PATSY PRODUCTIONS, LLC. 34 HULL ST., #3 BOSTON, MA, 02113
3-YEAR EDUCATIONAL LICENSE AGREEMENT
This license agreement (“Agreement”), made as of ____________________(“Effective Date”) by and between Patsy Productions, LLC., a Boston company with the address first set forth above (“Licensor”) and [Insert Licensee]_______________________________ (“Licensee”) for the purpose of granting an education license to broadcast, stream or otherwise present the film “Safe Sets: Dying to Work in the Film Industry” (“Film”). For good and valuable consideration the sufficiency of which the parties hereto agree, the parties agree to the following terms and conditions:
1. CONDITION PRECEDENT. Licensor’s obligations hereunder shall be contingent
upon Licensor’s receipt of a fully executed copy of this Agreement.
2. LICENSED RIGHTS. The Licensor hereby grants to the Licensee by way of a
license the sole and exclusive right during the Term to broadcast, stream or
otherwise present the Film solely for educational purposes, which shall be defined
as use for educational purposes in colleges, universities, other schools, unions,
corporate partners, for educational purposes tied to the entertainment industry and
the like as well as for fundraising events (i.e., for a local charity to cover
the licensing fee, etc.). For clarity, this license is not for public screenings or for paid
screenings and all rights not specifically licensed herein are reserved to the
Licensor. Licensor may license out these rights for the specific purpose set forth
above to third-parties for use in connection with this Agreement, but any such
license must be bound by the terms of this Agreement, made with the express written
approval of Licensor and include a separately negotiated license fee which shall be
paid to Licensor which such fee shall be measured by, among other things, the
terms of the license to be granted to any such third-party. For clarity, Licensee shall
inform Licensor regarding each and every screening prior to the screening, and
Licensor has the right to reasonably disallow any screenings.
3. TERM. The Term of the License shall be for three (3) years, beginning on the
Effective Date of this Agreement.
4. PURCHASE PRICE. As full and complete consideration for all of the rights granted
and licensed and to be granted and licensed by Licensor, and provided that
Licensee is not in uncured material breach of this Agreement, Licensee shall shall
pay Licensor U.S. One Thousand Four Hundred and Fifty Dollars ($1,450) for all
rights granted under this Agreement.
5. CREDIT. If the Film is produced and released and provided Licensor is not in
material breach or default, and subject to Licensor’s full performance of all services
and obligations hereunder, Licensor shall be entitled to an EXECUTIVE
PRODUCER credit unless the Film is produced and released by a production company or studio that is not wholly owned by Licensor (“Financier”) the Licensor
shall use a good faith effort to direct Financier to accord Licensor such credit.
6. REPRESENTATIONS AND WARRANTIES. Licensor represents and warrants that:
Ownership. Licensor is the sole owner of all rights herein granted and has full power
and authority to grant said rights to Licensee that none of the rights herein granted to
Licensor hereunder have been granted, encumbered, or otherwise disposed of in
any manner to any person, firm, or other entity; that no motion picture based in
whole or in part upon the Property has been produced or authorized by or with the
knowledge or consent of Licensor. Licensee represents and warrants that Licensee
has the authority to enter into this Agreement.
7. REVERSION. All rights granted during the Term of this Agreement shall revert back
to the Licensor at the end of the Term.
8. NOTICE. Written notice shall be provided to the parties via first class certified mail
or private mail carrier with tracking information provided, in all instances as follows:
LICENSOR:
Patsy Productions, LLC.
34 Hull St., #3
Boston, MA 02113
With copy to:
The Law Offices of George M. Rush
220 Montgomery Street, #1030
San Francisco, CA 94104
LICENSEE:
[Insert Licensee Name, Address]
__________________________________________________________________
9. ADDITIONAL DOCUMENTS. Licensor agrees to execute at Licensee’s request any
and all additional documents or instruments consistent herewith, and to do any and
all things reasonably necessary or desirable to effectuate the purposes of this
Agreement.
10. CONFIDENTIALITY. Licensee shall keep confidential all matters relating to the
Film, including, without limitation, the subject matter, activities of the cast and crew,
and Licensor’s business and production activities. Licensor shall not issue or
authorize the dissemination of information or publicity relating to this Agreement, and
production based on the Life Story Rights, or Licensor’s plans to develop or produce
any production based on the Life Story Rights, other than limited publicity directed
toward the entertainment industry professionals and in connection with the educational events.
11. REMEDIES. In the event of any breach or alleged breach of Licensee’s obligations
under this Agreement, Licensor shall be entitled to any remedy afforded to Licensor
in law or equity. Licensee’s sole remedy under this Agreement shall be for damages
at law (i.e., money). For clarity, Licensee shall not be afforded any equitable
remedies hereunder (e.g., injunction, etc.).
12. ASSIGNMENT.Neither party shall assign this Agreement or any of his rights hereunder, unless otherwise allowed herein and with the express written approval of the other party in each instance (email is fine for approval).
13. GOVERNING LAW / JAMS. This Agreement shall be interpreted, construed, and
governed in all respects under the laws of the State of Massachusetts applicable to
agreements executed and intended to be wholly performed within said State and the
parties hereby consent to the jurisdiction of the State of Massachusetts. Any and all
disputes arising from or related to this Agreement shall be resolved via mandatory
binding arbitration before the JAMS arbitration system and pursuant to its rules and
procedures. Both parties understand that this binding arbitration shall replace either
party’s right to a trial by jury.
ACCEPTED & AGREED:
The parties to this Agreement accept and agree to the terms and conditions
contained herein as of the Effective Date first set forth above:
__________________________________________________________________
Patsy Productions, LLC. (“Licensor”)
_________________________
By: ______________________
Its: ______________________
[Insert Licensee]______________________________ (“Licensee”)
X_________________________ (Signature)
By: ______________________ (Name of signer)
Its: ______________________ (Role of signer)