That Darn Marvel Contract – What Rights Does Universal and Disney Own

[quinnmac000]

Marvel's execs work for Disney; it's a wholly owned subsidiary.

The Marvel-IoA contract allows for only regular auditing based on expected industry practices.

Given that the regular license fee for Marvel Universe is a regular annual fee, that means the main variable part of the contract is the various merchandise licensing fees.

So it probably just comes down to Universal showing the specific merchandise sales of the Marvel Universe area to Disney/Marvel's accounting team.

That's all Marvel gets to see. None of that is top-secret stuff that Universal would need to hide from Disney.

Disney already sees all of Marvel's earnings including the breakdown that they get from Universal licensing Marvel Universe. And you could easily just reverse engineer the numbers given the license fees are %...

Ummm, you do know they also see all the attraction plans for any Universal Marvel expansion to include concepts, patents, etc to ensure that the concept remains true to the Marvel characters which extremely detrimental to provide to any Disney employee as its a huge conflict of interest.

 

[Brian G.]

Ummm, you do know they also see all the attraction plans for any Universal Marvel expansion to include concepts, patents, etc to ensure that the concept remains true to the Marvel characters which extremely detrimental to provide to any Disney employee as its a huge conflict of interest.

That's only if they go through it with it and they are ready to green light it.

 

[LJGonz]

(Sorry I'm being so hardheaded)
Can someone here give me a completely rigorous, bold, almost impossible, but not impossible scenario in which Universal can either make a deal or buy off or maliciously convince Disney to let go of some MSU characters and rights. I'm sure it's not impossible, it may not be smart or remotely easy to but can they if they really wanted? Even if they won't do it because it's smart can someone tell me how they would do if it is possible.

 

[Brian G.]

(Sorry I'm being so hardheaded)
Can someone here give me a completely rigorous, bold, almost impossible, but not impossible scenario in which Universal can either make a deal or buy off or maliciously convince Disney to let go of some MSU characters and rights. I'm sure it's not impossible, it may not be smart or remotely easy to but can they if they really wanted? Even if they won't do it because it's smart can someone tell me how they would do if it is possible.

It's not that hard.

They can if they want, they won't because of cost.

 

[Paulio]

(Sorry I'm being so hardheaded)
Can someone here give me a completely rigorous, bold, almost impossible, but not impossible scenario in which Universal can either make a deal or buy off or maliciously convince Disney to let go of some MSU characters and rights. I'm sure it's not impossible, it may not be smart or remotely easy to but can they if they really wanted? Even if they won't do it because it's smart can someone tell me how they would do if it is possible.

Universal's Islands of Adventure and Universal Studios Japan are legally allowed to use whatever versions they have in their parks, whether it's from the MCU or from the comic books. The contract is only between Marvel and Universal executives, not Disney and Universal, as both of them are direct theme park competitors since Universal amended financial section of the 1994 contract to prevent Disney from looking into it. The reason why the rides continues to stay in the Universal Orlando and Japan's theme parks as they used to be because Stan Lee apparently wanted to keep that comic-book classic like look Marvel rides as well as the Islands of Adventure's Marvel Super Hero Island itself.

 

[uiwansonic88]

What is the legality of Disney opening a Marvel themed hotel (like the one coming to Paris) or a more generally superhero themed hotel on WDW property or off the area considered part of WDW, but still near Orlando or elsewhere East of the Mississippi? What relating to Marvel would be allowed to appear in the hotel or in advertising for the hotel?

 

[Paulio]

What is the legality of Disney opening a Marvel themed hotel (like the one coming to Paris) or a more generally superhero themed hotel on WDW property or off the area considered part of WDW, but still near Orlando or elsewhere East of the Mississippi? What relating to Marvel would be allowed to appear in the hotel or in advertising for the hotel?

I'm unfortunately not an expertise in that kind of subject when it comes to outside theme parks. But I think Disney World has a right to put Marvel-related merchandises outside parks. Years ago, Disney World Monorail has the posters intact promoting the films such as the Avengers and Iron Man 3 in its resort which are already used as characters themselves (which is above all movies and comic books) at nearby rival Islands of Adventure. However, if these rails go through Epcot, it would be considered an "attraction" because people would see it from miles away and would open Disney up to lawsuit by Universal. So if Disney World wants to build a Marvel-themed hotel, they could do that, but since they don't have the theme park rights to the Avengers and Spider-Man (both properties in which Disney finance, produce, and write), then it's really pointless doing so. I think that would be advertising maybe.

 

[uiwansonic88]

The reason why the rides continues to stay in the Universal Orlando and Japan's theme parks as they used to be because Stan Lee apparently wanted to keep that comic-book classic like look Marvel rides as well as the Islands of Adventure's Marvel Super Hero Island itself.

Where did you learn that from?

What is the legality of Disney opening a Marvel themed hotel (like the one coming to Paris) or a more generally superhero themed hotel on WDW property or off the area considered part of WDW, but still near Orlando or elsewhere East of the Mississippi? What relating to Marvel would be allowed to appear in the hotel or in advertising for the hotel?

This is kind of a lot of information, but I don't care if you guys don't try to respond to all of it or even only respond to one thing:

Would an attraction like this "Dimensions of Danger" in Hong Kong be in accordance with the contract to appear on land that is considered by the government to be part of WDW given that it's a walk through attraction?



Is that the fact that it's a walk through thing of significance?

How about if Disney put something like Dimensions of Danger in or near a hotel in Orlando outside WDW, elsewhere in Florida, or elsewhere East of the Mississippi River?

Given that Disney has apparently had ideas of putting theme park style attractions on cruise ships in the past ( disneyandmore.blogspot.com/2009/11/ss-disney-incredible-wdi-project.html ) and helicarriers have been important in movies, would it be in accordance with the contract if Disney put something like Dimensions of Danger or other attractions on one of their retired cruise ships after possibly being re-themed as a helicarrier and having the ship docked somewhere along Florida or elsewhere East of the Mississippi like near the Disney hotel in Hilton Head or in Maryland like Disney once had ideas of buildings attractions at ( yesterland.com/harbor.html )?

How about if Disney and/or Marvel put something like a display of movie props ( "Captain America: Civil War" costume and prop display at El Capitan Theatre in Hollywood - YouTube ) or "The Marvel Experience" ( The Marvel Experience - Del Mar - HD - YouTube ) in places like I described above (hotels and/or a cruise ship in a variety of locations)?

I imagine stuff like these wouldn't be things Disney would prefer to do compared to building more conventional attractions on WDW property, but they are things that I guess Disney could possibly want to do if they decided one or more of them ended up being good ideas to do at that time.

Display of movie props embedded video:
"The Marvel Experience" embedded video:

 

[Paulio]

Where did you learn that from?

I don't know, it's just a rumor, not a fact.

Would an attraction like this "Dimensions of Danger" in Hong Kong be in accordance with the contract to appear on land that is considered by the government to be part of WDW given that it's a walk through attraction?



Is that the fact that it's a walk through thing of significance?

Anything from a ride to a walk through classifies as an attraction and thus fall under the contract. As everyone knows, the 1994 Marvel contract with MCA (then now defunct parent company of Universal Studios which is currently owned by Comcast/NBCUniversal) prohibits WDW and Tokyo Disney from installing any attraction or meet and greets with any Marvel characters in use by Islands of Adventure and Universal Studios Japan. As Thor is being seen in the video you posted, WDW and Tokyo Disney cannot add him, his related characters, or any member of the Avengers, even if these parks show the video from HK themselves.

How about if Disney put something like Dimensions of Danger in or near a hotel in Orlando outside WDW, elsewhere in Florida, or elsewhere East of the Mississippi River?

Since Disney World is allowed to put advertisement for its Marvel Studios movies containing characters IOA is using, as long they don't go inside any of its parks, I think it's perfectly fine to say they could build a Marvel-style hotel near its parks. They choose not to because they don't have any of the popular characters that IOA is currently employing. When you put something in a theme park, you gain more notoriety, with the side ones with hotels containing such characters.

Given that Disney has apparently had ideas of putting theme park style attractions on cruise ships in the past (disneyandmore.blogspot.com/2009/11/ss-disney-incredible-wdi-project.html ) and helicarriers have been important in movies, would it be in accordance with the contract if Disney put something like Dimensions of Danger or other attractions on one of their retired cruise ships after possibly being re-themed as a helicarrier and having the ship docked somewhere along Florida or elsewhere East of the Mississippi like near the Disney hotel in Hilton Head or in Maryland like Disney once had ideas of buildings attractions at ( yesterland.com/harbor.html )?

How about if Disney and/or Marvel put something like a display of movie props ( "Captain America: Civil War" costume and prop display at El Capitan Theatre in Hollywood - YouTube ) or "The Marvel Experience" ( The Marvel Experience - Del Mar - HD - YouTube ) in places like I described above (hotels and/or a cruise ship in a variety of locations)?

I imagine stuff like these wouldn't be things Disney would prefer to do compared to building more conventional attractions on WDW property, but they are things that I guess Disney could possibly want to do if they decided one or more of them ended up being good ideas to do at that time.

The 1994 contract mostly concerns about other theme park east of the Mississippi River and Disney Cruise Line doesn't classify as a theme park, since it's more of a vacation resort for entire families. Business wise, it doesn't make sense to build a Marvel-themed hotel thousands of miles away from the theme parks that most people won't likely to care about, since business owners have their own style of hotels to operate. Again, when you put something in a theme park, you gain more notoriety, with the side ones with hotels containing such characters.

 

[AnotherDayAnother$]

I emailed the author of the article, but I will ask here as well. The article in the OP mentions that the original contract was amended twice, once in 1995 regarding payment and fees and once shortly after Disney bought Marvel to protect Universal from allowing Disney access to certain information.

I can find the original article and the first amended one (from 1995) in the sec website, but I can't find the second amended one, all links here from MCA do not show the second amended version the author claims exists. I am not sure the second version is up there on the sec site and I'm not sure if it gets amended again if it would be there. Contracts don't get put up on the SEC's site just because. The Avatar contract is not there. The Nintendo contract is not there. The Marvel movie contracts are not there.

Reason I'm bumping this thread and bringing it up is because I want to know what the exchange was. That's the reason I'm looking for the 2nd amended contract. The original contract does not mention anything about the contract having to be amended if Marvel is acquired or merged with another firm. As a matter of fact, it mentions that the contract is still valid if that were to happen. My question here is what would Disney want from Universal and what would Universal have to cede for Disney to sign the amended contract to not see everything? Me personally, I would ask for a hard expiration date like Universal has with Harry Potter and the Hulk movie rights back. Obviously they didn't ask for all that, so what did they get in return?

 

[UniversalRBLX]

I can see Universal allowing the following:

Universal keeps Hulk, Spiderman and all the other characters they use.

Disney can receive Iron Man/Guardians and are allowed to use the Marvel name for those attractions.

 

[OLSinFLA]

I can see Universal allowing the following:

Universal keeps Hulk, Spiderman and all the other characters they use.

Disney can receive Iron Man/Guardians and are allowed to use the Marvel name for those attractions.

I cant think of a single reason why Universal would give Disney such a freebie

 

[Brian G.]

I emailed the author of the article, but I will ask here as well. The article in the OP mentions that the original contract was amended twice, once in 1995 regarding payment and fees and once shortly after Disney bought Marvel to protect Universal from allowing Disney access to certain information.

I can find the original article and the first amended one (from 1995) in the sec website, but I can't find the second amended one, all links here from MCA do not show the second amended version the author claims exists. I am not sure the second version is up there on the sec site and I'm not sure if it gets amended again if it would be there. Contracts don't get put up on the SEC's site just because. The Avatar contract is not there. The Nintendo contract is not there. The Marvel movie contracts are not there.

Reason I'm bumping this thread and bringing it up is because I want to know what the exchange was. That's the reason I'm looking for the 2nd amended contract. The original contract does not mention anything about the contract having to be amended if Marvel is acquired or merged with another firm. As a matter of fact, it mentions that the contract is still valid if that were to happen. My question here is what would Disney want from Universal and what would Universal have to cede for Disney to sign the amended contract to not see everything? Me personally, I would ask for a hard expiration date like Universal has with Harry Potter and the Hulk movie rights back. Obviously they didn't ask for all that, so what did they get in return?

Welcome! First up, if you emailed us, we didn't get it. Just FYI.

2nd, the amendment made after Disney purchased Marvel was made to restrict what financial information Disney saw from Universal.

Universal has no reason to give up any of the rights unless Disney offered them the world, which I doubt they will do. Disney seems to be content to just deal with what they can, and figure out ways to circumvent the "East of Mississippi"rule.

 

[AnotherDayAnother$]

Welcome! First up, if you emailed us, we didn't get it. Just FYI.

2nd, the amendment made after Disney purchased Marvel was made to restrict what financial information Disney saw from Universal.

Universal has no reason to give up any of the rights unless Disney offered them the world, which I doubt they will do. Disney seems to be content to just deal with what they can, and figure out ways to circumvent the "East of Mississippi"rule.

Thank you for the reply. So the question then is, what incentive did Disney have for signing the 2nd amendment and being restricted from seeing financial, and other, information from Universal? If they are not getting anything back, why would they agree to that?

That's the reason I wanted to find that 2nd amended document, because something is not clicking. Disney had no incentive for agreeing to amend the 1994 agreement a 2nd time and restricting themselves unless they got something in return. Do you agree?

 

[Brian G.]

Thank you for the reply. So the question then is, what incentive did Disney have for signing the 2nd amendment and being restricted from seeing financial, and other, information from Universal? If they are not getting anything back, why would they agree to that?

That's the reason I wanted to find that 2nd amended document, because something is not clicking. Disney had no incentive for agreeing to amend the 1994 agreement a 2nd time and restricting themselves unless they got something in return. Do you agree?

Because the law.

Back in 1991, no one expected Marvel to be the hot property it was today, let alone Universal thinking Disney was just going to up and buy the whole company close to 20 years later.

To cut to the chase - since Disney and Universal are competitors, Disney has no right to see certain aspects of Universal's finances, which is what the amendment clarifies. Basically, unless it's pertinent information to Marvel, Disney can't access it.

 

[AnotherDayAnother$]

Because the law.

Back in 1991, no one expected Marvel to be the hot property it was today, let alone Universal thinking Disney was just going to up and buy the whole company close to 20 years later.

To cut to the chase - since Disney and Universal are competitors, Disney has no right to see certain aspects of Universal's finances, which is what the amendment clarifies. Basically, unless it's pertinent information to Marvel, Disney can't access it.

What law is that?

 

[Paulio]

I can see Universal allowing the following:

Universal keeps Hulk, Spiderman and all the other characters they use.

Disney can receive Iron Man/Guardians and are allowed to use the Marvel name for those attractions.

No way Universal is gonna give up what they already allowed to have in its parks. Since Disney purchased Marvel, Universal can't bring Marvel characters anywhere in the world in its parks except in Japan and the U.S. East of the Mississippi River, and allowing the Marvel contract to lapse in Japan and Florida would give Disney unlimited advantage. Not gonna happen.

 

[quinnmac000]

No way Universal is gonna give up what they already allowed to have in its parks. Since Disney purchased Marvel, Universal can't bring Marvel characters anywhere in the world in its parks except in Japan and the U.S. East of the Mississippi River, and allowing the Marvel contract to lapse in Japan and Florida would give Disney unlimited advantage. Not gonna happen.

OLC doesn't want Marvel just like they didn't want Pandora or Star Wars. So even if Universal lets lapse in Japan it won't matter.

If any deal was made, it would be Universal getting something certain IP usage from Disney while Disney gets something far more important to Marvel Studios at the moment than theme park rights. The think Kevin Feige and Mark Ruffalo seem to complain about every 3 months.

 

[AnotherDayAnother$]

So I feel like I'm back to square one now.

1) There is no evidence that a 2nd amendment took place to the original document
2) There is no evidence that any further amendments to the document would be uploaded to SEC's website
3) That's not to say a 2nd amendment didn't happen. I just don't see anyone else saying it to be the case. And I don't see it on the link I previously posted where the original contract and first amendment can be found. Even Dr. Seuss contract can be found there
4) I see no evidence (and in this case there would have to be evidence to a law that we can point to) of the existence of a law that says a company cannot look at a competitor's financial or other information if it's legally allowed to do so under a binding contract

I am sorry if I'm coming off as rude, but I always question everything. Just because something is researched and put into an article doesn't necessarily mean it's correct. This article is also well researched, but it claims the Spider-man theme park rights in Japan expire in the late 2020's. I tried to reach out to that author, but I wasn't able to.

OLC doesn't want Marvel just like they didn't want Pandora or Star Wars. So even if Universal lets lapse in Japan it won't matter.

If any deal was made, it would be Universal getting something certain IP usage from Disney while Disney gets something far more important to Marvel Studios at the moment than theme park rights. The think Kevin Feige and Mark Ruffalo seem to complain about every 3 months.

OLC also seems to not want Marvel at the moment either. They could certainly do Avengers there now as only Spiderman is off limits in Japan at the moment.

Only Ruffalo complains about that because, well, he wants to be his own star too. Feige just has to constantly explain what the status is, just like with FF and XMen. Marvel can include Hulk wherever they want, they just won't do a solo movie because Universal has first right of refusal. It would be nice for them to have it, but not that important. They are doing a Hulk solo arc over Ragnarok and the next two IWs anyways.

Speaking of FF and XMen, I have heard from someone I trust that Universal is axing those COTS rides (Dr. Doom and Storm) to build an Avengers/Iron Man ride in their place. They would lose East of the Mississippi rights to XMen forever, and possibly FF (Cafe 4 may or may not be an "incidental element", it's pretty open to interpretation), but the thinking, from what I was told, is that Disney is not going to pursue and push those properties as they don't own the movie rights to them and Universal is better off with an Avengers/Iron man ride in their place. Take it with a grain of salt though, I'm not an insider.

 

[Mad Dog]

Iron Legion has been in the plans for a good while, according to our key insiders. That would have replaced Doom & Storm. But there are issues with aspects of the new tech, so it's been pushed into the background. ...Universal uses Marvel characters in a number of aspects, characters, M&G's , small parades etc.