Instant Press Co. Service Agreement This Agreement is entered into between Instant Press Co. and the person whose name appears on this page (“Client”). Company and Client are each referred to as a “Party” and collectively as the “Parties.” Company agrees to provide the services to Client that are listed on the invoice attached to this Agreement (“Work Order”) (the “Services”). Client agrees to provide all necessary information, materials, and access required for the completion of the Services in a timely manner. Client acknowledges and agrees that Company’s performance is dependent on Client's timely and effective satisfaction of Client's responsibilities under this Agreement and pursuant to the applicable Work Order, and timely decisions and approvals of Client in connection with the Services. Company shall be entitled to rely on all decisions and approvals of Client. If Company’s performance of its obligations under this Agreement or any Work Order is prevented or delayed by any act or omission of Client or its personnel, Company shall not be deemed in breach of its obligations under this Agreement or otherwise liable for any costs, charges, or losses sustained or incurred by Client, in each case, to the extent arising directly or indirectly from such prevention or delay. Client agrees to pay Company the fees and follow the payment terms indicated on the Work Order as consideration for the Company’s provision of the Services. By making payment, Client acknowledges acceptance of all terms in this Agreement. Payment shall be made upfront before commencement of work. If Company incurs any costs, expenses, or fees, including reasonable attorney’s fees and professional collection services fees, in connection with the collection or payment of any amounts due under this Agreement, Client shall reimburse Company for all such costs, expenses and fees. Client represents, warrants, and covenants that: it has the necessary power and authority to enter into this Agreement; it owns or has secured written authorization to produce, display, distribute, sublicense, and exploit all Client Materials (defined below) provided to Company for use in the Services; all factual claims made are accurate and not misleading; the Client Materials are not being provided in furtherance of a criminal act or enterprise; any commercial offers made are in good faith; the Client Materials do not contain any libelous, obscene, or pornographic material, nor do the Client Materials violate the right of privacy or the right of publicity of any third party; the Client Materials do not infringe upon any third-party copyright, patent, trade secret, or trademark rights nor misappropriate the property of third parties; and all provided elements and the overall impression made by them together are compliant with all applicable rules for fair advertising, including those of the Federal Trade Commission and any other applicable regulator. “Client Materials” shall be defined as all materials supplied by Client to Company for display or use in connection with the Services, including, without limitation, text, content, audio and/or visual works, photos, and brand materials such as trade names, service marks, or logos owned or licensed by Client including all copyrights and trademark rights vested therein. Client hereby grants Company a perpetual, worldwide, royalty-free, nonexclusive, freely transferable, irrevocable license to use, execute, reproduce, transmit and display the Client Materials incorporated into, made a part of, or necessary for the use of, any of the Services. The foregoing license shall be freely assignable. To the extent that any Third Party IP (defined below) is incorporated into the Client Materials, then Client shall obtain all releases, licenses, permits, and other authorizations as are necessary to enable Company to use any Third Party IP incorporated into the Client Materials. “Third Party IP” shall be defined as all copyrights, trademarks, trade names, service marks, and/or other intellectual property developed or created by anyone other than Company or Client. Client shall defend, indemnify and hold the Company and its parents, subsidiaries, related entities, subcontractors and affiliates, and each of its and their respective officers, directors, employees, agents, successors, and assigns (each, a “Company Indemnitee”) harmless against any and all claims, damages, losses, liabilities, obligations, costs and expenses, including, without limitation, reasonable attorneys’ fees, incurred by such Company Indemnitee resulting from any action by a third party that arise out of or result from, or are alleged to arise out of or result from, the use of Client Materials or information (including any documents, data, specifications, software, content, or technology) or arising out of or based upon any material breach of any of Client’s representations, warranties, covenants or obligations under this Agreement or any negligent, reckless or willful misconduct of Client. Company grants Client an irrevocable, perpetual, sublicensable, worldwide, transferable, royalty-free, fully paid-up license to use, copy, modify, create derivative works of, distribute, and make any use, whether internal or commercial, of the deliverables produced as part of the Services upon payment in full. All right, title, and interest in and to the Instant Press Co. platform and all documents, specifications, data, know-how, methodologies, software, and other materials (“Company Materials”) made available to the Client during the Term, including but not limited to proprietary tools, remain the sole property of the Company. Client has no right or license to reproduce or use any Company Materials. All rights in and to the Company Materials are expressly reserved by the Company. All other pre-existing intellectual property remains the sole property of each respective Party. Any information or data that Client provides Company is subject to Company’s Data Privacy Policy. Except as otherwise permitted in the Data Privacy Policy, each Party shall safeguard the other Party’s data with the same care and security measures that it uses for its own sensitive data. Client shall not, and shall not permit any other person to, access or use the Services or any of the Company provides or Company Materials except as expressly permitted by this Agreement. The initial term of this Agreement begins on the Effective Date of this Agreement and remains in full force and effect for one (1) month from the Effective Date, unless earlier terminated as provided in this Agreement. The Agreement automatically renews at the end of each month for an additional one-month period unless terminated by either Party per the terms of this Agreement. The entire term of this Agreement as renewed or extended is the “Term.” Either Party may terminate this Agreement for any reason prior to the end of the Term by providing 10 days’ written notice to the other Party. Until the effective date of termination, Company will continue to provide the Services. The Agreement may be terminated immediately by written consent of both Parties. Either Party may terminate this Agreement immediately if the other Party breaches the terms of this Agreement and, if such breach is able to be cured, such breach is not cured within 10 days’ notice of such breach. The Company offers a subscription-based service business focused on forging long-term relationships with PR agencies. As such, if the Client is not satisfied with Company’s service, the Client may request a refund of any and all subscription fees paid in the last year less fees proportionate to the Services performed in the last year, as determined at the sole discretion of Company (“Refund”). Upon signing a cancellation agreement, the Company shall promptly issue the Refund to the Client. Both Parties agree to maintain the confidentiality of any proprietary, sensitive, or private information exchanged during the Term. Client agrees not to disclose details of this Agreement or work product to external parties without Company’s written consent. Client agrees not to make any disparaging statements about Company or any of Company’s employees or affiliates in relation to this Agreement or the Services. Client acknowledges that it has read and understands the Company’s Community Ethics Guidelines which are published on the Company’s website, updated from time to time, and referenced on the Company website (“Guidelines”). Client agrees to abide by the Guidelines in all of Client’s interactions with Company and Company’s employees, affiliates, partners, and agents. Client also acknowledges that the Company reserves the right to terminate this Agreement and/or remove or abridge any article submitted by Client should the Company determine in its sole discretion that the Guidelines have been or would be violated. Moreover, Company’s publishing partner(s) may take such actions as they deem appropriate in their sole discretion.