Submissions - VanguardArtists : VanguardArtists

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Release

By completing this electronic submission (clicking Submit button) the Submitter agrees to the following in consideration of, Vanguard Artists Management Inc.’s (hereafter “VAM”) willingness to receive for review any and all proposals, ideas, concepts and materials in connection with the Project (whether written or otherwise) submitted to VAM by Submitter at any time, in any form of communication, before or after the date of this release (collectively, the “Materials”), Submitter acknowledges and agrees as follows (this “Release”).  1. All existing rights in the Materials remain with Submitter unless and until a formal agreement governing VAM’s use of the Materials is fully executed, and nothing contained in this Release shall be construed as a waiver of such rights.  No obligation is assumed or may be implied against VAM by reason of VAM’s consideration and review of the Material in accordance with this Release.  2. Acknowledging   VAM's reliance on the following, Submitter represents and warrants  to  VAM  that:  (a) the  Materials,  and their component elements, are, (i) wholly original with,  and owned by, Submitter or otherwise based on material that is in the public domain, and (ii) free of any encumbrances whatsoever; (b) Submitter  has the  exclusive  right  to grant  this Release; (c) Submitter  will not enter into any agreement that conflicts in any way with this Release without providing prior notice to VAM; and (d) the Materials do not contain anything which is defamatory, unlawful or otherwise violates any copyright, patent, trademark, rights of  privacy, publicity, moral rights or other right  of any other party. Submitter indemnifies and holds harmless VAM and its affiliates, and their respective shareholders, directors, officers, employees, licensees and parties (collectively, the  “VAM Parties”) from and  against  any claim, action, loss or expense arising out of, in connection with, or relating to, a breach of Submitter’s representations and warranties.  3. Submitter irrevocably releases and discharges the VAM Parties from and against any claim, action, loss or expense arising out of, in connection with, or relating to, any condition, assertion, event, matter or  thing  that  conflicts  with  Submitter’s acknowledgements  and agreements  below.  4.	Submitter acknowledges and agrees that: (a)	Submitter has retained a copy of all Materials, and that copies of Materials submitted will not be returned; (b)	there  is no  relationship  of any type  created  or  implied  as between  Submitter  and  any  VAM Party  (including  any  fiduciary relationship), by virtue of Submitter’s voluntary and unsolicited  submission of the Materials; (c)	the VAM Parties receive numerous submissions of, and commission the creation of numerous,  ideas,  treatments,  stories, outlines, scripts, teleplays, formats, digital media concepts, interactive and rich media applications  and  games,  and  other material and elements from many parties (collectively the “VAM  Materials”).  The VAM Materials previously created  or created in future may be substantially similar to or identical with elements contained in the Materials. The VAM Parties have the unrestricted  right to use: (i) the VAM Materials; and (ii) any Materials or component elements thereof which are not new or novel or are in the public domain, or have been independently created by a VAM Party or another party; and (d)	VAM has not made any promise or consideration to you about the Material and has no obligation to use the Material in any way. There is no agreement, written or oral, express or implied, between you and VAM concerning the Material, other than this release.  (e)	VAM will give the Material only the consideration that VAM in its sole and absolute discretion determines is appropriate.  (f)	VAM has not made any promise or consideration to you about your potential for representation as a client, and has no obligations to you whatsoever.  (g)	VAM does not accept any obligation of confidentiality with respect to the Material. VAM has the right to copy, use and distribute the Material for the purpose of its evaluation and review. You have kept a copy of the Material. VAM has no obligation to return the Material to you and is not responsible for any loss or damage to the Material.  (h)	VAM and its clients may have already and may in the future receive or develop materials identical or similar to your Material. VAM and its clients have unrestricted use to use the identical/similar materials, and you will have no right or recourse against VAM or its clients for any use of these identical/similar materials.  5. This Release is the entire agreement between VAM and Submitter with respect to the subject matter of this Release. This Release may not be amended except by written agreement signed by both parties. This Release shall be binding upon and inure to the benefit of the parties hereto and their successors, executors, administrators, heirs, representatives,  assigns and licensees.   If   any provision or part of any provision of this Release is determined to be invalid or unenforceable in whole or in part, such invalidity or unenforceability shall attach only to such provision or part thereof, and this Release with  such provision or part thereof omitted shall remain in full force and effect. This Release shall be  governed  by  and  construed  in accordance  with  the  laws  of the Province  of Ontario and the Federal laws of Canada applicable therein, and the parties  hereto submit to the exclusive jurisdiction of the courts of Ontario.

I have read and agree to above release.