Please read this agreement carefully. You must accept its terms and conditions prior to the submission of any materials to EVOX through this website or through any digital transmittal.
I have voluntarily chosen to provide stories, ideas, suggestions, video, pitches, pilots, auditions, photographs, storyboards, songs, lyrics, music, and/or any other material of any kind (hereinafter “Submissions”) to EVOX Omnimedia LLC, EVOX Television or its affiliated companies (collectively “EVOX”) through this website. I understand that EVOX may be evaluating the Submissions as a basis for the possible use or potential use of the Submissions by EVOX through either its network or its web-based distribution channels. In consideration for the evaluation and use or potential use of the Submissions by EVOX, I hereby acknowledge and agree that EVOX will not review or consider the Submissions in the absence of my execution of this Release and agreement to each of its provisions.
1. I represent and warrant that I am over the age of eighteen (18) and the author and sole owner of all right, title and interest in and to the Submissions. I have the exclusive, unconditional right and authority to submit and/or convey the Submissions to EVOX upon the terms and conditions set forth herein. I represent and warrant that all material elements of the Submissions are my original creations and do not contain third party copyrighted material or material that is subject to third party proprietary rights. No other party has any rights, title or interest in the Submissions or is entitled to any payment or consideration as a condition of the use or dissemination of the Submissions by EVOX. I agree to indemnify EVOX from and against any and all claims, expenses, losses or liabilities (including attorneys’ fees) that may be asserted against EVOX or incurred by EVOX in connection with the Submissions or any use thereof, arising from any breach or alleged breach of these warranties.
2. I understand and acknowledge that EVOX receives unsolicited submissions of ideas, pilots, stories, screenplays, articles, videos, photos, formats, shows and other creative content, from multiple sources and it is possible another submission either received or independently created by EVOX and/or EVOX’s employees or third-parties working on EVOX’s behalf may be similar or identical to the Submissions submitted by me in theme, idea, plot, format, design, graphics, video or other respects. I agree that I will not be entitled to any compensation should EVOX use any such similar or identical material resulting in financial gain, profit or other benefits for EVOX, and that EVOX does not owe me a fiduciary duty of any kind or nature. I also acknowledge that any such gain, profits or other potential benefits, whether tangible or intangible and in whatever form, will be the sole property and right of EVOX, and expressly waive and relinquish any right to them from this date forward. No fiduciary, employment or confidential relationship exists between the parties and I acknowledge that no such relationship is established or created by the execution of this Release, the conveyance of any Submissions by me or by EVOX’s acceptance, review, evaluation or consideration of the Submissions.
3. I understand that I may have copyright, trademark or other intellectual property rights in the Submissions and as a condition of and in consideration for the evaluation and/or potential use of the Submissions, or any portions thereof, by EVOX I agree and acknowledge that no presumption or inference of copying or use or claim of copyright or trademark infringement shall arise, or be asserted, by virtue of (a) any similarity between EVOX’s work and the Submissions or (b) the fact that I submitted the Submissions to EVOX and/or that EVOX had access thereto and waive any rights to bring a claim for copyright or trademark infringement based on or arising out of a similarity between EVOX’s work and the Submissions. This express waiver of rights includes, but is not limited to, claims arising from any intellectual property rights I may have now or in the future relating to the evaluation of the Submissions by EVOX.
5. I agree to inform and notify any other person or entity to whom I grant a right, title or interest of any kind in the Submissions, or any portion thereof, of the terms of this agreement and of EVOX’s rights herein and to expressly acknowledge and incorporate this agreement as a part of such grant of right, title or interest so that all such persons or entities are on notice of this waiver and release and are bound thereby.
6. I agree and acknowledge that no contract or obligation other than those arising pursuant to the express terms of this Agreement, is assumed by EVOX or may be implied against EVOX as a result of EVOX’s review of the Submissions and/or any discussions we may have. Specifically it is understood that neither my Submissions pursuant to this Agreement or EVOX’s review constitutes or creates an implied-in-fact or implied-in-law contract, regardless of whether there is industry custom to the contrary. Without limiting the foregoing, I agree that the terms of this document shall control the rights and obligations of the parties hereto with respect to the Submissions, however, disclosed to EVOX and notwithstanding any legends, markings or other restrictions embodied in, attached to or accompanying the Submissions.
7. I have retained at least one (1) copy of the Submissions, and I hereby release EVOX of and from any and all liability for loss of, or damage to, the copy or copies of the Submissions submitted to EVOX hereunder. I agree that I will not use the potential interest of EVOX with respect to any material submitted to EVOX in any promotional activity nor disclose to any other person that EVOX is evaluating the Material, under penalty of monetary and punitive damages.
8. Parties. As used herein "EVOX” refers to (a) EVOX OmniMedia LLC, (b) any company affiliated by way of common stock ownership or otherwise, (c) its parents, divisions, units and subsidiaries (d) divisions, units and subsidiaries of such affiliated companies, (e) any firm, person or corporation to whom EVŌX OmniMedia LLC, is leasing production facilities, and (f) the officers, agents, servants, employees, stockholders, clients, successors and assigns and of all such firms, persons and corporations referred to in the immediately preceding sections 8(a) through (e) hereof. The use of "I," "me" or "my" refers to (a) the undersigned person and (b) any person or entity on whose behalf the undersigned is acting in submitting the Submissions.
9. Indemnification. I agree to indemnify EVOX from and against any and all claims, expenses, losses, or damages, including, without limitation, attorneys' fees and costs that may be asserted against EVOX or incurred by EVOX at any time in connection with the Submissions, or any use thereof by EVOX, including but not limited to those arising as a result of any promise, warranty or representation given by me herein.
10. Arbitration. In the event of any dispute concerning the Submissions or concerning any claim of any kind or nature whatsoever, arising in connection with the Submissions or this Agreement, the dispute will be submitted to binding arbitration. The parties hereby waive their respective rights they may otherwise have been entitled to under the laws of California to litigate such dispute in court, it being the intention of the parties to arbitrate, according to the provisions hereof, all such disputes. Either party may commence arbitration proceedings by giving the other party written notice thereof by courier or registered mail and proceeding thereafter in accordance with the rules and procedures of the American Arbitration Association. The arbitration shall be conducted in the State of California according to the then prevailing rules of the American Arbitration Association. The arbitration shall employ a single arbitrator experienced in the television, cable and internet entertainment industry. The arbitrators' award shall be final and binding and a judgment upon the award may be enforced by any court of competent jurisdiction.
11. Severability. If any provision contained in this Agreement is held void, voidable, invalid or unenforceable, then said provision shall be deemed to be severed and removed from this Agreement and the remainder of this Agreement shall remain in full force and effect as if said provision had never been contained therein.
12. Choice of Law. This Agreement will be governed by, and construed and enforced in accordance with, the laws of the state of California without regard to its principles of conflict of laws. Receiving Party consents to the personal jurisdiction and venue of the state and federal courts located in San Francisco, California.
I represent and warrant that I have read and understand the terms of this agreement and have had sufficient time to review its provisions and to consult with counsel of your choice, you fully understand the content and legal effect of this Agreement.
This agreement shall inure to the benefit of the parties hereto and their heirs, successors, representatives, assigns, and licensees, and any such heir, successor, representative, assign or licensee shall be deemed a third party beneficiary under this agreement.