Statutory Agreement Premise
These Terms of Service ("Agreement") constitute an enforceable contractual covenant between HNS Media Entertainment & Productions House Ltd. ("the Studio") and each accredited co-producer, institutional partner, or platform participant ("Co-Producer"). By accessing our platform, reviewing confidential slate offerings, or executing a project allocation deed, the Co-Producer irrevocably assents to these terms.
Section 01
Special Purpose Vehicle (SPV) Ring-Fencing
Every commercial feature film, episodic OTT web series, or stadium gala greenlit by HNS Media is incorporated into an independent legal entity ("Project SPV") registered under the Companies Act, 2013.
The assets, intellectual property rights, distributor receivables, and bank escrow accounts of each Project SPV are legally ring-fenced from the parent studio and all other unrelated slates, preventing any cross-collateralization or systemic liability contagion.
Section 02
Cinema Revenue Waterfall & First-Lien Recoupment Priority
All gross revenues collected from worldwide theatrical ticket sales, digital OTT streaming licensing, satellite broadcast rights, music publishing, and overseas syndication flow directly into an escrow account governed by the following rigid legal hierarchy:
Tier 1: Senior Escrow Expenses
Statutory goods & service tax (GST), multiplex distributor commission deductions, and mandatory completion bond guarantee premiums.
Tier 2: 100% Co-Producer Capital Recoupment (First-Lien)
100% of co-producer committed principal capital must be disbursed and fully recouped before any studio backend profit splits, bonuses, or executive distributions may legally occur.
Tier 3: Net Surplus Profit Distribution
Net surplus profits are pooled and disbursed quarterly pro-rata among accredited syndicate participants in strict accordance with their executed allocation percentages.
Section 03
Screen Title Crediting & Creative Governance
Accredited co-producers holding qualifying participation allocations are contractually entitled to official on-screen name credits across all primary theatrical prints, CBFC certificates, official trailers, and IMDb registry entries.
However, to preserve creative integrity and deliver festival-caliber storytelling, the Co-Producer explicitly agrees that the Studio Head, director, and principal producers retain sole, unfettered artistic control over casting, screenplay doctoring, final film editing, and release window timing.
Section 04
Escrow Custodianship & Independent Auditing
All financial inflows are received directly by a designated scheduled commercial bank escrow trustee (e.g. HDFC Bank, ICICI Bank, or Axis Bank). Neither the Studio nor individual co-producers may initiate unilateral fund withdrawals outside of certified production milestones.
Quarterly waterfall disbursements are subject to independent certification by accredited peer-reviewed Chartered Accountant firms, accompanied by automated issuance of Form 16A withholding certificates.
Section 05
Confidentiality, Script IP & Non-Circumvention
All script treatments, cast attachment contracts, budget sheets, production schedules, distributor minimum guarantees, and telemetry figures accessed through our platform constitute proprietary Trade Secrets of HNS Media.
The Co-Producer agrees not to disclose, duplicate, or circumvent the Studio by directly contracting with attached directors, screenwriters, or talent leads outside of HNS Media for a period of thirty-six (36) months following the date of access.
Section 06
Arbitration, Legal Jurisdiction & Severability
This Agreement shall be governed by and construed in accordance with the substantive laws of the Republic of India. Any controversy, claim, or dispute arising out of or relating to this syndicate agreement shall be settled exclusively by binding arbitration in Mumbai under the Arbitration and Conciliation Act, 1996, conducted in English by a sole arbitrator mutually appointed by the parties.
The courts of competent jurisdiction located in Mumbai, Maharashtra, India, shall possess exclusive territorial jurisdiction for all interim protective reliefs.
