[For Professionals who access the Site to review materials for possible development or acquisition.]
DO NOT ACCEPT THIS AGREEMENT UNTIL YOU HAVE READ AND UNDERSTOOD IT COMPLETELY. BY CLICKING “ACCEPT”, YOU AGREE TO THE TERMS OF THIS AGREEMENT.
This agreement, including the Writers Spotlight Terms of Service and Privacy Policy and the Voluntary Dispute Resolution Agreement, each incorporated herein by reference (collectively, the “Agreement”), applies when you (“Professional”) access, use, or visit the Writers Spotlight website (“Site”) to review and critique submissions (“Material”) posted by writers (each, a “Writer”) for potential acquisition, development or exploitation. The Site is provided by Writers Spotlight LLC (“Company”). For good and valuable consideration, the receipt, sufficiency and legal adequacy of which are hereby acknowledged, Professional hereby agrees as follows:
Professional represents and warrants that Professional’s biographical information, including, without limitation, Professional’s name, current and former places of work, education, and/or information concerning Professional’s entertainment industry experience, provided by Professional to Company, the Site, and/or Writer(s) is true and accurate, and that Professional will keep all such biographical information up to date on the Site and/or in connection with Professional’s interactions with Writers via the Site.
Subject to Company’s receipt of any and all forms and documents required in order for Company to process payments by Writers to Professional, Professional will be entitled to receive a fee (“Fee”) for Professional’s completion of reviews of Material as requested by Writers. Professional may access the description of Fees payable for rendering reviewing services for Writers by visiting the Pro Reviewer Console (Professional agrees and acknowledges that the Fees are less than the amount actually paid by Writer, as Company deducts an administrative fee “off the top” from Writer payments). https://writersspotlight.com/knowledge-base/how-pro-reviewer-pricing-works/ All Fees will be paid to professionals within 30 days of completion of a review. Any questions or concerns regarding payment of Fees should be addressed to industry@writersspotlight.com.
Professional agrees and acknowledges that Company makes no representations or warranties as to the ownership, chain of title, and/or ability to exploit any Material posted to the Site by Writers. In addition, Professional hereby agrees and acknowledges that Site serves solely as a host for Material and will not serve in any capacity as an intermediary, and will have no involvement with, any contact and/or negotiations Professional may have with Writer for any potential acquisition, development or exploitation of the Material.
Professional and Company acknowledge that Professional does not have an exclusive working relationship with the Company. Professional is free to seek any and all other working opportunities.
Professional hereby agrees and acknowledges that the results and proceeds of Professional’s services hereunder, including without limitation all themes, formats, ideas, stories, and all other material composed, submitted, added, created, or interpolated by Professional (hereafter the “Results and Proceeds”) in connection with Professional’s review of any material (“Material”) submitted by a Writer to the Site, which services Professional acknowledges may have been or may be rendered in collaboration with others, shall be deemed a work-made-for-hire for Writer prepared within the scope of Professional’s engagement and/or as a work specially ordered or commissioned by Writer for use as a part of an audio-visual work, and, therefore, Writer shall be the sole author and copyright holder thereof, and Writer will solely and exclusively own throughout the universe in perpetuity, all rights of every kind and nature whether now or hereafter known or created in and in connection with such Results and Proceeds including, without limitation, all rights generally known as “moral rights” or “droit moral” rights which Professional may have in connection with the Picture or the Results and Proceeds (collectively, the “Moral Rights”). In the event that the Results and Proceeds are deemed not to be works made for hire, or in the event that Professional should, by operation of law, be deemed to retain any rights in the Material, Professional hereby irrevocably assigns, without any further consideration, all of Professional’s right, title and interest, if any, in and to Material, and any works arising therefrom, to Writer.
Professional hereby acknowledges, certifies and agrees that all of the Results and Proceeds: (i) are or will be original with Professional (or are in minor part in the public domain); (ii) have not been exploited in any manner and/or medium; (iii) are not and will not be based in whole or in part on the life of any real person, or, if based on the life of any real person, Professional has obtained all necessary rights from such person; (iv) to the best of Professional’s knowledge (including that which they should have known in the exercise of reasonable prudence), does not and will not infringe upon the copyright of any person or entity; and does not and will not constitute a libel or slander of any person or entity or infringe upon or violate the right of privacy or any other right of any person or entity. Professional will indemnify, defend and hold harmless Company and its affiliates, and each of Company’s and its affiliates’ respective licensors, suppliers, officers, directors, investors, employees, agents, service providers and other contractors (“Released Parties”) and Writer from and against any claims, damages or expenses (including reasonable costs and outside attorney’s fees) arising out of a breach or alleged breach of Professional’s representations and warranties.
Professional hereby releases the Released Parties from any claim of any kind or nature whatsoever arising from Professional’s participation on the Site, including, without limitation, with respect to any contact between any Writer and Professional and/or from Professional’s option, acquisition, development, production and/or exploitation of any Material, and Professional shall not now or in the future assert or maintain any such claim against the Released Parties.
In no event shall Professional be entitled to, and Professional hereby waives, any and all right to injunctive or other equitable relief or in any way to interfere with the advertising, distribution, exhibition or exploitation of the Site and/or of any works arising from the exploitation by Writer or any assignee or licensee of Writer of the Materials.