Terms of Use

Last updated December 28, 2012.

1. The Youscreenwriter.com Network

Youscreenwriter.com develops and maintains a network of story, screenplay or any other content creators and advertisers. Youscreenwriter.com also owns related technologies that facilitate the distribution of story, screenplay or any other content from participating content creators and that provide links to advertising content from participating advertising partners. This network and technology are referred to after this as the "Youscreenwriter.com Network." Youscreenwriter.com makes, or may make, the Youscreenwriter.com Network available to the public through one or more channels. These channels include but are not limited to the following: ?(a) Online, via the Youscreenwriter.com website (currently located at "http://www.Youscreenwriter.com .com") (the "Youscreenwriter.com Site") and/or via the websites, software applications, plug-ins, blogs, media search engines, toolbars, games, components or downloadable code, and other viral online mediums such as peer-to-peer networks, file sharing, instant messaging and email of Youscreenwriter.com and Youscreenwriter.com 's distribution partners. All of the channels mentioned above in this section 1(a) are referred to after this collectively as "Online Distribution"; ?(b) Broadcast, via cable, satellite and digital television, story, screenplay or any other, laser disc, DVD, CD-Rom and motion picture distribution, whether over-the-air, wireless or in the foregoing hard-copy media (collectively, "Broadcast Distribution"); and ?(c) Distribution via mobile phones and other handheld devices ("Mobile Distribution"). ?All distribution channels, including but not limited to (a), (b) and (c), are referred to collectively as the "Youscreenwriter.com Syndication Network."

2. The Youscreenwriter.com Partner Program

The Youscreenwriter.com Network, the Youscreenwriter.com Site, the Youscreenwriter.com Syndication Network and related products and services are together referred to after this as the "Youscreenwriter.com Products". The Youscreenwriter.com Partner Program permits You to participate in, use and/or obtain access to the Youscreenwriter.com Products in a variety of ways. These include but are not limited to the following:

  1. (a) Participation as a content creator, by creating and submitting story, screenplay or any other content for distribution in the Youscreenwriter.com Syndication Network. After this, we refer to anyone who participates in this way as an "Artist".
  2. (b) Participation as an advertising sponsor, by creating and submitting advertising content for distribution in the Youscreenwriter.com Syndication Network. After this, we refer to anyone who participates in this way as a "Sponsor".
  3. (c) Participation as a distribution partner, by distributing story, screenplay or any other content and ads, and other products and services, in the Youscreenwriter.com Syndication Network, pursuant to the terms of this Agreement. After this, we refer to anyone who participates in this way as a "Syndicator".
  4. (d) Participation as a member of Youscreenwriter.com, by submitting reviews, communicating with other Youscreenwriter.com Partner Program members and sharing or submitting other information. After this, we refer to anyone who participates in this way as a "Community Member".
  5. (e) Access to online management services relating to Your websites, story, screenplay or any other content and advertising campaigns. After this, we refer to such use as "Management Services."
  6. (f) Access to certain Youscreenwriter.com applications, software and related services, such as access to Youscreenwriter.com 's API (collectively, the "Applications").
  7. (g) Access to trial features, products and services ("Trial Features").
  8. We will refer to any participation in the Youscreenwriter.com Partner Program and any use of or access to the Youscreenwriter.com Products as "Participation" or to "Participate." (Participation includes but is not limited to items (a) through (g) above.) Your use of or access to certain features of the Youscreenwriter.com Partner Program may require You to agree with and accept additional terms and conditions. If there is a conflict between this Agreement and any additional terms and conditions of use posted for a specific feature, those additional terms and conditions shall have precedence with respect to Your use of or access to that feature.

3. Registration

To Participate, You must register online with Youscreenwriter.com at the Youscreenwriter.com Site, or through the websites of a Youscreenwriter.com third party affiliate or partner, and create a unique, password-protected account ("Account"). You will be responsible for safeguarding Your password. You also take full responsibility for any actions under Your password and Account, whether authorized by You or not. You are responsible for keeping Your Account information current. You acknowledge and agree that Youscreenwriter.com will have no responsibility or liability, directly or indirectly, for: (i) the availability of the external websites or resources of such third party affiliates or partners; (ii) the acts or omissions of, or any damage or loss caused or alleged to be caused by or in connection with Your use of or reliance on, such third party affiliates or partners, regarding Your Account; or (iii) failure to deliver notices or payments that result from inaccurate Account information.

4. Policies

Your Participation is subject to all applicable Youscreenwriter.com specification guidelines, requirements and policies that Youscreenwriter.com may provide from time to time. These include but are not limited to the Privacy Policy and Section 13: Copyright Infringement Procedure, and any specification guidelines (together, the "Policies"). You agree to comply with the Policies to enable, as applicable, proper delivery, display, tracking and reporting of actions related to the Youscreenwriter.com Partner Program.

Privacy Policy

5. Modifications

Youscreenwriter.com, at any time and from time to time, may modify this Agreement and the Policies, or may modify, suspend or discontinue, temporarily or permanently, the Youscreenwriter.com Products or the Youscreenwriter.com Partner Program (or any parts thereof). Modifications to this Agreement and Policies will be posted on the Youscreenwriter.com Site or made in compliance with any notice requirements set forth in this Agreement. Modifications to the Youscreenwriter.com Products or the Youscreenwriter.com Partner Program will be effective upon posting to the Youscreenwriter.com Site. You agree that Youscreenwriter.com shall not be liable to You or to any third party for any modification, suspension or discontinuance of this Agreement, the Policies, the Youscreenwriter.com Products or the Youscreenwriter.com Partner Program. By continuing to Participate after Youscreenwriter.com has posted any such modifications or provided any required notices, You agree to be bound by the modifications. Please review this Agreement and the Policies regularly so that You will be apprised of any modifications. If any modification is not acceptable to You, Your only recourse is to cease Participation.

6. Participation

At the time of registration, You will be given the opportunity to select one or more features of the Youscreenwriter.com Partner Program in which You wish to Participate (for example, as an Artist or a Community Member). To remain eligible for Participation, You must at all times comply with the terms and conditions of this Agreement and all Policies. Youscreenwriter.com reserves the right to refuse Participation to any applicant or participant at any time in its sole discretion. (a) Artists. If You Participate as an Artist, You are solely responsible for all story, screenplay or any other content You transmit or submit to Youscreenwriter.com or through the Youscreenwriter.com Partner Program, whether created by or for You, including but not limited to graphics, music, sound, images, files, photos, animation, artwork, text, data, information, messages, hypertext links, scripts or other material (collectively, "Story, screenplay or any other Content"). Youscreenwriter.com disclaims all liability relating to Your Story, screenplay or any other Content. As more fully set forth in Section 17 ("Representations and Warranties"), You may not submit Story, screenplay or any other Content that contains any pornographic, infringing, hate-related, violent or illegal content. In connection with Youscreenwriter.com 's marketing, distribution and provision of the Youscreenwriter.com Partner Program as contemplated herein, You permit Youscreenwriter.com, as further described in Section 10, to

  1. - host, index and cache Your Story, screenplay or any other Content;
  2. - tag Your Story, screenplay or any other Content with information that will be used by Youscreenwriter.com to identity it as Your Story, screenplay or any other Content and assist Youscreenwriter.com in properly tracking and calculating any revenue amounts that You may earn;
  3. - associate Youscreenwriter.com 's ad insertion software ("Ad Insertion Software") with Your Story, screenplay or any other Content to enable Youscreenwriter.com, if applicable and in Youscreenwriter.com 's discretion, to deliver Ads (as defined below) with Your Story, screenplay or any other Content;
  4. - distribute, or have distributed, Your Story, screenplay or any other Content in the Youscreenwriter.com Syndication Network; and
  5. - engage in such further actions regarding Your Story, screenplay or any other Content as may be necessary or appropriate in order to effect the purposes of the Youscreenwriter.com Partner Program.

At the time of registration, You may be given the opportunity to select one or more supplemental distribution channels (that is, in addition to Online Distribution), for example, Broadcast Distribution and Mobile Distribution, and associated revenue structure (if any), in accordance with which Your Story, screenplay or any other Content may be distributed in the Youscreenwriter.com Syndication Network. You agree and accept that Youscreenwriter.com or its third party distribution partners (for example, internet service providers, television broadcasting companies, mobile phone carriers, other service providers, licensees and the like) (collectively, the "Third Party Service Providers") may add or remove any or all distribution channels available to You at any time.

Youscreenwriter.com may, in its sole discretion:
reject, suspend access to or remove any of Your Story, screenplay or any other Content from the Youscreenwriter.com Network at any time that Youscreenwriter.com deems it unsuitable for the Youscreenwriter.com Network or for distribution in the Youscreenwriter.com Syndication Network, including, without limitation, any single-frame Story, screenplay or any other Content or Story, screenplay or any other Content that is less than four (4) seconds in duration; and
modify any meta data You submit with Your Story, screenplay or any other Content, including without limitation meta tags, age rating, descriptive language, search terms, category and keyword modifiers. Youscreenwriter.com shall have no liability for taking such actions. You agree and accept that Youscreenwriter.com does not guarantee that Your Story, screenplay or any other Content will be distributed on any part of the Youscreenwriter.com Syndication Network and that distribution may be subject to acceptance by any of the Third Party Service Providers.

During the Term, You may request that Youscreenwriter.com remove any or all of Your Story, screenplay or any other Content from the Youscreenwriter.com Site. Upon such request, Youscreenwriter.com will remove any Ads associated with such Story, screenplay or any other Content and Your right to receive compensation, if any, for the removed Story, screenplay or any other Content will automatically terminate. In accordance with Section 8 ("Revenue and Payment Terms") below, Youscreenwriter.com will pay You all undisputed amounts for the removed Story, screenplay or any other Content, if any, due to You within ninety (90) days from the last day of the month in which such request to remove occurs. Upon such a request to remove Story, screenplay or any other Content, Youscreenwriter.com will use commercially reasonable efforts to ensure the Story, screenplay or any other Content is removed from the Youscreenwriter.com Site within seventy-two (72) hours following Your request. However, You acknowledge and agree that Youscreenwriter.com shall have no obligation to attempt to remove from distribution (i) any of Your Story, screenplay or any other Content that is otherwise publicly available through the Internet or other publicly accessible medium; or (ii) any of Your Story, screenplay or any other Content that is distributed by Syndicators in the Youscreenwriter.com Syndication Network or their end users without monetary compensation or commercial purposes as set forth in Section 10(f) ("Artists: Your Irrevocable Non-Commercial Distribution License").

In the event that Youscreenwriter.com fails to remove such requested Story, screenplay or any other Content from the Youscreenwriter.com Site within seventy-two (72) hours after Your request for removal, Youscreenwriter.com shall not be liable to You for damages or charges of any kind in an amount greater than ten dollars ($10). For the avoidance of doubt, Youscreenwriter.com cannot, and has no obligation to, remove any of Your Story, screenplay or any other Content that has been distributed through the Youscreenwriter.com Syndication Network, and the Creative Commons BY-NC-ND License (defined below) that You have granted in Section 10(f) ("Artists: Your Irrevocable Non-Commercial Distribution License") herein shall remain in effect for this purpose only.

(b) Sponsors. If You Participate as a Sponsor, You are solely responsible for all advertising content You transmit or submit to Youscreenwriter.com or through the Youscreenwriter.com Partner Program, whether created by or for You, including but not limited to: (i) artwork, written content, images, photos, graphics, music, animation, data, text, information, URLs, hypertext links, scripts and the content and material included in such components; and (ii) websites and content proximately reachable from such content (collectively, "Ads"). Prior to providing any Ads and Participating as a Sponsor, You will be required to read and accept additional written terms and conditions governing Your submission of Ads to Youscreenwriter.com (the "Advertiser Agreement"). Youscreenwriter.com disclaims all liability relating to Your Ads. As more fully set forth in Section 17 ("Representations and Warranties"), You may not submit Ads that contain any pornographic, infringing, hate-related, violent or illegal content. In connection with Youscreenwriter.com 's marketing, distribution and provision of the Youscreenwriter.com Partner Program as contemplated in this Agreement, and in addition to the terms set forth in the Advertiser Agreement, You permit Youscreenwriter.com to: (x) tag Your Ad with information that will be used by Youscreenwriter.com to identity it as Your Ad and assist Youscreenwriter.com in properly tracking and calculating any revenue amounts that You may owe to Youscreenwriter.com; (y) associate Your Ad with Story, screenplay or any other Content, and (z) distribute, or have distributed, Your Ad in the Youscreenwriter.com Syndication Network via Online Distribution. Your Ad is "associated" with Story, screenplay or any other Content, within the meaning of this Agreement, when, as the result of the operation of Youscreenwriter.com 's Ad Insertion Software, Your Ad is visible before, during, or after display of Story, screenplay or any other Content.

Youscreenwriter.com may, in its discretion, reject, suspend access to or remove any of Your Ads from the Youscreenwriter.com Network at any time. You agree and accept that distribution of Your Ads on any part of the Youscreenwriter.com Syndication Network may be subject to acceptance by any applicable Third Party Service Providers.

(c) Syndicators. If You Participate as a Syndicator, Youscreenwriter.com offers a selection of syndication tools to let You display and distribute the Story, screenplay or any other Content and Ads and Youscreenwriter.com offers and makes available to You other materials through the Youscreenwriter.com Partner Program for Online Distribution to Your end users, in accordance with any specifications provided or made available to You by Youscreenwriter.com, as follows:

  1. - You may select the "Grab this Story, screenplay or any other" option for certain Content, and display and distribute such Story, screenplay or any other Content and Ads in accordance with Section 10(i) ("Syndicators: Your Revocable Right to Commercially Distribute Youscreenwriter.com Story, screenplay or any other Content") and Section 10(j) ("Syndicators: Your Right to Distribute Other Materials"), provided that You may not modify or alter such Story, screenplay or any other Content and Ads in any way other than as expressly permitted by such Sections; and
  2. - You may download, view, "frame," "mirror" or otherwise copy portions of the Youscreenwriter.com site in accordance with Section 10(k) ("Community Members: Your License to Youscreenwriter.com "), provided that You may not modify or alter the Youscreenwriter.com site, any Youscreenwriter.com technology, any Story, screenplay or any other Content and Ads or any materials available on the Youscreenwriter.com site in any way other than as expressly permitted by Section 10(k).

Youscreenwriter.com reserves the right, in its sole and absolute discretion, for any reason or no reason, to revoke Your license to "frame," "mirror" or otherwise copy portions of the Site, the Story, screenplay or any other Content and Ads and Youscreenwriter.com content at any time, effective immediately once we give You notice of such revocation. You may not display or distribute Content by any means other than as expressly permitted in writing by Youscreenwriter.com. If You wish to display and distribute Content via Broadcast Distribution or Mobile Distribution, You must first obtain Youscreenwriter.com 's prior written approval.

At the time of registration, You may be given the opportunity to designate the Online Distribution locations (for example, the websites, blogs and peer-to-peer networks) and associated revenue structure (if any) by which means You will distribute Story, screenplay or any other Content and Ads (any such means, collectively, "Syndication Sites"). Youscreenwriter.com disclaims all liability relating to Your Syndication Sites. You are solely responsible for all maintenance and operation of Your Syndication Sites, and any materials or content therein. As more fully set forth in Section 17 ("Representations and Warranties"), You may not display or distribute Story, screenplay or any other Content and Ads on any Syndication Sites that contain any pornographic, infringing, hate-related, violent or illegal content. You agree to comply with any specifications provided by Youscreenwriter.com to:

  • (i) enable proper use, delivery, display and distribution of the Story, screenplay or any other Content and Ads on Your Syndication Sites; and
  • (ii) to assist Youscreenwriter.com in properly tracking and calculating any revenue amounts that You may earn. You will use Your good faith efforts to provide Youscreenwriter.com with prior notice when You anticipate that Your Syndication Site end user traffic directed to the Youscreenwriter.com site will increase by twenty-five percent (25%) or more at any given time.

You agree and accept that Youscreenwriter.com, upon request of the applicable Artists or in its sole discretion, may add or remove from the Youscreenwriter.com Site any or all Story, screenplay or any other Content available to You at any time. In conjunction with such removal of available Story, screenplay or any other Content, Youscreenwriter.com will remove any Ads associated with such Story, screenplay or any other Content that has been distributed in the Youscreenwriter.com Syndication Network. Your right to receive compensation, if any, for Your continued distribution of such Story, screenplay or any other Content with removed Ads will automatically terminate. In accordance with Section 8 ("Revenue and Payment Terms") below, Youscreenwriter.com will pay You all undisputed amounts for the removed Ads, if any, due to You within ninety (90) days from the last day of the month in which such request to remove occurs.

You agree that You will not:

  • modify any specifications, technology or application codes, including without limitation Youscreenwriter.com 's Ad Insertion Software, provided to You by Youscreenwriter.com or as embedded in the Story, screenplay or any other Content in any way, unless expressly authorized in writing by Youscreenwriter.com;
  • intersperse any content between Story, screenplay or any other Content and its related Ad or between an Ad and the Ad page accessed by an end user after clicking on any part of an Ad (the "Advertiser Page"), or otherwise provide anything other than a direct link from Story, screenplay or any other Content to an Ad or from an Ad to an Advertiser Page;
  • disrupt, intercept or redirect an end user away from any Ad links or Advertiser Page or provide a version of the Advertiser Page that is different from the page an end user would access by going directly to the Advertiser Page; or
  • frame, minimize, remove or otherwise inhibit the full and complete display of any Advertiser Page.

(d) Community Members. If You register to Participate, You will automatically become a Community Member. As a Community Member, You may communicate with Youscreenwriter.com and other Account holders, post or publish comments or rating features regarding Story, screenplay or any other Content and Ads, Youscreenwriter.com Products or the Youscreenwriter.com Partner Program in, as may be made available at Youscreenwriter.com 's complete discretion, a discussion group, chat area, bulletin board, feedback area, news group, email functionality or other communication feature. All such communications are referred to after this as "Member Comments".

You are solely responsible for all Member Comments You transmit or submit to Youscreenwriter.com or through the Youscreenwriter.com Partner Program, whether created by or for You, including but not limited to websites and content proximately reachable from such Member Comments. Youscreenwriter.com disclaims all liability relating to Your Member Comments. As more fully set forth in Section 17 ("Representations and Warranties"), You may not submit any Member Comments that contain any sexually suggestive, pornographic, infringing, hate-related, violent or illegal content.

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e) Applications. Your access to and use of certain Applications and accompanying documentation, including but not limited to Youscreenwriter.com 's API or any software made available to You to assist You in uploading Your Story, screenplay or any other Content, will be subject to the terms of separate license agreements between You and Youscreenwriter.com. You will be required to read and indicate Your agreement to such separate terms prior to installing or using such Applications.

(f) Trial Features. Some Trial Features may be made available on an as-is basis only, which will be marked as such. Your use of the Trial Features is at Your own risk. All information relating to the Trial Features will be treated as "confidential" in accordance with Section 16 ("Confidential Information").

7. Participation at Your Own Risk

Your Participation is at Your own risk. Although the Youscreenwriter.com Partner Program enables users to connect and share Story, screenplay or any other Content and Member Comments with one another and with end users or viewers, Youscreenwriter.com has no responsibility to control of monitor any information or exchanges between or among users. Youscreenwriter.com does not control the Story, screenplay or any other Content, Ads and Member Comments made available through the Youscreenwriter.com Products. Some people may find Story, screenplay or any other Content, Ads and Member Comments objectionable, inappropriate or offensive. Youscreenwriter.com does not control or guarantee, nor is Youscreenwriter.com responsible for, the truth, accuracy, ownership, completeness, integrity, safety, timeliness, quality, appropriateness, legality or applicability of any Story, screenplay or any other Content, Ads and Member Comments. Youscreenwriter.com assumes no responsibility for monitoring any Story, screenplay or any other Content, Ads or Member Comments or conduct during Participation. If Youscreenwriter.com chooses, at any time in its sole discretion, to monitor (in whole or in part) Story, screenplay or any other Content, Ads, Member Comments or conduct during Participation, Youscreenwriter.com nonetheless assumes no responsibility for Story, screenplay or any other Content, Ads and Member Comments, no obligation to modify or remove any Story, screenplay or any other Content, Ads or Member Comments and no responsibility for conduct during Participation. You agree that Youscreenwriter.com has no responsibility or liability for the deletion or failure to store, maintain or transmit any Story, screenplay or any other Content, Ads or Member Comments.

8. Revenue and Payment Terms

Payments Due to You. You may be able to generate revenue through Participation as an Artist or a Syndicator, through valid, end user activity relating to Story, screenplay or any other Content and Ads. Such activity could include for example, without limitation, full Story, screenplay or any other Content views or clicks on an Ad, conversion of an Ad click to a sale, or delivery of an Ad impression displayed in connection with Story, screenplay or any other Content (collectively, "Advertising Actions"). ?Artist Revenue. Subject to Your compliance with the terms and conditions of this Agreement, and depending on the distribution channels (and associated revenue structure, if any) made available to and selected by You, Youscreenwriter.com will pay You fifty percent (50%) of the gross revenue payable to Youscreenwriter.com from the applicable Sponsors and Third Party Service Providers, less any third party affiliate acquisition fees and Syndicator fees, as a result of valid Advertising Actions generated in connection with Your Story, screenplay or any others distributed in the Youscreenwriter.com Syndication Network. You understand and agree in the event Your Story, screenplay or any other Content is distributed (i) by certain Third Party Service Providers and Syndicators via Broadcast Distribution or Mobile Distribution; or (ii) with non-commercial sponsorship or Ads, such distribution may not generate revenue for You. ?Syndicator Revenue. Subject to Your compliance with the terms and conditions of this Agreement, and depending on the distribution channels (and associated revenue structure, if any) made available to and selected by You, Youscreenwriter.com will pay You twenty percent (20%) of the revenue payable to Youscreenwriter.com from the applicable Sponsors and Third Party Service Providers, less any third party affiliate acquisition fees, as a result of valid Advertising Actions generated in connection with Story, screenplay or any other Content and Ads distributed by You through Your Syndication Sites. You understand and agree that 1.Your distribution of Story, screenplay or any other Content (i) via certain Broadcast Distribution or Mobile Distribution channels; or (ii) that contains non-commercial sponsorship or Ads, may not generate syndication revenue for You.

Payments Due Youscreenwriter.com. Sponsor Fees. The method of calculating fees You may owe Youscreenwriter.com will be set forth in any Advertiser Agreement between You and Youscreenwriter.com . ?Other Fees. Youscreenwriter.com reserves the right to charge for certain features of the Youscreenwriter.com Partner Program, such as Management Services or Applications and to change its fees from time to time in its discretion.

Payment Terms. Amounts due to You, if any, in connection with Your Participation as an Artist or Syndicator, will be determined solely by Youscreenwriter.com based on Advertising Action data—regarding impressions, clicks, conversions and other applicable metrics—collected by and/or supplied to Youscreenwriter.com . Payments earned as a result of valid Advertising Actions will accrue and be posted to Your Account. All payments will be made in U.S. Dollars. Generally, accrued payments will be available for withdrawal or transfer thirty (30) days after the end of the calendar month in which they accrued. For example, revenue generated as a result of Advertising Actions on June 30 and July 1 will be available for withdrawal on July 30 and August 30, respectively. Youscreenwriter.com will not be liable for damages resulting from any failure to post payments to Your Account within such thirty (30) day period. Notwithstanding the foregoing, Youscreenwriter.com shall make no payments until such accrued payments total at least twenty dollars ($20). You will not be entitled to receive interest on any Account payments. Except as contemplated by subsection (d) ("Exceptions") below, payments will remain in Your Account until: (x) You transfer such amounts to a PayPal Account or other payment system acceptable to Youscreenwriter.com ; (y) You direct Youscreenwriter.com in writing to distribute such payments to a designated PayPal Account or other payment system acceptable to Youscreenwriter.com , or (z) Youscreenwriter.com exercises its options under Section 14 ("Term and Termination") below. If You dispute Youscreenwriter.com 's payments made to You under this Agreement, You must notify Youscreenwriter.com in writing within thirty (30) days of Youscreenwriter.com depositing such payment to Your Account. Failure to notify Youscreenwriter.com in this manner will result in Your waiver of any claim relating to such dispute. Youscreenwriter.com will use reasonable efforts to resolve any such dispute in good faith, but Youscreenwriter.com 's resolution will be final. You are responsible for any and all applicable taxes or charges imposed by any government entity in connection with Your Participation. Youscreenwriter.com may change its pricing and/or payment structure at any time, upon thirty (30) days' prior notice of any such change (unless Youscreenwriter.com is required by law to provide more than thirty (30) days notice). All modified payment terms shall be effective thirty (30) days after Youscreenwriter.com has provided notice to You (or such other time period specified in such notice). If any such modified payment terms are not acceptable to You, Your only recourse is to cease Participation. By continuing to Participate following notice of any modified payment terms as set forth herein, You accept and agree to be bound by such modified payment terms. For the purposes of checking credit, effecting payment and/or servicing Your Account, Youscreenwriter.com may share with third parties, such as payment processors and/or credit agencies, any credit card and related payment information that You provide.

Exceptions. Youscreenwriter.com will have no obligation to pay any amounts, and is permitted to deduct or withhold any amounts from or posted to Your Account, determined or reasonably suspected by Youscreenwriter.com in its sole discretion to have resulted from: (i) Action Fraud (as defined in Section 11 ("Action Fraud") below), including without limitation through any clicks originating from Your IP addresses or computers under Your control, solicited by payment of money, false representation or request for end users to click on Ads, or Actions co-mingled with a significant number of invalid Advertising Actions; (ii) Advertising Actions originating on Story, screenplay or any other Content that breaches this Agreement, including but not limited to the restrictions set forth in Section 12 ("Adult Content") and Section 13 ("Copyright Infringement"); or (iii) fraudulent, misleading or false activities. Youscreenwriter.com reserves the right to withhold or deduct payment, if applicable, or suspend or otherwise disable Your Account, pending Youscreenwriter.com 's reasonable investigation of any of the foregoing or any breach of this Agreement by You.

9. Privacy

Participation is governed by the Youscreenwriter.com Privacy Policy, which is incorporated into this Agreement by reference. Furthermore, by Participating, You understand that when You (or Your end users if You are a Syndicator) view or interact with Youscreenwriter.com Products and features of the Youscreenwriter.com Partner Program (for example, by clicking on an Ad), Youscreenwriter.com may collect (and You may provide to Youscreenwriter.com ) information that is specific to how You (or Your end users) access and use the Internet as well as how You (or Your end users) view and/or interact with Youscreenwriter.com Products ("Access Information"). Access Information may include, but is not limited to, an IP address, the website a user is logged onto, the geographic location of the IP address the user is using to access the Internet, the type of browser used, which and how many web pages have been viewed by the user, search terms used, referring/exit pages, platform type and date/time information. This information is anonymous and does not personally identify a user. Youscreenwriter.com uses Access Information for the purpose of monitoring delivery and distribution of the Story, screenplay or any other Content and Ads, improving Ad targeting, delivery and reporting, improving the Youscreenwriter.com Products and the Youscreenwriter.com Partner Program and measuring their effectiveness with users. Access Information may be shared with Youscreenwriter.com 's Third Party Services Providers, affiliates, business partners, sponsors, advertisers, employees, customers and distribution partners.

10. Proprietary Rights & Licenses

(a) Youscreenwriter.com 's Ownership Rights. Youscreenwriter.com and its licensors own all right, title and interest, including without limitation all worldwide intellectual property rights in the Youscreenwriter.com Products and the Youscreenwriter.com Partner Program, and all such rights to all derivative works or enhancements of, in and to, or relating to, the Youscreenwriter.com Products and the Youscreenwriter.com Partner Program. By entering into this Agreement or by Your Participation, You will not acquire any intellectual property or similar rights in the Youscreenwriter.com Products, the Youscreenwriter.com Partner Program or related products and services. You agree You will not (i) remove, alter or conceal any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Youscreenwriter.com Products, the Youscreenwriter.com Partner Program or related products and services; or (ii) use Youscreenwriter.com 's name, logo, trademark, trade names or service marks except as expressly permitted in this Agreement without Youscreenwriter.com 's prior written consent.

(b) Your Ownership Rights. Subject to the licenses You are granting in this Agreement, You retain all right, title and interest, including without limitation all worldwide intellectual property rights, in and to Your Story, screenplay or any other Content that is submitted, posted or displayed by You on or through the Youscreenwriter.com Products and Youscreenwriter.com Partner Program. Youscreenwriter.com shall not acquire any right, title or interest in or to such Story, screenplay or any other Content, except as provided herein. Any rights not granted by You herein are deemed retained by You. As more fully described in Section 14 ("Term and Termination"), You have the right to terminate this Agreement and revoke certain licenses You are granting in this Agreement, with respect to all Story, screenplay or any other Content You provide or with respect to particular works You provide. If You choose to revoke any of Your revocable licenses, Youscreenwriter.com will use commercially reasonable efforts to remove Your Story, screenplay or any other Content from the Youscreenwriter.com Site reasonably promptly upon receipt of Your notice of revocation and will make reasonable efforts to notify authorized Syndicators (i.e., those distributing Your Story, screenplay or any other Content with Ads) for whom it has current and up-to-date information. You acknowledge that You are aware that Youscreenwriter.com has limited practical ability to control or monitor possible infringement of Your intellectual property rights by other parties and that Youscreenwriter.com assumes no responsibility for controlling or monitoring such intellectual property rights. In addition, Youscreenwriter.com is not responsible for enforcing Your intellectual property or for suing or taking other legal action against infringers or against Syndicators who fail to cease using Your Story, screenplay or any other Content upon revocation. You or a third party licensor, as appropriate, are responsible for protecting Your intellectual property rights. Youscreenwriter.com may, at its discretion, choose to assist You in connection with protecting or enforcing Your intellectual property rights in a particular instance; in such event, this does not mean that Youscreenwriter.com has an obligation to do so in any other instance and this does not mean that Youscreenwriter.com has an obligation to effectively protect or enforce Your intellectual property rights.

(c) Youscreenwriter.com 's Trademark License to You. During the term of this Agreement, and subject to Your compliance with the terms and conditions of this Agreement, You will have the right to use the trade names, trademarks, logos and designations in or associated with the Youscreenwriter.com Network (the "Youscreenwriter.com Marks") solely for purposes of identifying Youscreenwriter.com and solely in connection with Your permitted activities under this Agreement. You agree that the Youscreenwriter.com Marks and all associated goodwill are and will remain the sole property of Youscreenwriter.com , that any goodwill generated as a result of Your licensed use of Youscreenwriter.com Marks belongs exclusively to Youscreenwriter.com and inures solely to the benefit of Youscreenwriter.com , and that Your use of Youscreenwriter.com Marks is subject to Youscreenwriter.com 's control of the quality of any products or services with respect to which You may be authorized to use Youscreenwriter.com Marks.

(d) Artists: Your Revocable Limited License to Youscreenwriter.com. In connection with Your Participation as an Artist, and solely insofar as such supplemental distribution channels (i.e., Broadcast Distribution and/or Mobile Distribution) are made available to and selected by You, in order to allow Youscreenwriter.com to distribute Your Story, screenplay or any other Content in the Youscreenwriter.com Syndication Network through Broadcast Distribution and/or Mobile Distribution as selected by You, You hereby grant (or warrant that the owner of such rights has expressly granted) to Youscreenwriter.com a worldwide, revocable, non-exclusive, sub-licensable, limited right and license to use, reproduce, modify and adapt (solely to permit Youscreenwriter.com to conform and adapt Your Story, screenplay or any other Content to technical requirements, including without limitation the right to adapt to streaming, downloading, broadcast, mobile, digital, thumbnail, scanning or other technologies), excerpt, publish, transmit, publicly perform, display, reference, store, host, index and cache, in any form, medium or technology now known or later developed, any Story, screenplay or any other Content, Member Comments or materials You submit to Youscreenwriter.com , in whole or in part, whether created by or for You, by any method, and in any and all media, whether currently existing or hereafter developed. You understand that Your revocable limited license to Youscreenwriter.com includes Your grant to Youscreenwriter.com of the right to create, display and distribute (as set forth more fully in the previous sentence) a derivative work based on Your Story, screenplay or any other Content, which derivative work is comprised solely of Your Story, screenplay or any other Content as adapted to include Youscreenwriter.com 's computer software, including Youscreenwriter.com 's Ad Insertion Software, whose functions are to enable Ads to be associated with Your Story, screenplay or any other Content, to identity Your submission as Your Story, screenplay or any other Content, to assist Youscreenwriter.com in properly tracking and calculating any revenue amounts that You or Syndicators may earn, and to effect related functions. (After this we refer to the aforementioned derivative work as "Your Youscreenwriter.com ized Story, screenplay or any other Content." Youscreenwriter.com's rights, with respect to Your Youscreenwriter.com Story, screenplay or any other Content, are limited to its rights set forth in this Agreement, and Youscreenwriter.com expressly waives and disclaims, with respect to You, any other rights it might otherwise hold to Your Youscreenwriter.com Story, screenplay or any other Content under copyright law. As more fully described in Section 14 ("Term and Termination"), this license will terminate: (i) with respect to any Story, screenplay or any other Content that You have requested be removed in accordance with Section 6(a) ("Participation (Artists)"); and (ii) upon termination of the Agreement in accordance with Section 14 ("Term and Termination").

(e) Artists: Your Revocable Online Commercial Distribution License. In connection with Your Participation as an Artist, in order to allow Youscreenwriter.com and others to distribute Your Youscreenwriter.com Story, screenplay or any other Content in the Youscreenwriter.com Syndication Network through Online Distribution, You hereby grant (or warrant that the owner of such rights has expressly granted) to Youscreenwriter.com , Third Party Service Providers and Syndicators a limited, revocable right to use, reproduce, publicly perform, distribute and display Your Youscreenwriter.com Story, screenplay or any other Content for monetary compensation or commercial purposes in the Youscreenwriter.com Syndication Network as contemplated by this Agreement and to engage in such further actions relating to and in connection with Your Story, screenplay or any other Content as may be necessary or appropriate in order to effect the purposes of the Youscreenwriter.com Syndication Network.

(f) Artists: Your Irrevocable Non-Commercial Distribution License. In connection with Your Participation as an Artist, You hereby grant (or warrant that the owner of such rights has expressly granted) to any persons or entities who want to use Your Youscreenwriter.com Story, screenplay or any other Content in a manner not intended for commercial advantage or private monetary compensation, a right to use, reproduce, publicly perform, distribute and display Your Youscreenwriter.com Story, screenplay or any other Content for non-commercial purposes pursuant to the terms and conditions of the Creative Commons "Attribution-NonCommercial-NoDerivs 2.5" license located at http://creativecommons.org/licenses/by-nc-nd/2.5/legalcode (the "Creative Commons BY-NC-ND License"). Insofar as Youscreenwriter.com holds any rights to Your Youscreenwriter.com Story, screenplay or any other Content pursuant to Section 10(d) of this Agreement, Youscreenwriter.com also grants the rights stated in this paragraph to such persons or entities pursuant to the Creative Commons BY-NC-ND License.

(g) Artists: Your Revocable Broadcast and Mobile Distribution License. In connection with Your Participation as an Artist, in order to allow Youscreenwriter.com to distribute Your Story, screenplay or any other Content in the Youscreenwriter.com Syndication Network through Broadcast Distribution and Mobile Distribution, solely insofar as such distribution is made available to and selected by You, You hereby grant (or warrant that the owner of such rights has expressly granted) to Youscreenwriter.com a worldwide, revocable, royalty-free, non-exclusive sub-licensable right and license to: (i) use, reproduce, modify and adapt (solely to conform and adapt to technical requirements, including without limitation the right to adapt to streaming, downloading, broadcast, mobile, digital, thumbnail, scanning or other technologies), reference, store, host, index and cache, and (ii) excerpt, publish, transmit, distribute, publicly perform, display in the Youscreenwriter.com Syndication Network through Broadcast Distribution and Mobile Distribution, in any form, medium or technology now known or later developed, Your Story, screenplay or any other Content or materials You submit to Youscreenwriter.com , in whole or in part, whether created by or for You, by any method, and in any and all media, whether currently existing or hereafter developed, in connection with Youscreenwriter.com 's marketing, distribution and provision of the Youscreenwriter.com Products and Youscreenwriter.com Partner Program. This license gives Youscreenwriter.com the right to display and distribute, or have displayed and distributed, Your Story, screenplay or any other Content via Broadcast Distribution and Mobile Distribution for no fee to the end user. Youscreenwriter.com reserves the right to display Ads in connection with any Broadcast Distribution and Mobile Distribution of Your Story, screenplay or any other Content.

(h) Sponsors: Your License to Youscreenwriter.com. The licenses relating to the use and distribution of Your Ads will be set forth in any Advertiser Agreement between You and Youscreenwriter.com.

(i) Syndicators: Your Revocable Right to Commercially Distribute Youscreenwriter.com Story, screenplay or any other Content. Subject to Your compliance with the terms and conditions of this Agreement, You have a limited, revocable, non-sub-licensable right to use, reproduce, publicly perform, distribute and display for commercial purposes, solely via Online Distribution in the Youscreenwriter.com Syndication Network as contemplated by this Agreement, Youscreenwriter.com Story, screenplay or any other Content made available to You by Youscreenwriter.com, and to engage in such further actions relating to and in connection with such Youscreenwriter.com Story, screenplay or any other Content as may be necessary or appropriate in order to effect the purposes of the Youscreenwriter.com Syndication Network. Upon termination of this Agreement or any individual Youscreenwriter.com Story, screenplay or any other Content right granted hereunder, by Youscreenwriter.com, an Artist or a Sponsor, Your rights to use and distribute such Youscreenwriter.com Story, screenplay or any other Content for commercial purposes will immediately cease; however, Your rights to use, reproduce, publicly perform, distribute and display Youscreenwriter.com Story, screenplay or any other Content for non-commercial purposes and without monetary compensation pursuant to the terms and conditions of the Creative Commons BY-NC-ND License will continue, so long as You adhere to the terms and conditions of the Creative Commons BY-NC-ND License. You may not display or distribute Story, screenplay or any other Content or Ads via Broadcast Distribution or Mobile Distribution unless You have first obtained Youscreenwriter.com 's express prior written approval to do so under a separate written agreement executed by both You and Youscreenwriter.com.

(j) Syndicators: Your Right to Distribute Other Materials. Subject to Your compliance with the terms and conditions of this Agreement, Youscreenwriter.com hereby grants You the right to use and distribute via Online Distribution certain Youscreenwriter.com content, Youscreenwriter.com Site content and other materials, insofar as such materials are made available to You by Youscreenwriter.com during the term of this Agreement, and to "frame," "mirror" or otherwise copy portions of the Youscreenwriter.com Site and Youscreenwriter.com content as may be made available to You by Youscreenwriter.com . Youscreenwriter.com reserves the right, in its sole and absolute discretion, to revoke the license set forth in this Section 10(k) at any time, effective immediately upon notice to You.

(k) Community Members: Your License to Youscreenwriter.com . In connection with Your Participation as a Community Member, by uploading, submitting, emailing, posting, publishing or otherwise transmitting any Member Comments, You hereby grant (or warrant that the owner of such rights has expressly granted) Youscreenwriter.com a worldwide, royalty-free, non-exclusive, sub-licensable, perpetual and irrevocable right and license to use, reproduce, modify, adapt, create derivative works of, perform, display, distribute, publish and transmit such Member Comments in any form, medium or technology now known or later developed. You warrant that any Member Comments You submit do not infringe upon any rights, including intellectual property rights, of any other parties. In addition, You warrant that all so-called moral rights in the Member Comments have been waived.

(l) Your Information. You authorize Youscreenwriter.com to use, as applicable to Your Participation, Your trademarks, service marks, trade names, proprietary logos, domain names, Syndication Site usage statistics and any other source or business identifiers (collectively, "Your Information") in presentations, as a feature on the Youscreenwriter.com Site, marketing materials, customer lists and financial reports, in connection with Youscreenwriter.com 's marketing, distribution and provision of the Youscreenwriter.com Products and Youscreenwriter.com Partner Program. You also grant Youscreenwriter.com a non-exclusive license to index and cache Your Information and any portion thereof, by manual or automated means (including with web spiders and crawlers), for purposes of promoting, providing and improving the Youscreenwriter.com Products and the Youscreenwriter.com Partner Program and for soliciting other distributors, publishers, creators and advertisers to use the Youscreenwriter.com Products and Participate. You acknowledge and agree: (i) that You understand that You may provide, and Youscreenwriter.com may collect, Your Information during Your Participation; and (ii) that Your Information may be shared with Youscreenwriter.com 's affiliates, business partners, sponsors, advertisers, employees, customers and distribution partners.

(m) No Endorsement; No Publicity. Youscreenwriter.com does not endorse, verify, evaluate or guarantee any information or Story, screenplay or any other Content or Ads provided by users, including You, and nothing shall be considered as an endorsement, verification or guarantee of any information or Story, screenplay or any other Content or Ads. You shall not create or distribute information, including but not limited to advertisements, press releases or other marketing materials, or include links to any sites which offer such information, (i) containing or suggesting an endorsement by Youscreenwriter.com of You or Your Story, screenplay or any other Content or Ads; or (ii) relating to this Agreement, without the prior review and written approval of Youscreenwriter.com. Notwithstanding the foregoing, You may accurately disclose and describe Your Participation and Your Story, screenplay or any other Content (for example, describing and promoting Your Story, screenplay or any other Content on Your blog or in emails).

(n) Reserved Rights. You will not attempt to modify, prepare derivative works from, translate, adapt, edit, decompile, disassemble or reverse engineer any specifications, technology, applications or software programs provided or made accessible to You or used by Youscreenwriter.com in connection with the Youscreenwriter.com Products and Youscreenwriter.com Partner Program in any way, unless expressly authorized in writing by Youscreenwriter.com. Youscreenwriter.com may modify the format and look and feel of the Youscreenwriter.com Products and Youscreenwriter.com Partner Program from time to time. Excluding Your Story, screenplay or any other Content or Ads, You agree to assign and hereby do assign to Youscreenwriter.com and its licensors (as applicable) all right, title and interest in and to any part of the Youscreenwriter.com Products and Youscreenwriter.com Partner Program that You may have or acquire during Your Participation. You warrant that all so-called moral rights You may have in the Youscreenwriter.com Products or Youscreenwriter.com Partner Program are hereby waived. You will not delete, remove, obscure or in any manner alter the copyright, trademark, license or other proprietary rights notices affixed to or contained in the Youscreenwriter.com Products or Youscreenwriter.com Partner Program. Any rights not expressly granted herein are deemed withheld.

11. Action Fraud You will not, and will not authorize any party to, directly or indirectly, generate automated, fraudulent or otherwise invalid Advertising Actions. If, in Youscreenwriter.com 's reasonable business judgment, Advertising Actions or activity related to Your Account is suspected or determined to be so-called "click fraud" or "impression fraud", whether in any automated or human way, by the use of a person, an automated script or a computer program (for example, online robots or "bots") to click on an Ad, or any other fraudulent means, to increase impressions, skew results or imitate a legitimate user of a web browser, for example, by clicking on an Ad for the purpose of generating an improper click value and generating revenue (collectively, "Action Fraud"), Youscreenwriter.com may suspend or otherwise disable Your Account until such time as the matter is resolved to Youscreenwriter.com 's satisfaction.

12. Adult Content

- You will not use the Youscreenwriter.com Site or Youscreenwriter.com Partner Program for any purpose or in any manner to display, post or make available any sexual, pornographic or erotic material nor upload, email, post, publish, distribute, transmit, submit or otherwise make available through the Youscreenwriter.com Site or Youscreenwriter.com Partner Program any Story, screenplay or any other Content, Ads or Member Comments, that is of, or is suggestive of, a sexual, pornographic or erotic nature ("Adult Content"). Examples of content that Youscreenwriter.com, in its sole discretion, considers to be Adult Content include, but are not limited to material that is pornographic, obscene, indecent or profane in its use of sexual language or description or depictions of sexual acts. If Youscreenwriter.com finds Story, screenplay or any other Content that it determines, in its sole discretion, contains Adult Content, Youscreenwriter.com may, without notice, remove or block access to such Story, screenplay or any other Content. Youscreenwriter.com reserves the right to suspend or cancel at any time and without notice Your Account, or deduct or withhold payments related to any Story, screenplay or any other Content or Ads that Youscreenwriter.com, in its sole discretion, determines to be in violation of this Section. Youscreenwriter.com will take all appropriate steps with Story, screenplay or any other Content that Youscreenwriter.com believes violates applicable laws, including cooperation with any law enforcement investigation. If You see content that You believe is Adult Content or is in violation of law or this Section, You should contact Youscreenwriter.com immediately.

13. Copyright Policy and Infringement Procedure

- You will neither use the Youscreenwriter.com Site nor the Youscreenwriter.com Partner Program for any purpose or in any manner that infringes upon the copyrights of any third party, nor will You upload, email, post, publish, distribute, transmit, submit or otherwise make available through the Youscreenwriter.com Site or Youscreenwriter.com Partner Program any content, that infringes the copyrighted works or violates the intellectual property rights of any third party. In accordance with the Digital Millennium Copyright Act of 1998 (the "DMCA") (the text of which may be found on the U.S. Copyright Office website at "http://lcweb.loc.gov/copyright/"), it is Youscreenwriter.com 's policy to respond to notices of any actual or alleged infringement that are reported to Youscreenwriter.com 's "Designated Copyright Agent" and that comply with the DMCA. It is Youscreenwriter.com 's policy to terminate the Accounts of users of repeat infringers or of users repeatedly charged with infringement, in appropriate circumstances. If You believe that a work has been copied in a way that constitutes copyright infringement, You should send a notice of infringement to Youscreenwriter.com 's Designated Copyright Agent in accordance with Youscreenwriter.com 's Copyright Infringement Policy, incorporated herein, at the address indicated in Youscreenwriter.com's Copyright Infringement Policy.

COPYRIGHT INFRINGEMENT PROCEDURE FOR MAKING CLAIMS

If You believe that your material has been copied and is accessible on the Site in a way that constitutes copyright infringement, You may notify http://www.youscreenwriter.com at inquiries@Youscreenwriter.com by providing our copyright agent with the following information:

  1. The electronic or physical signature of the owner of the copyright or the person authorized to act on the owner's behalf;
  2. A description of the copyrighted work that You claim has been infringed and a description of the infringing activity;
  3. Identification of the location where the original or an authorized copy of the copyrighted work exists, for example the URL of the website where it is posted or the name of the book in which it has been published;
  4. Identification of the URL or other specific location on this site where the material that you claim is infringing is located; You must include enough information to allow Us to locate the material;
  5. Your name, address, telephone number, and email address; and
  6. A statement by You that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
  7. A statement by You, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or are authorized to act on the copyright owner's behalf.

14. Terms and Termination

(a) Termination. Youscreenwriter.com may immediately terminate this Agreement, or cancel the Youscreenwriter.com Partner Program, for any reason at any time. You may terminate this Agreement at any time by disabling Your Account or providing notice to Youscreenwriter.com as set forth in Section 15 ("Notifications").

(b) Effect of Termination. General. Upon termination or expiration of this Agreement, Your right to Participate (including but not limited Your right to receive compensation, if any, as an Artist or a Syndicator) will automatically terminate. In the event of termination, Your Account will be disabled and You may not be granted access to Your Account or any files or other content contained in Your Account although residual copies of information may remain in the Youscreenwriter.com Partner Program system. Upon termination: (i) all licenses granted to You hereunder will immediately terminate; (ii) You will promptly destroy all copies of Youscreenwriter.com content in Your possession or control; and (iii) Youscreenwriter.com will pay all undisputed amounts, if any, due to You within ninety (90) days from the last day of the month in which termination occurs. In no event, however, shall Youscreenwriter.com make payments for any earned balance less than twenty dollars ($20). Upon termination, Youscreenwriter.com may continue to use any user analytics collected hereunder for solely internal (including archival) purposes, and all related licenses You have granted Youscreenwriter.com shall remain in effect for this purpose only. In the event that this Agreement or the Youscreenwriter.com Partner Program expires or is terminated, Youscreenwriter.com shall not be obligated to return any materials to You.

(c) Artists. Upon termination, Youscreenwriter.com will remove any Ads or deactivate any Ad links associated with Your Story, screenplay or any other Content. Although Youscreenwriter.com will use commercially reasonable efforts to ensure Your Story, screenplay or any other Content is removed from the Youscreenwriter.com Site within seventy-two (72) hours following termination, Youscreenwriter.com shall have no obligation to remove any of Your Story, screenplay or any other Content that: (i) is otherwise publicly available through the Internet or other publicly accessible medium; or (ii) any of Your Story, screenplay or any other Content that is distributed by Syndicators in the Youscreenwriter.com Syndication Network or their end users without monetary compensation as set forth in Section 10(f) ("Artists: Your Irrevocable Non-Commercial Distribution License"). In the event that Youscreenwriter.com does not remove Your Story, screenplay or any other Content from the Youscreenwriter.com Site within seventy-two (72) hours through inadvertence or other error, Youscreenwriter.com shall not be liable to You for damages or charges of any kind in an amount greater than the revenues You would have been entitled to under this Agreement but for the termination. For the avoidance of doubt, Youscreenwriter.com cannot, and has no obligation to, remove any of Your Story, screenplay or any other Content that has been distributed through the Youscreenwriter.com Syndication Network, and the Creative Commons Licenses You have granted in Section 10(f) herein shall remain in effect for this purpose only.

(d) Survival. The rights and obligations contained in Section 10(a) ("Youscreenwriter.com 's Ownership Rights") and 10(b) ("Your Ownership Rights"), Section 10(f) ("Artists: Your Irrevocable Non-Commercial Distribution License"), Section 10(j) ("Syndicators: Your Right to Distribute Other Materials"), Section 14(b) ("Effect of Termination"), Section 14(c) ("Survival"), Section 16 ("Confidential Information"), Section 19 ("Indemnity"), Section 20 ("No Guarantees; Warranty Disclaimers"), Section 21 ("Limitation of Liability") and Section 22 ("General") of this Agreement will survive termination or expiration of this Agreement for any reason.

15. Notifications

- Youscreenwriter.com may provide notices to You by email to the email address specified in Your Account, by posting a message to Your Account interface or by posting a message to the Youscreenwriter.com Site, and is deemed received when sent (for email) or no more than fifteen (15) days after having been posted (for messages to Your Account interface or on the Youscreenwriter.com Site). Any notices to Youscreenwriter.com must be sent either: (i) via first class or air mail or overnight courier to Youscreenwriter.com , Inc., Youscreenwriter.com Partner Program, 6464 Sunset Boulevard, Suite 570, Hollywood, CA 90028; or (ii) via confirmed facsimile (fax number 323-871-2820), with a copy sent via first class or air mail or overnight courier, and are deemed given upon receipt.

16. Confidential Information

- During the term of this Agreement, You may receive confidential information from Youscreenwriter.com related to Your Participation. Except as expressly authorized by this Agreement or necessary for performance under this Agreement, You will use reasonable efforts to maintain the confidentiality of all such information and You will not disclose such information without the prior written consent of Youscreenwriter.com. In no event will You use less effort to maintain the confidentiality of such information than You ordinarily use with respect to Your own confidential information. The foregoing will not restrict You from disclosing confidential information of Youscreenwriter.com: (a) pursuant to the order or requirement of a court, administrative agency, or other governmental body, provided that if You are required to make such a disclosure, You give reasonable and timely notice to Youscreenwriter.com to contest such order or requirement; and (b) on a confidential basis to Your legal or financial advisors, or prospective acquirers or investors. Examples of Youscreenwriter.com confidential information include without limitation: (i) all software, technology, services, algorithms, search engines and search indices, programming, specifications, materials, guidelines and documentation relating to the Youscreenwriter.com Products and the Youscreenwriter.com Partner Program; (ii) click-through or Advertising Action rates, conversion rates and other statistics relating to the Youscreenwriter.com Products and the Youscreenwriter.com Partner Program; and (iii) Trial Features or any other information designated in writing by Youscreenwriter.com as "Confidential" or an equivalent designation. Notwithstanding the foregoing, You may accurately disclose the amount of Youscreenwriter.com 's payments, if any, to You made pursuant to this Agreement. Confidential information does not include information that: (w) is or becomes generally known to the public through no fault of or breach of this Agreement by You; (x) is rightfully known by You at the time of disclosure without a confidentiality obligation; (y) is independently developed by You without use of Youscreenwriter.com 's confidential information; or (z) You rightfully obtain from a third party without disclosure restrictions.

17. Representation & Warranties

(a) Your Authority. You represent and warrant to Youscreenwriter.com that: (i) You have all requisite power and authority, corporate or otherwise, to enter into this Agreement, conduct Yourself and Your business and to execute, deliver, and perform all of Your obligations under this Agreement; (ii) You have provided, and will continue to provide, information that is correct and current; (iii) You are the owner—or the authorized agent of the owner—of Your Story, screenplay or any other Content (if You are an Artist), Your Ads (if You are a Sponsor), Your Syndication Sites (if You are a Syndicator), and Your Member Comments (if You are a Community Member) and have full technical and editorial control of the same; (iv) You have the right to grant the licenses granted under this Agreement; (v) Your performance under this Agreement and/or the rights granted herein do not and will not conflict with or result in a breach or violation of any of the terms or provisions, or constitute a default under any contract or agreement, to which You are currently bound or will become bound in the future; (vi)Your performance under this Agreement will comply with all applicable laws, rules and regulations (including, without limitation, export control, privacy and obscenity laws), domestic or foreign; (vii) You will Participate solely for the purposes intended and expressly permitted.

(b) Your Materials. You represent and warrant that Your Story, screenplay or any other Content (if You are an Artist), Your Ads (if You are a Sponsor), Your Syndication Sites (if You are a Syndicator), Your Member Comments (if You are a Community Member) or any other information or material You submit or make available to others during Your Participation, and Youscreenwriter.com 's use thereof pursuant to this Agreement, (i) do not and will not, directly or indirectly, violate, infringe or breach any duty toward or rights of any person or entity, including without limitation any copyright, trademark, service mark, trade secret, other intellectual property, publicity or privacy right; (ii) do not contain Adult Content; (iii) are not fraudulent, misleading, hateful, tortuous, defamatory, slanderous, libelous, abusive, violent, threatening, profane, vulgar or obscene; (iv) do not harass others, promote bigotry, racism, hatred or harm against any individual or group, promote discrimination based on race, sex, religion, nationality, sexual orientation or age, or otherwise interfere with another party's use of the Youscreenwriter.com Products or Participation in the Youscreenwriter.com Partner Program; (v) do not promote illegal or harmful activities or substances (including without limitation activities that promote or provide instructional information about activities such as making or buying illegal weapons or substances); (vi) are not illegal, unlawful or contrary to the laws or regulations in any state or country where, as applicable, Your Story, screenplay or any other Content, Your Ads and Your Syndication Sites are created, displayed or accessed; (vii) do not contain any computer programming routines or viruses (including without limitation time bombs, Trojan Horses, worms, Easter Eggs, drop dead devices or cancelbots) that are intended to damage, interfere with, intercept or expropriate any system data or personal information, permit unauthorized access to or Participation in the Youscreenwriter.com Partner Program or disable, damage or erase any portion of the Story, screenplay or any other Content or Ads processed or stored therein; or (viii) do not constitute unsolicited bulk email, junk mail, spam or chain letters.

(c) Your Actions. You represent and warrant that You will not, and will not authorize or encourage any third party to, directly or indirectly: (i) obtain any information or materials relating to the Youscreenwriter.com Products or the Youscreenwriter.com Partner Program through any means not intentionally made available by Youscreenwriter.com to You, or attempt to gain unauthorized access to Youscreenwriter.com 's database, technology, computer systems or networks associated with the Youscreenwriter.com Products or the Youscreenwriter.com Partner Program; or (ii) engage in any activity that disrupts, diminishes the quality of, interferes with the performance of or impairs the functionality of the Youscreenwriter.com Products and the Youscreenwriter.com Partner Program.

(d) Cooperation. You agree to cooperate fully with Youscreenwriter.com to investigate any suspected or actual activity that is in breach of this Agreement. You acknowledge that any violation of this Section 17 ("Representations and Warranties") is a material breach of this Agreement and that Youscreenwriter.com may pursue any and all applicable legal and equitable remedies against You, including an immediate suspension of Your Account or termination of this Agreement, and the pursuit of all available civil or criminal remedies. Youscreenwriter.com reserves the right to investigate, at its own discretion, any activity that Youscreenwriter.com suspects may violate this Agreement. Youscreenwriter.com may, as applicable, withhold payment, notify Your bank, the authorities, suspend or cancel Your Account and/or take appropriate actions at any time without notice to You if Youscreenwriter.com , in its sole discretion, (i) suspects that You have breached or failed to comply (in full or in part) with any provision of this Agreement or any Policies or rules established by Youscreenwriter.com ; or (ii) suspects that Your actions may be illegal or cause liability.

18. Links

- The Youscreenwriter.com Products and the Youscreenwriter.com Partner Program may provide, or third parties may provide, links to other websites or resources. Because Youscreenwriter.com has no control over such sites and resources, You acknowledge and agree that Youscreenwriter.com is not responsible for the availability of such external websites or resources, and does not endorse and is not responsible or liable for any content, advertising, products, services or other materials on or available from such websites or resources. You further acknowledge and agree that Youscreenwriter.com shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such website or resource.

19. Indemnity

- You will indemnify, defend and hold Youscreenwriter.com and its officers, directors, employees, shareholders, successors, agents, affiliates, subsidiaries and applicable third parties (e.g., relevant content creators, advertisers, syndication partners, referral partners, service providers, licensors, licensees, consultants and contractors) (collectively, the "Youscreenwriter.com Entities") harmless from and against any claims, liabilities, losses, costs, damages or expenses (including reasonable attorneys' fees and costs) directly or indirectly arising out of or in any way relating to: (i) Your gross negligence or willful misconduct; (ii) Your Story, screenplay or any other Content (if You are an Artist), Your Ads (if You are a Sponsor), Your Syndication Sites (if You are a Syndicator), Your Member Comments (if You are a Community Member) or any other information or material You submit during Participation; (iii) Your conduct, including Your use of Youscreenwriter.com Products or any other actions related to Your Participation; (iv) any actual violation or breach of this Agreement, or allegation of such violation or breach by a third party, including breach of any representation made by You hereunder; or (v) the alleged or actual violation or infringement of any intellectual property, privacy, publicity, confidentiality or proprietary rights of any third-party as a result of any action or Participation by You (collectively, the "Claims"). You are solely responsible for defending any such Claims, and for payment of losses, costs, damages or expenses resulting from the foregoing to both a third party and to the Youscreenwriter.com Entities. Youscreenwriter.com shall have the right to withhold any payments due to You, if any, to offset liabilities and expenses covered hereunder. Youscreenwriter.com shall have the right, in its sole discretion, to select its own legal counsel to defend Youscreenwriter.com from any Claims (but by doing so shall not excuse Your indemnity obligations) and You shall be solely responsible for the payment of all Youscreenwriter.com 's reasonable attorneys' fees incurred in connection therewith. You shall notify Youscreenwriter.com immediately if You become aware of any actual or potential claims, suits, actions, allegations or charges that could affect Your or Youscreenwriter.com 's ability to fully perform their respective duties or to exercise its rights under this Agreement. You shall not, without the prior written approval of Youscreenwriter.com, settle, dispose or enter into any proposed settlement or resolution of any Claim (whether having been finally adjudicated or otherwise) brought against You, if such settlement or resolution results in any obligation or liability for Youscreenwriter.com.

20. No Guarantees; Warranty Disclaimer

(a) No Guarantees. Youscreenwriter.com makes no guarantees: (i) regarding the availability, operation, maintenance, timing or delivery of the Youscreenwriter.com Products, the Youscreenwriter.com Partner Program or any distribution channel (or any portion thereof); (ii) that Participation will secure any success or generate any revenue or the amount of payment (if any) to be made hereunder; (iii) that Story, screenplay or any other Content or Ads will be distributed in the Youscreenwriter.com Syndication Network; (iv) regarding the relevancy of any Ads to Story, screenplay or any other Content; or (v) regarding Advertising Action rates, including the level or number of clicks, conversions to sales or impressions on any Ad, in connection with Story, screenplay or any other Content.

(b) Warranty Disclaimers. Your use of the Youscreenwriter.com Products and Participation in the Youscreenwriter.com Partner Program are at Your sole discretion and risk. The Youscreenwriter.com Products and the Youscreenwriter.com Partner Program, and all materials, information, products and services included therein, are provide on an "AS IS" and "AS AVAILABLE" basis without warranties of any kind. ?THE YOUSCREENWRITER.COM ENTITIES EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, RELATING TO THE YOUSCREENWRITER.COM PRODUCTS, AND THE YOUSCREENWRITER.COM PARTNER PROGRAM, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF PROPRIETARY RIGHTS, COURSE OF DEALING OR COURSE OF PERFORMANCE. ?The Youscreenwriter.com Entities disclaim any warranties: (i) regarding the security, accuracy, reliability, timeliness and performance of the Youscreenwriter.com Products or the Youscreenwriter.com Partner Program; (ii) regarding the goods, services, advise, information or links provided by any Third Party Services Providers, Artists, Sponsors, Syndicators or Community Members; (iii) that the Youscreenwriter.com Products or the Youscreenwriter.com Partner Program will meet Your requirements; or (iv) that the Youscreenwriter.com Products or the Youscreenwriter.com Partner Program will be error-free or that any errors will be corrected. No advice or information, whether oral or written, obtained by You from Youscreenwriter.com or from Your Participation, shall create any warranty not expressly stated in this Agreement.?Youscreenwriter.com assumes no responsibility for: (i) any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, any communication; and (ii) any problems or technical malfunction of any telephone network or lines, computer online systems, servers or providers, computer equipment, software, failure of any email or players due to technical problems or traffic congestion on the Internet or on any of the Youscreenwriter.com Products or the Youscreenwriter.com Partner Program or combination thereof, including any injury or damage to You or to any person's computer related to or resulting from Participation. ?Under no circumstances shall Youscreenwriter.com be responsible for any loss or damage, including personal injury or death, resulting from Participation, from any Story, screenplay or any other Content, Ads or Member Comments posted on or through the Youscreenwriter.com Products or the Youscreenwriter.com Partner Program, or from the conduct of any users of the Youscreenwriter.com Products or Participation in the Youscreenwriter.com Partner Program, whether online or offline. ?Some states or jurisdictions do not allow the exclusion of certain warranties. Accordingly, some of the above exclusions may not apply to You.

21. LIMITATION OF LIABILITY

THE YOUSCREENWRITER.COM ENTITIES WILL NOT BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES (INCLUDING LOSS OF USE, DATA OR PROFITS, COST OF PROCURING SUBSTITUTE PRODUCTS OR BUSINESS INTERRUPTION), WHETHER BASED ON CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR ANY OTHER LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, THE YOUSCREENWRITER.COM PRODUCTS, YOUR PARTICIPATION IN THE YOUSCREENWRITER.COM PARTNER PROGRAM OR USE OF ANY MATERIALS AVAILABLE TO YOU FROM OR THROUGH THE YOUSCREENWRITER.COM PARTNER PROGRAM (INCLUDING SUCH DAMAGES INCURRED BY THIRD PARTIES), WHETHER THE DAMAGES ARE FORESEEABLE AND WHETHER OR NOT YOUSCREENWRITER.COM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOUSCREENWRITER.COM 'S LIABILITY TO YOU OR ANY THIRD PARTY FOR ANY CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO YOUSCREENWRITER.COM FOR THE YOUSCREENWRITER.COM PRODUCTS OR PARTICIPATION IN THE YOUSCREENWRITER.COM PARTNER PROGRAM.

You acknowledge that Youscreenwriter.com permits Your Participation relying on the limitations of liability stated herein and that those limitations are an essential basis of the bargain and of the allocation of risks between the parties. Youscreenwriter.com shall no liability for any failure or delay in the performance of its obligations hereunder on account of events beyond its reasonable control, which may include, without limitation, denial-of-service attacks, strikes, shortages, riots, insurrection, fires, flood, storm, explosions, acts of God, war, terrorism, governmental action, labor conditions, earthquakes, material shortages, extraordinary Internet congestion or extraordinary connectivity issues experienced by major telecommunications providers and unrelated to Youscreenwriter.com 's infrastructure or connectivity to the Internet, or failure of any Syndication Site or third party distribution partner, (each a "Force Majeure Event"). Upon the occurrence of a Force Majeure Event, Youscreenwriter.com will be excused from any further performance of its obligations effected by the Force Majeure Event for so long as the event continues.

Some states or jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the above limitations may not apply to You.

22. General

(a) Governing Law; Arbitration. This Agreement shall be governed by and construed in accordance with the laws of the State of California, excluding its conflicts of laws principles. The United Nations Convention on Contracts for the International Sale of Goods is excluded and does not apply to this Agreement. Except as expressly set forth in subsection (b) below ("Injunctive Relief"), any dispute, claim or controversy arising out of or relating to this Agreement or the breach, termination, enforcement, interpretation or validity thereof, including the determination of the scope or applicability of this Agreement to arbitrate, shall be submitted to the Judicial Arbitration and Mediation Services, Inc. or its successor ("JAMS") and decided by binding arbitration, in accordance with the JAMS' Comprehensive Arbitration Rules and Procedures (Streamlined Arbitration Rules and Procedures) as such rules shall be in effect on the date of submission to arbitration, by one arbitrator reasonably familiar with the business pertaining to the products and services covered by this Agreement, appointed in accordance with such Rules and Procedures. The arbitrator shall apply California law to the merits of any dispute or claim. The decision of the arbitrator shall be final and non-appealable. The arbitration shall be conducted in Sonoma County, California, and judgment on the arbitration award may be entered in any court having jurisdiction thereof. In the event any action is brought by either party in connection with this Agreement, the substantially prevailing party will be entitled to recover from the other party all the costs, attorneys' fees and other expenses reasonably incurred by such party. All offers, promises, conduct and statements, whether oral or written, made in the course of the arbitration by any of the parties, their agents, employees, experts and attorneys, and by the arbitrator and any JAMS employees, are confidential, privileged and inadmissible for any purpose, including impeachment, in any litigation or other proceeding involving the parties, provided that evidence that is otherwise admissible or discoverable shall not be rendered inadmissible or non-discoverable as a result of its use in the arbitration.

(b) Injunctive Relief. Notwithstanding the "Governing Law; Arbitration" section above, You agree that certain breaches by You would cause irreparable injury to Youscreenwriter.com, for which there are no adequate remedies at law, and nothing in this Section shall be deemed to prevent or delay Youscreenwriter.com 's attempt to seek a temporary restraining order, preliminary injunction, specific performance or other interim or conservatory relief from any court having jurisdiction, without any abridgment of the power of the arbitrator, for Your breach of: (i) Section 10(a) ("Youscreenwriter.com 's Ownership Rights"); (ii) Section 13 ("Copyright Infringement"); and (iii) Section 16 ("Confidential Information").

(c) Assignment. You may not assign or transfer this Agreement, in whole or in part, by operation of law or otherwise, without the prior written consent of Youscreenwriter.com. Any attempted assignment in violation of this Section will be null and void and of no force or effect. Youscreenwriter.com may assign this Agreement freely at any time without notice. Subject to the foregoing, this Agreement will bind and inure to the benefit of each party's permitted successors and assigns.

(d) Waiver; Severability. The failure to require performance of any provision shall not affect Youscreenwriter.com 's right to require performance at any time thereafter, nor shall a waiver of any breach or default of this Agreement constitute a waiver of any subsequent breach or default or a waiver of the provision itself. If any portion of this Agreement is found to be unenforceable, such portion will be modified to reflect the parties' intention and only to the extent necessary to make it enforceable, and the remaining provisions of this Agreement will remain in full force and effect.

(e) Export Restrictions/Legal Compliance. You agree to comply with all United States and other applicable export laws and related restrictions and regulations, and not to directly or indirectly export, provide or otherwise make available the services and products of Youscreenwriter.com in violation of any such export laws, unless any required prior authorizations or necessary approvals are obtained by You, at Your expense, from the applicable United States or foreign authority.

(f) Entire Agreement. This Agreement constitutes the entire and exclusive understanding and agreement between You and Youscreenwriter.com regarding this subject matter, and supersedes any and all prior or contemporaneous agreements or understandings, written and oral, between You and Youscreenwriter.com relating to this subject matter. You may be subject to additional terms and conditions that may apply when You use or access certain features of the Youscreenwriter.com Partner Program.

(g) Relationship. You and Youscreenwriter.com are independent contractors, and this Agreement, including but not limited to submission or distribution of any Story, screenplay or any other Content or Ads, will not, in whole or in part, establish any relationship of partnership, joint venture, employment, franchise or agency between the You and Youscreenwriter.com. Neither party will have the power to bind the other or incur obligations on the other's behalf without the other's prior written consent. Neither party is authorized to act as an agent or representative of the other or for or on behalf of the other party in any capacity other than as expressly set forth in this Agreement. Neither party shall in any manner advertise, represent or hold itself (or any of its agents) out as so acting or being authorized so to act, or incur any liabilities or obligations on behalf of, or in the name of, the other party, unless specifically provided for in this Agreement. Moreover, each party shall be solely responsible for the payment of all of its own taxes, assessments and all other similar withholdings from or assessments on any monies paid hereunder or in connection with the transactions contemplated hereby.

(h) Reserved Rights. Youscreenwriter.com reserves the right to change, in whole or in part, the names, logos, presentation and display of the Youscreenwriter.com Member Agreement, the Youscreenwriter.com Partner Program and the Youscreenwriter.com Products at any time in its sole discretion. NOTICE FOR CALIFORNIA USERS: California Civil Code Section 1789.3 entitles California users to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 400 R. Street, Sacramento, CA 95814 or by telephone at (916) 445-1254.