APPEARANCE RELEASE AND ARBITRATION PROVISION
THIS IS A LEGAL DOCUMENT AFFECTING YOUR RIGHTS AND RESPONSIBILITIES. PLEASE READ IT CAREFULLY BEFORE SIGNING
1. In exchange for allowing me to participate in the television program tentatively entitled Premiere League Mornings Live on December 14, 2019 and December 15, 2019 (“Program”), I hereby irrevocably grant NBC Sports Group, a division of NBCUniversal Media, LLC (“Producer”), its licensees, contractors, successors and assigns, and each of their respective parents, subsidiaries, and affiliates, and each of their respective officers, directors, shareholders, employees, agents, representatives, successors, licensees and assigns (collectively, the “Company”) the irrevocable, perpetual right to use my name, likeness, photograph, voice, dialogue, sounds, biographical information, personal characteristics and/or other personal identification (collectively, the “Footage and Materials”), whether in writing, audio, photograph and/or video, in and in connection with the development, production, distribution and/or exploitation of the Program or any commercial advertising, promotional and/or marketing of the Program, Producer or Company and in any promotional materials thereof (together with the Footage and Materials, collectively referred to herein as the “Custom Content”), throughout the universe at any time, in any and all media now known or hereafter devised. Producer shall have the right to edit, delete, dub and fictionalize the Custom Content as Producer sees fit in its sole discretion and shall be able to exhibit or otherwise exploit the Custom Content in any manner whatsoever. I hereby expressly waive any right that I may have to approve the Custom Content or its use, in whole or in part, including, without limitation, my rights of publicity. I acknowledge and agree that Producer is under no obligation to use the Custom Content in any manner. Neither Producer, nor anyone else associated with the Custom Content has made any promises to me with regard to the Program, including, without limitation, having any obligation to select me to participate, or the Custom Content or its use thereof.
2. Producer shall have and own all rights in and to the Custom Content. I acknowledge and agree that all Custom Content created of me shall be deemed "works made for hire" for Producer under the copyright laws of the United States and other jurisdictions and shall be the sole and exclusive property of Producer. In the event any Custom Content, in whole or in part, is deemed not to be Producer’s “work made for hire,” I hereby irrevocably assign, transfer, sell and convey to Producer all right, title and interest in and to the Custom Content, including, without limitation, any material recorded or otherwise collected of me by Producer prior to me notifying Producer that I wish to discontinue my participation in the Program.
3. I understand that my services for the Custom Content are not covered by any collective bargaining agreement. I acknowledge that I am a volunteer and that I shall not be deemed to be an employee of Producer or Company, nor shall I be entitled to the benefits provided by Producer or Company to its employees. I agree not to make any commercial or any other use of the fact that I appeared in the Custom Content or that Producer or Company used the Footage and Materials in any way.
4. I understand that it may be a federal offense, unless disclosed to Producer prior to exhibition, if any, to do any of the following: (a) give or agree to give any member of the production staff and anyone associated in any manner with the program or any representative of Producer or Company any portion of anything of value to arrange my appearance in the Custom Content, or (b) accept or agree to accept anything of value to promote any product, service or venture on the air or to use any prepared material containing such a promotion. I represent and warrant that I gave nothing of value nor did I agree to give anything of value to anyone so I could be in the Custom Content. I understand and agree that I shall not mention or “plug” any product, service, venture or thing in the Custom Content whatsoever unless I am specifically directed by Producer to do so. I shall notify Producer immediately if any person attempts or has attempted to induce me to do anything in violation of the foregoing or which is in any way dishonest.
5. RELEASE, AGREEMENT NOT TO SUE AND INDEMNITY. To the maximum extent permitted by law, I agree that I will never sue Company and any sponsor of the Program or the affiliates, licensees, agents, owners, officers, directors, employees, advertisers or contractors of each of them, or the venue owner or operator/manager of the facility arising from my participation in the Program or any aspect of any event that is in connection with the Program or Company’s use of the Custom Content or for any cause of action based on any of the Released Claims (as defined below). To the maximum extent permitted by law, I, on behalf of myself and my heirs, executors, agents, successors and assigns, hereby release, hold harmless, and forever discharge Company and any station or network that exhibits the Custom Content and their respective parents, subsidiaries, affiliates, assigns and licensees, and each of the foregoing entities’ officers, directors, employees, representatives and agents (collectively, the “Released Parties”), from any and all claims, actions, damages, losses, liabilities, costs, expenses, injuries or causes of action whatsoever (including, but not limited to, athletic eligibility and/or reasonable outside attorneys’ fees and court costs, whether or not in connection with litigation) that in any way are caused by, arise out of or result from this agreement, the Program, the creation of, and my appearance in, the Custom Content, or the broadcast or other exhibition of the Custom Content, on any legal theory whatsoever (including, but not limited to, personal injury, property damage, wrongful death, loss of services, rights of privacy and publicity, defamation, or false light) (collectively, the “Released Claims”). I will defend, indemnify and hold the Released Parties harmless from any and all such claims, actions, damages, losses, liabilities, costs, expenses, injuries or causes of action, as well as all those that are in any way caused by, arise out of or result from any breach or alleged breach by me of this agreement.
IF APPLICABLE: To the maximum extent permitted by law, I waive any and all rights I may have under Section 1542 of the Civil Code of California, and every like provision in any foreign jurisdiction. Section 1542 provides as follows:
A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.
6. MEDIATION AND ARBITRATION. (A) The parties agree that if any controversy, dispute or claim between the parties cannot be settled through direct discussions, they shall endeavor first to settle the issue by mediation administered by JAMS under its applicable rules. IF THE CONFLICT IS NOT OTHERWISE RESOLVED THROUGH DIRECT DISCUSSIONS OR MEDIATION, THE PARTIES AGREE THAT ALL CONTROVERSIES, DISPUTES OR CLAIMS, INCLUDING, WITHOUT LIMITATION, THE SCOPE OR APPLICABILITY OF THIS AGREEMENT TO ARBITRATE, SHALL BE RESOLVED BY FINAL AND BINDING CONFIDENTIAL ARBITRATION ADMINISTERED BY JAMS IN ACCORDANCE WITH ITS STREAMLINED ARBITRATION RULES AND PROCEDURES OR SUBSEQUENT VERSIONS THEREOF, AS MODIFIED BY THIS AGREEMENT, INCLUDING THE OPTIONAL APPEAL PROCEDURE (THE “JAMS RULES”, AVAILABLE AT WWW.JAMSADR.COM, INCLUDING, WITHOUT LIMITATION, THE RULE PROVIDING THAT EACH PARTY SHALL PAY PRO RATA ITS SHARE OF JAMS FEES AND EXPENSES, AND THE RULES PROVIDING FOR LIMITED DISCOVERY AND OTHER EXCHANGE OF INFORMATION). THE JAMS RULES FOR SELECTION OF AN ARBITRATOR SHALL BE FOLLOWED, EXCEPT THAT THE ARBITRATOR SHALL BE AN EXPERIENCED ENTERTAINMENT AND/OR LABOR OR EMPLOYMENT ARBITRATOR LICENSED TO PRACTICE LAW IN NEW YORK OR A RETIRED JUDGE. ALL PROCEEDINGS BROUGHT PURSUANT TO THIS PARAGRAPH WILL BE CONDUCTED IN NEW YORK COUNTY. THE PARTIES AGREE THAT THE REMEDY FOR ANY CLAIM BROUGHT PURSUANT TO THIS AGREEMENT SHALL BE LIMITED TO ACTUAL DAMAGES, AND IN NO EVENT SHALL ANY PARTY BE ENTITLED TO RECOVER PUNITIVE OR EXEMPLARY DAMAGES OR TO RESCIND THIS AGREEMENT OR SEEK INJUNCTIVE OR ANY OTHER EQUITABLE RELIEF. THE ARBITRATOR SHALL NOT HAVE THE AUTHORITY TO GRANT ANY REMEDIES THE PARTIES HAVE WAIVED. UPON CONCLUSION OF ANY ARBITRATION PROCEEDINGS HEREUNDER, THE ARBITRATOR SHALL RENDER FINDINGS OF FACT AND CONCLUSIONS OF LAW IN A WRITTEN OPINION SETTING FORTH THE BASIS AND REASONS FOR ANY DECISION HE OR SHE HAS REACHED AND SHALL DELIVER SUCH DOCUMENTS TO EACH PARTY TO THE AGREEMENT ALONG WITH A SIGNED COPY OF THE AWARD.
(b) This agreement shall be interpreted under and governed by the internal, substantive laws of the State of New York without regard to the conflicts of law provisions thereof. To the extent that the arbitration provisions of this agreement are not enforced or court proceedings are otherwise required, commenced or maintained, the parties submit to the in personam jurisdiction of the federal and state courts located in New York County, New York, and waive any objections that they may have as to jurisdiction or venue in any such courts.
(c) If any portion of the dispute resolution mechanism set forth in this paragraph is found to be invalid, illegal or unenforceable for any reason, that portion shall be severed from the rest and shall not affect the parties’ agreement to resolve all controversies and claims through mediation and arbitration.
7. Producer may assign its rights and/or delegate its obligations under this agreement in whole or in part to any person, firm, or corporation. I may not assign any of my rights or delegate any of my obligations under this agreement. Any attempted or purported assignment or delegation by me in violation of the foregoing sentence shall be null and void.
8. This agreement constitutes the complete and binding agreement between Producer and me, and it supersedes all prior understandings and communications, both oral and written, with respect to its subject matter. No representations or warranties have been made other than those expressly set forth herein. The illegality, invalidity or unenforceability of any provision of this agreement shall in no way affect the validity or enforceability of any of the remainder of this agreement, which shall be enforced to the maximum extent permitted by law. This agreement cannot be terminated, rescinded or amended, except by a written agreement signed by both Producer and me.
I HAVE HAD AMPLE OPPORTUNITY TO READ, AND HAVE IN FACT READ, THIS ENTIRE AGREEMENT. I UNDERSTAND THAT I AM ADVISED TO REVIEW THIS AGREEMENT WITH AN ATTORNEY OF MY CHOICE, AND I HAVE BEEN GIVEN THE OPPORTUNITY TO REVIEW IT WITH SUCH AN ATTORNEY, SHOULD I ELECT TO DO SO. I FULLY UNDERSTAND ALL OF MY RIGHTS, OBLIGATIONS, PROMISES AND AGREEMENTS, INCLUDING, WITHOUT LIMITATION, THE RIGHTS THAT I HAVE GRANTED AND THE RELEASES I HAVE MADE. MOREOVER, I UNDERSTAND THAT I AM GIVING UP CERTAIN LEGAL RIGHTS UNDER THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, MY RIGHT TO FILE A LAWSUIT IN COURT WITH RESPECT TO ANY CLAIM ARISING IN CONNECTION WITH THIS AGREEMENT.
Dated as of the date I submit my RSVP to the Program
PARENTAL AND/OR GUARDIAN CONSENT FOR MINORS
As a material part of the consideration inducing Producer to enter into the foregoing APPEARANCE RELEASE AND ARBITRATION PROVISION AGREEMENT between Producer and any minor that I RSVP for the Program (the “Minor”), I, the undersigned, hereby represent, warrant and agree as follows:
1. The undersigned is the parent and/or legal guardian of the Minor and is entitled to enter into this Parental Consent.
2. Having read the Agreement and understanding the nature and extent of all the rights that the Minor has granted to Producer thereunder, the undersigned hereby expressly approves of, and consents and agrees to the Minor’s execution of the Agreement and his/her undertakings and obligations thereunder.
3. The undersigned shall do any and all things reasonably necessary and reasonably required by Producer to assist in the full and complete performance by the Minor of the Minor’s representations, warranties, undertakings, indemnifications, releases, disclosures, acknowledgements, assignments, grants, engagements, approvals, conveyances, covenants, obligations, and agreements (collectively “obligations”) under the Agreement, including, without limitation, acting as guardian to the Minor in connection with all of the Minor’s undertakings and obligations under the Agreement, provided that if Producer wants to have the Agreement court-approved, Producer shall reimburse Minor or the undersigned for all actual, out-of-pocket costs incurred in connection with obtaining such court approval.
4. The undersigned represents and warrants that they have the ability to grant the right for the Minor to participate in the Program to the full extent set forth in the Agreement and that no other party (other than the Minor once the Minor is the age of majority) has a right to claim otherwise or to disaffirm the Agreement between Producer and the Minor.
5. The consideration provided in the Agreement whether implicit or explicit shall be deemed to be the consideration in full for all rights in the Agreement and herein granted and agreed to be granted to Producer and for all obligations, pursuant to the Agreement and pursuant to this Parental Consent, not only by the Minor but also by the undersigned.
6. The undersigned hereby expressly agrees to and shall indemnify Producer and the Released Parties as defined in the Agreement (“Released Parties”) from any and all costs incurred and any and all loss of any nature or kind whatsoever arising from or relating to any claims made by or on behalf of the Minor relating to the subject matter of the Agreement and this Parental Consent, other than as may be expressly provided for in the Agreement.
7. The undersigned hereby expressly agrees to and shall indemnify Producer and the Released Parties from any and all costs incurred and any and all loss of any nature or kind whatsoever arising from or relating to the breach of any guarantee(s) made by the undersigned in this Parental Consent.
8. The undersigned expressly agrees that the provisions of this Parental Consent shall apply and relate with full force and effect not only to the Agreement including any and all exhibit(s) thereto, but as well to any and all written supplements, modifications and amendments thereto that may be signed by the undersigned.