TOTALLY FUNNY KIDS LIBRARY

A. THE SERVICES; AUTHORIZATION TO USE:

Please read these terms and policies (referred to herein as “Terms of Use”) as well as

the Totally Funny Kids Library (referred to herein as “TFK”) Privacy Policy (found at

https://TotallyFunnyKids.com/privacy and incorporated herein by reference) before using

the TFK website (“TFK website,” “TFK site,” “website,” or “site”) or any of TFK’s

products, software, data or other applications (collectively referred to as the “Services”).

By using the Services, you (“You” or “Your”) are agreeing to the Terms of Use. If You do

not agree to these Terms of Use, or if you do not have the authority to agree, You may

not use the Services. Your use of the Services includes the ability and consent to enter

into agreements electronically. YOU ACKNOWLEDGE THAT YOUR ELECTRONIC

SUBMISSION(S) CONSTITUTES YOUR AGREEMENT AND INTENT TO BE LEGALLY

BOUND BY THE TERMS HEREIN. PRODUCER (as defined herein) may, in its sole

discretion, modify or revise these Terms of Use and policies at any time, and You agree

to be bound by such modifications or revisions. Nothing in these Terms of Use shall be

deemed to confer any third-party rights or benefits. These Terms of Use apply to all

users of the Service, including users who are also contributors of Content (as hereinafter

defined) on the Service.

ARBITRATION NOTICE:

YOU AGREE THAT DISPUTES (EXCEPT FOR CERTAIN TYPES OF DISPUTES

DEFINED IN PARAGRAPH AA BELOW) BETWEEN YOU AND TFK, ITS PARENTS,

AFFILIATES, OR ASSIGNS WILL BE RESOLVED BY BINDING, INDIVIDUAL

ARBITRATION ON AN INDIVIDUAL BASIS, AND YOU WAIVE YOUR RIGHT TO

PARTICIPATE IN A CLASS ACTION, CONSOLIDATED, OR REPRESENTATIVE

LAWSUIT OR CLASS-WIDE ARBITRATION. YOU MAY OPT-OUT OF THIS

AGREEMENT TO ARBITRATE BY FOLLOWING THE PROCEDURES DESCRIBED IN

THE ARBITRATION SECTION AA BELOW.

B. CONTENT: “Content” shall mean: any text, messages, ideas, concepts,

pitches, suggestions, stories, screenplays, treatments, formats, artwork, photographs,

drawings, graphics, videos, and all forms of audiovisual works and recordings, and each

element contained therein, including, without limitation, any and all copyright and other

intellectual property rights thereto, as well as all original materials created by You which

are incorporated therein, including, without limitation, all artwork, dialogue, literary

material, music and musical compositions (including lyrics), sound recordings,

characterizations, interactive features, Your and/or other persons’ names, likenesses,

voices, usernames, profiles, actions, appearances, performances and/or other

biographical information or material, and/or other similar materials that are submitted,

posted, uploaded, embedded, displayed, distributed, communicated or otherwise added

to or through the Services.

C. PERPETUAL ROYALTY-FREE, EXCLUSIVE WORLDWIDE GRANT OF

RIGHTS: By adding or uploading Content to TFK either to or through the Services, You

are transferring ownership of the Content to TFK, Fishbowl Worldwide Media, LLC, a

V10 Entertainment Company (producer of “Totally Funny Kids” and hereafter also

referred to as “FB”), and its subsidiaries, affiliates, parents, licensees, related

companies, successors and assignees (all collectively referred to herein as

“PRODUCER”). Said transfer irrevocably grants PRODUCER (for use in the Program or

any program or use) the sole and exclusive worldwide ownership of all right, title and

interest, (fully-paid, royalty-free, licensable and transferable (in whole or part) in and to

this Content and all elements thereof and the fully-paid, royalty-free, licensable and

transferable (in whole or part) worldwide license to all embedded third-party copyrights,

trademarks, patents, trade secrets, privacy and publicity rights and other intellectual and

industrial property rights that You own or control, to use, reproduce, transmit, display,

exhibit, distribute, index, comment on, modify, edit, adapt, translate, create derivative

works based upon, perform and otherwise exploit such Content, in whole or in part, in

PRODUCER’s sole discretion, in all media formats and channels now known or

hereafter devised (including, but not limited to, on websites, cable and broadcast

television networks and stations, on broadband and wireless platforms, products and

services, on physical media, and in theatrical release) for any and all purposes including,

without limitation, entertainment, news, advertising, promotional, marketing, publicity,

trade or commercial purposes, all without further notice to You or the foregoing third-

party(ies), with or without attribution, and without the requirement of any permission from

or payment to You or to any other person or entity.

D. ADDITIONAL USE OF THE CONTENT: Your Content, once submitted to

TFK, along with Your first name and last name may be (in addition to all other rights

granted herein) posted by PRODUCER on the TFK website, and also on pages of other

social media sites, such as, without limitation, Facebook, YouTube, and Twitter and may

be used by other PRODUCER, and/or its partners or affiliates, such as without limitation,

Vin Di Bona Productions and the The CW Network, LLC websites and television

programs, and/or its licensees or assigns (collectively referred to as the “Sites” or “TFK

AFFILIATES”). Once Your submissions are posted on the Sites for public viewing, they

may be shared by third party users of the Sites. Review TFK’s privacy policy

[https://TotallyFunnyKids.com/privacy] to understand how TFK collects and uses

personally identifiable information.

E. NAME AND LIKENESS: Without limiting the foregoing grant of rights, You

understand and agree that Your grant also includes the right to use Your name, voice,

likeness, biographical information, appearance and performance in and in connection

with the Content or video and/or the Programs, as “Programs” is defined below

(collectively, the “Personal Rights”). Your grant includes use of Your Personal Rights

and any use PRODUCER may make of the Content, including, without limitation, any

use of the Content in and/or in connection with, any version of “Totally Funny Kids,” use

in the Totally Funny Kids Library, and/or any other program(s), format(s), production(s),

commercials, commercial tie-ins, product endorsements, licensing, product

merchandising and/or merchandising of any kind, whether or not related to “Totally

Funny Kids,” and also includes, without limitation, the right to use the Content and the

Personal Rights to publicize, advertise and promote any and all of the Programs and/or

broadcaster’s or other applicable exhibitor’s or transmission entity’s respective

programs, products or services, including, inter alia, transmission by satellite and over

the Internet (collectively the “Programs”) in any and all media, whether now known or

hereafter devised, including, without limitation, all forms of home video (including, but not

limited to, videocassettes, DVDs, digital recordings or transmission, etc.); theatrical

motion pictures; compilations; printed media; the Internet, websites and any and all

digitized versions (including, without limitation, any sponsored or commercial use in

connection with online banner, “pre roll,” “post roll,” and/or targeted advertising, graphic

overlays and watermarking (and any other modifications or edits to the Content itself)

digital and electronic devices (including, but not limited to gaming devices such as

entertainment stations and handheld devices, such as, Nintendo, Playstation, Xbox,

Gameboy, DS, PSP, cell phones, tablets, etc.); all new media and future technologies

and all forms of television, (e.g., free, pay, pay-per-view, cable, satellite, OTT or

otherwise) throughout the universe in perpetuity and in any and all advertising, publicity

and promotion relating to any of the foregoing (all of the foregoing, collectively,

“Commercial Rights”). You also understand and agree that PRODUCER may sell,

assign or license the rights hereunder (in whole or in part) to any third party in its sole

discretion and without providing any further consideration or notice to You.

F. YOUR PERSONAL USE: Further to the foregoing, PRODUCER grants to

You a limited, nontransferable, noncommercial, personal use license in the Content for

the purpose of personal use, including using the Content in Your personal social

networking account(s) online and using in social media sites (e.g., YouTube and

Facebook) for the sole purpose of posting on such social media site with no other rights

in the Content granted to such site, subject to PRODUCER’s rights to remove or to have

removed the Content pursuant to the Rules.. This license does not in any way permit

You to license, sell, transfer, or otherwise commercialize or monetize the Content with

any third-party, including without limitation exhibiting and/or distributing the Content

except as described in this paragraph, and/or using the Content or any portion thereof as

a submission to any third-party contests.

To the extent that PRODUCER solicits Content through features or activities on or

through the Services (including games, promotions and the like) that require the use of

its copyrighted works (in whole or in part), PRODUCER hereby grants You a non-

exclusive license to create a derivative work using its copyrighted works (in whole or in

part) as required (but only as required, and only for the purpose of creating Your

Content); provided however, that such license shall be conditioned upon Your

assignment of all rights in the work You create to PRODUCER. If such rights are not

assigned to PRODUCER, Your license to create derivative works using PRODUCER’s

copyrighted works (in whole or in part) shall be null and void. You agree to the foregoing

grant of rights, consents, agreements and assignments whether or not Your Content is

used by PRODUCER or TFK.

In the event that TFK offers downloads of software on the site and You download such

software, the software, including any files, images incorporated in or generated by the

software, and data accompanying the software (collectively, the “Software”) are licensed

to You by PRODUCER or third-party licensors for Your limited, personal, noncommercial

home use only. PRODUCER does not transfer title to the Software to You. Except as

permitted under applicable law, You may not distribute or otherwise exploit the Software

or decompile, reverse engineer, disassemble, adapt it, or otherwise reduce the Software

to a human-readable form, except to the extent permitted by applicable law.

G. CONSIDERATION:

You acknowledge that these Terms of Use are supported by good and valuable

consideration, the receipt and adequacy of which are hereby acknowledged. Without

limiting the generality of the foregoing, You acknowledge that such consideration

includes, among other things, Your use of the Services and receipt of data, materials

and information available at or through the Services, the possibility of PRODUCER’s use

or display and/or distribution of Your Content, including, without limitation, PRODUCER’s

potential election, in its sole and absolute discretion, to incorporate the Content into an

episode of “Totally Funny Kids,” and/or the possibility of the publicity and promotion from

PRODUCER’s use or display and/or distribution of Your Content.

H. MORAL RIGHTS: To the extent any “moral rights,” “ancillary rights,” or

similar rights (“Moral Rights”) in or to the Content exist and are not exclusively owned by

PRODUCER and to the extent You are able to do so under applicable law, You agree

not to enforce any such rights as to PRODUCER its licensees, distributors, agents,

representatives and other authorized users, and You shall procure the same agreement

not to enforce from any others who may possess such rights. To the extent such an

agreement is unenforceable, You hereby give a Moral Rights Consent. To the extent any

other person has Moral Rights in or to the Content, You must obtain a Moral Rights

Consent from that person and provide it on request to PRODUCER, FB and TFK. “Moral

Rights Consent” means a waiver of moral rights to the maximum extent permitted by

applicable law and an unconditional consent to any act or omission in relation to the

Content by or on behalf of PRODUCER, TFK and FB, or any licensee or subsequent

owner of copyright in the Content, including an act or omission which would, but for

these Terms of Use, infringe Your moral rights. Without limiting the scope of the license

herein or any future grant of rights, consents, agreements, assignments, and waivers

You may make with respect to the Content, and to the extent allowed by applicable law,

You hereby ratify any prior grant of rights, consents, agreements, assignments and

waivers made by You with respect to Content submitted by You to TFK.

I. ENTIRE AGREEMENT: These Terms of Use, together with the TFK

agreement between PRODUCER, TFK and You regarding the Services, and these

Terms supersede and replace any prior agreements between us regarding the Services.

No person or company will be third party beneficiaries to the Terms of Use.

PRODUCER may revise these Terms of Use from time to time; the most current version

will always be on the TFK website By continuing to access or use the Services after

those revisions become effective, You agree to be bound by the revised Terms.

The Services are operated and provided by Fishbowl Worldwide Media, LLC, a V10

Entertainment Company, 2029 Century Park East, Suite 1750, Los Angeles, CA 90067.

If You have any questions about these Terms, please contact TFK at

help@totallyfunnykids.com.

J. REPRESENTATIONS AND WARRANTIES:

a. You warrant that other than as disclosed to PRODUCER in writing, You

have not submitted or granted the rights to the Content to any third party, including

without limitation, any television or media entity or except by private transmission to Your

family solely for their own private use and with no other rights granted to the Content,

and except to social media sites (e.g., YouTube and Facebook) for the sole purpose of

posting on such social media site with no other rights in the Content granted to such site,

subject to PRODUCER’s rights to remove or to have removed the Content pursuant to

the Rules.

b. You further represent and warrant that: (1) a) You are the sole and

exclusive owner of the Content that You upload or submit, b) You have the full right and

authority to enter into this agreement and to grant all rights granted herein and c) You

agree not take any action to impair the rights You are granting herein; (2) the making,

exhibition, distribution and/or other exploitation of the Content in connection with any

Program(s) does not violate or infringe the rights of others or constitute a defamation or

invasion of their privacy or right of publicity; (3) You have not falsely identified any

individual involved in the shooting of the Content or any individual whose appearance or

voice is incorporated in the Content; (4) You have obtained all necessary consents and

permissions required for PRODUCER to exploit the rights granted hereunder (excluding

any music owned by any third parties, if any) and that all executed third party consents

and/or releases which You provide contain true and accurate contact information for the

signing party(ies) and have been actually signed by the legal owner of the rights being

granted pursuant to such consents and/or releases and that anyone featured who is

under 18 years old is either a member of Your immediate family under Your authority

and/or their legal guardian has granted written consent; (5) the Content and its use by

PRODUCER does not fall under the jurisdiction of any guild or union (for example, the

DGA, SAG-AFTRA, the WGA, etc.); and (6) The Content and Your addition thereof to

the website, Services, or otherwise conforms to the requirements of these Terms of Use.

c. To the extent that any Content You add or upload through the Services

contains original songs or recordings, You hereby represent that You are either a

member of ASCAP, BMI, SESAC or other applicable mechanical performing rights

and/or copyright owners society and that You have the right to license to PRODUCER at

no cost, all musical compositions (including lyrics) and the sound recordings, or that

otherwise the sound recordings contained in such Content are available for licensing to

PRODUCER (and its subsidiaries, affiliates, licensees, distributors, agents,

representatives and other authorized users) directly from such societies, or that You

otherwise may grant PRODUCER all such rights. Notwithstanding the foregoing,

regardless of whether You are a member of any rights society, You grant the foregoing

license and rights with respect to each and every musical composition in which You

have the authority or right to grant such rights (including lyrics) and sound recordings

contained in such Content. In the event You cannot grant such rights to the sound

recordings You agree that PRODUCER may remove the Content from the site or alter

the Content to remove and/or replace the sound recordings at TFK’s sole election.

K. INDEMNIFICATIONS: You hereby agree to indemnify, defend and hold

PRODUCER, and its affiliates, licensees, grantees, successors and assignees, the

Program(s) broadcasters, and the respective officers, directors, employees and

representatives of each of the foregoing entities, companies, and organizations and any

and all other related person(s) or entity(ies), harmless against any and all losses, claims,

debts, demands, liabilities, attorneys’ fees and expenses, and all other damages or costs

arising from or related to: a) any breach of the representations or warranties made

herein or the falsity of any of such representations or warranties, including, without

limitation, any and all claims by third parties that their signature(s) has or have been

forged or otherwise obtained by any improper means; b) the use by grantees of any of

the rights and permissions You have granted herein; and c) and any act or omission by

You in connection with Your submissions or application for or an appearance in the

Program.

If You have created an account with TFK or otherwise use the Services, You are

responsible for maintaining the confidentiality of Your username(s), password(s), and

Your account(s), as well as all activities that occur under Your account(s). You hereby

agree to indemnify, defend, and hold PRODUCER, its group undertakings (as defined

under the United Kingdom’s Companies Act 1985), and its group undertakings licensors,

licensees, distributors, agents, partners, representatives and other authorized users, and

each of the foregoing entities respective resellers, distributors, service providers and

suppliers, and all of the foregoing entities respective officers, directors, owners,

employees, agents, representatives and assigns (collectively, the “Indemnified Parties”)

harmless from and against any and all losses, damages, liabilities and costs (including

settlement costs and any legal or other fees and expenses for investigating or defending

any actions or threatened actions) incurred by the Indemnified Parties in connection with

any claim arising out of any breach by You of these Terms of Use or claims arising from

Your use of the Services and/or Your account(s). You shall use Your best efforts to

cooperate with PRODUCER in the defense of any claim. PRODUCER reserves the

right, at its own expense, to employ separate counsel and assume the exclusive

defense and control of any matter otherwise subject to indemnification by You.

L. DISCLAIMERS: PRODUCER, TFK AND FB CANNOT AND DO NOT

ASSUME ANY LIABILITY FROM USER CONTENT POSTED TO THE SITE. USE OF

THE TFK WEBSITE AND THE SERVICES IT PROVIDES ARE AT YOUR SOLE RISK.

PRODUCER, TFK and FB cannot and will not guarantee up-time, accuracy of content,

or future features, although PRODUCER will strive to meet its own exacting standards

and will encourage the community to be self-policing. The Services are in continuing

revision and improvement, so bugs and errors should be expected occasionally and

reported to help@totallyfunnykids.com. Downloading any content from the site will be

done at Your own risk and PRODUCER, FB and TFK are not responsible for any harm

that may be done to Your computer. Special needs users should consult their physician

before using the site. PRODUCER, TFK and FB are not responsible for any defamatory,

unlawful, pornographic, or otherwise offensive or infringing material that You may find

while navigating the TFK website. PRODUCER is not required to screen any Content on

the TFK website but reserve the right to remove or edit any Content without prior

notification at any time. TFK encourages You to report infractions or infringing content to

help@totallyfunnykids.com. PRODUCER, TFK and FB are not responsible for any loss

of data from failure of TFK’s computer systems, storage systems or for any other reason.

Members should create back-up copies of their information and submissions in case any

TFK data is lost or removed at any time.

SUBJECT TO APPLICABLE LAW, THE CONTENT ON OR OTHERWISE RELATED IN

ANY WAY TO THE SITE, THE SERVICES, PRODUCER, TFK AND/OR FB SITES OR

ANY THIRD PARTY SITES OR SERVICES LINKED TO OR FROM THE SITE IS

PROVIDED “AS IS” AND WITHOUT CONDITIONS OR WARRANTIES OF ANY KIND.

TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW,

PRODUCER EXPRESSLY DISCLAIMS ALL CONDITIONS AND WARRANTIES,

EXPRESS OR IMPLIED, INCLUDING, SUBJECT TO APPLICABLE LAW, THOSE OF

MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY,

COMPLETENESS, AVAILABILITY, SECURITY, COMPATIBILITY AND

NONINFRINGEMENT. NEITHER PRODUCER NOR TFK/FB WARRANT THAT ANY

CONTENT WILL BE ERROR-FREE, THAT ACCESS THERETO WILL BE

UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, OR THAT ANY TFK

AND/OR FB, SERVICES, INCLUDING INTER ALIA, THE SITE OR THE SERVERS

THAT MAKE SUCH CONTENT AVAILABLE ARE FREE OF VIRUSES OR OTHER

HARMFUL COMPONENTS, NOR FREE OF NEGLIGENCE. MOREOVER, SUBJECT

TO APPLICABLE LAW, YOU ASSUME THE ENTIRE COST OF ALL NECESSARY

SERVICING, REPAIR OR CORRECTION. PRODUCER, TFK/FB DO NOT WARRANT

OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF

THE USE OF ANY CONTENT. APPLICABLE LAW MAY NOT ALLOW THE

EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT

APPLY TO YOU. YOU HEREBY IRREVOCABLY WAIVE ANY CLAIM AGAINST

PRODUCER, TFK/FB WITH RESPECT TO CONTENT AND ANY CONTENT YOU

PROVIDE TO THIRD PARTY SITES (INCLUDING CREDIT CARD AND OTHER

PERSONAL INFORMATION), TO THE FULLEST EXTENT PERMITTED BY

APPLICABLE LAW. PLEASE NOTE, HOWEVER, THAT THIS DOES NOT AFFECT

YOUR STATUTORY RIGHTS AS A CONSUMER, IN PARTICULAR THE LEGAL

WARRANTY FOR LATENT DEFECTS FOR USERS WHO ACCESS THE SITE IN

CERTAIN JURISDICTIONS.

RELIANCE ON ANY INFORMATION APPEARING ON AN TFK WEBSITE OR

SERVICES IS STRICTLY AT YOUR OWN RISK. THIS SITE MAY CONTAIN THE

OPINIONS AND VIEWS OF OTHER USERS. GIVEN THE INTERACTIVE NATURE OF

THESE SITES/SERVICES, TFK CANNOT ENDORSE, GUARANTEE, OR BE

RESPONSIBLE FOR THE ACCURACY, EFFICACY, OR VERACITY OF ANY

CONTENT GENERATED BY TFK’S USERS. THE CONTENT OF THE TFK SITE IS

INTENDED FOR EDUCATIONAL AND ENTERTAINMENT PURPOSES ONLY. THE

CONTENT THEREIN IS NOT INTENDED TO, AND DOES NOT, CONSTITUTE LEGAL,

PROFESSIONAL, MEDICAL OR HEALTHCARE ADVICE OR DIAGNOSIS, AND MAY

NOT BE USED FOR SUCH PURPOSES.

M. LIMITATION OF LIABILITY: SUBJECT TO APPLICABLE LAW, UNDER

NO CIRCUMSTANCES, INCLUDING NEGLIGENCE, SHALL PRODUCER, ITS

GROUP UNDERTAKINGS, ITS GROUP UNDERTAKINGS’ PARTNERS, LICENSORS

OR LICENSEES, OR ANY OF THE FOREGOING ENTITIES RESPECTIVE

RESELLERS, DISTRIBUTORS, SERVICE PROVIDERS OR SUPPLIERS, BE LIABLE

TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY DIRECT, INDIRECT,

INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES INCLUDING LOST

PROFITS, PERSONAL INJURY (INCLUDING DEATH) AND PROPERTY DAMAGE OF

ANY NATURE WHATSOEVER, THAT RESULT FROM (A) THE USE OF, OR THE

INABILITY TO USE, THE SERVICES, THE SITE OR CONTENT, OR (B) THE

CONDUCT OR ACTIONS, WHETHER ONLINE OR OFFLINE, OF ANY USER OF THE

SITE OR ANY OTHER PERSON OR ENTITY, EVEN IF PRODUCER HAS BEEN

ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SUBJECT TO APPLICABLE

LAW, IN NO EVENT SHALL PRODUCER’S TOTAL LIABILITY TO YOU FOR ALL

DAMAGES, LOSSES AND CAUSES OF ACTION WHETHER IN CONTRACT, TORT

(INCLUDING NEGLIGENCE) OR OTHERWISE EXCEED THE AMOUNT PAID BY

YOU, IF ANY, OR $100 (WHICHEVER IS LESS) FOR ACCESSING OR

PARTICIPATING IN ANY ACTIVITY RELATED TO THE SERVICES. MOREOVER,

SUBJECT TO APPLICABLE LAW, UNDER NO CIRCUMSTANCES SHALL,

PRODUCER, ITS LICENSORS OR LICENSEES, OR ANY OF THE FOREGOING

ENTITIES RESPECTIVE RESELLERS, DISTRIBUTORS, SERVICE PROVIDERS OR

SUPPLIERS, BE HELD LIABLE FOR ANY DELAY OR FAILURE IN PERFORMANCE

RESULTING DIRECTLY OR INDIRECTLY FROM AN ACT OF FORCE MAJEURE OR

CAUSES BEYOND PRODUCER’S REASONABLE CONTROL.

SUBJECT TO APPLICABLE LAW, PRODUCER MAY TERMINATE YOUR FURTHER

ACCESS TO THE SERVICES OR CHANGE THE SERVICES OR DELETE CONTENT

OR FEATURES IN ANY WAY, AT ANY TIME AND FOR ANY REASON OR NO

REASON WITHOUT LIABILITY.

THE LIMITATIONS, EXCLUSIONS AND DISCLAIMERS IN THIS SECTION AND

ELSEWHERE IN THESE TERMS OF USE APPLY TO THE MAXIMUM EXTENT

PERMITTED BY APPLICABLE LAW.

WITH RESPECT TO USERS WHO ACCESS THE SITE IN CERTAIN JURISDICTIONS,

THIS SECTION DOES NOT AFFECT YOUR STATUTORY RIGHTS AS A CONSUMER

UNDER APPLICABLE LAW.

N. IMPERMISSIBLE CONDUCT: PRODUCER reserves the right at all

times, in its sole discretion, to remove or refuse to distribute any Content on the

Services and to terminate user profiles. PRODUCER also reserves the right to access,

read, preserve, and disclose any information as it reasonably believe is necessary to

comply with any applicable law, regulation, legal process or government request;

enforce the Terms, including investigation of potential violations hereof; detect, prevent,

or otherwise address fraud, security or technical issues; respond to user support

requests; and/or protect the rights, property or safety of TFK, its Users and the public.

The following is a list of actions that Users are prohibited from doing in conjunction with

the Users’ access or use of the Services:

Users shall not:

1. post content (including, but not limited to, words, photos, and video clips) that

contains the following:

(a) Defamatory, illegal or encouraging of illegal activities or the discussion of

illegal activities, pornographic, violent, obscene, abusive material or material

that PRODUCER finds objectionable due to any potential perceived liability;

(b) Trademark, copyright, or other intellectual property or identity rights

infringements;

(d) Private information (credit card numbers, phone numbers, e-mail addresses,

etc.);

2. access, tamper with, or use non-public areas of the Services, PRODUCER’s

computer systems, or the technical delivery systems of TFK’s providers;

3. access or search or attempt to access or search the Services by any means other

than through TFK’s currently available, published interfaces that are provided by

TFK, unless the user has been specifically allowed to do so in a separate agreement

with PRODUCER;

4. probe, scan, or test the vulnerability of any system or network or breach or

circumvent any security or authentication measures;

5. impersonate another person or falsely state or otherwise misrepresent your affiliation

or employment with a person or entity, or adopt a false identity if the purposes of

doing so is to mislead, deceive, or defraud another;

6. post unauthorized commercial communications (such as spam);

7. collect Users' content or information, or otherwise access the Services, using

automated means (such as harvesting bots, robots, spiders, or scrapers) without

PRODUCER’s prior permission;

8. upload viruses or other malicious code, or use the Services to do anything unlawful,

misleading, malicious, or discriminatory;

9. solicit login information or access an account belonging to someone else;

10. bully, intimidate, or harass any User;

11. post content that is hate speech, threatening, or pornographic; incites violence; or

contains nudity or graphic or gratuitous violence;

12. display or produce any User Content that infringes or violates any intellectual

property or other right of any entity or person, including, without limitation, copyrights,

patents, trademarks, and laws governing trade secrets, rights to publicity or privacy;

13. forge any TCP/IP packet header or any part of the header information in any email or

posting, or in any way use the Services to send altered, deceptive or false source-

identifying information; or

14. interfere with, or disrupt, or attempt to interfere with or disrupt, the access of any

user, host or network, including, without limitation, sending a virus, overloading,

flooding, spamming, mail-bombing the Services, or by scripting the creation of User

Content in such a manner as to interfere with or create an undue burden on the

Services.

O. ADVERTISING: TFK may offer advertisements and promotions on the

Services or website. Interacting with these advertisers will be solely Your responsibility.

P. UNSOLICITED CONTENT: There are two types of Content: Solicited

Content and Unsolicited Content. “Solicited Content” means Content (a) that TFK

expressly requests or enables You to provide via any feature or activity on the site for

PRODUCER’s review or display and/or distribution and possible specifically defined

consideration or compensation explicitly offered by PRODUCER (collectively,

“Consideration”) (such as the chance to have Your Content featured on the Program or

any other PRODUCER program(s)); or (b) that You add to the site for which You do not

seek Consideration. “Unsolicited Content” is any and all Content that does not fall within

subparagraphs (a) or (b) of this paragraph. PRODUCER does not allow, accept or

consider Unsolicited Content. You agree that any Content You add is not being made in

confidence or trust and that no confidential or fiduciary relationship is intended or

created between You and PRODUCER in any way, and that You have no expectation of

any review, compensation or consideration of any type (other than any stated

Consideration). Except as expressly stated in these Terms of Use, the provisions of

these Terms of Use apply equally to Unsolicited Content and Solicited Content.

Accordingly, PRODUCER, its affiliates, licensees, distributors, agents, representatives

and other authorized users shall be entitled to exploit and disclose all Content for all

purposes as set forth herein, and PRODUCER, TFK/FB shall not be liable to You or to

any person claiming through You for any exploitation or disclosure of any Content.

Q. JURISDICTIONAL AND VENUE ISSUES; GOVERNING LAW: Subject to

the requirements of applicable consumer rights and other laws, You agree that any

action at law or in equity arising out of or relating to these Terms of Use or the Services

except for certain types of disputes described in the arbitration section, shall be filed,

and that venue properly lies, only in state or federal courts located in Los Angeles,

California, United States of America, and You hereby consent and submit to the

personal jurisdiction of such courts for the purposes of litigating any such action.

PRODUCER makes no representation that Content on the site or through the Services is

appropriate or available for use in any particular location. Those who choose to access

the site do so on their own initiative and are responsible for compliance with all

applicable laws, including any applicable local laws.

Subject to the requirements of applicable consumer rights and other laws, these Terms

of Use shall be governed by and construed in accordance with the laws of the State of

California and the laws of the United States, without giving effect to any principles of

conflicts of law. If any provision of these Terms of Use shall be unlawful, void or for any

reason unenforceable, then that provision shall be deemed severable from these Terms

of Use and shall not affect the validity and enforceability of any remaining provisions.

These Terms of Use take effect as an agreement and separately as a notice, which

limits the basis on which TFK makes the Services available. No waiver of any provision

of these Terms of Use by PRODUCER shall be deemed a further or continuing waiver of

such provision or any other provision, and PRODUCER’s failure to assert any right or

provision under these Terms of Use shall not constitute a waiver of such right or

provision. In these Terms of Use, the word “including” is used illustratively, as if followed

by the words “but not limited to.”

TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE THAT ANY

CAUSE OF ACTION YOU MAY HAVE ARISING OUT OF OR RELATED TO THESE

COMMENCE WITHIN ONE (1) YEAR (OR THE MINIMUM APPLICABLE STATUTORY

PERIOD, IF LONGER) AFTER THE CAUSE OF ACTION ACCRUES; OTHERWISE,

SUCH CAUSE OF ACTION SHALL BE PERMANENTLY BARRED.

Supply of goods, services and software through the Services is subject to United States

export control and economic sanctions requirements. By acquiring any such items

through the Services, You represent and warrant that Your acquisition comports with

and Your use of the item will comport with those requirements. Without limiting the

foregoing, You may not acquire goods, services or software through the TFK Services if:

1) You are in, under the control of, or a national or resident of Cuba, Iran, North Korea,

Sudan or Syria or if You are on the United States of America Treasury Department’s

Specially Designated Nationals List or the United States of America Commerce

Department’s Denied Persons List, Unverified List or Entity List or 2) You intend to

supply the acquired goods, services or software to Cuba, Iran, North Korea, Sudan or

Syria (or a national or resident of one of these countries) or to a person on the Specially

Designated Nationals List, Denied Persons List, Unverified List or Entity List.

R. AMENDMENT: Subject to applicable law, at any time, PRODUCER may

amend these Terms of Use (including by modification, deletion and/or addition of any

portion thereof). If PRODUCER makes a material amendment to these Terms of Use, it

may notify You of such amendment by sending You an e-mail at the last e-mail address

that You provided to TFK, and/or by posting notice of such amendment on the website

covered by these Terms of Use. Any such amendment to these Terms of Use will be

effective thirty (30) calendar days following the earlier of PRODUCER’s dispatch of an e-

mail notice to You or TFK’s posting of notice of the changes on the website(s). Please

note that, at all times, You are responsible for updating Your personal information to

provide PRODUCER or TFK Your current e-mail address. In the event that the last e-

mail address that You have provided is not valid, or for any other reason is not capable

of delivering to You the notice described above, PRODUCER’s dispatch of the e-mail

containing such notice will nonetheless constitute effective notice of any amendment

described in the notice.

S. TERMINATION: These Terms of Use are effective until terminated by

PRODUCER. You may terminate these Terms of Use at any time by discontinuing use

of the Services and/or deleting Your account, however such termination in no way

affects any rights granted to PRODUCER relating to Content that You may have

submitted prior to termination, all of which shall remain in full force and effect and shall

be governed by these Terms of Use. PRODUCER may immediately terminate these

PRODUCER’s absolute discretion including, without limitation, if You breach or fail to

comply with any term or provision of these Terms of Use. Upon termination, You must

cease use of the Services and destroy all materials obtained from such use and all

copies thereof, whether made under these Terms of Use or otherwise. PRODUCER has

adopted and implemented a policy that provides for the termination, in appropriate

circumstances, of the accounts of users who are infringers of copyright. Any fraudulent,

abusive or otherwise illegal activity may also be grounds for termination of Your account,

at PRODUCER’s sole discretion, and You may be reported to appropriate law-

enforcement agencies.

T. RELATIONSHIP OF THE PARTIES: If You are a director, officer or

employee of PRODUCER, TFK, FB, or their respective parent, subsidiary or affiliated

companies or an immediate family member residing in the same household of any of the

preceding persons, You must disclose this relationship when You establish Your

account, upload Your Content or otherwise use the Services.

You hereby appoint PRODUCER as Your agent with full power to enter into and execute

any document and/or do any act which might be necessary to confirm the grant of rights,

consents, agreements, assignments and waivers set forth in these Terms of Use. You

agree that any submissions You make are not being made in confidence or trust and

that no confidential or fiduciary relationship is intended or created between You and

PRODUCER in any way.

U. TRADEMARKS & COPYRIGHT: TFK is a trademark of Fishbowl

Worldwide Media, LLC, a V10 Entertainment Company. The TFK website and its

aggregate content, including all logos, look and feel, headers, images, content,

All of the TFK Services, trademarks, slogans, service marks, trade names, design

including all logos, look and feel, headers, images, content, language, and slogans,

data, and software are the proprietary property of TFK and FB and/or TFK’s partners,

affiliates, licensors or licensees, and are subsequently protected by U.S. and

international copyright laws. This Content cannot be used or copied without

PRODUCER’s written consent. To request permission, contact

help@totallyfunnykids.com. Framing or iFraming the website is strictly prohibited.

PRODUCER may change the Services or delete content or features at any time, in any

way, for any reason. Except as PRODUCER specifically agrees in writing, or as stated

otherwise herein, no content from the site may be used, reproduced, transmitted,

distributed or otherwise exploited in any way or on any other site, nor as part of a

derivative work, except, that where the site is configured to enable the download of

particular content, You may download one copy of such content to a single computer for

Your personal, noncommercial home use only, provided that You (a) keep intact all

lease, loan, sell, distribute, copy (except to create a single copy for Your own back-up

purposes), or create any derivative works based on the site or the content, in whole or in

part, and (c) do not use the content in an unlawful manner or in a manner that suggests

an association with any of PRODUCER’s TFK’S, and/or FB’s or their partners or

affiliates products, services or brands. Any business use, re-mailing or high-volume or

automated use of the site is prohibited.

You acknowledge and agree that nothing in these Terms of Use shall have the effect of

transferring the ownership of any copyrights, trademarks, slogans, service marks, trade

names, trade dress or other proprietary rights in the Services or content or any part

thereof to You or any third party, nor to authorize You to create derivative works based

on the Content unless otherwise specifically authorized herein.

X. CLAIMS OF COPYRIGHT INFRINGEMENT: If you believe that any

Content infringes upon your copyrights, you may submit a notification pursuant to the

“Take Down” Provision of the Digital Millennium Copyright Act ("DMCA") by providing

TFK’s Copyright Agent at help@totallyfunnykids.com with the following information in

writing (see 17 U.S.C. 512(c)(3) for further detail):

* A physical or electronic signature of the person authorized to act on behalf of the

owner of an exclusive right that is allegedly infringed;

* Identification of the copyrighted work claimed to have been infringed, or, if multiple

copyrighted works at a single online site are covered by a single notification, a

representative list of such works at that site;

* Identification of the material that is claimed to be infringing or to be the subject of

infringing activity and that is to be removed or the access to which is to be disabled, and

information reasonably sufficient to permit PRODUCER to locate the material;

* Information reasonably sufficient to permit PRODUCER to contact the complaining

party, such as an address, telephone number, and, if available, an electronic mail

address at which the complaining party may be contacted;

* A statement that the complaining party has a good-faith belief that use of the material

in the manner complained of is not authorized by the copyright owner, its agent, or the

law; and

* A statement that the information in the notification is accurate, and under penalty of

perjury, that the complaining party is authorized to act on behalf of the owner of an

exclusive right that is allegedly infringed.

PRODUCER may at PRODUCER’s election give You notice that TFK has removed or

disabled access to certain material by means of a general notice on the site, electronic

mail to a user’s e-mail address in TFK’s records, or by written communication sent by

first-class mail to Your physical address in TFK’s records. If You receive such a notice,

You may provide counter-notification in writing to the designated agent that includes the

information below. To be effective, the counter notification must be a written

communication that includes the following:

* Your physical or electronic signature;

* Identification of the material that has been removed or to which access has been

disabled, and the location at which the material appeared before it was removed or

access to it was disabled;

* A statement from You under the penalty of perjury that You have a good faith belief

that the material was removed or disabled as a result of a mistake or misidentification of

the material to be removed or disabled; and

* Your name, physical address and telephone number, and a statement that You

consent to the jurisdiction of a court for the judicial district in which Your physical

address is located, or if Your physical address is outside of the United States, for any

judicial district in which TFK and/or Fishbowl Worldwide Media may be found, and that

You will accept service of process from the person who provided notification of allegedly

infringing material or an agent of such person.

You acknowledge that if you fail to comply with all of the requirements of this section,

your DMCA notice may not be valid.

Y. CONSENT AND CHANGES TO THESE TERMS: By using the TFK Services,

You consent to the terms outlined above. If there are changes to the TFK Terms of Use,

PRODUCER will post those changes on this page. If You have questions about this

policy, contact help@totallyfunnykids.com.

Z. CONTENT OWNERSHIP ON WEBSITE: All content on the TFK website,

excluding materials where authorship is clearly attributed to TFK (e.g., TFK’s blogs and

news pages), is created by TFK’s members and PRODUCER takes no responsibility for

the accuracy of reviews and other information. The community is self-policing.

PRODUCER encourages its members to research the site and to report inappropriate

content and any advertising language (commercial solicitation). At no time should a

member post advertising content on their or others profiles. Violating this rule could

result in Your profile being permanently deleted. Inappropriate content should be

immediately reported to help@totallyfunnykids.com.

There are a variety of places on the TFK website where members can post reviews,

ratings, comments, and other content. Content should be honest and not defamatory or

disparaging and should not infringe upon the intellectual property rights of third parties.

Any form of spam or commercial solicitation is strictly prohibited. PRODUCER reserves

the right to remove or edit Content as it deems necessary in its sole discretion. The

community is self-policing, and inappropriate content can be reported at any time to

help@totallyfunnykids.com.

AA. ARBITRATION; NO CLASS ACTIONS

Except if you opt-out or for disputes relating to: (1) Your or PRODUCER’s intellectual

property (such as trademarks, trade dress, domain names, trade secrets, copyrights and

patents); or (2) violations of provisions of the “Impermissible Conduct,” clause above,

you agree that all disputes between you and PRODUCER (whether or not such dispute

involves a third party) with regard to your relationship with PRODUCER, including

without limitation disputes related to these Terms of Use, your use of the Services,

and/or rights of privacy and/or publicity, will be resolved by binding, individual arbitration

under the American Arbitration Association's rules for arbitration of consumer-related

disputes and you and PRODUCER hereby expressly waive trial by jury. As an

alternative, you may bring your claim in your local "small claims" court, if permitted by

that small claims court's rules. You may bring claims only on your own behalf. Neither

you nor PRODUCER will participate in a class action or class-wide arbitration for any

claims covered by this agreement. You also agree not to participate in claims brought in

a private attorney general or representative capacity, or consolidated claims involving

another person's account, if PRODUCER is a party to the proceeding. This dispute

resolution provision will be governed by the Federal Arbitration Act. In the event the

American Arbitration Association is unwilling or unable to set a hearing date within one

hundred and sixty (160) days of filing the case, then either PRODUCER or You can elect

to have the arbitration administered instead by the Judicial Arbitration and Mediation

Services. Judgment on the award rendered by the arbitrator may be entered in any court

having competent jurisdiction. Any provision of applicable law notwithstanding, the

arbitrator will not have authority to award damages, remedies or awards that conflict with

these Terms of Use.

You may opt out of this agreement to arbitrate. If you do so properly, neither you nor

PRODUCER can require the other to participate in an arbitration proceeding. To opt out,

you must notify PRODUCER in writing within 30 days of the date that you first became

subject to this arbitration provision. You must use this address to opt out:

Fishbowl Worldwide Media, LLC

2029 Century Park East, Suite 1750

Los Angeles, California 90067

You must include your name and residence address, the email address and username

you use for your TFK website account, and a clear statement that you want to opt out of

this arbitration agreement.

This arbitration agreement will survive the termination of your relationship with TFK.

BB. EXCLUSIVE RELEASE AND GRANT OF RIGHTS

Without in anyway limiting the foregoing or without limiting anything contained herein,

the person who owns the Content, further agrees to the following:

(A MINOR OWNER MUST BE AT LEAST 13 YEARS OF AGE)

In consideration of one or more of the following, such as the time and resources that

TFK expends in evaluating the Content that You submitted to TFK, which is owned by

You and/or in which You appear for possible inclusion in the Program or other

PRODUCER use, for Your desire to gain exposure for Yourself and/or the Content,

and for other good and valuable consideration, the receipt and adequacy of which are

hereby acknowledged, You irrevocably grant to PRODUCER sole and exclusive

ownership of all right, title and interest in and to the Content, (excluding any music

owned by third parties, if any) regardless of the medium or method that You used to

submit the Content to TFK, or the medium or method by which the recording was

made.

Without limiting the foregoing grant of rights, You understand and agree that Your

grant to PRODUCER specifically includes the exclusive right, license and permission

to freely utilize and exploit the Content and/or any portion(s) thereof in any manner

whatsoever. In addition, You grant PRODUCER the right to use Your name, voice,

likeness, biographical information, appearance and performance in and in connection

with the Content and/or the Programs, as “Programs” is defined below (collectively,

the “Personal Rights”). Your grant to PRODUCER includes use of Your Personal

Rights and any use PRODUCER may make of the Content, including, without

limitation, any use of the Content in and/or in connection with any version of the

Program TFK, and/or any other program(s), format(s), production(s), compilation(s),

service(s), licensing, and/or exploited as an individual clip or part of a larger

compilation of clips or portions or elements thereof, commercials, commercial tie-ins,

product endorsements, product merchandising and/or merchandising of any kind,

whether or not related to “Totally Funny Kids,” and also includes, without limitation,

the right to use the Content and the Personal Rights to publicize, advertise and

promote the Content and/or any and all of the Programs and/or broadcaster’s or other

applicable exhibitor’s or transmission entity’s respective programs, products or

services, including transmission by satellite and over the Internet (collectively the

“Programs”) in any and all media, whether now known or hereafter devised, including,

without limitation, all forms of home video (including, but not limited to,

videocassettes, DVDs, digital recordings or transmission, etc.); theatrical motion

pictures; compilations; printed media; the Internet, websites and any and all digitized

versions (including, without limitation, any sponsored or commercial use in connection

with online banner, “preroll,” “postroll,” and/or targeted advertising, graphic overlays

and watermarking (and any other modifications or edits to the Content itself) digital

and electronic devices (including, but not limited to gaming devices such as

entertainment stations and handheld devices, such as, Nintendo, Playstation, Xbox,

Gameboy, DS, PSP, and cell phones, tablets, etc.); all new media and future

technologies and all forms of television, (e.g., free, pay, pay-per-view, cable, satellite

or otherwise) throughout the universe in perpetuity and in any and all advertising,

publicity and promotion relating to any of the foregoing (all of the foregoing,

collectively, “Commercial Rights”), all at PRODUCER’s sole unlimited discretion. You

also understand and agree that PRODUCER may sell, assign or license the rights

hereunder (in whole or in part) to any third party in its sole discretion and without

providing any further consideration to You.

You are aware and acknowledge that new or changed rights and technologies, uses,

media, modes of transmission, distribution, dissemination, exhibition or performance

are being developed and will continue to be developed, discovered or recognized in

the future, which may offer or create new rights and opportunities to exploit the

Content and the Personal Rights (the “New Exploitation Rights”). You hereby grant

and convey to PRODUCER without reservation, any and all New Exploitations Rights

in and to the Content and to the Personal Rights, regardless of whether or not You

are currently aware of or can foresee such uses.

You understand that PRODUCER has not promised or given any assurances that You

will receive any other compensation or as to whether or not the Content or any portion

thereof, is or will be included in any Program(s) or otherwise utilized, or that any portion

of the Personal and/or Commercial Rights are or will be in any way exploited. You also

agree that in the event PRODUCER receives any inquiry from a government agency or

process from a court with jurisdiction ßover PRODUCER or TFK in regard to the

Content, its contents, and/or Your submission of the Content, PRODUCER may supply a

copy of the Content and any information regarding the Content and its submission in

response to such inquiry or process. Further, You agree that the Content may be cut,

edited, modified, added to, subtracted from, arranged, rearranged, shortened and

revised for any reason and in any manner which PRODUCER may in its sole absolute

discretion determine, including without limitation, for reasons including for content,

presentation and time, and to the extent decided by PRODUCER in its sole discretion, if

at all, PRODUCER may also add or modify the sound effects, music, voices, including

host voiceovers and/or other elements of the Content, and they may use, adapt and

modify the Content and/or the use of the Personal Rights or any portion or element of

the foregoing and combine it with other materials in any Program(s) or otherwise at their

discretion. You hereby expressly waive on Your behalf, and on behalf of Your heirs,

executors, administrators and assigns, any so-called “moral rights,” “droit moral” and any

similar rights, laws and legal principles that may now or hereafter be recognized.

You hereby release, discharge and hold harmless PRODUCER, its subsidiaries,

affiliates, employees, officers, principals and directors licensees, grantees, successors

and assignees, the Program(s) broadcasters, CW Network, LLC (“CW”), each of their

respective parent, subsidiary and affiliated entities, and the respective officers,

directors, employees and representatives of any of the foregoing (collectively

"Releasees") from and against any and all claims, whether at law or in equity, that You

may have at any time (whether or not You are aware of any such claims), including,

without limitation, claims for breach of contract, infliction of emotional distress,

defamation, false light, common law or statutory misappropriation, invasion or other

violations of any actual or purported right of privacy and/or publicity, and claims under

equivalent federal or state laws arising from Your submission of the Content to TFK

and the exploitation of any or all of the rights granted to PRODUCER hereunder,

including, without limitation, the rights to the Content, the Commercial Rights and the

Personal Rights (collectively, the “Released Claims”). The Released Claims shall

include, without limitation, any claim relating to, arising from or in connection with: (i)

any use, exploitation or exercise of any right(s) granted hereunder; (ii) the public

dissemination and/or distribution of the Content including, without limitation, any claim

resulting from the piracy or other unauthorized distribution, duplication and/or display

of the Content by third parties; (iii) the loss of the Content and/or the failure of the

Content to be properly or timely displayed to the public for any reason including,

without limitation, whether as a result of technical difficulties, equipment failure,

inadequate capacity, system overload, excess traffic, human error, malicious actions

or for any other reason whatsoever; (iv) any Program preemptions (national and/or

local, including, without limitation, the market in which You reside) and/or alternate

airdates and times, if any, of any fully or partially pre-empted episodes which alternate

airdates (if any) may or may not be announced in advance and may or may not draw

the same number of viewers as the originally scheduled date and time; and/or (v) the

negotiation or execution of this agreement, including but not limited to, any claims

based upon allegations of duress, undue influence or the like.

You understand and agree that all rights You may have under Section 1542 of the

California Civil Code and any similar law of any state or U.S. territory, any similar

federal law, or any similar common law or principle of similar effect, are hereby

expressly waived. You acknowledge and understand that said section reads as

follows:

“A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE

CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER

FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY

HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH

THE DEBTOR.”

You acknowledge that You may hereafter discover claims in addition to the ones

released in this agreement, and You hereby expressly release PRODUCER from any

such unknown and/or unsuspected claims.

You understand that nothing shall require PRODUCER or TFK to include You, anyone

affiliated with You or the Content in any Program or to broadcast or otherwise exhibit

the Program(s) in any media and that all such matters are within PRODUCER’S sole

discretion. You acknowledge that, in the event of a breach of this agreement by

PRODUCER or any third party, the damage, if any, caused to You thereby will not be

irreparable or otherwise sufficient to entitle You to seek or obtain injunctive or other

equitable relief. You acknowledge that Your rights and remedies in any such event will

be strictly limited to the right, if any, to recover damages in an action at law, and You

will not have the right to enjoin the production, exhibition, distribution or any other

exploitation of the Programs, the Content or any allied rights granted herein with

respect thereto, nor to revoke or otherwise impair any of the rights granted to

PRODUCER herein.

(i) You represent and warrant that the events in the Content purport to be

spontaneous and not staged. If the events in the Content are not spontaneous

or were staged, You will provide circumstances surrounding the events in the

video in a separate document.

(ii) You affirm that You have never submitted nor granted any right to the

Content to any other television or media entity, any website or internet service

or operator/provider or to any third party, except, that to the extent You have

submitted the Content to such a third party, You will provide PRODUCER with

detailed information in a separate document.

You represent and agree that from the date of Your submission of the Content to

TFK, You shall not ever submit, or attempt to grant any rights in or to the

Content, to any other party including without limitation, any television or media

entity, except by private transmission to Your family solely for their own private

use with no other rights granted to the Content, and except to social media sites

(e.g., YouTube and Facebook) for the sole purpose of posting on such social

media site with no other rights in the Content granted to such site, and subject

to PRODUCER’s rights to remove or have removed the Content pursuant to the

Rules. If requested by PRODUCER, You will use Your best efforts to remove the

Content (and revoke or rescind any rights to the Content previously granted)

from any other website or television program or any other media outlet or where

You are aware that the Content is posted. You have not and agree not to take

any action that will impair the rights granted to PRODUCER. You acknowledge

and agree that PRODUCER or TFK may at any time eliminate or disqualify any

Content from any use based on rights previously granted or prior exhibition.

You represent and warrant that You have not violated and will not violate any

provisions of Section 507 of the Federal Communications Act which makes the

acceptance of payment of money or other consideration for the inclusion of

matter

in a program a criminal offense in violation of Section 507.

You represent and warrant that:

(1) a) You are the sole and exclusive owner of the Content because (i) You shot the

Content or (ii) You are the submitter of the Content and the shooter of the Content has

transferred all copyright in the Content to You; b) You have the full right and authority to

enter into this agreement and to grant all rights granted herein; and c) You have not

granted to any third parties any rights to the Content except as specifically disclosed in

writing in this Release or as disclosed in writing to PRODUCER and You agree that You

will not take any action to impair the rights You are granting hereunder;

(2) the making, exhibition, distribution and/or other exploitation of the Content in

connection with any Program(s) does not violate or infringe the rights of others or

constitute a defamation or invasion of Your or their privacy or right of publicity;

(3) You have not falsely identified any individual involved in the shooting of the Content

or any individual whose appearance or voice is incorporated in the Content;

(4) You have obtained all necessary consents and permissions required for PRODUCER

to exploit the rights granted to it hereunder including, inter alia, any and all intellectual

property rights of third parties, all personal appearance/privacy consents and or releases

of anyone identifiable in the Content, all location rights and/or releases, and any other

rights and/or releases necessary for PRODUCER to fully exploit the rights granted

hereunder (excluding any music owned by any third parties, if any) and that all executed

third party consents and/or releases which You provide to TFK contain true and accurate

contact information for the signing party(ies) and have been actually signed by the legal

owner of the rights being granted hereunder pursuant to such consents and/or releases;

and

(5) the Content and its use by PRODUCER does not fall under the jurisdiction of any

guild or union (for example, the DGA, SAG-AFTRA, the WGA, etc.).

You hereby agree to indemnify, defend and hold PRODUCER and its subsidiaries,

parents, affiliates, licensees, grantees, successors and assignees, the Program(s)

broadcasters, CW, their respective parent, subsidiary and affiliated entities and

the respective officers, directors, employees and representatives of each of the

foregoing entities, companies, and organizations and any and all other related

person(s) or entity(ies), harmless against any and all losses, claims, debts,

demands, liabilities, attorneys’ fees and expenses, and all other damages or costs

arising from or related to: a) any breach of the representations or warranties made

herein or the falsity of any of such representations or warranties, including,

without limitation, any and all claims by third parties that their signature(s) has or

have been forged or otherwise obtained by any improper means; b) the use by

Releasees of any of the rights and permissions You have granted herein; c) and

any act or omission by You in connection with Your submissions or application

for or an appearance in the Program.

You represent that You are not (and to the best of Your knowledge, that any person

appearing in the Content is not) a candidate for public office and will not become such a

candidate for Eighteen months from the date You submit the Content.

You understand and agree that PRODUCER may assign its rights hereunder in whole or

in part to any person, firm or corporation, and such rights may be assigned again by any

assignee thereof. You understand and agree that You may not grant or purport to grant

to any third party the rights granted to PRODUCER under this Release. This Release

will be governed by and construed under and in accordance with the laws of the State of

California. Except for certain types of disputes described in the arbitration section of the

and state courts of the State of California located in the County of Los Angeles, in

connection with any lawsuit, action or proceeding arising out of or related to this

agreement, the use of the Content, and/or to any rights granted hereunder

You agree to execute any additional documents which PRODUCER may from time to

time submit to You to evidence, establish, maintain, protect, enforce or defend

PRODUCER’s exercise and full exploitation of any of the rights You have granted herein

including without limitation, all right, title and interest in and to the Content or any portion

or element thereof. If You fail to execute and deliver such documents, IT NO WAY

INVALIDATES THE RIGHTS GRANTED HEREIN and further, You hereby appoint

PRODUCER as Your attorney-in-fact, with full right of substitution and delegation, to

execute any such documents in Your name and on Your behalf to effectuate the purpose

of this agreement, such power being irrevocable and coupled with an interest.

You shall be responsible for and warrant that You will pay all local, state and federal

taxes in connection with any compensation paid to You, if any, in connection with the

Program(s). You release PRODUCER, TFK its, licensees, successors and assigns from

all liability for any such taxes. You may deduct or require payment of any such tax

before delivery of any compensation paid to You, if any.

This agreement constitutes the entire understanding between You and PRODUCER,

and supersedes all prior negotiations, understandings and agreements, whether written

or oral, pertaining hereto and cannot be modified except in a written document signed by

PRODUCER and You. Any waiver of any term of this agreement in a particular instance

shall not be a waiver of such term for the future. If any provision, term or condition of this

agreement is held invalid or otherwise unenforceable, the validity and enforceability of the

remaining provisions, terms and conditions shall not be impaired thereby. This agreement

may be executed in any number of counterparts, each of which when so executed and

delivered shall be deemed to be an original and all of which taken together shall

constitute one and the same instrument, respectively.

You declare under penalty of perjury under the laws of the State of California and of the

United States that all statements made by You in this agreement are true and correct,

that the name below is Your legal name, and that the signature below is Your legal

signature.

You understand and are bound by all terms contained in this agreement. Further, You

understand that neither PRODUCER nor TFK would further evaluate the Content without

this agreement and that should PRODUCER or TFK include the Content or any portion

thereof in any Program(s) or exercise any other rights granted hereunder, it will be doing

so in reliance on this agreement.

(A MINOR OWNER MUST BE AT LEAST 13 YEARS OF AGE)

IF YOU, THE OWNER OF THE CONTENT, ARE BETWEEN 13 AND 18 YEARS OF

AGE, YOU MUST HAVE YOUR LEGAL GUARDIAN READ AND AGREE TO THE

FOLLOWING:

I, the parent or legal guardian (referred to as “I” or “Guardian”) represent and warrant

that I am either: (i) the parent (with sole or shared custody, as applicable) or (ii) the legal

guardian of the minor child (the “Minor”) (who is a User of the Services) and that I have

the legal capacity to enter into irrevocable, binding agreements on behalf of the Minor. I,

both individually and on behalf of the Minor and as the Minor’s parent or legal guardian,

agree to be bound by all of the provisions of this agreement. As a material part of the

consideration inducing PRODUCER to enter into the foregoing agreement with the Minor

for use of the Content and the possible benefits arising therefrom, I hereby: ratify and

approve each and all of the terms, conditions, rights, indemnities, releases and

obligations contained in the agreement; agree to attempt to secure and to do nothing

directly or indirectly to hinder or prevent the full performance thereof by the Minor;

consent to the use of Minor’s name, likeness, and voice as provided in the agreement, in

and in connection with the production, distribution, exhibition, exploitation and promotion

of the Program; and irrevocably guarantee and warrant that Minor will not disaffirm or

disavow the agreement on the grounds that Minor is a minor at the date of the execution

thereof, or on any other similar grounds.

This guarantee shall be applicable as well to any modification, amendment, extension,

renewal or substitution of the agreement, and to the agreement as modified by any

waiver. If PRODUCER elects to seek Court approval of this agreement, I, in

consideration of the execution of the agreement by PRODUCER, further agree to

cooperate with PRODUCER to secure the approval, by a Court of competent jurisdiction,

of the agreement. I agree to indemnify and hold the Releasees (as defined in the

agreement) harmless from and against any and all claims, liabilities, costs or expenses,

including attorneys’ fees which may arise from the breach or alleged breach by Minor or

Guardian of the foregoing.

THE PARENT OR LEGAL GUARDIAN OF THE MINOR SUBMITTING THE CONTENT

HAS READ AND AGREES TO THE FOREGOING.

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While You may be requested to complete additional documents in connection

herewith, any failure to complete such documents as so requested by PRODUCER

or its associates in no way limits, voids, relinquishes, modifies, or diminishes the

rights herein granted.

THIS IS A LEGAL DOCUMENT. YOU AGREE THAT, SUBJECT TO THE TERMS

HEREIN, YOU ARE EXCLUSIVELY TRANSFERRING ALL YOUR RIGHTS IN THE

SUBMITTED CONTENT TO THE PRODUCER OF TOTALLY FUNNY KIDS, ITS

PARENTS, AFFILIATES AND/OR ASSIGNS, IN PERPETUITY, IN ALL MEDIA,

THROUGHOUT THE UNIVERSE.

By clicking “SUBMIT” You agree that You have read the above and agree to the

terms therein.