e.g., docu-series, scripted series, made-for-tv movie, game show:
Terms & Conditions
The above identified material is submitted on the following terms and conditions:
1. I understand that you have adopted the policy of refusing to accept, consider or evaluate unsolicited material unless the person submitting such material has signed an agreement in form substantially the same as this.
2. I further acknowledge that because of your position in the entertainment industry you receive numerous unsolicited submissions of ideas, formats, stories, suggestions and the like and that many such submissions heretofore or hereafter received by you are similar to or identical to those developed by you or your employees or otherwise available to you. I understand that I will not be entitled to any compensation because of the use by you of any such similar or identical material. I further understand that you would refuse to accept or otherwise evaluate said material in the absence of my acceptance of each and all of the provisions of this Agreement. I shall retain all rights to submit this or similar material to persons other than you. I acknowledge that no fiduciary or confidential relationship now exists between you and me, and I further acknowledge that no such relationships are established between you and me by reason of this Agreement or by reason of my submission to you of said material.
3. I request that you read and evaluate said material for the purpose of deciding whether you will undertake to represent said material.
4. I warrant that I am the sole author of said material, that I am the present and sole owner of all rights, title, and interest in and to said material, that I have the exclusive unconditional right and authority to submit and/or convey the same to you upon the terms and conditions set forth herein, that no third party is entitled to any payment or other considerations as a condition of the exploitation of said materials and that all of the important features of said material are summarized herein. I agree to indemnify you against any and all liabilities, losses, claims, demands, costs (including reasonable attorney's fees), or expenses arising in connection with any breach or alleged breach of the foregoing.
5. I agree that nothing contained in this Agreement nor the fact of my submission of said material to you shall be deemed to place you or any third parties (persons or entities) to whom you show said material in any different position than anyone else to whom I have not submitted same material with respect to any portion of said material which does not constitute protectable literary property.
6. You may use without any obligation whatsoever to me and without any payment to me, any of said material which is not concrete, or which is not protectable as literary property under the laws of plagiarism, or which a third person would be free to use if the material had not been submitted to him or had not been the subject of any agreement with him, or which is in the public domain. Any of said material which, in accordance with the preceding sentence, you are entitled to use without obligation to me is hereinafter referred to as "unprotected material." If all or any part of said material does not fall in the category of unprotected material and if it has not been independently created by or come from you or any client of yours or an independent source, such part, if any, is hereinafter referred to as "protected material."
7. I agree that no obligation of any kind is assumed or may be implied against you by reason of your review of the said material or any discussions or negotiations we may have, except pursuant to an express written agreement hereafter executed by you and me which, by its terms, will be the only contract between us.
8. You agree that if you use or cause to be used any legally protectable portion of said material, provided it has not been obtained from, or independently created by, another source, unless otherwise agreed, you will pay or cause to be paid to me an amount which is comparable to the compensation normally paid for similar material or an amount equal to the fair market value thereof as of the date of this Agreement, whichever is greater. If we are unable to agree to said amount, or in the event of any dispute concerning any alleged use of said material (e.g. whether you have cause to be used legally protectable portions thereof), or any other dispute arising out of or in connection with said material or with reference to this Agreement, its validity, construction, performance, non-performance, operation, breach, continuance or termination, such dispute shall be submitted to JAMS.
9. Each party hereby waives any and all rights and benefits which she/he or it might otherwise have or be entitled to under the laws of California to litigate any such dispute in court, it being the intention of the parties to arbitrate, according to the provisions hereof, all such disputes. I agree to give you written notice by registered mail at your address as set forth in the address portion of this letter, of any claim arising in connection with said material or arising in connection with this Agreement, within thirty (30) days after I acquire knowledge of such claim, or of your breach or failure to perform the provisions of this Agreement, or if it be sooner, within thirty (30) days after I acquire knowledge of facts sufficient to put me on notice of any such claim, or breach or failure to perform; my failure to so give you written notice will be deemed an irrevocable waiver of any rights I might otherwise have with respect to such claim, breach or failure to perform. You shall have thirty (30) business days after receipt of said notice to attempt to cure any alleged breach or failure to perform prior to the time that I may further assert any claim, cause of action or dispute as provided hereinafter.
10. In the event of any dispute subject to arbitration concerning said material or concerning any claim of any kind or nature whatsoever, arising in connection with said material or arising in connection with this Agreement, either party may commence arbitration proceedings by giving the other party written notice thereof by registered mail and proceeding thereafter in accordance with the rules and procedures of the JAMS. The arbitration shall be conducted in the County of Los Angeles, State of California and shall be governed by and subject to the laws of the State of California and the then prevailing rules of JAMS. The arbitrators' award shall be final and binding and a judgment upon the award may be enforced by any court of competent jurisdiction.
11. I have retained at least one copy of said material, and I hereby release you of and from any and all liability for loss, or damage to, the copies of said material submitted to you hereunder.
12. This Agreement shall inure to the benefit of the parties hereto and their respective heirs, successors, representatives, assigns, licensees and clients and all such heirs, successors, representatives, assigns, licensees and clients shall be deemed to be third party beneficiaries under this Agreement.
13. Either party to this Agreement may assign or license to any person, firm or corporation whomsoever, its or her/his rights hereunder, but such assignment or license shall not relieve such party of her/his or its obligations hereunder.
14. Except as otherwise provided in this Agreement, I hereby release you of and from any and all claims, demands and liabilities of every kind whatsoever, known or unknown, that may arise in relation to the said material or by reason of any claim now or hereafter made by me that you have used or appropriated the said material, except for fraud or willful injury on your part.
15. I hereby acknowledge and agree that I have read and understand this Agreement and that no prior or contemporaneous oral representations of any kind have been made to me, and that this Agreement states our entire understanding with reference to this subject matter hereof. Any modification or waiver of any of the provisions of this Agreement must be in writing and signed by both of us.
16. I understand that whenever the word "you" or "your" is used above, it refers to: (1) you; (2) any company affiliated with you by way of common stock ownership or otherwise; (3) your subsidiaries; (4) subsidiaries of such affiliated companies; (5) any firm, person or corporation to whom you are leasing production facilities; (6) clients of any subsidiary or affiliated company of yours; and (7) the officers, agents, servants, employees, stockholders, clients, successors and assigns of you, and of all such persons, firms, and corporations referred to in hereinabove. If said material is submitted by more than one person, the word "I" shall be deemed changed to "we" (and the corresponding verbs changed to the first person plural), and this Agreement will be binding jointly and severally upon all the persons so submitting said material.
17. Should any provision or part of any provision be void or unenforceable, such provision or part thereof shall be deemed omitted, and this Agreement with such provision or part thereof omitted shall remain in full force and effect.
18. This Agreement shall be governed by the laws of the state of California applicable to agreements executed and to be fully performed therein.