Sunbelt® Photo and Content Agreement

If you want to submit digital images, comments or other content to the Sunbelt website (the "Website"), you must enter into this Agreement without change. As used in this Agreement, "we," "our," "us," or " Sunbelt" means McKee Foods Corporation (including its affiliates) and "you" means the individual submitting materials to the Website.

1) Definitions. As used in this Agreement, (a) "Materials" means all content that you submit to Sunbelt, including all photographs, illustrations, graphics, comments and text, and (b) "Media" means any means of conveying information, whether now known or hereafter devised, including websites, banner ads, print advertisements and promotional materials.

2) Eligibility. Website submissions are limited to U.S. residents over the age of 18. Children under age 18 may not submit Materials to the Website.

3) Restrictions. You may submit Materials only if:

- the Materials are not illegal; pornographic, obscene, vulgar or indecent; threatening or harassing; libelous, defamatory, tortuous; or racially, ethnically or otherwise objectionable;

- the Materials do not harm anyone's reputation, or invade anyone's privacy;

- the Materials do not contain political references;

- the Materials do not contain (a) political campaign material, (b) commercial solicitation, or (c) logos, trademarks, copyrights, celebrity images, or other material that belongs to someone else (photographs, sculptures, paintings and other works of art or images published in books, magazines, posters, websites, television, movies, or other media are generally protected by copyright law and cannot be uploaded);

- the Materials do not harm minors or anyone else in any way; and

- you do not use a false e-mail address, impersonate any person or entity, or otherwise mislead anyone as to the origin of the Materials. You agree that you will not upload, post, e-mail or otherwise transmit Materials to us that contain software viruses or any other computer code, files, or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment.

4) Our Ownership of Materials. By submitting Materials, you assign to us all rights in and to the Materials. You understand and acknowledge that you have no rights in the Materials once you submit them to us and that we may, in our sole discretion, reproduce, modify, translate, create derivative works from, distribute, transmit, publicly display and otherwise use or license the Materials, in whole or in part, in any manner and Media without restriction.

5) Right to Use Name and Likenesses. By submitting Materials, you grant us the irrevocable permission to use and license all the names, images and likenesses of any individuals that appear in the Materials or that you submitted in connection with the Materials throughout the world in any manner and Media without restriction.

6) Representations, Warranties and Indemnities. You represent and warrant to us that (a) you have the right, power, and authority necessary to enter into this Agreement, to fully perform your obligations hereunder, and to grant the rights set forth in Paragraphs 4 and 5 above; (b) you will comply fully with all terms of this Agreement; (c) the Materials submitted to us by you, and our exercise of their rights hereunder, do not and will not violate, misappropriate or infringe any intellectual property right of any third party, including but not limited to trademark rights, copyrights, moral rights and privacy or publicity rights of any third party; (d) you possess all rights necessary for the reproduction, distribution, transmission, public performance, public display, and other exploitation of the Materials by us as permitted hereunder; (e) the Materials do not violate the restrictions in paragraph 3 above; (f) all factual statements submitted by you are accurate and not misleading; and (g) any comments or statements concerning Sunbelt Snacks subbmitted by you are an expression of your personal experience and belief and accurately reflect your beliefs.

You agree to indemnify, defend, and hold McKee Foods Corporation harmless from all claims, liabilities, damages, and expenses (including, without limitation, reasonable attorneys' fees and expenses) arising from your breach of any representation or warranty set forth in this paragraph.

7) No Obligation. Although we have the right to include the Materials in the Website or in any Media, we do not have the obligation to do so. We can do whatever we want with the Materials, including copying or modifying it for use elsewhere in any manner whatsoever. We may, in our sole discretion and for any reason, refuse the Materials or temporarily or permanently remove them from our Website at any time.

8) Changes to Agreement. We reserve the right to change any of the terms of this Agreement or the Website at any time in our sole discretion. All changes will be effective upon posting to the Website.

9) Communications. We may communicate with you in connection with the Website or your Materials, electronically and in other Media, and you consent to such communications regardless of any opt outs or other requests you may have indicated on any website of McKee Foods Corporation or by any other means.

10) DISCLAIMER. MCKEE FOODS CORPORATION WILL NOT BE LIABLE FOR ANY DAMAGES, INCLUDING DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT; OR USE OF THE WEBSITE, WHETHER IN CONTRACT OR IN TORT, EVEN IF WE HAVE BEEN ADVISED OF (OR KNEW OR SHOULD HAVE KNOWN OF) THE POSSIBILITY OF SUCH DAMAGES. IF ANY PORTION OF THESE LIMITATIONS ON LIABILITY IS FOUND TO BE INVALID OR UNENFORCEABLE FOR ANY REASON, THEN THE AGGREGATE LIABILITY OF MCKEE FOODS CORPORATION SHALL NOT EXCEED ONE HUNDRED DOLLARS ($100).

11) Miscellaneous. This Agreement will be governed by the laws of the United States of America and the State of Tennessee, without regard for conflict of laws provisions. 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 permitted 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. This Agreement is in addition to, and does not supersede or modify, the terms and conditions of use of the web site of Sunbeltsnacks.com.

BY CLICKING THE ACCEPT BUTTON BELOW, YOU AGREE TO BE BOUND BY ALL TERMS OF THIS AGREEMENT AND CONDITIONS OF THIS WEBSITE.