Submit to Simply Well
Licensing Agreement between undersigned and Simply Well (SW).
1. Grant of License. The undersigned hereby grants to SW and its successors, licensees and assigns, a non-exclusive license to use any material submitted to SW now or in the future (collectively, the “Materials”) for use or possible use on (“Site”) in accordance with the terms of this Agreement. The license granted hereunder includes the perpetual, royalty-free, world-wide right to edit, reproduce, use, license, print, publish, promote, distribute and otherwise exploit the Materials in connection with the Site, or in any other manner and in any medium or forum, whether now known or hereafter devised, which is related to or derivative of the Site in any way, and said license will be free and clear of any and all claims for royalties, residuals, or other compensation . SW shall have the sole right to determine the manner in which the Materials shall be used pursuant to this Agreement, and SW shall not be obligated to use the Materials. SW agrees that it will use its best efforts to give proper attribution to the Author each time the Materials are used.
2. Representations and Warranties. Author represents and warrants that Author has the full legal right, power and authority to grant the license provided for herein to SW, and that Author owns or controls all rights to the Materials including the copyrights for the purposes contemplated in this Agreement, and neither the Materials nor the exercise of the rights grated herein shall infringe upon or violate the rights of privacy or rights of publicity of any person or entity, or libel or slander any person or entity or violate any person’s or entity’s rights.
3. Indemnification. Author shall indemnify, defend and hold harmless SW and its affiliates, its licensees, successors and assigns, and each of its officers, agents and employees from all liabilities or losses, including, without limitation, reasonable attorneys’ fees, arising out of or related to SW's exercise of the rights granted herein.
4. Governing Law. This Agreement shall be governed by the laws of the State of Utah. In any action by the undersigned for breach of any provision hereunder, the undersigned agrees that its exclusive remedy shall be an action at law for damages and in no event shall the undersigned be entitled to injunctive or any other equitable relief. This agreement contains the parties’ entire understanding relative to its subject matter. Nothing in this contract shall limit or restrict any rights otherwise enjoyed by SS under law or contract.

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