Event Film Fest

EVENT FILM FEST GENERAL BUSINESS AGREEMENT

Parties

This General Business Agreement (the Agreement) is made and entered into by and between:

Recitals

WHEREAS, Organizer operates an event known as (the Event) which presents film screenings, panels and related activities; and

WHEREAS, Producer is engaged in film production, post-production and event presentation services and has expertise in providing filming, programming or presentation services for events; and

WHEREAS, Organizer desires to retain Producer to provide the services described in this Agreement and Producer desires to perform such services under the terms set forth herein.

Scope of Work

Producer shall provide the services necessary to produce and present film programming and related audiovisual services for the Event, including but not limited to curation, projection management, film delivery coordination, on-site technical support, and rights clearance assistance as set forth below. Specific deliverables, schedules and acceptance criteria are:

Payment Terms

Organizer shall pay Producer the total compensation specified below in exchange for the services and deliverables under this Agreement.

All payments shall be due in U.S. dollars. If Organizer disputes any invoice, Organizer shall provide written notice of the dispute within seven (7) days of receipt; undisputed amounts shall remain payable in accordance with the schedule above. Late payments shall accrue the stated late fee and Producer may suspend services if payments are more than thirty (30) days overdue after written notice.

Term and Termination

This Agreement commences on the Effective Date and will continue in effect until the completion of the services or until terminated as provided below. Effective Date: ; End Date/Completion Date:

Either party may terminate this Agreement for convenience upon written notice to the other party delivered at least prior to the effective termination date. Either party may terminate immediately for material breach by the other party if such breach remains uncured for ten (10) days after receipt of written notice. Termination shall not relieve Organizer of responsibility to pay for services performed and reimbursable expenses incurred up to the effective date of termination.

Confidentiality

Each party (the Receiving Party) agrees that it will not disclose to any third party and will keep confidential all information disclosed by the other party (the Disclosing Party) marked or otherwise identified as confidential or which reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure (Confidential Information). Confidential Information does not include information that is: (a) public without breach of this Agreement; (b) lawfully received from a third party without restriction; or (c) independently developed without use of the other party's Confidential Information.

The Receiving Party shall use Confidential Information solely to perform its obligations under this Agreement and shall take reasonable measures to protect confidentiality. If the Receiving Party is compelled by law to disclose Confidential Information, it shall provide prompt written notice to the Disclosing Party and cooperate to seek an appropriate protective order.

Intellectual Property and Publicity

Unless otherwise agreed in writing, Producer retains ownership of any pre-existing or independently created intellectual property used in connection with the services. Organizer is granted a limited, non-exclusive license to use deliverables for promotion of the Event. Any third-party materials incorporated into deliverables must be properly licensed by Producer and Producer shall deliver proof of such licenses upon request. Neither party shall use the other party's trademarks or name in publicity without prior written consent, except that Organizer may list Producer in event credits in accordance with the crediting standards set forth in Scope of Work.

Indemnification

Each party shall indemnify, defend and hold harmless the other party and its officers, directors and employees from and against any third-party claims, liabilities, losses or expenses (including reasonable attorneys' fees) arising out of the indemnifying party's breach of this Agreement, negligence, willful misconduct, or violations of law in connection with performance under this Agreement.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the state of , without regard to conflict of law principles. Any dispute arising under this Agreement shall be resolved in the state or federal courts located within that state, and the parties submit to the exclusive jurisdiction of those courts.

Entire Agreement; Amendment

This Agreement, together with any exhibits or attachments referenced herein, constitutes the entire agreement between the parties with respect to the subject matter and supersedes all prior and contemporaneous agreements and understandings, whether written or oral. No amendment or modification of this Agreement shall be effective unless in writing and signed by authorized representatives of both parties.

Miscellaneous

Notices under this Agreement shall be in writing and delivered to the addresses set forth above or to such other address as either party may specify in writing. If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.

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