1. You grant to Company the irrevocable, freely assignable, perpetual, fully-paid and royalty-free right to publicly display, distribute, reproduce and/or otherwise use the Content worldwide for promotional and/or any other purposes, in edited or unedited form, in whole or in part, in any medium now in existence or hereafter devised. Without limiting the foregoing, you agree that Company shall have the right to (a) broadcast part or all of the Content over the Internet, (b) broadcast part or all of the Content at retail stores which sell any of Company's goods, and/or (c) make the Content available to others over the Internet or otherwise for further copying, broadcast and/or distribution. The foregoing constitutes a grant of rights to Company, but nothing herein shall obligate Company to use any Content. Company shall not return any Content, or any tape or other product embodying the Content, once submitted.
2. Neither you nor any person or entity depicted or referenced in the Content, or in any way involved in the creation or submission of the Content, shall receive any payment or other compensation from Company for your submission of the Content or for Company's subsequent use thereof. You acknowledge that you would receive personal satisfaction from Company's broadcast of the Content, which without limitation constitutes good and valuable consideration for rights granted to Company hereunder, the receipt and sufficiency of which is hereby acknowledged.
3. You represent and warrant to Company that:
   
   
   1. you are the individual submitting Content to Company;
   2. all information you provide to Company is true, complete and accurate in all respects;
   3. you have the sole and complete right, power and authority to grant rights to Company consistent with these Terms of Use;
   4. creation of the Content did not violate any law;
   5. the Content does not defame any person or entity;
   6. the Content does not harass or threaten any person or entity;
   7. the Content does not contain material that may be found offensive to any ethnic, racial or religious group;
   8. the Content does not include any advertisement or solicitation for any business other than Company;
   9. Company's use of the Content in accordance with these Terms of Use shall not infringe, dilute or otherwise violate the privacy rights, publicity rights, intellectual property rights, contractual rights, or other legal rights of any person or entity; and
   10. you have secured all consents, licenses and/or clearances of every kind necessary to grant rights to Company consistent with these Terms of Use including your representations hereunder.
4. You will submit the Content together with an executed "Video Submission Agreement;" provided, however, your failure to return to Company such executed agreement in no way relieves you of your agreement to comply with the terms thereof and/or of your acknowledgment of and agreement to comply with all Terms of Use set forth herein.
5. You shall indemnify, defend and hold free and harmless Company, and Company's members, officers, directors, employees and agents from and against any and all claims or liabilities, including without limitation attorneys' fees, arising out of or alleged to arise out of (a) any claim that the Content infringes, dilutes or otherwise violates the privacy rights, publicity rights, intellectual property rights, contractual rights, or other legal rights of any person or entity; and/or (b) your breach of any of your representations, warranties, covenants or obligations contained in the Video Submission Agreement and/or these Terms of Use.

1. an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
2. a description of the copyrighted work that you claim has been infringed;
3. a description of where the material that you claim is infringing is located on the Website;
4. your address, telephone number and e-mail address;
5. 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
6. a statement by you, made under penalty of perjury, that the above information in your written notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf.

Your written notice should be addressed to Company's Copyright Agent as follows, or by e-mail to :

Gregg Donnenfeld

Ecko Unltd.
40 West 23^rd Street, 6^th Floor
New York, NY 10010
(917) 262-1193

Be advised that if you knowingly misrepresent that any online material is infringing, you may be subject to heavy civil and/or criminal penalties, including without limitation monetary damages, court costs and attorneys' fees incurred by Company or any other person damaged as a result of the misrepresentation and/or Company's actions taken based thereon.