I am making the following representations, warranties, indemnities, covenants, agreements and releases in this applicant release and agreement (“Agreement”) in consideration for Velvet Hammer Media or its designee (“Producer”) to consider me as a contestant for an audio-visual production with the working title “Interior Design Influencer Project” (the “Program”). I agree that Producer may tape and photograph me and record my voice and conversations, including quotes, paraphrases and sounds (collectively, the “Recordings”) for use in and in connection with the Program, and in advertising, marketing, merchandising, promotion and publicity for the Program, as well as in connection with any other production and the advertising, marketing, merchandising, promotion and publicity therefore, and for any entity that exhibits in any manner the Program or any other production, in any and all media now known or hereafter devised, throughout the universe in perpetuity, in any and all versions now known or hereafter devised (including digitized versions), in or in connection with the Program. I further acknowledge that I may be required to provide or may elect to provide Producer with photographs and/or videotapes of me and/or other materials (the “Submission Materials”) as part of my Agreement to be a potential contestant in the Program. I also understand and agree that this Program is a non-guild production and there will be no residual or any other type of payment due in connection with my participation and Producer has no obligation to select me as a contestant in the Program.
I acknowledge that the Program, the Recordings, and Submissions Materials are specifically ordered or commissioned by Producer as part of a motion picture or other audiovisual work and shall be considered a “work-for-hire” for Producer. I agree that Producer shall be the exclusive owner of all copyright and other rights in and to the Program, the Recordings, and the Submission Materials and will be able to use them throughout the universe in perpetuity, in any and all languages, whether or not I am selected as a contestant in the Program, and to assign them, and to license others to use them, in any manner Producer may wish and in any and all media now known or hereafter discovered or developed, including to edit, rearrange, cut, dub, subtract from, add to, modify or juxtapose the Recordings, Submission Materials and/or my Likeness (as defined below) in any manner and to combine them with any other material. To the extent the Recordings and the Submission Materials are not deemed a “work-for-hire” in any jurisdiction, I irrevocably assign, transfer, and convey such Recordings and Submission Materials to Producer, including, without limitation, all copyrights, renewals, and extensions of copyrights therein, in all media now known or hereafter devised, throughout the universe in perpetuity, in any and all languages. I waive the exercise of “moral rights”, “droit moral,” and any analogous rights, however denominated, in any jurisdiction of the world, which I have. Producer has no obligation to return any Submission Materials, whether or not I am selected as a contestant in the Program.
I agree that Producer may use and license or assign others (for the purposes of this Agreement, any distributor, television station or channel, broadcaster, programming service, cable network or satellite network that airs or that may air the Program is included as “Network”) the right to use the Submission Materials, the Recordings, and my name, voice, actions, likeness, appearance and any biographical facts (“Likeness”) which may have been provided to Producer, in and in connection with the Program (including, but not limited to, merchandising of the Program), in any related or derivative versions and/or uses of the Program (including, without limitation, any serialization(s), translation(s) and/or adaptation(s) thereof), in any other production, and/or in the advertising, marketing, publicity and promotion of the Program, any other production and/or the Network, any sponsor of the Program (“Sponsor”) and/or Producer in all media (and/or any such party’s or production’s related products or business activities), whether or not I am selected to participate in the Program. I confirm that any statements made by me in the Agreement, the Recordings and Submission Materials will be true and, to the best of my knowledge, will not violate or infringe upon any third party's rights. I agree that I will sign whatever other documents Producer, Network and/or Sponsor requires that are necessary to enforce the rights that I am granting to Producer hereunder. I understand that Producer makes no representation whether or not such Recordings or Submission Materials will be used in any manner whatsoever. I irrevocably and absolutely grant the rights hereunder whether or not I am selected to participate in the Program. If I am selected as a potential contestant, (i) I agree to execute additional waivers and release agreements, and any other agreement(s) as required by Producer, Sponsor or Network, or any of their licensees, successors or assigns, including, without limitation, a contestant agreement on the form provided by Producer, and I acknowledge and agree that unless and until I execute such waivers and agreements, Producer will not consider me as a possible contestant for the Program, and (ii) I understand and agree that all contestants must be available during periods of time and at locations designated by Producer in its sole discretion. I agree that, at no cost to Producer, I have secured, or will secure all rights for Producer to use any of the Submission Materials. I represent and warrant that (i) I have the right to enter into this Agreement; and (ii) the consent of no other person, firm, corporation or labor organization is required for the grant of rights hereunder or to enable Producer to exploit the Recordings, my Likeness, and/or the Submission Materials as described herein.
I acknowledge and agree that any information disclosed to me or obtained by me in connection with the Program or otherwise by Producer, including without limitation, the Program’s subject matter [including, without limitation, the potential contestant selection process (e.g., any meetings/interviews with producers, auditions, and/or callback auditions by any method whatsoever [including, without limitation, via Zoom, FaceTime, etc.)], all information regarding my application for the Program, content and out comes(including the names of contestants, hosts, etc.) information or materials relating to Network, the business of Network, and any program produced by Producer and/or exhibited by Network), shall be strictly confidential and I hereby agree to not disclose, reveal, publish, or report to anyone any information, trade secrets, or materials of any kind relating to the Program, including any information concerning Producer, any producer of the Program, the Network, the Program (including any photographs), other applicants to or contestants in the Program, the hosts/presenters of the Program, my possible participation in it (unless I am required to by law), whether by means of discussion, letter, press and television interviews, social media postings or otherwise, at any time without the prior written consent of the Producer (collectively, the “Confidential Information”), unless and until Producer, Sponsor or Network discloses such Confidential Information (if ever). I further agree that this confidentiality obligation shall remain in place whether or not I am selected to participate in the Program and shall continue both during and after my participation in the Program casting process. Disclosure by me in violation of this Agreement shall constitute a material breach of this Agreement and I agree that Producer shall have the right to utilize all available remedies under the law. I recognize that if I breach this paragraph, I would cause the Producer irreparable injury and damage that cannot be reasonably or adequately compensated by damages in an action at law, and, therefore, I hereby expressly agree that Producer shall be entitled to injunctive and other equitable relief (without posting bond) to prevent and/or cure any breach or threatened breach of this paragraph. I also recognize that proof of damages suffered by Producer in the event that I breach this paragraph will be costly, difficult, or inconvenient. Accordingly, I agree to pay Producer the sum of Fifty Thousand Dollars ($50,000.00) per breach.
I understand and agree that I shall voluntarily submit to a background check (including, without limitation, social media searches), and I agree to provide Producer with any assistance or further information necessary to do this. This could include checks of information that is publicly available online, including information I have made public via social media. Additionally, I understand that any offer to participate in the Program may or will be conditioned on my submitting to a background check (including, without limitation, social media searches), physical, medical and/or psychological examinations to be conducted by medical professionals selected by and paid for by Producer and the certification of such medical professionals that I meet all physical and psychological requirements in order to participate in the Program. I represent and warrant that I am in good health and have no medical, physical, or emotional condition that might interfere with my participation in the Program and I will not be under the influence of any medication or drugs that might impair my physical or mental ability to participate, I will not bring any illegal drugs, weapons or other illicit items to any location where casting or production of the Program occurs, nor will I engage in any illegal activities; nor will I use, consume or partake in any illegal drug usage or activity during the production of the Program.
I hereby represent and warrant that I am not currently a candidate for public office and agree that I will not become a candidate for public office from the date of this Agreement until one (1) year after the initial broadcast of the last episode of the Program if I appear in the Program, and that I do not currently have any confidential knowledge of or access to any material, assignments, challenges or competitions for the Program.
I represent and warrant that I have read and I meet and agree to be bound by the eligibility requirements for the Program, I have answered all of the questions on the application form and will answer any other questions in any other part of the selection process fully, honestly and accurately and I have not misled or attempted to mislead Producer in any way as to my identity, experiences, criminal history or in any other way. I agree to keep Producer informed of any change to these circumstances or the information and/or data set out in the application form or provided in any other part of the selection or production process (if I am selected to participate). If I am found to have knowingly supplied inaccurate, misleading or false information at any point, I understand Producer will be entitled to exclude me from the Program selection process, or (if I am selected to participate) exclude me from participating in the Program, and if I have already taken part in the Program, I may be required to forfeit my place in the competition and/or any prize or any other benefit I may have received or may be due to receive. I understand and agree that Producer reserves the right to change any of the eligibility requirements at any time at its sole discretion. I acknowledge that there are risks associated with any production, including, but not limited to, serious harm, physical and mental injury, emotional distress, death, disability, physical and mental illness and/or property loss. Without limiting the foregoing, I further acknowledge that there is currently an ongoing pandemic of Coronavirus/COVID-19 and that my voluntary participation in the Program (including, without limitation, the contestant selection process) may cause me to be exposed to persons who have or have had, or have been exposed to, Coronavirus/COVID-19. Producer cannot guarantee that I will not be exposed to Coronavirus/COVID-19. I hereby knowingly and freely accept and assume any and all risks associated therewith, both known and unknown, including Coronavirus/COVID-19 exposure arising from the ordinary negligence of persons associated with the Program. I understand and agree that all decisions by the Producer concerning the selection of the contestants are final and not subject to challenge or appeal. I agree to follow all of Producer’s rules and requirements in all matters relating to the Program (including during the interview, audition and contestant selection process), which rules are subject to change at Producer’s sole discretion. I further agree that any and all prizes are subject to change at Producer’s sole discretion. I will accept any and all decisions of Producer on discretionary matters (including but not limited to the audition process and contestant selection and all decisions relating thereto) as final and acknowledge that the interests of the Program shall override those of any contestant.
I understand, acknowledge and agree that (i) Producer shall have no obligation to use any of the Recordings, Submission Materials or my Likeness in or in connection with the Program or otherwise; (ii) even if I am selected as a contestant, Producer has no obligation to conduct the Program contest (if any) or produce the Program and Network has no obligation to exhibit it, even if produced; and (iii) in the event the Program is canceled or not broadcast for any reason, neither the producers nor the Network will have an obligation to award any prizes.
I agree that, if I am selected by Producer to be a contestant, my appearance as a contestant in the Program is not employment and is not subject to any union or guild collective bargaining agreement, regardless of whether I am a member of any union or guild, and does not entitle me to wages, salary, corporate benefits, or other compensation under any such collective bargaining agreement or otherwise.
RELEASE AND AGREEMENT NOT TO SUE. To the maximum extent permitted by law, I, my heirs, next of kin, spouse, guardians, legal representatives, executors, administrators, successors and assigns (collectively “Releasing Parties”) hereby irrevocably and unconditionally release, waive and forever discharge Producer, Sponsor, Public The Agency or any other casting company for the Program, any producer (including, without limitation, foreign producers) of the Program, and Network and each of their respective parent and related companies, subsidiaries (whether or not wholly-owned), affiliated and related entities, divisions, and each of their past, present and future directors, officers, principals, shareholders, joint venturers, contractors, attorneys, financiers, distributors, agents, representatives, members, employees, successors, designees, licensees, assigns, any and all advertisers and sponsors of the Program and their respective agencies and all persons and/or entities participating in the contestant selection process jointly and individually (hereinafter collectively referred to as “Releasees”), from any and all manner of liabilities, losses, costs, expenses, claims and demands of any kind or nature, whatsoever, in law or equity, whether known or unknown, which I or the Releasing Parties ever had, now has, or in the future may have against the Releasees, including, but not limited to, claims arising out of or related to the uses described herein or my participation in the contestant selection process and my potential participation in or in connection with the Program (including in connection with any casting activities), including, without limitation, any travel or casting activities I undertake in connection with my participation or potential participation in the Program, any exploitation, distribution, exhibition, advertising, publicity, marketing and/or promotion of the Program or my appearance on the Program, the failure of Producer to select me as a contestant, the cancellation of the Program, any relationship(s) I may or may not form with any other contestants or potential contestants in connection with the Program, or the exercise by Producer or anyone else of any rights granted by me under this Agreement, on any legal theory whatsoever (including without limitation personal injury, property damage, violation of privacy and publicity rights, false light, defamation, intentional or negligent infliction of emotional distress, breach of express or implied contract, breach of any statutory or other duty of care owed under applicable laws, infringement of copyright, trademark or patent, loss, limitation or reduction of any intellectual property rights and loss of earnings or potential earnings) (collectively, the “Released Claims”). Further, to the maximum extent permitted by law, I agree not to sue the Releasees as a result of the Recordings, use of the Recordings, my Likeness or use of the Submission Materials (including, without limitation, any claim that such use defames me or invades any right of privacy and/or publicity) or for any other reason based on any of the Released Claims hereunder. I further agree in the event I bring a claim or lawsuit in violation of this Agreement, I shall be liable for any attorneys’ fees and costs incurred by the Producer, Sponsor, Network and/or any Releasee in connection with such claim or lawsuit. I expressly understand and agree that my rights and remedies against Producer and/or any Releasee shall be limited to the right, if any, to recover money damages in an action at law, and that I shall not be entitled to terminate or rescind this or any other agreement between me and Producer or any of the rights or privileges I have granted or agreed to grant to Producer hereunder, or to enjoin or restrain or otherwise interfere with the development, production, telecast, exhibition, distribution, advertising or other exploitation of the Program, or any part thereof, or any rights therein or herein. I hereby expressly agree that Producer and its assignees, designees and/or licensees shall be entitled to injunctive and other equitable relief to prevent or cure any breach or threatened breach of the provisions of this Agreement by me.
I acknowledge that there is a possibility that after my execution of this Agreement, I may discover facts or incur or suffer claims which were unknown or unsuspected at the time this Agreement was executed and which, if known by me at that time, may have materially affected my decision to execute this Agreement. I acknowledge and agree that by reason of this Agreement, including the release of liability contained in the preceding paragraph, I am assuming any risk of such unknown facts and such unknown and unsuspected claims. I have been advised of the existence of Section 1542 of the California Civil Code which provides: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.”
Notwithstanding Section 1542 of the California Civil Code, this Agreement shall constitute a full release of liability in accordance with its terms. I knowingly and voluntarily waive the provisions of Section 1542, as well as any other statute, law or rule of similar effect, and acknowledge and agree that this waiver is an essential and material term of this Agreement and that without such waiver, Producer would not have accepted this Agreement.
MEDIATION & ARBITRATION. The parties agree that if any controversy or claim arising out of or relating to this Agreement, my participation or non-participation in the Program, cannot be settled through direct discussions, they shall endeavor first to settle the controversy or claim by a mediation administered by JAMS under its applicable rules. IF THE DISPUTE IS NOT OTHERWISE RESOLVED THROUGH DIRECT DISCUSSIONS OR MEDIATION, THE PARTIES AGREE THAT THE CONTROVERSY OR CLAIM, INCLUDING THE SCOPE OR APPLICABILITY OF THIS AGREEMENT TO ARBITRATE, SHALL THEN BE RESOLVED BY FINAL AND BINDING CONFIDENTIAL ARBITRATION ADMINISTERED BY JAMS IN ACCORDANCE WITH ITS STREAMLINED ARBITRATION RULES AND PROCEDURES OR SUBSEQUENT VERSIONS THEREOF, INCLUDING ITS OPTIONAL APPEAL PROCEDURE (THE “JAMS RULES”, AVAILABLE AT WWW.JAMSADR.COM, INCLUDING, WITHOUT LIMITATION, THE RULE PROVIDING THAT EACH PARTY SHALL PAY PRO RATA ITS SHARE OF JAMS FEES AND EXPENSES, AND THE RULES PROVIDING FOR LIMITED DISCOVERY AND OTHER EXCHANGE OF INFORMATION). THE JAMS RULES ARE AVAILABLE AT WWW.JAMSADR.COM, AND WILL BE PROVIDED BY PRODUCER UPON REQUEST. THE JAMS RULES FOR SELECTION OF AN ARBITRATOR SHALL BE FOLLOWED, EXCEPT THAT THE ARBITRATOR SHALL BE EXPERIENCED IN THE ENTERTAINMENT INDUSTRY AND LICENSED TO PRACTICE LAW IN NEW YORK OR BE A RETIRED JUDGE. ALL PROCEEDINGS BROUGHT PURSUANT TO THIS PARAGRAPH WILL BE CONDUCTED IN THE COUNTY OF NEW YORK, NEW YORK. THE ARBITRATORS WILL PROVIDE A DETAILED WRITTEN STATEMENT OF DECISION, WHICH WILL BE PART OF THE ARBITRATION AWARD AND ADMISSIBLE IN ANY JUDICIAL PROCEEDING TO CONFIRM, CORRECT OR VACATE THE AWARD. THE PARTIES AGREE THAT THE REMEDY FOR ANY CLAIM BROUGHT PURSUANT TO THIS AGREEMENT SHALL BE LIMITED TO ACTUAL DAMAGES, AND IN NO EVENT SHALL ANY PARTY BE ENTITLED TO RECOVER PUNITIVE OR EXEMPLARY DAMAGES OR TO RESCIND THIS AGREEMENT OR SEEK INJUNCTIVE OR ANY OTHER EQUITABLE RELIEF. NOTWITHSTANDING THE FOREGOING, I RECOGNIZE THAT GIVEN THE UNIQUE NATURE OF THE PROGRAM AND THE COMMERCIAL REALITIES OF THE ENTERTAINMENT INDUSTRY, WHICH RELY UPON CONFIDENTIALITY AND INTELLECTUAL PROPERTY RIGHTS, ANY ACTUAL OR ANTICIPATED BREACH OF MY CONFIDENTIALITY OBLIGATIONS PURSUANT TO THIS AGREEMENT, OR ANY INFRINGEMENT BY ME OF PRODUCER’S, NETWORK’S AND/OR SPONSOR’S INTELLECTUAL PROPERTY RIGHTS, WOULD CAUSE PRODUCER, NETWORK AND/OR SPONSOR (AS APPLICABLE) IRREPARABLE INJURY AND DAMAGE THAT CANNOT BE REASONABLY OR ADEQUATELY COMPENSATED BY MONEY AND, THEREFORE, I AGREE THAT PRODUCER, NETWORK AND/OR SPONSOR (AS APPLICABLE) SHALL BE ENTITLED TO SEEK AND OBTAIN INJUNCTIVE AND OTHER EQUITABLE RELIEF FROM A COURT OF COMPETENT JURISDICTION FOR ANY SUCH BREACH OR INFRINGEMENT. FURTHER AND NOTWITHSTANDING THE FOREGOING, TO THE EXTENT REQUIRED BY LAW, THE PARTIES AGREE THAT WITH RESPECT TO THE ARBITRATION OF ANY FEDERAL OR STATE CLAIM I BRING THAT ARISES FROM UNWAIVABLE PUBLIC RIGHTS, WHETHER STATUTORY OR NONSTATUTORY, THE FOLLOWING SHALL APPLY: THE ARBITRATOR MAY AWARD ANY REMEDY THAT WOULD HAVE BEEN AVAILABLE IN COURT AND THE ARBITRATOR SHALL HAVE NO POWER TO ISSUE ANY AWARD THAT IS CONTRARY TO OR INCONSISTENT WITH ANY APPLICABLE STATUTE, CASE LAW OR CONSTITUTIONAL LAW, NOR SHALL THEY HAVE ANY POWER TO MODIFY, CHANGE OR EXCUSE PERFORMANCE OF ANY MATERIAL TERM OF THIS AGREEMENT; THE PARTIES SHALL BE PERMITTED DISCOVERY ADEQUATE TO SECURE THE NECESSARY INFORMATION TO PRESENT SUCH CLAIM OR DEFEND AGAINST SUCH CLAIM; AND PRODUCER SHALL PAY ALLTYPES OF COSTS THAT ARE UNIQUE TO ARBITRATION.
Without limiting the foregoing, the illegality, invalidity or unenforceability of any provision of this Agreement shall in no way affect the validity or enforceability of any of the remainder of this Agreement, which shall be enforced to the maximum extent permitted by law. I may not assign any of my rights or obligations under this Agreement. This Agreement (including any non-contractual obligations or liabilities arising out of or in connection with it) shall be interpreted under the internal, substantive laws of the State of New York, without regard to the conflicts of law provisions thereof. This Agreement may be executed by original, facsimile or electronic signature in a form acceptable to Producer.
No promises have been made to me other than as expressly set forth herein. This Agreement shall supersede and replace all prior and contemporaneous oral, written and electronic communications, understandings and agreements between Producer and me relating to the subject matter hereof. This Agreement sets forth the entire agreement between Producer and me with respect to the subject matter hereto.
Any waiver of any term of this Agreement in a particular instance shall not be a waiver of such term for the future. I agree that the invalidity or unenforceability of any part of this Agreement shall in no way affect the validity or enforceability of any other part thereof. I declare under penalty of perjury that all statements made by me in this Agreement are true. The name given below is my legal name. I represent and warrant that I have been given the opportunity to read, and I have carefully read this entire Agreement. I represent and warrant that I have the full right, power and authority to grant the rights herein. I understand that Producer is making substantial expenditures in reliance upon my consent and that I may not revoke the rights I have granted herein. I hereby certify that I intend to be legally bound hereby. I acknowledge that I have been offered a copy of this Agreement. I represent and warrant that I have had the opportunity to consult with my own legal counsel prior to signing this Agreement, and I have either so consulted with my own counsel or, in the alternative, I have voluntarily and on my own accord declined such opportunity. By signing below, I am voluntarily and knowingly agreeing to the terms and conditions of this Agreement. This Agreement cannot be terminated, rescinded or amended except by an agreement signed by both me and Producer.
I UNDERSTAND THAT I AM GIVING UP CERTAIN LEGAL RIGHTS UNDER THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, MY RIGHT TO FILE A LAWSUIT IN COURT WITH RESPECT TO ANY CLAIM ARISING IN CONNECTION WITH THIS AGREEMENT.
I AGREE TO THE CONDITIONS SET OUT ABOVE AND THAT ALL THE INFORMATION GIVEN IN THIS FORM MAY BE USED IN THE PROGRAM AT THE PRODUCER’S SOLE DISCRETION.
SIGNED: __________________________ DATE: ______________________________
PRINT NAME: _____________________ DATE OF BIRTH: _______________________
ADDRESS: ______________________________________________________________
CITY, STATE, ZIP: _________________________________________________________
HOME PHONE NO.__________________ MSG/CELL PHONE NO.___________________
E-MAIL ADDRESS: ___________________
ALIASES / NICKNAMES: _______________
EMERGENCY CONTACT (Name, Phone, Relationship): ___________________________________