ONLINE AUDITION/CONTEST TERMS AND CONDITIONS
Producer makes no guarantee that all online audition videos it receives will be reviewed.
As used herein, “User” will refer to the individual who completes the data fields on the Audition Website and uploads the Audition Video. User must be at least eighteen (18) years of age.
A. ELIGIBILITY REQUIREMENTS.
1. To participate in the Program, you must be able to prove that as of September 1, 2014:
a. You are a legal U.S. citizen or a permanent U.S. resident who is eligible to work full-time in the United States; and
b. You are 18 years old (which means you must be born on or before September 2, 1996. If you were born before after this date, you are not eligible to participate in the Program. You will be asked to verify your age.
2. If you are asked to participate in the competition (currently scheduled to begin in January, February, March & April 2015*****), you MUST be able to demonstrate to the satisfaction of Producer that you do not have any of the following agreements in effect (written or oral):
a. a current music recording contract;
b. a current agreement relating to the use of your name, voice and/or likeness;
c. an exclusive acting contract; or
d. any other contractual arrangement that, in Producer’s sole discretion, would prohibit you from fully participating in the show and/or entering into any contracts required by Producer, including, but not limited to, an exclusive recording contract or merchandising contract.
3. If Producer invites you to participate in the competition (currently scheduled to begin January, February, March & April 2015****), and if you are party to a contract for talent representation (for example, a talent agent or manager), you MUST be able to demonstrate to the satisfaction of Producer the following:
a. Such contract commenced on or before August 1, 2014;
b. The talent representative has signed a waiver of management or agency rights lasting the entire duration of your participation in the competition through and including the finale and extending to any subsequent publicity relating to the Program, and, for management, any recording in connection with prize of the Program. Producer will provide you with the form waiver to be signed by your manager and/or agent.
4. Neither you nor any of your immediate family members (spouse, ex-spouse, parents, siblings, children, step-children) or members of your household (whether or not related to you) are current employees, directors, officers, independent contractors, agents, or representatives of SMH Records, LLC, Rogue Entertainment, LLC, National Sports Productions, LLC, Innova TV Network, LLC, One Shot Productions Services, LLC, SMH Records Production Services, LLC, Backlight Network SMH Television, LLC, 360 Enterprises, Poem City, www.myoneshot.tv or their respective parents, subsidiaries or affiliated companies, or any of their respective licensees, successors or assigns; any other person or entity connected with the production or administration of the auditions or the Program; any television station or channel, cable network, or satellite network that may air or otherwise exhibit the Program or any variation thereof; any person or entity involved in the development, production, distribution, or other exploitation of the Program or any variation thereof; any sponsor of the Program or its or their advertising agency; or any person or entity supplying services or prizes to the Program. The entities described in the preceding sentence shall be referred to herein, individually and collectively, as the “Producer Entities.” In addition, to the best of your knowledge, you do not know anyone who is now, or has been in the past two (2) years an employee or independent contractor of any of the Producer Entities. Producer Entities reserves the right to remove from the Program any person (including you) Producer Entities’ determine, in Producer’s and sole discretion, is sufficiently connected with the Program or any of the Producer Entities such that such person’s participation in the Program could create the appearance of impropriety. Conversely, Producer and/or Producer Entities reserve the right to allow any person to remain part of the Program who may have a connection with the Program or any of the Producer Entities if, in Producer’s and/or Producer Entities’ sole discretion, Producer and Producer Entities’ determine that such person’s involvement in the Program does not and will not affect the integrity of the Program.
B. AUDITION VIDEO SUBMISSION REQUIREMENTS.
1. General Requirements.
a. You may submit ONLY ONE (1) Audition Video.
b. The Audition Video MUST be submitted by a registered User at least eighteen (18) years of age.
c. Your Audition Video must comply with the requirements of this Section B. Any Audition Video that, in Producer’s discretion, does not comply with the requirements of this Section B may be excluded in Producer’s sole discretion.
h. Producer reserves the right to determine, in its sole discretion, if you are eligible to participate in the competition. Producer may, at its sole and absolute discretion, select any eligible person to advance to any round of the auditions and/or the competition, regardless of whether the eligible person has attended any of the audition cities or auditioned in any other manner available (e.g., Live Auditions, Social Media Auditions, Bus Tour, etc.).
i. Your conduct on the Online Audition Website shall also be governed by these Terms and Conditions.
j. Producer reserves the right in its sole discretion to modify or change the eligibility requirements hereunder from time to time and such modifications will be effective upon posting to the Online Audition Website. Producer reserves the right in its sole discretion to allow anyone to participate in the competition regardless of how, when, and/or whether they participated in the audition process.
2. Audition Video Content
b. You will pick a track listed on the website and video tape your performance.
c. Your performance must NOT be accompanied by a backing track.
d. Your performance must NOT contain any post-production voice effects or enhancements or be digitally enhanced or distorted.
e. On the Online Audition Website, you must answer a series of questions (video and text) and then upload your video.
f. Your Audition Video must NOT include any person other than you.
g. Audition Videos must NOT contain material which is obscene, pornographic, discriminatory (based on race, sex, religion, national origin, physical disability, sexual orientation or age), illegal (for example, underage drinking, substance abuse, computer hacking, etc.), offensive, threatening or harassing.
h. Audition Videos must NOT include mention or feature any uncleared copyrighted material, including but not limited to songs, music, films, books, television programming, artwork, sculpture, photographs, etc., or identifying descriptions of any copyrighted material.
If you are selected to progress in the audition process or to participate in the competition, you may be required to provide or arrange for your own travel to a location selected by Producer in its sole discretion.
D. FURTHER DOCUMENTATION.
In the event Producer chooses you to participate in the competition, you will be required by the Producer to fill out, sign and agree to all of the terms and conditions of additional forms, including, without limitation, a Participant Agreement and Release, Confidentiality Agreement and Permission for a Background Investigation. If Producer chooses you to participate in the competition, you will be required to sign a recording contract, songwriting contract, talent management contract (subject to Section A.3. above), live stage/touring contract, merchandising/endorsement contract, and on-line content contract. Your family and/or guests should be prepared to sign releases concerning the possible taping and/or recording of their name, likeness, voice, conversation, etc. ALL FORMS MUST BE FILLED OUT COMPLETELY AND TRUTHFULLY. IF YOU FAIL TO COMPLETE ANY FORM, GIVE ANY FALSE INFORMATION, OR FAIL TO REVEAL ANY PERTINENT INFORMATION, YOU MAY BE DISQUALIFIED FROM THE AUDITION PROCESS.
Producer reserves the right to exclude, in its sole and absolute discretion, any individual from the audition process for any reason or for no reason at all, including without limitation, violation of any portion of these Terms and Conditions, or tampering with the entry process or the audition process. Producer also reserves the right to change these Terms and Conditions at any time, with or without notice. BEING CHOSEN TO AUDITION AT ANY LEVEL IN THE PROCESS DOES NOT ENSURE THAT YOU WILL BE SELECTED TO FURTHER AUDITION OR TO PARTICIPATE IN THE COMPETITION.
You shall retain all ownership rights in your Audition Video. By submitting the Audition Video, you hereby grant to Producer, in perpetuity, a non-exclusive, royalty-free, sublicenseable and freely transferable license to use, reproduce, distribute, prepare derivative works of, display, adapt, reformat, translate, and otherwise exploit and perform all or any portion of the Audition Video for any purpose whatsoever, throughout the universe, including, without limitation, in connection with (i) the Program, including, without limitation, advertising, marketing, promotion, merchandising and the exploitation of any and all ancillary and subsidiary rights, and redistributing part or all of the Program (and derivative works thereof), and (ii) the business of Producer and Producer’s partners network of Internet websites, applications, interactive television, video on demand and any other media or technology (including, without limitation, Internet protocol, wireless or interactive platforms or interfaces) through which Producer and/or Producer Entities may distribute content to end users, whether now existing or hereafter developed (together, the “Platforms”), in any and all media formats and through any and all media distribution and advertising and promotional purposes, without accounting, notification, credit or other obligation to you. For the avoidance of doubt, without limiting the generality of the rights granted to Producer and/or any Producer Entity, these rights include, without limitation, the absolute right to edit and/or alter any Audition Video; distribute and synchronize all or any portion of your Audition Video in timed relation to any other visual elements; to web cast, pod cast, re-publish, re-telecast, re-platform, port, syndicate, route, and link to and from all or any portion of your Audition Video; to encrypt, encode and decode, and compress and decompress all or any portion of your Audition Video; to edit, mix, combine, merge, distort, superimpose, create or add special effects, illusions and/or other material to or of all or any portion of your Audition Video; to create composite, stunt, comic or unusual photographs, videos, animations, motion pictures and/or voice reproductions from all or a portion of your Audition Video; and to excerpt and/or extract portions of your Audition Video in order to host, store, index, categorize and display your Audition Video on or through the Platforms.
Producer has no obligation to review your Audition Video or to use your Audition Video in any manner whatsoever.
G. REPRESENTATIONS AND WARRANTIES / INDEMNIFICATION
You represent and warrant: (i) you are the copyright owner of the Audition Video, (ii) the Audition Video is your own original, previously unpublished, and previously unproduced work; (iii) the Audition Video is wholly original with you and as of the date of submission, is not the subject of any actual or threatened litigation or claim; (iv) the Audition Video neither infringes upon nor violates the intellectual property rights or other rights of any other person or entity; (v) the Audition Video does not and will not violate any applicable laws, and meets the Audition Video Submission Requirements set forth in Section B above. Audition Videos must not contain any unauthorized third party owned material, including, but not limited to, trademarks, logos, music, copyrighted photos and the like. You will, upon request, furnish to Producer any documentation, substantiation, and releases necessary and reasonably required for all copyrighted material, music, identifiable third parties, identifiable locations, and releases from anyone who assisted in the creation of the Audition Video to prove, confirm, verify, and substantiate participant’s compliance with any or all of these Terms and Conditions, including, without limitation, the foregoing representations and warranties. In the event you cannot provide all required releases, Producer reserves the right, in its sole discretion, to discard or remove your Audition Video, or seek to secure the releases and clearances for the benefit of Producer and/or the Producer Entities, or may allow the applicable Audition Video to be utilized. Additionally, you represent and warrant that you will not acquire any trademark rights, copyrights, or any other rights in the trademarks, trade names, logos or other intellectual property of Producer or any other Producer Entity. Each Producer Entity specifically reserves its respective right to protect its intellectual property against any infringement or other illegal or improper use. You agree to indemnify and hold harmless the Producer Entities, and each of them, from and against any and all third party claims, actions or proceedings of any kind and from any and all damages, liabilities, costs and expenses relating to or arising out of any breach or alleged breach of any of the warranties, representations or agreements of you hereunder.
H. CONDITIONS OF PARTICIPATION
This Online Audition is subject to all applicable federal, state, and local laws. You hereby: (a) agree that Producer Entities shall have no liability whatsoever for, and shall be held harmless by you against any liability for any injuries, losses or damages of any kind to person(s) (including death) or property resulting in whole or in part, directly or indirectly, as a result of participating in this Online Audition or any related activity; (b) release the Producer Entities and their respective advertising and promotion partners, fulfillment and/or judging agencies, retailers, franchises, agents and their estate and/or family members from all liability, claims, action, or proceedings relating to this Online Audition and from injuries or damages arising in connection with or relating to participation in this Online Audition; and (c) waive any right to claim ambiguity in the Online Audition or these Terms and Conditions. Producer and Producer Entities reserve the right to modify these Terms and Conditions, remove suspect Audition Videos, and/or cancel, terminate or suspend any portion of this Online Audition at any time and for any reason (or no reason at all) in their absolute discretion. Producer reserves the right to exclude, in its sole and absolute discretion, any individual from any of the auditions for any reason or for no reason at all, including without limitation, violation of any portion of the Program rules, violation of any of these Terms and Conditions, or tampering with the entry process or the audition process. Producer also reserves the right to change the Program rules and procedures at any time. Being chosen to audition at any level in the process does NOT ensure that you will be selected to further audition or to participate in the competition.
J. NATURE OF RELATIONSHIP / WAIVER OF EQUITABLE RELIEF
You understand and acknowledge that the Producer Entities have wide access to ideas, stories, designs, and other literary materials, and that new ideas are constantly being submitted to them or being developed by their own respective employees. You acknowledge that many ideas may be competitive with, similar or identical to the Audition Video and/or each other in theme, idea, format or other respects. You acknowledge and agree that you will not be entitled to any compensation as a result of the use by the Producer Entities of any such similar or identical material. You acknowledge and agree that the Producer Entities do not now and shall not have in the future any duty or liability, direct or indirect, vicarious, contributory, or otherwise, with respect to the infringement or protection of the copyright in and to the Audition Video. You acknowledge that, with respect to any claim by you relating to or arising out of the actual or alleged exploitation or use of any Audition Video or other material submitted in connection with the Online Audition by any Producing Entity, the damage, if any, thereby caused to you will not be irreparable or otherwise sufficient to entitle you to seek injunctive or other equitable relief or in any way enjoin the production, distribution, exhibition or other exploitation of the Audition Video or the Program or any other production based on or allegedly based on the Audition Video or the Program, and your rights and remedies in any such event shall be strictly limited to the right to recover damages, if any, in an action at law.
K. IMPORTANT: PLEASE READ GENERAL RELEASE AND LIMITATIONS ON LIABILITY
By participating in this Online Audition, you agree that: (1) any and all disputes, claims, and causes of action arising out of or connected with the Online Audition, shall be resolved individually, without resort to any form of class action; (2) any and all claims, judgments and awards shall be limited to actual out-of-pocket costs incurred, including costs associated with participating in the Online Audition, but in no event will attorneys’ fees be awarded or recoverable; and (3) under no circumstances will you be permitted to obtain any award for, and you hereby knowingly and expressly waive all rights to seek, punitive, incidental or consequential damages and/or any other damages, other than actual out-of-pocket expenses, and/or any and all rights to have damages multiplied or otherwise increased. You acknowledge and agree that the Producer Entities, their agencies, web masters/suppliers, contractors and vendors are not responsible for any costs, injuries, losses, or damages of any kind arising from or in connection with: (i) incomplete, lost, late, misdirected, or illegible submissions or for failure to receive or review submissions due to any cause, including without limitation human, transmission, or technical problems, failures, or malfunctions of any kind, whether originating with sender, with the Producer Entities or otherwise, that may limit an participant’s ability to participate in this Online Audition; (ii) incorrect or inaccurate information whether caused by Internet users, or by any equipment or programming associated with or utilized in connection with this Online Audition and assume no responsibility for any error, omission, malfunction, interruption, deletion, defect, or delay in operation or transmission, communications line failure, theft, or destruction or unauthorized access to, tampering, or hacking; (iii) any injury or damage resulting from participation in the Online Audition (including, without limitation, claims, costs, injuries, losses and damages related to personal injuries, death, damage to, loss or destruction of property, or any claims, costs, injuries, losses, or damages related to or based on the participant’s rights of publicity or privacy); or (iv) any claim by you for defamation or portrayal in a false light. Producer Entities assume no responsibility for any damage to your computer system, which is occasioned by accessing the Online Audition Website, or participating in this Online Audition, or for any computer system, phone line, hardware, software or program malfunctions, or other errors, failures, delayed computer transmissions or network connections that are human or technical in nature, or for the incorrect or inaccurate capture of information, or the failure to capture any information. Producer reserves the right, in its sole discretion, to exclude any participant that violates the Audition Video Submission Requirements, tampers with the Audition Video process or operation of the Online Audition or acts in an unsportsmanlike or disruptive manner, or with intent to threaten, abuse or harass any other person. If, for any reason, this Online Audition is not capable of operating as planned by reason of infection by computer virus, worms, bugs, tampering, hacking, unauthorized intervention, fraud, technical failures or any other causes which, in the sole opinion of Producer or Producer Entitites, corrupt or affect the administration, security, integrity or proper conduct of this Online Audition, Producer and Producer Entities reserve the right, at their absolute discretion, to close the Audition Video Submission Period at any time, cancel, terminate, modify or suspend this Online Audition.
L. GOVERNING LAW
All issues and questions concerning the construction, validity, interpretation and enforceability of these terms and conditions, or the rights and obligations of submitters in connection with the online audition or in connection with any audition or other material submitted in connection with the online auditions, shall be governed by and construed in accordance with the internal laws of the State of North Carolina without giving effect to any choice of law or conflict of law, rules or provisions that would cause the application of any other state’s laws. The invalidity or unenforceability of any provision of these terms and conditions shall not affect the validity or enforceability of any other provision. In the event that any provision is determined to be invalid or otherwise unenforceable or illegal, these terms and conditions shall otherwise remain in effect and shall be construed in accordance with their terms as if the invalid or illegal provision were not contained herein.
In no event will the producer entities, their parent, affiliates, subsidiaries and related companies, their advertising or promotion agencies, web masters/suppliers, vendors, contractors or their respective officers, directors, employees, representatives and agents be responsible or liable for any damages or losses of any kind, including direct, indirect, incidental, consequential or punitive damages arising out of your participation in the online audition. Some jurisdictions may not allow limitations or exclusion of liability for incidental or consequential damages or exclusion of implied warranties, so some of the above limitations or exclusions may not apply to you or members of your act. Check your local laws for any restrictions or limitations regarding these limitations or exclusions.
You and each producer entity agree that each may bring claims against the other only in your or its individual capacity and not as a plaintiff or class member in any purported class, representative or multi-claimant proceeding. Further, unless producer agrees, the Court may not consolidate other persons’ claims with yours, and may not otherwise preside over any form of a representative, multi-claimant or class proceeding. If this specific provision is found to be unenforceable, then the rest of this agreement, including the provisions governing where actions against producer entities must be pursued, will remain in effect.
CAUTION: any attempt to deliberately damage or undermine the legitimate operation of this online audition may be a violation of criminal and civil laws and should such an attempt be made, the producer entities reserve the right to seek damages to the fullest extent of the law.