IMPORTANT - READ CAREFULLY THESE ONLINE AUDITION TERMS ("TERMS") COMPRISE A LEGAL AGREEMENT BETWEEN YOU AND SUMMIT ENTERTAINMENT, LLC ("SUMMIT"). BY SUBMITTING AN AUDITION AT THIS "AUDITION WEB SITE," YOU (OR, IF A MINOR, YOU AND YOUR PARENT OR LEGAL GUARDIAN) AGREE TO THESE TERMS.

General

You must be a legal resident of the U.S. or Canada and fourteen (14) years of age or older to submit an audition. Please stick to the script provided, do not post your audition video to any other site or exploit it in any other manner and remember to comply with the Submission Guidelines provided on the Audition Web Site.

Grant of Rights

By submitting an audition, you grant (or, if you are a minor, your parent/legal guardian grants on their and your behalf) to Summit and its licensees, agents and assigns the perpetual, worldwide, non-exclusive, royalty-free, sublicenseable and transferable license and right, but not the obligation, to use, reproduce, distribute, modify, display, and perform your name, likeness, persona, photographs, voices, biographical and other information, and submitted video, resume, photograph and information (collectively, "Audition Materials"), without notice, compensation, review, or approval, in any and all media now or hereafter known throughout the world, in perpetuity, by any and all manners and methods, and for any and all purposes or programs, now known or hereafter devised, including, without limitation, motion picture distribution, broadcast television, non-broadcast television, pay, cable and network television, satellite and closed-circuit transmission, in-flight video, home entertainment (including all means of home video dissemination), wireless, podcasting, Internet, linear, digital and interactive formats, and printed transcripts, and to advertise and promote Summit, its motion pictures and related services and products and for any other purpose in Summit's sole and absolute discretion. You further acknowledge and agree that Summit will have full right and power (but not the obligation) to edit, translate, dub or alter, separate, mix, combine with other material, reuse and adapt any or all portions or elements of your Audition Materials in any way and for any purpose whatsoever, at any time, and which may be used or displayed, now or in the future, in any media now known or hereafter devised throughout the world in any manner whatsoever and for any purpose in Summit's sole and absolute discretion. You agree and understand that you will not be compensated for your Audition Materials or for any use of them. Further, you agree that Summit is not bound to cast the roles through the Audition Web Site and may select individuals for the roles by any process it desires.

By submitting any Audition Material, you represent and warrant (or, if you are a minor, your parent/legal guardian represents and warrants on your behalf) that any Audition Material (except for the downloadable audition scene made available to you by Summit) is original to you and does not infringe upon any intellectual property or other rights of any third party and that you have obtained any and all releases and consents necessary (including, without limitation, any necessary releases and consents from any person who shot a video or photograph you submitted or who reads the off-camera lines from the audition scene) in order for the Audition Materials to be used as contemplated above.

Disclaimers/Limitation of Liability/Indemnity

SUMMIT DOES NOT WARRANT THAT THE AUDITION WEB SITE WILL BE AVAILABLE OR THAT YOUR USE OF THE AUDTION WEB SITE WILL BE TIMELY, UNINTERRUPTED, ERROR-FREE, OR SECURE, THAT DEFECTS OR ERRORS WILL BE CORRECTED, OR THAT THE AUDITION WEB SITE (OR THE SERVER THAT MAKES IT AVAILABLE) IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

Further, Summit does not warrant that your activities or use of the audition site is lawful in any particular jurisdiction and, in any event, Summit specifically disclaims such warranties. You understand that by using any of the features of the Audition Web Site, you act at your own risk, and you represent and warrant that your activities are lawful in the jurisdiction where you access or use the Audition Web Site.

By using the Audition Web Site and/or submitting any Audition Materials, you (or, if you are a minor, your parent/legal guardian) agree to release, indemnify, defend, and hold harmless Summit and its respective parents, subsidiaries and affiliated entities together with their respective directors, employees, officers, licensees, licensors and agents, and respective advertising and promotion entities, (collectively, the "Releasees") from and against any and all claims, demands, damages, losses, investigations, liabilities, judgments, settlements, costs (including attorneys' fees), or other expenses that directly or indirectly arise from or are otherwise directly or indirectly connected to: (a) your breach or alleged breach of these Terms; (b) your use of the Audition Web Site or activities in connection with the Audition Web Site; (c) your Audition Materials; or (d) your violation of any law, rule or regulation. You will cooperate as fully required by Summit in the defense of any claim. Summit reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and you will not in any event settle any claim without the prior written consent of a duly authorized employee of Summit.

Releasees are not responsible and/or liable for any of the following, whether caused by the Releasees, the user, any equipment or programming associated with or utilized with the uploading of any Audition Materials, or any human error: any lost, late, incomplete, illegible, mutilated, or misdirected submissions; any virus or any error, omission, interruption, defect or delay in transmission or communication; technical or mechanical malfunctions; interrupted or unavailable cable or satellite systems; errors, typos, or misprints in any materials related to the auditions; failures of electronic equipment, computer hardware or software; lost or unavailable network connections; failed, incorrect, incomplete, inaccurate, garbled or delayed electronic communications or entry information; or any unauthorized third party use of any Audition Materials; or for any other errors or malfunctions of any kind, whether network, computer, printing, typographical, human or otherwise.

TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, IN NO EVENT WILL THE RELEASEES BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, ECONOMIC, EXEMPLARY OR OTHER DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH OR RELATING TO YOUR USE OF THE AUDITION WEB SITE OR SUBMITTING ANY AUDITION MATERIALS OR WITH THE DELAY OR INABILITY TO USE THE AUDITION WEB SITE, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EVEN IF THE SUMMIT PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF DAMAGES.

BY ACCESSING THIS AUDITION WEB SITE AND/OR SUBMITTING ANY AUDITION MATERIALS, YOU UNDERSTAND THAT YOU MAY BE WAIVING RIGHTS WITH RESPECT TO CLAIMS THAT ARE AT THIS TIME UNKNOWN OR UNSUSPECTED, AND IN ACCORDANCE WITH SUCH WAIVER, YOU ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND, AND HEREBY EXPRESSLY WAIVE, THE BENEFITS OF SECTION 1542 OF THE CIVIL CODE OF CALIFORNIA, AND ANY SIMILAR LAW OF ANY STATE OR TERRITORY, WHICH PROVIDES AS FOLLOWS: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR."

You hereby irrevocably waive any and all rights to seek or obtain any injunctive or other equitable relief against any of the Releasees.

You also understand and acknowledge that: (a) Summit has wide access to ideas, stories, designs, and other materials and that many ideas or stories may be similar or identical to your submission and/or each other; (b) you will not be entitled to any compensation as a result of Summit's use of any such similar or identical material that has or may come to Summit from other sources; and (c) Summit does not now and will not have in the future any duty or liability, direct or indirect, vicarious, contributory, or otherwise, with respect to the infringement or protection of any copyright you may have in and to your submission.

Miscellaneous Terms

Relationship. You acknowledge and agree that your relationship with Summit is not a fiduciary or other type of special relationship, and that your decision to submit any submission does not place Summit in a position that is any different from the position held by members of the general public with regard to your submissions. None of your submissions (including, without limitation, any Audition Materials) will be subject to any obligation of confidence on the part of Summit. You agree that your participation in the audition process, including, without limitation, interacting with the Audition Web Site or uploading any Audition Material, will not be construed to create a partnership, joint venture, or employer-employee relationship between you and Summit.

Confidentiality. Except as authorized by Summit, you acknowledge and agree that you will not publicize, advertise or promote your participation in the audition process or disclose to any party any information you learn from Summit or its agents throughout your audition process, if any. You agree that you may be required to fill out, sign and agree to other contracts (including, without limitation, additional confidentiality agreements) and that if you refuse to sign those contracts, then you may no longer be able to continue in the audition process.

Jurisdiction / Location. The Audition Web Site is operated from within the State of California, United States of America, and will specifically not be governed by the United Nations Conventions on Contracts for the International Sale of Goods, if otherwise applicable. We make no representation or warranty that the Audition Web Site, or any content or other materials available on the Audition Web Site, are appropriate or available for use in all locations. Those who choose to access the Audition Web Site are responsible for compliance with local laws, if and to the extent local laws are applicable.

Severability of Agreement. If any provision of these Terms is found by a court or other binding authority to be invalid, you agree that every attempt shall be made to give effect to the parties' intentions as reflected in that provision, and the remaining provisions contained in this Agreement shall continue in full force and effect.

Applicable Law. These Terms and the resolution of any dispute related to these Terms will be governed by and construed in accordance with the laws of the State of California and the United States of America without giving effect to any principles of conflicts of law. Any legal action or proceeding between Summit and you related to these Terms or otherwise arising out of usage of this Audition Web Site will be brought exclusively in a federal or state court of competent jurisdiction sitting in or having jurisdiction over the County of Los Angeles, State of California, and you hereby consent and submit to the exclusive personal jurisdiction and venue of such courts.

Summit Entertainment, LLC is an equal opportunity employer.