It has been suggested that language should be included in licensing agreements that license to use the footage does not take effect until payment in full is received. Not precisely sure what additional legal protection this would provide, but it certainly couldn't hurt?
TheRealDrew, suggestions??
- Mary Lynn
One thing, as you mentioned, is to make it clear that the license is contigent on full payment of cleared funds. I like seeing defintions up front of what is being discussed, a grant of rights and consideration clauses all in the same general proximity to make it easier to find. And in the grant of rights section add a paragraph something along the lines of
(a) Licensor hereby grants Licensee etc.
(b) Specific Exclusions/Limitations Pertaining To Rights - "Notwithstanding anything expressed or implied in paragraph (a) above, it is understood and agreed that ...."
( c) Payment - Same concept as (b)- "Notwithstanding anything expressed or implied on paragraph (a) above, it is understood and agreed that in the event the full Payment [ usually defined term or something similar] is not received by ____, then the license granted under this agreement, including, without limitation the rights granted in (a) above [and other places to make clear, various forms of hypothecation, etc.] shall be deemed void ab initio and of no force and effect.
Some of it is going to be negotiations along the way in terms of timing. For instance if someone is putting a piece together and they may want to "look" to see if items will work before committing to entering into the license and/or the can be the whole creative process timing issue. "You will provide footage by x date, we will inform you by y date if we will use it" etc. You may be able to provide los/res time code etc., but alot depends upon who and for what. If you can give Lo Res Timecode, that is great, but then you can get into open another can of worms later on - you give los res, it is approved, you get payment and then you hear "Wait the high res footage is no good, same as lo res basically and it is unusable, give us our money back." (Sometimes it is rather amazing anything ever gets done.)
But generally making payment clear as a condition to the validity of the license is a good idea. Of course when dealing with some people, agreements can barely be worth the paper they are written on and you may have to chase things down and get into wonderful discussions 
Lot's of not cool people out there it seems.
Of course nothing here is meant to be legal advice and people should consult with their attorney.
