Media Coverage Agreement
16th Annual Screen Actors Guild Awards®
Media Coverage Agreement
In consideration of being granted credentials for access to the 16th Annual Screen Actors Guild Awards®, and subject only to the final approval of Screen Actors Guild Awards, LLC ("SAG Awards"), the executing entity and individual (collectively, "you") hereby enter into the following Media Coverage Agreement with SAG Awards:
1. SAG Awards will provide credential(s) necessary for you to gain access to media areas for the sole and exclusive purpose of providing legitimate news reporting of the SAG Awards. Time, area, and scope of access will be at the sole discretion of SAG Awards. Credential(s) and access may be revoked at any time by SAG Awards with or without cause, and SAG Awards shall have no liability to you whatsoever should SAG Awards revoke such access. You agree not to attempt to gain access to any area other than those designated for media and to which you have expressly been granted access. You agree to confine your work to obtain interviews or to shoot stills and video only to those locations within the designated media areas for which you have been specifically assigned for that work. This credential is non-transferable. You agree not to sell, donate or provide it to anyone before, during or after its use at the 16th Annual Screen Actors Guild Awards.
2. The unauthorized possession or use of cameras or video or audio recording devices (collectively, "recording devices") is prohibited at the SAG Awards. If you are found to be in possession of an unauthorized recording device within SAG Awards premises (including the Red Carpet Arrivals area), you hereby consent to the confiscation of any such recording device and the revocation of your credentials.
(a) Credentialed still photographers and video crews will be granted authorization to possess and use still and video cameras respectively within their designated media areas only. If you are so authorized, you agree to possess and use only such devices as are necessary for your coverage of the event and not to possess or use any personal cameras or other recording devices. If you are found using a camera in an unauthorized area, you hereby consent to confiscation of the camera and revocation of your credentials.
(b) On the Red Carpet, still and video photography is permitted only from your assigned area on the media bleachers. Interviews are the only material which may be streamed live over the internet from the Red Carpet
(c) Any outlet signage in the media arrivals area or inside media areas, other than microphone flags, must be pre-authorized.
(d) All video cameras must be controlled by a video operator abiding by the terms of this agreement. Unmanned 'web cams' are not permitted.
(e) Only authorized outlets may telecast or stream live from the Red Carpet Arrivals area. If you are granted authorization to telecast or stream live from the Red Carpet Arrivals area, you agree that you will not telecast or stream live without Screen Actors Guild Awards' prior approval. If you are found airing an unauthorized telecast or internet stream, you hereby consent to confiscation of all cameras or recording devices and revocation of your credentials. You agree that violation of this provision shall be deemed a material breach of this Agreement. You further agree that it would be extremely difficult to determine or affix the actual damages sustained by Screen Actors Guild Awards in the event you air an unauthorized telecast and that $25, 000.00 is a reasonable estimate of such damages.
(f) Inside the media complex, still photography is only permitted from fixed assigned positions in the general photo room unless previously authorized. No individual outlet video coverage is permitted anywhere in the inside media complex unless previously authorized. No individual cameras are permitted in the general media room. Video of interviews with Actor® recipients in the general media room will be provided by a pool camera. Interviews recorded by the pool camera are the only material that may be telecast, streamed or otherwise exhibited from the general media room.
(g) Inside the media complex, reporters may pose questions only inside the general media room. Interviews outside the general media room are not permitted unless previously authorized.
(h) You agree to indemnify SAG and SAG Awards against any and all claims which may arise as a result of your breach of this agreement, including but not limited to, breach of contract claims by third parties.
3. For purposes of this agreement, the following terms are defined as set forth in this paragraph:
(a) "clip" means any motion picture or live action footage or audio recording of a portion of the telecast of the SAG Awards, including individual frames of such footage and still images derived from such footage (commonly referred to as "screen grabs");
(b) "SAG stills" means any still photograph, image, or graphic provided by SAG Awards, expressly including (but not limited to) photographs, images, or graphics downloaded from the SAG Awards website or the Screen Actors Guild ("SAG") website;
(c) "stills" means any still photograph (whether on film or digitally captured) taken in connection with the SAG Awards but not extracted or produced from the telecast of the SAG Awards, except "SAG stills";
(d) "recordings" means any motion picture or live action footage or audio recording taken in connection with the SAG Awards other than materials encompassed within the definition of "clip" as set forth in subparagraph (a) above.
4. You acknowledge that as between you and SAG Awards, SAG Awards is the sole and exclusive owner of all rights, including copyright, relating to the telecast of the SAG Awards, and particularly any clips (including "screen grabs") of the telecast of the SAG Awards, and any SAG stills.
5. You are hereby granted a nonexclusive, nontransferable temporary license to broadcast and/or display clips (including "screen grabs") and SAG stills from the SAG Awards beginning upon the first airing of the show on Sunday, January 23, 2010, through 11:59 p.m. PST on Sunday, March 7, 2010 subject to the following restrictions:
(a) Clips and/or SAG stills may be used only for legitimate news reporting on television, in newspapers and periodicals, and on the internet. Clips and/or SAG stills may be used only for legitimate news reporting which refers to: (i) the SAG Awards as an event, (ii) SAG as an organization, or (iii) specific achievements for which an individual has been nominated for or awarded a Screen Actors Guild Award. Clips and/or SAG stills may not be used for any purposes other than those stated herein.
(b) No more than thirty seconds (00:30) of any individual clip may be used;
(c) The aggregate length of all clips used in an individual program may not exceed two minutes (02:00);
(d) With respect to SAG stills (except (i) graphics and (ii) any image of THE ACTOR® statuette), you are permitted to crop or resize the image, but may not distort the content or otherwise manipulate the image; you may only resize (and not crop or otherwise manipulate or distort) (i) SAG stills that are graphics and (ii) any image of THE ACTOR statuette;
(e) Any display, exhibition, broadcast, or use of clips and/or SAG stills must be prominently accompanied by the legend: "Courtesy of 16th Annual Screen Actors Guild Awards®"
(f) The sale or distribution of any clips and/or SAG stills from the SAG Awards or any SAG Awards event (e.g. nomination ceremony, behind-the-scenes, Question & Answer sessions, rehearsals, Red Carpet Arrivals) for any non-news reporting purpose or sale to the general public is strictly prohibited.
6. Any license granted to you hereunder expires at 11:59 p.m. PST on Sunday, March 10, 2010. No use of clips or SAG stills may be made after that time without the additional express written consent of SAG Awards, for which compensation may be required. The parties agree that any use whatsoever of these materials after the expiration of the license granted hereunder constitutes a material and serious breach of this agreement, for which substantial damages and/or injunctive relief will be warranted.
7. You agree not to use clips, recordings, stills, or SAG stills in any manner that would constitute a violation of any law or applicable collective bargaining agreement, and you further agree that irrespective of copyright ownership, the clips, recordings, stills and/or SAG stills, as used in your program or on your outlet, shall not disparage, defame or reflect unfavorably upon SAG, SAG Awards, and/or any person depicted in the clips, recordings, stills, or SAG stills or otherwise associated with SAG or SAG Awards, and you will not permit any other person or entity to make such use of the materials. To the extent that your use of such clips, recordings, stills, or SAG stills is pursuant to the grant of a license in paragraph 5 above, that license is expressly conditioned on your compliance with this paragraph and any non-compliance shall void such license ab initio.
8. You agree that, if granted access to the media interview room, you will only use recordings of actual interview sessions and that no other footage from the media interview room will be used for any purpose.
9. You agree not to sell or distribute any stills or recordings from the SAG Awards or any SAG Awards event (e.g. nomination ceremony, behind-the-scenes, Question & Answer sessions, rehearsals, Red Carpet Arrivals) for any non-news reporting purpose and that the sale of stills or recordings to the general public is strictly prohibited.
10. You will obtain and be solely responsible for all required authorizations, clearances, consents, licenses, and releases necessary for your use of the clips, recordings, stills and/or SAG stills, including without limitation, consents from all performers and persons who rendered services in connection with the clips, recordings, stills and/or SAG stills as well as consents from all unions and guilds to the extent any of their respective members performed in or in connection with the clips, recordings, stills and/or SAG stills, including without limitation, AFM, AFTRA, SAG, DGA, and WGA. If music is in the clips or recordings, you will also obtain music synchronization, master use and performing rights and/or licenses from the owners of the music. Nothing in this agreement grants you the right to use, display, or broadcast clips of motion pictures (including but not limited to theatrical films, television programs, and commercials) broadcast as part of the SAG Awards without separately obtaining all required clearances, consents, licenses, and releases, for which you are solely responsible.
11. You agree and acknowledge that SAG Awards has not made any warranty or representation whatsoever, express or implied, with respect to the SAG Awards or any clips, recordings, stills and/or SAG stills, or your use of them.
12. THE ACTOR statuette is both a registered trademark and copyrighted intellectual property of Screen Actors Guild. Any use of the name or statuette is strictly regulated, and published images of THE ACTOR must bear prominent notice of Screen Actors Guild's ownership. You hereby acknowledge and agree that you have read and understood SAG's regulations, governing the use of its trademarks and intellectual property, including but not limited to THE ACTOR and that agree to comply with those regulations which are incorporated herein by reference. A complete copy of said regulations is posted on the Screen Actors Guild Awards website at www.sagawards.org.
13. You agree to take all reasonable steps to maintain the security of any clips and SAG stills obtained or possessed by you within the scope of this agreement, including but not limited to physically securing the footage, film, and/or data, and employing technology to assure that unauthorized reproduction, transfer, or use of such material is prevented, particularly with respect to any broadcast, display, or other use made on the internet.
14. You expressly assume any and all obligations of any nature whatsoever, arising from or relating to your obtaining possession of and making use of the clips, recordings, stills and/or SAG stills. You further agree to defend, indemnify and hold harmless Screen Actors Guild, Inc., Screen Actors Guild Awards, LLC, Jeff Margolis Productions, Inc., Turner Network Television, its parent, subsidiary and affiliated companies, its owned and affiliated stations, and each of their respective officers, directors, agents, representatives, employees, volunteers, successors, and assigns, from and against any and all losses, actions, claims, demands, liabilities, damages or costs (including reasonable attorney's fees) of any kind or nature whatsoever which may arise out of or in connection with your use of the clips, recordings, stills and/or SAG stills, your breach of this agreement, the availability or unavailability of any clips, recordings, stills and/or SAG stills, and your access to the SAG Awards or any part thereof.
15. The parties agree that time is of the essence of this agreement, and the grant and expiration of license periods shall be strictly construed and enforced.
16. Any controversy or claim arising out of or relating to this contract, or the breach thereof, shall be settled by arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules, including the Optional Rules for Emergency Measures of Protection, and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. Venue in any arbitration hereunder shall be in Los Angeles County, California. The parties expressly agree that any breach of the provisions of this agreement with respect to the permissible use of clips, recordings, stills, SAG stills, and/or SAG intellectual property, including trademarks and copyrights, will result in significant, immediate, and irreparable harm to SAG Awards, and therefore injunctive relief shall be available in addition to damages for any breach of the provisions of this agreement.
17. This agreement constitutes the entire understanding and agreement of the parties, and may not be modified or amended except by written instrument executed by the parties. The parties represent that they are authorized to enter into this agreement on behalf of themselves and any employer, if applicable.
18. This agreement shall be binding and inure to the benefit of the parties hereto and their respective heirs, representatives, successors-in-interest and assigns. No breach of any provision hereof may be waived except in writing. Waiver of any other breach of the same or similar provision shall not constitute a general waiver of any provision hereof.
19. Neither party shall be liable for any delay or failure to perform its obligations hereunder resulting from any cause beyond such party's reasonable control, including but not limited to acts of God, acts of war, terrorism, weather, fire, explosions, floods, earthquakes, strikes, work stoppages, slowdowns or other industrial disputes, accidents, riots or civil disturbances, acts of government, and dangerous conditions that pose a threat to either party's personnel.
20. This agreement is final and binding as soon as it is executed by both You and SAG Awards. By clicking on the "I Accept" button on this page, You thereby execute and agree to be bound by the terms of this agreement. SAG Awards will subsequently notify you by electronic transmission or mail (including, but not limited to facsimile transmission or electronic mail) when SAG executes this agreement and thereby becomes bound to its terms. Until you receive such notification from SAG Awards, this agreement is not fully executed and you have no rights whatsoever under the agreement. Any display, broadcast, reproduction, exhibition, or use of any covered materials is strictly prohibited until you receive notice of SAG Awards' execution of this agreement.
