NON-EXCLUSIVE LICENSE AGREEMENT



THIS AGREEMENT, made as of the valid submission period from 1st of March 2010 to 31st of December 2010 by and between



Company submitting film to EAST SILVER project.

(hereinafter “LICENSOR”)

and

EAST SILVER, a project duly organized and validly existing under the laws of the Czech Republic, having the address of Školská 12, 110 00 Praha 1, Czech Republic

(hereinafter “LICENSEE”).

WHEREAS, LICENSOR is the owner or controller of the original audio-visual documentary film submitted to East Silver, (the “Program”) and has the right to grant to LICENSEE such licenses and rights to use and exploit the Program in the manner contemplated herein below.

WHEREAS, LICENSEE, under a support from European Union, is establishing a collection of documentary films (“videoteque”) under project name “EAST SILVER” and selects annually a collection of documentary films under the name EAST SILVER CARAVAN to be shown at international film festivals worldwide in a given year and included in EAST SILVER TV FOCUS (further agreement will be signed, where applies), which serves as recommendation of the program to the broadcasters’ slots, and wishes, to support sales, exploitation and exposure of documentary films produced in the countries of Central Europe and former USSR.

WHEREAS, LICENSOR wishes to license the Program to LICENSEE and deposit the SubMaster in the Licensee´s videoteque for the purposes outlined below and LICENSEE wishes to license the Program from LICENSOR, in accordance with the terms of this Agreement. NOW, THEREFORE, the parties hereby agree as follows:

1. Definitions: For the purposes of this Agreement, the following words have the following meanings:

(a) “Program”: The term “Program” shall mean the final version of the fully edited,

(b) mixed and finished audio-visual, documentary film identified above .

(c) “SubMaster(s)”: The term “SubMaster(s)” shall mean the specific recording(s)

(d) of the Program supplied to LICENSEE by LICENSOR on loan, whether on magnetic tape,

(e) disk, digital format or any other substance or material that is used in the manufacture of the

(f) Work(s).

(g) “Territory”: The term “Territory” shall mean the Universe.

(h) “Effective Date”: The term “Effective Date” shall mean the date first set

(i) forth above that, upon execution of this Agreement by both parties, shall be the effective

(j) date of this Agreement.

(k) “Delivery” shall mean the actual receipt by LICENSEE of SubMaster(s) of the

(l) Program, technically and commercially satisfactory to LICENSEE and such further

(m) documentation required herein below or requested by LICENSEE.

(n) administration fee shall mean the amount of EUR 30, which will be paid by the LICENSOR to LICENSEE.

Submitting to the East Silver market is FREE OF CHARGE. Administration fee of EUR 30 to cover the digitalization of the title will only be charged for titles included in the East Silver market 2010.

Administration fee does not apply:

1. to films included in the program of Jihlava International Documentary Film Festival

2. to films submitted by film schools and/or student films

3. upon the LICENSEE’S decision

Producers/ submitters will receive confirmation about titles included. The payment of EUR 30 per title is to be issued by producer/submitter upon receiving this confirmation.

Account number:

Československá obchodní banka

Na Příkopě 18, 110 00 Praha 1

Czech Republic

BIC/ SWIFT: CEKOCZPP

IBAN: CZ29 0300 0000 0001 8384 4248

1. Grant of Rights:

LICENSOR hereby grants to LICENSEE the non-exclusive right, during the Term of this Agreement:

a) to include the Program into a videoteque – collection of documentary films under the name of EAST SILVER to be created as database of films in DVD format and to advertise, exploit, and enable individual access to this collection to attendants, viewers, distributors, sales agents during the Festival of documentary films held in JIHLAVA from 26th of October to 31st of October, 2010

b) to select, at Licensee´s discretion, the program into the collection of documentary films under the name EAST SILVER CARAVAN and to publicly show the Program as part of the collection at international film festivals and for inclusion of the collection into videoteques of such foreign festivals

c) to select, at Licensee´s discretion, the program into the collection of documentary films under the name EAST SILVER TV FOCUS and recommend the program for broadcasters’ slots,

d) to include the Program into videoteque of East Silver, civic association with its seat at Školská 12, 110 01 Praha 1 Czech Republic and in Centre of Documentary Film with its seat at Jana Masaryka 20, 586 01 Jihlava, solely for the purposes of non-commercial use – for personal viewing by students, teachers and film professionals including potential distributors, programme acquisition managers, sales agents, to use the specified program in order to include it in the database of East European documentary films as a non-commercial scientific-educational project supporting East European documentary filmmaking, created under the auspices of the Institute of Documentary Film (IDF) and Jihlava IDFF to serve the licensee’s needs and to the exploitation of the program(s) (and to the sublicensing to third parties for these purposes) by presenting them publicly to students, journalists, film industry representatives, festival programmers, representatives of professional associations and television archives; and by presenting them publicly during non-commercial events supporting and promoting East European documentary filmmaking, without numerical limits to the license, for non-limited period,

e) to rent the film out to students of film schools and to the interested lay public. Each rental will be documented, including the rental period. The renting person will be notified that the copyright belongs to the producer(s) without whose permission it is impossible to use the film in any public way,

f) to publish the trailer of the program at websites www.eastsilver.net and www.dokweb.net.

In addition, this grant of rights shall include the following rights:

(i) to convert the Program into specific digital format used for East Silver Video on Demand (VOD) digital library.

(ii) to make copies of the Program in DVD format for the purposes of creation of database of films (videoteque, EAST SILVER CARAVAN, EAST SILVER TV FOCUS)

(iii) to insert LICENSEE’s and project´s name, logo and distribution credits at the front or end of the Program and on any packaging or advertising of the Program, in LICENSEE’s sole discretion;

(iv) to combine and/or package the Program with other video and/or audio programs or other products, not subject to this Agreement;

(v) in connection with the advertising, promotion and exploitation of the project EAST SILVER, LICENSEE shall have the right to use the names, images, likeness and voices of all persons and characters appearing in the Program and the directors and producers of same;

(vi) to store or permit Jihlava IDFF, other film festivals and IDF to store digitization of the Program in their videoteques and for non-commercial purposes.

(vii) to use the Program, in whole or in part, for purposes of advertising and promoting the project EAST SILVER



a. It is expressly understood that any commercial exploitation of the Program is excluded from the scope of the rights granted hereunder and shall be subject to a separate agreement between Licensor and the third party, interested in such commercial exploitation.



1. Term:

(a) The term of this Agreement will commence upon the Effective Date and will continue for an initial period (“Initial Period”) of 5 (five) years from the acceptance of this agreement by LICENSOR, unless terminated earlier as provided herein (the “Term”).



1. Submission of Programs and Materials

LICENSOR shall, at its own expense, submit to LICENSEE by no later than 14 days after completing of the submission form, the materials and information listed in Exhibit A and incorporated herein, which must be technically and content acceptable to LICENSEE. For each Master provided by LICENSOR which is evaluated and determined to be technically unsatisfactory for DVD replication by LICENSEE, LICENSOR agrees to substitute a quality replacement material if available.



1. Credits and Copyrights



LICENSOR retains all copyright and other proprietary rights to the finished Program. Nothing herein will be construed to transfer any of said rights to LICENSEE. Copyrights for the films included in EAST SILVER TV FOCUS will be specified in separate agreement.



1. Warranties/Indemnification



(a) Each party hereby represents and warrants to the other that it has the full right, power and authority to enter into and perform this Agreement and to grant to the other, all of the rights herein set forth, free and clear of any and all claims, rights and obligations whatsoever.



(b) LICENSOR further warrants and represents that:



(i) all rights granted to LICENSEE are and will be free and clear of any restrictions of every kind and LICENSEE may exercise them without payment of any kind to any third party, except as expressly agreed to by LICENSEE under this Agreement

(ii) it is and will continue to be the owner or licensee of all rights which it supplies to LICENSEE hereunder, throughout the Territory and throughout the Term;



1. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the Czech Republic.

8. Independent Contractor Relationship

The relationship between LICENSEE and LICENSOR hereunder shall at all times be that of independent contractors and nothing contained herein shall render or constitute the parties joint ventures, partners or agents of each other. Neither LICENSEE nor LICENSOR shall hold itself out to third parties other than as set forth herein. Except as expressly provided hereunder, LICENSEE shall not have the right to execute any contract, or incur any obligation for which LICENSOR may be liable, or otherwise bind LICENSEE, and LICENSEE shall not be liable for any representation, act or commission of LICENSOR.

9. Counterparts

This Agreement may be executed in counterparts, each of which will be deemed an original and all of which together will constitute one and the same instrument. Any changes of this agreement shall be valid only if made in writing and agreed by the parties IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the valid submitting period first above written.



Exhibit A

To the Agreement from valid submission period (March 2010 - December 2010)

In accordance with the attached Agreement, LICENSOR shall deliver the following materials to LICENSEE:

1. A color master(s), English subtitled/English voice-over of each Program in technically acceptable condition for DVD.

2. Authorised trailer(s), English subtitled/English voice-over of each Program.

Submission Guidelines 2010

• East Silver Documentary Market is open to filmmakers from Central and Eastern Europe. In selecting films, organizers will concentrate equally on both artistic merit and exceptional content. The market accepts documentary films of all lengths.

• Only documentary films and video programs not entered in previous East Silver Market and produced after January 2009 will be considered for the selection.

• Completed application Form must be sent to the East Silver office before July 31, 2010, along with 2 DVD preview copies, press kit with film photos and trailer. Please, submit the application Form online

• Please send your submission to: East Silver /Školská 12, 110 01 Prague 1, Czech Republic.

• application Form data from all submitted films are processed and presented on the East Silver database at: www.eastsilver.net and www.dokweb.net. Please fill in precise information to avoid mistakes in the database and catalogue.

• Preview DVDs will be kept in the East Silver archives.

• East Silver 2010 will take place in Jihlava, Czech Republic, October 25 – October 31, 2010

Submission Administration Fee

Administration fee of EUR 30 will be charged for all titles included in the East Silver market 2010.

Administration fee does not apply to:

1. films included in the program of Jihlava International Documentary Film Festival

2. films submitted by film schools and/or student films

3. upon the LICENSEE’S decision

Producers/ submitters will receive confirmation about titles included. The payment of EUR 30 per title is to be issued by producer/submitter upon receiving this confirmation.



Account number:

Československá obchodní banka

Na Příkopě 18, 110 00 Praha 1

Czech Republic

BIC/ SWIFT: CEKOCZPP

IBAN: CZ29 0300 0000 0001 8384 4248



Regulations

• Each documentary submitted to East Silver will be a subject to further selection. All submitted titles will be also passed to Jihlava IDFF pre-selection. Only creative documentaries that have been produced after 1st of January 2009 are eligible. Entering East Silver is only possible by means of the East Silver application Form. Only documentaries that meet the following requirements are eligible:

• documentaries completed after January 1, 2009

• English dialogue/ English subtitled or English voice-over

All film data, as well as a synopsis, are included in the catalogue. You are requested to submit the online application Form, along with a synopsis (between 150 - 175 words), 2 DVDs, press kit with film photos and trailer.

Submission Deadline: July 31, 2010.

Address for submitting films and other material:

East Silver, Školská 12, 110 00 Prague, Czech Republic

Facilities

East Silver consists of a digital library with 35 computer booths, printed catalogue and online database.

Printed catalogue

Each edition of East Silver catalogue includes selection of around 250 documentaries. Film titles previously submitted cannot be accepted. Catalogue entries of titles included in the Jihlava IDFF program and completed projects previously pitched at the East European Forum are labeled, and so is the East Silver Caravan, TV Focus and Silver Eye award selection. The printed catalogue is available two weeks prior the market and the festival.

Silver Eye Award

All titles included in the East Silver 2010 market are eligible for the Silver Eye 2010 nomination. Selection committee nominates 10 titles in each category (Short-length, Mid-length, Feature-length documentary). Nine key industry professionals will be nominated for a Silver Eye jury. The winners of Silver Eye 2010 in each category will be announced during the Closing ceremony on 14th Jihlava International Documentary Film Festival in Jihlava, Czech Republic. Winners will receive prize money of Euro 150 (per 1 title in each category).

Location

East Silver market is located in DKO, in the central venue of the festival.

Accreditation

East Silver library is open primarily to invited international industry professionals (TV buyers, programmers of film festivals, representatives of international film funds, sales agents, and distributors looking for new films. Each visitor will receive a catalogue. Producers and directors of titles included in the East Silver market are granted the accreditation. The accreditation can be obtained via www.eastsilver.net from September 1, 2010.

For buyer’s accreditation, please contact Miriam Simkova at office@eastsilver.net

Accreditation Deadline: October 15, 2010

East Silver accreditation is valid for the East Silver market, East European Forum, festival program screenings and industry events (does not include Invitation only events).