*Note: Please scroll to the bottom of this page for a list of experienced legal counsel.
About Legal Counsel
The beginning is always exciting and compelling. Producers of theatre, particularly of the Off-Broadway theatre, are usually smitten by the plays they are planning to produce – and often smitten with the authors, the directors, performers, designers, co-producers, and investors who share their affection for the project.
This is as it should be, and it’s unlikely that anything at all would get produced Off-Broadway if it were otherwise. But it’s also the reason that the first thing a Producer needs to do when contemplating acquiring a show and bringing it to Off-Broadway is to engage an experienced theatrical attorney.
The production of an Off-Broadway play involves a series of complex relationships, rights, expectations, and legal obligations, and if these are not carefully attended to, defined, and memorialized in writing at the beginning, there will certainly be trouble later on.
The Production Counsel for an Off-Broadway production will advise the Producer on the legal requirements connected with raising money for a production and the contractual relationships that need to be defined between the Producers and the authors, general managers, co-producers, investors, government regulators, and additional rights-holders, respectively. In addition, to the extent that the Producer and General Manager request it, the production’s attorney will assist the General Manager in negotiating and preparing contracts with theatrical venues, theatrical unions, actors, vendors and consultants.
The Production Counsel will, in consultation with the Producer, undertake the following tasks:
- Provide the Producer with advice concerning the legal requirements for raising funds for theatrical productions, including rules and regulations regarding the raising and spending of Front Money, federal and state filings and reporting, and disclosures and qualifications for potential investors.
- Propose terms and prepare agreements with the author or authors granting a defined option to produce the play within an agreed-upon time-frame, including rights to any preliminary try-out, out-of-town, or workshop productions, and rights to produce subsequent productions and participate in profits generated by the exploitation of subsidiary rights in the play.
- Propose terms and prepare agreements with the holders of any additional copyrights or intellectual property required for the presentation of the play (including, for example, underlying rights and additional music rights).
- Advise the Producer regarding selection and formation of a legal entity or entities to produce or co-produce the production.
- Prepare all filings required by State and Federal regulation of theatrical syndications.
- Prepare an Operating Agreement, Private Placement Memorandum and Subscription Agreement for investors in the production.
- Advise the Producer regarding negotiations with any co-producers and associate producers and prepare any co-production agreements.
- Advise the Producer regarding selection of and agreements with the general manager.
- Consult with and advise the General Manager regarding contracts to be entered into by the production, including theatrical venue agreements, union requirements, and engagement of creative personnel and consultants.
- Provide general theatrical business advice and counsel regarding all elements of the production of the play.
Questions for Production Counsel
- What sort of terms will we need to get from the authors to produce the project?
- What arrangements can or should we make for Front Money?
- What terms ought we to negotiate with the co-producers and associate producers?
- What other rights in underlying works or music ought we to try to obtain, if any?
- What general managers would you recommend for the production and what sort of agreement should we make with the general manager?
- What sort of filings will be required for our capitalization and investors and when can we expect to have the offering papers ready for the investors and the SEC?
- What sort of fee structure do you use for representing Off-Broadway productions and what are the terms of your retainer agreement?
Here’s a list of attorneys who often work as legal counsel for Off Broadway shows:
Peter Breger, Esq.
165 W. 46th Street, Suite 1101
New York, NY 10036
Phone: (212 )302-5200
Benjamin C. Feldman, Esq.
Feldman, Golinski + Reedy PLLC
100 Wall Street, 23rd Floor
New York, NY 10005
Phone: (212) 230-1300
Fax: (212) 230-1090
Diane Krausz, Esq.
The Law Offices of Diane Krausz
33 West 60th Street, 4th Floor
New York, NY 10023
Phone: (212) 244-5292
Fax: (212) 244-5750
Daniel M. Wasser, Esq.
Franklin, Weinrib, Rudell + Vassallo, P.C.
488 Madison Avenue
New York, NY 10022
Phone: (212) 466-9760
Fax: (212) 308-0642