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TERMS AND CONDITIONS (DISCLAIMER):

Milkcow Media Inc. (“Milkcow” or the “Company”) does not accept unsolicited materials and will only accept receipt of project information and materials from a disclosing third party (“Disclosing Party”) if it expressly solicits such materials in writing (“Solicited Materials”) followed by receipt of a non-disclosure agreement fully executed by the Company and the Disclosing Party.

The Disclosing Party will be disclosing to Milkcow the Solicited Materials as is necessary or appropriate for Milkcow to evaluate entering into a particular transaction or agreement with the Disclosing Party (the “Permitted Purposes”) on the basis of the following terms and conditions:

Intellectual Property

The “Disclosing Party” is the holder of all the exploitation rights of the Solicited Materials and is fully entitled to present them to Milkcow.

Use of Solicited Materials

The Disclosing Party authorizes Milkcow to share the Solicited Materials with officers of the Company together with any third party collaborators, in order to allow Milkcow to review and evaluate them. The Company shall not use any portion of the Solicited Materials in any manner or for any purpose other than as necessary and/or appropriate in connection with the Permitted Purposes.

Consideration

The Disclosing Party shall not be entitled to receive any consideration in respect of Milkcow’s evaluation of Solicited Materials. However, in the event that Milkcow is interested in pursuing an agreement with the Disclosing Party, it shall formalize detailed terms and conditions in writing with the Disclosing Party.

Previous or Existing Projects, Concepts and Ideas

The Disclosing Party acknowledges that Milkcow may already be exploring projects, concepts or ideas generated by officers or employees of the Company, or by third parties, that resemble the Solicited Materials presented by the Disclosing Party in which case, the Disclosing Party accepts and guarantees to Milkcow that it will not present any claim against the Company for misappropriation of its own project.