FREELANCE CONTENT AGREEMENT

FREELANCE CONTENT PROVIDER AGREEMENT In consideration of the mutual covenants made herein, the parties agree as follows: Parties. Content Provider are engaged in the business of providing content and other materials on a freelance basis. The Cleveland Observer is engaged in the business of newspaper publication. Relationship. The parties expressly agree and acknowledge that the relationship created by this Agreement is one of Independent Contractor. The Cleveland Observer is not the employer of Content Provider, and Content Provider are not, and will not be treated as, an employee of The Cleveland Observer for federal tax purposes, or any other purposes. Contract Period. This agreement will begin today and shall continue until terminated as provided by either party. If either party violates a term of this Agreement, then the other party (the “Non-breaching Party”) may terminate this Agreement, effective immediately upon delivery of written notice of termination by the Non-breaching Party. Notwithstanding the foregoing, either party may terminate this Agreement at any time for any or no reason, effective upon thirty (30) days written notice.

Services to be Provided by Content Provider. Content Provider agrees to submit, on his or her sole initiative, written Content to The Cleveland Observer on the subjects proscribed in said Content. The manner and method of producing this Content is solely at the discretion of Content Provider; The Cleveland Observer has no right of control over Content Provider’s manner or method of performance under this Agreement. Content Provider will submit Content in accordance with the schedule of copy deadlines being used by The Cleveland Observer.

Representations and Warranties of Content Provider. By submitting an Content to The Cleveland Observer , Content Provider represents and warrants that the Content is Content Provider original work, that the Content is not owned by any third party, that the Content is accurate, that the Content has not been obtained by unlawful means, that the Content has not been previously published in any manner or medium, specifically including, but not limited to, print or electronic means, and that publication of the Content by The Cleveland Observer will not violate any copyright or other intellectual property right of any third party. Repost of previous Publication. Any Content submitted and is not the source of said Content and had been published previously must have written permission by the owner of the Content or the publication attached to the Content submission form provide on this website or by email submitted to theclevelandobserver@gmail.com/wardsevenobserver@gmail.com.

Compensation. The Cleveland Observer will agree to pay Content published by The Cleveland Observer under an agreed contract, sign and dated by both the Content Provider and publisher. Under no circumstances will Content Provider be paid on an hourly, daily, or other basis that is a function of time. Content Providers acknowledges and agrees that The Cleveland Observer will only pay Content Providers for Content that is published, and The Cleveland Observer has the sole and exclusive authority to determine whether to publish all Content submitted by Content Provider. The Cleveland Observer agrees to pay Content Provider under contract for photograph published in conjunction with Content; however, Content Provider understands and agrees that The Cleveland Observer may publish, at its sole discretion, any number of photographs less than or equal to those submitted by Content Provider with the Content.

Taxes. As an Independent Contractor, Content Provider shall be responsible for the reporting, deposit and payment of any and all federal, state, and local taxes, including but not limited to income taxes, FICA taxes, and unemployment taxes incidental to the performance of, or payment under this Agreement. Assignment and Ownership of Intellectual Property.

Content Providers hereby understands and agrees that all Content submitted to, and published by, The Cleveland Observer under this Agreement shall be considered works for hire, and further, to the extend any intellectual property right does not pass pursuant to a work for hire, Content Providers hereby assigns to The Cleveland Observer all rights to publish the Content, and all previously submitted Content of Content Providers, in any tangible medium of expression, now known or later developed, from which it can be perceived, reproduced, or otherwise communicated, either directly or with the aid of a machine or device, including without limitation the rights to archive, republish, edit, repackage or revise any Content in any manner as The Cleveland Observer sees fit. The rights conferred upon The Cleveland Observer by this agreement shall be exclusive to The Cleveland Observer once it publishes the Content.