Licensor, “You” or “Your” hereby
agree to provide a non-exclusive license to Community
Television Foundation of South Florida, Inc., “WPBT” for
WPBT’s use of Your video clip submission, or excerpts
therefrom, (the "Material"), based upon the terms
of this License Agreement (the “Agreement”).
1. WPBT
may use the Material: (i) as part of WPBT’s Video
Content Sharing web site dedicated to broadening the
concept of public television and using new media to
better serve our community, (ii) for promotional purposes,
and (iii) for broadcast on its local air.
2. WPBT may edit the Material
for formatting purposes and for promotional or broadcast
purposes.
3. This Material is licensed
to WPBT in accordance with the terms of this Agreement,
and may remain in the web site archives for a long as
the material is deemed relevant by WPBT, which may be
in perpetuity. However, You may terminate this Agreement
with 60 days written notice to WPBT for any or no reason.
WPBT may terminate this Agreement at any time without
notice to You. Upon termination of this Agreement, no
further uses of the Material shall be authorized. However
WPBT may continue to use the Material which was embodied
in any of its location productions prior to the termination
of this Agreement. Paragraph 8 shall survive the termination
of this Agreement.
4. The license granted herein
is not assignable or transferable by WPBT. You retain
all right, title and interest in and to the Material.
5. There
will be no licensing fee and/or compensation paid to
You by WPBT for the licensing rights granted herein. The license shall be deemed
to have been granted once you accept the terms of this
Agreement by clicking the “I Accept” button
below.
6. You will be given credit
as the producer of the Material in accordance with WPBT,
FCC and public television rules.
7. You
represent and warrant that You have the legal right
to enter into this Agreement, that: (i) the consent
of no other person, firm, corporation or labor organization
is required in order to enable WPBT to use the Material
in the manner described herein; (ii) WPBT’s use
of the Material will not violate the rights of any
third parties; (iii) You have secured and obtained
all necessary rights, clearance, releases and licenses
to the Material necessary to permit and authorize use
of the Material by WPBT, and (iv) You have obtained
written releases from any person appearing in the Material
whereby such person consents to use of his/her name,
voice or likeness, in the Material.
8. You agree to indemnify WPBT,
its subsidiaries and affiliates, successors, assigns,
and agents from and against any and all claims, costs
and expenses resulting from the use of the Material and/or
any breach by You of any of Your warranties and representations
contained herein.
9. WPBT is under no obligation
to use the Material.
10. Due to logistical reasons,
the Material cannot be returned to You at the conclusion
of the license so please do not send originals.
11. If You are dissatisfied
with this Agreement, or with any of WPBT's terms and
conditions, Your sole and exclusive remedy will be to
terminate this Agreement.
12. This
Agreement shall be governed by and construed according
to the laws of the State of Florida. In the event of
any dispute arising between the parties under this
Agreement, the prevailing party in any such litigation
shall be entitled to its attorneys’ fees and
costs.
13. This Agreement constitutes
the entire agreement of the parties. This Agreement does
not constitute an agency, and neither party shall be
deemed to be, nor hold itself out as, an agent or representative
of the other. No amendment or modification hereof will
be deemed valid unless in writing and signed by both
parties.
