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User & License Agreement By accepting this User & License Agreement you agree to the following IPL Terms (below) and the sites Privacy Policy and Terms & Conditions --------- Intellectual Property License Terms (“IPL Terms”) V 1.1-LL:5-6-09 These IPL Terms are binding terms that apply to any Intellectual Property provided by you. Section 1 – Definitions: 1.1: “SOT” refers to State of Tomorrow, LLC, a California Limited Liability Company with a business address of 1922 Purdue Avenue, Los Angeles, California 90025, as well as its affiliates, parents and subsidiaries. 1.2: “A Story Magazine” is a printed magazine of which SOT is the current publisher. 1.3: “A Story Website” is a website, currently located at www.astoryontheweb.com, of which SOT is the current publisher. 1.4: “PSUN” refers to Pacific Sunwear of California, Inc., a California corporation having a business address of 3450 East Miraloma Avenue, Anaheim, California 92806, as well as its affiliates, parents and subsidiaries. 1.5: “Intellectual Property” or “IP” herein refers to anything that contains or has intellectual property associated with it, including but not limited to photos, music, written material, video, audio-visual materials, and the like. 1.6: “IP Rights” herein refers to, with regard to an item of Intellectual Property, all intellectual property rights arising under US law or the laws of any other country or jurisdiction, in, from, associated with, or required to exploit that item of Intellectual Property, including but not limited to rights to copy, reproduce, modify, distribute, license, sell or otherwise exploit such. Such IP Rights include but are not limited to all copyrights (including future copyright), patents, inventions, registered and unregistered trademarks, registered designs, tradenames, personal appearance rights, moral rights, or the like. 1.7: “Licensed IP” refers to any Intellectual Property you provide to SOT subject to these IPL Terms, whether you provide directly, through upload via the A Story Website or other website, or through other means. Section 2 – License and Related Terms: 2.1: You hereby grant to SOT a royalty free, fully-paid up license of all IP Rights to the Licensed IP for purpose of a) inclusion in the A Story Magazine and/or A Story Website, and b) for the promotion, marketing, advertising and distribution of the A Story Magazine or A Story Website. Among the IP Rights you are granting, you are granting to SOT the right to credit you and publish a biography (that either you submit, have approved, or have previously made public) of you in conjunction with the Licensed IP. SOT may assign these rights in conjunction with any sale or license of the A Story Magazine and/or A Story Website. Section 3 – Representations; Warranties and Indemnifications: 3.1: You represent and warrant i) that you have all the IP Rights to the Licensed IP, ii) the Licensed IP does not infringe on any of the rights of any third party, iii) that you are able to comply with the terms of this agreement without conflict with any third party and iv) that any Intellectual Property you provide to SOT are free of viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware. 3.2: You hereby agree to indemnify, defend and hold harmless SOT and its clients (including PSUN), and its officers, directors, employees, contractors and agents (collectively, the "SOT Indemnities"), from and against all losses and claims which shall be asserted against, imposed upon or incurred by the SOT Indemnities or any member thereof, directly or indirectly, or in any way attributable to any claim, judgment or adjudication that i) any use of any of the Licensed IP infringes any patent, copyright, trademark, trade secret, rights of publicity or privacy, or any other proprietary right of any third party, ii) that the Licensed IP is libelous or slanderous, iii) that the Licensed IP constitutes a false, deceptive, or misleading description, depiction or comparison of any products or services, or iv) arising from any breach of the representations or warranties by you. Accept the User & License Agreement
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