2021 OP Performance Lab Lead Artist/Producer Agreement | The Orchard Project
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Lead Artist Agreement:

This is an agreement between the undersigned (“Artist”) an independent contractor, and The Association for the Development of Dramatic Arts (dba Orchard Project) a nonprofit New York corporation at PO Box 237091, NY, NY 10023 hereinafter referred to as “Orchard Project,” in connection with the Artist’s participation as writer, lead artist or company representative in the Orchard Project. Artist is the legal owner of the rights to the project listed below (the “Project”). This agreement outlines the services the Orchard Project will provide the Artist as part of Artist’s participation in Orchard Project’s Professional Theatre Lab program and is meant to be seen as a vehicle whereby participants help the Orchard Project, a non-profit organization, sustain its commitment to supporting artists on an ongoing basis. The Orchard Project encourages the Artist to use their time and support from the Orchard Project to experiment, develop new ideas, generate content, and interact with their fellow resident artists and the community.  It should be a time of rich exploration, and the Orchard Project aims to help in whatever way they can to assist the Artist. 

 

WITNESSETH:

Orchard Project is desirous of having the Artist join the Orchard Project for the period of time set out below as an artist in residence. The artist in residence will work as an independent contractor to promote the arts set forth in the charter of Orchard Project and more specifically set out below. Artist is desirous of working with and joining the Orchard Project for said purposes. Therefore, in consideration of the resources hereinafter mentioned and the covenants contained herein, the parties agree as follows:

  1. WHAT THE ORCHARD PROJECT PROVIDES: In order to support Artist’s  work, the Orchard Project agrees to provide Artist with:
    1. A 6-week virtual residency in the Orchard Project’s summer program. The residency will include dramaturgical support, community support, and project goal support.
  2. REHEARSAL/WORK SPACE: Orchard Project will provide a virtual work space for the Artist, inclusive of collaborators, via Zoom or another similar software platform during the residency period.
  3. PROPERTY: The creative work and efforts of the Artist shall be and remain the property of the artist in residence.
  4. CREDITING: As it pertains to work(s) Artist develops in-part or in-full during their residency, the following developmental credit, with Orchard Project logo will appear alone on a separate line on title credit page, in all program and marketing materials where sponsorship, funding and/or development credits are listed, printed or online, with the exception of printed paid advertising of less than 1/4 page;

    "[Title of Project] was developed, in part, with assistance from the Orchard Project (www.orchardproject.com), Ari Edelson, Artistic Director.” (with logo)

    For developmental credits, credit shall also be provided in catalogues, publications of the Project in book, magazine or recorded form, and all multi-media or audio-visual reproductions or adaptations of the Project, including, but not limited to: motion picture, television, audio or video tape, compact disc, digital versatile disc (DVD), internet or any future such medium. Credits hereunder shall be in accordance with the format of the particular catalogue, book, magazine, recording, or audio- visual reproduction or adaptation, but shall in no instance be smaller than that provided to artists or staff also receiving developmental or originating production credit.

    The Artist shall use best efforts to provide the Orchard Project's developmental credit in all publicity and press releases about the Project and subsequent productions, wherever full production credits appear.

    It is further agreed and understood that participation in the Orchard Project represents a significant financial investment by the Orchard Project in the Project, and remaining part of the narrative of your work is a key condition of the support Orchard Project provides to you. Should Artist egregiously fail to provide, or communicate to applicable third parties the necessity to provide, the credit as mentioned Artist will be considered in breach of this agreement and agree to pay five hundred ($500.00US) dollars to the Orchard Project as a partial reimbursement for incurred costs.
  5. FUTURE PRODUCTIONS: The Orchard Project assumes no royalty participation for any work created during these programs. However, the philosophy of the Orchard Project is to request that its investment in the Artist’s work be reflected with the same communication and rights other co-producers may have, and that, as an early backer of your work, the Orchard Project be provided with an opportunity to further invest in it. 

    As such, if the opportunity ever arises that work created in your residency be turned into a capitalizable, commercial property, Artist agrees to provide the Orchard Project with the opportunity to invest in an initial commercial manifestation based on said property on a favored nations basis with other limited investors. The Orchard Project shall have the right (but not the obligation) to contribute (and/or cause to be contributed) up to 10% of the capitalization of the commercial company formed, which right must be exercised by the Orchard Project upon a scheduled to be mutually determined in good faith between the Orchard Project and Artist or Producer. The terms of the Orchard Project’s investment shall be no less favorable than any other party investing the same amount or less, excluding only front money investors, theatre owners and the general partners/managing members of the company formed.

    ​​For any Production under the control of artist, company or producer, Invested Production or Co-Produced Subsequent Production, the Orchard Project shall be entitled to:
    1. Purchase 2 pairs of tickets for each performance in good locations at regular house seat prices until 96 hours prior to performance, pursuant to best efforts;
    2. 2 pairs of complimentary seats (1 pair of complimentary seats in connection with a London production) in good locations and accompanying party passes for the official opening, pursuant to best efforts.
  6. INDEPENDENT GUEST:  During the residency at Orchard Project, the Artist is an independent guest. The Artist agrees to be responsible for their own actions as they pertain to the virtual community and state and federal laws and regulations.
  7. COMMUNITY INVOLVEMENT: The Orchard Project summer program is being held virtually. The Artist is encouraged to attend and participate in all of Orchard Project virtual events, programs, etc. The Orchard Project believes these events help to foster a sense of community among the artists and are an avenue for connecting with each other and supporters of the program.
  8. CODE OF CONDUCT: During the residency, the Artist agrees to respect the Orchard Project’s virtual spaces. The Artist is expected to conduct themself in an appropriate manner, and respect all others in residence.

    While Orchard Project anticipates that all artists in residence will conduct themselves in a mature and generous way, it is the individual artist’s responsibility to immediately report any incident or allegation of harassment, whether verbal, physical, and/or visual, to the Managing Director, or in their absence, to any board member. Orchard Project prohibits unlawful harassment, including, but not limited to, race, age, religion, disability, sexual orientation, etc. Orchard Project will conduct such investigations as warranted under the circumstances and take action if needed. Orchard Project will take reasonable steps to maintain confidentiality and restrict access to information to persons who need to know. Orchard Project’s Managing Director has the responsibility of investigating and resolving complaints of harassment. Orchard Project considers harassment to be a major offense that can result in the termination of a residency.

    Orchard Project reserves the right to terminate a residency if there is an indication that an Artist’s behavior during a residency at Orchard Project will or does jeopardize the quality of the experience for other artists in residence, collaborations with affiliate organizations and community relations.
  9. EQUAL OPPORTUNITY: It is the policy of Orchard Project that there shall be no discrimination with respect to selection of the Artist because of race, color, sexual orientation, religion, national origin, gender, age, physical limitations or military status.
     
  10. STATEMENT OF LIMITED LIABILITY: Artist understands and acknowledges that participation in the Orchard Project does not in any way constitute an express or implied endorsement or approval by the Orchard Project of the content of the Project or any opinion expressed therein. As between Artist and Orchard Project, Artist shall remain fully and solely responsible for the content of the Project; any suggestions or feedback given to Artist by or on behalf of the Orchard Project is for Artist’s consideration only, and the Orchard Project does not assume any express or implied liability and does not make any express or implied warranty as to any changes, additions or deletions made to the Project as a result of Artist’s participation in Orchard Project programs. The Orchard Project assumes no liability or responsibility for any injury, accident, illness, loss of personal property, debts, defamation claims, or other damages, liabilities, direct, incidental, consequential, indirect, or punitive damages arising out of or connected with the Project or that may be incurred by Artist or anyone else associated with the Project, directly or indirectly, during the course of, or as a result of Artist’s participation in Orchard Project programs. Artist agrees to indemnify and hold harmless the Orchard Project, its officers, directors, employees, creative advisors and other participants in any of the Orchard Project’s programs from any claim of any type made against the Orchard Project and/or any of the foregoing arising from this Agreement.

    The Artist warrants that they own all rights in the Project and the obligations of the Artist under this Agreement do not and will not require the consent or approval of any third party. Artist shall require any assignee, licensee or designee of any of Artist’s rights to the Project to perform the Artist’s obligations under this agreement.
  11. AMENDMENTS AND CHANGES: This agreement represents the entire agreement between the parties, supersedes all prior understandings between the parties, oral or written. There shall be no change, amendment or modification of this Agreement unless it is reduced to writing and signed by all parties hereto.This Agreement shall not be changed, modified, terminated, or discharged, in whole or in part, except by an instrument in writing signed by both parties hereto, or their respective successors or assignees. Such additional agreements may include, but are not limited to, an understanding between the Orchard Project and Artist regarding additional project support activities to be provided in addition to the services provided within the scope of this agreement, and considerations given by Artist in return for such support.
  12. MISCELLANEOUS:
    1. Artist acknowledges that they have carefully read this Agreement and that they fully understand its contents.
    2. No waiver or any breach of this Agreement shall be construed as a continuing waiver or consent to any subsequent breach hereof.
    3. This Agreement does not and shall not be construed to create a partnership or joint venture between the parties hereto.
    4. This Agreement shall be construed in accordance with New York State laws governing contracts wholly executed and performed therein.
    5. This Agreement shall be binding upon and inure to the benefit of the parties’ respective heirs, executors and successors.
    6. In the event any provision hereof shall be for any reason illegal or unenforceable, the same shall not affect the validity or enforceability of the remaining provisions hereof.
    7. Neither Artist nor the Orchard Project shall be liable for failure to appear or perform its obligations under this agreement in the event that such failure is caused by or due to the acts or regulations of public authorities, labor difficulties, civil tumult, inclement weather, strike, epidemic, interruption or delay of transportation service, or any other legitimate cause beyond the control of Artist and the Orchard Project. 

THE ARTIST ASSUMES ALL RESPONSIBILTY FOR COMMUNICATING THE REQUIREMENTS OF THIS AGREEMENT TO OTHER PARTIES, SUBLICENSEES AND OTHER. IF THIS INCLUSION OF THE AFOREMENTIONED CREDIT IS OUT OF THE ARTIST'S CONTROL, ARTIST WILL PURSUE BEST ATTEMPTS TO BOTH CORRECT OMISSIONS AND MAKE THE ORCHARD PROJECT PREEMPTIVELY AWARE OF SUCH OMISSION.

I understand and agree with this Agreement. Please acknowledge by e-signing your full entire name below.