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CamModelDirectory Performer Agreement This Performer Agreement ("Agreement") is entered into by and between DDM Internet Marketing LLC (DDM), owner of CamModelDirectory.com, and _________________________________________ ("Performer"), a resident/corporation of _________________________________________ State/Country. This Agreement is effective as of the date of signature of the Parties. Therefore, in consideration of the mutual covenants contained herein, the Parties agree to the following: I.
DDM agrees to provide the Performer with Internet marketing services through CamModelDirectory.com. Performer may use CamModelDirectory to advertise services such as webcam shows, phone sex, text messaging and any other legal services. Performer may also use CamModelDirectory to advertise and promote digital content such as videos and picture sets as well as non-digital content such as clothing. Performer will have the right to set up pricing for all services and merchandise at his or her discretion. Performer also has the right to deliver services/merchandise through any means preferred by her/him. DDMreserves the right to modify any advertisement at any time in order to prevent abuse and to keep the content appropriate for the site’s audience and comply with legal and industry regulations. Any advertisement that is in violation of site policies is subject to being removed immediately without prior notice. Performer agrees to abide by all site policies as shown on CamModelDirectory.com. These may be updated from time to time at DDM’s sole discretion. Failure to abide by such policies can lead to immediate termination of this Agreement. Performer agrees to provide paying customers with the actual products and services listed in the Performer’s ad. This means that the Performer may not provide a videotaped cam show if advertising a live show or accept money without providing the advertised services or products. Any Performer found to be engaging in such practices will have her ad(s) removed and will be blocked from placing future ads. Performer agrees to use the payment method established by DDM for the sale of all products and services advertised on the site by the model. Performer agrees that under 1
no circumstances will she accept payment for her services via Paypal, Giftrocket, Amazon or any other payment method. Violation of this payment policy will result in the immediate termination of the Performer’s account and removal of all ads from CamModelDirectory.com. II.
DDM agrees to pay the Performer a monthly commission as shown below: ● A 75% commission will be paid on the first $500 in sales generated by the Performer during the course of a calendar month. ● An 80% commission will be paid on all sales generated by the Performer over $500 during the course of a calendar month. ● The commission rate resets on the first of each month to 75%. Earnings may come from the sale of webcam shows, chat services, digital content and non-digital products. Unless the parties agree to another payment method, payouts will occur weekly through Payoneer. Performer is responsible for signing up for a Payoneer account. If Performer fails to sign up for Payoneer, Performer agrees that his or her payment may be delayed by up to forty-five (45) days. Payouts through Payoneer shall occur on a weekly basis, one week in arrears, however, payment periods may change at DDM’s sole discretion. Payoneer requires a minimum payout amount of $20 in order for Performer to be paid; however, this may change at Payoneer’s discretion. DDM is not liable for any changes in payment processing made by Payoneer. DDM reserves the right to terminate Performer’s ability to accept payment through DDM’s payment processor at any time without notice. DDM may also change the commission rate at any time with at least seven (7) days advance notice to the model. III.
Performer shall indemnify and hold DDM, its owners, principals, employees, and agents, harmless from any and all claims, losses, and damages, costs, and expenses (including, but not limited to, reasonable attorneys’ fees) incurred by DDM, its owners, principals, employees, and agents in respect to (a) any breach or failure by Performer to perform any covenant or obligations of Performer set forth in this Agreement (b) any breach or inaccuracy in the representation or warranty made by Performer pursuant to this Agreement (c) any claim resulting from Performer’s action or inaction resulting in a loss of income for DDM, to the extent caused in whole or in part by any negligent act or omission of Performer or anyone directly employed by him or her or anyone for whose acts Performer may be liable, (d) any claim resulting from Performer’s failure to abide by the nondisclosure provisions in Section VII of this Agreement. 2
Warranties & Limitations of Liability
Performer warrants that any content that Performer delivers while under contract with DDM will not violate any applicable laws, rules, regulations or public policies that may govern the content so delivered. Performer further warrants that he/she is over the age of eighteen (18) (nineteen (19) in Canada) and has submitted valid Identification, and understands that the terms of this Agreement may be amended or changed at the sole discretion of DDM without notice to Performer. DDM represents and warrants its products and services "as is" and disclaims all representations and warranties, including, but not limited to, all express and implied warranties of merchantability and fitness for a particular purpose. Performer agrees that DDM will not be liable to Performer for any unforeseeable or unintentional torts or breaches of this Agreement arising out its performance under this Agreement. Furthermore, Performer acknowledges and agrees that they, and not the DDM, shall be solely responsible and liable for all damages, liability or other consequences, foreseen or unforeseen, of all information which you submit, publish, display, disseminate or otherwise communicate through CamModelDirectory.com. Under no circumstances shall DDM be liable to Performer for any more than the amount owed Performer for Performer’s performance of his or her duties under this Agreement. DDM SHALL NOT BE LIABLE TO PERFORMER PURSUANT TO THIS AGREEMENT FOR AMOUNTS REPRESENTING INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING FROM THE PERFORMANCE OR BREACH OF ANY TERMS OF THIS AGREEMENT EVEN IF DDM HAS BEEN MADE AWARE OF THE POSSIBILITIES OF SUCH DAMAGES. V.
The Term of this Agreement shall be indefinite. Provided, that DDM may terminate this Agreement with written notice to Performer for any reason whatsoever, including but not limited to breaches of this Agreement. Performer will have the right to terminate for any reason whatsoever with seven (7) days written notice to DDM. In the case of termination, the Parties agree to remit any monies or services owed to the other within forty five (45) days, and Performer agrees to cease any related activities on CamModelDirectory.com. VI.
This Agreement shall be governed, construed and enforced in accordance with the substantive laws of North Carolina without regard to the conflicts of law provisions 3
thereof. All claims, actions, disputes, controversies or suits shall be litigated exclusively in the federal or state courts located in Wake County, North Carolina. Each party specifically consents to service of process by and the jurisdiction of and venue in those courts and waives any claim to venue in any other court, and Performer, if not a resident of the United States, hereby appoints the Secretary of State of North Carolina as its agent for service of process in the United States. VII.
In consideration for DDM’s willingness to enter into this Agreement, Performer agrees that the terms of this Agreement, and information, including but not limited to, software, business and marketing plans of DDM, is confidential and proprietary in nature (“Confidential Information”), and agrees not to disclose such Confidential Information to any third parties without the express written permission of DDM. VIII. Content Performer understands that she will upload content/images to CamModelDirectory.com for re-broadcast. All content/images uploaded to the system shall become the property of DDM, and DDM will have the sole discretion to use all such content/images in any way it deems necessary, and in any medium, in all sales and marketing efforts, during the Term of this Agreement and upon termination. IX.
Changes to the Agreement
Performer understands and agrees that DDM may change any part of this agreement at any time with 7 days prior written notice to the Performer. In the event that the Performer does not agree to the new terms, the Performer must provide written notification of the desire to discontinue the use of DDM’s service. X.
Entire Understanding/Severability/No Waiver
The Parties acknowledge and agree that each Party has reviewed this Agreement and has had sufficient time to seek independent legal counsel. And upon review, the Parties understand the terms of this Agreement and enter into the Agreement knowingly and voluntarily without any inducements and for valid consideration, and that this Agreement is binding and accepted by DDM upon signature by Performer without any counter signature by DDM. Whenever possible, each provision of this Agreement shall be interpreted in such a manner as to be effective and 4
valid under the applicable law. In the event that any provision(s) contained in this Agreement is held to be unenforceable, this Agreement shall be construed without such provision(s). This Agreement constitutes the entire and exclusive Agreement between the parties with respect to its subject matters and there are no oral or written representations, understandings or agreements relating to this Agreement which are not fully expressed herein. No delay or omission by either party to exercise any right or power shall impair any such right or power or be construed to be a waiver thereof. A waiver by either of the parties of any covenants, conditions or agreements to be performed by the other or any breach thereof shall not be construed to be a waiver of any succeeding breach thereof or of any other covenant, condition or agreement herein contained. No change, waiver, or discharge hereof shall be valid unless presented in writing to all interested parties and signed by an authorized representative of the party against which such change, waiver, or discharge is sought to be enforced. XI.
Performer acknowledges that his/her services are unique and personal. Accordingly, Performer may not assign his/her rights or delegate its duties or obligations under this Agreement without the prior written consent of DDM. DDM may assign its rights and obligations hereunder to one or more subsidiary or affiliates without consent, but DDM shall remain liable for all obligations hereunder. XII.
The parties acknowledge and agree that each of them have participated in the drafting of this Agreement and that this Agreement has been reviewed by the respective legal counsel for such parties and that the normal rule of construction that any ambiguities are to be resolved against the drafting party shall not be applied to the interpretation of this Agreement. No inference in favor of, or against any party shall be drawn from the fact that one party has drafted any portion of this Agreement. XIII.
Headings in this Agreement are for convenience only and shall not be used to interpret or construe its provisions. XIV.
Prevailing Party. 5
If a party hereto brings any action at law or in equity to enforce the terms of this Agreement, the prevailing party shall be entitled to recover from the other party reasonable attorneys’ fees and costs, in addition to any other relief to which such party may be entitled. XV.
Any notice required or otherwise given pursuant to this Agreement shall be in writing and mailed certified return receipt requested, postage prepaid, or delivered by overnight delivery service to the address listed below. Either party may change such addresses from time to time by providing the other party notice of the new address. Performer Legal Name________________________________________________________________________ Performer Stage Name________________________________________________________________________ Performer Date of Birth______________________________________________________________________ Performer’s Notice Address__________________________________________________________________ Performer’s SSN or EIN (US Citizens Only)__________________________________________________ Today’s Date___________________________________________________________________________________ Signature_______________________________________________________________________________________