Partnership & Financing Forms

Assignment of Interest and Release (Partner Expelled from Agreement) Short Form

Partner being Expelled: ____________________________________________
(print names)

Date of Expulsion from Partnership: __________________________________

Original Partnership Name: ________________________________________

Date of Origin Partnership Agreement: _______________________________

Remaining Partners Names: _______________________________________

New Partnership Name: ___________________________________________

1. This Agreement is between the above named Partner being expelled from the Partnership (hereafter called the “Expelled Partner”), and the above named remaining partners (herein after called the “Remaining Partners”), to assign the Interests of the Expelled Partner and to Release the Expelled Partner from the Partnership.

2. The reason(s) for the expulsion of the Expelled Partner are detailed in Appendix “A” attached.

NOW THEREFORE THIS AGREEMENT WITNESSES THAT in consideration of the mutual covenants and agreements herein contained and subject to the terms and conditions hereafter set out, the parties hereto agree as follows:

3. The Expelled Partner understands that she/he shall receive ______________ compensation for her/his share/interest in the Original Partnership at the Date of Expulsion.

4. The Expelled Partner further understand that by accepting this one time compensation and granting this permission the Expelled Partner is transferring the assets and liabilities of the Partnership to the Remaining Partners: and is irrevocably giving up all rights and claims to monetary compensation and or any other compensation of any kind now and for any future uses of the new Partnership or the Partnership Remaining Partners and/or future Partners, heirs, successors or assigns.

5. The Expelled Partner agrees that that she/he shall keep confident and will not disclose any information owned or licensed by and/or used by the Remaining Partners in connection . . . (continued)

Co-production Agreement

Producer(s) Name: ______________________________________________
(Print Names)

Producer Company: ______________________________________________

Producer(s) Name: _______________________________________________

Producer Company: ______________________________________________

Project Name: ___________________________________________________

Project Genre: ___________________________________________________
(film, music video, stage production, game show, etc)

Herein this Agreement the Independent Filmmaker is called the “Producer”.

1. The Producers named above and signed below (hereafter called the “ Co-Producers”) will use its best efforts to obtain financing for the production financing for the above named Project and shall exercise sole and exclusive control over the disbursement of monies for all production, marketing and distribution expenses.

2. The Co-Producers shall arrange for the facilities, equipment and personnel needed for the production of the Project, within the limits of the budget as set forth in Exhibit “A”, attached hereto. Nothing in this agreement shall obligate the Co-Producers to produce the Project.

2. The Co-Producers shall provide consultative and administrative services and shall serve as liaison with any and all Investors, Directors, Cast and Crew and enlist their support and participation in the Project.

3. The Co-Producers shall arrange for the sale of the Project to broadcast, cable, home video, Internet and ancillary rights to the Project world-wide.

4. Profits shall be payable ___________________.

5. The Co-Producers shall be the sole Copyright holder of the Project.

6. The Co-Producers shall have the right to inspect and copy the books and records maintained by the Co-Producers at all times upon reasonable notice. At the Co-Producers request, the Co-Producers shall retain a Certified (Public) Accountant to prepare an annual financial report for all expenditures and revenues from the Project. The Accountant shall provide the Co-Producers with monthly accounting statements from . . . (continued)

Financing Finder ’s Fee Agreement (Short Form)

Financing Finder(s): ______________________________________________
(Print Name)

Producer(s): ___________________________________________________

Production Company: ____________________________________________

Project Name: __________________________________________________

Project Genre: __________________________________________________
(film, music video, documentary etc.)

Herein this Agreement the independent Filmmaker is called the “Producer”.

1. The Financing Finder agrees not to participate in or conduct any negotiations with prospects, or solicit loans on behalf of the Producer.

2. Financing Finder hereby delivers to the Producer the name and identity of the following prospective Financier/Investor:

Name: ________________________________________________________

Mailing Address: ________________________________________________
________________________________________________
________________________________________________

Telephone: ____________________________________________________

Email: ________________________________________________________

3. As compensation for Financing Finder ’s referral of Investor, the Producer will pay Financing Finder upon the signing of the Financing Agreement between the Producer and the Investor an amount equal . . . (continued)

General Partnership Agreement

Partners Names: ________________________________________________
(Print Names)
________________________________________________
________________________________________________

Partnership Name: ______________________________________________
Project Name: ______________________________________________
Project Genre: ______________________________________________
(Film, Music Video, Documentary, etc.)

This agreement is made between the above named Partners, collectively known as “Partners”, and individually known as a “Partner”.

WHEREAS the above named Partners have agreed to enter into a partnership to carry on the above named Project.
IN CONSIDERATION of the Premises and the valuable Covenants contained in this Agreement, and other good and valuable consideration (the receipt and sufficiency of which is acknowledged by each of the Partners), the Partners agree as follows:

1. The Partners agree that the effective date for the Partnership beginning is _______________, 20____. The Fiscal Year shall end on ________________.

2. The Partnership name shall be ____________________________________.

3. The business of the Partnership shall be to carry out the above named Project.

4. The term of the Partnership shall be the earlier of:
(i) the natural agreed voluntary termination of the above named Project by the Partners
(ii) the date of dissolution by Law
(iii) the dissolution of the Partnership by the departure of one or more Partners.

5 Each of the Partners shall have a Partnership Interest equal to the percentages set below, namely:
Partner Name and percent of Partnership: ____________________________
(Print)
_________________________________________________________
_________________________________________________________
_________________________________________________________
_________________________________________________________
_________________________________________________________

6. The Net Profits of the Partnership shall be divided in accordance to each Partner’s Partnership Interest.

7. The expenses and losses of the Partnership in any one Partnership Year shall first be paid out of the earnings of the Partnership for that year, and if such earnings shall be insufficient to pay any or all expenses and losses as mentioned, the deficiency in funds shall, unless otherwise agreed, be made up by . . . (continued)

Agreement to Dissolve General Partnership

General Partner: __________________________________________
(Print Names)
General Partner: __________________________________________

General Partner: __________________________________________

Project Name: ___________________________________________________

Project Genre: ___________________________________________________
(film, music video, stage production)

1. The General Partners names mentioned above shall be known as the “General Partners” in this Dissolution Agreement.

2. This Dissolution of the General Partnership is to dissolve General Partnership Agreement previously signed by the above named General Partners regarding their involvement with the above named “Project”.

3. Any and all historical data, photographs, audio tapes, literature, films, videos including costumes and sets and any and all Equipment purchased during the General Partnership with funds from and/or for and on behalf of the General Partnership and to do with the above named Project shall be distributed and become the property of the General Partners as detailed in Appendix “A”.

4. Copyright for the Project shall be held by the General Partner(s) named: __________________________________________________ in the percentage(s) of __________________________________________%.

5. The above named General Partners shall have the Right to inspect and copy the books and records maintained by the General Partnership Accountant and/or Accounting Firm. And the General Partners shall retain the services of a Certified (Public) Accountant to prepare a Dissolution Financial Reports for all expenditures and revenues from the Project, and to file any and all government forms on Dissolution.

6. Neither General Partner may assign their Rights and obligations pursuant to this Dissolution Agreement without the prior written consent of the other.

7. The General Partners are entering into this Dissolution Agreement as independent contractors, and neither General Partner shall have the Right to bind the other(s) without the express written consent of the General Partner(s) to be bound.

8. The above named General Partners warrant and represent that she/he is free to enter into this Agreement; and that to the best of her/his knowledge and belief all the Rights and Releases necessary for production of the Project have been or will be secured; and that the production of this Project will not violate or infringe the Rights of any . . . (continued)

Guarantee

Guarantor Name: __________________________________________
(print names)
Borrower name: ___________________________________________
Loan amount: ____________________________________________
Payee Name: _____________________________________________

The Guarantor, ______________________________________, hereby guarantees full payment of the above loan including any and all interest. Grantor agrees that the Payee may proceed against the Guarantor directly and independently of the Borrower, and that the cessation of the liability of the Borrower for any reason other than full payment, or any extension, renewal, forbearance, change of rate of interest, or acceptance, release, or substitution of security, or any impairment or suspension of the Payee’s remedies or Rights against . . . (continued)

Joint Venture Agreement (Short Form)

Joint Venturer: __________________________________________
(Print Names)
Joint Venturer: __________________________________________

Project Name: __________________________________________

Project Genre: __________________________________________
(film, music video, stage production)

1. The Joint Ventures names mentioned above shall be known as the “Joint Venturers” in this Agreement.

2. The Joint Venturers have agreed to make contributions to a common fund for the purpose of financing the above named Project.

It is therefore agreed:

3. Purpose. The Joint Venturers form this joint venture to finance the above named Project in common and to provide the business guidance required for the Project. To the extent set forth in this Agreement, each of the Joint Venturers shall own an undivided fractional part in the business.

4. Contributions. Each of the Joint Venturers, for the purpose of this joint venture, contribute the sum set after the name of each Joint Venturer as follows:
Joint Venturer __________________________ Contribution ______________
Joint Venturer __________________________ Contribution ______________
For the total contribution to the Project financing of ______________________

5. Expenses of Venture. All losses and disbursements incurred by the Agent in acquiring, holding and protecting the business interest and the net profits shall, during the period of the venture, be paid by the Joint Venturers, on demand, in the ratio which the contribution of each Joint Venturer bears to the total contributions set forth in Paragraph 4.

6. Profits. The Agent shall hold and distribute the business interest and shall receive the net profits as they accrue for the term of this Agreement or so long as the Joint Venturers are the owners-in-common of the business interest, for the benefit of the Joint Venturers as follows:
Joint Venturer____________________________ Proportion ______________
Joint Venturer____________________________ Proportion ______________

7. Term. This Agreement shall be deemed completed on the happening of either of the following events: (a) the receipt and distribution of the final net profits accruing under the . . . (continued)

Agreement to Dissolve Joint Venture

Joint Venture Participants: __________________________________________
(Print Names)
Joint Venture Participants: __________________________________________

Joint Venture Participants: __________________________________________

Project Name: ___________________________________________________

Project Genre: ___________________________________________________
(film, music video, stage production)

1. The Joint Venture Participants names mentioned above shall be known as the “Joint Venturer Participants” in this Dissolution Agreement.

2. This Dissolution of the Joint Venture is to dissolve Joint Venture Agreement previously signed by the above named Joint Venturer Participants regarding their involvement with the above named “Project”.

3. Any and all historical data, photographs, audio tapes, literature, films, videos including costumes and sets and any and all Equipment purchased during the Joint Venturer with funds from and/or for and on behalf of the Joint Venturer and to do with the above named Project shall be distributed and become the property of the Joint Venturer Participants as detailed in Appendix “A”.

4. Copyright for the Project shall be held by the Joint Venturer Participant(s) named: __________________________________________________ in the percentage(s) of __________________________________________%.

5. The above named Joint Venturer Participants shall have the Right to inspect and copy the books and records maintained by the Joint Venturer Accountant and/or Accounting Firm. And the Joint Venturer Participants s shall retain the services of a Certified (Public) Accountant to prepare a Dissolution Financial Reports for all expenditures and revenues from the Project, and to file any and all government forms on Dissolution.

6. Neither Joint Venturer Participants may assign their Rights and obligations pursuant to this Dissolution Agreement without the prior written consent of the other.

7. The Joint Venturer Participants are entering into this Dissolution Agreement as independent contractors, and neither Joint Venturer Participants shall have the Right to bind the other(s) without the express written consent . . . (continued)

Promissory Note Installment Re-payments

Borrower Name: _____________________________________________
(Print Names)
Principal Amount: ____________________________________________

Term: _____________________________________________________

Payee: _____________________________________________________

Address for Payment: _________________________________________
_________________________________________
_________________________________________

Project Name: _______________________________________________

Project Genre: _______________________________________________
(film, music video, stage play, documentary etc.)

1. Annual interest rate on matured, unpaid amounts shall be the maximum amount permitted by the Laws of __________________________________.
(state, province, country)

2. This Note is due and payable with __________ monthly payments in total with each and every payment being an equal monthly payment of _____________ principle. The first such payment due and payable on the __________ day of _____________________, 20____, and a like installment shall be due and payable on the same day of each succeeding month thereafter until the total principal of __________________ is paid in full. If each payment is not paid on time, the remaining balance will be subject to the maximum amount of interest permitted by the Laws _______________________________.
(state, province, country)

3. Borrower reserves the right to prepay this Note in whole or in part, prior to maturity, without penalty.

4. Borrower promises to pay to the order of Payee at the place for payment and according to the terms for payment the principal amount plus interest at the rates stated above. All unpaid amounts shall be due by the final scheduled payment date.

5. If Borrower defaults in the payment of this Note or in the performance of any obligation, and the default continues after Payee gives Borrower notice of the default and the time within which it must be cured, as may be required by law or written agreement, then Payee may declare . . . (continued)

Promissory Note Installment Re-payments

Borrower Name: _____________________________________________
(Print Names)
Principal Amount: ____________________________________________

Term: _____________________________________________________

Payee: _____________________________________________________

Address for Payment: _________________________________________
_________________________________________
_________________________________________

Project Name: _______________________________________________

Project Genre: _______________________________________________
(film, music video, stage play, documentary etc.)

1. Annual interest rate on matured, unpaid amounts shall be the maximum amount permitted by the Laws of __________________________________.
(state, province, country)

2. This Note is due and payable with __________ monthly payments in total with each and every payment being an equal monthly payment of _____________ principle. The first such payment due and payable on the __________ day of _____________________, 20____, and a like installment shall be due and payable on the same day of each succeeding month thereafter until the total principal of __________________ is paid in full. If each payment is not paid on time, the remaining balance will be subject to the maximum amount of interest permitted by the Laws _______________________________.
(state, province, country)

3. Borrower reserves the right to prepay this Note in whole or in part, prior to maturity, without penalty.

4. Borrower promises to pay to the order of Payee at the place for payment and according to the terms for payment the principal amount plus interest at the rates stated above. All unpaid amounts shall be due by the final scheduled payment date.

5. If Borrower defaults in the payment of this Note or in the performance of any obligation, and the default continues after Payee gives Borrower notice of the default and the time within which it must be cured, as may be required by law or written agreement, then Payee may declare . . . (continued)

Financing Finder ’s Fee Agreement (Short Form)

Financing Finder(s): ______________________________________________
(Print Name)

Producer(s): ___________________________________________________

Production Company: ____________________________________________

Project Name: __________________________________________________

Project Genre: __________________________________________________
(film, music video, documentary etc.)

Herein this Agreement the independent Filmmaker is called the “Producer”.

1. The Financing Finder agrees not to participate in or conduct any negotiations with prospects, or solicit loans on behalf of the Producer.

2. Financing Finder hereby delivers to the Producer the name and identity of the following prospective Financier/Investor:

Name: ________________________________________________________

Mailing Address: ________________________________________________
________________________________________________
________________________________________________

Telephone: ____________________________________________________

Email: ________________________________________________________

3. As compensation for Financing Finder ’s referral of Investor, the Producer will pay Financing Finder upon the signing of the Financing Agreement between the Producer and the Investor an amount equal . . . (continued)

Financing Finder ’s Fee Agreement (Short Form)

Financing Finder(s): ______________________________________________
(Print Name)

Producer(s): ___________________________________________________

Production Company: ____________________________________________

Project Name: __________________________________________________

Project Genre: __________________________________________________
(film, music video, documentary etc.)

Herein this Agreement the independent Filmmaker is called the “Producer”.

1. The Financing Finder agrees not to participate in or conduct any negotiations with prospects, or solicit loans on behalf of the Producer.

2. Financing Finder hereby delivers to the Producer the name and identity of the following prospective Financier/Investor:

Name: ________________________________________________________

Mailing Address: ________________________________________________
________________________________________________
________________________________________________

Telephone: ____________________________________________________

Email: ________________________________________________________

3. As compensation for Financing Finder ’s referral of Investor, the Producer will pay Financing Finder upon the signing of the Financing Agreement between the Producer and the Investor an amount equal . . . (continued)

Production Services Agreement

Financier Name: _______________________________________________
(Print Names)

Service Company Official Name: -__________________________________

Service Company: ______________________________________________

Project Name: __________________________________________________

Project Genre: _________________________________________________
(film, music video, stage production, game show, etc)

WHEREAS, Financier owns the right to produce and exploit the above named Project, and
WHEREAS, Financier has requested Service Company to supervise the production of the Project in ______________________________ (state, province, country) , and
WHEREAS, to that end, Service Company has arranged for the directing services of ____________________________, and the producing services of ______________________________, all in accordance with a mutually approved budget and a production schedule which have been previously approved by Financier and Service Company; and
WHEREAS, Financier desires to finance and arrange for the production of the Project, and Service Company desires to furnish the services set forth herein on the terms and conditions hereinafter set forth.

NOW, THEREFORE, in consideration of the promises and for other good and valuable consideration, receipt of which is hereby acknowledged, the parties hereto agree as follows:

1. Production of the Project
(a) Subject to the terms and conditions hereinafter set forth, Financier agrees to furnish or cause a third party to furnish to Service Company, on a mutually approved cash flow schedule ("Cash Flow Schedule"), the amount of financing which Service Company represents will be required to finance the production of the Project, and Service Company shall use all sums advanced hereunder for the sole purpose of furnishing the production services for the Project in accordance with the approved screenplay, budget and production schedule, subject only to deviations therefrom caused by the exigencies of production and approved in writing by Financier. All obligations of Financier shall be subject to Financier first obtaining a completion bond from a reputable company, which in form and substance shall be subject to Financier’s approval. All sums advanced hereunder shall be deposited in a production account that has been designated, approved and controlled by Financier, and until such funds have been expended in the production of the Project such . . . (Continued)