The China List – Standard Release
East Meets West Films, c/o Northwest Registered Agent, 1267 Willis Street, Suite 200, Redding, CA, 96001, USA Date: 2020-02-25
You have indicated your desire to submit to Production Company (“EMWF”) certain ideas, proposals, stories, summaries, screenplays, scripts, teleplays, treatments, bibles, program formats, marketing or promotional plans, or other similar material (the “Material”), which is summarized on the attached Schedule “A”, hereby submitted with this letter. By submitting your Material, you acknowledge and agree to the following terms, conditions, covenants, representations and warranties (the “Release”).
The following shall constitute your agreement with respect to the Material and the Release:
1. EMWF shall have the right, but not the obligation, to (a) to post the Material online via Chnlist.com and their affiliated, related, and/or derivative websites, domain names, and IP addresses (the “Sites”) for review and evaluation by independent third-party film and television producers, directors, writers, actors, agents, managers, and the like, who are registered members of the Sites (individually and collectively “Community Member(s)”).
2. You acknowledge that there does not now exist, nor at any time has or will exist, a fiduciary relationship between you and EMWF or any Community Member. You requested this opportunity to submit your Material to EMWF and the Community Members, and you make this submission voluntarily and on an unsolicited basis. Neither you and EMWF or any Community Member has yet reached an agreement concerning the use of the Material and you realize that no obligation of any kind is assumed by, or may be implied against, EMWF or a Community Member unless and until a formal written contract has been entered into between you and EMWF or a Community Member, and then the obligation shall be only as is expressed in the formal written contract.
3. You declare that all of the important features of your Material, and the particular items being submitted by you (e.g., script, outline, drawings, photographs, recorded materials, etc.) are identified and summarized on Schedule “A” annexed to this letter, and you have disclosed no other features to EMWF or the Community Members.
4. You acknowledge that this Release covers and governs any and all of the Material, whether first submitted to EMWF contemporaneously with, prior to or following the execution of this Release, and applies also to any submission of the Material made to EMWF or its Community Members by another source, directly or indirectly, by or through you.
5. You warrant that you are the sole and exclusive creator, author, owner of the Material, and that to your knowledge no one else has any right to the Material, or that you a joint Author of the Material with the right, power and authority to agree to the terms of this Release with respect to the Material. You further warrant that no rights in the Materials have previously been granted to anyone nor has the Material otherwise been exploited in any way. You believe your Material and its features to be unique and novel.
6. The fact that EMWF may accept your Material for review shall not imply or establish that EMWF or any Community Member regards your Material, or any part thereof, as novel, valuable or usable. You recognize that other persons including EMWF employees may have submitted to EMWF or to others or made public, or may hereafter originate and submit or make public, similar or identical material which EMWF and its Community Members shall have the right to use, and you understand that you will not be entitled to any compensation because of EMWF’s, or any Community Member’s, use of such other similar or identical material. Subject to the foregoing provisions, neither EMWF not its Community Members will make any use of any legally protectable portion of your Material unless you and EMWF or the Community Member, as the case may be, have agreed in a writing signed by both parties concerning your compensation for such use, which compensation shall in no event be greater than the compensation normally paid by EMWF, or the Community Member, as the case may be, for similar Material from comparable sources.
7. Any controversy, claims, disputes or the like arising out of or in connection with this Release, including without limitation any claim that EMWF or a Community Member has used any legally protectable portion of your Material in violation of the terms hereof, shall be governed by the laws of the State of California; provided, however, that and you further agree to waive your right to a trial by jury in favor of arbitration according to the terms and conditions of such dispute resolution as set forth in the Sites’ Terms of Service, which can be found here: https://chnlist.com/terms-of-service/ and which are incorporated into this Release by reference. You further agree that your rights and remedies, if any, shall be limited to an action at law to recover money damages, and without limiting the foregoing, you expressly agree that you shall not seek to enjoin or restrain the production, copying, reproduction, exhibition, distribution, display, licensing, advertising, and/or promotion of any of EMWF’s or any Community Member’s productions, programming, promotional or marketing plans, and/or any of the subsidiary rights in connection therewith.
8. You have retained a copy of this Release and of your Material, and you release EMWF and its Community Members from any and all liability for loss or damage to the Material and from any obligation to return your Material to you. The review of your Material by EMWF or a Community Member constitutes those parties’ acceptance of the terms and conditions set forth herein, and those parties shall have relied upon your agreement herein in considering your Material for review. EMWF and the Community Members agree to use reasonable efforts to keep all the Material confidential to the same extent EMWF maintains confidentiality for its own similar materials. Notwithstanding the foregoing, you acknowledge and agree that the Material may be made available to all Community Members of the Sites.
9. This Release constitutes our entire understanding and agreement with respect to its subject matter, and supersedes all prior understandings, whether written or oral relating thereto. Any subsequent modification or waiver of this Release must be in writing, signed or otherwise acknowledged by the parties; provided, however, that any parties’ continued use of the Sites after a published change to this Release, shall be deemed to constitute that party’s acceptance of the revisions to this Release and/or the Sites Terms of Service, as the case may be. The invalidity of any provision hereof is not to affect the remaining provisions, which shall continue in full force and effect.
10. You are executing this Release voluntarily, without coercion or undue influence from any source, and do so with complete understanding of all of its terms and effects, and every portion thereof.
11. As used in this Release, the terms “you” and “your” includes and binds the undersigned and any and all legal representatives of the undersigned. As used in this Release, the terms “EMWF” and “we” includes and inures to the benefit of both EMWF and the Community Members, and both parties’ respective successors, assigns, employees, officers, directors, licensees, and associated companies and individuals.
East Meets West Films