ADDICTIVE CONTENT
Non-Exclusive Content License Agreement

By downloading or accessing this content you agree to the following terms and conditions concerning its use. Addictive Content, LLC ("Licensor") has granted to you (the "Licensee") a non-exclusive license to use the Content you have accessed for the sum you and Licensor have agreed and, intending to be legally bound, agree as follows: ("Licensee").

1.GRANT OF LICENSE.
Licensor owns all right, title and interest in and to the Content, including all intellectual property rights. Strictly in accordance with the terms and provisions of this Agreement and subject to receipt of the license fees which must be received by Licensor in advance, Licensor grants to Licensee a non-exclusive, non-assignable limited license to electronically publish and display the images contained in said Content on website(s) owned and/or controlled by Licensee residing at the Licensee's URLs which must be approved by Licensor. Any attempt to use Licensor's content on any website or at any URL for which Licensee does not have written authorization to use the content shall be invalid and shall be a breach of this license agreement invalidating all rights to use the Content. Licensor makes no representations of ownership as to any technology Licensee may employ to publish the Content electronically and Licensee represents and warrants that Licensee owns, or has licensed, all technology Licensee may employ to exhibit, exploit or utilize the Content. Licensor will merely allow such content to be available on Licensor's website for use by Licensee upon payment of the License fees. Licensor acknowledges that said License fees are calculated on the basis of bandwidth usage. In the event that Licensee shall exceed Licensee's allotted monthly bandwidth then Licensee shall be billed for the excess bandwidth used over the Bandwidth Allotment retroactively to the beginning of such excess usage ("Bandwidth Overage"). The Bandwidth Overage shall be billed at the higher level of usage that includes such Bandwidth Overage according to Licensor's published License rates then in effect and shall continue at that higher level of usage until Licensee's bandwidth usage drops down to a lower level of usage and remains at that lower level for a minimum of two consecutive months. Licensee is not permitted to re-sell, redirect, sublicense, rent, network, lend or trade the Content, or any portion thereof, nor publish, display or distribute the images via any physical method without the express written consent of Licensor. Licensor retains all title and ownership to the Content at all times. Licensee may not alter the Content to make it appear as if it had been copyrighted by anyone other than Addictive Content or its assignees. Licensee may utilize limited images from the Content to market and promote Licensee's own websites. In this connection, Licensee may copy, crop, resize, rename or compress limited individual images from the Content to accomplish this purpose. Licensee acknowledges that use of the Content, other than as expressly provided herein, is unauthorized and may constitute a serious crime, may expose Licensor to both civil and criminal liability, injunctive relief, punitive damages and attorneys' fees pursuant to statute, this Agreement or any other rights that Licensor may have. In addition to, and not in substitution for, all other rights Licensor may have, Licensor shall also have the right to seek injunctive relief. All rights not expressly granted to Licensee under this Agreement are reserved to Licensor.

2. TERMINATION OR REVOCATION OF LICENSE.
Upon payment of the license fees, and so long as Licensee is not in violation of this Agreement and the License has not been revoked, Licensee shall have the right to exploit the Content for use on the websites for which this License was granted and not elsewhere. In the event that Licensee violates any term or provision of this License, this License shall automatically immediately terminate without additional notification from Licensor. In the event that Licensor revokes this License for any reason, or it terminates automatically by reason of Licensee's breach of the terms and provisions of this Agreement, Licensee shall return all copies of the Content that Licensee may possess in tangible form and electronically erase all Content from any computer's fixed or portable media or drives containing any such Content, including, but not limited to, any images that may have been used for marketing and promotional purposes.

3. MISCELLANEOUS PROVISIONS.
This Agreement contains the entire understanding of the parties superseding any prior or contemporaneous oral or written agreements between the parties relating to the subject matter of this agreement. This Agreement may only be modified by written instrument, expressly represented as a modification of this Agreement and signed by both parties. This Agreement shall become fully effective and binding upon all parties upon the earlier of either of the following events:
a. actual or facsimile signatures of Licensee and Licensor on this Agreement, or on any counterpart pages; or
b. use of the Content by Licensee in any fashion, including, but not limited to, creating any link from any Licensee website to Licensor's Content.

4. REPRESENTATIONS AND WARRANTY.
Licensor hereby represents and warrants that it owns all of the images comprising the Content and all goodwill associated with such content, that all persons depicted therein were 18 years old at the time such persons were photographed for inclusion in the Content, and that all records that are required to be maintained in accordance with 18 U.S.C. §2257 are kept by the Custodian of Records, Addictive Content, LLC, Suite 100, 81 Big Oak Rd., Morrisville, PA 19067. Licensee hereby represents and warrants that it will not use the Content, or any portion thereof, except as expressly authorized herein. Licensee further represents and warrants that it is familiar with all laws of each locality where Licensee intends to exhibit or publish the Content and that all such exhibition or publication shall be in strict conformity to all local law. Licensee agrees to indemnify, defend and hold Licensor harmless, including payment of Licensor's reasonable attorneys' fees, from any claims, suits, demands, losses or liabilities, direct or indirect, arising from, or by reason of, any breach of the foregoing sentence or arising from, or by reason of, any breach of any other representation or warranty of Licensee contained in this Agreement.

5. SEVERABILITY AND WAIVER.
If any provision of this Agreement shall be held to be invalid or unenforceable by any court or tribunal for any reason, all remaining terms and provisions of this Agreement shall continue as valid and binding. To the extent that any term or provision found to be invalid or unenforceable can be modified so that it may rendered or deemed valid and enforceable then, in such event, the parties hereto agree to modify this Agreement the minimum amount necessary or required so as to validate the particular provision and render or deem it enforceable. The failure of either party to enforce any provision of this Agreement shall not be construed as a waiver or limitation of that party's right to subsequently enforce and compel strict compliance with that or any other provision of this Agreement.

6. APPLICABLE LAW.
The laws of the Commonwealth of Pennsylvania shall govern this Agreement without giving effect to Pennsylvania's conflict of laws provisions. Any claim for damages or for injunctive relief relating to any provision of this Agreement shall be brought in, and only in, the state or federal courts of Philadelphia, Pennsylvania or Bucks County, Pennsylvania.

The parties hereto, for good and valuable consideration, receipt and sufficiency of which is hereby acknowledged, intending to be legally bound, agree to the terms and conditions of this Agreement as of the day and date Licensee first uses or makes available the Content on any website owned by Licensee.