Neptune Cinema: 53-Hour Film Challenge Team Leader’s Agreement

This is an agreement between (“Team Leader”) representing the film team known as ("Team"), and the Neptune Cinema: 53-Hour Film Challenge, with respect to the Team Leader's and Team's participation in the Neptune Cinema: 53-Hour Film Challenge 2025 and creation of a short film or video (the "Film") pursuant to the terms below.

The Team Leader hereby agrees on behalf of him/herself and Team to take part in the (City) Neptune Cinema: 53-Hour Film Challenge 2025 (“Challenge”) being produced by the Challenge and scheduled to take place from to , 2025.

1. Team Leader has read, and agrees on behalf of him/herself and Team to abide by, the “Filmmaking Rules” and the “Competition Rules” (collectively “Official Rules”) of the Challenge, the terms of which are available at [Insert Website URL], and by reference made a part hereof. It is understood that the Challenge reserves the right to disqualify from screening or exhibition and remove from consideration for awards and prizes any films/videos which do not adhere to the Official Rules.

2. Team Leader hereby understands that he/she is responsible for all crew, cast, equipment, sets, locations, and other items necessary for participating in the Challenge, and all costs, expenses, damages and claims related thereto. The Challenge is providing the event and guidelines in which the Team Leader is taking part; a screening opportunity for all qualifying films/videos; and a prize for the Challenge winner.

3. Team Leader hereby affirms that he/she will secure all rights (including without limitation copyrights) in and to all material included in the Film, including without limitation any and all images, photographs, performances, appearance(s) by any person(s), sounds, soundtrack and music (including without limitation compositions, recordings and performances). In no manner limiting the foregoing, Team Leader will obtain a signed Waiver and Release Form from all cast and crew, a signed Music Release from all persons or entities providing music, and a signed Location Release for all locations used in the Film. Team Leader represents and warrants that he/she (a) is free to enter into this Agreement, (b) that Team Leader is the sole copyright holder in and to the Film; and (c) the Film does not to the best of Team Leader’s knowledge (including what Team Leader should know or have known in the exercise of reasonable prudence) violate the copyright of any person or entity, or defame or infringe upon any rights of any kind, including the right of privacy, of any person or entity.

4. Team Leader hereby agrees to indemnify, defend, and hold harmless the Challenge, its owners, officers, directors, shareholders, employees, partners, representatives, successors, licensees, and assigns [including the owners, officers, employees and agents of such partners, representatives, successors, licensees and assigns] (collectively “Indemnified Parties”) from and against any and all claims, costs, damages, expenses and liabilities including without limitation attorneys’ fees (collectively “Claims”) arising from the creation, production, use, exhibition, promotion, or other exploitation of the Film by the Indemnified Parties and/or any of them, Team Leader, Team and/or any member thereof (including without limitation Claims for negligence and other torts, unauthorized use of likeness, invasion of right of privacy, publicity or personality, defamation, fraud, infringement of copyright and/or trademark, and breach of contract), and for any breach by Team Leader of any representation, warranty or obligation of Team Leader hereunder.

5. Team Leader retains full ownership and copyright of the Film. Team Leader grants to the Challenge a non-exclusive, worldwide, royalty-free license to screen the Film at the Challenge’s official screening event(s) and to post the Film or portions thereof on the Challenge’s official website and social media platforms for promotional purposes related to the Neptune Cinema: 53-Hour Film Challenge. This license extends from the date the Team Leader submits the Film to the Challenge until May 31, 2026 (“End Date”). The Challenge shall not copy, distribute, exhibit, broadcast, or otherwise exploit the Film in any other manner or medium without the prior written consent of the Team Leader.

6. Any sales, licensing, or distribution of the Film to third parties, whether before or after the End Date, shall be solely at the discretion of the Team Leader. The Team Leader shall receive 100% of any proceeds, fees, or royalties from such sales or licensing agreements. The Challenge shall not receive any portion of such proceeds, nor shall it initiate or negotiate any sales or licensing agreements on behalf of the Team Leader without the Team Leader’s prior written consent.

7. In the event that a third-party wishes to purchase or license rights to the Film, the Team Leader shall have full authority to negotiate and enter into such agreements independently. The Challenge shall not have any claim to rights or proceeds from such agreements and shall not assign or license any rights in and/or to the Film without the prior written permission of the Team Leader.

8. Should the Team Leader receive a distribution offer, the Team Leader may enter into the deal without requiring authorization from the Challenge, and the Challenge shall have no claim to any proceeds from such distribution.

9. Team Leader hereby acknowledges that participation in the Neptune Cinema: 53-Hour Film Challenge 2025 is without remuneration or monetary compensation whatsoever. The consideration for participating in the Challenge is the screening (in-person or online) of Participant’s completed Film/video at the conclusion of the Challenge; the opportunity to post the Film on the Challenge’s website and social media; and the opportunity for publicity or exposure for being a participant.

10. Team Leader acknowledges that, in the event of any breach of this Agreement by the Challenge or any third party, the damage, if any, caused to Team Leader thereby will not be irreparable or otherwise sufficient to entitle Team Leader to seek injunctive or other equitable relief. Team Leader’s rights and remedies in such event will be strictly limited to the right, if any, to recover compensatory (but not punitive or consequential) damages in an action at law, and Team Leader will have neither the right to rescind or terminate this agreement or any of the Challenge’s rights hereunder, nor the right to enjoin the exhibition or other exploitation of the Film or any subsidiary or allied rights with respect thereto.

11. Team Leader may not assign this Agreement or any of its obligations hereunder without the Challenge’s prior written consent. The Challenge may freely assign any and all rights and obligations under this Agreement in whole or in part to any other party. Team Leader acknowledges and agrees that Team Leader is not an employee or agent of the Challenge for any purpose, including all tax obligations, but that the parties are contractors independent of one another.

12. Team Leader hereby acknowledges that a “Making of the Neptune Cinema: 53-Hour Film Challenge” (the “Documentary”) may be shot during the Challenge, and hereby agrees to allow camera crews to tape his/her team during any production stage of the Challenge; and further agrees to immediately provide to the Challenge a signed release for each of his/her participating cast and crew members. The Challenge has no obligation whatsoever to produce or exhibit the Documentary.

13. The Challenge will not be liable for any special, indirect or consequential damages, without limitation, damages arising under any Claim or cause of action, including contract, warranty, strict liability or tort, whether or not the Challenge has been advised of the possibility of such damages. Furthermore, it is understood that the Challenge’s total liability for any Claims and/or causes of action shall not exceed, and is limited to, the total amount paid to the Challenge in entry fees by Team Leader under this agreement. These limitations shall apply notwithstanding the failure of the essential purpose of any limited remedy.

14. This agreement shall be governed by and construed in accordance with the internal laws of [Insert State/Country, e.g., California, USA], without any reference to its conflicts of laws provisions.

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