This agreement ("Agreement") is a legal agreement between you ("User") and WittyLittleKids.com, a California corporation that (i) creates, produces and distributes entertainment content (as used herein, "content" shall include, without limitation, audio, visual, audiovisual, text and other elements and materials, in any media or format now known or hereinafter devised, whether physical, electronic, digital, analog or otherwise), (ii) offers users the opportunity to participate in community media applications by submitting (e.g., "uploading") content wholly- owned and/or controlled by such users (the "User Materials," as further defined below) to the wittylittlekids.com website or any successor(s) thereto and/or assigns thereof (the "Wittylittlekids Site(s)") so that such User Materials can be distributed to the general public via the Wittylittlekids Site and any licensees or sublicensees thereof; and (iii) offers social networking services that allow registered members to create unique personal profiles online in order to find and communicate with old and new friends (collectively, the "Services").

For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree that User's use of the Services, whether as a registered member ("Member") or unregistered visitor, is subject to the following Terms and Conditions:

1. License

By using the Service and/or by becoming a Member, User acknowledges that Wittylittlekids reserves the right to change and or edit the content up uploaded videos. Voice over effects and or title may be added to any uploaded videos.

User hereby grants to Wittylittlekids a worldwide, royalty-free, non-exclusive license to do the following things in perpetuity:

1. to prepare and encode User Materials, or any portion thereof for electronic, digital and/or other transmission, manipulation and exhibition in any format and by any means now known or hereafter devised;
2. to display, copy, reproduce, create derivative works of, exhibit, publicly perform, broadcast, rebroadcast, transmit, retransmit, promote, distribute through any means (including electronic, analog and digital), and publish and/or otherwise exploit, any or all of the User Materials, including any portion thereof, and to include any such materials in compilations or other works, by any and all means in all media now known or hereinafter created, anywhere in the world, and for any purpose (for avoidance of doubt, the rights granted to Wittylittlekids hereunder include the rights to make User Materials available on Wittylittlekids Site(s), third-party websites and electronic devices);
3. to modify, adapt, change or otherwise alter and create derivative works of the User Materials and use the User Materials as described in Section 6(b); and
4. to license and/or sublicense to any third party any of the foregoing rights in the User Materials, or any part or element thereof, subject to the terms and conditions of this Agreement.
5. User hereby disclaims any and all right, title, or interest in any and all material with which User Materials may be combined or into which all or any portion of User Materials may be incorporated. As used in this Agreement, the term "User Materials" means User's content, photographs, videos, audio, comments, written work, name(s), trademarks, trade names, likenesses, biographical materials, artwork, liner notes, and other graphical or textual materials that User uploads, submits or otherwise provides to Wittylittlekids, and any and all computer-generated images or other artwork or images that User submits to Wittylittlekids. User acknowledges and agrees that all right, title and interest (including, without limitation, copyright, trademark and other intellectual property rights) in and to any and all content, elements and materials created by or for Wittylittlekids incorporating all or any portion of the User Materials shall be exclusively owned and controlled by Wittylittlekids.
2. User Conduct

User agrees to act responsibly in a manner demonstrating the exercise of good judgment. For example and without limitation, User agrees not to: (a) violate any applicable law or regulation, (b) submit any materials prohibited under Section 12(f) of this Agreement, (c) infringe the rights of any third party, including without limitation, intellectual property, privacy, publicity and/or contractual rights, (d) use the content and information available through Wittylittlekids's Service for any unauthorized purpose, (e) interfere with or damage Wittylittlekids's Service, including, without limitation, through the use of viruses, cancel bots, Trojan horses, harmful code, flood pings, denial of service attacks, packet or IP spoofing, forged routing or electronic mail address information or similar methods or technology, (f) use Wittylittlekids's Service to transmit, distribute, post or submit any information concerning any other person or entity, including without limitation, photographs of others, personal contact information or account numbers, or any defamatory materials of any kind, except where User has obtained express permission from such other person or entity in connection with any of the foregoing, (g) use Wittylittlekids's Service in connection with the distribution of unsolicited commercial e-mail ("Spam") or advertisements, (h) "stalk" or harass any other user of Wittylittlekids's Service, (i) collect or store any information about any other user other than in the course of the permitted use of Wittylittlekids's Service, (j) use Wittylittlekids's Service for any commercial purpose whatsoever (including, without limitation, to advertise, market, promote, sell or otherwise exploit any product or service), (k) sell or otherwise transfer any User information (e.g., user profiles) or other user's User Materials); or (l) assist any third party in doing any of the foregoing. User is solely responsible for User's interactions with other users of Wittylittlekids's Service. Wittylittlekids will not be responsible for any damage or harm resulting from User's interactions with other users of Wittylittlekids's Service. Wittylittlekids reserves the right, but shall have no obligation, to monitor interactions between User and other users of Wittylittlekids's Service and take any action in good faith to restrict access to or the availability of any material that Wittylittlekids or another user of Wittylittlekids's Service may consider to be obscene, lewd, defamatory, lascivious, filthy, excessively violent, harassing or otherwise objectionable. User's Wittylittlekids member profile may not include the following items: telephone numbers, street addresses, last names, and any photographs may not contain nudity, violence, or offensive subject matter. Information provided by other Wittylittlekids Members (for instance, in their Profile) may contain inaccurate, inappropriate or offensive material, products or services and Wittylittlekids assumes no responsibility or liability for this material.

3. Privacy

Wittylittlekids's Service is designed to allow users to post content (e.g., photographs and information about themselves) for public review and comment, both in public forums and with private messaging. Accordingly, by submitting User Materials and/or any personal information to the Wittylittlekids Site(s), User thereby waives any and all privacy expectations (including the privacy expectations of any other individual who appears in the User Materials or otherwise) with respect to Wittylittlekids's use of the User Materials. If User chooses not to have his/her content, picture, video, or any other personal information about themselves viewable by a global audience, User should not use Wittylittlekids's Service. Wittylittlekids may collect certain other personal information from User that is not displayed on the Wittylittlekids Site(s). Wittylittlekids does not intentionally transfer this information to unaffiliated third parties without User's consent, however, Wittylittlekids reserves the right to transfer such information without User's consent to (i) prevent an emergency, (ii) protect or enforce Wittylittlekids's rights, and/or (iii) protect or enforce the rights of a third party or in response to a court order or subpoena as otherwise required or permitted by law. Wittylittlekids also reserves the right to transfer such data to third-party service providers who help maintain the Wittylittlekids Service(s).

4. Name and Likeness

User hereby grants to Wittylittlekids

1. a perpetual, worldwide, royalty-free, non-exclusive license to use: (i) User's name(s), photograph and/or likeness(es) and biographical materials; and (ii) any other individual's name, photograph and/or likeness and biographical materials, where such other individual appears in the User Materials, in connection with the distribution, exploitation, promotion, marketing and advertising of the User Materials, as described hereunder, during the Term.
2. User also agrees not to assert any privacy, publicity, moral or similar rights held by User (and to the extent any other person(s) whose name(s), photographs and/or likeness(es) and/or performances are embodied in the User Materials, User represents and warrants that it has obtained all necessary consents from such third parties consistent with the full scope of rights granted to Wittylittlekids pursuant to this agreement, and User agrees that such persons shall not assert of any intellectual property, privacy, publicity, contractual, moral or similar rights, or make any claims that any User Materials are objectionable or otherwise defamatory) under the laws of the United States and any other country in connection with the exploitation of such materials as described hereunder.
5. THIRD PARTY CONTENT:

The Wittylittlekids Site(s) may contain content from third parties ("Third Party Content"), either via the Wittylittlekids Service(s) or through links to third party web sites. Wittylittlekids does not control Third Party Content and makes no representations or warranties about it. User understands that by using the Service, he/she may be exposed to Third Party Content that is false, offensive, indecent or otherwise objectionable. Under no circumstances will Wittylittlekids be liable in any way for any Third Party Content, including, without limitation, any errors or omissions in any Third Party Content or any loss or damage of any kind incurred as a result of the use of any Third Party Content posted, stored or transmitted via the Wittylittlekids Service. User agrees to evaluate, and bear all risks associated with, Third Party Content, including without limitation, profiles of other users of our Service.

WITTYLITTLEKIDS DISCLAIMS ALL RESPONSIBILITY AND LIABILITY FOR ANY THIRD-PARTY USE OF THE USER MATERIALS MADE AVAILABLE ON THE WITTYLITTLEKIDS WEBSITE BY THE USER PURSUANT TO THE TERMS OF THIS AGREEMENT. USER SHALL BE SOLELY RESPONSIBLE FOR SEEKING RELIEF FOR ANY UNAUTHORIZED USE OF USER MATERIALS BY A THIRD-PARTY, AND NOT FROM WITTYLITTLEKIDS. THIS MEANS, AMONG OTHER THINGS, THAT IF ANOTHER PERSON OBTAINS USER MATERIALS FROM WITTYLITTLEKIDS (WHETHER OR NOT WITH WITTYLITTLEKIDS'S PERMISSION), AND USES THOSE MATERIALS IN A WAY NOT AUTHORIZED PURSUANT TO THE LICENSES GRANTED HEREUNDER, USER WILL SEEK REDRESS FROM THE OTHER PERSON AND NOT FROM WITTYLITTLEKIDS, AND THAT USER WILL NOT HOLD WITTYLITTLEKIDS RESPONSIBLE OR LIABLE FOR SUCH UNAUTHORIZED USE.

6. EXCLUSION OF DAMAGES:

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT (INCLUDING NEGLIGENCE) SHALL WITTYLITTLEKIDS, ITS OFFICERS, DIRECTORS, MEMBERS, PARENTS, AFFILIATES, SUBSIDIARIES, LICENSEES, ASSIGNS, SUCCESSORS, AGENTS, REPRESENTATIVES, EMPLOYEES OR LICENSORS BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES ARISING OUT OF AN ACTION UNDER CONTRACT, NEGLIGENCE OR ANY OTHER THEORY AND DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR OTHER PECUNIARY LOSS, INCIDENTIAL DAMAGES, CONSEQUENTIAL DAMAGES, PUNITIVE DAMAGES, EXEMPLARY DAMAGES), WHETHER OR NOT WITTYLITTLEKIDS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE USE OR PERFORMANCE OF THE WITTYLITTLEKIDS SITE(S) AND/OR THE SERVICES. IN NO EVENT SHALL WITTYLITTLEKIDS'S TOTAL LIABILITY TO USER UNDER THIS AGREEMENT FROM ALL CAUSES OF ACTION AND UNDER ALL THEORIES OF LIABILITY EXCEED $200. USER EXPRESSLY WAIVES ANY AND ALL RIGHT TO SEEK OR OBTAIN EQUITABLE OR INJUNCTIVE RELIEF RELATING IN ANY WAY TO THIS AGREEMENT, THE SERVICES AND/OR THE USER MATERIALS (INCLUDING, WITHOUT LIMITATION, WITH RESPECT TO ANY USE OF THE USER MATERIALS BY WITTYLITTLEKIDS). THE PARTIES ACKNOWLEDGE AND AGREE THAT WITTYLITTLEKIDS HAS ENTERED INTO THIS AGREEMENT IN RELIANCE ON THE LIMITATIONS OF LIABILITY SPECIFIED HEREIN, WHICH ALLOCATE THE RISK BETWEEN USER AND WITTYLITTLEKIDS, AND FORM THE BASIS OF THE BARGAIN BETWEEN THE PARTIES

7. Modification

Wittylittlekids reserves the right to amend the terms of this Agreement from time to time in its sole discretion and such modification shall be effective upon posting on the Wittylittlekids Site(s). User agrees to be bound to any changes to this Agreement when using the Service after any such modification is posted and the new terms of the Agreement shall govern all prior and future submissions of User Materials.