Legal ACTRA Agreement

LEGAL ACTRA AGREEMENT

This ACTRA Agreement ("Agreement") is entered into as of the Effective Date set forth below between Producer Name: with principal address at ("Producer"), and Performer Name: with address at ("Performer"). Effective Date: .

RECITALS

WHEREAS, Producer is producing a motion picture, television program or other audiovisual production entitled Project Title: (the "Production"); and

WHEREAS, Performer is a professional performer engaged to render services in the Production in the capacity of Role/Part: ; and

WHEREAS, the parties intend that the terms of this Agreement comply with applicable ACTRA collective agreement provisions and union obligations to which Producer is bound.

NOW THEREFORE, in consideration of the mutual covenants contained herein and other good and valuable consideration, the parties agree as follows:

1. ENGAGEMENT

1.1 Engagement. Producer hereby engages Performer, and Performer accepts such engagement, to render services as an on-camera/on-record performer for the Production in the capacity specified above and to perform all services reasonably requested by Producer consistent with the role.

1.2 Term. The engagement shall commence on Commencement Date: and shall continue through Completion Date: unless earlier terminated in accordance with this Agreement.

2. SERVICES, SCHEDULE AND LOCATION

2.1 Services. Performer shall render professional services, including rehearsal, performance, and promotional appearances if mutually agreed, as described in Brief Services Description:

2.2 Working Hours and Call Times. Normal working hours, call times, overtime conditions and minimum turnaround shall be governed by the applicable ACTRA provisions and as set by Producer's schedule. Scheduled call time(s):

2.3 Location. Principal location(s) of performance: . Producer may change location provided such change is reasonable and consistent with the Production schedule.

3. COMPENSATION AND PAYMENT

3.1 Fee. Producer agrees to pay Performer a total fee of CAD (the "Fee") for the services described herein, subject to applicable withholdings and deductions.

3.2 Payment Schedule. Payment shall be made as follows: . Unless otherwise agreed in writing, payments shall be made within thirty (30) days of receipt of an invoice.

3.3 Expenses. Producer will reimburse reasonable pre-approved expenses incurred by Performer in connection with services, including travel and accommodation, in accordance with Producer's expense policy. Estimated expenses: .

4. RIGHTS, LICENSE AND USAGE

4.1 Grant of Rights. Performer hereby grants Producer an exclusive, irrevocable, royalty-free license to use Performer's performance, name, likeness and voice embodied in the Performance in all media now known or hereafter devised throughout the Territory set forth below for the Term set forth below, solely as part of the Production and for advertising, promotion and exploitation of the Production.

Territory: . License Term: .

4.2 Limitations. Producer shall not authorize the use of Performer's performance outside the scope of this Agreement that would portray Performer in a false light or materially prejudicial manner. Any derivative or ancillary exploitation outside the agreed uses requires separate written agreement and, where applicable, additional compensation.

5. CREDIT

5.1 On-screen Credit. If Producer grants on-screen credit, credit shall be as follows: . Placement and size of credit is subject to Producer's customary practices and the applicable collective agreement.

6. UNION OBLIGATIONS AND DEDUCTIONS

6.1 Union Compliance. Producer represents that it will comply with all applicable ACTRA collective agreement obligations, including but not limited to remittances, pension and benefits contributions and required reporting. Performer authorizes deduction of such sums from compensation as permitted by applicable agreement or law.

7. WARRANTIES, REPRESENTATIONS AND COVENANTS

7.1 Performer Warranties. Performer warrants and represents that Performer has the full right, power and authority to enter into this Agreement and to grant the rights herein, that Performer is not subject to any restriction which would impair performance, and that Performer's performance will be original and will not infringe the rights of any third party.

7.2 Producer Warranties. Producer warrants that it has the authority to enter into this Agreement and will comply with applicable laws and collective agreement obligations in the production and exploitation of the Production.

8. INDEMNIFICATION

8.1 Indemnity by Producer. Producer shall indemnify and hold Performer harmless from and against any third-party claims arising out of Producer's breach of this Agreement or Producer's negligence in the production and exploitation of the Production.

8.2 Indemnity by Performer. Performer shall indemnify Producer against claims arising from Performer's breach of warranties, including claims of infringement arising from Performer's materials or representations.

9. INSURANCE

Producer shall maintain customary production insurance, including general liability and third-party liability, and shall provide certificates upon reasonable request. Performer is responsible for personal health and accident coverage unless otherwise agreed.

10. CANCELLATION AND FORCE MAJEURE

10.1 Cancellation. Producer may cancel or postpone scheduled services due to production needs; if cancelled without cause within days' notice, Performer shall be entitled to cancellation compensation as follows: .

10.2 Force Majeure. Neither party shall be liable for failure to perform due to causes beyond its reasonable control, including acts of God, strikes, government orders, or pandemic; obligations shall be suspended to the extent and for the period of such force majeure event.

11. CONFIDENTIALITY

Performer and Producer agree to keep confidential any non-public information regarding the Production, scripts, business terms and other proprietary material disclosed in connection with the engagement, except as required by law or as needed to perform under this Agreement.

12. NOTICES

All notices under this Agreement shall be in writing and delivered to the addresses below by personal delivery, certified mail or courier and shall be deemed given upon delivery. Producer Notices To: . Performer Notices To: .

13. AMENDMENT, WAIVER AND COUNTERPARTS

13.1 Amendment. This Agreement may be amended only by a written instrument signed by both parties.

13.2 Waiver. Failure of either party to enforce any provision shall not constitute a waiver of that provision or any other provision.

13.3 Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument. Facsimile or electronic signatures shall be binding.

14. GOVERNING LAW; ENTIRE AGREEMENT; SEVERABILITY

14.1 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the Province or Territory indicated: without regard to principles of conflicts of law.

14.2 Entire Agreement. This Agreement, together with any schedules or appendices signed by the parties, constitutes the entire agreement between the parties with respect to the subject matter and supersedes all prior negotiations and understandings.

14.3 Severability. If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect and the invalid or unenforceable provision shall be replaced by a valid provision that comes closest to the intent of the original.

15. MISCELLANEOUS

15.1 Relationship of Parties. The relationship of Producer and Performer is that of independent contractor. Nothing in this Agreement shall be construed to create an employment relationship, joint venture, or partnership.

15.2 Publicity. Any publicity, press releases or other public communications concerning the Production or the parties require prior written approval of the parties, which approval shall not be unreasonably withheld.

SPECIAL PROVISIONS

Additional terms or agreed deviations from ACTRA standard provisions (if any) shall be set forth here:

ACKNOWLEDGMENT

Performer acknowledges receipt of the Fee or, if full payment is deferred, receipt of good and valuable consideration and agrees to perform the services in accordance with the terms of this Agreement and applicable ACTRA requirements.

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