I am submitting to you the enclosed material (hereinafter, the “Material”), subject to the following terms and conditions:
1. I acknowledge that because of your position in the entertainment industry you receive numerous unsolicited submissions of ideas, formats, stories, suggestions, treatments, and screenplays, and that many such submissions received by you are similar to or identical to those developed by you or your employees or otherwise available to you. I agree that I will not be entitled to any compensation because of the use by you of any such similar or identical material.
2. I further understand that you would refuse to accept and evaluate the Material in the absence of my acceptance of each of the provisions of this Submission Release. I acknowledge that no fiduciary or confidential relationship now exists between you and me, and I further acknowledge that no such relationships are established between you and me by reason of this Submission Release or by reason of my submission to you of the Material.
3. I request that you read and evaluate the Material with a view to deciding whether you will undertake to acquire it. I acknowledge that I have requested to the opportunity to make this submission, and that I make this submission voluntarily and on an unsolicited basis.
4. I represent and warrant that I am the sole author of the Material; that I am the sole owner of all right, title, and interest in and to the Material; that I have the authority to submit the Material to you upon the terms and conditions set forth herein; and that the Material does not infringe the rights of any third party. I agree to indemnify and hold you harmless from any claims, expenses, losses, or liabilities (including reasonable attorneys’ fees and costs) that are incurred by you due to the breach by me of the warranties given herein or of this Submission Release.
5. I agree that you may use, without any obligation or payment to me, any of the Material which is not protectable as literary property under the laws of copyright and plagiarism, or which a third person would be free to use if the Material had not been submitted to him or had not been the subject of any agreement with him, or which is in the public domain. Any of the Material which, in accordance with the preceding sentence, you are entitled to use without obligation to me shall be referred to hereinafter as “Unprotected Material.” If all or any part of the Material does not fall in the category of Unprotected Material, it shall be referred to hereinafter as “Protected Material.”
6. You agree that if you use or cause to be used any Protected Material, provided that it has not been obtained from, or independently created by, another source, you will pay or cause to be paid to me an amount which is comparable to the compensation customarily paid by similar parties for similar material.
7. In the event of any dispute concerning any claim of any kind or nature arising in connection with the Material or with this Submission Release, such dispute will be submitted to binding arbitration. Each party hereby waives any and all rights and benefits which he or it may otherwise have or be entitled to under the laws of the State of Georgia to litigate any such dispute in court, it being the intention of the parties to arbitrate all such disputes. Either party may commence arbitration proceedings by giving the other party written notice thereof by registered mail and proceeding thereafter in accordance with the rules and procedures of the American Arbitration Association. The arbitration shall be conducted in Fayette County, and shall be governed by and subject to the laws of the State of Georgia and the then-prevailing rules of the American Arbitration Association. The arbitrators’ award shall be final and binding and a judgment upon the award may be enforced by any court of competent jurisdiction. In the event of such dispute, I agree that I shall assert such claims (and provide you written notice by registered mail) no later than 180 calendar days after I acquire knowledge of such claim or, if sooner, of facts sufficient to put me on notice of any such claim; my failure to assert claims within such time shall be deemed an irrevocable waiver of any rights I might otherwise have with respect to such claim. I further agree that my rights and remedies, if any, shall be limited to an action to recover money damages, and I expressly agree that I shall not seek to enjoin or restrain the production, exhibition, distribution, licensing, advertising, and/or promotion of any of your programing, promotional, or marketing plans, and/or any of the subsidiary rights in connection therewith.
8. I have retained at least one copy of the Material and of this Submission Release, and I release you from any and all liability for loss or other damage to the copies of the Material submitted to you hereunder. I acknowledge that you are not obligated to return the Material to me. I recognize that your review of the Material constitutes your acceptance of the terms and conditions set forth herein, and that you shall have relied upon my agreement herein in considering the Material for review.
9. I hereby acknowledge and agree that there are no prior or contemporaneous oral agreements in effect between you and me pertaining to the Material, or pertaining to any material (including, but not limited to, agreements pertaining to the submission by me of any ideas, formats, plots, characters, treatments, screenplays, or the like). I further agree that no other obligations exist or shall exist or be deemed to exist unless and until a formal written agreement has been prepared and entered into by both you and me, and then your and my rights and obligations shall be only such as are expressed in said formal written agreement.
10. I understand that as used in this Submission Release, the terms “you” or “your” include and inure to the benefit of 24 Watts Inc, its successors, assigns, employees, officers, directors, licensees, and affiliated companies and individuals. As used in this Submission Release, the term “I” includes and binds the undersigned and any and all legal representatives of the undersigned. If the Material is submitted by more than one person, the word “I” shall be deemed changed to “we,” and this Submission Release will be binding jointly and severally upon all the persons so submitting the Material.
11. I understand and agree that this Submission Release constitutes our entire understanding and agreement, and supersedes all prior understandings, whether written or oral. Any subsequent modification, waiver, or amendment to this Submission Release must be made in writing, signed by both of us. Should any provision in this Submission Release be found void or unenforceable, such provision thereof shall be deemed omitted, and this Submission Release with such provision omitted shall remain in full force and effect.
12. I am executing this Submission 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. By signing this Submission Release, I acknowledge that I have either consulted an attorney, or I have had a reasonable opportunity to consult with an attorney and have voluntarily chosen not to do so.
13. This Submission Release shall be governed by the laws of the state of Georgia applicable to agreements executed and to be fully performed there.