ACTOR/ PRODUCER AGREEMENT

PROJECT TITLE: Doritos: They’re Toasted!

PROJECT DESCRIPTION: DORITOS: THEY’RE TOASTED! is being shot as an entry for the Crash the Super Bowl commercial contest. The video is a 30 second commercial for Doritos. Doritos: They’re Toasted! was written and is being produced, directed and edited by Dick Whitman. Dick Whitman will own all rights to the project and all audio and video recorded during the shooting of Doritos: They’re Toasted! on November 17th, 2011. Doritos: They’re Toasted! will be published on the Internet and may air on television.

This Actor/Producer Agreement is made this 17th day of NOVEMBER, 2011 between Dick Whitman (Herein after referred to as “The Producer”) and______(Herein after referred to as “actor”.)

WHEREAS, Dick Whitman desires to produce a video project having the current working title, “Doritos: They’re Toasted” (Herein after referred to as “Project”.)

WHEREAS, The Producer and Actor desire to enter into an independent services contract for the express purpose of Actor providing services as an independent contractor for the production of the Project.

NOW THEREFORE, The Producer and Actor agree as follows:

1. PROVISIONS OF SERVICES

a. Actor agrees to perform in the project “Doritos: They’re Toasted!”

b. It is understood by the parties that for the production of Project, Actors will each need to cooperatively perform their services at such time and location as set by The Producer. As will be necessary, Actor agrees to provide his services at such time and location as set forth by The Producer.

2. ACTOR COMPENSATION

a. For services as an independent contractor on this project, the Actor shall NOT receive any upfront compensation for participating in this project. The Actor agrees to work on the project for no money.

b. In the event that Dick Whitman’s Crash the Super Bowl entry, Doritos: They’re Toasted! is officially selected as a finalist by Doritos and if Dick Whitman is awarded cash prizes from the contest sponsor, the Actor will receive 5% of those cash prizes. The Actor is not entitled to any portion of any non-cash prizes The Producer may receive. The Actor is not entitled to any portion of any fees, payment or other compensation Dick Whitman may receive from the contest sponsor or anyone else for works other than Doritos: They’re Toasted!

PAGE 1 of 2 Producer Initial: ______Actor Initial: ______

c. Individual Actors will be responsible for paying the taxes on any portion of any prizes they may receive.

d. If any cash prizes are won, The Producer will pay Actors their percentage via check within 90 days of receiving the prizes.

3. WORK FOR HIRE – Actor and The Producer agree:

a. That all such services rendered pursuant to the terms of this agreement shall be deemed “works for hire” as defined the U.S. Copyright Law 17 U.S.C. 101 and,

b. That as provided for in 17 U.S.C. 201(b), the author of all such productions shall be Dick Whitman.

c. It is agreed by all parties that Dick Whitman shall hold all the right, title, and interest in said productions, include all raw footage shot, all audio recorded and all other work product associated with the production of the Project, in the United States, Canada, Mexico and throughout the world. Said rights to exist for the full term of copyright interest, including any extension or renewal right that may come into existence.

4. As necessary, the Actor agrees to assist The Producer in securing any and all rights related to the Project that The Producer deems appropriate. The Actor is obligated to sign any agreements The Producer or the Sponsor deem necessary.

5. This agreement shall be deemed to expressly set forth the understanding that Actor is an independent contractor and that Actor shall not be related by The Producer as and employee with respect to such services for federal tax purposes.

6. This agreement shall be deemed to have been executed in the State of ------and in the city of ------in ------county which shall be the county for venue for any and all actions initiated for breach of this agreement.

7. This agreement shall inure to the benefit of any successor in interest to the rights of Dick Whitman.

Actor Printed Name: ______

Actor Signature: ______

Actor Address:

______

______

______

Producer Printed Name: ______

Producer Signature: ______

Witness Signature: ______

DATE: ______