Reality / Variety / Game Show Series License Agreement
Reality, Variety or Game Show Series License Agreement
Axiom Images, Inc. represents and warrants to [Customer Name / Company Name] (hereinafter collectively referred to as “Licensee”) that as the copyright holder, or authorized representative of the copyright holder, Axiom Images hereby grants Licensee the non exclusive rights to incorporate and use the footage in the Reality, Variety or Game Show Series titled “[Project Name]” for all media, worldwide, in perpetuity.
By licensing footage from Axiom Images, Licensee expressly acknowledges and agrees to abide by the terms of this Agreement and certifies that all information provided to Axiom Images is true and accurate.
Order #: [Invoice #]
Licensee: [Customer Name / Company Name]
Reality, Variety or Game Show Series Title: [Project Name] Season:
“Footage” means all types of video, digital images and any and all other visual images associated therewith.
“Reality, Variety or Game Show Series” - Unscripted reality or variety show programming, talk shows, or game shows / competition shows.
1. Footage may be used multiple instances within one season of the Reality, Variety or Game Show Series, as well as for in-context advertising and promotions including but not limited to trailers, promos, commercials and behind the scenes. Additional seasons of the same series use requires relicensing footage.
2. Footage may not be used in any way, and no rights are granted, until payment of all fees stated on the Invoice(s) are received by Axiom Images whether footage is used or not.
3. Footage shall remain the property of Axiom Images and/or the copyright owner.
4. Licensee does not acquire any right, title or interest in or to the footage, and will not make, authorize or permit any use of the footage other than as specified herein.
5. Axiom Images agrees to license footage only on the condition that Licensee agrees to use it in the specific Reality, Variety or Game Show Series set forth on the Invoice / Order Receipt.
6. Licensee may not sell, rent, lend, sublicense, or otherwise transfer any footage or the right to use or reproduce footage, and will take all commercially reasonable efforts to prevent third parties from doing the same.
7. Footage may not be used for any unlawful purpose; or in any manner constituting actionable defamation or trade disparagement or in any manner that would tarnish, damage or harm the rights of another; or as a trademark or service mark; or in violation of the trademark or copyright rights of others.
8. No model releases, clearances or other releases exist on any footage unless the existence of such release is specified in writing by Axiom Images. Axiom Images gives no rights or warranties with respect to the use of names, trademarks, logo types, designs or works of art depicted in any footage, or the registrations or copyrights thereof, and Licensee must satisfy itself that all legally necessary rights, consents or permission as may be legally required for reproduction are secured.
9. Licensee may, without Axiom Images’ prior consent, transfer the license granted hereunder in conjunction with an assignment or transfer of the Reality, Variety or Game Show Series for the purposes of sale or distribution. In that event, the transferee or assignee shall be bound, as though they were the Licensee, to all of the terms and conditions of this Agreement.
10. LIQUIDATED DAMAGES. LICENSEE AND AXIOM IMAGES AGREE THAT THE REASONABLE LIQUIDATED VALUE OF THE RIGHT TO USE THE FOOTAGE OUTSIDE THE SCOPE OF THE LICENSE GRANTED HEREIN IS FIVE (5) TIMES THE LICENSE FEE FOR THE FOOTAGE, PER INSTANCE.
11. Licensee shall indemnify Axiom Images and hold Axiom Images harmless from all claims, damages, liabilities, and/or lawsuits, including reasonable outside attorneys' fees, arising from or relating to the use of the footage by Licensee. Axiom Images shall indemnify Licensee against all claims relating to or arising from the Axiom Images warranty that it has the right to grant the rights specified herein.
12. This contract contains all the terms of this Agreement concerning use of footage.
13. Where credits are given to other licensed material providers, credit shall also be given to Axiom Images in equal and comparable placement to such credit. (e.g. “Footage provided by Axiom Images”)
CLAIMS OR DISPUTES
14. Axiom Images hereby agrees that its sole remedy shall, in the event of a breach by Licensee be in the form of monetary damages. Axiom Images agrees that it shall not seek any relief at equity including specific performance or any other type of injunctive relief.
15. Any and all disputes, with the exception of copyright claims, arising out of, under or in connection with this Agreement, including, without limitation, the validity, interpretation, performance and breach hereof, shall be settled by arbitration in Los Angeles, California, pursuant to the rules of the American Arbitration Association. Judgment upon the award rendered may be entered in the highest court of the State having jurisdiction. This Agreement, its validity and effect, shall be interpreted under and governed by the laws of the State of California. If Axiom Images is caused to present claims or suit as a result of any breach of the above terms set forth, it shall be made whole by Licensee for such reasonable legal fees or costs.