VidReelz Content Submission Agreement

This Content Submission Agreement (“Agreement”) is entered into by and between: VidReelz (“VidReelz,” “we,” “us,” or “our”), operated by S.G. Potter Media Publishing House, a Utah LLC with its principal place of business at 10808 S River Front Pkwy, Suite 452, South Jordan, UT 84095 - USA

and

The undersigned content owner, filmmaker, or authorized representative (“Filmmaker,” “you,” or “your”).

This Agreement governs the submission, hosting, promotion, and potential licensing of your content through the VidReelz platform and related services.

By submitting Content to VidReelz, you agree to be bound by this Agreement, the VidReelz Terms of Use, and the VidReelz Privacy Policy (collectively, the “VidReelz Policies”).

1. Purpose and Relationship

1.1 VidReelz as Indie Discovery / Farm Platform.
VidReelz operates an independent streaming and discovery platform designed to showcase indie films, pilots, series, and related content to:
  • General audiences / viewers,
  • Industry gatekeepers (streamers, networks, distributors, studios), and
  • Talent agents, casting directors, and other decision-makers.
The goal is to provide Filmmakers with exposure, audience feedback, and the potential for third-party licensing or distribution opportunities.

1.2 No Guarantee of Deals or Placement.
VidReelz does not guarantee that:
  • Your Content will be acquired, licensed, or distributed by any third-party platform or buyer, or
  • You will secure representation, financing, or any specific career outcome.
VidReelz provides a discovery pathway and promotional infrastructure, not a guaranteed distribution or agency service.

2. Definitions

For purposes of this Agreement:

  • “Content” means all audiovisual works, including films, episodes, pilots, trailers, teasers, behind-the-scenes clips, artwork, stills, thumbnails, descriptions, metadata, captions, and any related materials you submit to VidReelz.
  • “Service” means VidReelz.com, related domains, apps, streaming technology, marketing channels, and any promotional or discovery tools operated by VidReelz.
  • “Territory” means worldwide, unless otherwise agreed in writing.
  • “Platforms / Buyers” means third-party streaming platforms, networks, distributors, sales agents, studios, broadcasters, and similar entities that may review Content via VidReelz.
  • “Term” has the meaning given in Section 10 below.

3. Grant of Rights

3.1 License to VidReelz (Non-Exclusive Streaming & Promotion)
By submitting Content, you grant VidReelz a non-exclusive, worldwide, royalty-free license during the Term to:
  1. Host, stream, and exhibit the Content via the Service to viewers and industry professionals;
  2. Encode, transcode, compress, and otherwise technically modify the Content as needed for delivery, performance, and compatibility;
  3. Use excerpts, stills, artwork, and metadata from the Content for promotional purposes, including trailers, sizzle reels, platform highlights, email campaigns, and social media posts;
  4. Showcase the Content in collections, curated playlists, festivals, or themed programming blocks operated by VidReelz; and
  5. Make the Content available to Platforms/Buyers and industry professionals for review, evaluation, and potential licensing or acquisition opportunities.
This license is non-exclusive and does not, by itself, prevent you from exploiting the Content elsewhere, subject to any other agreements you enter into separately.

3.2 Optional Licensing / Distribution Deals with Third Parties
If a third-party Platform/Buyer expresses interest in licensing or acquiring your Content:
  • Any formal licensing, acquisition, or distribution deal will be governed by a separate written agreement, which may involve:
    • You and the Buyer directly, and/or
    • You, VidReelz, and the Buyer (e.g., if VidReelz participates as a facilitator or co-licensor).
  • VidReelz does not automatically own or control your rights beyond the license in Section 3.1.

3.3 Optional Revenue Share with VidReelz (If Applicable)
If VidReelz is directly involved in brokering or administering a licensing deal (e.g., for a major streamer), you agree that:
  • A custom revenue-sharing agreement will be negotiated and signed, specifying:
    • Revenue splits (e.g., Filmmakers, VidReelz , any other parties)
    • Payment timelines
    • Accounting and reporting obligations
No revenue-sharing obligations beyond those specified in such a separate agreement are created by this Agreement alone.

4. Filmmaker Representations and Warranties

You represent and warrant that:

4.1 Ownership and Authority.
You are the lawful owner of the Content and/or have all necessary rights, licenses, and permissions (including from co-producers, investors, cast, crew, writers, composers, and other rights holders) to:
  • Submit the Content to VidReelz; and
  • Grant the rights set forth in this Agreement.

4.2 No Infringement.
The Content does not infringe or violate any third-party rights, including:
  • Copyright, moral rights, trademark, or trade secret;
  • Privacy or publicity rights;
  • Any contract, guild, union, or collective bargaining obligations that would prevent exploitation under this Agreement.

4.3 Clearances.
You have obtained all required permissions and clearances, including but not limited to:
  • Music licenses (compositions and master recordings);
  • Stock footage or third-party clips;
  • Location releases;
  • Appearance releases for cast, extras, and any identifiable individuals;
  • Artwork/poster/graphic usage rights.

4.4 Compliance with Laws.
The Content:
  • Complies with all applicable laws and regulations;
  • Does not contain illegal content, child sexual abuse material (CSAM), or content that promotes violence, terrorism, or hate.

4.5 Non-Defamatory and Safe.
To the best of your knowledge, the Content is not defamatory and does not pose an unreasonable risk of harm to viewers or third parties.

You agree to provide documentation (clearances, licenses, releases) upon reasonable request by VidReelz or a prospective Platform/Buyer.

5. VidReelz’s Rights and Discretion

5.1 Curatorial Discretion.
VidReelz retains full editorial discretion regarding:
  • Whether to accept or reject Content;
  • How and where Content is presented (e.g., featured carousel, category placement, search results);
  • Whether to highlight or promote Content through VidReelz-owned channels.

5.2 Content Removal or Restrictions.
VidReelz may, at its sole discretion and without liability:
  • Remove or restrict access to any Content that we believe:
    • Violates this Agreement or VidReelz Policies;
    • Violates law or third-party rights; or
    • Is otherwise problematic (e.g., harmful, fraudulent, or misrepresented);
  • Geo-block or age-restrict Content to comply with law or partner requirements.

5.3 No Obligation to Seek Deals.
VidReelz is not obligated to:
  • Actively pitch your Content to specific Platforms/Buyers; or
  • Achieve any particular number of views, industry screenings, or opportunities.
VidReelz may, but is not required to, prioritize certain Content based on quality, audience engagement, or strategic fit.

6. Credits, Branding, and Metadata

6.1 Filmmaker Credits.
VidReelz will make commercially reasonable efforts to display standard credits and metadata you provide (title, logline, synopsis, key cast/crew, year, etc.). However:
  • Formatting and placement may vary;
  • VidReelz is not liable for minor errors, truncations, or display differences.

6.2 VidReelz Branding.
You agree that VidReelz may:
  • Display VidReelz logos, watermarks, or title cards on/around the player, on the platform, and in marketing materials;
  • Identify your Content as “A VidReelz Selection,” “VidReelz Discovery,” “VidReelz Original” (only if separately agreed), or similar labels.

6.3 Metadata Accuracy.
You are responsible for the accuracy of all metadata and agree not to:
  • Mislead or misrepresent the nature, rating, or ownership of the Content;
  • Use keywords or descriptions that are deceptive or infringe on third-party marks.

7. Confidentiality and Industry Access

7.1 Industry Access.
You acknowledge and agree that VidReelz’s role includes:
  • Allowing vetted Platforms/Buyers, agents, and casting directors to access and review your Content or talent profile via secure or curated means;
  • Providing those parties with basic contact or representation information you provide (e.g., official email or agent contact).

7.2 Confidential Opportunities.
Certain conversations or opportunities may be confidential. When indicated as such:
  • You agree not to publicly disclose deal terms, negotiation details, or proprietary information without written consent;
  • VidReelz will similarly treat your confidential information with reasonable care.

8. No Agency or Partnership

Nothing in this Agreement creates:

  • An agency, partnership, joint venture, or employment relationship between you and VidReelz; or
  • An obligation for VidReelz to act as your legal representative, agent, or manager.
You remain solely responsible for:
  • Your career decisions;
  • Negotiating and signing any separate agreements (except where VidReelz is directly a party);
  • Obtaining independent legal, financial, and tax advice as needed.

9. Indemnification

You agree to indemnify, defend, and hold harmless VidReelz, its officers, directors, employees, and agents from and against any and all claims, damages, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to:

  • Your Content;
  • Any breach of your representations, warranties, or obligations under this Agreement;
  • Any claim that the Content infringes or violates third-party rights.
VidReelz may elect to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which case you agree to cooperate.

10. Term and Termination

10.1 Term.
This Agreement begins on the date you first submit Content to VidReelz and continues until terminated as set forth below (the “Term”).

10.2 Termination by Filmmaker.
You may request removal of your Content from VidReelz at any time by:
  • Using available platform tools (if any); or
  • Providing written notice to VidReelz at vidreelzsupport@sgpotter.com.
VidReelz will use commercially reasonable efforts to remove the Content from active streaming within a reasonable time. However:
  • Copies may remain in backup systems and archives;
  • Content may remain embedded in promotional materials or compilations created before removal;
  • Any existing third-party deals already executed will continue according to their own terms.

10.3 Termination by VidReelz.
VidReelz may, at its sole discretion, suspend or terminate this Agreement (and/or remove Content) at any time, with or without cause, by written notice or electronic communication.

10.4 Survival.
Sections that by their nature should survive termination (including but not limited to Sections 4, 5.2, 7, 8, 9, 10.4, and 11–13) will survive termination.

11. Limitation of Liability

To the fullest extent permitted by law:

  • VidReelz will not be liable for any indirect, incidental, consequential, special, or punitive damages, or loss of profits, arising out of or relating to this Agreement, the Service, or any Content, even if advised of the possibility of such damages.
  • VidReelz’s total aggregate liability to you for any and all claims arising out of or related to this Agreement shall not exceed the greater of:
    • The total amount, if any, paid to you by VidReelz directly in connection with your Content in the twelve (12) months preceding the event giving rise to the claim; or
    • One hundred U.S. dollars (US $100).
Some jurisdictions do not allow certain limitations, so parts of this section may not apply to you.

12. Governing Law and Dispute Resolution

12.1 Governing Law.
This Agreement is governed by and construed in accordance with the laws of the State of [Utah], without regard to its conflict of laws principles.

12.2 Dispute Resolution.
Any dispute arising under or relating to this Agreement shall be resolved in accordance with the dispute resolution mechanism set forth in the VidReelz Terms of Use (which may include binding arbitration and waiver of class actions).

13. Miscellaneous

13.1 Entire Agreement.
This Agreement, together with the VidReelz Policies, constitutes the entire agreement between you and VidReelz regarding the submission and platform use of your Content.

13.2 Amendments.
VidReelz may update this Agreement from time to time. We will notify you by updating the “Last Updated” date and/or via platform notice or email. Your continued submission or presence of Content on the Service after changes become effective constitutes your acceptance of the revised Agreement.

13.3 Severability.
If any provision of this Agreement is held invalid or unenforceable, the remaining provisions will remain in full force and effect.

13.4 No Waiver.
The failure of VidReelz to enforce any right or provision of this Agreement shall not be deemed a waiver of such right or provision.

13.5 Assignment.
You may not assign or transfer this Agreement without VidReelz’s prior written consent. VidReelz may assign this Agreement, in whole or in part, without your consent in connection with a merger, acquisition, corporate reorganization, sale of assets, or by operation of law.

14. Acceptance

By submitting Content to VidReelz, you:

  • Acknowledge that you have read and understood this Content Submission Agreement;
  • Confirm that you have the authority to enter into this Agreement; and
  • Agree to be bound by its terms and the VidReelz Policies.