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Terms and Services:

MCN Digital, LLC Network Agreement

This agreement (“Agreement”) is entered into by and between MCN Digital, LLC (“MCN Digital”), a Dubai limited liability company, on the one hand, and the undersigned content provider (“Content Provider”), on the other hand. In consideration of the mutual agreements and undertakings of the parties set forth herein below, and for good and valuable consideration, the receipt, adequacy and sufficiency of which are hereby acknowledged by the parties hereto, the parties hereto hereby agree as follows:

1. Properties/Content. Content Provider represents and warrants that Content Provider exclusively owns and/or has all necessary rights to control the following channel(s) broadcast over the internet during the Term of this Agreement (collectively, the “Properties”), as well as all content (both audio and visual) exploited through such Properties (collectively, the “Content”):

2. License. Content Provider hereby grants to MCN Digital the exclusive, worldwide right and license, during the Term hereof, to exploit, manage and monetize (through enabling and selling advertising) the Properties and the Content as part of MCN Digital&#39;s branded YouTube network(s).
for the commercial use to its end number of YouTube viewers globally.

Without limiting the foregoing, MCN Digital will have the exclusive right throughout the Term hereof to represent, sell and manage all advertising inventory pertaining to the Properties, including but not limited to any advertising sales and/or sponsorship opportunities, inclusion of advertising by advertising networks, use of annotations and related features, and the serving and monitoring of all advertising and/or sponsorship campaigns and programs. MCN Digital will collect all revenue generated from the Properties directly (e.g., through Ad Sense, Video Ad Sense, YouTube direct sales, MCN Digital’s direct sales, etc.) (collectively, the “Revenue”), and pay Content Provider in accordance with the terms of this Agreement. Without limiting the foregoing license, Content Provider further grants to MCN Digital any and all rights and licenses reasonably required for MCN Digital to perform and enjoy its rights under this Agreement.

a. At such time as monetization of the Content via Facebook and/or other forms of social media becomes available, Content Provider shall further grant to MCN Digital the exclusive, worldwide right and license, during the Term hereof, to exploit, manage and monetize (through enabling and selling advertising) the Content via all forms of social media including but not limited to Facebook, Twitter, Instagram and Snapchat. In such cases, MCN Digital will collect all revenue generated from the Content directly from the social media source (e.g. Facebook), and pay Content Provider in accordance with the terms of this Agreement.

3. Payment Terms. MCN Digital will pay Content Provider an amount equal to seventy percent (70%) of Revenue received by MCN Digital due to the exploitation of the Content, on a monthly basis in accordance with the terms of this Agreement, within thirty (30) days after the end of each calendar month; provided that if the money payable is less than one dollar (U.S. $1.00), then MCN Digital need not make a payment to Content Provider until such time as there is an aggregate of at least one dollar (U.S. $1.00) due and payable. Notwithstanding the foregoing, certain payment methods may have a higher minimum payment threshold. Notwithstanding anything to the contrary contained herein, MCN Digital may deduct from any and all Revenue otherwise payable to Content Provider hereunder all wire transfer fees, ACH fees, and other reasonable administrative fees (such administrative fees not to exceed 3% of the amount of Revenues payable to Content Provider in any given month) that are charged to MCN Digital in connection with the carrying out of its duties in accordance with this Agreement and/or otherwise incurred by MCN Digital in connection with monetizing the Properties and/or Content
hereunder.

a. Notwithstanding the foregoing, all Revenue generated as a result of so-called claimed views (“Claimed Views”), i.e. views that are a) generated by third-party, user-generated content, and b) claimed by Company on Content Provider’s behalf, shall be allocated and paid at a royalty rate of fifty percent (50%) to MCN Digital and fifty percent (50%) to Content Provider, respectively. All other payment terms described in Paragraph 3 above shall remain unchanged.

b. For the avoidance of doubt, MCN Digital shall pay Content Provider the license fees described
above, even in the event that Google Adsense-verified revenue generated by the Content within MCN Digital’s branded YouTube network(s) is not remitted to MCN Digital.

c. Notwithstanding the foregoing, in the event that Content Provider’s payment is unclaimed by Content Provider within six (6) months after the earlier of (i) the termination of this Agreement or (ii) Content Provider unlinking from the MCN Digital-branded network for any reason, then Content Provider’s payment shall be forfeited.

d. All revenue earned by Content Provider as a result of referring a third-party YouTube channel/s to MCN Digital (“Referral Revenue”) shall expire and no longer be payable by MCN Digital to Content Provider one (1) year from the date that each respective referred YouTube channel joined the MCN Digital -branded YouTube network.

4. License to Use Intellectual Property. Content Provider also grants to MCN Digital a non-exclusive, worldwide, royalty-free license to use any trademarks, trade names, trade dress, slogans, designs, copyrights and/or logos that are provided by Content Provider in connection with the Properties and/or the Content in connection with MCN Digital’s performance of its duties hereunder and/or in connection with MCN Digital’s promotional activities.

5. Removal/Modification of Content. On occasion, MCN Digital may request that Content Provider remove certain Content or disable advertising on certain Content if it is deemed unsuitable for advertising purposes or in violation of YouTube terms of use. Such requests will be issued by MCN Digital via email or telephone call and must be handled with expediency by Content Provider. Notwithstanding the foregoing or anything contained herein to the contrary, MCN Digital has the right to terminate this Agreement upon written notice to Content Provider if it is determined by MCN Digital, in MCN Digital’s sole discretion, that Content Provider has uploaded and/or received a ‘strike’ for copyrighted material in violation of YouTube terms of use. Also for the period where the strike/strikes remains, the Content Provider will not be issued any payments till the strike / strikes are retracted from their respective channels.

6. Term of Agreement. This Agreement shall begin on the Effective Date and may be terminated at any time upon thirty (30) days prior written notice by either party. Until such time as the.

I accept the Terms of Services and the revenue split of 70% to the creator and 30% to MCN DIGITAL Network to send me an invitation on YouTube