An email exchange between attorneys for an author and a movie producer proposing terms of a deal, where one party says “Let me know if this is okay and we’ll send paperwork” and the other responds “Done . . . thanks!” does not create a binding contract sufficient to transfer a copyright, according to the California Court of Appeals.MVP Entertainment, Inc. v. Frost [PDF]. The case interprets Section 204 of the Copyright Act, which governs transfers of copyright ownership.

MVP sought to make a movie out of a book authored by Frost. In seeking the rights to do so, MVP’s attorney corresponded with Frost’s attorney as indicated above. After this email exchange, MVP’s attorney subsequently sent Frost’s attorney a proposed written agreement for signature. The agreement was never signed, however, and Frost ultimately decided he did not want MVP to make his book into a movie.

MVP sued, bringing claims of breach of contract and promissory estoppel, among others. The trial court granted summary judgment to Frost on his claims based on Section 204 of the Copyright Act, holding that a transfer of copyright ownership is invalid unless signed by the owner or the owner’s duly authorized agent.

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