I am applying to be a participant in a new web series about home improvement (the “Program”) being developed by SBE Productions US, LLC (“Producer”) through an online application process (the “Application”).

By submitting my Application, I represent that I have read, understood and agreed to comply with the terms of the Application and these Participant Application Terms & Conditions (collectively, the “Agreement”) and acknowledge that I am giving up certain legal rights.

In consideration for being considered for and possibly selected to participate in the Program, I agree as follows:

Co-Applicant

1. If I am submitting the Application on behalf of a co-applicant as well as myself:

1. I represent and warrant that I have the full authority to submit the Application and enter into this Agreement on behalf of my co-applicant and to bind my co-applicant to the Application and this Agreement; and
2. I confirm that any references to me in this Agreement will be deemed to include my co-applicant.

Participation

2. I will comply with the eligibility requirements listed in the Application and with Producer’s instructions with respect to the participant selection process for the Program.

3. If I have provided any false or misleading information in this Application, Producer will be entitled to disqualify me from the participant selection process and/or the Program.

4. I acknowledge and agree that:

1. even if I meet the Program eligibility requirements, Producer is not obligated to interview me and/or select me as a participant;
2. the participant selection process will involve subjective decisions made by Producer in its sole discretion;
3. Producer’s participant selection decisions are final and binding on me, and not subject to challenge or appeal; and
4. even if I am selected to participate, Producer has no obligation to produce the Program nor does it need to be made available online even if produced

5. I confirm that I am not an employee, officer, director or agent of Producer, any known sponsor of the Program and/or any of their respective affiliated or related companies, licensees, or assigns, or members of the immediate family or members of the same households (whether related or not) of such employees, officers, directors or agents. I agree that if Producer determines, in its sole discretion, that I am sufficiently connected with the Program (including by a connection to any Program sponsor or advertiser), such that my participation in the Program could result in or create the appearance of impropriety, Producer may decide I am ineligible to participate in the Program.

6. I may be asked to submit photographs, video submissions and/or written materials (collectively, the “Materials”) as part of the Application, participant selection process, and/or the Program. I confirm that Producer will not be obligated to return any or all Materials, whether or not I am selected to participate in the Program.

7. I represent and warrant that the Materials: (i) do not contain any material, language or gesture that is libelous, defamatory, indecent, profane, obscene or violent; (ii) do not contain any sexual references and/or content; (iii) are original and that I own or control, to the full extent necessary for Producer or Broadcaster(s) to use the Materials, all right, title, and interest (including copyright and all underlying rights therein) in the Materials; (iv) do not infringe upon the intellectual property or other statutory or common law rights of any third party; (v) do not contain any recognizable logos or any other copyrighted material (including on the clothing I am wearing); and (vi) do not contain any mention, endorsement, or “plug” any commercial product, service, venture or thing, except for the name and business of the Company.

8. I acknowledge that Producer assumes no responsibility for any claims of infringement of rights to intellectual property, privacy and/or personality, related to the Materials or my participation in the Program.

9. I understand that I will not be paid any money for submitting the Application, for participating in the participant selection process or for granting Producer the rights and benefits granted in the Application and this Agreement, and that Producer’s consideration of me as a potential participant in the Program is sufficient consideration.

10. I will take any further action or sign any further documents (including, without limitation, confidentiality or non-disclosure agreements, contributor releases or otherwise) reasonably requested by Producer to confirm or perfect the rights of Producer under this Agreement and/or in connection with the Application and Program.

Grant of Rights

11. I agree that Producer shall have the right to capture and/or record (by still or motion picture or audio-only) my voice, name, appearance, activities (including any interviews and performances), biographical information, and Application information in and in connection with the participant selection process for the Program (all such photographs and recordings to be called, collectively, the “Recordings”).

12. I agree that Producer, or Producer’s agents and assigns, shall forever own all rights, including copyright, in the Recordings, and shall have the irrevocable right to use, and license others to use and sublicense, the Recordings in whole or in part, an unlimited number of times, in all languages, in all media whether now known or hereafter devised, anywhere in the universe in connection with the participant selection process for the Program.  Producer shall have the right to edit the Recordings in any manner or form, and I waive any right to inspect or approve of any use of the Recordings, including droit moral or moral rights, if any.

13. I retain all right, title and interest in and to the Materials I submit to Producer. I grant to Producer a worldwide, royalty-free, sublicensable, irrevocable and non-exclusive right to (and the right to authorize others to) reproduce, broadcast, distribute, use and otherwise exploit all or some of the Materials in and in connection with the production, promotion, broadcast, distribution and other exploitation of the Program or any related productions or in any other manner at Producer’s sole discretion throughout the universe in perpetuity in all media now known or developed in future. I agree that Producer may (and may authorize others to) edit the Materials in connection with such use, and I waive any right to inspect or approve of any use of the Recordings, including droit moral or moral rights, if any.

14. For certainty, I grant the foregoing rights in Sections 11 and 13 to Producer, whether or not I am selected to participate in the Program. Without limiting the foregoing, Producer may use (and authorize others to use) such Recordings or the Materials in the Program or in any related productions, for promotion and publicity or in any other manner at Producer’s sole discretion (without being obliged to any such use) whether or not I am selected as a participant in the Program.

Confidentiality

15. I acknowledge that as a result of my submitting the Application to participate in the Program and possible participation in the Program, I may read, hear or otherwise acquire or receive information or materials that are confidential or would reasonably be considered confidential including, without limitation, information or materials concerning or relating to Producer, to its respective businesses, to any program produced by Producer including, without limitation, any information concerning or relating to the Program, the Program applicants, the Program participants, the personal or professional lives of Program’s hosts/talent, the locations of the Program, the events contained in the Program, and the outcome of any episode of the Program (collectively, the “Confidential Information”). I acknowledge that the foregoing is intended to be illustrative. I shall not directly or indirectly use (or permit others to use) any Confidential Information at any time and I shall not disclose any Confidential Information to any other party at any time. I acknowledge that the Confidential Information is the exclusive property of Producer, as the case may be. For certainty, Confidential Information does not include information or materials that become publicly known other than through my breach of this Agreement.

16. I acknowledge that a breach by me of any of the confidentiality provisions of this Agreement would cause Producer and Broadcaster(s) irreparable harm that cannot be reasonably or adequately compensated by damages in an action at law, and, therefore, I hereby expressly agree that Producer and Broadcaster(s) will be entitled to injunctive and other equitable relief to prevent and/or cure any breach or threatened breach of any of the confidentiality provisions of this Agreement by me.

Representations and Warranties

17. I represent, warrant and covenant that:

1. I am at least the age of majority in my state of residence;
2. I have answered all the Application questions truthfully, completely and accurately, to the best of my knowledge and ability;
3. all persons appearing in the Materials and anyone who may have created such Materials have agreed that they may be used, as edited, altered or modified by Producer, in all media without compensation or consent;
4. I have or control all the necessary rights and authority to grant the rights and benefits granted to Producer including, without limitation, the rights in the Materials; and
5. I have not given or offered to give, and shall not give or offer to give, to Producer or any of its staff or representatives any compensation or gift to arrange my appearance on the Program or to promote any product or service in the Program.

Personal Information

18. By submitting the Application, I authorize Producer to:

a. collect, investigate, access and use my name and any other information included in my Application or supporting documentation (collectively, the “Personal Information”) for the purposes of decisions related to the production and exhibition of the Program or any related productions by Producer or its affiliated or related companies (the “Authorized Purposes”);

b. retain my Personal Information for the purposes of making decisions related to the production and exhibition of any related productions by Producer or its affiliated or related companies;and

c. use certain elements of my Personal Information, as appropriate, in or in connection with the Program, any subsequent seasons of the Program, any ancillary or related productions, including “making-of” and “behind-the-scenes” productions, and for publicity and promotional purposes relating to the Program, which may be exhibited or broadcast in any and all media now known or hereafter devised and without further compensation unless prohibited by law.

19. I acknowledge that Producer may disclose my Personal Information to third-party agents and service providers of Producer, in connection with any of the activities listed in Section 18, above.

20. My Personal Information will be used only for the identified purposes and will be subject to Producer’s Privacy Policy at: http://sbentertainment.com/privacy-policy/

Release

21. I hereby release Producer, the Program advertisers and marketing agencies, all other persons and entities connected with the Program, each of their respective affiliated and related companies and each of their respective officers, directors, agents, representatives, employees, assignees, and licensees (collectively, the “Released Parties”) from any and all claims, actions, damages, liabilities, losses, costs and expenses (including, without limitation, legal fees and expenses) of any kind arising out of or in connection with: (a) their use of the Materials; (b) my participation in the participant selection process; (c) the collection, use and disclosure of my Personal Information; (d) the production, promotion and exploitation of the Program; (e) the failure of Producer to select me as a Program participant; (f) the failure to produce, or the cancellation of, the Program; and/or (g) the exercise by Producer of any rights granted by me (collectively, the “Released Claims”). The Released Claims include, without limitation, claims, actions, damages, liabilities, losses, costs and expenses (including legal fees and expenses)  relating to defamation, personal injury and rights of privacy and publicity and/or resulting from the actions of any other Program participant or any other third party at any time.

General

22. I acknowledge that in the event I breach the confidentiality or any other provision of the Application and/or this Agreement, that breach may, in Producer’s sole discretion, result in my disqualification as a Program participant.

23. This Agreement will enure to the benefit of the parties and their successors, assigns and licensees and heirs and legal representatives.

24. If any provision of the Application and/or this Agreement is invalid, illegal, or unenforceable in any jurisdiction it will be ineffective solely to the extent of such invalidity, illegality or unenforceability, without affecting the remaining provisions in that jurisdiction or rendering that or any other provision invalid, illegal or unenforceable in any other jurisdiction.

25. Producer may freely assign, in whole or in part, any of its rights or obligations under the Application and/or this Agreement. I may not assign any rights or obligations under the Application and/or this Agreement.

26. The Application and this Agreement will be governed by and construed in accordance with the laws of the State of California. The venue for any proceedings brought to resolve any dispute arising from this Agreement shall exclusively be the Los Angeles County, State of California, and the parties irrevocably agree to submit themselves to the jurisdiction of the federal and state courts located in the Los Angeles County, State of California.