Acting Services Agreement

ACTING SERVICES AGREEMENT

This Acting Services Agreement ("Agreement") is entered into as of Effective Date: by and between Client Name: , with principal address: , and Performer Name: , with principal address: . Client and Performer are each a "Party" and together the "Parties."

RECITALS

WHEREAS, Client is engaged in the production of a motion picture, television program, commercial, stage production or other audiovisual work titled Project Title: (the "Project"); and

WHEREAS, Performer is an actor with experience and ability in performing services as described herein and has been selected by Client to render acting services for the role/character described Role/Character:

WHEREAS, the Parties desire to set forth the terms and conditions under which Performer will provide acting services to Client.

NOW, THEREFORE, in consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:

1. ENGAGEMENT; SERVICES

1.1 Engagement. Client hereby engages Performer, and Performer accepts such engagement, to render acting and performance services described in this Agreement (the "Services") for the Project. The Services include all rehearsals, wardrobe fittings, voice work, post-production dubbing and any promotional appearances specified in this Agreement or reasonably requested by Client in connection with the Project.

1.2 Scope. The detailed scope, schedule and locations for the Services will be agreed in writing and may be reflected in Schedules attached to this Agreement. In the absence of a separate schedule, the Parties agree that the principal place of services shall be Location: .

2. TERM

The term of this Agreement shall commence on Commencement Date: and shall continue until Completion Date: , unless earlier terminated in accordance with Section 11.

3. COMPENSATION; PAYMENT

3.1 Fee. As full compensation for the Services, Client shall pay Performer a fee of Amount: payable in accordance with the following schedule.

3.2 Withholding; Taxes. Performer is an independent contractor and is solely responsible for all taxes, withholdings and other statutory obligations with respect to the compensation paid hereunder unless applicable law requires Client to withhold taxes, in which case Client shall withhold the required amounts and timely remit them to the appropriate authority.

4. EXPENSES

Client will reimburse Performer for pre-approved, reasonable and documented expenses incurred in the performance of the Services (the "Expenses"). Reimbursement shall be made within thirty (30) days following receipt by Client of invoices and supporting documentation reasonably acceptable to Client.

5. INDEPENDENT CONTRACTOR

Performer is, and shall remain, an independent contractor. Nothing in this Agreement shall be construed to create an employment, agency, joint venture or partnership relationship between the Parties. Performer has no authority to enter into contracts on behalf of Client.

6. INTELLECTUAL PROPERTY; LICENSE

6.1 Assignment of Performance. To the extent any rights in Performer's services or performance exist under applicable law, Performer hereby irrevocably assigns and transfers to Client all rights, title and interest in and to Performer's recorded performances, including all copyrights, and waives any moral rights to the fullest extent permitted by law.

6.2 License in Name and Likeness. Performer grants Client the perpetual, worldwide, royalty-free right to use Performer's name, voice, likeness, image, biographical material and performance credits in connection with the Project, marketing, advertising and exploitation of the Project in any media now known or hereafter devised.

7. CREDITS

If Client provides on-screen or program credits for performers of similar status, Performer shall receive credit in the form and placement consistent with industry practice; provided, however, that failure to provide credit shall not be deemed a material breach entitling Performer to terminate this Agreement unless otherwise agreed in writing.

8. CONFIDENTIALITY

Performer acknowledges that during the term of this Agreement Performer may have access to confidential information of Client, including scripts, storylines, production methods and schedule details ("Confidential Information"). Performer shall not disclose Confidential Information to third parties and shall not use Confidential Information except as necessary to perform the Services. This obligation shall survive termination of this Agreement for a period of three (3) years.

9. WARRANTIES; REPRESENTATIONS

Performer represents and warrants that: (a) Performer has full right, power and authority to enter into this Agreement and to perform the Services; (b) the performance and any materials provided by Performer do not and will not infringe or misappropriate any third party rights; and (c) there are no outstanding commitments, agreements or restrictions that would conflict with the performance of the Services or with Performer's obligations hereunder.

10. INDEMNIFICATION

Each Party shall indemnify, defend and hold harmless the other Party and its officers, directors, agents and employees from and against any and all claims, losses, liabilities, damages, costs and expenses (including reasonable attorneys' fees) arising out of or resulting from the indemnifying Party's breach of this Agreement, negligent acts, willful misconduct or representations and warranties in this Agreement.

11. TERMINATION

11.1 Termination for Convenience. Either Party may terminate this Agreement for convenience upon written notice to the other Party; in such event, Client shall pay Performer for Services rendered and approved Expenses incurred through the date of termination.

11.2 Termination for Cause. Either Party may terminate this Agreement immediately upon written notice if the other Party materially breaches this Agreement and fails to cure such breach within fifteen (15) days after receipt of written notice specifying the breach.

12. INSURANCE

If requested by Client, Performer shall, at Performer's expense, procure and maintain insurance coverage customary for performers of similar status, including general liability and workers' compensation where applicable, in amounts reasonably acceptable to Client and shall provide certificates evidencing such insurance upon request.

13. FORCE MAJEURE

Neither Party shall be liable for failure to perform any obligation hereunder (other than the obligation to make payments) to the extent such failure is caused by events beyond such Party's reasonable control, including acts of God, strikes, governmental action, pandemics or other unforeseeable events. The affected Party shall promptly notify the other and use commercially reasonable efforts to resume performance.

14. NOTICES

All notices required or permitted under this Agreement shall be in writing and shall be deemed given when delivered personally, sent by certified mail, return receipt requested, or sent by nationally recognized overnight carrier to the addresses set forth below or to such other address as a Party may designate by notice.

15. GOVERNING LAW; DISPUTE RESOLUTION

This Agreement shall be governed by and construed in accordance with the laws of State: , without regard to its conflict of law principles. Any dispute arising out of or relating to this Agreement shall be resolved by binding arbitration in a mutually agreed location unless the Parties agree otherwise in writing.

16. ENTIRE AGREEMENT; SEVERABILITY; AMENDMENTS; WAIVER; COUNTERPARTS

16.1 Entire Agreement. This Agreement, together with any schedules and attachments referenced herein, constitutes the entire agreement between the Parties and supersedes all prior and contemporaneous agreements, understandings and representations, whether oral or written.

16.2 Severability. If any provision of this Agreement is held to be invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the remaining provisions will remain in full force and effect.

16.3 Amendments; Waiver. No amendment or waiver of any provision of this Agreement will be effective unless in writing and signed by both Parties. The failure or delay of either Party to exercise any right shall not operate as a waiver of such right.

16.4 Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original, and all of which together shall constitute one and the same instrument. Signatures transmitted by electronic means shall be effective as original signatures.

17. MISCELLANEOUS

The headings in this Agreement are for convenience only and shall not affect its interpretation. The Parties acknowledge that they have had the opportunity to seek independent legal advice prior to executing this Agreement.

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