Content Purchase Agreement

Content Purchase Agreement

By participating in this Request for customized Content you, the Seller, agree and electronically sign this Purchased Content Assignment of copyright and to the terms contained herein. This Purchased Content Assignment (hereinafter”Assignment”) is made between you, an assigned Seller (hereinafter “Assignor”) who warrants and represents you are the legal creator of this uploaded ‘Purchased Content’, and your authorized agent, as agreed to and defined in the Terms of Use of Snapwire Media, Inc., a Corporation of Delaware, with an address of 3905 State Street, Ste 7-510, California 93105 (hereinafter the “Authorized Agent”) and the Buyer, who is the recipient of this Purchased Content (hereinafter “Assignee”).

By selecting the “I Accept” button, you are signing this Agreement electronically. You agree your electronic signature is the legal equivalent of your manual signature on this Agreement. By selecting “I Accept” you consent to be legally bound by this Agreement’s terms and conditions. You further agree that your use of a key pad, mouse or other device to select an item, button, icon or similar act/action, or to otherwise provide Snapwire Media, Inc. or in accessing or making any transaction regarding any agreement, acknowledgement, consent terms, disclosures or conditions constitutes your signature (hereafter referred to as “E-Signature”), acceptance and agreement as if actually signed by you in writing. You also agree that no certification authority or other third party verification is necessary to validate your E-Signature and that the lack of such certification or third party verification will not in any way affect the enforceability of your E-Signature or any resulting contract between you and Snapwire Media, Inc. You also represent that you are authorized to enter into this Agreement for all persons who own or are authorized to access any of your accounts and that such persons will be bound by the terms of this Agreement. You further agree that each use of your E-Signature constitutes your agreement to be bound by the terms and conditions of this Assignment.

As such, all parties identified in this Agreement agree to the following terms and conditions:

1. Assignor and Agent represents, warrants and confirms that it is the sole creator of ‘Purchased Content’ acquired from Assignor and its Agent (hereinafter “Purchased Content”).

2. For good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, Assignor hereby irrevocably assigns and transfers to Assignee all of Assignor’s right, title and interest in the Purchased Content described and attached to this Request as this Assignment.

3. The rights hereby granted to Assignee include, with limitation, the right to do any and all acts or things necessary or appropriate to protect the rights granted hereunder, including the copyright, and to institute any actions for such purpose in the name(s) of Assignee, Assignor, or both of them.

4. Assignor further transfer all rights to Assignee necessary to secure registrations, renewals, reissues and extensions to the Purchased Content without exception and agrees to participate in said actions should it be deemed necessary by Assignee.

5. Assignor hereby covenants, warrants and represents to Assignee:

(a) Assignor is the sole owner and creator of the Purchased Content and has the exclusive right to use, copy,distribute and transfer the Purchased Content without limitation.

(b) The Purchased Content is free and clear of any liens, encumbrances, licenses or legal claims of any nature contesting the ownership, moral rights, use or creation of the Purchased Content by Assignor.

6. Moral Rights. Assignor hereby waives any and all moral rights claims associated with the Purchased Content including, but not limited to, the right to be known as the author, the right to object to any alterations to a work, the right to prevent others from being named as the author of a work, the right to prevent others from falsely attributing to one the authorship of work that one has not in fact written, the right to prevent others from making deforming changes in a work, the right to withdraw a published work from distribution if it no longer represents the views of the author,and the right to prevent others from using a work or the author’s name in such a way as to reflect on the author’s professional standing.

7. This Assignment is governed by the laws of the State of California without regard to its conflict of law rules.

IN WITNESS HEREOF, Assignor, Agent, and Assignee execute this Assignment as an individual or as the Assignor’s duly Authorized Agent representative upon each parties acceptance of this Assignment.