Dear Gigantic Pictures, LLC:
I am submitting to you herewith for your consideration the following described material written, composed, owned or controlled by me (hereinafter referred to as "Submitted Material").
I recognize the possibility that the Submitted Material may be identical with or similar to material which has or may come to you from other sources or which may be created by your employees. I acknowledge that in accordance with your established policy, you have refused to accept, examine or otherwise evaluate the Submitted Material without my acceptance of all of the provisions of this Agreement and that you have not examined the Submitted Material prior to my execution of this Agreement.
As a material inducement to you to examine and consider the Submitted Material and in consideration of your so doing, I represent, warrant and agree to the following terms and conditions:
I acknowledge that the Submitted Material is submitted by me voluntarily, on an unsolicited basis and not in confidence, and that no confidential relationship is intended or created between us by reason of the submission of the Submitted Material. Nothing in this Agreement, or the submission of the Submitted Material, shall be deemed to place you in any different position from any member of the public with respect to the Submitted Material. Accordingly any part of the Submitted Material which could be freely used by any member of the public may be used by you without liability to me.
You agree that you shall not use the Submitted Material unless you shall first negotiate with me and agree upon compensation to be paid to me for such use, but I understand and agree that your use of material containing features or elements similar to or identical with those contained in the Submitted Material shall not obligate you to negotiate with me or entitle me to any compensation if you determine that you have an independent legal right to use such other material which is not derived from me (either because such features or elements were not new or novel, or were not originated by me, or were or may hereafter be independently created and submitted by other persons, including your employees).
I represent and warrant that I am the sole owner of the Submitted Material, that the Submitted Material is free of all claims or encumbrances, I have the exclusive right and authority to submit the Submitted Material to you upon the terms and conditions stated herein.
I agree that no obligation of any kind is assumed or may be implied against you by reason of your consideration of the Submitted Material or any discussions or negotiations we may have with respect hereto, except pursuant to an express written agreement hereafter executed by you and me which, by its terms, will be the only agreement between us.
I have retained a copy of the Submitted Material. I assume full responsibility for any loss of the Submitted Material irrespective of whether it is lost, stolen or destroyed in transit or while in your possession or otherwise. I further understand that the copy of the Submitted Material enclosed shall not be returned to me.
I have read and understand this Agreement and no oral representations of any kind have been made to me. This Agreement states our entire understanding with reference to the subject matter hereof and may be modified only by subsequent written agreement signed by both you and me.
This Agreement shall be governed and construed in accordance with the laws of the State of New York applicable to agreements executed and fully performed therein. Should any provision or part of any provision of this Agreement be void or unenforceable, such provision or part thereof shall be deemed omitted, and this Agreement with such provision or part thereof omitted shall remain in full force and effect.