These Minted Artist Store Terms and Conditions (this “Agreement”) set forth the terms under which Minted, LLC ("Minted”) agrees to provide you (“you” or “Artist”) with an Artist-specific, branded shopping area on a subdomain of minted.com (the “Store”) that will allow you to merchandise products based on your own work (each work, an “Artwork”) in accordance with the terms of this Agreement.

LEGALLY BINDING AGREEMENT. This Agreement, including all schedules and terms and conditions incorporated by reference herein, is a binding legal contract between Minted and you. Please read this Agreement carefully before setting up the Store. By setting up the Store or selecting the applicable “I agree” button, checkbox, or, other similar indication during the Store registration process, or during a subsequent presentation of a revised version of this Agreement, you expressly agree to be bound by the terms and conditions in this Agreement, including the Self-Launched Product List. Your use of the Store is always subject to this Agreement. If you do not agree to this Agreement, you may not use the Store. You agree that your use of the Store will always be subject to the most current version of this Agreement, including the Self-Launched Product List, at the time of such use.

1. Effective Date and Term. This Agreement is effective as of the date you first indicate acceptance of any version of this Agreement (e.g., by selecting the applicable “I agree” button, checkbox or other similar indication during the registration process) (the “Effective Date”). The term of this Agreement commences on the Effective Date and ends on the date this Agreement is terminated as set forth herein (the “Term”).

2. Eligibility. Minted reserves the right to extend offers to receive a Store based on superb quality and performance and other criteria, in each case in the sole discretion of Minted.

3. Store Functionality. Except as otherwise set forth in this Agreement, you will be permitted to add Self-Launched Products (as defined below) to the Store during the Term through the self-launch functionality made available by Minted (the “Self-Launch Functionality”), subject to the following terms:

a. Store Subdomain. Except as otherwise agreed by you and Minted, the Store will be set up on a subdomain of minted.com that begins with your Artist ID (e.g., if your Artist ID is jsmith, the Store will be available at jsmith.minted.com) (the “Store Subdomain”). You do not obtain any intellectual property or other rights, other than the limited express rights set forth herein, in the Store Subdomain as a result of this Agreement or otherwise. Minted makes no representations or warranties regarding the availability or functionality of the Store or the Store Subdomain.

b. Self-Launch Eligibility. When you are provided a Store by Minted, you are initially eligible to utilize the Self-Launch Functionality. To maintain eligibility to utilize the Self-Launch Functionality in connection with a Store, you agree to submit entries to at least 3 separate Minted Contests within the category that you initially qualified in within the calendar year after the date the Store was provided to you and in each calendar year thereafter. Minted has the right, but not the obligation, to periodically notify you by email of foregoing eligibility requirement and of the number of Contests that you have entered to date within the applicable year. Minted has the right, but not the obligation, to immediately and automatically disable and terminate your ability to utilize the Self-Launch Functionality in the event you have not met the Self-Launch Functionality eligibility requirements herein. In the event that your ability to utilize the Self-Launch Functionality is terminated by Minted due to your failure to meet the applicable eligibility requirements, you can re-qualify for Self-Launch Functionality eligibility by submitting at least 3 submissions to one or more Contests, after which your Self-Launch Functionality will be restored. After Minted determines, in Minted’s sole discretion, that you have re-qualified for Self-Launch Functionality pursuant to the foregoing, Minted will restore such Self-Launch Functionality as soon as reasonably practicable. After re-qualifying, to maintain eligibility to utilize the Self-Launch Functionality in connection with a Store, you agree to submit entries to at least 3 separate Minted Contests within the calendar year following re-activation and in each calendar year thereafter within the category you initially qualified in.

c. Self-Launch of Products. Except as otherwise set forth in this Agreement and subject to the terms of this Agreement, you will be permitted to self-launch products incorporating the Artwork and certain services on the Store during the Term through the Self-Launch Functionality in certain product categories made available by Minted (e.g., art prints and stationery products), as set forth in the “Self-Launched Product List” attached hereto and incorporated herein by reference (all such self-launched products and services, “Self-Launched Products”). Minted reserves the right to modify the Self-Launched Product List, including adding or removing available Self-Launched Products, from time to time in Minted’s sole discretion. Minted may, in Minted’s sole discretion, remove from a Store any Self-Launched Products that fall into product categories that Minted has elected to remove from the Self-Launched Product List. Unless otherwise set forth in the Self-Launched Product List for a particular product, the foregoing ability to self-launch Products will be available to all artists that maintain a Store, regardless of the types of Contests an artist entered into prior to receiving a Store or in connection with maintaining Self-Launch Functionality eligibility. By way of non-limiting example, if you were granted a Store in connection with or maintain eligibility for a Self-Launch Functionality by submitting Artwork in art Contests, you may also self-launch stationery products on your Store. Minted reserves the right, in Minted’s sole discretion, to charge a listing fee in connection with Self-Launched Products and to limit the number of Self-Launched Products that can be added to the Store in any period. Minted reserves the right, in Minted’s sole discretion, to make the self-launch of any Self-Launched Products subject to terms and conditions specific to such products, which will be presented to you for acceptance prior to the self-launch of such Self-Launched Products. To the extent you do not accept and agree to such terms and conditions, as presented by Minted, you shall not be permitted to self-launch the applicable Self-Launch Product.

d. Opt-In Exclusive and Non-Exclusive Self-Launched Products. With respect to each Self-Launched Product, Minted may, in Minted’s sole discretion and as set forth in the Self-Launched Product List, allow you to offer your Artwork as (i) an open edition Self-Launch Product, exclusive to Minted (“Opt-In Exclusive Product”) or (ii) an open edition Self-Launch Product, non-exclusive to Minted (“Non-Exclusive Product”). Minted has the right to display and promote each Artwork and Self-Launched Product that is launched on the Store on the main Minted site (i.e., on portions of minted.com other than the Store) (the “Site”) in Minted’s sole discretion without express notice to you.

i. Opt-In Exclusive Products. In addition to any other rights granted to Minted herein, for each Artwork you self-launch as an Opt-In Exclusive Product, you are choosing to grant, and hereby grant, to Minted an exclusive (even as to you), sublicenseable (through multiple tiers), assignable, royalty-free, fully paid-up right to use, reproduce, distribute (through multiple tiers), create derivative works of, and publicly display and perform (publicly or otherwise) the copyright and all other intellectual property, “moral,” and other rights in the Artwork and in all matching items requested by Minted or provided by you in connection with your Artwork (including all individual Artwork elements contained therein) (“Matching Items”) (the Artwork and Matching Items, collectively, the “Work”), including, without limitation, the right to copy, reproduce, make derivative works and sell or offer for sale the Work and products incorporating the Work or any derivative works thereof, and to allow others to do the same. Without limiting the foregoing, if the Artwork is self-launched as an Opt-In Exclusive Product, Minted may, among other things, use the Work and your Artist Name in any manner, including but not limited to: (a) reproducing the Work, or portions thereof, and your Artist Name on products, (b) selling products (including but not limited to the Opt-In Exclusive Product and other products such as art prints, greeting cards, invitations, and stationery) bearing the Artwork or any derivative thereof or incorporating any aspect of the Work or any derivative thereof and which may include or be associated with your Artist Name (“Additional Opt-In Exclusive Products”) (subject to Minted’s obligation to pay you the Sales Commission as defined and described below) and which may be sold, in Minted’s sole discretion, via the Site and/or your Minted Store, (c) altering the color or size of the Artwork, (d) making derivative works of the Work and (e) using the Work and your Artist Name on our Site and otherwise to promote Minted. You may not self-launch Additional Opt-In Exclusive Products or any other products incorporating the Work in the Store. All Additional Opt-In Exclusive Products shall be deemed Opt-In Exclusive Products for purposes of this Agreement, including with respect to Sales Commissions.

For each Artwork launched as an Opt-In Exclusive Product, (a) you may not reproduce, sell, or otherwise use or distribute the Work or derivatives thereof, in any manner whatsoever or allow others to do so, including making products bearing the Artwork or derivatives thereof or incorporating the Work or any derivatives thereof in any form, including for your personal use or as gifts to friends or other third parties, and (b) if the Artwork was created from a tangible single original work (e.g., a painting), Minted grants you the right to display the original work and transfer it to someone else, but you, and anyone who obtains the original work from you, cannot reproduce or authorize others to reproduce the original in any medium or create derivative works of the original work. By way of non-limiting example, if you self-launch an Artwork as an Opt-In Exclusive Product in the art print category, (a) you may not use the Self-Launch Functionality to self-launch any other products, including any other Opt-In Exclusive Products or any Non-Exclusive Products, that incorporate the Artwork and (b) Minted has the exclusive right to sell and offer for sale additional products bearing the Artwork or any derivatives thereof or incorporating any aspect of the Work or any derivatives thereof via your Store. You may not remove an Opt-In Exclusive Product from the Store.

The exclusive license set forth in this Section 3(d)(i) shall extend from the date you self-launch a particular Opt-In Exclusive Product for a period of 3 years and shall automatically renew for additional, successive 1 year periods, unless you provide Minted with notice of a Product Conversion (as defined below) no fewer than 90 days prior to the end of the initial 3 year period or any 1 year renewal period. For each Opt-In Exclusive Product, you have the right to notify Minted that you would like to convert the Opt-In Exclusive Product to a Non-Exclusive Product (the “Product Conversion”). In the event you notify Minted of a Product Conversion with respect to a particular Opt-In Exclusive Product no fewer than 90 days prior to the end of the initial 3 year period or any 1 year renewal period, the exclusive license granted to Minted in this Section 3(d)(i) with respect to such Opt-In Exclusive Product (and all Additional Opt-In Exclusive Products) will terminate upon the end of such period, provided that (i) Minted shall have the right to continue to sell, and to permit others to sell, Opt-In Exclusive Products and all Additional Opt-In Exclusive Products, including via the Site and your Store, as Non-Exclusive Products, subject to Section 3(d)(i) below and (ii) Product Conversion shall not terminate or otherwise impact, limit or restrict Minted’s ownership of any Minted Stationery Product (as defined below) or the license granted by you in connection with any such Minted Stationery Product as set forth below.

Notwithstanding anything to the contrary in this Agreement, to the extent Minted elects to launch (rather your self-launch of) an Additional Opt-In Exclusive Product that is a stationery product as permitted herein (a “Minted Stationery Product”), you (a) acknowledge and agree that Minted shall be the sole and exclusive owner of all right, title and interest in and to the Minted Stationery Product, including all the copyright and all other intellectual property, “moral,” and other rights in the Minted Stationery Product, excluding the rights that you maintain in the Artwork and/or Matching Items and (b) effective upon such launch by Minted, grant Minted the perpetual, sublicensable (through multiple tiers), assignable, royalty-free, fully paid-up, irrevocable right to use, reproduce, distribute (through multiple tiers), and publicly display and perform (publicly or otherwise) such applicable Artwork and/or Matching Items and all intellectual property rights therein in connection with the Minted Stationery Product, including, without limitation, the right to copy, reproduce, and sell or offer for sale the Minted Stationery Product, and to allow others to do the same. Without limiting the foregoing, even in the event of a Product Conversion, Minted may, among other things, (a) sell the Minted Stationery Product without restriction, which may include or be associated with your Artist Name (subject to Minted’s obligation to pay you the Sales Commissions as defined and described below), (b) change or rework the Minted Stationery Product by making color or size changes, (c) use the Minted Stationery Product on our Site and otherwise to promote Minted, and (d) register the Minted Stationery Product with the U.S. Copyright Office or any other copyright office in Minted’s or Minted’s designee’s name. You agree to provide Minted with any information as may be required in order to register the copyright in the Minted Stationery Product if Minted so requests, at no additional cost to Minted. You agree and acknowledge that you will not obtain any rights in or to any Minted Stationery Product, other than the rights you maintain in the Artwork and/or Matching Items, and that nothing herein constitutes a license, or other permission, allowing you to copy, reproduce or sell or offer for sale any Minted Stationery Product, even in the event of Product Conversion or the termination of this Agreement.

ii. Non-Exclusive Products. For each Non-Exclusive Product, in addition to any other rights granted to Minted herein, you grant Minted the worldwide, non-exclusive, sublicenseable (through multiple tiers), assignable, right to use, reproduce, distribute (through multiple tiers), to use, reproduce, distribute (through multiple tiers), create derivative works of, and display and perform (publicly or otherwise) the applicable Work and your Artist Name in connection with making the self-launched Non-Exclusive Product available via the Store and the Site, including, but not limited to, (i) reproducing the Work and your Artist Name on Non-Exclusive Products, (ii) selling Non-Exclusive Products (subject to Minted's obligation to pay you the Sales Commission as defined and described below), including via your Store and the Site, (iii) altering the color or size of the Artwork, and (iv) using the Artwork and your Artist Name on the Store and Site and otherwise to promote Minted. You may self-launch additional Non-Exclusive Products incorporating the same Artwork. To the extent that you initially self-launch a Non-Exclusive Product incorporating an Artwork and later self-launch an Opt-In Exclusive Product incorporating the same Artwork, you agree that the initially self-launched Non-Exclusive Product will immediately be deemed an Opt-In Exclusive Product (instead of a Non-Exclusive Product) for purposes of this Agreement and will be subject to the terms of Section 3(d)(i) above. You may remove a Non-Exclusive Product from the Store at any time and Minted will take commercially reasonable efforts to remove such Non-Exclusive Product from the Site as soon as practicable.

e. Contests and Winning Artwork. You may submit Artwork you have Self-Launched as Opt-In Exclusive Products or Non-Exclusive Products to Contests, subject to the terms and conditions applicable to such Contest, including the applicable Contest Schedule (collectively, the “Contest Terms and Conditions”). In the event your Artwork is selected as the winner of a Contest, all rights relating to such Artwork will be governed by the applicable Contest Terms and Conditions.

As set forth in the applicable Contest Terms and Conditions, if your Artwork is selected for a Prize by Minted (a “Winning Artwork”), Minted may, among other things, use the Work (the Winning Artwork and all Matching Items, including those set forth in the applicable Contest Prize Overview) in any manner, including but not limited to: (a) reproducing the Work, or portions thereof, and your Artist Name on products, (b) selling products (including but not limited to art prints, greeting cards, invitations, and stationery) bearing the Artwork or any derivative thereof or incorporating any aspect of the Work or any derivative thereof and which may include or be associated with your Artist Name (“Winning Products”) (subject to Minted’s obligation to pay you the Sales Commission as defined and described in the Contest Terms and Conditions) and which may be sold, in Minted’s sole discretion, via the Site and/or your Minted Store, (c) altering the color or size of the Artwork, (d) making derivative works of the Work, and (e) using the Work and your Artist Name on our Site and otherwise to promote Minted. You may not self-launch Winning Products or any other products incorporating the Work in the Store. Minted may, in Minted’s sole discretion, display and sell any and all Winning Products via the Store, including by making such Winning Products automatically available for sale via the Store. Sales Commissions applicable to sales of Winning Products are set forth in the applicable Contest Terms and Conditions.

In the event your Artwork is selected as the winner of a Contest, all Opt-In Exclusive Products and Non-Exclusive Products incorporating the Artwork or Matching Items shall be deemed Winning Products under Section 3(e) of this Agreement. Minted reserves the right, as Minted deems appropriate and in Minted’s sole discretion, transfer or convert any such Winning Products as necessary, including converting any such art prints into a Limited Edition designation on your Store and deducting the number of such products you sold via your Store prior to the date of such transfer from the available number of Limited Editions of such products.

For Artwork submitted to Contests, in the event of a conflict between this Agreement and the Contest Terms, the Contest Terms will apply.

f. Originality Requirements. Excluding information or content that may be provided to you by Minted for inclusion in an Artwork, you represent and warrant that each and every Artwork you upload via the Store is your own original work.

g. Ownership. Except as otherwise set forth herein, you retain, and during the Term agree not to transfer to any third party, the copyright and all other intellectual property rights in and to each Artwork you add to the Store.

h. Non-Winning Artwork. For Artwork submitted to a Contest that did not win such Contest (“Non-Winning Artwork”) as of the date of the expiration of the Trial Period set forth in the applicable Contest Terms and Conditions, you will be free to use a Non-Winning Artwork for any purpose, including to launch Self-Launched Products incorporating the non-winning Artwork or derivatives thereof in your Store. To the extent a non-winning Artwork is made available in the Store through your use of the Self-Launch Functionality, you acknowledge that the Commissions applicable to sales of such Artwork are set forth in the Self-Launched Product List. Commissions set forth in the Contest Terms and Conditions and applicable Contest Schedules are applicable only to Winning Products.

i. Retired Contest-Winning Artwork. To the extent you desire to make available in the Store through your use of the Self-Launch Functionality a contest-winning Artwork that is no longer available for sale by Minted, you acknowledge that the Commissions applicable to sales of such Artwork are set forth in the Self-Launched Product List. All other Terms and Conditions set forth in the Contest Terms and Conditions shall continue to apply to such Contest-winning Artwork.

j. Restrictions. You may not submit any materials, including, without limitation, photographs or other images, text, graphics, videos, visuals, sounds, data, files, links, or other materials, including the Work (collectively, "Materials"), that (i) could infringe, misappropriate, or otherwise violate any rights of privacy or publicity, copyrights, or other intellectual property rights, unless you have the permission of the owner of these rights and the persons (or their parents or legal guardians, where applicable) who are shown or who have rights in or to the materials, (ii) contain material that defames or vilifies any person, people, races, religion, religious group or sexual orientation, (iii) is obscene, pornographic, indecent, harassing, threatening, harmful, invasive of privacy or publicity rights, abusive, inflammatory, or otherwise objectionable, (iv) may be misleading or deceptive, or (v) offers or disseminates fraudulent goods, products, services, schemes, or promotions. Furthermore, you may not submit any Materials that may give rise to any civil or criminal liability under applicable law or expose Minted or its affiliates or partners to the threat of the same.

k. Non-Artwork Materials. In the event that you post, submit, or upload non-Artwork Materials (i.e., Materials other than the Work) ("NAM"), such submission will not change the ownership status of such NAM, and you hereby grant Minted and its designees a worldwide, non-exclusive, sublicenseable (through multiple tiers), assignable, royalty-free, fully paid-up, perpetual, irrevocable right to use, reproduce, distribute (through multiple tiers), create derivative works of, and display and perform (publicly or otherwise) such NAM. Please note that, while you may retain ownership of your NAM, any design, template, or layout in which you arrange or organize such NAM through tools and features made available through Minted is not proprietary to you, and can be used by Minted and others designated by Minted for any purposes. You acknowledge and agree that you have no rights in any such design, template, and/or layout, and such template or layout is the sole and exclusive property of Minted or its licensors.

l. Approval and Removal. Minted reserves the right, but does not have the obligation, to review and remove any Artwork or Self-Launched Product on the Store and/or to remove your ability to add additional Artwork or Self-Launched Products to the Store in its sole discretion, either because an Artwork or Self-Launched Product breaches this Agreement or any applicable laws or otherwise. Additionally, Minted reserves the right to delete, move, or edit images, or suspend viewing or printing of any Materials or NAM if, in Minted’s sole discretion, it deems such Materials or NAM or portion thereof abusive, defamatory, or in violation of this Agreement, laws or rights of privacy or publicity, copyrights, or other intellectual property rights or otherwise inappropriate or that may potentially lead to civil or criminal liability. Please note that Minted’s community members may report Materials that they believe to be inappropriate. Minted has the right, but not the obligation, to remove Materials in response to user reports or requests. Minted is not responsible for, and will have no liability for, the removal or non-removal of any Materials.

m. Representations and Warranties. You represent, warrant, and covenant that (i) you own or otherwise possess all necessary rights with respect to the Materials and NAM, (ii) the Materials and NAM do not and will not infringe, misappropriate, use, or disclose without authorization, or otherwise violate any intellectual property or proprietary right of any third party, and are not unlawful, fraudulent, threatening, abusive, libelous, defamatory, obscene, or otherwise objectionable, and (iii) you consent to the use of your likeness and you have obtained the written consent, release, and/or permission of every identifiable individual who appears in Materials and NAM to use such individual's likeness, for purposes of using and otherwise exploiting the Materials and NAM in the manner contemplated by this Agreement or, if any such identifiable individual is under the age of eighteen, you have obtained such written consent, release and/or permission from such individual's parent or guardian (and you agree to provide to Minted a copy of any such consents, releases, and/or permissions upon Minted's request).

4. Promotion Rights. You hereby grant to Minted and its designees a worldwide, non-exclusive, sublicenseable (through multiple tiers), assignable, royalty-free, fully paid-up, license during the Term to use, reproduce, distribute (through multiple tiers), create derivative works of, and display and perform (publicly or otherwise) your first name and last name, username, trademarks, logos and identifying information and image ("Artist Name") for purposes of promoting the Artwork, Self-Launched Products and the Store and in connection with Minted’s marketing and distribution of Self-Launched Products in accordance with this Agreement. All use by Minted of the Artist Name shall inure to the benefit of Artist. Nothing in this Agreement obligates Minted to promote or sell any Artwork or Self-Launched Product.

5. Artwork Exclusivity. In the event you sign an exclusivity agreement with another online retailer that prevents you from participating in any Minted Artwork Contest (each a “Contest”) (as set forth in the then-current Contest Terms and Conditions), Minted may terminate your right to utilize the Self-Launch Functionality.

6. Links to Other Websites. Except as otherwise set forth herein, you can link to your Minted Store or any portion of the Site on your own website and any page controlled by you on any social media platform, but you agree not to use the Store or any portion of the Site to promote or link to any products or services of any company that operates in competition with Minted, including, without limitation, Etsy, Society6, Zazzle, Shutterfly/TinyPrints and Café Press.

7. Minted Content. You agree not to use any information or content provided to you by Minted for any purpose other than to create and submit Artwork incorporating such content to Minted via the Store.

8. Sales Commission. You will be paid a commission on Net Sales of any Self-Launched Products sold by Minted that wholly incorporate the Artwork or the Matching Items and have been self-launched by you or launched by Minted pursuant to this Agreement (including Opt-In Exclusive Products, Non-Exclusive Products and Minted Stationery Products) (“Commissionable Items”) (such commission, the “Sales Commission”). Commissionable Items shall include (a) backers, envelope liners and envelopes that wholly incorporate the Artwork or Matching Items and (b) with respect to any Self-Launched Products that wholly incorporate the Artwork or the Matching Items, shapes or other changes to basic form factor, such as folded cards. Commissionable Items expressly exclude: (a) backers, envelope liners and envelopes that do not wholly incorporate the Artwork or the Matching Items, (b) higher quality paper, (c) frames, shipping, personalization or addressing services, and (d) additional personalization or custom design services provided by Minted. Applicable Sales Commissions are set forth on the Self-Launched Product List. “Net Sales” is defined as the retail price received by Minted from its customer (i.e., the price charged after any promotional discounts, shipping, and taxes) for the sale of Commissionable Items, excluding chargebacks and returned and/or defective products. Minted may offer Self-Launched Products at any price, for any amount of time in any market, in Minted's sole discretion. Sales Commissions shall be paid to you within 90 days from the end of each calendar quarter in which they were earned. Calculation of Sales Commissions shall be in Minted's reasonable discretion and shall not be subject to audit or other verification by you. If Minted believes that you have breached any provision of this Agreement, then Minted may cancel or suspend any payments of Sales Commissions to you without prejudice to any other rights Minted may have against you.

9. Termination. Either party may terminate this Agreement (a) on at least 30 days’ written notice to the other party, or (b) immediately or as of such date specified by the non-breaching party in the event of a material breach of this Agreement.

10. Effect of Termination. Upon termination, (a) any terms and conditions that, by their nature or otherwise reasonably should survive a cancellation or termination of this Agreement, shall be deemed to survive, including, without limitation, Minted’s rights under Section 3(d)(i), and (b) Minted will remove all Non-Exclusive Products from the Store, but will, in its sole discretion, have the right to continue to display and offer for sale all Opt-In Exclusive Products and all Winning Products via the Store, subject to Minted’s obligation to pay any Sales Commissions due pursuant to Section 8 (Sales Commissions) and subject to the Product Conversion provisions set forth in Section 3(d)(i). Additionally, upon termination, Minted reserves the right to remove any or all link(s) and URL(s) to your website or other websites to which you link from the Minted website. Minted has the right to use the Store Subdomain for any purpose after the Term, including allowing use by another artist.

11. Confidentiality. You acknowledge that you may receive information (including know-how) from Minted relating to product plans, business plans, Artwork templates, processes, supplier, or service provider information, and that this information is and shall remain “Confidential Information.” You agree not to disclose any Confidential Information to any third party and to protect the Confidential Information using no less than a reasonable degree of care. You will use the Confidential Information only in furtherance of the purposes of this Agreement. Confidential Information does not include information that (a) is in your possession at the time of disclosure as shown by your records immediately prior to the time of disclosure, or (b) becomes public knowledge other than as a result of any improper inaction or action by you or, (c) is approved for public release by a duly authorized executive officer of Minted, as evidenced in writing.

12. Independent Contractor; Taxes. The parties are independent contractors under this Agreement. The parties agree that no joint venture, partnership, employment, or agency relationship exists as a result of or in connection with this Agreement. You will not be an employee of Minted and will not be eligible for any benefits paid to employees of Minted, including, for example, health benefits, workers compensation, unemployment insurance, or overtime. You shall be solely responsible for the reporting and payment of all income or other taxes resulting from the compensation received under this Agreement. Minted will not withhold any taxes from the Sales Commissions paid to you. You agree to indemnify Minted against any liability or expenses resulting from any breach of this paragraph.

13. Modification and Waiver. Minted reserves the right to discontinue or modify any part of these Terms and Conditions in Minted’s sole discretion. Unless otherwise set forth herein, including with respect to Minted’s right to modify the Self-Launch Product List, in the event that program evolution necessitates a change in any of the terms of this Agreement, Minted will communicate such change to you in writing (which may be by email) and you will have the option to decline this change and terminate this Agreement (subject to Sections 9 and 10 herein), or if the change is accepted or no response is received within 14 days, this Agreement shall be deemed to be amended to incorporate that change. The failure of a party to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision. If any provision of this Agreement is held to be invalid, the remainder of this Agreement shall remain in full force and effect.

14. Applicable Law and Venue. This Agreement shall be governed by the laws of the State of California, without regard to its conflicts of law provisions that would result in the application of the laws of another jurisdiction. Any dispute between you and Minted shall be decided under California law, via binding arbitration in accordance with applicable rules of the American Arbitration Association. Any such arbitration demand shall be filed in San Francisco, California within one year of the date that any claim may arise.

15. Assignment. You shall not assign, encumber, or otherwise transfer this Agreement or any rights granted hereunder without prior written consent of Minted, which consent Minted may withhold for any reason. Any attempted assignment in violation of this provision shall be null and void. Minted may assign this Agreement without your consent. Without limiting the foregoing, you shall not transfer ownership of a Store without the prior written consent of Minted, which consent Minted may withhold for any reason.

Entire Agreement. This Agreement represents the entire agreement between the parties related to the subject matter herein and expressly supersedes all prior oral or written agreements related hereto. You represent that you have not and will not enter into any agreement inconsistent with the terms of this Agreement.

SELF-LAUNCHED PRODUCT LIST

Last Updated July 23, 2014

You may Self-Launch the following Self-Launched Products in the Store:

Opt-In Exclusive art prints

Non-Exclusive art prints

Opt-In Exclusive printed stationery products

Non-Exclusive printed stationery products

Sales Commissions for the Self-Launched Products are as follows:

Opt-In Exclusive art prints: 8%

Non-Exclusive art prints: 8%

Opt-In Exclusive printed stationery products: 6%

Non-Exclusive printed stationery products: 6%

Subject in all cases to the applicable Contest Terms and Conditions, including the Contest Prize Overview, Sales Commissions for Winning Designs are as follows:

Winning Products sold as art prints (including Limited Edition Artwork): 10%

Winning Products sold as printed stationery products: 6%

All other Winning Products: As determined by Minted, as set forth in the Contest Terms and Conditions