The Film(s) are delivered to PEEKABOO as commercially acceptable with technical quality for delivery onto the mediums as set forth herein. Valid and proper licenses, including without limitation all music licenses, licenses to applicable rights of publicity, and any necessary licenses for any trademarks included in the Film, have been obtained by the Filmmaker so that the Film(s) may be legally copied, distributed, and viewed on all internet capable devices including computers, video, game consoles, mobile and handheld devices and distributed as intended by this Agreement. Upon request, the Filmmaker will provide evidence of all such valid and proper licenses.
3. Expenses and Shared Revenue
Films accepted into the PEEKABOO service will be hosted with no cost to the Filmmaker. The Filmmaker will not request any compensation from the PEEKABOO service.
Unless otherwise limited, the Filmmaker grants, assigns and conveys to PEEKABOO the Non-Exclusive right to stream, broadcast, publicly perform, copy and distribute copies of the Film(s) for distribution or performance on any and all PEEKABOO branded media, channels, or platforms, now known, unknown, and hereafter devised, including without limitation Digital Media and Traditional Media, for the purpose of home viewing and/or public performance, including but not limited to delivery and/or distribution to Hotels, educational institutions, libraries, airlines and ships registered in and/or flying the flag of any country in the Territory, and the right to sublicense to other delivery outlets. Filmmaker further grants, assigns and conveys to PEEKABOO the Non-Exclusive right to market and promote the Film(s) and the name or likenesses of any person(s) appearing in the Film(s), including the creation of promotional clips and trailers or holding public and private screenings. “Digital Media” shall mean all electronic and digital processes through which the Film(s) may be delivered for viewing, including without limitation as follows:
a. through all forms of Internet streaming, digital download, and electronic sell through;
b. through all forms of video-on-demand, including without limitation via cable, satellite, Internet, ‘closed-IP’ networks, IPTV, telco services, and wireless;
c. through so called “disc on demand,” “manufacture on demand,” and similar fulfillment services;
d. to mobile and handheld devices whether through wireless telephony and data networks or otherwise;
“Traditional Media” shall mean all forms of transmission, distribution or exhibition of the Picture(s) in all media other than the Digital Media, including theatrical exhibition. PEEKABOO shall have the right to remove the Film(s) from its website and otherwise cease distribution of the Film(s) in its sole discretion, including but not limited to PEEKABOO receiving any complaint or notification of any dispute involving the Film(s). PEEKABOO may suspend distribution of the Film(s) until any reported disputes concerning the Film(s) are resolved to PEEKABOO 's satisfaction. PEEKABOO shall have the right to insert its trade names and/or logos before the main titles of the Film(s) and after the end titles of the Film(s), and a presentation credit. PEEKABOO may use credits from the Film(s) in advertising as it sees fit in its sole discretion. PEEKABOO shall not edit the Film(s) except for the following purposes: (i) to prepare closed captioned, subtitled and/or dubbed versions the Film(s); (ii) to avoid legal liability or conform the Film(s) to applicable laws, standards and practices; (iii) to present the Film(s) in serial form without altering its linear form; (iv) to compress the Film(s) and/or the credits and (v) to create advertising and publicity materials for the Film(s); (vi) to remove unapproved visuals unrelated to the film including but not limited to slates, countdowns, bars and tones, beeps, website URLs, unapproved slates.
6. Residuals & Other Entities
The Filmmaker will be solely responsible for any and all residual and other additional or supplemental payments payable to any union, guild, copyright management association or other entity required to be made by reason of the licensing, distribution, or other exploitation of the Film(s). The Filmmaker will be responsible for paying all third party participations granted by the Filmmaker in connection with the Film(s).
7. Filmmaker's Warranties
The Filmmaker represents and warrants that it has the right and authority to enter into this service and grant the rights herein, that the Film(s)’ entire copyright is protected under Copyright law; that there are no outstanding lawsuits or claims or potential lawsuits or claims against the Film(s) or against any party that may encumber any of rights granted by the Filmmaker to PEEKABOO; that the Film(s) or any part or right therein is not subject to a security interest, lien, claim, lawsuit, or has been pledged as collateral, or other legal entanglement or encumbrance inconsistent with or which could tend to diminish the rights granted to PEEKABOO hereunder; that the Filmmaker has obtained all necessary consents and clearances from all sources for PEEKABOO’s free enjoyment of the rights herein granted, including but not limited to consents and clearances from all actors, musicians, writers, directors, artists, photographers, and designers; that PEEKABOO’s free exercise of the rights granted herein shall not violate the rights of any other person or entity, such as by way of example, defamation, copyright, trademark, or publicity rights; and that no payments will become due from PEEKABOO to any person, party, organisation, association, guild or society by PEEKABOO’s exercise of the rights granted hereunder, except payment of the agreed Royalty to the Filmmaker. Without limitation, the Filmmaker has fully licensed synchronisation rights and either owns or licensed master use rights in and to all music contained in the Film(s). These terms are binding on the Filmmaker successors-in interest, employees, agents, assigns, and transferees.
Other than as required by law, governmental authority, or to enforce its rights hereunder, neither party will, without the express written consent of the other party, disclose the royalties paid or revenue generated by the Film(s) at PEEKABOO's services or any other business information shared by the other party which should reasonably be understood to be confidential, except to its attorneys, agents, accountants, investors, lenders, or directors on a “need-to-know” basis, provided that such persons are similarly required to keep such information confidential.
Either party may assign any or all of its rights and/or obligations pursuant to this Agreement in the event that (i) it acquires or merges with another corporation or entity; (ii) all or substantially all of its assets are acquired by a third party; or (iii) it is involved in a consolidation, reorganization or similar transaction.
The Filmmaker shall indemnify and hold PEEKABOO harmless, including but not limited to reasonable outside attorneys’ fees and costs it incurs, from and against any and all harm suffered by PEEKABOO from any claim of any nature, demand, obligation and/or litigation of any kind whatsoever arising from or related to any breach of the Filmmaker's representations, warranties or obligations made in these terms.