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Non-Fungible Tokens (NFT) Newsroom

Quentin Tarantino Responds To Miramax's Lawsuit

Quentin Tarantino Responds To Miramax's Lawsuit

A few weeks ago, we wrote about Miramax’s lawsuit against Quentin Tarantino and others over Tarantino’s plan to auction off NFTs based on the Pulp Fiction film. On December 9, 2021, Tarantino and his corporation filed a blistering answer with nine affirmative defenses in which they describe the lawsuit as an “offensively meritless” action filed by Miramax, “a shell of its former self and flailing under a new ownership consortium.” Today’s blog post will examine the parties’ dispute in closer detail.

At issue is Tarantino’s right to mint and auction off his NFTs, which consists of his uncut handwritten scripts from the Pulp Fiction film and exclusive commentary from Tarantino himself. The complaint describes a number of agreements that govern the parties’ relationship, but the operative provision appears in the parties’ original June 1993 agreement. Under that agreement, Tarantino granted Miramax:

all rights (including all copyrights and trademarks) in and to the Film (and all elements thereof in all stages of development and production) now or hereafter known including without limitation the right to distribute the Film in all media now or hereafter known (theatrical, non-theatrical, all forms of television, home video, etc.) but excluding only the following rights (“Reserved Rights”) which are reserved to Tarantino . . .

The rights that were excluded, i.e., Tarantino’s “Reserved Rights,” are:

soundtrack album, music publishing, live performance, print publication (including without limitation screenplay publication, “making of” books, comic books and novelization, in audio and electronic formats as well, as applicable), interactive media, theatrical and television sequel and remake rights, and television series and spinoff rights. Exercise of certain of the Reserved Rights is subject to restrictions set forth elsewhere in this agreement. Tarantino shall have the right to use the title of the Film in connection with the exploitation of the Reserved Rights. . .

According to Tarantino, he “has every right to publish portions of his original handwritten screenplay for Pulp Fiction, a personal creative treasure that he has kept private for decades.” He alleges that his “contracts clearly and unambiguously grant him the opportunity to do so – those rights were carefully identified, bargained for and memorialized.” Miramax, according to Tarantino, is using “the concept of NFTs to confuse the public and mislead th[e] Court in an effort to deny artists such as Tarantino their hard earned and long-standing rights.”

In contrast, Miramax contends that “the proposed sale of a few original script pages or scenes as an NFT is a one-time transaction, which does not constitute publication, and in any event does not fall within the intended meaning of ‘print publication’ or ‘screenplay publication.’ The right to sell NFTs of such excerpts of any version of the screenplay to Pulp Fiction is owned and controlled by Miramax.”

Thus, the heart of this lawsuit turns on contract interpretation, and whether Tarantino’s NFT sale falls within the scope of his Reserved Rights. If it does, then the copyright infringement claim falls by the wayside because there can be no infringement of any copyright if Tarantino is within his contractual right to release the NFTs. Of course, NFTs were not around back in 1993 when the parties signed the agreement, and no provision enumerates the right to mint and sell NFTs. But at least for this author, based on the language of the agreement, Tarantino appears to have the better argument that he is within his rights to publish his screenplay as a NFT, which encompasses his right to publish in “audio and electronic formats as well,” and to use the name Pulp Fiction in connection with this right.

Miramax, however, contends that Tarantino’s NFT sale does not constitute a “publication.” Miramax appears to rely on the notion under US copyright law that “[t]he showing of a work to a select group of people for a limited purpose (such as to seek commentary or criticism) does not constitute ‘publication’ within the meaning of the copyright law . . . .” See, e.g., Penguin Books U.S.A., Inc. v. New Christian Church of Full Endeavor, Ltd., 288 F. Supp. 2d 544, 555 (S.D.N.Y. 2003). But this argument would require convincing the judge to adopt a technical, legal meaning of the term, and relinquish the familiar canon of contract interpretation which calls for the plain, common, or normal meaning of language to be given to the terms of a contract. And even if Miramax were correct in how the term publication should be construed, Tarantino’s NFT release allows the purchaser the freedom of “[s]haring the secrets publicly with the world.
The US Copyright Act defines the term “publication” to encompass "[t]he offering to distribute copies or phonorecords to a group of persons for purposes of further distribution...”. It would appear that is precisely what Tarantino is doing by his NFT auction.

A scheduling conference has been set for February 24, 2022 in this case. Whichever way this dispute unfolds, one implication of this case may be that it is causing businesses and creators alike to examine old contracts to determine the scope of his, her, or its rights when it comes to minting and selling NFTs. And going forward, legal practitioners may well want to draft and negotiate language with not only NFTs in mind, but other as-yet unknown forms of technology.

Stay tuned for more updates from the NFT Newsroom.