Film Production Contract for Horror Anthology Movie Vol.

2 Reel Progress LLC, by and through its principal, Michael T. Lyddon (herein known as the producer), agrees to finance the production of a short film (the film) tentatively titled "Berenice," to be made by Jeremiah Kipp (herein known as the filmmaker) to be used as part of a collection of films in the forthcoming feature tentatively titled HORROR ANTHOLOGY MOVIE VOL. 2 (the anthology.). The total budget per film is $6,000.00. The filmmaker may pay himself up to $1,200.00 and must use the remaining $4,800.00 on the film. A film may have a budget over $4,800 provided such assets are provided or secured by the filmmaker in a way which no way diminishes the rights, lien interest or equity interest of the producer. The film must use real human actors (with film and/or stage experience) for the leads and secondaries, employ professional/experienced FX people for any FX, and use an experienced cinematographer/DP and sound person as well as 2 production assistants to help them and do general tasks on set. For purposes of this section, professional and/or experienced will have their ordinary meanings in plain usage, describing a history of competence and professionalism. All billing from the $6,000 will be paid by Reel Progress LLC reasonably upon presentment. All cast and crew will be paid by Reel Progress LLC within 30 days after production. Any money needed for pre-production, to the extent available within the budget, will be paid upon submission to publisher of a list of needed pre-production funds. Any other expenditures shall be paid in the form of reimbursement. The filmmaker will additionally be paid $1,200.00 after delivery of said film (Filmmaker may ask for half up front if required, to be granted at publisher's sole discretion). Receipts must be submitted for all expenditures. No bill over $50 will be paid without prior authorization. In the event of an infraction giving rise to an economic cost, the filmmaker may mitigate by applying some or the whole portion of his $1,200 payment. The span of the entire production (the term) begins on the date of February 15, 2014 and ends on or before July 15, 2014. Films must be shot in HD 1080, 24p using a professional camera (at minimum a Canon eos 7D or better). Sound must be 24/96. The film must be completed within the term and delivered as an HD .mov file (on dvd disc or flash drive) and given to the producer for inclusion in the New Horror Anthology Vol.2 DVD and digital download outlets. Upon a failure to deliver the film, for any reason, filmmaker shall be personally bound, together with any entities he or she controls, to repay all moneys expended on the film by producer. Filmmaker specifically acknowledges that such failure will destroy carefully crafted production timelines as well as narrative arc, and accordingly upon such failure

shall be deemed to have confessed to reliance and expectation damages to be quantified as the greater of actual damages (including reliance and expectation), or $6,000. Producer shall give notice by any common communications medium of any other violation of this agreement of which he becomes aware. Should filmmaker fail to remediate within a reasonable period, a point, as the term is commonly used in the industry, shall be deducted from filmmaker's overall financial recovery, if any, and shall rever to the producer. It is unknown at this time whether the film will have a wrap-around story. If it does it will be minimal such as a host introducing each film. If the film has a wrap around, there will be no end credits to the individual films, only rolling credits at the very end. There would only be the standard, brief intro credits. Filmmaker acknowledges this possibility and shall execute contracts reflecting the same with staff, crew, and all others working directly on the film, who might otherwise expect end-title credit. The filmmaker should submit his film to a minimum of 3 film festivals after completing the film, and is encouraged to allow for approx 100 dollars from the film's budget. The filmmakers acknowledge the understand the importance of collaborative marketing and shall actively promote their film and the whole film on social media. Failure to do so may constitute irreparable harm. Subject to the other provisions of this document, the filmmaker is granted complete creative control over his short film as long as the film's length runs between 18 minutes (including 2 minute credits) and 25 minutes maximum (including 2 minute credits) and contains elements of horror as is usually found in the genre. The theme of volume 2 is "The writers," wherein all filmmakers are to adapt previously written and published short stories from living or dead authors. Filmmaker covenants to obey all applicable laws, statutes, judgments and legal codes in all elements of creating the film, and specifically indemnifies, holds harmless, and waives all claims against publisher, and shall defend publisher against any and all claims of copyright or other intellectual property infringment, moral, publicity, or privacy rights, defamation, tarnishment, blurring or other legal issues resulting from creating of the filmmaker's short film and the filmmaker must present producer with any and all appropriate documents evidencing such affirmation and commitment, including but not limited to cast/crew releases, soundtrack rights, etc. Filmmaker additionally assumes any and all liability for any accidents, injuries, property damage or other claim(s) arising from creation of the filmmaker's short film and shall indemnify producer with regard to same, including, without limitation, torts, actor contract disputes, labor laws, union grievances, delay damages, etc. Filmmaker may, at filmmaker's option, secure appropriate insurance, in which case Filmmaker shall name producer as an additional insured. Filmmaker additionally agrees that it shall take no

action giving rise to an actual or implied employer/employee relationship between producer and filmmaker's cast, crew and affiliates, nor hold itself out as representing producer in any capacity. Provided producer shall gives prompt written notice of any claim made against producer which if established would constitute a breach of any warranty made by filmmaker to producer in this Agreement, filmmaker shall indemnify and hold producer harmless from and against any loss, damage, expense, settlement, recovery or judgment arising from any such claim. Filmmaker shall defend any such claim with counsel of producer's selection at filmmaker's expense. Producer may join in the defense of any such claim with counsel of producer's selection at producer's expense. If after notice from filmmaker, filmmaker fails to defend any such claim in a timely manner, producer may, upon written notice to filmmaker of its intention to do so, defend such claim with counsel of producer's selection and filmmaker cer shall reimburse producer for any legal fees reasonably incurred by producer. The foregoing warranties and representations, and the right of indemnification, shall survive the termination or expiration of this Agreement. The short film must contain the following credits- beginning credits "Reel Progress Presents" and end credits "Executive Producer Mike T. Lyddon." Any failure shall entitle producer to recut the end credits. The end credits will be white text on black background, fade in/fade out and should be approximately 2 minutes in length. Intro credits should be no more than one minute in length. Filmmaker grants producer the right to solicit the film for distribution beginning on or before October 1st, 2014. Distribution means releasing and presenting the film in all formats and delivery systems now known and hereafter invented including but not limited to: DVD,Blu-ray, flash drive, online download, streaming video rental, cable, pay per view and foreign distribution. During this period the filmmaker will edit up to two minutes of his own film in the form of a trailer and teaser (clip) to market the film in any way he sees fit, and will furnish the same to producer with unrestricted license to use in producer's discretion for the purpose of promoting the film and anthology. Filmmaker will additionally submit the film to other film festivals as a stand alone short film as long as it is legal and does not impede the marketing or distribution of the anthology. Upon delivery of the film, filmmaker shall also confer an irrevocable, permanent, worldwide, license to use and exploit the film, for any and all purposes relating to the anthology including but not limited to copying the film and incorporating it into any future anthologies, subject only to the other terms of this agreement, with all attendant

intellectual property rights in all media now known or hereafter developed. The exclusivity of such grant is determined below. If distribution of the New Horror Anthology Vol.2 is secured the filmmaker will receive 15% of all net proceeds from DVD distribution for a period of 5 years starting on October 1st, 2014 and ending October 1st, 2019, to be paid bi-annually if said profits are made during that time period. During this period (the distribution term,) producer shall hold all exclusive, worldwide rights susceptible of copyright pursuant to 17 U.S.C. et seq.. After October 1st, 2016, producer shall retain nonexclusive, worldwide rights from those susceptible of copyright protection. The filmmaker is free to use his own short film in it's entirety to market, sell and distribute the short film as a stand alone short feature with 20% of all net earnings going to the original executive producer Michael T. Lyddon until October 1st, 2019, at which time any future profits which would otherwise be allocated to Reel Progress or Michael T. Lyddon shall revert to the filmmaker as long as the filmmaker's attempts, individually or with others, to market orr distribute does not affect any distribution which may be in progress at the time. Any distribution deal made by the filmmaker allowable under this agreement must interfere with or supercede any existing distribution deal. Any deal not allowed under this agreement is a nullity and filmmaker shall promptly clarify the same including all necessary efforts to repair any reputational injury. This Agreement shall be interpreted and construed in accordance with the laws of the state of Louisiana. The venue selected for any proceeding in law or equity arising from or under this Agreement as between the parties hereto shall be in a state or federal court situated in the state of Louisiana. No term or provision hereof shall be deemed waived and no breach excused unless such waiver of consent shall be in writing signed and dated by the party claimed to have waived or consented. If any provision of this Agreement shall be held for any reason to be unenforceable, the remainder of the Agreement shall nevertheless remain in full force and effect. Nothing herein shall be construed as creating a relationship of partners or joint venturers nor constitute any party the agent of any other party, and neither Party shall have the power to obligate or bind the other party in any manner whatsoever.

This Agreement contains the entire agreement between the parties hereto, supersedes and nullifies all prior understandings, promises and undertakings, if any, made orally or in writing by or on behalf of the parties with respect to the subject matter hereof, and may not be modified, altered, or terminated except in a writing signed and dated by both parties. In Agreement Producer:__________________________ Signed:__________________________ Dated:__________________________ Filmmaker: Jeremiah Kipp Signed:__________________________ Dated:2/7/14 Witness:__________________________ Signed:__________________________ Dated:__________________________