--- url: 'https://www.fmjlaw.com/litigation-black-widow-v-disney/' title: 'When Litigation is the Only Option: A Case Study of Black Widow v. Disney' author: name: Georgie Stocks url: 'https://www.fmjlaw.com/author/gstocks/' date: '2021-08-04T16:19:48+00:00' modified: '2023-09-06T21:57:07+00:00' type: post categories: - Article - Thought Leadership image: 'https://www.fmjlaw.com/wp-content/uploads/2021/08/AdobeStock_309208285_Editorial_Use_Only-scaled.jpeg' published: true --- # When Litigation is the Only Option: A Case Study of Black Widow v. Disney Recently, Scarlett Johansson, the actor of *Lost in Translation* and *Jojo Rabbit* fame, filed a complaint in California State Court against Disney, claiming that Disney tortiously interfered in the contract between Johansson and Marvel when it released the latest Marvel Cinematic Universe (“Marvel”) title *Black Widow* on its Disney+ streaming service on the same day it released the film to theaters. In May 2017, Johansson contracted with Marvel to act in the *Black Widow *feature film. Part of Johansson’s contracted-for compensation included a “share of ‘box office receipts’” meaning “receipts from movie theater ticket sales.” At the time of contracting, Marvel and Johansson understood that *Black Widow* would be released exclusively to movie theaters for an “industry-standard” period of 90-120 days before moving to streaming platforms. By March 2021, after many delayed releases caused by COVID-19, Disney, the parent company of Marvel and ultimate decisionmaker, announced that *Black Widow* would be released on the same day in both the theaters and its exclusive streaming service, Disney+. Johansson’s contract with Marvel, of course, did not account for any compensation based on streaming sales. Disney’s instruction that Marvel release *Black Widow* to both theaters and streaming on the same day, Johansson claims, forced Marvel to breach its contract with the actor. Johansson’s complaint claims that in Spring 2019, soon after Disney began announcing the upcoming availability of its new streaming service but before Disney+ was live, Johansson’s attorneys reached out to Marvel for assurances that Black Widow would be released exclusively in theaters for a standard amount of time before being released on Disney+. This approach was exactly right: Johansson realized early on, long before there was an actual or perceived breach, that certain circumstances may have an impact on her existing contractual rights and took action. By taking action early, Johansson was able to gain admissions from Marvel about the basis of the bargain between her and Marvel and Marvel acknowledged that her “whole deal” was based on an exclusive release to theaters. She was also able to elicit an admission favorable to her interpretation of the contract—that Black Widow would be released exclusively to theaters “like our other pictures”—as well as another admission acknowledging the extensive scope of her potential damages, with Marvel admitting that a “very large” portion of her compensation is based off “box office bonuses”—i.e. box office sales. What can businesses learn from this Hollywood issue? Businesses should consider doing the same as Johansson did. When an issue arises that a business owner believes may impact the enforceability of a contract or the ability of the contracting parties to perform, the first step is to act quickly to ensure that the terms of the contract remain in place and that the parties have a mutual understanding of the meaning of material terms. If the parties diverge, or if modifications to the contract must be made, this early stage in a potential dispute is the time to seize on the opportunity to negotiate an amendment or modification to the existing contract to protect each contracting party from potentially adverse outcomes. If the other party will not cooperate or negotiate, the proactive steps taken will help form the groundwork for any potential litigation. Johansson claims that once Disney made the decision to release Black Widow to both theaters and its streaming service on the same day, her representatives attempted to negotiate with Marvel to reach an agreement. Unfortunately, Johansson claims that Marvel failed to respond to her attempts to negotiate and “ignored [her] outreach.” In addition to being proactive if you believe the other party may be in breach of an agreement, the same principles may hold true for the other side. Indeed, if a contracting party has accused you or your business of breaching an agreement, not responding is unlikely to make it go away. In fact, doing so may embolden the accuser to proceed to litigation more quickly. Once litigation begins, business owners inevitably lose some control over how the dispute resolves. In many cases, the best practice may be to respond to the allegation and attempt to reach a resolution privately, which can protect your interests and the interests of your company. Informal negotiations between parties’ legal representatives are, of course, one method of attempting to resolve a dispute outside of litigation. However, if negotiations stall another good option is private mediation before a third-party neutral. When emotions run high and money is at stake, sometimes the best option is to allow the advocacy to flow through a mediator who will almost assuredly dial back the rhetoric and whose main goal is to get a deal done. In the end, if you find yourself in a position like Ms. Johansson in which your contracting partner refuses to respond to your outreach, and your other explored options have failed, your only option may be bringing the dispute to the attention of the Court and seeking appropriate remedies. While doing so comes with its own risks and pitfalls, litigation will force a response and likely lead to resolution—one way or another. ***If you have questions about the above article or find yourself in the same position as Ms. Johansson, FMJ’s Litigation team has successfully resolved all types of commercial cases – some simple and others complex. With experience ranging from contract disputes and agreement violations to shareholder rights, our attorneys can help. Please reach out to [Shannon McDonough](https://www.fmjlaw.com/professional/shannon-m-mcdonough/) at [shannon.mcdonough@fmjlaw.com](mailto:shannon.mcdonough@fmjlaw.com).*** *Photo credit: itchaznong – stock.adobe.com* [](https://www.addtoany.com/add_to/facebook?linkurl=https%3A%2F%2Fwww.fmjlaw.com%2Flitigation-black-widow-v-disney%2F&linkname=When%20Litigation%20is%20the%20Only%20Option%3A%20A%20Case%20Study%20of%20Black%20Widow%20v.%20Disney)[](https://www.addtoany.com/add_to/twitter?linkurl=https%3A%2F%2Fwww.fmjlaw.com%2Flitigation-black-widow-v-disney%2F&linkname=When%20Litigation%20is%20the%20Only%20Option%3A%20A%20Case%20Study%20of%20Black%20Widow%20v.%20Disney)[](https://www.addtoany.com/add_to/email?linkurl=https%3A%2F%2Fwww.fmjlaw.com%2Flitigation-black-widow-v-disney%2F&linkname=When%20Litigation%20is%20the%20Only%20Option%3A%20A%20Case%20Study%20of%20Black%20Widow%20v.%20Disney)[](https://www.addtoany.com/add_to/linkedin?linkurl=https%3A%2F%2Fwww.fmjlaw.com%2Flitigation-black-widow-v-disney%2F&linkname=When%20Litigation%20is%20the%20Only%20Option%3A%20A%20Case%20Study%20of%20Black%20Widow%20v.%20Disney)