Hello, welcome to Pitchcat.com (the “Site”), a website that lets users submit movie and television concepts property for feedback from the Pitchcat industry panel (the “Industry”), and possible selection by Pitchcat.com for development, commercialization, production, licensing, and/or sale in US and International distribution.
Pitchcat.com website and its associated services (the “Services”) may be found at the domain and its related subdomains found at www.pitchcat.com (the “Site”). The Site is owned and operated exclusively by Pitchcat, LLC., a Georgia limited liability corporation d/b/a Pitchcat (collectively referred to herein, together with its corporate affiliates, as “Pitchcat”, “us”, “we” or the “Company”).
Every online business needs to have its terms of service, these are ours, and we must ask that you accept them before using our website.
We reserve the right, at our sole discretion, to change, modify, add, or delete portions of these Terms of Service at any time without further notice. If we do this, we will post the changes to these Terms of Service on this page and will indicate at the top of this page the date these terms were last revised. If you have a user account prior to any such changes, you will be prompted to review the revised Terms of Service, and accept them, prior to logging in to your user account. Your continued use of the Site after any such changes constitutes your acceptance of the new Terms of Service. If you do not agree to abide by these or any future Terms of Service, do not use or access (or continue to use or access) the Site or the Services. It is your responsibility to regularly check the Site to determine if there have been changes to these Terms of Service and to review such changes.
A couple of times a year we need to update our terms, and we’ll do our best to let you know when we do.
PLEASE READ THESE TERMS OF SERVICE CAREFULLY AS THEY CONTAIN IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES AND OBLIGATIONS. THESE INCLUDE VARIOUS LIMITATIONS AND EXCLUSIONS, AND A DISPUTE RESOLUTION CLAUSE THAT GOVERNS HOW DISPUTES WILL BE RESOLVED. [DS2]
PLEASE NOTE THAT BY AGREEING TO THE TERMS AND CONDITIONS PROVIDED FOR HEREIN YOU ARE TRANSFERRING VALUABLE INTELLECTUAL PROPERTY RIGHTS TO PITCHCAT FOR ITS COMMERCIAL USE.[DS3]
Basic Description of User Participation on the Site:
The Site is developed and operates using a variety of terms and phrases. The more commonly used terms are defined in more detail below. To summarize generally how the Site functions:
How the Site Functions:
Content Ideas are submitted by Users. By becoming a User on this website, you agree to keep all information disclosed to you on this website and all ideas submitted by you confidential and agree not to disclose such information and ideas outside of the Pitchcat team and network. (See also “Confidentiality” section below). All content ideas are viewable by select members of Pitchcat team. In addition, all postings on the site automatically become available to the Company, when they are posted, in order to consider[G4] selecting them for development and/or commercialization, production and sale.
Once a content idea submission satisfies certain required elements, which the Company shall choose in its sole discretion and as set forth on the Site, the content idea automatically becomes a candidate for selection by the Company for development and/or commercialization, production and sale (if the Company so chooses, however, the Company may decide to evaluate the Content Idea before the idea satisfies the required elements). The Company will normally, however, select or reject Product Ideas made available by Idea Submitters for review by the Company, subject to satisfaction of the aforementioned required elements.
The Pitchcat staff can always see your content ideas, and we can select your idea for production at any stage of the Pitchcat submission and review process.
The Company may, at its sole discretion and at any time, taking into consideration a variety of factors, select a Content Idea for development and/or commercialization, production and sale. If the Company rejects a Content Idea made available by an Idea Submitter to the Company as a candidate for development, production, commercialization, licensing and/or assignment, that Content Idea will either be kept in review and considered again in the future for development.
The Pitchcat staff will push your concept idea through different phases whether it has been selected or rejected, and, if rejected, sometimes you’ll be able to edit the idea and sometimes you won’t. The Pitchcat staff can always edit your idea (which we sometimes do to help make it better).
Users may receive “Influence” on a particular Product Idea through their contribution to such Product Idea, including submitting Product Ideas and contributing to Product Ideas during various phases and/or projects.
Once all the phases/projects related to a Product Idea are completed (or prior to completion at the discretion of the Company), the Company may then choose to commercialize the Product Idea by manufacturing and selling a physical embodiment of the Product Idea and/or by transferring intellectual property rights in the Product Idea to another party.
The Company will distribute a portion of all revenue generated from the commercialization of a Product Idea submitted on or after December 22, 2015, selected and developed through the Site, to those Users who contributed to the development of the Product Idea, in proportion to each User’s Influence, which is determined at the sole discretion of the Company[G7] .
THE SELECTION, DEVELOPMENT, MANUFACTURE, SALE AND COMMERCIALIZATION OF ANY CONCEPT IDEA IS SUBJECT TO THE COMPANY’S SOLE AND ABSOLUTE DISCRETION AND THE COMPANY RESERVES THE RIGHT, FOR ANY OR NO REASON, TO (I) REJECT ANY SUBMITTED CONTENT IDEA, (II) REFUSE TO POST ANY SUBMITTED CONTENT IDEA TO THE SITE, (III) TERMINATE THE DEVELOPMENT OR ANY PHASE RELATED TO A CONCEPT IDEA, (IV) TERMINATE THE SALE AND OR PRODUCTION OF ANY CONCEPT IDEA, OR (V) SELL, LICENSE, OR TRANSFER A CONCEPT IDEA, AND/OR ANY INTELLECTUAL PROPERTY RELATED THERETO, TO ANY THIRD PARTY.
Let’s Define a Couple Key Terms:
All initially capitalized terms used in this Agreement shall have the meaning ascribed to such terms. In addition to the terms defined elsewhere in this Agreement, the following terms shall have the meaning listed below:
“Selected Concept Idea” means any Concept Idea that is selected by the Company for development and/or commercialization.
“Pitchcat Confidential Information” means all Concept Ideas and User Content or related information submitted to the site by a User of Pitchcat.com, and any confidential information generated by a third party (whether a third party involved in the development and/or commercialization of a product, and/or in a transaction regarding a product and/or regarding intellectual property in a product, or otherwise), and any other non-public Site Content or related information.
“Idea Submitter” means any User that submits a Concept Idea to the Site.
“Intellectual Property” means any content idea, discovery, writing, trade name, trademark, service mark, copyright, right of publicity, mask work or any other material subject to, protected or protectable under state, federal, or foreign patent, trademark, copyright, trade secret, rights of publicity, or similar laws. Notwithstanding any U.S. or foreign legal provision to the contrary, Intellectual Property shall include any methods of doing business, and computer software and hardware and/or processes.
“Person” means any individual, trust or legal entity.
“Personally Identifiable Information” means information that is or that can be reasonably linked to a specific User.
“Product Idea” means Intellectual Property and/or an Invention, product concept, design or idea that is submitted by a User to the Site as a Product Idea on or after August 01, 2018.
“User Royalty” is a royalty or fee paid to a User for contributing a Content Idea, or to a Content Idea, as provided for herein. The combined User Royalty (for user) for a Content Idea submitted on or after August 01, 2018, shall be: (a) up to 3% of product revenue from sales of products by Pitchcat (see, Three Percent Transaction below); or (b) up to 1.5% of revenue associated with licensing by Pitchcat to a third party of Intellectual Property Rights associated with a Content Idea (see One and One Half Percent Transaction below); or (c) up to 5% of revenue associated with sale by Pitchcat to a third party of Intellectual Property Rights associated with a Content Idea (see Five Percent Transaction below). It shall be entirely at the Company’s discretion to determine whether a particular Concept Idea, or a given contribution to a Content Idea, qualifies a User for a User Royalty, and it shall be entirely at the Company’s discretion whether and how to allocate any User Royalties among multiple Users.
“Three Percent Transaction” means any transaction resulting in Full Production Revenue to Company from any sale of a pitch by Pitchcat to a Third-Party distributor, production company, or studio, when that product is based on a Concept Idea submitted on or after August 01, 2018. A total of up to a maximum of three percent (3%) of the Full Production Revenue associated with that transaction shall be paid as the combined User Royalty to all Users determined by the Company to be eligible to receive User Royalty, as set forth herein.
“One and One-Half Percent Transaction” means any transaction resulting in Full Production Revenue from the licensing by Pitchcat of Intellectual Property Rights based on a Concept Idea submitted on or after August 01, 2018. Up to a maximum of one and one half (1.5%) of the Full Production Revenue associated with that transaction shall be paid as the combined User Royalty to all Users determined by the Company to be eligible to receive User Royalty, as set forth herein. The total percent to be paid, and the division of User Royalty among Users shall be solely at the Company’s discretion. In the event that multiple forms of Intellectual Property or multiple Intellectual Property Rights, it shall be at the sole discretion of the Company to determine the allocation of User Royalty among any Users who contributed to that Intellectual Property or those Intellectual Property Rights.
“Five Percent Transaction” means any transaction resulting in Full Production Revenue from the sale by Pitchcat of Intellectual Property Rights based on a Concept Idea submitted on or after August 01, 2018. Up to a maximum of five percent (5%) of the Full Production Revenue associated with that transaction shall be paid as the combined User Royalty to all Users determined by the Company to be eligible to receive User Royalty, as set forth herein. The total percent to be paid, and the division of User Royalty among Users shall be solely at the Company’s discretion.
“Full Production Revenue” is the monetary sum, in the form of net revenue, received by Pitchcat from the sale of a pitch or from the sale or licensing to a third party of Intellectual Property Rights associated with a Concept Idea. The Company will make distributions of the User Royalty associated with particular Full Production Revenue to those Users who are allocated a User Royalty as provided for herein, with such distribution to be made by the Company within 90 days after the Company confirms receipt of Full Production Revenue. The Company shall be entitled to deduct from gross revenue any commercially reasonable and/or customary deductions to compute the amount of net revenue, with such deductions to include, but not necessarily be limited to, production cost, travel, charge backs and other direct offsets against gross revenue. Full Production Revenue does not include, and a User Royalty shall not be due for, any revenue of any form obtained by Pitchcat in connection with a sale of its business or a portion of its business, whether shares therein or otherwise, nor shall the obligation to pay a User Royalty be binding on any successor-in-interest to Pitchcat’s business or a portion thereof.
Check out our blog for a detailed explanation of how royalties work.
Pitchcat pays the chosen out of the revenue that comes from each Pitchcat sale. That means we can only pay you after the product sells and money has been collected by Pitchcat.
If Pitchcat is acquired for a sum of money, that money is not considered a royalty.
“User” is anyone that creates an account online and is registered to post content on the Site and includes all other Persons who participate on the Site other than the Company.
“User Content” includes all information that a User may transmit to the Site and/or the Company and which may become available for use or display, including without limitation all designs, text, graphics, pictures, video, animation, information, applications, software, programs, music, sound, audio, schematics, illustrations, diagrams, data, and other files and creative output, in whatever format. User Content also includes information a User provides to Quirky outside of the Site in relation to User Content transmitted to the Site, and such information shall constitute User Content transmitted to the Site under this Agreement.
You agree that the Company has the absolute right and permission to use your name, voice, image, likeness, rights of publicity and your applicable User compensation information, including for example any commissions paid and your Influence percentage, as well as representations made by you, in any media (including, without limitation, television, print, radio and the Internet), world-wide, for the purposes of advertising, promoting, reporting and disseminating information about the Company, the Company’s business or a Concept Idea.
Payments by the Company to Users:
While one aspect of the Site is to provide Users, including Idea Submitters with the right to share in Full Production Revenue, Users should not participate on the Site or in the Services primarily for financial gain, as any actual monetary compensation actually received by a User in connection with the Site, may or may not bear any relation to the actual time invested on the Site, or the quality or quantity of User Content submitted, or Influence allocated. Because the Company may elect in its sole discretion to not commercialize or to cease commercializing any Selected Product Idea at any time, there can be no guarantee that you will ever receive any payments or actual compensation in connection with participating on the Site or providing User Content even if you participate or provide User Content. Pitchcat makes no representations or warranties regarding any actual monetary compensation that may be earned in connection with use of the Site or the Services. Pitchcat’s obligation to pay User Royalty to Users, who are allocated such amounts pursuant to the Site, is limited to paying such allocations based upon Product/IP Revenue that is actually received by Quirky.
Use Pitchcat because it’s fun, not because you expect to make money. We’ll do our best to help you earn royalties and cash out, but we can’t guarantee any payments (only smiles).
We can only pay you after we get paid. If we don’t get paid, you don’t get paid.
What if I die before I cash out?
Subject to the foregoing terms, upon the death of a User, Pitchcat will direct payments associated with the Influence accruing from the deceased User’s participation on the Site prior to such User’s death, to a replacement payee if: (a) the Person requesting a replacement payee presents verifiable documentation supporting the replacement payee’s legal entitlement to the deceased User’s payments, and (b) the request for a replacement payee is received by Pitchcat within one year from the date of the deceased User’s death. If Pitchcat does not receive a request for replacement payee that complies with the foregoing conditions, Pitchcat may cancel the deceased User’s account, and write-off any unpaid amounts, with no liability for any such write-offs.
Legacy Concept Ideas:
The Company is under no legal obligation to make any payments to Users for any past or future revenue derived from, or associated, with a Legacy Concept Idea, nor is it under any legal obligation to make any other payments associated with any obligations assumed by, or entered into by, any predecessors-in-interest of the Company, including, any predecessors-in-interest which went into bankruptcy. However, the Company may, in its sole discretion, choose to make discretionary payments to Users who had accumulated Influence in Legacy Concept Ideas. Such payments, if any, shall only be made to those Users who have accepted the present Terms of Service on or after September 01, 2018 and any updated version thereafter. In the event that the Company chooses to make any such discretionary payments, they are entirely voluntary and discretionary by the Company, create no ongoing or other obligations by the Company, and may be modified or discontinued by the Company at its sole discretion for any reason and at any time[G12].
Tax Withholding and Pitchcat Payee Information Form:
You acknowledge and agree that you are responsible for all taxes due on any payments made to you in connection with your participation on the Site. The Company will be under no obligation to make any payments to you unless you have properly completed and submitted the Pitchcat Payee Information Form and the information required in the registration process related to backup withholding taxes. Backup withholding taxes are a type of withholding for federal income taxes on certain types of income. Pitchcat may be required by law to withhold these taxes from amounts payable to you unless you are otherwise exempt from backup withholding. US citizens and resident aliens will typically be exempt from backup withholding if they properly report their name and Social Security number to Pitchcat on the formal form provided and that information matches the IRS records.
The only guarantees in life are death and taxes. So you must fill out all the information we ask you for in order to receive payment from Pitchcat, and so that you can also pay taxes.
Registration Data; Account Security:
In consideration of your use of the Site, you agree to (a) provide accurate, current and complete information about you as may be prompted by any registration forms on the Site (“Registration Data”), including, but not limited to, your full legal name, postal address, city, state and country of residence, and country of citizenship; (b) maintain the security of your password and identification; (c) maintain and promptly update the Registration Data and any other information you provide to Company, and keep it accurate, current and complete; and (d) be fully responsible for all use of your account and for any actions that take place using your account.
Ownership of User Content:
You understand and agree that by submitting a Product Idea and/or User Content to any area of the Site, you automatically grant (and you represent and warrant that you have the right to grant) to other Users:
a limited license to access and use your User Content for their own personal use, in connection with participating on the Site, during the duration of the evaluation and development of a submitted Product Idea for which such User Content was originally posted. Other than as expressly provided herein, no User shall acquire any license or ownership in other Users’ User Content, provided however that in the event a User withdraws a Product Idea from the Site in accordance with these Terms, and desires to adopt User Content provided by another User for use away from the Site, such Users may agree among themselves, separate and apart from these Terms to terms governing use of such User Content.
When you submit your idea on Pitchcat.com you are giving the right to Pitchcat team to contribute to your idea.
(a) You agree to regard and preserve as confidential, all Pitchcat Confidential Information, including, but not limited to, all Content Ideas and/or User Content which is on the Site, which is submitted to the Site, or which may be submitted to the Site, whether submitted by you or other Users or provided by Pitchcat personnel. You will treat all Confidential Information with the same degree of care that You treat your own confidential or proprietary information, but in no event less than using standards of reasonable care. In maintaining the confidentiality of Pitchcat Confidential Information hereunder, You agree that (i) you shall not, without first obtaining the written consent of Quirky, disclose or make available to any person, firm or enterprise, reproduce or transmit, or use for its own benefit or the benefit of others, any such Pitchcat Confidential Information, and (ii) you shall prevent disclosure to any competitor of Pitchcat (known to be such after reasonable inquiry). You shall not, without obtaining the prior written consent of Pitchcat, use Pitchcat Confidential Information for any purpose other than for use of the Site, discussions between You and Pitchcat, internal planning, joint collaboration.
These terms and conditions act as a non-disclosure agreement. You are not allowed to come on to Pitchcat.com, view content ideas of others, and steal those pitches. In addition, once you have submitted an idea to Pitchcat, you are not allowed to disclose the idea to anyone outside of the Pitchcat team. If you do any of the above, we have the right to take legal action against you.
“Pitchcat” and other Pitchcat product names, brands, graphics, logos, designs, page headers, button icons, scripts and service names used by Pitchcat to identify the Services, Site and/or other services and/or products owned by Pitchcat are registered trademarks, trademarks or trade dress (collectively, the “Marks”) of Pitchcat in the U.S. and/or other countries. The Marks may not be used, including as part of trademarks and/or as part of domain names, in connection with any product or service in any manner that is likely to cause confusion or association or affiliation with Pitchcat and may not be copied, imitated, or used, in whole or in part, without the prior written permission of the Company.