The following shall constitute the Agreement between Geaux Getter Enterprises, LLC and their current and future parents, subsidiaries, successors, licensees, assigns, sponsors and partners ("Producer") and you (“Licensor”) for the use of any and all video footage, photographs, images, copyrighted material and/or other materials (“Materials”) uploaded or entered into this website (ThibodeauxvilleFilm.com) and in connection with the development, production, distribution and/or exploitation of the documentary film currently titled “Thibodeauxville” and/or any other custom content that may be distributed across Producer’s digital and social platforms, and in the advertisements and promotions for any such production and for any entity that may exhibit in any manner any such production (the "Project") throughout the universe at any time, in perpetuity, in any and all media now known and hereafter devised, without any compensation to me whatsoever. in any current or future projects (the "Project"). For good and valuable consideration, receipt of which is hereby acknowledged, the parties hereby agree as follows:

 

1.             GRANT OF RIGHTS. Licensor hereby irrevocably grants to Producer, and its licensees, assignees and successors, the non-exclusive perpetual right to reproduce, record, and edit certain video footage, photographs, images, copyrighted material and/or other materials (the "Materials") in and in connection with the production, exhibition, exploitation, advertising and promotion of the Project, as defined above,, in any and all media and manners which currently exist or which may exist in the future throughout the universe. as Producer sees fit in Producer’s sole discretion. To the extent that Producer’s use of any Materials submitted are copyrightable (“Production Works”), the Production Works shall be the sole and exclusive property of Producer, and Producer shall be the sole and exclusive owner of any and all copyrights in the Production Works. Furthermore, Licensor hereby grants and assigns to Producer all rights of any nature Licensor may have in and to all such Production Materials.

 

2.             ADDITIONAL RIGHTS. The rights granted herein include without limitation the right to use excerpts or stills from the Project (including excerpts or stills containing the Materials) in any other motion picture, television or video program, publication, or recording, or other content. Licensor understands and agrees that all rights in the Project, including the usage of photographs, recordings, reproductions and other uses of the Materials as permitted herein shall be the sole and absolute property of the Producer.

 

3.             NO OBLIGATION TO USE. Producer has no obligation to Licensor whatsoever. Without in any way limiting the foregoing, Licensor acknowledges and agrees that Producer is under no obligation to use the Materials in or in connection with the Project. Licensor acknowledges that Producer shall not be required to use the Materials in or in connection with the Project.

 

4.             REPRESENTATIONS AND WARRANTIES. Licensor hereby represents and warrants that it has the right and authority to enter into this Agreement and to grant the rights granted by it herein; that the consent or approval of no other person, firm, corporation, third-party, or otherwise is required to enable Producer to use the Materials as described herein and that such use will not violate the rights of any kind of any third parties. Licensor further represents and warrants that the execution and performance of this Agreement does not constitute the breach or default under any agreement or instrument to which Licensor is a party or violate any Laws and Regulations to which Licensor is subject. The persons signing this agreement on behalf of Licensor and Producer respectively represent and warrant that they have the right to sign on behalf of their principal and to bind their principal to this agreement.

 

5.             INDEMNIFICATION. The Parties Producer agrees to defend, indemnify and hold harmless each other Licensor, its officers, employees, shareholders, representatives, assignees, licensees, and each of their successors-in-interest from and against any and all liabilities, damages and claims (including attorneys' fees and court costs) arising from any Producer's breach or violation of any of its representations, warranties, covenants or agreements set forth herein. use hereunder of the Materials (unless such liabilities, damages or claims arise from breach of Licensor's warranties and other agreements herein). Licensor agrees to indemnify and hold harmless Producer, its officers, employees, shareholders, representatives, assignees, licensees, and each of their successors-in-interest from and against any and all liabilities, damages, and claims (including attorneys' fees and court costs) arising out of use of the Materials or the rights granted hereunder. Such indemnification obligation shall continue for as long as the statute of limitations applicable to any such Claim remains in effect.

 

6.             REMEDIES. Licensor's sole remedy for a breach of this Agreement by Producer is an action at law for money damages, and Licensor shall not have the right to enjoin, restrain or otherwise interfere with the distribution or other exploitation of the Project or its advertising or publicity, or to rescind this Agreement. No casual or inadvertent failure by Producer to comply with the provisions of this Agreement shall constitute a breach hereof.

 

7.             MISCELLANEOUS. Producer may assign this Agreement and any or all its rights and obligations to any party or entity. This Agreement shall bind and inure to the benefit of the parties hereto and their respective heirs, executors, administrators, successors and assigns, as applicable. This Agreement shall be governed and construed under the internal laws and judicial decisions of the State of Louisiana applicable to contracts wholly performed therein. This Agreement contains the full and complete understanding between the parties and supersedes all prior agreements and understandings pertaining hereto and cannot be modified except by a writing signed by each party.