Wydaho Adventure Film Festival

This Agreement is made by and between the ("Film Owner") and Wydaho Adventure Film Festival.

This Agreement is subject to the following terms and conditions:

(1) SELECTION/SCREENINGS
The Film will be screened at times in venues which will be strictly at the discretion of Wydaho programming staff. Some films may screen twice or more, and Wydaho reserves the right to schedule additional last minute screenings of the Film on a “To Be Announced” basis. Wydaho also reserves the right to screen all or parts of the Film prior to the festival for promotional purposes.

(2) ADDITIONAL SCREENINGS
Wydaho reserves the right to screen the Film at other locations after the Festival under the name “Wydaho Film Festival.” Unless expressly prohibited by the Film Owner below, the Film may be presented at additional Wydaho screenings for 1 year after film submission. Examples of additional Wydaho Screenings include, but are not limited to other seasonal shows, and can also include additional festival screenings hosted by Wydaho and screenings through external content partnerships.

(3) WYDAHO ONLINE MEDIA CONTENT
Wydaho may provide the opportunity to promote your film during or after the festival in conjunction with our media and industry partners.
(4) COMPENSATION TO THE FILM OWNER
With the exception of free admission to the festival, Film Owner will receive no monetary compensation for exhibition of the Film during the Festival or Wydaho Additional Screenings at this time.

(5) REPRESENTATIONS BY FILM OWNER
Film Owner represents and warrants that Film Owner has the full and sole right and authority to enter into this Agreement and make the grant of rights made herein, that the person signing this Agreement is fully authorized to do so by the Film Owner, and that Wydaho may rely on the terms of this Agreement if the Film is selected and Film Owner does not object to this Agreement, but fails to sign and return it; that the Film is wholly original with Film Owner; that no claim or litigation exists relating to the Film or purporting to question or adversely affecting the rights granted herein; and that, to the best of Film Owner’s knowledge (or that which Film Owner should have known in the exercise of reasonable prudence), the Film does not violate the rights of privacy of, or constitute a libel or slander against, or violate any common law or other rights of, any person or entity. Film Owner agrees to defend, indemnify and hold Wydaho and its successors and assigns harmless against and from any and all liability, loss, cost (including reasonable attorneys' fees), causes of action and damages incurred as the result of any breach of any representation, warranty, or agreement made by Film Owner under this Agreement.

(6) BINDING AGREEMENT
This Agreement will be binding upon and inure to the benefit of Wydaho’s and Film Owner’s respective licensees, successors and assigns.

(7) ENTIRE AGREEMENT; AMENDMENT
This Agreement is the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior or contemporaneous representations, discussions, proposals, negotiations, conditions, communications and agreements, whether written or oral, between the parties relating to the subject matter hereof and all past courses of dealing or industry custom. No modification of or amendment to this Agreement shall be effective unless in writing and signed by each of the parties, including both members of WC Services.

(8) GOVERNING LAW
This agreement is to be construed in accordance with the laws of the State of Idaho without regard to choice of law rules.

(9) DISPUTE RESOLUTION
All disputes under this Agreement shall be settled by arbitration in Idaho before a single arbitrator pursuant to the commercial law rules of the American Arbitration Association. Arbitration may be commenced at any time by any party hereto giving written notice to the other party to a dispute that such dispute has been referred to arbitration. Any award rendered by the arbitrator shall be conclusive and binding upon the parties hereto. This provision for arbitration shall be specifically enforceable by the parties and the decision of the arbitrator in accordance herewith shall be final and binding without right of appeal.

(10) SEVERABILITY
If any provision of this Agreement shall be held to be illegal, invalid or unenforceable under present or future laws, such provisions shall be fully severable, this Agreement shall be construed and enforced as if such illegal, invalid or unenforceable provision had never comprised a part of this Agreement; and, the remaining provisions of this Agreement shall remain in full force and effect.

(11) WAIVER
The waiver by either party of a breach of or a default under any provision of this Agreement shall not be effective unless in writing and shall not be construed as a waiver of any subsequent breach of or default under the same or any other provision of this Agreement, nor shall any delay or omission on the part of either party to exercise or avail itself of any right or remedy that it has or may have hereunder operate as a waiver of any right or remedy.

(12) ATTORNEY’S FEES
If any action at law or in equity is brought to enforce or interpret the provisions of this Agreement, the prevailing party will be entitled to reasonable attorneys’ fees in addition to any other relief to which that party may be entitled.

(13) CAPTIONS
The headings used in this agreement are for convenience only and shall not be used to limit or construe the contents of any of the sections of this Agreement.