Film Clip Release Agreement

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This is an agreement between a production company and the owner of a pre-existing film clip. The production company obtains a non-exclusive license to use the pre-existing film clip in exchange for a flat fee. This agreement contains both standard clauses and opportunities for the use of optional terms and conditions making it fully customizable to fit the needs of the contracting parties. This document should be used by a production company or by the owner of a film clip when entering into an agreement for a nonexclusive license to use the clip.

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									This is an agreement between a production company and the owner of a pre-existing
film clip. The production company obtains a non-exclusive license to use the pre-
existing film clip in exchange for a flat fee. This agreement contains both standard
clauses and opportunities for the use of optional terms and conditions making it fully
customizable to fit the needs of the contracting parties. This document should be used
by a production company or by the owner of a film clip when entering into an agreement
for a nonexclusive license to use the clip.
               FILM CLIP RELEASE AGREEMENT
THIS FILM CLIP RELEASE AGREEMENT ( “Agreement”) is made and entered into this
________________ day of _______________________ 20__, [Instruction: Insert Date]
(herein referred to as the “Effective Date”), by and between _____________________,
[Instruction:         Insert         Name             of       Owner     of       Clip]
____________________________________________ [Instruction: Insert Address] (herein
referred to as “Owner”), and _____________________________, [Instruction: Insert
Production      Company      Name],       ____________________________________________
[Instruction: Insert Address] (herein referred to as the “Company”).

WHEREAS, Owner owns and/or controls certain film clips(s), as set forth in Exhibit "A"
attached hereto and incorporated by this reference (the “Film Clip(s)”);

WHEREAS, Company desires to include the Film Clip(s) in the project tentatively entitled
“___________________________” (the “Project”);

NOW, THEREFORE, for good and valuable consideration the receipt of which is hereby
acknowledged by each party hereto, it is agreed as follows:

1. GRANT AND RESERVATION OF RIGHTS

    A. Owner hereby grants to the Company a nonexclusive license to include the Film Clip(s)
as specified in Exhibit “A” hereto. Company acknowledges and agrees that the foregoing license
does not, without the prior written consent of Owner, which consent may be given or withheld in
Owner’s sole and absolute discretion, authorize or permit the Company to: (i) alter the
fundamental character of the Film Clip(s); or (ii) use the Film Clip(s) in any manner not
expressly authorized herein. Without limiting the foregoing, the Company acknowledges and
agrees that it shall have no right to use the Film Clip(s), or permit any third party to use the Film
Clip(s), in connection with or for any third party sponsorship, partnership or promotional deal,
and in no event shall the Company use, or permit any third party to use, any of the Film Clip(s)
to sell, endorse, promote and/or advertise any product or service except as expressly set forth
herein.

    B. Company acknowledges and agrees that Owner shall retain all ownership rights,
copyrights and other rights to the Film Clip(s) during the term of the Agreement and thereafter.
Owner shall have the right to retain all original negatives, computer files and/or other depictions
of the Film Clip(s) and shall have the right, in Owner’s sole discretion, to sell, exploit, market or
otherwise use the Film Clip(s) in any manner whatsoever during the Term of the Agreement and
thereafter.

    C. Without limiting any of Owner’s other remedies, whether in law or equity, Company
acknowledges and agrees that Owner shall have the right to injunctive relief, to prevent and/or
cure a breach or threatened breach of this Agreement by the Company.
2. COMPENSATION

Provided Owner fully performs all material obligations under this Agreement, and in full
consideration of all rights granted herein, Company shall pay or cause to be paid to Owner , the
sum of _______________ Dollars ($_______) [Instruction: Insert Fee Amount] as
compensation, which sum shall be payable upon the later of execution hereof and initial
exploitation pursuant hereto. This compensation shall constitute payment in full to Owner, and
to all persons or entities deriving or claiming rights through Owner.

3. CREDIT AND COPYRIGHT NOTICE

Owner understands and agrees that the Film Clip(s) may or may not be used in the final version
of the Project. If the Film Clip(s) are contained in the final version of the Project, Owner shall be
entitled to screen credit. The type, size, shape, color, placement, duration and all other
characteristics the credit shall be at Company’s sole and absolute discretion. Without limiting the
generality of the foregoing, such credit may be shared with and/or adjacent to credits relating to
other film clip owners. Company represents and warrants that in the event that the Project uses
the Film Clip(s), the Project will have the notice required for copyright protection of the Film
Clip(s) under the United States Copyright Act and in accordance with the requirements of the
Universal Copyright Convention.

4. REPRESENTATIONS,WARRANTIES AND INDEMNIFICATION

    A. Owner represents and warrants to the Company that:

      i.   Owner owns and controls one hundred percent (100%) of all rights, titles and interests
(including but not limited to all copyright) in and to the Film Clip(s) throughout the universe.

      ii. Owner has the exclusive, unconditional right to enter into this Agreement, to convey
the Film Clip(s) to Company, and grant the rights granted herein;

     iii. The Film Clip(s) do not and will not infringe upon or violate any copyright of, or
infringe upon or violate the right of privacy or any other right of any third party;

    iv.   Owner has no knowledge of any claim or potential claim by any party which might in
any way affect the Company’s rights herein.

    B. If any of the agreements, representations or warranties contained in this Agreement are
breached, in whole or in part, Owner shall indemnify and hold Company harmless from any and
all damages, losses and costs (including, but not limited to, legal costs and attorneys' fees)
resulting from any and all claims inconsistent with such agreements, representations or
warranties. In addition, Company shall indemnify, defend and hold Owner harmless of and from
any and all liability, loss, damage, claim or expense (including, but not limited to, reasonable
attorneys' fees and court costs) arising from or related to the Project, provided said claim is not
specifically related to the Film Clip(s).




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5. MISCELLANEOUS

    A. No failure by either party to perform any of its material obligations hereunder shall be
deemed a breach hereof, unless the non-breaching party has given written notice of such failure
to the breaching party, and the breaching party fails to cure such non-performance within thirty
days after receipt of such notice (fifteen (15) days with respect to non-payment).

    B. All notices, statements and/or requests for approvals ("notices") that either party hereto is
required or may desire to give to the other shall be given in writing by addressing the same to the
other at the addresses mentioned above, or at such other address as may be designated, in
writing, by any such party in a notice to the other. Notices shall be by either personal delivery,
courier, or by first class registered mail, return receipt requested, postage prepaid, deposited in
the United States Mail. Said notice shall be deemed served and received on the date executed on
a receipt of acceptance or if by personal delivery, upon physical delivery of the same.

    C. This Agreement shall be governed and construed in accordance with the laws of the State
of _________________[Instruction: Insert State], applicable to agreements to be wholly
performed therein, with jurisdiction exclusive to the Federal and State courts located in the
County of _____________ [Instruction: Insert County].

    D. This Agreement is binding upon and shall inure to the benefit of the respective
successors, licensees and/or assigns of the parties hereto. Any or all of the rights granted to
Company hereunder shall be exercisable by any assignee, licensee or designee of Company, and
all succeeding assignees, licensees or designees. This Agreement shall not be deemed to give
any right or remedy to any third party whatsoever, unless said right or remedy is specifically
granted in writing to said third party.

    E. This agreement contains the entire understanding of the parties relating to the subject
matter hereof and incorporates all previous discussions and understandings between the parties.
Any modification or waiver of any of the provisions of this agreement must be in writing and
signed by both the parties.

   F. If any part of this Agreement shall be declared invalid or unenforceable by court of
competent jurisdiction it shall not affect the validity of the balance of this Agreement.

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IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the year and
date first above written.

COMPANY:



________________________________ [Instruction: sign]

By: ___________________________ [Instruction: Insert Name of Signatory]
Title: ___________________________ [Instruction: Insert Title of Signatory]


OWNER:



________________________________ [Instruction: sign]

By: ___________________________ [Instruction: Insert Name of Signatory]
Title: ___________________________ [Instruction: Insert Title of Signatory]
SSN or FED ID: ___________________________ [Instruction: Insert Social Security
Number or Taxpayer ID ]




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                                                     Exhibit “A”

FILM CLIP                    DESCRIPTION                                  Start Time in   End Time in
                                                                          Project         Project
_________________ _________________________                               _________       _________
[Instruction: Insert _________________________                            Instruction:    Instruction:
Film ClipTitle]      [Instruction: Describe the                           Insert Start    Insert End
                     Film Clip]                                           Time]           Time]



TERM: _______________________ [Comment and Instruction: Insert Term. This may be
perpetuity (i.e. forever), but that often requires a higher fee. If financing is low, a lesser
term may be negotiated (example: seven (7) years), with an option to extend the term upon
payment of a later additional fee]

TERRITORY: ___________________ [Comment and Instruction: Insert Territory. This
may be worldwide, but that often requires a higher fee. If financing is low, a lesser
territory may be negotiated (example: United States), with an option to extend the territory
upon payment of a later additional fee]

RIGHTS GRANTED: The non-exclusive right to use, reproduce and display the Film Clip(s) in
the Project in _________________________ [Comment and Instruction: Insert Rights
Granted.

The broadest grant of rights is all media. Accordingly it requires a higher fee. All media
language would be as follows:

         all media now known or hereafter devised, provided that the Web Clip is presented
         in the Project shown substantially in its entirety.

NOTE: even if all media rights are obtained, you should still list the rights needed (see
below), better over-cautious than sorry. The best way to do this would be to say
“including, but not limited to”, and then specifically mentioning the rights listed below that
are actually needed.

If financing is low, instead of granting all media rights, lesser rights may be negotiated.
The rights that are actually needed are the only rights that are granted. Options can be
inserted in this section, to extend the grant of rights upon payment of a later additional fee.
Following are examples of some of the various types of rights that may be granted in such a
license.

         film festivals, mainstream theatrical release, free TV, pay TV, basic cable TV,
         HD TV, hotel-motel exhibitions, closed-circuit TV, subscription TV, “pay per
         view” TV, broadcast on demand TV, video on demand TV, all forms of "free"
         "pay" and "cable" TV, educational and any and all other non-theatrical


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         purposes, videocassettes, videotapes, DVDs, blu-ray, videodiscs (in all
         formats), downloadable files, streamed files, limited download files, in-context
         trailers (need to specify what mediums), out-of-context trailers
         (need to specify what mediums), clips, flashbacks, sequels, prequels, spinoffs,
         remakes, featurettes, promotion, publicity, advertising]




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