EDUCATION INSTITUTE LICENSE AGREEMENT

This Agreement dated as of the Payment Date, is entered by and among Cheng Cheng Films, LLC (“Licensor”, Tel:+1 718 285 0898, E-mail: edu@chengchengfilm.com Address: 201 VARICK ST FRNT 1, PO Box 512, NEW YORK, NY 10014) and the entity (“Licensee”) represented by the paying individual to obtain certain rights to the motion picture(s) entitled on the purchase page ("Feature Film") as set forth below. By making payment on chengchengfilm.com/edu, the paying individual accepts and agrees that authority has been obtained to bind the represented entity to the terms set forth on this page regarding Licensee’s use of the Feature Film.

LICENSE: In exchange for the License Fee as set forth below, Licensor hereby grants Licensee the non-exclusive, non-sub-licensable, non-transferable right of the Feature Film's (1) Public Performance Rights (if “Public Performance Rights” is selected under “License” by the paying individual when purchasing): to conduct Public Screenings to audience of less than 50 people without charging admissions; (2) Digital Streaming License (if “Digital Streaming License” is selected under “License” by the paying individual when purchasing): for synchronous (live) or asynchronous streaming (multiple user, video on demand format) in password-protected environment accessed by registered students, accredited researchers, faculty and staff, without the ability of a user to download the program. Any other use, display, showing, distribution or other exploitation of the Feature Film without the prior written consent of Licensor and the payment of the then-applicable license fee, which is subject to change at the discretion of Licensor, is strictly prohibited.

MEDIUM: Licensor shall provide disc(s) or digital file(s) of the Feature Film according to Licensee’s selection under “Format” when purchasing, and Licensee shall retain ownership of such disc(s) and digital file(s).

LICENSE FEE: In full consideration of the rights herein granted, Licensee shall pay Licensor the non-refundable sum of price amount (“License Fee”) as listed on the purchase webpage on the payment date upon the full execution of the Agreement.

OWNERSHIP: Licensee is granted no rights to the ownership of the Feature Film or any materials contained whatsoever. Licensee is granted no rights to modify or use any of the materials contained or any trademarks or other intellectual property rights with respect to the Feature Film, except as specifically set forth in this Agreement. Licensee is not authorized to reproduce the copyrighted work or any intellectual property rights in and to the trademarks of the Feature Film in any manner nor to prepare derivative works based on the Feature Film. Licensee will not knowingly, nor will it encourage or assist a third party to challenge the validity or ownership of any copyright, trademark or other intellectual property right of Licensor of any of its affiliates. Licensee will not utilize the trademarks or copyright-protected materials of Licensor or any of its affiliates in any manner that would diminish its value or harm the reputation of Licensor.

TITLE: In any internal marketing or press materials for the Screenings or the Streaming, Licensee must:

(a) use the full and correct title of the Feature Film (b) use the assets downloaded from the official press kit at https://www.chengchengfilm.com/pressnew and (c) credit director and distributor.

STANDARD TERMS:

Licensor hereby represents and warrants to Licensee that Licensor is the owner of the Feature Film; that Licensor has the full right, power and authority to enter into this Agreement and to grant to Licensee all of the rights and licenses specified herein.

Licensee shall comply with the provisions of the Universal Copyright Convention and the laws of the United States to protect the copyright of the Feature Film.

Licensee agrees to defend, indemnify and hold Licensor and each of its parents and subsidiary companies, affiliates, predecessors, successors and assigns and the respective officers, directors, agents and employees of each harmless from and against any and all liability, losses, actions, claims, demands or damages of any kind or nature whatsoever which may arise out of Licensee’s use of the Feature Film or breach of this Agreement. Licensee agrees to give Licensor prompt notice of any claim or proceeding and an opportunity to retain counsel at Licensee’s expense. This indemnity shall survive the termination of this Agreement.

Licensor agrees to defend, indemnify and hold Licensee and each of its parent and subsidiary companies, affiliates, predecessors, successors and assigns and the respective officers, directors, agents and employees of each harmless from and against any and all liability, losses, actions, claims, demands or damages of any kind or nature whatsoever which may arise out of any breach or alleged breach of this Agreement. Licensor agrees to give Licensee prompt notice of any claim or proceeding and an opportunity to retain counsel at Licensor’s expense. This indemnity shall survive the termination of this Agreement.

This Agreement represents the entire understanding of the parties and shall be construed in accordance with the laws of the State of New York applicable to agreements fully executed and performed therein. The terms and conditions herein shall not be changed, amended or modified unless in writing signed by an authorized signatory of both parties hereto.

By purchasing from Licensor, the Licensee acknowledges that it has read this contract, understood its terms, and has voluntarily accepted its provisions.

Last updated in 2023