Film Graphics Approval Form

Film Graphics Approval Form

Effective Date:

Parties

Recitals

WHEREAS, Client is producing the audiovisual project identified below and requires on-screen and ancillary graphics, motion assets, and associated files (collectively, the "Graphics") for use in the Production; and

WHEREAS, Vendor has developed or will develop the Graphics and possesses the technical skill and capacity to deliver final master files in accordance with the technical specifications set forth herein; and

WHEREAS, the parties desire to set forth the terms for delivery, approval, payment and license for the Graphics, and to document Client's approval of particular graphic elements as indicated in this form.

Project Details

Scope of Work

The Vendor shall create, deliver and, where required, revise the Graphics as set forth below and in the attached specifications. Vendor's obligations include supplying final master files and any accompanying source files necessary for Client's exploitation of the Graphics in the Production and permitted ancillary uses.

Technical Specifications & Deliverables

Graphic Items and Approval

Fill out each graphic item below and indicate approval status. Client's mark in the "Approve" checkbox constitutes a written approval and release for use as specified.

Delivery Date:     Version:

Approval: Approve final for use Approve with minor changes Revise and resubmit Reject

Delivery Date:     Version:

Approval: Approve final for use Approve with minor changes Revise and resubmit Reject

Payment Terms

Client shall pay Vendor the amounts set forth below in consideration for the Services and deliverables described in this form. All fees are exclusive of applicable taxes unless otherwise agreed in writing.

Term and Termination

This Agreement commences on the Start Date below and continues until the End Date below unless earlier terminated in accordance with this section.

Start Date:     End Date:

Either party may terminate for material breach if the breaching party fails to cure within the notice period above. Termination will not relieve Client of payment obligations for services performed and accepted prior to termination.

Confidentiality

Each party shall keep confidential and shall not use or disclose to any third party any confidential information of the other party disclosed in connection with this Agreement, except as necessary to perform its obligations hereunder or as required by law. Confidential information includes, without limitation, unfinished graphics, internal editorial notes, and delivery schedules. Obligations of confidentiality survive termination for a period of three (3) years.

License and Uses

Upon final payment, Vendor grants Client a perpetual, worldwide, non-exclusive license to reproduce, publicly display, distribute and otherwise exploit the approved Graphics within the Production and in promotional and ancillary materials for the Production. Vendor represents that it has all rights necessary to grant this license and that the Graphics do not infringe third party rights.

Indemnity and Warranties

Vendor warrants that the Graphics are original or properly licensed and will not infringe any third party rights. Vendor agrees to indemnify and hold Client harmless from any claims, losses or liabilities arising from breach of these warranties, except to the extent caused by Client's misuse of the Graphics.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the jurisdiction specified by Client below without regard to conflicts of law principles.

Entire Agreement

This Form, together with any attachments or referenced specifications signed by the parties, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements and understandings, whether written or oral. Any modification must be in writing and signed by authorized representatives of both parties.

Certifications and Approvals

By marking items as approved and executing below, Client certifies that it has reviewed the Graphics for editorial accuracy, branding, legal clearances, and technical compliance with the specifications set forth in this form. Client's approval is limited to the specific graphic items identified herein and does not constitute approval of other graphics not listed.

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