THE IGNOME CORPORATION ARTIST MARKET PLACE AGREEMENT
(Last Modified January 22, 2001)

This Agreement contains the complete terms and conditions that apply to an individual's or an entity's participation in Ignome Corporation's Artist Market Place Program ("Program"). As used in this Agreement, "we" means Ignome corporation, and "you" means the Artist or Entity. "Title" means any product that you would like to include in the Program, and "Copy" means each copy of a Title that you deliver to us in connection with the Program.

1. Shipping
   All Copies must be properly packaged for protection against damage or deterioration that may occur during shipment, handling, or storage. You will prepay and bear all costs incurred to ship the Copies to the shipping destination (including, for example, costs of freight and transit insurance).
2. Acceptance and Risk of Loss
   We may reject any Copy if it is defective or damaged. If we reject any Copy, we will promptly return it to you at your expense. You authorize us to charge your United Parcel Service account, or other such shipping account, if applicable, for such returns, or to withhold such shipping charges from payments due to you under this Program. Following any rejection, we may elect (at our sole discretion) to request a replacement Copy. The risk of loss for each Copy will transfer to us only when we accept the Copy. You will be solely responsible for any loss of, or damage to, Copies that occur prior to such acceptance. We will store each accepted Copy in our facilities until we purchase the Copy for resale to our customers or until this Agreement is terminated for any reason.
3. Availability Status
   Your participation in the Program will affect the availability status of your Titles in our catalog. When we receive the initial order quantity for a Title, we will list the Title as "usually ships within 48 hours." If a Title subsequently runs out of stock, it will revert to "available in 1-2 weeks" status. Once we receive additional Copies requested from you, the availability of your Title in our catalog will return to "usually ships within 48 hours."
4. Retail Price
   You will determine the price at which we sell your titles to customers. The retail price can not be below the publisher's list price if printed on the product.
5. Purchase and Payment
   When we receive a valid customer order for a Title, we will purchase a Copy from your Program inventory (except as provided in Section 6). For each Copy we purchase from you, we will pay you an amount equal to seventy (70) percent of the publisher's list price, or if none, of the suggested retail price you selected (for book Titles) or seventy (70) percent of your selected selling price (for music CDs, video, or DVD Titles), as applicable. Legal title to the Copy will transfer to us at the time we purchase the Copy from you. We will make payments on a monthly basis, in arrears. Each monthly payment will be issued at the end of each month for all sales that occurred during the prior month. For example, for all titles sold in January, we will issue you a check at the end of February for January sales. Along with each payment, we will deliver a report showing our calculation of the payment amount.
6. Returns
   Except as provided in Section 7, we will retain ownership of Copies that are returned by our customers, and we will store those Copies, at our cost, in our company-owned inventory. We reserve the right to fulfill customer orders from our inventory of returned Copies before we purchase additional Copies from you.
7. License; Representation and Warranties
   By submitting materials to us, you grant to the Ignome Corporation a worldwide, royalty-free license (which we may exercise only in connection with our promotion and distribution of your products) to do the following:
   
   Make reasonable modifications to the submitted materials. For example, the Ignome Corporation may excerpt textual materials and may change the size or otherwise enhance (tilting, shading, watermarking, resizing, etc.) graphical materials. Use, copy, distribute, and perform materials and modifications for our internal business purposes. Use, copy, distribute, display, and perform materials and modifications on the Internet and on other means of electronic or digital commerce.
   Use all trademarks and trade names associated with the materials.
   
   This license will continue in perpetuity, unless either party terminates it by giving the other party 30 days' prior written notice. You will retain all intellectual property rights you may have on submitted materials. Subject to those rights, the Ignome Corporation will be the exclusive owner of any permitted modifications that it may create.

   By submitting materials, you warrant that you have full authority to grant the licenses described above and that the Ignome Corporation's exercising of its license rights will not violate any proprietary right of any third party. You agree to indemnify, defend, and hold the Ignome Corporation from all claims, judgments, damages, and expenses (including reasonable attorneys' fees) that may arise out of any alleged breach of this warranty.

   You represent and warrant to us (a) that you have valid legal title to all Copies and all necessary rights to distribute the Copies and to perform this Agreement; (b) that your sale of Copies to us, and that our worldwide promotion, distribution, and resale thereof, will not violate any contract by which you are bound or any applicable law or regulation; (c) that you will deliver all Copies to us in new, merchantable condition; and (d) that the Copies, and our worldwide promotion, distribution, and resale thereof, will not violate or misappropriate any copyright or other intellectual property or other rights of any third party. At our option, you will replace or accept the return of any Copy that does not comply with these representations and warranties. Further, you will indemnify and hold us harmless from all claims, damages, and expenses (including, without limitation, attorneys' fees) arising from your breach of any representations or warranty contained in this Section.

8. Customer Practices
   Customers who purchase Copies from us will be deemed as exclusive customers of the Ignome Corporation. Accordingly, all of our rules, policies, and operating procedures concerning customer orders, customer service, pricing, and sales will apply to those customers. We may change our policies and operating procedures at any time, at our sole discretion.
9. Confidentiality
   During your participation in the Program, you may receive information relating to Ignome Corporation or to the Program that is not known to the general public ("Confidential Information"). Confidential Information includes, without limitation, information relating to sales consummated under the Program. You agree (a) that all Confidential Information will remain the Ignome Corporation's exclusive property; (b) that you will use Confidential Information only as is reasonably necessary for your participation in the Program; and (c) you will not disclose Confidential Information to any individual, company, or other third party.
10. Modification
    We may amend any of the terms and conditions contained in this Agreement at any time and solely at our discretion. Any changes will be effective upon posting of the revisions on our Web site. All notice of changes to this Agreement will be posted on our Web site for thirty (30) days. You are responsible for reviewing the notice and any applicable changes. Changes to the Program Instructions and Rules, however, may be posted without notice to you. YOUR CONTINUED PARTICIPATION IN THE PROGRAM AFTER IGNOME CORPORATION'S POSTING OF ANY CHANGES WILL CONSTITUTE YOUR ACCEPTANCE OF SUCH CHANGES OR MODIFICATIONS. IF YOU DO NOT AGREE TO ANY CHANGES TO THIS AGREEMENT, YOU MUST TERMINATE THIS AGREEMENT IN ACCORDANCE WITH SECTION 11.
11. Term
    The term of this Agreement will begin when we receive your product(s), a signed Ignome Corporation's Artist Market Place Agreement and will end when terminated by either party. You may terminate this Agreement at any time, with or without cause, by giving us written notice of such termination; provided that we receive such written notice at least thirty (30) days prior to the effective date of such termination, and that, you accept, confirm and fulfill all orders we send to you prior to the effective date of termination, to the full extent of all copies of all Titles ordered thereby. We may terminate this Agreement at any time, with or without cause, by giving you written notice of such termination, which may be effective immediately. Following any termination, Ignome Corporation will have the option to purchase any or all Copies in our possession at seventy (70) percent of the publisher's list price (for book Titles), or if none, of the suggested retail price you selected (for book Titles) or seventy (70) percent of your selected selling price (for music CDs, video, or DVD Titles), as applicable. Unless we terminate this Agreement without cause during the first six (6) months of the term, all returns will be at your expense. Sections 7, 8, 9, 11, 12, 13, and 14 (together with all other provisions that reasonably may be construed as surviving this Agreement) will survive the expiration or termination of this Agreement.
12. Relationship of Parties
    You and the Ignome Corporation are independent contractors, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties. You will have no authority to make or accept any offers or representations on our behalf. You will not make any statement, whether on your site or otherwise, that would contradict anything in this Section. This Agreement will not create an exclusive relationship between you and the Ignome Corporation. 
13. Limitation of Liability; Disclaimers
    We will not be liable for indirect, special, or consequential damages or any loss of revenue, profits, or data arising in connection with this Agreement or the Program, even if we have been advised of the possibility of such damages. Further, our aggregate liability arising with respect to this Agreement and the Program will not exceed, at any time, the total amounts paid to you under Section 5 of this Agreement during the previous 12-month period.

    We make no express or implied warranties or representations with respect to the program or to the operation of our Web site. You acknowledge that you have read this agreement and agree to all its terms and conditions. You have independently evaluated the desirability of participating in the program and are not relying on any representation, guarantee, or statement other than as specifically set forth in this agreement.

14. Miscellaneous
    This Agreement will be governed by the laws of the United States of America and the State of Washington, without reference to rules governing choice of laws. Any action relating to this Agreement must be brought in the federal or state courts located in Seattle, Washington, and you irrevocably consent to the jurisdiction of such courts. You may not assign this Agreement, by operation of law or otherwise, without our prior written consent. Subject to that restriction, this Agreement will be binding on, inure to, and be enforceable against the parties and their respective successors and assigns. Our failure to enforce your strict performance of any provision of this Agreement will not constitute a waiver of our right to enforce such provision or any other provision of this Agreement subsequently. Any notice or other communication under this Agreement will be given in writing and will be delivered by e-mail.

I AGREE TO AND ACCEPT EACH OF THE ABOVE TERMS

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(Print Artist's or Entity's Name)

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(Authorizing Signature)

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(Date)

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(Print Name)

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(Signature)

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(Title)

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(Date)