1265 FILMS –CAST AND CREW
Online Audition Contest Terms and Conditions
Please read the following Terms and Conditions very carefully before entering this Online Audition “1265 Cast and Crew” (“Online Audition”) conducted by 1265 Films, LLC.
1265 Films is a United States independent film production and distribution who is conducting a Contest competition for the audience (“Voters”) to select 33 Guest stars (day-Player) to be feature in the 1265 Films upcoming TV Show “Surviving the Cartel”.
By participating (the “Online Audition”) and submitting an online audition video (“Audition Video”) to the audition website, available at http://www.1265filmscastandcrew.com/, (the “Online Audition Website”) for consideration by 1265 Films, LLC (“Producer”) in connection with the Online Audition, you acknowledge that you have read, understand and voluntarily agree to abide by these Online Audition Contest Terms and Conditions (the “Terms and Conditions”) in their entirety and the Online Auditions privacy policy available at https://1265multi.tempurl.host/castandcrew/privacypolicy/ (the “Privacy Policy”).
By submitting an Audition Video, you confirm that you meet all the Eligibility Requirements set out herein below. In addition, that your Audition Video satisfy the Audition Video Submission Requirements in below.
(1) Audition Videos will be accepted commencing at 8:00 p.m. Eastern Time (“ET”) on March 13, 2021, through and including 11:59 p.m. ET on March 21, 2021 (the “Audition Submission Period”). No Audition Videos will be accepted after 11:59 p.m. ET on March 21, 2021.
(2) Voting period will begin at 1:00 a.m. Eastern Time (“ET”) on March 22, 2021, through and including 11:59 p.m. ET on May 22, 2021 (the “Voting Period”). No vote will be accepted after 11:59 p.m. ET on May 22, 2021.
As used herein,
- “Contestant” will refer to the individual who completes the data fields on the Online Audition Website and uploads the Audition Video.
- “Voter” will refer to the audience or general public who will vote for the contestant.
A. Eligibility Requirements.
To participate in the Online Audition Contest, you must be able to prove that:
1. The Contestant should be of 21 (twenty-one) years of age or above to be eligible to enter this online audition contest.
2. You must be a legal U.S. resident with the unrestricted right to work in the United States throughout the entire Online Audition Contest and through the term of any post show agreements provided by Producer.
3. To participate in the online audition contest, you must not have any contractual arrangement that would prohibit you from fully participating in the show for a one day shoot anytime between the current schedule of July 20th, 2021 through August 20th ,2021, and/or entering into any contracts required by 1265 Films. The specific date of shoot will be communicated within 30 days after the role has been awarded to the contestant.
4. The Contestant is aware, agree and acknowledge that the online audition contest will be conduct publicly and accessible via the 1265 Films platforms available at www.1265castandcrew.com and contest included audition videos, name of the contestants but not limited to this, will be accessible in order to identify the contestants.
5. From the beginning of the online audition contest through its competition, neither you nor any of your immediate family members or members of your household (whether related or not), may be an employee, officer or director of: (a) 1265 Films, LLC (b) any of the foregoing entities’ respective parents, subsidiaries or affiliated companies; (c) any person or entity involved in the casting, auditions, development, production, distribution, or other exploitation of the Online Audition or any variation thereof; (d) any known, major sponsor of the Producer; or (e) any person or entity supplying services to the Producer.
Producer has the sole discretion to make determinations of contestant eligibility, which are binding and final in all respects, and Producer reserves the right to change any of the eligibility requirements at any time.
In addition, you acknowledge and agree that Producer has the sole discretion at any time to render ineligible and disqualify any person who, in Producer’s sole discretion, is sufficiently acquainted with the development, production, administration, judging, exhibition or other exploitation of the Online Audition Contest such that his or her participation in the Online Audition Contest could create the appearance of impropriety.
B. General Requirements.
1. Audition Video Submission.
(a) You may submit audition video for more than one role out of the 33 roles available but will only be awarded the prestation of ONLY ONE (1) Role even if you are voted or reached votes minimum for multiple roles.
(b) Audition Videos should be submitted to the Online Audition Website at http://www.1265filmscastandcrew.com/, between 8:00 p.m. Eastern Time (“ET”) on March 13, 2021, through and including 11:59 p.m. ET on March 21, 2021 (the “Audition Submission Period”). No Audition Videos will be accepted after 11:59 p.m. ET on March 21, 2021.
(c) All Audition videos submissions will be prescreened to ensure the submissions have correctly met the submission guidelines and comply with requirements. Any Audition Videos that, in Producer’s discretion, does not comply with the requirements may be excluded in Producer’s sole discretion.
(d) Producer reserves the right in its sole discretion to modify or change the eligibility requirements hereunder from time to time and such modifications will be effective upon posting to the Online Audition Website.
(e) By submitting your auditions videos, you agree, permit, authorize the use of your name, pictures, audition videos to be used by the producer for advertising and promotional purposes.
2. Audition Video Content
(a) Audition Videos must be conformed to the requirements of these Terms and Conditions.
(b) On the Auditions Videos, you must perform the sides downloaded for the role(s) of your choice, record your acting performance and upload your video to the correspondent role through the following link https://1265multi.tempurl.host/castandcrew/
(c) Audition Videos must NOT contain material, which is sexually explicit, obscene, pornographic, violent (for example, relating to murder, weapons, cruelty, abuse, etc.), discriminatory (based on race, sex, religion, national origin, physical disability, sexual orientation or age), illegal (for example, underage drinking, substance abuse, computer hacking, etc.), offensive, threatening, profane or harassing.
(d) Audition Videos must NOT include mention or feature any uncleared copyrighted material, including but not limited to songs, music, films, books, television programming, artwork, sculpture, photographs, etc., or identifying descriptions of any copyrighted material.
(e) Audition Videos must NOT contain derogatory references to the Producers Entities
C. Voting Period.
After your audition videos has been prescreen, the audition videos will be made available to the following link https://1265multi.tempurl.host/castandcrew/ for voters to vote for their favorite contestant.
(a) Voters must be at least eighteen (18) years of age or older to vote for their favorite contestants. Contestants CANNOT vote for themselves.
(b) Voting period will begin at 1:00 a.m. Eastern Time (“ET”) on March 22, 2021, through and including 11:59 p.m. ET on May 22, 2021. No vote will be accepted after 11:59 p.m. ET on May 22, 2021.
(c) Voters will vote for the favorite contestant to be feature as Guest star or day player on the new upcoming TV Show: Surviving the Cartel.
(d) Voter vote for their favorite contestant by purchasing the number of votes of their choice. Contestants who are the first to reach the minimum of 1150 votes will win role. Only One role is allowed by contestant.
- 1- 9 votes: $10 per vote
- 10- 20 votes: $5 per vote
- 20 votes and above: $ 3.50 per vote
(e) Vote will be stopped for the contestant who first reached the minimum vote of 1150 votes.
(f) Votes for other contestants in competition for the same role who have not reached the minimum vote first to win the role cannot be transferable to the next contestants, reallocate, fractioned or refunded.
(g) The purchase of vote beyond 1150 minimum votes for a contestant DOES NOT enhance chance of winning. ONLY contestants reaching first the minimum votes of 1150 will win the role.
(h) By submitting their vote, Voters agree and consent that the monetary portion of their vote will be used but not limited to maintain, promote 1265 Films platforms, create traffic and visibility for the contestant’s talent and work.
(i) All On-Line votes may be submitted using a valid credit card including, American Express, Master Card, Visa, and Discover. Only valid, authorized credit card transactions will be considered as a legitimate vote.
(j) Voters acknowledge and agree to the use of payment processors like Stripe or PayPal to facilitate the payment of the vote.
(k) All authorized credit card transactions are non-cancellable and non-refundable. If your credit card is declined for any reason, no vote will be submitted on your behalf.
D. Winners.
Each winner of the 33 available roles will be officially listed as cast of the upcoming TV show surviving the cartel upon acceptance of the role.
(a) Winners are contestants who first reached the minimum vote of 1150 votes.
(b) Each winner Contestants will be notified by telephone, e-mail, and/or mail using the contact information provided at the time of the submission within (5) days.
(c) If despite reasonable efforts a potential winner actor does not respond within five (5) days of the first notification such potential winner contestants may forfeit and an alternate winner actor may be selected.
(d) Upon successful communication and acceptance of the role by the Actor within the timeline communicated. the Actors shall be required to execute a separate written agreement to further set out obligations for the show Surviving the Cartel.
(e) The 33 Winner Contestants will officially join the cast of the upcoming TV show Surviving the Cartel and their headshots will be added by May 29, 2021 11:59 PM to the official Surviving the Cartel TV show website https://www.1265films.com/survivingthecartel/
(f) The winner contestant picked by our voters will be compensated as follows:
- $350 per day for Union performers and $250 per day for Nonunion performers,
- Travel, hotel and meals expenses will be provided.
(g) Contestant winners are solely responsible for the payment of any taxes on any respective compensation.
E. Exclusions: Producer reserves the right to exclude, in its sole and absolute discretion, any individual from the audition process for any reason or for no reason at all, including without limitation, violation of any portion of these Terms and Conditions, or tampering with the entry process, the audition process or voting process. Producer also reserves the right to change these Terms and Conditions at any time, with or without notice.
F. License. You shall retain all ownership rights in your Audition Video. By submitting the Audition Video, you hereby grant to Producer, in perpetuity, a non-exclusive, royalty-free, sublicenseable and freely transferable license to use, reproduce, distribute, prepare derivative works of, display, adapt, reformat, translate, and otherwise exploit and perform all or any portion of the Audition Video for any purpose whatsoever, including, without limitation, in connection with (i) Online Audition Contest, including, without limitation, motion pictures, television and publishing, and in connection with the advertising (including at physical locations), sale, promotion, publicity, marketing, merchandising, distribution, publicizing and any and all other types of exploitation of Online Audition or any part thereof (including without limitation in connection with Program advertisers and/or sponsors and any of their respective products, integrations and/or services) and of any and all ancillary and subsidiary rights, and redistributing part or all of Online Audition (and derivative works thereof). Producer shall also have the unrestricted right to edit the content and text of Online Audition in any manner or form; and (ii) the business of Producer and Producer network of Internet websites, applications, interactive television, video on demand and any other media or technology (including, without limitation, Internet protocol, wireless or interactive platforms or interfaces) through which Producer may distribute content to end users, whether now existing or hereafter developed (together, the “Platforms”), in any and all media formats and through any and all media distribution and advertising and promotional purposes, without accounting, notification, credit or other obligation to you.
For the avoidance of doubt, without limiting the generality of the rights granted to Producer and/or any Producer Entities, these rights include, without limitation, the absolute right to edit and/or alter any Audition Video; distribute and synchronize all or any portion of your Audition Video in timed relation to any other visual elements; to web cast, pod cast, re-publish, re-telecast, re-platform, port, syndicate, route, and link to and from all or any portion of your Audition Video; to encrypt, encode and decode, and compress and decompress all or any portion of your Audition Video; to edit, mix, combine, merge, distort, superimpose, create or add special effects, illusions and/or other material to or of all or any portion of your Audition Video; to create composite, stunt, comic or unusual photographs, videos, animations, motion pictures and/or voice reproductions from all or a portion of your Audition Video; and to excerpt and/or extract portions of your Audition Video in order to host, store, index, categorize and display your Audition Video on or through the Platforms.
I further grant Producer and their respective parents, subsidiaries, related entities or affiliates, successors, licensees and assigns the irrevocable right (but not the obligation) to and to license others to film, tape and/or photograph, record, exhibit, edit and otherwise use my name, voice, sounds, image, likeness and biographical information in and in connection with Online Audition Contest in any manner in Producer’s sole election and discretion, including in connection with advertising (including at physical locations), sale, promotion, programming and publicity materials, marketing, merchandising, distribution, publicizing and any and all other types of exploitation of Online Audition Contest or any part thereof (including, without limitation, in connection with commercial tie-ins, Program advertisers and/or sponsors and any of their respective products, integrations and/or services) throughout the universe, in any and all media, now known or hereafter devised, in perpetuity (collectively, the “Rights”) I also grant to Producer, any of their respective parent, subsidiary, related entities or affiliates, sponsors of Online Audition, the Rights for the institutional purposes of Producer and/or their respective affiliated entities, throughout the world, in any and all media, now known or hereafter devised, in perpetuity. I understand that any use as described herein shall not entitle me to receive any compensation whatsoever.
Producer has no obligation to review your Audition Video or to use your Audition Video in any manner whatsoever. Producer has the right, but not the obligation to use any of the rights granted by you herein.
G. Representations and Warranties / Indemnification. You represent and warrant: (i) you are the copyright owner of the Audition Video; (ii) the Audition Video is your own original, previously unpublished, and previously unproduced work; (iii) the Audition Video is wholly original with you and as of the date of submission, is not the subject of any actual or threatened litigation or claim; (iv) the Audition Video neither infringes upon nor violates the intellectual property rights or other rights of any other person or entity; (v) the Audition Video does not and will not violate any applicable laws, and meets the Audition Video Submission Requirements set forth in Section B above. Audition Videos must not contain any unauthorized third party owned material, including, but not limited to, trademarks, logos, music, copyrighted photos and the like. You will, upon request, furnish to Producer any documentation, substantiation, and releases necessary and reasonably required for all copyrighted material, music, identifiable third parties, identifiable locations, and releases from anyone who assisted in the creation of the Audition Video to prove, confirm, verify, and substantiate participant’s compliance with any or all of these Terms and Conditions, including, without limitation, the foregoing representations and warranties. In the event you cannot provide all required releases, Producer reserves the right, in its sole discretion, to discard or remove your Audition Video, or seek to secure the releases and clearances for the benefit of Producer, or may allow the applicable Audition Video to be utilized. Additionally, you represent and warrant that you will not acquire any trademark rights, copyrights, or any other rights in the trademarks, trade names, logos or other intellectual property of Producer or any other Program Entities. Each Program Entities specifically reserves its respective right to protect its intellectual property against any infringement or other illegal or improper use. You agree to indemnify and hold harmless Online Audition Entities, and each of them, from and against any and all third party claims, actions or proceedings of any kind and from any and all damages, liabilities, costs and expenses relating to or arising out of any breach or alleged breach of any of the warranties, representations or agreements of you hereunder.
A. Conditions of Participation. This Online Audition Contest is subject to all applicable federal, state, and local laws. You hereby: (a) agree that Program Entities shall have no liability whatsoever for, and shall be held harmless by you against any liability for any injuries, losses or damages of any kind to person(s) (including death) or property resulting in whole or in part, directly or indirectly, as a result of participating in this Online Audition or any related activity; (b) release Online Audition Entities and their respective advertising and promotion partners, fulfillment and/or judging agencies, retailers, franchises, agents and their estate and/or family members from all liability, claims, action, or proceedings relating to this Online Audition and from injuries or damages arising in connection with or relating to participation in this Online Audition; and (c) waive any right to claim ambiguity in the Online Audition or these Terms and Conditions. Producer reserves the right to modify these Terms and Conditions, remove suspect Audition Videos, and/or cancel, terminate or suspend any portion of this Online Audition at any time and for any reason (or no reason at all) in their absolute discretion. Producer reserves the right to exclude, in its sole and absolute discretion, any individual from any of the auditions for any reason or for no reason at all, including without limitation, violation of any portion of Online Audition rules, violation of any of these Terms and Conditions, or tampering with the entry process or the audition process. Producer also reserves the right to change Online Audition rules and procedures at any time. Being chosen to audition at any level in the process does NOT ensure that you will be selected to further audition or to participate in the competition.
B. Privacy Policy. Any personal information supplied by you to this Online Audition, Producer will be subject to the Privacy Policy available at https://1265multi.tempurl.host/castandcrew/privacypolicy/ .By participating in the Online Audition, you grant Online Audition Entities permission to share your email address and any other personally identifiable information with the other Producer Entities for the purpose of this Online Audition and/or the production of Online Audition.
C. Nature of Relationship / Waiver of Equitable Relief. You understand and acknowledge that Online Audition Entities have wide access to ideas, stories, designs, and other literary materials, and that new ideas are constantly being submitted to them or being developed by their own respective employees. You acknowledge that many ideas may be competitive with, similar or identical to the Audition Video and/or each other in theme, idea, format or other respects. You acknowledge and agree that you will not be entitled to any compensation as a result of the use by Online Audition Entities of any such similar or identical material. You acknowledge and agree that Online Audition Entities do not now and shall not have in the future any duty or liability, direct or indirect, vicarious, contributory, or otherwise, with respect to the infringement or protection of the copyright in and to the Audition Video. You acknowledge that, with respect to any claim by you relating to or arising out of the actual or alleged exploitation or use of any Audition Video or other material submitted in connection with the Online Audition by any Program Entities, the damage, if any, thereby caused to you will not be irreparable or otherwise sufficient to entitle you to seek injunctive or other equitable relief or in any way enjoin the production, distribution, exhibition or other exploitation of the Audition Video or Online Audition or any other production based on or allegedly based on the Audition Video or Online Audition, and your rights and remedies in any such event shall be strictly limited to the right to recover damages, if any, in an action at law.
D. Important: Please Read General Release and Limitations on Liability. By participating in this Online Audition, you agree that: (1) any and all disputes, claims, and causes of action arising out of or connected with the Online Audition, shall be resolved individually, without resort to any form of class action; (2) any and all claims, judgments and awards shall be limited to actual out-of-pocket costs incurred, including costs associated with participating in the Online Audition, but in no event will attorneys’ fees be awarded or recoverable; and (3) under no circumstances will you be permitted to obtain any award for, and you hereby knowingly and expressly waive all rights to seek, punitive, incidental or consequential damages and/or any other damages, other than actual out-of-pocket expenses, and/or any and all rights to have damages multiplied or otherwise increased. You acknowledge and agree that Online Audition Entities, their agencies, web masters/suppliers, contractors and vendors are not responsible for any costs, injuries, losses, or damages of any kind arising from or in connection with: (i) incomplete, lost, late, misdirected, or illegible submissions or for failure to receive or review submissions due to any cause, including without limitation human, transmission, or technical problems, failures, or malfunctions of any kind, whether originating with sender, with Online Audition Entities or otherwise, that may limit a participant’s ability to participate in this Online Audition; (ii) incorrect or inaccurate information whether caused by Internet users, or by any equipment or programming associated with or utilized in connection with this Online Audition and Online Audition Entities assume no responsibility for any error, omission, malfunction, interruption, deletion, defect, or delay in operation or transmission, communications line failure, theft, or destruction or unauthorized access to, tampering, or hacking; (iii) any injury or damage resulting from participation in the Online Audition (including, without limitation, claims, costs, injuries, losses and damages related to personal injuries, death, damage to, loss or destruction of property, or any claims, costs, injuries, losses, or damages related to or based on the participant’s rights of publicity or privacy); or (iv) any claim by you for defamation or portrayal in a false light. Program Entities assume no responsibility for any damage to your computer system, which is occasioned by accessing the Online Audition Website, or participating in this Online Audition, or for any computer system, phone line, hardware, software or program malfunctions, or other errors, failures, delayed computer transmissions or network connections that are human or technical in nature, or for the incorrect or inaccurate capture of information, or the failure to capture any information. Producer reserves the right, in its sole discretion, to exclude any participant that violates the Audition Video Submission Requirements, tampers with the Audition Video process or operation of the Online Audition or acts in an unsportsmanlike or disruptive manner, with intent to threaten, abuse or harass any other person, or for any other reason as Producer may decide in its sole discretion. If, for any reason, this Online Audition is not capable of operating as planned by reason of infection by computer virus, worms, bugs, tampering, hacking, unauthorized intervention, fraud, technical failures or any other causes which, in the sole opinion of Producer, corrupt or affect the administration, security, integrity or proper conduct of this Online Audition, Producer reserves the right, at their absolute discretion, to close the Audition Video Submission Period at any time, cancel, terminate, modify or suspend this Online Audition.
E. Governing Law. ALL ISSUES AND QUESTIONS CONCERNING THE CONSTRUCTION, VALIDITY, INTERPRETATION AND ENFORCEABILITY OF THESE TERMS AND CONDITIONS, OR THE RIGHTS AND OBLIGATIONS OF SUBMITTERS IN CONNECTION WITH THE ONLINE AUDITION OR IN CONNECTION WITH ANY AUDITION OR OTHER MATERIAL SUBMITTED IN CONNECTION WITH THE ONLINE AUDITIONS, SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE INTERNAL LAWS OF THE STATE OF TEXAS WITHOUT GIVING EFFECT TO ANY CHOICE OF LAW OR CONFLICT OF LAW, RULES OR PROVISIONS THAT WOULD CAUSE THE APPLICATION OF ANY OTHER STATE’S LAWS. THE INVALIDITY OR UNENFORCEABILITY OF ANY PROVISION OF THESE TERMS AND CONDITIONS SHALL NOT AFFECT THE VALIDITY OR ENFORCEABILITY OF ANY OTHER PROVISION. IN THE EVENT THAT ANY PROVISION IS DETERMINED TO BE INVALID OR OTHERWISE UNENFORCEABLE OR ILLEGAL, THESE TERMS AND CONDITIONS SHALL OTHERWISE REMAIN IN EFFECT AND SHALL BE CONSTRUED IN ACCORDANCE WITH THEIR TERMS AS IF THE INVALID OR ILLEGAL PROVISION WERE NOT CONTAINED HEREIN.
IN NO EVENT WILL ONLINE AUDITION ENTITIES, THEIR PARENT, AFFILIATES, SUBSIDIARIES AND RELATED COMPANIES, THEIR ADVERTISING OR PROMOTION AGENCIES, WEB MASTERS/SUPPLIERS, VENDORS, CONTRACTORS OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, REPRESENTATIVES AND AGENTS BE RESPONSIBLE OR LIABLE FOR ANY DAMAGES OR LOSSES OF ANY KIND, INCLUDING DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES ARISING OUT OF YOUR PARTICIPATION INTHE ONLINE AUDITION. SOME JURISDICTIONS MAY NOT ALLOW LIMITATIONS OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES OR EXCLUSION OF IMPLIED WARRANTIES, SO SOME OF THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU OR MEMBERS OF YOUR ACT. CHECK YOUR LOCAL LAWS FOR ANY RESTRICTIONS OR LIMITATIONS REGARDING THESE LIMITATIONS OR EXCLUSIONS.
MEDIATION & ARBITRATION; LIMITATION OF REMEDIES: THE PRODUCER AND YOU ACKNOWLEDGE, UNDERSTAND AND AGREE THAT IF ANY DISPUTE, CONTROVERSY OR CLAIM ARISING OUT OF OR RELATING TO YOUR APPEARANCE ON OR PARTICIPATION IN AND IN CONNECTION WITH THE ONLINE AUDITION, 1265 FILMS, LLC AND/OR THIS AGREEMENT CANNOT BE RESOLVED THROUGH DIRECT DISCUSSIONS, THE PARTIES AGREE TO ENDEAVOR FIRST TO SETTLE THE CONTROVERSY OR CLAIM BY A MEDIATION ADMINISTERED BY JAMS UNDER ITS APPLICABLE RULES.
IF THE DISPUTE IS NOT OTHERWISE RESOLVED THROUGH DIRECT DISCUSSIONS OR MEDIATION, THE PARTIES AGREE THAT THE CONTROVERSY OR CLAIM, INCLUDING THE SCOPE OR APPLICABILITY OF THIS AGREEMENT TO ARBITRATE, SHALL THEN BE RESOLVED BY FINAL AND BINDING CONFIDENTIAL ARBITRATION ADMINISTERED BY A SELECTION OF MEDIATORS AND ARBITRATORS. THE RULE PROVIDING THAT EACH PARTY SHALL PAY PRO RATA ITS SHARE EXCEPT THAT THE ARBITRATOR SHALL BE EXPERIENCED IN THE ENTERTAINMENT INDUSTRY AND LICENSED TO PRACTICE LAW IN TEXAS OR A RETIRED JUDGE. ALL PROCEEDINGS BROUGHT PURSUANT TO THIS PARAGRAPH WILL BE CONDUCTED IN THE CITY OF DALLAS. UPON THE CONCLUSION OF ANY ARBITRATION PROCEEDINGS, THE ARBITRATOR SHALL RENDER FINDINGS OF FACT AND CONCLUSIONS OF LAW AND A WRITTEN OPINION SETTING FORTH THE BASIS AND REASONS FOR ANY DECISION REACHED AND SHALL DELIVER SUCH DOCUMENTS TO EACH PARTY TO THE DISPUTE.
I AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE REMEDY FOR ANY BREACH OF THIS AGREEMENT BY ME OR ANY OTHER CLAIM BROUGHT BY ME SHALL BE LIMITED TO ACTUAL DAMAGES, AND IN NO EVENT SHALL I BE ENTITLED TO SEEK OR RECOVER PUNITIVE OR EXEMPLARY DAMAGES. I AGREE THAT GIVEN THE UNIQUE NATURE OF ONLINE AUDITION AND THE COMMERCIAL REALITIES OF THE ENTERTAINMENT INDUSTRY, AND THE IRREPARABLE DAMAGE TO PROGRAM ENTITIES THAT WOULD RESULT FROM DEALYING OR PREVENTING THE EXHIBITION OF ANY PROGRAM PRODUCED HEREUNDER, IN NO EVENT SHALL I BE ENTITLED TO SEEK OR RECOVER INJUNCTIVE OR ANY OTHER EQUITABLE RELIEF THAT WOULD PREVENT ANY SUCH PARTIES FROM EXHIBITING, MARKETING, OR OTHERWISE
EXPLOITING ANY PROGRAM PRODUCED HEREUNDER, OR OTHERWISE GRANT ANY THIRD PARTY THE RIGHT TO DO ANY OF THE FOREGOING, OR TO RESCIND THIS AGREEMENT. THE ARBITRATOR SHALL NOT HAVE THE AUTHORITY TO GRANT EITHER PARTY ANY REMEDIES TO ANY DISPUTE THAT HAVE BEEN WAIVED PURSUANT TO THIS PARAGRAPH. NOTWITHSTANDING THE FOREGOING, I RECOGNIZE THAT GIVEN THE UNIQUE NATURE OF ONLINE AUDITION AND THE COMMERCIAL REALITIES OF THE ENTERTAINMENT INDUSTRY, WHICH RELY UPON CONFIDENTIALITY AND INTELLECTUAL PROPERTY RIGHTS, ANY ACTUAL OR ANTICIPATED BREACH OF MY CONFIDENTIALITY OBLIGATIONS PURSUANT TO THIS AGREEMENT, OR ANY INFRINGEMENT BY ME OF THE INTELLECTUAL PROPERTY RIGHTS OF PROGRAM ENTITIES, WOULD CAUSE PRODUCER, PROGRAM ENTITIES IRREPARABLE INJURY AND DAMAGE THAT CANNOT BE REASONABLY OR ADEQUATELY COMPENSATED BY MONEY AND, THEREFORE, I AGREE THAT PRODUCER, PROGRAM ENTITIES SHALL BE ENTITLED TO SEEK AND OBTAIN INJUNCTIVE AND OTHER EQUITABLE RELIEF FROM A COURT OF COMPETENT JURISDICTION FOR ANY SUCH BREACH OR INFRINGEMENT.
YOU AND EACH PROGRAM ENTITIES AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, REPRESENTATIVE OR MULTI- CLAIMANT PROCEEDING. FURTHER, UNLESS PRODUCER AGREES, THE MEDIATOR AND/OR ARBITRATOR MAY NOT CONSOLIDATE OTHER PERSONS’ CLAIMS WITH YOURS, AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE, MULTI-CLAIMANT OR CLASS PROCEEDING. IF THIS SPECIFIC PROVISION IS FOUND TO BE UNENFORCEABLE, THEN THE REST OF THIS AGREEMENT, INCLUDING THE PROVISIONS GOVERNING WHERE ACTIONS AGAINST PROGRAM ENTITIES MUST BE PURSUED, WILL REMAIN IN EFFECT.
CAUTION: ANY ATTEMPT TO DELIBERATELY DAMAGE OR UNDERMINE THE LEGITIMATE OPERATION OF THIS ONLINE AUDITION MAY BE A VIOLATION OF CRIMINAL AND CIVIL LAWS AND SHOULD SUCH AN ATTEMPT BE MADE, ONLINE AUDITION ENTITIES RESERVE THE RIGHT TO SEEK DAMAGES TO THE FULLEST EXTENT OF THE LAW.
