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Confidential

ARTIST AGREEMENT
(Actor)
This Agreement is entered into on _________________ by and between Saregama India Limited, effective from
16th March 2021 (“Effective Date”) having its office at No. 2. Chowringee Approach, Kolkata – 700 072 and
also at 30, 2nd Floor, Spencer Building, Forjett Street, Opp. Bhatia Hospital, Grant Road West, Mumbai,
Maharashtra 400036, with CIN L22213WB1946PLC014346 (“Producer/Company”) and within named Artist
for engaging the Artist to perform and be recorded for the Producer Content to be produced by the Producer, on
such terms and conditions as more particularly recorded hereinafter.

PRINCIPAL COMMERCIAL TERMS

SECTION A- PARTY DETAILS


ARTIST’S DETAILS
Name Pradhuman Singh Mall
Address B/602 Lila Apartment, Green Park CHS, Yari Road, Versova - 400061
PAN AQZPM7351B
GST -
SECTION B- PRODUCER CONTENT DETAILS
1. Producer Content Type Feature film
2. Duration of the110 mins approx
Producer Content (in case of episodic content please mention number of episodes and duration of
each episode).
3. Producer Content Title200 Justice Delivered
(tentative)
4. Director name Sarthak Dasgupta
5. Concept of ProducerSchedule -A if applicable
Content
6. Language Hindi
SECTION C- SCOPE OF SERVICES AND RELATED TERMS
1. Role: Azmat Ali
(name of character to be
played by Artist)
2. Production Schedule 32 days approx
(Tentative)
3. Maximum No. of days a. Shoot: 16 days
required of the Artist b. Dubbing: 2-3 days
for c. Rehearsals/workshops: 7 days
d. Promotions: As per Zee5 clauses
4. Credit Artist shall be entitled to be credited as per standard industry practice provided
the Agreement is not terminated in which event Company shall have the sole
discretion.
5. Taxes All payments shall be exclusive of indirect taxes as applicable and payments
shall be subject to applicable withholding tax. The Payments shall be made upon
raising of proper invoice by the Artist as per the standards and requirements of
the Company. However, if the Artist fails to provide details and supporting
documents pertaining to registration for payment of the indirect taxes within
thirty (30) days of the signing of the Agreement, then Company shall not be
liable to make any payments to the Artist for the same and shall not be liable for
any statutory compliances for this purpose.
6. Platform (Zee 5/ZEEL)Artist Terms (As per Schedule B)
Terms
SECTION D- REMUNERATION, COST AND OTHER RELATED TERMS
1. Remuneration payableINR 6,40,000/- per day (In Words Six Lakh Forty Thousand Only) , plus taxes
to Artist as applicable
2. Payment Terms  10% of Remuneration to be paid as advance within 7 working days of
(payment of signing of this Agreement;
remuneration)  35% of Remuneration to be paid within 7 working days of completion
of 50% of services;

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Confidential

 40% of Remuneration to be paid within 7 working days after


completion of entire shoot;
 15% of Remuneration to be paid within 30 working days after
completion of dubbing..
3. Stamp Duty to be borneProducer
by
4. Any other cost (if any)NA
to be borne by Producer
SECTION E- OTHER TERMS AND CONDITIONS
1. SERVICES TOWARDS MARKETING/PROMOTION
(a) ‘Marketing Material’ shall mean all the posters, FB posts, social media videos, etc. and any
and all promotional material used in the promotion of the Producer Content.

(b) ‘Partners’ is defined as brands, or any platform that facilitates the distribution/promotion of
the Producer Content. For eg: Uber, FaceBook etc.

(c) The Artist agrees to promote the Producer Content on all platforms where the Producer Content
or the Producer Content promotions could potentially be distributed (theatrical, digital
platforms, cable and satellite, airlines etc.). It will include the following promotional
commitments:

(i) A reasonable number of personal appearances for the 4-week period surrounding the
premiere theatrically or any platforms like cable and satellite/ OTT VOD etc. (dates may
vary and may include international destinations) including without limitation, at premieres,
press junkets, etc. as reasonably requested.

(ii) Reasonable publicity interviews and other enhanced or added value material for Producer
Content.

(iii) Participation in Producer’s, Yoodlee’s and associate’s promotional campaigns on Twitter


and other social media outlets (e.g., Facebook and Instagram) related to the release of the
Producer Content.

(iv) Clearance of the use of name, likeness and voice in connection with the exploitation,
promotion, advertising, and marketing (including without limitation, out-of-context uses
such as trailers, etc.) of the Producer Content by Producer or its Partners.

(v) Artist shall share minimum 10 posts, for the promotion of the Producer Content, any other
content produced by the Producer and any Saregama Product/app on her personal social
media platform (Instagram, Twitter, Facebook).

(d) The Artist shall provide access to the Producers and its Partners to create and use any
Marketing Material for the promotion and monetisation of the Producer Content. The Artist
agrees to promote the Film on all platforms where the Film or the Film promotions could
potentially be distributed (theatrical, digital platforms, cable and satellite, airlines etc).

For and on behalf of within named By the within named


Saregama India Limited Artist

Authorized Signatory Name: Pradhuman Singh Mall


Name:     
Designation:     

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Confidential

Schedule A

Concept/Synopsis

It’s a dusty and chaotic day in Nagpur as ACP Wankhede (32) arrives at the session’s court. Eerie, disturbing
noises of what seem like the shouting & screaming of hundreds of women emanate from the court. He barely
manages to cover some ground, when like a tsunami hitting the shore, hordes of women, dressed in traditional
Indian clothes with their heads covered, burst out of the courtroom doors & vanish without a trace! As
Wankhede moves inside he feels a squish under his shoes and looks down to find a pool of blood on the floor.
Sub Inspector - Berde, the on-duty officer for that day is lying bruised and battered. Wankhede, rushes around
the benches, and spots the bloodied, almost naked body of a man - Akku Yadav! (30).

Within minutes, a huge crowd gathers outside the court. Amongst them is Ranjana (28), a feisty young reporter.
The commissioner of Police, Mahavir Purandare (57), examines the crime scene and is updated by ACP
Wankhede & SI Berde on what transpired. Akku was castrated, and his body ripped apart! No weapon
recovered, no finger-print, no witnesses. Akku was a repeat offender of sorts with some unresolved molestation
and rape cases. It was the Dalits from Kasturba Nagar Basti who had filed those cases. The Commissioner,
realizing that this can become a caste issue for the upcoming state elections, instructs Wankhede to handle the
case and to act fast. Wankhede tells SI BERDE to find the master mind, who instigated these women into
committing such a heinous act and make arrests quickly to ensure aa swift closure.

Meanwhile in the quiet, impoverished, run-down Kasturba Basti kholi, Usha Narayane (26) is sitting in front of
a small tv when then there is an announcement on a megaphone outside. SI Berde imperiously instructs all
women of Kasturba Nagar to walk out of their homes and warns them of the consequences if they don’t comply.
Inside another small shanty, Anjani Borker (59) steps out. Soon around 200 women are standing in multiple
rows facing the strong police contingent. Berde begins questioning them, but no one opens their mouth. He
randomly picks up 5 women- the pregnant Pinki(26), Anjani Borkar(59), Gayatri(32), Pratibha(40), Durga(42)
At a little distance, Ranjana, continues to report on the story , calling the arrest of the 5 women unlawful. In the
lockup the 5 women are tortured by the lady cops. Yet, they refuse to name anyone as the “mastermind”.

Usha rallies the Basti residents the next morning. There is a special meeting convened at the NCW head office
in Nagpur. Poornima (50) - president of the NCW in Mumbai, gets involved with this case due to political
motivations fuelled by the state opposition party. She gets Bhau Vahane to chair the committee. Amongst other
members is Ranjana, Azmat Ali (40) - prominent lawyer, Prof. Solkar (48) and Ramesh More (29) - the notes
keeper. In the first meeting itself, Ranjana, lets her emotions get the better of her, and blindly accuses the police.
Bhau, irked by her haste and ignorance, succinctlyclarifies the role of the “fact”-finding committee. Bhau,
accompanied by Azmat and Solkar, visits the morgue to take a look the body of Akku Yadav. 73cuts, ears cut
off, fingers chopped off, genitals removed, lumps of flesh scooped out. It’s like the perpetrators wanted
souvenirs of him. Bhau finds it fishy that the blood report was not included in the coroner’s report. Upon his
enquiry, the coroner tells Wankhede & Bhau that he had found alcohol in Yadav’s blood stream. Outside the
Jariphatka Police station, the basti folk, led by Usha, have gathered again in a protest demonstration. The fact-
finding committee (FFC) is deliberating on their findings. Akku Yadav had a case of molestation against him 10
years ago which was closed due to lack of evidence. Nothing eventful happened after that, until a month ago,
when 40 cases were filed against him, all in one day. Solkar recalls that it was around the same time that the
local election date was announced. Bhau after listening to their arguments, asks his team to go to Kasturba
Nagar and gather more information. The next day, the 5 women appear in front of the judge. They are being
represented pro bono by Kailash Joshi (30). Despite his best efforts, the court hands the 5 women to the police
for 15 days. Usha, running a bit late, is pleasantly surprised to meet Kailash who was a friend from a few years
ago, and someone who could have become more than a friend, before the caste lines broke up their relationship
even before it came to fruition. Usha had left to pursue her studies and to find a way out of the basti for herself
and her family. Kailash couldn’t understand why she walked away from him and began fighting pro bono cases
for the Dalits and other economically poor people. Commissioner Purandare in an impromptu meeting draws out
a strategy to the public prosecutor, Pushkar Gokhle and ACP Wankhede. Gokhale suggests to get witnesses
ready- real or otherwise, to testify against the 5 women in the fast track court. As per Bhau’s direction, Azmat
and Solkar visit Kasturba Nagar Basti to speak with the residents. The people, unsure of their intentions, refuse
to budge, not giving them any name!
Usha and Kailash appear before the FFC in the NCW office. She narrates to Bhau her story of being humiliated
by the cops when she went to lodge a FIR against Yadav. The discussion unexpectedly, turns to an argument.
Feeling disappointed, she adds how she has little or no expectation from Bhau’s high caste FFC members, who
still looks down upon the Dalits as they have done for centuries. But her greater disappointment lies in the fact

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Confidential

that Bhau, being a Dalit, cannot feel the pain of his own community. Bhau is furious, but Usha’s words have
pierced through the thick walls of his belief in law, order and the written words of the constitution, and forced
him along the path of soul searching. The hearing begins. The public prosecutor presents how Akku Yadav, in
judicial custody, was mercilessly murdered in broad daylight. Over the next couple of hearings, the public
prosecutor backs his theory with false witnesses. Kailash tries his best, but he has no way of proving that the
witnesses were false. The court rules in favour of the prosecution and the 5 women are handed life sentences.
Usha bumps into Bhau as they are leaving the court premises. Bhau offers his commiserations to Usha. Bhau, in
his much-practiced manner, gives her a word of advice about following the designated path as defined by the
constitution. Usha hears him out and then struggling to suppress her outrage, reminds him in a polite but firm
manner that the constitution was written by a B.R. Ambedkar, a Dalit leader. But the greater purpose of writing
the constitution was to uphold the rights of the teeming millions and not to protect the interests of the rich and
powerful. Bhau is left stunned by what he heard as the words of Usha pierce through his heart and mind!

Meanwhile, Bhau, triggered by Usha’s piercing comments, begins to observe the plight of the Dalits, starting
with the staff in his own household. Bhau gets back home and is in a pensive mood. He asks his wife about the
portraits of his parents that they had taken off their walls long ago. Were they hiding their own identity to get
assimilated in the higher echelons of society? Usha tells Kailash that she needs to report back to her office in
Chandigarh in 2 days or she will lose her job. He suggests that she must go back. Just when the 5 Dalit women
thought they had hit rock bottom; they were in for a rude awakening. Life inside the prison is far worse than
what they had ever imagined. The racism continued beyond the prison walls. Bhau has been going through his
inner turmoil post the verdict of the Dalit women. Bhau and his team visits the prison to meet with the 5 Dalit
women. After a lot of reasoning, the women begin to speak starting with Borkar Tai who narrates the horrid and
bone-chilling story of the rape and brutal murder of her daughter Asha in front of her eyes. Bhau and his team
choke with emotion. Borkar Tai continues telling the FFC, how Akku continued to pick girls, rape and murder
them if they resisted!

Back at Kasturba Nagar, Usha and Kailash meet the local Dalit leader Baburao Lokhande (45) to request him for
his support but he turns them down. Bhai arrives at Kasturba Nagar. The basti men and women have gathered to
speak with Bhau and team. They begin narrating tales of Akku’s hideous crimes against their women and
children. About how anyone who spoke up was literally cut to pieces! An elderly man narrates the searing story
of his daughter’s molestation and when he spoke up, he was publicly stripped in front of his daughter and they
stubbed cigarettes on his privates. Pratibha, then brings up Usha’s name as the only one who ever dared to stand
up to Akku and his gang! Bhau visits the basti the next day with his team and urges Neha to tell them the truth
about her and Usha’s story. Neha tells them how she was raped in front of her mother and Usha saw it all while
she hid in the toilet. Usha was petrified and completely distraught! She urged Neha and their mother to file a
FIR.

However, Akku came calling for Usha! Neha continues telling Bhau and team how Usha fought alone like a
tigress and chased away Akku and gang in a life and death battle! Bhau is completely shaken. In a dramatic
moment, Bhau apologizes to Vithala, his man servant, for not giving him his due respect for decades & vows to
make amends.

MLA Bisham Upadhyay expresses his concern over Usha leading the Kasturba Nagar folks. They must act or
they will lose the election. He has a plan. Baburao agrees to comply. Bhau Vahane’s report is to be tabled and
the opposition fearing a backlash, supresses the report and dismantles the FFC promptly. Bhau is not happy but
he feels helpless. Usha looks on at the TV with a sense of dejection and disappointment. Kailash and Usha try to
find are putable lawyer to defend the 5women in the high court but they are unable to get anyone. Kailash
begins preparing to fight in the high court and Usha sees a ray of hope once again!

Meanwhile, Kailash is taken completely by surprise as he is stabbed and left slithering in his own blood. He
struggles to reach his phone and calls Usha! While she is frantically trying to figure out what happened with
Kailash, the cops break the door down and arrest Usha.

Bhau Vahane watches the breaking news of Usha’s arrest and is shaken to the core. Something inside begins to
churn him into action! Bhau gets Usha released on Bail and offers to fight the case for the 5 women. Usha
breaks down in a moment of gratitude. What follows is a series of court hearings, in a montage of sorts, where
Bhau Vahane systematically rips apart the prosecution’s case with his spirited defense of the women! In a final
flashback, we see Akku in handcuffs, being taken away by the cops outside the court, threatening the women
that he will be back!

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Confidential

Back to the present, once it has become clear to the court that the 5 women were not guilty, Vahane drops a
bigger bomb in the courthouse! Vahane says he has the confession of the perpetrator of the murder. Gets 200
women to enter and confess! The judge knows there is no law to convict 200 people. So, all are acquitted! A
tearful reunion of the 5 women and their families along with Usha and Bhau. A few years later, Usha has begun
a small NGO for Dalits. Bhau Vahane visits her seldomly.

Ranjana: Ranjana is a feisty and an emotional journalist in her late twenties. She has been aggressively reporting
on the unlawful arrest & detention of the 5 Dalit women, despite getting manhandled and ill-treated by the cops.
She is also a part of the Fact Finding Committee set up by The National Commission for Women, to investigate
into the arrest of the 5 Dalit women post the lynching of Akku Yadav along with Bhau Vahane - someone whom
Ranjana idolizes as a Man of Integrity and Justice. However, during their initial interaction, she lets her
emotions get the better of her and is reprimanded by Bhau Vahane. This doesn't deter her spirit and she
continues pursuing and fighting for what she truly believes in. Towards the final act of the story, Ranjana helps
Bhau Vahane to look beyond the obvious and delve deeper into the lives and struggles of the Kasturba Basti
residents.

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Confidential

SCHEDULE – B

TERMS OF ARTIST ENGAGEMENT

1. Leave: Whenever the artists need leave, they will take permission from the production
house and also mention the reason why leave is required.
2. Promotional days: Artists will not be paid for promotional days.
3. Producer shall ensure that there will be no exit option in agreement for the artists.
4. Shall not in any manner exploit the Character Rights or any elements thereof in any manner
while performing his/her services for any other programs, events, advertisements, promos
etc.
5. All artists will allow usage of their respective photos, images, etc. for promotion and
marketing purposes by ZEEL.
6. Artists mandatory presence in the launch press conference. In the event required by ZEEL,
an enactment of a short scene on stage by the artists/artist.
7. All Artists + Key Crew (Director, Writer, Producer, DOP) will be needed for 5 (five)
complete working days for promotions exclusive of the photoshoot days.
8. All Key and secondary cast and crew will be expected to create and manage their
profiles on HyperShorts.
9. Presence of artists for press shoot for publicity on a mutually agreed date.
10. Presence of artists during select on ground events as may be required by ZEEL. Artists shall
ensure his/her presence atleast in 15 (fifteen) such events during the course of a year.
11. Assist in creating bytes for promotion of the Program and the platform on which the
program will be launched. Artist shall also ask the audience to watch them on ‘200 Justice
Delivered’, exclusively on the platform specified by ZEEL.
12. The artists or the Producer shall not be entitled to make any native promotional uploads on
their social media handles unless specified by ZEEL.
13. Brand association and promotion: The artists will undertake in-Program placement
endorsements. The artist shall endorse the platform on which Program will be launched.
14. As and when required by ZEEL, all artists shall promote themselves on their respective social
media where ZEEL’s platform social handles for the Program will be tagged. Creatives for the
posts will be either provided by ZEEL or approved in writing by ZEEL.  The artists or the
Producer shall not make any native promotional uploads on their social media handles unless
specified by ZEEL.
15. It is hereby specifically agreed by the Parties that if artists presence are required for any
promotional events as is contemplated under this Schedule – B, then ZEEL shall provide the
Producer with an advanced notice of 7 (seven) days for the dates and locations and all costs
with respect to the artists travel and accommodation and their payment shall be solely
borne by ZEEL and is not included in the Consideration payable to the Producer under the
Agreement.
16. Other Deliverables by artists:
(i) ZEE5 initiatives: Artists to come in for all ZEE5 brand initiatives at no additional cost.
(ii) ZEEL shall be entitled to schedule/reschedule the promotional events as per its
requirements and shall intimate Producer about changes 24(Twenty-Four) hours
prior to scheduled promotional events
(iii) Promotion days: The current number of promotion days is 3(three) days. These days
can be used before, during and after the show launch on the platform or such other
time as deemed fit by ZEEL anytime for a maximum duration of a year post launch.

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(iv) Show Related Social Media: The cast to repost and reshare all assets and also post
about the show/film.
(v) Brand Related Social Media: The cast to repost and reshare all assets and also post
about the brand and awards.
(vi) Social Codes Social Media: The cast to post/repost/reshare all assets related to social
promo codes. This will include show and ZEE5 brand related codes
(vii) Artists will be expected to create profiles on HyperShorts a part of promotions and
actively promote all marketing assets.

Pre-Launch
 Posts and tweets (photos and/or videos) on official Facebook page, Twitter
handle and Instagram handle
 Facebook/Instagram/Twitter Live
 RTing, Sharing and Reposting ZEE5 India content related to the show/movie
 Availability for photo-shoot specifically for marketing purposes (in case the shoot
has not been done prior on location)
 Quotes for PR
 Sharing content that can be used for promotional purposes (videos, BTS images
etc)
 Contact point from the artist team – Manager (who has direct contact with the
artist), Manager from the celebrity management (in case both are different),
Publicist / PR Agency representing the artist
(viii) Launch
 Launch posts / tweets / trailers on official Facebook page, Twitter handle,
Instagram handle, HyperShorts page, YouTube page (These could be photos /
videos)
 Availability for press conference and / or multi-city events (could be planned in
any location with a good heads-up) and media interviews
 Availability in case artist is travelling abroad closer to the show launch date or
immediately after (most press + social media deliverables will happen during this
time and availability and co-operation with the team will help in effective results)
 Shoot availability for in-show promotion on key network channels and shows like
Sa Re Ga Ma Pa on Zee TV
 Availability for radio & TV interviews / studio visits
 Telephonic / email interactions with other press that gets missed out on the day of
press conference

(ix)  Post-Launch
 RTing, Sharing and Reposting ZEE5 India content related to the show/movie
 Interaction with fans
 Facebook/Instagram/Twitter Live/Chat / HyperShorts
 Time for interviews (Video, Telephonic and Email)
 RTing, Sharing and Reposting key activity, if any
 Exclusive time for one digital activity (could be at a publication house / office /
studio).

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Confidential

STANDARD TERMS AND CONDITIONS


TO THE ARTIST AGREEMENT (Actor)

1. DEFINITIONS AND INTERPRETATION:

a. DEFINITION:

The following words where used in this Agreement will have the meanings as set out next to them

i. “Agreement” shall mean and include PRINCIPAL COMMERCIAL TERMS (“PCT”), STANDARD
TERMS AND CONDITIONS (“STC”) and any and all annexure, schedules and appendices referred to in
PCT and any amendments, addendums, extensions made to this Agreement in writing signed by the Parties.

ii. “Applicable Law” shall mean any and all Indian laws as may be applicable to this Agreement and any part
thereof.

iii. “Confidential Information” means any information, know-how or material in any form relating to or
provided by Producer which becomes known or is provided to the Artist as a result of the course of dealings
between them which is by its nature confidential, is designated by Producer as confidential, including any
non-public, commercially sensitive or secret information relating to or disclosed hereunder (whether
written, oral or graphical) that relates directly or indirectly to the Producer present or potential business,
products, Services, pricing, operations, marketing plans or strategy, business plans, acquisition plans,
financial information, technology, research, development, information on customers or suppliers, product
and/or content consumption data, analysis, MOUs, agreements, scripts, stories, concepts ideas and any other
information which might reasonably be presumed to be proprietary or confidential in nature or a trade secret
of the Producer including the outcome of the Services of the Artist under this Agreement, whether complete
or incomplete, but does not include any information to the extent Artist can show that the relevant
information:

1. is
publicly known at the time of disclosure or becomes publicly known other than through a breach of this
Agreement;

2. is
already or comes in the unrestricted possession of Artist without there being any breach of a third
party’s obligations of confidentiality; or

3. has
been independently developed by Artist (as evidenced by records in his/her possession).

iv. “Concept” shall mean a shorter literary work outlining the storyline and specifying the unique aspects,
features and characteristics of such work in not more than one thousand words.

v. “Effective Date” shall mean date first mentioned in this Agreement, unless specifically recorded otherwise
in Clause 4 Section C of PCT.

i. “Performance” shall include without limitation speech, dialogue, monologue, recitation, acting, singing,
playing an instrument, dancing and any other act(s) which the Artist is required to perform as per the
direction of the Director and/or the Producer during the Term of this Agreement.

ii. “Producer Content” shall mean the content of such kind and duration as more particularly identified in
Section B of PCT.

iii. “Services” shall mean the sole, exclusive and ancillary Services of the Artist (as more particularly
described in Section C of PCT) towards the Producer Content and shall also include such other Services as
may be reasonably required by the Producer in relation to Producer Content being produced by the
Producer.

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iv. ‘Shoot Day’ or ‘Shift’ shall mean a maximum of 10 working hours and an overtime of maximum 2 hours
if required including hair and makeup time on the shoot day. This is irrespective of the requirement of the
scenes for the day. (Illustration: If the call time for a particular day of shoot is given 9am and the shoot
starts at 10 am, then the 10 hours of shooting days will start from 10am. A Shoot Day shall exclude the
time/ day on which the Artist is traveling for any outdoor shoot and there is not actual shoot but shall
include the time for hair and makeup.

v. “Term” shall have the meaning as ascribed in Clause 4 of STC unless otherwise agreed in PCT.

vi. “Intellectual Property” includes patents, trademarks, service marks, trade names, registered designs,
copyrights, rights of privacy and publicity and other forms of intellectual or industrial property, know
how, inventions, formulae, confidential or secret processes, trade secrets, any other protected rights or
assets and any licences and permissions in connection therewith, in each and any part of the world and
whether or not registered or registrable and for the full period thereof, and all extensions and renewals
thereof, and all applications for registration in connection with the foregoing and “Intellectual Property
Rights/IPR” shall mean all rights in respect of the Intellectual Property.

vii.“Modes, Media and Formats” of exploitation of the Producer Content (including Performances of the
Artist) shall mean and include all the modes, media and formats as mentioned under Annexure I.

viii. “Territory” means the entire world unless specified otherwise in PCT.

The expression “author”, “adaptation”, “literary works”, “musical works”, “sound recordings”, “works”,
“dramatic works”, “duplicating equipment”, “artistic works”, “cinematograph film”, “visual recording”,
“communication to the public”, “performer”, “performance”, “performer’s right”, “works”, “plate” and
“publication” used herein shall have the same meaning ascribed to it under the Act unless otherwise
specifically agreed between the Parties

b. Any reference in this Agreement to any statute or statutory provision order or regulation shall be construed
as including a reference to that statute or statutory provision: order or regulation as from time to time
amended, modified extended or re-enacted whether before or after the date of this Agreement and to all
statutory instruments, orders, regulations and directives modifying or extending the same.

c. Unless the context otherwise requires, words denoting the singular shall include the plural and vice versa
and words denoting any one gender shall include all genders and words denoting persons shall include
bodies corporate, unincorporated associations and partnerships.

d. Headings are used for convenience and ease of reference and are not to be construed in the construction or
interpretation of any provision of this Agreement.

e. References to Recitals, Clauses and Schedules shall be deemed to be a reference to the recitals, clauses and
schedules of this Agreement.

f. In the event of any conflict or inconsistency between the provisions under PCT and STC, the provisions
under PCT shall prevail.

1. ENGAGEMENT:

The Producer hereby engages the Artist to perform in and to rendered such other ancillary and incidental
Services (if any) in respect of the Producer Content as more particularly agreed in PCT; and the Artist
hereby accepts such engagement under this Agreement.

2. RESPONSIBILITIES AND OBLIGATIONS OF ARTIST:

a. Artist shall render Services on Shoot Days as per requirement and to the satisfaction of the
Director/Producer. Artist shall adhere to the schedule of dates intimated by the Producer from time to time
for shoot of the Producer Content and not deviate from the same so as to ensure that the shooting schedule
of the Producer Content is not affected and/or no monetary loss/damage is caused to the Producer.

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b. Artist shall, attend workshops, rehearsals and pre-production meetings on all given days, as and when
required by the Producer, the duration of which may vary from day to day subject to the maximum duration
of a Shoot Day.

c. Artist shall render his/her voice for dubbing and to attend necessary dubbing sessions on all given days/
times required by the Producer, and attend photo sessions/ press meets etc., events for the promotion of the
Producer Content as deemed necessary by the Producer Artist shall be given prior intimation and the dates
of aforesaid shall be mutually agreed between the Parties

d. Artist shall render his/her Services herein for any post-shooting / re-shooting, dubbing etc. purposes after
completion of the planned shoot of any scene of the Producer Content, as may be deemed necessary by the
Producer and with prior intimation to the Artist. In case of any extra days of shoot not specifically agreed
here shall be separately paid for.

e. Artist shall have no objection if his/her photographs including stills or the clippings from the Producer
Content are used for the purpose of promotion of the Producer Content or any product under a tie up
between the Producer and the Party marketing such product, provided such photographs or the clippings
from the Producer Content are shared with her prior to the usage.

1. TERM OF AGREEMENT:

This Agreement shall be effective from the Effective Date and shall be valid and binding upon both the
Parties until completion of Services (“Term”), unless otherwise agreed elsewhere in this Agreement or
earlier terminated in accordance with the provisions of this Agreement.

3. CONSIDERATION AND PAYMENTS:

a. In consideration of the Services fully rendered by the Artist to the satisfaction of Producer, the Artist shall
be entitled to an all-inclusive remuneration which shall be payable in the manner as more particularly
mentioned Section D of PCT.

b. Unless otherwise agreed in ‘PCT’, all payments to Artist shall be made within 7 days from receipt of
correct invoice in original as per Producer’s format.

c. Payment in above terms shall be a complete discharge of the Producer’s obligation of make payment for the
Services of the Artist. The Artist agrees and acknowledges that the Artist or any person claiming under
him/her shall not be entitled to receive any further payments from the Producer, including without
limitation, royalties, charges or any other payments of any nature whatsoever unless otherwise specifically
agreed under PCT.

1. TAX:

a. All payments to the Artist under this Agreement shall be subject to applicable tax deductions at source
under the provision of the Income Tax Act, 1961 at the prevailing rate.

b. GST shall be payable by the Producer, at such rate as prescribed under the Applicable Laws in addition to
the Artist’s remuneration under this Agreement and subject to fulfillment of the conditions prescribed in
Clause 6 (c) below.

c. The applicable GST shall be paid on fulfillment of the following conditions cumulatively:

i. The Artist shall raise invoices as per the agreed commercial terms. The Artist shall submit valid
invoice(s) to the Producer, in accordance with the Applicable Laws, so as to enable Producer to claim
GST credits, if any, available to the Producer, under the Applicable Laws. Such invoice(s) shall include
and reflect, separately, the details of the Services provided, the breakup of the consideration payable by
Producer along with the applicable GST, if any, payable thereon, and all other details/ particulars/
information required to be furnished in this regard, under the Applicable Laws.
ii. The physical copy of such invoice(s) as the case may be shall be sent to the address of Producer, and the
soft copy thereof shall be sent to the email address of Producer.

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iii. The Artist shall discharge the liability of GST to the Government/ Authorities and upload the relevant
details and the GST returns in relation to such payments within the stipulated timelines prescribed under
the Applicable Laws. lf at any time the credit of GST, paid by the Producer, under any invoice issued by
the Artist, is denied to the Producer, or payment is demanded by statutory authorities due to a deficient
invoice or incorrect reporting of transactions or inadequate documents or in the event an invoice or other
tax documents do not satisfy the requirements under the Applicable Law or due to Artist's failure to
deposit the tax collected from the Producer, the Artist undertakes to compensate the Producer to the
extent of loss suffered by the Producer including for any interest, penalties and all other charges/
expenses imposed on the Producer as a result of claiming such tax credit.

iv. The Artist shall be responsible for ensuring that it is registered under the Applicable Laws including
GST laws during the term of this Agreement. In case, the registration of the Artist is cancelled,
withdrawn or surrendered during the Term of this Agreement, the Artist undertakes to intimate the
Producer immediately and in any case within 48 (Forty-Eight hours). Further, the Artist hereby
indemnifies and shall keep the Producer indemnified against any action, claim, damage, injury, loss etc.
that may arise to the Producer due to the failure of the Writer to intimate the Producer as per this present
Clause.

v. Applicable GST amount is reflecting in GSTR 2A form on GST portal.

1. REPRESENTATIONS, WARRANTIES AND COVENANTS OF ARTIST:

The Artist represents, warrants and covenants that:

a. The Artist has full power capacity and authority to execute deliver, and perform this Agreement and is
under no disability, whether contractual or statutory, which may interfere with the Artist’s performance of
this Agreement;

b. This Agreement constitutes a legal, valid and binding obligation of the Artist and is fully enforceable
against it in accordance with the terms;

c. The Artist shall perform his/her obligations hereunder in compliance with applicable laws, rules and
regulations of any governmental authority [including Artist’s domicile country (if applicable)] and, unless
otherwise agreed under this Agreement, shall pay all applicable taxes, levies and duties arising out of or in
relation to the performance of this Agreement;

d. The Artist shall render Services to the best of his/her ability and as per the Producer’ s/Director’s approval
and requirement and shall ensure that Artist maintains such fitness and physique during the Term hereof, as
the Role demands;

e. There is no conflict or inconsistency between this Agreement and any law or order applicable to them, or
any other agreement to which they are a party;

f. There is no actual, threatened or pending litigation and/or adverse claim, or regulatory action or
investigation affecting them, which is or may be prejudicial to the Artist’s performance under this
Agreement or which may put the Producer in disrepute by virtue of association with the Artist;

g. The use by the Producer of the Artist’s name, photographs and other material pursuant to this Agreement
will not infringe the rights of any third party;

h. The Artist shall not, in connection with his/her activities under the Agreement, do or suggest or otherwise
participate in the doing of any act which might be unlawful, or infringe the rights of any third party, or
which might prejudice or harm the reputation of the Producer;

i. In case of any difference of opinion with the Producer and/ or Director of the Producer Content on any
matter, the decision of the Producer shall be final and binding;

j. The Artist shall deal with the Producer directly or through an agency (if any) specifically named in PCT and
not through any third Party in any matter relating or pertaining to this Agreement, however, in case they
require any legal assistance they shall be at liberty to do so;

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k. Artist shall not to give any press write-ups or media statements regarding the Producer Content without the
prior written concurrence of Producer. Artist shall further ensure that while referring to the Producer
Content, Artist shall mention that the Producer Content has been produced by the Producer. Further in the
event of Artist being the recipient of any recognition or award in respect of the Producer Content, Artist
shall acknowledge that the Producer Content is a Production by the Producer;

l. The Artist shall ensure that his/her commitment for any other work assignment or any other personal
engagement will not hinder or hamper in any manner the Services to be rendered under this Agreement;

m. The travel plans to be undertaken in personal capacity of the Artist shall be discussed and agreed mutually
well in advance, only to the extent necessary and so that the same do not detrimentally impact his/her
ability to render Services under this Agreement. In case of any medical emergency the Artist shall intimate
the Producer within 7 working days of any such occurrence;

n. The Artist will fully co-operate with the Producer/Director in completion of production of the Producer
Content to the Producer’s/Director’s satisfaction in a timely manner, and will maintain punctuality in work
timings and all dignity/ decorum at work site(s);

o. The Artist shall wear the costumes / accessories etc. as decided / chosen by the Producer for the
character/roles assigned to the Artist in the Producer Content;

p. The Artist shall have no objection to any kind of in-film branding or promo shoot and shall render Services
for the same at no additional cost to Producer;

q. The Artist is in a fit state of physical and mental health and has not been diagnosed or detected with any
disease, sickness, illness or ailment and is not under any medical supervision or prescription for any
disease, sickness, illness or ailment that may affect the rendition of Services of the Artist under this
Agreement;

r. Unless otherwise agreed in PCT, the Artist shall not demand for any special arrangements or facilities
including for separate makeup room, spot boys, vanity van, any particular class of travel or stay etc., and
shall be entitled to only the facilitates, including travel, transportation, lodging, boarding and other facilities
as arranged and provided by the Producer for all the cast and crew for the Producer Content;

s. Render all such further and other cooperation to the Producer, including but not limited to passport and visa
requirements, letters, no objection certificates and such other documents required to be signed by the Artist
in furtherance of the engagement of the Artist under this Agreement.

t. The Artist is independent adult and is fully conscious and aware of all the clauses mentioned above and
agrees and confirms irrevocably without any pressure or coercion whatsoever to abide by this Agreement
and it shall be treated as mutually agreed contract with all its terms & conditions. It is also hereby expressly
agreed by the Artist that they have been given sufficient time to examine this Agreement and accepted all
the terms and conditions mentioned hereinabove.

1. CONFIDENTIALITY:

a. Artist shall not disclose to any third party, the terms of this Agreement or any other Confidential
Information without the Producer’s prior written consent.

b. All Confidential Information furnished by the Producer to Artist shall remain Producer’s property, and upon
completion / expiry / termination of the Agreement, Artist shall, as requested by the Producer, either
destroy or return such documents, including any copies thereof.

c. Artist will not at any time without the prior written consent of Producer publish, disclose or otherwise
disseminate, duplicate or use, directly or indirectly, Confidential Information to or for the benefit of any
third party.

d. Notwithstanding the foregoing, Artist shall not be in default of this confidentially obligation if it discloses
the Confidential Information to the extent required by a court of competent jurisdiction or other

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governmental authority or otherwise as required by law; provided, however that the Artist shall use
commercially reasonable efforts to minimize such disclosure and shall provide written notice of such
disclosure and consult with and assist the Producer in obtaining a protective order prior to such disclosure.

1. INDEMNITY:

The Artist will indemnify and hold harmless the Producer, its employees, officers and directors against any
and all liability, damages, costs and expenses including reasonable attorneys’ fees and costs, claims,
actions, suits proceedings, penalties, in connection with or arising out of or pursuant to or in relation to any
breach of any of Artist’ representations, warranties, covenants, responsibilities or obligations under this
Agreement.

The Producer shall indemnify the Artist from and against any and all third party claims arising out of any
action solely attributable to the Producer that are in no way attributable to the Artist.

4. TERMINATION:

a. This Agreement or any part thereof may be forthwith terminated at the option the Producer if:

i. Artist commits a breach of any of his/her obligations, representations warranties, covenants under this
Agreement or is not in a position to fulfill his/her obligations (including incapacity to render his/her
Services) under this Agreement for any reason, the Producer may give a 3 days written notice to the
Artist to cure/rectify such a breach and in case the same is not/incapable of being cured/rectified within
3 days of such notice this Agreement would stand terminated at the option of the Producer.

ii. If Producer finds the commitment and quality of the performance of Artist unsatisfactory and not up to
the mark and/or Artist does not fulfill the requirements of the Producer, or Artist is in breach of any of
the terms and conditions of this Agreement.

b. This Agreement may be terminated by the Artist only in the event if the Producer fails to pay any amount
due to the Artist on any occasion of payment under this Agreement, provided that the Artist would have
given a 15 days’ notice to the Producer to pay the amount due and the Producer fails to pay such amount
due within 15 days of notice the Artist.

b. Notwithstanding the above Producer may terminate this Agreement without cause and liability with 7 days
prior written notice to the Artist. In no event shall Artist be entitled to any prospective profits, remuneration
or any damages.

c. Parties agree that, unless expressly waived, termination of this Agreement for any reason whatsoever shall
be without prejudice to any vested rights and remedies available to either Party under law and shall not
affect any rights or liabilities or claims under this Agreement that may have accrued prior to or upon
termination of this Agreement.

d. If any notice period is provided for cure of breach and the breach remains uncured after expiry of said
notice period then this agreement shall stand terminated without further reference or notice to the Party in
breach.

1. CONSEQUENCE OF EXPIRY/TERMINATION:

a. The Artist shall forthwith deliver to the Producer any and all costumes, properties and any other material
that the Producer may have provided to the Artist for the purpose of rendering Services under this
Agreement.

b. Upon termination of this Agreement due to reason mentioned in clause 10(b) herein above, the Artist shall
be entitled to retain or receive only the amounts that have accrued to the Artist till date of termination and to
the extent of Services rendered to the satisfaction of Producer. The Artist shall not be entitled to or claim
any further payments or share in profit under this Agreement or otherwise.

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c. In the event of termination of Agreement due to any breach by the Artist, the Producer shall be entitled to
complete refund of all the payments made till the date of termination and seek other remedy including but
not limited to rescission, injunctive or other equitable relief preventing the Artist.

d. All provisions of this Agreement that by their very nature survive expiry or termination shall so survive.

1. INTELLECTUAL PROPERTY:

a. The Producer being the Producer and thus the Author and first owner of all rights in and to the Producer
Content, whether in complete or incomplete form, the copyrights and all other neighboring, underlying and
proprietary rights in and to the same and/or all Performances / works/ Services therein of the Artist shall at
all times now and in the future vest with the Producer exclusively in perpetuity for the world and universe.

b. The Artist shall not, directly or indirectly, do or cause to be done any act, which in any way infringes upon
or prejudices in any manner the Producer’s exclusive copyrights over the Producer Content and/or
Performances.

c. In consideration of Rs.101/- (included under Remuneration), the receipt and sufficiency whereof is hereby
acknowledged, Artist hereby irrevocably and exclusively transfer and assigns to Producer, absolutely and
beneficially, without any restriction or limitation, in perpetuity for the territory of World, the entire
copyright and all present and future rights, titles and interests in and to the performer’s right in the Artist’s
Performances recorded in the Producer Content, in part or whole by whatever means, medium, modes and
formats whether presently known or which may be discovered/ developed in future together with the right
to grant licenses for all or any of them.

d. Artist hereby irrevocably and exclusively assigns all the performer’s rights in his/her Performances
(“IPR”), unless otherwise specified in the PCT, for the Term and the Territory to Producer. Artist
acknowledges that the entire performer’s right and all other rights in and to all products of the Services and
all contributions of Artist in respect of the Producer Content is hereby assigned and shall belong to
Producer absolutely such that Producer shall have the exclusive right, in perpetuity, to utilise and exploit the
same and all the rights in the same throughout the Territory in all such media or modes of exploitation that
are presently known or are presently in commercial use including without limitation such technologies
which are derived from the media or modes of exploitation presently known or in commercial use and
additionally shall also include media or modes of exploitation developed in the future. Artist hereby
irrevocably and exclusively assigns to Producer, free from all charges, liens and encumbrances, the entire
performer’s right and all other rights of whatever nature throughout the Territory (where relevant, by way
of present assignment of future performer’s right) in and to all such Performances and contributions for the
full period of performer ’r right in his/her Performances including all renewals, reversions and extensions
thereof and thereafter (insofar as Artist is able to grant the same) in perpetuity. To the extent that the
assignment of performer’s right in relation to future medium or mode of exploitation of Performance is not
held valid by operation of law, notwithstanding the assignment of such rights in favour of Producer, Artist
hereby also grants an irrevocable, exclusive, sub-licensable, perpetual right for the entire Territory to
Producer for any such future medium or mode of exploitation of the Performance as may be developed in
the future, for such Consideration as specified in PCT, the sufficiency of which is hereby acknowledged by
Artist. Notwithstanding the above, it is hereby agreed that Artist shall not assign or in any other manner
transfer the performer’s right in his/her Performance for such means and modes of exploitation which are
not mentioned herein and are not presently known or in commercial use without first offering the same at
the relevant market price to Producer, failing which any other payments payable under the present
Agreement or payable under any applicable law shall not be payable and if already paid to Artist by
Producer the same shall be paid back by Artist to Producer. Artist agrees that Producer shall be entitled to
use the Performance for any subsequent works to be created by the Producer or its licensee and assigns in
any language of the world, without paying any other consideration for such subsequent adaptations of the
Performance in any other language, format, versions and further exploitation of such subsequent
adaptations on all Mode, Medium or Platforms as specified in Annexure I. For the purposes of this clause,
“mode or medium” refers to any technology or process or method which is in existence and / or in
commercial use anywhere in the Territory whether or not in the field of cinematograph films or sound
recordings which are presently known and/or in commercial use or shall be developed based on

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technologies, formats, platforms or any such other existing and/or knowledge or information which
presently known and/or in commercial use.

e. Artist hereby acknowledges, agrees and confirms Producer’s title, interest sole and exclusive ownership
over the entire Intellectual Property Rights in respect of the Performance rendered by Artist, in all form,
format and media, whether in existence now or which may arise in future including the right to dub,
animate, adapt etc. in all the languages existing in the world, for the entire term of the performer’s right in
the Territory and Artist shall not claim any right or consideration in respect of the same at any time in
future. Further, Artist will also execute, acknowledge and deliver to Producer any and all documents
Producer may deem necessary to evidence and effectuate all or any of Producer’s rights under this
Agreement. Further, Producer will be entitled to the utilization of the name, sobriquet, likeness, signature/
photograph portrait, caricatures, voice silhouette including any past or existing credentials of Artist for the
purposes of promotion of the Producer Content at Producer’s sole discretion. for the entire period as
conferred by the Copyright Act 1957 (including any revisions and revivals), throughout the world, for the
Territory, to exploit all the aforesaid rights in the Performance in any new mode or medium which is not in
existence or in commercial use as on date of this Agreement.

f. In the event if for any reason the Producer or any of its subsequent licensees/assigns are unable to exploit
any of the rights in the Contract Works, then assignment/license of such rights shall not be considered to
have lapsed pursuant to Section 19(4) of the Act, as applicable from time to time.

g. The Producer shall be entitled to publish, communicate to public, re-produce, adapt, modify, edit, alter, dub,
subtitle, or do any other act or exercise any other rights in respect of the Producer Content, Performance or
any elements thereof and any other elements of the Producer Content or Performance without reference to
the Artist and the Artist shall not raise any objection to the same and that Artist or any other persons
claiming through Artist shall have no rights, claim or lien on the same.

h. Save and except as provided for in this Agreement, the Artist shall not be entitled for any further
consideration, whether in the nature of a license fee, royalty or any other payment for the exploitation of the
use and commercial / non-commercial exploitation of the Artist’s Performance or the Producer Content or
any part thereof by the Producer or any of its assignees or licensees. The Artist hereby waives and agrees to
waive his/her right to receive royalty, if any.

i. The Artist hereby grants an irrevocable, royalty free license in perpetuity for the entire universe to the
Producer to use and exploit the Artist’ name, photographs, likeness and other material for the purpose of
advertising, promoting for trade, selling and distributing the Producer Content, or any part thereof and also
for applying for registration of the labels/inlays with the Copyright/ Trademarks Registration authorities.

j. Artist recognizes Producer’s need to be able to deal with the Producer Content without restriction including
his images, voice or any other aspect of Artist which is rendered as part of the present Agreement in relation
to the Producer Content. Therefore, Artist hereby agrees that irrevocably and unconditionally Producer shall
be entitled to use the Performance in any manner whatsoever and exploit the same in any manner
whatsoever on any platform whether presently known and/or in commercial use or such platforms which
are developed or invented in future based on the platforms presently known and/or in commercial use
without seeking any prior approval for such use including any changes, modifications, alterations, versions,
changes of such Performance and creation of any new work based on such performance without any
objection from Artist and Artist shall not file any cases or proceedings against Producer claiming damages
or restraining Producer for any such use under the provisions of Special Right under Copyright Act, 1957 in
India and accordingly Artist and on behalf of Artist's heirs, successors and assigns, hereby waives the
benefit of any provision of law known as "droit moral," "droit d'auteur" and "droit de suite" (including,
without limitation, the so-called right of paternity [droit a la paternite], right of integrity [droit au respect
de l'oeuvre], right of withdrawal [droit de retrait or droit de repentir] and/or right of publication [droit
divulgation]) or any similar law in any country of the world including moral rights of performer under
Copyright Act, 1957 in respect of the exercise of Producer’s rights hereunder, and Artist hereby irrevocably
and unconditionally grants all necessary consents under any applicable laws, and to the extent such waiver
is unenforceable, Artist hereby covenants and agrees on Artist's behalf, and on behalf of Artist's heirs,
successors and assigns, not to bring any claim, suit or other legal proceeding against Producer, its
successors, assigns or licensees claiming that any of Artist's "moral rights" or "droit moral" rights have been
violated. Producer agrees to give credit to the Artist in the manner agreed in PCT for utilizing the

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Performance provided the present agreement is not terminated prior to completion of the term of
engagement.

k. Artist hereby agrees to relinquish his/her rights in respect of the Performance as per the applicable laws in
favour of Producer upon assignment of the performer’s right to Producer.

l. Notwithstanding anything contained in this Agreement elsewhere and termination of this Agreement, the
Performance and all the right, title and interest therein as assigned by Artist shall always remain solely and
exclusively with Producer and under no circumstances shall Artist have any right, lien or claim over them.
Notwithstanding the expiry or termination of this Agreement and the provisions of this Agreement, the
provisions of this clause shall survive the termination of this Agreement.

m. Artist hereby undertakes to do any and all acts and execute any and all documents in such manner and at
such locations as may be required by Producer in its sole discretion in order to secure, protect, perfect or
enforce any of the rights granted or confirmed to Producer pursuant to this Agreement. In the event Artist
fails to do so within ten (10) days of receipt of a request from Producer to do or perform an act or execute a
document, Producer shall be entitled to exercise the same in place of Artist as his lawfully appointed
attorney and Artist undertakes to affirm, ratify and be bound by such exercise of the right by Producer
under the provisions of this clause.

n. Producer retains the exclusive right to use, adapt and change the Producer Content in whole or in part, and
to combine the Producer Content or any part thereof with other works and/or all rights of Exploitation of the
Producer Content. For the purpose of this clause, “Exploitation” shall mean the utilization of the Producer
Content as may be decided by Producer in its sole discretion and shall include Communication to the
Public, Broadcast, Performance in Public, adaptation, reprography, reproduction, distribution, sale,
commercial rental, assignment, licensing, merchandising, versions, translations, including but not limited to
the broadcasting thereof by radio, internet and any and all form of television including but not limited to
terrestrial, satellite, direct to home, cable, IPTV, any form of video on demand (including but not limited to
Pay-per-View, NVOD, SVOD, PVOD, FVOD made available for being seen or heard or delivered or
exploited through wire or wireless including but not limited to internet, websites including but not limited
to social networking websites, blogs, internet or mobile streaming or download services (whether free, pay
or subscription based), computing & networking devices, mobile /telecommunication system based
platforms, mobile TV, theatrical or non-theatrical, merchandising rights, rights at ship, air or sea, or any
other means now known or existing or in commercial use or additionally hereinafter invented or developed
in the future based on the existing technologies or technologies known to be in commercial use presently.
Artist hereby unconditionally and irrevocably assigns all rights including but not limited to Intellectual
Property Rights and performer’s right in the Performance, for the entire Territory and Term and Artist
agrees and acknowledges and makes all necessary declarations confirming the aforesaid. Such assignment
shall operate for all the modes, media and formats of exploitation in respect of the “ Works” including the
Modes, Media and Formats as specified in Annexure I hereinafter, and Artist hereby expressly
acknowledges the sufficiency of the Consideration towards the assignment of the rights for exploitation of
the Performance on all the Modes, Media and Formats of exploitation. It is agreed by the Parties that the
provisions of Section 19(4), 19A, 38A(2) and 39 A of The Copyright Act, 1957 shall have no application or
effect on the terms of this Agreement. Artist hereby acknowledges and undertakes that the assignment of
performer’s right in the Performance as granted herein is not and will not be contrary to the terms and
conditions of the rights already assigned to a performer’s society in which Artist is a member.

1. NO DAMAGES:

Notwithstanding anything contained herein, it is expressly agreed and acknowledged by the Artist that the
Producer shall never be liable or responsible for any loss, damage etc. of any nature whatsoever (including
any indirect, consequential, punitive, incidental, exemplary and other actions, proceedings, claims,
demands, costs, loss, awards and damages, loss of profit etc.,) that may have caused and/or suffered or
likely to be caused and/or suffered to/by the Artist or to/by any other person for any reason whatsoever.

5. NO INJUNCTION:

Notwithstanding anything contained herein, it is agreed that the Artist shall not have any present and/or
future rights, title and interest of any nature whatsoever and shall not be entitled to seek or obtain any
injunction or other equitable relief against usage by the Producer (including Producer’s subsequent

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assignee/licensees) in any manner, of the results and proceeds of Services rendered by the Artist including
Performance, Producer Content or any other audio-visual work based on the Producer Content wherein the
results and proceeds of Services are forming part of such other audio-visual work.

6. COSTS:

Unless otherwise agreed in PCT, each Party shall bear its own costs in connection with the execution of this
Agreement and in relation to the fulfillment of its Services, duties and obligations under this Agreement.

7. CREDIT:

The Artist shall be given due credit for the Performances rendered in the Producer Content. Such credits
shall be given as per industry practice.

8. NO OBLIGATION:

The Artist expressly acknowledges and agrees that the engagement of the Artist under this Agreement shall
not in any way constitute or be deemed to constitute an obligation or an undertaking by Producer to produce
the Producer Content or any other cinematographic film or use, adapt, change, revise, delete, exhibit,
advertise or promote or in any way exploit the same.

9. SUSPENSION OF WORK:

Producer reserves the right to suspend and reinstate execution of the whole or any part of the Artist’
Services without being in breach of any provisions of the Agreement by providing a written notice to the
Artist. The time for completion of the Artist’ Services will be extended for a period equal to duration of the
suspension provided the suspension is not due to some default on the part of the Artist.

If the suspension under this Clause is for reasons that are beyond the reasonable control of the Producer,
which Producer could not foresee or with a reasonable amount of diligence could not have foreseen, which
could not have been prevented or overcome by the Producer through the exercise of reasonable skill or care
and which substantially affects the production of the Producer Content and/or performance of the
Agreement, such as natural phenomena, including floods, droughts, earthquakes, volcanic eruption,
epidemics, cyclone, lightning, storm, plague, invasion, revolution, event of military or usurped power, civil
war, riot, civil commotion or disorder, sanctions imposed by the authority, breakdown of public utilities,
illegal strikes and legal lockouts and other generalized labour action occurring within India, act of terrorism
or sabotage, act of any Government, including but not limited to war (declared or undeclared), quarantines,
embargoes, in each case occurring inside India or directly involving India, Artist shall not be entitled to
claim compensation for any loss or damage sustained by the Artist by virtue of any suspension as aforesaid.

10. WAIVER:

The failure or delay of either Party to enforce or to exercise, at any time or for any period of time, any term
of or any right, power or privilege arising pursuant to this Agreement does not constitute and shall not be
construed as a waiver of such term or right and shall in no way affect a Party’s right later to enforce or
exercise it nor shall any single or partial exercise of any remedy, right, power or privilege preclude any
further exercise of the same or the exercise of any other remedy, right, power or privilege.

11. SEVERABILITY:

If any provision of this Agreement is determined to be invalid or unenforceable, such invalidity or


unenforceability will not invalidate or render unenforceable the entire Agreement, but rather the entire
Agreement will be construed as if it did not contain the particular invalid or unenforceable provision(s) and
the rights and obligations of the Parties will be construed and enforced accordingly.

12. SURVIVAL:

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Except as otherwise specifically provided herein termination of this Agreement for any reason shall not
release any Party hereto in respect of any act or omission prior to such termination, nor shall any such
termination hereof affect in any way the survival of any right, duty or obligation of any such Party hereto
which is expressly stated elsewhere in this Agreement or by necessary implication should operate to survive
termination hereof including, without limitation the provisions of conditions relating to confidentiality,
Intellectual Property Rights, provisions relating to warranties and indemnity.

13. GRAFTS AND COMMISSION ETC:

The Parties shall procure that its officers, employees, agents and sub-contractors (if any) shall:

a. comply with any and all statutes, statutory instruments, bye-laws, orders, directives, decrees and laws which
relate to anti-bribery and/or anti-corruption including the Prevention of Corruption Act, 1988 (“Anti-
Bribery Laws”); and

b. neither directly nor indirectly, pay, offer, give, or promise to pay or give, any portion of monies or anything
of value to a public official or any person in violation of the Anti-Bribery Laws.

1. RELATIONSHIP:

It is further expressly agreed that this Agreement is being entered into on Principal to Principal basis and
nothing herein shall be construed to create an agent Principal relationship, joint venture, partnership or
contract of employment between the Parties.

14. NON-EXCLUSIVE RELATIONSHIP:

The Parties herein hereby understand and agree that this Agreement is non-exclusive, and that the Producer
may enter into similar agreements with other Artists for other projects of the Producer.

15. NOTICE:

All notices under the agreement will be in writing and will be given by”

a. certified mail with return receipt or by an international courier (with confirmation copy by couriers), at the
respective addresses shown above or such other address as either Party shall designate. Notice shall be
deemed given when received; or

b. By hand delivery with written acknowledgement.

1. ASSIGNMENT:

The Artist shall not transfer or assign this Agreement or any of his/her rights or obligations under this
Agreement to any third party without prior written consent of the Producer. The Producer may freely assign
/ re- assign, without reference to the Artist, this Agreement or any of its rights or liabilities under this
Agreement, whether in part or whole, to any third party, for any purpose whatsoever

16. STAMP DUTY:

Any stamp duty applicable on this Agreement, including any subsequent assessments thereof, shall be borne
and paid by the Party identified in Section D of PCT.

17. SETTLEMENT OF DISPUTES:

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Confidential

Any dispute or difference arising out of or in connection with the Agreement shall, to the extent possible, be
settled amicably between the Parties within 30 days, failing which either Party shall be free to approach the
Court.

18. GOVERNING LAWS AND COURT JURISDICTION:

This Agreement shall be governed by and interpreted in accordance with the Laws of India and in any
matter or dispute arising between the Parties under this Agreement the Courts in Kolkata, India alone shall
have jurisdiction.

19. ENTIRE AGREEMENT:

This Agreement and all annexure, schedules, appendices hereto constitute the entire agreement between the
Parties and supersedes all prior agreements, arrangements and understandings, whether oral or written,
between both Parties in relation to the matters dealt with herein. Any change, revision or modification to
this Agreement shall be valid only upon both Parties agreeing to the same in writing. This Agreement shall
become effective and binding on the Parties only upon the same being signed by all the Parties hereto.

20. EXECUTION:

This Agreement may be executed in counterparts, each of which shall be deemed an original and both of
which shall constitute one and the same Agreement. The counterparts of this Agreement may be executed
by hand or by electronic signature including digital signatures by either of the Parties. The Parties may
deliver the executed Agreement electronically and the receiving Party may rely on the receipt of such
Agreement so executed and delivered electronically as if the original has been received.

For and on behalf of within named By the within named


Saregama India Limited Artist

Authorized Signatory Name:     

Name:     

Designation:     

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Confidential

Annexure – I

“Modes, Media and Formats/Platforms” of exploitation of the Works shall include but shall not be limited to
the following and for the territory of the Universe and in perpetuity, viz.:

(i) Right to reproduce the Work in all formats, modes, medium including without limitation the right to
publish in printed formats;
(ii) Right to adapt the Work into any other work such as dramatic work, musical work, artistic work or any
other derivative form of work such as cinematograph film or any other audio-visual works;
(iii) Right to translate the Work into any languages of the world;
(iv) Right to communicate the Work to the public and make the Work available by any and all modes of
distribution as listed hereinafter including without limitation communication of any adapted work
based on the Work to the public;
(v) Incorporation of the Work in any audio-visual work and exploitation of the audio-visual work in any 35
mm and all other sizes/ formats of cinematograph exhibition in theatres, all television, video, satellite,
internet, digital and cable rights and all other rights (including re-issue rights), for the purpose of
exhibiting, broadcasting or exploiting in any manner whatsoever, by the use of any method and/or
technology, in whatsoever manner;
(vi) non-theatrical, commercial, television including  terrestrial television rights, Pay TV rights, Free TV
rights, satellite television rights (including MMDS, SMATV, DTH, SSL, XDSL, DBS) cable television
rights, pay per view rights (residential and non residential), all forms of video on demand (including
NVOD, SVOD, TVOD, AVOD, NMOD) and other streaming through
internet/broadband/IPTV/Mobile, digital TV, interactive multimedia, clip rights, anywhere in the
world, and rights in respect of Home video rental & sell through rights (including DVD, Compact Disc,
Blu-Ray Disc, Laser Disc, Video Compact Disc, Video Cassette, Videogram Rights, Embodying
Rights, VHS and such other rights), commercial video rights, Computer games rights, Internet
multimedia rights, Airborne, Railways, ship, Public Transport, surface transport rights and hotel and
commercial establishment rights, all music/audio rights in connection with and/or in relation to the
audio visual material and/or musical work of the said Film containing all songs, to be produced or
reproduced in the format of music cassettes, CDs, Blu ray Disc, VCDs and DVDs and/or any similar
devices.
(vii) Exploitation of the Works, in any and all languages and versions of the world (including dubbed,
subtitled and narrated) on Cable, LAN, Broadband, Personal Video Players (PVPs), Personal Video
Recorder, Digital Video Recorder, Digital TV, Optical Disc Burner or recorders or equivalent memory
stick cartridges, Semi Conductor chips in both standard and hi definition formats, Versatile Digital
Discs, Optical Disc, Laser Disc, Video compact disc, Compact Disc, Disc players, Blue Ray, Personal
computers, Set-top based games that are played in conjunction with a DVD, HD-DVD, HD, or any
other mode of Video together with audio/songs (Audio/Video) and the visuals accompanying them in
the film (alone or in conjunction with audio/songs and visuals accompanying the audio and songs of
other film(s)), Interactive television, Interactive Media, Telephone, Electric wires, Wireless, Chip,
Satellite, DTH, DSL, ADSL, VDSL, SSL, DBS, Free download, Pay downloads in part or full,
Animation, games, Reel, VHS, Video Cyberspace, Video Internet, Mobile, Computer hard drives,
RAM devices (e.g. “Flash” or “Memory Stick” cards), Personal digital assistants (“PDAs”), Personal
entertainment devices (“PEDs”), Wireless devices, Pay per View, Pay Telephone, Pay Video on
Demand, virtual reality formats (“VRF”) and augmented virtual realities formats (“AVRF”), all
interactive games including without limitation VRF and AVRF, mobile rights, call back tones, ring
back tones, music soundtrack and publishing rights, all rights in relation to exploitation and distribution
of the music rights including digital rights and publishing rights, merchandising rights.
(viii) All modes, media and formats of exploitation: (i) in existence now, (ii) in existence now but not in
commercial use on the date of execution hereof including but not limited to Physical; mechanical;
magnetic; analog; optical; electric; electronic; wireless; intranet or local wireless; wireless telephony
within the meaning of the Indian Telegraph Act; wireless broadcasting; terrestrial; satellite; cable;
wired broadcast; landline telephony; mobile telephony and data services of any kind not limited to 2G,
3G, 4G, BWA, LTE; internet telephony; cyber; internet; streaming; webcasting; simulcasting;
downloading; uploading; P to P; internet telephony; radio; television; biotechnological; nano-
technological; nuclear; molecular, the works by any artificial intelligence algorithm or programme
based on the Work assigned herein.

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