6. CONSIDERATION: All royalties received on behalf of Licensee shall be automatically parsed and wire-transferred within 24 hours into the following bank accounts at the following indicated percentages, which must add up to 100 percent:
7. EXPRESS WARANTIES: Licensee warrants that it will not enter, or allow to be entered, any ABA-Account number that is not the verifiable Person, Company or Entity (at MID's discretion) that actually performed the stipulated service for the Picture. In the event Licensee does not know the ABA-Account Number, or any other data, Licensee agrees to re-submit this form with such data as soon as possible. It is expressly agreed that payment to Licensee, and all other Persons, Companies and Entities in connection with the Picture, will be withheld, without interest or recourse from same, until all of the elements of the above form are completely and accurately filled out.
8. DISTRIBUTION FEE: Licensee hereby authorizes MID to deduct a 25% distribution fee from the gross royalties received, such distribution fee includes all expenses in connection with the Internet distribution of the Picture.
9. PURCHASE RIGHTS: Customers that MID shall distribute the Picture to shall have the right to retain the Picture in perpetuity on one hard drive (or recording device such as a DVD, JAZ drive or video tape) at a given time. Licensee acknowledges that Customers downloading the Picture cannot be required to "return" it, therefore MID agrees to include with said downloaded Picture code which will prevent copies from being made.
10. PIRACY: Licensee and MID acknowledge they recognize that marketing the Picture over the Internet and/or to global markets may result in copyright infringement and/or piracy and accordingly, both parties shall indemnify and hold each other harmless in the event of such occurrence.
11. BANDWIDTH PROVISIO: MID agrees to place Licensee's Picture on the Internet under any (virtual) domain owned or authorized by MEC and make such available for downloading and/or streaming Customers who pay by credit/debit card, or otherwise, as soon as sufficient bandwidth is generally available.
12. AUDIT RIGHTS: MID grants Licensee audit rights for all financial transactions relating to the Picture at times mutually convenient to the Parties. Licensee grants MID the right to verify the correctness of any Person, Company or Entity which is entitled to automatically parsed royalties relating to the Picture at times mutually convenient to the Parties. Further, any Person, Company or Entity who is entitled to receive automatically parsed royalties hereunder, shall have the right to review this Distribution Agreement, and all consideration stipulated, at times mutually agreeable to the Parties.
13. CANCELLATION: MID retains the right to cancel this Agreement for any reason provided any sums owed Licensee are paid in full. Upon said cancellation, all rights granted to MID hereunder shall revert to Licensee.
14. BINDING CONTRACT: Submitting this Agreement over the Internet, whether filled out in full or in part, shall be binding upon the Parties hereto as well as their successors, representatives and assigns. This Agreement supersedes and replaces any former agreements whether expressed or implied, between the Parties hereto as such pertain to the subject matter hereof. Before submitting this Agreement, Licensee acknowledges that s/he printed out a copy.
Dated:
In consideration for the benefits or royalties described herein, Licensee agrees and accepts this Agreement and warrants that all information submitted hereby is true and correct.