(2019) Tags: Amazon
GRAVIER PRODUCTIONS, INC. v. AMAZON CONTENT SERVICES, LLC
This case arises out of film financing and distribution agreements between defendant Amazon Content Services, LLC and plaintiffs Woody Allen and his film production company Gravier Productions, Inc.
Amazon and Allen began working together in December 2014. On July 22, 2016, Amazon Content entered into an agreement with Allen and Gravier to distribute Allen’s film Wonder Wheel, which would become Amazon’s first self-distributed film. On August 29, 2017, Amazon Content entered into a Multipicture Acquisition Agreement with Gravier. Through the MAA, Amazon Content acquired certain rights in four films to be created by Allen and the option to acquire such rights in two additional films.
The first movie subject to the agreement, for release in 2018, was “A Rainy Day in New York”. The subsequent three films were referred to as the 2018 Allen Film, the 2019 Worldwide Allen Film, and the 2020 Worldwide Allen Film.
The MAA provided that, for each of the four films licensed through the agreement, Amazon Content would pay Gravier a minimum guaranty. For the first film, Rainy Day, the minimum guarantee was set at $9,000,000, with 10% to be paid within 15 days of the execution of the MAA. The MAA also provided that within 15 days of the agreement being signed, Amazon Content would pay Gravier a $10,000,000 advance.
By June 2018, Allen and Gravier had completed production of Rainy Day. At Amazon’s request, the plaintiffs had agreed to postpone its release date until 2019. But, on June 19, 2018, Amazon sent an email to representatives of Allen and Gravier terminating the MAA and the four SPAs. It informed the plaintiffs that “Amazon does not intend to distribute or otherwise exploit the Pictures in any domestic or international territories.” In subsequent email exchanges, counsel for Amazon explained that “Amazon’s performance of the Agreement became impracticable as a result of supervening events, including renewed allegations against Mr. Allen, his own controversial comments, and the increasing refusal of top talent to work with or be associated with him in any way, all of which have frustrated the purpose of the Agreement.”
On February 7, 2019, the plaintiffs filed this suit. The complaint asserts eight causes of action: one cause of action for breach of each of the four SPAs, and the four additional causes of action at issue in this motion to dismiss. They latter four are causes of action for (1) for breach of the MAA, (2) for breach of the implied covenant of good faith and fair dealing under the Rainy Day Agreement, (3) for breach of the implied covenant of good faith and fair dealing under the MAA, and (4) for unjust enrichment. The first seven counts are asserted against Amazon Content alone and the eighth is asserted against both defendants.