Agreement to Acquire Literary Material

AGREEMENT TO ACQUIRE LITERARY MATERIAL

This Agreement is made on this Day of of , 2000 by and (hereinafter referred to as “Owner”) and , a Delaware limited liability company (hereinafter referred to as “Purchaser”) with respect to Owner's literary works entitled: and , written by . These works including all adaptations and/or versions, the titles, characters, plots, themes and storyline is collectively referred to hereinafter as the “Property”.

The parties agree as follows:

1. RIGHTS GRANTED: Owner hereby sells, grants, conveys and assigns to Purchaser, its successors, licensees and assigns exclusively and forever, all motion picture rights, all television motion picture and other television rights, together with radio broadcasting rights and word publication rights, and all allied and ancillary rights, throughout the universe, in and to the Property and in and to the copyright thereof and all renewals and extensions of copyright.

(a) To make, produce, adapt and copyright one or more motion picture adaptations or versions, whether fixed on film, tape, disc, wire, audio-visual cartridge, cassette or through any other technical process, based in whole or in part on the Property.

(b) To exhibit, perform, rent, lease and generally deal in and with any motion picture produced hereunder by all means or technical processes whatsoever, in any place whatsoever.

(c) To broadcast, transmit or reproduce the Property or any adaptation or version thereof by means of television or any process analogous thereto.

(d) To broadcast and/or transmit by television or radio all or any part of the Property for advertising, publicizing or exploiting such motion picture or other version.

2. ADDITIONAL RIGHTS: To publish and copyright or cause to be published and copyrighted, in any and all languages throughout the world, synopses, novelizations, serializations, dramatizations, abridged and/or revised versions of the Property.

3. RIGHT TO MAKE CHANGES: Owner agrees that Purchaser shall have the unlimited right to vary, change, alter, modify, add to and/or delete from the Property.

4. DURATION AND EXTENT OF RIGHTS GRANTED: Purchaser shall enjoy all rights granted hereunder throughout the world, in perpetuity, as long as any rights in the Property are recognized in law or equity.

5. CONSIDERATION: As consideration for all rights granted and assigned to Purchaser and for owner's representations and warranties, Purchaser agrees to pay to Owner, and Owner agrees to accept: The sum of $

6. REPRESENTATIONS AND WARRANTIES:

(a) Sole Proprietor: Owner represents and warrants to Purchaser that Owner is the sole and exclusive proprietor of the original literary material written by Owner entitled and .

(b) No motion picture or dramatic version of the Property has been manufactured, produced, presented or authorized.

(c) Except as otherwise specified herein, none of the rights granted and assigned to Purchaser have been granted to any person other than Purchaser.

(d) No Infringement or Violation of Third Party Rights: Owner represents and warrants that the Property does not infringe upon any rights of others.

(e) No Impairment of Rights: Owner represents and warrants that Owner is the exclusive proprietor of all rights in and to the Property granted herein to Purchaser.

7. INDEMNIFICATION: Owner agrees to indemnify Purchaser against all judgments, liability, damages, penalties, losses and expense.

8. PROTECTION OF RIGHTS GRANTED: Owner grants Purchaser the right to institute any and all suits and proceedings to enjoin and restrain infringements of the rights herein granted.

9. COPYRIGHT: Owner agrees to prevent the Property from vesting in the public domain and will take steps for copyright protection as required.

10. CREDIT OBLIGATIONS: Purchaser shall have the right to publish, advertise, announce and use the name, biography and photographs or other likenesses of Owner in connection with any exercise by Purchaser of its rights hereunder.

11. NO OBLIGATION TO PRODUCE: Nothing herein shall be construed to obligate Purchaser to produce or exhibit any motion picture, television, theatrical or other production based upon the Property.

12. ASSIGNMENT: Purchaser may assign and transfer this agreement without limitation.

13. NO PUBLICITY: Owner will not issue or authorize any news story or publicity relating to this Agreement without Purchaser's prior written consent.

14. AGENT COMMISSIONS: Purchaser shall not be liable for any compensation or fee to any agent of Owner in connection with this agreement.

15. ADDITIONAL DOCUMENTATION: Owner agrees to execute and procure any other and further instruments necessary to transfer, convey, assign and copyright all rights in the Property granted herein by Owner to Purchaser in any country throughout the world.

16. CUMULATIVE RIGHTS AND REMEDIES: All rights, remedies, licenses, undertakings, obligations, covenants, privileges and other property granted herein shall be cumulative.

17. WAIVER: A waiver by either party of any term or condition of this agreement in any instance shall not be deemed a waiver for the future.

18. SEVERABILITY: If any provision of this agreement is adjudged void and unenforceable, such shall in no way affect any other provision.

19. GOVERNING LAW: This Agreement shall be construed in accordance with the laws of the State of applicable to agreements executed and fully performed within said State.

20. HEADINGS: Headings are inserted for reference and convenience only.

21. ENTIRE UNDERSTANDING: This agreement contains the entire understanding of the parties relating to the subject matter.

22. EFFECTIVE: This Agreement shall only become effective upon the condition precedent of the final and proper legal formation of under Law; otherwise, this Agreement shall be null and void.

By: