KHBH LLC Production Agreement
This Production Agreement (the “Agreement”), effective as of the date of checkout, (the “Effective Date”), is made by and between you referred to as (“Participant”), and KHBH LLC (“Company”). For the purposes of this Agreement, Participant and Company may sometimes herein be referred to collectively as the “Parties” or individually as a “Party.”
WHEREAS, Company has the right to represent Kevin Harrington (“KH”).
WHEREAS, Company will produce a video segment where KH will interview Participant and/or relevant partner or guest(s).
WHEREAS, Participant has a business that they wish to appear with KH on this video segment.
NOW, THEREFORE, in consideration of the mutual promises contained in this Agreement and other good and valuable consideration, the receipt of which is acknowledged by the Parties, the Parties agree as follows:
1. Duties of Company
1.1 Company will produce, host, design, edit, and deliver a video segment showcasing the Participant’s business, product, or service (hereinafter referred to as the “Product”). Product shall be shot in a live-to-tape style interview format.
1.2 Company shall air the Product on Fox Business nationally, one time. Company has the full and final approval of the Product. This Product may be featured in a larger video segment on television. Company has the right to title the Product in whatever name the Company chooses. Company shall have final editing approval for any video footage.
1.3 Company will film the Product in the Tampa, Florida region, at a date chosen by the Company.
1.4 Company will cover the costs related to the production of the Product and airing on television. While this is not expected, if for any reason, the TV Network does not approve Participants specific segment to run on Television, Company shall refund to Participant one thousand dollars ($1,000) for failure to run the Participants Product on Television.
1.5 Company will work with Participant prior to the filming of the Product to lay out talking points for filming.
1.6 Company will meet with Participant in a group setting or one on one, at the discretion of the Company, prior to filming the Product on the day of filming. This shall be for twenty minutes or more.
2. Duties of Participant
2.1 Participant shall be in the Tampa, Florida area during the day of filming promptly at the time indicated by Company. Participant shall cover all of their own travel related costs, including but not limited to flights, hotels, and meals. Any and all special requests or additional duties not outlined in the definition of the Product, shall be the responsibility of the Participant.
2.2 Participant shall provide to the Company any and all relevant information, talking points, features, benefits, or specific script requests, prior to the filming of the Product.
2.3 It is Participant’s final responsibility to assure all desired talking points are explained to the Company prior to filming.
3. Compensation.
3.1 Participant shall pay to Company $13,500 for services in Section 1, upon the signing of this Agreement. Company will deliver to Participant an electronic invoice where participant shall submit payment information
3.2 Company shall not deliver the Product to the Participant or run the Product on Television until Participant is paid in full.
4. Term.
4.1 This Agreement shall be effective until Company completes all duties outlined in Section 1 (“Term”), subject to the termination provisions provided herein.
4.2 Company shall have the option to terminate this Agreement in the event the Participant breaches any term of this agreement, fails to timely pay any or all amounts due under this Agreement, ceases to do business, becomes subject to any government regulatory investigations, penalties or failure to comply with local, state and/or federal laws, becomes subject to a claim or lawsuit involving mismanagement, misrepresentation, fraud or engages in an activity that Company determines that will negatively affect Company’s name or brand or Participant has filed for bankruptcy, dissolution or an assignment for the benefit of creditors. In the event of the Participant’s breach of any term of this Agreement beyond any cure periods, Company shall retain all economic benefits contained in this Agreement.
4.3 Upon Termination of this Agreement, there shall be no refunds, except as expressed in segment 1.4.
5. Guarantees. Company does not make any guarantee of performance or any sales figures from the performance of this Agreement and the Product. There shall be no refunds under this Agreement, except as expressed in section 1.4.
6. Confidentiality and Indemnification.
6.1 Indemnification. Participant, its agents or assigns, hereby agree to indemnify, defend and hold Company harmless from all losses, claims, damages, liabilities, costs or expenses, including reasonable attorney's fees, joint and several (herein collectively “Claims”), arising from the performance of this Agreement, whether or not Company is party to such dispute. Company shall indemnify and hold Participant, its affiliates, officers, employees and agents harmless from and against all Claims arising from its performance hereunder, which have given rise to such liability. Pending any final determination of liability hereunder, the indemnification and reimbursement provision of this Agreement shall apply to each of the Parties and each shall perform its obligation hereunder to defend and reimburse the other for its expenses.
6.2 Warranty. Participant warrants that it will remain in compliance with all federal, state and local laws, regulations, and ordinances as it relates to marketing and distribution and as provided in this agreement. Further, Participant shall provide immediate notice to Company if Participant receives any notice of any claim or actions regarding the above. Participant further warrants that it shall fund all approved purchase orders and growth initiatives.
7. GENERAL TERMS
7.1. Independent Contractor. Company and Participant hereby acknowledges that Company is an independent contractor. Company shall not hold itself out, as, nor shall it take any action from which others might infer that it is agent of or a joint venture of Participant.
7.2. Partial Invalidity. If any part of this Agreement shall be determined by a court or mediator to be invalid, the remainder hereof shall be construed as if the invalid portion has been omitted.
7.3. Assignment. None of the Parties shall assign this Agreement without the written consent of the other Parties.
7.4. Waiver. No waiver of any of the provisions of this Agreement shall be deemed or shall constitute a waiver of any other provision, whether or not similar, nor shall any waiver constitute a continuing waiver. No waiver shall be binding unless executed in writing by the Party making the waiver.
7.5. Dispute Resolution. The Parties shall attempt to resolve any dispute arising out of or relating to this Agreement through amicable negotiations amongst the parties. If the matter is not resolved by negotiation, the Parties shall resolve the dispute using the procedures noted in Section 8.6
7.6. Mediation and Arbitration. Any controversy or dispute arising out of or relating to this Agreement shall be submitted to
mediation in accordance with any statutory rules in the state of Florida. If mediation is not successful in resolving the entire dispute or is unavailable, any outstanding issues will be submitted to final and binding arbitration under the rules of the American Arbitration Association. The arbitrator’s award will be final, and judgment may be entered upon it by any court having proper jurisdiction within the state of Florida.
7.7. Choice of Law and Venue. This Agreement shall be governed by and construed in accordance with the laws of the State of Florida.
7.8. Miscellaneous. This Agreement sets forth the entire understanding of the Parties relating to the subject matter hereof and supersedes and cancels any prior communications, under standings and agreements between the Parties. This Agreement is non-exclusive and cannot be modified or changed, nor can any of its provisions be waived, except by written agreement signed by all Parties. In the event of any dispute as to the terms of this Agreement, the prevailing Party in any litigation shall be entitled to recover its reasonable attorney's fees and costs.
