This agreement (“Agreement”) is made by and between [Licensor Name] (“Licensor”), and R.J. Perry of MadLab Entertainment Group (“Producer”).

Grant of Rights
Licensor hereby grants to Producer, its successors and assigns, the non-exclusive right to reproduce all licensed material, including but not limited to photographs, videos, logos, artwork, and other acquired media (“Licensed Material”). Producer is authorized to record and edit the Licensed Material as desired on film, video, or otherwise (the “Recording”), and to use the Licensed Material, in whole or in part, in and in connection with any video, episode, or production produced by MadLab Entertainment Group and all versions thereof and all materials relating thereto, including advertising and promotion. Producer, and its successors, shall have rights to use the Licensed Material throughout the world in perpetuity without limitation, including the right to distribute the video in all manners, formats, and media, whether now known or hereinafter developed.

Representations and Warranties
Licensor represents and warrants that:
Licensor possesses or has obtained all rights to the Licensed Material necessary for the grant of this license. The rights granted hereunder will not conflict with or violate any commitment, agreement, or understanding Licensor has or will have, nor infringe upon any rights of any person or entity.

Indemnification
Licensor shall indemnify, defend, and hold Producer and its grantors, officers, directors, assignees, agents, licensees, and employees harmless from and against all claims, losses, costs, expenses, settlements, demands, and liabilities of every kind, including reasonable attorneys’ fees and expenses, arising out of or incurred by reason of the use of the Licensed Material as set forth herein or the inaccuracy, alleged breach, or actual breach of any representation, warranty, covenant, agreement, or undertaking Licensor has made herein.

Confidentiality
Producer agrees to maintain the confidentiality of any proprietary or sensitive information discovered during the course of using the Licensed Material. “Sensitive information” refers to any non-public information that is disclosed by the Licensor or discovered during the use of the Licensed Material and that is designated as confidential or that a reasonable person would understand to be confidential, such as financial records, personal data, or trade secrets. Sensitive information does not include information that is publicly known, independently developed by Producer, or rightfully received from a third party. Producer shall not disclose any such proprietary or sensitive information to any third party without obtaining the Licensor’s prior written consent. However, this confidentiality obligation does not apply to matters of artistic and editorial discretion in the editing and production of the Video.

Revocation
This license is irrevocable once granted.

Governing Law
This agreement shall be governed by and construed in accordance with the laws of the State of [Producer’s State]. Any disputes arising out of or in connection with this agreement shall be resolved in the courts of the State of [Producer’s State].

Severability
If any part of this agreement is found to be invalid, the rest of the agreement will remain in full force and effect.