VOLUNTARY CONSENT AND RELEASE
For good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, I authorize Daniel Dunkelman, (“DD”), the Los Angeles Clinica Medica General Medical Center, Inc., (“CMG”), Physician’s Care Management Co., Inc. (“PCM”), and their parents, affiliates, subsidiaries, licensees, successors and assigns, individually and collectively, to make use of my name, voice, likeness and appearance in connection with the Program currently entitled, “Hola Doctor Daniel” (the “Program” or “Series”).
I. Grant of Rights –
a) For good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, I consent to and agree that DD, CMG and PCM, may tape, film, photograph, and record and reproduce my voice, image, silhouette, conversations (telephonic or otherwise), sounds (including without limitation any performance of any musical composition(s)), and physical likeness (as the same may appear in any still image or in any motion picture photography or other audio or visual recording during the course of taping and that DD, CMG and PCM shall be the exclusive owner of the results and proceeds of such taping, filming, photography and recording (collectively, the “Recordings”) and that all such Recordings will be “works made for hire.” If any such Recordings are not deemed “works-made-for hire,” I hereby assign to DD, CMG and PCM the entire copyright and all other rights in and to such Recordings (and where any such Recordings are not in existence at the date hereof, by way of present assignment of future copyright), throughout the universe for the full period of copyright and all renewals and extensions thereof, and thereafter for the maximum period permitted by law. DD, CMG and PCM shall have the right, throughout the universe, for an unlimited number of times in perpetuity, to copyright, use, edit, exhibit, distribute and otherwise exploit and license others to copyright, use, edit, exhibit, distribute, license and otherwise exploit in any manner (including on the Internet), all or any portion of such Recordings or of a reproduction thereof in connection with the Program or any other production, program or work (including without limitation in any other programs, documentaries, featurettes, promotional films and/or so-called “behind the scenes” programming and interviews), or any advertising, promotion or publicity in connection therewith or for any other purpose, accompanied by any film, story, picture, narration or dialogue or combined with any other work whatsoever, for any and all purposes, without restriction, limitation or condition and without any monetary or other compensation whatsover. I acknowledge that DD, CMG and PCM are the sole authors of the Recordings, that I shall have no “moral rights” in the connection with the Recordings, and that, in the event of a contrary determination, I waive all such rights.
b) I further represent that any statements made by me during my appearance are true, to the best of my knowledge, and that neither they nor my appearance will violate or infringe upon the rights of any third party including intellectual property rights or breach any obligation of confidentiality I may have to any third party.
c) I understand that I may reveal and/or relate, and other parties, including, without limitation, other participants, DD, CMG, PCM, and the host of the Program, if any, may reveal and/or relate, information about me of a personal, private, intimate, sexual, dramatic, surprising, embarrassing or unfavorable nature. Moreover, I acknowledge and understand that personal and/or private details and background information concerning me may be revealed to the public as part of the Recordings and/or the Program. I acknowledge and agree that DD, CMG and PCM, shall have the right: (i) to include any such information and any such appearance, depiction, portrayal, actions and statements in the Program as edited by DD, CMG and PCM, in their sole discretion, and (ii) to broadcast and otherwise exploit the Program containing any such information and any such appearance, depiction, portrayal or actions.
d) I grant to DD, CMG and PCM all rights forever throughout the universe to use and license others to use my name, voice, photo and likeness in any merchandising and publishing undertakings in connection with the Program or any other materials in which I appear and, if applicable, any character(s) portrayed by DD, CMG or PCM therein.
e) I hereby waive any right of inspection or approval of my voice and appearance and/or Name and Likeness or the uses to which such voice and appearance and/or Name and Likeness may be put. I acknowledge that you will rely on this permission potentially (at substantial cost to you), and hereby agree not to assert any claim of any nature whatsoever against anyone relating to the exercise of the permissions granted hereunder. Notwithstanding the foregoing, I acknowledge and agree that DD, CMG and PCM shall have approval on all creative matters and that their decisions with respect thereto shall be final and binding.
f) DD, CMG and PCM shall be entitled to assign all or a portion of the rights and licenses granted herein and shall be entitled to assign this consent release in its entirety to any person, firm or corporation acquiring ownership or production rights in the Program. This release is binding upon and shall inure to the benefit of the respective licensees, successors and assigns of the parties hereto.
II. Representations and Warranties — I represent and warrant that: (i) ) None of my statements or actions will violate or infringe upon any laws or the rights of any person or entity; (ii) I have the full and exclusive right to enter into this Release and to make all grants of rights hereunder; all material in which rights are granted hereunder is original and either created by or otherwise exclusively owned by me. I agree to indemnify and hold harmless DD, PCM, and CMG, its successors, licensees and assigns, from any and all losses, liabilities, damages, costs or expenses (including, but not limited to, attorneys’ fees) including without limitation those arising from claims or demands based on the authorized and unauthorized disclosure of health information.
III. Indemnities, Waivers and Releases: I hereby grant the following indemnities, waivers and releases to the maximum extent permitted by applicable law: a) I agree that I shall not have any right or cause of action against DD, CMG, and PCM, their successors, assigns, licensees, and its parent, subsidiary, related and affiliated entities, and any owner, officer, representative, agent and/or employee of the foregoing entities (collectively and individually, the “Released Parties”) and/or any other person or entity, arising out of any use of the Recordings or the Program, for any reason, even if such use is, or may be claimed to be, defamatory, libelous, untrue, censurable, damaging or injurious to my personal relationships, my business or my profession.
b) I acknowledge that the Program is intended to, among other things, document the impact of my surgery on my life. I agree that I shall not have any right or cause of action against any of you or any other person or entity arising out of any use of the Recordings, or DD, CMG, or PCM’s decision (subject to their sole discretion) not to use the Recordings in the Program, for any reason, even if such use is, or may be claimed to be, defamatory, libelous, untrue, censurable or damaging or injurious to my personal relationships, my business or my profession. I waive any and all rights of privacy, publicity, or any other rights of a similar nature in connection with the exploitation of the Recordings and the Program.
c) I agree that I shall not have any right or cause of action against any of you or any other person or entity arising out of any use of the Results and Proceeds, for any reason, even if such use is, or may be claimed to be, defamatory, libelous, untrue, censurable or damaging or injurious to my personal relationships, my business or my profession. I waive any and all rights of privacy, publicity, or any other rights of a similar nature in connection with the exploitation of the Results and Proceeds and the Program.
d) I waive any and all rights of privacy, publicity, or any other rights of a similar nature in connection with the exploitation of the Recordings and the Program.
e) I waive any right or cause of action against the Released Parties, their successors, licenses or assigns and any other person or entity based upon a claim that I was coerced or influenced to participate in the Program.
f) I waive any right or cause of action against the Released Parties and/or any other person or entity, in connection with any claim against me for my actions while you are filming, taping, recording or photographing me. In addition, I hereby acknowledge that I am solely responsible for any statements made by me during my appearance in the Program, which statements shall consist solely of my opinions and do not necessarily represent those of DD, CMG and PCM who are not responsible for the content of such statements.
g) I hereby waive any right I may have to rescind or terminate DD’s, CMG’s or PCM’s rights, or to obtain any injunction or other equitable relief that could in any way interfere with DD’s, CMG’s, and PCM’s exercise of rights in connection with the Program and/or the Recordings.
a) I acknowledge that I will not be entitled to any payment for any use, reuse, sale, resale or any other exploitation of the Recordings, the Program or any work that incorporates any part of the Recordings or the Program. DD, PCM, or CMG will have no obligation to use the Recordings (or any portion thereof) or to complete, distribute, exhibit or exploit the Recordings or the Program. I have not entered into this Release in reliance on any representations not contained herein.
b) I agree to keep the terms of this Consent and Release and all proprietary and/or non-public aspects of the Program strictly confidential (“Confidential Information”). I agree not to disclose any Confidential Information to third parties, without the prior written approval of DD, PCM, and/or CMG, unless legally required to do so.
c) Nothing herein is intended or shall be interpreted to give me the right to act as or deem myself to be the agent, legal representative, partner, or joint venturer of DD, PCM, and CMG.
d) This Release shall be interpreted in accordance with the laws of the State of California.
e) Should any provision(s) of this Agreement for any reason be declared invalid, void or unenforceable by a court of competent jurisdiction, such adjudication shall in no way affect any other provision(s) of this Agreement or the validity or enforcement of the remainder of this Agreement, and the provision(s) affected shall be curtailed only to the extent necessary to bring the Agreement within the applicable requirements of the law.
f) Any and all disputes arising from this Release shall be determined by a court of law in Los Angeles, California with jurisdiction over the subject matter thereof and I consent to the exclusive jurisdiction and venue of said courts. This Release is the entire agreement of the parties with respect to the subject matter hereof and supersedes any prior or contemporaneous oral or written, express or implied, agreement, promise or representation between the parties. This Release cannot be modified except by written instrument signed by both parties.
I understand and acknowledge that DD, CMG and PCM will proceed with the Program in full reliance on the above consent and release. I am over the age of 18 and have the full right and legal capacity to sign this Release. I have read this Release prior to signing it and I understand its contents.