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First-look Deal
A first-look deal is any contract containing a clause granting, usually for a fee or other consideration that covers a specified period of time, a pre-emption right, right of first refusal, or right of first offer (also called a right of first negotiation) to another party, who then is given the first opportunity to buy outright, co-own, invest in, license, etc., something that is newly coming into existence or on the market for the first time or after an absence, such as intellectual property (manuscript, musical composition, invention, artwork, business idea, etc.) or real property (real estate). Film industry In the film industry The film industry or motion picture industry comprises the technological and commercial institutions of filmmaking, i.e., film production companies, film studios, cinematography, animation, film production, screenwriting, pre-production, ..., it is an agreement between a writer and an independent production company or between an independent ...
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Pre-emption Right
A pre-emption right, right of pre-emption, or first option to buy is a contractual right to acquire certain property newly coming into existence before it can be offered to any other person or entity. It comes from the Latin verb ''emo, emere, emi, emptum'', to buy or purchase, plus the inseparable preposition ''pre'', before. A right to acquire existing property in preference to any other person is usually referred to as a '' right of first refusal''. Company shares In practice, the most common form of pre-emption right is the right of existing shareholders to acquire new shares issued by a company in a rights issue, usually a public offering. In this context, the pre-emptive right is also called subscription right or subscription privilege. It is the right but not the obligation of existing shareholders to buy the new shares before they are offered to the public. In that way, existing shareholders can maintain their proportional ownership of the company and thus prevent stock di ...
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Right Of First Refusal
Right of first refusal (ROFR or RFR) is a contractual right that gives its holder the option to enter a business transaction with the owner of something, according to specified terms, before the owner is entitled to enter into that transaction with a third party. A first refusal right must have at least three parties: the owner, the third party or buyer, and the option holder. In general, the owner must make the same offer to the option holder ''before'' making the offer to the buyer. The right of first refusal is similar in concept to a call option. An ROFR can cover almost any sort of asset, including real estate, personal property, a patent license, a screenplay, or an interest in a business. It might also cover business transactions that are not strictly assets, such as the right to enter a joint venture or distribution arrangement. In entertainment, a right of first refusal on a concept or a screenplay would give the holder the right to make that movie first while in rea ...
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Film Industry
The film industry or motion picture industry comprises the technological and commercial institutions of filmmaking, i.e., film production companies, film studios, cinematography, animation, film production, screenwriting, pre-production, post production, film festivals, distribution, and actors. Though the expense involved in making films almost immediately led film production to concentrate under the auspices of standing production companies, advances in affordable filmmaking equipment, as well as an expansion of opportunities to acquire investment capital from outside the film industry itself, have allowed independent film production to evolve. In 2019, the global box office was worth . When including box office and home entertainment revenue, the global film industry was worth in 2018. Hollywood is the world's oldest national film industry, and largest in terms of box office gross revenue. Indian cinema is the largest national film industry in terms of the number ...
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Development (film)
Filmmaking (film production) is the process by which a motion picture is produced. Filmmaking involves a number of complex and discrete stages, starting with an initial story, idea, or commission. It then continues through screenwriting, casting, pre-production, shooting, sound recording, post-production, and screening the finished product before an audience that may result in a film release and an exhibition. Filmmaking occurs in a variety of economic, social, and political contexts around the world. It uses a variety of technologies and cinematic techniques. Although filmmaking originally involved the use of film, most film productions are now digital. Today, filmmaking refers to the process of crafting an audio-visual story commercially for distribution or broadcast. Production stages Film production consists of five major stages: * Development: Ideas for the film are created, rights to existing intellectual properties are purchased, etc., and the screenplay is written. ...
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Tag-along Right
Tag along rights (TARs) comprise a group of clauses in a contract which together have the effect of allowing the minority shareholder(s) in a corporation to also take part in a sale of shares by the majority shareholder to a third party under the same terms and conditions. Consider an example: A and B are both shareholders in a company, with A being the majority shareholder and B the minority shareholder. C, a third party, offers to buy A's shares at an attractive price, and A accepts. In this situation, tag-along rights would allow B to also participate in the sale under the same terms and conditions as A. As with other contractual provisions, tag-along rights originated from the doctrine of freedom of contract and is governed by contract law (in common law countries) or the law of obligations (in civil law countries). As tag-along rights are contractual terms between private parties, they are often found in venture capital and private equity firms but not public companies. St ...
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Drag-along Right
Drag-along right (DAR) is a legal concept in corporate law. Under the concept, if the majority shareholder(s) of an entity sells their stake, the prospective owner(s) have the right to force the remaining minority shareholders to join the deal. However, the owner must usually offer the same terms and conditions to the minority shareholders as to the majority shareholder(s). Drag-along rights are fairly standard terms in a stock purchase agreement. This right protects majority shareholders (allowing them to sell to an owner desiring total control of the entity, without being encumbered by holdout investors) but also protects minority shareholders (who can sell their investment on the same terms and conditions as the majority shareholder). This differs from a tag-along right, which also allows minority shareholders to sell on the same terms and conditions (and requires the new owner to offer them), but does not require them to sell. In most jurisdictions drag-along and tag-along r ...
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Overall Deal
A production company, production house, production studio, or a production team is a studio that creates works in the fields of performing arts, new media art, film, television, radio, comics, interactive arts, video games, websites, music, and video. These groups consist of technical staff to produce the media, and are often incorporated as a commercial publisher. Generally the term refers to all individuals responsible for the technical aspects of creating a particular product, regardless of where in the process their expertise is required, or how long they are involved in the project. For example, in a theatrical performance, the production team has not only the running crew, but also the theatrical producer, designers and theatrical direction. Tasks and functions The production company may be directly responsible for fundraising the production or may accomplish this through a parent company, partner, or private investor. It handles budgeting, scheduling, scripting, t ...
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Film Production
Filmmaking (film production) is the process by which a motion picture is produced. Filmmaking involves a number of complex and discrete stages, starting with an initial story, idea, or commission. It then continues through screenwriting, casting, pre-production, shooting, sound recording, post-production, and screening the finished product before an audience that may result in a film release and an exhibition. Filmmaking occurs in a variety of economic, social, and political contexts around the world. It uses a variety of technologies and cinematic techniques. Although filmmaking originally involved the use of film, most film productions are now digital. Today, filmmaking refers to the process of crafting an audio-visual story commercially for distribution or broadcast. Production stages Film production consists of five major stages: * Development: Ideas for the film are created, rights to existing intellectual properties are purchased, etc., and the screenplay is writte ...
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