2021 BIZ: STAGE: Model Letter of Agreement - Virtual World Actor

Model Letter of Agreement - Virtual World Actor

New Media Arts has developed a model letter of agreement for the employment of actors in virtual worlds.  It is reproduced below.  Anyone is licensed to use it but it should credit New Media Arts.   

• In the document below, blank spaces or multiple question marks indicate an item that is to be filled in by the producing entity or by the actor.  
• For work that is to be captured on video, volunteers should also sign a letter of agreement granting reproduction and distribution rights to the producing entity.

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Letter of Agreement - Virtual World Actor

Section 1: Virtual World Actor Agreement

This agreement (hereafter referred to as “Agreement”) is between _________________ (hereafter referred to as “Virtual World Actor”) and New Media Arts Inc (hereafter referred to as “Company”). This Agreement will set forth the terms under which the Company has agreed to engage the Virtual World Actor for projects as agreed upon (“Digital Projects”).

Section 2: Services           

2.1: The Virtual World Actor shall render services to the Company, at times to be scheduled, as follows:

●     Reading and recording his or her part in the Digital Project in the capacity of a virtual world actor - voice acting and avateering, role and avatar preparation.

●     Said services shall be rendered in an artistic, conscientious and professional manner.

            2.2: It is the responsibility of the Virtual World Actor to provide his or her own microphone, earphones, computer and internet connections. Some of the free software may be specified by the Project Manager. If the Virtual World Actor's equipment, software, internet connection or recording environment is not suitable for the recording, and cannot be corrected in a reasonable time, the Company reserves the right to cancel this Agreement and contract with another Virtual World actor for the part.

2.5: Virtual World Actor will not disclose details of the project to persons not associated with the Company without conferring with the Company's publicity and outreach team first, and will not display any sets or specialized props without approval of the Project Manager.

2.6: The Virtual World Actor has no authority to commit or create any agreements, binding contracts, or indebtedness on behalf of the Company.

Section 3: Fees for Services

            3.1: The Virtual World Actor may not start work until he or she submits a current W-9 or W-8 to the Company. Fees for work will vary depending on funding available, but will not be less than an honorarium of ???  per rehearsal and ???  per performance.

            3.2: As recordings are completed and approved by the Project Manager or his representative, the Company agrees to send payment within 15 days.  Payments will be made via  Paypal or by check, as the Virtual World Actor prefers, and sent to his or her email address or mailing address provided on the Virtual World Actor's W-9 or W-8.

            3.3: The Virtual World Actor shall be responsible for informing the Company by email of any change to the Virtual World Actor’s address or other contact information. Emails should be sent to ?????????

            3.4: The Virtual World Actor, as an Independent Contractor, shall be solely liable for the payment of all income and other taxes that may be due on payments that the Company has sent to the Virtual World Actor.

 Section 4: Credit and licensing

4.1: All audio and video content recorded or captured in connection with this Agreement becomes the property of the Company, without regard to whether or not it was requested by the Project Manager or his or her representative. Any audio or video captured on the set of this Digital Project or in the region that includes that set becomes the property of the Company. The public distribution of any such audio or video is not permitted without written approval from the Project Manager.

            4.2: Provided that the Virtual World Actor is not in breach of any of the terms of this Agreement, and he or she substantially renders the services described in the Agreement on the Digital Project in a professional manner satisfactory to the Project Manager, then the Virtual World Actor shall be accorded credit in a manner customary within the motion picture industry. The size and placement of such credit shall be at the sole discretion of the Project Manager.

            Name to use in credits: _________________________________________

            4.3: In connection with the exploitation of the Digital Project, the Company shall also have the right to re-record, produce, reproduce, amplify, enlarge, broadcast, use, perform, and distribute, the Virtual World Actor's voice, along with other sound of any kind or nature, whether such sounds shall have been created by the Virtual World Actor or by others. The Company shall reserve the right to substitute all or any individual performances of the Virtual World Actor with those of others, or eliminate those performances entirely as and when the Company deems necessary.

            4.4: In addition to the services rendered by the Virtual World Actor, the Company shall solely and exclusively own all results, product, and proceeds thereof (including, but not limited to, all rights of whatever kind and character throughout the world, indefinitely in any and all languages of production, manufacture, recordation, reproduction, performance, and exhibition in any manner and by any art, device, or method, now known or hereinafter devised), whether such results, product, and proceeds consist of literary, dramatic, musical, motion picture, mechanical or any other form of works, themes, ideas, compositions, creations, or products.

4.5: The Company’s acquisition hereunder shall also include all rights generally known in the field of literary and musical endeavor as the “moral rights of the authors” in and/or to and musical and/or literary proceeds of the Virtual World Actor’s services.

4.6: The Company shall also have the right in respect to such product to add to, subtract from, change, arrange, revise, adapt, rearrange, translate into any and all languages, change the sequence, change the characters and the descriptions thereof, change the title of the same, record and photograph the same with or without sound (including spoken words, dialogue, and music synchronously recorded), use said title or any of its components in connection with works or motion pictures wholly or partially independent thereof, to vend, copy, and publish the same as the Company may desire.

4.7: The Virtual World Actor hereby assigns to the Company all of the aforementioned without reservation, conditions, or limitations and no right of any kind, nature, or description is reserved by the Virtual World Actor, except that the Virtual World Actor is permitted to use examples of his/her work from the publicly released digital project in her/his portfolio of work. The project and New Media Arts, Inc must be identified clearly in these examples.

 Section 5: Publicity and Advertising

            5.1: The Virtual World Actor hereby specifically grants to the Company the right to use the Virtual World Actor’s name, voice, likeness or still publicity photographs (if provided by the Virtual World Actor), actual appearances in the Digital Project, in any manner, and biography in connection with the productions, exhibition, advertising, and other exploitation of the Digital Project.

5.2: The Virtual World Actor shall not circulate, publish, or otherwise distribute any news stories or articles, books, or other publicity containing the Voice Actor’s name relating directly or indirectly to the Virtual World Actor’s services, the subject matter of this Agreement, the Digital Project or the services to be rendered by the Virtual World Actor or others for the Digital Project unless the same are first approved by the Company.

            5.3: The Company shall always have the sole and exclusive right, but only in connection with the Digital Project or in connection with the services rendered by the Virtual World Actor with regard to the Digital Project, to use and display the Virtual World Actor’s name and likeness (if provided) for advertising, publicizing, and exploiting the Digital Project, including without limitation souvenir programs, commercial tie-ups, paperback editions of the literary property directly related to and on which the Digital Project is based, or any sound recording.

Section 6: Virtual World Actor Default

6.1: The Virtual World Actor understands that this Agreement is not an employment contract, that nothing in this Agreement creates any right to continuous employment with the Company or to employment by the Company for any specified period of time.

            6.2: If Virtual World Actor fails or refuses to perform or comply with any material terms or conditions for any reason including but not limited to Virtual World Actor’s physical or mental incapacity, then Company shall have the right to terminate this Agreement upon written notice thereof to Virtual World Actor.

6.3: Except as indicated below, prior to termination of this Agreement by Company based upon Virtual World Actor Default, Company shall notify Virtual World Actor, specifying the nature of the Virtual World Actor Default. Virtual World Actor shall have 48 hours after the giving of such notice to cure the Default. If the Virtual World Actor Default is not cured within the 48-hour period, Company may terminate this Agreement forthwith. However, if Virtual World Actor’s default is that Virtual World Actor has failed to appear for a scheduled session for which Virtual World Actor has been given prior notice, then Company may terminate this Agreement without sending Virtual World Actor written notice of the default. Such termination, solely in this case, shall be effective immediately upon the giving of notice of termination by Company.

Section 7: Effect of Termination

            Termination of this Agreement, whether by lapse of time, mutual consent, operation of law, exercise of a right of termination or otherwise shall terminate Company’s obligation to pay Virtual World Actor any further fees. Neither Company nor Virtual World Actor shall be deemed to have waived any other rights they may have or alter Company’s rights or any of Virtual World Actor’s agreements or warranties in connection with the rendition of Virtual World Actor’s services prior to termination.

ALL TERMS ACCEPTED AND AGREED

___________________________________   ___________________________

Director (or other officer of the corporation)     Virtual World Actor

Date ____________________________            Date____________________________