(b) Rights Are Clear: Licensor has obtained all clearances and paid all monies necessary for Jukin to exercise its exclusive rights hereunder and there will not be any other rights to be cleared or any payments required to be made by Jukin as a result of any use of the Images pursuant to the rights and licenses herein granted (including without limitation, payments in connection with contingent participations, residuals, clearance rights, moral rights, union fees, and music rights). Licensor has not previously entered into any other agreement in connection with the Images. All of the individuals and entities connected with the production of the Images, and all of the individuals and entities whose names, voices, photographs, likenesses, appearance, works, services and other materials appear or have been used in the Images, have authorized and approved Licensor’s use thereof, and Jukin shall have the right to use all names, voices, photographs, likenesses, appearance and performances contained in the Images in connection with the exploitation, promotion, and use of the Licensed Rights. It is expressly understood that Jukin has not assumed any obligations under any contracts entered into by Licensor.
Licensor agrees to complete all additional forms required by Jukin including, but not limited to, an additional signed license agreement, any additional information requested by Jukin relating to the Images or Materials, and the submitted Images in a format acceptable to Jukin, and must be able to grant to Jukin all rights set forth in such forms, including without limitation, the consent forms and/or other releases as required by Jukin (collectively, the “Releases”). Submissions by an eligible Licensor who is a minor in his/her state of residence will require minor’s parent or legal guardian to sign and return all required documents and Releases. For the sake of clarity, Jukin’s requirement related to completion of the Releases is not intended to, and does not, alter that exclusive ownership of the Images that is granted to Jukin upon the Licensor’s submission of the Images to Jukin.
(c) No Infringement: No part of the Images, any materials contained therein, or the exercise by Jukin of the Licensed Rights violates or will violate, or infringes or will infringe, any trademark, trade name, contract, agreement, copyright (whether common law or statutory), patent, literary, artistic, music, dramatic, personal, private, civil, property, privacy or publicity right or “moral rights of authors” or any other right of any person or entity, and shall not give rise to a claim of slander or libel. There are no existing, anticipated, or threatened claims or litigation that would adversely affect or impair any of the Licensed Rights.
5. Termination. Licensor may seek to terminate its agreement to these Terms at any time; however, these Terms shall only be terminable upon the mutual agreement of the parties, the consent of which may be granted or denied in Jukin’s sole discretion. No termination shall impact any prior license of the Images by Jukin prior to termination, which shall continue in full effect under these Terms.
6. Release and Indemnity. Licensor hereby agrees to indemnify, release and hold harmless Jukin, its successors, licensees, sub-distributors and assigns, and the directors, officers, employees, representatives and agents of each of the foregoing, from any and all claims, demands, causes of action, damages, judgments, liabilities, losses, costs, expenses, and attorney’s fees arising out of or resulting from (i) any breach by Licensor of any warranty, representation or any other provision of these Terms, and/or (ii) any claims of or respecting slander, libel, defamation, invasion of privacy or right of publicity, false light, infringement of