BOOKFEST PANELIST / PRESENTER AGREEMENT
I, __________ __ (“Panelist”), hereby assign and transfer all right, title and interest in and to my performance at the virtual event commonly known as EDELWEISS BOOKFEST (“EDELWEISS BOOKFEST”) to Above the Treeline, Inc. (“Treeline”) for sufficient consideration, the receipt of which is acknowledged and according to the terms and conditions set forth below:
- Assignment. Panelist shall, and hereby does, assign and transfer to Treeline all worldwide rights, title and interests in and to Panelist’s performance at EDELWEISS BOOKFEST, including without limitation, all rights in copyright, all rights in privacy, publicity, performance and celebrity in connection with EDELWEISS BOOKFEST (including, without limitation, all rights to use Panelist’s name, image, biography, personal story, and likeness in connection with EDELWEISS BOOKFEST), and the full, worldwide, perpetual and irrevocable right to exercise all such rights for any purpose, and in all media and by any manner and means now known or hereafter invented (collectively “Rights”). Panelist agrees that this assignment also includes all future derivatives, modifications or adaptations of EDELWEISS BOOKFEST and Rights (collectively, “Derivatives”). Panelist has participated in EDELWEISS BOOKFEST and created the Rights on special order for Treeline, and EDELWEISS BOOKFEST and Rights are “work made for hire”.
- Representations and Warranties. Panelist represents and warrants that: (i) Panelist is not aware of anything that is adverse to or inconsistent with the Rights assigned and transferred to Treeline by this Agreement, or by which any of these Rights or the enjoyment of them by Treeline might be invalidated or impaired; (ii) Panelist has not done, and will not do or omit to do, any act or thing that will or may impair the Rights assigned and transferred to Treeline by this Agreement, or interfere with the full enjoyment by Treeline of these Rights; (iii) no claim has been made against Panelist and Panelist knows of no claim or allegation that EDELWEISS BOOKFEST infringes, or will infringe, the copyright or violates, or will violate, the rights of any third party; (iv) none of Panelist’s performance, statements, works, presented at EDELWEISS BOOKFEST defame, slander, or violate the rights of any third party, including without limitation rights in confidentiality and/or trade secret; (v) other than as actually received by Panelist prior to EDELWEISS BOOKFEST, Panelist’s participation in EDELWEISS BOOKFEST is without any payment or promise of payment, or any other benefit having been delivered and without any expectation of any payment or benefit in return.
- Conduct. You acknowledge and agree that Treeline reserves the right to remove you immediately from EDELWEISS BOOKFEST if Treeline, in its sole discretion, determines that your participation or behavior create a disruption or hinder EDELWEISS BOOKFEST or the enjoyment of EDELWEISS BOOKFEST content by other participants, presenters, sponsors, or attendees. By way of illustration and not by way of limitation, you are bound by the EDELWEISS Code of Conduct: https://www.abovethetreeline.com/event-code-of-conduct/
- Release. Panelist on behalf of itself and their heirs, executors and administrators shall, and hereby does, forever release, waive, and covenant not to bring any suit, claim, or cause of action against Treeline arising from or related to (i) EDELWEISS BOOKFEST, the Rights or any Derivatives or the use, exploitation or creation of any of them; or (ii) any event, action, omission, fact or circumstance that occurs on or prior to the date upon which Panelist returns to Panelist’s primary residence after performing in EDELWEISS BOOKFEST. For the avoidance of doubt, Panelist agrees and acknowledges that EDELWEISS BOOKFEST may be used in whole or in part and may be paraphrased, amplified, shortened and/or put into conversational form.
- Confidentiality and Non-disparagement. Panelist shall not disparage EDELWEISS BOOKFEST or Treeline, its goods or services, employees, directors, owners, or customers, including without limitation, on any social media platform now known or hereinafter invented.
- General Provisions. This Agreement will be governed by, and construed and enforced in accordance with, the laws of the State of Michigan, without regard to its principles of conflicts of laws. Treeline and Panelist agree that any and all litigation arising under or relating to this Agreement or EDELWEISS BOOKFEST will be filed and prosecuted in and subject to the exclusive jurisdiction of the state and federal courts in the Eastern District of Michigan. This Agreement shall not terminate and shall not be supplemented, altered or modified in any manner except by a writing signed by both parties hereto. If any provision of this Agreement is invalid or unenforceable, it shall be immediately and automatically reformed so as to be valid and enforceable and to as nearly as possible reflect the intention of the parties. Because the parties have each reviewed the terms of this Agreement, the rule of interpretation that the ambiguous provisions of a document may be construed against the drafter shall not apply to the interpretation of this Agreement. The term of this Agreement shall be perpetual and shall only terminate upon the written agreement of the parties. In the event of a dispute arising from or relating to this Agreement, EDELWEISS BOOKFEST, the Rights, or the Derivatives, the prevailing party, in addition to any other relief to which it may be entitled, shall be entitled to recover its costs and attorney’s fees from the other party.
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