Just around the time I was making the above-mentioned correspondences with lawyer Graubart, a letter from Executive Vice President of MGM arrived at the office of lawyer Bertram Fields who was a Los Angeles resident attorney for Toho. The details of the letter were as follows: MGM is planning to make a contract with Kurosawa Production relating to the production of TV series of "The Seven Samurai", and if such contract is executed, the right which MGM had obtained from Alciona would become null and void, and therefore we claim against Toho the whole amount of compensation to be paid to Kurosawa Production as damages. Toho seemed to have had an immediate consultation with lawyer M, who called me on the phone. Although lawyer M did not tell me the details of the letter, he said that he wanted to show MGM a settlement agreement with Kurosawa in order to clear up MGM's misunderstanding. Lawyer M still seemed to be considering the settlement agreement as ratification, and if he presented it to MGM, he would be able to run away from the pursuit of his responsibility. After I had some consultation with Kurosawa Production, we have reached a conclusion that we should not let him present a settlement agreement to MGM.
As I mentioned above, under the agreement relating to "The Seven Samurai" entered by and between Toho and Kurosawa Production, it is provided for that Kurosawa side shall not make any claims even if either Alciona or its successor or assignee produced a remake of "The Seven Samurai". If MGM saw this document, it might take the plunge and start producing the film without officially executing the agreement which was going under negotiations, thinking that if it may start making the film without obtaining the approval from Kurosawa Production again Kurosawa Production was not entitled to raise any objections against it. Furthermore, vague expressions were used in this agreement and it might be interpreted as ratification depending on how you interpret it. If the document is translated into English, the meanings would become even vaguer. So, I told lawyer M to suspend from disclosing the agreement related to "The Seven Samurai" because such disclosure may lead to misunderstanding.
On the contrary, lawyer M explained to me that we could not lose any time because if we do not submit the contract to MGM, it may raise a lawsuit against Toho at any time. I thought that as long as consent was obtained with respect to the confidentiality obligations of the agreement, there is no method for us to refrain Toho from showing it to MGM, and thus if the agreement was handed to MGM, it is better to add some explanatory sentences which would clarify the details of the contract before handing it over to MGM.
Since I wanted Toho to reconfirm that the transfer of the right of remake under Alciona Agreement was done without permission and the fact that there was no ratification of such non-permitted transfer after the execution of Alciona Agreement, I sent to lawyer M a draft explanatory sentences to MGM. Shown below is the Japanese translation of them.
TO WHOM IT MAY CONCERN:
Toho Co., Ltd. ("Toho") hereby declares as follows:
1.Toho produced a motion picture entitled "Shichinin no Samurai" (the "Picture") in 1954 based upon a screenplay (the "Screenplay") written by Akira Kurosawa, Hideo Oguni and Shinobu Hashimoto (the "Screenplay Writers").
2.The Screenplay Writers granted Toho a license to produce one motion picture based upon the Screenplay.
3.Toho was never granted any right to produce any remake or sequel of the Picture.
IN WITNESS WHEREOF, Toho has caused this instrument to be executed on this ______________ day of July, 1991 by ____(name)______ its
________________(title)________________ duly authorized.
Toho Co., Ltd.
After reading this document, lawyer M said that Toho should ask its American lawyer to carefully check if Toho's position would get spoiled by this document. It was obvious that reaching an agreement on the details of the documents to be submitted by Toho was not easy. Because Toho's lawyer in the U.S. took a position that no matter what kind of contents are included in the documents to be submitted, there is a risk it might induce a lawsuit by MGM.