TERMS & CONDITIONS OF ENTRY
1. Entry:
By completing the Entry Form and submitting it, with the Producer's film identified therein (the "Film") to the address and as otherwise described in the Official Entry Rules (the "Rules"), the Producer has applied to enter the Film in the 2007 Moving Pictures Magazine Springtime Short Film Contest (the "Contest") being organized by or for the Moving Pictures Magazine (as defined below) in connection with the Cannes Film Festival/Marche du Film and the Cannes Short Film Corner (the "Festival") and related competitions. The Producer further acknowledges and agrees that these Terms & Conditions of Entry, along with the Entry Form and the Official Entry Rules (collectively, the "Agreement") create a binding agreement between the Moving Pictures Magazine Springtime Short Film Contest and the Producer.
2. Selection Process:
Moving Pictures Magazine Short Film Contest may, in its absolute discretion, and without giving reasons, select the Film for participation in the Contest on any such date as Moving Pictures Magazine Springtime Short Film Contest deems appropriate, but no later than on the night of May 15, 2007. Any possible prizes awarded are awarded to the person identified in the Entry Form as Director of the Film and are not transferable, replaceable or redeemable.
3. Clearances: The Producer is solely responsible for obtaining from all applicable individuals or entities, any and all required rights, releases, consents, clearances, licenses and other authorizations (collectively, the "Clearances") necessary to exploit the Film as contemplated by this Agreement, including without limitation, all Clearances required to exploit and otherwise use this Film in the manner and media contemplated by this Agreement. Without limiting the generality of the foregoing, the Producer is solely responsible for obtaining the following Clearances:
(a) Location releases;
(b) Releases from any person whose name, voice, likeness, or persona is referenced, shown, or otherwise used in the Film;
(c) Grants of rights from third parties who own any works upon which the Film (or portions thereof) is based or whose life stories serve as the basis of all or a portion of the Film (collectively, the "Underlying Rights");
(d) Releases for any materials owned by third parties that are included in the Film, including, without limitation, with respect to any sound recordings, compositions, film clips, artwork, photography, trademarks, logos, props, set dressing, and other materials included in the Film; and
(e) With respect to those individual(s), if any, providing Clearances who are under the age of majority in their state of residence, the signature of the individual(s)' respective parent or legal guardian (on the applicable Clearances).
Moving Pictures Magazine Springtime Short Film Contest reserves the right (but not the obligation), in its sole discretion, to verify that all necessary Clearances relating to the Film have been obtained prior to selecting the Film for participation in the Contest or undertaking any exploitation or use of the Film as contemplated by this Agreement, including but not limited to the use of the Film in connection with the Contest, and Moving Pictures Magazine Short Film Contest reserves the right to disqualify any Film from the Contest if the Moving Pictures Magazine Short Film Contest determines at any time, in its sole discretion, that all necessary Clearances have not been obtained by Producer.
4. Representations and Warranties: The Producer makes the following representations, warranties and guarantees to Moving Pictures Magazine Springtime Short Film Contest:
(a) All details in the Entry Form are true and correct;
(b) The Producer has complied and will comply with the Official Entry Rules and Terms & Conditions of Entry, and, in particular, has or will pay all fees and other charges related to entry of the Film in the Contest;
(c) In preparing the Film and entering into and participating in the Contest, the Producer: (i) has complied and will comply in all respects with all applicable laws and other government rules and regulations; and
(ii) has not violated nor will violate any understanding by which it is explicitly or implicitly bound (including but not limited to any agreement with any third party); (d) The Producer owns, or otherwise has the permission to exploit (and to grant Moving Pictures Magazine Short Film Contest the right to exploit as contemplated hereunder), all of the Underlying Rights in the Film and each and every right outlined in Clause 6, including the copyright in the sound recordings comprising the soundtrack of the Film and the works reproduced in those recordings;
(e) The right to distribute or otherwise exploit any rights in, to or derived from the Film have not been, and will not be, assigned or licensed to any party other than Moving Pictures Magazine Short Film Contest, except in accordance with the terms of this Agreement;
(f) Producer has the sole and absolute right to enter into this Agreement and grant the rights granted hereunder; Producer has not previously granted, assigned, pledged or encumbered the Film or any physical properties thereof in a manner inconsistent with the rights granted Moving Pictures Magazine Short Film Contest hereunder; and the Film is clear of, and there are not and will not be outstanding at any time, any liens, claims, charges, encumbrances, agreements, obligations or commitments to any person or entity which can or will interfere with the rights granted to Moving Pictures Magazine Short Film Contest under this Agreement;
(g) Neither the Film, nor the duplication, display, performance, distribution, or other exploitation or use thereof by or for Moving Pictures Magazine Short Film Contest as contemplated by this Agreement does, or will, infringe or misappropriate any intellectual property or other rights of any person, firm or entity and, in particular, the Producer has obtained: (i) the Clearances outlined in Clause 3 from all applicable individuals and entities;
(ii) the written consent of each contributor to the Film, including every performer therein and the writer and director thereof (the "Contributor") as to their work being edited, altered and/or reproduced, in any manner or context, by the Producer, and any person authorized by the Producer to do so (including Moving Pictures Magazine Short Film Contest), and
(iii) the written consent of each Contributor (including without limitation, performers) to the use of the product of their services in connection with the distribution and exploitation of the Film as contemplated by this Agreement; and
(h) The Producer has obtained from each Contributor (including Producer itself) authorization for Cannes Marche du Film and the Cannes Short Film Corner (collectively, the "Moving Pictures Magazine Short Film Contest") and Moving Pictures Magazine Short Film Contest sponsors, promotional partners, licensees or assigns (the "Moving Pictures Magazine Short Film Contest Partners") to use each Contributor's name, voice, likeness and persona in connection with any publicity for or marketing of the Contest, the Festival or otherwise in connection with the use and exploitation of the Film as contemplated under this Agreement and the advertising, marketing and/or promotion of the products and services of the Moving Pictures Magazine Short Film Contest Partners, and an undertaking that the Contributor will perform publicity appearances in connection therewith if reasonably requested by Moving Pictures Magazine Short Film Contest. Moving Pictures Magazine Short Film Contest shall not be responsible to pay any residual, reuse or like fees in connection with the exploitation of the Film (or rights derived there from or ancillary thereto) hereunder.
5. Indemnity: The Producer hereby agrees to indemnify and hold harmless Moving Pictures Magazine Springtime Short Film Contest and the Moving Pictures Magazine Short Film Contest Partners from and against any and all claims, losses, liabilities and other expenses suffered or incurred by such parties arising out of or in connection with the breach of any of the representations, warranties, obligations, certifications or guarantees set forth in this Agreement.
6. Reversion of Rights:
(a) If, on or before the Notification Date (as defined above), Moving Pictures Magazine Short Film Contest notifies the Producer that the film is not selected for the Contest, the exclusive license granted by the Producer in Clause 6 will, on and from the Notification Date, automatically terminate and all rights granted hereunder will automatically revert to the Producer and neither Moving Pictures Magazine Short Film Contest nor any assignee or licensee of Moving Pictures Magazine Short Film Contest will have any rights, including copyright, in the Film.
(b) If the Film is selected for the Contest, the Producer may, after the Festival, enter the Film in other film festivals, but only for the purposes of the Film being screened as part of such festivals and not for any other purpose.
7. Delivery: Upon Moving Pictures Magazine Short Film Contest's request, Producer shall provide Moving Pictures Magazine Short Film Contest unrestricted access to Producer's laboratory (and any other facility where its negative, master tapes, and sound materials are housed) for the purpose of making prints and for any other purpose consistent with its rights hereunder. Producer will notify Moving Pictures Magazine Short Film Contest of any change in the location of these materials and provide Moving Pictures Magazine Short Film Contest, as requested, with a laboratory access letter to ensure that Moving Pictures Magazine Short Film Contest may have unrestricted access to such materials.
8. General:
(a) This Agreement contains the entire understanding between the parties with respect to the subject matter hereof, supersedes all prior agreements with respect to the subject matter hereof, and may not be altered or waived except by a writing signed by both parties.
(b) The Producer will do such acts and sign, or cause to be signed, such instruments as Moving Pictures Magazine Short Film Contest may reasonably require for the purposes of this Agreement.
(c) Moving Pictures Magazine Short Film Contest may, in whole or in part, license, transfer or otherwise assign any or all of its rights, and/or delegate any its obligations, under this Agreement to any person or entity. The Producer must not assign or license its interest under this Agreement without permission, and any attempt to do so shall be null and void.
(d) This Agreement shall be governed by the laws of the State of Arizona applicable to contracts made and performed entirely in the State of Arizona.
BY APPLYING TO THE MOVING PICTURES MAGAZINE SPRINGTIME SHORT FILM CONTEST, THE FILMMAKER AGREES TO ACCEPT ALL OF THE ABOVE-STATED TERMS AND CONDITIONS. A SIGNED COPY OF THESE TERMS AND CONDITIONS WILL BE REQUIRED BY ALL FILMMAKERS WHO ACHIEVE FINALIST OR WINNING STATUS.
I agree_______________________________________ Signature________________________________________ |
