FREE FILM : NYC - Photograph License & Release Agreement

This Photograph License & Release Agreement (the “Agreement”), is entered by and between you (“you” or “your”), Worthless Studios LLC and Worthless Foundation Inc. (collectively referred to throughout as “Worthless Studios” or “we” or “us”).  

By clicking “I Agree” or by otherwise participating in the FREE FILM: NYC Project (the “Project”) through the submission of the Registration Form and/or your roll of 35mm film to us, you signify that you have read, understood and agree to be bound by the terms of this Agreement. PLEASE READ THIS AGREEMENT CAREFULLY TO ENSURE UNDERSTAND EACH PROVISION. 

Project Prompt; Exhibition & Credit. The roll of 35mm film submitted by you to us for development should include photographs inspired by the prompt “ONE SQUARE MILE” (the “Photos”).  We may, in our sole discretion and in accordance with the terms of the license granted below, use the Photos in a traveling exhibition related to the Project (the “Exhibition”). We will credit you as the photographer in any use of the Photos using the name provided to us by you in the Registration Form.

Subject Releases. Where a person in a Photo is recognizable, you must be prepared to submit a model release from the subject, or in the case of a minor, from the subject’s parent or guardian upon request. 

License. You retain your rights in and to your Photos. You hereby grant to Worthless Studios and those authorized by Worthless Studio, a royalty-free, world-wide, perpetual, irrevocable, non-exclusive license to public display, distribute, reproduce, and create derivate works of the Photos, in whole or in part, in any media now known or later developed, for any purpose, including but not limited advertising and promotion, web and internet use, exhibition, print, for commercial and non-commercial purposes. No additional compensation or consideration will be required of Worthless Studios or those authorized by Worthless Studios in the exercise and enjoyment of this license. You agree not to do anything that would interfere with Worthless Studios’ enjoyment of the rights granted in this Agreement. 

No Obligation to Use. Use of the Photos is in the sole discretion of Worthless Studios. Nothing in this Agreement shall be interpreted as requiring Worthless Studios to publish, display, select or otherwise use your Photos. Worthless Studios reserves the right to change, modify, cancel or postpone the Exhibition in its sole discretion without notice to you and without any limitations or restrictions whatsoever.

Release. You agree to and hereby do release and hold harmless Worthless Studios, its respective parents, subsidiaries and affiliated entities, directors, officers, employees, attorneys, agents, and representatives (the "Released Parties") from any damage, injury, death, loss, claim, action, demand, or other liability (collectively, “Claims”) that may arise from this Agreement, regardless of whether such Claims, or knowledge of the facts constituting such Claims, exist at the time of entry or arise at any time thereafter, and further agree to indemnify, defend and hold harmless each of the Released Parties from any damages, costs, or claims arising therefrom of any nature whatsoever. 

Name and Likeness. You hereby irrevocably grants us the perpetual, royalty-free right and authority throughout the universe to use photographs and video taken of you or provided by you (the “Materials”), and to use your name, likeness, voice, biographical information, statements and/or testimonials made by you, and performances (collectively, your “Likeness”) or any portions thereof, in any media now known or later developed, for any purpose, including but not limited advertising and promotion, social media, web and internet use, exhibition, print, for commercial and non-commercial purposes. You further grant us the right to reproduce, record, alter, amend, edit, publish, and use the Materials without notification, compensation, or approval by you or any third party. No additional compensation or consideration will be required of us or those authorized by us to use your Likeness. 

DISPUTE RESOLUTION/ARBITRATION. THIS AGREEMENT SHALL BE GOVERNED BY THE LAWS OF THE STATE OF NEW YORK, WITHOUT REGARD TO CONFLICTS OF LAWS PROVISIONS. BY SIGNING THIS AGREEMENT, YOU AGREE THAT ANY DISPUTE ARISING FROM OR RELATING TO THIS AGREEMENT SHALL BE DETERMINED BY BINDING ARBITRATION IN NEW YORK, NY, BY AND UNDER THE AMERICAN ARBITRATION ASSOCIATION’S RULES FOR ARBITRATION AND JUDGMENT ON THE AWARD RENDERED BY THE ARBITRATOR MAY BE ENTERED IN ANY COURT HAVING JURISDICTION THEREOF. NOTWITHSTANDING THE FOREGOING, WORTHLESS STUDIOS MAY SEEK EQUITABLE RELIEF IN ANY COURT OF COMPETENT JURISDICTION. IF ANY PROVISION OF THIS AGREEMENT IS HELD TO BE ILLEGAL OR UNENFORCEABLE, SUCH PROVISION SHALL BE LIMITED OR ELIMINATED TO THE MINIMUM EXTENT NECESSARY SO THAT THIS AGREEMENT OTHERWISE REMAIN IN FULL FORCE AND EFFECT AND ENFORCEABLE.

WAIVER OF JURY TRIAL. YOU AGREE THAT, BY ENTERING INTO THIS AGREEMENT, YOU AND COMPANY ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND.  

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