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STANDARD NON-DISCLOSURE AGREEMENT

Andrea Abril Poncela


_____________________________ ("Company"), in connection with the discussion and negotiation of possible
transactions in connection with the motion pictures of “THE SAW FRANCHISE” (the "Pictures"), and individuals
for whose actions Company is liable (including, by way of example, officers and employees of Company), will be
exposed to and/or otherwise have access to, through Lions Gate Entertainment Inc. and/or its subsidiaries,
agents, or affiliates (collectively, "Lions Gate"), sensitive, confidential, and proprietary information and materials
relating to the Pictures, including, without limitation, titles, film materials, photographs, characters, character names
or likenesses, scripts, plots, dialogue, themes, trademarks, logos, and music (individually and collectively, the
"Confidential Information").

In consideration of Lions Gate’s providing the Confidential Information to Company and/or engaging in discussions
with Company and for other valuable consideration, the value and receipt of which are hereby acknowledged,
Company agrees as follows:

1. Company agrees that: (a) any Confidential Information provided to Company by Lions Gate shall be used by
Company solely for the purpose authorized by Lions Gate in connection with the proposed business
arrangements contemplated herein; (b) Company shall not use the Confidential Information provided by Lions
Gate for any other purpose; and (c) Company shall not reproduce, distribute, disclose, or otherwise
disseminate the Confidential Information, or authorize any other person or entity to do so, to any person or
entity, except its designated employees, consultants, and legal counsel who are actively and directly involved
in the consideration of the business arrangements contemplated herein. It is specifically agreed that
Company shall direct such employees, consultants, and legal counsel to treat the Confidential Information
with the strictest security and not to use such Confidential Information except as expressly permitted
hereunder.

2. The Confidential Information, regardless of when provided to Company, shall be held, treated, and
safeguarded hereunder by Company using the highest degree of care standard in the entertainment industry
for protection of proprietary information and/or materials. Company shall not disclose to any person or entity
the Confidential Information and/or any information, terms, conditions, or other matters relating thereto,
including that discussions or negotiations are taking place with respect thereto, the content or status of such
discussions or negotiations, or that the Confidential Information has been made available to Company.
Company warrants and represents that it conscientiously employs practical safeguards against the
unauthorized disclosure, exhibition, transmission, distribution, copying, duplication, or theft of proprietary
information and/or materials.

3. Company agrees to advise all employees, consultants, and legal counsel who will have access to the
Confidential Information of Company's obligations set forth in this Agreement, and Company shall be fully
responsible for any breach hereof by any such persons.

4. Company acknowledges that Lions Gate Entertainment Corp., the parent company of Lions Gate, is a publicly
traded company, and that certain of the Confidential Information disclosed by Lions Gate may constitute
material, non-public information. Company further acknowledges that it is aware, and will advise its
Representatives, of the applicable requirements of the federal and state securities laws of the United States
relating to material, non-public information and trading in securities of Lions Gate Entertainment Corp.

5. Company shall not at any time use, reproduce, distribute, exploit, or disclose any of the Confidential
Information or exploit in any way the use thereof for any purpose in any medium whatsoever (including
personal or professional uses) without Lions Gate’s express prior written consent.

6. In the event that Company or any of its subsidiaries, affiliates, parent, agents, employees, consultants, or
legal counsel are requested or required (by oral questions, interrogatories, requests for information or
documents, subpoena or similar process) to disclose any Confidential Information, it is agreed that Company
will cooperate with Lions Gate and provide Lions Gate with prompt notice of such request(s) so that Lions
Gate may seek an appropriate protective order or waive compliance by Company with the provisions of this
Agreement.

7. Company agrees that Lions Gate is the sole owner of all rights, title, and interest in all of the work
performed or materials that may be created hereunder or provided to Company by Lions Gate. All of the
results, products, and proceeds of any and all work, services, and materials, including, without limitation,
all visual, audio, audio-visual, literary, digital, artistic, and other creations, including, without limitation,
artwork, designs, drawings, sketches, paintings, writings of any kind, computer software, typefaces,
models, samples, casts, coloring, discs, video sequences, film, sound recordings, ingredients, molds,
prints, printing plates, silk-screens, packaging, and other similar materials produced or worked upon by
Company hereunder or relating hereto (“Materials”) shall be deemed work made for hire in favor of, and
owned exclusively upon their creation by, Lions Gate. To the extent that any of such Materials are not
deemed to be work made for hire for Lions Gate for any reason, Company irrevocably grants, assigns,
and vests Lions Gate with all rights of every kind and nature, whether now known or hereafter devised,
throughout the universe in perpetuity, in and to the Materials (including, but not limited to, all material
relating to the Materials created by Company at any time prior to the date of this Agreement). Company
waives all rights of "Droit Moral" or "Moral Rights of Authors" or any similar rights or principles of law which
Company may now or later have in the Materials or any derivatives or depictions thereof.

8. Company agrees to inform Lions Gate immediately if anyone offers to pay money to Company or anyone
at Company, or to provide Company or anyone at Company with any other form of compensation, for
disclosure of the Confidential Information or the Materials.

9. At Lions Gate's request and instruction, all Confidential Information and Materials (including, without
limitation, any copies thereof and any notes relating thereto) in the possession of Company shall
immediately either be returned to Lions Gate or destroyed (with written verification of such destruction
provided to Lions Gate).

10. Company and Lions Gate agree and recognize that Company is not and is not to be deemed an employee,
agent, joint venturer, or partner of Lions Gate but is an independent company and that Company has no
right or authority to assume or create any obligation or responsibility on behalf of or in Lions Gate’s name.

11. Company shall indemnify, defend, save, and hold Lions Gate, its affiliates, parents, subsidiaries, licensors,
and their officers, directors, members, shareholders, agents, employees, representatives, heirs,
successors, licensors, and assigns, harmless from any and all actions, claims, loss, damages, and other
costs and expenses (including, without limitation, reasonable attorneys’ fees) arising out of or relating to
Company’s breach of any representations, warranties, or agreements herein.

12. Any amendment or modification to this Agreement shall be in writing and signed by authorized
representatives of both parties. The failure of Lions Gate, by waiver or otherwise, to require performance
of any provisions hereof shall not affect any of its rights at a later time to enforce such provisions. This
Agreement shall be governed by and construed in accordance with the internal laws of the State of
California (i.e., without reference to the conflicts of laws provisions thereof). Company agrees that any
and all disputes or controversies of any nature arising hereunder regarding or relating to any aspect of
this Agreement's formation, meaning, performance, or breach shall be determined in accordance with the
mediation and arbitration rules of JAMS (or, with the agreement of the parties, ADR Services) before a
single neutral mediator (for the mediation) and a single neutral arbitrator (for the arbitration) with such
proceedings to be conducted in Los Angeles, California. The parties hereto shall endeavor first to resolve
the controversy or claim through mediation administered by JAMS and conducted before a mutually
agreeable mediator before commencing any arbitration.

I STATE THAT I AM THE DULY APPOINTED AND AUTHORIZED REPRESENTATIVE OF COMPANY AND
THAT COMPANY (I) HAS CAREFULLY READ THIS AGREEMENT, (II) HAS BEEN GIVEN A SUFFICIENT
OPPORTUNITY TO CONSULT COUNSEL OF ITS CHOICE WITH RESPECT TO ENTERING INTO THIS

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AGREEMENT, (III) FULLY UNDERSTANDS THIS AGREEMENT'S FULL AND BINDING EFFECT, AND (IV) IS
SIGNING THIS AGREEMENT VOLUNTARILY.

Accepted and agreed this ________________, 2017.

________________________________
(“Company”)

By:

Its:

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