Negotiate Better Distribution Deals | Steven Beer (Lawyer)

"One should not just jump in with the distributor that's offering you the most money or the one that's offering you a marketing fund."

Apr 15, 2025

Watch now on YouTube.

Steven Beer is a partner at Lewis Brisbois and the National Chair of the firm’s Entertainment, Media & Sports Practice. With decades of experience representing award-winning filmmakers, producers, and multi-platinum artists, Steven specializes in production and distribution counsel for independent films. He has negotiated countless rights deals at major festivals like Sundance, Cannes, SXSW, Toronto, and Tribeca.

In our conversation, we discuss:

Mistakes filmmakers should avoid when signing with distributors
Why shorter-term contracts with performance benchmarks are the best option
What happens to your film if a distributor goes bankrupt—and the contract provisions that ensure payments go directly to you instead of to creditors
The non-theatrical rights most filmmakers should hold on to
When to start planning for distribution and engage a lawyer (hint: it's much earlier than most filmmakers think)
The validity of "overexposure" as a concern in today's market
And so much more!

Key Takeaways:

Negotiate contracts with performance benchmarks: "Keep terms short.”
- Avoid locking your film into long-term agreements (e.g., 10–15 years). Instead, set initial terms (e.g., 2 years) tied to performance benchmarks. If distributors fail to meet goals, rights automatically revert back to you.
- “At the very beginning, whether or not they give you an MG, you should still get the distribution company to tell you what their projection is. And then if they don't come close to that projection in that period, there should be an automatic reversion so that you have the rights to go to another place. If they completely fall flat, then that's a good way to get your rights back.”
- Include clauses for reversion of rights and materials (e.g., trailers, artwork) to ensure seamless transitions if partnerships dissolve.
Set up safeguards in case the distributor is unable to uphold their commitments: “You'd be remiss if you didn't insist on a termination upon missing a material deal point.”
1. Get your statements on a timely basis. If the distributor misses that and you send them a notice that they fail to comply with, then there's an automatic termination.
2. If the company is insolvent or bankrupt:
  1. “It gets complicated with bankruptcy because that's under federal bankruptcy law and there are preferences. But if a company looks like it hasn't been paying their bills on a timely basis, then you can trigger the termination clause.”
  2. “You want to be able to approve the sub-distributors and be on the contract for them so that in the event the distribution relationship is terminated, the monies will go to you instead of the creditors in bankruptcy.”
Reserve non-theatrical rights: “Every distributor has its strength and deficits. And if they don't do non-theatrical or education, you should reserve those rights and do those deals on your own.”
- Many distributors lack the infrastructure to handle non-theatrical markets (e.g., schools, libraries).
- Reserve these rights and do those deals on your own, working directly with specialized sales agents or platforms.
Demand transparency in revenue reports: “Transparency is not something that we saw a lot of in the past, but with leverage, and as technology becomes more available…the communication of information is so easy, it's seamless.”
1. Negotiate for direct payment structures (e.g., funds sent directly to CAMAs) to avoid delays or discrepancies in revenue reporting. “If you have enough leverage you can lean into your distributor to make sure that their sub-distributors send the money straight to the CAMA instead of to the distributor directly.”
2. Platforms like FilmChain and Titlepool can help ensure transparency.
Put a cap on marketing expenses: “You don't want a $20,000 trailer.”
1. We commonly see distributors don’t offer an MG but instead they're offering to put dollars into marketing. Make sure you can sign off on how they spend the marketing budget.
2. Put a cap on the distribution and marketing expenses because you don't want runaway expenses. Distributors are really “acting as a bank. It comes out of your pocket eventually and you'll never recoup if there is no cap or management of the expenses.”
Avoid cross-collateralization: “You don’t want your gains offset by another film’s losses within a package.”
1. Distributors may bundle your film with others in package deals—ensure you have approval over which films are included in that package and how expenses are allocated.
2. “If your film's a thoroughbred, you don't want to be put in with films of much less caliber.”
Make Plan B your Plan A: “From the very beginning, one should be thinking of Plan B as a Plan A.”
- Traditional distribution models no longer should be the default. Hybrid approaches allow filmmakers to retain control.
- Prepare for success with marketing activities that involve partnerships and digital outreach.
Leverage hybrid distribution models: “There are many more hybrid style partnerships where you can work with service partners and really accomplish all of your goals.—The traditional lane, which is the one in which we grew up, I think it's antiquated and it disregards a lot of the opportunities in the digital marketplace.”
1. Concern of your film being overexposed and sales agents not being able to sell it, or distributors not wanting to buy it (if for example it's in too many festivals, has too many screenings, or hosts online virtual events) is “an old-world problem” and “doesn’t make sense.”
2. Platforms like Kinema enable filmmakers to host community screenings with talkbacks—recreating the festival experience while building direct connections with audiences. This audience-building is valued by distributors.
Keep regional exclusivity in mind:
1. “For most films, a robust festival calendar can be a lot more rewarding, a lot less expensive, a lot more meaningful than the typical small screen, modest theatrical distribution.”
2. There are some festivals that don't want you to do private screenings and community screenings. They don't want you to rush your non-theatrical. There's a certain exclusivity element to that.
3. With that in mind, plan non-theatrical screenings directly after your film festival screening in, or near, that city if you don’t intend to return to that market (e.g., a screening in Utah after Sundance).
Build leverage: “One should not just jump in with the distributor that's offering you the most money or one of the only ones that's offering you a marketing fund.”
1. “You may have more leverage and more control or ability to negotiate control terms where you're not asking for a minimum guarantee (MG) or an advance or you're not asking for a lot of marketing money.”
2. Package your film with marketing assets like social media followings, influencer partnerships, etc. to strengthen your position during negotiations.
3. “The more you bring to the table then you're really in a much better place of control.”
Mistakes to avoid in distribution deals: “Negotiating a distribution deal without a specialist counsel or on your own is like taking the SATs without a tutor. You need to prepare for that. This is its own language.”
1. Common mistakes include:
  - Signing long-term agreements without performance benchmarks.
  - Failing to reserve non-theatrical rights for community screenings or educational sales.
  - Allowing runaway marketing expenses without caps or oversight.
  - No approvals over artwork, distribution date, or even title changes
    - “At a minimum mutual approval on all the material deal points, especially the creative elements is super important.”
Plan distribution early in development: “How you distribute your film informs the kind of film you're making.”
1. Know your priorities. This will inform questions you ask your counsel.
2. Align your production decisions (budget, talent contracts) with your intended distribution strategy. For instance: documentaries focused on impact may prioritize community screenings over theatrical releases.
3. A lawyer can help you stay focused and make sure you’re reserving rights in line with your priorities.
4. A lawyer can also help you set up your CAMA early. It’s an “objective repository where funds are going to be sent” and both talent and investors want that early on.

What do you think?

If you’re open to sharing, what’s one distribution contract term you wish you had negotiated differently, and what would you change now? Or conversely, what's one leverage point you've successfully used to negotiate better terms with a distributor?

Kinema for Filmmakers

Let’s talk about money. Who is getting paid? And in what order? | Irina Albita (FilmChain)

Discussion about this post