FilmMortal Standard Placement Agreement
This Agreement is between the brand owner making the offer ("Brand") and the producer of the listed project ("Producer"), each identified in the FilmMortal deal room. It is formed when both parties e-sign in the deal room. Webtronaut Innovations LLC ("FilmMortal") operates the marketplace and acts as limited payment agent. It is not a party to the creative obligations below.
1. The placement
Producer will feature the Brand's product ("Product") in the production ("Production") in the manner described in the deal room (the "Placement"), including approximate screen time and placement type. Producer keeps final creative control of the Production. Producer will not depict the Product in a disparaging, unsafe or illegal way, and will tell the Brand in advance if the scene materially changes.
2. Consideration
Cash and hybrid deals: the Brand pays the agreed amount plus FilmMortal's platform fee through FilmMortal. Product deals: the Brand supplies the agreed product, free of charge and in time for the shoot, and pays FilmMortal's flat deal fee. Producer pays no fee. Each party is responsible for its own taxes.
3. Protected payment
The Brand's payment is held by FilmMortal (through its payment processor) and released to Producer only after (a) Producer submits proof of placement and (b) the Brand confirms it, or seven (7) days pass after submission without the Brand confirming or disputing. FilmMortal's fee is earned when the deal is funded and is non-refundable, except where a refund is due because of FilmMortal's error.
4. If the placement doesn't make it
If the Placement does not appear in the final cut, or the Production is abandoned, the Brand is entitled to a refund of the placement amount (not the platform fee) or, if both parties agree in writing in the deal room, a make-good placement of equal value in the same or another production by Producer. Product already supplied in a product deal need not be returned unless agreed.
5. Trademark authorization (clearance letter)
The Brand grants Producer and its distributors, licensees and assigns a non-exclusive, irrevocable, royalty-free, worldwide, perpetual license to depict and refer to the Product and the Brand's associated marks in the Production and its trailers, clips, stills and marketing, in all media. FilmMortal generates a clearance letter reflecting this grant once both parties sign. This license survives termination.
6. Exclusivity
If the slot is marked "category exclusive", Producer will not knowingly feature a directly competing product in the same category in the Production with similar prominence. Background items not controlled by Producer (for example, street signage in a public location) are excluded.
7. Brand promotion
The Brand may say publicly that its Product appears in the Production and may use up to 30 seconds of the Placement scene in its own channels after the Production's public release, with credit, unless Producer's distribution agreement prohibits it and Producer notified the Brand before signing. Any other use of Production footage, talent likeness or title needs separate written permission.
8. Warranties
The Brand warrants that it owns or controls the marks and that any supplied Product is safe for its intended on-screen use. Producer warrants that it has the right to produce and exploit the Production and that statements in its listing (including audience estimates made in good faith) are not knowingly false. Neither party guarantees audience size, ratings or sales.
9. Disputes
Either party may open a dispute in the deal room while funds are held. FilmMortal will review the evidence and may release, partially release or refund held funds in line with this Agreement. Its decision on held funds is final as between the parties, without prejudice to other claims. Any other dispute will be resolved by binding individual arbitration in New Mexico under the AAA Commercial Rules, except that either party may seek injunctive relief for misuse of its intellectual property.
10. Limitation of liability
Except for breach of Section 5 or a party's indemnity obligations, neither party is liable for indirect or consequential damages, and each party's total liability is limited to the amount paid or payable under the deal. FilmMortal's liability is limited as stated in the FilmMortal Terms.
11. Indemnity
The Brand indemnifies Producer against third-party claims that the depiction of the Product as agreed infringes the rights of others or that the Product caused injury. Producer indemnifies the Brand against third-party claims arising from the Production's content, other than the Product as agreed.
12. General
This Agreement, the deal-room terms and the FilmMortal Terms are the entire agreement for the deal. Changes must be agreed in writing in the deal room. Electronic signatures are binding. New Mexico law governs. If any provision is unenforceable, the rest remains in effect. Neither party may assign the deal without consent, except Producer may assign to a production entity or distributor of the Production.
FilmMortal is not a law firm and does not give legal advice. Parties may negotiate additional terms in writing in the deal room, and should consult counsel for large or complex deals.