myself before having those meetings and sit down with entertainment lawyer, Reena Sehgal, to get the details on what to look for in these contracts and how to make sure my interests are represented.
So what is the real difference between entertainment law and other types of business law? Do you really need a separate lawyer that specifically handles entertainment?
RS: Entertainment law is actually a unique area of practice that encompasses a wide variety of law including business law. Depending on the client and the nature of his/her work, an entertainment lawyer may provide advice regarding contracts, business, securities, taxation, intellectual property, labor, immigration, and, in some cases, even criminal law. What makes this field distinct from other legal practice areas is that it requires extensive knowledge of entertainment industry business practices.
Do you think all actors and artists need an entertainment lawyer as part of their team, and, at what point in an actor’s career do you think they need to start interviewing lawyers to represent them?
RS: There are a variety of stages in an actor’s career that warrant the need for legal representation. For instance, if an actor is preparing to sign with a manager, it is important to have the representation agreement reviewed by a lawyer. Managers are unregulated by the state and unions; and though they may entice an artist by offering exposure to an extensive list of industry contacts and perhaps imply that, through their guidance, the artist will achieve success and reach the coveted “celebrity” status, the terms of the deal may potentially be unfair. Though I would suggest that an actor engage an attorney whenever they are presented with a contract, it isn’t always necessary and it can be costly. Should an unseasoned artist procure, through their own efforts, a smaller role as an extra, an attorney is not likely to get any changes, and the cost of an attorney may very well outweigh the benefits. On the other hand, if an actor is testing for pilots or being presented with an option deal or some other kind of development deal that outlines exclusivity of services, it is important to engage a lawyer because, in the least, the attorney can insure that the terms are fair and educate the actor about the rights affected.
What about actors that have agents? Do they also need an entertainment lawyer?
RS: Those actors with agency representation also may have access to their agency’s in-house legal department. Though the agency’s in-house legal team is likely adequate and sufficient for protecting the actor’s interests, the service may be impersonal. Furthermore, depending on the agency’s size and availability of counsel, some details may slip through the cracks.
I know a lot of actors when looking at contracts zero in on pay rate and time commitment. But, what are the top 3 sentences or aspects to look for in any performance contract?
RS: Performance agreements can vary dramatically from one deal to the next. Many terms, including minimum fee requirements, actors’ working conditions, travel and residuals, are held to standards set by unions, such as SAG-AFTRA. However, not all actors and production companies are affiliated with the guilds. Therefore, it is important to read and understand the entire agreement. For any actor, compensation and time commitment are likely to be of utmost concern. However, they should also be on the lookout for other details, such as deal contingencies ranging from basic formalities, such as tax documentation, insurance qualification to penalties for failure to perform or underperforming. A film/television actor’s employment may be contingent on qualification for insurance at a normal premium, while a sports entertainer, such as a wrestler, may be subject to regular drug testing and require maintaining a certain level of health/life insurance at her own expense. It is essential to know what may be a deal breaker. It is also important to look for waivers. For instance, are you waiving your right to sue if you’re injured on set? If so, to what extent? These terms will likely tie to the role you are agreeing to play. Look for details regarding exactly what services you are providing–your tasks, responsibilities, schedule, and publicity services.
How can actors protect themselves when it comes to contracts if they don’t have a lawyer on hand?
RS: First and foremost, read every word of the contract. After that, don’t ever be afraid to ask questions. If you have a talent representation team–i.e. a manager, an agent, or both–voice any concerns you have about a deal you are considering. If you lack any sort of representation, reach out to a family member or friend with a good grasp on the English language. You may also voice your concerns to those who are presenting you with the contract. If you are unable to alleviate your concerns, or do not know whether to terms are fair, ask for time to come to a decision. Take the time to look up the terms that you’re unsure of, and conduct as much research as you can. However, in the end, it is in your best interest to seek out an attorney.
Are all NDA’s created equal?
RS: Not all Non-Disclosure Agreement’s (NDA) are created equal. Generally, NDAs are either one-way to two-way, depending on the flow of confidential information that is to be disclosed. The NDA will define what constitutes as “confidential information,” the purpose of its disclosure to the recipient, the duration of confidentiality versus the duration of the contract, jurisdiction and venue in the event of breach, and a variety of other terms. NDAs are generally designed to protect whoever drafted the agreement. So, if designed correctly, though many provisions will be similar, no two NDAs should be truly identical. Furthermore, some NDAs are hidden within contracts under a different title, so don’t always expect a NDA to be a separate agreement.
These days, “Youtube”, “Vimeo” and other online outlets have provided the opportunity for actors to create and show their own content. What advice other than registering their scripts with the Writers Guild of America would you give them so that their projects are protected?
RS: I strongly encourage actors who are creating their own content to register their works with the U.S.Copyright Office of the Library of Congress. The WGA – West Intellectual Property Online Registry establishes a date of creation, but it does not protect a writer/creator in the event that their material is stolen. Yes, copyright protection exists from the moment of creation, but registration is required before any lawsuit can be brought. Unfortunately, registration takes time. If an artist is a situation where he/she must immediately file suit to prevent the distribution of a film, he/she will have to pay a hefty sum to have the registration process expedited. Early registration, prior to publication and infringement also provides other benefits, such as a prima facie proof of ownership in the event of trial, and the possibility of recovering attorney fees or statutory damages (which would be barred if registration is completed post infringing activity). In addition to copyright registration, when sending out original content, include a well drafted submission release that provides for non-disclosure of protected material.
Once you know you need a lawyer, how do you find a great entertainment lawyer that you know will have your best interests and is qualified?
RS: I believe there is a difference between being merely “qualified” and truly “great.” A qualified attorney would have a good grasp on many fields of practice, and have knowledge regarding how the entertainment industry operates. Such a lawyer would be capable of providing exceptional service, provided they are ambitious and continue to educate themselves on current industry practices. However, a great lawyer is not only qualified, but passionate. Passionate not only about the industry, but about the people they represent. A great attorney cares about their clients; taking the time to know what their client is striving to obtain and assist in that journey. How do you find great attorneys? Interview them. Ask them about their experience, knowledge, and clientele. I suggest that you take the time to meet potential attorneys and see who feels right. It is important to feel comfortable with who is representing you as there is a great deal of trust involved in attorney/client relationships.
What would be the one thing you wished all people in the entertainment industry would know about law?
RS:The entertainment industry is a complicated, ever-evolving, and not to mention, rich, market. Everyone wants a piece of the “$” pie. However, the law, unlike the industry, does not evolve at the same rate. Though there are laws and statutes in place designed to protect artists from deceitful/harmful business tactics, some haven’t been updated in three decades and don’t reflect current practices. It’s important for artists to protect themselves and have an attorney who they trust and will look out for their interests.
“It is not our abilities that show what we truly are… it is our choices. – Dumbledore
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Reena Sehgal is from Bend, Oregon and attended Portland State University, where she earned her Bachelor’s and Master’s degrees in Science. After graduating, Reena moved to San Diego, California to pursue a legal career. She graduated Cum Laude from the Thomas Jefferson School of Law with a focus in Intellectual Property and Entertainment Law. She started her career working at prestigious firms and companies such as Panakos Business Law, The Exchange and Beachbody, LLC. During her time with these organizations she worked alongside, networked and engaged with industry leaders and devoted time and effort to learning current industry practices. In 2016, Reena began her own law practice with a focus on entertainment, intellectual property, and business law. She is a member of the California Bar Association, California Lawyers for the Arts, and California Young Lawyers Association.
(photos courtesy of https://allfinancialhub.com and Reena Sehgal)