The undersigned ("I," "me," "my," or "myself") is submitting to CLIMAX Awards, a.k.a. Climax Festival Internacional de Cinema Independiente ("Organizer") [an audiovisual project which could range from a film, to a series episodic, to a written (unproduced) screenplay, to a podcast or documentary, to a music video or ad/commercial/the project entitled] (the "Audiovisual Project") for consideration for the 2022 CLIMAX Awards (the "Festival"). By submitting the Audiovisual Project, I hereby acknowledge and agree to the following terms and conditions set forth in this 2022 CLIMAX Awards Agreement ("Agreement"):
I represent and warrant to Organizer that I am at least eighteen (18) years of age and that I am duly authorized, on behalf of myself and all other persons or entities who have ownership rights, licenses, or interests in or relating to the Audiovisual Project (collectively, the "Project Owners"), to enter into, and to grant the rights and make the representations, warranties, and other obligations under, this Agreement.
I further represent and warrant, on behalf of myself and the Audiovisual Project Owners, that:
1. the exhibition of the Audiovisual Project in the Festival, by any and all technologies and means of delivery whether now or hereafter known or devised, will not violate any law or regulation or infringe or otherwise violate any right of any third party, including, but not limited to, any copyright, trademark, or other intellectual property right, any right against defamation, or any right of publicity or privacy;
2. the Audiovisual Project is free and clear of any pending or threatened litigation, arbitration, or other adversarial claim or proceeding;
3. in connection with Organizer's exercise of any rights granted to Organizer herein, all necessary licenses and consents have been and will be obtained, all license fees, clearance fees, and other obligations of any kind have been and will be timely paid in full, and the Festival-Related Parties (defined below) will incur no obligations to make any payment to any third party; and
4.there is no and will not be any license, lien, security interest, or other encumbrance in or to the Audiovisual Project, and there is no and will not be any license or contractual or other obligation, that could conflict or interfere with any of the rights or licenses granted to Organizer hereunder.
1. the Audiovisual Project is being submitted voluntarily and without promise or inducement;
2. no fiduciary or confidential relationship or obligation of secrecy: (i) now exists between Organizer, on the one hand, and me or the Project Owners, on the other hand; or (ii) is intended or established between Organizer, on the one hand, and me or the Project Owners, on the other hand, by my submission, or Organizer's receipt, review, or acceptance, of the Audiovisual Project for inclusion in the Festival;
3. no obligation or duty of any kind is assumed by or may be implied against Organizer, including without limitation any obligation or duty to accept the Audiovisual Project for inclusion in the Festival, exhibit the Audiovisual Project in the Festival, acknowledge the Audiovisual Project submission, make any kind or type of payment or provide other compensation for inclusion of the Audiovisual Project in the Festival, or return any Audiovisual Project materials; and
4. Organizer has made no claims, representations, or guarantees, and has provided no assurances, regarding Organizer's review process for selecting the projects for inclusion in the Festival, and submission of the Audiovisual Project neither imposes nor creates any obligation or responsibility on the part of Organizer, the Festival, or any Festival-Related Parties (as defined below) to provide me, the Project Owners, or any other Audiovisual Project-related parties with comments, feedback, or other information concerning Organizer's review process.
1. exhibit the Audiovisual Project at the Festival for an unlimited number of runs throughout the duration of the Festival; and
2. tuse the Audiovisual Project and any elements thereof, including without limitation clips, stills, titles, and the names, likenesses, and biographical information of all individuals associated with the Audiovisual Project, to advertise, promote, and publicize the Festival, the Organizer, and the Audiovisual Project 's exhibition at the Festival.
1. This Agreement constitutes the sole and entire agreement of the parties with respect to the subject matter contained herein and supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, with respect to such subject matter.
2. If any term or provision of this Agreement is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability will not affect any other term or provision of this Agreement, or invalidate or render unenforceable such term or provision, in any other jurisdiction.