Home

Business

Contract & Various Document Creation & Legal Consultation

Skill content

Video Production Outsourcing Agreement (Generative AI Utilization対応)

【A Template for Filmmakers Using Generative AI: A Must-Have】

★This is a template/sample for a contract of outsourcing work for filmmakers (corporate or individual) that accommodates the use of Generative AI.

------

Upon the formation of the deal, the contract content file (zip format) will be available for download.

If you double-click the downloaded file, a Word-format file will appear.

With notes and comments. You are free to customize it.

------

→ The contracting parties are the Client (Party A) and the Filmmaker (Party B).

→ This is a contract for one-off outsourcing of work.

→ The content is made usable even when the filmmaker uses generative AI.

→ The contract form is “Performance Completion-type Quasi-委任 (quasi-delegation) contract.” For outputs like video, where delivery of a finished product occurs, and where flexible responses or mid-project changes are anticipated, calling it a performance completion-type quasi-delegation contract is especially advantageous for the filmmaker.

→ It covers both scenarios where rights to the produced video are retained by the filmmaker (Party B) and where they are transferred to the client (Party A).

→ It includes a special clause for freelancers (independent contractors) to accommodate freelance law when the filmmaker is an individual.

★The outsourcing content is organized in a table format.

By filling in the necessary items in the table, you can specify the scope of the outsourcing. The entries are as follows.

“Purpose, Recording/Filming Date and Time, Recording/Filming Location, Recording/Filming Subject, Presence of Cast (Performers), Recording/Filming Content, Data Processing, Delivery Format, Delivery Date, Designation of Photographer, Special Provisions” (Please add/delete/modify as needed.)

★ Clauses included in the “Video Production Outsourcing Contract”

-----------

Article 1 (Definitions, Contract Form, etc.)

Clause 1-1: Definitions.

Clause 2: It states that the contract form is a “Performance Completion-type quasi-delegation contract.”

→ For tasks where outputs such as video are delivered but flexible response or mid-project changes are anticipated, having a performance completion-type quasi-delegation contract is especially effective for the filmmaker.

Clause 3: If there are terms between A and B established before this contract that differ from this basic contract, the contents of this contract take precedence.

→ Even if outsourcing contracts were previously concluded between A and B, in principle this contract takes precedence.

Clause 4: The term “written response” used in this contract includes electronic records (to accommodate contract digitization).

Article 2 (Purpose, Outsourcing of Work)

Clause 1: Regulations on outsourcing/commissioning work. Here, the work content is summarized in a table. Examples include the following items.

“Purpose, Recording/Filming Date and Time, Recording/Filming Location, Recording/Filming Subject, Presence of Cast, Recording/Filming Content, Data Processing, Delivery Format, Delivery Date, Designation of Photographer, Special Provisions”

→ Please add/delete/modify items as needed.

→ Please list the generative AI services to be used as needed.

Clause 2-1: It is a provision to understand that external factors at the recording/filming location, such as weather and traffic conditions, may affect the quality of the deliverable when performing the work for the Client (Party A).

Clause 3 (Confirmation of Work Performance)

Clause 4 (Liability for Non-Performance)

Provisions regarding liability for non-performance.

→ The content is aligned with the contract form (quasi-delegation in performance completion).

Article 5 (Consideration, Expenses)

★When the work results in a creation of a work and the copyright is transferred, the “consideration” includes the following:

・Consideration for the production work

・Consideration for the transfer of copyright

→ If the consideration includes copyright transfer, it may be desirable to specify the amounts for production work and copyright transfer separately.

★When the video is used for advertising, consider a royalty-style arrangement, such as a percentage of the product’s sales where the video is displayed.

★When the video is used on social media, consider performance-based compensation as follows.

Performance-based compensation: based on the previous highest number of followers up to last month’s end,

Monthly follower increase × ◯◯◯◯ yen (plus consumption tax)

Article 6 (Mid-Term Termination)

Article 7 (Delay Damages)

Article 8 (Handling of Deliverables)

★Regulations on handling deliverables.

→ If the copyright or other intellectual property rights are retained by the filmmaker (Party B) or licensed to a third party (such as the generative AI service provider or video material provider involved in the project) for use, this is an example provision.

★ Also, please note that if the filmmaker (Party B) did not have creative contribution to the deliverable, no copyright would be assigned to the filmmaker.

→ In cases where the video is generated from scratch using AI and the prompts input to the AI service do not show creativity, copyright may not be recognized.

★ For the deliverable, there are also example provisions when the filmmaker (Party B) transfers his/her own copyrights or other intellectual property to the Client (Party A).

→ Explanations regarding “copyright transfer agreements” and “moral rights of authors” are also included.

Article 9 (Handling of Provided Materials)

Article 10 (Handling of Inputs; Restrictions on Input Data)

Regulations on handling “Inputs.”

→ “Inputs” are defined in Article 1 as “text (prompts) input to the generative AI, video, audio, and other information/data provided by the Client for the performance of this work.”

Clause 1-1: The filmmaker (Party B) may use generative AI in performing the work at their own responsibility and judgment. This favors the filmmaker.

→ However, the filmmaker (Party B) must, among other things, confirm the items listed below at their own responsibility and judgment before using it.

(1) The terms of use of the generative AI service provider (including but not limited to Terms of Use) are not violated.

(2) The deliverable is usable for commercial purposes.

(3) For the deliverable, either obtain license from third parties (the generative AI service provider, video providers, etc.) or ensure that the intellectual property rights belong to Party B.

(4) Do not infringe third-party rights.

Clause 2: Party B should recognize that input may be used for generic learning (including service improvement) of the AI, and if inputs include confidential information, personal data, or information that could infringe rights of third parties, obtain Client approval before inputting.

→ However, include a provision that, unless otherwise agreed between A and B, information/data provided by A to B is deemed approved for input into the AI by B.

(This reduces risks arising from using AI in production by the filmmaker.)

Clause 3: If the Client’s approval under the preceding paragraph gives rise to damages for the Client, the filmmaker bears no liability.

→ This excludes risks that occur when confidential or personal information provided by the Client in the provided materials is input by the filmmaker without realizing it.

Clause 4: The filmmaker shall not use the provided information for purposes other than this project, in particular not for training their own AI model or development.

Article 11 (Warranties)

Article 12 (Actions Requiring Prior Consent)

Clause 1: Prohibition of secondary use (non-intended use) of deliverables.

Clause 2: Prohibition of secondary use (non-intended use) of deliverables.

Clause 3: If the filmmaker introduces actors or other third-party collaborators for performing the work, the Client must not bypass the filmmaker and directly deal with, trade, negotiate, or conclude contracts with the collaborators.

Article 13 (Subcontracting)

Article 14 (Prohibition of Transfer of Rights and Obligations)

Article 15 (Confidentiality)

Article 16 (Liability for Damages, Exemption)

Article 17 (Termination of Contract)

Article 18 (Exclusion of Anti-Social Forces)

Article 19 (Governing Law)

Article 20 (Disputes, Jurisdiction)

★The “Special Provisions” are included to comply with the Freelance/Entrepreneurial Transactions Act.

(If special provisions are unnecessary, please delete them.)

Article 21 (Safety and Health)

Article 22 (Policy on Harassment)

Article 23 (Consideration for Childcare, Nursing Care, etc.)

------

★Notes with comments. You can freely customize in Word file format.

Seller information

Akiraccyo

Japan

Identity confirmed

NDA concluded

【チームの一員として、お客様に寄り添いたい。商取引設計、ビジネスモデル・契約形態のご提案。和文・英文契約書の作成、ひながた販売。2003年開業。】 ■契約法務を専門とする行政書士です。 ■行政書士以外の業務については、屋号をオカダオフィスにしています。アート・エンタメ関連のサポート・マネジメントを行っています。 →　一般社団法人神戸芸術振興協会にて、アートフェアや蚤の市、神戸市から受託した事業などを運営しています。（神戸アートマルシェ、神戸蚤の市、KOBE SUBWAY MUSEUM） ■Skijanでは、当事務所の契約書や利用規約のひながた・テンプレートを販売させていただきます。 →　WEB面談では、例えば以下の項目について相談させていただきます。・ビジネスモデル/商取引の設計・契約書や利用規約の作成・レビュー・当事務所のひながた・テンプレートに関すること・生成AI導入支援：サービス利用規約、社内利用規程の策定など・法人設立（株式会社、合同会社、一般社団法人）・英文契約書の作成、翻訳、日本進出ローカライズ支援